HomeMy WebLinkAboutC2014-180 - 7/8/2014 - Approved USED TIRE DISPOSAL SERVICE AGREEMENT
Service Agreement No. SA If- 70
THIS Used Tire Disposal Service Agreement (this "Agreement") is entered into by
and between Santa Anita Reclamation Project LLC (the "Contractor") and the City of Corpus
Christi, a Texas home-rule municipal corporation (the "City"), by and through its duly
authorized City Manager or designee ("City Manager'), effective for all purposes upon
execution by the City Manager.
WHEREAS Contractor has proposed to provide Used Tire Disposal Service in
response to Bid Invitation No. BI-0138-14 (which includes Specification 1106 dated 03/09/11)
which is incorporated and attached as Exhibit A;
WHEREAS the City has determined Contractor to be the lowest responsible bidder;
NOW, THEREFORE, Contractor and City enter into this Agreement and agree as
follows:
1. Services. Contractor will provide Used Tire Disposal Service in accordance with
Bid Invitation No.BI-0138-14 (which includes Specification 1106 dated 03/09/11)(Exhibit A).
2. Term. This Agreement is for one (1) year commencing on the date signed by the
last signatory hereto and continuing for one (1) year thereafter. The term includes an option to
extend for up to two additional twelve-month periods subject to the approval of the Contractor
and the City Manager.
3. Contract Administrator. The Contract Administrator designated by the City
is responsible for approval of all phases of performance and operations under this Agreement
including deductions for non-performance and authorizations for payment. All of the
Contractor's notices or communications regarding this Agreement must be directed to the
Contract Administrator, who is the Solid Waste Contract Administrator and Maintenance
Service Contract Administrator.
4. Independent Contractor. Contractor will perform the services hereunder as
an independent contractor and will furnish such services in its own manner and method, and
under no circumstances or conditions may any agent, servant or employee of the Contractor be
considered an employee of the City.
5. Insurance. Before activities can begin under this Agreement, the Contractor's
insurance company(ies) must deliver a Certificate of Insurance, as proof of the required
insurance coverages and the performance bond to the Contract Administrator. Additionally, the
Certificate must state that the Solid Waste Contract Administrator and Maintenance Service
Contract Administrator will be given at least thirty (30) days' notice, by certified mail, of
cancellation, material change in the coverages or intent not to renew any of the policies. The
City must be named as an Additional Insured. The City Attorney must be given copies of all
insurance policies within 15 days of the City Manager's written request.
2014-180
7/08/14
M2014-083
Santa Anita Reclamation Project INDEXED
6.Assignment. No assignment of this Agreement or any right or interest therein by
the Contractor is effective unless the City first gives its written consent to such assignment. The
performance of this Agreement by the Contractor is of the essence of this Agreement and the
City's right to withhold consent to such assignment is within the sole discretion of the City on
any ground whatsoever.
7.Fiscal Year. All parties recognize that the continuation of any contract after the
dose of any fiscal year of the City (the City's fiscal year ends on September 30th), is subject to
appropriations and budget approval providing for covering such contract item as an expenditure
in said budget. The City does not represent that said budget item will be actually adopted as that
determination is within the sole discretion of the City Council at the time of adoption of each
budget.
8.Waiver. No waiver of any breach of any term or condition of this Agreement, or
Bid Invitation No. BI-138-14 (which includes Specification 1106 dated 03/09/11), or the
Contractor's bid offer to Bid Invitation No. BI-0138-14 (Exhibit B) waives any subsequent
breach of the same.
9.Compliance with Laws. This Agreement is subject to all applicable federal, state
and local laws. All duties of the parties will be performed in the City of Corpus Christi, Texas.
The applicable law for any legal disputes arising out of this Agreement is the law of Texas and
such form and venue for such disputes is the appropriate district, county or justice court in and
for Nueces County,Texas.
10. Subcontractors. The Contractor may use subcontractors in connection with the
work performed under this Agreement. When using subcontractors, however, the Contractor
must obtain prior written approval from the Solid Waste Contract Administrator and
Maintenance Service Contract Administrator. In using subcontractors, the Contractor is
responsible for all their acts and omissions to the same extent as if the subcontractor and its
employees were employees of the Contractor. All requirements set forth as part of this
Agreement are applicable to all subcontractors and their employees to the same extent as if the
Contractor and its employees had performed the services.
11.Amendments. This Agreement may be amended only by written Agreement duly
authorized by the parties hereto and signed by the parties.
12. Termination. The City Manager may terminate this Agreement for Contractor's
failure to perform the services specified in Bid Invitation No. BI-0138-14 (which includes
Specification 1106 dated 03/09/11). Failure to keep all insurance policies and performance
bonds in force for the entire term of this Agreement is grounds for termination. The Contract
Administrator must give the Contractor written notice of the breach and set out a reasonable
opportunity to cure. If the Contractor has not cured within the cure period, the City Manager
may terminate this Agreement immediately thereafter.
Alternatively, the City may terminate this Agreement upon twenty (20) days' written
notice to the Contractor. However, the City may terminate this Agreement on twenty-four(24)
hours' written notice to the Contractor for failure to pay or provide proof of payment of taxes as
set out herein.
13.Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other related taxes according to Circular E Employer's Tax
Guide, Publication 15, as it may be amended. Upon his request, the City Manager shall be
provided proof of payment of these taxes within fifteen(15)days of such request.The Contractor
may terminate this Agreement upon ninety(90)days' written notice to the City.
14.Drug Policy. The Contractor must adopt a Drug Free Workplace policy.
15.Violence Policy.The Contractor must adopt a Violence in the Workplace policy.
16.Notice. Notice may be given by fax, hand delivery or certified mail, postage
prepaid, and is received on the day faxed or hand-delivered and on the third day after deposit in
the U.S.mail if sent certified mail. Notice shall be sent as follows:
IF TO CITY:
City of Corpus Christi
Attention: Solid Waste Contract Administrator
P.O. Box 9277
Corpus Christi,Texas 78469-9277
IF TO CONTRACTOR:
Contractor SANTA ANITA RECLAMATION PROJECT LLC
Contact ELVA WALKER
Address: PO BOX 354
City, State, LINN TX 78563
17. Month-to-Month Extension. If the City has not completed the procurement process
and awarded a new Agreement upon expiration of the original contract period or any extension
period,the Contractor shall continue to provide goods/services under this Agreement,at the most
current price under the terms of this Agreement or extension, on a month-to-month basis, not to
exceed six months. This Agreement automatically expires on the effective date of a new
contract.
18. Severability. Each provision of the Agreement shall be considered to be
severable and, if, for any reason, any such provision or any part thereof, is determined to be
invalid and contrary to any existing or future applicable law, such invalidity shall not impair the
operation of or affect those portions of this Agreement that are valid,but this Agreement shall be
construed and enforced in all respects as if the invalid or unenforceable provision or part thereof
had been omitted.
19. INDEMNIFICATION. CONTRACTOR SHALL INDEMNIFY, HOLD
HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS,
EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND
ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF
ANY NATURE ON ACCOUNT OF DEATH,PERSONAL INJURIES,PROPERTY LOSS
OR DAMAGE OR ANY OTHER KIND OF DAMAGE WHATSOVER, INCLUDING
•
ALL LIABILITY FOR DAMAGES ON ACCOUNT OF OR BY REASON OF BODILY
INJURY, INCLUDING DEATH, NOT LIMITED TO THE EMPLOYEES OF
CONTRACTOR, THE CITY, AND OF ANY SUBCONTRACTOR OR CONTRACTOR,
AND FROM AND AGAINST ANY AND ALL DAMAGES TO PROPERTY,INCLUDING
PROPERTY OF THE CITY OF CORPUS CHRISTI AND OF THIRD PARTIES,
DIRECT AND/OR CONSEQUENTIAL, CAUSED BY OR ARISING OUT OF, IN
WHILE OR IN PART, OR CLAIMED TO HAVE BEEN CAUSED BY OR TO HAVE
ARISEN OUT OF, IN WHOLE OR IN PART, AN ACT OF OMISSION OF
CONTRACTOR OR ITS AGENTS, EMPLOYEES, VENDORS, OR
SUBCONTRACTORS, OF THEIR EMPLOYEES OR AGENTS IN CONNECTION
WITH THE PERFORMANCE OF THE CONTRACT, WHETHER OR NOT INSURED
AGAINST, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS,
ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICH ARISE OR ARE
CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR
THE PERFORMANCE OF THIS AGREEMENT, REGARDLESS OF WHETHER THE
INJURIES, DEATH OR DAMAGES ARE CAUSED OR ARE CLAIMED TO BE
CAUSED BY THE CONCURRENT OR CONTRIBUTING NEGLIGENCE OF
INDEMNITEES, BUT NOT BY THE SOLE NEGLIGENCE OF INDEMNITEES
UNMIXED WITH THE FAULT OF ANY OTHER PERSON OR GROUP.
CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND
DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION,
DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL REASONABLY
SATISFACTORY TO INDEMNITEES AND PAY ALL CHARGES OF ATTORNEYS
AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM ANY OF
SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS OR ACTIONS. THE
INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION
SHALL SURVIVE THE EXPIRATION OR SOONER TERMINATION OF THIS
AGREEMENT.
SIGNED this cl day of A�A ,20 I'{ .
Contracto, an--A n `4N",I'°n
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ITY OF C CHRISTI("CITY")
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Constance anchez
EBECCA HUERTA
Director of Financial Services CITY SECRETARY
Incorporated by Reference:
Exhibit A: Bid Invitation No.BI-0138-14,including Specification 1106
Exhibit B: Bidder's Bid
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CITY OF CORPUS CHRISTI SERVICE AGREEMENT
PURCHASING DIVISION BID INVITATION NO. BI-0138-14
USED TIRE DISPOSAL SERVICE
Exhibit A: Bid Invitation No. BI-0138-14, including Specification 1106.
Exhibit B: Bidder's Bid is available upon request.