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HomeMy WebLinkAboutbocc.con.120.2005 CLERK'S CHECK LIST FOR CONTRACTS SUBMITTED TO CLERK AND RECORDER FOR SCANNING/ARCHIVING Originating Department/Division: SWC 416 Contact Person: Justina C. Potter Project Name MRF Paper o BOCC AGENDA ITEM (BOCC signature required) Phone #: 923-3487 (., 5) CONTRACT #: 120-2005 ,{tJO r /A/DCXf: D iAJ ,;(cro~ ~STAFF AUTHORIZED SIGNATURE (per Revised Procurement Code 7/2005) Check procurement type: DNone DInformal12~Formal DSole Source DEmergency o State Bid 0 Check Contract Tvoe: Dollar Amount: $Revenue Budget Line ItemlLedger Number SW135 416.65.0.63015 o Services/Maintenance OLicense/Use OLease DConstruction OGoods, Equipment, Supplies [8JOther (e.g. revenue) DEmployment (for county cmployees) Dlntergovernmental Agreement (Requires BOCC Action) ONon-Profit DQuasi-Public DGrant Agreements (Requires BOCC Action) DChange Order/Contract Amendment Contractor/Business (Complete Name):Mid America Recycling Co. Contract Execution Date:ApriI3, 2006 Contract End Date: March 20, 2009 Automatic Renewal (YDN~) Term ofContract:3year(s) All Contracts should be proofed for the following: ~No Pages Missing Off a Page is Left Intentionally Blank -Note on Page ~Page numbered consecutively ~All Signatures Affixed ~All Dates Filled In ~All Other Blanks Filled In DAII Exhibits Attached DAll Legal Descriptions Attached (if appropriate) DNotice of Award/Proceed Attached (if appropriate) OSpecial Instructions for Finance Department: ~Sent to Clerk and Recorder for Scanning/Archiving [gJAuthorized Staff Person's Name: Chris Hoofnagle BY CHECKING ABOVE AND ENTERING NAME, THE AUTHORIZED STAFF PERSON INDICATES THAT DOCUMENT HAS BEEN PROOFED AND READY FOR SCANNING. Note: Clerk's Office will keep original documents in compliance with Colorado State Archives rctainage schedule. . Amended 4-11 -06 \ I . CONTRACT FOR PROVISION OF SERVICES Contract # 120-2005 Ledger #S<....:> 135 'l,E"bs.l5.b~C> IS o THIS CONTRACT is made and entered by and between the Pitkin County Board of County Commissioners ("County") and Mid America Recycling Company, 2742 E. Market Street, Des Moines, IA 50317 (hereinafter "Contractor"). 1. Term. The term of this contract is from March 20,2006 to March 20,2009. At the expiration of the initial ternl, the contract may be extended for an additional term of two years by the express written consent of both parties. 2. Contractor's Obligations. Contractor shall provide services for brokering and transportation for cardboard, newspaper and office pack. A.) Contractor shall provide for the transportation of recyclables via open-top, live bottom, flat-bed or any other trailers and shall be responsible for covering and securing load, then transporting to market. B.) Contractor shall provide payment and a montWy summary of quantities by commodities by the 20th of the following month. Contractor shall compensate County in accord with its proposal. C.) Contractor shall ensure the commodities are always recycled and never landfilled, buried or stored for the purpose of waiting for the prices paid for the commodities to rise (speculative accumulation). Contractor must provide quarterly reports to the SWC describing contamination levels and final disposition of recovered material. The reports must be received by the 20th of the month following the beginning of each quarter. D.) Contractor shall haul material on such a schedule that the stockpiles of recovered materials (baled or bulk) at MRF never reach a limit of more than 32 bales of commodities. If recyclable stockpiles reach the negotiated limit, contractor will have 72 hours, from time of notification of reaching said limit, to remove the material. )- E.) Ifbrokering OCC, ONP and MIX #1 directly to mills, contractor shall provide trailers for old corrugated cardboard, newspaper and office pack within 72 hours of request by the County if trailer is not a (hot load). The County will make a verbal request when they have a truckload ready. F.) Contractor shall meet the requirements in part C, D and E in the Contractor Obligations of this contract or pay a fee equal to the amount charged by another hauling company who will be hired to complete the work. G.) Contractor shall provide services during regular MRF hours of operation: Monday - Thursday 7:30 am - 3:30 pm H.) Contractor shall provide all personnel, trucks, equipment, containers, trailers for loading, short term storage and services including but not limited to: a. Trailers (various types) b. Gaylords c. Pallets d. RoB-off containers e. Trucks, equipment, etc. f. Schedule for pickups g. Budget reviews h. Payment requests 1.) The County shall provide all personnel and equipment necessary for loading commodities on or into provided trailers. 3. Compensation and Expenses. Invoicing, Payment and Offset. The County shall compensate Contractor for its services in accordance with the Project Budget and Schedule set out in Paragraph 2. It is expressly understood and agreed that in no event will the total compensation and reimbursement to be paid hereunder exceed the sum of ($N/A see obligations) for all services rendered. By contract or amendment, the County and Contractor may reallocate the budget among project tasks if the total budget amount remains unchanged. Contractor shall invoice for the project monthly based on hours worked, with payment expected within thirty (30) days of invoice, but any payment by the County may be offset by any amount the Contractor owes the County for any reason. 4. County's Exclusive Ownership of Work Product. Drawings, specifications, guidelines and other documents prepared by Contractor in connection with this contract shall be the property of the County. However, Contractor shall have the right to utilize such documents in the course of its marketing, professional prese:ntations, and for other business purposes. Contractor assigns to County the copyrights to all work prepared, developed, or created pursuant to this contract, including the right to: 1) reproduce the work; 2) prepare derivative works; 3) distribute copies to the public; 4) perform the works publicly; and 5) to display the work publicly. Contractor shall have right to use materials produced in the course of this contract for marketing purposes and professional presentations, articles, speeches and other business purposes. ~ 5. Pitkin County'S Obligations. Pitkin County shall administer this contract through a County Representative. Justina Potter will manage the project as the County's Representative. In the event that Justina Potter is not available, Brian Allen shall assume the County Representative's duties. The services provided and products delivered by the Contractor under this contract will be subject to review by the County's Rt:presentatives, or a designee, for compliance with Contractor's obligations prior to final payment. 6. Termination Prior to Expiration of Contract Term. The County has the right to terminate this contract, with or without cause, by giving written notice to the Contractor of such termination and specifying the effective date thereof. Such notice shall be given at least ten (10) days before the effective date of such termination. In such event all finished or unfinished documents, data, studies and reports prepared by the: Contractor pursuant to this contract shall become the County's property. Contractor shall be entitled to receive compensation in accordance with the contract for any satisfactory work completed pursuant to the terms of this contract prior to the date of termination. Not withstanding the above, Contractor shall not be relieved ofliability to the County for damages sustained by the County by virtue of any breach of the contract by the Contractor. 7. Independent Contractor Status. A. The parties to this contract intend that the relationship between them contemplated by the contract is that of independent Contractor. Contractor, and any agent, employee, or servant of Contractor shall not be deemed to be an employee, agent, or servant of Pitkin County. B. Contractor is not required to offer his services exclusively to Pitkin County under this contract. Contractor may choose to work for other individuals or entities during the term of this contract, provided that the basic services and deliverable products required under this contract are submitted in the manner and on the schedule defined under this contract. C. Contractor warrants that all work produced will conform to all applicable industry standard of care, skill and diligence in the performance of Contractor's obligations under this contract. D. Contractor shall not attempt to oversee or supervise the work or actions of any Pitkin County employee, servant or agent in the course of completing work under this contract. E. Contractor is not entitled to any Workers' Compensation benefits through Pitkin County and is responsible for payment of any federal, state, FICA and other income taxes. 8 Assignability. This contract is not assignable by either party. Any use of subcontractors by the Contractor for performance of this contract must be accepted in writing by the County. 9. Binding Arbitration. Any disputes arising out of this contract shall be subject to binding arbitration. The parties agree that any disputes concerning the terms and conditions of this contract shall be submitted and finally settled by arbitration. Arbitration shall be conducted pursuant to the rules of the American Arbitration Association and shall be presided over by the Pitkin County ~ Hearing Officer appointed to arbitrate Pitkin County contract disputes. Costs of the arbitration shall be awarded to the substantially prevailing party. 10. Severability. In the event that any provision of this contract shall be held to be invalid or unenforceable, the remaining provisions of this contract shall remain valid and binding upon the parties hereto 11. Integration and Modification. A. This contract represents the entire and integrated contract between the County and the Contractor and supersedes all prior negotiations, representations, or contract, either written or oral. This contract may be amended only by written contract signed by both the County and the Contractor. B. The County may, from time to time, request changes in the scope of services of the Contractor to be performed hereunder. Such changes, including the increase or decrease in the amount of the Contractor's compensation, which are mutually agreed upon between the County and the Contractor, shall be in vvriting and upon execution shall become part of this contract. 12. Indemnity. The Contractor (including, by definition here and hereinafter, its officials, employees, agents and representatives, subcontractors and suppliers), shall and hereby does release, discharge, indemnifY and hold harmless the County of Pitkin and its officials, employees, agents and representatives from and against liability for any claim, demand, loss, damages, penalty, judgment, expenses, costs (including costs of investigation and defense), fees (including reasonable attorney and expert witness fees) or compensation in any form or kind whatsoever for any bodily injury, death, personal injury or property damage arising out of or in connection with any negligent act, intentional act, error or omission by the Contractor, and for any cons,equentialliability alleged to accrue against the County on account of the Contractor's acts, errors or omissions; provided, however, that such indemnity shall not be construed as an indemnity for bodily injury or property damage arising from the sole negligence of the County or its employees. The Contractor further shall investigate, process, respond to, adjust, provide defense for and defend, payor settle all claims, demands, or lawsuits related hereto at its sole expense and shall bear all other costs and expenses related thereto, even if the claim, demand or lawsuit is groundless, false or fraudu- lent. 13. Insurance. A. In whole or in part, the Contractor shall secure and maintain for the term of its contractual relationship with the County such insurance policies, from companies licensed in the State of Colorado, as will protect itself, the County and others as specified, from claims for bodily injuries, death, personal injury or property damage, which may arise out of or result from the Contractor's acts, errors or omissions. The following insurance coverage, at or above the limits indicated and including such endorsements as are indicated by an "X", are required: 1. Statutory Workers' Compensation: Colorado statutory minimUllls 2. Commercial General Liability - ISO 1998 Form or equivalent ~ (With County named additional insured) Each Occurrence Limit General Aggregate Limit Products/Completed Operations Aggregate Limit $1,000,000.00 $2.000,000.00 $2,000.000.00 Comprehensive Form (All risks) to include: ---..X.- Premises/Operations Underground, Explosion & Collapse Hazard ---..X.- Products/Completed Operations ---..X.- Contractual Liability ---..X.- Independent Contractors and Subcontractors ---..X.- Broad Form Property Damage ---..X.- Personal Injury 3. Business Auto Coverage: Combined Single Limit Liability (each accident) $1.000,000.00 4. Special Coverages (check as appropriate and insert amount): (1) Performance Bond Labor and Material Payment Bond (2) Professional Errors and Omissions (3) Aircraft Liability (4) Owner's Protective (5) Builder's Risk (6) Boiler and Machinery (7) Loss of Use Insurance (8) Pollution Liability (9)Crime, including Employee Dishonesty Coverage, or Fidelity Bond B. Proof of Insurance: 1. To provide evidence of the required insurance coverage, copies of Certificates of Insurance in a fOilll acceptable to the County shall be filed with the County through the representative identified in Paragraph 5, no later than ten (10) calendar days prior to com- mencement of operations affecting the County. Failure to file or maintain acceptable Certificates of Insurance with the County is agreed to be a material breach of any contract. These Certificates of Insurance shall contain a provision that coverage afforded under the policies will not be canceled or materially altered unless at least thirty (30) calendar days prior written notice by certified mail, return receipt requested (effective upon proper mailing), has been sent to the County (through the County's Risk Department). (For purposes of this f, provision, "materially altered" shall mean a change affecting the coverage's required herein, including a change to policy limits as set out in the then-current policy declarations page). Simultaneously with the Certificates ofInsurance, the Contractor shall file with the County's Risk Department (and promptly update, as necessary) a certified statement as to claims pending against the required coverages, reserves established on account of such claims, defense costs expended and amounts remaining on policy limits. 2. In addition, these Certificates of Insurance shall contain the following clauses: a. The clause "other insurance provisions," in a policy in which the County of Pitkin holds a Certificate, shall not apply to the County of Pitkin. b. The insurance companies issuing the policy or policies hereunder shall have no recourse against the County of Pitkin for payment of any premiums or for assessments under any form of policy. c. Any and all deductibles in the above-described insurance policies shall be assumed by and be for the amount of, and at the sole expense of the Contractor. d. Location of operations shall be: "all operations and locations at which work for the referenced Project is being done." 3. Certificates ofInsurance for all renewal policies shall be delivered to the County's Representative at least fifteen (15) days prior to a policy's expiration date except for any policy expiring on the expiration date of this contract or thereafter. 4. The County reserves the right to request and receive a copy of any policy and any policy endorsement at any time during the term of this contract. 14. Exemptions and Preferences. All purchases of construction or building or any other materials for this contract shall not include Federal Excise Taxes or Colorado State or local sales or use taxes. Pitkin County is exempt from such taxes under registration numbers 98-02624 and 84-78000-5K. 15. Records. The Contractor shall maintain comprehensive, complete and accurate books, records, and documents concerning its performance relating to this contract for a period of three (3) years after final payment under the contract and the County shall have the right within the three (3) year period to inspect and audit these books, records and documents, upon demand, in a reasonable manner and at reasonable times, for the purpose of determining, by accepted accounting and auditing standards, compliance with all provisions of the contract and applicable law. 16. Contract Made in Colorado. The parties agree that this contract was made in accordance with the laws of the State of Colorado and shall be so construed. Venue is agreed to be exclusively in the courts of Pitkin County, Colorado. 17. Attorney's Fees. In the event that legal action is necessary to enforce any of the provisions of this contract beyond the arbitration described in Paragraph 9, the substantially prevailing party shall be entitled to its costs and reasonable attorney's fees. t 18. Governmental Inununitv. Contractor agrees and understands that Pitkin County is relying on and does not waive, by any provision of this contract, the monetary limitations or terms (presently $150,000.00 per person and $600,000 per occurrence) or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, 24- I 0-1 01, et. Seq., C.R.S., as from time to time amended, or otherwise available to Pitkin County or any of its officers, agents or employees. Further, nothing in this contract shall be construed or interpreted to require or provide for indemnification of the Contractor by the County for any injury to any person or any property damage whatsoever which is caused by the negligence or other misconduct ofthe County or its agent or employees. 19. Current Year Oblig;ations. The parties acknowledge and agree that any payments provided for hereunder or requirements for future appropriations shall constitute only currently budgeted expenditures of Pitkin County. Pitkin County's obligations under this contract are subject to Pitkin County's annual right to budget and appropriate the sums necessary to provide the services set forth herein. No provisions of the contract shall constitute a mandatory charge or requirement in any ensuing fiscal year beyond the then current fiscal year of Pitkin County. No provision of the contract shall be construed or interpreted as creating a multiple-fiscal year direct or indirect debt or other financial obligation of Pitkin County within the meaning of any constitutional or statutory debt limitation. This contract shall not directly or indirectly obligate Pitkin County to make any payments beyond those appropriated for Pitkin County's then current fiscal year. No provisions of this contract shall be construed to pledge or create a lien on any class or source of Pitkin County's moneys, nor shall any provision of this contract restrict the future issuance of Pitkin County's bonds or any obligations payable from any class or source of Pitkin County's money. 20. Notice. Any written notice required by this contract shall be deemed delivered through any of the following: (I) hand delivery to the person at the address below; (2) delivery by facsimile with confirmation of receipt to the fax number below; or (3) within three (3) days of being sent certified first class mail, postage prepaid, return receipt requested addressed as follows: A. To Pitkin County Justina Potter 76 Service Center Road Aspen, Colorado 81611 Fax: (970) 923-2043 with copies to: Pitkin County Attorney's Office 530 E. Main Street, #302 Aspen, Colorado 81611 Fax: (970) 920-5198 B. To Contractor: Mid America Recycling Company 2742 E. Markt:t Street Des Moines, lA 50317 IN WITNESS WHEREOF, the parties have executed this contract as of the date first set out herein above. By;' '6 Title VL~~I~I:~ I;;;;' Date BOARD of COUNTY COMMISIONERS OF PITKIN COUNTY, COLORADO: By: L. ~11~fp Date By Hilary Fletcher 1 PRODUCER LOCKTON COMPANIES 444 W, 47TH STREET, SUITE 900 KANSAS CITY MO 64112-1906 (816) 960-9000 ACORD,. CERTIFICATE OF LIABILITY INSURANCE 06112/2006 D~;~~~~~D;;) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE jliSURERA AMERICAN CASUALTY CO OF READING PA INSURER B V ALLEY FORGE INS CO ~ c' CONTINENTAL CASUALTY INS CO jNSURFR D' LEXINGTON INSURANCE COMPANY INSIJRFR E . INSURED 1062196 MIDAMERICA RECYCLING COMPANY 2742 E. MARKET STREET DES MOINES IA 50317 COVERAGES MlDRE03 T A THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO All THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH PO' .ICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. iNsR POLICY EFFECTIVE POLICY EXPIRATION J.IlL TYPE OF INSURJ'.NCE POLICY NUMBER DATE (/.IM/DDIYY) DATE IMMIDD;'I'Y\ GENERAL LIABILITY L1MI-S A GL2083472948 06/12/2005 06/30/2006 EACH OCCURRENCE S 1,000.000 FIRE DAMAGE (Anyone fire' ~ 300,000 MEDEXP(Anyone~ S 5,000 PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000.000 X COMMERCIAL GENERAL LIABILITY = :=J CLAIMS MADE [Xl OCCUR ~ Broad Form ProperlY Damage GEN'L AGGREGATE LIMIT APPLIES PER. ~ II PRO. II -~ AUTOMOBILE LIABILITY B ~ ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS X HIRED AUTOS ~ NON-OWNED AUTOS ~ hired car phy dam X $100000 250comp/col GARAGE LIABILITY ANY AUTO COMBINED SINGLE LIMIT $ 1,000,000 BUA2083472951 06/12/2005 06/30/2006 (Ea accident) BODILY INJURY $ XXXXXXX (Per person) BODILY INJURY $ XXXXXXX (Per accident) PROPERTY DAMAGE S XXXXXXX (Per aCCident) EXCESS LIABILITY C ~ OCCUR D CLAIMS MADE - f)(l UMBRELLA _ _ DEDUCTIBLE ~ FORM RETENTION S WORKERS COMPENSATiON AND EMPLOYERS' LIABILITY CUP2077852599 06/12/2005 06/30/2006 AUTO ONLY- EA ACCIDENT $ XXXXXXX OTHER THAN EA ACC -L- XXXXXXX AUTO ONLY AGG s XXXXXXX EACH OCCURRENCE $ 5,000,000 AGGREGATE $ 5,000,000 ~XXXXXX -L XXXXXXX $ XXXXXXX NOT APPLICABLE IWC ST ATU- I X TORY LIMITS I~ B WC208347.2979 06/12/2005 06/30/2006 E.L EACH ACCIDEN~-L-- f'.L DISEASE - EA EMPLOYEE S E.L DISEASE - POLICY LIMIT $ See Description ] ,000,000 1.000.000_ 1,000,000 OTHER D Motor Truck Cargo 7477480 06/l2I2005 06/12/2006 DES,,;lIPTION OF OPERATIONS/LOCATIONSNEHICLESJEXCLUSIONS ADDED BY ENDORSEMElTlSPECIAL PROVISIONS Any vehicle 100,000; all covered property 100,000; Rented & Leased Equip 500,000 per occur/100,000 per item. P1TKIN COUNTY IS NAMED AS ADDITIONAL INSURED AS RESPECT GENERAL LIABILITY COVERAGE AS REQUIRED BY WRITTEN CONTRACT. CERTIFICATE HOLDER 2539942 PITKIN COUNTY 76 SERVICE CENTER RD ASPENC081611 I ADDITIONAL INSURED: INSURER LETTER: -;ANCELLA TION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ...J..Q....... DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER. ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ,-0 PORATlON 1988 ACORD 25-5 (7/97) For questions l'8gs.rding this <:ertlficate, ,contact the number listed in the 'Produce( .ection aba.... and spe1;ifyth8 client code 'MIDREOJ'. IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. \ ACORO Z5-5 (7197/