Specification No. CP-2024-5
PRICING AGREEMENT
CP-2024-5, AMMONIUM HYDROXIDE (FeCI2)
THIS PRICING AGREEMENT ("Agreement") is entered into effective as of July 1, 2025 ("Effective Date"), by and between the CAMARILLO SANITARY DISTRICT, a sanitary district organized pursuant to the California Health and Safety Code ("District"), and HILL BROTHERS CHEMICAL COMPANY, a California corporation company ("Vendor").
RECITALS
A. District is interested in purchasing from Vendor ammonium hydroxide (Product).
B. District's decision to utilize Vendor's Product is dependent in part on the District's ability to obtain such Product at a fixed or stable price over a defined period.
C. In order to obtain or potentially obtain business from District, Vendor is willing to offer District such Product at a fixed or stable price over the term of this Agreement.
Vendor acknowledges that this Agreement does not require District to purchase such Product from Vendor in any particular amounts, or at any particular time, or at all during the term of this Agreement.
NOW, THEREFORE, in consideration of the recitals and mutual covenants and conditions contained in this Agreement, the parties agree as follows:
1. Pricing. The pricing of Product will remain at $1.25 per gallon during the term of this Agreement, as noted on the Bid Form submitted attached as Exhibit A.
Term. The term of this Agreement will commence on the Effective Date and continue until June 30, 2027, unless otherwise extended by the mutual written agreement of the parties. Agreement may be extended for an additional period of up to one (1) year. Vendor may request a price increase adjustment for the extension of the agreement, based on the cost-of-living increase measured by the February Consumer Price Index for All Urban Consumers (CPI-U) in Los Angeles.
General Provisions. This Agreement constitutes the entire understanding between the parties with respect to the pricing of the Product. This Agreement may not be amended except by a written document signed by both parties. This Agreement is governed by and enforceable in accordance with California law.
4. Insurance. Vendor agrees to obtain and maintain in full force and effect during the term of this Agreement the insurance coverages listed in Exhibit B (Insurance), CAM #4829-3804-1088 V1 Page 1 of 3 CSD Agreement No. 2025-3 Specification No. CP-2024-5
which is made a part of this Agreement. All insurance policies are subject to approval by District as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the District Manager or Legal Counsel.
[Signatures on the following page.]
CAM #4829-3804-1088 V1 Page 2 of 3 CSD Agreement No. 2025-3 Specification No. CP-2024-5
IN WITNESS WHEREOF, District and Vendor have executed this Agreement as follows.
CAMARILLO SANITARY DISTRICT
Greg Ramirez, District Manager
ATTEST:
Carrie Weal, Interim Assistant Secretary
VENDOR
Thomas . James
Thomas J. James, Chief Financial Officer
Patricia Santana
Patricia Santana, Corporate Secretary
044498 04/30/2025
Camarillo Business Tax Certificate Number Expiration Date CAM #4829-3804-1088 V1 Page 3 of 3 CSD Agreement No. 2025-3 Specification No. CP-2024-5
EXHIBIT A
BID PROPOSAL
(Attached)
CAM #4829-3804-1088 V1 A-1 CSD Agreement No. 2025-3
Specification No. CP-2024-5
EXHIBIT A
CAMARILLO SANITARY DISTRICT
BID PROPOSAL
CP-2024-5, AMMONIUM HYDROXIDE
The Camarillo Sanitary District (District) invites your bid on the items described below. Please fill in all blank spaces. Failure to complete this form in its entirety may result in rejection of bid. Bid may be withdrawn via the City of Camarillo Planet Bids portal prior to the exact hour and date specified for receipt of bids.
The term of the agreement shall be for a period of two years, commencing on July 1, 2025. By mutual consent of both the District and the Vendor, the agreement may be extended for an additional period of up to one (1) year. The Vendor has the option to request a price increase adjustment for the extension of the agreement, based on the cost-of-living increase measured by the February Consumer Price Index for All Urban Consumers (CPI-U) in Los Angeles.
FOB Point: As Specified Delivery Promise: As Specified Terms: Net 30 days **Bid Due: 10:00 a.m., February 28, 2025**
Furnish and deliver the following in accordance with District Specification No. CP-2024-5:
Estimated Quantity Unit Unit Price
20,000 Gallon $1.25
Prices quoted shall be F.O.B. Destination, Freight Pre-paid and delivered to Water Reclamation Plant. Additionally, these prices are exclusive of any applicable taxes. District reserves the right to open all bids submitted. District will determine the lowest bid based on the unit price.
THE ONLY EXCEPTIONS FROM THE SPECIFICATIONS ARE:_
Company: Hill Brothers Chemical Company
Address: 3000 E Birch St, Suite 108, Brea, CA 92821
Telephone: (714) 579-3333
Name (Printed): Frank Alari
Title: Director of Sales, Western Region
Signature: Email: [email protected]
THIS IS AN INQUIRY ONLY, NOT AN ORDER.
REQUEST FOR BID SUBJECT TO ATTACHED TERMS AND CONDITIONS.
Must be Turned in for BID Completion
A-2 CSD Agreement No. 2025-3
Specification No. CP-2024-5
Bidder's Acknowledgment of Insurance Terms
I hereby acknowledge and accept the insurance terms and conditions as outlined in the bid documents. I confirm that all required insurance policies will be maintained throughout the duration of the agreement.
Company: Hill Brothers Chemical Co
Name (printed): Frank Alari
Signature:_
Must be Turned in for BID Completion
A-3 CSD Agreement No. 2025-3
Specification No. CP-2024-5
EXHIBIT B
INSURANCE
1. General Requirements. Contractor must procure and maintain in full force and effect during the term of this Agreement the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below:
Type of Insurance Limits (combined single)
Commercial General Liability $2,000,000 / $4,000,000 Aggregate Business Automobile Liability $1,000,000
Workers' Compensation Statutory Requirements
2. Commercial General Liability Insurance. This policy must meet or exceed the requirements of Insurance Services Office (ISO) CGL Form No. CG 00 01. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. The insurance must be on an "occurrence" not a "claims-made" basis. Defense costs must be paid in addition to limits. There must be no cross-liability exclusion for claims or suits by one insured against another.
Liability policies must be endorsed to name Camarillo Sanitary District (District), its officials, employees and agents as "additional insureds" under the insurance coverage. The Additional Insured Endorsement form must be provided.
The policy must state that such insurance will be deemed "primary" such that any other insurance that may be carried by District will be deemed "excess" to that of Contractor.
This endorsement must be reflected on ISO Form No. CG 20 01, or equivalent form as determined by District. Primary and Noncontributory and Waiver of Subrogation Endorsement forms must be provided.
Coverage must be applicable to District for injury to employees of Contractor, subcontractors, agents or others performing any part of the Work required under this Contract. Each policy must be endorsed to provide a separate limit applicable to this Project.
The Commercial General Liability policy must not contain any endorsements limiting coverage beyond the basic policy coverage for any of the following:
Explosion, collapse or underground hazard (XCU);
2. Products and completed operation;
Pollution liability; or
Contractual liability.
Business Auto Coverage. This policy must be on ISO Business Auto Coverage Form CA 00 01 including symbol 1 (Any Auto) and Endorsement CA 0025, or equivalent forms approved in writing by District. If Contractor neither leases nor owns vehicles, this requirement may be satisfied by a non-owned auto endorsement to the general liabilit olicy described above. If Contractor or Contractor's employees will use personal auto CAM #4829-3804-1088 V1 B-1 CSD Agreement No. 2025-3
Specification No. CP-2024-5
in any way on this Project, Contractor must provide evidence of personal auto liability coverage for each such person. Additional Insured, Primary and Noncontributory, and Waiver of Subrogation Endorsement forms must be provided.
4. Workers Compensation. Contractor must have a State of California approved policy form providing the statutory benefits required by law with employer's liability, or Contractor must provide evidence of an approved self-insurance program. Waiver of Subrogation Endorsement form must be provided.
Other Insurance; Revisions to Insurance. Contractor may be required to obtain such other insurance coverage as may be required by applicable law or by District. District reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Contractor 60 days advance written notice of such change. If such change results in substantial additional cost to Contractor, District and Contractor may renegotiate Contractor's compensation.
6. Acceptable Insurers. All required insurance policies must be issued by an insurance company currently authorized by the California Insurance Commissioner to transact the business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the District's Risk Manager.
7. Excess or Umbrella Liability Insurance (Over Primary). If an excess or umbrella liability policy is used to meet limit requirements, the insurance must provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an excess or umbrella liability policy must include a "drop-down provision" providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage must be provided on a "pay-on-behalf" basis, with defense costs payable in addition to policy limits. There may be no cross- liability exclusion precluding coverage for claims or suits by one insured against another.
Coverage must be applicable to District for injury to employees of Contractor, its subcontractors or others performing work to satisfy Contractor's obligations under this Contract. The scope of coverage provided is subject to approval of District following receipt of proof of insurance as required herein. Additional Insured, Primary and Noncontributory, and Waiver of Subrogation Endorsement forms must be provided.
Certificates of Insurance and Endorsements. Prior to commencing any Work under this Contract, Contractor must file with the District Certificates of Insurance and Endorsements evidencing the existence of all insurance required by this Contract, along with such other evidence of insurance or copies of policies as may reasonably be required • Such Certificates of Insurance and Endorsements must be in a form approved by District's legal counsel. Contractor must maintain current certificates and endorsements on file with District during the term of this Agreement reflecting the existence of all required insurance. Each of the certificates must expressly provide that no material change in the policy, or termination thereof, will be effective except upon 30 days' prior written notice to District.
Failure to Maintain Required Insurance. If Contractor, for any reason, fails to have in place at all times during the term of this Agreement all of the required insurance coverage, CAM #4829-3804-1088 V1 B-2 CSD Agreement No. 2025-3
Specification No. CP-2024-5
District may, in addition to any other available remedies, (a) obtain such coverage at Contractor's expense and deduct the cost from the sums due Contractor, (b) make a claim against the Contractor's surety, or (c) terminate the Contract.
10. Effect of Coverage. The existence of the required insurance coverage under this Agreement will not be deemed to satisfy or limit Contractor's indemnity obligations under this Contract.
11. Higher Limits of Insurance. If Contractor maintains higher limits of insurance than the required amounts shown in Section 1 above, then such amounts will be the minimum required under this Agreement.
CAM #4829-3804-1088 V1 B-3 CSD Agreement No. 2025-3