1 2021 Standard Service Agreement Template (ACA approved 7-21-21) SD #4816-1915-4163 v1
AGREEMENT
FOR CONTRACT SERVICES FOR
CITY OF CORONADO CLEAN EARTH ENVIRONMENTAL SOLUTIONS, INC.
CONTRACT NO. 24-PS-ES-800
THIS AGREEMENT FOR CONTRACT SERVICES (AGREEMENT) is made and entered by and between the CITY OF CORONADO, a California municipal corporation, hereinafter referred to as CITY, and Clean Earth Environmental Solutions, Inc., a Delaware corporation by and through any of its subsidiaries or affiliates, hereinafter referred to as CONTRACTOR.
RECITALS
The CITY requires the services of an outside independent contractor, with all applicable licensure, certifications and registrations, to provide all labor, materials, training, and supervision required to operate the Citys Hazardous Materials and Waste Management Program located at various City facilities, though primarily located at the Citys Public Services Yard at 101 B Ave, Coronado. These required services are described in detail in ATTACHMENT A: Scope of Services.
On January 16, 2024, City Council authorized the award of this AGREEMENT after a formal solicitation pursuant to Coronado Municipal Code (CMC) 8.04.
CONTRACTOR warrants and represents itself as possessing the necessary experience, skills and qualifications to provide the services required by CITY and to ensure that all work is performed in a professional manner and the final product is of a high quality.
CONTRACTOR warrants and represents that it has the necessary staff to deliver the services within the time frame herein specified and is fully qualified to perform those services within the specified time frame in accordance with the highest standards of CONTRACTORS profession.
The Director of Public Services & Engineering shall serve as CITYS Contract Officer for this AGREEMENT and has the authority to direct the CONTRACTOR, approve actions, request changes, and approve additional services. Any obligation of the CITY shall be the responsibility of the Contract Officer.
Attachment 1
2 The Public Services & Engineering Management Analyst shall serve as CITYS Project Manager for this AGREEMENT.
NOW THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CITY and CONTRACTOR (individually Party and collectively Parties) agree as follows:
1.0 TERMS OF AGREEMENT
1.1 This AGREEMENT shall be effective on and from the day, month and year of the execution of this document by the Parties. This AGREEMENT shall be in effect for a term of three (3) years beginning January 1, 2024, and ending December 31, 2026, during which time the CONTRACTOR shall commence all of the services required pursuant to this AGREEMENT.
1.2 This AGREEMENT is a firm, fixed-price contract for all labor, materials, supervision and price per volume for shipping hazardous waste. All tasks to be performed are to be completed, or this AGREEMENT is otherwise terminated. Prices shall remain firm for one year upon execution of this AGREEMENT.
1.2.1 Prices for labor and materials as specified in this AGREEMENT may be adjusted once per Term Year which refers to a period of twelve (12) consecutive months commencing on the Effective Date of this Agreement and subsequently corresponding to each successive calendar year.
1.2.2 CONTRACTOR shall have the right to request a price adjustment by submitting a formal Request for Price Adjustment ("Request") to CITY. The Request shall be submitted no later than October 31 for a price increase to be effective during the following term year. For example, for a Request submitted on October 31, 2024, the price adjustment would go into effect on January 1, 2025.
The Request for Price Adjustment shall be submitted using the form provided in Attachment G to this Agreement. CONTRACTOR may submit a Request for Price Adjustment equal to or less than the increase in Consumer Price Index, San Diego Area, for all urban Customers (CPI-U) as published by the Bureau of Labor Statistics for the previous year using the most recent year of full CPI-U data available with a max increase request amount allowable of 5%. For Requests for Price Adjustment that exceed the CPI-U or 5%, an amendment approved by the Contract Officer or City Council, as applicable, to this agreement shall be required.
1.2.3 Upon receipt of a complete Request for Price Adjustment by CITY, CITY shall diligently review the Request and provide a response to CONTRACTOR accepting or rejecting the price increase no later than 20 business days following the date of receipt.
1.2.4 If CITY approves the Request, the adjusted prices shall become effective at the beginning of the next Term Year and shall be incorporated into this Agreement as an amendment.
Attachment 1
3 If CITY determines that the Request for Price Adjustment is not justified or does not meet the criteria outlined in Section 1.2.5 below, CITY shall provide a written notice of disapproval to CONTRACTOR, along with a detailed explanation of the reasons for the disapproval no later than 20 business days following the date of receipt of the Request for Price Adjustment form.
If CITY requires additional information or clarification regarding the Request, CITY may request such information from CONTRACTOR, who shall promptly provide the requested information.
1.2.5 CONTRACTOR shall be entitled to a price adjustment if they can demonstrate that one or more of the following conditions have occurred:
a. A significant increase in the cost of fuel, insurance, disposal, recording keeping, labor, materials, or other cost escalation directly related to providing the services of this AGREEMENT, beyond what was reasonably foreseeable at the time of contract execution, has directly impacted the cost of providing the services under this AGREEMENT.
b. Regulatory changes or compliance requirements have been enacted or amended, resulting in additional costs or increased workload for CONTRACTOR.
c. Unexpected and unavoidable circumstances, such as force majeure events, natural disasters, public health emergencies, or operational changes implemented to comply with changes in law, rules, regulations, permits licenses or approvals that directly affect CONTRACTOR's ability to perform under this Agreement, resulting in increased costs.
d. Any other valid reason that CONTRACTOR can substantiate with clear and convincing evidence that justifies a price adjustment.
1.3 CONTRACTOR shall commence work under this AGREEMENT within the time period specified in Section 1.1. The work shall be completed in accordance with the agreed upon schedule. Time is of the essence in the performance of all obligations under this AGREEMENT, and all timing requirements shall be strictly adhered to unless otherwise modified in writing by the CITY. Failure to meet the schedule contained in this AGREEMENT is a default by the CONTRACTOR.
1.4 CONTRACTOR shall, without additional compensation, correct or revise any services performed pursuant to this AGREEMENT that do not meet the specifications and/or professional standards required of the CONTRACTOR.
2.0 SCOPE OF SERVICES (ATTACHMENT A)
2.1 CONTRACTOR shall provide CITY with the services and documents described in ATTACHMENT A, which is attached hereto and incorporated herein by this reference as though fully set forth at length and is hereinafter referred to as the SERVICES.
2.2 The general manner in which the CONTRACTOR shall render the SERVICES is set forth in ATTACHMENT A. While CITY is, in general, concerned with the manner in which the Attachment 1
4 SERVICES are rendered, under this AGREEMENT, as represented by CONTRACTOR, it is not concerned with, nor shall it direct, the specific means and methods of operations on the part of CONTRACTOR in the performance of its SERVICES under this AGREEMENT.
CONTRACTOR shall provide all labor, materials, equipment, tools and services required by and shall perform all work described in this AGREEMENT.
3.0 FEE SCHEDULE/GENERAL INFORMATION (ATTACHMENTS B AND F)
3.1 CONTRACTOR is hired to render the SERVICES and any payments made to CONTRACTOR are compensation, fully, for such services.
3.2 Payment to CONTRACTOR to render the SERVICES is set forth in ATTACHMENT B, which is attached hereto and incorporated herein by this reference as though fully set forth at length.
3.3 CONTRACTOR shall comply with all applicable Federal, State and local laws pertaining to the subject matter hereof or in any way regulating the activities undertaken by CONTRACTOR or any subcontractor hereunder.
3.4 CONTRACTOR acknowledges that this is a public works contract. CONTRACTOR represents and warrants that it is familiar with the requirements of the California Labor Code and agrees to comply at all times with relevant statutes and regulations, including, but not limited to, the fact that CONTRACTOR must pay not less than prevailing wage rates as determined by the Director of Industrial Relations for all work done under this AGREEMENT. State of California prevailing wage rates can be found on the internet at
http://www.dir.ca.gov/DLSR/PWD/Statewide.html. CONTRACTOR is responsible for determining the correct title for job classifications and determining the appropriate wage rate.
CONTRACTOR agrees to perform this AGREEMENT in accordance with ATTACHMENT F and all the obligations set forth therein.
4.0 CHANGES TO SCOPE OF WORK
CONTRACTOR shall not perform work in excess of the SERVICES without the prior written approval of the Contract Officer. All requests for extra work shall be by written change order submitted to the Contract Officer prior to the commencement of such work. The CONTRACTOR will be entitled to an equitable adjustment to its fees if the change results in an increased cost to Contractor.
5.0 SUBCONTRACTING
5.1 The name location of the place of business and DIR registration numbers of each subcontractor who CONTRACTOR will use to perform work or render service to the CONTRACTOR in performing this AGREEMENT is contained in ATTACHMENT C, which is attached hereto and incorporated herein by this reference as though fully set forth at length. No change to or addition of any subcontractor shall be made without the prior written approval of the CITY.
Attachment 1
5 5.2 If CONTRACTOR subcontracts for any of the work to be performed under this AGREEMENT, CONTRACTOR shall be as fully responsible to the CITY for the acts and omissions of CONTRACTOR's subcontractors and for the persons either directly or indirectly employed by its subcontractors, as CONTRACTOR is for the acts and omissions of persons directly employed by CONTRACTOR. Nothing contained in this AGREEMENT shall create any contractual relationship between any subcontractor of CONTRACTOR and the CITY. In any dispute between the CONTRACTOR and its subcontractor, the CITY shall not be made a party to any judicial or administrative proceeding to resolve the dispute. The CONTRACTOR agrees to defend and indemnify the CITY as described in Section 13 of this AGREEMENT should the CITY be made a party to any judicial or administrative proceeding.
5.3 CONTRACTOR shall bind every subcontractor to all the terms of this AGREEMENT applicable to CONTRACTOR's work unless specifically noted to the contrary in the subcontract in question and approved in writing in advance by the Contract Officer. All contracts entered into between the CONTRACTOR and its subcontractor(s) shall also provide that each subcontractor shall obtain insurance policies that shall be kept in full force and effect during any and all work on this project and for the duration of this AGREEMENT. The CONTRACTOR shall require every subcontractor to obtain all policies described in Section 14 in the same amounts required by the CITY.
6.0 ENTIRE AGREEMENT
6.1 This AGREEMENT and the incorporated attachments set forth the entire understanding of the Parties with respect to the subject matters herein. If there are any inconsistencies between the incorporated attachments and this AGREEMENT, the terms of this AGREEMENT control. There are no other understandings, terms or other agreements expressed or implied, oral or written, except as set forth herein. No change, alteration, or modification of the terms or conditions of this AGREEMENT, and no verbal understanding of the Parties, their officers, officials, agents, representatives, contractors, subcontractors or employees shall be valid unless agreed to in writing by both Parties.
7.0 TERMINATION OF AGREEMENT
7.1 In the event of CONTRACTORS failure to prosecute, deliver, or perform the SERVICES, CITY may terminate this AGREEMENT immediately by notifying CONTRACTOR by certified mail of said termination. Thereupon, CONTRACTOR shall cease work and, within two (2) working days, place all work in progress in a safe and protected condition. The City Manager of CITY shall make a determination of the percentage of work that CONTRACTOR performed that is usable and of worth to CITY. Based upon that finding, CITY shall determine any final payment due to CONTRACTOR.
7.2 This AGREEMENT may be terminated by the CITY, without cause, upon the giving of fifteen (15) days written notice to the CONTRACTOR. Prior to the fifteenth (15th) day following the giving of the notice, the CONTRACTOR shall assemble the completed work product to date, and put the same in order for proper filing and closing, and deliver said product to the CITY. The Attachment 1
6 CONTRACTOR shall be entitled to just and equitable compensation for any satisfactory work completed. The CONTRACT OFFICER and CONTRACTOR shall endeavor to agree upon a percentage complete of the contracted work if fees are fixed, or an agreed dollar sum based on services performed if hourly, and terms of payment for services and reimbursable expenses.
CONTRACTOR hereby expressly waives any and all claims for damages or compensation arising under this AGREEMENT except as set forth herein.
7.3 This AGREEMENT may be terminated by the CONTRACTOR, without cause, upon the giving of ninety (90) days written notice to the CITY.
8.0 NOTICE OF PERFORMANCE ISSUES
8.1 In the event that CITY identifies any material performance issues, breaches, or failures by CONTRACTOR under this AGREEMENT, CITY shall provide written notice (Notice to Cure) to CONTRACTOR specifying the nature of the issue(s) and the required corrective action(s) necessary to remedy such issue(s).
8.2 The Notice to Cure shall be delivered to CONTRACTOR in writing and shall be considered effective upon receipt by CONTRACTOR at the address specified in section 15 of this AGREEMENT. The Notice to Cure shall be submitted using the form provided in Attachment H to this Agreement.
8.3 Upon receipt of a Notice to Cure, CONTRACTOR shall acknowledge receipt within 5 business days with a clear plan of action and a timeline for addressing and rectifying the identified issues and promptly initiate corrective actions to address the identified performance issue(s) within a reasonable timeframe, as specified in the Notice to Cure.
8.4 CONTRACTOR shall keep CITY informed of its progress in resolving the issues and shall provide regular updates as requested by CITY until the issue(s) are fully cured.
8.5 As specified in the Notice to Cure, the Cure Period shall be a reasonable period consisting of at least thirty (30) days, considering the nature and severity of the performance issue(s) identified. CITY and CONTRACTOR shall work together in good faith to determine the appropriate duration for the Cure Period.
8.6 If CONTRACTOR fails to commence corrective actions within the specified Cure Period or fails to diligently pursue the necessary corrective actions to the satisfaction of CITY during the Cure Period, CITY may exercise any of the remedies in Section 8.6.1 and 8.6.2
8.6.1 CITY may, at its discretion, back charge CONTRACTOR for any additional costs incurred by CITY as a result of CONTRACTORs failure to cure the identified performance issue(s) within the Cure Period. Such additional costs may include, but are not limited to, expenses related to CITY personnel or another contractor performing the necessary work to remedy the issue(s).
Attachment 1
7 8.6.2 CITY reserves the right to withhold payment to CONTRACTOR, in whole or in part, to cover the costs of remedying the performance issue(s) identified in the Notice to Cure until such time as the issue(s) are fully cured to the satisfaction of CITY.
8.6.3 CONTRACTOR shall be responsible for all costs, damages, and expenses incurred by CITY as a result of CONTRACTORs failure to cure the identified performance issue(s), including but not limited to reasonable legal fees, administrative costs, and any costs associated with the removal, storage, or sale of seized materials, tools, equipment, or property.
8.6.4 The remedies outlined in this section are in addition to any other remedies available to the CITY by law. CITY reserves the right to pursue any and all remedies necessary to protect its interests and ensure the satisfactory completion of the services.
8.7 In the event that the same performance issue(s) recur within 6-months after the Contractor has been issues a Notice to Cure for the same issue(s), the CITY reserves the right to take further action, which may include but is not limited to termination of this AGREEMENT in accordance with the termination provisions specified herein.
9.0 LIQUIDATED DAMAGES/FORCE MAJEURE
9.1 Limitation of Liability. IN NO EVENT SHALL CONTRACTORS AGGREGATE
LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER
ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED $2,000,000.
9.1 Force Majeure. Any delay or failure on either party to perform its obligations hereunder shall be excused if, and to the extent, caused by acts of God, action of a governmental authority (including, but not limited to, revocation of permits and changes in applicable laws, regulations, rules or administrative practices of any governmental authority) fire, flood, windstorm, explosion, riot, war, sabotage, epidemics, pandemics, labor problems (including lockouts, strikes and slowdowns), court injunctions or order or other such causes that are beyond the reasonable control of the affected party and without its fault of negligence, provided, that prompt notice of such delay shall be given by the affected party to the other party. Each of the parties hereto shall be diligent in attempting to remove such cause of causes but shall not be under any obligation to settle strikes by its employees.
10.0 COVENANT AGAINST CONTINGENT FEES
10.1 CONTRACTOR represents and warrants that it has not employed or retained any company or person, other than a bona fide employee working for CONTRACTOR, to solicit or secure this AGREEMENT, and that CONTRACTOR has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this AGREEMENT. For breach or violation of this representation and warranty, CITY shall have the right to terminate this AGREEMENT without liability or, at CITYS sole discretion, to deduct from the AGREEMENT price or consideration, or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.
Attachment 1
8 11.0 STATUS OF CONTRACTOR
11.1 CONTRACTOR shall perform the SERVICES in a manner of CONTRACTORS own choice, as an independent CONTRACTOR and in pursuit of CONTRACTORS independent calling, and not as an employee of CITY. CONTRACTOR shall be under control of CITY only as to the result to be accomplished and the personnel assigned to the project. However, CONTRACTOR shall confer with CITY prior to implementing any changes proposed to the SERVICES. Neither CONTRACTOR nor CONTRACTORS employees shall be entitled in any manner to any employment benefits, including but not limited to, employer paid payroll taxes, Social Security, retirement benefits, health benefits, or any other benefits, as a result of this AGREEMENT. It is the intent of the Parties that neither CONTRACTOR nor its employees are to be considered employees of CITY, whether common law or otherwise, and CONTRACTOR shall indemnify, defend and hold CITY harmless from any such obligations on the part of its officers, employees, representatives and agents.
12.0 ASSIGNMENT OF CONTRACT
12.1 This AGREEMENT and any portion thereof shall not be assigned or transferred, nor shall any of the CONTRACTORs duties be delegated or sub-contracted, without the express written consent of the CITY, which consent shall not be unreasonably withheld.
13.0 INDEMNITY HOLD HARMLESS
13.1 To the fullest extent permitted by law, CONTRACTOR agrees that CITY and its elected and appointed boards, officials, officers, agents, employees, representatives and volunteers (individually and collectively, "CITY Indemnitees") shall have no liability to CONTRACTOR or any other person for, and CONTRACTOR shall indemnify, defend and hold harmless CITY Indemnitees from and against, any and all liabilities, claims, demands, actions, causes of action, proceedings, suits, damages, judgments, liens, levies, costs and expenses, including reasonable attorneys' fees and disbursements, (collectively "Claims") that arise out of, pertain to, or relate to this AGREEMENT or any act or omission of CONTRACTOR or its officers, directors, representatives, employees, agents or subcontractors (collectively CONTRACTORS PERSONNEL) in connection with this AGREEMENT, including, but not limited to, performance of or failure to perform the SERVICES.
13.2 CONTRACTORs obligation herein does not extend to liability for damages for death or bodily injury to persons, injury to property, or other loss, damage or expense arising from the negligence or willful misconduct by the CITY or its elected and appointed boards, officials, officers, agents, employees, representatives or volunteers.
13.3 CONTRACTOR shall provide a defense (with counsel acceptable to CITY) to the CITYs Indemnitees, or at the CITYs sole option, reimburse the CITYs Indemnitees for all costs, reasonable attorneys fees, expenses and liabilities (including judgment or portion thereof) incurred with respect to any litigation in which the CONTRACTOR is obligated to indemnify, defend and hold harmless the CITY pursuant to this AGREEMENT.
Attachment 1
9 13.4 PERS Eligibility Indemnification. In the event that any of CONTRACTORs PERSONNEL is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS of the CITY, CONTRACTOR shall indemnify, defend (with counsel acceptable to CITY), and hold harmless CITY for the payment of any employer and employee contributions for PERS benefits on behalf of CONTRACTORs PERSONNEL as well as for payment of any penalties and interest on such contributions which would otherwise be the responsibility of the CITY.
Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, CONTRACTORs PERSONNEL providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation and benefit including but not limited to eligibility to enroll in PERS as an employee of CITY and entitlement to any contributions to be paid by CITY for employer contributions and/or employee contributions for PERS benefits.
13.5 Limitation of CITY Liability. The payment made to CONTRACTOR pursuant to this contract shall be the full and complete compensation to which CONTRACTOR and CONTRACTORs PERSONNEL are entitled for performance of any work under this contract. Neither CONTRACTOR nor CONTRACTORs PERSONNEL are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the CITY. The CITY will not make any federal or state tax withholdings on behalf of CONTRACTOR. The CITY shall not be required to pay any workers compensation insurance on behalf of CONTRACTOR.
13.6 Indemnification for Employee Payments. CONTRACTOR agrees to defend (with counsel acceptable to CITY), and indemnify and hold harmless the CITY for and against any obligation, claim, suit or demand for tax, retirement contribution including any contribution to the Public Employees Retirement System (PERS), social security, salary or wages, overtime payment, or workers compensation payment which the CITY may be required to make on behalf of CONTRACTOR or CONTRACTORs PERSONNEL for work done under this AGREEMENT.
13.7 The provisions of this Section 13 shall not be limited by any provision of insurance coverage that the CONTRACTOR may have in effect, or may be required to obtain and maintain, during the term of this AGREEMENT. The provisions of this Section 12 shall survive expiration or termination of this AGREEMENT.
13.8 City shall timely notify the CONTRACTOR of the receipt of any third-party claim, relating to the AGREEMENT, and the City shall be entitled to recover its reasonable costs incurred in providing the notification.
13.9 Responsibility For Equipment. Notwithstanding anything in this AGREEMENT to the contrary, CITY shall not be responsible nor held liable for any damage whatsoever, including, but not limited to persons or property, resulting from or arising out of the use, misuse or failure of any equipment used by CONTRACTOR or any of its agents, employees or subcontractors, even if such equipment has been furnished, rented or loaned to CONTRACTOR by CITY. Any and all equipment furnished, rented or loaned to CONTRACTOR by CITY is provided on an as is basis.
Attachment 1
10 CITY MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED,
REGARDING ITS EQUIPMENT, AND HEREBY EXPRESSLY DISCLAIMS ALL
WARRANTIES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
The acceptance or use of any CITY equipment by CONTRACTOR or its agents, employees, or subcontractors shall be with all faults and shall be construed to mean that CONTRACTOR accepts full responsibility for and agrees to defend, indemnify and hold harmless CITY from and against any and all claims for any damage whatsoever resulting from the use, misuse or failure of such equipment. CONTRACTOR HEREBY RELEASES, WAIVES, DISCHARGES AND
CONVENANTS NOT TO SUE CITY FOR ANY AND ALL LIABILITY FROM ANY AND ALL CLAIMS RELATING TO ANY CITY EQUIPMENT.
14.0 INSURANCE
14.1 CONTRACTOR shall procure and maintain for the duration of this AGREEMENT insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the SERVICES and the results of that work by CONTRACTORS PERSONNEL. Insurance shall be placed with insurers with a current A.M.
Bests rating of no less than A and VII unless otherwise approved in writing by the CITYs Risk Manager.
14.2 CONTRACTOR shall obtain, and during the term of this AGREEMENT shall maintain, policies of general liability, automobile liability, contractual liability and property damage insurance from an insurance company or companies authorized to be in business in the State of California, in an insurable amount of not less than one million dollars ($1,000,000) per occurrence and two million dollars ($2,000,000) aggregate or the limits specified below, whichever are greater. The insurance policies shall provide that the policies shall remain in full force during the full term of this AGREEMENT and shall not be canceled, terminated, or allowed to expire or not be renewed without forty-five (45) days prior written notice to CITY from the insurance company, and shall contain a blanket waiver of subrogation. Statements that the carrier will endeavor and failure to mail such notice shall impose no obligation or liability upon the company, its agents or representatives, will not be acceptable on insurance certificates. Maintenance of specified insurance coverage is a material element of this AGREEMENT.
14.3 Types and Amounts Required. CONTRACTOR shall maintain, at minimum, the following insurance coverage for the duration of this AGREEMENT:
14.3.1 Commercial General Liability (CGL). CONTRACTOR shall maintain CGL Insurance written on an ISO Occurrence form or equivalent providing coverage at least as broad as CG 00 01 which shall cover liability arising from any and all personal injury or property damage, including ongoing and completed operations, in the amount no less than $2,000,000.00 per occurrence and subject to an annual aggregate of $4,000,000.00. If limits apply separately to this project (CG 25 03 or 25 04) the general aggregate limit shall not apply. There shall be no endorsement or modification of the CGL limiting the scope of coverage for either insured vs. insured claims or contractual liability. All defense costs shall be outside the limits of the policy.
Attachment 1
11 If CONTRACTOR maintains higher limits than the limits shown above, the CITY shall be entitled to coverage for the higher limits maintained by the CONTRACTOR. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. Any excess or umbrella policies being used to meet the required limits of insurance will be evaluated separately and must meet the same qualifications as the CONTRACTORs primary policy.
14.3.2 Commercial Automobile Liability. CONTRACTOR shall maintain Commercial Automobile Liability Insurance for all of the CONTRACTOR's automobiles, including owned, hired and non-owned automobiles, automobile insurance written on an ISO form CA 00 01 12 90 or a later version of this form or an equivalent form providing coverage at least as broad for bodily injury and property damage for a combined single limit of no less than $1,000,000.00 per occurrence. Insurance certificate shall reflect coverage for any automobile (any auto).
14.3.3 Workers' Compensation. CONTRACTOR shall maintain Workers Compensation insurance for all of CONTRACTOR's PERSONNEL who are subject to this AGREEMENT and to the extent required by applicable state or federal law, a Workers' Compensation policy providing at minimum $1,000,000.00 employers' liability coverage. The CONTRACTOR shall provide an endorsement that the insurer waives the right of subrogation against the CITY and its respective elected officials, officers, employees, agents and representatives.
14.3.4 Commercial Crime. CONTRACTOR shall maintain insurance coverage covering five hundred thousand dollars ($500,000) per employee loss covering dishonesty, forgery, alteration, theft, disappearance, and destruction (inside or outside).
14.3.4 Hazardous Waste and Environmental Pollution Liability. CONTRACTOR shall maintain Hazardous Waste and Environmental Pollution Liability coverage in the amount of three million dollars ($3,000,000) per incident at a minimum. If CONTRACTOR maintains broader coverage and/or higher limits than the minimums shown above, CITY requires and shall be entitled to the broader coverage and/or the higher limits maintained by CONTRACTOR. Any available insurance proceed in excess of the specified minimum limits of insurance and coverage shall be available to CITY.
14.4 The CITY and its officers, officials, employees, agents, representatives and volunteers shall be named as additional insureds on the required liability policies with respect to liability arising out of work or operations performed by or on behalf of the CONTRACTOR including materials, parts, or equipment furnished in connection with such work or operations. The CITY's additional insured status must be reflected on additional insured endorsement form (20 10 1185 or 20 10 1001 and 20 37 1001), which shall be submitted to the CITY.
14.5 All policies shall contain a provision stating that the CONTRACTORS policies are primary insurance and that insurance (including self-retention) of the CITY or any named insured shall not be called upon to contribute to any loss, as reflected in an endorsement at least as broad as CG 20 01 04 13, which shall be submitted to the CITY. This provision shall apply regardless Attachment 1
12 of any language of the policy maintained by the CONTRACTOR during the term of this AGREEMENT.
14.6 Before CONTRACTOR shall employ any person or persons in the performance of the AGREEMENT, CONTRACTOR shall procure a policy of Workers' Compensation Insurance as required by the Labor Code of the State of California or shall obtain a certificate of self-insurance from the Department of Industrial Relations.
14.7 Prior to commencement of work under this AGREEMENT, CONTRACTOR shall furnish to the Contract Officer proof of the insurance required in this section. Failure by the Contract Officer to object to the contents of the certificate and/or policy endorsement or the absence of same shall not be deemed a waiver of any and all rights held by the CITY. Failure on the part of CONTRACTOR to procure or maintain in full force the required insurance shall constitute a material breach of contract under which the CITY may exercise any rights it has in law or equity including, but not limited to, terminating this AGREEMENT pursuant to Paragraph 7.1 above.
14.8 The CITY reserves the right to review the insurance requirements of this section during the effective period of the AGREEMENT and to modify insurance coverages and their limits when deemed necessary and prudent by City's Risk Manager based upon economic conditions, recommendation of professional insurance advisors, changes in statutory law, court decisions or other relevant factors. The CONTRACTOR agrees to make any reasonable request for the deletion, revision, or modification of particular insurance policy terms, conditions, limitations, or exclusions (except where those policy provisions are established by law, or are established by regulations that are binding upon either party to the contract, or are binding upon the underwriter to the contract).
Upon request by CITY, CONTRACTOR shall exercise reasonable efforts to accomplish such changes in policy coverages and shall pay the cost thereof.
14.9 Any deductibles or self-insured retentions are the responsibility of CONTRACTOR and must be declared to and approved by the CITY. At the CITY's option, the CONTRACTOR shall demonstrate financial capability for payment of such deductibles or self-insured retentions.
14.10 CONTRACTOR hereby grants to CITY a waiver of any right to subrogation that any insurer of said CONTRACTOR may acquire against the CITY by virtue of the payment of any loss under such insurance. This provision applies regardless of whether or not the CITY has requested or received a waiver of subrogation endorsement from the insurer.
15.0 DISPUTES
15.1 If a dispute should arise regarding the performance of this AGREEMENT, the following procedures shall be used to address the dispute:
a. If the dispute is not resolved informally, then, within five (5) working days thereafter, the CONTRACTOR shall prepare a written position statement containing the partys full position and a recommended method of resolution and shall deliver the position statement to the CONTRACT OFFICER.
Attachment 1
13 b. Within ten working (10) days of receipt of the position statement, the CONTRACT OFFICER shall prepare a response statement containing the CITYs full position and a recommended method of resolution and shall deliver the response statement to the CONTRACTOR.
c. After the exchange of statements, if the dispute is not resolved within ten working (10) days, the CONTRACTOR and the CONTRACT OFFICER shall deliver the statements to the City Manager who shall make a determination within ten working (10) days.
15.2 If the dispute remains unresolved for ten working (10) days following the City Managers determination, and the parties have exhausted the procedures of this section, the parties may then seek resolution by mediation or such other remedies available to them by law or in equity.
16.0 NOTICES
16.1 Any notices to be given under this AGREEMENT, or otherwise, shall be served by certified mail.
16.2 For the purposes hereof, unless otherwise provided in writing by the Parties hereto, the address of the Parties and the proper person to receive any notice on each Partys behalf is:
For CITY:
Leon Firsht, Director
Public Services & Engineering Department
City of Coronado
101 B Avenue
Coronado, CA 92118
For CONTRACTOR:
Name: Clean Earth Environmental Solutions, Inc.
933 First Avenue, Ste. 200
King of Prussia, PA 19406
Attn: Legal
With a copy to: [email protected]
16.4 CONTRACTOR represents and warrants that its employer's identification number is 26- 2836612, and its Department of Industrial Relations number is 1000014866.
17.0 CONTRACTORS CERTIFICATION OF AWARENESS OF IMMIGRATION REFORM AND CONTROL ACT OF 1986
Attachment 1
14 17.1 CONTRACTOR certifies that CONTRACTOR is aware of the requirements of the Immigration Reform and Control Act of 1986 (8 USC §§ 1101-1525) and has complied and will comply with these requirements including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants before they perform any SERVICES under this AGREEMENT.
18.0 GENERAL PROVISIONS
18.1 Accounting Records. CONTRACTOR shall keep records of the direct reimbursable expenses pertaining to the SERVICES and the records of all accounts between the CONTRACTOR and any subcontractors. CONTRACTOR shall keep such records on a generally recognized accounting basis. These records shall be made available upon request to the Contract Officer, or the Contract Officer's authorized representative, at mutually convenient times, for a period of three (3) years from the completion of the SERVICES.
18.2 Contract Officer. The Director of Public Services & Engineering shall serve as the CITYs Contract Officer for this AGREEMENT and has the authority to direct the CONTRACTOR, approve actions, request changes, and approve additional services within her/his authority. Any obligation of the CITY shall be the responsibility of the Contract Officer.
Excepting the provisions pertaining to dispute resolution, no other person shall have any authority under this AGREEMENT unless specifically delegated in writing.
18.3 Governing Law. This AGREEMENT and all matters relating to it shall be governed by the laws of the State of California and any action brought relating to this AGREEMENT shall be held exclusively in a state court in the County of San Diego. CONTRACTOR hereby irrevocably consents to service outside the State of California and to the personal jurisdiction of and exclusive venue in the state and federal courts in the County of San Diego, California and waives any objection to such jurisdiction or venue. CONTRACTOR hereby waives the right to remove any action from San Diego County as is otherwise permitted by California Code of Civil Procedure Section 394.
18.4 Business Certificate. CONTRACTOR and its subcontractors, if any, are required to obtain and maintain a City Business Certificate during the duration of this AGREEMENT.
18.5 Compliance with Law. The CONTRACTOR shall be responsible for complying and ensuring its subcontractors comply with all local, state, and federal laws, rules, regulations, orders, policies, protocols and guidance, whether or not said laws are expressly stated or referred to herein, including, but not limited to complying with COVID-19 sanitation protocols, health orders and guidance.
18.6 Bonds. [RESERVED]
18.7 Responsibility for Others. CONTRACTOR shall be responsible to the CITY for its services and the services of its subcontractors. CONTRACTOR shall not be responsible for the acts or omissions of other parties engaged by the CITY nor for their construction means, methods, techniques, sequences, or procedures, or their health and safety precautions and programs.
Attachment 1
15 18.8. Drafting Ambiguities. The Parties agree that they are aware that they have the right to be advised by counsel with respect to the negotiations, terms and conditions of this AGREEMENT, and the decision of whether or not to seek advice of counsel with respect to this AGREEMENT is a decision that is the sole responsibility of each Party. This AGREEMENT shall not be construed in favor of or against either Party by reason of the extent to which each Party participated in the drafting of the AGREEMENT.
18.9. Conflicts between Terms. If an apparent conflict or inconsistency exists between the main body of this AGREEMENT and the Attachments, the main body of this AGREEMENT shall control. If a conflict exists between an applicable federal, state, or local law, rule, regulation, order, or code and this AGREEMENT, the law, rule, regulation, order, or code shall control. Varying degrees of stringency among the main body of this AGREEMENT, the Exhibits, and laws, rules, regulations, orders, or codes are not deemed conflicts, and the most stringent requirement shall control. Each Party shall notify the other immediately upon the identification of any apparent conflict or inconsistency concerning this AGREEMENT and shall cooperate in good faith to resolve the same.
18.10 Non-Discrimination. CONTRACTOR shall not discriminate against any employee or applicant for employment because of sex, race, color, age, religion, ancestry, national origin, disability, military or veteran status, medical condition, genetic information, gender expression, marital status, or sexual orientation. CONTRACTOR shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their sex, race, color, age, religion, ancestry, national origin, disability, military or veteran status, medical condition, genetic information, gender expression, marital status, or sexual orientation and shall make reasonable accommodation to qualified individuals with disabilities or medical conditions. Such action shall include, but not be limited to the following: employment, upgrading, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.
CONTRACTOR agrees to post in conspicuous places available to employees and applicants for employment any notices provided by CITY setting forth the provisions of this non-discrimination clause.
18.7 Rights Cumulative. All rights, options, and remedies of the CITY contained in this AGREEMENT shall be construed and held to be cumulative, and no one of the same shall be exclusive of any other, and the CITY shall have the right to pursue any one of all of such remedies or any other remedy or relief that may be provided by law or in equity, whether or not stated in this AGREEMENT.
18.8 Waiver. No waiver by either Party of a breach by the other Party of any of the terms, covenants, or conditions of this AGREEMENT shall be construed or held to be a waiver of any succeeding or preceding breach of the same or any other term, covenant or condition herein contained. No waiver of any default of either Party hereunder shall be implied from any omission by the other Party to take any action on account of such default if such default persists or is repeated, and no express waiver shall affect default other than as specified in said waiver.
Attachment 1
16 18.9 Third Parties. No provision contained in the AGREEMENT shall create or give to third parties any claim or right of action against the CITY or CONTRACTOR or their respective officers, directors, officials, employees, representatives, contractors, subcontractors or agents.
18.10 Survival. The provisions of the AGREEMENT that by their nature survive termination or final completion of the AGREEMENT, including all warranties, indemnities, payment obligations, and the CITY's right to audit CONTRACTOR's books and records, shall remain in full force and effect after final completion or any termination of the AGREEMENT.
18.11 Severability. In the event that any part of this AGREEMENT is found to be illegal or unenforceable under the law as it is now or hereafter in effect, either Party will be excused from performance of such portion or portions of this AGREEMENT as shall be found to be illegal or unenforceable without affecting the remaining provisions of this AGREEMENT.
18.12 Exhibits Incorporated. All Attachments/Exhibits referenced in this AGREEMENT are incorporated into the AGREEMENT by this reference.
[SIGNATURES CONTINUED ON NEXT PAGE]
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1 SD #4816-1915-4163 v1
19. SIGNATURES
19.1 Each signatory and Party hereto hereby warrants and represents to the other Party that it has legal authority and capacity and direction from its principal to enter into this AGREEMENT, and that all resolutions or other actions have been taken so as to enable it to enter into this AGREEMENT.
CITY: CONTRACTOR:
By: ______________________________
Tina Friend
City Manager
By: ______________________________
John Avdellas
Vice President, Manufacturing & Industrial
Sales
Date: _____________________________ Date: ______________________________ By: ______________________________
Mindy Rath
Senior Vice President, Sales & Customer
Service
Date: ____________________________
APPROVAL AS TO CONTENT: ____________________________________ ___________________ Leon Firsht Date Director of Public Services & Engineering
APPROVAL AS TO FORM: ____________________________________ ___________________ Johanna N. Canlas, City Attorney Date
ATTEST: ____________________________________ ___________________ Kelsea Holian, MMC, City Clerk Date I. REQUIRED CERTIFICATES:
1. CORPORATION CERTIFICATE
2. II. ATTACHMENTS
1. SCOPE OF SERVICES (ATTACHMENT A)
Exhibit I Scope of Work
2. FEE SCHEDULE/GENERAL INFORMATION (ATTACHMENT B);
3. LIST OF SUBCONTRACTORS/SUBCONTRACTORS (ATTACHMENT C); Attachment 1
4. CERTIFICATION that CONTRACTOR has read, understands and will comply Provided (ATTACHMENT D);
5. NON-COLLUSION DECLARATION (ATTACHMENT E); and
6. STATE PREVAILING WAGE (ATTACHMENT F)
7. Request for Price Adjustment (ATTACHMENT G)
8. Notice to Cure (ATTACHMENT H)
Attachment 1
Attachment 1
Attachment 1
Attachment 1
SD #4816-1915-4163 v1
ATTACHMENT A
SCOPE OF SERVICES
I. GENERAL TERMS & CONDITIONS:
CONTRACTOR shall provide all labor, materials and supervision required to operate the Citys Hazardous Materials and Waste Management Program as elaborated in the Scope of Work (Exhibit I), which are incorporated herein by this reference. As further described below, CONTRACTOR shall provide to the Project Manager a written schedule of work to be done. CONTRACTOR is to coordinate the work with the Project Manager as to not interfere with City operations at City facilities where the program operates.
CONTRACTOR shall perform all necessary pedestrian and traffic control.
CONTRACTOR shall carefully examine the work site. The execution of this AGREEMENT by the CONTRACTOR shall be considered evidence that the CONTRACTOR has investigated, and is satisfied as to, the conditions to be encountered, the character and quality of the work to be performed and materials to be furnished, and the requirements of all documents referred to in this AGREEMENT.
CONTRACTOR shall maintain compliance with the City of Coronado Municipal Code, Title 61, regarding storm water run-off system discharge regulations and requirements, California Regional Water Quality Control Board, San Diego Region Order No. R9-2013- 0001 and National Pollutant Discharge Elimination System (NPDES) No. CAS0109266, as well as the Best Management Practices (BMPs) referred to in the CITYS Jurisdictional Runoff Management Plan (JRMP), Section 7, Industrial and Commercial, subsection 7.3.3, Updated BMP Requirements. Examples of such BMPs are described in the flyer Clean Coastlines, City of Coronado, a Pollution Prevention Guide for the Construction Community. This document may be read and/or downloaded from the Citys website at:
https://www.coronado.ca.us/315/Pollution-Prevention-Guidelines Violations of any of the requirements may lead to a civil penalty up to $10,000 per day, per violation and is considered a breach of the AGREEMENT.
CONTRACTOR performance shall present a professional image and a high standard of quality and technical competence at all times. Total responsibility for this is placed upon CONTRACTOR. If a conflict occurs between Best Management Practice and the specification, Best Management Practice shall prevail and the CITY shall be notified of any necessary changes to the specified operations/materials.
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SD #4816-1915-4163 v1
II. CONTRACT DOCUMENTS
A. SCOPE OF WORK: See attached Exhibit I.
III. PERFORMANCE SPECIFICATIONS
A. GENERAL SPECIFICATIONS:
These specifications are intended to cover all labor, materials and supervision to provide all materials and supervision required to operate the Citys Hazardous Materials and Waste Management Program as shown on the plans. These required services are described in detail in Exhibit I. Work or materials of a minor nature that may not be specifically mentioned, but that may be reasonably assumed as necessary for the completion of this work shall be performed by CONTRACTOR as if described in the specifications.
B. CONTRACTOR SHALL:
1. Within three (3) work days after the effective date of the AGREEMENT, prepare and submit a schedule to the Project manager, showing specific day/date/time of work. Schedule is subject to preapproval by the Project manager.
2. Notify the Project manager prior to the scheduled day/date/time of changes for an alternate start date. Failure to meet schedule shall be deemed grounds for non-payment and/or contract termination.
C. NON-SCHEDULED/EXTRA WORK:
1. Evaluate the specific job and labor required upon arrival at the job site; develop an estimate at no cost to CITY of the expected hours, materials and job cost; and advise Project manager of cost prior to proceeding with the work. CITY reserves the right to accept or refuse CONTRACTORS offer.
1. Proceed with the work after receipt of written authorization by Project manager.
IV. PROJECT MATERIALS: Manufacturers names, trade names, brand names, or model numbers used in the specifications are for the purpose of describing and establishing general quality levels. Such references are not intended to be restrictive. Bids will be considered for alternative brands that meet or exceed the quality of the specifications listed for any item.
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SD #4816-1915-4163 v1
V. GENERAL REQUIREMENTS:
A. CONTRACTOR SHALL:
1. CONTRACTOR, as well as any of its subcontractors, shall possess and maintain a current City of Coronado business certificate, professional license, and Department of Industrial Relations number.
2. Provide and maintain a telephone answering system that provides for contact during normal business hours, (8:00 a.m. to 5:00 p.m.) Monday through Friday.
3. Respond to calls within four (4) hours.
4. Abide by all applicable laws.
VI GENERAL CONDITIONS:
1. All work shall be subject to the inspection and approval by the Project manager or his/her designee at the site prior to acceptance and approval for payment.
2. Workers shall be courteous to the public and CITY staff utilizing the facilities, and shall be responsive only to the request of the Project manager, and shall direct all inquiries or requests to the Project manager. Exception: If the specific request involves public safety or security of the specific facility, CONTRACTOR shall immediately comply with the request.
IN ADDITION TO THE SPECIFICATIONS, THE FOLLOWING SHALL APPLY:
VII. TERMS AND CONDITIONS:
1. Payment: Payment shall be net 30 days from the date of the invoice. The responsibility for providing an acceptable invoice rests with the CONTRACTOR.
2. Invoicing: Invoices shall be submitted no sooner than the first day of the service month being invoiced. CONTRACTOR shall mail an invoice to the following address:
Accounting Technician
Public Services & Engineering Department
City of Coronado
101 B Ave
Coronado, California 92118
Invoices shall be subject to the routine processing requirements of the CITYS Department of Administrative Services.
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SD #4816-1915-4163 v1
3. Authorized Work: Payment shall only be made to the CONTRACTOR for work authorized by this AGREEMENT.
4. Default: In case of default by the CONTRACTOR, the CITY may procure the service from other sources and may deduct costs from the unpaid balance due the CONTRACTOR. The prices paid by the CITY shall be the prevailing market price at the time such purchase is made. This is in addition to any other remedies available at law or in equity.
5. Change of Ownership: CONTRACTOR agrees that if there is a change in ownership prior to completion of this AGREEMENT, the new owners will be required under terms of sale to assume this AGREEMENT and complete it to the satisfaction of the CITY. The CITY reserves the right to approve a change in ownership.
6. CONTRACTOR Work Hours and Safety Standards: The CONTRACTOR shall ensure compliance with all safety and hourly requirements for employees, in accordance with Federal, State, and local safety and health regulations and laws.
Equipment operation will be in compliance with the CITYs noise ordinance.
7. Material Safety Data Sheets: CONTRACTOR is required to provide Material Safety Data Sheet (MSDS) for any hazardous substances handled as required by the California State Labor Code, Sections 6382 and 6390, and the Health and Safety Code of the California Administrative Code. MSDS sheets for each item shall be sent to:
Environmental Services Division
Public Services & Engineering Department
City of Coronado
101 B Ave
Coronado, California 92118
8. Patent/Copyright Materials: Unless otherwise expressly provided in this AGREEMENT, CONTRACTOR shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this AGREEMENT.
9. Declared Emergency Purchasing: In the event of an emergency or where the CITY is declared a disaster area by the County, State or Federal Government, this AGREEMENT may be subjected to unusual usage. CONTRACTOR shall service the CITY during an emergency or declared disaster under the same terms and conditions that apply during non-disaster circumstances. The pricing quoted within shall apply to servicing the CITYS needs regardless of the circumstances.
Attachment 1
SD #4816-1915-4163 v1
10. Terms and Conditions: The only terms and conditions that will be applicable to the interpretation of this AGREEMENT are those issued by the Contract Officer.
The CONTRACTOR acknowledges that CONTRACTOR has read and agrees to all terms and conditions contained in this AGREEMENT.
Attachment 1
SD #4816-1915-4163 v1
EXHIBIT I
HAZARDOUS MATERIALS AND WASTE MANAGEMENT PROGRAM
SCOPE OF WORK
CONSULTANT shall provide the CITY with the following services for the PROJECT (collectively, the DESCRIBED SERVICES):
The Scope of Services involves all necessary staffing, training, and operations required to successfully run the Citys Hazardous Waste Management Program, including but not limited to:
1. Contractor shall operate the Citys Permanent Household Hazardous Waste Collection Facility and Household Hazardous Waste Collection Events.
2. Contractor shall comply with all applicable state and federal laws and regulations governing the collection, storage, identification, handling, packaging, transportation, transfer, and disposal of hazardous waste. Contractor shall be responsible for maintaining knowledge of any and all changes to applicable laws and regulations.
3. Contractor shall provide a team of at least two (2) experienced, certified personnel who shall work together to sort and lab-pack waste on City premises. Personnel assigned to City program must be approved by the City. Contractor shall ensure adequate level of staffing at events to provide customer service to the satisfaction of the City. The City reserves the right to require staffing adjustments.
4. Contractor shall assign one (1) site supervisor to work all City Hazardous Waste Collection Events. Contractor shall notify City thirty (30) days in advance in the event of a requested replacement of the assigned site supervisor. The City reserves the right to require staffing adjustments.
5. Contractor shall identify and containerize all abandoned hazardous wastes collected by City personnel in the public right-of-way once such wastes have been brought to the City Public Services Yard for processing.
6. Contractor shall containerize and prepare all City generated wastes, both from Household Hazardous Waste Events and City operations at various facilities throughout the City including Glorietta Bay Marina and the Coronado Golf Course, for transport and disposal at least once every ninety (90) days.
7. Contractor shall provide all necessary materials and equipment required for proper separation, containerization, handling, storage, transport, and disposal of hazardous waste materials collected at Collection Events and in the normal course of City operations.
8. Contractor shall transport hazardous wastes collected from the City to designated facilities for recycling, fuels blending, treatment, neutralization, transformation, destruction, incineration, or other disposal.
9. Contractor shall provide a spill prevention and emergency response plan for all services performed pursuant to its contract with the City.
10. Contractor shall provide personal protective equipment for contractors personnel. City shall provide fire extinguishers, floor coverings, and other necessary spill containment materials for the work area.
11. Contractor shall manifest all hazardous waste lawfully and efficiently to the satisfaction of the DTSC, California DOT, US DOT, EPA, and EPA permitted disposal facilities. All Attachment 1
SD #4816-1915-4163 v1
waste shall be transported under manifest using the City EPA generator identification numbers.
12. Contractor shall provide City with a copy of all legally required manifests and/or bills of lading prior to transporting hazardous waste from the site.
13. The City shall be responsible for the disposal of solid waste that is considered nonhazardous and generated by consolidation or lab-packing of materials.
14. At least annually, the Contractor and CITY shall determine an agreed upon schedule for Household Hazardous Waste Collection Events, Hazardous Waste Shipments, and other recurring events typical of a Hazardous Waste Management Program.
15. At least annually, assist City and City Consultants with review of its Hazardous Materials Business Plan and Operations Plan for its Permanent Household Hazardous Waste Collection Facility located at 101 B Ave, Coronado.
16. Other incidental services and activities requested by the City.
Attachment 1
City of Coronado
RFP Haz Materials and Waste Mgmt. Services
RATE SHEET
ATTACHMENT B
FEE SCHEDULE/GENERAL INFORMATION
In compliance with the Request for Proposals the CONTRACTOR hereby agrees to furnish all labor, materials, equipment and supervision to perform the proposed services that are described in the below listed enclosures; and to do so in strict accordance with the provisions of this AGREEMENT.
PAYMENT FOR SERVICES
I. PAYMENT FOR LABOR HOURS: Payments to the CONTRACTOR for their staff time associated with performing DESCRIBED SERVICES (with the exception of labor related to shipments) shall be made in the form of monthly payments due for the hours worked by CONTRACTOR personnel during the preceding month. W i t h i n 3 0 d a y s o f s e r v i c e s r e n d e r e d CONTRACTOR shall furnish these in a written timecard to CITY in a format to be approved by CONTRACT OFFICER. The original invoice shall be provided for any subcontracted services. Normal processing time for payments is four (4) weeks.
LABOR RATES HOURLY RATE
1. SITE SUPERVISOR $66/hour*
Billed Portal to Portal. Straight Time rate provided, Overtime to be billed at 1.5x
2. TECHNICIAN $54/hour*
Billed Portal to Portal. Straight Time rate provided, Overtime to be billed at 1.5x II. DISPOSAL CHARGES. Payments to the CONTRACTOR for disposal of generated wastes at City Facilities shall be made following approved regular shipments based on agreed upon pricing per type of material as listed below:
DISPOSAL RATES (Continued on Next Page)
Material Alt.
Description
Unit of
Measurement
Price
Alternate fuel, <1"" Sludge, (<3% halogens), BTU > 5000, for thermal treatment AF01 DR55 $227.00 Alternate fuel, 0 25% sludge, (<3% halogens), BTU > 5000, for thermal treat AF02 DR55 $275.00 Alternate fuel, 25 50% sludge, (< 3% halogens), BTU > 5000, for thermal treat AF03 DR55 $332.00 Alternate fuel, >50% sludge, (<3% halogens), BTU >5,000, for thermal treat AF04 DR55 $425.00 Loosepack paint, fuel AF06 CYB $845.00
Loosepack paint, fuel, processable, for thermal treatment AF06 DR55 $295.00 Aerosols, cans of paints, solvents, for depressurization and fuel blending, RCRA AF08 CYB $750.00 Aerosols, cans of paints, solvents, for depressurization and fuel blending, RCRA AF08 DR55 $251.00 Aerosols/paint, flammable or non flammable INC01 CYB $1,750.00 Aerosols, pesticide, adhesive, corrosive INC02 DR30 $388.00 Lab Pack, Incineration, Pesticides INC14 F DR55 $295.00 Lab Pack, Incineration, Organic Poisons INC14 P DR55 $295.00 Labpack, Reactive (D003), PIH Chemicals, P listed Chemicals INC15 LB $9.53 Lab Pack, Incineration, Flammable Solids (DOT 4.1) INC15 D1 LB $9.53 Attachment 1
City of Coronado
RFP Haz Materials and Waste Mgmt. Services
Lab Pack, Incineration, Reactive, Organic Peroxides (DOT 5.2) INC15 E2 LB $9.53 Cigarette Lighters for Incineration INC19 6 LB $2.25
Labpack landfill, non regulated LF06 CYB $415.00
Labpack landfill, non regulated LF06 DR5 $95.00
Labpack landfill, non regulated LF06 DR15 $125.00
Labpack landfill, non regulated LF06 DR30 $155.00
Labpack landfill, non regulated LF06 DR55 $195.00
Landfill wet, solids with free liquids, 90% max liquids, solidify, California st LF08 DR5 $95.00 Landfill wet, solids with free liquids, 90% max liquids, solidify, California st LF08 DR15 $125.00 Landfill wet, solids with free liquids, 90% max liquids, solidify, California st LF08 DR30 $175.00 Landfill wet, solids with free liquids, 90% max liquids, solidify, California st LF08 DR55 $225.00 Landfill wet, solids with free liquids, 90% max liquids, solidify, California st LF08 TP275 $1,100.00 Non baleable debris, for micro/macro encapsulation, (Subtitle C) LF10 CYB $850.00 Non baleable debris, for micro/macro encapsulation, (Subtitle C) LF10 DR5 $111.00 Non baleable debris, for micro/macro encapsulation, (Subtitle C) LF10 DR15 $187.00 Non baleable debris, for micro/macro encapsulation, (Subtitle C) LF10 DR55 $491.00 Mercury bulbs, for reclamation REC06 LB $1.45
Oil, (with <10% water), for re refining, recycle REC07 DR55 $194.00 Antifreeze (ethylene glycol), for recycle REC08 DR55 $175.00 Lithium Metal Batteries REC09 LB $4.50
NiCad Batteries REC11 LB $1.25
Mercury REC13 LB $65.00
Zinc alkaline batteries, for recycle REC24 LB $0.95
Mercury Vapor/Sodium/Other Bulbs for Recycle Includes HIP, LPS, HID, HPS, ARC,
REC42 LB $2.25
Latex paint, loosepack, lab pack, for re REC49 DR5 $131.00 Latex paint, loosepack, lab pack, for re REC49 DR15 $163.00 Latex paint, loosepack, lab pack, for re REC49 DR30 $238.00 Latex paint, loosepack, lab pack, for re REC49 DR55 $397.00 Fire extinguishers for recycle REC60 Each $34.00
Propane REC61 Each $24.00
Treatable oxidizer, Labpack STAB06 6 DR55 $940.00
Lab Pack, Treatment, Inorganic Acids WAT16 A DR5 $115.00 Lab Pack, Treatment, Inorganic Acids WAT16 A DR55 $475.00 Lab Pack, Treatment, Inorganic Bases WAT16 B DR55 $425.00 Additional Pricing Note/Assumptions
ER Services will be billed at Cost + 25% if needed.
Any additional equipment, supplies, training, ad hoc services, etc. that are not included above will be quoted on a case by case basis as needed.
As noted in the Q&A, rates above do NOT reflect prevailing wage. If prevailing wage is required, prices will be adjusted.
Standard Pricing Conditions
This section and the terms and conditions apply to this quote unless superseded by a service agreement.
Pricing is based on the information provided and will be confirmed following receipt of a completed waste profile. All pricing is pending profile approval and/or waste sample analysis.
Pricing is based on the volume assumptions provided. Clean Earth reserves the right to adjust pricing if waste quantity differs from what was provided.
A minimum charge of $325 applies to all invoices.
Attachment 1
City of Coronado
RFP Haz Materials and Waste Mgmt. Services
Transportation, labor and equipment is portal to portal, and requires a four hour minimum unless otherwise specified.
Unless otherwise specified, transportation rates include one hour of loading at the customer facility. Demurrage rates will apply after one hour and will be billed in 15 minute increments.
All invoices are subject to applicable Federal, State, and local taxes & fees as well as an Energy & Insurance recovery charge tied to the National monthly average price for diesel fuel as published by the Department of Energy. More info at https://www.cleanearthinc.com/energy and insurance fees/
E Manifest Fee's will be applied.
CONTRACTOR will provide requests for cost adjustments per the terms of the agreement.
Waste Specific Conditions
Disposal prices for gas cylinders are for those with original label, operable valve and in acceptable DOT shipping condition.
Unknown identification fee of $350 may be charged for each unknown gas that is sampled and analyzed
A confirmation fee of $200 may be charged for each suspected gas that requires confirmation due to lack of original label. If results do not match suspected contents, then unknown ID rate will apply along with additional disposal costs if applicable.
Inoperable valve fee: No charge for Category A cylinders. For Categories B thru E, a tapping fee of $350 per cylinder will apply regardless of size of cylinder. For categories F & G, inoperable valve fee will be Case by Case.
Batteries not in original manufacturers packaging must have both ends taped to avoid arc.
General Disposal Terms and Conditions
Bulk waste is typically defined as tanker or roll off loads.
Non bulk waste means drums, boxes, totes, pails, bags, and cubic yard boxes and other containerized waste.
Electronic profiling is included in the price. Paper profiles will be charged at $50 each.
Unless otherwise specified, prices quoted do not include the following:
*Radioactive Waste *Biohazard or Infectious Waste
*Explosives of any type *Liquid or free mercury
*Isocyanates *Reactive materials (metals, solids, liquids) Attachment 1
City of Coronado
RFP Haz Materials and Waste Mgmt. Services
Attachment 1
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ATTACHMENT D
A POLLUTION PREVENTION GUIDE FOR THE CONSTRUCTION INDUSTRY
BROCHURE
I certify that I have read, understand and will comply with the procedures described in A Pollution Prevention Guide for the Construction Industry brochure located in the attached web address:
https://www.coronado.ca.us/315/Pollution-Prevention-Guidelines CONTRACTOR NAME: ___________________________________________________ SIGNATURE DATE ________________________________________________________________________ NAME AND TITLE (PRINTED) Clean Earth Environmental Solutions, Inc.
Larry Whyde, Director of RFP's
1/5/24
Attachment 1
Attachment 1
ATTACHMENT F
STATE PREVAILING WAGE RATES AND OBLIGATIONS
Prevailing Wage Rates: This project is a "public work" in accordance with California Labor Code §§1720, et seq. It is the sole responsibility of the CONTRACTOR to ensure that all workers employed in the execution of the AGREEMENT are paid the correct prevailing wage rate. CONTRACTOR is required to comply with California Labor Code Sections 1771, 1775, 1776, 1777.5, 1813 and 1815, which are incorporated by reference, and the CONTRACTOR agrees to comply with all of the abovereferenced provisions and all other statutes or regulations that may be applicable to the performance of the DESCRIBED SERVICES. Specifically, CONTRACTOR agrees to:
a. Pay all workers not less than the general prevailing rate of per diem wages for work of similar character in the locality in which the public work is performed. b. Pay all workers not less than the general prevailing rate of per diem wages for holiday and for overtime work that exceeds 8 hours in one day and 40 hours in one week. c. Adhere to the compliance measures outlined in Labor Code section 1775(b) for any subcontractor that the CONTRACTOR chooses to use on this project. d. Maintain, certify and make available for inspection, payroll records as required by Labor Code section 1776.
e. Comply with all apprenticeship requirements pursuant to Labor Code section 1777.5.
Not less than the State general prevailing wages, as determined by the Director of the Department of Industrial Relations, shall be paid by the CONTRACTOR and its subcontractors to all workers employed on the project, as applicable. The statutory provisions for penalties for failure to pay prevailing wages and for failure to comply with state's wage and hour laws will be enforced.
CITY has obtained from the Director of the Department of Industrial Relations said Director's General Prevailing Wage Determinations for the locality in which the work is to be performed. Said determinations are on file and available for review online at the Department of Industrial Relations website located at: http://www.dir.ca.gov/DLSR/PWD
SB 854 Notice: CITY public works projects are subject to compliance monitoring and enforcement by the Department of Industrial Relations (DIR) in accordance with Labor Code Section 1771.4(a)(1).
As part of this program, CONTRACTORS and subcontractors on Public Works Projects are required to be registered with the DIR in accordance with Labor Code Section 1725.5. Unregistered CONTRACTORS are not qualified to bid on, be listed in a bid, listed as a subcontractor, or engage in the performance of any public works contract, all as more particularly described in Labor Code Section 1771.1(a). CITY has no duty to accept a bid or enter into a contract without proof of the CONTRACTORs current registration pursuant to Labor Code Section 1771.1(b). The prime CONTRACTOR shall be required to post the job site with all notices required by regulations per Labor Code Section 1771.4(a)(2), whether or not CITY also posts.
Labor Code Compliance: CONTRACTOR shall comply with the provisions of the Labor Code requiring the payment of prevailing wages on public works, commencing with Section 1720. In accordance with Labor Code Section 1775, the CONTRACTOR shall forfeit an amount, as determined by the Labor Commissioner, for each worker paid less than the applicable prevailing wage rate for the work or craft in which that worker is employed for any work done under the AGREEMENT by SD #4816-1915-4163 v1
Attachment 1
CONTRACTOR or by any subcontractor. CONTRACTOR agrees to pay the difference between the prevailing wage rate and amount paid to each worker in accordance with Labor Code Section 1775 (a)(2)(E).
Pursuant to Labor Code Section 1770, the Director of the DIR has ascertained the general prevailing rate of per diem wages and a general prevailing rate for legal holiday and overtime work for each craft required for execution of the AGREEMENT. In accordance with Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file and can be viewed during normal business hours at Coronado City Hall, located at 1835 Strand Way, Coronado, CA 92118. CONTRACTOR shall post a copy of the applicable prevailing wage rates at the job site.
Wage rates set forth are the minimum that may be paid by the CONTRACTOR. Nothing herein shall be construed as preventing the CONTRACTOR from paying more than the minimum rates set. No extra compensation whatsoever will be allowed by the CITY due to the inability of CONTRACTOR to hire labor at minimum rates, nor for necessity for payment by CONTRACTOR of subsistence, travel time, overtime, or other added compensations, all of which possibilities are elements to be considered and ascertained to CONTRACTORs own satisfaction in preparing its bid or entering into the AGREEMENT.
If it becomes necessary to employ crafts other than those listed in the General Prevailing Wage Rate, CONTRACTOR shall obtain a wage rate determination. The rates thus determined shall be applicable as minimum from the time of initial employment. CONTRACTOR shall be responsible for paying the applicable rate.
CONTRACTOR and each subcontractor shall keep, certify and make available accurate payroll record in accordance with Labor Code Sections 1771.4(a)(3) and 1776. The record shall contain the names, addresses, social security numbers, work classifications, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by CONTRACTOR and/or subcontractor in connection with the DESCRIBED SERVICES. Payroll records shall be certified and shall be on forms provided by the Division of Labor Standards Enforcement, or shall contain the same information as those forms. Upon written request by the CITY, CONTRACTORs and subcontractor's certified payroll records shall be furnished within 10 days. CONTRACTORs and subcontractor's certified payroll records shall be available for inspection at the principal office of the CONTRACTOR.
Apprentices: CONTRACTOR and each subcontractor shall comply with the requirements of Labor Code Section 1777.5, and any related regulations regarding the employment of registered apprentices.
Properly registered apprentices shall be employed in the execution of the DESCRIBED SERVICES at the ratios required, but in no case shall the ratio be less than one hour of apprentice work for every five hours of journeyman work. Every apprentice shall be paid the standard wage paid to apprentices under the regulations of the craft or trade at which the apprentice is employed, and shall be employed only at the work of the craft or trade to which the apprentice is registered. The CONTRACTOR shall be responsible for compliance with Labor Code Section 1777.5 for all apprenticeable occupations.
Workers Compensation: CONTRACTOR and each subcontractor will be required to secure the payment of workers compensation to his or her employees and shall comply with the requirements of Labor Code Section 3700, and any related regulations regarding workers compensation.
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In signing this AGREEMENT, CONTRACTOR certifies as follows:
I hereby certify that I have read and examined Sections 3700 and 3800 of the California Labor Code. I am aware of and will comply with Section 3700 of the Labor Code, requiring every employer to be insured against liability for workers' compensation or to undertake self-insurance before commencing any of the work. I further certify that if I should consult, contract or subcontract with any person, firm, or company to do all or any part of the work for which this AGREEMENT covers, I shall assure compliance by CONTRACTOR or with Sections 3700 and 3800 of the State Labor Code. I further certify that all CONTRACTORS (both primary and subcontractors) are registered with the State of California Department of Industrial Relations in compliance with Labor Code Section 1725.5.
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SD #4816-1915-4163 v1
ATTACHMENT G
REQUEST FOR PRICE ADJUSTMENT
Hazardous Materials and Waste Management Services
Contract No. 24-PS-eS-800
Date Submitted: [Insert date of submittal of request to CITY] Term Year: [Current Term Year]
Requested Effective Date of Adjustment: October 15, [INSERT YEAR HERE] Reasons for Price Adjustment:
Please check the applicable reason(s) for this request:
[ ] Significant increase in the cost of labor or materials. [ ] Regulatory changes or compliance requirements.
[ ] Unexpected and unavoidable circumstances.
[ ] Other (Please specify): ______________________________ Justification:
(Provide a detailed explanation of the reason(s) selected above, including any supporting documentation or evidence.)
Proposed Price Adjustment:
Current Labor Price: $_____________
Labor Price Adjustment: $_____________ (if applicable)
Current Materials Price: (Please attach detailed Disposal Rates Sheet for all materials subject to disposal under this agreement, including those not subject to an adjustment request) Materials Price Adjustment: (In the detailed Disposal Rate Sheet, please include a current price and a request adjusted price in separate columns. For materials subject to disposal under this agreement that no price adjustment is request, please write no change in the adjusted price column).
Attachments:
Please list all supporting documents attached to this request:
1. [Attach Supporting Document 1]
2. [Attach Supporting Document 2]
3. [Attach Supporting Document 3]
Attachment 1
ATTACHMENT H
NOTICE TO CURE
Hazardous Materials and Waste Management Services
Contract No. 24-PS-eS-800
To: [Contractor's Name]
Address: [Contractor's Address]
City: [Contractor's City]
State: [Contractor's State]
Zip Code: [Contractor's Zip Code]
Date: [Date]
Effective Date: [Effective Date]
Dear [Contractor's Name],
This Notice to Cure is issued in accordance with the terms and conditions of the above-referenced contract between the City of Coronado and [Contractor's Name], hereinafter referred to as the "Agreement." It has come to our attention that the Contractor has not fully complied with certain contractual obligations, as specified in Section 8 of the Agreement. This failure to perform as agreed poses a potential risk to the interests of the City, and it is imperative that these issues are addressed promptly and appropriately.
Specifically, the following issues have been identified: [Detailed description of issues as necessary]
You are hereby directed to cure these deficiencies and bring the performance of the Agreement into compliance with its terms and conditions within [Specify a reasonable timeframe depending on severity of breach] from the date of this notice. Failure to cure the deficiencies within the specified timeframe may result in further actions, including but not limited to termination of the Agreement, withholding of payments, or legal remedies, as stipulated in the Agreement and relevant laws.
Please acknowledge receipt of this Notice to Cure in writing or email to the Citys Project Manager within 5 business days of receiving this notice. Your response should include a clear plan of action and a timeline for addressing and rectifying the identified issues. This notice does not waive any of the City's rights or remedies under the Contract, at law, or in equity.
Sincerely,
Name]
[Title]
[Organization]
[Contact Information]
SD #4816-1915-4163 v1
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