1994-11
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AGREEMENT FOR
SLUDGE DISPOSAL ~ Arret) (I
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THIS AGREEMENT, made this K day of ~flIary, 1994, by and between
the City of Clermont, a municipal corporation existing under the laws of the State of
Florida, hereinafter referred to as the "City" and John Arnold Enterprises, hereinafter
referred to as the "Contractor" in mutual consideration of the covenants herein
contained agree as follows:
WITNESSETH:
I.
TERMS AND CONDmONS:
A.
B.
C.
D.
E.
Prices specified herein will remain firm for the period of Agreement.
No additional prices for services provided under this Agreement will be
considered at any point during the year.
The City may terminate this Agreement at its convenience with advance
written notice to the Contractor or upon breach of any condition
contained herein. In addition, cancellation may be made at the City's
discretion upon the issuance of a notice or order of any governmental
body, agency, or court of competent jurisdiction relating in any way to
the subject matter of this Agreement. The Contractor may terminate this
Agreement with thirty (30) days prior written notice having been given
to the City, and only for good cause shown.
Invoices for any payments due and owing shall be submitted to the City
by Contractor at the rate on one per mònth, and shall be paid by the City
within thirty (30) days of receipt of invoice. Invoice payment amounts
shall be based upon the total loads. The City's record of the number of
loads shall govern any dispute that may arise in the calculations of
monthly invoice and payment amounts.
All invoices shall be forwarded to the Director of Finance, City of
Clermont, P.O. Box 120219, Clermont, FL 34712-0219.
Terms of payment will be net thirty (30) days.
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F.
G.
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The period of this Agreement shall be for twelve (12) months, beginning
on February 1, 1994 and ending on January 31, 1995. This Agreement
may, by mutual assent of the parties, be extended for two (2) additional
twelve (12) month periods or portions thereof, up to a cumulative total of
thirty-six (36) months.
The Contractor hereby agrees to indemnify and save harmless the City,
its officers, agents, and employees, from and against any and all
liability, claims, demands, damages, fines, fees, expenses, penalties,
suits, proceedings, actions, and costs of actions, including attorney's fees
for trial and on appeal, of any kind and nature arising or growing out of
or in any way connected with the performance of this Agreement
whether by act or omission of the Contractor, its agents, servants,
employees or others, or because of or due to the mere existence of this
Agreement between the parties.
H.
The Contractor, at his own expense, shall keep in force and at all times
and maintain during the term of this Agreement, insurance issued by
responsible insurance companies and in a form and from a company
acceptable to the City, protecting and insuring the City, with coverage
limits of no less than Five Hundred Thousand Dollars ($500,000.00) for
bodily injury to or death to one or more than one person; and ;not less
than One Hundred Thousand Dollars ($100,000.00) for property damage,
per occurrence. Automobile liability coverage shall be in the minimum
amount of One Hundred Thousand Dollars ($100,000.00); and property
damage coverage of Fifty Thousand Dollars ($50,000) per occurrence.
Full and complete Worker's Compensation Coverage as required by State
of Florida law shall be provided. The Contractor shall provide the City
with Certificate(s) of Insurance on all policies of insurance and renewals
thereof in a form(s) acceptable to the City. Said policies shall provide
that the City be an additionally insured and be notified in writing of any
cancellation of said policy or policies at least thirty (30) days prior to the
effective date of said cancellation. All insurance policies shall be issued
by responsible companies who are acceptable to the City and licensed
and authorized to do business under the laws of the State of Florida.
I.
Although the City represents the nature of the sludge to be aerobic,
waste activated, meeting D.E.P. 17-640 criteria for land spreading, the
City cannot guarantee or give warranty as to the chemical composition of
this material. The City does not warrant or represent that the sludge
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produced can or should be used in any particular manner or for any
particular purpose.
The Contractor shall retain and maintain all records and documents
relating to this Agreement and shall make them available at all
reasonable times for inspection and audit by the City, during the term of
this Agreement and for a period of three (3) years after the expiration of
this Agreement. The Contractor's accounting records and all supportive
documentation shall be maintained in such a manner as to provide for a
separation between direct and indirect costs.
The parties agree that time is of the essence in the completion of the
Services called for under this Agreement. The Contractor agrees that all
services shall be prosecuted regularly, diligently, and uninterrupted at
such a rate of progress as will ensure full completion thereof within the
time specified.
The Contractor shall take all necessary precautions for the safety of the
City's and Contractor's employees on the disposal site.
The Contractor by executing this Agreement, acknowledges full
understanding of the extent and character of the Services required and!
the conditions surrounding the performance thereof. The City will not
be responsible for any alleged misunderstanding of conditions
surrounding the performance thereof. It is understood that the execution
of this Agreement by the Contractor serves as his state commitment to
fulfill all the conditions referred to in this Agreement.
SCOPE
A.
The Contractor shall provide the necessary site(s) for the proper disposal
of all dewatered sludge produced at the City. The Contractor shall be
responsible for the loading and transporting and disposal of the sludge
created by the City. The contractor shall provide all necessary
equipment and maintain records meeting all D.G.T. and D.E.P.
regulations.
B.
The Contractor shall be responsible for obtaining the site for final sludge
disposal, obtaining all necessary approvals and/or permits required, and
meeting all Federal, State, Regional and Local laws, regulations, rules,
and policies pertaining to such, and the subject matter of this Agreement.
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III.
IV.
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The Contractor shall also furnish proof of approvals for land application
prior to finalizing this Agreement. Contractor shall distribute the sludge
at the recommended locations and in the application rates and
concentration contained within the Florida Department of Environmental
Protection (FDEP) regulations themselves.
C.
The City shall not be obligated to furnish any funds, labor, supplies,
materials, utilities or machinery for the loading, hauling, or disposal.
D.
Any spillage which occurs as a result of the Contractor hauling or
distributing the sludge, shall be the responsibility of the Contractor to
completely remove and sanitize.
E.
In the event that citizen's complaints of any type or nature become a
significant problem during land application or storage or sludge on the
disposal site on any given day the City reserves the sole right and
discretion to direct the Contractor to suspend operations, shift operations
to another site, or utilize odor-masking chemicals, or other remedies in
order to resolve the complaint.
COMPENSA nON
The Contractor agrees to charge and the City agrees to pay as follows:
$280 per dump truck (15 yard) trailer load.
MISCELLANEOUS PROVISIONS
A.
The Contractor shall not employ subcontractors without the advance
written permission of the City.
B.
Assignment of this Agreement shall not be made without the advance
written consent of the City.
C.
The Contractor shall comply with all applicable federal, state and local
laws, ordinances, rules, and regulations pertaining to the performance of
work under this Agreement.
D.
No waiver, alterations, consent, or modification of any of the provisions
of this Agreement shall be binding unless in writing and signed by the
City.
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E.
This Agreement is considered a non-exclusive Agreement between the
parties.
F.
This Agreement is deemed to be under and shall be governed by, and
construed according to, the laws of the State of Florida.
G.
Any litigation arising out of this Agreement shall be had in the Courts of
Lake County, Florida.
H.
This agreement, including all Amendments or Addendums issued by the
City, contains all the terms and conditions agreed upon by the parties.
No other agreements, oral or otherwise, regarding the subject matter of
this Agreement shall be deemed to exist or to bind either party hereto.
IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and
seals on the date first written above.
CITY OF CLERMONT, FLORIDA
B~~~---
JOHN ARNOLD ENTERPRISES,
Date:
1~Õ ~ (9'1'(
15625 F. Jarrell Road
Clermont, FL 34711
(904) 394-5625
ATIEST:
APPROVED AS TO FORM AND LEGALITY
for the use and reliance of the
City of Clermont, Florida, only.
=\~b, ~,lC{tt ~, 1994.
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Leonard Baird, City Attorn
Clermont, Florida
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State of Florida)
County of Lake)
PERSON ALL Y appeared before me the undersigned authority, JOHN R.
ARNOLD, well known to me and known by me to be the sole owner of JOHN
ARNOLD ENTERPRISES, and acknowledged before me that he executed the
foregoing instrument on behalf of JOHN ARNOLD ENTERPRISES, as its true act
and deed, and that he is duly authorized to do so.
WITNESS my hand and official seal, this
rl-V1 í=} pY' ~ \
" day o~ 1994.
:Seal
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My Commission Expires:
Notary Public. $tcrie of F1orida
My Commission bpires Od. 27, 1995
",ndod tlw t"'1 1'o1A. gs¡JQnQt IIIGo -
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