Contract 2023-061ADocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
AGREEMENT No. 2023-061
SERVICES FOR BULK LIQUID EMULSION POLYMER SUPPLY DELIVERY
THIS AGREEMENT, is made and entered into this 27th day of June 2023, by and between the
CITY OF CLERMONT, FLORIDA, a municipal corporation under the laws of the State of Florida
whose address is: 685 W. Montrose Street, Clermont, Florida, (hereinafter referred to as "CITY"),
and POLYDYNE INC., whose address is: I Chemical Plant Road, Riceboro, GA, (hereinafter
referred to as "CONTRACTOR").
WHEREAS, City of Jacksonville through the public procurement process awarded an Agreement
for, Services for Bulk Liquid Emulsion Polymer Supply and Delivery Contract Number
JAE 11320;
WHEREAS, CITY desires to utilize the above -referenced awarded bid, CONTRACTOR's
response thereto and Agreement in accordance with CITY's procurement policy; and
WHEREAS, CONTRACTOR desires to enter into a contract with CITY based on the terms and
conditions of the City of Jacksonville Contract Number JAE11320;
WITNESSETH: That the parties hereto, for the consideration hereinafter set forth, mutually agree
as follows:
1. SCOPE OF WORK
The CONTRACTOR shall furnish liquid emulsion polymer supply and delivery as described in
the City of Jacksonville Contract Number JAE11320, which is attached hereto and incorporated
herein as Exhibit "A" and shall perform everything required by this Agreement and the other
exhibits attached hereto. Provided, however, that nothing herein shall require CITY to purchase or
acquire any items or services from CONTRACTOR that is not specified in the CITY's purchase
order. To the extent of a conflict between this Agreement and Exhibit "A", the terms and conditions
of this Agreement shall prevail and govern. In all instances the CITY purchasing policy,
resolutions and ordinances shall apply.
2. THE CONTRACT SUM
CITY shall pay CONTRACTOR, for the faithful performance of the Agreement as set forth in the
Agreement documents and the Price Schedule as set forth in Exhibit "B", attached hereto and
incorporated herein.
3. TERM AND TERMINATION
A. This Agreement is to become effective upon execution by both parties, and shall remain
in effect until Sunday, February 8, 2026 unless terminated or renewed by City of
Jacksonville .
B. Notwithstanding any other provision of this Agreement, CITY may, upon written notice
to CONTRACTOR, terminate this Agreement: a) without cause and for CITY's
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Piggyback Agreement
Services for Bulk Liquid Emulsion Polymer Supply and Delivery
convenience upon thirty (30) days written notice to CONTRACTOR b) if
CONTRACTOR is adjudged to be bankrupt; c) if CONTRACTOR makes a general
assignment for the benefit of its creditors; d) CONTRACTOR fails to comply with any of
the conditions of provisions of this Agreement; or e) CONTRACTOR is experiencing a
labor dispute, which threatens to have a substantial, adverse impact upon the performance
of this Agreement, without prejudice to any other right or remedy CITY may have under
this Agreement. In the event of such termination, CITY shall be liable only for the
payment of all unpaid charges, determined in accordance with the provisions of this
Agreement, for work, properly performed and accepted prior to the effective date of
termination.
C. Upon mutual Agreement of the parties, this Agreement may be renewed for three (3)
additional one (1) year renewal.
4. PROVISION OF SERVICES AND COMPLETION OF WORK
A. The CONTRACTOR shall only provide to CITY the services contained under the Scope
of Work upon receipt of an authorized order from CITY and shall provide the requested
items in the timeframe and as set forth in City of Jacksonville Contract Number
JAE11320 or in the specific purchase order or authorized order submitted by CITY.
Nothing herein shall obligate CITY to purchase any specific amount of product from
CONTRACTOR or create an exclusive purchase agreement between CITY and
CONTRACTOR. CITY shall not be obligated or required to pay for any items received
until such time as CITY has accepted the items in accordance with the order provided to
CONTRACTOR.
B. CONTRACTOR, upon receipt of an order hereunder, shall immediately notify CITY if it
has an issue or question related to the fulfillment of the order or whether there will be any
delay in providing the items requested. Failure of CONTRACTOR to so notify CITY will
preclude CONTRACTOR from seeking payment of any kind for any items that were
delayed in delivery. Upon receipt of notification of the delay, CITY may at its sole option
cancel the order and seek the items from any available source.
C. It is expressly understood and agreed that the passing, approval, and/or acceptance of any
gasoline, diesel, kerosene, LP gas, and bio-diesel herein by CITY or by any agent or
representative as in compliance with the terms of this Contract shall not operate as a
waiver by the CITY of strict compliance with the terms of this Contract and the CITY
may require the CONTRACTOR replace the accepted gasoline, diesel, kerosene, LP gas,
and bio-diesel so as to comply with the warranties and specifications hereof.
D. COMPANY specifically acknowledges that this Contract does not bind or obligate CITY
to purchase any minimum quantity of product during the term hereof.
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DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Piggyback Agreement
Services for Bulk Liquid Emulsion Polymer Supply and Delivery
5. PAYMENTS
In accordance with the provisions fully set forth in the Contract Documents, CONTRACTOR shall
submit an invoice to CITY upon completion of the services and delivery of products to CITY as
set forth in the applicable purchase order. CITY shall make payment to the CONTRACTOR for
all accepted deliveries and undisputed product delivered and services provided, within thirty (30)
calendar days of receipt of the invoice.
6. DISPUTE RESOLUTION - MEDIATION
A. Any claim, dispute or other matter in question arising out of or related to this Agreement
shall be subject to mediation as a condition precedent to voluntary arbitration or the
institution of legal or equitable proceedings by either party.
B. The CITY and CONTRACTOR shall endeavor to resolve claims, disputes and other
matters in question between them by mediation.
C. The parties shall share the mediator's fee and any filing fees equally. The mediation shall
be held in Clermont, Lake County, Florida, unless another location is mutually agreed
upon. Agreements reached in mediation shall be enforceable as settlement Agreements in
any court having jurisdiction thereof.
7. INSURANCE AND INDEMNIFICATION RIDER
7.1. Worker's Compensation Insurance
The CONTRACTOR shall take out and maintain during the life of this Agreement, Worker's
Compensation Insurance for all its employees connected with the work of this Project and, in case
any work is sublet, the CONTRACTOR shall require the subCONTRACTOR similarly to provide
Worker's Compensation Insurance for all of the subCONTRACTOR employees unless such
employees are covered by the protection afforded by the CONTRACTOR. Such insurance shall
comply with the Florida Worker's Compensation Law. In case any class of employees engaged in
hazardous work under this Agreement at the site of the Project is not protected under the Worker's
Compensation statute, the CONTRACTOR shall provide adequate insurance, satisfactory to the
CITY, for the protection of employees not otherwise protected.
7.2. CONTRACTOR's Commercial General Liabilitv Insurance
The CONTRACTOR shall take out and maintain during the life of this Agreement, Commercial
General Liability and Business Automobile Liability Insurance as shall protect it from claims for
damage for personal injury, including accidental death, as well as claims for property damages
which may arise from operating under this Agreement whether such operations are by itself or by
anyone directly or indirectly employed by it, and the amount of such insurance shall be as follows:
A. CONTRACTOR's Commercial General Liability, $1,000,000 Each, ($2,000,000
aggregate). Liability Coverages, Bodily Injury Occurrence, & Property Damage
Combined Single Limit
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DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Piggyback Agreement
Services for Bulk Liquid Emulsion Polymer Supply and Delivery
B. Automobile Liability Coverages, $1,000,000 Each, Bodily Injury & Property Damage
Occurrence, Combined Single Limit
Insurance clause for both BODILY INJURY AND PROPERTY DAMAGE shall be amended to
provide coverage on an occurrence basis.
7.3. Indemnification Rider
A. To the fullest extent permitted by law, the CONTRACTOR shall indemnify and hold
harmless the CITY and its employees from and against all claims, damages, losses and
expenses, including but not limited to reasonable attorney's fees, arising out of or
resulting from its performance of the Work, provided that any such claim, damage, loss
or expense (1) is attributable to bodily injury, sickness, disease or death, or to injury to or
destruction of tangible property (other than the Work itself) , and (2) is caused in whole
or in part by any negligent act or omission of the CONTRACTOR, any subcontractor,
anyone directly or indirectly employed by any of them or anyone for whose acts any of
them may be liable, regardless of whether or not such acts are caused in part by a party
indemnified hereunder. Such obligation shall not be construed to negate, abridge, or
otherwise reduce any other right to obligation of indemnity which would otherwise exist
as to any party or person described in this Article; however, this indemnification does not
include the sole acts of negligence, damage or losses caused by the CITY and its other
contractors.
B. In any and all claims against the CITY or any of its agents or employees by any
employee of the CONTRACTOR, any subcontractor, anyone directly or indirectly
employed by any of them or anyone for whose acts any of them may be liable, the
indemnification obligations under this Paragraph shall not be limited in any way by any
limitation on the amount or type of damages, compensation or benefits payable by or for
the CONTRACTOR or any subcontractor under workers' or workmen's compensation
acts, disability benefit acts or other employee benefit acts.
C. The CONTRACTOR hereby acknowledges receipt of ten dollars and other good and
valuable consideration from the CITY for the indemnification provided herein.
8. NOTICES
All notices shall be in writing and sent by United States mail, certified or registered, with return
receipt requested and postage prepaid, or by nationally recognized overnight courier service to the
address of the party set forth below. Any such notice shall be deemed given when received by the
party to whom it is intended.
A. CONTRACTOR:
9 Polydyne Inc.
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Piggyback Agreement
Services for Bulk Liquid Emulsion Polymer Supply and Delivery
• Attn: Boyd Stanley
• 1 Chemical Plant Road, Riceboro, GA
A. OWNER:
• City of Clermont
• Attn: Brian Bulthuis, City Manager
• 685 W. Montrose Street, Clermont, FL 3471 1
9. MISCELLANEOUS
9.1. Attornevs' Fees
In the event a suit or action is instituted to enforce or interpret any provision of this Agreement,
the prevailing party shall be entitled to recover such sum as the Court may adjudge reasonable as
attorneys' fees at trial or on any appeal, in addition to all other sums provided by law.
9.2. Waiver
The waiver by city of breach of any provision of this Agreement shall not be construed or operate
as a waiver of any subsequent breach of such provision or of such provision itself and shall in no
way affect the enforcement of any other provisions of this Agreement.
9.3. Severability
If any provision of this Agreement or the application thereof to any person or circumstance is to
any extent invalid or unenforceable, such provision, or part thereof, shall be deleted or modified
in such a manner as to make the Agreement valid and enforceable under applicable law, the
remainder of this Agreement and the application of such a provision to other persons or
circumstances shall be unaffected, and this Agreement shall be valid and enforceable to the fullest
extent permitted by applicable law.
9.4. Amendment
Except for as otherwise provided herein, this Agreement may not be modified or amended except
by an Agreement in writing signed by both parties.
9.5. Entire Aareement
This Agreement including the documents incorporated by reference contains the entire
understanding of the parties hereto and supersedes all prior and contemporaneous Agreements
between the parties with respect to the performance of services by CONTRACTOR.
9.6. Assignment
Except in the event of a merger, consolidation, or other change of control pursuant to the sale of
all or substantially all of either party's assets, this Agreement is personal to the parties hereto and
may not be assigned by CONTRACTOR, in whole or in part, without the prior written consent of
city.
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DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Piggyback Agreement
Services for Bulk Liquid Emulsion Polymer Supply and Delivery
9.7. Venue
The parties agree that the sole and exclusive venue for any cause of action arising out of this
Agreement shall be Lake County, Florida.
9.8. Applicable Law
This Agreement and any amendments hereto are executed and delivered in the State of Florida and
shall be governed, interpreted, construed and enforced in accordance with the laws of the State of
Florida.
9.9. Public Records
Contractor expressly understands records associated with this project are public records and agrees
to comply with Florida's Public Records law, to include, to:
A. Keep and maintain public records that ordinarily and necessarily would be required by
the CITY in order to perform the services contemplated herein.
B. Provide the public with access to public records on the same terms and conditions that the
CITY would provide the records and at a cost that does not exceed the cost provided in
this Florida's Public Records law or as otherwise provided by law.
C. Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law.
D. Meet all requirements for retaining public records and transfer, at no cost, to the CITY all
public records in possession of CONTRACTOR upon termination of the contract and
destroy any duplicate public records that are exempt or confidential and exempt from
public records disclosure requirements. CONTRACTOR shall use reasonable efforts to
provide all records stored electronically to the CITY in a format that is compatible with
the information technology systems of the CITY.
E. IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF
CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO
PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTRACTOR
SHALL CONTACT THE CITY'S CUSTODIAN OF PUBLIC RECORDS AT CITY
CLERK'S OFFICE, (352) 241-7331.
10. AGREEMENT DOCUMENTS
The Agreement Documents, as listed below are herein made fully a part of this Agreement as if
herein repeated.
Document Precedence:
A. This Agreement
B. Purchase Order / Notice To Proceed
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Piggyback Agreement
Services for Bulk Liquid Emulsion Polymer Supply and Delivery
C. An applicable Contractor Quote or Statement of Work
D. All documents contained in the City of Jacksonville Contract Number JAE11320.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this 28th day of
June 2023.
CITY OF CLERMONT
/--DocuSigned by:
�Rk7-&9ZF-7-5W-499
Tim Murry, Mayor /I'— DS
ATTEST:
,.—DocuSigned by:
Tay Acl",ayot Root
`— 3AD7F34905B344A...
Tracy Ackroyd Howe, City Clerk
0
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
POLYDYNE INC.
DocuS/igned11b""y'':
By:
(Si =ff�91AD4161847B...
Print Name: Boyd Stanley
Title: sr. vice -President
Date: 6/30/2023
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
SNF
WATER SCIENCE
June 5, 2023
Duane Land, CPM
City of Clermont
3335 Hancock Road
Clermont, FL 34711
Subject: Piggyback Contract Offer for the Purchase of Polymer
RE: City of Clermont from the City of Jacksonville (JEA)
Dear Mr. Land,
polydyneinc.com
Polydyne Inc. is pleased to offer the City of Clermont the option to piggyback the purchase of
emulsion polymer, CLARIFLOC SE-946 and CLARIFLOC 5E-1877, from the above -referenced JEA
contract. With this piggyback agreement, the unit price for CLARIFLOC SE-946 and CLARIFLOC
SE-1877 will be $1.870/Lb. beginning upon acceptance through February 08, 2026. There are
also three additional one-year renewal options available.
Attached for your reference, please find a copy of the JEA contract. All terms and conditions
stated therein will apply except for delivery terms. Please allow up to 15 business days for
delivery after -receipt -of -order (ARO).
We thank you for your business and look forward to continuing our valued partnership. If you
have any questions regarding this offer, please feel free to contact Chris Cherp, Sr. Technical
Sales Representative, at (941) 961-3998.
Best regards,
Boyd i
Sr. Vice -President
Attachments
Please acknowledge your acceptance below and return via email to bids@polydyneinc.com.
Date:
Polydyne Inc. • 1 Chemical Plant Road • Riceboro, GA 31323 USA • Tel 800.848.7659
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
CONTRACT
BETWEEN
JEA
AND
POLYDYNE INC.
JEA CONTRACT # JEA11320
THIS CONTRACT is made and entered into as of the 9th day of February 2023 (the
"Effective Date") by and between JEA, a body politic and corporate in the City of Jacksonville,
Florida ("JEA") and, POLYDYNE INC., a Delaware corporation authorized to conduct business
in the state of Florida with its principal address at ONE CHEMICAL PLANT RD, RICEBORO,
Georgia, 31323, United States ( "Company").
WHEREAS, JEA issued a Solicitation 1410933246 for "Continuing Services for Bulk
Liquid Emulsion Polymer Supply and Delivery", as amended by Addendum Number One dated
November 23, 2022, and Addendum Number Two dated December 06, 2022 (the "Solicitation");
and
WHEREAS, based on Company's response to the Solicitation (the "Response"), on
January 19, 2023, JEA's Awards Committee awarded a contract to Company to provide certain
services to JEA as described in the Solicitation (the "Work");
NOW THEREFORE, in consideration of the mutual covenants contained below, JEA and
Company agree as follows:
1. Engagement and Performance of Work. JEA engages Company to perform the
Work, and Company shall perform the Work in accordance with the terms and conditions of this
Contract.
2. Compensation. JEA shall pay the Company for the Work in accordance with the
terms of the Solicitation and the pricing attached to this Contract as Exhibit A.
3. Maximum Indebtedness. JEA's maximum indebtedness for all fees, costs,
expenses and all other amounts payable under this Contract shall be a fixed monetary amount not -
to -exceed Seven Million Five Hundred Eighty -Four Thousand Seven Hundred Twenty and
00/100 Dollars ($7,584,720.00).All amounts payable under this Contract are contingent upon the
existence of lawfully appropriated funds therefor.
4. Term. The term of this Contract shall commence on the Effective Date and shall
continue through February 08, 2026, unless sooner terminated in accordance with the terms of
the Solicitation. JEA shall have the right, in its sole discretion, to renew this Contract for up to
three (3) additional terms of one (1) year(s) each.
5. Contract Documents. This Contract consists of the following documents which
are incorporated by reference as if fully set forth herein and which, in case of conflict, shall have
priority in the order listed below:
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
• This document (including all attachments and exhibits hereto), as modified by any
subsequently signed amendments
• Any Addenda to the Solicitation issued by JEA
• The Solicitation as originally issued by JEA, including all amendments, technical
specifications, appendices and exhibits thereto
• JEA Purchase Order
• The Response, provided, however, that any terms in the Response that are
inconsistent with the Solicitation shall not be included in this Contract, unless
expressly agreed to in writing by JEA
6. Notices.
All notices under this Contract shall be in writing and shall be delivered by email (delivery receipt
requested), certified mail (return receipt requested), or by other delivery with receipt to the
following:
As to JEA:
and to:
JEA
21 W. Church Street
Jacksonville, Florida 32202
Attn: Freddy Gonzalez Vargas
Email: 2onzf(a,i ea. com
JEA
21 W. Church Street, CC-6
Jacksonville, Florida 32202
Attn: Heather Beard, Procurement Contract Administration
bearhb(a,iea.com
As to the Company:
POLYDYNE INC.
ONE CHEMICAL PLANT RD, RICEBORO, Georgia, 31323, United States
Attn: BOYD STANLEY
Email: bstanley@polydyneinc.com
7. Authority. Company represents and warrants to JEA that Company has full right
and authority to execute and perform its obligations under this Contract, and Company and the
person(s) signing this Contract on Company's behalf represent and warrant to JEA that such
person(s) are duly authorized to execute this Contract on Company's behalf without further consent
or approval by anyone. Company shall deliver to JEA promptly upon request all documents
reasonably requested by JEA to evidence such authority.
2
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
8. Entire Agreement. This Contract constitutes the entire agreement between the
parties hereto for the Work to be performed and furnished by the Company. No statement,
representation, writing, understanding, agreement, course of action or course of conduct, made by
either parry or any representative of either parry, which is not expressed herein shall be binding.
Company may not unilaterally modify the terms of this Contract by affixing additional terms to
materials delivered to JEA (e.g., "shrink wrap" terms accompanying or affixed to a deliverable) or
by including such terms on a purchase order or payment document. Company acknowledges that
it is entering into this Contract for its own purposes and not for the benefit of any third party.
9. Amendments. All changes to, additions to, modifications of, or amendment to this
Contract, or any of the terms, provisions and conditions hereof, shall be binding only when in
writing and signed by the authorized officer, agent or representative of each of the parties to this
Contract.
10. Counterparts. This Contract, and all amendments hereto, may be executed in
several counterparts, each of which shall be deemed an original, and all of such counterparts
together shall constitute one and the same instrument. This Contract may be delivered by facsimile
or by email transmittal of a PDF image, and such facsimile or PDF counterparts shall be valid and
binding on JEA and Company with the same effect as if original signatures had been exchanged.
[Remainder of page left blank intentionally. Signature page follows immediately.]
3
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
IN WITNESS WHEREOF, JEA and Company have duly executed this Contract as of
the Effective Date.
JEA:
JEA
Signature:
Ykyo-
Signed on Feb 06,2023 1 12:47:10 (GMT -5:00)
Email: gleejs@jea.com
Name: ,fenny McCollum
Title: Director. Procurerrrent S :--s
t6: Feb 06,2023 1 12:47:10 (GMT -5:00)
COMPANY:
P(DLYDYNE, INC.
Signature:
80y/9 STAN-tey
Signed on Feb 06,2023 1 11:48:52 (GMT -5:00)
Email:
bstanley a polyclyneinc-com
Name:
BOYD STANLEY
Title:
Senior Vice President
ate;
Feb 06,2023 i 11:48:52 (GMT -5:00)
FORM APPROVED:
JEA
Signature:
Signed on Feb 06,2023 1 12:20:59 (GMT -5:00)
Email: lavirc@jea.com
Nance: Rebecca Lavie
Title: ---tantGeneral Counsel
Date: Feb 06,2023 i 12:20:59 (GMT -5:00)
WITNESS:
,JEA
Signature:
07c6r&a, wary
Signed on Feb 06,2023 1 11:54:10 (GMT -5:00)
Email: t,alljbjea-com
Name: ,Jessica Talley
Title: Contracts Assistant
Date: Feb 06,2023 i 11:54:10 (GMT -5:00)
M
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Exhibit A
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
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DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
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DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
CERTINAL eSign
Audit Summary for Contract number JEA11320, titled Continuing Services for Bulk Liquid Emulsion Polymer
Supply and Delivery
Report Time Agreement Name Document Created Time
Contract number JEA11320, titled Continuing
02/06/2023 1 17:47:20 (GMT) Services for Bulk Liquid Emulsion Polymer 01/31/2023 1 17:45:56 (GMT)
Supply and Delivery
Document Created By Document Sent Time Transaction ID
Jessica Talley (talljb@jea.com) 01/31/2023 1 17:45:56 (GMT) 2b44fa3d-665b-40fa-91f3-b98c4fOd702f
Documents Recipients Document Status
BOYD STANLEY(bstanley@polydyneinc.com),
1675187131917.pdf Jessica Talley(talljb@jea.com), Rebecca Lavie Completed
(lavirc@jea.com), Jenny McCollum(gleejs@jea.
com)
Document Status Action Time Number of Signatures Number of Initials
02/06/2023 1 17:47:20 (GMT) 4 0
Number of Stamps Number of Pages in Document CC Users
0 7
Audit Events
• Document created by Jessica Talley (talljb@jea.com) via API integration user Heather Beard (bearhb@jea.com)
Time IP Address Geolocation Browser OS
01/31/2023 1 17:45:56
207.211.63.71
(GMT)
• Document emailed by Jessica Talley (talljb@jea.com) via API integration user Heather Beard (bearhb@jea.com)
Sent to - BOYD STANLEY (bstanley@polydyneinc.com)
Time IP Address Geolocation Browser OS
01/31/2023 1 17:46:02
(GMT)
• Reminder mail sent to BOYD STANLEY (bstanley@polydyneinc.com)
Time I IP Address I Geolocation Browser OS
02/02/2023 1 16:56:57
(GMT)
Page 118
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Rebecca Beasley
From: JEA_isource@zycus.com
Sent: Friday, December 9, 2022 5:07 PM
To: US-RIC-Polydyne Bid Dept.
Subject: Your Response has been submitted : 1410933246
CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you
recognize the sender and know the content is safe.
Dear Boyd Stanley,
The response for the event IFB - Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery : 1410933246
has been submitted successfully.
Regards,
Technical Support Team
Zycus Supplier Network
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
J&130
Building r,ummuriiyy*
Procurement Department Bid Office
Customer Center - 1st Floor, Room 002
21 W. Church Street
Jacksonville, Florida 32202
December 6, 2022
ADDENDUM NUMBER: Two (2)
TITLE: Continuing Services for Bulk Liquid Emulsion Polymer Sunaly and Delivery
JEA IFB NUMBER: 1410933246
BID DUE DATE: Deee me - 6 'n'' December 13, 2022
TIME OF RECEIPT: 12:00 PM
TIME OF OPENING: 02:00 PM
THIS ADDENDUM IS FOR THE PURPOSE OF MAKING THE FOLLOWING CHANGES OR
CLARIFICATIONS:
1. JEA is extending the solicitation due date to December 13, 2022.
JEA is providing the following documents:
• 1410933246 Addendum 2 Appendix B - Bid Workbook
0 1410933246 Addendum 2 Appendix B - Bid Workbook is being issued to
replace the document titled 1410933246 Appendix B - Bid Workbook
o Please ensure 1410933246 Addendum 2 Appendix B - Bid Workbook is
completed and submitted for this Solicitation.
• 1410933246 Addendum 2 Pre -Proposal Attendee List
JEA is providing responses to the following questions:
• If the incumbent retains the business, using the same polymer, do they need to clean out
the polymer tanks?
o No; a clean out would not be required if the incumbent supplier retains the
business
1410933246 Acknowledge Receipt of this Addendum on the Bid Form (Appendix B)
Page 1 of 1
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
I F B 1410933246
COORDINATOR
Freddy Gonzalez Vargas
Email: gonzf@jea.com
COMPANYNAME
PRE -PROPOSAL ATTENDEES
TITLE: Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
BUYER Mandatory PRE PROPOSAL DATE PRE PROPOSAL TIME
Darriel Brown Pre -Proposal November 7, 2022 10:00 AM
Email: browdd@jea.com Location: WebEx
CONTACT PERSON PHONE EMAIL PRIME SUB JSEB
Polydyne Inc.
Chris Cherp
941-961-3998
CCherp@snf.com
Polydyne Inc.
Rebecca Beasley
912-880-8013
rbeaslev@polvdvneinc.com
Polydyne Inc.
Kevin Surla
912-318-5632
KSurla@polvdvneinc.com
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Building Communitys
Procurement Department Bid Office
Customer Center - 11 Floor, Room 002
21 W. Church Street
Jacksonville, Florida 32202
November 23, 2022
ADDENDUM NUMBER: One (1)
TITLE: Continuing Services for Bulk Liquid Emulsion Polvmer Supply and Delivery
JEA IFB NUMBER: 1410933246
BID DUE DATE: -November- 292022 December 6, 2022
TIME OF RECEIPT: 12:00 PM
TIME OF OPENING: 02:00 PM
THIS ADDENDUM IS FOR THE PURPOSE OF MAKING THE FOLLOWING CHANGES OR
CLARIFICATIONS:
1. JEA is extending the solicitation due date to December 6, 2022.
1410933246 Acknowledge Receipt of this Addendum on the Bid Form (Appendix B)
Page 1 of 1
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Solicitation
For Participation in
Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
for
Jacksonville, FL
Solicitation Number 1410933246
Mandatory Pre -Bid Meeting via WebEx or Teleconference on November 7, 2022, at 10:00 AM
Meeting URL: httos:Hieameeting.webex.com/
Meeting Number (Access Code): 2306 504 9360
Meeting Password: prebid
Meeting Dial In: 1-415-655-0001
Email Darriel Brown (browdd(aiea.com) 24 hours before the Pre -Bid Meeting
so that your attendance can be confirmed.
Bids are due on November 29, 2022 by 12:00 PM EST
Proposals shall be electronically submitted per instructions in this solicitation.
JEA will publicly open all Bids received from qualified Bidders on the Bid Due Date, via Webex. A meeting
link will be provided within 48 hours of Proposal opening on jea.com
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Table of Contents
1. REQUEST FOR QUOTE......................................................................................................................................5
1.1. INVITATION..............................................................................................................................................5
1.1.1.
SCOPE OF WORK..................................................................................................................................5
1.1.2.
QUESTIONS...........................................................................................................................................5
1.1.3.
INVITATION TO BID............................................................................................................................5
1.1.4.
MANDATORY PRE -BID MEETING TELECONFERENCE...............................................................6
1.1.5.
OPENING OF BIDS................................................................................................................................6
1.2. SPECIAL INSTRUCTIONS........................................................................................................................6
1.2.1.
MINIMUM QUALIFICATIONS............................................................................................................6
1.2.2.
NUMBER OF CONTRACTS TO BE AWARDED................................................................................6
1.2.3.
REQUIRED FORMS TO BE SUBMITTED WITH RESPONSE..........................................................6
1.2.4.
SAFETY QUALIFICATION REQUIREMENTS...................................................................................7
1.2.5.
BASIS OF AWARD - LOWEST COST TO JEA...................................................................................7
1.3. GENERAL
INSTRUCTIONS.....................................................................................................................7
1.3.1.
COMPLETING THE BID DOCUMENTS.............................................................................................7
1.3.2.
CALCULATION OF THE BID PRICE..................................................................................................8
1.3.3.
MODIFICATION OR WITHDRAWAL OF BIDS.................................................................................8
1.3.4.
ADDENDA..............................................................................................................................................8
1.3.5.
CONTRACT EXECUTION AND START OF WORK..........................................................................8
1.3.6.
DEFINED TERMS..................................................................................................................................8
1.3.7.
EX PARTE COMMUNICATION...........................................................................................................8
1.3.8.
AVAILABILITY OF RESPONSES AFTER OPENING........................................................................9
1.3.9.
CERTIFICATION AND REPRESENTATIONS OF THE COMPANY................................................9
1.3.10.
CONFLICT OF INTEREST................................................................................................................9
1.3.11.
ETHICS...............................................................................................................................................9
1.3.12.
JEA PUBLICATIONS......................................................................................................................10
1.3.13.
MATHEMATICAL ERRORS..........................................................................................................10
1.3.14.
MODIFICATION OR WITHDRAWAL OF RESPONSES.............................................................10
1.3.15.
PROHIBITION AGAINST CONTINGENT FEES..........................................................................10
1.3.16.
PROTEST OF SOLICITATION AND AWARD PROCESS...........................................................10
1.3.17.
RESERVATION OF RIGHTS TO JEA............................................................................................11
1.3.18.
SUBCONTRACTORS......................................................................................................................11
1.3.19.
SUNSHINE LAW.............................................................................................................................11
1.4. JACKSONVILLE SMALL AND EMERGING BUSINESS (JSEB) PROGRAM REQUIREMENTS ....
12
1.4.1.
OPTIONAL USE OF JACKSONVILLE SMALL AND EMERGING BUSINESS PROGRAM ........
12
2. CONTRACT TERMS AND CONDITIONS.......................................................................................................12
2.1. CONTRACT
DOCUMENT TERMS AND CONDITIONS......................................................................12
2.2. DEFINITIONS...........................................................................................................................................12
2.2.1.
DEFINITIONS......................................................................................................................................12
2.2.2.
ACCEPTANCE.....................................................................................................................................13
2.2.3.
ADDENDUM/ADDENDA...................................................................................................................13
2.2.4.
AWARD................................................................................................................................................13
2.2.5.
CHANGE ORDER................................................................................................................................13
2.2.6.
CONTRACT..........................................................................................................................................13
2.2.7.
CONTRACT ADMINISTRATOR........................................................................................................13
2.2.8.
CONTRACT PRICE..............................................................................................................................13
2.2.9.
CONTRACT TIME ...............................................................................................................................13
2.2.10.
DEFECT............................................................................................................................................13
2.2.11.
HOLIDAYS......................................................................................................................................14
2.2.12.
INVITATION TO BID......................................................................................................................14
2.2.13.
INVOICE..........................................................................................................................................14
2.2.14.
JEA....................................................................................................................................................14
2.2.15.
JEA REPRESENTATIVES...............................................................................................................14
2.2.16.
PERFORMANCE - ACCEPTABLE PERFORMANCE/PERFORMER..........................................14
2.2.17.
PAYMENT AND PERFORMANCE BONDS.................................................................................14
1410933246 Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery Page 2 of 33
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2.2.18.
PERFORMANCE - TOP PERFORMANCE/PERFORMER............................................................14
2.2.19.
PERFORMANCE - UNACCEPTABLE PERFORMANCE/PERFORMER....................................14
2.2.20.
PURCHASE ORDER(PO)...............................................................................................................14
2.2.21.
QUALITY ASSURANCE.................................................................................................................14
2.2.22.
QUALITY CONTROL.....................................................................................................................15
2.2.23.
RESPONSE.......................................................................................................................................15
2.2.24.
RESPONDENT.................................................................................................................................15
2.2.25.
SOLICITATION...............................................................................................................................15
2.2.26.
SUBCONTRACTOR........................................................................................................................15
2.2.27.
TERM................................................................................................................................................15
2.2.28.
UNIT PRICES...................................................................................................................................15
2.2.29.
WORK OR SCOPE OF SERVICES.................................................................................................15
2.3. CONTRACT
DOCUMENTS....................................................................................................................15
2.3.1.
ORDER OF PRECEDENCE.................................................................................................................15
2.4. PRICE AND PAYMENTS........................................................................................................................16
2.4.1.
PAYMENT METHOD — MONTHLY PAYMENTS............................................................................16
2.4.2.
PRICE ADJUSTMENT.........................................................................................................................16
2.4.3.
COST SAVING PLAN..........................................................................................................................16
2.4.4.
INVOICING AND PAYMENT TERMS..............................................................................................16
2.4.5.
JSEB - INVOICING AND PAYMENT................................................................................................17
2.4.6.
COST SAVING PLAN..........................................................................................................................17
2.4.7.
DISCOUNT PRICING..........................................................................................................................17
2.4.8.
OFFSETS...............................................................................................................................................17
2.4.9.
TAXES..................................................................................................................................................17
2.4.10.
RIGHT TO AUDIT AND FINANCIAL REPORTING....................................................................17
2.5. WARRANTIES AND REPRESENTATIONS..........................................................................................18
2.5.1.
WARRANTY - SERVICE....................................................................................................................18
2.6. INSURANCE, INDEMNITY AND RISK OF LOSS................................................................................19
2.6.1.
INSURANCE REQUIREMENTS.........................................................................................................19
2.6.2.
INDEMNIFICATION (JEA STANDARD)..........................................................................................20
2.6.3.
RISKS AND PROPERTY.....................................................................................................................20
2.7. ACCEPTANCE
.........................................................................................................................................20
2.7.1.
ACCEPTANCE.....................................................................................................................................20
2.7.2.
ACCEPTANCE OF WORK - RECEIPT, INSPECTION, USAGE AND TESTING ...........................21
2.8. TERM AND TERMINATION..................................................................................................................21
2.8.1.
TERM OF CONTRACT— DEFINED DATES.....................................................................................21
2.8.2.
TERMINATION FOR CONVENIENCE..............................................................................................21
2.8.3.
TERMINATION FOR DEFAULT........................................................................................................21
2.9. CONFIDENTIALITY AND OWNERSHIP OF DOCUMENTATION....................................................22
2.9.1.
PUBLIC RECORDS LAWS.................................................................................................................22
2.9.2.
INTELLECTUAL PROPERTY............................................................................................................23
2.9.3.
PROPRIETARY INFORMATION.......................................................................................................24
2.9.4.
PUBLICITY AND ADVERTISING.....................................................................................................24
2.9.5.
PATENTS AND COPYRIGHTS..........................................................................................................24
2.9.6.
WORK MADE FOR HIRE...................................................................................................................25
2.10. LABOR......................................................................................................................................................25
2.10.1.
NONDISCRIMINATION.................................................................................................................25
2.10.2.
LEGAL WORKFORCE....................................................................................................................25
2.10.3.
PROHIBITED FUTURE EMPLOYMENT......................................................................................26
2.10.4.
HIRING OF OTHER PARTY'S EMPLOYEES...............................................................................26
2.10.5.
COMPANY'S LABOR RELATIONS...............................................................................................26
2.11. COMPANY'S RESPONSIBILITIES AND PERFORMANCE OF THE CONTRACT ............................26
2.11.1.
JEA ACCESS BADGES...................................................................................................................26
2.11.2.
NOTIFICATION OF SURETY........................................................................................................26
2.11.3.
COMPANY REPRESENTATIVES..................................................................................................27
2.11.4.
COMPANY REVIEW OF PROJECT REQUIREMENTS...............................................................27
1410933246 Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery Page 3 of 33
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
2.11.5.
LICENSES........................................................................................................................................27
2.11.6.
PERFORMANCE OF THE WORK..................................................................................................27
2.11.7.
SAFETY AND PROTECTION PRECAUTIONS............................................................................27
2.12. VENDOR PERFORMANCE EVALUATION..........................................................................................27
2.13. JEA RESPONSIBILITIES.........................................................................................................................29
2.13.1.
COORDINATION OF SERVICES PROVIDED BY JEA...............................................................29
2.14. CHANGES
IN THE WORK, CONTRACT TIME OR PRICE.................................................................29
2.14.1.
SUSPENSION OF SERVICES.........................................................................................................29
2.14.2.
CHANGES IN THE WORK.............................................................................................................29
2.14.3.
FORCE MAJEURE...........................................................................................................................29
2.14.4.
USE OF THE SUPPLEMENTAL WORK AUTHORIZATION (SWA).........................................29
2.15. MISCELLANEOUS PROVISIONS..........................................................................................................30
2.15.1.
AMBIGUOUS CONTRACT PROVISIONS....................................................................................30
2.15.2.
AMENDMENTS...............................................................................................................................30
2.15.3.
APPLICABLE STATE LAW; VENUE; SEVERABILITY.............................................................30
2.15.4.
CUMULATIVE REMEDIES............................................................................................................30
2.15.5.
DELAYS...........................................................................................................................................30
2.15.6.
DISPUTES........................................................................................................................................30
2.15.7.
ENTIRE AGREEMENT...................................................................................................................30
2.15.8.
EXPANDED DEFINITIONS............................................................................................................30
2.15.9.
HEADINGS......................................................................................................................................31
2.15.10.
INDEPENDENT CONTRACTOR...................................................................................................31
2.15.11.
LANGUAGE AND MEASUREMENTS..........................................................................................31
2.15.12.
MEETINGS AND PUBLIC HEARINGS.........................................................................................31
2.15.13.
NEGOTIATED CONTRACT...........................................................................................................31
2.15.14.
NONEXCLUSIVE............................................................................................................................31
2.15.15.
REFERENCES..................................................................................................................................
31
2.15.16.
SEVERABILITY..............................................................................................................................31
2.15.17.
SUBCONTRACTING OR ASSIGNING OF CONTRACT.............................................................31
2.15.18.
SURVIVAL.......................................................................................................................................32
2.15.19.
TIME AND DATE............................................................................................................................32
2.15.20.
WAIVER OF CLAIMS.....................................................................................................................32
2.15.21.
TIME OF ESSENCE.........................................................................................................................32
2.15.22.
JEA PROJECT SECURITY PROGRAM.........................................................................................32
3. TECHNICAL SPECIFICATIONS/DETAILED SCOPE OF WORK.................................................................33
4. FORMS
................................................................................................................................................................33
4.1. FORMS (APPENDIX B)...........................................................................................................................33
5. SUPPLEMENTAL DOCUMENTS (APPENDIX C)..........................................................................................33
1410933246 Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery Page 4 of 33
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Solicitation
REQUEST FOR QUOTE
1.1. INVITATION
1.1.1. SCOPE OF WORK
Company shall deliver liquid emulsion polymer for use as a biosolids coagulant and conditioner for the thickening
and dewatering processes at JEA's Buckman Biosolids Disposal Facility (BBDF).
If the proposed polymer is not one of the Pre -Qualified Polymers listed in Appendix A - Technical Specifications,
the lowest responsive and responsible Bidder will be required to qualify its product through a production run test,
prior to JEA's award of a contract. If the lowest Bidder's product does not pass the initial test, as outlined in the
Appendix A Technical Specification, that Bidder will be rejected. JEA will then allow the second lowest Bidder to
test its product. This qualification process will continue until the lowest responsive and responsible bidder is
qualified. If JEA does not qualify any products, JEA may elect to rescind the solicitation.
Additional information can be found in Appendix A - Technical Specifications.
1.1.2. QUESTIONS
All questions must be submitted in writing to the JEA Buyer listed below at least five (5) business days prior to the
opening date. Questions received within five (5) business days prior to the opening date will not be answered.
For All Questions:
Buyer: Darriel Brown
E-mail: browddaa.iea.com
1.1.3. INVITATION TO BID
You are invited to bid on the Solicitation noted below:
JEA Solicitation Title: Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
JEA Solicitation Number: 1410933246
To obtain more information about this Solicitation:
Download a copy of the Solicitation, PDF quality drawings (if applicable) and any required forms at jea.com.
Bid Due Date: November 29, 2022
Bid Due Time: 12:00 PM (noon) EST
To obtain more information about this Solicitation:
Download a copy of the Solicitation, PDF quality drawings (if applicable) and any required forms at jea.com, search
key word "Zycus" to connect to the online sourcing platform. Or click the following link:
httns://www.iea.com/about/nrocurement/zvcus aortal/
Closing Date and Time & Response Due Date: Per Zycus Close Date See Solicitation # on Zycus cloud -based
sourcing platform for more details. Refer to Appendix C - Zycus Supplier Instructions for information on submitting
a Bid in the Zycus system.
The Respondent shall be solely responsible for delivery of its Response to the electronic Zycus platform.
Responses are due by the time and on the date listed above. Late Responses may not be accepted.
Respondents are strongly encouraged to acquire log in credentials early as possible. Additionally,
Respondents are encouraged to submit bids early to ensure uploading process goes smoothly.
1410933246 Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery Page 5 of 33
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
1.1.4. MANDATORY PRE -BID MEETING TELECONFERENCE
There will be a Mandatory Pre -Bid meeting associated with this Solicitation. All interested Companies must attend
the Pre -Bid meeting teleconference or WebEx.
Those planning to attend the Pre -Bid meeting in person should email their name and contact information to:
browdd(@,iea.com, at least 24 hours prior to the Pre -Bid meeting to facilitate roll call. A Bidder shall only sign in
representing one company, unless otherwise specified by JEA. Companies not attending the Pre -Bid meeting may
have their Bid rejected and returned unopened.
Bidders must be on time to the meeting and must be present at the starting time of the meeting. Bidders not arriving
on time for the meeting may have their Bids rejected and returned unopened.
Meeting Date: November 7, 2022
Meeting Time: 10:00 AM EST
Meeting URL: httt)s:Hieameetin2.webex.com/
Meeting number (access code): 2306 504 9360
Meeting password: prebid
Dial -In: 1-415-655-0001
1.1.5. OPENING OF BIDS
All Responses received shall be publicly announced and recorded at 2:00 PM on the Proposal Due Date in the JEA
Bid Office, 21 West Church Street, Customer Center, 1st Floor, Room 002, Jacksonville, FL 32202. At the opening
of the Responses, a JEA representative will publicly open each Response that was received prior to the due date and
time, except for those Responses that have been properly withdrawn. JEA has the right to waive any irregularities or
informalities in the Responses.
1.2. SPECIAL INSTRUCTIONS
1.2.1. MINIMUM QUALIFICATIONS
Respondent shall meet the following Minimum Qualifications to be considered eligible to submit a Response to this
Solicitation. It is the responsibility of the Respondent to ensure and certify that it meets the Minimum Qualifications
stated below. All Respondents not meeting all of the following criteria will have their Response rejected:
• The Bidder shall have successfully completed two (2) similar service contracts in the United States in the
past five (5) years as of the Bid Due Date.
o A similar service contract is defined as bulk polymer supply contract of $500,000.00 for any one
(1) year period for each contract. The service contracts submitted must be from two (2) different
customers.
Please note, any Respondent whose contract with JEA was terminated for default within the last two (2) years
shall have their Response rejected.
1.2.2. NUMBER OF CONTRACTS TO BE AWARDED
JEA intends to Award one (1) Contract for the Work. JEA reserves the right to Award one or more than one
Contract based on certain groupings of the Work items, or JEA may exclude certain Work items, if JEA determines
that it is in its best interest to do so.
1.2.3. REQUIRED FORMS TO BE SUBMITTED WITH RESPONSE
The following forms must be completed and submitted to JEA at the timeframes stated below. The Respondent can
obtain the required forms, other than the Minimum Qualification Form and Response Form by downloading them
from JEA.com.
A. The following forms are required to be submitted with the Response:
1410933246 Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery Page 6 of 33
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
• Bid Form - This can be found in Appendix B of this Solicitation
• List of subcontractors/Shop Fabricators (if applicable)
If the above listed forms are not submitted with the Response by the Response Due Time and Date, JEA may
reject the Response.
B. JEA also requests the following documents to be submitted prior to Contract execution. A Response will not be
rejected if these forms are not submitted at the Response Due Date and Time. However, failure to submit these
documents prior to Contract execution could result in Response rejection.
• Conflict of Interest Certificate Form - This form can be found at JEA.com
httns://www.iea.com/about/t)rocurement[bid forms/
• Insurance certificate
• W-9
• Evidence of active registration with the State of Florida Division of Corporations (www.sunbiz.org)
• Any technical submittals as requires by the Technical Specifications
1.2.4. SAFETY QUALIFICATION REQUIREMENTS
Respondent shall be approved as JEA Safety Qualified within ten (10) business days of receiving written notice
from the JEA Bid Office that it is the highest ranked Respondent. If the Respondent fails to obtain JEA approval as a
JEA Safety Qualified company by 4:00 PM Eastern Time on the 10'h business day, JEA will reject the company's
Response, and proceed to Award to the next highest ranked Respondent.
JEA Safety Qualification information is available online at jea.com. Please note that it may take up to five (5)
business days for a company to be approved as JEA Safety Qualified. It is the Bidder's responsibility to ensure it is
JEA Safety Qualified. A list of the JEA's Safety Qualified vendors can be found on
httns://www.iea.com/About/Procurement/Contractor Safetv/.
1.2.5. BASIS OF AWARD - LOWEST COST TO JEA
JEA will Award a Contract to the responsive and responsible Respondent whose Response meets or exceeds the
Minimum Qualifications set forth in this Solicitation, and whose total price stated on the Response Form is the
lowest cost to JEA.
JEA will use the Respondent's total price stated on the Response Form when making price comparisons for Award
purposes.
Please note, a Respondent's total price shall not be increased during the Solicitation process.
1.3. GENERAL INSTRUCTIONS
1.3.1. COMPLETING THE BID DOCUMENTS
Bidders shall complete and submit all Bid Documents with responses typewritten or written in ink.
When a blank is marked "optional" on the bid form, the Bidder shall insert the words "No Bid" in the space provided
if the Bidder does not choose to submit a price for that item. Failure to complete each blank with either a price or the
words "No Bid" may disqualify the Bid. The Bidder, or its authorized agent or officer, shall sign the Bid Documents.
Failure to sign the Bid Documents may disqualify the Bid. JEA approved erasures, interlineations or other
corrections shall be authenticated by affixing in the margin, immediately opposite the correction, the handwritten
signature of each person executing the Bid. Failure to authenticate changes may disqualify the Bid. JEA may
disqualify any Bids that deviate from the requirements of this Solicitation, and those that include unapproved
exceptions, amendments, or erasures.
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1.3.2. CALCULATION OF THE BID PRICE
JEA will use the Bidder's Total Bid Price stated on the Bid Form when making price comparisons for Award
purposes.
1.3.3. MODIFICATION OR WITHDRAWAL OF BIDS
The Bidder may modify or withdraw its Bid at any time prior to the Bid Due Date and Time by giving written notice
to JEA's Chief Procurement Officer. JEA will not accept modifications submitted by telephone, telegraph, email, or
facsimile, or those submitted after the Bid Due Date and Time. The Bidder shall not modify or withdraw its Bid
from time of Bid opening and for a period of 90 days following the opening of Bids.
1.3.4. ADDENDA
JEA may issue Addenda prior to the opening of Responses to change or clarify the intent of this Invitation to Bid
(Solicitation). The Respondent shall be responsible for ensuring it has received all Addenda prior to submitting its
Response and shall acknowledge receipt of all Addenda by completing the Confirmation of Receipt of Solicitation
Addenda. JEA will post Addenda when issued online at JEA.com. Companies must obtain Addenda from the
JEA.com website. All Addenda will become part of the Solicitation and any resulting Contract Documents. It is the
responsibility of each Respondent to ensure it has received and incorporated all Addenda into its Response. Failure
to acknowledge receipt of Addenda may be grounds for rejection of a Response at JEA's sole discretion.
1.3.5. CONTRACT EXECUTION AND START OF WORK
Within thirty (30) days from the date of Award, JEA will present the successful Respondent with the Contract
Documents. Unless expressly waived by JEA, the successful Respondent shall execute a Contract for the Work or
Services within ten (10) days after receiving the Contract from JEA. If the Respondent fails to execute the Contract
or associated documents as required, or if it fails to act on a JEA-issued Purchase Order (PO), JEA may cancel the
Award with no further liability to the Respondent, retain the bid security or bond (if applicable), and Award to the
next -ranked company.
Upon JEA's receipt of the executed Contract, certificate of insurance, and recorded Payment and Performance bonds
(if applicable), JEA will issue a PO, in writing and signed by an authorized JEA representative as acceptance of the
Proposal or Bid and authorization for the company to proceed with the Work, unless otherwise stated in the Contract
or PO.
For Construction Services: In the event that JEA intends to authorize the successful Respondent to proceed with
administrative work only, or with only a portion of the Work, then the PO shall state the specific limitations of such
authorization and JEA will issue a separate written Notice to Proceed to authorize the Respondent to begin Field
Work, when applicable, or to perform the remainder of the Work, or any portion thereof. The Respondent shall
ensure that it is prepared to begin Field Work upon receipt of Notice to Proceed. Any Work performed outside of
this partial authorization shall be at the Respondent's risk and JEA shall have no obligation to pay for such Work.
1.3.6. DEFINED TERMS
Words and terms defined in the Section entitled "Definitions" of this document are hereby incorporated by reference
into the entire document.
1.3.7. EX PARTE COMMUNICATION
Ex Parte Communication is defined as any inappropriate communication concerning an Solicitation between a
company submitting a Response and a JEA representative during the time in which the Solicitation is being
advertised through the time of Award. Examples of inappropriate communications include: private communications
concerning the details of the Solicitation in which a company becomes privy to information not available to the
other Respondents. Social contact between companies and JEA Representatives should be kept to an absolute
minimum during the Solicitation process.
Ex Parte Communication is strictly prohibited. Failure to adhere to this policy will disqualify the noncompliant
company's Response. Any questions or clarifications concerning this Solicitation must be sent in writing via email to
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the JEA Buyer at least five (5) business days prior to the opening date. If determined by JEA, that a question should
be answered or an issue clarified, JEA will issue an addendum to all Respondents.
1.3.8. AVAILABILITY OF RESPONSES AFTER OPENING
In accordance with the Florida Public Records Law, Florida Statute, Chapter 119, copies of all Responses are
available for public inspection thirty (30) days after the opening of Responses or on the date of Award
announcement, whichever is earlier. Respondents may review opened Responses once they are available for public
inspection by contacting the designated Buyer or JEA's Public Records custodian whose contact information can be
found at jea.com. JEA will post a summary of proposal opening results at www.jea.com.
1.3.9. CERTIFICATION AND REPRESENTATIONS OF THE COMPANY
By signing and submitting the Response Form, the Respondent certifies and represents as follows:
A. That the individual signing the Response Form is a duly authorized agent or officer of the Respondent. Responses
submitted by a corporation must be executed in the corporate name by the President or Vice President. If an
individual other than the President or Vice President signs the Response Form, satisfactory evidence of authority to
sign must be submitted upon request by JEA. If the Response is submitted by a partnership, the Response Form
must be signed by a partner whose title must be listed under the signature. If an individual other than a partner signs
the Response Form, satisfactory evidence of authority to sign must be submitted upon request by JEA.
B. That every aspect of the Response and the detailed schedule for the execution of the Work, are based on its own
knowledge and judgment of the conditions and hazards involved, and not upon any representation of JEA. JEA
assumes no responsibility for any understanding or representation made by any of its representatives during or prior
to execution of the Contract unless such understandings or representations are expressly stated in the Contract and
the Contract expressly provides that JEA assumes the responsibility.
C. The corporation or partnership must be in active status at the Florida Division of Corporations (www.sunbiz.org)
prior to any subsequent Award of Contract.
D. That the Respondent maintains in active status any and all licenses, permits, certifications, insurance, bonds and
other credentials including, but not limited to, contractor's license and occupational licenses necessary to perform
the Work. The Respondent also certifies that, upon the prospect of any change in the status of applicable licenses,
permits, certifications, insurances, bonds or other credentials, the Respondent shall immediately notify JEA of status
change.
E. That the Respondent has read, understands and will comply with the Section titled Ethics.
1.3.10. CONFLICT OF INTEREST
A person or company who receives a Contract which was not procured pursuant to public bidding procedures to
perform a feasibility study, or who participated in the drafting of an invitation to bid or request for proposals, or who
developed a program for future implementation shall not be eligible to contract with JEA for any other contracts
dealing with that specific subject matter.
Should JEA erroneously Award a Contract in violation of this policy, JEA may terminate the Contract at any time
with no liability to Respondent, and Respondent shall be liable to JEA for all damages, including but not limited to
the costs to rebid the Work. The purpose of this policy is to encourage bidding and eliminate any actual or perceived
advantage that one Respondent may have over another.
1.3.11. ETHICS
By submitting a Response, the Respondent certifies this Response is made without any previous understanding,
agreement or connection with any other person, firm, or corporation submitting a Response for the same Work other
than as a Subcontractor or supplier, and that this Response is made without outside control, collusion, fraud, or other
illegal or unethical actions. The Respondent shall comply with all JEA and City of Jacksonville ordinances, policies
and procedures regarding business ethics.
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The Respondent shall submit only one Response in response to this Solicitation. If JEA has reasonable cause to
believe the Respondent has submitted more than one Response for the same Work, other than as a Subcontractor or
subsupplier, JEA shall disqualify the Bid and may pursue debarment actions.
The Respondent shall disclose the name(s) of any public officials who have any financial position, directly or
indirectly, with this Response by completing and submitting the Conflict of Interest Certificate Form found at
jea.com. If JEA has reason to believe that collusion exists among the Respondents, JEA shall reject any and all
Responses from the suspected Respondents and will proceed to debar Respondent from future JEA Awards in
accordance with the JEA Procurement Code.
JEA is prohibited by its Charter from awarding contracts to JEA officers or employees, or in which a JEA officer or
employee has a financial interest. JEA shall reject any and all Bids from JEA officers or employees, as well as, any
and all Responses in which a JEA officer or employee has a financial interest.
In accordance with Florida Statutes Sec. 287.133, JEA shall reject Responses from any persons or affiliates
convicted of a public entity crime as listed on the Convicted Vendor list maintained by the Florida Department of
Management Services. JEA shall not make an Award to any officer, director, executive, partner, shareholder,
employee, member, or agent active in management of the Respondent listed on the Convicted Vendor list for any
transaction exceeding $35,000 for a period of 36 months from the date of being placed on the Convicted Vendor list.
If the Respondent violates any requirement of this clause, the Response may be rejected and JEA may debar
offending companies and persons.
1.3.12. JEA PUBLICATIONS
Applicable JEA publications are available at jea.com.
1.3.13. MATHEMATICAL ERRORS
In the event of a mathematical error in calculation of the prices entered on the Response, the Unit Prices will prevail.
The corrected Response Price utilizing the Unit Prices will be used to determine if the Company is Awarded the
Work or the Services. Subsequently, the Unit Prices will be used throughout the term of the Contract.
1.3.14. MODIFICATION OR WITHDRAWAL OF RESPONSES
The Respondent may modify or withdraw its Response at any time prior to the Response Due Date and Time by
giving written notice to JEA's Chief Procurement Officer. JEA will not accept modifications submitted by
telephone, telegraph, email, or facsimile, or those submitted after Response Due Date and Time. The Respondent
shall not modify or withdraw its Response from time submitted and for a period of 90 days following the opening of
Responses.
1.3.15. PROHIBITION AGAINST CONTINGENT FEES
The Respondent warrants that it has not employed or retained any company or person, other than a bona fide
employee working for the Respondent, or an independent sales representative under contract to the Respondent, to
solicit or secure a contract with JEA, and that it has not paid or agreed to pay any person, company, corporation,
individual or Respondent, other than a bona fide employee working solely for the Respondent, or an independent
sale representative under contract to the Respondent, any fee, commission, percentage, gift, or any other
consideration, contingent upon or resulting from the Award or making of the Contract. For a breach or violation of
these provisions occurs, JEA shall have the right to terminate the Contract without liability, and at its discretion, to
deduct from the Contract Price, or otherwise recover, the full amount of such fee, commission, percentage, gift or
consideration.
1.3.16. PROTEST OF SOLICITATION AND AWARD PROCESS
Respondents shall file any protests regarding this Solicitation in writing, in accordance with the JEA Purchasing
Code, as amended. Copies of the JEA Purchasing Code are available online at www jea.com.
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1.3.17. RESERVATION OF RIGHTS TO JEA
This Solicitation provides potential Companies with information to enable the submission of written offers. This
Solicitation is not a contractual offer or commitment by JEA to purchase products or services.
Responses shall be good for a period of ninety (90) days following the opening of the Responses.
JEA reserves the right to reject any or all Responses, or any part thereof, and/or to waive informalities if such action
is in its best interest. JEA may reject any Responses that it deems incomplete, obscure or irregular including, but not
limited to, Responses that omit a price on any one or more items for which prices are required, Responses that omit
Unit Prices if Unit Prices are required, Responses for which JEA determines that the Response is unbalanced,
Responses that offer equal items when the option to do so has not been stated, Responses that fail to include a Bid
Bond, where one is required, and Responses from Companies who have previously failed to satisfactorily complete
JEA contracts of any nature or who have been scored by JEA as "Unacceptable" and as a result, are temporarily
barred from bidding additional work.
JEA reserves the right to cancel, postpone, modify, reissue, and amend this Solicitation at its discretion.
JEA reserves the right to cancel or change the date and time announced for opening of Responses at any time prior
to the time announced for the opening of Responses. JEA may Award the Contract in whole or in part. In such cases
whenever JEA exercises any of these reservations, JEA will make a commercially reasonable effort to notify, in
writing, all parties to whom Solicitation s were issued. JEA may award multiple or split Contracts if it is deemed to
be in JEA's best interest.
1.3.18. SUBCONTRACTORS
JEA shall specify the major Subcontractors that the Company must list is the Company intends to use a
Subcontractor to perform a portion of the Work, unless the Work will be self -performed by the Company. The
Subcontractors that JEA requires to be listed is stated in the Section titled "Required Forms to Be Submitted with the
Bid". The major Subcontractors shall be listed on the Subcontractors Form which is available at jea.com. Failure of
the Company to submit the required Subcontractor information on the form with its Bid shall result in rejection of
the Company's Bid.
The Company shall not use Subcontractors and subsuppliers/shop fabricators other than those shown on the
Subcontractor Form unless it shows good cause and obtains the JEA Representative's prior written consent.
If the Company plans to use Subcontractors or subsupplier/shop fabricators to perform over 50% of the Work, the
Company shall obtain JEA's approval at least five (5) days prior to the Bid/Proposal Due Date.❑@ Failure to obtain
JEA approval will disqualify the Company and result in rejection of Company's Bid/Proposal.
1.3.19. SUNSHINE LAW
General:
Article I, Section 24, Florida Constitution, guarantees every person access to all public records and Chapter 119,
Florida Statutes, provides a broad definition of public records. JEA is a body politic and corporate and subject to
these laws and related statutes ("Florida's Public Records Laws"). All responses to this Solicitation are public record
and available for public inspection unless specifically exempt by law.
Redacted Submissions:
If a Respondent believe that any portion of the documents, data or records submitted in response to this Solicitation
are exempt from Florida's Public Records Law, Respondent must (1) clearly segregate and mark the specific
sections of the document, data or records as "Confidential," (2) cite the specific Florida Statute or other legal
authority for the asserted exemption, and (3) provide JEA with a separate redacted copy of its response (the
"Redacted Copy"). The cover of the Redacted Copy shall contain JEA's title and number for this Solicitation and
Respondent's name, and shall be clearly labeled "Redacted Copy." Respondent should only redact those portions of
records that Respondent claims are specifically exempt from the Florida Public Records Laws. If Respondent fails to
submit a redacted copy of information it claims is confidential, JEA is authorized to produce all documents, data and
other records submitted to JEA in answer to a public records request for such information.
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In the event of a request for public records to which documents that are marked as confidential are responsive, JEA
will provide the Redacted Copy to the requestor. If a requestor asserts a right to any redacted information, JEA will
notify Respondent that such an assertion has been made. It is Respondent's responsibility to respond to the requestor
to assert that the information in question is exempt from disclosure under applicable law. If JEA becomes subject to
a demand for discovery or disclosure of Respondent's redacted information under legal process. JEA shall give
Respondent prompt notice of the demand prior to releasing the information (unless otherwise prohibited by
applicable law.) Respondent shall be responsible for defending its determination that the redacted portions of its
response are not subject to disclosure.
By submitting a response to this Solicitation, Respondent agrees to protect, defend, and indemnify JEA from and
against all claims, demands, actions, suits, damages, losses, settlements, costs and expenses (including but not
limited to reasonable attorney fees and costs) arising from it relating to Respondent's determination that the redacted
portions of its response to this Solicitation are not subject to disclosure.
IF THE RESPONDENT HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
RESPONDENT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS SOLICITATION, CONTACT THE JEA CUSTODIAN OF
PUBLIC RECORDS AT:
Public Records Request Coordinator T-8
JEA, 21 West Church Street
Jacksonville, FL 32202
Ph: 904-665-8606
publierecords@jea.com
1.4. JACKSONVILLE SMALL AND EMERGING BUSINESS (JSEB) PROGRAM REQUIREMENTS
1.4.1. OPTIONAL USE OF JACKSONVILLE SMALL AND EMERGING BUSINESS PROGRAM
It is at the Respondent's option as to whether it chooses to subcontract to a JSEB firm. JEA encourages the use of
JSEB firms; however, the Respondent is not required to utilize a JSEB to be awarded this Contract.
For more information regarding the JSEB program, please contact Rita Scott, JEA, JSEB Manager, scotrl@jea.com.
2. CONTRACT TERMS AND CONDITIONS
2.1. CONTRACT DOCUMENT TERMS AND CONDITIONS
Provided below are the Contract terms and conditions that will be incorporated by reference in the Contract
Document executed by the Company and JEA. The Contract Document will incorporate by reference the terms
contained in the Solicitation portion of this document provided in Section 1, the Contract Terms provided in Section
2; and the Technical Specifications provided in Section 3. An example of the Contract that the Company will be
required to execute is available for review at jea.com.
2.2. DEFINITIONS
2.2.1. DEFINITIONS
Words and terms defined in this section shall have the same meaning throughout all parts of this Solicitation and
Contract Documents. Where intended to convey the meaning consistent with that set forth in its definition, a defined
word or term is marked by initial capitalization. The "Technical Specifications" portion of this Solicitation may
define additional words and terms where necessary to clarify the Work. Unless otherwise stated in this Solicitation
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and/or Contract Documents, definitions set forth in the "Technical Specifications" shall apply only within the
"Technical Specifications."
2.2.2. ACCEPTANCE
JEA's written notice by the Contract Administrator to the Company that all Work as specified in the Contract, or a
portion of the Work as specified in a Task or Work Order, has been completed to JEA's satisfaction. Approval or
recognition of the Company meeting a Milestone or interim step does not constitute Acceptance of that portion of
Work. Acceptance does not in any way limit JEA's rights under the Contract or applicable laws, rules, and
regulations.
2.2.3. ADDENDUM/ADDENDA
A written change or changes to the Solicitation which is issued by JEA Procurement Services and is incorporated
into the Solicitation as a modification, revision and/or further clarification of the intent of the Solicitation.
2.2.4. AWARD
The written approval of the JEA Awards Committee that the procurement process for the purchase of the Work was
in accordance with the JEA Procurement Code and Florida Statutes. Once an Award is approved, JEA will either
issue a Purchase Order or execute a Contract with the successful company.
2.2.5. CHANGE ORDER
A written order issued after execution of the Contract to the Company signed by the Contract Administrator, or his
designated representative, authorizing an addition, deletion, or revision of the Work, or an adjustment in the
Contract Price or the Contract Time. Change Orders do not authorize expenditures greater than the monies
encumbered by JEA, which is shown on the associated Purchase Order(s). An executed Change Order resolves all
issues related to price and time for the Work included in the Change Order. A Change Order that involves a material
change to the Contract may result in a Contract Amendment.
2.2.6. CONTRACT
An agreement between JEA and the Respondent, signed by both parties, which incorporates all the Contract
Documents. The Contract shall not be altered without an Amendment to the Contract and executed by JEA and the
Respondent, or a JEA issued Change Order.
2.2.7. CONTRACT ADMINISTRATOR
The individual assigned by JEA to have authority to administer the Contract, including the authority to negotiate all
elements of the Contract with the Company, authorize Change Orders within the maximum amount awarded,
terminate the Contract, seek remedies for nonperformance including termination, and otherwise act on behalf of JEA
in all matters regarding the Contract. The Contract Administrator may authorize JEA Representative in writing to
make minor changes to the Work with the intent of preventing Work disruption.
2.2.8. CONTRACT PRICE
The total amount payable to the Company during the initial Term of the Contract. However, this amount is not a
guaranteed amount. Also referred to as the "Maximum Indebtedness" of JEA.
2.2.9. CONTRACT TIME
The number of calendar days or the period of time from when the written Purchase Order is issued to the
Respondent, to the date Respondent has agreed to complete the Work, as set forth in the Contract Documents.
2.2.10. DEFECT
Work that fails to reach Acceptance, or Work that fails meet the requirements of any required test, inspection or
approval, and any Work that meets the requirements of any test or approval, but nevertheless does not meet the
requirements of the Contract Documents.
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2.2.11. HOLIDAYS
The following days: New Year's Day, Martin Luther King Jr. Day, Presidents' Day, Memorial Day, Juneteenth Day,
Independence Day, Labor Day, Veterans Day, Thanksgiving Day, Day after Thanksgiving, Christmas Eve Day, and
Christmas Day. If any of these Holidays fall on a weekend, JEA may observe a Holiday on the nearest weekday.
2.2.12. INVITATION TO BID
The document (which may be electronic) issued by the JEA Procurement Department to solicit Responses from
Companies that include, but not limited to, the Minimum Qualifications Form, samples of contract documents and
addenda. Also referred to as "Solicitation".
2.2.13. INVOICE
A document seeking payment to the Company from JEA for all or a portion of the Work, in accordance with the
Contract Documents, and including at a minimum the following items: the Company's name and address, a
description of the product(s) or service(s) rendered, a valid JEA PO number, the amount payable, the Unit Price, the
payee name and address, any associated JSEB forms and any other supporting documentation required by the
Contract Documents.
2.2.14. JEA
JEA on its own behalf, and when the Work involves St. Johns River Power Park (SJRPP), as agent for Florida
Power and Light Company (FPL). JEA and FPL are co -owners of SJRPP.
2.2.15. JEA REPRESENTATIVES
The Contract Administrator, Contract Inspector, Contract Administrator's Representative, JEA Engineer, Field
Engineer, Project Manager, and other persons designated by the Contract Administrator as JEA Representatives
acting in a capacity related to the Work or Contract under the authority of the Contract Administrator.
2.2.16. PERFORMANCE - ACCEPTABLE PERFORMANCE/PERFORMER
The Respondent averages more than 2.80 and less than 4.0 across all performance scorecard evaluation metrics, and
does not receive a score of less than 2.0 on any metric.
2.2.17. PAYMENT AND PERFORMANCE BONDS
The common-law Performance Bond and the statutory Payment Bond contemplated by Section 255.05, Florida
Statutes in the form required by JEA.
2.2.18. PERFORMANCE - TOP PERFORMANCE/PERFORMER
The Respondent averages 4.0 or more across all scorecard evaluation metrics and does not receive a score of less
than 4.0 on any one metric.
2.2.19. PERFORMANCE - UNACCEPTABLE PERFORMANCEIPERFORMER
The Company averages less than 2.80 across all scorecard evaluation metrics, or scores a 1.0 on any one metric
regardless of average, or receives a score of 2.0 on the same metric on two sequential performance evaluations.
2.2.20. PURCHASE ORDER (PO)
A commercial document issued by JEA, authorizing work, indicating types, quantities, and agreed prices for
products or services the Company will provide to JEA. Sending a PO to a Company constitutes a legal offer to buy
products or services. The words "Purchase Order" are clearly marked across the top, a PO number is used for
reference and invoicing purposes, includes an authorized JEA signature, and states the dollar amount of the lawfully
appropriated funds.
2.2.21. QUALITY ASSURANCE
Actions that JEA takes to assess the Company's performance under the Contract.
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2.2.22. QUALITY CONTROL
Actions that the Company takes to ensure it successfully completes the Work in full accordance with the Contract
Documents.
2.2.23. RESPONSE
The document describing the Company's offer submitted in response to this Solicitation.
2.2.24. RESPONDENT
The respondent to this Solicitation.
2.2.25. SOLICITATION
The documents (which may be electronic) issued by JEA's Procurement Department to solicit Bids from
Respondents that includes, but is not limited to, the Bid Documents, Bid Workbook, samples of documents,
contractual terms and conditions, the Technical Specifications, and associated Addenda.
2.2.26. SUBCONTRACTOR
The legal person, firm, corporation or any other entity or business relationship that provides a portion of the work, or
provides supplies and materials, to the Company which has an executed Contract with JEA. JEA is not in privity of
contract with the Subcontractor.
2.2.27. TERM
The period of time during which the Contract is in force or until the Contract's Maximum Indebtedness is reached,
whichever occurs first.
2.2.28. UNIT PRICES
The charges to JEA for the performance of each respective unit of Work as stated in the Response Workbook, Bid
Form, or Proposal Form, and incorporated into the Contract Documents.
2.2.29. WORK OR SCOPE OF SERVICES
Work includes as defined in the Contract Documents all actions, products, documentation, electronic programs,
reports, testing, transport, administration, management, services, materials, tools, equipment, and responsibilities to
be furnished or performed by the Company under the Contract, together with all other additional necessities that are
not specifically recited in the Contract, but can be reasonably inferred as necessary to complete all obligations and
fully satisfy the intent of the Contract.
2.3. CONTRACT DOCUMENTS
2.3.1. ORDER OF PRECEDENCE
The Contract shall consist of JEA's Contract and/or Purchase Order together with the Solicitation including, but not
limited to, the executed Bid Documents, which shall be collectively referred to as the Contract Documents. This
Contract is the complete agreement between the parties. Parol or extrinsic evidence will not be used to vary or
contradict the express terms of this Contract. The Contract Documents are complementary; what is called for by one
is binding as if called for by all. The Company shall inform JEA in writing of any conflict, error, or discrepancy in
the Contract Documents upon discovery. Should the Company proceed with the Work prior to written resolution of
the error or conflict by JEA, all Work performed is at the sole risk of the Company. JEA will generally consider this
precedence of the Contract Documents in resolving any conflict, error, or discrepancy:
• Executed Contract Amendments
• Exhibits to Contract Documents
• Executed Contract Documents
• Purchase Order(s)
• Addenda to JEA Solicitation
• Technical Specifications associated with this Solicitation
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• Drawings associated with this Solicitation
• Exhibits and Attachments to this Solicitation
• This Solicitation
• Bid Documents
• References
The figure dimensions on drawings shall govern over scale dimensions. Contract and detailed drawings shall govern
over general drawings. The Company shall perform any Work that may reasonably be inferred from the Contract as
being required whether or not it is specifically called for. Work, materials, or equipment described in words that, so
applied, have a well-known technical or trade meaning shall be taken as referring to such recognized standards.
2.4. PRICE AND PAYMENTS
2.4.1. PAYMENT METHOD — MONTHLY PAYMENTS
JEA will be paying a monthly invoice for work performed during that month. The actual amount of the invoice may
be from multiple Bid Form line items, summed together to make the total monthly invoice.
2.4.2. PRICE ADJUSTMENT
Contract prices for the items listed on the Bid Form will remain fixed for the first year of the Contract. Thereafter,
the Company may request a price adjustment annually. Each request for a Price Adjustment must be made within
thirty (30) days of the Anniversary Date of the Contract. If the Company fails to submit a timely price adjustment
request, the Company may be denied the price adjustment for the upcoming year. When a timely price adjustment
request is received, JEA will recognize the price adjustment within thirty (30) days after the Anniversary Date. No
retroactive price adjustments will be allowed.
Unless the Company and JEA make other agreements, the annual price adjustment for the Contract shall be in
accordance with the Consumer Price Index for All Urban Consumers (CPI-U, ) published monthly by the U.S.
Department of Labor, Bureau of Labor Statistics. The index used will be the unadjusted percent change for the
previous twelve (12) months of the Company's written price adjustment request is received by JEA. In no event shall
the annual price adjustment exceed 5% up or down.
The following is the current link to the CPI-U index httos:Hdata.bls.p-ov/timeseries/CUUROOOOSAO.
2.4.3. COST SAVING PLAN
During the Term of this Contract, JEA and Company are encouraged to identify ways to reduce the total cost to JEA
related to the Work provided by the Company ("Cost Savings Plan"). JEA and Company may negotiate
Amendments to this Contract that support and allow such reductions in total costs including, but not limited to, the
sharing of savings resulting from implementation of cost -reducing initiatives between JEA and Company. The
decision to accept any cost savings plan shall be in the sole discretion of JEA, and JEA shall not be liable to
Company for any cost that may be alleged to be related to a refusal to accept a Cost Savings Plan proposed by
Company.
2.4.4. INVOICING AND PAYMENT TERMS
Within sixty (60) days from completion of the Work, the Company shall submit all Invoices in accordance with the
payment method agreed upon in these Contract Documents. Invoices shall be submitted to the following address:
JEA Accounts Payable, P.O. Box 4910, Jacksonville, FL 32201-4910.
JEA will pay the Company the amount requested within thirty (30) calendar days after receipt of an Invoice from the
Company subject to the provisions stated below.
JEA may reject any Invoice or Application for Payment within 20 calendar days after receipt. JEA will return the
Invoice or Application for Payment to the Company stating the reasons for rejection.
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Upon receipt of an acceptable revised Invoice or Application for Payment, JEA will pay the Respondent the revised
amount within ten (10) days.
JEA may withhold payment if the Company is in violation of any conditions or terms of the Contract Documents.
In the case of early termination of the Contract, all payments made by JEA against the Contract Price prior to notice
of termination shall be credited to the amount, if any, due the Company. If the parties determine that the sum of all
previous payments and credits exceeds the sum due the Company, the Company shall refund the excess amount to
JEA within ten (10) days of determination or written notice.
2.4.5. JSEB - INVOICING AND PAYMENT
If the Company utilizes JSEB certified firms, regardless of whether these Contract Documents require or encourage
the use of such firms, the Company shall Invoice for and report the use of JSEB certified firms according to the
format and guidelines established by the City of Jacksonville.
2.4.6. COST SAVING PLAN
During the Term of this Contract, JEA and Company are encouraged to identify ways to reduce the total cost to JEA
related to the Work provided by the Company ("Cost Savings Plan"). JEA and Company may negotiate
Amendments to this Contract that support and allow such reductions in total costs including, but not limited to, the
sharing of savings resulting from implementation of cost -reducing initiatives between JEA and Company. The
decision to accept any cost savings plan shall be in the sole discretion of JEA, and JEA shall not be liable to
Company for any cost that may be alleged to be related to a refusal to accept a Cost Savings Plan proposed by
Company.
2.4.7. DISCOUNT PRICING
JEA offers any or all of the following option payment terms, one of which may be executed at the request of the
Company by sending an email to the JEA Buyer listed in this Solicitation:
• 1 % 20, net 30
• 2% 10, net 30
The Company may request alternate payment terms for JEA's consideration, however, alternate payment terms are
not effective until acceptance by JEA in writing. Please note, all payment dates are calculated from the date of the
Invoice receipt by JEA's Accounts Payable.
2.4.8. OFFSETS
In case the Company is in violation of any requirement of the Contract, JEA may withhold payments that may be
due the Company, and may offset existing balances with any JEA incurred costs against funds due the Company
under this and any other Company Contract with JEA, as a result of the violation, or other damages as allowed by
the Contract Documents and applicable law.
2.4.9. TAXES
JEA is authorized to self -accrue the Florida Sales and Use Tax and is exempt from Manufacturer's Federal Excise
Tax when purchasing tangible personal property for its direct consumption.
2.4.10. RIGHT TO AUDIT AND FINANCIAL REPORTING
Accounting Svstem
The Company shall establish and maintain a reasonable accounting system that enables JEA to readily identify the
Company's assets, expenses, cost of goods, and use of funds.
Audited Financial Statements
The Company shall provide to JEA audited financial statements for the most recent fiscal year upon JEA's request,
not later than five days after receipt of written request.
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Content and Retention of Record
Such records shall include, but not be limited to, accounting records, written policies and procedures; subcontract
files (including proposals of successful and unsuccessful Respondents, bid recaps, etc.); all paid vouchers including
those for out-of-pocket expenses; other reimbursement supported by invoices; ledgers; cancelled checks; deposit
slips; bank statements; journals; original estimates; estimating work sheets; contract amendments and change order
files; back charge logs and supporting documentation; insurance documents; payroll documents; timesheets;
memoranda; and correspondence. Company shall, at all times during the term of this Contract and for a period of
five years after the completion of this Contract, maintain such records, together with such supporting or underlying
documents and materials.
Inspection /Audit of Records
Upon JEA's request, the Company agrees to allow JEA to audit, to examine, and to make copies of or extracts from
its financial and operating records (in whatever form they may be kept, whether written, electronic, or other) kept by
the Company, its employees, agents, assigns, successors, and subcontractors, for the purpose of determining invoice
accuracy, or otherwise assessing compliance with the Contract Documents.
The Company shall at any time requested by JEA, whether during or after completion of this Contract, and at
Company's own expense make such records available for inspection and audit (including copies and extracts of
records as required) by JEA. Such records shall be made available to JEA during normal business hours at the
Company's office or place of business in a workspace suitable for the audit and [subject to a three day written
notice/without prior notice]. In the event that no such location is available, then the financial records, together with
the supporting or underlying documents and records, shall be made available for audit at a time and location that is
convenient for JEA. The Company agrees to have knowledgeable personnel available to answer questions for the
auditors during the time they are performing the audit and for a period of two weeks thereafter. Company shall
ensure JEA has these rights with Company's employees, agents, assigns, successors, and subcontractors, and the
obligations of these rights shall be explicitly included in any subcontracts or agreements formed between the
Company and any subcontractors to the extent that those subcontracts or agreements relate to fulfillment of the
Company's obligations to JEA.
Cost of Audits
Costs of any audits conducted under the authority of this right to audit and not addressed elsewhere will be borne by
JEA unless certain exemption criteria are met. If the audit identifies overpricing or overcharges (of any nature) by
the Company to JEA in excess of one-half of one percent (.5%) of the total contract billings, the Company shall
reimburse JEA for the total costs of the audit. If the audit discovers substantive findings related to fraud,
misrepresentation, or non-performance, JEA may recoup the costs of the audit work from the Company.
Billing Adiustments and Recoveries
Any billing payment recoveries to JEA that must be made as a result of any such audit or inspection of the
Company's invoices and/or records shall be made within a reasonable amount of time (not to exceed 90 days) from
presentation of JEA's findings to Company.
Failure to Comply
If Company fails to comply with the requirements contained in this clause, the Company may be found to be in
breach of the Contract, be subject to debarment or suspension of bidding privileges with JEA, and/or JEA may
exercise any other remedies available by law.
2.5. WARRANTIES AND REPRESENTATIONS
2.5.1. WARRANTY - SERVICE
The Company represents and warrants that it has the full corporate right, power and authority to enter into the
Contract and to perform the Work, and that the performance of its obligations and duties hereunder does not and will
not violate any Contract to which the Company is a party or by which it is otherwise bound.
The Company represents and warrants that it will conduct the Work in a manner and with sufficient labor, materials,
and equipment necessary to affect a diligent pursuance of the Work.
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The Company represents and warrants that it has the responsibility and capacity to train and supervise its employees,
Subcontractors, and suppliers to ensure the Work complies with all safety requirements of the Contract Documents.
The Company represents and warrants that its employees and Subcontractors shall exercise the degree of skill and
care required by customarily accepted good practices and procedures.
The Company warrants that all items provided under the Contract shall be in accordance with the requirements of
this Contract and services shall be performed in a professional manner and with professional diligence and skill,
consistent with the prevailing standards of the industry. The Company warrants that the Work will meet the service
levels, functional and performance requirements defined in the Contract.
The Company warrants all Work for a period of 90 days following Delivery of the Work. If any failure to meet the
foregoing warranty appears within 90 days after Delivery, the Company shall again perform the Work directly
affected by such failure at the Company's sole expense.
If Work includes items covered under a manufacturer's or Subcontractor's warranty that exceeds the requirements
stated herein, Company shall transfer such warranty to JEA. Such warranties, do not in any way limit the warranty
provided by the Company to JEA.
2.6. INSURANCE, INDEMNITY AND RISK OF LOSS
2.6.1. INSURANCE REQUIREMENTS
Before starting and until acceptance of the Work by JEA, and without further limiting its liability under the
Contract, Company shall procure and maintain at its sole expense, insurance of the types and in the minimum
amounts stated below:
Workers' Compensation
Florida Statutory coverage and Employer's Liability (including appropriate Federal Acts); Insurance Limits:
Statutory Limits (Workers' Compensation) $500,000 each accident (Employer's Liability).
Commercial General Liabilitv
Premises -Operations, Products -Completed Operations, Contractual Liability, Independent Contractors, Broad Form
Property Damage, Explosion, Collapse and Underground, Hazards (XCU Coverage) as appropriate; Insurance
Limits: $1,000,000 each occurrence, $2,000,000 annual aggregate for bodily injury and property damage, combined
single limit.
Automobile Liabilitv
All autos -owned, hired, or non -owned; Insurance Limits: $1,000,000 each occurrence, combined single limit.
Excess or Umbrella Liability
(This is additional coverage and limits above the following primary insurance: Employer's Liability, Commercial
General Liability, and Automobile Liability); Insurance Limits: $4,000,000 each occurrence and annual aggregate.
Company's Commercial General Liability, Excess or Umbrella Liability and Professional Liability policies shall
remain in force throughout the duration of the project and until the Work is completed to JEA's satisfaction. The
Indemnification provision provided herein is separate and is not limited by the type of insurance or insurance
amounts stated above.
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Company shall specify JEA as additional insured for all coverage except Workers' Compensation and
Employer's Liability. Such insurance shall be primary to any and all other insurance or self-insurance
maintained by JEA. Company shall include a Waiver of Subrogation on all required insurance in favor of
JEA, their board members, officers, employees, agents, successors and assigns.
Such insurance shall be written by a company or companies licensed to do business in the State of Florida and
satisfactory to JEA. Prior to commencing any Work under this Contract, certificates evidencing the maintenance of
the insurance shall be furnished to JEA for approval. Company's and its subcontractors' Certificates of Insurance
shall be mailed to JEA (Attn. Risk Management Services), 21 West Church Street, T12, Jacksonville, FL 32202-
3139.
The insurance certificates shall provide that no material alteration or cancellation, including expiration and non -
renewal, shall be effective until thirty (30) days after receipt of written notice by JEA.
Any subcontractors of Company shall procure and maintain the insurance required of Company hereunder during
the life of the subcontracts. Subcontractors' insurance may be either by separate coverage or by endorsement under
insurance provided by Company. Company shall submit subcontractors' certificates of insurance to JEA prior to
allowing Subcontractors to perform Work on JEA's job sites.
Any JSEB firms identified by Bidders for this Solicitation are considered "Subcontractors" under the direct
supervision of the Prime or General Contractor (herein referred to as "Company"). Companies should show good
faith efforts in providing assistance to JSEB firms in the securing of the Subcontractors' insurance requirements
stated herein. Company shall submit subcontractors' certificates of insurance to JEA prior to allowing
Subcontractors to perform Work on JEA's job sites.
2.6.2. INDEMNIFICATION (JEA STANDARD)
For ten dollars ($10.00) acknowledged to be included and paid for in the contract price and other good and valuable
considerations, the Company shall hold harmless and indemnify JEA against any claim, action, loss, damage, injury,
liability, cost and expense of whatsoever kind or nature (including, but not by way of limitation, reasonable
attorney's fees and court costs) arising out of injury (whether mental or corporeal) to persons, including death, or
damage to property, arising out of or incidental to the negligence, recklessness or intentional wrongful misconduct
of the Company and any person or entity used by Company in the performance of this Contract or Work performed
thereunder. For purposes of this Indemnification, the term "JEA" shall mean JEA as a body politic and corporate and
shall include its governing board, officers, employees, agents, successors and assigns. This indemnification shall
survive the term of a Contract entered into pursuant to this solicitation, for events that occurred during the Contract
term. This indemnification shall be separate and apart from, and in addition to, any other indemnification provisions
set forth elsewhere in this Contract.
2.6.3. RISKS AND PROPERTY
Ownership, risks of damage to or loss of the items shall pass to JEA upon Acceptance. The Company shall retain the
sole risk of loss to the Work up to and including the time of Acceptance. In the event of loss or damage to the Work,
the Company shall bear all costs associated with any loss or damage.
2.7. ACCEPTANCE
2.7.1. ACCEPTANCE
JEA's written notice by the JEA Representative to the Company that all Work as specified for an individual service
or repair has been completed to JEA's satisfaction. If Company does not receive a written notice from JEA within
sixty (60) days from completion of the repair or service, the repair or service will be deemed to have reached
Acceptance. Approval or recognition of the Company meeting a Milestone or interim step does not constitute
Acceptance of that portion of the repair or service. Acceptance is only applicable to the entirety of the repair or
service as specified in the Contract, Purchase Order, Work Order. Acceptance does not in any way limit JEA's rights
under the Contract or applicable laws, rules, and regulations.
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2.7.2. ACCEPTANCE OF WORK - RECEIPT, INSPECTION, USAGE AND TESTING
The Contract Administrator will make the determination when Work is completed and there is Acceptance by JEA.
Acceptance will be made by JEA only in writing, and after adequate time to ensure Work is performed in
accordance with Contract Documents. JEA will reject any items delivered by Company that are not in accordance
with the Contract, and shall not be deemed to have accepted any items until JEA has had reasonable time to inspect
them following delivery or, if later, within a reasonable time after any latent defect in the items has become
apparent. JEA may partially accept the Work items. If JEA elects to accept nonconforming items, it may in addition
to other remedies, be entitled to deduct a reasonable amount from the price as compensation for the nonconformity.
Any Acceptance by JEA, even if nonconditional, shall not be deemed a waiver, or settlement or acceptance of any
Defect.
2.8. TERM AND TERMINATION
2.8.1. TERM OF CONTRACT— DEFINED DATES
This Contract shall commence on the effective date of the Contract, and continue and remain in full force and effect
as to all its terms, conditions and provisions as set forth herein for five (5) years, or until the Contract's Maximum
Indebtedness is reached, whichever occurs first. It is at JEA's sole option to renew the Contract.
It is at JEA's sole option to renew the Contract for an additional two (2) one (1) year periods.
This Contract, after the initial year shall be contingent upon the existence of lawfully appropriated funds for each
subsequent year of the Contract.
2.8.2. TERMINATION FOR CONVENIENCE
JEA shall have the absolute right to terminate the Contract in whole or part, with or without cause, at any time after
the Award effective date upon written notification of such termination.
In the event of termination for convenience, JEA will pay the Company for all disbursements and expenses that the
Company has incurred, or has become obligated prior to receiving JEA's notice of termination.
Upon receipt of such notice of termination, the Company shall stop the performance of the Work hereunder except
as may be necessary to carry out such termination and take any other action toward termination of the Work that
JEA may reasonably request, including all reasonable efforts to provide for a prompt and efficient transition as
directed by JEA.
JEA will have no liability to the Company for any cause whatsoever arising out of, or in connection with,
termination including, but not limited to, lost profits, lost opportunities, resulting change in business condition,
except as expressly stated within these Contract Documents.
2.8.3. TERMINATION FOR DEFAULT
JEA may give the Company written notice to discontinue all Work under the Contract in the event that:
• The Company assigns or subcontracts the Work without prior written permission;
• Any petition is filed or any proceeding is commenced by or against the Company for relief under any
bankruptcy or insolvency laws;
• A receiver is appointed for the Company's properties or the Company commits any act of insolvency
(however evidenced);
• The Company makes an assignment for the benefit of creditors;
• The Company suspends the operation of a substantial portion of its business;
• The Company suspends the whole or any part of the Work to the extent that it impacts the Company's
ability to meet the Work schedule, or the Company abandons the whole or any part of the Work;
• The Company, at any time, violates any of the conditions or provisions of the Contract Documents, or
the Company fails to perform as specified in the Contract Documents, or the Company is not
complying with the Contract Documents;
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• The Company attempts to willfully impose upon JEA items or workmanship that are, in JEA's sole
opinion, defective or of unacceptable quality;
• The Company breaches any of the representations or warranties;
• The Company is determined, in JEA's sole opinion, to have misrepresented the utilization of funds or
misappropriate property belonging to JEA; or
• Any material change in the financial or business condition of the Company.
If within fifteen (15) days after service of such notice upon the Company an arrangement satisfactory to JEA has not
been made by the Company for continuance of the Work, then JEA may declare Company to be in default of the
Contract.
Once Company is declared to be in default, JEA will charge the expenses of completing the Work to the Company
and will deduct such expenses from monies due, or which at any time thereafter may become due, to the Company.
If such expenses are more than the sum that would otherwise have been payable under the Contract, then the
Company shall pay the amount of such excess to JEA upon receipt of notice of the expenses from JEA. JEA shall
not be required to obtain the lowest price for completing the Work under the Contract, but may make such
expenditures that, in its sole judgment, shall best accomplish such completion. JEA will, however, make reasonable
efforts to mitigate the excess costs of completing the Work.
The Contract Documents shall in no way limit JEA's right to all remedies for nonperformance provided under law or
in equity, except as specifically set forth herein. In the event of termination for nonperformance, the Company shall
immediately surrender all Work records to JEA. In such a case, JEA may set off any money owed to the Company
against any liabilities resulting from the Company's nonperformance.
JEA has no responsibility whatsoever to issue notices of any kind, including but not limited to deficient performance
letters and scorecards, to the Company regarding its performance prior to default by Company for performance
related issues.
JEA shall have no liability to the Company for termination costs arising out of the Contract, or any of the
Company's subcontracts, as a result of termination for default.
2.9. CONFIDENTIALITY AND OWNERSHIP OF DOCUMENTATION
2.9.1. PUBLIC RECORDS LAWS
Access to Public Records.
All Documents, data and other records received by JEA in connection with the Contract are public records and
available for public inspection unless specifically exempt by law. The Company shall allow public access to all
documents, data and other records made or received by the Company in connection with the Contract unless the
records are exempt from Section 249(a) of Article I of the Florida Constitution or subsection 119.07(1), Florida
Statutes. JEA may unilaterally terminate the Contract of the Company refuses to allow public access as required
under the Contract.
Redacted conies of Confidential Information.
If the Company believes that any portion of any documents, data or other records submitted to JEA are exempt from
disclosure under Chapter 119, Florida Statutes, the Florida Constitution and related laws ("Florida's Public Records
Laws"), Company must (1) clearly segregate and mark the specific sections of the document, data and records as
"Confidential", (2) cite the specific Florida Statute or other legal authority for the asserted exemption, and (3)
provide JEA with a separate redacted copy of the documents, data, or records (the "Redacted Copy"). The Redacted
Copy shall contain JEA's contract name and number, and shall be clearly titled "Redacted Copy". Respondent
should only redact those portions of records that Respondent claims are specifically exempt from disclosure under
Florida's Public Records Laws. If the Company fails to submit a redacted copy of documents, data, or other records
it claims is confidential, JEA is authorized to produce all documents, data, and other records submitted to JEA in
answer to a public records request for these records.
Request for Redacted Information.
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In the event of a public records or other disclosure request under Florida's Public Records Laws or other authority to
which the Company's documents, data or records are responsive, JEA will provide the Redacted Copy to the
requestor. If a Requestor asserts a right to any redacted information, JEA will notify the Company that such an
assertion has been made. It is the Company's responsibility to respond to the requestor to assert that the information
in questions is exempt from disclosure under applicable law. If JEA becomes subject to a demand for discovery or
disclosure of the redacted information under legal process, JEA shall give the Company prompt notice of the
demand prior to releasing the redacted information (unless otherwise prohibited by applicable law). The Company
shall be responsible for defending it determination that the redacted portions of the information are not subject to
disclosure.
Indemnification for Redacted Information.
The Company shall protect, defend, and indemnify JEA from and against all claims, demands, actions, suits,
damages, liabilities, losses, settlements, judgments, costs, and expenses (including but not limited to reasonable
attorney's fees and costs) arising from or relating to the Company's assertion that all or any portion of its information
is not subject to disclosure.
Public Records Clause for Service Contracts.
If, under the Contract, the Company is providing services and is acting on behalf of JEA as contemplated by
subsection 119.011(2), Florida Statutes, the Company shall:
Keep and maintain public records that ordinarily and necessarily would be required by JEA in order to
perform service;
a. Provide the public with access to public records on the same terms and conditions that JEA would
provide the records and at a cost that does not exceed the cost provided in Chapter 119, Florida
Statues, or otherwise prohibited by law;
b. Ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed except as authorized by law; and,
C. Meet all requirements for retaining public records and transfer, at no cost, to JEA all public
records in possession of the Company upon termination of the contract and destroy any duplicate
public records that are exempt or confidential and exempt from public records disclosure
requirements. All records stored electronically shall be provided to JEA in a format that is
compatible with the information technology systems of JEA.
IF THE COMPANY HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO THE COMPANY'S DUTY
TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT,
CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT:
JEA
Attn: Public Records
21 West Church Street
Jacksonville, Florida 32202
Ph: 904-665-8606
publicrecords@j ea.com
2.9.2. INTELLECTUAL PROPERTY
The Company grants to JEA an irrevocable, perpetual, royalty free and fully paid -up right to use (and such right
includes, without limitation, a right to copy, modify and create derivative works from the subject matter of the grant
of the right to sublicense all, or any portion of, the foregoing rights to an affiliate or a third party service provider)
the Company's intellectual property (including, without limitation, all trade secrets, patents, copyright and know-
how) that is contained or embedded in, required for the use of, that was used in the production of or is required for
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the reproduction, modification, maintenance, servicing, improvement or continued operation of any applicable unit
of Work.
If the Work contains, has embedded in, requires for the use of any third party intellectual property, or if the third
party intellectual property is required for the reproduction, modification, maintenance, servicing, improvement or
continued operation of the Work, the Company shall secure for JEA an irrevocable, perpetual, royalty free and fully
paid -up right to use all third party intellectual property. The Company shall secure such right at its expense and prior
to incorporating any third party intellectual property (including, without limitation, all trade secrets, patents,
copyright and know-how) into any Work, including, without limitation, all drawings or data provided under the
Contract, and such right must include, without limitation, a right to copy, modify and create derivative works from
the subject matter of the grant of the right and a right to sublicense all or any portion of the foregoing rights to an
affiliate or a third party service provider.
Should JEA, or any third party obtaining such work product through JEA, use the Work or any part thereof for any
purpose other than that which is specified herein, it shall be at JEA's sole risk.
The Company will, at its expense, defend all claims, actions or proceedings against JEA based on any allegation that
the Work, or any part of the Work, constitutes an infringement of any patent or any other intellectual property right,
and will pay to JEA all costs, damages, charges, and expenses occasioned to JEA by reason thereof. JEA will give
the Company written notice of any such claim, action or proceeding and, at the request and expense of the
Company, JEA will provide the Company with available information, assistance and authority for the defense.
If, in any action or proceeding, the Work, or any part thereof, is held to constitute an infringement, the Company
will, within 30 days of notice, either secure for JEA the right to continue using the Work or will, at the Company's
expense, replace the infringing items with non -infringing Work or make modifications as necessary so that the Work
no longer infringes.
The Company will obtain and pay for all patent and other intellectual property royalties and license fees required in
respect of the Work.
2.9.3. PROPRIETARY INFORMATION
The Company shall not copy, reproduce, or disclose to third parties, except in connection with the Work, any
information that JEA furnishes to the Company. The Company shall insert in any subcontract a restriction on the use
of all information furnished by JEA. The Company shall not use this information on another project. All information
furnished by JEA will be returned to JEA upon completion of the Work.
2.9.4. PUBLICITY AND ADVERTISING
The Company shall not take any photographs, make any announcements or release any information concerning the
Contract or the Work to any member of the public, press or official body unless prior written consent is obtained
from JEA.
2.9.5. PATENTS AND COPYRIGHTS
In consideration of ten dollars ($10.00), receipt and sufficiency is hereby acknowledged, Company shall hold
harmless and indemnify JEA from and against liability or loss, including but not limited to any claims, judgments,
court costs and attorneys' fees incurred in any claims, or any pretrial, trial or appellate proceedings on account of
infringements of patents, copyrighted or un-copyrighted works, secret processes, trade secrets, patented or
unpatented inventions, articles or appliances, or allegations thereof, pertaining to the Services, or any part thereof,
combinations thereof, processes therein or the use of any tools or implements used by Company.
Company will, at its own expense, procure for JEA the right to continue use of the Services, parts or combinations
thereof, or processes used therein resulting from a suit or judgment on account of patent or copyright infringement.
If, in any such suit or proceeding, a temporary restraining order or preliminary injunction is granted, Company will
make every reasonable effort, by giving a satisfactory bond or otherwise, to secure the suspension of such
restraining order or temporary injunction.
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If, in any such suit or proceeding, any part of the Services is held to constitute an infringement and its use is
permanently enjoined, Company will, at once, make every reasonable effort to secure for JEA a license, authorizing
the continued use of the Services. If Company fails to secure such license for JEA, Company will replace the
Services with non -infringing Services, or modify the Services in a way satisfactory to JEA, so that the Services are
non -infringing.
2.9.6. WORK MADE FOR HIRE
With the exception of Company's pre-existing intellectual capital and third -party intellectual capital as described in
Intellectual Property, as stated herein, JEA shall own all right, title and interest, including ownership of copyright
(limited to the extent permitted by the terms of any governing licenses), in and to any project generated by the Work
including, but not limited to, software, source code, reports, deliverable, or work product developed by the Company
specifically for JEA in connection with the Work, and derivative works relating to the foregoing. Such Work shall
include, but shall not be limited to, those reports and deliverables specified in the Contract Documents. The
Company understands and agrees that the "work made for hire", or any portion of the Work, shall be a "work made
for hire" for JEA pursuant to federal copyright laws. Any software, report, deliverable, or work product as used in
connection with the Work, but, previously developed by the Company specifically for other customers of the
Company or for the purpose of providing substantially similar services to other Company customers, generally shall
not be considered "work made for hire", so long as the foregoing are not first conceived or reduced to practice as
part of the Work. To the extent any of JEA deliverables are not deemed works made for hire by operation of law, the
Company hereby irrevocably assigns, transfers, and conveys to JEA, or its designee, without further consideration
all of its right, title and interest in such Work, including all rights of patent, copyright, trade secret, trademark or
other proprietary rights in such materials. Except as provided in the foregoing sentences, the Company
acknowledges that JEA shall have the right to obtain and hold in its own name any intellectual property right in and
to the Work. The Company agrees to execute any documents or take any other actions as may reasonably be
necessary, or as JEA may reasonably request, to perfect or evidence JEA's ownership of the Work.
2.10. LABOR
2.10.1. NONDISCRIMINATION
The Company represents that it has adopted and will maintain a policy of nondiscrimination against employees or
applicants for employment on account of race, religion, sex, color, national origin, age or handicap, in all areas of
employee relations, throughout the Term of this Contract. The Company agrees that on written request, it will allow
JEA reasonable access to the Company's records of employment, employment advertisement, application forms and
other pertinent data and records for the purpose of investigation to ascertain compliance with the nondiscrimination
provisions of this Contract; provided however, the Company shall not be required to produce, for inspection, records
covering periods of time more than one year from the effective date of this Contract.
The Company shall comply with the following executive orders, acts, and all rules and regulations implementing
said orders or acts, which are by this reference incorporated herein as if set out in their entirety:
• The provisions of Presidential Order 11246, as amended, and the portions of Executive Orders 11701 and
11758 as applicable to Equal Employment Opportunity;
• The provisions of section 503 of the Rehabilitation Act of 1973, as amended, and the Americans with
Disabilities Act (ADA); and
• The provisions of the Employment and Training of Veterans Act, 38 U.S.C. 4212 (formerly 2012).
The Company agrees that if any of the Work of this Contract will be performed by a Subcontractor, then the
provisions of this subsection shall be incorporated into and become a part of the subcontract.
2.10.2. LEGAL WORKFORCE
JEA shall consider the Company's employment of unauthorized aliens a violation of section 274A(e) of the
Immigration and Nationalization Act. Such violation shall be cause for termination of the Contract for default upon
thirty (30) days' prior written notice of such termination, notwithstanding any other provisions to the contrary in the
Contract Documents.
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2.10.3. PROHIBITED FUTURE EMPLOYMENT
It shall be unlawful and a class C offense for any person, who was an officer or employee of JEA, after his or her
employment has ceased, to be employed by or enter into any contract for personal services, with a person or
company who contracted with, or had a contractual relationship with JEA, while the contract is active or being
completed, or within two years of the cessation, completion, or termination of the person's or company's contractual
relationship with JEA, where (1) the contract with JEA had a value that exceeded $250,000, and (2) the officer or
employee had a substantial and decision -making role in securing or negotiating the contract or contractual
relationship, or in the approval of financial submissions or draws in accordance with the terms of the contract;
except that this prohibition shall not apply to an employee whose role is merely as a review signatory, or to contracts
entered into prior to January 1, 2008, or to contracts that have been competitively procured. With respect to this
subsection a contract is competitively procured if it has been obtained through a sealed low bid award. A
"substantial and decision -making role" shall include duties and/or responsibilities that are collectively associated
with: (i) approving solicitation or payment documents; (ii) evaluating formal bids and proposals; and (iii) approving
and/or issuing award recommendations for JEA Awards Committee approval. The contract of any person or
business entity who hires or contracts for services with any officer or employee prohibited from entering into said
relationship shall be voidable at the pleasure of JEA. This prohibition shall not apply to any former officer or
employee after two years from cessation from JEA employment.
2.10.4. HIRING OF OTHER PARTY'S EMPLOYEES
Each party recognizes that the other party has incurred or will incur significant expenses in training its own
employees and agrees that it will not pursue or hire, without the other party's consent, the other party's employees or
the employees of its subsidiaries for a period of two (2) years from the termination date of this Agreement. It shall
not be considered a breach of this Section for either party to make employment solicitations to the general public or
groups that may include employees of the other party. Nor shall it be considered a breach of this Section for either
party to respond to, act upon, or accept inquiries and applications resulting from, or make offers of employment
resulting from, (i) such solicitations to the general public or groups or (ii) unsolicited employment inquiries or
applications.
2.10.5. COMPANY'S LABOR RELATIONS
The Company shall negotiate and resolve any disputes between the Company and its employees, or anyone
representing its employees. The Company shall immediately notify JEA of any actual or potential labor dispute that
may affect the Work and shall inform JEA of all actions it is taking to resolve the dispute.
2.11. COMPANY'S RESPONSIBILITIES AND PERFORMANCE OF THE CONTRACT
2.11.1. JEA ACCESS BADGES
If the scope of work described in this Contract requires a Company to access JEA facilities over a period of time,
each Company employee shall apply for a JEA access badge through JEA's Security Department. JEA will run a
seven (7) year background check on all Company employee's that apply for a JEA access badge.
An appointment to obtain a JEA access badge can be made by contacting JEA Security at securitybadge@jea.com.
JEA does not allow Company employees to share JEA access badges. A Company whose employees are found to be
sharing JEA access badges, will result in the Contract being terminated immediately for default. Additionally, JEA
shall be notified within 6 hours of a lost or stolen JEA security badge or when an employee leaves the Company.
Report badge termination notifications to JEA Security at (904) 665-8200.
2.11.2. NOTIFICATION OF SURETY
The Company shall notify its surety of any changes affecting the general scope of the Work or altering the Contract
Price. The amount of the applicable bonds shall be adjusted accordingly and the Company shall furnish proof of
such adjustment to JEA within ten (10) days of date of Purchase Order.
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2.11.3. COMPANY REPRESENTATIVES
The Company shall provide JEA with the name and responsibilities of the Company Representative, in writing after
Award of the Contract and before starting the Work under the Contract. Should the Company need to change the
Company Representative, the Company shall promptly notify JEA in writing of the change.
2.11.4. COMPANY REVIEW OF PROJECT REQUIREMENTS
The Company shall review the Work requirements and specifications prior to commencing Work. The Company
shall immediately notify the Contract Administrator in writing of any conflict with applicable law, or any error,
inconsistency or omission it may discover. JEA will promptly review the alleged conflicts, errors, inconsistencies or
omissions, and issue a Change Order or Purchase Order as appropriate if JEA is in agreement with the alleged
conflict, and issue revised specifications. Any Work the Company performs prior to receipt of approved Change
Order will be at the Company's sole risk.
2.11.5. LICENSES
The Company shall comply with all licensing, registration and/or certification requirements pursuant to applicable
laws, rules and regulations. The Company shall secure all licenses, registrations and certifications as required for the
performance of the Work and shall pay all fees associated with securing them. The Company shall produce written
evidence of licenses and other certifications immediately upon request from JEA.
2.11.6. PERFORMANCE OF THE WORK
The Company represents and warrants that it has the full corporate right, power and authority to enter into the
Contract and to perform the acts required of it hereunder, and that the performance of its obligations and duties
hereunder does not and will not violate any Contract to which the Company is a party or by which it is otherwise
bound. The Company warrants that all items provided under the Contract shall be free from Defect and services
shall be performed in a professional manner and with professional diligence and skill, consistent with the prevailing
standards of the industry. The Company warrants that the Work will meet the functional and performance
requirements defined in the Contract.
2.11.7. SAFETY AND PROTECTION PRECAUTIONS
The Company shall comply with all applicable federal, state and local laws, ordinances, all JEA procedures and
policies including any orders of any public body having jurisdiction for the safety of persons or protection of
property. The Company understands and agrees that a violation of any provision of this clause is grounds for a
Termination for Default, with no requirement to provide Company with a notice to cure. Additionally, the Company
shall be responsible for all JEA damages associated with such termination.
The Company understands and agrees that JEA Representatives may stop Work at any time that JEA, at its sole
discretion, considers the Company's Work to be unsafe or a risk to property, and to direct the Company to, at a
minimum, perform as directed in such a way as to render the Work environment safe. The Company understands
and agrees that it is responsible for paying all costs associated with providing a safe work environment including,
but not limited to, any costs associated with any JEA directed safety improvements. The Company further
understands and agrees that it is solely responsible for the safety of personnel and property associated with the
Work, and that any actions taken by JEA to prevent harm to persons or damage to equipment does not, in any way,
relieve the Company of this responsibility.
The Company Representative, or alternatively, the Company Supervisor, shall be designated as the Company's
individual responsible for the prevention of accidents.
2.12. VENDOR PERFORMANCE EVALUATION
Use of Vendor Performance Evaluation Scorecards
JEA may evaluate the Company's performance using the evaluation criteria shown on the vendor scorecard which
are available upon request.
Scores for all metrics shown on the evaluation range from a low of 1, meaning significantly deficient performance,
to a high of 5, meaning exceptionally good performance. The Company's performance shall be classified as Top
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Performance, Acceptable Performance, or Unacceptable Performance, as defined herein. The evaluator will be a
designated JEA employee. The evaluator's supervisor and the Chief Purchasing Officer will review deficient
performance letters and Unacceptable Performance scorecards, as described below, prior to issuance. When
evaluating the Company's performance, JEA will consider the performance of the Company's Subcontractors and
suppliers, as part of the Company's performance.
Freauencv of Evaluations
JEA may conduct performance evaluations and prepare scorecards in accordance with the procedures described
herein at any time during performance of the Work or soon after the completion of the Work. JEA may conduct one
or more evaluations determined solely at the discretion of JEA.
Unacceptable Performance
• If at any time, JEA determines, using the criteria described on the scorecard, that the performance of the
Company is Unacceptable, the Contract Administrator and Chief Procurement Officer or his designated
alternate will notify the Company of such in a letter. The Company shall have 10 days to respond to the
Contract Administrator. Such response shall include, and preferably be delivered in -person by an officer of
the Company, the specific actions that the Company will take to bring the Company's performance up to at
least Acceptable Performance.
• Within 30 days from date of the first Unacceptable Performance letter, the Contract Administrator and
Chief Purchasing Officer or his designated alternate will notify the Company by letter as to whether its
performance, as determined solely by JEA, is meeting expectations, or is continuing to be Unacceptable. If
the Company's performance is described in the letter as meeting expectations, no further remedial action is
required by the Company, as long as Company's performance continues to be Acceptable.
• If the Company's performance as described in the letter continues to be Unacceptable, or is inconsistently
Acceptable, then the Company shall have 15 days from date of second letter to demonstrate solely through
its performance of the Work, that it has achieved Acceptable Performance. At the end of the 15-day period,
JEA will prepare a scorecard documenting the Company's performance from the start of Work, or date of
most recent scorecard, whichever is latest, and giving due consideration to improvements the Company has
made in its performance, or has failed to make. If the scorecard shows Company's performance is
Acceptable, then no further remedial action is required by Company as long as Company's performance
remains Acceptable. If the scorecard shows the Company's performance is Unacceptable, JEA will take
such actions as it deems appropriate including, but not limited to, terminating the Contract for breach,
suspending the Company from bidding on any JEA related solicitations, and other remedies available in the
JEA Purchasing Code and in law. Such action does not relieve the Company of its obligations under the
Contract, nor does it preclude an earlier termination.
• In the event that the Contract Term or the remaining Term of the Contract does not allow for the
completion of the deficient performance notification cycles described above for those in danger of
receiving an Unacceptable Performance scorecard, JEA may choose to accelerate these cycles at its sole
discretion.
• If the Company receives five or more letters of deficiency within any 12 month period, then JEA will
prepare a scorecard describing the deficiencies and the Company's performance will be scored as
Unacceptable.
Acceptable Performance
JEA expects the Company's performance to be at a minimum Acceptable.
Disputes
In the event that the Company wants to dispute the results of its scorecard performance evaluation, the Company
must submit a letter to the Chief Procurement Officer supplying supplemental information that it believes JEA failed
to take into account when preparing the scorecard. Such letter, along with supplemental information, must be
submitted no later than 10 days following the Company's receipt of the scorecard. If the Chief Procurement Officer
decides to change the scorecard, the Company will be notified and a revised scorecard will be prepared, with a copy
issued to the Company. If the Chief Procurement Officer decides that no change is warranted, the decision of the
Chief Procurement Officer is final. If the Company is to be suspended from consideration for future Award of any
contracts, the Company may appeal to the Procurement Appeals Board as per JEA Procurement Code.
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Public Records
There can be no expectation of confidentiality of performance -related data in that all performance -related data is
subject to disclosure pursuant to Florida Public Records Laws. All scorecards are the property of JEA.
2.13. JEA RESPONSIBILITIES
2.13.1. COORDINATION OF SERVICES PROVIDED BY JEA
The JEA Representative for the Work will, on behalf of JEA, coordinate with the Company and administer this
Contract. It shall be the responsibility of the Company to coordinate all assignment related activities with the
designated JEA Representative. The JEA Representative will be assigned to perform day-to-day administration and
liaison functions, and to make available to the Company appropriate personnel, to the extent practical, and to furnish
records and available data necessary to conduct the Work. The JEA Representative will also authorize the Company
to perform work under this Contract.
2.14. CHANGES IN THE WORK, CONTRACT TIME OR PRICE
2.14.1. SUSPENSION OF SERVICES
JEA may suspend the performance of the Services by providing Company with a five (5) day written notice of such
suspension. Schedules for performance of the Services shall be amended by mutual agreement to reflect such
suspension. In the event of a suspension of Services, the Company shall resume the full performance of the Services
when directed in writing to do so by JEA.
Suspension of Services due to the Company's negligence or failure to perform, may affect the Company's
compensation as outlined in the Contract and/or result in the termination of the Contract.
2.14.2. CHANGES IN THE WORK
Changes in the Work, including changes to scope, quantities, price, schedule or completion date, may be authorized
through Supplemental Work Authorizations or through a Change Order.
2.14.3. FORCE MAJEURE
No party shall be liable for any default or delay in the performance of its obligations under this Contract due to an
act of God or other event to the extent that: (a) the non -performing party is without fault in causing such default or
delay; (b) such default or delay could not have been prevented by reasonable precautions; and (c) such default or
delay could not have been reasonably circumvented by the non -performing party through the use of alternate
sources, work -around plans or other means. Such causes include, but are not limited to: act of civil or military
authority (including but not limited to courts or administrative agencies); acts of God; war; terrorist attacks; riot;
insurrection; inability of JEA to secure approval, validation or sale of bonds; inability of JEA or the Company to
obtain any required permits, licenses or zoning; blockades; embargoes; sabotage; epidemics; fires; hurricanes,
tornados, floods; or strikes.
In the event of any delay resulting from such causes, the time for performance of each of the parties hereunder
(including the payment of monies if such event actually prevents payment) shall be extended for a period of time
reasonably necessary to overcome the effect of such delay, except as provided for elsewhere in the Contract
Documents.
In the event of any delay or nonperformance resulting from such causes, the party affected shall promptly notify the
other in writing of the nature, cause, date of commencement and the anticipated impact of such delay or
nonperformance. Such written notice, including Change Orders, shall indicate the extent, if any, to which it is
anticipated that any delivery or completion dates will be thereby affected within seven (7) calendar days.
2.14.4. USE OF THE SUPPLEMENTAL WORK AUTHORIZATION (SWA)
The JEA Representative will issue a written SWA to incorporate cost or schedule changes into the Contract.
Issuance of an SWA is solely at the discretion of the JEA Representative. The SWA shall be used for increases or
decreases in the Contract price, within the SWA amount set forth in the Bid, or to make changes in schedule for
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performance of the Work. An SWA shall authorize the Company to perform changes in the Work. The Company
shall not start on SWA work until the Company receives a fully authorized, written SWA form, signed by the
appropriate JEA personnel - the Company shall not consider verbal statements as authorization to proceed with the
changes. The Company should not expect that any SWAB will be issued. JEA shall have no obligation to pay for
SWA work unless the same is performed pursuant to a written SWA form signed before the SWA work is
commenced.
2.15. MISCELLANEOUS PROVISIONS
2.15.1. AMBIGUOUS CONTRACT PROVISIONS
The parties agree that this Contract has been the subject of meaningful analysis and/or discussions of the
specifications, terms and conditions contained in this Contract. Therefore, doubtful or ambiguous provisions, if any,
contained in this Contract will not be construed against the party who physically prepared this Contract.
2.15.2. AMENDMENTS
This Contract may not be altered or amended except in writing, signed by JEA Chief Procurement Officer, or
designee, and the Company Representative, or each of their duly authorized representatives.
2.15.3. APPLICABLE STATE LAW; VENUE; SEVERABILITY
The rights, obligations and remedies of the parties as specified under the Contract will be interpreted and governed
in all respects exclusively by the laws of the State of Florida without giving effect to the principles of conflicts of
laws thereof. Should any provision of the Contract be determined by the courts to be illegal or in conflict with any
law of the State of Florida, the validity of the remaining provisions will not be impaired. Litigation involving this
Contract or any provision thereof shall take place in the State or Federal Courts located exclusively in Jacksonville,
Duval County, Florida.
2.15.4. CUMULATIVE REMEDIES
Except as otherwise expressly provided in this Contract, all remedies provided for in this Contract shall be
cumulative and in addition to and not in lieu of any other remedies available to either party at law, in equity or
otherwise.
2.15.5. DELAYS
Neither party shall be considered in default in the performance of its obligations hereunder to the extent that the
performance of such obligation is prevented or delayed by any cause beyond the reasonable control of the affected
party, and the time for performance of either party hereunder shall be extended for a period of equal to any time lost
due to such prevention or delay.
2.15.6. DISPUTES
If a dispute occurs between JEA and the Company over a contractual issue that cannot be mediated by the JEA
Representative, the dispute shall be handled in accordance with Article 5 of the JEA Procurement Code.
2.15.7. ENTIRE AGREEMENT
This Contract constitutes the entire agreement between the parties. No statement, representation, writing,
understanding, or agreement made by either party, or any representative of either party, which are not expressed
herein shall be binding. All changes to, additions to, modifications of, or amendment to this Contract, or any of the
terms, provisions and conditions hereof, shall be binding only when in writing and signed by the authorized officer,
agent or representative of each of the parties hereto.
2.15.8. EXPANDED DEFINITIONS
Unless otherwise specified, words importing the singular include the plural and vice versa and words importing
gender include all genders. The term "including" means "including without limitation", and the terms "include",
"includes" and "included" have similar meanings. Any reference in this Contract to any other agreement is deemed
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to include a reference to that other agreement, as amended, supplemented or restated from time to time. Any
reference in the Contract to "all applicable laws, rules and regulations" means all federal, state and local laws, rules,
regulations, ordinances, statutes, codes and practices.
2.15.9. HEADINGS
Headings appearing herein are inserted for convenience or reference only and shall in no way be construed to be
interpretations of text.
2.15.10. INDEPENDENT CONTRACTOR
Company is performing this Contract as an independent contractor and nothing in this Contract will be deemed to
constitute a partnership, joint venture, agency, or fiduciary relationship between JEA and Company. Neither
Company nor JEA will be or become liable or bound by any representation, act, or omission of the other.
2.15.11. LANGUAGE AND MEASUREMENTS
All communication between the Company and JEA, including all documents, notes on drawings, and submissions
required under the Contract, will be in the English language. Unless otherwise specified in the Contract, the US
System of Measurements shall be used for quantity measurement. All instrumentation and equipment will be
calibrated in US System of Measures.
2.15.12. MEETINGS AND PUBLIC HEARINGS
The Company will, upon request by JEA, attend all meetings and public hearings as required, in any capacity, as
directed by JEA.
2.15.13. NEGOTIATED CONTRACT
Except as otherwise expressly provided, all provisions of this Contract shall be binding upon and shall inure to the
benefit of the parties, their legal representatives, successors and assigns. The parties agree that they have had
meaningful discussion and negotiation of the provisions, terms and conditions contained in this Contract. Therefore,
doubtful or ambiguous provisions, if any, contained in the Contract shall not be construed against the party who
physically prepared this Contract.
2.15.14. NONEXCLUSIVE
Notwithstanding anything contained herein that may appear to be the contrary, this Contract is "non-exclusive" and
JEA reserves the right, in its sole discretion, to retain other companies to perform the Work, and/or JEA may self -
perform the Work itself.
2.15.15. REFERENCES
Unless otherwise specified, each reference to a statute, ordinance, law, policy, procedure, process, document,
drawing, or other informational material is deemed to be a reference to that item, as amended or supplemented from
time to time. All referenced items shall have the enforcement ability as if they are fully incorporated herein.
2.15.16. SEVERABILITY
In the event that any provision of this Contract is found to be unenforceable under applicable law, the parties agree
to replace such provision with a substitute provision that most nearly reflects the original intentions of the parties
and is enforceable under applicable law, and the remainder of this Contract shall continue in full force and effect.
With regard to any provision in this agreement pertaining to damages, equitable or otherwise, it is the intent of the
Parties that under no circumstances shall there be recovery for home office overhead. Any damages claimed shall be
proven by discreet accounting of direct project costs and no theoretical formula or industry estimating reference
manuals shall be permissible.
2.15.17. SUBCONTRACTING OR ASSIGNING OF CONTRACT
Each party agrees that it shall not subcontract, assign, delegate, or otherwise dispose of the Contract, the duties to be
performed under the Contract, or the monies to become due under the Contract without the other party's prior
written consent.
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The assignment of the Contract will not relieve either of the parties of any of its obligations until such obligations
have been assumed in writing by the assignee. If the Contract is assigned by either of the parties, it will be binding
upon and will inure to the benefit of the permitted assignee. The Company shall be liable for all acts and omissions
of its assignee or its Subcontractor.
In the event the Company obtains JEA approval to use Subcontractors, the Company is obligated to provide
Subcontractors possessing the skills, certifications, registrations, licenses, training, tools, demeanor, motivation and
attitude to successfully perform the work for which they are subcontracted. The Company is obligated to remove
Subcontractors from performing Work under this Contract when the Company recognizes that a Subcontractor is
failing to work in a manner consistent with the requirements of this Contract, or when JEA notifies the Company
that JEA has determined a Subcontractor is failing to work in a manner consistent with the requirements of this
Contract.
2.15.18. SURVIVAL
The obligations of JEA and the Company under this Contract that are not, by the express terms of this Contract, to
be performed fully during the Term, shall survive the termination of this Contract.
2.15.19. TIME AND DATE
Unless otherwise specified, references to time of day or date mean the local time or date in Jacksonville, FL. If
under this Contract any payment or calculation is to be made, or any other action is to be taken, on or as of a day that
is not a regular business day for JEA, that payment or calculation is to be made, and that other action is to be taken,
as applicable, on or as of the next day that is a regular business day. Where reference is made to day or days, it
means calendar days. Where reference is made to workday, workdays, business day, or business days, it means
regular working days for JEA Procurement.
2.15.20. WAIVER OF CLAIMS
A delay or omission by JEA to exercise any right or power under this Contract shall not be construed to be a waiver
thereof. A waiver by JEA under this Contract shall not be effective unless it is in writing and signed by the party
granting the waiver. A waiver by a party of a right under or breach of, this Contract shall not be construed to operate
as a waiver of any other or successive rights under, or breaches of, this Contract.
The Company's obligations to perform and complete the Work in accordance with the Contract shall be absolute.
None of the following will constitute a waiver of any of JEA's rights under the Contract: approval of payments,
including final payment; Certificate of Contract Completion; any use of the Work by JEA; nor any correction of
faulty or defective work by JEA.
2.15.21. TIME OF ESSENCE
For every material requirement of this Contract, time is of the essence.
2.15.22. JEA PROJECT SECURITY PROGRAM
The JEA Project Security Program establishes a coordinated security program and assigns specific security
responsibilities for which the Company and/or its Subcontractors shall be responsible at while performing services at
existing JEA facilities and upon the substantial completion of new facilities. The programs objectives are 1) to direct
all project security activities toward a single goal --no breaches, thefts or vandalism, and 2) to ensure effective
coordination and communication of all project security activities with JEA Security.
In general, the Company shall provide on -site JEA security personnel at any time a JEA facility's perimeter is
unsecured, including but not limited to, alarms disabled, fences or gates down, traffic flows that require gates to be
opened repeatedly and/or for more than one hour of the work day. The Company shall schedule security personnel
through JEA Security. Where existing lighting is disabled or otherwise impacted by the Work, the Company shall
provide temporary lighting equal to or exceeding that which exists.
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Further, the Company shall be responsible for complying with all applicable provisions of Chapter 12 "Security
Program" of the JEA Contractor Safety Management Process Safety Requirements, a copy of which may be
obtained upon request.
3. TECHNICAL SPECIFICATIONS/DETAILED SCOPE OF WORK
Technical Specifications and a Detailed Scope of Work are located in Appendix A of this document.
4. FORMS
4.1. FORMS (APPENDIX B)
• 1410933246 Appendix B - Bid Form
• 1410933246 Appendix B - Minimum Qualifications Form
5. SUPPLEMENTAL DOCUMENTS (APPENDIX C)
Additional information for this solicitation can be found in the following documents:
• 1410933246 Appendix C - Zycus Supplier Instructions
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SCOPE
1410933246 Appendix A - Technical Specifications
Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
Company shall deliver liquid emulsion polymer for use as a biosolids coagulant and conditioner
for the thickening and dewatering processes at JEA's Buckman Water Reclamation Facility
(WRF), Blacks Ford WRF, Mandarin WRF, Monterey Wastewater Treatment Plant (WWTP),
and Julington Creek Plantation WRF.
Prior to JEA's award of a contract, the lowest responsive and responsible Bidder will be required
to qualify its product through a production run test. If the lowest Bidder's product does not pass
the initial test, as outlined in the Appendix A Technical Specification, that Bidder will be
rejected. JEA will then allow the second lowest Bidder to test its product. This qualification
process will continue until the lowest responsive and responsible bidder is qualified. If JEA does
not qualify any products, JEA may elect to rescind the solicitation.
Pre -Qualified Polymers
Polymers, which have been shown effective in meeting the minimum acceptable performance,
and have similar feed characteristics in dewatering digested sludge at all of JEA's WRFs and
W WTPs, are the following:
(A) Clarifloc SE- 1335 — a product of Polydyne Inc.
(B) Praestol K290FLX — a product of Stockhausen, Inc.
PRE -AWARD REQUIREMENTS
Pre -Bid Product Evaluation Opportunity
Each Bidder will be provided an opportunity to collect sample(s) of the process feedstock(s) for
evaluation of potential polymer candidates. Bidders will be responsible for transportation of
samples to their respective testing facilities. No onsite testing at the WRFs or WWTPs to be
performed prior to final selection of Bidder/product.
Performance Testing and Evaluation
The testing will be done within twenty-one (21) days after the Bidder is notified that they have
been selected to as the lowest responsible responsive Bidder. JEA will hold a mandatory
conference to schedule testing with the Company. The Bidder will conduct their test using the
existing residuals processing equipment at the Buckman WRF, Blacks Ford WRF, Mandarin
WRF, Monterey WWTP, Blacks Ford WRF and Julington Creek Plantation WRF.
JEA will evaluate the test to validate that the Bidder is able to obtain at least two (2) sample runs
of eight hour duration that meet the minimum requirements of producing twenty-one percent
(21 %) cake solids, ninety-two percent (92%) solids capture, with a dosing rate of no more than
sixty (60) pounds of total (not active) polymer per dry ton of recovered solids processed. The
selected product must also meet minimum performance criteria for use in sludge thickening
operations (Gravity Belt Thickener) for raw sludge. Characteristics will be raw, undigested sludge
of 1.0-3.0% solids. Minimum performance is five percent (5%) cake solids and eighty-five percent
(85%) solids capture. With a dosing rate of no more than fifteen (15) pounds of total (not active)
polymer per dry ton of recovered solids processed.
1410933246 Appendix A Page I of 5
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
1410933246 Appendix A - Technical Specifications
Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
If the Bidder meets this minimum requirement then they will have satisfied the performance test
and will be considered for an Award of the Contract.
The product must be a liquid emulsion - type polymer
The polymer supplied for the performance test will be supplied in 275 gallon totes in a sufficient
quantity to operate one centrifuge for the duration of the performance testing.
The Bidder may have two (2) hours prior to the two (2) eight (8) hour sample runs to stabilize the
system and resolve any technical difficulties. The feed characteristics will be digested residuals
between 1.0% and 4.0% solids with a feed rate to the centrifuge of approximately 200 gallons per
minute (GPM).
The Bid Form will list an acceptable liquid emulsion -type polymer product by manufacturer name
and the name of the product to be offered. Each Bidder is to quote on one (1) product only, stating
the unit price per pound ($/lb.) of total polymer (not % active) and the percent (%) active
content of the polymer. The Unit Price shall include freight charge from the source of supply
to the Buckman WRF and shall include delivery into the bulk polymer container located at
2400 Talleyrand Avenue, Jacksonville, Florida.
USE OF PRODUCTS OF OTHER SUPPLIERS
JEA reserves the right to purchase and/or use polymer or other flocculating agents from other
companies during the Term of the Contract.
AFTER AWARD OF CONTRACT/CONTRACT REQUIREMENTS
SHIPPING AND DELIVERY
Prior to the Company delivering their first load of product into the JEA's bulk polymer storage
tank(s), the Company shall completely clean the tank of all previous product residues. The method
of cleaning will be the Company's responsibility but will consider corrosion, explosion,
pretreatment requirements, and other detrimental effects to JEA's facilities. The Company shall be
responsible for providing alternative polymer storage during the cleaning period including leases
and demurrage. Disposal of the residual polymer waste will be allowed onsite.
All transportation equipment shall be thoroughly cleaned and free from scale and other foreign
matter. Defective containers from which polymer cannot be withdrawn because of defective
valves; viscosity or other reasons shall be rejected and shall be replaced immediately at the
Company's expense.
The polymer shall be delivered to the below five (5) addresses within three (3) working days after
email notification to the Company, except as otherwise permitted by JEA. All vehicles shall
comply with Florida Department of Transportation regulations including weight restrictions.
• Buckman WRF — 2400 Talleyrand Avenue, Jacksonville, FL 32206
• Blacks Ford WRF —1245 Reclamation Drive, St Johns, FL 32259
• Mandarin WRF — 10828 Hampton Road, Jacksonville, FL 32257
• Monterey WWTP — 5802 Harris Street, Jacksonville, FL 32211
• Julington Creek Plantation WRF — 220 Davis Pond Boulevard, Fruit Cove, FL 32259
JEA will normally give at least three (3) working days' notice for delivery; however, Company
shall be obligated to supply polymer if and when ordered, within forty-eight (48) hours in case of
emergencies, for continuous plant control of the dewatering process.
1410933246 Appendix A Page 2 of 5
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
1410933246 Appendix A - Technical Specifications
Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
JEA's facilities for polymer provide for unloading of polymer within fifteen (15) feet of storage
tank. Polymer delivery trucks shall be equipped to push and/or pump the polymer into the storage
tank. Any changes required on the existing equipment shall be the responsibility of the polymer
Company and all costs for these modifications shall be borne by the Company.
Regular delivery of polymer shall be scheduled to arrive at the WRFs and WWTPs between 8:00
AM and 3:00 PM, Monday through Friday, unless otherwise arranged by JEA. Certified weight
tickets must accompany each shipment. JEA reserves the right to have any or all delivery trucks
weighed on an independent scale prior to and after unloading and a certified weight ticket given to
JEA, and pay the Company in accordance with those weights.
If a contract hauler is utilized by the Company, JEA will not be responsible for any charges, if
delivery is made at other than the above specified times unless previously scheduled by JEA, or if
the delivery is rejected for any reason.
JEA shall not be responsible for lease, demurrage, or deposit of any vehicles or containers. The
obligation of all leases, demurrage, and/or deposits shall rest with the Company.
JEA Delivery Suecial Instructions:
All chemicals must be delivered to JEA facilities between 8:00 am and 3:00 pm unless prior
approval from JEA has been obtained.
Additional sites may be added to the Contract, or existing sites listed herein may be deleted from
the delivery schedule during the Term of the Contract at no additional cost or unit price increase.
Safety Data Sheets (SDS) information for each chemical/material required for this contract shall be
provided to JEA, and additional SDSs shall be provided for any and all changes to any
chemical/material.
Ridenour Central Control must be notified at (904) 665-4553 no less than thirty (30) minutes
prior to delivery at ANY Wastewater Treatment Plant.
Additionally, for deliveries to the following Wastewater Treatment Plants, Company shall call and
notify the specific plant no less than thirty (30) minutes prior to delivery to any Wastewater
Treatment Plant. Phone numbers for each Plant are provided below.
Buckman Biosolids:
(904) 665-8355 or (904) 665-8364
Buckman Wet Side:
(904) 665-8315 or (904) 665-8316
Blacks Ford:
(904) 665-7133 or (904) 665-4805
Mandarin:
(904) 665-7917 or (904) 665-8861
Monterey:
(904) 665-6611 or (904) 322-9406
Julington Creek:
(904) 665-4617
Product will not be unloaded unless there is a JEA Wastewater Treatment Representative on
site.
MATERIAL REQUIREMENTS
The polymer to be furnished will be evaluated by JEA. The Company guarantees that the product
offered will meet the following specifications and performance standards when in ordinary use by
JEA:
1410933246 Appendix A Page 3 of 5
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
1410933246 Appendix A - Technical Specifications
Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
• The polymer shall be a liquid emulsion - type polymer
• Viscosity: Product must be compatible with the existing system.
• Temperature: Product's effectiveness shall not be altered significantly. Company must
provide recommended handling procedures due to weather conditions.
• pH: Must not cause adverse effects, in any way.
• Shelf Life: Product must maintain its strength for up to six full months after delivery.
Physical and chemical characteristics of the product shall not change during this time
period.
• Product and constituents shall meet the requirements for a non -hazardous material
according to the guidelines of the Hazardous Waste Act.
• Product must not create an adverse effect, in any way, on the polymer system, dewatering
systems, and receiving streams which would require additional treatment before discharge.
• Product must not be corrosive to concrete or metals.
• Product will produce twenty-one percent (21%) cake solids and ninety-two percent (92%)
solids capture at a dosing rate of no more than sixty (60) lbs. of total (not percent (%)
active) polymer per dry ton solids processed.
PRODUCT INSPECTION
The polymer sample (one (1) pint) to be collected during centrifuge testing will be retained as a
control sample and may be utilized during the Contract Term to evaluate each delivered truckload.
If polymer has a shelf -life of less than twelve (12) months, an additional sample will be taken from
one of the deliveries at a later date. JEA reserves the right to have any or all shipments of polymer
inspected.
If the polymer does not meet the requirements of the Material Requirements stated above, or does
not perform as well as the control sample; or if any of JEA's facilities are damaged as a result of
the impurities in the polymer, the Company shall reimburse JEA for the resulting cost of any
repair, replacement, and biosolids disposal.
Within ten (10) working days after delivery of polymer to the JEA site, the Company or a
laboratory of their choice shall submit to JEA certified data for the determination of percent of
active solid ingredients, percent solids, pH, viscosity, and density.
REJECTION OF MATERIAL
If any shipment of polymer is proven to be below the quality required by these Specifications, JEA
reserves the right to reject that shipment. The rejected material shall be removed by the Company,
or the contracted hauler, at the Company's expense. The Company shall then replace the rejected
material with satisfactory material or credit JEA with the full delivered price of the rejected
material. Additionally, the Company shall reimburse JEA for the resulting cost of any repair,
replacement, and biosolids disposal.
TECHNICAL SERVICE
In the case of an emergency involving polymer, the Company will be required to provide technical
assistance within twenty-four (24) hours of notification of such need. Therefore, the Company
must have a qualified technical service representative residing in the State of Florida throughout
1410933246 Appendix A Page 4 of 5
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
1410933246 Appendix A - Technical Specifications
Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
the contract period or guarantee in writing the twenty-four (24) hour on -site assistance. All costs
incurred as a result of this assistance shall be the responsibility of the Company.
SAFETY OF PRODUCT
The polymer to be tested must be in accordance with the Hazardous Waste Act (effective
November 19, 1980) and have low toxicity with respect to contact with the skin and eyes and to
accidental ingestion or inhalation. Product must have no objectionable odor. First aid or other
suggested medical treatment procedures for the product must be furnished by the Company prior
to the delivery of the first shipment. The Company shall also submit procedures to be initiated
when a polymer spill has occurred.
1410933246 Appendix A Page 5 of 5
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Appendix B - Bid Forms
1410933246 Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
Submit the Bid electronically as described in section 1.1.3 of the Solicitation.
Company Name: Polydyne Inc.
Company's Address: One Chemical Plant Rd., Riceboro, GA 31323
License Number: F01000005154
(800) 848-7659 Option 2 (912) 880-2078 bids@polydyneinc.com
Phone Number: FAX No: Email Address:
BID SECURITY REOUIREMENTS
® None required
❑ Certified Check or Bond (Five Percent (51/o)
SAMPLE REOUIREMENTS
None required
Samples required prior to Bid Opening
Samples may be required subsequent to
Bid Opening
TERM OF CONTRACT
❑ One Time Purchase
® Annual Requirements - Five (5) years, two (2) one (1) year Renewal
❑ Other, S ecif�}y' - Protlect Completion
§ C ION 255.05 FL�RIDA STATUTES CONTRACT BOND
one required
Bond required 100% of Bid Award
UANT�JIES
Quantities indicated are exacting
Quantities indicated reflect the approximate quantities to be purchased
Throughout the Contract period and are subject to fluctuation in accordance
with actual requirements.
I PAYMENT DISCOUNTS
" 1% 20, net 30
❑ 2% 10, net 30
ther
None Offered
I
ENTER YOUR BID FOR SOLICITATION 1410933246
INSURANCE REOUIREMENTS
Insurance required
TOTAL BID PRICE
CLARIFLOC SE-1335 Total Bid Price $ 12,641,200.00
(Enter total from cell H9 in the Bid Workbook)
9I have read and understood the Sunshine Law/Public Records clauses contained within this
solicitation. I understand that in the absence of a redacted copy my proposal will be disclosed to the
public "as -is".
BIDDER CERTIFICATION
By submitting this Bid, the Bidder certifies that it has read and reviewed all of the documents pertaining to this Solicitation, that
the person signing below is an authorized representative of the Bidding Company, that the Company is legally authorized to do
business in the State of Florida, and that the Company maintains in active status an appropriate contractor's license for the work
(if applicable). The Bidder also certifies that it corn li ith all sections (including but not limited to Conflict Of Interest and
Ethics) of this Solicitation.
We have received addenda 12/9/2022
Haridwritten Signature of Authorized Officer of Company or Agent Date
2 through 2
Mark Schlag, Treasurer
Printed Name and Title
1410933246 Appendix B - Forms Page 1 of 2
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Appendix B - Bid Forms
1410933246 Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
Subcontractor Form
JEA Solicitation Number 1410933246 may require certain major Subcontractors be listed on this form, unless the work will be
self -performed by the Company.
The undersigned understands that failure to submit the required Subcontractor information on this form will result in
bid rejection, and the Company agrees to employ the Subcontractors specified below: (Use additional sheets as
necessary)
Note: This list of Subcontractors shall not be modified subsequent to bid opening, without a showing of good cause
and the written consent of JEA.
No Subcontractors will be used if
Polydyne IncaIV uLi. is awarded 7the 7
w iitia,-L fui 3ulil.Au-u umbcL
1410933246.
1410933246 Appendix B - Forms Page 2 of 2
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
SOLICITATION NUMBER 1410933246
CONTINUING SERVICES FOR BULK LIQUID EMULSION POLYMER SUPPLY AND DELIVERY
APPENDIX B MINIMUM QUALIFICATIONS FORM
GENERAL
THE MINIMUM QUALIFICATIONS SHALL BE SUBMITTED ON THIS FORM. IN ORDER TO BE
CONSIDERED A QUALIFIED BIDDER BY JEA YOU MUST MEET THE MINIMUM
QUALIFICATIONS LISTED BELOW, AND BE ABLE TO PROVIDE ALL THE SERVICES LISTED IN
THIS SOLICITATION.
THE BIDDER MUST COMPLETE THE BIDDER INFORMATION SECTION BELOW AND PROVIDE
ANY OTHER INFORMATION OR REFERENCE REQUESTED. THE BIDDER MUST ALSO PROVIDE
ANY ATTACHMENTS REQUESTED WITH THIS MINIMUM QUALIFICATIONS FORM.
PLEASE SUBMIT THE ORIGINAL AND TWO (2) COPIES OF THIS FORM AND ANY REQUESTED
ADDITIONAL DOCUMENTATION WITH THE BID SUBMISSION.
BIDDER INFORMATION
COMPANY NAME: Polydyne Inc.
BUSINESS ADDRESS: One Chemical Plant Rd.
CITY, STATE, ZIP CODE: Riceboro, GA 31323
TELEPHONE: (800) 848-7659 Option 2
FAX: (912) 880-2078
E-MAIL: bids@polydyneinc.com
PRINT NAME OF AUTHORIZED REPRESENTATIVE: Mark Scag
SIGNATURE OF AUTHORIZED REPRESENTATIVE: jtv t
NAME AND TITLE OF AUTHORIZED REPRESENTATIVE: Mark Schlag, Treasurer
MINIMUM QUALIFICATIONS:
• The Bidder shall have successfully completed two (2) similar service contracts in the United
States in the past five (5) years as of the Bid Due Date.
o A similar service contract is defined as bulk polymer supply contract of $500,000.00 for
any one (1) year period for each contract. The service contracts submitted must be from
two (2) different customers.
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
SOLICITATION NUMBER 1410933246
CONTINUING SERVICES FOR BULK LIQUID EMULSION POLYMER SUPPLY AND DELIVERY
APPENDIX B MINIMUM QUALIFICATIONS FORM
REFERENCE 1
Reference Name Larry Scanlan
Reference Phone Number (513) 244-5178
Reference E-Mail Address Larry.Scanlan@Cincinnati-oh.gov
Contract Year/Amount 11/01/2021 - 02/11/2023 / $2,242,218.00
Project Title Dewatering Polymer at Wastewater Treatment
Address of Work 1600 Gest Street. Cincinnati. OH 45202
Description of Project Supply of Emulsion Polymer for Dewatering application at the Mill
Creek Waste Water Treatment Plant in Cincinnati, OH.
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
SOLICITATION NUMBER 1410933246
CONTINUING SERVICES FOR BULK LIQUID EMULSION POLYMER SUPPLY AND DELIVERY
APPENDIX B MINIMUM QUALIFICATIONS FORM
REFERENCE 2
Reference Name Robin Burch
Reference Phone Number (502) 372-7646
Reference E-Mail Address robin.burch@louisvillemsd.org
Contract Year/Amount 01/01/2021 - 08/31/2023 / $2,416,712.00
Project Title Bid No. 20-1203 - Emulsion Polymer at Various MSD WQTC
Address of Work 4622 Algonquin Parkway, Louisville, KY 40203
Description of Project Supply of Emulsion Polymer for Dewatering application at the Louisville
Metropolitan Sewer District's Morris Forman Water Quality Treatment Center.
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
SOLICITATION NUMBER 1410933246
CONTINUING SERVICES FOR BULK LIQUID EMULSION POLYMER SUPPLY AND DELIVERY
APPENDIX B MINIMUM QUALIFICATIONS FORM
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
1410933246 - Appendix B Bid Workbook
Continuing Services for Bulk Liquid Emulsion Polymer Supply and Delivery
(Only complete the Prices in Yellow Cells)
Enter Your Bid for the Following
Approx. Annual Term in
Forecast
Unit Price
Item
Described Articles or Services
UOM
volume Years
based on
(freight included)
Extended Price
Term
1
Supply and Delivery to Buckman WRF
Pounds
1,100,000 5
5,500,000
$ 1.87000 I $
10,285,000.00
(lbs2
Supply and Delivery to Blacks Ford WRF
Pounds
165,000 5
825,000
$ 1.87000 I $
1,542,750.00
(lbs3
Pounds
Supply and Delivery to Mandarin WRF
49,000 5
(lbs4
245,000
$ 1.87000
I $
458,150.00
Supply and Delivery to Monterey WWTP
Pounds
30,000 5
150,000
$ 1.87000
I $
280,500.00
(lbs5
Supply and Delivery to Julington Creek
Pounds 8,000 5
40,000
$ 1.87000
$
74,800.00
Plantation WRF
(lbs)
TOTAL (for lines 1 through
5 above - Enter this Amount on the Bid Form)
6,760,000
12,641,200.00
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
Appendix C — Zycus Supplier Instructions
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Supplier response recalled
[External Email - Exercise caution. DO NOT open attachments or click- links from unknown senders or unexpected email.]
Dear Rodney Lovgren,
The supplier RODNEY LOVOM ILEA ISUPPLIER TEST VENDOR) has recalled the response for event mane: RFP Turbine Maintenance, Repair, Overhaul Services. Reason for recal.
entered by suppliers is:
Event Id: 1410190446
Need to update the spreadsheet
TECHNICAL SUPPORT
For coulact information and assistance with the use ,four Zycus iSource application please contact our Technical Support by clicking the Technical Support link on
htAp,s:Ndewdrpps.n-!; s.con✓isource or call the helplinc numbers below for telephonic assistance.
North America Toll Free: +1 800-409.3507 + 1 866-363.6625
International Toll Free: 00-800-9928-7111 ; 00-800-9928.7000
Australia Toll Free: 1800.442.793 ! 1800-517.123
Regards,
Technical Support Tcam
Once modifications are made, the Bidder will go back to the Submit the response process to confirm the
resubmission.
All Responses or Bids shall be delivered electronically via the Zycus platform. An automated, detailed
auditing system provides sealed Proposal integrity. Proposal remain sealed on the platform until the
Close Date & Time (Due Date & Time).
The Proposer shall be solely responsible for delivery of its Proposal to the electronic Zycus platform.
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
VENDOR CONFLICT OF INTEREST DISCLOSURE FORM INSTRUCTIONS
Vendors shall not try to gain an unfair competitive advantage or influence the ability of JEA
officers and employees to make impartial and objective decisions on behalf of JEA.
All vendors interested in conducting business with JEA must complete and return the Vendor
Conflict of Interest Disclosure Form found on the following page in order to be eligible to be
awarded a contract with JEA. Please note that all vendors are subject to comply with JEA's
conflict of interest policies provided below.
1. No JEA officer (e.g., JEA Board member and elected City official) or employee has
an ownership interest of more than 5% in vendor's company.
2. No JEA officer or employee is an officer, director, partner or proprietor of vendor's
company.
3. No JEA officer or employee is employed by or being considered for employment by
vendor's company.
4. No JEA officer or employee work as a consultant or has a contractual relationship
with vendor's company.
5. No JEA officer or employee will derive a personal financial gain or loss from this
contract.
6. No relative of a JEA officer of employee will derive a personal financial gain or loss
from this contract. (Relatives include a father, mother, son, daughter, husband,
wife, brother, sister, father-in-law, mother-in-law, son-in-law, or daughter-in-law.)
If a vendor has one or more relationships with a JEA officer or employee or a relative of a JEA
officer or employee that meets the criteria described above, then the vendor shall disclose the
information by completing the Conflict of Interest Form on the following page.
DocuSign Envelope ID: 29480BE2-6991-4774-B5B7-FFEOFDOA04A7
CONFLICT OF INTEREST DISCLOSURE FORM
Disclosing a potential conflict of interest does not disqualify vendors. In the event vendors do not disclose potential conflicts of
interest, and they are detected by JEA, vendor may be disqualified from doing business with JEA.
Questions about this form? Contact (JEA, fill in the blank)
JEA Bid/Solicitation/Contract Number:
Name of JEA Employee(s) Working on Vendor's Current Contract(s) with JEA:
1410933246
Jenny G. McCollum; Jessica Talley
Vendor Name:
Vendor Phone:
Polydyne Inc.
(800) 848-7659 Option 2
Vendor's Authorized Representative Name
and Title: Authorized Representative's Phone:
Marls Schlag, Treasurer
(800) 848-7659 Option 2
NAME(S) OF JEA EMPLOYEE(S) / PUBLIC OFFICER(S) WITH POTENTIAL CONFLICT OF INTEREST
Name of JEA public officer(s), employee(s), or relatives with whom there may be a
potential conflict of interest. If more than five, attach a second form.
2.
3.
4.
5.
iYVendor has no conflict of interest to report.
Relationship of JEA public officer(s)/employee(s)
and/or relative(s) to vendor's company from list above
(e.g. 1(a), 2, etc.). Please list all that apply:
lrJ Vendor hereby declares it has not and will not provide gifts or hospitality of any dollar value or any other gratuities to any JEA officer or
employee to obtain or maintain a contract.
Vcertify that this Conflict of Interest Disclosure has been examined by me and that its contents are true and correct to my knowledge and
belief and I have the authority to so certify on behalf of the Vendor.
Vendor's uth r ed Representative Signature: Date:
11/22/22
rhlas Tra irar
FOR JEA USE ONLY IF CONFLICT NOTED
This form has been reviewed by:
Name of JEA Ethics Officer: I Signature: Date:
Note: