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Contract 2023-034ADocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB AGREEMENT No. 2023-034 RECYCLING SCRAP METAL AND WHITE GOODS THIS AGREEMENT, is made and entered into this 13th day of March 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 TRADEMARK METALS RECYCLING LLC, whose address is: 2402 Northwest 5th Street, Ocala, FL 34475, (hereinafter referred to as "CONTRACTOR"). WHEREAS, Lake County through the public procurement process awarded an Agreement for, Recycling Scrap Metal and White Goods Contract Number 23-903; 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 Lake County Contract Number 23-903; WITNESSETH: That the parties hereto, for the consideration hereinafter set forth, mutually agree as follows: 1. SCOPE OF WORK The CONTRACTOR shall furnish recycling of scrap metal and white goods. as described in the Lake County Contract Number 23-903, 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 September 30, 2023 unless mutually terminated or renewed by CITY and CONTRACTOR. 76442856v2 DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Piggyback Agreement Recycling Scrap Metal and White Goods 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 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 four (4) additional one (1) year terms. 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 Lake County Contract Number 23-903 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. 2 DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Piggyback Agreement Recycling Scrap Metal and White Goods 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 3 DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Piggyback Agreement Recycling Scrap Metal and White Goods 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 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 0 DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Piggyback Agreement Recycling Scrap Metal and White Goods 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: Trademark Metals Recycling LLC Attn: Victoria Mendez 2402 Northwest 5th Street, Ocala, FL 34475 I:wel"ala ol:ii City of Clermont Attn: Brian Bulthuis, City Manager 685 W. Montrose Street, Clermont, FL 34711 9. MISCELLANEOUS 9.1. Attorneys' 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. DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Piggyback Agreement Recycling Scrap Metal and White Goods 9.5. Entire Agreement 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. Assi ng ment 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. 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. 0 DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Piggyback Agreement Recycling Scrap Metal and White Goods 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 C. An applicable Contractor Quote or Statement of Work D. All documents contained in the Lake County Contract Number 23-903. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the respective dates next to their signatures set forth below. CITY OF CLERMONT DocuSigned by: By: ready'r.M�d rez, Procurement Services Director -- DS ATTEST: DocuSigned by: T," Ac H"t y3Auk*ryd Howe, City Clerk 7 DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Piggyback Agreement Recycling Scrap Metal and White Goods TRADEMARK METALS RECYCLING LLC DocuSigned by: By: l 514649D... Print Name: Clint Rice Title: VP Commercial Date: 3/15/2023 DocuSign Envelope ID: lA161961-6835-4193-A3EB-0573lA9B01CB LADE COUNTY, FL REAL FLOMA • REAL CLOSE MODIFICATION OF CONTRACT Modification NLlmber:One (1) Contract Number; 23-903 Effective Date: 10/25/2022 Title: Recycling of Scrap Metal and White Goods Effective Date: October 1, 2022 Contracting Officer: Bill Ponko, CPPO, CPP13 Contractor Name and Address: E-mail: bill•ponko@LakeCountyFL.gov Telephone Number: 352-343-9489Trademark Name: T Metals Recycling, LLC Address: 2402 Northwest 6th Street Issued By: Procurement Services City: Ocala, FL. 34475 Lake County Administration Building 315 W. Main St., Suite 441 ATTENTION: Victoria Mendez, Commercial Buyer Tavares, Florida 32778-7800 INSTRUCTIONS: Contractor shall sign Signature Block showing acceptance of the below written modification and return this form to Procurement Services within ten f lOLclays after receipt. Once frilly executed, a copy of this modification will be returned to the Contractor to attach to the original Contract. DESCRIPTION OF MODIFICATION: This Contract Modification Number One (1) adds the following documents to the agreement: Exhibit t — Prohibited Items and Conditional Acceptance Criteria Source Control - Scrap Acceptance Agreement The professional liability requirement is hereby removed from the insurance requirements. CONTRA ,TOR SIGNATU LOCK LAKE COUNTY SIGNATURE BLOCK Signature: ,%_ Signature: �l�/"BrL1ee Print Name: ��.�`{ �iC e. Print Name: Bill Ponko Title: Vi Title: Senior Contracting Officer Date: Iy ZZC 1 ZZ Date: October 26, 2022 E-mail: GJ,n`�-. '��c2C?-i`.nrec.yc.:., Secondary E-mail: Distribution: Original - Bid Pile Copy - Cont retch• Conurteting officer PROCUMVIENTSERVI(TS DIVISION OfOFFIC'EOFMANAGEMENTANDBUDGPTSERVICI:S 11.0. BOX 7800.315 W. NIAIN S'l - I'AVAIWS. 1'L. 12778 • 1' 352.343A839. 1- 352.343 9473 Ifoord of ('61111(v Caneii.ssivrrrrs • 11•irwi311krin111111-11.g"I DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Prohibited Items and. Conditional Acceptance Criteria Source Control - Exhibit 1 Prohibited Items The following items are prohibited from acceptance at DJJ and its subsidiaries, except by special arrangement with DJJ; Acetylene Cylinders Asbestos or Asbestos Containing Materials (ACM)- applies to both fibrous and solid materials Any Scrap Containing Refrigerants (CFC or HCFC) unless the facility has agreed to recover the refrigerants Cathode RayTubes (CRT/tube-style computer monitors or televisions) Closed Compressed Gas Cylinders — high pressure cylinders with valve intact Combustible or Flammable Materials - fuels, paints, degreasers, unpunctured aerosol cans Corrosive Materials - highly acidic or caustic materials (battery acid, caustic soda, etc.) Explosive Materials, Munitions, Shell Casings — includes suspect military scrap Free Flowing Liquids (including water) Hazardous Waste — toxic or poisonous materials or wastes Infectious Materials — blood-soaked or biohazard items Liquids or Scrap Containing Free Flawing Liquids - fuels, antifreeze, oils, hydraulic fluid, paints Mercury Containing Materials - mercury -containing thermostats, switches or fluorescent light bulbs Non -Metallic Items - concrete, wood, asphalt, dirt, debris, tires (more than 5 per auto) PCB -Containing Materials Radioactive Scrap — anything exhibiting radiation levels above background Scrap with Small Capacitors that contain �50 ppm of PCBs Condit oijal Acceptance The following items are prohibited from acceptance at DJJ and its subsidiaries, except by special arrangement with DJJ; Scrap Item Conditions for Acceptance Crushed Automobiles Crushed autos are accepted, provided the refrigerants that have not previously leaked have been properly recovered, the battery, lead terminal connectors, lead wheel weights, and mercury containing convenience light switch assemblies have been removed, the fluids have been removed to extent practicable or otherwise required by law, and air bag canisters have been deployed or removed as required by law. Transformers Unless agreed to otherwise, transformers must be completely drained, and have an analytical report on the oil that was previously contained that shows PCB concentrations were less than 2ppm. Industrial 55-Gallon Accepted if they are open top and are completely empty with no solids or vapors, or are closed top and are empty and Drums crushed flat such that no vapors could be accumulated. Propane Cylinders Accepted if the valve has been removed. These must be managed in a designated area. AST or UST Petroleum Accepted as scrap if there are holes large enough to physically inspect the inside to verify the tanks contain no sludge or Tanks residue, and there are no combustible vapors present. Oily Motor Blocks/ Accepted only at DJJ facilities equipped with a means of containing fluids and controlling or capturing and managing Transmissions stormwater from these storage areas. Batteries and other Accepted only at the non-ferrous kiosks. These items cannot be mixed with sheet iron or left in automobiles. Lead Sources Oil Filters Must have been drained in accordance with local or federal laws and regulations, DocuSign Envelope ID: lA161961-6835-4193-A3EB-05731A9B01CB 111111111111111111111111111111111111 J0 SCRAP ACCEPTANCE AGRECIVICNT ,..».,�.....�.�- SELLER _W � I114CEIVgR Company Name Lake County Solid Waste L <EoG � _ Trademark Metals Recycling �q.01 W Kennedy Blvd Ste 400 Tam a,FL.336og EFFECTIVE DATE 51� Person IM Title Address 1313o i_andfill Road City, State z1 Talvares,rL 3z773 12612ozz 9:420AM This Scrap Acceptance Agreement ("Agreement") is entered Into on the date above ("Effective Date") between the "Seller" named above and TM R entity operating at the above -stated address ("Receiver") under the following terms and conditions. The Initial term of this Agreement shall commence upon the Effective Date and shall expire three (3) years after the Effective Date. Thereafter, tine term of this Agreement shall be automatically extended oil a year-to-year basis, oil tine terms and conditions set forth In this Agreement, 1) SEPARATE PURCHASE CONTRACT: Receiver agrees to buy recyclable materials ("Materials") only upon each Issuance to Seller° of a Welghmaster Certificate or Purchase Contract for such Material (each a "Contract") and at the price specified therein, In accordance with the terms and conditions of both the front and reverse sides of that Contract, and of this Agreement whether or not referred to therein. a) MATERIAL MUST MEET QUALITY REQUIREMENTS: Receiver shall not be deemed to have accepted the Material purchased In accordance with this Agreement until such Material has been approved by Receiver at Receiver's facility. Receiver reserves the right to reject at ally time any Material not conforming with TM R quality requirements or the requirements of this Agreement. Any Material which is rejected by Receiver shall be at Seller's sole cost and risk. Under no circumstances will title to any Material transfer to Receiver which Is not as warranted, certified or conforming to this Agreement. 3) SELLER SHALL EVACUATE REFRIGRRAN'r FROM ALL MATERIALS PRIOR TO DELIVERY: Section 6o8 of the Federal Clean Alr Act, 42 U.S.C. 57671 A M., and Its Implementing regulations at 40 CFR Part 82, requires the removal and disposal of refrigerants and non-exempt refrIgerantsubstitutesfrornrnotorvehlclesand appliances prlortorecycling. Seilercertifiesthat all refrigerants (including without liinitatlon chlorofluorocarbons (CFCs), hydrochlorofluorocarbons (I-lCFCs), or non-exempt refrigerant substitutes (and other non-CFC replacement refrigerants), and all other Class I and II substances, as defined in §6o8 of the Federal Clean Alr Act, as amended, and In 40 Code of Federal Regulations Part 82) that have not leaked previously will be properly removed and recovered in accordance with applicable law from all appliances or shipments of appliances (including without limitation motor vehicle air conditioners) to be delivered under the Contract and thisAgreement prior to the delivery of those appliances to Receiver. Unless otherwise agreed to in writing, sellershall not tender to Receiver any Materials subject to these requirements that have not been properly evacuated of refrigerant in accordance with applicable law. 4) SELLER SHALL INSPECT FOR HAZARDOUS MATERIAL PRIOR TO DELIVERY: Seller shall Inspect prior to delivery and shall not tender to Receiver any Materials which are considered hazardous or toxic materials, substances, or wastes under any applicable law (as defined herein), including without limitation any of those Prohibited Materials described In Exhibit 1, attached hereto and incorporated herein by reference ("Hazardous Material"), Seller certifies that (a) the Material is exempt from regulation as a hazardous waste in accordance with all applicable federal, state, and local laws, regulations and requirements, and any guidance and Interpretation by ally applicable regulatory agency and any orders and decisions of any applicable court (each and all a "Law"); and (b) all small capacitors containing a 5o ppm PCBs (as defined In 40 CFR Part 761), and all other Prohibited Materials will have been removed from all Materials prior to delivery under this Agreement. All warranties, certifications, Indemnities, and other obligations made by Seller shall survive the expiration of this Agreement. 5) INDEMNITY: Seller agrees to defend, Indemnify, release, and hold harmless Receiver and Its owners, affiliates, and employees (each an " Indemnitee"), from and against any claim, penalty, fine, fee, cost, expense (including attorney and expert fees), loss, obligation, damages, enforcement actions, or any other liability of any kind sustained by any Indemnitee arising directly or indirectly, in whole or In part, from any breach of this Agreement by Seller or any act or omission of Seller, Its subcontractor(s), or any of their respective employees or agents. Seller is solely responsible for the condition and cleanup of the Material and any releases therefrom, The undersigned Individual signing on behalf of Seller represents and certifies that he or she is duly authorized by the Seller to sign this agreement and certification on behalf of Seller. Any acknowledgement or confirmation Issued by Seller regarding any C ntract or this Agreement shall be deemed as Issued solely for administrative purposes but In no event shall any terms or colic tions thereq 7- •n. AGREED ✓ r' y` Seller /l�I �� / Receiver Signature: GP-d Signature: - Rev Date 0/12114 Please fax this document to (855) 226-2752 or email it as an attachment to SendDocs@djj,com (PLEASE DO NOT INCLUDE" A COVER PAGE) DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB i LAKE COUNTY, FL REAL FLORIDA • REAL CLOSE CONTRACT NO.23-903 For Recycling Scrap Metal and White Goods LAKE COUNTY, FLORIDA, a political subdivision of the State of Florida, through its Board of County Commissioners (hereinafter "County") does hereby accept, with noted modifications, if any, the Quote of Trademark Metals Recycling, LLC (hereinafter "Contractor") to supply Recycling Scrap Metal and White Goods to the County pursuant to County Quote number Q2022-00131 with any included addenda (hereinafter "Quote"), with an opening date of 8/23/2022, and Contractor's Quote response dated 8/23/2022, thereto with all County Quote provisions governing. A copy of the Contractor's signed Quote is attached hereto and incorporated herein, thus making it a part of this Contract except that any items not awarded have been struck through. The attachments noted below (if any) are attached hereto and are also made a part of this Contract. ATTACHMENTS: 1. Submittal Form with General Terms & Conditions acceptance signed by Contractor) 2. Lake County General Terms & Conditions version 5.6.21 (lakecount�fl.jzov) electronically attached No financial obligation under this Contract shall accrue against the County until a specific purchase transaction is completed pursuant to the terms and conditions of this Contract. The County's Procurement Services Director shall be the sole judge as to the fact of the fulfillment of this Contract, and upon any breach thereof, shall, at his option, declare this Contract terminated, and for any loss or damage by reason of such breach, whether this Contract is terminated or not, said Contractor and their surety for any required bond shall be liable. This Contract is effective from 10/1/2022 through 9/30/2023, except the County reserves the right to terminate this Contract immediately for cause and/or lack of funds and with thirty (30) day written notice for the convenience of the County. This Contract provides for four (4) one (1) year renewals at Lake County's sole option at the terms noted in the RFQ. Modifications to this Contract must be in writing signed by the County's Procurement Services Director LAKE COUNTY, FLORIDA 5z& 1061moo� By: Bill Ponko Senior Contracting Officer Date: 9/21/2022 PROCUREMENT SERVICES / A DIVISION OF THE OFFICE OF MANAGEMENT AND BUDGET P.O. BOX 7800.315 W. MAIN ST., RM 416, TAVARES, FL 32778 • P 352.343.9839 Board of County Commissioners • www.lakec0untvfl.90V DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB L X'K COUNTY, FL REAL fLORIOA • REAL CLOSE REQUEST FOR QUOTATION (RFQ) Commodity Code(s): 991- 390, 991-391, 991-705 0 Open ❑ Existing Market Contract ❑x Original ❑ Modified Responder: Trademark Metals Recycling LLC RFQ No: Q2022-00131 Due Date: 8/23/2022 RFQ Contact Name: William Ponko Email: bill.ponko@lakecountyfl.gov Phone: (352) 343-9489 THIS IS A PRICE INQUIRY. THIS IS NOT AN ORDER. Terms and conditions governing this quotation are attached hereto. Insurance requirements, if applicable, are also attached hereto as part of this document. As this price request constitutes an inquiry, and not an order, it implies no obligation to purchase on the part of Lake County. RECYCLING SCRAP METAL AND WHITE GOODS All prices submitted are to be on the form below in accordance with all terms and conditions set forth in this Request for Quotation. Prices quoted should be in unit of measure shown. Any award resulting from this RFQ will be made to the responsive, responsible vendor which offers the lowest price on an basis. If award is noted to be made on an aggregate basis, any vendor response that fails to include pricing for all items may be rejected. Prices shall be quoted F.O.B. Destination — inside delivery, freight included and shall be inclusive of all costs. Current and/or anticipated applicable fuel costs should be considered and included in the price quoted. Work must be completed no later than 9/30/2023 after issuance of purchase order or notice to proceed. Supporting Documents ■ Download Lake County Request for Quotations Terms and Conditions Description Details Quantity Unit of Measure Unit Price Extended Price Bid Option: B RECYCLING SCRAP METAL AND WHITE Alabama-#1 Heavy scrap 500 Ton 228.0000 114000.0000 metal County hauling from the GOODS Lake County Central Solid Waste Facility to the awardee. RECYCLING Bid Option : A 500 Ton 193.0000 96500,0000 DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB SCRAP METAL Alabama-#1 Heavy scrap AND WHITE metal Contractor vendor GOODS hauling from the Lake County Central Solid Waste Facility Total Price: $210,500.00 Additional Information: Per legal team, TMR reserves the right to negotiate the terms & conditions of the parties agreement if awarded bid. Option B is based on 65.1429% of index on August 1, 2022, Option A is based on 55.1429% of index on August 1, 2022. Index was 350 GT on August 1, 2022. DocuSign Envelope ID: lA161961-6835-4193-A3EB-0573lA9B01CB Specifications and/or Special Conditions The purpose of the solicitation is to establish a contract for a qualified vendor to purchase and provide transport FOB Destination for Lake County's scrap metal and white goods from 13130 County Landfill Rd., Tavares, Florida, 32778. Scope of service: 1. Furnish all labor, materials, equipment, fuel and any other incidental costs, and supervision necessary to purchase and transport scrap metal and white goods from the Central Solid Waste Facility located at 13130 County Landfill Rd., Tavares, Florida, 32778 2. The vendor shall exchange bins within seventy -two (72) hours of notification by the Central Solid Waste facility operations office that the box is full. The two (2) 80 cubic yard or greater roll -off containers provided for scrap metal collection at the Central Solid Waste Facility (Landfill) must accurately record a gross weigh at the Central scale facility. 3. The vendor upon arrival shall weigh in with a empty container and depart Central facility with a full container 4. A scale ticket will be provided to the vendor at the time of vehicle weighing at Central scale facility. The two (2) 80 cubic yard or greater roll off containers must be maintained in good and serviceable condition and pose no threat or hazard to County customers or employees while located at the Central Facility or while being moved for the purposes of retrieval and delivery. 5. County staff member shall notify vendor for pickup, by telephone, Or by E-mail and keep a log of telephone and E- mail notifications that list the date and time of the notification, the County staff member that made the telephone or E- mail call, and the name of the vendor's employee that received the telephone or e-mail call. 6. This contract is for one year beginning October 1, 2022 through September 30, 2023 with the option for four (4) subsequent one (1) year renewals. Renewals are contingent upon mutual written agreement. Examination of site and material: 1. Bidders may visit Central Solid Waste Facility prior to closing of RFQ to familiarize themselves with area where scrap metal and white goods are located. It is also recommended to become familiar with any conditions which may in any manner, affect work being done, including equipment, materials, drivers and concerns. Bidder will show percentage of index for Contractor collecting material from Lake County Central Solid Waste Facility on their bid Option A: Scrap Metal Contractor hauling from the Lake County Central Solid Waste Facility Monthly Alabama #1 published price X % = Gross/ Ton rebate owed to the County Option B: Scrap Metal County hauling from the Lake County Central Solid Waste Facility Monthly Alabama #1 published price X % = Gross/Ton rebate owed to the County Bidder that is awarded contract will provide a copy of the monthly Alabama #1 Publication to Lake County Hazardous & E-Cycling Supervisor via e-mail: johnny.taylor@lakecountyfl.gov. Submission of bid: Via electronic return per RFQ page bid. Via Email: Questions concerning RFQ must be addressed to: BponkoCa lakecountyfl.gov Questions and Answer: 1. The details note two (2) 80 yard roll off dumpsters. Would it be possible to use four (4) 40 yard roll off dumpsters instead? Response: Two (2) Larger dumpsters are required due to the processing area. Background Check Requirement DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Under any County contract that involves vendor or subcontractor personnel working In proximity to minors, the vendor hereby confirms that any personnel so employed will have successfully completed an initial, and subsequent annual, Certified Background Check, completed by the vendor at no additional cost to the County. The County retains the right to request and review any associated records with or without cause, and to require replacement of any vendor employee found in violation of this requirement. Vendor shall indemnify the County in full for any adverse act of any such personnel in this regard, Additional requirements may apply in this regard as included within any specific contract award. Ship To:Solid Waste Bill To: j 13130 County Landfill Road Tavares, FL 32778 , Certain insurance requirements apply to any purchase in response to this RFQ; Yes Company Trademark Metals Recycling LLC Phone 352-525-0861 Name Address 2402 Northwest 6th Street Fax 352-274-9941 City Ocala Email Victoria, Mendez@tmrecycling,com State FL Zip 34475 FEoIN 59-3484760 Prompt payment discount: None Reciprocal Vendor Preference Vendors are advised the County has established, under Lake County Code, Chapter 2, Article VII, Sections 2-221 and 2-222; a process under which a local vendor preference program applied by another county may be applied in a reciprocal manner within Lake County. The following information is needed to support application of the Code. Primary 'Business Location: Tampa, FL Does this business maintain a significant physical location in Lake County at which employees are located and business is regularly transacted? False If Yes, please provide supporting detail: Signature Victoria Mendez Date 8/23/2022 Name/Title Victoria MendezCommerciai Buyer Electronic Submission of Responses. Vendors are required to submit their quotations in response to the request electronically. All references herein to signatures, signing requirements, or other required acknowledgments hereby include electronic signature by means of filling in the Signature above and by clicking the "Submit Response" button below. The responding vendor agrees that the action of electronically submitting its response constitutes; • an electronic signature on the response, generally, • an electronic signature on any form or section specifically calling for a signature, and • an affirmative agreement to any statement contained in the solicitation that requires a definite confirmation or acknowledgement. DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Insurance Requirements Each vendor shall include in its solicitation response package proof of insurance capabilities, including but not limited to, the following requirements: (This does not mean that the vendor must have the coverage prior to submittal, but, that the coverage must be in effect prior to a purchase order or contract being executed by the County.) An original certificate of insurance, indicating that the awarded vendor has coverage in accordance with the requirements of this section, shall be furnished by the vendor to the Contracting Officer within five (5) working days of such request and must be received and accepted by the County prior to contract execution and/or before any work begins. The vendor shall provide and maintain at all times during the term of any contract, without cost or expense to the County, policies of insurance, with a company or companies authorized to do business in the State of Florida, and which are acceptable to the County, insuring the vendor against any and all claims, demands or causes of action whatsoever, for injuries received or damage to property relating to the performance of duties, services and/or obligations of the vendor under the terms and provisions of the contract. The vendor is responsible for timely provision of certificate(s) of insurance to the County at the certificate holder address evidencing conformance with the contract requirements at all times throughout the term of the contract. Such policies of insurance, and confirming certificates of insurance, shall insure the vendor is in accordance with the following minimum limits: General Liability insurance on forms no more restrictive than the latest edition of the Occurrence Form Commercial General Liability policy (CG 00 01) of the Insurance Services Office or equivalent without restrictive endorsements, with the following minimum limits and coverage: Each Occurence/General $500,000 Aggregate Products -Completed Operations $500,000 Personal & Adv. Injury $500,000 Fire Damage $500,000 Medical Expense $5,000 Contractual Liability Included Automobile liability insurance, including owned, non -owned, and hired autos with the following minimum limits and coverage: Combined Single Limit $300,000 or Bodily Injury (per person) $100,000 Bodily Injury (per accident) $300,000 Property Damage $100,000 Workers' compensation insurance based on proper reporting of classification codes and payroll amounts in accordance with Chapter 440, Florida Statutes, and/or any other applicable law requiring workers' compensation (Federal, maritime, etc). If not required by law to maintain workers compensation insurance, the vendor must provide a notarized statement that if he or she is injured; he or she will not hold the County responsible for any payment or compensation. Employers Liability insurance with the following minimum limits and coverage: Each Accident $100,000 Disease -Each Employee $100,000 Disease -Policy Limit $500,000 Professional liability and/or specialty insurance (medical malpractice, engineers, architect, consultant, environmental, pollution, errors and omissions, etc.) insurance as applicable, with minimum limits of $500,000 and annual aggregate of $1,000,000. The following additional coverage must be provided if a dollar value is inserted below: DocuSign Envelope ID: 1A161961-6835-4193-A3EB-05731A9B01CB Loss of Use at coverage value: none Garage Keepers Liability at coverage none value: Lake County, a Political Subdivision of the State of Florida, and the Board of County Commissioners, shall be named as additional insured as their interest may appear on all applicable liability insurance policies. The certificate(s) of insurance shall provide for a minimum of thirty (30) days prior written notice to the County of any change, cancellation, or nonrenewal of the provided insurance, it is the vendor's specific responsibility to ensure that any such notice is provided within the stated timeframe to the certificate holder. Certificate(s) of insurance shall identify the applicable solicitation (ITB/RFP/RFQ) number in the Description of Operations section of the Certificate. Certificate holder shall be: LAKE COUNTY, A POLITICAL SUBDIVISION OF THE STATE OF FLORIDA, AND THE BOARD OF COUNTY COMMISSIONERS. P.O. BOX 7800 TAVARES, FL 32778-7800 Certificates of insurance shall evidence a waiver of subrogation in favor of the County, that coverage shall be primary and noncontributory, and that each evidenced policy includes a Cross Liability or Severability of Interests provision, with no requirement of premium payment by the County. The Vendor shall be responsible for subcontractors and their insurance. Subcontractors are to provide certificates of insurance to the prime vendor evidencing coverage and terms in accordance with the Vendor's requirements. All self -insured retentions shall appear on the certificate(s) and shall be subject to approval by the County. At the option of the County, the insurer shall reduce or eliminate such self -insured retentions or the vendor or subcontractor shall be required to procure a bond guaranteeing payment of losses and related claims expenses. The County shall be exempt from, and in no way liable for, any sums of money, which may represent a deductible or self - insured retention in any Insurance policy. The payment of such deductible or self -insured retention shall be the sole responsibility of the vendor and/or sub contractor providing such insurance. Failure to obtain and maintain such insurance as set out above will be considered a breach of contract and may result in termination of the contract for default. Neither approval by the County of any insurance supplied by the vendor or Subcontractor(s), nor a failure to disapprove that insurance, shall relieve the vendor or Subcontractor(s) of full responsibility for liability, damages, and accidents as set forth herein.