Okaloosa County BOCC — April 5, 2016 — 2016 Solid Waste Procurement - FINAL — reading text

Page 30 Note: Final Agreement terms and conditions will be modified based upon the residential service level selected by the Board and final negotiations with the Successful Proposer upon Board approval. Okaloosa County Solid Waste and Recyclables Collection, Transfer, and Processing/Disposal Agreement Attachment A: Draft Agreement Failure to test scales during specified timeframe. (Article 4.2.6.3.) $5,000 per occurrence Failure to remedy a NOV within specified timeframe. (Article $5,000 per occurrence 4.2.3.3.) Failure to update tare weights within specified timeframe. (Article $100 per occurrence 4.2.6.4.) Mixing Recyclables with Solid Waste (Article 4.2.6.5.) $5,000 per occurrence Failure to remove Solid Waste from the tipping floor in accordance $500 per occurrence with Contractor’s operating permits. (Article 4.2.6.5.) Failure to maintain maintenance records. (Article 4.2.7.1.) $500 per occurrence Failure to submit timely records and reports. (Article 8.) $100 per Day late Failure to make timely payment to the County. (Article 10.) $100 per Day late Exemptions from Liquidated Damages Contractor shall not be liable for liquidated damages because of any delays in the performance due to uncontrollable circumstances as defined in Article 1 of this Agreement. ARTICLE 13. TERMINATION Termination for Cause The County may terminate this Agreement, except as otherwise provided below in this paragraph, by giving Contractor fifteen (15) Days advance written notice, upon the happening of any one of the following events: a. If more than Seven Thousand Five Hundred Dollars ($7,500) in liquidated damages have been assessed within the same calendar year; or, b. Contractor takes the benefit of any present or future insolvency state, or shall make a general assignment for the benefit of creditors, or file a voluntary petition in bankruptcy, or a petition or answer seeking readjustment of its indebtedness under the Federal United States, or any state thereof, or consent to the appointment of a receiver trustee, or liquidator of all or substantially all of its property; or, c. By order or decree of a court, Contractor shall be adjudged bankrupt, or an order shall be made approving a petition filed by any of its creditors or by any of the stockholders of Contractor seeking its reorganization or the readjustment of indebtedness under federal bankruptcy laws or under any law of statute of the United States or any state thereof; provided that, if any such judgment is stayed or vacated within sixty (60) Days after the entry thereof, any notice of cancellation shall be and become null, void, and of no effect; or, d. By or pursuant to or under authority of any legislative act, resolution, or rule, or any order or decree of any court or government board, agency, or office having jurisdiction, a receiver, trustee, or liquidator shall take possession or control of all or substantially all of the property of Contractor and such possession of control shall continue in effect for a period of sixty (60) Days; or, e. Contractor shall voluntarily abandon, desert, or discontinue its operation hereunder granted. Then such shall be considered a material breach of this Agreement and the Contract Manager shall notify Contractor in writing of the breach. If within a period of fifteen (15) Days Contractor has not eliminated the conditions considered to be a breach of contract or having so commenced shall fail thereafter to continue with diligence the curing thereof, the Contract Manager shall notify the Board. Page 31 Note: Final Agreement terms and conditions will be modified based upon the residential service level selected by the Board and final negotiations with the Successful Proposer upon Board approval. Okaloosa County Solid Waste and Recyclables Collection, Transfer, and Processing/Disposal Agreement Attachment A: Draft Agreement After these fifteen (15) Days the County can cause Contractor to be obligated to pay the County the amount specified in the bond and has the authority to terminate this Agreement. Termination for Convenience The County may terminate this Agreement for convenience upon providing the Contractor with one hundred eighty (180) days’ notice in writing of such termination. If the Agreement is terminated by the County as provided herein, the Contractor shall be paid for all work performed on or prior to the termination date. However, Contractor shall not be paid on account of loss of anticipated profits or revenue or other economic loss arising out of or resulting from the termination. ARTICLE 14. INSURANCE Contractor’s Insurance Contractor shall not commence any work in connection with this Agreement until he has obtained all required insurance and such insurance has been approved by the Okaloosa County Risk Manager. All insurance policies shall be with insurers licensed to do business in the State of Florida, and any insuring company is required to have a minimum rating of A, Class X in the Best Key Rating Guide published A. M. Best & Co., Inc. All insurance shall include the interest of all entities named in and its respective agents, consultants, servants and employees of each and all other interests as may be reasonably required by the County as Additional Insured. The coverage afforded the Additional Insured under this policy shall be primary insurance. If the Additional Insured have other insurance that is applicable to the loss, such other insurance shall be on an excess or contingent basis. The amount of the company’s liability under this policy shall not be reduced by the existence of such other insurance. “Okaloosa County” shall be listed as Additional Insured by policy endorsement on all insurance contracts applicable to this Agreement except Workers’ Compensation and Professional Liability. The County shall be furnished proof of coverage by Certificates of Insurance (COI) and endorsements for every applicable insurance contract required by this Agreement. The COI’s and policy endorsements must be delivered to the Contract Manager not less than ten (10) Days prior to the commencement of any and all contractual agreements between the County and Contractor. The County shall retain the right to reject all insurance contracts that do not meet the requirement of this Agreement. Further, the County reserves the right to change these insurance requirements with 60‐Day notice to Contractor. The insurance definition of Insured or Additional Insured shall include Subcontractors, Sub‐ subcontractors, and any associated or subsidiary companies of Contractor, which are involved, and which is a part of this Agreement. The County reserves the right at any time to require Contractor to provide certified copies of any insurance policies to document the insurance coverage specified in this Agreement. The designation of Contractor shall include any associated or subsidiary company which is involved and is a part of this Agreement and such, if any associated or subsidiary company involved in the project must be named in the Workers’ Compensation coverage. All policies shall be written so that the County will be notified of cancellation or restrictive amendments at least thirty (30) Days prior to the effective date of such cancellation or amendment. Such notice shall be given directly to the Contract Manager. Page 32 Note: Final Agreement terms and conditions will be modified based upon the residential service level selected by the Board and final negotiations with the Successful Proposer upon Board approval. Okaloosa County Solid Waste and Recyclables Collection, Transfer, and Processing/Disposal Agreement Attachment A: Draft Agreement Workers’ Compensation Insurance Contractor shall secure and maintain during the life of this Agreement, Workers’ Compensation insurance for all of his employees employed for the project or any site connected with the work, including supervision, administration or management, of this project and in case any work is sublet, with the approval of the County, Contractor shall require subcontractors similarly to provide Workers’ Compensation insurance for all employees employed at the site of the project, and such evidence of insurance shall be furnished to the County not less than ten (10) Days prior to the commencement of any and all sub‐contractual agreements which have been approved by the County. Such insurance shall comply with the Florida Workers’ Compensation Law. No class of employee, including Contractor himself, shall be excluded from the Workers’ Compensation insurance coverage. The Workers’ Compensation insurance shall also include Employer’s Liability coverage. Business Automobile and Commercial General Liability Insurance Contractor shall maintain Business Automobile Liability insurance coverage throughout the life of this Agreement. The insurance shall include Owned, Non‐owned & Hired Motor Vehicle coverage. Contractor shall carry other Commercial General Liability insurance against all other Bodily Injury, Property Damage and Personal and Advertising Injury exposures. The coverage shall include both on‐ and off‐Premises operations, Contractual Liability, Board Form Property Damage, and Professional Liability. All liability insurance (other than Professional Liability) shall be written on an occurrence basis and shall not be written on a claims‐made basis. If the insurance is issued with an aggregate limit of liability, the aggregate limit of liability shall apply only to the locations included in this Agreement. If, as the result of any claims or other reasons, the available limits of insurance reduce to less than those stated in the Limits of Liability, Contractor shall notify the Contract Manager in writing. Contract Manager shall purchase additional liability insurance to maintain the requirements established in this Agreement. Umbrella or Excess Liability insurance can be purchased