HomeMy WebLinkAboutDocumentation_Regular_Tab 04_11/15/2021Agenda Item #4.
Regular Council
STAFF MEMO
Meeting: Regular Council - Nov 15 2021
Staff Contact: Matthew Hammond, Utilities Department: Utilities
Director
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Authorize Piggyback Contract and Purchase Order with Shrieve Chemical Company for Purchase of
Bulk 93% Sulfuric Acid
The Utilities Department, throughout the year, has a need purchase sulfuric acid for use at the water
treatment plant. Sulfuric acid is is a critical part of the water treatment process used to adjust the pH of
water through the process.
To ensure the lowest possible price, staff is recommending that the Village piggyback the current Town
of Jupiter contract with Shrieve Chemical. This selection by the Town of Jupiter was completed through
a competitive selection process — W220613a — May 2021.
Piggyback contracts are a form of intergovernmental cooperative purchasing in which an entity is
extended the pricing and terms of a competitively awarded contract by another federal, state or
municipal government. When used correctly, piggyback contracts can save Village time and resources
and leverage spending through economies of scale.
If approved, the Village would accept Shrieve's pricing by piggybacking the Town of Jupiter contract
including all terms, conditions and pricing therein. The term of the contract is one (1) year expiring on
September 30, 2022.
Within the FY 2022 budget, the Village Council approved $248,500.00 for for the purchase of chemicals
used in the water treatment process. Through the proposed piggyback agreement, the Utilities
Department obtained a price of $215 per ton (13% more than the previous year's pricing). As a result,
a purchase requisition is requested in the amount of $35,000.00 with Shrieve Chemical to purchase
approximately 163 tons of sulfuric acid throughout the year using the pricing in the proposed piggyback
agreement.
NOTE: Due to document length, the complete piggyback agreement and supporting exhibits
can be obtained from the Utilities Department upon request.
This document and any attachments may be reproduced upon request in an alternative format by completing
our Accessibility Feedback Form, sending an e-mail to the Village Clerk or calling 561-768-0443.
BUDGET INFORMATION:
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Agenda Item #4.
BUDGETED AMOUNT: AVAILABLE AMOUNT: EXPENDITURE AMOUNT:
$248,500-00 $35,000 $355000
Additional Budgetary Information: Funding Source(s):
Water Enterprise Fund
Authorize piggyback contract with Shrieve Chemical Company for the purchase of 93% sulfuric acid
and an associated purchase order for $35,000 for Fiscal Year 22.
Proposed Piggyback Agreement - Sulfuric Acid - Shrieve Chemical.ada
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Agenda Item #4.
VILLAGE OF TEQUESTA
AGREEMENT FOR PURCHASE OF SULFURIC ACID
THIS AGREEMENT FOR PURCHASE OF SULFURIC ACID is entered into
and effective this day of November, 2021, by and between the VILLAGE OF
TEQUESTA, a Florida municipal corporation with offices located at 345 Tequesta Drive,
Tequesta, Florida 33469, organized and existing in accordance with the laws of the State of Florida,
hereinafter "the Village"; and SHRIEVE CHEMICAL COMPANY, a foreign corporation
authorized to do business in Florida with principal offices located at 1442 Lake Front Circle, Suite
500, The Woodlands, Texas 77380, hereinafter "the Contractor", and collectively with the Village,
"the Parties".
WITNESSETH
The Village and the Contractor, in consideration of the mutual covenants contained herein
and for other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged by both Parties, hereby agree as follows:
1. SCOPE OF SERVICES: The Parties hereby agree to enter into this Agreement
whereby the Contractor shall provide 93% sulfuric acid (H2SO4) in truck tank quantities of
approximately 3,500 gallons for the Village's Utilities Department (the "Product"). The Parties
agree to enter into this Agreement and piggyback for the purchase of sulfuric acid at the unit prices
described in the Contractor's Contract with the Town of Jupiter, Florida ("Town of Jupiter
Contract"), awarded through ITB No. W2206Ba. Said contract and bid package, including its
terms, conditions, specifications, and attached exhibits, are hereby fully incorporated into this
Agreement and attached hereto as Exhibit "A". Authorization to piggyback on the Town of Jupiter
Contract is hereby fully incorporated into this Agreement and attached hereto as Exhibit "B".
2. COMPENSATION: Pursuant to the unit prices provided in Exhibit "A", and in
consideration for the above Scope of Services, pricing shall be as follows:
Sulfuric Acid 93% (F.O.B.) - $165.00 per ton
Freight (F.O.B.)
Total Price (F.O.B.)
- $50.00 per ton
- $215.00 per ton
The Parties hereby agree to the Village's purchase of supplies and/or services in greater or lesser
amounts than those estimated in the Town of Jupiter Contract, as also referenced in Exhibit "A".
Following any delivery of the Product by the Contractor and subsequent acceptance by the Village,
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Agenda Item #4.
the Contractor shall invoice the Village. The Village shall pay the Contractor within forty-five (45)
days after receipt and approval of any such invoice from the Contractor documenting the amount
due.
3. TERM; TERMINATION; NOTICE: Pursuant to the Town of Jupiter Contract,
the original contract term will expire on September 30, 2022. In accordance with Section 16. of
the Town of Jupiter Contract's underlying ITB No. W2206Ba, the Village may terminate this
Agreement upon thirty (30) days written notice to the Contractor. Upon termination of this
Agreement by the Village, the Village will be obligated only to pay the Contractor for the Product
delivered to and received by the Village prior to the end of the thirty (30) day notice. The
Contractor may terminate this Agreement upon ninety (90) days written notice to the Village.
Notice shall be considered sufficient when sent by certified mail or hand delivered to the Parties
during regular business hours at the following addresses:
Village
Contractor
Village of Tequesta
Shrieve Chemical Company
345 Tequesta Drive
1442 Lake Front Circle, Suite 500,
Tequesta, FL 33469
The Woodlands, Texas 77380
Attn: Matthew Hammond,
Attn: Ted Threadgill,
Utilities Director
President
4. INSURANCE: The Contractor shall provide proof of workman's compensation
insurance and liability insurance in such amounts as are specified in Exhibit "A" and shall name
the Village as an "additional insured" on the liability portion of the insurance policy.
5. INDEMNIFICATION: The Contractor shall at all times indemnify, defend and
hold harmless the Village, its agents, servants, and employees, from and against any claim, demand
or cause of action of whatsoever kind or nature, arising out of error, omission, negligent act,
conduct, or misconduct of the Contractor, its agents, servants, or employees in the performance of
services under this Agreement. Nothing contained in this provision shall be construed or
interpreted as consent by the Village to be sued, nor as a waiver of sovereign immunity beyond
the waiver provided in Section 768.28, Florida Statutes. Notwithstanding the foregoing,
Contractor shall have no liability or duty to indemnify, defend or hold harmless the Village for the
negligence or misconduct of the Village, its employees, officers, contractors, officials,
representatives, or agents.
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6. PUBLIC ENTITIES CRIMES ACT: As provided in Sections 2 8 7.13 2-13 3,
Florida Statutes, by entering into this Agreement or performing any work in furtherance hereof,
the Contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will
perform hereunder, have not been placed on the convicted vendor list maintained by the State of
Florida Department of Management Services within thirty-six (36) months immediately preceding
the date hereof. This notice is required by Section 287.133(3)(a), Florida Statutes.
7. INDEPENDENT CONTRACTOR: It is specifically understood that the
Contractor is an independent contractor and not an employee of the Village. Both the Village and
the Contractor agrees that this Agreement is not a contract for employment and that no relationship
of employee —employer or principal —agent is or shall be created hereby, nor shall hereafter exist by
reason of the performance of the services herein provided.
8. INSPECTOR GENERAL: Pursuant to Sections 2-421 2-432 of the Palm Beach
County Code of Ordinances, the Office of the Inspector General has jurisdiction to investigate
municipal matters, review and audit municipal contracts and other transactions, and make reports
and recommendations to municipal governing bodies based on such audits, reviews, or
investigations. All parties doing business with the Village shall fully cooperate with the inspector
general in the exercise of the inspector general's functions, authority, and power. The inspector
general has the power to take sworn statements, require the production of records, and to audit,
monitor, investigate and inspect the activities of the Village, as well as contractors and lobbyists
of the Village in order to detect, deter, prevent, and eradicate fraud, waste, mismanagement,
misconduct, and abuses.
9. E-VERIFY ELIGIBILITY: The Contractor warrants and represents that it is in
compliance with Section 448.095, Florida Statutes, as may be amended. No later than January 1,
2021, the Contractor shall: (1) register with and use the E-Verify System (E-Verify.gov) to
electronically verify the employment eligibility of all newly hired workers; and (2) verify that all
of the Contractor's subconsultants performing the duties and obligations of this Agreement are
registered with and use the E-Verify System to electronically verify the employment eligibility of
all newly hired workers. The Contractor shall obtain from each of its subconsultants an affidavit
stating that the subconsultant does not employ, contract with, or subcontract with an Unauthorized
Alien, as that term is defined in Section 448.095 (1)(k), Florida Statutes, as may be amended. The
Contractor shall maintain a copy of any such affidavit from a subconsultant for, at a minimum, the
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Agenda Item #4.
duration of the subcontract and any extension thereof. This provision shall not supersede any
provision of this Agreement which requires a longer retention period. The Village shall terminate
this Agreement if it has a good faith belief that the Contractor has knowingly violated Section
448.09(1), Florida Statutes, as may be amended. If the Contractor has a good faith belief that the
Contractor's subconsultant has knowingly violated Section 448.09(1), Florida Statutes, as may be
amended, the Village shall notify the Contractor to terminate its contract with the subconsultant
and the Contractor shall immediately terminate its contract with the subconsultant. In the event of
such contract termination, the Contractor shall be liable for any additional costs incurred by the
Village as a result of the termination.
10. SCRUTINIZED COMPANIES: For Contracts under $1 M, the Contractor
certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to
Section 215.4725, Florida Statutes, and that it is not engaged in a boycott of Israel. The Village
may terminate this Agreement at the Village's option if the Contractor is found to have submitted
a false certification as provided under Section 287.135(5), Florida Statutes, if the Contractor has
been placed on the Scrutinized Companies that Boycott Israel List created pursuant to Section
215.4725, Florida Statutes, or if Contractor is engaged in a boycott of Israel. For Contracts over
$1 M, the Contractor certifies that it is not on the Scrutinized Companies with Activities in Sudan
List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or the
Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida
Statutes. The Contractor further certifies that it is not engaged in a boycott of Israel, and that it
does not have business operations in Cuba or Syria, as similarly provided in Section 287.135,
Florida Statutes. The Village may terminate this Agreement at the Village's option if the
Contractor is found to have submitted a false certification as provided under Section 287.135(5),
Florida Statutes or if the Contractor has been placed on one of the aforementioned lists created
pursuant to Section 215.4725, Florida Statutes. Additionally, the Village may terminate this
Agreement at the Village's option if the Contractor is engaged in a boycott of Israel or has been
engaged in business operations in Cuba or Syria, as defined in Section 287.135, Florida Statutes.
11. ATTORNEY'S FEES: In the event a dispute arises concerning this Agreement,
the prevailing party shall be awarded attorney's fees, including fees on appeal.
12. FORCE MAJEURE: The Contractor shall not be considered in default by reason
of any failure in performance under this Agreement if such failure arises out of causes reasonably
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Agenda Item #4.
beyond the control of the Contractor or its subcontractors and without their fault or negligence.
Such causes include, but are not limited to: acts of God; acts of war; disruptions in supply chain,
raw material shortages, natural or public health emergencies; labor disputes; freight embargoes;
and abnormally severe and unusual weather conditions.
13. CHOICE OF LAW; VENUE: This Agreement shall be governed and construed
in accordance with the laws of the State of Florida, and venue shall be in Palm Beach County
should any dispute arise with regard to this Agreement.
14. AMENDMENTS & ASSIGNMENTS: This Agreement, all Exhibits attached
hereto, and required insurance certificates constitute the entire Agreement between both parties;
no modifications shall be made to this Agreement unless in writing, agreed to by both parties, and
attached hereto as an addendum to this Agreement. The Contractor shall not transfer or assign the
provision of services called for in this Agreement without prior written consent of the Village.
15. PUBLIC RECORDS: In accordance with Section 119.0701, Florida Statutes, the
Contractor must keep and maintain this Agreement and any other records associated therewith and
that are associated with the performance of the work described in the Scope of Services. Upon
request from the Village's custodian of public records, the Contractor must provide the Village
with copies of requested records, or allow such records to be inspected or copied, within a
reasonable time in accordance with access and cost requirements of Chapter 119, Florida Statutes.
A Contractor who fails to provide the public records to the Village, or fails to make them available
for inspection or copying, within a reasonable time may be subject to attorney's fees and costs
pursuant to Section 119.0701, Florida Statutes, and other penalties under Section 119.10, Florida
Statutes. Further, the Contractor shall ensure that any exempt or confidential records associated
with this Agreement or associated with the performance of the work described in Scope of Services
are not disclosed except as authorized by law for the duration of the Agreement term, and following
completion of the Agreement if the Contractor does not transfer the records to the Village. Finally,
upon completion of the Agreement, the Contractor shall transfer, at no cost to the Village, all
public records in possession of the Contractor, or keep and maintain public records required by the
Village. If the Contractor transfers all public records to the Village upon completion of the
Agreement, the Contractor shall destroy any duplicate public records that are exempt or
confidential and exempt from public records disclosure requirements. If the Contractor keeps and
maintains public records upon completion of the Agreement, the Contractor shall meet all
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applicable requirements for retaining public records. Records that are stored electronically must
be provided to the Village, upon request from the Village's custodian of public records, in a format
that is compatible with the Village's information technology systems.
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS AGREEMENT, PLEASE CONTACT THE VILLAGE CLERK,
RECORDS CUSTODIAN FOR THE VILLAGE, AT (561) 768-06859 OR AT
lmcwilliams(&,tequesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA,
FLORIDA 33469.
16. HEADINGS: The headings contained in this Agreement are provided for
convenience only and shall not be considered in construing, interpreting or enforcing this
Agreement.
17. SEVERABILITY: The invalidity or unenforceability of any provision of this
Agreement shall not affect the validity or enforceability or any other provision of this
Agreement and this Agreement shall be construed and enforced in all respects as if the invalid
or unenforceable provision is not contained herein.
18. WAIVER: No waiver by the Village of any provision of this Agreement shall
be deemed to be a waiver of any other provisions hereof or of any subsequent breach by the
Contractor of the same, or any other provision or the enforcement hereof. The Village's
consent to or approval of any act requiring the Village's consent or approval of any act by the
Contractor shall not be deemed to render unnecessary the obtaining of the Village's consent to
or approval of any subsequent consent or approval of, whether or not similar to the act so
consented or approved.
19. ENTIRE AGREEMENT: This seven (7) page Agreement, including any
Exhibits, constitutes the entire agreement between the parties; no modification shall be made to
this Agreement unless such modification is in writing, agreed to by both parties and attached hereto
as an addendum to this Agreement. To the extent that any provision herein conflicts with the
documents set forth in Exhibit A, the documents set forth in Exhibit A shall supercede and control
the agreement of the parties.
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Agenda Item #4.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
on the date and year first above written.
WITNESSES:
ATTEST:
Lori McWilliams, MMC
Village Clerk
SHRIEVE CHEMICAL COMPANY
By: Ted Threadgill, President
(Corporate Seal)
VILLAGE OF TEQUESTA
By: Frank D'Ambra III, Mayor
(Seal)
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Agenda Item #4.
Exhibit A
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Agenda Item #4.
Exhibit 6
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