HomeMy WebLinkAboutDocumentation_Regular_Tab 11_2/8/2024 Agenda Item #11.
Regular Council
STAFF MEMO
Meeting: Regular Council - Feb 08 2024
Staff Contact: Marjorie Craig, Utilities Director Department: Utilities
Consider Approval of Renewal Agreement 1 st Addendum, Price Increase Quote, and Requisition with
Evoqua Water Technologies, LLC for Purchase of 50% Hydrogen Peroxide and Odor Control System
Corrosion Control Services
SUMMARY:
Village of Tequesta Utilities Department recommends approval of a renewal contract, Evoqua Quote No.
Q231204SR02, and the accompanying purchase order requisition for $57,000 with Evoqua Water
Technologies, LLC (Evoqua), for 50% hydrogen peroxide (H2O2) and related corrosion control services for the
H2O2 water treatment odor control system.
Peroxide is used in the water treatment process to oxidize the concentrate discharge from the reverse osmosis
(RO) membranes to neutralize (oxidize) residual hydrogen sulfide. The source water from the upper Floridan
aquifer contains hydrogen sulfide and the concentrate from the RO plant is ultimately discharged into the
Jupiter Inlet. Hydrogen sulfide must be removed prior to discharge.
The Village will need approximately 109,960 pounds (Ibs) of H2O2 through the remainder of the fiscal year.
Evoqua is offering a unit pricing of $0.5145/ lb. of 50% peroxide, which is 2.45 cents higher than the previous
price of $0.49/ lb. This is a proprietary / sole source purchase and includes the cost of corrosion control
services for this odor control system. It includes the lease of a bulk storage tank and the pump skid equipment,
and maintenance by Evoqua technicians, due to the nature of the chemical.
Funding will come from the Water Fund, Water Production Chemicals Account #401-242-552.342.
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 • •
BUDGET AMOUNT $68,600 AMOUNT AVAILABLE EXPENDITURE AMOUNT:
$57,744.05 $57,000
FUNDING SOURCES: Water Fund, Production IS THIS A PIGGYBACK:
Treatment Chemicals 401-242-552.342 ❑ Yes 0 N/A
DID YOU OBTAIN 3 QUOTES?
❑ Yes 0 N/A
QUOTE 1 - BUSINESS NAME N/A QUOTE AMOUNT N/A
Page 201 of 590
Agenda Item #11.
QUOTE 2 - BUSINESS NAME N/A QUOTE AMOUNT N/A
QUOTE 3 - BUSINESS NAME N/A QUOTE AMOUNT N/A
COMMENTS/EXPLANATION ON SELECTION Extending the first renewal term and updating
pricing, Quote No. Q231204SR02
FY24 Evoqua Hydrogen Peroxide Services Agreement date Mayor
FY24 Evoqua Exhibit A Price Increase
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Agenda Item #11.
VILLAGE OF TEQUESTA 1st ADDENDUM TO THE AGREEMENT FOR PURCHASE
OF HYDROGEN PEROXIDE AND ODOR CONTROL SERVICES,WITH EVOQUA
WATER TECHNOLOGIES,LLC
THIS FIRST ADDENDUM, made and entered into this 11 th day of January ,2024,
effective immediately, by and between the Village of Tequesta,Florida, a municipal
corporation organized and existing in accordance with the laws of the State of Florida with
offices located at 345 Tequesta Drive,Tequesta, Florida 33469, hereinafter referred to as the
"Village",and Evoqua Water Technologies, LLC, a Delaware corporation with offices located
At 2650 Tallecast Road, Sarasota, Florida 34243, authorized to do business within the state of
Florida, hereinafter referred to as the "Contractor" (and collectively the "Parties"), both of whom
agree that the current Agreement for Purchase of Hydrogen Peroxide and Odor Control Services
(hereinafter the "Agreement"), made and entered into by the Village and the Contractor on the
12t'day of January 2023 is hereby amended in the following manner:
SECTION 1. The original agreement is hereby extended for the first renewal term and shall now
expire on September 30", 2024.
SECTION 2. Article 2. Compensation is hereby amended updated pricing shall be pursuant to
the new price schedule attached as Exhibit A to this 1 st Addendum.
SECTION 3. All Articles and paragraphs of the Agreement which are not specifically mentioned
in this Amendment remain in full force and effect.
WHEREFORE,the parties have set their authorized signatures on the dates set forth next to
each.
1
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Agenda Item #11.
ATTEST: EVOQUA WATER TECHNOLOGIES, LLC.
BY: oi - e BY: 590F::�
Printed Name: Thomas R. Wilson P.E
Kayleigh Moran-Inside Sales Specialist Title: V.P & G.M
Date: 1/5/2024
VILLAGE OF TEQUESTA
BY: Jeremy Allen Digitally signed by Jeremy Allen
Date:2024.01.11 09:282i 05'00'
Printed Name:_
Title:
Date:
V
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Agenda Item #11. EXHIBIT A
01
4
December 6, 2023
Nathan Litteral
Water Plant Superintendent
Village of Tequesta
Tequesta, FL 33469
Office: (561) 768-0493
Cell: (561)262-1054
Email- n]itteraI@tequeste.org
RE: 50%HYDROGEN PEROXIDE FSQC PRICING -2024
VILLAGE OF TEQUESTA, FL
Evoqua Quote No. Q231204SR02
Bear Mr. Litteral:
Evoqua Water Technologies LLC would like to thank you for your business and continued interest in our
products and services_
Evoqua is currently your supplier for 50% hydrogen peroxide. Your new price for 50% hydrogen peroxide
will be $0.5145 per pound delivered. This pricing will remain effective January 1, 2024 through December
31, 2024. Any applicable taxes due are not included. As part of the contract, the following is included with
the purchase of 50% hydrogen peroxide:
Equipment:
• 2.400-gallon single wall high density, cross-linked polyethylene bulk storage tank
• Tank monitoring system that is linked to Evoqua's Link2site.com website.
• Stainless steel dosing system with diaphragm pumps
Service:
• Once per month preventative maintenance
• Ernergency service as required (technician is <2 hours away)
• Tank level monitoring for deliveries
• All repairs to equipment are the responsibility of Evoqua
The attached Evoqua Terms and Conditions are considered part of this Potice and shall prevail.
Evoqua appreciates your business and support and looks forward to continuing to provide you the quality
products; services and lowest cost solutions in odor and corrosion control. If you have any questions,
comments, or if I can be of service to you in any way, please contact me at(951)326-7415 or via email at
oric.c.hansen@evoqua.com.
evoqua.com.
Sincerely,
Evaqua Water Technologies LLC
rEfic f{a:nsen
Eric Hansen
Technical Sales Representative
2r,50 Tallevast Road Tel: +1{Rill})347,9984
SBraso1a,FL 34243 USA Fax;*1 (9411 359-T985 www.@vogLia.com
Pa.w 1 of 3
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Agenda Item #11.
EVOQUA WATER TECHNOLOGIES LLC
Standard Terms of Sale
1. Applicable Terms, These terms govern the purchase and sale of equipment,products. related services, leased products,and media goods
if any(collectively herein"Work"),rcferrod to in Scllcr's proposal ("Seller's Doctrnmcntation"). N-hcther these terms arc included in an offer or an
acceptance by Seller,such offer or acceptance is expressly conditioned on Buyer's assent to these terms.Seller rejects all additional or different terms
in any of Buyer's forms or documents.
2. Pay ntcnt. Buyer shall pay Seller the full purchase price as set forth in Seller's Documentation. Unless Seller's Documentation specifically
provides otherwise, freight, storage, insurance and all taxes, levies,duties,tariffs,permits or license fees or other governmental charges relating to
the Work or any incremental increases thereto shall be paid by Buyer. If Seller is required to pay any such charges. Buyer shall immediately
reimburse Scllcr. If Buyer claims a tax or other exemption or direct payment permit, it shall provide Scllcr with a valid exemption certificate or
permit and indemnify,defend and hold Seller harmless from any taxes,costs and penalties arising out of same. All payments are due within 30 days
after receipt of invoice. Buyer shall be charged the lower of I '/%interest per month or the maximum legal rate on all amounts not received by the
duc date and shall pay all of Scllcr's reasonable costs(including attomcys' fees)of collecting amounts duc but unpaid. All orders arc subject to
credit approval by Seller.Back charges without Seller's prior written approval shall not be accepted.
3. DeliveM Delivery of the Work shall be in material compliance with the schedule in Seller's Documentation Unless Seller's
Documentation provides otherwise.delivery terms are ExWorks Seller's factory(Incoterms 2010).Title to all Work shall pass upon receipt
of payment for the Work under the respective invoice. Unless otherwise agreed to in writing by Seller,shipping dates are approximate only
and Seller shall not be liable for any loss or expense(consequential or otherwise) incurred by Buyer or Buyer's customer if Seller fails to
meet the specified delivery schedule.
4. Ownership of Materials and Licenses. All devices, designs (including drawings, plans and specifications), estimates, prices,
notes.electronic data. software and other documents or information prepared or disclosed by Seller, and all related intellectual property
rights. shall remain Seller's property. Seller grants Buyer a non-exclusive, non-transferable license to use any such material solely for
Buyer's use of the Work. Buyer shall not disclose any such material to third parties without Seller's prior written consent Buyer grants
Seller a non-exclusive, non-transferable license to use Buyer's name and logo for marketing purposes, including but not limited to, press
releases,marketing and promotional materials and web site content
5. Changes. Neither party shall implement any changes in the scope of Work described in Scllcr's Documentation without a mutually agrccd
upon change order. Any change to the scope of the Work,delivery schedule for the Work,any Force Majeure Event,any law,rule,regulation,order,
code, standard or requirement which requires any change hereunder shall entitle Seller to an equitable adjustment in the price and time of
performance.
6. Force Maieure Event. Neither Buycr nor Scllcr shall havc any liability for any breach or delay (except for breach of payment
obligations) caused by a Force Majeure Event. If a Force Majeurc Event exceeds six (6) months in duration, the Seller shall have the right to
terminate the Agreement without liability,upon fifteen(15)days wTittcn notice to Buycr,and shall be entitled to payment for work performed prior
to the date of termination. "Force Maicum Event" shall mean events or circumstances that are beyond the affected party's control and could not
reasonably havc bccn easily avoided or overcome by the affected party and arc not substantially attributable to the other party. Forcc Majcurc Event
may include,but is not limited to,the following circumstances or events: war,act of foreign enemies,terrorism,riot,strike,or lockout by persons
other than by Seller or its sub-suppliers,natural catastrophes or(with respect to on-site work),unusual weather conditions.
7. Warranty, Subject to the following sentence. Seiler warrants to Buyer that the (i) Work shall materially conform to the description in
Seller's Documentation and shall be free from defects in material and workmanship and (ii) the Services shall be performed in a timely and
workmanlike manner. Determination of suitability of treated water for any use by Buyer shall be the sole and exclusive responsibility of Buyer.The
foregoing warranty shall not apply to any Work that is specified or otherwise demanded by Buyer and is not manufactured or selected by Seller,as to
which(i)Seller hereby assigns to Buyer,to the extent assignable,any warranties made to Seller and(ii)Seller shall have no other liability to Buyer
under warranty, tort or any other legal theory. The Seller warrants the Work, or any components thereof, through the earlier of(i) eighteen (18)
months from delivery of the Work or(ii)twelve(12)months from initial operation of the Work or ninety(90)days from the performance of services
(the"Warranty Period*'). If Buyer gives Seller prompt written notice of breach of this warranty within the Warranty Period,Seller shall,at its sole
option and as Buyer's sole and exclusive remedy, repair or replace the subject parts, m-perform the Service or refund the purchase price. Unless
otherwise agreed to in writing by Scllcr.(i)Buycr shall be rcsponsibic for any labor required to gain access to the Work so that Scllcr can assess the
available remedies and(ii)Buyer shall be responsible for all costs of installation of repaired or replaced Work. If Seller determines that any claimed
breach is not, in fact, covered by this warranty, Buycr shall pay Seller its then customary charges for any repair or replacement made by Seller.
Seller's warranty is conditioned on Buyer's(a)operating and maintaining the Work in accordance with Seller's instructions, (b) not making any
unauthorized repairs or alterations, and (c)not being in default of any payment obligation to Seiler. Seller's warranty does not cover(i) damage
caused by chemical action or abrasive material, misuse or improper installation(unless installed by Scllcr) and(ii) media goods(such as, but riot
limited to, resin, membranes, or granular activated carbon media) once media goods are installed. THE WARRANTIES SET FORTH IN THIS
SECTION 7 ARE THE SELLER'S SOLE AND EXCLUSIVE WARRANTIES AND ARE SUBJECT TO THE LIMITATION OF LIABILITY
PROVISION BELOW. SELLER MAKES NO OTHER WARRANTIES OF ANY KiND, EXPRESS OR IMPLIED, INCLUDING WITHOUT
LIMITATION,ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PURPOSE.
8. Indemnity. Scllcr shall indemnify, defend and hold Buycr harmless from any claim, cause of action or liability incurred by Buycr as a
result of third party claims for personal injury,death or damage to tangible property,to the extent caused by Seller's negligence. Seller shall have the
sole authority to direct the defense of and settle any indcannified claim. Seller's indemnification is conditioned on Buycr(a)promptly, within the
Warranty Period,notifying Seller of any claim,and(b)providing reasonable cooperation in the defense of any claim.
(May 2015)
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Agenda Item #11.
9. kssionnxnt. Neither party may assign this Agreement, in %%Mole or in part, nor any rights or obligations hereunder without the prior
written . mwnt of the other party; provided, however, the Seller may assign its rights and obligations under these terms to its affiliates or in
connection with the sale or transfer of the Seller's business and Seller may grant a security interest in the Agreement and"or assign proceeds of the
agreement without Buyer's consent.
10. Termination. Either party may terminate this agreement,upon issuance of a written notice of breach and a thirty(30)day cure period,for
a material breach(including but not limited to,filing of bankruptcy,or failure to fulfill the material obligations of this agreement). If Buyer suspends
an order without a change order for ninety(90)or more days.Sella may thcrcaficr terminate this Agreement without liability,upon fifteen(15)days
written notice to Buyer,and shall be entitled to payment for work performed,whether delivered or undelivered prior to the date of termination.
11. Dispute Resolution. Sella and Buyer shall negotiate in good faith to resolve any dispute relating hereto. if,despite good faith cffons,the
panics are unable to resolve a dispute or claim arising out of or relating to this Agreement or its breach,termination,enforcement, interpretation or
validity,the panics will first seek to agree on a forum for mediation to be held in a mutually agreeable site. If the parties are unable to resolve the
dispute through mediation, then any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination.
cnforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be
determined by arbitration in Pittsburgh, Pennsylvania before three arbitrators who arc lawyers experienced in the discipline that is the subject of the
dispute and shall be jointly selected by Seller and Buyer. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration
Rules and Procedures. The Arbitrators shall issue a reasoned decision of a majority of the arbitrators, which shall be the decision of the panel.
Judgment may be entered upon the arbitrators' decision in any court of competent jurisdiction. The substantially prevailing party as determined by
the arbitrators shall be reimbursed by the other parry for all costs, expenses and charges, including without limitation reasonable attorneys' fees,
incurred by the prevailing party in connection with the arbitration.For any order shipped outside of the United States,any dispute shall be referred to
and finally determined by the International Center for Dispute Resolution in accordance with the provisions of its International Arbitration Rules.
enforceable under the New York Convention (Convention on the Recognition and Enforce-merit of Foreign Arbitral Awards) and the governing
language shall be English.
12. Export Comptlanee. Buyer acknowledges that Seller is required to comply with applicable export laws and regulations relating to the
sale,exportation, transfer, assignment, disposal and usage of the Work provided under this Agreement, including any export license requirements.
Buyer agrees that such Work shall not at any time directly or indirectly be used,exported, sold,transferred,assigned or otherwise disposed of in a
manna which will result in non-compliance with such applicable export laws and regulations. It shall be a condition of the continuing performance
by Sella of its obligations hereunder that compliance with such export laws and regulations be maintained at all times. BUYER AGREES TO
INDEMNIFY AND HOLD SELLER HARMLESS FROM ANY AND ALL COSTS, LIABILITIES, PENALTIES, SANCTIONS AND FINES
RELATED TO NON-COMPLIANCE WITH APPLICABLE EXPORT LAWS AND REGULATIONS.
13. LIMITATION OF LIABILITY, NOTWITHSTANDING ANYTHING ELSE TO THE CONTRARY, SELLER SHALL NOT BE
LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL,SPECIAL, PUNITIVE OR OTHER INDIRECT DAMAGES,AND SELLER'S TOTAL
LIABILITY ARISING AT ANY TIME FROM THE SALE OR USE OF THE WORK,INCLUDING WITHOUT LIMITATION ANY LIABILITY
FOR ALL WARRANTY CLAIMS OR FOR ANY BREACH OR FAILURE TO PERFORM ANY OBLIGATION UNDER THE CONTRACT,
SHALL NOT EXCEED THE PURCHASE PRICE PAID FOR THE WORK. THESE LIMITATIONS APPLY WHETHER THE LIABILITY IS
BASED ON CONTRACT,TORT,STRICT LIABILITY OR ANY OTHER THEORY.
14. Rental Equipment/Services.Any leased or rented equipment("Leased Equipment")provided by Seller shall at all times be the property
of Seller with the exception of certain miscellaneous installation inateria1%purchased by the Buyer,and no right or property interest is transfermd to
the Buyer,except the right to use any such Leased Equipment as provided herein. Buyer agrees that it shall not pledge, lend, or create a security
interest in, pan with possession of, or relocate the Leased Equipment. buyer shall be responsible to maintain the Leased Equipment in good and
efficient working order. At the end of the initial term specified in the order, the terms shall automatically renew for the identical period unless
canceled in writing by Buyer or Seller not sooner than three(3)months nor later than one (1) month from termination of the initial order or any
renewal terms. Upon any renewal, Seller shall have the right to issue notice of increased pricing which shall be effective for any renewed terms
unless Buyer objects in writing within fifteen(15)days of issuance of said notice. if Buyer timely cancels service in writing prior to the end of the
initial or any renewal term this shall not relieve Buyer of its obligations under the order for the monthly rental service charge which shall continue to
be due and owing. Upon the expiration or termination of this Agrecrivent, Buyer shall promptly make any Leased Equipment available to Seller for
removal. Buyer hereby agrees that it shall grant Seller access to the Leased Equipment location and shall permit Seller to take possession of and
remove the Leased Equipment without resort to legal process and hereby releases Seller from any claim or right of action for trespass or damages
caused by reason of such entry and removal.
15. Nii%CdLuicuu*. Thee terms,together with any Contract Documents issued or signed by the Seller,comprise the complete and exclusive
statement of the agreement between the parties(the"Agreement")and supersede any terms contained in Buyer's documents,unless separately signed
by Seller. No part of the Agreement may be changed or cancelled except by a written document signed by Seller and Buyer. No course of dealing or
performance, usage of trade or failure to enforce any term shall be used to modify the Agreement. To the extent the Agreement is considered a
subcontract under Buyer's prime contract with an agency of the United States government,in case of Federal Acquisition Regulations(FARs)flow
down terms, Seller will be in compliance with Section 44.403 of the FAR relating to commercial items and those additional clauses as specifically
listed in 52.244-6,Subcontracts for Commercial Items(OCT 2014). if any of these terms is unenforceable, such term shall be limited only to the
extent necessary to make it enforceable,and all other terms shall remain in full force and effect. The Agreement shall be governed by the laws of the
Commonwealth of Pennsylvania without regard to its conflict of laws provisions. Both Buyer and Seller reject the applicability of the United Nations
Convention on Contracts for the international sales of goods to the relationship between the parties and to all transactions arising from said
relationship.
(May 2015 i
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