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+ CHANGE Contract Transactions +
+ Contract Number 4414 +
+ +
+Vendor Name ENVIRONMENTAL CO INC (TEC) +
+Subject FLOW METERS - FLO-TOTE - USE & REFURBISHING OF +
+Department WATER RESOURCES +
+Status Code SVC +
+ Amount +
+ Begin Date 01/29/2004 +
+ Insurance End Date 07/29/2005 +
+ Type. Amount Review Date 02/15/2007 +
+ GL $2000000.00 +
+ AL $1000000.00 +
+ E&O $2000000.00 +
+ Insurance Total $5000000.00 +
+ Insurance Review Date 11/01/2005 +
+ +
+ Comments VAULT 01/01/2007 +
+ +
+ +
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AMENDMENT 1 TO
AGREEMENT FOR THE USE AND REFURBISHING OF
FLO-TOTE FLOW METERS
This is an amendment to that contract for the use and refurbishing of Flo-Tote
flow meters entered into on the 29th day of January, 2004 (Contract), between the City of
Bremerton (City) and the Environmental Company, Inc. (TEC).
Whereas, the City and TEC have entered into a Contract wherein the City has
provided equipment to TEC to perform data and stormwater sample collection for Project
ENVVEST; And
Whereas, TEC wishes to extend the length of the term of the Contract where it
will use four (4) Marsh-McBimey Flo-Totes; And
Whereas, the City has no objection to an extension of the term during which the
four (4) Marsh-McBirney Flo-Totes will be used by TEC.
NOW, THEREFORE, in consideration of the terms and conditions contained
herein, the City and TEC mutually agree that Section II. of the agreement is modified to
read as follows:
II. Term: This Agreement commences on the date of the execution of this agreement
and terminates on July 29, 2005 unless another date is substituted pursuant to Sections
VI.D or VII.
This document will become a supplement to the Contract and all provision swill
apply hereto.
IN WITNESS WHEREOF the parties hereto have executed this Amendment the
date and year indicated.
THE ENVIRONMENTAL COMPANY
Donald E. Nelson, Chief Financial Officer, TEC
CITY OF BREMERTON
Cary Bozeman, Mayor Date
Departmental Approval
Mike M~echam, Ciiy Engineer
Approved as to form: ,~
Pg~er A. Lubo9ich, City Attorney
/~t~l~t J01~s~h;Int~ri~n City Clerk
R:~LEGAL\Cont~acts~PUBLIC WORKS\Amendment to TEC agreement,doc
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INSERT Contract Maintenance
Contract Number 4414
Vendor Name ENVIRONMENTAL CO INC (TEC)
~Subject FLOW METERS - FLO-TOTE - USE & REFURBISHING OF
~Department WATER RESOURCES
IStatus Code SVC
Amount
Begin Date 01/29/2004
Insurance End Date 01/28/2005
Type Amount Review Date 06/01/2004
IPress Fi for GL
valid insurance
type codes
Insurance Total $0.00
Insurance Review Date 04/01/2004
+
Comments SAMPLER TO BE RETURNED 7/1/04
NEED CERTIFICATE OF INSURANCE
+
AGREEMENT FOR Tl-lF~ USE AND REFIRBISHING OF
FLO-TOTE FLOW METERS
THIS IS A CONTRACT for the usc and refurbishing of Flo-Tote flow meters made and
entered into this 29ch day of January ,2004, by and between the City of Bremerton,
hereinafter called "City" and The Environmental Company, Inc., hereinafter called "TEC,"
referred to collectively as the "Parties."
WHEREAS, the Puget Sound Naval Shipyard (PSNS) is currently conducting a project
called ENVVEST that includes the collection of data fi.om the City's storm water system; AND
WHEREAS, TEC is contracting with PSNS to pcrfon-n certain data collection activities
for Project ENVVEST that require the use of flow meters; AND
WHEREAS, Thc City is both benefited by Project ENVVEST and owns flow meters,
known as Flo-Totes, which could be used by TEC to perform the data collection that it has
contracted to perform; AND
WHEREAS, the City's Flo-Totes arc in need of refurbishing and TEC has agreed to
refurbish the Flo-Totes, if it is given permission to use the Flo-Totes to perform its data collection
for Project ENVVEST.
NOW, THEREFORE, in consideration of thc terms and conditions contained herein,
and attached and incorporated and made a part hereof, the City and TEC mutually agree
that thc City will provide equipment to TEC to perform data and stormwater sample collection for
Project ENVVEST and TEC shall return the City's equipment to the City refurbished as follows:
I. Scope:
A. The City shall:
1. Provide four (4) Marsh-McBirney Flo-Totes [Serial numbers/Asset
tags C04557/08922, C4551/08921, C04303/09000 and A01082/No
Tag] and associated installation hardware, if available, to TEC for use
by TEC on project ENVVEST during the term of this agreement; and
2. Provide one (1) Isco Inc. Model 3700C Sampler and Controller [Serial
number/Asset tag 200K01765/07641] to TEC for use by TEC on
project ENVVEST until July 1~ 2004, when the sampler will be
returned to the City, cleaned and in good operating condition.
B. The TEC shall:
1. Send the Marsh-McBimey Flo-Tote's to their manufacturer for
servicing and calibration prior to installation into the City's stormwatcr
sewer system. This will ensure that the Flo-Totes are in good
operating condition and ready for field deployment; and
2. Install, operate and properly maintain the equipment (See Section I. A.
1 & 2 above) provided by the City in accordance with manufacturers
specifications: desiccants changed, use only Alkaline lantern batteries
in Flo-Totes. Use the equipment only in the City of Bremerton's storm
water sewer system to collect data for Project ENVVEST (PSNS); and
3. With Puget Sound Naval Shipyard approval, TEE will provide data flies
collected from the Marsh-McBimey FIo-Tote's in raw format as soon as
possible after downloading from the flow meter; and
4. Return equipment to the City via letter of transmittal, cleaned and in
good operating condition with all associated parts and apparatus that
were received fi.om the City to operate the devices. This shall include
the provision of certificates of calibration and work completed for each
of the pieces of equipment; and
5. Traffic control, right-of-way permits, confined space entry safety
equipment and devices are supplied by the contractor at their expense;
and
6. Be responsible for all activities associated with the use and care of the
equipment. Repair or replacement of damaged or stolen equipment
shall be the sole responsibility of TEC.
C. The Scope of Work may be modified only pursuant to Section VI. D. of this
Agreement.
II. Term: This Agreement commences on the date of execution of this Agreement and
terminates one (1) year later unless another date is substituted pursuant to Sections VI. D.
or VII.
III. Relationship of Parties: TEC is skilled in the matters addressed in the Scope of
Work and is performing independent functions and responsibilities within its field of expertise.
TEC and its personnel are independent contractors and not employees of the City. TEC and its
personnel have no authority to bind the City or to control the City's employees. As an
independent contractor, TEC is responsible for its own management. The City's administration
and enforcement of this Agreement shall not be deemed an exercise of managerial control over
TEC or its personnel.
IV. Licenses & Taxes: TEC shall possess a current Bremerton Business License and
regulatory licenses required to fulfill TEC's obligations under this contract. As an
independent contractor, TEC is responsible for payment of all taxes and licensing fees
necessary to perform its obligations under this Agreement.
V. Insurance and Hold Harmless: Prior to the commencement date of this Agreement,
TEC shall provide Certificates of Insurance to the City's Risk Manager verifying the
coverage under a comprehensive general liability ("CGL") policy providing coverage of at least
$500,000 per occurrence and including bodily injury and property damage. The CGL shall name
the City as an additional insured. The CGL policy shall remain in full force and effect, and
provide coverage for the full term of this Agreement. Insurer shall provide the Risk Manager
with 30 days written notice of any cancellation or change of coverage of the policy.
TEC shall be solely responsible for the acts and failures to act of its personnel,
which arise in any way out of performance of this Agreement. TEC agrees to defend,
indemnify, and hold harmless the City and its officials and employees from and against all
liability, loss, damages, and expenses, including costs and attorneys' fees, resulting from actions,
claims, and lawsuits arising or alleged to have arisen, in whole or in part, out of or in
consequence of the acts or failures to act of TEC, its employees, its sub-contractors, its
agents, or its assigns in the performance of this Agreement.
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VI. General Conditions:
A. Entire Agreement: This Agreement and its Exhibits constitutes the entire agreement
between the Parties, and the Parties acknowledge that there are no other agreements, written or
oral, that have not been set forth in the text of this Agreement.
B. Compliance with Laws: TEC shall comply with all applicable Federal, State,
and local laws in performing its obligations under this Agreement.
C. Severability: Should any part of this Agreement be found void, the balance of the
Agreement shall remain in full force and effect.
D. Modification: This Agreement may only be modified by written instrument signed by
both Parties.
E. Notices: Notices shall be in writing and delivered to the following addresses:
City Address TEC Address
Water Resources Manager Don Nelson, Controller
Bremerton Public Works & Utilities The Environmental Company, Inc.
3027 Olympus Drive 2496 Old Ivy Road
Bremerton, WA 98310 Charlottesville, VA 22903
F. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a
waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be
deemed waiver of any other right or power.
G. Choice of Law and Venue: This Agreement shall be interpreted according to the laws
of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement
shall be brought in Kitsap County Superior Court.
VII. Termination: This Agreement may be terminated, at will, by either Party upon ninety
(90) days notice to the other Party. This Agreement may be immediately terminated for cause by
a Party if the other Party substantially fails to perform through no fault of the terminating Party,
and the non-performing Party does not commence correction of the failure of performance within
five days of the terminating Party's sending notice to the non-performing Party.
Upon termination, the City shall be entitled to copies of all TEC's records and data
pertaining to performance under this contract.
VIII. Successors and Assigns: The City and TEC each agree to be bound to the other
party in respect to all covenants, agreements, and obligations contained in this contract. Neither
party shall assign the contract in part or as a whole, without the written consent of the other.
IN WITNESS WHEREOF the parties hereto have executed this Contract the date and
year indicated.
THE ENVIRONMENTAL COMPANY
~~ 1/29/04
Dick Heiderstadt, Executive Vice President, TEC date
Mayor date
Public Works & Utilities
Approved as to form:
City Attorney
~~,*~ City Clerk
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