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HomeMy WebLinkAboutLAIDLAW ENVIRONMENTAL SERVICES - CONTRACT - RFP - P525 HAZARDOUS WASTE DISPOSALVC SERVICE CONTRACT FOR DISPOSAL OF HAZARDOUS MATERIALS THIS SERVICE CONTRACT, dated for reference purposes only this 25th day of July, 1994, is made and entered into by and between the COUNTY OF JEFFERSON, STATE OF COLORADO, a body politic and corporate (the "County") and LAIDLAW ENVIRONMENTAL SERVICES (TS), INC., whose address is 2815 Old Greenbrier Pike, Greenbrier, Tennessee 37073-4514 ("Contractor"). WITNESSETH: WHEREAS, the County generates certain hazardous wastes in its day to day operations which must be disposed of in accordance with State and Federal laws and regulations; and WHEREAS, the County also "inherits" wastes abandoned on public property which must also be disposed of in accordance with State and Federal laws and regulations; and WHEREAS, the Contractor offers hazardous waste disposal services which include the transportation, incineration, recycling, destruction and/or disposal of said hazardous wastes; and WHEREAS, the County distributed a Request for Proposal numbered 205-93P; and WHEREAS, the Contractor's proposal is acceptable to the County, price and other factors considered. -1- BB3913.DOC CC94- 447=-' Service Contract shall waive any immunity, defense or limitation of liability available to the County under the Colorado Governmental Immunity Act, Section 24-10-101, et seq., 10A, C.R.S. (1988 & 1993 Supp.), or any other provision of Colorado law. The parties further understand and agree that the Colorado Constitution, Article XI, Section 1, prohibits the assumption by the County of any debt, liability or claim of any person, company or corporation, public or private. To the extent that this subparagraph 9(b) is declared a violation of said constitutional provision or otherwise determined to be invalid by a court of competent jurisdiction, it shall be null, void and of no effect with respect to the obligations and the rights of the parties. (c) Prior to commencing the Work, the Contractor shall procure workers compensation insurance, at least at statutory employer's liability limits, provided either by an insurance carrier licensed to do business in the State of Colorado or by the Colorado Compensation Insurance Authority. The Contractor shall also procure and maintain commercial general liability insurance on a comprehensive form which affords coverage of not less than $2,000,000 combined single limit per occurrence for bodily injury, including death, and property damage, and limits of liability of not less than $2,000,000 per occurrence for -10- BB3913.DOC personal injury, with an aggregate limit of not less than $4,000,000 for all claims related to or arising out of the performance of the Work. The Contractor's liability. insurance shall include, without limitation, products/ completed operations, independent contractor's protection, and contractual liability coverages. The Contractor shall also procure and maintain pollution liability insurance covering sudden and non -sudden pollution which affords coverages of not less than $2,000,000 per occurrence with an aggregate limit of not less than $2,000,000. Non -sudden coverage applies only to the hazardous waste landfills of Laidlaw Environmental Services of South Carolina, Inc., Laidlaw Environmental Services (Imperial Valley), Inc. and Laidlaw Environmental Services (Lokern), Inc. The Contractor shall also procure and maintain vehicle liability insurance, including owned, hired and non -owned coverage and liability for the transportation of materials from County sites, with limits of not less than $2,000,000 per occurrence. The Contractor shall also obtain any additional insurance it deems necessary, or required endorsements mandated or applicable to this type of service to insure and protect against the liability accepted or assumed by the Contractor pursuant to subparagraph 9(a). All such insurance shall be maintained in full force and effect at Contractor's expense during the period of -11- BB3913.DOC performance hereunder, and during any extension hereof. Certificates of Insurance providing evidence of the insurance coverages required herein shall be delivered to the Jefferson County Risk Management Department, 100 Jefferson County Parkway, Suite 4520, Golden, Colorado 80419 prior to commencement of any Work pursuant to this Service Contract. Such Certificates shall require each provider of insurance coverage to give thirty (30) days written notification to the County prior to the modification, cancellation or termination of such coverage. The County shall be named as an additional insured on the commercial general and automobile liability Certificates of Insurance. 10. WARRANTIES. (a) The County warrants that, to its best knowledge, all wastes which may be served or received by the Contractor pursuant to this Service Contract shall materially conform to the Waste Profile Sheet or any other waste descriptions represented to the Contractor by the County. (b) The County warrants that, to its best knowledge, (i) the County holds clear title to all wastes generated by the County (specifically excluding "inherited" wastes abandoned on public property as referred to in the recitals above) which may be served or received by Contractor -12- BB3913.DOC pursuant to this Service Contract and is under no legal restraint or order which would prohibit transfer of possession or title of such waste to Contractor or prohibit the servicing of such waste by Contractor, and (ii) all such wastes generated by the County were generated in compliance with applicable laws. (c) The Contractor warrants that its services performed under this Service Contract shall comply with all requirements of federal, state and local laws, regulations, and ordinances. (d) The Contractor warrants that it has in effect and will use its best efforts to maintain all permits, licenses, and governmental authorizations and approvals required for treating, transporting, storing, or disposing the wastes which are or may become the subject of this Service Contract. Upon request, the Contractor will furnish the County summary copies of permits, licenses, authorizations or approvals in effect relating to the wastes to be treated, transported, stored, or disposed of hereunder. If any change occurs to such permits, licenses, authorizations or approvals which materially affects any right or obligation contained in this Service Contract, the Contractor shall promptly notify the County. (e) The Contractor warrants that all permits, licenses, authorizations, and approvals required for -13- BB3913.DOC 0 transportation of the wastes by federal, state and local laws, regulations, and ordinances shall be in effect at the time of transportation. (f) The party supplying containers for the transportation of wastes warrants that the containers shall comply with all federal, state and local laws, regulations and ordinances which may be applicable to their packaging or transportation, including, but not limited to DOT regulations. If such containers are supplied by the County, the County shall comply with any additional requirements Contractor may have with respect to containers which are acceptable to the County, provided Contractor has previously provided the County with a written copy of such additional requirements. 11. APPROVAL OF SUBCONTRACTORS. (a) The Contractor shall not employ any subcontractors without the prior written approval of the County's Authorized Representative(s). The Contractor shall be responsible for the acts and omissions of its agents and employees and of its subcontractors and their agents and employees. The Contractor shall be responsible for coordinating all Work performed by its subcontractors and their agents and employees. (b) The Contractor agrees to bind each subcontractor to the terms of this Contract so far as applicable to the BB3913.DOC OXIM work of such subcontractor. 12. APPLICABLE LAWS AND LICENSES. The Contractor shall abide by all applicable laws, regulations and , administrative rulings of the United States, the State of Colorado, the County of Jefferson, and any other applicable political subdivision, particularly the Resource Conservation and Recovery Act, the Hazardous Materials Transportation Act and associated regulations. The Contractor will secure, at its own expense, any necessary licenses and permits required for the performance of the Work, including but not limited to those licenses and permits required pursuant to subparagraph 10(d). 13. EQUAL EMPLOYMENT OPPORTUNITY• USE OF COLORADO LABOR• UNAUTHORIZED ALIENS. The Contractor shall not refuse to hire, discharge, promote or demote, or discriminate in matters of compensation against any person otherwise qualified, solely because of race, creed, sex, color, national origin or ancestry, disability or age. The Contractor shall not knowingly employ unauthorized aliens to perform any portion of the Work, and shall comply with the provisions of the Immigration Reform and Control Act of 1986. 14. AMENDMENT. This Service Contract may not be modified or amended except by an agreement in writing signed by the parties BB3913.DOC The County's Authorized -15- Representatives are not authorized to agree to or to accept such an amendment. 15. OWNERSHIP OF DOCUMENTS. (a) Any information gathered by the Contractor for use in any report required pursuant to this Service Contract, whether the, same be partially or fully completed, shall be the sole property of the County and in case of termination of this Service Contract prior to completion, the same shall be delivered to the County. Under no circumstances will the Contractor reveal any information gathered under this Service Contract to anyone other than authorized personnel or agents of the County, except when required to do so by federal or state law, (in which event the Contractor shall so notify the County immediately) or with the prior written consent of the County. (b) The Contractor shall use the information obtained in the performance of this Contract only in the furtherance of the purposes of this Service Contract and shall maintain the confidentiality of all such information in accordance with applicable laws and regulations. 16. TERMINATION. (a) The County, by written notice to the Contractor, may terminate this Service Contract, in whole or in part, for failure of the Contractor to comply with a material provision of the Contract Documents. In such event, the -16- BB3913.DOC W Oak Contractor shall be liable for damages, including the cost of procuring similar disposal services, and all other expenses incurred by the County because of such failure; provided, however, if the County determines that the Contractor's failure to perform is beyond the Contractor's control, and is not the result of its fault or negligence the termination shall be deemed to be a termination for convenience under subparagraph 16(b). (b) The County, by written notice, may terminate this Contract in whole or in part, when it is deemed by the County to be in its best interest to do so. The County shall be liable only for that portion of the Work which has been satisfactorily completed by the Contractor or its subcontractors prior to receipt of written notification of termination. (c) Financial obligations of the County, payable after the current fiscal year, are contingent upon funds for such purposes being appropriated, budgeted and otherwise made available during any such subsequent year. If funds are not so appropriated, budgeted and made available, the County may terminate this Service Contract by notice to the Contractor and the County shall be liable only for payment as provided in subparagraph 16(b). As of the date hereof, the County's fiscal year is the calendar year. -17- BB3913.DOC 0 (d) The Contractor may terminate this Service Contract upon sixty (60) days prior written notice to the County. (e) Termination by either party under this Paragraph 16 shall be without prejudice to any other remedy the terminating party may,have and shall not affect the covenants of the parties set forth herein with respect to waste which has been delivered prior to the effective date of termination. 17. OFFICIALS NOT TO BENEFIT. No member of County government, whether elected or employed thereby, shall be paid or receive directly or indirectly any share or part of this Service Contract or any benefit that may arise therefrom. The Contractor warrants that it has not retained any company or person (other than a bona fide employee working solely for the Contractor) to solicit or secure this Service Contract, and that the Contractor has not paid or agreed to pay any company or person other than a bona fide employee working solely for the Contractor, any fee, commission, percentage, or brokerage fee, resulting from the award of this Service Contract to the Contractor, and that upon learning of any breach or violation of this provision the County shall have the right to terminate this Service Contract forthwith with no further liability or obligation for payment hereunder. BB3913.DOC 18. SALES TAX EXEMPTION The Contractor, subcontractors or material suppliers will not be required to pay Colorado State sales and use taxes on materials or equipment incorporated into the Work. The Contractor shall obtain a sales tax exemption permit from the State of Colorado, Department pf Revenue, if necessary to obtain materials for the Work required hereunder without having to pay Colorado State sales tax. 19. MISCELLANEOUS PROVISIONS. (a) This Service Contract and the rights and duties of the parties hereunder shall be interpreted in accordance with the laws of the State of Colorado applicable to contracts made and to be performed entirely within the state, and the courts of such state shall have sole and exclusive jurisdiction of any dispute or litigation arising hereunder. (b) Venue for any and all legal actions arising hereunder shall lie in the District Court in and for the County of Jefferson, State of Colorado. (c) Any notice or communication given pursuant to this Service Contract shall be given in writing, either in person or by certified mail, return receipt requested. If given in person, notice shall be deemed given when actually given. If given by certified mail, notice shall be deemed given at the time indicated on the duly completed return -19- BB3913.DOC NOW, THEREFORE, for and in consideration of the covenants and conditions set forth herein, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, the County and the Contractor agree as follows: 1. CONTRACT DOCUMENTS. The Contract Documents shall consist of this Service Contract, the Request for Proposal, the Contractor's Response to the Request for Proposal Questionnaire and the Contractor's Proposal (including the Disposal/Fee Schedule), all of which are incorporated herein by reference as though set forth in full herein, whether or not attached hereto, and shall form an integral part of this Service Contract. The Contractor shall update its Response to the Request for Proposal Questionnaire when necessary to insure its continued accuracy. If there is any conflict between this Service Contract and any other Contract Document, this Service Contract shall control. The Contract Documents constitute the entire Agreement of the parties hereto and supersede all prior oral or written understandings or statements with respect to the subject matter of this Service Contract. 2. STATEMENT OF THE WORK. The parties agree that this Service Contract is intended to provide a non-exclusive mechanism by which the County may, but is not obligated to, utilize the Contractor's hazardous waste -2- BB3913.DOC receipt. to: Notice to the Contractor shall be delivered or mailed Laidlaw Environmental services (TS), Inc. 2815 Old Greenbrier Pike Greenbrier, TN 37073-4514 with a copy to: Laidlaw Environmental Services, Inc. Post Office Box 210799 Columbia, SC 29221 Attention: Legal Department or such other address as Contractor may from time to time designate by notice to the County. Notice to the County shall be delivered or mailed to: James Ellis, Acting Director Public Works Division 100 Jefferson County Parkway Golden, CO 80419-4570 with a copy to: Frank J. Hutfless Jefferson County Attorney Jefferson County Government Center 100 Jefferson County Parkway Golden, CO 80419-5500 or to such other address as the County may from time to time designate by notice to Contractor. (d) The County shall give written notice to Contractor of a claim for indemnification within fifteen (15) days following the County's first knowledge of the existence of the claim. Contractor has no obligation to indemnify the County when the County does not provide -20- BB3913.DOC timely notice of a claim as required herein. (e) Contractor shall give written notice to the County of a claim for indemnification within fifteen (15) days following Contractor's first knowledge of the existence of the claim. The County has no obligation to indemnify Contractor (to the extent permitted by law as described hereinabove) when Contractor does not provide timely notice of a claim as required herein. (f) This Service Contract is voidable by the County if assigned by the Contractor without the prior written consent of the County. (g) The indemnifications and warranties provided herein shall survive the completion of the Work and the termination of this Service Contract. 20. EXCUSE OF PERFORMANCE. Contractor's obligation to accept for servicing any waste pursuant hereto may be suspended (i) in the event of act of God, war, riot, fire, explosion, accident, flood, sabotage; or (ii) to the extent necessary to comply with governmental requests, laws, regulations, orders or actions; or (iii) to the extent revocation or modification of governmental permits or other required licenses or approvals prevents the delivery, transportation, acceptance, treatment, incineration, recycling or disposal of the waste. 21. ACCESS TO PREMISES. The County grants to -21- BB3913.DOC Contractor, its agents and employees, during the term of this Service Contract, reasonable access to such of the County's premises as may reasonably be required by Contractor for the purpose of fulfilling its obligations under this Service Contract. Contractor shall comply with the County's safety procedures while on the County's premises, provided copies of the safety procedures have been made available to Contractor. In the event any non-public access provided by the County for performance of the Work is insufficient to bear the weight of Contractor's equipment and vehicles which are reasonably necessary to perform the Work, the County releases the Contractor from any claims for damages suffered by the County resulting therefrom; provided that Contractor's equipment and vehicles shall have been in compliance with applicable federal, state and local weight laws and other applicable laws and provided further that such damages shall not have been the result of Contractor's negligence or wilfull misconduct. IN WITNESS WHEREOF, the parties hereto have executed this Service Contract. ATTEST: COUNTY OF JEFFERSON D� �J /J/� STATE � 0 ORADO // UC'/ /YGG-C'X By: D-puty C erk & Recorder Betty J. M ler, Chairman Board of County Commissioners Date: 5'-,a_2Aj -22- BB3913.DOC WITNESS: Secretary APPROVED AS TO FORM: Je frey HI Donelson Assistant County Attorney CONTRACTOR: LAIDLAW ENVIRONMENTAL SERVICES (TS), INC. By: Name: Marc Simon Title: Facility Manager Date: August 15, 1994 -23- BB3913.DOC ATTACHMENT A JEFFERSON COUNTY PURCHASING DEPARTMENT GOLDEN, CO LABPACK WASTE (ALL-INCLUSIVE PRICING) LABPACK - INCINERATION 55 GALLON $ 450.00 30 GALLON $ 325.00 5 GALLON $ 95.00 LABPACK - LANDFILL 55 GALLON $ 190.00 30 GALLON $ 150.00 5 GALLON $ 95.00 LABPACK - TREATMENT 55 GALLON $ 450.00 30 GALLON $ 325.00 5 GALLON $ 95.00 LABPACK - LANDFILL (MERCURY) 55 GALLON $ 590.00 30 GALLON $ 590.00 5 GALLON $ 235.00 RECYCLING - ROTARY KILN 55 GALLON $ 495.00 30 GALLON $ 290 00 5 GALLON $ 95.00 *REACTIVES $ 35.00/LB. *ALL COST ASSOCIATED WITH REACTIVE DISPOSAL ARE ESTIMATES. AT THE TIME OF PICK-UP, AN ESTIMATED WEIGHT WILL BE GIVEN FOR EACH CONTAINER AND ITS CONTENTS AND THE WEIGHT RECORDED ON THE CONTAINER CONTENT SHEET. ACTUAL BILLING FOR REACTIVES WILL BE BASED UPON THE GROSS WEIGHT OF THE DRUM AND ITS CONTENTS. BULK WASTE (ALL-INCLUSIVE) WASTE DESCRIPTION DISPOSAL METHOD UNIT COST FUELS FUEL BLENDING $ 170.00/85 $ 170.00/55 $ 130.00/30 $ 50.00/5 ATTACHMENT A JEFFERSON COUNTY PURCHASING DEPARTMENT GOLDEN, CO (CONTINUED) WASTE DESCRIPTION DIPSOSAL METHOD UNIT COST INCINERATION INCINERATION $ 510.00/85 (LIQUIDS, SOLIDS) $ 420.00/55 $ 390.00/30 $ 150.00/5 TREATMENT WASTE TREATMENT $ 260.00/85 $ 190.00/55 $ 150.00/30 $ 95.00/5 LANDFILL LANDFILL $ 260.00/85 $ 190.00/55 $ 150.00/30 $ 95.00/5 RECYCLING ROTARY KILN $ 390.00/85 $ 350.00/55 $ 250.00/30 $ 95.00/5 ISOCYANATES FUEL BLENDING $1200.00/85 $ 995.00/55 $ 775.00/30 $ 150.00/5 CYANIDE SOLID TREATMENT $1230.00/85 $1190.00/55 $ 890.00/30 $ 590.00/5 CYANIDE LIQUID TREATMENT $ 490.00/85 $ 450.00/55 $ 350.00/30 $ 225.00/5 CHLORINATED RECOVERY CHLORINATED RECOVERY $ 380.00/85 $ 295.00/55 $ 295.00/30 $ 140.00/5 ATTACHMENT A JEFFERSON COUNTY PURCHASING DEPARTMENT GOLDEN, CO (CONTINUED) WASTE DESCRIPTION DIPSOSAL METHOD UNIT COST EMPTY DRUMS RECYCLING $ 30.00/85 $ 25.00/55 $ 25.00/30 $ 10.00/5 NON-HAZ. TREATMENT/ NON-HAZ. TREATMENT $ 180.00/85 LANDFILL $ 120.00/55 $ 95.00/30 $ 50.00/5 **PCB BALLAST PCB DISPOSAL/LANDFILL $ 450.00/85 (< 100 CUBIC INCHES) $ 450.00/55 $ 435.00/30 **PCB SOLIDS/BALLAST/CAPS PCB DISPOSAL/INCINERATION $ 2.65/LB. **PCB SOLIDS PCB DISPOSAL/LANDFILL $ 450.00/85 $ 450.00/55 $ 435 00/30 **OUT -OF -SERVICE DAYS <200. ALL PCB SOLID MATERIAL MUST BE PACKAGED IN 17C SPECIFICATION OR EQUILAVENT CONTAINER. TSCA LIQUIDS MUST BE PACKAGED IN 17E SPECIFICATION CONTAINER. HAZARDOvo WASTE DISPOSAL SERVICES PROPOSAL 205-93P REQUEST FOR PROPOSAL QUESTIONNAIRE Jefferson County is accepting proposals for the disposal of hazardous waste in accordance with the terms and conditions described herein. If you feel your firm is interested and qualified to provide the services requested, complete all blanks indicated below, attach information requested and return to the Jefferson County Purchasing Department, in quadruplicate, no later than the date and time specified herein. 1. Submitted by: Laidlaw Environmental Services (TS), Inc. a. corporation X Partnership Individual Joint Venture Other Describe b. Office location which will be responsible for providing these services: 2815 Old Greenbrier Pike Greenbrier,3/0/-5-4514 2. Number of years your firm has been doing business under the name stated above in the State of Colorado: 3 Years 3. Number of years your firm has provided hazardous waste disposal services. 13 Years 4. If the durations stated in items 2 and 3 above are not equal, what other services did you provide and what other name did your business use during that period which differs? Triangle Resources, Inc. and GSX Services, Inc. as a hazardous waste management disposa company S. Number of people in your organization at the location indicated above: 70 6. Number of people who will be assigned to this project: 2 7. Provide resumes of key personnel to be assigned to this project. Describe their authorities and responsibilities. See attached 8. Provide your E.P.A. Generator Identification number: TND000645770 Attach a photocopy to your response. See attached 9. Provide P.U.C. Transportation Permit numbers for your firm and all firms you may subcontract with in the event you are awarded a contract. Attach photocopies to your response. See attached. Laidlaw will provide all transportation. 10. What services, other than hazardous waste disposal services, does your firm presently provide? Remediation services 4 U IV. Company/Agency Name: Contact Name: Phone Number: Length of Association: Description of services: LN HAZARDO, WASTE DISPOSAL SERVICES PROPOSAL 205-93P University of Colorado, Boulder, CO Ic Iani Types of Products Disposed: All types of hazardous waste Estimated Volumes: Approximately 100-150, 000/lbs. /year Company/Agency Name: Larimer County, Colorado Contact Name: Janelle Henderson Phone Number: (303) 498-5771 Length of Association: 3 years Description of Services: Permanent Site Household Hazardous Waste Collecti Types of Products Disposed: Household Hazardous Waste Estimated volumes: Approximately 50-60 000/lbs./year 13. List financial references and include your two most recent financial statements. THIS IS A MANDATORY REQUIREMENT OF THE PROPOSAL. IF REVIEW IS TO BE RESTRICTED TO OUR SELECTION COMMITTEE AND/OR FINANCIAL OFFICER, MARK THESE DOCUMENTS ACCORDINGLY. I. Company Name: Contact: Phone Number: II. Company Name: Contact: Phone Number: III. Company Name: Contact: Phone Number: See attached Credit Information Sheet 11 HAZARDO, WASTE DISPOSAL SERVICES • PROPOSAL 205-93P 23. Provide a fee schedule for each method of disposal for each type of waste. See attached pricing schedule 24. Would your firm agree to extend these rates to other government entities that may be interested in utilizing your services? Yes No X If yes, will it impact the rates offered to the County? 25. Describe why your firm is best suited for this project: Laidlaw is suited for this project for many reasons. Our experience, indemnifi- cation training requirements personnel, customer service, and financial stability all make Laidlaw fully qualified to complete this protect. n i disposal services. The parties agree further that the County does not incur any financial obligations as a result of this Service Contract and that hazardous wastes disposed of pursuant hereto will be requisitioned for via a separate document, typically a purchase order. The Contractor shall assume ownership of and full responsibility for the proper transportation and disposal of any hazardous wastes it takes possession of pursuant to this Service Contract. The Contractor shall provide the County with an updated list of those hazardous wastes that it is able to dispose of ("Listed Waste"), including the available methods of disposal for each such waste, when necessary to insure the continued accuracy of the list provided as part of the Contractor's Proposal Sheet. The Contractor shall recycle, use as supplemental fuels, or incinerate the hazardous wastes whenever possible. If a hazardous waste is incinerated, the Contractor shall provide a Certificate of Destruction to the County within twenty-one (21) days after its incineration. The Certificate of Destruction shall include a numerical identification for each container incinerated and the date of incineration of said container. The Contractor shall furnish the labor, machinery, equipment, materials, and supplies necessary for or incidental to the complete and timely performance of everything described or reasonably implied from this -3- BB3913.DOC �- HAZARDOI HASTE DISPOSAL SERVICES PROPOSAL 205-93P PRINT THE WORDS "NO EXCEPTION^ HERE IF THERE ARE NO EXCEPTIONS TAKEN TO ANY OF THE TERMS, CONDITIONS, OR SPECIFICATIONS OF THESE PROPOSAL DOCUMENTS. IF THERE ARE EXCEPTIONS TAKEN TO ANY OF THE TERMS, CONDITIONS, OR SPECIFICATIONS OF THESE PROPOSAL DOCUMENTS, THEY MUST BE CLEARLY STATED ON A SEPARATE SHEET OF PAPER, ATTACHED TO THIS SHEET AND RETURNED WITH YOUR PROPOSAL. If you feel your firm is interested and qualified, provide the information to Jefferson County Purchasing Department, 100 Jefferson County Parkway, Suite 4530, Golden, Colorado 80419 NO LATER THAN 11.00 A.M., ON NOVEMBER 12, 1993. If you have any questions regarding this request, please contact Phil Tinsley, Jefferson County Purchasing Department, at (303) 271-8584. COMPANY NAME Laidlaw Environmental Services (TS), Inc. PHONE (615) 643-4511 COMPANY ADDRESS 2815 old Greenbrier Pike Greenbrier TN 37073-4514 AUTHORIZED SIGNATURE • &' <;�' DATE 11-11-93 PRINTED NAME AND TITLE Marc Simon - Facility Manager 10 Service Contract and in such manner as to comply with the Contract Documents (the "Work"). The Work shall be performed in a professional manner in accordance with all Federal and State laws and regulations, specifically those laws and regulations concerning the manifesting, transporting and disposing of hazardous wastes. 3. KNOWLEDGE OF THE WORK. Before submitting its proposal, the Contractor has become fully informed regarding the Work and any materials or equipment required, including the amount and quantity thereof. No adjustment or modification to the Disposal/Fee Schedule will be allowed for a misunderstanding of the Work or of the equipment or material requirements or of the provisions contained in the Contract Documents. The selection of materials and equipment for the Work shall be in accordance with Federal and State laws and regulations and the Contract Documents. 4. IDENTIFICATION OF THE WASTES. The County will identify those wastes it generates or characterize the waste to be disposed of using material safety data sheets to the extent practicable. The County will identify inherited hazardous wastes by laboratory analysis and supporting analytical data and will include it in the request for disposal services part of the Waste Profile Sheet -4- BB3913.DOC Said information will be A Waste Profile Sheet for u wastes being disposed of hereunder shall be completed by the County prior to the Contractor taking possession of the wastes. If a hazardous waste is misidentified in a Baste Profile Sheet, the Contractor will bill the County based upon the actual waste being disposed of after it has procured the County's•Authorized Representatives' consent to dispose of the misidentified waste. If such consent is not procured or if the Contractor is unable to properly dispose of the waste, the Contractor shall return possession of the waste to the County and it will be reimbursed for the actual cost incurred in doing so. Ownership of misidentified wastes returned to the County shall revert to the County at such time as the County declines to have the Contractor dispose of the waste or the Contractor determines that it is unable to properly dispose of the waste. Irrespective of when title passes, the Contractor shall be responsible for proper handling, transportation, storage, treatment, and disposal, for any bodily injury or damage to property which may thereafter be caused by the wastes, unless such injury or damage is caused by breach of the County's warranties provided hereunder while the wastes are in the Contractor's possession. 5. PERIOD OF PERFORMANCE. The term of this Service Contract shall be for two (2) years from the date of its BB3913.DOC -5- complete execution. This Service Contract shall be automatically renewed for additional two (2) years terms so long as the County appropriates monies for disposal of hazardous wastes at the rates set forth in the Disposal/Fee Schedule. The Contractor shall take possession of a hazardous waste(s) within thirty (30) calendar days after the County's Authorized Representative(s) gives written notice of the intent to have the Contractor perform disposal services hereunder. The County's Authorized Representatives may modify the start or completion dates of the Work performed pursuant to this Service Contract unless doing so would violate a State or Federal law or regulation governing storage or disposal of hazardous wastes. 6. AUTHORIZED REPRESENTATIVES. The County designates the Safety Coordinator for the Department of Public Works, John Mayo, and the Hazardous Materials Specialist for the Jefferson County Sheriff's Department, Mark Gutke, as its Authorized Representatives under this Service Contract. The County's Authorized Representative(s) will determine the method of disposal to be used for each Listed Waste disposed of pursuant to this Service Contract. The County reserves the right to change its Authorized Representative(s) by notice to the Contractor. 7. PRICE. Compensation payable to the Contractor BB3913.DOC for disposal of the hazardous waste shall be at those rates specified in the Disposal/Fee Schedule for the type of waste being disposed of and the method of disposal. ,The Contractor shall be compensated for the Work within thirty (30) days of the County's receipt of a billing invoice which has been approved by the County's Authorized Representative(s). The Contractor agrees to not increase the disposal fee for a Listed Waste for two (2) years from the date of complete execution of this Service Contract. After such two (2) year period and every year thereafter, the Contractor may increase its disposal fees for a Listed Waste by notifying the County's Authorized Representatives of its desire to do so at least sixty (60) days prior to the expiration of a renewed contract term. The parties agree that damages for breach of the County's obligations under this subparagraph would be difficult or impractical to determine as a result of the difficulty of precisely measuring the additional administrative costs that Contractor incurs for delinquent accounts. Because of the difficulty in determining the damages resulting from the County's breach of its obligation to make payment when due, the County and Contractor agree that, in the event the County fails to make payment when due, an amount equal to one and one-half percent (1.5%) per month will be added to all amounts outstanding more than thirty (30) days past the -7- BB3913.DOC date the invoice is received by the County to the date the payment is received by Contractor. The County is responsible for notifying Contractor of any questions concerning an invoice. Notwithstanding the foregoing, the parties agree that no such charge of one and one-half percent (1.5%) per month shall accrue on any amounts the payment of which is in dispute between the County and the Contractor. 8. INDEPENDENT CONTRACTOR STATUS; TAXES AND INSURANCE. In performing this Service Contract, the Contractor acts as an independent contractor and is not acting as an agent, servant or employee of the County. No person employed by the Contractor or agent of the Contractor shall become an agent, servant or employee of the County because of this Service Contract. The Contractor shall be responsible for withholding and paving all Federal and State taxes the Contractor and its employees are not entitled to unemployment insurance benefits unless unemployment compensation coverage is provided by the Contractor or some other entity. 9. INSURANCE AND INDEMNIFICATION. (a) The Contractor agrees to and does hereby indemnify and hold the County, its agents and employees harmless from and against any and all claims, damages, losses, injuries, and expenses, including attorney's fees, -8- BB3913.DOC to the extent arising out of performance of the Work. The Contractor further agrees to indemnify the County for any contamination of or adverse effect upon the environment or for any violation or alleged violation of any Federal, State or local statute, ordinance, law, order, rule or regulation to the extent caused by the Contractor's breach of this Service Contract, by any negligent act or omission or by the willful misconduct of the Contractor, its employees, agents or subcontractors in performing hereunder. (b) The County agrees to indemnify, hold harmless and defend the Contractor from and against any and all liabilities, claims, penalties, forfeitures, suits, costs and expenses, including attorney's fees, the Contractor may incur, become responsible for or pay out as a result of death or bodily injury to any person, destruction or damage to any property, contamination of or adverse impact upon the environment or any violation of government laws, regulations and orders to the extent that such damage was caused by the County's breach of a term or provision of this Service Contract, the County's breach of any warranty provided therein, or any negligent act or omission or wilfull misconduct of the County or its employees or agents done in connection with this Service Contract. Provided, however, that nothing in this subparagraph 9(b) or in this BB3913.DOC