HomeMy WebLinkAboutContract 47486 CITY SECRETARWV (J
F@B-44206 CONTRACT No.
AGREEMENT
This AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT
WORTH (the "City"), a home rule municipal corporation situated in portions of Tarrant, Denton and Wise
Counties, Texas, acting by and through Susan Alanis, its duly authorized Assistant City Manager, and
Kemira Water Solutions, Inc. ("Agency"), a global chemistry company and acting by and through
Christina M. Imbrogno, its duly authorized Customer Service Manager, each individually referred to as a
"party"and collectively referred to as the"parties."
CONTRACT DOCUMENTS:
The Contract documents shall include the following:
1. This Agreement for Product and Services
2. Exhibit A—Statement of Work plus any amendments to the Statement of Work
3. Exhibit B—Payment Schedule
All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In
the event of any conflict between the documents, the terms and conditions of this Agreement shall control.
1. SCOPE OF SERVICES.
Agency hereby agrees to provide the City with product and services for the purpose of odor
control products and services. Attached hereto and incorporated for all purposes incident to this
Agreement is Exhibit"A," Statement of Work,more specifically describing the product and services to
be provided hereunder.
Z. TERM.
This Agreement shall commence upon execution of contract and shall expire on January 25,
2017, unless terminated earlier in accordance with the provisions of this Agreement. Subject to mutual
agreement, the period covered by the ensuing contract, under the same terms and conditions stated
therein can be extended for up to four successive one year terms at the agreed to pricing for each
extension year.
3. COMPENSATION.
The City shall pay Agency in accordance to the Bid Sheet Attached on an as needed basis of
Agency personnel who provide product and perform services under this Agreement in accordance with
the provisions of this Agreement and the Payment Schedule attached as Exhibit "B," which is
incorporated for all purposes herein; however, total payment made under this Agreement by the City for
all product and services shall not exceed requesting department's fund amount for odor control
products and services. Agency shall not provide any additional product or perform any additional
services for the City not specified by this Agreement unless the City requests the additional product and
services and approves in writing the additional costs for such product and services. The City shall not be
liable for any additional expenses of Agency not specified by this Agreement unless the City first
approves such expenses in writing.
4. TERMINATION,
4.1. Convenience.
The City or Agency may terminate this Agreement at any time and for any reason by
providing the other party with 30 days'written notice of termination.
Professional Service Agreement - —Revised January 2016
Kemira Water Solutions,Inc.
OFFICIAL RECORD
MV SECRETARY
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4.2 Non-appropriation of Funds.
In the event no funds or insufficient funds are appropriated by the City in any fiscal period
for any payments due hereunder, City will notify Agency of such occurrence and this Agreement
shall terminate on the last day of the fiscal period for which appropriations were received without
penalty or expense to the City of any kind whatsoever, except as to the portions of the payments
herein agreed upon for which funds have been appropriated.
4.3 Breach.
Either party may terminate this Agreement for breach of duty, obligation or warranty with
then (10) days written notice and reasonable time to cure.
4.4 Duties and Obligations of the Parties.
In the event that this Agreement is terminated prior to the Expiration Date, the City shall
pay Agency for product and services actually rendered up to the effective date of termination
and Agency shall continue to provide the City with product and services requested by the City
and in accordance with this Agreement up to the effective date of termination. Upon termination
of this Agreement for any reason, Agency shall provide the City with copies of all completed or
partially completed documents prepared under this Agreement. In the event Agency has
received access to City information or data as a requirement to perform services hereunder,
Agency shall return all City provided data to the City in a machine readable format or other
format deemed acceptable to the City.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
5.1 Disclosure of Conflicts. Agency hereby warrants to the City that Agency has made full
disclosure in writing of any existing or potential conflicts of interest related to Agency's services under
this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement,
Agency hereby agrees immediately to make full disclosure to the City in writing.
5.2 Confidential Information. Agency, for itself and its officers, agents and employees,
agrees that it shall treat all information provided to it by the City as confidential and shall not disclose any
such information to a third party without the prior written approval of the City.
5.3 Unauthorized Access. Agency shall store and maintain City Information in a secure
manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Agency shall notify the City immediately if the security or integrity of any City
information has been compromised or is believed to have been compromised, in which event, Agency
shall, in good faith, use all commercially reasonable efforts to cooperate with the City in identifying what
information has been accessed by unauthorized means and shall fully cooperate with the City to protect
such information from further unauthorized disclosure.
6. RIGHT TO AUDIT.
Agency agrees that the City shall, until the expiration of three (3)years after final payment under
this contract, or the final conclusion of any audit commenced during the said three years, have access to
and the right to examine at reasonable times any directly pertinent books, documents, papers and
records of the Agency involving transactions relating to this Contract at no additional cost to the City.
Agency agrees that the City shall have access during normal working hours to all necessary Agency
facilities and shall be provided adequate and appropriate work space in order to conduct audits in
compliance with the provisions of this section. The City shall give Agency reasonable advance notice of
intended audits.
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
Agency further agrees to include in all its subcontractor agreements hereunder a provision to the
effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final
payment of the subcontract, or the final conclusion of any audit commenced during the said three years
have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records of such subcontractor involving transactions related to the subcontract, and further
that City shall have access during normal working hours to all subcontractor facilities and shall be
provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this paragraph. City shall give subcontractor reasonable notice of intended audits.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Agency shall operate as an independent contractor
as to all rights and privileges and work performed under this agreement, and not as agent,
representative or employee of the City. Subject to and in accordance with the conditions and provisions
of this Agreement, Agency shall have the exclusive right to control the details of its operations and
activities and be solely responsible for the acts and omissions of its officers, agents, servants,
employees, contractors and subcontractors. Agency acknowledges that the doctrine of respondeat
superior shall not apply as between the City, its officers, agents, servants and employees, and Agency,
its officers, agents, employees, servants, contractors and subcontractors. Agency further agrees that
nothing herein shall be construed as the creation of a partnership or joint enterprise between City and
Agency. It is further understood that the City shall in no way be considered a Co-employer or a Joint
employer of Agency or any officers, agents, servants, employees or subcontractors of Agency. Neither
Agency, nor any officers, agents, servants, employees or subcontractors of Agency shall be entitled to
any employment benefits from the City. Agency shall be responsible and liable for any and all payment
and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees or
subcontractors.
8. LIABILITY AND INDEMNIFICATION.
A. LIABILITY - AGENCY SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY
LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL
PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT
CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL
MISCONDUCT OF AGENCY, ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
B. INDEMNIFICATION - AGENCY HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD
HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES,
FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING
ALLEGED DAMAGE OR LOSS TO AGENCY'S BUSINESS AND ANY RESULTING LOST PROFITS)
ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT
OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF AGENCY, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
9. ASSIGNMENT AND SUBCONTRACTING.
Agency shall not assign or subcontract any of its duties, obligations or rights under this
Agreement without the prior written consent of the City. If the City grants consent to an assignment, the
assignee shall execute a written agreement with the City and the Agency under which the assignee
agrees to be bound by the duties and obligations of Agency under this Agreement. The Agency and
Assignee shall be jointly liable for all obligations of the Agency under this Agreement prior to the effective
date of the assignment. If the City grants consent to a subcontract, the subcontractor shall execute a
written agreement with the Agency referencing this Agreement under which the subcontractor shall agree
to be bound by the duties and obligations of the Agency under this Agreement as such duties and
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
obligations may apply. The Agency shall provide the City with a fully executed copy of any such
subcontract.
10. INSURANCE.
Agency shall provide the City with certificate(s) of insurance documenting policies of the following
minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this
Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability
$1,000,000 Each Occurrence
$1,000,000 Aggregate
(b) Automobile Liability
$1,000,000 Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by the Agency, its employees, agents, representatives in
the course of the providing services under this Agreement. "Any vehicle" shall be any vehicle
owned, hired and non-owned
(c) Worker's Compensation -Statutory limits
Employer's liability
$100,000 Each accident/occurrence
$100,000 Disease-per each employee
$500,000 Disease- policy limit
This coverage may be written as follows:
Workers' Compensation and Employers' Liability coverage with limits consistent with statutory
benefits outlined in the Texas workers' Compensation Act(Art. 8308—1.01 et seq. Tex. Rev. Civ.
Stat.) and minimum policy limits for Employers' Liability of $100,000 each accident/occurrence,
$500,000 bodily injury disease policy limit and$100,000 per disease per employee
(d) Professional Liability (Errors& Omissions)
$1,000,000 Each Claim Limit
$1,000,000 Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the Commercial
General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is
acceptable if coverage meets all other requirements. Coverage shall be claims-made, and
maintained for the duration of the contractual agreement and for two (2) years following
completion of services provided. An annual certificate of insurance shall be submitted to the City
to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies shall name the City as an
additional insured thereon, as its interests may appear. The term City shall include its employees,
officers, officials, agents, and volunteers in respect to the contracted services.
(b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in
favor of the City of Fort Worth.
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
(c) A minimum of Thirty (30) days notice of cancellation or reduction in limits of coverage shall be
provided to the City. Ten (10) days notice shall be acceptable in the event of non-payment of
premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort
Worth, Texas 76102,with copies to the City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do business in the State of
Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating
Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk
Management. If the rating is below that required, written approval of Risk Management is
required.
(e) Any failure on the part of the City to request required insurance documentation shall not constitute
a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that the Agency has obtained all required insurance shall be
delivered to the City prior to Agency proceeding with any work pursuant to this Agreement.
11. COMPLIANCE WITH LAWS ORDINANCES RULES AND REGULATIONS.
Agency agrees that in the performance of its obligations hereunder, it will comply with all
applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces
in connection with this agreement will also comply with all applicable federal, state and local laws,
ordinances, rules and regulations. If the City notifies Agency of any violation of such laws, ordinances,
rules or regulations,Agency shall immediately desist from and correct the violation.
12. NON-DISCRIMINATION COVENANT.
Agency,for itself, its personal representatives, assigns, subcontractors and successors in interest,
as part of the consideration herein, agrees that in the performance of Agency's duties and obligations
hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals
on any basis prohibited by law. If any claim arises from an alleged violation of this non-discrimination
covenant by Agency, its personal representatives, assigns, subcontractors or successors in interest,
Agency agrees to assume such liability and to indemnify and defend the City and hold the City harmless
from such claim.
13. NOTICES.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined
to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or
representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3)
received by the other party by United States Mail, registered, return receipt requested, addressed as
follows:
To the CITY: To Agency:
City of Fort Worth Kemira Water Solutions
Attn: Fernando Costa, Assistant City Manager Attn: Christina M. Imbrogno, Customer Service
1000 Throckmorton Manager
Fort Worth TX 76102-6311 4321 W. 6`h St.
Facsimile: (817) 392-8654 Lawrence, KS 66049
Phone: (800) 879-4353
With Copy to the City Attorney E-mail: kwsna.bids@kemira.com
At same address
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
14. GOVERNMENTAL POWERS/IMMUNITIES
It is understood and agreed that by execution of this Agreement, the City does not waive or
surrender any of its governmental powers or immunities.
15. NO WAIVER.
The failure of the City or Agency to insist upon the performance of any term or provision of this
Agreement or to exercise any right granted herein shall not constitute a waiver of the City's or Agency's
respective right to insist upon appropriate performance or to assert any such right on any future occasion.
16. GOVERNING LAW/VENUE.
This Agreement shall be construed in accordance with the laws of the State of Texas. If any
action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such
action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the
Northern District of Texas, Fort Worth Division.
17. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity,
legality and enforceability of the remaining provisions shall not in anyway be affected or impaired.
18. FORCE MAJEURE.
The City and Agency shall exercise their best efforts to meet their respective duties and
obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in
performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public
enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any
governmental authority, transportation problems and/or any other similar causes.
19. HEADINGS NOT CONTROLLING.
Headings and titles used in this Agreement are for reference purposes only, shall not be deemed
a part of this Agreement, and are not intended to define or limit the scope of any provision of this
Agreement.
20. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised this
Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved
against the drafting party shall not be employed in the interpretation of this Agreement or exhibits hereto.
21. AMENDMENTS.
No amendment of this Agreement shall be binding upon a party hereto unless such amendment is
set forth in a written instrument,which is executed by an authorized representative of each party.
22. ENTIRETY OF AGREEMENT,
This Agreement, including the schedule of exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement between the City
and Agency, their assigns and successors in interest, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with
any provision of this Agreement.
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
23. COUNTERPARTS.
This Agreement may be executed in one or more counterparts and each counterpart shall, for all
purposes, be deemed an original, but all such counterparts shall together constitute one and the same
instrument.
24. WARRANTY OF SERVICES.
Agency warrants that its services will be of a professional quality and conform to generally
prevailing industry standards. City must give written notice of any breach of this warranty within thirty (30)
days from the date that the services are completed. In such event, at Agency's option,Agency shall either
(a) use commercially reasonable efforts to re-perform the services in a manner that conforms with the
warranty, or(b) refund the fees paid by the City to Agency for the nonconforming services.
25. IMMIGRATION NATIONALITY ACT.
The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which includes
provisions addressing employment eligibility, employment verification, and nondiscrimination. Agency shall
verify the identity and employment eligibility of all employees who perform work under this Agreement.
Agency shall complete the Employment Eligibility Verification Form (1-9), maintain photocopies of all
supporting employment eligibility and identity documentation for all employees, and upon request, provide
City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs
work under this Agreement. Agency shall establish appropriate procedures and controls so that no
services will be performed by any employee who is not legally eligible to perform such services. Agency
shall provide City with a certification letter that it has complied with the verification requirements required
by this Agreement. Agency shall indemnify City from any penalties or liabilities due to violations of this
provision. City shall have the right to immediately terminate this Agreement for violations of this provision
by Agency.
26. SIGNATURE AUTHORITY.
The person signing this agreement hereby warrants that he/she has the legal authority to execute
this agreement on behalf of the respective party, and that such binding authority has been granted by
proper order, resolution, ordinance or other authorization of the entity. This Agreement and any
amendment hereto, may be executed by any authorized representative of Agency whose name, title and
signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Exhibit
"D" and incorporate herein by reference. Each party is fully entitled to rely on these warranties and
representations in entering into this Agreement or any amendment hereto.
27. OWNERSHIP OF WORK PRODUCT.
City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and
documentation, created, published, displayed, and/or produced exclusively for City in conjunction with the
services provided under this Agreement, collectively, "Work Product". Agency's proprietary technology
and intellectual property and prior, current, or future data, iteration, reports, work papers, procedures,
guides, and documentation, based on Agency's activity relating to Agency's technology and intellectual
property, created outside the Agreement and/or not created exclusively for City, are excluded from the
Scope of Work Product hereunder, and shall remain the sole and exclusive property of Agency. Further,
City shall be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other
proprietary rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of
the City from the date of conception, creation or fixation of the Work Product in a tangible medium of
expression (whichever occurs first). Each copyrightable aspect of the Work Product shall be considered a
"work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent
such Work Product, or any part thereof, is not considered a "work-made-for-hire" within the meaning of
the Copyright Act of 1976, as amended, Agency hereby expressly assigns to City all exclusive right, title
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent,
trademark, trade secret, and all other proprietary rights therein, that the City may have or obtain, without
further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of
the City.
[Signature page follows]
Professional Service Agreement Revised January 2096
Kemira Water Solutions,Inc.
IN WITNESS WHE EOF, the parties hereto have executed this Agreement in multiples this -/1 day of
2016.
ACCEPTED AND AGREED:
CITY OF FORT WORTH: ORGANIZATION:
By: .G�'—� By;
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Name:
Assistant City Manager Title: CKsrt9►w✓' StY`''� `�`�F'�
Date: 3 �� Date:
APPROVAL RECOMMENDED: APPROVAL RECOMMENDED:
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Title: $ Title: r�l�rnc�r�erV u. OvA
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By: By:
Mary Kal: s r i Name:-5)�ukkq�V
City Sec taryTitle:
APPROVED AS TO FORM AND LEGALITY:
By: 0.
Christa R. L z-Re s r U►'v'n °��5 ND• IG `a�
Sr. Assistant City Attorney
CONTRACT AUTHORIZATION:
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Date Approved: / -_;2 rOFFIC71ALRECORDRETARy'r"O TX
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
EXHIBIT A
STATEMENT OF WORK
Kemira Water Solutions, Inc.
Odor Control Services
1.0 Contractors to provide multiple odor control products and services in Field Operations
wastewater collection systems and the Village Creek Wastewater Treatment Plant.
Magnesium hydroxide, ferric sulfate, ferric chloride, ferrous chloride, hydrogen peroxide,
and biocatalyst liquid that stimulates endogenous bacteria to control odors in wastewater
collection systems are some of the required products and services to be provided.
2.0 The Contractor(s) shall provide all necessary materials and supplies on an as-needed
basis, as requested by the City.
3.0 The Contractor shall conduct detailed baseline H2S sampling.
4.0 The Contractor shall prove the underlying concept, the cost and operational efficacy of the
Contract period for controlling H2S odors and corrosion within the collection system.
5.0 The treatment targets for sulfide levels will be agreed prior to starting the Contract period
by all parties.
6.0 In addition, the sampling frequency and schedule will be determined and agreed by all
parties prior to the starting of the Contract period.
7.0 The Contractor shall optimize feed rates as well as performance throughout M00292 and
M00253 line.
8.0 Each week: Additional line segments within the wastewater collection systems shall be
selected, data shall be collected in electronic format, then forwarded to the City
representative for review.
9.0 Each month: Data shall be collected in electronic format, recommended treatment
approach shall be provided and an annualized budgetary estimate for full service annual
Contract,which will be forwarded to the City representative for review.
10.0 Each quarter: Data shall be collected in electronic format, and recommended treatment
approach shall be provided and an annualized budgetary estimate for full service annual
Contract,which will be forwarded to the City representative for review.
11.0 The Contractor shall provide a final report in electronic format that provides: 1) an
executive summary of the Contract period, it's findings, results, cost, and
recommendation; 2) an analysis of any impact on the Field Operations wastewater
collection systems and Village Creek Wastewater Treatment operations, and related
systems cost impacts; and 3) charts and tables containing detailed data and observations
collected during the Contract period.
12.0 Scope of Work will be delivered as a full service project conducted over a one year
period.
13.0 The Contract period is conducted during the City's higher sulfide months and under the
worst case conditions and evaluates the maximum performance benefits.
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
14.0 The Contract period may be seasonal contingent on the performance of the Contractor or
the levels of sulfide during winter months.
15.0 The project delivery scope includes the odor and corrosion product, storage, dosing
equipment system, analytical instrumentation, and all of the labor associated for the
project management, operating and maintenance services and reporting.
16.0 The actual project costs will be based on the final volume consumed during the Contract
period and are structured on a not-to-exceed basis.
17.0 Contractor shall provide service to all equipment utilized during the annual Contract,
including installation, safety training, and maintenance.
18.0 Product safety training will be provided to all designated personnel and for anyone that
works with or near the product during the annual Contract. The training should consist of
first exposure to the product, required personal protective equipment, feed system
materials and "what to do" if there is a spill.
19.0 The technical approach is based on the sulfide data collected and information provided by
the City.
20.0 A simplified model of the technical approach, including a schematic of approximate
application points and monitoring points, is shown below under "System Schematic
M00292.
21.0 A variety of test conditions will be evaluated and provided to the City within the first 30
days for review.
22.0 Contractor shall respond to and repair any equipment failures at each supply application
site within 24 hours.
23.0 Contractor shall have at least two local technicians within 60 minutes of each site to
respond to any issue that may occur.
24.0 The Village Creek Wastewater Treatment Plant requires a variety of chemicals to mitigate
odors and corrosion throughout the plant and in various treatment processes.
24.1 The following chemicals listed shall be required for The Village Creek
Wastewater Treatment Plant but not limited to: ferric chloride, ferric sulfate,
magnesium hydroxide slurry (technical grade), hydrogen peroxide (technical
grade).
24.2 Contractor shall provide unit price including all associated cost for each chemical
listed above for each option described below:
a. Chemical only - Contractor shall deliver chemicals to site and offload
in City owned/operated storage tanks and/or facilities. Contractor
shall provide all equipment necessary to affect delivery.
b. Chemical and equipment costs — Contractor shall deliver chemical
and provide "turnkey" services including: storage tank(s) and
ancillary equipment (level sensors, meters, dosage control system(s)
providing for optimal dosage rates in real time), technical support,
and mobilization/demobilization.
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
25.0 In order to ensure that the City's odor control objectives are met; Contractor shall install
devices to monitor atmospheric H2S data and collect dissolved H2S data on a weekly
basis. The Owner and System shall mutually agree during the service Contract to modify
the monitoring program as needed to ensure that the chemical feed is being optimized
before any changes in monitoring are implemented.
26.0 The Contractor shall provide various Odor Control Programs to various Field Operations
wastewater collection systems and Village Creek Wastewater Treatment Plant that
includes but not limited to:
26.1 Biocatalyst liquid - a natural organic solution, that stimulates endogenous
bacteria, biological activity, within the sewer system to prevent or reduce the
formation of fats, oils and greases, H2S, and ammonia.
26.2 Ferric Chloride - Supply ferric chloride for post digestion treatment of
anaerobically digested sludge. Product must be 30-40% ferric chloride and
contain minimal sulfur-bearing compounds. Ferric chloride will be added to
reduce ortho-phosophate levels in the liquid sludge, minimize struvite buildup
after digestion and improve overall biosolids dewaterability in an effort to minimize
odor potential at land application sites.
26.3 Ferric Sulfate — Supply ferric sulfate for control of odors associated with raw
wastewater. Product must be 60%ferric sulfate, and 10-13%ferric iron (Fe+3).
26.4 Magnesium Hydroxide Slurry, Technical Grade — Supply 90.0% Mg(OH)2 dry
weight percent purity,for use in treatment of raw wastewater for odors.
26.5 Hydrogen Peroxide, Technical Grade — Supply 50% solution of Hydrogen
Peroxide for use in treatment of raw wastewater for odors.
27.0 The Contractor shall be responsible for furnishing the necessary personnel, equipment,
materials, supplies, transportation, services and otherwise do all things necessary to
provide odor control services of the monitoring and services programs for odor control.
28.0 During the Service Contract, the City may desire to install additional supply storage and
feed systems at other locations.The City will request a price proposal from the Contractor
to furnish and install the new system(s) with consideration given to any adjustment in the
supply unit prices to account for the additional supplies used and program management
services required.
29.0 It is expressly understood and agreed that the foregoing RFP is based on the total bid
amount for the service Contract which is inclusive of all work, equipment, and supplies
and management for one year period as specified in the reference RFP documents.
30.0 The program goals will include minimizing the occurrence/frequency of odor complaints.
In addition, the following specific targets levels of H2S treatment will be used to evaluate
the effectiveness of the odor control services provided:
30.1 Vapor H2S daily average at all locations target levels is 25 ppm.
30.2 Contractor shall review the monitoring results on a quarterly basis with the City to
confirm the average monthly vapor levels are within 10 percent of the target
levels and the average dissolved sulfide levels are no greater than 0.5mg/L.
Changes to the program goals shall not be implemented without approval from
the City.
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
31.0 Contractor shall provide all equipment maintenance and repair during the 12 month
operating period. All materials required for routine maintenance (diaphragms, filters,
etc...) are to be provided by Contractor as part of this service contract at no additional
cost to the City.
32.0 Contractor shall provide and manage all supply deliveries and supply feed systems
operations for the life of the service Contract to meet the established goals of the odor
control program as described below. Management shall include adjustment and control of
the metering pumps to optimize chemical usage for H2S control, with City's prior approval
of dosing changes. Hourly dosage profiles are to be development by Contractor through
frequent liquid and vapor sampling at all times of the day in order to optimize supply use.
Unique profiles shall be developed to adjust for seasonal variation and sulfide loading.
33.0 Contractor shall provide a cellular based remote telemetry control computer for
continuous monitoring by Contractor of each of the City's feed systems with the following
capabilities:
33.1 Tank Level monitoring for inventory monitoring, scheduling deliveries and usage
verification.
33.2 Dosage Control - Shall be capable of programming a different dosage for each
hour or the day with a different 24 hour profile for each day of the week.
33.3 Real Time Alarms - Shall have the ability to monitor leak detection in the pump
enclosure and the tank secondary containment in addition to flow rate variation,
pump failure, excess flow cut off alarm, high tank level, low tank level and loss of
source power.
33.4 Excess Flow Cut Off- Each system shall be equipped with an excess flow cut off
valve. When the system detects excess flow the tank valve shall close. This
prevents chemical from spilling on the ground in the event a pipe breaks or pump
diaphragm breaks. This valve also shall close when there is a power outage. The
control system shall be capable monitoring and opening the valve remotely.
33.5 Flow Detection - Each system shall be equipped with a pressure sensor to
measure the system or pumping pressure. If there is no pumping pressure, there
shall be chemical flow.The control system shall monitor the pressure.
33.6 Notification - The system shall be capable of sending text messages and emails
to key personnel of Contractor and selected City personnel to notify them of all
high priority alarms.
33.7 Data Storage/Recall-Critical data such as tank level shall be kept internally in the
programmable logic controller(PLC) memory with the level recorded every fifteen
minutes for the past 10 days. Accessing the Contractor provided website page
with color graphical user interface, the level can be viewed on an x-y chart
showing the values and also downloaded in a *.csv or *.txt format to maintain
weekly histories. The same shall be accomplished with other measurements
(such as flow if a meter is incorporated into the system).
33.8 Device shall have the flexibility to incorporate other communication protocols
such as Modicon Communication Bus (MODBUS) or Process Field Bus
(PROFIBUS).
34.0 Contractor shall provide the City with access to web based daily tank inventories for each
site.
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
35.0 Contractor shall provide a sampling program during the 12 month operating period to
include weekly gathering of dissolved and atmospheric H2S data and iron analysis using
portable and fixed devices at key monitoring points. The sampling program shall include
all devices, installation, calibration, and local labor.
36.0 Contractor shall provide quarterly reports to the City showing sulfide and H2S levels at the
monitoring locations and chemical usage at each dosing site and an annual report
providing data on monitoring, chemical usage, and equipment maintenance.
36.1 QUARTERLY. Quarterly reports shall provide graphic representation of the
sulfide and H2S levels at monitoring locations on a daily basis throughout the
quarter with a summary of the target levels and whether they were met. The
report shall also provide the results of all grab samples taken during the month in
tabular format with a discussion of any changes that may affect the feed rates at
the various locations and a discussion of the graphical results presented in the
reports. The report shall also provide descriptions of system performance,
chemical usage, key observations, and any problems. Reports shall also provide
information on seasonal trends in both H2S and chemical feed and
recommendations for changes in the dosing rate at each chemical application
point. Reports shall provide a summary of the budget through the end of the
quarter.
37.0 Contractor shall control the environment of the work site during on-site operations. All
precautions shall be taken by the Contractor to protect the workers, public and City staff
from any exposure to harmful or hazardous substances.
38.0 Contractor shall conform to any and all requirements regarding handling and hauling of
chemicals for the odor control services provided at each site in accordance with
Occupational Safety and Health Administration (OSHA) regulations and those that may be
mandated by Federal or State Governments.
39.0 Contractor shall provide safety training to all designated personnel annually.Training shall
include leak detection and clean-up; chemical handling, emergency response, and shut
down procedures for short term and extended periods for each system.
40.0 Contractor is required to have a detailed spill response plan for each chemical feed site
that can be accessed by the City personnel in the event of a spill or leak.
41.0 In addition to having a minimum of four (4) Contractor personnel familiar with the City
program that can be contacted in case of an emergency, Contractor shall provide a 24
hour toll free hotline phone number.
42.0 H2S data loggers shall be provided by the Contractor. Instruments shall be calibrated in
the manner prescribed by the instrument Contractor. Instruments shall be maintained in
accordance with manufacturer's recommendations.
43.0 Supplies required for the odor control program shall be provided by the Contractor.
44.0 Estimated supply dosages are provided to assist the Contractor with bidding the project.
45.0 System Contractor will be paid based on actual supply used as described in the
Measurement and Payment section.
46.0 Any product lost as a result of leakage or metering pump malfunction resulting in
overdosing, will be replaced at Contractor's expense.
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
47.0 Contractor shall provide a Certificate of Analysis stating that the chemical complies with
the product specifications with each chemical delivery. Contractor shall provide a
certificate of weight for each shipment.
48.0 Contractor shall comply with all federal, state, and local regulations regarding product
labeling, packaging, and safety including providing Material Safety Data Sheets (MSDS).
49.0 Contractor must obtain pre-approval from the City prior to changing any supply Contractor
and provide a certificate of analysis.
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
EXHIBIT B
PAYMENT SCHEDULE
Agency will be compensated according to the Bid Sheet attached herein for authorized
product and services provided pursuant to the scope of work (Exhibit A)and properly invoiced, not
exceed requesting department's fund amount for odor control products and services for the
contract term.
Prices from Kemira Water Solutions, Inc. stated on the current Bid Sheet attached herein shall
remain in effect for the first year. Kemira Water Solutions, Inc. has options to renew for four(4)
consecutive years. Upon each renewal, a price increase with justification statement shall be submitted in
writing sixty(60) days prior to the renewal date. The requesting department will approve or disprove price
increase upon that notification.
The remainder of this page is left intentionally blank
Professional Service Agreement Revised January 2016
Kemira Water Solutions,Inc.
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CERTIFICATE OF INTERESTED PARTIES FORM 1.295
10f1
OFFICE USE ONLY
Complete Nos.1-4 and 6 if there are interested parties.
Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2016-1230
Kemira Water Solutions,Inc,
Lawrence,KS United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 01/05/2016
being filed,
City of Fort Worth Date Acknowledged:
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the goods or services to be provided under the contract,
16-0006
Odor Control Services
4 Nature of interest(check applicable)
Name of Interested Party City,State,Country(place of business)
Controlling intermediary
Kemira Specialty Chemicals,Inc. Atlanta,GA United States X
5 Check only if there is NO Interested Party. ❑
6 AFFIDAVIT I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct.
-lq � AA M
NOTARY PUBLIC-State cf Kansas
MARCIA DIANE_ OORE
W_ My Apt.Expq Signature of authorized agent of cont usiness entity
AFFIX NOTARY STAMP/SEAL ABOVE
Sworn to and subscribed before me,by the said Cu5 bre c/ Se ViCC- 00UL{V ,this the day of Jmmo"
20 1 U ,to certify which,witness my hand and seal of office.
Ck nstina M. Imbrogna Customer Service Manager
Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath
Forms provided by Texas Ethics Commission www.ethics,state.tx,us Version V1.0.33598
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 1/26/2016
DATE: Tuesday,January 26, 2016 REFERENCE NO.: P-11830
LOG NAME: 13P16-0006 ODOR CONTROL MIR
SUBJECT:
Authorize Execution of Contracts with D3W Industries,NRP Group,Inc.,U.S.Peroxide,LLC d/b/a USP
Technologies, Premier Magnesia,LLC, Kemira Water Solutions,Inc., and Chemtrade Chemicals US,LLC, in the
Amount Up to$3,960,000.00 for the Initial Term for Odor Control Services for the Water Department(ALL
COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of contracts with D3W Industries,NRP Group,
Inc.,U.S. Peroxide,LLC d/b/a USP Technologies,Premier Magnesia,LLC, Kemira Water Solutions,Inc., and
Chemtrade Chemicals US,LLC,in the amount up to $3,960,000.00 for the initial term for odor control services
for the Water Department.
DISCUSSION:
The Water Department will use these contracts to provide odor control products and services in Field Operations
wastewater collection systems and the Village Creek Reclamation Facility (Village Creek Wastewater Treatment
Plant) on an as needed basis.
RFP ADVERTISEMENT—A Request for Proposals (RFP) was advertised in the Fort Worth Star—Telegram
every Wednesday from October 21,2015 through November 18, 2015. The evaluation factors consisted of
customer service,product quality and performance,monitoring systems or data availability and proposed
contract price. Sixteen vendors were solicited from the purchasing vendor database system; seven responses
were received. The proposals were reviewed by an evaluation committee consisting of staff from the Water
Department Field Operations and Village Creek Wastewater Treatment Plant. The proposals from D3W
Industries,NRP Group,Inc.,U.S. Peroxide,LLC d/b/a USP Technologies,Premier Magnesia,LLC, Kemira
Water Solutions, Inc., and Chemtrade Chemicals US,LLC, were determined to present the best value to the
City.
PRICE ANALYSIS —Prices under these contracts present an overall 1.24 percent increase than previously
awarded on November 15, 2011 (M&C P-11325). No guarantee was made that a specific amount of goods and
services would be purchased. However,Water Department may spend up to$3,960,000.00 with the contractors
during the initial term of this Agreement.
ADMINISTRATIVE CHANGE ORDER—An administrative change order or increase may be made by the City
Manager in the amount of up to $50,000.00 and does not require specific City Council approval as long as
sufficient funds have been appropriated.
CONTRACT TERMS —Upon City Council's approval,the contracts will begin upon complete execution and
expire on January 25,2017.
RENEWAL OPTIONS —These contracts may be renewed for up to four successive one—year periods under the
same terms and conditions. The renewals will not require City Council approval provided that the City Council
has appropriated sufficient funds to satisfy the City's obligations during the renewal term.
M/WBE OFFICE—A waiver of the goal for MBE/SBE subcontracting requirements was requested by the
Purchasing Division and approved by the M/WBE office, in accordance with the BDE ordinance,because the
purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible.
FISCAL INFORMATION/CERTIFICATION:
The approval of this action provides purchasing authority up to $3,960,000.00. The Financial Management
Services Director certifies that funds are available in the current operating budget, as appropriated, of the Water
Department and that prior to an expenditure being made, the participating Department has the responsibility to'
validate the availability of funds.
BQN\\
FUND IDENTIFIERS (FIDS):
TO
FundDepartment ID Account Project ID Program ActivityBudget YearReference#(Chartfield 2)Amount
FROM
FundDepartment IDAccountProject ID Program ActivityBudget YearReference#(Chartfield 2)Amount
CERTIFICATIONS:
Submitted for Citv Manager's Office bX: Jay Chapa (5804)
Originating Department Head: Aaron Bovos (8517)
Additional Information Contact: Jane Rogers (8385)
Jack Dale (8357)
ATTACHMENTS
1. 16-0006 MWBE Waiver.pdf (cFw Internal)
2. Form 1295 (13P16-0006).12df (Public)
3. Odor Control EPLS 15 1.12— (cFw Internal)
4. Odor Control EPLS 15 2.12df (cFw Internal)
5. Requisition 16-00325168.12df (cFw Internal)