HomeMy WebLinkAboutContract 55892CSCNumber 55892
STATE OF TEXAS
COUNTY OF TARRANT
.
KNOWN ALL BY THESE PRESENTS
ANNUAL CONTRACT FOR STRUCTURAL DEMOLITION
AND REMOVAL, TRANSPORTATION, AND DISPOSAL OF
ASBESTOS CONTAINING MATERIALS
This Contract is entered into by and between the City of Fort Worth, a home-rule
municipality located within Tarrant County, Texas, ("City") acting through Valerie
Washington, its duly authorized Assistant City Manager, and Midwest Wrecking Company
of Texas, Inc. ("Contractor"), acting through Brian Choate, its duly authorized CEO. City
and Contractor may be referred to herein individually as a Party, or collectively as the
Parties.
WITNESSETH:
NOW, THEREFORE, in consideration of the mutual promises and benefits of this
Contract, the City and the Contractor agree as follows:
1.
DEFINITIONS
In this contract, the following words and phrases shall be defined as follows:
Chanqe Order means an officially authorized and executed written amendment to a Task
Order, issued by the City.
City's Representative means the Environmental Program Manager, Code Compliance
Department, Environmental Quality Division, or his designee.
Contract Documents means this contract; Request for Qualifications; attachments, pre-
bid amendments, and appendices to the Request for Qualifications; the Contractor's
response to the Request for Qualifications; all ancillary documents submitted with the
Contractor's response to the Request for Qualifications; Requests for Costs; Task Orders;
and other written, printed, typed and drawn instruments that comprise and govern the
perFormance of the work, including, but not limited to, proposal, plans, specifications,
maps, blueprints, notice of award, general conditions, special conditions, supplementary
conditions, general provisions, special provisions, change orders, any contract
amendments and the payment, performance and maintenance bonds, or other such
similar documents as may be required for work perFormed under this contract. The
Contract Documents shall also include any and all supplemental agreements approved
by the City which may be necessary to complete the work in accordance with the intent
OFFICIAL RECORD
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CITY SECRETARY
FT. WORTH, TX
of the plans and specifications in an acceptable manner, and shall also include the
additional instruments bound herewith.
Emerqency Demolition Order shall mean a demolition ordered by the City of Fort Worth
Building Official due to the threat to public health and/or safety posed by a structure.
NESHAP shall mean the National Emissions Standards for Hazardous Air Pollutants, as
described in Title 40 CFR Part 61.
Notice to Proceed means the official letter issued by the City that authorizes Contractor
to begin work.
Request for Costs means a project description and other necessary details provided to
the Contractor by the City in order to obtain a cost quote or bid for conduct of the project
therein described.
Subcontract means a contract between the Contractor for this project and another person
or company for any task defined in the scope of work. A purchase order is also considered
a subcontract.
Task Order means an officially authorized and executed written description and
specification directing the Contractor to perform specific services within the scope of this
contract, issued by the City.
Universal Waste means any of the following hazardous wastes that are subject to the
universal waste requirements identified in 30 TAC 335.261:
(i) batteries, as described in 40 CFR 273.2;
(ii) pesticides, as described in 40 CFR 273.3;
(iii) mercury-containing equipment, including thermostats, as described in 40
CFR 273.4;
(iv) paint and paint-related waste, as described in 30 TAC 335.262(b) of this title
(relating to Standards for Management of Paint and Paint-Related Waste); and
(v) lamps, as described in 40 CFR 273.5.
2.
SCOPE OF CONTRACTOR'S SERVICES
As projects arise, the City will send a Request for Costs to all Contractors holding an
asbestos abatement and demolition annual contract with the City. The City will then issue
a Task Order for the project to the contractor that submitted the lowest bid with the
exceptions for Emergency Demolition Orders. Demolitions deemed as an emergency by
the City of Fort Worth Building Official will be awarded based on one of the following
special methods: rotating vendor method, first available vendor, or other methodology so
as to remove the hazardous and dangerous structure in the most timely and efficient
manner possible to protect the health and safety of the citizens or Fort Worth.
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Individual projects will be authorized with a Task Order which shall specify:
1. The scope of work for that project.
2. The time to complete work for that project.
3. The agreed compensation for completion of work as specified for that project.
The scope of work shall include the furnishing of all labor, materials, and equipment
necessary to complete the work in accordance with the Task Order for a project and the
Contract Documents.
Contractor shall perform, in a good and professional manner, the services contained in
the Task Order, consistent with the Contract Documents and in accordance with all
applicable federal, state, and local laws, directives, and guidelines.
Any changes to the scope of work shall require a duly authorized Change Order issued
by the City.
The City shall not pay for any work perFormed by Contractor or its subcontractors and/or
suppliers that has not been specifically ordered by the City in writing on a duly executed
Task Order or Change Order. Contractor shall not be compensated for any work that is
verbally ordered by any person and shall rely only upon written authorization to conduct
work.
3.
SCOPE OF CITY SERVICES
The City agrees to perform the following services:
A. City shall coordinate with facilities, City departments, and any tenants for access
to work site(s).
B. City shall prepare and revise all notifications necessary to the Texas Department
of State Health Services (TDSHS) for the work provided herein.
C. City shall make payment of all applicable TDSHS fees.
D. City shall give timely direction to the Contractor.
E. City shall render decisions regarding modifications to the Contract and any other
issue.
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4.
TERM
Unless terminated pursuant to the terms herein, this Agreement shall be for a term of one
(1) year, beginning upon the date of its execution, and will have three (3) one-year options
for renewal.
5.
INDEPENDENT CONTRACTOR
The City agrees to hire Contractor as an independent contractor, and not as an officer,
servant, or employee of the City. Contractor shall have the exclusive right to control the
details of the work performed hereunder, and all persons performing same, and shall be
solely responsible for the acts and omissions of its officers, agents, employees, and
subcontractors. Nothing herewith shall be construed as creating a partnership or joint
venture between the
subcontractors; and the
the City and Contractor.
City and Contractor, its officers, agents, employees, and
doctrine of respondent superior has no application as between
6.
COMPENSATION
Section 1
Generally
City shall not pay for any work performed by Contractor or its subcontractors, and/or
suppliers that has not been specifically ordered by the City in writing by Task Order or
Change Order pursuant to the terms of the Contract Documents. Contractor shall not be
compensated for any work that is verbally ordered by any person and shall rely only upon
written authorization to conduct work.
Section 2
Task Orders
City will issue Task Orders to Contractor that detail the work to be perFormed by the
Contractor. Task Orders will include at a minimum, a unique Task Order Number, project
address, scope of work, date to commence work, time period to complete work and the
not to exceed payment amount for the Task.
Contractor will be responsible for coordinating with the Code Compliance Department —
Environmental Management Division immediately after receipt of each Task Order which
shall specify the start date of abatement and/or demolition activities. The purpose of the
coordination will be to assure compliance with the requirements for notification to the
Texas Department of State Health Services (TDSHS).
Contractor shall begin demolition work on a specific date as specified in the Task Order
which corresponds to the TDSHS notification.
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Contractor shall complete all work specified for each Task within the time specified in the
Task Order unless an extension of time is granted in writing due to inclement weather,
with any such determination being made in the sole discretion of the City of Fort Worth.
A working day is defined as each day exclusive of Saturday, Sunday, and declared
holidays as designated by the City of Fort Worth. If a stop work order is issued by the
City, the number of working days shall be tolled until the day the Contractor receives a
written notice to resume work issued by the City.
Should the Contractor fail to begin and complete any Task within the specified time, the
City shall have the right in its sole discretion to either (1) demand that the Contractor's
surety take over the work and complete same in accordance with the plans, specifications
and other Contract Documents or (2) to take charge of and complete the work in such a
manner as it may deem proper, and if in the completion thereof, the cost to City shall
exceed the contract price, the Contractor and/or its surety shall pay City upon its demand
in writing, setting forth and specifying an itemized statement of the total cost thereof, said
excess cost.
Section 3
Release Upon Payment
Acceptance by Contractor of said payment shall operate as and shall release the City
from all claims or liabilities under this Agreement for anything related to, done, or
furnished in connection with the services for which payment is made, including any act or
omission of the City in connection with such services.
Section 4
Invoice and Payment.
The Contractor shall provide separate invoices to the City for each assigned Task. All
invoices must reflect the Task Order number and the applicable Purchase Order number
and submitted to the City through Automatic Invoicing Management (AIM) system.
Payment for services rendered shall be due within thirty (30) days of the uncontested
perFormance of the particular services so ordered and receipt by City of Contractor's
invoice for payment of same. In the event of a disputed or contested billing, only that
portion so contested may be withheld from payment, and the undisputed portion will be
paid. No interest will accrue on any contested portion of the billing until mutually resolved.
City will exercise reasonableness in contesting any billing or portion thereof.
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7.
LIQUIDATED DAMAGES
If Contractor fails to commence and complete work under this Contract within the
stipulated time, there shall be deducted from any moneys due or owing Contractor, or
which may become due, the sum of $1,000.00 (one thousand dollars) per day for each
day after the date the project was to be completed, until the project is completed. Such
sum shall be treated as liquidated damages and not as a penalty, and City may withhold
from Contractor's compensation such sums as liquidated damages. The amount of
damage to City for delay in completion of the work is difficult to ascertain and the amount
of the liquidated damages per day as stated above is reasonably anticipated pecuniary
damages for such delay, and is not a penalty.
8.
INDEMNIFICATION
A. Definitions. The following words and phrases shall be defined as follows:
"Environmental Damages" shall mean all damages, losses, diminished
values, claims, judgments, penalties, fines, liabilities, encumbrances, liens,
costs, expenses of investigation, and the defense of any claim, whether or
not such claim is ultimately defeated, results in a judgment or order of any
kind, or is resolved by any good faith settlement, and of whatever kind or
nature, direct or indirect, tangible or intangible, compensatory, exemplary,
or punitive, economic or non-economic, contingent or otherwise, matured
or unmatured, foreseeable or unforeseeable, to the City and any third
parties, including without limitation reasonable attorney and consultant fees,
any of the foregoing which are incurred as a result the Contractor's work, or
due to negligence, or arising from a violation of any Environmental
Requirements, or arising from strict liability, or an intentional tort, and
whether any of the foregoing are attributable to the Contractor, a
Subcontractor, a vendor, employee, agent, successor, or assignee and
including by way of example but not limited to:
a. Damages for personal injury or death, pain and suffering, mental
or emotional distress, injury to property of any kind or to natural
resources, environmental contamination, or the loss of use or value
of property;
b. Fees incurred for the services of attorneys, consultants, engineers,
contractors, experts, laboratories, and investigators related to any
studies, cleanup, remediation, removal, response, abatement,
containment, closure, restoration, monitoring work, civil or criminal
defense, or the recovery of any other costs;
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c. Liability, claims, or judgments to any third persons or governmental
agencies in connection with the items referenced herein; and
d. Fines, penalties, costs, agreed orders, or settlements to any
federal, state, or local government for violations of environmental
laws, permits, standards, or regulations.
2. "Environmental Requirements" shall mean the allowable or permissible
levels, concentrations, or amounts of materials; all applicable present and
future statutes, regulations, rules, permits, plans, or authorizations of all
governmental agencies, departments, commissions, boards, bureaus, or
instrumentalities of the United States, states, and political subdivisions
thereof; and all applicable judicial, administrative, and regulatory decrees,
judgments, and orders; and all common law causes of action; all of the
above relating to the protection of human health or the environment and
being inclusive of, but not limited to:
a. All requirements, including, but not limited to, those pertaining to
reporting, licensing, permitting, facilities, sites, operations,
emissions, discharges, releases, or threatened releases of wastes,
substances, materials, pollutants, contaminants, hazardous
wastes, petroleum products, toxic substances, materials, or other
any other regulated or harmful substances whether solid, liquid, or
gaseous into the air, surface water, groundwater, stormwater, or
land, or relating to the manufacture, processing, distribution, use,
treatment, storage, disposal, transport, or handling of elements,
compounds, materials, substances, pollutants, contaminants, or
hazardous or toxic materials, substances, or wastes, whether solid,
liquid, or gaseous in nature;
b. All requirements, including, but not limited to, those pertaining to
reporting, licensing, permitting, facilities, sites, operations,
emissions, discharges, releases, or threatened releases of
radioactive materials or radiation or electromagnetic fields;
c. All requirements pertaining to the protection of the environment,
natural resources, the health and safety of employees or the public;
d. Citizen suits authorized by any federal or state law; and
e. All common law causes of action related to health, safety, natural
resources, and the environment.
B. Environmental Indemnification. CONTRACTOR AGREES TO INDEMNIFY,
HOLD HARMLESS, RELEASE, REIMBURSE, AND DEFEND, THE CITY, ITS
OFFICERS, AGENTS, AND EMPLOYEES AGAINST ANY AND ALL:
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1) ENVIRONMENTAL DAMAGES, AS DEFINED HEREIN, THAT ARE
RELATED TO ANY ENVIRONMENTAL REQUIREMENTS AS DEFINED
HEREIN, INCLUDING ANY ACTS, OMISSIONS, OR LIABILITIES (INCLUDING
STRICT LIABILITY) AND
2) VIOLATIONS, ALLEGED VIOLATIONS, SUITS, OR CLAIMS RELATED TO
ANY ENVIRONMENTAL REQUIREMENTS AS DEFINED HEREIN, INCLUDING
ANY ACTS, OMISSIONS, OR LIABILITIES (INCLUDING STRICT LIABILITY).
C. General Indemnification. CONTRACTOR AGREES TO INDEMNIFY,
RELEASE, HOLD HARMLESS, REIMBURSE, AND DEFEND, THE CITY, ITS
OFFICERS, AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL
DAMAGES, LIABILITY, CLAIMS, SUITS, DEMANDS, OR CAUSES OF ACTION
THAT ARISE FROM OR RELATE TO OPERATIONS UNDER THIS
AGREEMENT, AND SUBJECT ONLY TO THE LIMITATIONS PROVIDED BY
SECTION 2254.0031 OF THE TEXAS GOVERNMENT CODE, IT IS THE
INTENTION OF THE PARTIES THAT THE TERMS OF THIS INDEMNITY
AGREEMENT, INCLUDING THE GENERAL AND ENVIRONMENTAL
INDEMNITY PROVISIONS, SHALL APPLY EVEN IF INJURY, DEATH
PROPERTY DAMAGE, OR ENVIRONMENTAL DAMAGES ARE CAUSED, IN
WHOLE OR IN PART, BY THE NEGLIGENCE, GROSS NEGLIGENCE,
INTENTIONAL ACT, VIOLATION OF A LAW OR DUTY TRIGGERING STRICT
LIABILITY, OR BY THE INFRINGEMENT OF ANY PERSON'S PROPERTY,
LEGAL, OR CONSTITUTIONAL RIGHT OR OTHER FAULT OF THE CITY OF
FORT WORTH OR ITS EMPLOYEES, AGENTS, OFFICERS, OFFICIALS,
VOLUNTEERS, CONTRACTORS OR OTHER PERSONS CONNECTED WITH,
OR IN PRIVITY WITH, THE CITY OF FORT WORTH.
D. The obligations of the Contractor related to this general and environmental
indemnification shall include, but not be limited to, the burden and expense of
reimbursing the City for all fees and costs for defending all claims, suits, and
administrative proceedings, even if such claims, suits or proceedings are
groundless, false, or fraudulent, and conducting all negotiations of any description,
and paying and discharging, when and as the same become due, any and all
judgments, settlements, penalties, or other sums due against such indemnified
persons.
E. Upon learning of a claim, lawsuit, or other liability which Contractor is required
hereunder to indemnify, contractor shall provide City with timely notice of same.
F. The obligations of the Contractor related to this indemnification shall survive the
expiration or termination of this Agreement and the discharge of all other
obligations owed by the parties to each other hereunder.
9.
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INSURANCE
The Contractor certifies it has, at a minimum, current insurance coverage as detailed
below and will maintain it throughout the term of this Contract. Prior to commencing work,
the Contractor shall deliver to City, certificates documenting this coverage. The City may
elect to have the Contractor submit its entire policy for inspection.
A. Insurance coverage and limits:
Commercial General Liability Insurance
$1,000,000 each occurrence; $2,000,000 aggregate
2. Professional Liability Insurance - Not applicable.
3. Automobile Liability Insurance
Coverage on vehicles involved in the work performed under this contract:
$1,000,000 per accident on a combined single limit basis or: $500,000 bodily injury
each person; $1,000,000 bodily injury each accident; and $250,000 property
damage.
The named insured and employees of Contractor shall be covered under this
policy. The City of Fort Worth shall be named an Additional Insured, as its interests
may appear. Liability for damage occurring while loading, unloading and
transporting materials collected under the Contract shall be included under this
policy.
4. Worker's Compensation
Coverage A: statutory limits
Coverage B: $100,000 each accident
$500,000 disease - policy limit
$100,000 disease - each employee
5. Environmental Impairment Liability (EIL) and/or Pollution Liability $4,000,000 per
occurrence. EIL coverage(s) must be included in policies listed in subsections 1
and 2 above; or, such insurance shall be provided under separate policy(s).
Liability for damage occurring while loading, unloading and transporting materials
collected under the contract shall be included under the Automobile Liability
insurance or other policy(s).
6. Asbestos Abatement Liability
$2,000,000 per occurrence with no Sunset Clause
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B. Certificates of Insurance evidencing that the Contractor has obtained all required
insurance shall be delivered to the City prior to Contractor proceeding with the
Contract.
1. Applicable policies shall be endorsed to name the City an Additional Insured
thereon, as its interests may appear. The term "City" shall include its employees,
officers, officials, agents, and volunteers as respects the Contracted services.
2. Certificate(s) of Insurance shall document that insurance coverage specified
herein are provided under applicable policies documented thereon.
3. Any failure on part of the City to request required insurance documentation shall
not constitute a waiver of the insurance requirements.
4. A minimum of thirty (30) days notice of cancellation or material change in coverage
shall be provided to the City. A ten (10) days notice shall be acceptable in the event
of non-payment of premium. Such terms shall be endorsed onto Contractor's
insurance policies. Notice shall be sent to Department of Financial Management
Services - Risk Management Division, City of Fort Worth, 200 Texas Street, Fort
Worth, Texas 76102.
7. Insurers for all policies must be authorized to do business in the state of Texas or
be otherwise approved by the City; and, such insurers shall be acceptable to the
City in terms of their financial strength and solvency.
8. Deductible limits, or self-insured retentions, affecting insurance required herein
shall be acceptable to the City in its sole discretion; and, in lieu of traditional
insurance, any alternative coverage maintained through insurance pools or risk
retention groups must be also approved. Dedicated financial resources or Letters
of Credit may also be acceptable to the City.
9. Applicable policies shall each be endorsed with a waiver of subrogation in favor of
the City as respects the Contract.
10. The City shall be entitled, upon its request and without incurring expense, to review
the Contractor's insurance policies including endorsements thereto and, at the
City's discretion; the Contractor may be required to provide proof of insurance
premium payments.
11. The Commercial General Liability insurance policy shall have no exclusions by
endorsements unless the City approves such exclusions.
12. The City shall not be responsible for the direct payment of any insurance premiums
required by the contract. It is understood that insurance cost is an allowable
component of Contractor's overhead.
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13. All insurance required above shall be written on an occurrence basis in order to be
approved by the City.
14. Subcontractors to the Contractor shall be required by the Contractor to maintain
the same or reasonably equivalent insurance coverage as required for the
Contractor. When subcontractors maintain insurance coverage, Contractor shall
provide City with documentation thereof on a certificate of insurance.
Notwithstanding anything to the contrary contained herein, in the event a
subcontractor's insurance coverage is canceled or terminated, such cancellation
or termination shall not constitute a breach by Contractor of the contract.
10.
BONDING
Payment and Performance Bonds. Before beginning the work, the Contractor shall be
required to execute to the City of Fort Worth a payment bond for Task Orders in excess
of $25,000 and a performance bond if the Task Order is in excess of $100,000. The
payment bond is solely for the protection and use of payment bond beneficiaries who
have a direct contractual relationship with the Contractor or subcontractor to supply labor
or material; and in 100% the amount of the Task Order. The perFormance bond is solely
for the protection of the City of Fort Worth, in 100% the amount of the Task Order, and
conditioned on the faithful performance by Contractor of the work in accordance with the
plans, specifications, and contract documents. Contractor must provide the payment and
perFormance bonds, in the amounts and on the conditions required, within 14 calendar
days after issuance of the Task Order.
Requirements for Sureties. The bonds shall be issued by a corporate surety duly
authorized and permitted to do business in the State of Texas that is of sufficient financial
strength and solvency to the satisfaction of the City. The surety must meet all
requirements of Article 7.19-1 of the Texas Insurance Code. All bonds furnished
hereunder shall meet the requirements of Chapter 2253 of the Texas Government Code,
as amended.
In addition, the surety must (1) hold a certificate of authority from the United States
Secretary of the Treasury to qualify as a surety on obligations permitted or required under
federal law; or (2) have obtained reinsurance for any liability in excess of $100,000 from
a reinsurer that is authorized and admitted as a reinsurer in the State of Texas and is the
holder of a certificate of authority from the United States Secretary of the Treasury to
qualify as a surety on obligations permitted or required under federal law. Satisfactory
proof of any such reinsurance shall be provided to the City upon request. The City, in its
sole discretion, will determine the adequacy of the proof required herein.
No sureties will be accepted by the City that are at the time in default or delinquent on
any bonds or which are interested in any litigation against the City. Should any surety on
the Contract be determined unsatisfactory at any time by the City, notice will be given to
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the Contractor to that effect and the Contractor shall immediately provide a new surety
satisfactory to the City.
11.
WARRANTY
Contractor warrants that it understands the currently known hazards and the suspected
hazards which are presented to persons, property, and the environment by the work
specified in this contract.
Contractor further warrants that it will perForm all services under this Contract in a safe,
efficient and lawful manner using industry accepted practices, and in full compliance with
all applicable state and federal laws governing its activities and is under no restraint or
order which would prohibit performance of services under this Contract.
12.
DEFAULT AND TERMINATION
A. Contractor shall not be deemed to be in default because of any failure to perForm
under this contract if the failure arises solely from: acts of God, acts of the public
enemy, fires, flood, epidemics, quarantine restrictions, strikes, freight embargoes,
and extreme meteorological events. Contractor affirms a duty to mitigate any
delays or damages arising from such causes.
B. If Contractor fails to begin work or to complete work within the time specified in a
Task Order, City shall have the right to take charge of and complete the work in
such a manner as it may deem appropriate. If City's total costs exceed the costs
as agreed in the contract documents, the City may deliver to Contractor a written
notice of the total excess costs, and Contractor shall reimburse City for such
excess costs without delay.
C. If at any time during the term of this contract the work of Contractor fails to meet
the specifications of a Task Order or the Contract Documents, City may notify
Contractor of the deficiency in writing. Failure of Contractor to correct such
deficiency and complete the work required under this contract or a Task Order to
the satisfaction of City within ten days after written notification shall result in
termination of this contract at the discretion of the City. All costs and attorney fees
incurred by City in the enforcement of any provision of this contract shall be paid
by Contractor.
D. City may terminate this Contract at its sole discretion and without cause upon thirty
(30) days prior written notice to Contractor, and such termination shall be without
prejudice to any other remedy the City may have. In the event of termination, any
work in progress will continue to completion unless specified otherwise in the
notice of termination. The City shall pay for any such work that is completed by
Contractor and accepted by the City.
E. The remedies provided for herein are in addition to any other remedies available
to City elsewhere in this contract.
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13.
OBSERVE AND COMPLY
Contractor shall at all times observe and comply with all federal, state, and local laws and
regulations and with all City ordinances and regulations which in any way affect this
Agreement and the work hereunder, and shall observe and comply with all orders, laws
ordinances and regulations including but not limited to applicable environmental laws.
Contractor represents itself as knowledgeable in these matters and no defense of
misunderstanding or ignorance thereof shall be considered. Contractor agrees to defend,
indemnify and hold harmless City and all of its officers, agents and employees from and
against all claims or liability arising out of the violation of any such order, law, ordinance, or
regulation, whether it be by itself, its subcontractors, agents, or its employees.
14.
MODIFICATION
No modification of this Contract shall be binding on the Contractor or the City
unless set out in writing and signed by both parties. No modification shall be binding
upon the City unless signed by the City Manager or an Assistant City Manager of the City
of Fort Worth. In no event shall any verbal authorization changing the scope of work or
verbal agreements for additional compensation be binding upon the City. Contractor
expressly agrees a) not to make changes to its legal, financial, or logistical position on
any matter based on any oral representation by an employee, contractor, or agent of the
City prior to obtaining a written modification to this contract; b) that it waives any claim
based upon reliance or estoppel as a result of acting or not acting due to an alleged oral
modification to a material term of the Contract Documents or a Task Order through the
City, its employees, contractors, or agents; and c) that it waives any claim for
compensation for work performed based upon an alleged oral change to a material term
of this contract by the City, its employees, or agents.
15.
RIGHT TO AUDIT
City and Contractor agree that, until the expiration of three (3) years after the final
payment under this Contract, the City shall have access to and the right to examine any
directly pertinent books, documents, papers and records of the Contractor involving
transactions relating to this Contract. Contractor further agrees to include in all its
subcontracts hereunder a provision to the effect that the subcontractor agrees that the
City shall, until the expiration of three (3) years after final payment under the subcontract,
have access to papers and records of such subcontractor involving transactions relating
to the subcontract. The term "subcontract" as used herein includes purchase orders.
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16.
MINORITY AND WOMAN BUSINESS ENTERPRISE
(M/WBEI PARTICIPATION
In accordance with City Ordinance No. 24534-11-2020, the City has goals for the
participation of minority business enterprises and woman business enterprises
("M/WBE") in City contracts. Contractor agrees to a minimum Business Equity (BE)
participation of 15% in accordance with its proposal and the aforementioned
ordinance. Contractor acknowledges the BE goal established for this Agreement and its
commitment to meet that goal. Any misrepresentation of facts (other than a negligent
misrepresentation) and/or the commission of fraud by the Contractor may result in the
termination of this Agreement and debarment from participating in City contracts for a
period of time of not less than three (3) years.
17.
PREVIALING WAGE RATES
Contractor shall comply with TEXAS GOVERNMENT CODE, Chapter 2258, with respect
to payment of Prevailing Wage Rates for public works contracts and Contractor shall
comply with the Davis —Bacon Act for building and construction trades, and shall comply
with the prevailing wage requirements as specified in the RFQ for the project.
A worker employed on a public work by or on behalf of the City of Fort Worth shall be paid
not less than the general prevailing rate of per diem wages for work of a similar character
in the locality in which the work is perFormed; and not less than the general prevailing rate
of per diem wages for legal holiday and overtime work. A worker is employed on a public
work if the worker is employed by a contractor or subcontractor in the execution of a
contract for the public work with the City of Fort Worth.
The contractor who is awarded a public work contract, or a subcontractor of the
contractor, shall pay not less than the prevailing wage rates to a worker employed by it in
the execution of the contract. A contractor or subcontractor who violates this requirement
shall pay to the City of Fort Worth, $60 for each worker employed for each calendar day
or part of the day that the worker is paid less than the wage rates stipulated in the contract.
This requirement does not prohibit the contractor or subcontractor from paying an
employee an amount greater than the prevailing wage rate.
18.
NON-DISCRIMINATION
During the perFormance of this contract, Contractor shall not discriminate in its
employment practices and shall comply with all applicable provisions of Chapter 17,
Article III of the Code of the City of Fort Worth.
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Contractor agrees not to discriminate against any employee or applicant for employment
because of because of age, race, color, religion, sex, disability, national origin, sexual
orientation, transgender, gender identity, or gender expression in any manner involving
employment, including the recruitment of applicants for employment, advertising, hiring,
layoff, recall, termination of employment, promotion, demotion, transfer, compensation,
employment classification, training, and selection for training or any other terms,
conditions or privileges of employment.
Contractor agrees to post in conspicuous places, available to employees and applicants
for employment, notices setting forth the provisions of the non-discrimination clause.
Contractor also agrees that in all solicitations or advertisements for employees placed by
or on behalf of this contract, that Contractor is an equal opportunity employer.
Notices, advertisements, and solicitations placed in accordance with federal law, rule or
regulation shall be deemed sufficient for the purpose of ineeting the requirements of this
section.
19.
GOVERNING LAW
The City and Contractor agree that the validity and construction of this contract shall be
governed by the laws of the State of Texas, except where preempted by federal law.
20.
SEVERABILITY
The provisions of this contract are severable; and if for any reason any one or more of
the provisions contained herein are held to be invalid, illegal or unenforceable in any
respect, the invalidity, illegality or unenforceability shall not affect any other provision of
this contract, and this contract shall remain in effect and be construed as if the invalid,
illegal or unenforceable provision had never been contained in the contract.
21.
RIGHTS AND REMEDIES NOT WAIVED
In no event shall the making by the City of any payment to Contractor constitute or be
construed as a waiver by the City of any breach of covenant, or any default which may
then exist, on the part of Contractor, and the making of any such payment by the City
while any such breach or default exists shall in no way impair or prejudice any right or
remedy available to the City with respect to such breach or default. Any waiver by either
party of any provision or condition of the contract shall not be construed or decreed to be
a waiver of any other provision or condition of this Contract, nor a waiver of a subsequent
breach of the same provision or condition, unless such waiver be expressed in writing by
the party to be bound.
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22.
JURISDICTION AND VENUE
By executing this contract, the parties consent to the Jurisdiction of the State of Texas,
and Venue of any suit or cause of action under this contract shall lie in Tarrant County,
Texas or the federal courts therein.
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23.
NOTICES
Any notices, bills, invoices or reports required by this contract shall be sufficient if sent by
the parties in the United States mail, postage paid, to the address noted below:
If to the City: Cody Whittenburg, Environmental Program Manager
Code Compliance Department, Environmental Quality
Division
200 Texas Street
Fort Worth, TX 76102
If to the Contractor: Midwest Wrecking Company of Texas, Inc.
Attn: Brian Choate, President
P.O. Box 161819
Fort Worth, TX 76161
24.
ASSIGNMENT
The City and Contractor bind themselves and any successors and assigns to this
contract. Contractor shall not assign, sublet, or transfer its interest in this contract without
written consent of the City. Nothing herein shall be construed as creating any personal
liability on the part of any officer or agent of the City, nor shall it be construed as giving
any rights or benefits hereunder to anyone other than the City and Contractor.
25.
NO THIRD-PARTY BENEFICIARIES
This Agreement shall inure only to the benefit of the parties hereto and third persons not
privy hereto shall not, in any form or manner, be considered a third party beneficiary of
this Agreement. Each party hereto shall be solely responsible for the fulfillment of its own
contracts or commitments.
26.
CONTRACT CONSTRUCTION
The parties acknowledge that each party and, if it so chooses, its counsel have reviewed
and revised this Agreement and that the normal rule of construction to the effect that any
ambiguities are to be resolved against the drafting party must not be employed in the
interpretation of this Agreement or any amendments or exhibits hereto.
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The headings contained herein are for the convenience in reference and are not intended
to define or limit the scope of any provision of this Agreement.
27.
ENTIRETY
This contract, the contract documents, and any other documents incorporated by
reference herein are binding upon the parties and contain all the terms and conditions
agreed to by the City and Contractor, and no other contracts, oral or otherwise, regarding
the subject matter of this contract or any part thereof shall have any validity or bind any
of the parties hereto. In the event of any conflict between the specific terms of this
contract and any other contract documents, then the terms of this contract shall govern.
28.
AUTHORITY AND EXECUTION
By signing this contract Contractor warrants that it has had the opportunity 1) to examine
this contract in its entirety, 2) to have its legal counsel examine and explain the content,
terms, requirements, and benefits of this contract if Contractor so chooses, and 3) to
negotiate the terms of this contract within the bounds of applicable law.
Having had the opportunity to submit its bid and also to specifically negotiate the terms
of this contract, Contractor agrees to be bound by this contract and expressly agrees to
the terms of this contract, including terms that may vary from those of the Invitation to Bid
or the Contractor's proposal.
The signatory to this contract represents that he or she is legally authorized by the
Contractor to enter into a binding agreement on behalf of the Contractor.
Remainder of page is intentionally left blank
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ATTTACHMENT A
SCOPE OF WORK
Contractor will furnish all labor, materials and equipment necessary to perForm demolition
and asbestos abatement services as described below and in subsequent Task Orders for
specific projects issued by the City to the Contractor.
THERE IS NO GUARANTEE OF ANY WORK UNDER THIS CONTRACT; however, upon
specific written authorization bv the Citv, demolition and abatement services may be
performed on the following:
• Structures exempt from the Asbestos National Emissions Standards for Hazardous
Air Pollutants (NESHAP) — such as a single family residences.
• Facilities regulated under the Asbestos NESHAP that contain regulated asbestos
containing material (RACM) below thresholds.
• Facilities regulated under the Asbestos NESHAP that require removal of RACM prior
to building demolition.
• Facilities regulated under the Asbestos NESHAP that have been declared
structurally unsound or in danger of imminent collapse.
Task Orders for demolition and asbestos abatement services may be issued on a per
property basis or as a group that may require phasing.
Any and all asbestos related activities must be performed at a minimum in strict adherence
to the Texas Asbestos Hazards and Protection Act, NESHAP, and Occupational Safety and
Health Administration (OSHA) rules and regulations. If the Contractor provides its own
personal sampling pumps and PCM cassettes to the City's Asbestos Consultant the City's
Consultant will perform the laboratory analysis of the PCM cassettes for OSHA monitoring.
All work perFormed under this Agreement shall be in strict adherence to all applicable
federal, state, and local rules and regulations.
PROJECT COORDINATION
Contractor will be responsible for coordinating with the Environmental Quality Division, the
start date of demolition to allow for notification to the Texas Department of State Health
Services (TDSHS). The City of Fort Worth will prepare and submit the TDSHS notification
and pay all TDSHS notification fees.
Upon receipt of a Task Order and prior to demolition, contractor must obtain a wrecking
permit to demolish any structures from the Planning and Development Department - 817-
392-2222.
In obtaining the wrecking permit, the contractor will be required to abide by City of Fort Worth
ordinance number 17228, also known as the "Tree Preservation Ordinance." Under the
preservation ordinance, no tree 6" diameter or greater will be removed and all trees within
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50 feet of a structure will be protected as per Tree Ordinance #17228. Removing trees that
interfere with construction is permissible while still retaining 50% of existing canopy.
Prior to site mobilization, the contractor must determine the applicability of the Texas
Commission on Environmental Quality (TCEQ) and City of Fort Worth Stormwater Rules
including the TPDES General Permit No. TXR150000 and receive approval from the City.
In addition, the contractor must also submit any required documentation to the TCEQ and
the City of Fort Worth. The contractor must maintain compliance with these rules and ensure
posting of any required materials is done in such a manner so that the information can
readily be obtained by the general public.
SITE PREPARATION
Contractor will disconnect all associated air conditioning units and properly evacuate any
remaining refrigerant contained within the units prior to being disconnected.
Utilities will have been terminated to the sites. Prior to demolition, the contractor will be
responsible for verifying that all utilities (i.e. natural gas, telephone, water, etc.) have been
disconnected.
Contractor will cut and cap all site utilities (water, gas, electrical etc.) at point of
connection to the site.
Contractor will be responsible for contacting applicable utility services in order to decide
whether or not main lines or routes effectively traverse the project site. It will be determined
with the consultation of City staff the best method to address any utility concerns involving
the aforementioned utility service issues.
SITE WORK
All applicable structures will be abated of all RACM and will be demolished typically
removing all slabs/foundations, utility infrastructure, and grading of the parcel to properly
manage stormwater. In some instances, slabs/foundations may have to remain in place
and will be identified by the City on a case by case basis.
Prior to the start of abatement and demolition of any structure, each structure shall be
inspected to ensure the safety of the crew.
All ancillary site work as determined by City of Fort Worth staff. Ancillary site work may
include conducting selective demolition at certain sites when structures are to remain,
securing existing structures with applicable building materials suited to prevent entry into the
structures or onto the site, providing backfill material to fill in any voids located in the
structures (pits, large holes, subsurface voids, etc., and other necessary work to assist in
removing any dangerous and hazardous conditions.
All debris generated from the removal of RACM is to be disposed of as asbestos-containing
waste and in accordance with all applicable rules and regulations.
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Prior to any site disturbance, the contractor will have implemented stormwater Best
Management Practices (BMPs). This may include, but not be limited to, the use of silt
fencing, rock check dams, mulching, erosion control blankets, curb and inlet protection
devices, sediment traps, sediment basins, and/or stabilized construction entrances and
exits.
Contractor shall clean and remove all remaining furniture, household furnishings, building
materials, tires, debris, trash, rubbish and any other solid waste from the premises. These
materials shall be recycled, reclaimed, or disposed at a facility or landfill that is approved to
accept such waste.
Contractor shall maintain proper safety fencing, as needed, and also provide for adequate
signage, barricades, traffic cones, and "flagmen" during the course of the project when
heavy traffic will be leaving or entering the site. Temporary safety fencing to be used shall
be a heavy-duty, diamond-link mesh, orange, high density polyethylene safety or security
fencing that will withstand substantial weather-related stresses.
The Contractor is responsible for obtaining a City of Fort Worth Water Department water
meter if usage of water from nearby fire hydrants is anticipated.
The work area will be maintained in a manner that will control all demolition debris from
becoming windblown and/or migrating from the work area during and after working hours.
The contractor shall use site material, if available, or clean fill from an approved source to
fill any holes in the terrain resulting from any of the above work, and grade the entire lot,
ensuring that low areas are filled to prevent the pooling of water.
For the duration of the entire project, contractor shall sweep dirt and debris from the haul
routes used to ensure any sediment tracked from the site is collected and does not migrate
onto City streets.
For the duration of the demolition, stockpiling, and loading of the structure for transportation
to the applicable disposal facility, the contractor will apply water to the structure during the
course of demolition, stockpiling, and loading of the structure in order to prevent fugitive dust
emissions from emanating from the site.
As applicable, the Contractor will maintain the BMPs and the vegetative area for at least six
months, or until a uniform vegetative cover with a minimum of 70 percent coverage has been
established and has been accepted by the City for maintenance by others, whichever is
earlier.
As applicable, once sufficient vegetation has been established, all BMPs will be removed by
the contractor and the project will be closed out.
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ATTACHMENT B.
COMPENSATION SCHEDULE
THERE IS NO GUARANTEE OF ANY MINIMUM QUANTITY OF WORK UNDER THIS
CONTRACT. INDIVIDUAL PROJECTS SHALL BE PERFORMED AS ORDERED ON A
TASK ORDER DULY ISSUED BY THE CITY.
Work performed for each Task Order issued shall be compensated on a fixed-price basis,
which shall be specified on the Task Order for each project. The compensation amount
on the Task Order shall be the bid amount from the contractor for the individual project.
Issuance of a Task Order by the City shall constitute acceptance of the Contractor's bid
for the project.
A. The City shall not compensate Contractor in excess of the amount specified in
each Task Order unless the City has executed a written and authorized Change
Order. It is expressly agreed between the parties that there shall be no oral
modifications to this Contract, Requests for Costs, Bids, or Task Orders issued
under this Contract.
B. Quantities identified in Requests for Costs are estimated quantities only. Prior
to submitting a bid for a project, the Contractor is responsible for verifying all
quantities upon which the Contractor's bid is based. The Contractor is to rely
exclusively upon its own estimates, investigation, research, tests, and other
data necessary to supply the full and complete information upon which the
Contractor's bid is based. It is mutually agreed that submission of a bid is
prima-facie evidence that the Contractor has made all of the investigations,
examinations, and tests required to make a fully informed offer.
C. The parties intend and agree that any change order will be issued only in the
case of extraordinary circumstances. Any claims for additional compensation
based upon variations between conditions actually encountered in a project
and conditions as indicated in the project Task Order will not be allowed. Any
claims for additional compensation proposed by Contractor will be examined
by the City in consideration of the terms described herein and the Contractors
request for additional compensation must clearly show why the variation was
not identifiable prior to the Contractor submitting its bid. As used in this contract,
"not identifiable" means that the Contractor a) perFormed all investigation,
research, tests, and other data collection necessary to accurately determine
quantities, and b) no reasonably possible investigation, research, tests, or other
data collection could have identified the variation. The final determination as to
additional compensation will be made at the sole judgment and discretion of
the City.
The total amount of compensation under this contract shall not exceed $800,000 in any
annual term.
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ANNUAL CONTRACT FOR STRUCTURAL DEMOLITION
AND REMOVAL, TRANSPORTATION, AND DISPOSAL OF
ASBESTOS CONTAINING MATERIALS
IN WITNESS THEREOF, the parties have executed this contract electronically in Fort
Worth, Texas, on the dates written below.
CITY OF FORT WORTH
CONTRACTOR
Midwest Wrecking Company of Texas, Inc.
BY: v�,- W�,�
Valerie Washington
Assistant City Manager
Date Signed: �Unz2,2o21
RECOMMENDED:
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Cody Whittenburg
Environmental Program Manager
Code Compliance
APPROVED AS TO FORM
AND LEGALITY:
rGr�ir�a ,� La e�,yhoC�fr
Christa Lopez-Reynolds
Senior Assistant City Attorney
CITY OF FORT WORTH
CONTRACT COMPLIANCE MANAGER
BY: az ,� ��9�t
Brian Choate b�ian(�amidwestrv�eckin�.net
President
WITNESS:
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Kevin Dalton
kevin(a�midwest►vNeckin�. net
ATTEST:
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Mary J. Kayser
City Secretary
Date: �Un z4, zoz�
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By signing I acknowledge that I am the person responsible for the monitoring and
administration of this contract, including ensuring all perFormance and reporting
requirements.
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Roger Grantham
Environmental Supervisor
ENV 21-01: DEMO; Asbestos Abatement and Demolition Annual Contract
Midwest Wrecking Company of Texas, Inc.
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX