HomeMy WebLinkAboutContract 39664-A1STATE OF TEXAS
COUNTY OFT ARRANT
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KNOWN ALL BY THESE PRESENTS :
FIRST AMENDMENT TO
CITY SECRET ARY CONTRACT NO. 39664
DEM 09-17 -SOILS
THIS FIRST AMENDMENT to City Secretary Contract No . 39664 (hereinafter
"Amendment") is entered into by and between the City of Fort Worth ("City"), a home-
rule municipality in the State of Texas, acting through Fernando Costa, its duly
authorized Acting Assistant City Manager, and Eagle Construction & Environmental
Services, LLC . ("Contractor"), by and through Robert G. Coston , its duly
authorized President. ( Chief Financial Officer and Secretary)
WHEREAS, the City and Eagle Construction & Environmental Services, LLC have
entered into that certain agreement identified as City Secretary Contract No. 39664 (also
the "Contract") commencing on December 15, 2009 for services to include the
characterization, excavation, loading, transportation, and proper disposal of contaminated
soils; and
WHEREAS, that subsequent to the execution of the aforementioned contract, larger
quantities of contaminated soil have been discovered onsite and that conditions warrant
the amendment of the contract pursuant to Section 14 (Modification) of said contract; and
WHEREAS , the additional contaminated soils represent a potential threat to the public
health and safety that requires an expeditious response , and that under the provisions of
the Texas Local Government Code Section 252.022(a)(2) such municipal expenditures
are exempt from competitive bidding requirements; and
WHEREAS , on March 2 , 2010 , the City voted to increase the Scope of Work and the
Not-to-Exceed Amounts for the this contract as stated in the Mayor and Council
Communication C-24119 attached; and
WHEREAS, it is the mutual desire of the parties to amend said City Secretary Contract
No. 39664 , as amended on March 2, 2010, to increase the Scope of Work and the and
Not-to-Exceed Amounts for the this contract as stated in the Mayor and Council
Communication C-24119 attached; and
WHEREAS , the parties agree that all other conditions, terms , and pricing ~alrr.:re;;;m~am:n11ra-e ----.
same as stated in City Secretary Contract No. 39664 ; OFFICIAL RECORD
First Amendment to Contract for Excavation, Transportation, and Disposal of Contaminated Soils -
DEM 09-17-EAGLE CONSTRUCTION & ENVIRONMENTAL SERVICES, LLC.
CITY SECRETARY
FT. WORTH, TX
Page 1 of 3
US -27 -1 0 P _):54 I '~
NOW, THEREFORE, for and in consideration of the mutual covenants contained herein,
and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged and confessed, the parties hereto agree as follows:
1. Increased Scope of Work:
The Scope of Work for 2500 Brennan Avenue is amended include the removal of 4,950
cubic yards of in-situ contaminated soil and then transport and disposal of 1,600 cubic
yards of soil as Class I Non-Hazardous Waste and 3,350 cubic yards of soil as Class II
Non-Hazardous Waste.
2. Increased Not to Exceed Amount:
At 2500 Brennan A venue, the additional hydrocarbon impacted soils discovered during
the waste characterization process plus the increased classification from Class II Non-
hazardous waste to Class I Hazardous waste for a large portion of the waste to be handled
results in additional costs associated with this contract amendment of $100,168.00, and
the Not to Exceed Amount is therefore increased to $553 ,221. Unit costs remain as
specified in Section 6 (Compensation), Tables 1 and 2 of the original contract (City
Secretary Contract No. 39664).
3 . Miscellaneous:
Nothing contained herein shall be deemed to amend or modify the Contract, except as
expressly set forth herein. Any term used but not expressly defined herein, shall have
that meaning set forth in the Contract. A waiver of the goal for M/WBE has been
approved by the M/WBE Office because a public or administrative emergency exists
which requires the goods and services to be provided with unusual immediacy .
The Remainder of This Page is Intentionally Left Blank
First Amendment to Contract for Excavation, Transportation, and Disposal of Contaminated Soils -
DEM 09-17 -EAGLE CONSTRUCTION & ENVIRONMENTAL SERVICES, LLC.
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SIGNATURE PAGE FOR FIRST AMENDMENT
TO
CITY SECRET ARY CONTRACT NO. 39664
DEM 09-17 -SOILS
IN WITNESS THEREOF, the parties have executed this contract in triplicate in Fort
Worth, Texas, on the dates written below.
CITY OF FORT WORTH
Fernando Costa
Assistant City Manager
APPROVED AS TO FORM
AND LEGALITY:
~/ll ·~
Arthur N. Bashor
Assistant City Attorney
CONTRACTOR
Eagle Construction & Environmental
Services, LLC
BY: ------------
President (Chief Financial Officer &
Secretary
WITNESS :
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH , TX
First Amendment to Contract for Excavation, Transportation, and Disposal of Contaminated Soils -
DEM 09-17-EAGLE CONSTRUCTION & ENVIRONMENTAL SERVICES, LLC.
Page 3of 3
~~ lkaitP?rnm,..;;·. ·~. ;:::;,~<!:-:·· ~:!::!:!~
UCC I Business Org!!_nizations I Trademarks I Not~u:x I Account I Helru'Fej!~ I
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BUSINESS ORGANIZATIONS INQUIRY -VIEW ENTITY
Filing Number: 801043945 Entity Type: Foreign Limited Liability
Company (LLC)
Original Date of Filing: October 23, 2008 Entity Status: In existence
Formation Date: N I A
Tax ID: 12635176345 FEIN:
Name:
Address:
Eagle Construction and Environmental Services, LLC
9701 East 1-20
Fictitious Name:
Jurisdiction:
Foreign Formation
Date:
Eastland, TX 76448 USA
NIA
DE, USA
October 8, 2008
ASSUMED ASSOCIATED REGISTERED
AGENT_
FILING
}[ISTORY NAMES MANAGEMENT NAME_S_ ENIITIES,_
Last Update Name Title Address
October 23, James Weber Jr Governing 2211 St. Andrews Blvd.
2008 Person Panama City, FL 32405 USA
October 23, Brent C Habstritt Governing 222 S. Ninth St., Suite 3130
2008 Person Minneapolis, MN 55402 USA
October 23, Jeffrey A Mudge Governing 222 S. Ninth St., Suite 3130
2008 Person Minneapolis, MN 55402 USA
Order j Return to Search
Instructions :
~ To place an order for additional information about a filing press the 'Order' button .
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
(
. ,.
EAGLE CONSTRUCTION AND ENVIRONMENTAL SERVICES, LLC
WRITTEN CONSENT OF
THE BOARD OF MANAGERS
TAKEN IN LIEU OF A MEETING
/1;1,ir,:-£. S-, 2010
The undersigned, being all of the members of the Board of Managers of Eagle
Construction and Environmental Services, LLC, a Delaware limited liability company (the
"Company"), acting pursuant to the provisions of the Delaware Limited Liability Company Act,
hereby adopt the following resolutions in writing effective as of the date stated above:
Appointment of Officers
WHEREAS, Marc W. Walraven resigned from his position as President ol'the Company,
effective as of February 8, 20 I 0.
WHEREAS, the Company requires a President and other officers to manage the daily
affairs of the Company .
NOW, THEREFORE, BE IT RESOLVED, that the following persons are elected and
appointed to the offices of this Company set forth below opposite their names, to serve as
the sole officers of the Company until their successor(s) have been duly elected and
qualified, or until their earlier death, resignation or removal:
James Weber, Jr.
Robert Coston
President
Chief Financial Officer and Secretary
FURTHER RESOLVED, that any officer of the Company is hereby authorized and
directed, for and on behalf of the Company, to take such action as he may deem
necessary or appropriate to carry out the purposes of 01· to accomplish the transactions
contemplated by the foregoing resolutions.
FURTHER RESOLVED, that this written consent may be executed on counterpart
signature pages.
The actions taken by this written consent have the same force and effect as if taken by the
undersigned at a meeting of the Board of Managers of the Company duly called and constituted
pursuant to the laws of the State of Delaware .
* * * * *
Due# 317810811
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
' t
IN WITNESS WHEREOF, the undersigned , being all of the members of the Board of
Managers of the Company, have executed this written consent as of the date first written above .
.. BOARD OF MANAGERS:
Brett C. Hnbstri
I
~,4.,,l{.,_.(19-
J ffrey A. M ge I
' I
PROGRESSIVE ENVIRONMENT AL SERVICES, INC.
WRITTEN CONSENT OF
THE BOARD OF DIRECTORS
TAKEN IN LIEU OF A MEETING
Mqr-c.h lo 2009
The undersigned, being all of the members of the Board of Directors of Progressive
Environmental Services, Inc., a Delaware corporation (the "Corporation"), acting pursuant to the
provisions of the Delaware General Corporation Law, do hereby adopt the following resolutions
in writing effective as of the date staled above:
WHEREAS, M&I Equipment Finance Company ("Lessor") has indicated a willingness
to enter into a lease or leases with Southem Waste Services, Inc . ("Lessee") covering certain
personal properly but requires the guarantee of the Corporation that Lessee will fully and
promptly pay the rentals due and to become due under said lease or leases; and it being to tJ1e
benefit of the Corporation that said lease or leases be entered into; and this Corporation being
interested in the operation and success of Lessee and in view of the inter-corporate relationship
between this Corporation and Lessee, it is deemed to be the direct interests and advantage of this
Corporation that it enter into a the aforesaid guarantee with Lessor.
NOW, THEREFORE, BE IT RESOLVED, that the Corporation guarantee on behalf of
Lessee the full and prompt perfomrnnce of any and all written leases to be entered into
between Lessor and Lessee covering personal property described in said leases, including
the prompt payment of any and all rentals due or to become due thereunder; the proposed
fonn of said guarantee being attached hereto.
BE IT FURTHER RESOLVED, that the following person hereby is authorized and
empowered on behalf of the Corporation to execute and deliver the written guarantee in
accordance with the foregoing resolution and to execute and deliver on behalf of the
Corporation any other instruments and do all other things necessary to effectuate the
guarantee of the Corporation:
Robert Coston, Chief Financial Officer and Secretary
BE IT FURTHER RESOLVED, tlmt all acts and doings of said autho1ized person in
respect of the subject matter hereof are fully ratified, approved, adopted and confirmed.
BE IT FURTHER RESOLVED, that this written consent may be executed on counterpart
signature pages .
The actions taken by this written consent have the same force and effect as if taken by the
undersigned at a meeting of the Board of Directors of the Corporation duly called and constituted
pursuant to the laws of the State of Delaware.
Doc# 2896054\J
T
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IN WITNESS WHEREOF, the undersigned, being all of the members of the Board of
Directors of the Corporation, have executed this written consent as of the ·date first written
above.
OARD
1
oF DIRECTORS:
I
' .
EAGLE CONSTRUCTION AND ENVIRONMENTAL SERVICES, LLC
SECRETARY'S CERTIFICATE
The undersigned hereby certifies, as of December 21, 2009, as follows: /
1. I am the duly elected, qualified and acting secretary of Eagle Construction and
Environmental Services, LLC, a Delaware limited liability company (the "Company"), and, as
such, am the keeper of the limited liability company records of the Company.
2. Progressive Environmental Services, Inc., a Delaware corporation ("PES"),
currently owns 100% of the issued and outstanding capital stock of Southern Waste Services,
Inc., a Florida corporation ("SWS"), and has owned such capital stock of SWS since November
5 , 2008 .
3. On October 8, 2008 , SWS was admitted as the sole member of the Company,
holding 100% of the issued and outstanding membership interests of the Company (the
"Company Interest").
4. On December 31 , 2008, SWS transferred 100% of the Company Interest to PES .
5. Therefore, from the period beginning November 5, 2008 through the date hereof,
PES has owned, directly or indirectly, 100% of the Company Interest.
IN WITNESS WHEREOF, the undersigned has duly caused this Secretary 's Certificate
to be executed and delivered on and as of the date first written above.
EAGLE CONSTRUCTION AND
ENVIRONMENTAL SERVICES, LLC
By :~~~
Name: Robert Coston
Title: Secretary
Page 1 of 2 ..
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 3/2/2010 -Ord. No. 19061-03-2010
DATE: Tuesday, March 02 , 2010 REFERENCE NO.: C-24119
LOG NAME: 52RATIFY EMERGENCY AMENDMENT TO EAGLE FOR BRENNAN
SUBJECT:
Adopt Appropriation Ordinance and Ratify Emergency Amendment No . 1 to City Secretary Contract No.
39664 with Eagle Construction and Environmental Services, LLC, in the Amount of $100 ,168 .00 for
Transportation and Disposal of Contaminated Soils at 2500 Brennan Avenue (COUNCIL DISTRICT 2)
RECOMMENDATION:
It is recommended that the City Council :
1. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the
Environmental Management Fund in the amount of $100,168 .00 from available funds; and
2. Ratify Emergency Amendment No . 1 to City Secretary Contract No . 39664 with Eagle Construction and
Environmental Services, LLC, in the amount of $100,168 .00 for transportation and disposal of
contaminated soils at 2500 Brennan Avenue.
DISCUSSION:
On December 15 , 2009 , Eagle Construction and Environmental Services, LLC , (Eagle) was awarded a
Contract (M&C C-23984, City Secretary Contract No . 39664) for the excavation and removal of
contaminated soils located in the drainage channel that traverses the City's service center located at 2500
Brennan Avenue and 3479 West Vickery Boulevard for the Southwest Parkway/State Highway 121
Tollway Project.
Emergency Amendment No. 1 is specifically related to Brennan Avenue excavation and removal of
contaminated soils in the drainage channel that flows from the north at Brennan Avenue and discharges
into the Trinity River at the southern boundary of the Brennan Service Center. The amount of hydrocarbon
impacted soils estimated in the original invitation to bid was based on several geotechnical soil borings
advanced adjacent to the project site for the Trinity River Vision Project. To confirm the waste
classification for disposal, Eagle facilitated the waste classification process and Environmental
Management Department staff assisted by collecting soil samples from within the channel. Areas of the
drainage channel that were disturbed during sampling showed evidence of petroleum hydrocarbon
contamination in the northern one-third portion of the channel , which was not indicated in the previous
borings. Analytical results from the sampling also showed higher contaminant levels in some areas
resulting in a change of waste classification from Class II Non-hazardous to Class I Non-hazardous waste.
The additional hydrocarbon impacted soils discovered during the waste characterization process plus the
increased classification from Class II Non-Hazardous waste to Class I Non-Hazardous waste for a large
portion of the waste to be handled results in an increase of$100,168 .00 . The amended not-to-exceed
contract cost is $553 ,221 .00 .
The Environmental Management Department conferred with both the Law and Financial Management
Services (Purchasing) Departments to proceed under emergency procurement procedures in order to
prevent additional environmental impacts and potential human exposure . Both Legal and Purchasing have
agreed that this issue can be treated as "a procurement that is necessary to preserve or protect the public
health or safety of the municipality's residents" in accordance with the Texas Local Government Code
http ://app s.cfwnet.org/ecounc il /printmc.a sp ?id= 13 188 &print=true&D ocTyp e=Print 7/2 0/2 010
Page 2 of 2 . ~.
Section 252 .022(a)(2).
M/WBE - A waiver of the goal for M/WBE was requested by the Environmental Management Department
and approved by the M/WBE Office because a public or administrative emergency exists which requires
the goods and services to be provided with unusual immediacy .
This project is located COUNCIL DISTRICT 2 .
FISCAL INFORMATION/ CERTIFICATION:
The Financial Management Services Director certifies that upon approval of the above recommendations
and adoption of the attached appropriation ordinance, funds will be available in the current operating
budget, as appropriated, of the Environmental Management Fund .
FUND CENTERS:
TO Fund/Account/Centers
1) R101 441012 052011000000
1) R101 539410 052011000000
CERTIFICATIONS:
FROM Fund/Account/Centers
$100,168.00 2) R101 539410 0522010030000
$100 .168 .00
Submitted for City Manager's Office by: Fernando Costa (6122)
Brian Boerner (6647)
Michael Gange (6569)
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
1. 52RATIFY EMERG AMDT FOR BRENNAN AO .doc (Public)
2. 52RATIFY EMERGENCY AMENDMENT TO EAGLE FOR BRENNAN MaQ.,.QQf (Public)
3. Bond Fund Transfer-Brennan Contaminated So il.Rdf (CFW Internal)
4. Fund Avai lab ility.QQf (CFW Internal)
5. MWBE Waiver-Eagle Brennan Soil.pdf (CFW Internal)
6. r101-539120-052011000000 .pdf (CFW Internal)
$100.168 .00
http:// apps. cfwnet. org/ ecouncil/printmc .asp ?id = 1318 8&print=true&Doc Type= Print 7/20 /2010