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TMG Services, Inc. - Water Storage Circulation Plan CITY OF TIGARD, OREGON AGREEMENT FOR SERVICES RELATED TO WATER STORAGE TANK CIRCULATION SYSTEM THIS AGREEMENT made and entered into this of December, 2008 by and between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and TMG Services, Inc., hereinafter called Contractor. RECITALS WHEREAS, Contractor has submitted a bid or proposal to City to provide specific services; and WHEREAS, Contractor is in the business of providing specific services and is aware of the purposes for which City requires the services; and WHEREAS, City and Contractor wish to enter into a contract under which City shall purchase the services described in Contractor's bid or proposal; THEREFORE,The parties agree as follows: 1. SERVICES TO BE PROVIDED Contractor agrees to provide services related to the installation of the water storage tank circulation system as detailed in Exhibit A—Scope of Services and by this reference made a part hereof. 2. EFFECTIVE DATE AND DURATION Contractor shall initiate services upon receipt of City's notice to proceed, together with an executed copy of this Agreement. This Agreement shall become effective upon the date of execution and shall expire, unless otherwise terminated or extended, on December 31, 2009. All services shall be completed prior to the expiration of this Agreement. 3. COMPENSATION City agrees to pay Contractor an amount not exceeding Thirty-Nine Thousand One Hundred Thirty- Two and (00)/100 dollars ($39,132.00) for performance of those services described herein, which payment shall be based upon the following applicable terms: A. Payment will be made in installments based on Contractor's invoice, subject to the approval by the City, and not more frequently than monthly. Payment shall be made only for work actually completed as of the date of invoice. B. Payment by City shall release City from any further obligation for payment to Contractor, for services performed or expenses incurred as of the date of the invoice. Payment shall not be considered acceptance or approval of any work or waiver of any defects therein. C. Contractor shall make payments promptly, as due, to all persons supplying labor or materials for the prosecution of this work. D. Contractor shall not permit any hen or claim to be filed or prosecuted against the City on any account of any labor or material furnished. E. Contractor shall pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167. F. If Contractor fails, neglects or refuses to make prompt payment of any claim for labor or services furnished to Contractor or a subcontractor by any person as such claim becomes due, City may pay such claim and charge the amount of the payment against funds due or to General Services Agreement-09-11-03 Rev.-09/17/03 , . additional compensation. Each party shall, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and shall, upon cessation of the cause, diligently pursue performance of its obligation under the Agreement. 10. NON-DISCRIMINATION Contractor agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statues, rules, and regulations. Contractor also shall comply with the Americans with Disabilities Act of 1990, ORS 659.425,and all regulations and administrative rules established pursuant to those laws. 11. INDEMNITY/HOLD HARMLESS Contractor shall defend, indemnify and hold harmless City, City's officers, employees, agents and representatives from and against all liability, claims, demands, judgments, penalties, and causes of action of any kind or character, or other costs or expenses incidental to the investigation and defense thereof, of whatever nature, resulting from or arising out of the activities of the Contractor or its subcontractors, agents, or employees under this contract, except, however, that the foregoing shall not apply to liability that arises out of City's sole negligence. 12. INSURANCE Contractor shall maintain insurance acceptable to City in full force and effect throughout the term of this contract. Such insurance shall cover all risks arising directly or indirectly out of Contractor's activities or work hereunder. The policy or policies of insurance maintained by the Contractor shall provide at least the following limits and coverages: A. Commercial General Liability Insurance Contractor shall obtain, at contractor's expense, and keep in effect during the term of this contract, Comprehensive General Liability Insurance covering Bodily Injury and Property Damage on an "occurrence" form (1996 ISO or equivalent). This coverage shall include Contractual Liability insurance for the indemnity provided under this contract. The following insurance will be carried: Coverage Limit General Aggregate 1,000,000 Products-Completed Operations Aggregate 1,000,000 Personal&Advertising Injury 1,000,000 Each Occurrence 1,000,000 Fire Damage (any one fire) 50,000 Medical Expense (any one person) 5,000 B. Business Automobile Liability Insurance If Contractor will be delivering any goods or services which require the use of a vehicle, Contractor shall provide City a certificate indicating that Contractor has business automobile liability coverage for all owned, hired, and non-owned vehicles. The Combined Single Limit per occurrence shall not be less than $1,000,000. Said insurance shall name City as an additional insured and shall require written notice to City thirty (30) days in advance of cancellation. If Contractor hires a carrier to make delivery, Contractor shall ensure that said carrier complies with this paragraph. General Services Agreement-09-11-03 Rev.-09/17/03 C. Workers' Compensation Insurance The Contractor and all employers providing work, labor or materials under this Contract that are either subject employers under the Oregon Workers' Compensation Law and shall comply with ORS 656.017, which requires them to provide workers' compensation coverage that satisfies Oregon law for all their subject workers or employers that are exempt under ORS 656.126. Out-of-state employers must provide Oregon workers' compensation coverage for their workers who work at a single location within Oregon for more than 30 days in a calendar year. Contractors who perform work without the assistance or labor of any employee need not obtain such coverage. This shall include Employer's Liability Insurance with coverage limits of not less than $500,000 each accident. D. Insurance Carrier Rating All coverage provided by the Contractor must be underwritten by an insurance company deemed acceptable by the City. The City reserves the right to reject all or any insurance carrier(s)with an unacceptable financial rating. E. Certificates of Insurance As evidence of the insurance coverage requited by the contract, the Contractor shall furnish a Certificate of Insurance to the City. No contract shall be effected until the required certificates have been received and approved by the City. The procuring of such required insurance shall not be construed to limit contractor's liability hereunder. Notwithstanding said insurance, Contractor shall be obligated for the total amount of any damage,injury, or loss caused by negligence or neglect connected with this contract. 20. ATTORNEY'S FEES In case suit or action is instituted to enforce the provisions of this contract, the parties agree that the losing party shall pay such sum as the court may adjudge reasonable attorney fees and court costs, including witness fees (expert and non-expert), attorney's fees and court costs on appeal. 21. COMPLIANCE WITH STATE AND FEDERAL LAWS/RULES Contractor shall comply with all applicable federal, state and local laws, rules and regulations, including, but not limited to, the'requirements concerning working hours, overtime, medical care, workers compensation insurance, health care payments, payments to employees and subcontractors and income tax withholding contained in ORS Chapter 279B, the provisions of which are hereby made a part of this agreement. 22. CONFLICT BETWEEN TERMS It is further expressly agreed by and between the parties hereto that should there be any conflict between the terms of this instrument in the proposal of the contract, this instrument shall control and nothing herein shall be considered as an acceptance of the terms of proposal conflicting herewith. 23. SEVERABILITY In the event any provision or portion of this Agreement is held to be unenforceable or invalid by any court of competent jurisdiction, the validity of the remaining terms and provisions shall not be affected to the extent that it did not materially affect the intent of the parties when they entered into the agreement. General Services Agreement-09-11-03 Rev.-09/17/03 24. INDUSTRIAL ACCIDENT FUND PAYMENT Contractor shall pay all contributions or amount due the Industrial Accident Fund form that Contractor or subcontractors incur during the performance of this Agreement. 25. COMPLETE AGREEMENT This Agreement, including the exhibits, is intended both as a final expression of the Agreement between the parties and as a complete and exclusive statement of the terms. In the event of an inconsistency between a provision in the main body of the Agreement and a provision in the Exhibit, the provision in the main body of the Agreement shall control. In the event of an inconsistency between Exhibit A and Exhibit B, Exhibit A shall control. No modification of this Agreement shall be effective unless and until it is made in writing and signed by both parties. No waiver, consent, modification, or change of terms of this Agreement shall bind either party unless in writing and signed by both parties. Such waiver, consent, modification, or change if made, shall be effective only in specific instances and for the specific purpose given. There are no understandings, agreements, or representations, oral or written, not specified herein regarding this Agreement. Contractor, by the signature of its authorized representative, hereby acknowledges that Contractor has read this Agreement, understands it and agrees to be bound by its terms and conditions. IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized undersigned officer and Contractor has executed this Agreement on the date hereinabove first written. CITY OF T 7 ZS2/i /a By: Date C iZ �rusSE R; C.ST�{ MAn�ar;lyR, TMG SERVICES,INC. Prame&Title of Authoriz d Representative 12.0 JD2) Si me Date General Services Agreement-09-11-03 Rev.-09/17/03 EXHIBIT A SCOPE OF SERVICES Firms shall provide all design and equipment to meet the criteria of providing adequate, constant and continuous circulation mixing within the storage tank. Energy requirements will be calculated and provided equipment will meet the design parameters. Firms will be responsible for design,installation and testing of equipment. Installation shall include providing adequate electrical power to the supplier's equipment. Firm or Supplier shall provide a warranty period of 12 months minimum for all workmanship and equipment supplied for the project. Design and equipment should meet the following requirements: • Completely mix 3.5 MG reservoir at optimal performance • Provide uniform water quality, age of water, temperature and other physical and chemical parameters consistently • Process equipment should prevent stagnation, thermal stratification and short circuiting • Self-adjust for varying water levels or fixed equipment • Provide efficient system to boost or breakpoint chlorinate and reduce nitrification, loss of residual chlorine or chloramine, and reduce high heterotrophic plate counts • Equipment necessary for the internal tank must fit through 4' x 6' hatch, preferably fully assembled • Minimal if any infrastructure changes (solar or wind-powered, existing VAC power, etc.) • SCADA outputs for future monitoring (City may in future connect for monitoring purposes, not a part of this proposal) • Unit operates continuously 24/7 • Submersible equipment shall be high end motor and control system with a NSF approval, including any submersible cable or wiring • Fixed equipment on tank floor shall be mounted in a manner that prevents premature failure of concrete, prevents the possibility of cracks or leaks • equipment should be provided with minimal preventative maintenance requirements • Supplier should provide a life cycle for equipment proposed • All equipment external to the tank structure shall meet weatherproof requirements • Contractor shall be responsible for all state and local permits and fees. Firms or Suppliers may request to have access to the proposed project site for the purposes of investigating site conditions during the quote proposal period. Request for site visit should be made to the project administrator. Site visits, including access to the storage tank roof shall be between normal business hours 8:00 am to 4:00 pm, Monday through Friday. Site visits can be scheduled through the project administrator. Genera] Services Agreement-09-11-03 Rev.-09/17/03 EXHIBIT B CONTRACTOR'S PROPOSAL ' TM G Services, Inc. 3216 E.Portland Avenue Tacoma, 98404 253-779-4160 0 Vk've Got The Answers—Leave It In Our Hands Fax 253-779-4165tmginc@tmgseraices.net August 29,2008 Quotation No. John Goodrich City of Tigard 13125 S. W. Hall Blvd. Tigard, OR 97223 Reference: Request for Quote— 3.5 MG Storage Water Tank Circulation System TMG Services, Inc. is pleased to provide the following QUOTATION for the above referenced project based on the plans and specifications provided by the City of Tigard. One PAX Water Mixer One PAX Temperature String One PAX Water Mixer Installation - Conduit One PAX Water Mixer Installation —Wet Side PRICE: $39,132.00 Warranty Information PAX Water Mixer- 1 Year Parts & Labor -2nd Year Parts Only PAX Temperature String - 1 Year Parts & Labor PAX Installation—Conduit- 1 Year Parts & Labor -2nd Year Parts Only CONDITIONS OF SALE: -FOB: Tigard,OR -Payment Terms: Net 30 Days. -This price is in effect for 60 days. -Delivery will be made in approximately 4-6 weeks after receipt of order and/or approvals and resolution of all necessary technical data at T M G Services,Inc. -Quotation prices do not include any sales taxes or any other taxes that may apply. -This quotation is limited to the products and/or services as listed and excludes any item or service not specifically listed. If you have any questions please do not hesitate to call me at(253) 779-4160. TMG Services, Inc. and I look forward to working with you. Sincerely, T M G SERVICES, INC. Teresa Corrington General Services Agreement-09-11-03 Teresa Corrington Rev. -09/17/03 CITY OF TIGARD, OREGON AGREEMENT FOR SERVICES RELATED TO WATER STORAGE TANK CIRCULATION SYSTEM THIS AGREEMENT made and entered into this Z of December, 2008 by and between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and TMG Services, Inc., hereinafter called Contractor. RECITALS WHEREAS, Contractor has submitted a bid or proposal to City to provide specific services; and WHEREAS, Contractor is in the business of providing specific services and is aware of the purposes for which City requires the services; and WHEREAS, City and Contractor wish to enter into a contract under which City shall purchase the services described in Contractor's bid or proposal; THEREFORE,The parties agree as follows: 1. SERVICES TO BE PROVIDED Contractor agrees to provide services related to the installation of the water storage tank circulation system as detailed in Exhibit A—Scope of Services and by this reference made a part hereof. 2. EFFECTIVE DATE AND DURATION Contractor shall initiate services upon receipt of City's notice to proceed, together with an executed copy of this Agreement. This Agreement shall become effective upon the date of execution and shall expire, unless otherwise terminated or extended,on December 31, 2009. All services shall be completed prior to the expiration of this.Agreement. 3. COMPENSATION City agrees to pay Contractor an amount not exceeding Thirty-Nine Thousand One Hundred Thirty- Two and (00)/100 dollars ($39,132.00) for performance of those services described herein, which payment shall be based upon the following applicable terms: A. Payment will be made in installments based on Contractor's invoice, subject to the approval by the City, and not more frequently than monthly. Payment shall be made only for work actually completed as of the date of invoice. B. Payment by City shall release City from any further obligation for payment to Contractor, for services performed or expenses incurred as of the date of the invoice. Payment shall not be considered acceptance or approval of any work or waiver of any defects therein. C. Contractor shall make payments promptly, as due, to all persons supplying labor or materials for the prosecution of this work. D. Contractor shall not permit any lien or claim to be filed or prosecuted against the City on any account of any labor or material furnished. E. Contractor shall pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167. F. If Contractor fails, neglects or refuses to make prompt payment of any claim for labor or services furnished to Contractor or a subcontractor by any person as such claim becomes due, City may pay such claim and charge the amount of the payment against funds due or to General Services Agreement-09-11-03 Rev.-09/17/03 additional compensation. Each party shall, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and shall, upon cessation of the cause, diligently pursue performance of its obligation under the Agreement. 10. NON-DISCRIMINATION Contractor agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statues, rules, and regulations. Contractor also shall comply with the Americans with Disabilities Act of 1990, ORS 659.425,and all regulations and administrative rules established pursuant to those laws. 11. INDEMNITY/HOLD HARMLESS Contractor shall defend, indemnify and hold harmless City, City's officers, employees, agents and representatives from and against all liability, claims, demands, judgments, penalties, and causes of action of any kind or character, or other costs or expenses incidental to the investigation and defense thereof, of whatever nature, resulting from or arising out of the activities of the Contractor or its subcontractors, agents, or employees under this contract, except, however, that the foregoing shall not apply to liability that arises out of City's sole negligence. 12. INSURANCE Contractor shall maintain insurance acceptable to City in full force and effect throughout the term of this contract. Such insurance shall cover all risks arising directly or indirectly out of Contractor's activities or work hereunder. The policy or policies of insurance maintained by the Contractor shall provide at least the following limits and coverages: A. Commercial General Liability Insurance Contractor shall obtain, at contractor's expense, and keep in effect during the term of this contract, Comprehensive General Liability Insurance covering Bodily Injury and Property Damage on an "occurrence" form (1996 ISO or equivalent). This coverage shall include Contractual Liability insurance for the indemnity provided under this contract. The following insurance will be carried: Coverage Limit General Aggregate 1,000,000 Products-Completed Operations Aggregate 1,000,000 Personal&Advertising Injury 1,000,000 Each Occurrence 1,000,000 Fire Damage (any one fire) 50,000 Medical Expense (any one person) 5,000 B. Business Automobile Liability Insurance If Contractor will be delivering any goods or services which require the use of a vehicle, Contractor shall provide City a certificate indicating that Contractor has business automobile liability coverage for all owned, hired, and non-owned vehicles. The Combined Single Limit per occurrence shall not be less than $1,000,000. Said insurance shall name City as an additional insured and shall require written notice to City thirty (30) days in advance of cancellation. If Contractor hires a carrier to make delivery, Contractor shall ensure that said carrier complies with this paragraph. General Services Agreement-09-11-03 Rev.-09/17/03 C. Workers' Compensation Insurance The Contractor and all employers providing work, labor or materials under this Contract that are either subject employers under the Oregon Workers' Compensation Law and shall comply with ORS 656.017, which requires them to provide workers' compensation coverage that satisfies Oregon law for all their subject workers or employers that are exempt under ORS 656.126. Out-of-state employers must provide Oregon workers' compensation coverage for their workers who work at a single location within Oregon for more than 30 days in a calendar year. Contractors who perform work without the assistance or labor of any employee need not obtain such coverage. This shall include Employer's Liability Insurance with coverage limits of not less than $500,000 each accident. D. Insurance Carrier Rating All coverage provided by the Contractor must be underwritten by an insurance company deemed acceptable by the City. The City reserves the right to reject all or any insurance carrier(s) with an unacceptable financial rating. E. Certificates of Insurance As evidence of the insurance coverage required by the contract, the Contractor shall furnish a Certificate of Insurance to the City. No contract shall be effected until the required certificates have been received and approved by the City. The procuring of such required insurance shall not be construed to limit contractor's liability hereunder. Notwithstanding said insurance, Contractor shall be obligated for the total amount of any damage,injury, or loss caused by negligence or neglect connected with this contract. 20. ATTORNEY'S FEES In case suit or action is instituted to enforce the provisions of this contract, the parties agree that the losing party shall pay such sum as the court may adjudge reasonable attorney fees and court costs, including witness fees (expert and non-expert),attorney's fees and court costs on appeal. 21. COMPLIANCE WITH STATE AND FEDERAL LAWS/RULES Contractor shall comply with all applicable federal, state and local laws, rules and regulations, including, but not limited to, the requirements concerning working hours, overtime, medical care, workers compensation insurance, health care payments, payments to employees and subcontractors and income tax withholding contained in ORS Chapter 279B, the provisions of which are hereby made a part of this agreement. 22. CONFLICT BETWEEN TERMS It is further expressly agreed by and between the parties hereto that should there be any conflict between the terms of this instrument in the proposal of the contract, this instrument shall control and nothing herein shall be considered as an acceptance of the terms of proposal conflicting herewith. 23. SEVERABILITY In the event any provision or portion of this Agreement is held to be unenforceable or invalid by any court of competent jurisdiction, the validity of the remaining terms and provisions shall not be affected to the extent that it did not materially affect the intent of the parties when they entered into the agreement. General Services Agreement-09-11-03 Rev.-09/17/03 24. INDUSTRIAL ACCIDENT FUND PAYMENT Contractor shall pay all contributions or amount due the Industrial Accident Fund form that Contractor or subcontractors incur during the performance of this Agreement. 25. COMPLETE AGREEMENT This Agreement, including the exhibits, is intended both as a final expression of the Agreement between the parties and as a complete and exclusive statement of the terms. In the event of an inconsistency between a provision in the main body of the Agreement and a provision in the Exhibit, the provision in the main body of the Agreement shall control. In the event of an inconsistency between Exhibit A and Exhibit B, Exhibit A shall control. No modification of this Agreement shall be effective unless and until it is made in writing and signed by both parties. No waiver, consent, modification, or change of terms of this Agreement shall bind either party unless in writing and signed by both parties. Such waiver, consent, modification, or change if made, shall be effective only in specific instances and for the specific purpose given. There are no understandings, agreements, or representations, oral or written, not specified herein regarding this Agreement. Contractor, by the signature of its authorized representative, hereby acknowledges that Contractor has read this Agreement, understands it and agrees to be bound by its terms and conditions. IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized undersigned officer and Contractor has executed this Agreement on the date hereinabove first written. CITY OF T QZZ/a By: Date CiZA se P'j C.ZT4( MANRt,lr& TMG SERVICES,INC. P r ame&Title of Authoriz d Representative i 120 IDE) St Date General Services Agreement-09-11-03 Rev.-09/17/03 EXHIBIT A SCOPE OF SERVICES Firms shall provide all design and equipment to meet the criteria of providing adequate, constant and continuous circulation mixing within the storage tank. Energy requirements will be calculated and provided equipment will meet the design parameters. Firms will be responsible for design,installation and testing of equipment. Installation shall include providing adequate electrical power to the supplier's equipment. Firm or Supplier shall provide a warranty period of 12 months minimum for all workmanship and equipment supplied for the project. Design and equipment should meet the following requirements: • Completely mix 3.5 MG reservoir at optimal performance • Provide uniform water quality, age of water, temperature and other physical and chemical parameters consistently • Process equipment should prevent stagnation, thermal stratification and short circuiting • Self-adjust for varying water levels or fixed equipment • Provide efficient system to boost or breakpoint chlorinate and reduce nitrification, loss of residual chlorine or chloramine, and reduce high heterotrophic plate counts • Equipment necessary for the internal tank must fit through 4' x 6' hatch, preferably fully assembled • Minimal if any infrastructure changes (solar or wind-powered, existing VAC power, etc.) • SCADA outputs for future monitoring (City may in future connect for monitoring purposes, not a part of this proposal) • Unit operates continuously 24/7 • Submersible equipment shall be high end motor and control system with a NSF approval, including any submersible cable or wiring • Fixed equipment on tank floor shall be mounted in a manner that prevents premature failure of concrete, prevents the possibility of cracks or leaks • equipment should be provided with minimal preventative maintenance requirements • Supplier should provide a life cycle for equipment proposed • All equipment external to the tank structure shall meet weatherproof requirements • Contractor shall be responsible for all state and local permits and fees. Firms or Suppliers may request to have access to the proposed project site for the purposes of investigating site conditions during the quote proposal period. Request for site visit should be made to the project administrator. Site visits, including access to the storage tank roof shall be between normal business hours 8:00 am to 4:00 pm, Monday through Friday. Site visits can be scheduled through the project administrator. General Services Agreement-09-11-03 Rev.-09/17/03 EXHIBIT B CONTRACTOR'S PROPOSAL ' T M G Services, Inc. 3216 E.Portland Avenue Tacoma, 98404 253-779-41616 0 We've Got The Answers—Leave It In Our Hands Fax 253-7794165tmginc@tmgservices.net August 29,2008 Quotation No. John Goodrich City of Tigard 13125 S. W. Hall Blvd. Tigard, OR 97223 Reference: Request for Quote— 3.5 MG Storage Water Tank Circulation System TMG Services, Inc. is pleased to provide the following QUOTATION for the above referenced project based on the plans and specifications provided by the City of Tigard. One PAX Water Mixer One PAX Temperature String One PAX Water Mixer Installation - Conduit One PAX Water Mixer Installation —Wet Side PRICE: $39,132.00 Warranty Information PAX Water Mixer- 1 Year Parts & Labor -2 nd Year Parts Only PAX Temperature String - 1 Year Parts& Labor PAX Installation—Conduit- 1 Year Parts & Labor -2 nd Year Parts Only CONDITIONS OF SALE: -FOB: Tigard,OR -Payment Terms: Net 30 Days. -This price is in effect for 60 days. -Delivery will be made in approximately 4-6 weeks after receipt of order and/or approvals and resolution of all necessary technical data at T M G Services, Inc. -Quotation prices do not include any sales taxes or any other taxes that may apply. -This quotation is limited to the products and/or services as listed and excludes any item or service not specifically listed. If you have any questions please do not hesitate to call me at (253) 779-4160. TMG Services, Inc. and I look forward to working with you. Sincerely, T M G SERVICES, INC. Teresa Corrington General Services Agreement-09-11-03 Teresa Corrington Rev.-09/17/03