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HomeMy WebLinkAbout20-28 Resolution No. 20-28 RESOLUTION AUTHORIZING EXECUTION OF AMENDMENT AGREEMENT NO. 4 WITH BENEFICIAL REUSE MANAGEMENT, LLC FOR WATER TREATMENT LIME RESIDUE REMOVAL AND DISPOSAL BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that pursuant to Elgin Municipal Code Section 5.02.020B(9) the City Council hereby finds that an exception to the requirements of the procurement ordinance is necessary and in the best interest of the city; and BE IT FURTHER RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that Richard G. Kozal, City Manager, and Kimberly A. Dewis, City Clerk, be and are hereby authorized and directed to execute Amendment Agreement No. 4 on behalf of the City of Elgin with Beneficial Reuse Management, LLC, for water treatment lime residue removal and disposal, a copy of which is attached hereto and made a part hereof by reference. s/David J. Kaptain David J. Kaptain, Mayor Presented: March 4, 2020 Adopted: March 4, 2020 Vote: Yeas: 8 Nays: 0 Abstain: 1 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk AMENDMENT AGREEMENT NO, 4 THIS AMENDMENT AGREEMENT NO. 4 is hereby made and entered into this 4th day of March ,2020, by and between the City of Elgin,Illinois,a municipal corporation (hereinafter referred to as the"City"),and Beneficial Reuse Management,LLC,an Illinois limited liability company(hereinafter referred to as"Contractor"). WHEREAS, the City and Contractor hereto have previously entered into an agreement dated January 28, 2015 (the "Original Agreement"), attached hereto and made a part hereof as Attachment A, wherein the City engaged the Contractor to remove lime residue from lagoons located at the South McLean site and lagoons located at the Airlite Water Treatment Plant (hereinafter referred to as"Original Agreement" and the"Project"); and WHEREAS,the Original Agreement provided for a term of one(1)year through December j 31, 2015, with the City having the option, at its sole discretion, of four(4) one-year extensions; and WHEREAS, the City exercised its option for the first one-year extension pursuant to Amendment Agreement No. 1, attached hereto and made a part hereof as Attachment B, which extended the term of the agreement from January 1,2016 through December 31,2016;and WHEREAS, the City and the Contractor entered into an Amendment Agreement No. 2, attached hereto and made a part hereof as Attachment C,which provided for a reduction in price from$56.00 per dry ton to$54.00 per dry ton in exchange for the City agreeing to extend the term of the agreement through December 21, 2022;and WHEREAS, the City and the Contractor entered into an Amendment Agreement No. 3, attached hereto and made a part hereof as Attachment D, which provided for the additional lime residual removal cost for 2018, reduced the annual residual removal amounts for 2020,2021 and ' 2022;and WHEREAS,the changes contemplated by this Amendment Agreement No. 4 are germane to the Original Agreement as signed;and this Amendment Agreement No. 4 is in the best interest ' of the City and is authorized by law. WHEREAS,the historic rainfall during contract year 2019 hindered the contractor's ability to remove their annual allotment of lime residuals. NOW, THEREFORE, for and in consideration of the mutual undertakings as provided herein, and other good and valuable consideration, the sufficiency of which is hereby mutually acknowledge, the parties hereto agree as follows: 1. The above recitals are incorporated into and made a part of this agreement as if fully recited hereby. 2. Article 11 of the Original Agreement and Amendment Agreement No. 1 is hereby amended by replacing the entire section of this Article with the following: "Article II. DURATION & SCOPE OF WORK. The CONTRACTOR shall provide the goods or services described at the prices and terms contained therein. The CONTRACTOR shall commence the performance of this contract upon the date of this agreement and shall end the performance on December 31,2022. The CITY shall be entitled, in the CITY'S sole discretion, to require lime residue removal from a specific lagoon of any of the six lagoons and/or the temporary lagoon with the South McLean Lagoon and/or the two lagoons at the Airlite Water Treatment Plant." 3. Article III of the Original Agreement is hereby amended by replacing the entire section of this Article with the following: "Article III. TIME OF PERFORMANCE. The CONTRACTOR shall provide the goods or services upon receipt of purchase order; and the CITY shall pay the CONTRACTOR from January 1,2015 through December 31,2016,$56.00 per dry ton, and from January 1, 2017 through December 31, 2022, $54.00 per dry ton,to properly dewater, remove, load, haul and dispose of residuals from the South McLean and Airlite Sludge Lagoons up to a not-to-exceed total annual sum of $1,921,854.60 for 2018, up to a not-to-exceed total annual sum of$1,858,154.40 for 2019, up to a not-to-exceed total annual sum of$1,906,200 in 2020 and up to a not-to-exceed total annual sum of$1,512,000 for 2021 through 2022." 4. That except as amended in this Amendment Agreement No. 4, and as previously amended pursuant to Amendment Agreement No. 3, Amendment Agreement No. 2 and Amendment Agreement No. 1,the Original Agreement shall remain in full force and effect. 5. That in the event of any conflict between the terms of the Original Agreement, Amendment Agreement No. 1,Amendment Agreement No. 2,Amendment Agreement No. 3 and the provisions in this Amendment Agreement No. 4 the provisions of this Amendment Agreement No. 4 shall control. IN WITNESS WHEREOF, the undersigned have entered into and executed this Amendment Agreement as of the date and year first written above. CITY OF ELGIhL CONTRACTOR ......................... By- By: r City Manager Attest Attest: 'p r� City Clerk F:U-egal DepAAgreemcnMeneficial Reuse Management-Amend 44 1-22-20.docx -2- ATTACHMENT A CITY OF ELGIN AGREEMENT FOR RFP Number: 14-056 for:Lime Residue Removal This Agreement is made and entered into this 28thday of January , 2015 by and between the City of Elgin ("the CITY"),a municipal corporation organized and existing under the laws of the State of Illinois, and Beneficial Reuse Management, LLC, an Illinois limited liability company and having a principal place of business at 372 West Ontario, Suite 501, Chicago, Illinois ("the CONTRACTOR"). ARTICLE 1. DEFINITION. "THIS CONTRACT" as used herein shall mean this Agreement,the Request for Proposals("RFP") including all documents referenced therein and the Contractor's Proposal response ("Proposal") thereto incorporated by reference herein and made a part hereof. The CONTRACTOR agrees to provide the goods and/or services all in accordance with the RFP,the CONTRACTOR'S Proposal,and the Scope of Services and Management Plan attached hereto and made a part hereof as Attachment A. In the event there is a conflict between this Agreement and the Proposal documents,the Proposal documents shall supersede this Agreement. ARTICLE 11. DURATION & SCOPE OF WORK. The CONTRACTOR shall provide the goods or services described in the Attachment A at the prices and terms contained therein. The CONTRACTOR shall commence the performance of THIS CONTRACT upon the date of this agreement and shall end the performance on December 31,2015. The City shall have the option,at its sole discretion,of four(4) one-year extension agreements under the same terms and conditions provided for herein at the City's sole discretion. Contractor acknowledges that it has been provided additional sufficient consideration for such options, which shall be separate and distinct for each successive year, and shall not require a cumulative invocation. The CITY shall be entitled, in the CITY's sole discrestion, to require lime residue removal from a spefic lagoon of any of the six lagoons and/or the temporary lagoon with the South McLean Lagoon and/or the two lagoons at the Airlite Water Treatment Plant. ARTICLE Ill. TIME OF PERFORMANCE. The CONTRACTOR shall provide the goods or services upon receipt of purchase order; and the CITY shall pay to CONTRACTOR$56.00 per dry ton properly dewater,remove, load,haul and dispose of residuals from the South McLean and Airlite Sludge Lagoons,up to a not-to-exceed total sum of$1,960,000.00. ARTICLE IV. TERMINATION. The following shall constitute events of default under THIS CONTRACT: a) any material misrepresentation made by the CONTRACTOR to the CITY,b) any failure by the CONTRACTOR to perform any of its obligations under THIS CONTRACT including,but not limited to,the following: (i) failure to commence performance of THIS CONTRACT at the time specified in THIS CONTRACT due to a reason or circumstance within the CONTRACTOR's reasonable control,(ii) failure to perform THIS CONTRACT with sufficient personnel and equipment or with sufficient material to ensure the completion of THIS CONTRACT within the specified time due to a reason or circumstance within the CONTRACTOR's reasonable control,(iii) failure to perform THIS CONTRACT in a manner reasonably satisfactory to the CITY,(iv) failure to promptly re-perform within reasonable time the services that were rejected by the CITY as erroneous or unsatisfactory, (v) failure to comply with a material term of THIS CONTRACT, including, but not limited to the Affirmative Action requirements, and (vi) any other acts specifically and expressly stated in THIS CONTRACT as constituting a basis for termination for cause. The CITY may terminate THIS CONTRACT for its convenience upon fourteen (14) days prior written notice without penalty. Upon termination, the CITY shall pay all amounts then owed to the CONTRACTOR for services provided prior to termination pursuant to THIS CONTRACT. ARTICLE V . DAMAGES. From any sums due to the CONTRACTOR for goods or services,the CITY may keep for its own the whole or any part of the amount for expenses, losses and damages as directed by the Purchasing Director,incurred by the CITY as a consequence of procuring goods or services as a result of any failure, omission or mistake of the CONTRACTOR in providing the goods and services as provided in THIS CONTRACT. ARTICLE V1. GOVERNING LAWS AND ORDINANCES. This CONTRACT is made subject to all the laws of the State of Illinois and the ordinances of the CITY and if any such clause herein does not conform to such laws or ordinances,or in the event any of the terms or provisions herein are deemed to be void or otherwise unenforceable for any reason, such clause shall be void (the remainder of the contract shall not be affected)and the laws or ordinances shall be operative in lieu thereof. Venue for the resolution of any disputes or the enforcement of any rights arising out of or in connection with this CONTRACT shall be in the Circuit Court of Kane County,Illinois. ARTICLE V11. AFFIRMATIVE ACTION. The CONTRACTOR will not discriminate against any employee or applicant for employment because of race,color,religion,sex,ancestry,national origin,place of birth,age,or physical handicap which would not interfere with the efficient performance of the job in question. The CONTRACTOR will take affirmative action to comply with the provisions of Elgin Municipal Code Section 3.12.100 and will require any subcontractor to submit to the CITY a written commitment to comply with those provisions. The CONTRACTOR will distribute copies of this commitment to all persons who participate in recruitment, screening, referral and selection of job applicants and prospective subcontractors. The CONTRACTOR agrees that the provisions of Chapter 3.12 of the Elgin Municipal Code, 1976,is hereby incorporated by reference,as if set out verbatim. ARTICLE VIII. ASSIGNABILITY. The CONTRACTOR shall not assign, sell or transfer any interest in THIS CONTRACT without prior written consent of the CITY. ARTICLE IX. AMENDMENTS. There shall be no modification of the CONTRACT,except in writing and executed with the same formalities of the original. ARTICLE X. NOTICES. Any notice given under this CONTRACT shall be in writing and shall be deemed to have been given when hand delivered or deposited in the U.S.mail,certified or registered,return receipt requested,addressed,if to CONTRACTOR,at the address set forth above to the attention of the project manager or undersigned representative,and if to the City,to the attention of the City Manager, 150 Dexter Court, Elgin, IL 60120 or to such other address and/or authorized representatives as either party shall designate in writing to the other in the manner herein provided. ARTICLE X1. INDEMNIFICATION. To the fullest extent permitted by law,Contractor agrees to and shall indemnify,defend and hold harmless the City, its officers,employees,boards and commissions from and against any and all claims,suits,judgments, costs, attorney's fees,damages or any and all other relief or liability arising out of or resulting from or through or alleged to arise out of any acts or negligent acts or omissions of Contractor or Contractor's officers, employees, agents or subcontractors in the performance of this CONTRACT,including but not limited to,all goods delivered or services or work performed hereunder. In the event of any action against the City,its officers,employees,agents,boards or commissions covered by the foregoing duty to indemnify,defend and hold harmless,such action shall be defended by legal counsel of the City's choosing. ARTICLE XII. PUBLICITY. The CONTRACTOR may not use,in any form or medium,the name of the City of Elgin for public advertising unless prior written permission is granted by the CITY. ARTICLE X111. APPROPRIATIONS. The fiscal year of the CITY is the 12 month period ending December 31. The obligations of the CITY under any contract for any fiscal year are subject to and contingent upon the appropriation of funds sufficient to discharge the obligations which accrue in that fiscal year and authorization to spend such funds for the purposes of the contract. If, for any fiscal year during the term of the CONTRACT, sufficient finds for the discharge of the CITY'S obligations under the contract are not appropriated and authorized,then the CONTRACT shall terminate as of the last day of the preceding fiscal year. Or when such appropriated and authorized funds are exhausted,whichever is later without liability to the CITY for damages,penalties or other charges on account of such termination. ARTICLE XIV. NO AGENCY. This CONTRACT shall not be construed so as to create a joint venture,partnership,employment or other agency relationship between the parties hereto,except as may be specifically provided for herein. ARTICLE XV. CONFLICT. In the event of any conflict between the terms provided in any attachments hereto and the body of this CONTRACT,the terms and provisions of this CONTRACT shall control. ARTICLE XVI. ENTIRE AGREEMENT. This CONTRACT embodies the whole agreement of the parties. There shall be no promises, terms, conditions or obligations other than those contained therein; and this CONTRACT shall supersede all previous communications, representations, or agreements, either verbal, written or implied between the parties hereto regarding the subject matter hereof. ARTICLE XVIL COMPLIANCE WITH LAWS. Notwithstanding any other provision of this CONTRACT it is expressly agreed and understood that in connection with the performance of this CONTRACT that the CONTRACTOR shall comply with all applicable Federal, State, City and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage,workplace safety and legal status of employees. Without limiting the foregoing, CONTRACTOR hereby certifies, represents and warrants to the CITY that all CONTRACTOR'S employees and/or agents who will be providing products and/or services with respect to this CONTRACT shall be legally authorized to work in the United States. CONTRACTOR shall also at its expense secure all permits and licenses,pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work,and/or the products and/or services to be provided for in this CONTRACT. The CITY shall have the right to audit any records in the possession or control of the CONTRACTOR to determine CONTRACTOR'S compliance with the provisions of this section. In the event the CITY proceeds with such an audit the CONTRACTOR shall make available to the CITY the CONTRACTOR'S relevant records at no cost to the CITY. CONTRACTOR shall pay any and all costs associated with any such audit. This agreement may be executed in counterparts,each of which shall be an original and all of which shall constitute one and the same agreement. For the purposes of executing this agreement, any signed copy of this agreement transmitted by fax machine or e-mail shall be treated in all manners and respects as an original document. The signature of any party on a copy of this agreement transmitted by fax machine or e-mail shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed or e-mailed copy of this agreement shall be considered to have the same binding legal effect as an original document. At the request of either party any fax or e-mail copy of this agreement shall be re-executed by the parties in an original form. No party to this agreement shall raise the use of fax machine or e-mail as a defense to this agreement and shall forever waive such defense. The person signing THIS CONTRACT certifies that s/he has been authorized by the CONTRACTOR to commit the CONTRACTOR contractual and has been authorized to execute THIS CONTRACT on its behalf. IN WITNESS WHEREOF the parties have hereto set their hands the day and year first above written. CO ACTOR CIT LC�IN 4,01.1?1z Name and Titleja._(t)n �/?a/ks ,1VC Sean Stegall t?PGt G� City Manager FEIN NO. 2-6— Z2-Zs�j y, ATTACHMENT B AMENDMENT AGREEMENT NO. 1 THIS AMENDMENT AGREEMENT NO. 1 is hereby made and entered into this_ 24th day of 2016, by and between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as the "City"), and Beneficial Reuse Management, LLC, an Illinois limited liability company(hereinafter referred to as"Contractor"). WHEREAS, the City and Contractor hereto have previously entered into an agreement dated January 28, 2015 (the "Original Agreement"), wherein the City engaged the Contractor to remove lime residue from lagoons located at the South McLean site and lagoons located at the Airlite Water Treatment Plant (hereinafter referred to as "Original Agreement" and the "Project");and WHEREAS, the term of the Original Agreement provides for services from January 2015 and ending December 31,2015; and WHEREAS, the Original Agreement further provides that the City shall have the option, at its discretion, of four(4) one-year extension agreements under the same terms and conditions provided for in the Original Agreement at the City's sole discretion;and WHEREAS, the City has detennined to exercise its option for the first one-year extension of the Original Agreement to extend the term of the Original Agreement for an additional year from January 1, 2016, through December 31,2016; and WHEREAS, the changes contemplated by this Amendment No. 1 are germane to the Original Agreement as signed; and this Amendment Agreement No. I is in the best interest of the City and is authorized by law. NOW, THEREFORE, for and in consideration of the mutual undertakings as provided herein, and other good and valuable consideration, the sufficiency of which is hereby mutually acknowledged,the parties hereto agree as follows: 1. The above recitals are incorporated into and made a part of this agreement as if fully recited hereby. 2. The term of the Agreement under Article Il `DURATION AND SCOPE OF WORK" be and is hereby extended by one year from January 1, 2016, through and including December 31, 2016, under the same terms and conditions provided for in the Original Agreement. 3. That except as amended in this Amendment Agreement No. 1, the Original Agreement shall remain in full force and effect. 4. That in the event of any conflict between the terms of the Original Agreement and the provisions in this Amendment Agreement No. 1, the provisions of this Amendment Agreement No. 1 shall control. IN WITNESS WHEREOF, the undersigned have entered into and executed this Amendment Agreement as of the date and year first written above. CITY OF ELGIN CONTRACTOR By: By: lil• >t anager Attest: Attest: J-,'/' , /"' /11" , ,, 0" W Q,CZ City Clerk F:\Legal Dept AgreemenflBeneficial Reuse Managetnent-Amend#I clean 1-I 1-16.docx OFFICIAL.SEALANN LEIS t Notary PUbk•StO of INYmis a My Commission Expires Apr 14,2019 -2- ATTACHMENT C AMENDMENT AGREEMENT NO. 2 THIS AMENDMENT AGREEMENT NO. 2 is hereby made and entered into this 12th day of April , 2017,by and between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as the "City"), and Beneficial Reuse Management, LLC, an Illinois limited liability company(hereinafter referred to as"Contractor''). WHEREAS, the City and Contractor hereto have previously entered into an agreement dated January 28, 2015 (the "Original Agreement"), wherein the City engaged the Contractor to remove lime residue from lagoons located at the South McLean site and lagoons located at the Airlite Water Treatment Plant (hereinafter referred to as "Original Agreement" and the "Project");and WHEREAS, the Original Agreement provided for a term of one (1) year through December 31, 2015, with the City having the option, at its sole discretion, of four (4) one-year extensions; and WHEREAS, the City exercised its option for the first one-year extension pursuant to Amendment Agreement No. 1 which extended the term of the agreement from January 1, 2016 through December 31, 2016; and WHEREAS, the Contractor has proposed to reduce the price of$56.00 per dry ton to $54.00 per dry ton in exchange for the City agreeing to extend the term of the agreement through December 31, 2022; and WHEREAS, the changes contemplated by this Amendment Agreement No. 2 are germane to the Original Agreement as signed; and this Amendment Agreement No. 2 is in the best interest of the City and is authorized by law. NOW, THEREFORE, for and in consideration of the mutual undertakings as provided herein, and other good and valuable consideration, the sufficiency of which is hereby mutually acknowledge,the parties hereto agree as follows: 1. The above recitals are incorporated into and made a part of this agreement as if fully recited hereby. 2. Article lI of the Original Agreement and Amendment Agreement No. I is hereby amended by replacing the entire section of this Article with the following: "Article II. DURATION & SCOPE OF WORK. The CONTRACTOR shall provide the goods or services described at the prices and terms contained therein. The CONTRACTOR shall commence the performance of this contract upon the date of this agreement and shall end the performance on December 31, 2022. The CITY shall be entitled, in the CITY'S sole discretion, to require lime residue removal from a specific lagoon of any of the six lagoons and/or the temporary lagoon with the South McLean Lagoon and/or the two lagoons at the Airlite Water Treatment Plant." 3. Article III of the Original Agreement is hereby amended by replacing the entire section of this Article with the following: "Article III. TIME OF PERFORMANCE. The CONTRACTOR shall provide the goods or services upon receipt of purchase order; and the CITY shall pay the CONTRACTOR from January 1, 2015 through December 31, 2016, $56.00 per dry ton, and from January 1, 2017 through December 31, 2022, $54.00 per dry ton, properly dewater, remove, load, haul and dispose of residuals from the South McLean and Airlite Sludge Lagoons, up to a not-to-exceed total annual sum of $1,960,000.00 for 2015 and 2016, and up to a not-to-exceed total annual sum of $1,890,000.00 for 2017 through 2022." 4. That except as amended in this Amendment Agreement No. 2, and as previously amended pursuant to Amendment Agreement No. 1, the Original Agreement shall remain in full force and effect. 5. That in the event of any conflict between the terms of the Original Agreement, Amendment Agreement No. 1, and the provisions in this Amendment Agreement No. 2, the provisions of this Amendment Agreement No. 2 shall control. IN WITNESS WHEREOF, the undersigned have entered into and executed this Amendment Agreement as of the date and year first written above. CITY OF ELGIN CONTRACTOR 01 By: 1� By: City Manager r Attest: Attest: ity Clerk FALegal Dept\Agrennent,Beneficial Reuse Management:Amend#2-3-10-17.docx - 2 - ATTACHMENT D AMENDMENT AGREEMENT NO.3 THIS AMENDMENT AGREEMENT NO. 3 is hereby made and entered into thiO I S+ day of / 2019,by and between the City of Elgin, Illinois,a municipal corporation (hereinafter referrej to as the"City"),and Beneficial Reuse Management,LLC,an Illinois limited liability company(hereinafter referred to as"Contractor"). WHEREAS, the City and Contractor hereto have previously entered into an agreement dated January 28,2015 (the "Original Agreement"), wherein the City engaged the Contractor to remove time residue from lagoons located at the South McLean site and lagoons located at the Airlite Water Treatment Plant (hereinafter referred to as"Original Agreement"and the"Project"); and WHEREAS,the Original Agreement provided for a term of one(1)year through December 31, 2015,with the City having the option, at its sole discretion, of four(4) one-year extensions; and WHEREAS, the City exercised its option for the first one-year extension pursuant to Amendment Agreement No. 1 which extended the term of the agreement from January 1, 2016 through December 31,2016; and WHEREAS,the City and the Contractor entered into Amendment Agreement No. 2 dated April 12, 2017,wherein the Contractor reduced the price of$56.00 per dry ton to $54.00 per dry ton in exchange for the City agreeing to extend the term of the agreement through December 31, 2022; and WHEREAS,in 2018 the Contractor performed lime residue removals in excess of the not- to-exceed total annual sum for 2018,such excess amount being in the amount of$31,854.60;and WHEREAS, the City and the Contractor desire to enter into an Amendment Agreement No. 3 to provide for the additional lime residual removal cost for 2018, and to reduce the annual residuals removal amounts for 2020, 2021 and 2022 as provided herein;and WHEREAS,the changes contemplated by this Amendment Agreement No. 3 are germane to the Original Agreement as signed; and this Amendment Agreement No. 3 is in the best interest of the City and is authorized by law. NOW, THEREFORE, for and in consideration of the mutual undertakings as provided herein, and other good and valuable consideration, the sufficiency of which is hereby mutually acknowledge,the parties hereto agree as follows: 1. The above recitals are incorporated into and made a part of this agreement as if fully recited hereby. 2. Article III of the Original Agreement, as previously amended, is hereby further amended by replacing the entire section of this Article with the following: "Article III. TIME OF PERFORMANCE. The CONTRACTOR shall provide the goods or services upon receipt of purchase order; and the CITY shall pay the I CONTRACTOR from January 1,2015 through December 31,2016,$56.00 per dry ton, and from January 1, 2017 through December 31, 2022, $54.00 per dry ton, properly dewater, remove, load, haul and dispose of residuals from the South McLean and Airlite Sludge Lagoons up to and not-to-exceed total annual sum of 1,960,000 for 2015 and 2016, 1,890,000 for 2017, 1,921,854.60 for 2018,up to and not-to-exceed total annual sum of 1,858,154.4 for 2019 and up to and not-to-exceed total annual sum of$1,512,000 for 2020 through 2022." 3. That except as amended in this Amendment Agreement No. 3, and as previously amended pursuant to Amendment Agreement No. 2 and Amendment Agreement No. 1, the Original Agreement shall remain in full force and effect. 4. That in the event of any conflict between the terms of the Original Agreement, Amendment Agreement No. 1, Amendment Agreement No. 2 and the provisions in this Amendment Agreement No. 3 the provisions of this Amendment Agreement No. 3 shall control. IN WITNESS WHEREOF, the undersigned have entered into and executed this Amendment Agreement as of the date and year first written above. CITY OF ELGIN CONTRACTOR By: City Manager Attest: Attest: R1 City Clerk F-.Uxgal Dept\AgreemenflBcneficial Reuse Management-Amend#3-redlined-1-29-19.doex I -2-