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HomeMy WebLinkAbout20-36Resolution No. 20-36 RESOLUTION AUTHORIZING EXECUTION OF A TEXTILE COLLECTION AGREEMENT WITH GREAT LAKES RECYCLING, INC. FOR PROFESSIONAL SERVICES IN CONNECTION WITH PROVIDING TEXTILE RECYCLING COLLECTION SERVICES BE IT 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 a Textile Collection Agreement on behalf of the City of Elgin with Great Lakes Recycling, Inc., for professional services in connection with providing textile recycling collection services, a copy of which is attached hereto and made a part hereof by reference. s/ David J. Kaptain David J. Kaptain, Mayor Presented: March 26, 2020 Adopted: March 26, 2020 Omnibus Vote: Yeas: 9 Nays: 0 Attest: s/ Kimberly Dewis Kimberly Dewis, City Clerk THIS AGREEMENT is made and entered into this 18 day of March, 2020, by and between the CITY OF ELGIN, an Illinois municipal corporation (hereinafter referred to as "CITY") and Great Lakes Recycling, Inc., an Ohio Corporation (hereinafter referred to as "GREAT LAKES"). WHEREAS, the CITY desires to engage GREAT LAKES to furnish certain professional services in connection with providing textile recycling collection services to the City and its residents in support of the City's Sustainability Action Plan (hereinafter referred to as the "PROJECT"); and WHEREAS, GREAT LAKES represents that it is in compliance with Illinois law relating to professional registration of individuals and has the necessary expertise and experience to furnish such services upon the terms and conditions set forth herein below. NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, the sufficiency of which is hereby mutually acknowledged, it is hereby agreed by and between the CITY and GREAT LAKES that the CITY hereby retains GREAT LAKES subject to the following terms and conditions: 1. SCOPE OF SERVICES GREAT LAKES shall be solely responsible to provide the following: a. All containers or bags for the collections of all textiles at no expense or requirements to the City and/or Elgin residents. b. GREAT LAKES shall solely be responsible to ensure a sufficient inventory of containers/bags are available for continued collections. c. GREAT LAKES shall pay the proposed price for recycled textiles to the City on or before the 15th day of the follow month of collections. d. On or before the 15th of the month following the month of each collection, GREAT LAKES shall provide a monthly report to the City detailing pounds collected, number of residences textile materials were collected from, route mileage, and contamination weights and items. e. GREAT LAKES shall be responsible for all vehicles, trailers, containers, equipment, manpower and supervision necessary in accordance with all Federal, State and local laws and regulations to fulfill all obligations under this contract. f. GREAT LAKES shall ensure all vehicles are operated in such a manner as to prevent materials from being blown out or falling out of the vehicle. g. GREAT LAKES shall collect, grade, sort, bale, recycle, and properly dispose of waste and sell all marketable textiles collected through the program to secondary markets for repurposing, resale and/or reuse. h. GREAT LAKES shall maintain a properly permitted collection facility for the sorting, baling, collection and marketing of the textile materials. i. GREAT LAKES shall be solely responsible for properly recycling and or disposal of any or all contamination, foreign/non-textile matter and/or materials that are placed in the GREAT LAKES' S bags/containers. j. GREAT LAKES shall provide the location(s) for disposal of contaminants. k. GREAT LAKES shall provide documentation [e.g., contract or authorization] to support that it has established relationships with suitable secondary markets for the resale of the textile materials. 1. GREAT LAKES shall provide a description of all types of items that were accepted in the curbside program; in. GREAT LAKES shall be responsible for all the expenditures and requirements for the marketing and sale of all curbside collected "soft textile recycling" materials from the program, subject to City approval n. GREAT LAKES shall be solely responsible for collection, transportation, recycling, storage and processing of the materials, and processing and disposal of all contaminants. o. GREAT LAKES shall ensure all staff and persons making collections are properly wearing protective safety clothing. p. GREAT LAKES shall comply with all Occupational Safety and Health Administration and applicable safety rules and regulations and shall be solely liable for any failure to do so. q. GREAT LAKES shall maintain and adequately staff either a local or toll-free telephone number where complaints from service recipients shall be received, recorded and handled to the best of GREAT LAKES' S abilities between the hours of 9:00 a.m. and 4:30 p.m., Monday through Friday, excluding City holidays. r. GREAT LAKES shall provide the City with a full monthly report of all complaints, comments and concerns and how they were resolved that are reported to the City of Elgin's 311 call center. s. GREAT LAKES shall properly train all employees and subcontractors to communicate respectfully with City customers in all media forms including telephone, in person, on routes and in promotion of the collection program. t. GREAT LAKES shall be available and participate in at least 2 (two) City directed promotion and education events/efforts through each year of the contract. MEN u ► 1 GREAT LAKES shall pay the CITY the sum of $0.01 dollars per pound of materials collected, regardless of actual Costs incurred by the GREAT LAKES. The term of this Agreement shall commence on April 1, 2020, and shall terminate on March 31, 2023; provided, however, that the CITY shall have the right, at its sole option, to renew this Agreement on an annual basis for up to three (3) additional one-year terms upon written notice to the CONTACTOR. In the event the CITY does not provide such written notice to GREAT LAKES at least fourteen (14) calendar days prior to the expiration of any term, this Agreement shall terminate at the end of the then -current subject term. The CITY may terminate this Agreement during any term for any reason, including but not limited to convenience, upon thirty (30) days written notice to GREAT LAKES without penalty. In the event that this Agreement is so terminated, the CITY shall be paid on the basis provided for herein for pickups actually performed on a pro rata ad valorem basis. If either party violates or breaches any term of this Agreement, such violation or breach shall be deemed to constitute a default, and the other party has the right to seek such administrative, contractual or legal remedies as may be suitable to the violation or breach; and, in addition, if either party, by reason of any default, fails within fifteen (15) days after notice thereof by the other party to comply with the conditions of the Agreement, the other party may terminate this Agreement. In the event this agreement is terminated pursuant to a breach or alleged breach by CITY, GREAT LAKES'S damages shall be limited to expectation damages not to exceed $500.00. GREAT LAKES shall not be entitled to any additional damages of whatsoever nature, including but not limited to consequential, indirect or other fees or damages. ►1 ►I► 1► To the fullest extent permitted by law, GREAT LAKES agrees to and shall indemnify, defend and hold harmless the CITY, its officers, employees, agents, boards and commissions from and against any and all claims, suits, judgments, costs, attorney's fees, damages or other relief, including but not limited to worker's compensation claims and any and all claims made by or against the CITY based on additional material costs or any other costs incurred as a result of damage to property or increased cost resulting from an inaccurate bid by GREAT LAKES without regard to any consideration of the CITY'S receipt of "increased value" or "benefit of bargain" in any way resulting from or arising out of negligent actions or omissions of GREAT LAKES in connection herewith, including negligence or omissions of employees or agents of GREAT LAKES arising out of the performance of this Agreement. 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. The provisions of this paragraph shall survive any expiration, completion and/or termination of this Agreement. No official, director, officer, agent or employee of the CITY shall be charged personally or held contractually liable under any term or provision of this Agreement or because of their execution, approval or attempted execution of this Agreement. ROOM ► :.►M11 A. Comprehensive Liability. GREAT LAKES shall provide, pay for and maintain in effect, during the term of this Agreement, a policy of comprehensive general liability insurance with limits of at least $1,000,000 aggregate for bodily injury and $1,000,000 aggregate for property damage. GREAT LAKES shall deliver to the CITY a Certification of Insurance naming the CITY as additional insured. The policy shall not be modified or terminated without thirty (30) days prior written notice to the CITY. The Certificate of Insurance which shall include Contractual obligation assumed by the GREAT LAKES under Article 10 entitled "Indemnification" shall be provided. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. There shall be no endorsement or modification of this insurance to make it excess over other available insurance, alternatively, if the insurance states that it is excess or prorated, it shall be endorsed to be primary with respect to the CITY. B. Comprehensive Automobile Liability. Comprehensive Automobile Liability Insurance covering all owned, non -owned and hired motor vehicles with limits of not less than $500,000 per occurrence for damage to property. C. Combined Single Limit Policy. The requirements for insurance coverage for the general liability and auto exposures may be met with a combined single limit of $1,000,000 per occurrence subject to a $1,000,000 aggregate. D. Professional Liability. The GREAT LAKES shall carry Professional Liability Insurance Covering claims resulting from error, omissions or negligent acts with a combined single limit of not less than $1,000,000 per occurrence. A Certificate of Insurance shall be submitted to the CITY as evidence of insurance protection. The policy shall not be modified or terminated without thirty (30) days prior written notice to the CITY. 1 ► 1 ►/ 1► - /7►`I In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against any employee or applicant for employment because of sex, age, race, color, creed, national origin, marital status, of the presence of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification, and this requirement shall apply to, but not be limited to, the following: employment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Agreement on the grounds of sex, race, color, creed, national origin, age except minimum age and retirement provisions, marital status or the presence of any sensory, mental or physical handicap. Any violation of this provision shall be considered a violation of a material provision of this Agreement and shall be grounds for cancellation, termination or suspension, in whole or in part, of the Agreement by the CITY. r! ► ►� =-1--------- This Agreement and each and every portion thereof shall be binding upon the successors and the assigns of the parties hereto; provided, however, that no assignment shall be made without the prior written consent of the CITY. I 1 /►I M_ WIT ' Any assignment, delegation or subcontracting shall be subject to all the terms, conditions and other provisions of this Agreement and the GREAT LAKES shall remain liable to the CITY with respect to each and every item, condition and other provision hereof to the same extent that the GREAT LAKES would have been obligated if it had done the work itself and no assignment, delegation or subcontract had been made. Any proposed subcontractors shall require the CITY's advance written approval. I ►1 ' ►1 ►MR 7m Lm..gwj This Agreement shall not be construed so as to create a partnership, joint venture, employment or other agency relationship between the parties hereto. The parties intend and agree that, if any paragraph, sub -paragraph, phrase, clause or other provision of this Agreement, or any portion thereof, shall be held to be void or otherwise unenforceable, all other portions of this Agreement shall remain in full force and effect. 13. HEADINGS The headings of the several paragraphs of this Agreement are inserted only as a matter of convenience and for reference and in no way are they intended to define, limit or describe the scope of intent of any provision of this Agreement, nor shall they be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. I' ►/ l l 1► 1: EW Mel 11011 ► This Agreement and its attachments constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed, modified, discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof, or change order as herein provided. This Agreement shall be deemed to have been made in, and shall be construed in accordance with the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane County, Illinois without jury. GREAT LAKES hereby irrevocably consents to the jurisdiction of the Circuit Court of Kane County, Illinois for the enforcement of any rights, the resolution of any disputes and/or for the purposes of any lawsuit brought pursuant to this agreement or the subject matter hereof; and GREAT LAKES agrees that service by first class U.S. mail to the entity and address provided for herein shall constitute effective service. The GREAT LAKES may not issue any news releases without prior approval from the CITY, nor will GREAT LAKES make public proposals developed under this Agreement without prior written approval from the CITY prior to said documentation becoming matters of public record. GREAT LAKES shall cooperate with any other consultants in the CITY's employ or any work associated with the PROJECT. ► ►rig"13TUMMI. MIWKIWINM,132► GREAT LAKES certifies hereby that it is not barred from bidding on this contract as a result of a violation of 720 ILCS 5/33E et seq. or any similar state or federal statute regarding bid rigging. ►/ 1011211 As a condition of this contract, GREAT LAKES shall have written sexual harassment policies that include, at a minimum, the following information: A. the illegality of sexual harassment; B. the definition of sexual harassment under state law; C. a description of sexual harassment, utilizing examples; D. the vendor's internal complaint process including penalties; E. the legal recourse, investigative and complaint process available through the Illinois Department of Human Rights, and the Illinois Human Rights Commission; F. directions on how to contact the department and commission; G. protection against retaliation as provided by Section 6-101 of the Human Rights Act. A copy of the policies shall be provided by GREAT LAKES to the Department of Human Rights upon request 775 ILCS 5/2-105. IT OUNIM-WHIMM All recommendations and other communications by GREAT LAKES to the CITY and to other participants which may affect cost or time of completion shall be made or confirmed in writing. The CITY may also require other recommendations and communications by GREAT LAKES be made or confirmed in writing. 21. NOTICES All notices, reports and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail, postage prepaid, addressed as follows: A. As to CITY: Molly Gillespie Communications Manager City of Elgin 150 Dexter Court Elgin, Illinois 60120-5555 B. As to GREAT LAKES: Adam Winfield Simple Recycling 5425 Naiman Parkway Solon, Ohio 44139 Notwithstanding any other provision of this Agreement, it is expressly agreed and understood that in connection with the performance of this Agreement, CONTACTOR 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, GREAT LAKES hereby certifies, represents and warrants to the CITY that all of GREAT LAKES'S employees and/or agents who will be providing products and/or services with respect to this Agreement shall be legally authorized to work in the United States. GREAT LAKES 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 Agreement. The CITY shall have the right to audit any records in the possession or control of GREAT LAKES to determine GREAT LAKES'S compliance with the provisions of this section. In the event the CITY proceeds with such an audit, CONTACTOR shall make available to the CITY GREAT LAKES'S relevant records at no cost to the CITY. GREAT LAKES shall pay any and all costs associated with any such audit. The entity submitting this bid or proposal hereby warrants and represents that to the extent it may be applicable, it is registered with the Illinois Secretary of State's Office or has been incorporated in the State of Illinois; and such entity further hereby warrants and represents that it is in good standing in the state of its incorporation or organization. Without limiting the foregoing, GREAT LAKES hereby certifies, represents and warrants to the CITY that all GREAT LAKES'S employees and/or agents located in the United States, who will be providing products and/or services with respect to this CONTRACT, shall be legal residents of the United States. 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 GREAT LAKES to commit GREAT LAKES contractually and has been authorized to execute THIS CONTRACT on its behalf. IN WITNESS WHEREOF, the parties hereto have entered into and executed this agreement effective as of the date and year first written above. FOR THE CITY: FOR GREAT LAKES: By �4555; e� - City Manager��� Its: A st- 4VCity Clerk