14-102 Resolution No. 14-102
RESOLUTION
AUTHORIZING EXECUTION OF AN AGREEMENT WITH
CENTRAL SALT, LLC FOR THE PURCHASE
OF BULK ROAD SALT FOR THE 2014-2015
ICE AND SNOW REMOVAL SEASON
($893,500)
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
interests of the city; and
BE IT FURTHER RESOLVED that Sean R. Stegall, City Manager, be and is hereby
authorized and directed to execute an agreement on behalf of the City of Elgin with Central Salt,
LLC for the purchase of bulk road salt for the 2014-2015 ice and snow removal season in the
total amount not to exceed $893,500, a copy of such agreement being attached hereto.
s/David J. Kaptain
David J. Kaptain, Mayor
Presented: July 23, 2014
Adopted: July 23, 2014
Vote: Yeas: 9 Nays: 0
Attest:
s/Kimberly Dewis
Kimberly Dewis, City Clerk
CITY OF ELGIN
AGREEMENT WITH CENTRAL SALT,LLC
FOR PURCHASE OF BULK DEICING SALT
THIS AGREEMENT is made and entered into as of the 23rd day of July, 2014, by and between
the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as the "CITY") and
Central Salt, LLC, an Illinois limited liability company, (hereinafter referred to as the
"CONTRACTOR").
ARTICLE I. DEFINITION. This"CONTRACT" as used herein shall mean this Agreement
and terms of the Illinois Department of Central Management Services bid documents for bulk
rock salt (Sodium Chloride) for the 2014-2015 winter season dated February 28, 2014, attached
hereto, and CONTRACTOR's quote for bulk deicing salt to the City of Elgin dated July 23,
2014, attached hereto. Notwithstanding anything to the contrary contained in the attached bid
documents and attached quote, CONTRACTOR's price for the bulk deicing salt shall be fixed
and guaranteed at the product price amount of$89.35 per ton for 10,000 tons for a total contract
price of$893,500. CONTRACTOR guarantees the availability of the ordered bulk deicing salt.
In the event of any conflict between the terms of this Agreement form and the terms of the
attached bid documents or quote, the terms of this Agreement shall supersede and control. In the
event of any conflict between the terms of the attached bid documents and the quote, the terms of
the attached bid documents shall supersede and control.
ARTICLE II. SCOPE OF WORK. The CONTRACTOR shall provide the goods or services
described in the CONTRACT, at the prices and terms contained therein.
ARTICLE III. DURATION. The CONTRACTOR shall commence the performance of this
CONTRACT upon receipt of a fully executed CONTRACT from the CITY. The CONTRACT
will continue through the 2014-2015 winter season until March 28, 2015.
ARTICLE IV. TERMINATION. The following shall constitute events of default under this
CONTRACT: (a) any material misrepresentation made by the CONTRACTOR to the CITY,
and (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, (ii) failure to perform this
CONTRACT with sufficient personnel and equipment or to deliver product to ensure the
performance or completion of this CONTRACT within the specified time, (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.
In the event of such termination by the CITY, the CITY's liability to the CONTRACTOR shall
be limited to reasonable payment for product already provided by the CONTRACTOR pursuant
to this CONTRACT.
ARTICLE V. DAMAGES. From any sums due to the CONTRACTOR for services,the CITY
may keep for its own the whole or any part of such expenses, losses and damages as directed by
the Purchasing Director, incurred by the CITY as a consequence of procuring services as a result
of any failure, omission, negligence or mistake of the CONTRACTOR in providing the services
as provided in this CONTRACT.
ARTICLE VI. GOVERNING LAWS AND ORDINANCES. This CONTRACT is subject to
and governed by the laws of the State of Illinois. Venue for the resolution of any disputes or the
enforcement of any rights arising out of or in connection with this CONTRACT shall be the
Circuit Court of Kane County, Illinois.
ARTICLE VII. 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 this 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 XI. 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.
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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 XIII. APPROPRIATIONS. The fiscal year of the CITY is the twelve (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 this CONTRACT. If, for any fiscal year during the-term of this CONTRACT,
sufficient funds for the discharge of the CITY's obligations under this CONTRACT are not
appropriated and authorized, then this 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. ENTIRE AGREEMENT. This CONTRACT embodies the whole agreement
of the parties. There shall been no promises, terms, conditions or obligations other than those
contained herein, and this CONTRACT shall supersede all previous communications,
representations or agreements, either verbal or written, between the parties.
ARTICLE XV. 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, 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 legal residents of 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.
ARTICLE XVI. INTEREST ACT WAIVER. CONTRACTOR hereby waives any and all
claims to interest on money claimed to be due pursuant to this CONTRACT, and all such rights
to interest to which it may otherwise be entitled pursuant to law, including, but not limited to,
pursuant to the Local Government Prompt Payment Act, as amended(50 ILCS 50511, et seq.), or
the Illinois Interest Act, as amended (815 ILCS 205/1, et seq.).
ARTICLE XVII. LIMITATIONS. CONTRACTOR shall not be entitled to and hereby
waives any and all rights that it might have to file suit or bring any cause of action or claim for
damages against the City of Elgin and/or its affiliates, officers, employees, agents, attorneys,
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boards and commissions, of whatsoever nature and in whatsoever forum after one (1) year from
the incident or occurrence giving rise to the cause of action.
ARTICLE XVIII. SIGNATURE. 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 WHERE the parties have hereto set their hands the day and year first above
written.
CONTRACT
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C
Y;:Ij Na r nt: ► c
Title: PR0
FEIN NO. A->"1-re)U M
CITY OF ELGIN:
By: — ZZ '-'C' -.4
Sean . Stegall, City Manag
FALegal Dept\Agreement\Central Salt Agr-Purchase of Bulk Deicing Salt-7-23-14.docx
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CMSILLINOIS Pat Quinn, Governor_
DEPARTMENT OF CENTRAL MANAGEMENT SERVICES
Simone McNeil,Acting Director
MEMORANDUM
TO: Local Governmental Units Authorized to Participate in Joint Purchasing
FROM: Tim Coleman, Bureau of Strategic Sourcing,
Portfolio Manager—Commodities & Equipment
DATE. February 28, 2014
SUBJECT: Deadline for Submission of Bulk Rock Salt(Sodium Chloride)
Reauirements for the 2014-2015 Winter Season
Action Requiredl
The State of Illinois,Bureau of Strategic Sourcing is planning to solicit bids for highway ice control(bulk rock salt)in
May or June of 2014 for the 2014-2015 winter season.
Additionally,existing contracts(PSD 4017548,4017549,4017550,and 4017551 ) contain a renewal option at the
sole option of the State. Therefore, if you are a participant within one of these contracts and if your community's
intention is to renew,then this must be identified.
If your unit of government desires to be Included in this year's contract re-procurement solicitation,or wishes to
renew one of the existing contracts with a renewal option,you are required to complete the copy of the attached
Joint Purchasing Requisition Form and return it to the Bureau Of Strategic Sourcing no later than 5:00 P.M.March
28,2014. Your choice is to"BID"or"RENEW"or not to bean active participant in the State's procurement efforts for
the 2014-2015 Season. Note: Timeframe for submission is firm,and will not be extended.
The"RENEW"Renewal Process-Utilize Table B
If your governmental entity is a participant under one of the following contracts-(PSD 4017548,4017549,4017550,
and 4017551 )-and upon receipt of your stated desire to renew with your updated ton quantity requirements,the
State will work to finalize renewal on behalf of your governmental entity.Should you choose to renew,all terms and
conditions shall remain the same as in the present contract,and you will be able to re-state desired quantities (with
cap on quantity increases not to exceed 20%more than your past year's quantity). Complete Table B(only)to
indicate your intent to renew and state your desired quantity requirements.
Note that a renewal option is not available under current contracts(4017275,4017276,4017277,4017278,
4017279,4017280) and you should Utilize Table A(only)to indicate your intent to participant and state your
quantity requirements for re-establishment by competitive bid new contract(s)for the 2014-2015 Season.
801 Stratton Office Building,401 South Spring Street,Springfield, IL 62706
Printed on Recycled Paper
The"REBID"Procurement Process-Utilize Table A
Should a renewal option not exist,or should you wish to participate in the State's bid process for the 2014-2015
Season,complete Table A(only)to indicate your intent to participate in the bid process,your minimum purchase
requirement,and your desired quantities at 100%.
The State seeks to combine the needs of hundreds of governmental entities across Illinois into a single bid document
in an effort to consolidate buying power,and to make it easier for vendors to respond to the individual needs of those
hundreds of communities through a single bid response. Award is to the lowest responsible bidder meeting the terms
&conditions of the solicitation. A single contract is completed for each vendor for all locations awarded through the
competitive process. Each governmental unit places its own orders with the vendor in compliance with the contract.
CMS does not set pricing,nor does CMS buy salt for resale. Vendors offer pricing under a competitive bid process,
in accordance with the Illinois Procurement Code and rules and the Illinois Joint Purchasing Act. CMS strives to
utilize a consistent approach,to the greatest degree possible,in seeking to achieve as competitive of a process as
possible.
Anticipated Terms—for the 2014.2015 Solicitation
This section applies to those units of government participating in the joint purchase of rock salt contract solicitation.
Renewing entities will be governed under the existing contract(s). All participants will be required to abide by the
respective contract terms and conditions. The major terms for the 2014-2015 Season are expected to be as follows:
1. Rock salt specification shall be in accordance with AASHTO Specification M143,Sodium Chloride type 1,
Grade 1,or an acceptable approved alternate.
2. Quantities shown in the invitation for bid are estimates only. The total ton quantity submitted shall be considered
sufficient to service the seasonal needs of the local governmental unit,and may be adjusted as stated herein.
3. The purchase percentage agreement is consistent with last season's bid. We are asking local government to
identify their purchase percentage commitment(choose one)on the Requisition Form. (Table-A Option)
3.a.When submitting rock salt estimated usage for next winter,local governmental unit shall agree to purchase
at least 80.%of the amount;and the vendor shall agree to fumish not less than 120.%of the awarded tonnage
amount. (Please make selection on Requisition Form)
OR
3.b.When submitting rock salt estimated usage for next winter,local governmental unit shall agree to purchase
at least 100.%of the amount;and the vendor shall agree to furnish not less than 120.%of the awarded tonnage
amount.(Please make selection on Requisition Form)
3.c. Each governmental unit is responsible for ensuring that the guaranteed purchase requirement is met before
the end of the season(June 30,2015).
4. Each governmental unit shall be responsible for issuing their own purchase orders against the resulting contract.
4.a. Governmental units are strongly encouraged to order early and to store as much salt as possible in
order to help prevent potential salt shortages. Governmental units need to make every effort to place orders in
full truckload quantity of(22-25 tons).Requests for a quantity of less than a truckload will not be accepted.
r 1
4.b. Local governmental units reserve the right to purchase up to 50A of the total award requirements prior to
November 30,2014 and the vendor shall notify each delivery point in advance of when shipment is to begin.
4.c.Vendors shall accept orders at any time during the period from the date of contract issue through the last
day of the contract,or as mutually agreed upon by the vendor and contract participant.
5. Deliveries shall be accepted only on regular work days(Monday through Friday and excluding all State holidays)
during regular work hours(7:30 a.m.to 4:00 p.m.),except when special arrangements have been made in
advance with an appropriate agency or.govemmental representative at the delivery site.
All truck loads shall be covered with an approved weatherproof material,and all deliveries shall be Pre-Paid
F.O.B.Destination as stated in the order document.
Truckloads containing foreign material such as mud,rocks,etc.,may be rejected at the delivery site,and a
replacement shipment scheduled by the contract vendor.
The State and Local Govemmental Units reserve the right to require that some trucks occasionally be directed to
a scale in the vicinity of the delivery point as a check on delivered truckloads.
Deliveries are to be made as soon as possible after receipt of an order,maximum time from receipt of an order
placed by local governmental units after December 1.st shall not exceed seven working days,or as modified by
Contract Order Guidelines.
Each governmental unit shall be responsible for the processing of vendor invoices in a timely manner to ensure
prompt payment is made directly to the vendor.
6. CMS intends to continue to include a liquidated damages clause similar to the following:
From December 1,2014 thru April 1,2015;if the vendor is unable to make delivery within the required working
days,governmental units shall have the right to retain$.20 per ton per calendar day as liquidated damages on
the undelivered portion of the order. If after seven days of liquidated damages assessment,the vendor has still
failed to deliver as required,governmental units shall reserve the right to take action to remedy the failure of
vendor performance in accordance with the contract.
7. For contract performance protection,the State will secure a performance bond from the contracted vendor,
valued at 20%of the total of the contract award dollar value.
8. In December 2014 the contract vendors)shall be required to have stockpiles)in place located in or near Illinois
covering 100.%of the total tonnage awarded for the northern regions of the State,and in January of 2014 the
stockpile(s)located in or near Illinois covering 100.%of the tonnage awarded for all other regions of the State.
9. The contract price shall remain firm for the entire contract period up to the maximum 120.%guaranteed limit.
Local governmental unit requirements over the maximum 120.%purchase threshold will be supplied by the
vendor upon mutual agreement of the parties.
In the case of an emergency,efforts shall be made to have the vendor ship enough salt to aid affected local
governmental units through the emergency situation.
t
This is an Opt4n Process
Particlpation in the State's procurement process for rock salt is voluntary,an opt-in process. CMS has no method
to ensure vendor participation,nor control pricing that vendor's offer in the competitive bid process.
Local Communities are not inhibited nor restated from seeking bids independently should they choose to do so.
However,by indicating through this requisition process your desire to either"RENEW'or to"REBID"in the
upcoming bid process,you are committing your entity's participation. The State will act in accordance with
your submitted requisition.
We ask that you give immediate attention to this matter and allow reasonable mailing time or fax response submittal
to ensure that we receive your salt request prior to the deadline. Retum your Joint Purchasing Requisition via mail
or Fax,or both,no later than 5:00 p.m.March 28,2014.Note that this deadline is firm,and will not be extended.
We thank you for your consideration and welcome your participation in the upcoming bid. Any questions you have in
completing the form or concerning the rock salt bid/contract can be directed to the following:
Wayne Ilsley, CPPB, Buyer
Department of Central Management Services
Bureau Of Strategic Sourcing—Commodities & Equipment
Room 801 William G. Stratton Office Building
401 South Spring Street, Springfield, IL 62706
Phone: (217)782-8091 Fax: (217) 782-5187
A
PLEASE RETURN TO:
Illinois Department of
id Central Management Services
801 Wm.G.Stratton Building
JOINT PURCHASING REQUISITION 401 S.Spring Street
a,se ie'
Springfield,IL 62706
Fax: (217)782-5187
No Thank You, Opt-Out->Our unit does not want to participate in the CY 2014-2015 Contract Re-procurement.
But keep on mailing list. Notice:-> Please complete and return the Contact information below to remain on the mailing list.
Joint Purchasing#: Date: / / 2014
Government Unit: Delivery Point
(Provide Delivery Details To Con—tract)
Mailing Address: (Vendor At Time Of Order Placement)
City/State/Zip:
County:
Contact Person:
Telephone Number:
Fax Number:
<-Please provide Email Address
Contact Email:
* *** * ******* *Participant,Complete Only One-Either"Table-A"or"Table-B"Below** *
Table A: Complete this table to have the State SOLICIT BIDS for your governmental entity
ITEM DESCRIPTION QUANTITY UNIT MEASURE AMOUNT BUDGETED
AASHTO M 143 Road Salt or Equivalent (Total Tonnage) (22—25 Ton/Truck) (Local Governmental Use Only)
Rock Salt, Bulk Tons
Please note your Purchase Commitment Percentage for total tonnage quantity stated above(choose one):
OPTION 1 80%minimum purchase requirement/120%maximum purchase requirement
OPTION 2 100%minimum purchase requirement/120%maximum purchase requirement
***** **** * *
Participant,Complete Only One-Either"Table-A"Above or"Table-B"Below*
Table B:Complete this table to have the State RENEW for your governmental entity(ONLY)
ITEM DESCRIPTION QUANTITY UNIT MEASURE AMOUNT BUDGETED
AASHTO M143 Road Salt or Equivalent (Total Tonnage) (22—25 Ton/Truck) (Local Governmental Use Onlv)
Rock Salt, Bulk Tons
Note: Renewal is available ONLY under Contracts PSO 4017548,4017549,4017550,or 4017551 for the CY'2013-2014
season. Your quantity may not exceed more than a 20%increase of last season's quantity,and price cannot increase more than
5%of last season's price. Other Terms&Conditions of Contract will remain the same as last year. Check Contract#Below:
Note Current Contract Number: PSD 4017548 or PSD 4017549 or PSD 4017550 or PSD 4017551
I certify that funds are available for the purchase of the items on this Requisition and that such items are for the sole use of this
governmental unit,and not for personal use of any official or individual or re-sale.
In addition,I agree to abide by the Joint Purchasing Procedure established by the Department of Central Management Services.
SIGNATURE OF AUTHORIZED OFFICIAL OR AGENT TITLE
Printed on Recycled Paper
61NA Central Salt, LLC
385 Airport Road, Suite 108 Elgin, IL 60123
CENTRAL SALT- 888-499-7258 - 888-HWY-SALT
888-499-7258 Phone 847-608-8135 Fax
QUOTE
Billing Information Date Prepared: 7/23/2014 10:19:57 AM
Company Name: Elgin, City of Duration of Quote: 3/28/2015
Address: 150 Dexter Court Prepared By: Andy Weimer
City,State Zip: Elgin, IL 60120 Quote No: 14-01821
Contact: Dan Rich Rev: 12
Phone: 847-931-6098 IPayment Terms: INet 30
Fax:
Email: rich_d @cityofelgin.org
Special Shipping Instructions:
Salt may be imported from South America and meets or exceeds all AASHTO/ASTM Specifications. Salt allocation
will be on a first come, first serve basis and must be 100% guaranteed.
These are delivered prices. All freight and fuel surcharges are included.
Ship To Locations:
City of Elgin-Shales EARLY FILL
529 Shales Parkway
Elgin,IL 60120
Unit of Product Freight
Product Name Measure Qty Price Type Shipping Depot Terms
Bulk Deidng Salt Tons 10,000.00 $89.35 End Dump [50]Lemont IL-Noramco Net 30
Quote No: 14-01821 Rev: 2 089*4�