Agreement with Central Poly-Bag Corp

AGREEMENT FOR
Trash, Liners and Poly Sheeting
City of Glendale Solicitation No. IFB 25-49

This Agreement for Trash Liners and Poly Sheeting ("Agreement") is effective and entered into between CITY OF
GLENDALE, an Arizona municipal corporation ("City"), and. Central Poly-Bag Corp., a New Jersey corporation,

authorized to do business in the State of Arizona, ("Contractor"), as of the day of 2025.
RECITALS
A. City intends to undertake a project for the benefit of the public and with public funds that is more fully set

forth in Exhibit A, pursuant to Solicitation No. IFB 25-49 (the "Project");

B. City desires to retain the services of Contractor to perform those specific duties and produce the specific
work as set forth in the Project attached hereto; and

Cc. City and Contractor desire to memorialize their agreement with this document.

AGREEMENT

In consideration of the Recitals, which are confirmed as true and correct and incorporated by this reference, the
mutual promises and covenants contained in this Agreement, and other good and valuable considetation, City and
Contractor agree as follows:

1. Key Personnel; Sub-contractors.

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1.2

Services. Contractor will provide all services necessary to assure the Project is completed timely and
efficiently consistent with Project requirements, including, but not limited to, working in close
interaction and interfacing with City and its designated employees, and working closely with others,
including other contractors or consultants, retained by City.

Project Team.
a. Project Manager.
(1) Contractor will designate an employee as Project Manager with sufficient training,
knowledge, and experience to complete the Project and handle all aspects of the
Project (as determined by the City in its sole discretion); such that the work
produced by Contractor is consistent with applicable standards as detailed in this
Agreement;
(2) The City must approve the designated Project Manager; and
(3) To assure the Project schedule.is met, Project Manager may be required to devote
no less than a specific amount of time as set out in Exhibit A.
b. Project Team.
(1) The Project Manager and all other employees assigned to the project by Contractor
will comprise the "Project Team."
(2) Project Manager will have responsibility for and will supervise all other employees
assigned to the Project by Contractor.
c. Discharge, Reassign, Replacement.
(1) Contractor acknowledges the Project Team is comprised of the same persons and

roles for each as may have been identified in the response to the Project's
solicitation.

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(2) Contractor will not discharge, reassign or replace or diminish the responsibilities of
any of the employees assigned to the Project who have been approved by City
without City's prior written consent unless that person leaves the employment of
Contractor, in which event the substitute must first be approved in writing by City.

(3) Contractor will change any of the members of the Project Team at the City's request
if an employee's performance does not equal or exceed the level of competence that
the City may reasonably expect of a person performing those duties or if the acts ot
omissions of that person are detrimental to the development of the Project.

d. Sub-contractors.
(1) Contractor may engage specific technical contractor (each a "Sub-contractor") to
furnish certain service functions.
(2) Contractor will remain fully responsible for Sub-contractor's services.
(3) Sub-contractors must be approved by the City, unless the Sub-contractor was

previously mentioned in the response to the solicitation.

(4) Contractor shall certify by letter that contracts with Sub-contractors have- been
executed incorporating requirements and standards as set forth in this Agreement.

Schedule. The services will be undertaken in a manner that ensures the Project is completed timely and

efficiently in accordance with the Project.

Contractor’s Work.

3.1

3.2

3.3

Standard. Contractor must perform services in accordance with the standards of due diligence, care,
and quality prevailing among contractors having substantial experience with the successful furnishing
of services for projects that are equivalent in size, scope, quality, and other criteria under the Project
and identified in this Agreement.

Licensing, Conttactor warrants that:

a. Contractor and Sub-contractors will hold all appropriate and required licenses, registrations
and other approvals necessary for the lawful furnishing of services ("Approvals"); and

b. Neither Contractor nor any Sub-contractor has been debatred or otherwise legally excluded
from contracting with any federal, state, ot local governmental entity ("Debarment").
(1) City is under no obligation to ascertain or confirm the existence or issuance of any

Approvals or Debarments or to examine Contractor's contracting ability.

(2) Contractor must notify City immediately if any Approvals or Debarment changes
during the Agreement's duration and the failure of the Contractor to notify City as
required will constitute a material default under the Agreement.

Compliance. Services will be furnished in compliance with applicable federal, state, county and local
statutes, rules, regulations, ordinances, building codes, life safety codes, and other standards and
criteria designated by City.

Contractor must not discriminate against any employee or applicant for employment on the basis of
race, color, religion, sex, national origin, age, marital status, sexual orientation, gender identity or
expression, genetic characteristics, familial status, U.S. military veteran status or any
disability. Contractor will require any Sub-contractor to be bound to the same requirements as stated
within this section. Contractor, and on behalf of any subcontractors, warrants compliance with this
section. “

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4.

3.4

3.5

Coordination; Interaction.

a.

For projects that the City believes requires the coordination of various professional services,
Contractor will work in close consultation with City to proactively interact with any other
professionals retained by City on the Project ("Coordinating Project Professionals").

Subject to any limitations expressly stated in the Project Budget, Contractor will meet to
review the Project, Schedule, Project Budget, and in-progress work with Coordinating
Project Professionals and City as often and for durations as City reasonably considers
necessary in order to ensure the timely work delivery and Project completion.

For projects not involving Coordinating Project Professionals, Contractor will proactively
interact with any other contractors when directed by City to obtain or disseminate timely
information for the proper execution of the Project.

Work Product.

a.

Ownership. Upon receipt of payment for services furnished, Contractor grants to City, and
will cause its Sub-contractors to grant to the City, the exclusive ownership of and all
copyrights, if any, to evaluations, reports, drawings, specifications, project manuals, surveys,
estimates, reviews, minutes, all "architectural work" as defined in the United States Copyright
Act, 17 U.S.C § 101, e¢ seg., and other intellectual work product as may be applicable ("Work
Product").

(1) This grant is effective whether the Work Product is on paper (e.g., a "hard copy"),

in electronic format, or in some other form.

(2) Contractor warrants, and agrees to indemnify, hold harmless and defend City for,
from and against any claim that any Work Product infringes on third-party
proprietary interests.

Delivery. Contractor will deliver to City copies of the preliminary and completed Work
Product promptly as they are prepared.

City Use.
(1) City may reuse the Work Product at its sole discretion.

(2) In the event the Work Product is used for another project without further
consultations with Contractor, the City agrees to indemnify and hold Contractor
harmless from any claim arising out of the Work Product.

(3) In such case, City shall also remove any seal and title block from the Work Product.

Compensation for the Project.

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4.2

Compensation. Contractor's compensation for the Project, including those furnished by its Sub-
contractors will not exceed $500,000, as specifically detailed in Exhibit B (the "Compensation").

Change in Scope of Project. The Compensation may be equitably adjusted if the originally
contemplated scope of services as outlined in the Project is significantly modified.

a.

Adjustments to the Compensation require a written amendment to this Agreement and may
require City Council approval.

Additional services which are outside the scope of the Project contained in this Agreement
may not be performed by the Contractor without prior written authorization’ from the City.

Notwithstanding the incorporation of the Exhibits to this Agreement by reference, should
any conflict arise between the provisions of this Agreement and the provisions found in the
Exhibits and accompanying attachments, the provisions of this Agreement shall take priority
and govern the conduct of the patties.

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Billings and Payment.

5.1 Applications.

a. Contractor will submit monthly invoices (each, a "Payment Application") to City's Project
Manager and City will remit payments based upon the Payment Application as stated below.

b. The period covered by each Payment Application will be one calendar month ending on the
last day of the month or as specified in the solicitation.

5.2 Payment.

a. After a full and complete Payment Application is received, City will process and remit
payment within 30 days.

b. Payment may be subject to or conditioned upon City's receipt of:

(1) Completed work generated by Contractor and its Sub-contractors; and

(2) Unconditional waivers and releases on final payment from Sub-contractors as City
may reasonably request to assure the Project will be free of claims arising from
required performances under this Agreement.

5.3 Review and Withholding. City's Project Manager will timely review and certify Payment Applications.
a. If the Payment Application is rejected, the Project Manager will issue a written listing of the

items not approved for payment.

b. City may withhold an amount sufficient to pay expenses that City reasonably expects to incur
in correcting the deficiency or deficiencies rejected for payment.

Termination.

6.1 For Convenience, City may terminate this Agreement for convenience, without cause, by delivering
a written termination notice stating the Effective Termination date, which may not be less than 30
days following the date of delivery.

a. Contractor will be equitably compensated for Goods or Services furnished prior to receipt
of the termination notice and for reasonable costs incurted.

b. Contractor will also be similarly compensated for any approved effort expended and
approved costs incurred that are directly associated with project closeout and delivery of the
required items to the City.

6.2 For Cause. City may terminate this Agreement for cause if Contractor fails to cure any breach of this
Agreement within seven days after receipt of written notice specifying the breach.

a. Contractor will not be entitled to further payment until after City has determined its damages.
If City's damages resulting from the breach, as determined by City, are less than the equitable
amount due but not paid Contractor for Service and Repair furnished, City will pay the
amount due to Contractor, less City's damages, in accordance with the provision of § 5.

b. If City's direct damages exceed amounts otherwise due to Contractor, Contractor must pay
the difference to City immediately upon demand; however, Contractor will not be subject to
consequential damages of more than $2,000,000 or the amount of this Agreement, whichever
is greater.

Conflict. Contractor acknowledges this Agreement is subject to A.R.S. § 38-511, which allows for

cancellation of this Agreement in the event any person who is significantly involved in initiating, negotiating,
securing, drafting, or creating the Agreement on City's behalf is also an employee, agent, or consultant of any
other party to this Agreement.

Insurance.

8.1

Requirements. Contractor must obtain and maintain the following insurance ("Required Insurance"):

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Contractor and Sub-contractors. Contractor, and each Sub-contractor performing work or
providing materials related to this Agreement must procure and maintain the insurance
coverages described below (collectively referred to herein as the "Contractor's Policies"),
until each Party's obligations under this Agreement are completed.

General Liability.

(1) Contractor must at all times relevant hereto carry a commetcial general liability
policy with a combined single limit of at least $2,000,000 per occurrence and
$4,000,000 annual aggregate for each property damage and contractual property
damage.

(2) Sub-contactors must at all times relevant hereto carry a general commercial liability
policy with a combined single limit of at least $2,000,000 per occurrence.

(3) This commercial general liability insurance must include independent contractors’
liability, contractual liability, broad form property coverage, XCU hazards if
requested by the City, and a separation of insurance provision.

(4) These limits may be met through a combination of primary and excess liability
coverage.

Auto. A business auto policy providing a liability limit of at least $2,000,000 per accident for
Contractor and $2,000,000 per accident for Sub-contractors and covering owned, non-
owned and hired automobiles.

Workers' Compensation and Employer's Liability. A workers' compensation and employet's
liability policy providing at least the minimum benefits required by Arizona law.

Notice of Changes. Contractor's Policies must provide for not less than 30 days’ advance
written notice to City Representative of:

(1) Cancellation or termination of Contractor or Sub-contractor's Policies;

(2) Reduction of the coverage limits of any of Contractor or and Sub-contractor's
Policies; and

(3) Any other material modification of Contractor or Sub-contractor's Policies related
to this Agreement.

Certificates of Insurance.

(1) Within 10 business days after the execution of the Agreement, Contractor must
deliver to City Representative certificates of insurance for each of Contractor and
Sub-contractor's Policies, which will confirm the existence or issuance of Contractor
and Sub-contractor's Policies in accordance with the provisions of this section, and
copies of the endorsements of Contractor and Sub-contractor's Policies in
accordance with the provisions of this section.

(2) City is and will be under no obligation either to ascertain or confirm the existence
or issuance of Contractor and Sub-contractor's Policies, or to examine Contractor
and Sub-contractor’s Policies, or to inform Contractor or Sub-contractor in the
event that any coverage does not comply with the requirements of this section.

6) Contractor's failure to secure and maintain Contractor Policies and to assure Sub-
contractor policies as required will constitute a material default under the
Agreement.

Other Contractors or Vendors.

(1) Other contractors or vendors that may be contracted with in connection with the
Project must procure and maintain insurance coverage as is approptiate to their
particular contract.

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(2) This insurance coverage must comply with the requirements set forth above for
Contractor's Policies (e.g., the requirements pertaining to endorsements to name the
parties as additional insured parties and certificates of insurance).

Policies. Except with respect to workers' compensation and employer's liability coverages,
City must be named and properly endorsed as additional insureds on all liability policies
required by this section.

(1) The coverage extended to additional insureds must be primary and must not
contribute with any insurance or self insurance policies or programs maintained by
the additional insureds.

(2) All insurance policies obtained pursuant to this section must be with companies
legally authorized to do business in the State of Arizona and reasonably acceptable
to all parties.

8.2 Sub-contractors.

a.

Contractor must also cause its Sub-contractors to obtain and maintain the Required
Insurance.

City may consider waiving these insurance requirements for a specific Sub-contractor if City
is satisfied the amounts required are not commercially available to the Sub-contractor and
the insurance the Sub-contractor does have is appropriate for the Sub-contractor's work
under this Agreement.

Contractor and Sub-contractors must provide to the City proof of the Required Insurance
whenever requested.

8.3 Indemnification.

a.

To the fullest extent permitted by law, Contractor must defend, indemnify, and hold
harmless City and its elected officials, officers, employees and agents (each, an "Indemnified
Party," collectively, the "Indemnified Parties"), for, from, and against any and all claims,
demands, actions, damages, judgments, settlements, personal injury (including sickness,
disease, death, and bodily harm), property damage (including loss of use), infringement,
governmental action and all other losses and expenses, including attorneys' fees and litigation
expenses (each, a "Demand or Expense"; collectively, "Demands or Expenses") asserted by
a third-party (i.e. a person or entity other than City or Contractor) and that arises out of or
results from the breach of this Agreement by the Contractor or the Contractor’s negligent
actions, errors or omissions (including any Sub-contractor or other person ot firm employed
by Contractor), whether sustained before or after completion of the Project.

This indemnity and hold harmless provision applies even if a Demand or Expense is in part
due to the Indemnified Party's negligence or breach of a responsibility under this Agreement,
but in that event, Contractor shall be liable only to the extent the Demand or Expense results
from the negligence or breach of a responsibility of Contractor or of any person or entity
for whom Contractor is responsible.

Contractor is not required to indemnify any Indemnified Parties for, from, or against any
Demand or Expense resulting ftom the Indemnified Party's sole negligence or other fault
solely attributable to the Indemnified Party.

E-verify, Records and Audits. To the extent applicable under A.R.S. § 41-4401, the Contractor warrants
their compliance and that of its subcontractors with all federal immigration laws and regulations that relate to
their employees and compliance with the E-verify requirements under A.R.S. § 23-214(A). The Contractor or
subcontractor’s breach of this warranty shall be deemed a material breach of the Agreement and may result
in the termination of the Agreement by the City under the terms of this Agreement. The City retains the legal
tight to randomly inspect the papers and records of the other party to ensure that the other party is complying
with the above-mentioned warranty. The Contractor and subcontractor watrant to keep their respective

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10.

11.

12.

13.

papers and records open for random inspection during normal business houts by the other party. The parties
shall cooperate with the City’s random inspections, including granting the inspecting party entry rights onto
their respective properties to perform the random inspections and waiving their respective rights to keep such
papers and records confidential.

No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby
certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in, a
boycott of goods or setvices from Israel, as that term is defined in A.R.S § 35-393.

Uyghur Forced Labor Prevention Act (UFLPA). Contractor certifies that it does not currently, and during
the term of this Agreement, will not use:

the forced labor of ethnic Uyghurs in the People’s Republic of China;

b. any goods or services produced by the forced labor of ethnic Uyghurs in the People’s
Republic of China; and
c. any contractors, subcontractors or suppliers that use the forced labor or any goods or

setvices produced by the forced labor of ethnic Uyghuts in the People’s Republic of China.

Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with a
Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an
officer of Contractor with oversight responsibility.

Notices.

13.1 A notice, request or other communication that is required or permitted under this Agreement (each
a "Notice") will be effective only ift
a. The Notice is in writing; and

b. Delivered in person ot by overnight courier service (delivery charges prepaid), certified or
registered mail (return receipt requested); and

c. Notice will be deemed to have been delivered to the person to whom it is addressed as of
the date of receipt, if:

(1) Received on a business day, or before 5:00 p.m., at the address for Notices identified
for the Party in this Agreement by U.S. Mail, hand delivery, or overnight courier
service on or before 5:00 p.m.; or

(2) As of the next business day after receipt, if received after 5:00 p.m.

d. The burden of proof of the place and time of delivery is upon the Party giving the Notice;
and

e. Digitalized signatures and copies of signatures will have the same effect as original signatures.

13.2 Representatives.

a. Contractor. Contractor's representative (the "Contractor's Representative") authorized to
act on Conttactor's behalf with respect to the Project, and his or her address for Notice
delivery is:

Central Poly-Bag Corp.
c/o Andrew Serhofer
2400 Bedle Place
Linden, NJ 07036
908-862-7570
bids@centralpoly.com

b. City. City's representative ("City's Representative") authorized to act on City's behalf, and
his or her address for Notice delivery is:

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14.

15.

City of Glendale

c/o Anne Shadle

5970 W. Brown Street., Suite 210
Glendale, Arizona 85301

(623) 930-2864

ashadle@glendaleaz.com

With required copy to:

City Manager City Attorney

City of Glendale City of Glendale

5850 West Glendale Avenue 5850 West Glendale Avenue
Glendale, Arizona 85301 Glendale, Arizona 85301

Concurrent Notices.

(1) All notices to City's representative must be given concurrently to City Manager and
City Attorney.
(2) A notice will not be deemed to have been received by City's representative until the

time that it has also been received by City Manager and City Attorney.

(3) City may appoint one or more designees for the purpose of receiving notice by
delivery of a written notice to Contractor identifying the designee(s) and their
respective addresses for notices.

Changes. Contractor or City may change its representative or information on Notice, by
giving Notice of the change in accordance with this section at least ten days prior to the
change.

Financing Assignment. City may assign this Agreement to any City-affiliated entity, including a non-profit
corporation or other entity whose primary purpose is to own or manage the Project.

Entire Agreement; Survival; Counterparts; Signatures.

15.1

15.2

Integration. This Agreement contains, except as stated below, the entire agreement between City
and Contractor and supersedes all prior conversations and negotiations between the parties regarding
the Project or this Agreement.

a.

Neither Party has made any representations, warranties or agreements as to any matters
concerning the Agreement's subject matter.

Representations, statements, conditions, or warranties not contained in this Agreement will
not be binding on the parties.

The solicitation, any addendums and the response submitted by the Contractor are
incorporated into this Agreement as if attached hereto. Any Contractor response modifies
the original solicitation as stated. Inconsistencies between the solicitation, any addendums
and the response or any excerpts attached as Exhibit A and this Agreement will be resolved
by the terms and conditions stated in this Agreement.

Interpretation.

a.

The parties fairly negotiated the Agreement's provisions to the extent they believed necessary
and with the legal representation they deemed appropriate.

The parties are of equal bargaining position and this Agreement must be construed equally
between the patties without consideration of which of the parties may have drafted this
Agreement.

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16.

17.

18.

19.

c The Agreement will be interpreted in accordance with the laws of the State of Arizona.

15.3 Survival. Except as specifically provided otherwise in this Agreement, each warranty, representation,
indemnification and hold harmless provision, insurance requirement, and every other right, remedy
and responsibility of a Party, will survive completion of the Project, or the earlier termination of this
Agreement.

15.4 Amendment. No amendment to this Agreement will be binding unless in writing and executed by
the parties. Any amendment may be subject to City Council approval. Electronic signature blocks
do not constitute execution.

15.5 Remedies. All rights and remedies provided in this Agreement are cumulative and the exercise of
any one or more right or remedy will not affect any other rights or remedies under this Agreement
ot applicable law.

15.6 Severability. If any provision of this Agreement is voided or found unenforceable, that determination
will not affect the validity of the other provisions, and the voided or unenforceable provision will be
deemed reformed to conform to applicable law.

15.7. Counterparts. This Agreement may be executed in counterparts, and all counterparts will together
comprise one instrument.

Term.

16.1 Extensions. The term of this Agreement commences upon the effective date and continues for a one
(1)-year initial period. The City may, at its option and with the approval of the Contractor, extend
the term of this Agreement an additional four (4) years, on an annual basis. Contractor will be notified
in writing by the City of its intent to extend the Agreement period at least thirty (30) calendar days
prior to the expiration of the original or any extension period. Price adjustments will only be reviewed
ptior to the extension period and any such price adjustment will be a determining factor for any
renewal. There are no automatic extensions or renewals of this Agreement.

16.2 Extension for Procurement Process. Upon the expiration of the Term of this Agreement, including
the initial term and any renewals, at the City’s sole discretion, this Agreement may be extended on a
month-to-month basis for a maximum of six (6) months to allow for the City to complete its
procurement process to select a vendor to provide the services/materials similar to those provided
under this Agreement. The City will notify the Contractor in writing of its intent to extend the
Agreement at least thirty (30) calendar days prior to the expiration of the Term. Any extension
provided under this subsection will continue under the same terms and conditions as in effect
immediately prior to the expiration of the then-current term.

Dispute Resolution. Any controversy or claim arising out of or relating to this contract, ot the breach
thereof, shall be settled by arbitration administered according to the American Arbitration Association’s
Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any
court having jurisdiction thereof.

Cooperative Use of Contract. This agreement may be extended for use by other governmental agencies
and political subdivisions of the State. Any such usage by other entities must be in accord with the ordinances,
charter, rules and regulations of the respective entity and the approval of the Contractor and City. For a list
of SAVE members, click on the following link: http://www.mesaaz.gov /business/purchasing/save

Exhibits. The following exhibits, with reference to the term in which they are first referenced, are
incorporated by this reference.

Exhibit A Project
Exhibit B Compensation

(Signatures appear on the following page.)

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‘The parties enter into this Agreement as of the Effective Date shown above.

ATTEST:

Julie K. Bower
City Clerk

APPROVED AS TO FORM:

(SEAL)

Michael D. Bailey
City Attorney

City of Glendale,

an Arizona municipal corporation

By: Kevin R. Phelps
Its: City Manager

Central PolysBag Corp.,
a New je -orporation
i >

FF Andrew Sethofer
Its: President

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EXHIBIT A
" ‘Trash Liners and Poly Sheeting
PROJECT

1. INTRODUCTION

The City of Glendale, Arizona (City), is requesting bids from qualified vendors (Bidders) for the purchase
and delivery of trash liners and poly sheeting on an “as needed” basis. The resulting Agreement shall provide for all
materials in this contract. Unit pricing shall be firm to include the cost of freight and all other associated direct or
indirect costs, excluding taxes.

2. OBJECTIVES

The Water Services Department is requesting bids for the purchase of trash liners and poly sheeting on an “as
needed” basis.

3. GENERAL SPECIFICATIONS

3.1 GENERAL SPECIFICIATIONS

A. The item specifications and descriptions represent items that meet the City’s needs.

B. The City may purchase additional quantities at any time within the contract period at the awarded contract

price as per the terms and conditions of the resultant contract.

Cc. Quantities listed in this Invitation for Bid are the City’s annual estimated amount only and is subject to
availability of appropriated funds.

3.2 TECHNICAL SPECIFICATIONS
A. Trash Liners

i. Liners covered by these specifications shall be of the type and style described on the pricing sheet. All liners
must be constructed of polyethylene material.

ii. Liners shall be clear or black as noted on the PRICE SHEET. Liners of other colors not specified with the
liner dimension requirements will not be accepted.

iii. All liners shall be at least (3) three mil in strength. Bidders shall specify mil strength on the PRICE SHEET.
For the putposes of determining lowest bidder, any mil strength over (3) three mil will not have special
consideration to overall bid price.

iv. All products must be first-class quality. All products must be packaged to attive in an undamaged and
unsoiled condition. Any products received that do not meet these criteria will be returned and replaced by the
Bidder.

B. Poly Sheeting

i Sheeting must be by these specifications shall be of the type and style as described on the Price Sheet
(Section 5.0). All sheeting must be constructed of polyethylene material.

ii, Sheeting must be at least (4) four mil in strength. Biddets shall specify mil strength on the PRICE SHEET.
For the purposes of determining lowest bidder, any mil strength over 4 mil will not have special consideration to
overall bid price.

iii. Sheeting must be 12’ in width and at least 100’ in length (non-perforated). Bidders shall specify length size
of roll on the PRICE SHEET.

iv. Sheeting shall be clear or black in color. Sheeting of other colors will not be accepted by the City.

Cc. All products must be first-class quality. All products must be packaged to arrive in an undamaged and
unsoiled condition. Any products received that do not meet these criteria will be returned and replaced by the
Bidder.

3.3 DELIVERY REQUIREMENTS

A. All deliveries shall be FOB Destination with freight prepaid and allowed to the location listed in this
solicitation and any other location requested by the Water Services Department.

B. Fuel surcharge shall not apply.
Cc. Deliveries shall be made Mondays through Fridays, 6:30 a.m. through 2:00 p.m., City holidays excluded.
D. Bidder shall deliver all trash liners and poly sheeting to Materials Control Warehouse located at 6429 West

Orangewood Ave., Bldg. N, Glendale Arizona, 85301.

4. OTHER SPECIFCATIONS

4l Term. The term of the resultant contract shall be for a one (1) year initial term. The City may, at its option
and upon mutual agreement with the Bidder(s), extend the term of this agreement for an additional four (4) years as
defined in 4.B.

4.2 Option to Extend. Based on satisfactory Bidder performance, the City, may at its option and upon mutual
agreement with the Bidder, extend the term of this agreement for an additional four (4) years renewable on an
annual basis. Bidder shall be notified in writing by the City Materials Manager of the City's intention to extend the
contract petiod at least ninety (90) calendar days prior to the expiration of the original contract period.

4.3 Performance of Service. Performance of the required services shall be completed in accordance with the
Specifications.
4.4 Changes to Products or Services. Throughout the term of this contract, the City reserves the right to add,

revise or make changes to products or services within the scope of the work as may be deemed necessary to best
serve the needs of the City.

4.5 Defective Products and Services. All defective products/services delivered to the City shall be replaced and
exchanged by the Bidder. The cost of replacing the product/service and other similar expenses shall be paid by the
Bidder.

4.6 Pricing. Bidder’s pricing shall include, but not be limited to, labor, salaries, employee benefits, vehicles,
equipment, tools, materials, supplies, fuel, travel expenses, shipping, licenses, fees, insurance, profit, and any other
associated direct or indirect costs (except sales taxes) necessary to provide the requested product and services.

4.7 All prices quoted shall be firm and fixed for the specified contract period. The City shall NOT be invoiced
at prices higher than those stated in the resultant contract. Other than contract pricing, NO additional cost, fees or
sutcharges shall be allowed by the City.

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4.8 Price Changes. Bidder may submit a request for price adjustment 90 days prior to the contract renewal
date. The request shall be in writing and include supportive justification for the proposed price changes. Supporting
justification may include cost increase that was clearly unpredictable at the time of the bid and is directly correlated
to the price of the product; formal announcement from the manufacturer that the cost of the contract product has
been increased, etc.

4.9 The City will review the request and will determine if the price adjustments shall be granted or if an
alternate option is in the best interest of the City. The price adjustment, if approved, will be effective and executed
via a contract amendment.

4.10 Order Acceptance. Work products/services delivered to the City will be subject to a complete inspection
by the Department. Inspection criteria includes conformity to the specifications, quality and performance standards.

4.11. The Bidder shall be fully responsible for shipping charges for replacement products to correct items not in
compliance with specifications and/or work quality.

4.12 Bidder Performance or Quality Deficiency. When Bidder is notified of a performance or quality deficiency,
the Bidder shall have 48 hours from the time of notification to initiate corrective action in any specific instances of
unsatisfactory performance or quality. Failure to correct unacceptable product or to provide suitable material within
the specified timeframe may result in reduction of payment or non-payment for service. If the Bidder fails to correct
the problem, the City reserves the right to correct the situation by whatever is deemed in the best interest of the City
(e.g. with City personnel or by separate contract, and the cost of such actions deducted from the Bidder’s monthly
invoice). :

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EXHIBIT B
Trash Liners and Poly Sheeting
COMPENSATION

METHOD AND AMOUNT OF COMPENSATION

Payment will be 30 days after receipt of a correct invoice.

NOT-TO-EXCEED AMOUNT

The total amount of compensation paid to Contractor for full completion of all work required by the Project during
the entire term of the Project must not exceed $500,000.

DETAILED PROJECT COMPENSATION

Item # Description REQUIRED MIL UOM PRICE
2.1 55 gal. 36” x 58” x 3’ Flat Bottom Clear Trash Liner 3 mil or thicket ea 0.3776
2.2 90 gal. 34” x 27” x 63” Flat Bottom Black Trash Liner -3 mil or thicker ea 0.7516
2.3 12’ x 100° Poly Sheeting Clear or Black 4 mil or thicker ft 0.4
DELIVERY

‘ Delivery Time 6:30AM — 2:30PM Monday — Friday, excluding holidays.

. All deliveries shall be FOB Destination to

6429 W Orangewood Ave Building N (Warehouse)
Glendale, AZ 85301