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1643 Air Liquide Industrial PO 33821 if -7) S;(17019 •Rlj� Wednesday, March 12, 2014 —1877-- PURCHASING DEPARTMENT TRANSMITTAL MEMORANDUM To: City Clerk RE: Air Liquide Industrial US, LP PO 33821; Piggy back agreement with OUC and City Contract The item(s) noted below is/are attached and forwarded to your office for the following action(s): Development Order Mayor's signature Final Plat (original mylars) Recording ❑ Letter of Credit Rendering Maintenance Bond 17 Safe keeping (Vault) Ordinance Deputy City Manager Performance Bond I Payment Bond Resolution City Manager Signature City Clerk Attest/Signature Once completed, please: I I Return originals to Purchasing I I Return copies Special Instructions: Safe Keeping... \ivvc Ma-r4o-l. Oroto z 3- a_ 1(-{ agit Fro l Date T:\Dept_forms\City Clerk Transmittal Memo-2009.doc DATE: 03/10/14 PURCHASE ORDER PO NUMBER 033821 CITY OF SANFORD P.O. BOX 1788 PURCHASING OFFICE:407.688.5030 (300 NORTH PARK AVENUE) SUBMIT INVOICES TO:ACCOUNTS PAYABLE ACCOUNTS PAYABLE:407.688.5020 SANFORD, FLORIDA 32772 FINANCE DEPT. P.O. BOX 1 788 FACSIMILE:407.688.5021 FLORIDA TAX EXEMPT NO.:858012621681C-8 SANFORD, FL 32772 VENDOR NO.: 12001 TO: SHIP TO: AIR LIQUIDE INDUSTRIAL US, LP CITY OF SANFORD PO BOX 301046 AUXILARY PLANT, WTP2 DALLAS, TX 75303-1046 3100 S . ORLANDO DRIVE SANFORD, FL 32773 DELIVER BY TERMS F.O.B.DESTINATION BID OR QUOTATION NO. REQUISITION NO. UNLESS OTHERWISE INDICATED 09/30/14 NET/30 64157 ACCOUNT NO.: 451-4522-536 . 52-00 PROJECT NO.: NO DEVIATION FROM THIS PURCHASE ORDER WILL BE ALLOWED UNLESS AUTHORIZED BY THE PURCHASING MANAGER-CITY OF SANFORD UNIT OF ITEM NO. DESCRIPTION QUANTITY ISSUE UNIT COST EXTENDED COST 1 10869600 SCF LIQUID OXYGEN @ 50000 . 16 NA 1 . 00 50000 . 16 $0 .46/100 SCF PIGGY BACK WITH ORLANDO UTILITIES BID NO.35-OQ UPGRADED AUXILLARY WATER TREATMENT PLANT NO. 2 UTILIZE THE OXYGEN FOR OXIDATION AND DISINFECTI'O . SUB-TOTAL 50000 . 16 TOTAL 50000 . 16 APPROVED BY• Ile . ./, i/!/ APPROVED BY: I W 4g0 / N2IT /CITY MAN 'GER PU "''�• ' G ALL PACKAGES AND INVOICES ASSOCIATED WITH THIS P.O.MUST BEAR THIS PURCHASE ORDER NUMBER. THE VENDOR IS RESPONSIBLE TO CAREFULLY READ AND COMPLY WITH ALL OF THE STANDARD TERMS AND CONDITIONS PROVIDED ON THE REVERSE SIDE OF THIS PURCHASE ORDER AND AT HTTP://WWW.SANFORDFL.GOV/DEPARTMENTS/PURCHASE/TERMS.HTML COPIES TO: VENDOR ORIGINATING DEPARTMENT PURCHASING � k w a t S2L2J1 1 " _�_Item No. _ - i lf" cr,si,g):),>) „),.L9N DUM 14x001 CITY COMMISSION MEMORANDUM A� JANUARY 13, 20 i 4 AGENDA „v To: Honorable Mayor and Members of the City C•, S' ion v PREPARED BY: Norton N. Bonaparte, Jr., City Manager SUBMITTED BY: Norton N. Bonaparte, Jr., City Manager SUBJECT: Consent Agenda SYNOPSIS: Approval of items on the consent agenda is requested. A. APPROVE THE ANNUAL PURCHASE OF LIQUID OXYGEN FROM AIR LIQUIDE AT AN ESTIMATED ANNUAL COST OF$100,000. SYNOPSIS: Approval of the purchase of Liquid Oxygen from Air Liquide is requested. FISCALISTAFFING STATEMENT: The total annual cost of liquid oxygen is estimated at $100,000. Funds are budgeted in various utility department accounts. BACKGROUND: The City's upgraded Auxiliary Water Treatment Plant (Plant #2) will utilize liquid oxygen for oxidation and disinfection purposes. The City is requesting the purchase of this chemical from Air Liquide via a piggy-back bid. The City will be purchasing liquid oxygen from Air Liquide in accordance with a bid from Orlando Utilities Commission (Contract No. 35-OQ Liquid Oxygen). The cost of the product is $0.46/100 scf. A blanket purchase order in the amount of$100,000 will be issued to Air Liquide as a piggy-back to the referenced bid. A copy of the Orlando Utilities Contract and award documents are available for review in the City of Sanford's Purchasing Office. LEGAL REVIEW: This purchasing process was discussed and agreed upon with the Assistant City Attorney and the Purchasing Manager. RECOMMENDATION: It is staff's recommendation that the City Commission approve the purchase of liquid oxygen from Air Liquide as outlined above with an estimated annual cost of$100,000. B. APPROVE FUNDING FOR CHANGE ORDER #1 TO STAGE DOOR II, INC. FOR THE SANFORD AVENUE STREETSCAPE PROJECT IN AN AMOUNT NOT To EXCEED$122,265. SYNOPSIS: Approval of funds from 2nd Generation Sales Tax account and Utility Fund Account for Change Order#1 to Stage Door II, Inc. of Apopka, Florida is requested. FISCAL/STAFFING STATEMENT: Total funds requested are in an amount not to exceed $122,265. Funds are available in the 2nd Generation Sales Tax account and Utility Fund account. Utilities budgeted $300,000 for the Sanford Avenue Streetscape project and have expended $187,550 to date. BACKGROUND: On June 24, 2013 the Sanford City Commission approved funding for construction of the Sanford Avenue Streetscape project. The project was separated into base bid expenditures and several alternate line items. Funding for the project was divided among the Public Works Department, Utility Department and the Sanford Community Redevelopment Agency (CRA). One of the alternate line items on the bid was to save the old Augusta brick under the existing asphalt. This required the contractor to remove all of the asphalt over the brick, clean the brick then palletize and deliver them to one of the City's storage yards. The cost for this action was $297,500. Staff removed this from the alternates due to the high cost and not knowing the condition or limits of the existing brick. Once construction began the contractor milled the existing asphalt exposing the brick. City Staff inspected the brick, found it was in very good shape and negotiated with the contractor to remove the brick during their clearing and grubbing and deliver them to the City's storage yard. This was a significantly lower cost of$10,000. Also during the bid process Utilities staff added several line items in the bid in order to avoid any future cuts to the newly constructed road in the near future. At the time this request was made the bid had been completed and the contractor was approved for construction. Public Works Staff looked into this with the Utility Department, determined that this would not have affected the outcome of the final bid and recommends the line items be added as a change order to the project. Staff met with the contractor and negotiated a cost $112,265 for the added Utility line items. All of this information has been presented to the Sanford CRA along with two other items on the Change Order that have been approved to be funded through their contingency funds for $13,270. The total amount of Change Order #1 is $135,535. The funds requested from the City Commission are $122,265. The rest will be paid by the Sanford CRA. LEGAL REVIEW: The City Attorney has no legal objection to the agenda item if all City procurement policies and procedures have been adhered to as to each matter. RECOMMENDATION: It is staff's recommendation that the City Commission approves funding the utility items and brick removal for Change Order#1 in an amount not to exceed$122,265. C. APPROVE THE PROCUREMENT OF TWO (2) 2014 FORD SUPER DUTY F- 450 CREW CAB FLAT BED TRUCKS FROM DON REID FORD, INC. IN THE AMOUNT NOT TO EXCEED$87,750. SYNOPSIS: Approval to purchase two crew cab flat bed trucks is requested. FISCALISTAFFING STATEMENT: The total purchase price for the two flat bed crew cab trucks; will not exceed $87,750. Funding for this procurement is allocated in the 2013/2014 Capital Equipment Fund. BACKGROUND: Vehicles #66 and 49 meet the City's criteria for replacement of vehicles; and the vendor is Don Reid Ford Inc. The commodity indicated above has been competitively bid under the Orlando Utility Commission (OUC) Bid #13-35890Q, which is a program of cooperative bidding. This cooperative bidding which may be used by public bodies, public entities and political subdivisions throughout the State and it satisfies all purchasing requirements to the City. LEGAL REVIEW: The Assistant City Attorney has approved subject to the City's Purchasing Agent issuing appropriate purchase orders. RECOMMENDATION: It is staff's recommendation that the City Commission approve the procurement of two 2014 Ford Super Duty F-450 crew cab flat bed trucks in the amount not to exceed $87,750 from Don Reid Ford, Inc. D. APPROVE THE "FOOD TRUCK BAZAAR"SPECIAL EVENT PERMIT ON THE FIRST SATURDAY OF EVERY MONTH IN 2014 UTILIZING THE PARKING LOT AT HOOD AVENUE AND SEMINOLE BOULEVARD WITH A WAIVER OF THE REQUIREMENT THAT THE APPLICANTS BE "ACTIVELY ENGAGED IN A LICENSED BUSINESS AND MAINTAINING A PHYSICAL BUSINESS LOCATION WITHIN THE CITY." SYNOPSIS: Approval of a special event permit application for the third year of the monthly "Food Truck Bazaar"is requested. FISCAL/STAFFING STATEMENT: Additional costs may be assessed by the Parks Department to maintain cleanliness along the Riverwalk. Applicant has been made aware of the potential for additional costs and will pay them if assessed. BACKGROUND: TheDailyCity.com Food Truck Bazaar is a monthly food court event with 15 gourmet and specialty food trucks serving approximately 500 people in the Hood Avenue parking lot on the first Saturday of every month. The applicant has enjoyed a loyal audience at their Sanford food truck events during the last two years and looks forward to continuing through 2014. An Event Notification was sent via email to downtown merchants on December 12, 2013 with only one comment received advising the City that the downtown merchants may create a monthly event which may involve a food truck(s). Staff will address this new special event when an application is received. The applicant, Producing LLC, requests use of the municipal parking lot at Hood Avenue and Seminole Boulevard on the east side of the Court House on the first Saturday of every month in 2014 from 3 —9:30 PM with food service available to the public from 5 — 8 PM. A waiver of the special event requirement per SEC. 90-4 which requires applicants to be "actively engaged in a licensed business and maintaining a physical business location within the city" is requested. LEGAL REVIEW: No legal review requested of the City Attorney. RECOMMENDATION: It is staff's recommendation that the City Commission approve this special event permit on the first Saturday of every month in 2014 utilizing the parking lot at Hood Avenue and Seminole Boulevard with a waiver of the requirement that the applicant be "actively engaged in a licensed business and maintaining a physical business location within the city." E. APPROVE THE SPECIAL EVENT PERMIT, NOISE PERMIT AND STREET CLOSURES FOR THE MARTIN LUTHER KING, JR. PARADE&RALLY TO BE HELD ON JANUARY 20, 20 14. SYNOPSIS: Approval of a special event permit application for the "Martin Luther King, Jr. Parade & Rally" on Monday,January 20, 2014 is requested. FISCALISTAFFING STATEMENT: City costs are estimated to be $7,385.32 and will be paid for by the applicant, the Dr. Martin Luther King, Jr. Celebration Steering Committee. City Services for this event will include personnel, public space rental, street barricades, traffic signs, variable message board and security services. BACKGROUND: This annual event begins with a Parade at 10 AM on Historic Goldsboro Boulevard, from Persimmon Avenue to South Holly Avenue, followed by a Rally in Ft. Mellon Park from NOON- ities for children, music and more. To minimize their costs, the applicant 4 PM with vendors, activities will have many volunteers at each intersection to monitor street closures and provide park clean- up. A noise permit is also requested from 10 AM - NOON along the Parade Route and from NOON to 4 PM in Fort Mellon Park. Additionally, a request for street closures is as follows: • 7 AM - NOON on Persimmon Avenue, from McCracken Road to Historic Goldsboro Boulevard; and Historic Goldsboro Boulevard, from Persimmon Avenue to 17-92. • 7 AM - 4 PM on 1st Street from Pine Avenue to Lakeview Avenue, and on Seminole Boulevard from Sanford Avenue to San Juan Avenue. LEGAL REVIEW: No legal review requested of the City Attorney. RECOMMENDATION: It is staff's recommendation that the City Commission approve the special event permit, noise permit and street closures for the `Martin Luther King, Jr. Parade & Rally' on Monday, January 20, 2014. F. APPROVE SPECIAL EVENT PERMIT, NOISE PERMIT, ALCOHOL PERMIT AND STREET CLOSURES FOR THE 'Sr. JOHN'S RIVER FESTIVAL OF THE ARTS IN HISTORIC SANFORD'TO BE HELD MAY3 AND 4 2014. SYNOPSIS: Approval of a special event permit application for the "St. John's River Festival of the Arts in Historic Sanford" during the weekend of May 3 - 4, 2014 is requested. FISCALISTAFFING STATEMENT: Costs for City services are estimated to be $2,424.37 with additional costs for security and EMS to be determined and charged to the applicant when the final plan is agreed upon between the agencies involved and the applicant. City services will include barricades, parks personnel, street closures,EMS Patrol and security. BACKGROUND: The St. Johns River Festival of the Arts will feature artists, art demonstrations, musicians and a food court in Downtown Sanford on Saturday, May 3rd from 10 AM— 6 PM and on Sunday, May 4th from 10 AM — 5 PM. The applicant requests an alcohol permit, a noise permit and street closures. Alcohol and food purchases will only be provided during the event hours on each day. Street closures are requested to begin on Friday, May 3rd at 1 PM to mark vendor spaces and load wares of the vendors and artists. Streets will remain closed until 10 PM on Sunday, May 5th, to allow for the departure of the vendors and artists. The Police Department will maintain a continuous presence at the event to monitor the street closures and to provide security. The requested road closures are: • 1St Street from Myrtle Avenue to Sanford Avenue; • Oak Avenue, Park Avenue and Palmetto Avenue, from Commercial Street to 2' ' Street; • Magnolia Avenue from the Square to 2nd Street; and • 2nd Street, with diagonal closures at Magnolia Avenue and Palmetto Avenue. The applicant has clarified that only previously juried, hand-made artisan items will be made available for sale at the Festival and that commercially made items that can be purchased and re- sold (jewelry, pottery and paintings) will not be allowed in the Festival. Additionally, no vendors will be stationed on City sidewalks however Art Festival Board approved art demonstrations and/or acoustic music may occur on the sidewalks. On Tuesday, December 17, 2013, a `Special Notification of Street Closure' was emailed to affected businesses and interested persons/residents. No responses were received. LEGAL REVIEW: No legal review requested of the City Attorney. RECOMMENDATION: It is staff's recommendation that the City Commission approve this special event, noise permit, alcohol permit and the related street closures for the `St. John's River Festival of the Arts in Historic Sanford'." G. APPROVE CPH ENGINEERS FOR DESIGN OF THE HISTORIC GOLDSBORO BOULEVARD STREETSCAPE PROJECT FUNDED FROM THE 2ND GENERATION SALES TAX ACCOUNT IN AN AMOUNT NOT TO EXCEED $130,545. SYNOPSIS: Approval of funds from the 2nd Generation Sales Tax Account for the design of the Historic Goldsboro Boulevard Streetscape Project by CPH Engineers is requested. FISCAL/STAFFING STATEMENT: Funds in the amount not to exceed $130,545 are requested and are available in the 2nd Generation One Cents Sales Tax Account. BACKGROUND: The City of Sanford previously constructed improvements along Historic Goldsboro Boulevard in association with the construction of the new Public Safety Complex. Commissioner Williams has expressed her desire to continue such improvements on Historic Goldsboro Boulevard from William Clarke Avenue to Persimmon Avenue. This project would incorporate and unify Historic Goldsboro Boulevard, Sanford Downtown Business District and Goldsboro Business District. The streetscape project is being requested in an effort to boost and attract development and revitalize business along the corridor. The Sanford Public Works Department has negotiated with CPH Engineers for the design at a cost of $130,545. Currently no funds have been designated for the construction of such improvements. LEGAL REVIEW: The City Attorney has no legal objection to the procurement activity provided that all City purchasing and procurement policies and procedures have been adhered to. RECOMMENDATION: It is staff's recommendation that the City Commission approve CPH Engineers for design of the Historic Goldsboro Streetscape Project in an amount not to exceed $130,545. H. APPROVE THE "ALIVE AFTER FIVE" SPECIAL EVENT PERMIT, NOISE PERMIT, ALCOHOL PERMIT AND STREET CLOSURES FOR THE EVENT TO BE HELD ON THE SECOND THURSDAY OF EVERY MONTH IN 2014. SYNOPSIS: Approval of a special event permit application for the monthly "Alive After Five" in downtown Sanford is requested. FISCALISTAFFING STATEMENT: Costs for City services are estimated to be $2,210.85 per month and will be paid by the applicant. Services include security, barricades,parks personnel, electricians and trash receptacles. BACKGROUND: This is a monthly event that occurs the second Thursday of every month in downtown Sanford and is sponsored by Historic Sanford Welcome Center Inc. from 5-9 PM, which they would like to continue through 2014. The applicant requests a noise permit, an alcohol permit and street closures from 3-10 PM of: • 1st Street from Sanford Avenue to Oak Avenue; • Park Avenue and Palmetto Avenue, from Commercial Street to 2nd Street • Magnolia Avenue from Magnolia Square to 2n1 Street The alcohol permit will be extended to other entities with state licenses to sell alcohol who choose to be authorized vendors of the Welcome Center at the Alive After Five event(s) to possibly include downtown merchants and caterers. Such vendors will meet the City's licensing and insurance requirements. LEGAL REVIEW: No legal review requested of the City Attorney. RECOMMENDATION: It is staff's recommendation that the City Commission approve the Alive After Five special event application with street closures, a noise permit and an alcohol permit on the second Thursday of every month in 2014. SUGGESTED MOTION: "I move to approve the Consent Agenda." l ® DATE(MM/DD/YYYY) AW o CERTIFICATE OF LIABILITY INSURANCE 03/01/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT MARSH USA INC. NAME:PHONE FAX 1000 MAIN STREET A/C,No.Extl: (A/C,No): SUITE 3000 E-MAIL HOUSTON,TX 77002 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# 014166-STAND-GAW-13-14 INSURER A:Zurich American Insurance Company 16535 INSURED INSURER B:American Zurich Insurance Company 40142 AMERICAN AIR LIQUIDE INC. AIR LIQUIDE USA LLC INSURER C: 2700 POST OAK BLVD,SUITE 325 INSURER D: HOUSTON,TX 77056 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: HOU-002292390-01 REVISION NUMBER:1 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) A GENERAL LIABILITY GLO 9486556-02 06/01/2013 06/01/2014 EACH OCCURRENCE $ 2,000,000 DAMAGE TO RENTED 2,000,000 X COMMERCIAL GENERAL LIABILITY PREMISES(Ea occurrence) $ _ CLAIMS-MADE X OCCUR MED EXP(Any one person) $ 1,000 PERSONAL&ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 6,000,000 GE 'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 6,000,000 POLICY PRO- X $ X JECT A AUTOMOBILE LIABILITY BAP 9486555-02 06/01/2013 06/01/2014 COMBINED SINGLE LIMIT 2.000,000 (Ea accident) $ X 1 ANY AUTO I BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ __..._ AUTOS AUTOS HIRED AUTOS NON-OWNED PROPERTY DAMAGE $ (Per accident) $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ _ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ B WORKERS COMPENSATION WC 9486557-02(AOS) 06/01/2013 06/01/2014 X TORY LIMITS 0TH- AND EMPLOYERS'LIABILITY WC 9466559-02(WI) 06/01)2013 06/01/2014 2,000,000 B ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N N/A 2,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under 2,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(Attach ACORD 101,Additional Remarks Schedule,if more space is required) RE:Liquid Oxygen Supply With respect to General Liability and Auto Liability insurance,Certificate Holder is included as additional insured up to the policy limits specified but only with respect to Named Insured's indemnification obligation under the Piggyback Contract dated 1/13/14. CERTIFICATE HOLDER CANCELLATION City of Sanford SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE PO Box 1788 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Sanford,FL 32772 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. David R.Hirshorn t lef4e 1 ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 014166 LOC#: Houston AR o® ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED MARSH USA INC. AMERICAN AIR LIQUIDE INC. AIR LIQUIDE USA LLC POLICY NUMBER 2700 POST OAK BLVD,SUITE 325 HOUSTON,TX 77056 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance NAMED INSUREDS ON THE ABOVE REFERENCED POLICIES INCLUDE BUT ARE NOT LIMITED TO THE FOLLOWING COMPANIES: American Air Liquide Inc. American Air Liquide Holdings,Inc. Air Liquide Helium America,Inc. Air Liquide Advanced Technologies U.S.LLC Air Liquide America L.P. AL America Holdings,Inc. Air Liquide USA LLC Air Liquide Industrial U.S.LP Air Liquide Large Industries U.S.LP Air Liquide Electronics U.S.LP Air Liquide Healthcare America Corporation Air Liquide Process&Construction,Inc. Air Liquide Technical Services LLC Lurgi,Inc. Air Liquide America Specialty Gases LLC ALPC Mexico LLC Air Liquide Holdings LLC Air Liquide LLC Progressive Resources,Inc. Well-Gen Services,LLC Plains Nitrogen,LLC ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD PIGGYBACK CONTRACT FOR LIQUID OXYGEN WITH AIR LIQUIDE INDUSTRIAL US LP The City of Sanford ("City") enters this "Piggyback" Contract with Air Liquide Industrial U.S. LP, (hereinafter referred to as the "Vendor"), under the terms and conditions hereinafter provided. The City and the Vendor agree as follows: 1. The Purchasing Policy for the City of Sanford allows for "piggybacking" contracts. Pursuant to this procedure, the City is allowed to piggyback an existing government contract, and there is no need to obtain formal or informal quotations, proposals or bids. The parties agree that the Vendor has entered a contract with the Orlando Utilities Commission (OUC), Florida, said contract being identified as "Term Contract No. 35-OQ Liquid Oxygen"; said original contract being referred to as the " OUC contract"). 2. The original OUC contract, and related documents, are incorporated herein by reference and is attached as Exhibit "A" to this contract. All of the terms and conditions set out in the original OUC contract are fully binding on the parties and said terms and conditions are incorporated herein. 3. Notwithstanding the requirement that the original OUC contract is fully binding on the parties, the parties have agreed to modify certain technical provisions of the original OUC contract as applied to this Contract between the Vendor and the City, as follows: (a). Time Period ("Term") of this Contract: (state N/A if this is not applicable). N/A. (b). Insurance Requirements of this Contract: (state FL if this is not applicable). N/A. (c). Any other provisions of the OUC contract that will be modified: (state N/A if this is not applicable). if Page (1). Address change for the City: Notwithstanding the address and contact information for the government entity as set out in the original OUC contract, the Vendor agrees that he/she/it shall send notices, invoices and shall conduct all business with the City to the attention of City Manager, at: City of Sanford, 300 North Park Avenue; Sanford, Florida 32771. The City Manager's designated representative for this Contract is Migdalia Hernandez, Water Resources Engineer, Utilities Department, City of Sanford, Post Office Box 1788, 300 North Park Avenue; Sanford, Florida 32771-1778, telephone number (407-688-5104) and whose e-mail address is: HernandM@Sanfordfl.gov. (2). Notwithstanding anything in the original OUC contract to the contrary, the venue of any dispute will be in Seminole County, Florida. Litigation between the parties arising out of this Contract shall be in Seminole County, Florida in the Court of appropriate jurisdiction. The law of Florida shall control any dispute between the parties arising out of or related to this Contract, the performance thereof or any products or services delivered pursuant to such Contract. (3). Notwithstanding any other provision in the original OUC contract to the contrary, there shall be no arbitration with respect to any dispute between the parties arising out of this Contract. Dispute resolution shall be through voluntary and non-binding mediation, negotiation or litigation in the court of appropriate jurisdiction in Seminole County, Florida, with the parties bearing the costs of their own legal fees with respect to any dispute resolution, including litigation. 21Page 1 (4). All the services to be provided or performed shall be in conformance with commonly accepted industry and professional codes and standards, standards of the City, and the laws of any Federal, State, or local regulatory agencies. (5). Notwithstanding anything in this document or the original OUC contract, no travel expenses shall be paid to the vendor and the vendor shall not be paid for travel time associated in any way with the provision of service. (d). All other provisions in the original OUC contract are fully binding on the parties and will represent the agreement between the City and the Vendor. Entered this day of , 2011 Attest: Air Liquide Industrial U.S. LP By: AIR LIQUIDE IC GP LLC, its a,' general partner. 'f�By: `�.P � K. 7`` Signature of Witness# 1 Henry Battle, Re ion Man Printed Name: 0_rd y . Zb r t- Date: 42 40 do l 3 i G Sig ure of Witness # 2 Printed Name: fuGe- rn,b 6' Attest: City Of Sanford 62A By: 2ti/ Cynthia Porter, City Clerk Jeff Triplett ,,r Mayor Date: ( – l 3 —f y Approved as to form and legal sufficiency. EMI Ife '� ( r Ail TA��_ Colbert City ' •r'ey /)itJIJI� Al . & . r fr-(44 Wage AIR LIQU I DE A. .M This page is an outline of understanding and is hereby added to the Piggyback Contract between The City of Sanford ("City") and Air Liquide Industrial U.S. LP, ("Vendor"), for the supply of liquid oxygen. This piggyback is tied to the current contract between Vendor and Orlando Utilities Commission (OUC); said contract being identified as "Term Contract No. RFP 35- OQ Liquid Oxygen. Inventory Monitoring and Delivery Scheduling The Vendor will advise the City of the minimum and maximum storage tank levels that, in the Vendor's opinion, will afford the most safe and efficient delivery scheduling. The Vendor will, at its expense, install a telemonitoring system that will allow remote monitoring of the oxygen storage system and inventory levels. The monitoring system will be used by the Vendor to automatically schedule deliveries in sufficient time to allow the City to maintain reliable production of treated water. Should the inventory decrease below a level that the City considers safe,the City may request and expect immediate delivery if not already scheduled. Inspection and Maintenance Services At each delivery of liquid oxygen, the Vendor's driver shall visually inspect all tank connections and tank integrity for leaks to verify the unloading and storage systems are suitable and safe to accept liquid oxygen. The Vendor shall also verify the connections and piping, and check for leaks from the LOX tanks to the vaporizer(s). Any issues or concerns shall be reported to the plant operator immediately and prior to unloading the oxygen. In addition to the visual inspection during each delivery, the Vendor will perform a formal annual inspection of the Storage System(s) at all delivery locations of the City. There will be no cost to the City for the annual inspections. Following each inspection, the Vendor will provide the City with written documentation of each inspection detailing any deficiencies found. At the City's request, the Vendor may provide inspection and maintenance services on the liquid oxygen equipment beyond the requirements outlined above. The rates for any additional Services requested by the City are as follows: Labor: $93 per hour, Monday—Friday, 8:00 AM to 5:00 PM After Hours Rate: $150 per hour (excluding Holidays) Parts: List price less 20% Mileage: $1.50 per mile based on actual mileage portal to portal AIR LIQUIDE INDUSTRIAL U.S.LP• 18222 East Petroleum Drive, Baton Rouge, LA 70809 Phone: 225-754-0600•Fax 225-754-0670 "A" i Exhib t «A [Attach original government contract] III 4IPage Second Amendment 35 OQ SECOND AMENDMENT To The Contract for The Supply of Liquid Oxygen for Ozone Gas Production Between ORLANDO UTILITIES COMMISSION and Air Liquide America Corporation Dated November 1, 1998 This Second Amendment to the Contract for The Supply of Liquid Oxygen for Ozone Gas Production dated November 1, 1998 (the "Agreement") is entered into, by and between ORLANDO UTILITIES COMMISSION ("Owner") and hereinafter called ("OUC"), and Air Liquide America Corporation ("Contractor") shall be effective as of the date last signed below. The Owner and Contractor shall be collectively referred to as the"Parties." WITNESSETH: WHEREAS, Contractor was the successful bidder to Owner's Proposal 35-0Q and was awarded a contract to provide The Supply of Liquid Oxygen for Ozone Gas Production in accordance with the scope set forth in Owner's RFP 35-OQ; and WHEREAS, Owner entered into that certain Contract with Contractor on November 1, 1998 for the performance of said Services and the First Amendment.on May 29, 2002; and WHEREAS, the Parties recognize that certain terms of the Contract need to be amended to reflect changes in service contemplated herein; WHEREAS, the Contractor has formally changed their name; and WHEREAS, the Parties desire to expand the scope of work; and WHEREAS, the Parties desire to amend the base price; and WHEREAS, the Parties desire to amend the term of the Contract; and WHEREAS, the Parties desire to amend the Employer's Liability insurance; and WHEREAS, the Parties desire to add a Termination for Convenience Clause; Page 1 of 6 NOW THEREFORE, for and in consideration of the foregoing premises, the mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. Recitations. The above recitals are true and correct and are hereby incorporated herein. 2. Definitions. Each initially capitalized term used without definition shall have the meaning as ascribed to such term in the Agreement, unless changed herein. 3. Contractor Name Change. Air Liquide America Corporation has formally changed their name to Air Liquide Industrial U.S. L.P. 4. Scope of Work. The scope of work shall include the equipment upgrade for OUC's six ozone treatment facilities as described in Exhibit A, attached and made part of this Amendment. 5. Base Price. A new base price mutually agreed to by Air Liquide and OUC of$0.46/100 SCE as stated in Option 2 of Exhibit A shall be effective April 1, 2012, with the first adjustment November 1, 2012. 6. Term of Contract. The new term of this contract shall be five (5) years from the execution date of this Second Amendment. 7. Insurance. General Liability Insurance shall be $2,000,000.00 Each Occurrence. • 8. Termination for Convenience. The General*Conditions shall include a Termination for Convenience Clause, Exhibit B, attached and made part of this Amendment. Except as specifically amended herein, all other terms and conditions of the Agreement shall remain in full force and effect, and in the event of any inconsistencies between this Amendment and the terms of the Agreement (including any prior amendments), the terms set forth in this Amendment shall control and govern. The modifications shall remain in full force and effect during the extended term. 2 IN WITNESS WHEREOF, OWNER and Contractor have caused this Amendment to be executed in duplicate in their names by their respective duly authorized officials. ATTEST: ORLAND', it IES CO I. -ION--- By: t/, r " la. 01C._ By: 11110A..... Ken' i��. Ksionek Print jj'E i 41ctc l-1 lit M . 1t ti Ge #-ral Manager, CEO Date: q1 / ///7_- Date: q11 / / /7---. Approved as to form and legality OUC Legal Department WITNESS: Air Liquids Industrial U.§141.0. Y-1 Q`at BY:"1. By: ' AIIP ./,`" By: ligiv-tti g • 12a-a•L'Ire*4 (,::: ).)464 eit' limy K. Manager Print Name: ��e .0e't Title: anry K Battle;Jr Date: a GAP_ Date: t2 Lt Mcdtil 3' 3 EXHIBIT A Enuipment Upgrade Proposal This equipment upgrade proposal will outline Air Liquide's approach at OUC's six water treatment facilities to replace the existing,difficult to find equipment,with standard,readily available equipment.Key components will have replacement parts stored onsite at 2 OUC locations allowing for same day replacement and continuous supply.More specifically we will be: o Replacing flow regulators with a standard dual regulator mani:ald o Replacing temperature&pressure switches with transmitters showing range o Low temperature probes to be removed from system o Trim heaters to remain in place—no alteration o Auto switching to be installed for vaporizers o Final shutdown valve to be installed to allow complete supply interruption o Replace valves allowing for isolation and bypass around system components In order to accomplish this,Air Liquide will complete the upgrades on each system one at a time and assure continuous oxygen supply to OUC's process by utilizing a temporary supply system.Air Liquide will support this project based on OUC's schedule and we will work very closely with OUC personnel to assure 100%supply reliability during each system upgrade. Air Liquide will be responsible for procuring and installing the systems as outlined above. OUC will complete all electrical work including providing conduit and running wire. Please refer to the attached files outlining the equipment details and a sample P&ID. Proposed Pricing and Commercial Terms , Option 1: The cost for each site upgrade will be$56,500.In addition,the cost of the spare parts inventory to support the 6 sites is $20,000.Total cost for the upgrades for all 6 facilities(including spare parts inventory)will be$359,000. Option 2: Air Liquide will take complete responsibility for the project capital investment.Under this option,we would also ask for a five(5)year contract extension for the supply of liquid oxygen.As part of the contract extension,Air Liquide would also adjust the current oxygen price to$0.46/100 scf. In addition to the$359,000 in capital savings to OUC,Option 2 would also provide an additional$242,000 (22,000/mo)in savings based on current oxygen volumes and contract term. Air Liquide Industrial U.S.L.P.• 18222 East Petroleum Drive•Baton Rouge,LA 70809 Phone:225.754.0800•Fax:225.754.0670 www.us.airliquide.com 4 101 U Second Amendment 0 AIR LUQlJIDE 35 00 OUC-Site Upgrade 0 y t .0 S F : Tote! ' � � 4 (items) )a ,z- ` k Pressure Control Manifold with Dual Regulators-15psig+I-0.2psig 6-8 weeks Pressure Control 1 I 1 1 1 I 0 6 Replacement Regulators 5-6 weeks Pressure Control 0 0 0 0 0 0 2 2 Solenoid Operated Globe Valve-1" 4 weeks Fine Shutdown 1 1 1 1 1 1 2 B Replacement Solenoid 2 weeks _Fine Shutdown 0 0 0 0 0 0 5 5 • 3 way diverter assembly 5-6 weeks Vap Switching I 1 1 I I I 0 6 Timer 1 week Vap Switching 1 1 1 1 1 1 1 7 Copper anc fittings for above 2 weeks Vap Switching 1 I • 1 1 1 I 0 6 Low Temperature Manifold 4-5 weeks Temperature Shutdown 0 0 U 0 0 0 0 0 Replacement valves 3-4 weeks Isolation&bypass 1 1 1 1 1 1 0 6 Copper Piping&Fit tinge 2-3 weeks Piping 1 . 1 1 1 4 1 1 0 6 Anchor boils,supports,misc 2-3 weeks' 1 1 1 1 1 1 0 6 Flanges(vaporizer&manifolds) 2-3 weeks Piping 1 1 1 1 1 1 0 6 Temperature Transmitter 3-4 weeks Temperature Feedback 1 1 1 1 1 1 2 8 Pressure T-ansmitter 3-4 weeks Pressure Feedback 1 1 1 1 1 1 2 8 Laval Transrruiltvr 3-4 weeks Level Feedback 2 2 1 2 2 2 2 13 SS Tubing,fittings&stand per transmitter 3-4 weeks Telemetry 4 4 3 4 4 4 0 23 Portable piping and misc 3-4 weeks Temaorary Supply 1 1 1 I 1 0 0 5 Courtesy Valve assembly 3-4 weeks Temeorary Supply 1 1 1 1 1 0 0 5 Labor to set up&remove 3-4 weeks Temaorary Supply 1 1 1 1 1 0 0 5 Gaskets 1-2 weeks Valves,flanges,etc 1 1 1' 1 1 1 1 7 Isolation locks 1-2 weeks.Lockout manual valves 1 I • 1 1 1 1 I 7 Painting Vessel&Basic Decals TBD Longevity 1 1 � 1 1 1 1 0 6 FST Labor N/A 1 1 1 1 1 1 0 6 Engineering Labor N/A 1 . . . . . . 1 0 . . 6 Removal-trucking N/A 1 1 1 1 1 1 0 6 Freight N/A 1 1 1 1 1 1 0 6 *All items cleaned for Oxygen Service . . **Customer to handle electrical work • . *"Customer to provide storage lockers Air Liquide Industrial U.S.L.P.•18222 East Petroleum Drive•Baton Rouge,LA 70809 Phone:225.754.0600•Fax:225.754.0670 www.us.airliquide.com 5 4(4° Termination for OUC's Convenience. OUC shall have the right in its sole discretion to terminate by written notice,in whole or in part,the Contract for its convenience.Prior to the termination date,OUC shall pay Contractor an Early Termination Payment to cover the un-amortized capital for the oxygen system upgrades(initial capital cost$359,000)based on a sixty month amortization schedule.The Amortization Schedule shown below provides the un- amortized costs based on the month in which the termination is effective. \nu rtiialinn Schcdulc :Yea `:...,...,...�j.,..: ,.., .u ._-..,�..vT.u.. '�u._v...\z.�... :;Contract 1�Ior►t1�. ;� ;, �:.�� t.:��, �: ,�-�'� NI6ritCi1;: $359,000 $287,200 $215,400 $143,600 $71,800 :Moffitt :2.. $353,017 $281.217 $209.417 $137,617 $65,817 ?::Moritli3:: $347,033 $275,233 $203,433 $131,633 $59,833 1vlonth4` $341,050 $269,250 $197,450 $125,650 $53 850 :: MontY s $335,067 $263,267 $191,467 $119,667 $47,867 ::::.NlotitH:6 : $329,083 $257,283 $185,483 $113,683 $41,883 >Month::7 $323,100 $251,300 $179,500 $107 700 $35 900 :1VIdrith;8':: $317 117 $245,317 $173,517 $101,717 $29,917 :<Ivtonth 9` $311,133 $239,333 $167,533 $95,733 $23 933 onth1 0=: $305,150 $233,350 $161,550 $89 750 $17 950 1V10i]th?<1'�`: $299,167 $227,367 $155,567 $83,767 $11 967 1Vloritl;1�':;:: $293,183 $221,383 $149,583 $77,783 $5,983 6 • MEMORANDUM OF INSURANCE DATE 344614N1 This Memorandum is leaned as a matter of information only to authorized viewers for their interns]nee only and confers no rights upea any viewer of this Memorandum.Tbis Memorandum does net amend,extend or alter the coverage described below.T his Memorandum may only be copied,printed and distributed within an authorized viewer and may only be need and viewed by an authorized viewer for he internal ass.Any other use,duplication or distribution of this Memorandum without the consent of Marsh it prohibited."Authorized viewer"shall mean an entity or person which is authorized by the insured named herein to access this Memorandum via httpJ/www.narsb.com n%ol?client•2122.The Information contained herein is as of the date referred to above. Marsh shall be anderno obligation to update such information. Marsh USA Inc. COMPANIES AFFORDING COVERAGE , ("Marsh") Ce.A Zurich American Insurance Company neva co American Zurich Insurance Company American Air Liquids Inc.,Air Liquids USA LLC 2700 Post Oak Blvd. CaC Suite 1800 Houston, Texas 77056 ceD United States COVERAGES TIM roucI S OF QISVRANCEUSTED BELOW HAVE MIEN ISSUED TO THE INSURED NAMED ABOVE FOR THE?OUCYrseuOD INDICATED.NOTWITHSTANDING ANY REQULRISHI .TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS MEMORANDUM MAY BE ISSUED OR HAY PERTAIN,THE INSURANCE AFFORDED HY THE POLICIES DESCRIBED HEREIN IS WaIBCT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.tams SHOWN MAY HAVE BEEN REDUCED BY PAID CLAMS. CO TYPE OF INSURANCE POLICY NUMBER POLICY POLICY LIMITS LTR EFFECTIVE • EXPIRATION UNTIE IN USD UNLESS OTHERWISE DATE DATE INDICATED A gar'IT'r GLO 9486556- 01-Jun-2011 01-Jun-2012 ° "L USD6 000 000 OCCURRENC EI riY 00 PRODUCTS- USD6,000,000 OCCURRENCE COMP.10PAG0' PBRaONALAND USD2,000,000 ADV INJURY 0 CURRENCE USD2,000,000 VIaEDAMAGE(ANY USD2,000,000 00 USD1,000 PERS A AjArromoonz BAP 9486555- 01-Jun-2011 01-Jun-2012 1Nb°SINGLE USD2,000,000 WAIT ANY AUTO 00 BODILY INJURY (PER PERSON) BODILY INJURY (PER ACCIDENT) PROPERTY DAMAGE EXCESS LIAtIUTY EACH OCCURRENCE AGGREGATE GARAGE LIABILITY AVTO ONLY PER OSHEILTIIAN AUTO ONLY: EACH ACCIDENT " AGGREGATE 13 m"A.o,,, WC 9486557- 01-Jun-2011 01-Jun-2012 WORE CONS Statutory B oaceyom 00(AOS) 01-Jun-2011 01-Jun-2012 LIMrrs LIABILITY THE PROPRIETOR, WC9486559- EL EACH'uCW • USD2,000,000 PARTNERS I EXECUTIVE (WI) O USD2,000,000 ARE: POLICY T EL DISEASE-Each USD2,000,000 famoyas The Memorandum of Insurance serves solely to list insurance policies,limits and dates of coverage.Any modifications hereto are not authorized. • MEMORANDUM OF INSURANCE sapa.1�,wu This Memorandum is issued as a natter of information only to authorized viewers for their internal use only and confers no rights ups'nay viewer of this Memorandum.This Memorandum does not amend,extend or alter the coverage described below.This Memorandum may only be copied,printed and distributed within an authorized viewer and may aaly be used and viewed by an authorized viewer for its Internal use.Any other use,duplication or • distribution of this Memorandum without the consent of Marsh is prohibited."Authorized viewer"shall mean an entity or person which is authorized by the insured named herein to access this Memorandum via http://www.marsh.comlmoi?dieat+il22.The information contained herein is as of the date referred to above. Marsh shall be under no obligation to update such information. ITIODIXER mom Marsh USA Inc. American Air Liquide Inc.,Air Liquide USA LLC ("Marsh") 2700 Post Oak Blvd. Suite 1800 . Houston, Texas 77056 United States AMDmONAI.INFORMATION Named Insureds on the above referenced policies include but arc not limited to the following companies. `American Air Liquide Inc. American Air Liquide Holdings,Inc. Air Liquide Helium America,Inc. Air Liquide America L.P. AL America Holdings,hie. Mr Liquide USA LLC • Air Liquide Industrial U.S.LP Air Liquide Large Industries U.S.LP Air Liquide Advanced Technologies U.S.LLC Air Liquide Electronics U.S.LP Air Liquide Healthcare America Corporation T. Air Liquide Process&Construction,Inc. Air Liquide Technical Services LLC Lurgi,Inc. Air Liquide America Specialty Gases LLC ALPC Mexico LLC Air Liquide Holdings LLC Air Liquids LLC The Memorandum of insurance serves solely to list insurance policies,limits and dates of coverage.Any modifications hereto are not au horized. . Click here for a printer-friendly version of this document. 1 • ORLANDO UTILITIES COMMISSION ORLANDO, FLORIDA REQUEST FOR PROPOSAL FOR THE SUPPLY OF LIQUID OXYGEN FOR OZONE GAS PRODUCTION CONTRACT ISSUE DATE: November 1, 1998 COMMISSIONERS CAROL P. WILSON,Ph.D. PRESIDENT RICHARD L. FLETCHER, JR. FIRST VICI✓ PRESIDENT TICO PEREZ SECOND VICE PRESIDENT RAY D. McCLEESE IMMEDIATE PAST PRESIDENT GLENDA E. HOOD MAYOR/COMMISSIONER ROBERT C.HAVEN, P.E. General Manager & Chief Executive Officer - CONFORMED CONTRACT - • OXYGEN98.CCD?MSWord) -1999- ORLANDO UTILITIES COMMISSION ORLANDO, FLORIDA REQUEST FOR PROPOSAL FOR THE SUPPLY OF LIQUID OXYGEN FOR OZONE GAS PRODUCTION TABLE OF CONTENTS Page thru Page I. CONTRACT FORMS Contract Agreement 1 page Certificate of Counsel 1 page II. CONTRACT REGULATIONS General Conditions 4 pages Special Conditions Part 1 3 pages Special Conditions Part 2 2 pages III. SPECIFICATIONS Appendix 1 —Liquid Oxygen Quality 1 page Appendix 2— Delivery Locations 1 page Appendix 3—Liquid Oxygen Storage Tank Capacities 1 page Appendix 4—Estimated Average Consumption of Liquid Oxygen—Pounds Per Month I page Appendix 5—Contact List 1 page Appendix 6—Delivery.Locations Maps 7 pages APPENDIX FOR CONFORMED CONTRACT-BIDDING DOCUMENTS Instructions to Bidders I page Contractor's Proposal Data Form 2 pages Contractor's Clarification Letter,dated September 8, 1998 1 page Contractor's undated copy of Addendum A 1 page Contractor's undated copy of Addendum B 1 page Sworn Statement Under Section 287.133(3)(a), FLORIDA STATUTES, on Public Entity Crimes 2 pages Addendum No. 1,dated August 19, 1998 1 page CONTRACT AGREEMEI ' This Contract Agreement,made and entered into this 1st day of November, 1998,by and between the ORLANDO UTILITIES COMMISSION with its principle office located at Orlando,Florida,Party of the First Part and hereinafter called OUC,and AIR LIQUIDE AMERICA CORPORATION,a corporation with its principle office in Houston,Texas,Party of the Second Part and hereinafter called the Contractor. WITNESSETH: WHEREAS,OUC has prepared,in accordance with law, specifications and other contract documents for the supply of liquid oxygen as specified:and WHEREAS,the Contractor has submitted to OUC a proposal in accordance with the terms of this Contract Agreement:and WHEREAS,OUC,in the manner prescribed by law,has determined.the Contractor to be the best and lowest bidder, NOW,THEREFORE,in consideration of the compensation to be paid to the Contractor and of the mutual agreements herein contained,the parties to these presents hereby agree,OUC for itself and its successors, and the Contractor for itself and its successors and assigns,as follows: ARTICLE I.That the Contractor shall deliver liquid oxygen in accordance with the General Conditions,• Special Conditions,and Appendices,which are attached and made a part hereof. ARTICLE II.That OUC shall pay the Contractor as provided herein. IN WITNESS WHEREOF,the parties hereto have executed this Contract Agreement as of the day and year first above written. Signed,sealed,and delivered in the presence of: ORL• it! f'I1112 COMMISSION ✓'�y�y�. By .4/i_1 • ■ • f',41.01 Attest er) Signed,sealed,and delivered in the presence of: AIR LIQUIDE AMERICA CORPORATION By ad6v4P i Atte 411111,‘..4, John N. Baird The form of execution of the foregoing Contract is her;.y approved: Vice President, Legal and Corporate Affairs As to OUC: and Secretary art— As to the Contractor: Attorney for the Contactor CONTRACT AGREEMEr This Contract Agreement,made and entered into this 1st day of November, 1998,by and between the ORLANDO UTILITIES COMMISSION with its principle office located at Orlando,Florida,Party of the First Part and hereinafter called OUC,and AIR LIQUIDE AMERICA CORPORATION,a corporation with its principle office in Houston,Texas,Party of the Second Part and hereinafter called the Contractor. WITNESSETH: WHEREAS,OUC has prepared,in accordance with law,specifications and other contract documents for the supply of liquid oxygen as specified:and WHEREAS,the Contractor has submitted to OUC a proposal in accordance with the terms of this Contract Agreement:and WHEREAS,OUC, in the manner prescribed by law,has determined.the Contractor to be the best and lowest bidder, NOW. THEREFORE,in consideration of the compensation to be paid to the Contractor and of the mutual agreements herein contained,the parties to these presents hereby agree,OUC for itself and its successors, and the Contractor for itself and its successors and assigns,as follows: ARTICLE I.That the Contractor shall deliver liquid oxygen in accordance with the-General Conditions, Special Conditions,and Appendices,which are attached and made a part hereof. ARTICLE II.That OUC shall pay the Contractor as provided herein. IN WITNESS WHEREOF,the parties hereto have executed this Contract Agreement as of the day and year first above written. Signed,sealed.and delivered in the presence of: ORLANDO UTILITIES COMMISSION By • • 'Attest • Signed,sealed,and delivered in the presence of: AIR LIQUIDE AMERICA CORPORATION By Attest / The form of execution of the foregoing Contract is hereby approved: As to OUC: Attorney for OUC As to the Contractor: r + ! Attorney for the Contractor Member of Texas Bar, not Fla. Bar CERTIFICATE OF COUNSEL (Where contractor is a Corporation) I do hereby certify that the Contract has been duly and lawfully executed by the Contractor acting by and through all officers and agents thereunto respectively required for the valid execution ion thereof,and that the same respectively constitutes a valid and binding obligation of such party. Signature of Counsel for Principal . • (Contractor) Fred W. T. Hoogland Type or print name of Counsel _ ,- . a Corporation, 2700 Post Oak Blvd Type or print address of Counsel Houston, Texas 77056 • Member of Texas Bar, not member of Fla. Bar CERTIFICATE OF COUNSEL (Where contractor is an individual or partnership) I hereby certify that the Contract has been duly and lawfully executed by the Contractor,or if the Contractor be a partnership by a partner thereunto duly and Iawfully authorized and that such person, officers and agents were thereunto lawfully authorized and that the same respectively constitutes a valid and binding obligation of such party. Signature of Counsel for Principal (Contractor) Type or print name of Counsel Type or print address of Counsel • GENERAL CONDITION. GC.1 CONTRACT DOCUMENTS—It is understood and agreed that the Contract Documents shall consist of the Contract Agreement, General Conditions,Special conditions,and Appendices all as issued by the Commission.Each document is included in this Contract,and incorporated by reference herein,and the Product shall be delivered in accordance with the stated provisions. GC.2 DEFINITIONS—Words,phrases, or other expressions used in these Contract Documents shall have meanings as follows: 1. "Contract"shall mean the legal relationship set forth in the CONTRACT DOCUMENTS. 2. "Commission" or"OUC" shall mean the Orlando Utilities Commission,Orlando,Florida named and designated as the"Party of the First Part".All notices,letters,and other communications directed at OUC shall be addressed and delivered to P.O.Box 3193, Orlando,Florida 32802-3193. 3. "Contractor"shall mean the corporation,company,partnership,firm,or individual named and designated in the Contract Agreement as"Party of the Second Part",who has entered into this Contract for the performance of the work specified,and its,his,or their fully authorized representatives. 4. "Date of Contract",or equivalent words shall mean the date written in the first paragraph of the Contract Agreement. 5. "Contract Period"shall mean the'period of time,including any agreed extensions, beginning on the Date of Contract and ending upon expiration of the specified term. 6. "The Product" shall mean the commodity to be provided under the Contract including any egpipment and labor necessary for delivery to OUC. 7. "Prudent Practice"shall mean those practices and methods utilized or approved by a significant portion of the industry engaged in the manufacture and supply of the Product, which can be expected to produce the desired results at reasonable cost consistent with safety,reliability,and expedition with due regard for the preservation and protection of the environment. GC.3 VERBAL STATEMENTS—The written terms and provisions of the Contract shall supercede all verbal statements made either before or after the Date of Contract. GC.4 STANDARD SPECIFICATIONS—References in the Contract to standard specifications of any technical society,organization,or association,or to codes of federal,local,or state authorities,shall mean the latest standard,code,specification,or tentative specification adopted,published, and interpreted on the Date of Contract,unless specifically stated otherwise. GC.5 EXECUTION OF CONTRACT DOCUMENTS--Two copies of the Contract Documents will be prepared by OUC. All copies will be submitted to the Contractor,who will then execute and return both copies to OUC.The "form of execution"Section shall be executed by the Contractor's attorney.The Date of Contract shall be left blank. If approved,OUC will execute both copies,insert the Date of Contract,forward one copy to the Contractor, and retain one copy. • GC.6 LEGAL ADDRESS-The business address of the Contractor,designated as the place to which all notices,letters,and other communications will be mailed or delivered is: Air Liquide America Corporation 9857 Bachman Road Orlando,FL 32824 Attention: Brad Noe GC.7 INDEPENDENT CONTRACTOR-The relationship of the Contractor to OUC shall be that of an independent contractor. GC.8 ASSIGNMENT AND SUBLETTING OF CONTRACT-The Cop.tractor shall not assign or sublet delivery of the Product or monies due without the previous written consent of OUC. The Contractor shall be responsible and accountable to OUC for the acts and omissions of his subcontractors as well as persons directly employed by the Contractor. Nothing in this Contract shall create a contractual relationship between any approved subcontractor and OUC. GC.9 NO WAIVER OF RIGHTS-No provision of this Contract or any right to collect damages shall be waived by any payment for or acceptance of any Product delivered or other work performed under this Contract.No waiver of any breach of this Contract shall be considered as a waiver of any subsequent breach. GC.10 TAXES-Taxes lawfully assessed against OUC related to the purchase,storage,or use of the product shall be the responsibility of OUC. GC.11 LAWS AND ORDINANCES-The Contractor shall observe and comply with all ordinances,laws, and regulations,applicable to its duties regarding delivery of the Product and in effect and as interpreted on the Date of Contract.Any permits,reporting,or licenses required in the production or delivery of the Product shall be the responsibility of the Contractor.Any permits,reporting,or licenses required by the purchase,storage,or use of the Product shall be the responsibility of OUC. The laws governing this Contract shall be the laws of the State of Florida. GC.12 INSURANCE-The Contractor shall acquire acid maintain for the life of the Contract(at his expense)a minimum of the following insurance: Coverage Limits Worker's Compensation and Statutory Employer's Liability 5100,000/each person Commercial General Liability $2,000,000 combined single limit (Bodily Injury&Property Damage) Automobile Liability $1,000,000 combined single limit (Bodily Injury&Property Damage) Commercial General Liability Insurance shall include coverage for all the Contractor's contractual liability under this Contract. ..: , . . . ' •• .. .. - ... •- .- - - .. .... , . ... ---- . - .' . - •, . .. _ .- . . . . . The Contractor's commercial general liability insurance and automobile liability insurance shall specify OUC as an additional insured up to the policy limits specified'above,but only with respect to those matters for which Contractor is required to indemnify OUC under the terms of this Agreement. GC.13 INDEMNIFICAT. - i Contractor shall indemnify,defend,a a armless OUC and its employees,officers and agents from all liability,rlaime,suits,losses,damages,anu costs on account of personal injury or property damage if such injury or damage is caused by the sole or contributory negligence of the Contractor.The Contractor's liability under this provision shall be limited to the insurance coverage secured pursuant to the Insurance provision,GC.12. If there is an injury,loss or damage to the person or property of either party or third party,the Parties shall share the responsibility for it based on the relative amount of negligence attributable to each Party.Neither party shall ever be liable to the other for non-economic,indirect,punitive,or consequential damatees or downtime claimed by the other. - -- GC.1d FAILURE TO PERFORM—If delivery of the Product required by this Contract is not being preformed in accordance with the terms of this Contract,OUC may serve written notice that it intends to terminate the Contract If OUC fails to comply with its obligations under this Contract,the Contractor may serve written notice upon OUC that he intends to terminate the Contract If thirty(30)days after receipt of such notice the identified default has not been corrected,the l.otifying party has the right to terminate the Contract. GC.1S FORCE MAJEURE—Failure to perform shall not constitute a default under this Contract to the extent such failure is the result of circumstances or conditions beyond the reasonable control of either party. Should a force majeure condition arise which prevents either party from performing its obligations under this Contract,the affected party shall inform the other in writing within fifteen(15)working days of becoming aware of the condition. GC.16 HAZARDOUS MATERIALS—The Contractor shall provide required Material Safety Data Sheets covering all hazardous materials furnished under this Contract. Training in the proper storage,use,and handling of the Product will be the responsibility of OUC.The Contractor,given his position as an experienced supplier of the Product,will reasonably assist OUC with the training of OUC personnel. GC17 PAYMENT—OUC intends to make one payment per month.OUC will pay approved invoices within 15 days of the close of the month in which the deliveries were made.In the event of a dispute,OUC will pay those charges it judges to be correct and will negotiate with the Contractor in an effort to resolve the differences.No additional charges will be billed to OUC for any delay in payment of disputed charges. All costs for which the Contractor intends to seek payment from OUC must be specifically addressed in this Contract •N••• .: : n. . w u - •vYi ..' ..• .. ..- •.�... Y Servi• .ardware, and Software(Deliverables") include or .•t include no later than • 30, 1998 • at no additio . y to the Orlando Utilities Co •• , design and perfo •. •: capabilities so that prior to, during, and a, ••- calendar year -:ft, the Deliverables not malfunction, •••:1, invalid or incorrect results, or •6 -•t• • cease to function •;y • of the year 2000 • change. Such design and performance ..'• ities include - •i a out limitation,the .•'' to recognize the es century and to manage . •. 'pulate data inv• I ._ •aces,including sin. • •:•., and multi-century formulas and d•' .1 ues, without res :••F. in the gen, -Ii•; •f-• • -• values involving such dates or causin• :•• abnormal endin - ••i - data interfaces with :.•o•. ' : •d data fields that indicate the ce••.• ; and d a t e-r e l. -. ••'ons to indicate I•= •r I fury. Supplier " 1, that all Services performed sh. ••t cause any affected •:•i•, Equipment, or Software to • .•, • is warranty. Suppl'• i•er warrants that no 1. _ +• . June 30, 1998, all methods and procedures by .'eh it GC-18 is revised per 5th paragraph of attached Air Liquide letter dated Feb 25, 1999 GC.19 MINORITY PARTICIPATION-The Orlando Utilities Commission("the Commission" or"OUC")has adopted a Minority and Women Business Enterprise("M/WBE")Policy to encourage broad-based participat' it contracts with OUC.Any bidder sul•• +ti bid for a contract with OUC shall comply with ..ris_ .,licy or may be declared a non-respon. Owner shall require its vendors who wish to bid on work/services for Owner which are placed for bid to adhere to this Policy and the requirements set forth herein. A copy of this Policy is available upon request. It is also a requirement of this contract,that in subcontract or supply portions of the work,the bidder shall actively solicit quotations from M/WBEs. Evidence of the bidder's plan to comply with this section shall be set forth as part of the bidder's proposal. Compliance with this plan will be evaluated as part of the bid review process. To assist bidders in complying with this section,the Minority Business Coordinator may be contacted at: (407)423-9100 to obtain ilonmation on certified M/WBE suppliers and subcontractors.However, it is understood and agreed that information is provided only as a convenience to bidders and the Owner disclaims responsibility for endorsing the qualifications of any supplier or subcontractor referred to the bidder. • SPECIAL CONDITIONS PART 1 SC1.1 INTENT—The intent of this Contract is to provide for OUC's requirement for liquid oxygen(the Product)to be used in the treating of potable water.The Contractor is expected to supply,in the amounts and at the times requested,all of the liquid oxygen needed by OUC during the Contract period. OUC intends to use the liquid oxygen delivered under this Contract solely for the generation of ozone gas to be used in the treating of potable water,and expects that each delivery or shipment of liquid oxygen meet or exceed the quality specifications contained in Appendix 1 of this Contract. All of the liquid oxygen supplied to OUC under this Contract shall be produced by the air liquefaction process only. SC1.2 SINGLE SOURCE OF SUPPLY—It is OUC's intent to maintain one Contract with one Contractor for the required supply of liquid oxygen during the Contract period. The Contractor will be a manufacturer and a supplier of liquid oxygen.If,due to unforeseen circumstances, the Contractor is unable to supply liquid oxygen produced at his own facilities,he may,with OUC's consent, deliver liquid oxygen produced by another manufacturer.Absent a"Force Majeure"condition as defined in the"General Conditions"of this Contract,OUC will not pay any additional cost:,or accept liquid oxygen of lesser quality,due the Contractor's inability to deliver liquid oxygen produced at his own facilities. In the event that the Contractor is unwilling or unable to deliver liquid oxygen,and the inventory of liquid oxygen at a water treatment plant is below that which OUC considers safe for continued production of treated water,OUC reserves the right to secure liquid oxygen from another supplier. Such an occurrence may be considered as a"Failure to Perform as defined elsewhere in this Contract. SC1.3 DAMAGE TO PROPERTY—Any damage to property or release of liquid oxygen due to the incompetence or negligence of delivery personnel,or malfunctioning of non-OUC equipment,that occurs during the unloading of liquid oxygen or related preparations will be the responsibility of the Contractor. The Contractor shall reimburse OUC for any cost to repair damage,beyond reasonable wear,to OUC facilities caused by the Contractor. SC1.4 DELIVERY CONDITIONS—The Contractor is expected to deliver liquid oxygen into the storage tanks owned by OUC at remote,unattended water treatment plants without OUC employees or representatives being present.OUC will provide the Contractor reasonable access to the storage facilities 24 hours a day,seven days a week.OUC uses a remotely operated security entrance gate system employing "access cards"instead of locks;OUC will provide a number of access cards to the Contractor to be used solely for the delivery of liquid oxygen. The Contractor will cooperate with OUC on all matters related to the safety and security of the water plants. The Contractor will also be expected to deliver liquid oxygen to facilities during major construction activities.The Contractor shall notify OUC as soon as possible of any condition that prevents the safe and expeditious unloading of liquid oxygen. Proper operation of the storage facilities will be the responsibility of OUC;the Contractor,given his position as an experienced supplier of liquid oxygen,will reasonably assist OUC with operational issues and questions. SC1.5 FACILITY INSPECTION—Prior to each delivery of liquid oxygen under this Contract at a water treatment plant,the Contractor shall visually inspect the liquid oxygen storage facilities to verify that the unloading and storage systems are suitable and safe to accept liquid oxygen.The Contractor will not be responsible for defects in OUC equipment that could not reasonably be detected by a visual inspection. Prior to the initial delivery of liquid oxygen at a water treatment plant,a knowledgeable representative of the Contractor will visit the site with a representative of OUC to inspect the storage facilities and to review the Contractor's unloading procedures.The Contractor will provide OUC with written documentation of the inspection detailing any deficiencies found. In addition to the initial inspection,the Contractor will perform,at no cost to OUC,an annual inspection of all delivery locations,and provide OUC with written documentation of each inspection detailing any deficiencies found. The Contractor shall immediately notify OUC of any discovered defect that,in the Contractor's opinion, constitutes or may create an unsafe condition. SC1.6 REQUEST FOR DELIVERY—The Contractor will advise OUC of the minimum and maximum storage tank levels that,in the Contractor's opinion,will afford the most safe and efficient delivery scheduling.OUC will monitor the inventory of liquid oxygen at each water plant and advise the Contractor when the minimum level has been reached and request delivery.The Contractor will respond to each request,and schedule delivery in sufficient time to-allow OUC to maintain reliable production of treated water. Should any plant inventory decrease below the level OUC considers safe,OUC will request and expect immediate delivery. SC1.7 INVENTORY MONITORING—The Contractor may,at his expense,install a monitoring system to allow remote determination of the actual inventory of liquid oxygen at the individual water plants.The monitoring system would be used by the Contractor to schedule deliveries without a specific request from OUC. OUC may,at its expense,provide the Contractor access to communications media required for the remote monitoring system. OUC will monitor the inventory of liquid oxygen using its own instrumentation,and will notify the Contractor of a low inventory condition and request appropriate delivery. Should any plant inventory decrease below the level OUC considers safe,OUC will request and expect immediate delivery. SC1.8 INVOICING AND MONTHLY STATEMENT—OUC intends to make one payment per month for all deliveries received that month.The Contractor may submit a monthly statement summarizing all deliveries made under this Contract since submission of the previous statement,and OUC will,upon approval,make timely payment to the Contractor. The Contractor may submit invoices for each delivery,but OUC intends to pay monthly. All invoices or statements submitted for payment must include the following information: 1. Date of delivery 2. Location(s)of delivery 3. Quantity delivered 4. Contract unit price 5. Detailed calculation of total cost 6. Any additional charges allowed by the Contract SC1.9 ADDITIONAL INSPECTION AND MAINTENANCE SERVICES At OUC's request,the Contractor may provide inspection and maintenance services on the liquid oxygen equipment at any water treatment facility beyond that required by this Contract and invoice OUC according to the following rates: Labor :$75.00 per hour,no minimum,Monday through Friday, 8:00 AM to 5:00 PM Parts : List Price less 20% Mileage: Actual Mileage,portal to portal,times$ 1.50 per mile Services provided under this provision for which the Contractor will seek payment must be expressly approved in advance by OUC. Invoices for such services will be submitted with the monthly statement as"additional charges allowed by the Contract"as detailed in SC1.8. SPECIAL CONDITIONS PART 2 SC2.1 TERM—The term of this Contract shall be ten years. SC2.2 DEFINITIONS- 1. Price—The price of liquid oxygen shall be based upon$per 100 standard cubic feet,as measured at 70F and 1 ATM. 2. Base Price—The price of liquid oxygen beginning on the Date of Contract 3. Adjusted Price—The price of liquid oxygen as modified in accordance with the terms of this Contact.Unless agreed to otherwise,the adjusted price will be the Base Price modified by the simple percentage method. Adjustments may be made up or down. 4. Base Period-The length of time during which the Base Price will remain in effect,not subject to adjustment 5. Adjustment Interval—The frequency of allowable price adjustments.The first allowable price adjustment will become effective no earlier than the end of the base period. 6. Adjustment Date—The date on which any price adjustment becomes effective. 7. Review Date—The date on which the adjustment is calculated,using the latest information and data available. 8. Index—The Consumer Price Index, Series ID:CUUR0000SAO. In this Contract"Index"will always refer to the latest available published data. 9. Base Index—The value of the Index,defined as the latest version of the Index,first published and unadjusted for seasonal variations,as of the Date of Contract.In the event that the BLS(Bureau of Labor Statistics)changes the standard reference base for the Index and releases reeased data,the Base Index will be changed to that published by the BLS for the same month and year as the original. 10. Current Index—The value of the Index,first published and unadjusted for seasonal variations,as of a Review Date,to be used in the calculation of a price adjustment.The Current Index will be the latest version corresponding to the same reference base as the Base Index.The Contractor will provide OUC written documentation of the Current Index to be used in any price adjustment. 11. Maximum Adjustment—The maximum increase in the price of liquid oxygen for any single adjustment. • SC2.3 CONTRACT DATA— Base Price = $0.1934 per 100 standard cubic feet(70F,1 ATM) Date of Contract = November 13,1998 Base Period = 24 months Adjustment Interval — 12 months Index: = Consumer Price Index,Series ID:CUUR0000SA0 Base Index = 163.2 Maximum Adjustment= 3% Adjustment Date 1 : November 13,2000 Adjustment,Date 2: November 13,2001 Adjustment Date 3 : November 13,2002 Adjustment Date 4 : November 13,2003 Adjustment Date 5 : November 13,2004 Adjustment Date 6: November 13,2005 Adjustment Date 7 : November 13,2006 Adjustment Date 8 : November 13,2007 Air Liquide America will provide OUC written confirmation of each price adjustment via Certified Mail to: Orlando Utilities Commission Director of Water Production P.O.Box 3193 Orlando,FL 32802-3193 SC2.4 PRICE ADJUSTMENT FORMULA— Adjusted Price = Base Price X (Current Index/Base Index) or Adjusted Price= $0.1934 X (Current Index 1 163.2) f APPENDIX 1 LIQUID OXYGEN QUALITY Total Oxygen Concentration > 99.5%by weight Dewpoint Temperature < -80F Total Hydrocarbons < 20 PPM Water < 1 PPM Argon < 4000 PPM Nitrogen < 500 PPM Carbon Dioxide < 10 PPM Carbon Monoxide < 0.5 PPM Notes: 1.Definitions,interpretations,and analytical methods shall be as stated in the current edition of "Commodity Specification for Oxygen",CGA G-4.3, or the current edition of"Oxygen",CGA G-4. 2.These specifications will apply to each delivery or shipment of liquid oxygen to OUC under this Contract. 3.These specifications are considered as the minimum acceptable for proper operation of the ozone generating equipment being installed by OUC,and are primarily defined by the manufacturer of the equipment.The Contractor is expected to deliver liquid oxygen suitable for this intended application,using his experience and Prudent Practice. APPENDIX 2 DELIVERY LOCATIONS Pine Hills Water Plant 5601 Santa Anita Street Conway Water Plant 2725 South Conway Road(entrance on Michigan Street) Lake Highland Water'lant 1000 Highland Avenue Kirkman Water Plant 4070 South Kirkman Road Sky Lake Water Plant 502 Sand Lake Road Navy Water Plant 1400 North Truman Road Direction maps to these locations are provided elsewhere in this Contract. • APPENDIX 3 LIQUID OXYGEN STORAGE TANK CAPACITIES Number Configuration Capacity,each Capacity,total gallons gallons Pine Hills Water Plant 2 Vertical 6,000 12,000 Conway Water Plant 2 Horizontal 15,000 30,000 Lake Highland Water Plant 2 Vertical 15,000 30,000 Kirkman Water Plant 2 Horizontal 9,000 18,000 Sky lake Water Plant 1 Vertical 4,000 4,000 Navy Water Plant N/A N/A N/A N/A Notes: 1. The Navy Water Plant ozone installation is presently,as of June 1998,under preliminary design and will not require liquid oxygen for several years. 2. The normal system operating pressure is 75 psig with the first relief valve setting at 125 psig. APPENDIX 4 ESTIMATED AVERAGE CONSUMPTION OF LIQUID OXYGEN POUNDS PER MONTH Consumption Projected Startup Pine Hills Water Plant 205,000 June, 1998 Conway Water Plant 382,000 August, 1998 Lake Highland Water Plant 421,000 September, 1998 Kirkman Water Plant 220,000 November, 1998 Sky Lake Water Plant 22,000 June, 1998 Navy Water Plant 78,000 May,2000 Notes: I. The consumption of liquid oxygen is subject to many variables,including seasonal demands for potable water,ozone generator efficiency, ozone transfer efficiency,and overall ozone system performance. OUC believes these estimates are valid,but they are based upon certain assumptions and are subject to revision with extended operational experience. OUC can not guarantee to maintain consumption at these rates. 2. Seasonal variations can be expected from plus or minus 30%from the indicated monthly average. 3.Total system demand for potable water is expected to grow approximately 2%per year. 4.The liquid oxygen required for startup and initial operation of the ozone facilities is the responsibility of the ozone system supplier,Praxair Trailigaz.Upon final acceptance of an ozone system installation by OUC, the supply of liquid oxygen for that water plant will become the responsibility of the Contractor named in this Contract. 5.Plans for future ozone installations are under discussion but are not final as of June 1998. OUC expects the Contractor to assume responsibility for supplying the liquid oxygen requirement for any water treatment facility constructed and operated by OUC during the Contract Period. APPENDIX 5 CONTACT LIST For OUC: Name Telephone Fax Pager Delivery Scheduling John Moncrief (407)384-4053 (407)3844113 (407)651-1204 Billing Matters Marcia McBride (407)384-4039 (407)3844113 Operations(24 hrs) Operator on duty (407)737-42C1 (407)275-4137 Notes: 1. OUC will notify the Contractor of any changes in personnel or telephone numbers. 2. Under normal circumstances the telephone numbers at the individual plants will not be answered. 3. Emergency conditions will be reported immediately to Operations. For the Contractor: Name Telephone Fax Pager Delivery Scheduling Clara Dancy (800)323-1970 (407)855-8460 Billing Matters Carol Frazier (407)858-1147 (407)858-1152 Emergencies(24 hrs) Emilio Rola (407)342-8809 (407)740-3963 • Notes: 1. The Contractor will notify OUC of changes in personnel or telephone numbers. 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Q= cc o •C E r >. 2 tu Ili 3 �~....... C o mm a) . _..................._] i L________ Lii CV aaold Ninal. W as fe31U1aaOHS N • m NW k J +.+ Y ES ti- = A so Cl " :I- � j : M Z = �44, s r L C13 ai A ,cv C cc, a) . '- .0 4_. . . , .. . O , , ,.a C Q [: t3 t aj CM v) H d O7 ZS L a) o)- Z l o t 64 O 'L O pt3,te►.n)iu C O C v44 3: a ^ of s• ` _ O g Z d o 6] 111I '\C Air" .�.-- S: Cu! y-+ a s t W {— a) 4., ■ .a. t' i N L- C# . ei ,r'� „.., re t' O M..°1 \::‘.."1,—../.'m"\;C'.... zi--2 C N k ar NI[ a � w 'O 0 C L de w .. N,k :.,, N w a. i i 1../ M,.,...1.:.,4 2 Z co m p) L : ;{ Pa�llAaa�uil •= O EE r U r O = 1 �Q F to !N!r1d.�Q c_ .. > E -0 / u t7F-- DN as APPENDIX FOR CONFORMED CONTRACT-BIDDING DOCUMENTS Page thru Page Instructions to Bidders 1 page Contractor's Proposal Data Form 2 pages Contractor's Clarification Letter,dated September 8, 1998 1 page Contractor's undated copy of Addendum A 1 page Contractor's undated copy of Addendum B 1 page Sworn Statement Under Section 287.I33(3)(a),FLORIDA STATUTES, on Public Entity Crimes 2 pages Addendum No. 1, dated August 19, 1998 1 page ADDENDUM#1 This Addendum#1 to the Air Liquide Contract for the Supply of Liquid Oxygen entered into on November 1, 1998,is entered into this 29 th,day of May,2002 between the Orlando Utilities Commission(OUC)and Air Liquide America Corp.,(Air Liquide),herein collectively referred to as the Parties." WITNESSETH: WHEREAS,the Parties recognize that certain terms of the Contract need to be amended to reflect changes in service contemplated herein; NOW THEREFORE,in consideration of the premises and mutual covenants contained herein,the Parties agree as follows: 1. This ADDENDUM supercedes and nullifies the clarification letter dated September 8, 1998, which was incorporated into the original contract. 2. The following new language replaces Special Conditions Part 1,Paragraph SC 1.4,of the original contract in its entirety: Air Liquide is expected to deliver liquid oxygen into the storage tanks owned(or lease/purchased) by OUC at remote,unattended water treatment plants with OUC employees or representatives being present. Air Liquide will coordinate the delivery of liquid oxygen with the OUC WPRO operations group and provide OUC with as much lead time as possible in order to allow the OUC representative or employee to meet and escort Air Liquide onto the WTP site. OUC will provide the contractor escorted access to storage facilities from 8am to 8pm Monday through Friday for delivery of liquid oxygen. 3. The following language replaces Special Conditions Part 2.Paragraph SC 2.1,of the original contract in its entirety: Term—The term of this contract is 10 years from the execution date of Addendum#1. 4. The following language replaces Special Conditions Part 2,Paragraph SC 2.2,item 2 of the original contract in its entirety: Base Price—A new base price mutually agreed to by Air Liquide and OUC of$0.265 per 100 cubic feet of liquid oxygen • • 5. The following language replaces Special Conditions Part 2.Paragraph SC 2.2,item 3 of the original contract in its entirety: Adjusted Price—The price of liquid oxygen as modified in accordance with the terms of this Contract. Unless agreed to otherwise,the adjusted price will be the existing price modified by a pricing adjustment formula as follows: New Price=OldPrice x [0.75xEP+0.20xDF+0.05xLJ Where: EP =Current Electric Power Cost Index/Old Electric Power Cost Index DF =Current Diesel Fuel Cost Index/Old Diesel Fuel Cost Index L =Current Labor Cost Index/Old Labor Cost Index Further Definitions: Electric Power Cost Index: Since both Air Liquide(air separation plant)and OUC(Sky Lake water treatment plant)purchase electricity at primary voltage,time-of-use rates from Florida Power Corporation,actual published rates will be used as an index.To normalize the various rate components into a single number,a theoretical consumption was created with on and off peak kilowatts and kilowatt-hours.from which was calculated a theoretical monthly bill,and the results were aggregated into a single S/kwh. Theoretical consumption: Base Demand =900 kw Peak Demand =900 kw Peak Energy = 120,000 kwh Off Peak Energy =350,000 kwh Diesel Fuel Cost Index: Producer Price Index for#2 diesel fuel, Series ID: WPU057303,not seasonally adjusted. Labor Cost Index:Producer Price Index Series 1D:EEU32280006,National Employment, Hours,and Earnings,Chemicals and allied products industry,not seasonally adjusted. 6. The following language replaces Special Conditions,Part 2,Paragraph SC 2.2,Item 4 of the original contract in its entirety: Base Period—The new base price will be in effect from the date of execution of Addendum#1 of the Contract until November 2002. The indexes to be associated with the new base price will be as of August 2001. • 7. The following language replaces Special Conditions.Part 2.Paragraph SC 2.2.Item 5 of the original contract in its entirety: Adjustment Interval— The first price adjustment will be effective November 2002. based upon indexes published or available for August 2002. The second adjustment will be effective May 2003,based upon indexes published or available for February 2003. The cycle will continue throughout the remaining term of the contract,with adjustments effective each May and November,based upon index data for the previous February and August 8. Special Conditions,Part 2,Items 8,9,and 10 are hereby deleted. 9. The following language constitutes a new Item 8 of Special Conditions.Part 2,Paragraph SC 2.2: 8. Favored Nations Clause—The Contractor shall insure that OUC's price paid for liquid oxygen will never exceed that paid for liquid oxygen by another utility in Central Florida(for use in water treatment)during the teen of the contract. Contractor shall forward pricing information to OUC for all liquid oxygen contracts awarded to the Contractor in Central Florida during the term of the Contract 10. Special Condition 2.3 shall be deleted and is superceded by this Addendum 41. 11. Special Condition 2.4 shall be deleted and is superceded by this Addendum#1. 12. All other terms and conditions of the Contract shall remain in effect. • IN WITNESS WHEREOF, OUC and Air Liquide have caused this Addendum 41 to be executed • in duplicate in their names by their respective duly authorized officials, as of the day and year first above written. ATTEST: ORLA11/1)4 I ii I i t MMISSION By: . `. By: Robert C.Haven,PE General Manager,CEO WITNESSES: Air liquide America Corp. Print Name: R L a:fi tAi c- yl s Print Name: CC Print Name: efkr° 1'G t Approved as to form and legality OUC Legal Department - -- DATE: 1,-1° -0 2-By: , NOV-12-1998 THU 11:27 ID: TEL.: Pt07 i , tit t' ei September 8, 1998 Mr.Howard Smith Orlando Utilities Commission 5971 Pershing Ave. Orlando,Fl. 32822 Howard, it w This letter serves as confirmation to our meeting last Friday,Sept.4 regarding the several items which were addressed relative to the supply of bulk liquid oxygen. These items are listed below for your review i, and confirmation: 1) Air Liquide will hold the pricing for bulk liquid oxygen firm for the first two(2)years of the ten year agreement. 2) The annual review date regarding price adjustments will begin two years from the date of the first delivery of product. 3) The independent document to be used for calculating any price adjustments will be the Consumer Price Index,Series ID:CUUROOOOSAO. This report will be secured by Air Liquide from the Bureau of Labor Statistics and a copy will be provided to Orlando Utilities Commission for review prior to I any price adjustments being made. 4) Once a price adjustment is agreed to and made,Air Liquide will send Orlando Utilities Commission a . notice of said Increase vie Certified Mail. 5) The annual price adjustments, based on the Consumer Price Index,will not exceed 3%. 6) The formula to be used for calculating annual price adjustments is referenced under section SC2.4 • Price Adjustment Formula and outlined below: Adjusted Price—Base Price(.1934 ccf)x latest data available via Bureau of Labor Statistics for the 1 Consumer Price Index 1 163.2 If there is any further clarification required prior to Air Liquide and OUC entering into this supply 1 agreement,please don't hesitate to call on me. Sincerely, 3:tNoe Brad Noe Sr.Sales Representative 1 NOV-12-1996 THU 11026 Ith TELL PIOE �rra� s • unloading and storage systems are suitable and safe to accept liquid oxygen.The Contractor will not be ! responsible for defects in OUC equipment that could not reasonably be detected by a visual inspection. l'Al Prior to the initial delivery of liquid oxygen at a water treatment plant,a knowledgeable representative of 4' the Contractor will visit the site with a representative of OUC to inspect the storage facilities and to review 11: the Contractor's unloading procedures.The Contractor will provide OUC with written documentation of t' the inspection detailing any deficiencies found. The Contractor shall immediately notify OUC of any discovered defect that,in the Contractor's opinion. li constitutes or may create an unsafe condition. SC1.6 REQUEST FOR DELIVERY—The Contractor will advise OUC of the minimum and maximum J. storage tank levels that.in the Contractor's opinion, will afford the most safe and efficient delivery ii! scheduling-OUC will monitor the inventory of liquid oxygen at each water plant and advise the Contractor k when the minimum level has been reached and request delivery.The Contractor will respond to each 't' request.and schedule delivery in sufficient time to allow OUC to maintain reliable production of treated i+ water.Should any plant inventory decrease below the level OUC considers safe,OUC will request and expect immediate delivery. SC1.7 INVENTORY MONITORING—The Contractor may,at his expense,install a monitoring system to allow remote determination of the actual inventory of liquid oxygen at the individual water plants.The monitoring system would be used by the Contractor to schedule deliveries without a specific request from OUC. OUC may...at its expense.provide the Contractor access to communications media required for the remote p monitoring system. , OUC will monitor the inventory of liquid oxygen using its own instrumentation,and will notify the Contractor of a low inventory condition and request appropriate delivery.Should any plant inventory decrease below the level OUC considers safe.OUC will request and expect immediate delivery. SCI.13INVOICING AND MONTHLY STATEMENT—OUC intends to make one payment per month le for all deliveries received that month.The Contractor may submit a monthly statement summarizing all deliveries made under this Contract since submission of the previous statement,and OUC will,upon ' approval.maize timely,payment to the Contractor. 1 . The Contractor may submit invoices for each delivery,but OUC intends to pay monthly. All invoices or statements submitted for payment must include the following information: 1. Date of delivery 2. Locations)of delivery 3. Quantity delivered 4. Contract unit price S_ Detailed calculation of total cost a. Any additional charges allowed by the Contract 1. Ai AIR LIQUIDE Orlando Utilities Comm. February 25, 1999 5971 Pershing Ave Orlando, FL 32822 Attn: HOWARD SMITH Dear Mr. Smith: Enclosed, signed by me for Air Liquide America Corporation (Air Liquide), are two originals of the Conformed Contract for Air Liquide's supply of liquid oxygen to Orlando Utilities Commission (OUC) for ozone gas production. This Contract and volume commitment is based on OUC's August 1998 request for proposal, and covers the six OUC facilities listed on Appendix 4 to the Contract. This supply will be provided from Air Liquide's own production facilities in Orlando. If OUC opens new installations during the Contract Period, Air Liquide will also supply those installations, per note 5 Appendix 4, from our available supply at our Orlando production facilities. One item that needs amending is GC-18, the Year 2000 Compliance Statement proposed by OUC. Air Liquide has been diligently and methodically working on Year 2000 compliance matters for well over a year. We have entered our testing and remediation phase and are making good progress. We will be continuing those efforts during the balance of 1999, and it is our plan to have our compliance program in place for our Orlando oxygen service by the fall of'99. OUC may audit our compliance at that time or before then if you wish. Per company policy, however, we cannot provide a Year 2000 warranty or guarantee (our suppliers aren't giving one either). We have therefore crossed out GC 18 and initialed the cross-out in the margin. Please also have OUC initial GC-18 in the margin. Air Liquide is pleased that we are can now finalize the Contract, and we welcome this opportunity to serve your Orlando ozone facilities from our Orlando production facilities. Please send Air Liquide's executed copy of the Contract to me at 9857 Bachman Road 32824. Thank you, Howard. Yours truly, cc-4 r C. E. McKinley. Region Manager AIR LIQUIDE AMERICA CORPORATION•2700 Post Oak Blvd.,Houston,TX 77056 Mailing Address:P.O.Box 460229,Houston,TX 77056-8229 Phone:713/624-8000•Fax:713/624-8791 i I I E3 September 8. 1998 ' Mr.Howard Smith Orlando Utilities Commission 5971 Pershing Ave. Orlando, Fl. 32822 Howard, This letter serves as confirmation to our meeting last Friday,Sept.4 regarding the several items which were addressed relative to the supply of bulk liquid oxygen. These items are listed below for your review and confirmation: 1) Air Liquide will hold the pricing for bulk liquid oxygen firm for the first two(2)years of the ten year agreement. 2) The annual review date regarding price adjustments will begin two years from the date of the first delivery of product. 3) The independent document to be used for calculating any price adjustments will be the Consumer Price Index,Series ID:CUUR0000SAO. This report will be secured by Air Liquide from the Bureau of Labor Statistics and a copy will be provided to Orlando Utilities Commission for review prior to any price adjustments being made. 4) Once a price adjustment is agreed to and made,Air Liquide will send Orlando Utilities Commission a notice of said increase via Certified Mail. 5) The annual price adjustments, based on the Consumer Price Index,will not exceed 3%. 6) The formula to be used for calculating annual price adjustments is referenced under section SC2.4 Price Adjustment Formula and outlined below: Adjusted Price=Base Price(.1934 ccf)x latest data available via Bureau of Labor Statistics for the Consumer Price Index/ 163.2 If there is any further clarification required prior to Air Liquide and OUC entering into this supply agreement, please don't hesitate to call on me. Sincerely, F vv /Z-CLI2 �� • Brad Noe \ . Sr.Sales Representative AIR t-IOU1DE AMERICA CORPORATION•3096 W. Beaver Si,. Jacksonville,FL 32254 Phone:904/387-5664•Fax:904/387-5224 iperii AIR LIQUIL t ) ADDENDUM A Under Instruction To Bidders, 18.3 Proposals,the location of the primary manufacturing facility is our Air Separation Facility in Orlando,Fl.,and a sample invoice and/or monthly statement is included in this bid package. Documentation of the bidder's product quality control,personnel safety,and environmental protection programs are outlined in this bid package. These manuals are kept at our Air Separation Plant in Orlando Fl.,and can be reviewed with our personnel at your discretion. The Table of Contents of these two manuals,Current Good Manufacturing Practice Manual and Primary Production Safety Manual,have been included for your review. Safety is a condition of employment at Air Liquide for all employees,and thus taken very seriously. The Air Separation Plant in Orlando was built in 1986 and has NEVER had a lost time accident. This plant has been a finalist every year since the inception of the Presidential Safety Award,which is Air Liquide America Corporations Highest level of safety recognition. Air Liquide practices the guidelines of the Chemical Manufacturers Association of good housekeeping practices and responsible care. AIR LIQIADE AMERICA CORPORATION 9857 Bachman Road • Orlando. Florida 32824 • Phone (407) 851-7681 • FAX (407) 859-4401 AIR LIQUL TM ADDENDUM B I) Under General Conditions GC.l6 Hazardous Materials,Air Liquide,at no additional cost,will conduct a thorough training session with our appropriate plant personnel as well as our area safety director. This can be conducted at our plant in Orlando,or at the location OUC designates. 2) Under Special Conditions Part 1,SC 1.5,Air Liquide will conduct a site visit with a representative of OUC to inspect the various storage facilities and review our unloading procedures. In addition to this initial inspection,Air Liquide will,at no cost,perform an annual inspection to all locations and submit a copy of our inspection report,(see attached),to the appropriate personnel. This would be carried out on an annual basis throughout the duration of the Contract. Should OUC want a second inspection during any given yearly time frame or service/maintenance work performed,Air Liquide would offer such maintenance/inspection as follows: • $75.00 per hour(four hour minimum waived), Monday to Friday,8:00 A.M.to 5 P.M. • Any parts required a 20%off list price • Mileage costs @$1.50 per mile,portal to portal 3) Under SC 1.7 Inventory Monitoring,Air Liquide will at no cost to OUC install our state-of-the-art tank level monitoring equipment. These units are currently in inventory in Orlando,and could be installed with minimal lead time. OUC would be responsible for providing 110v power and a dedicated phone line to the vessel sites. In addition Air Liquide offers a full array of Data!services. These services are supported in Orlando by a locally based Datal engineer,and encompass numerous areas of data related services which can be referenced in the enclosed brochure. 4) Under SC1.8 Invoicing And Monthly Statement, Air Liquide will provide the following payment program for a single monthly invoice: All deliveries for the month will be listed referencing delivery shipment date and volume delivered. Attached to the invoice will be copies of delivery tickets that were left with each customer site with each delivery for that month. • AIR LIOUIDE AMERICA CORPORATION 9857 Bachman Road • Orlando, Florida 32824 • Phone(407) 851-7681 • FAX (407) 859-4401