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HomeMy WebLinkAboutRes2002-118 I I I Sponsored by: Janke CITY OF SEWARD, ALASKA RESOLUTION 2002-118 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, AUTHORIZING THE CITY MANAGER TO ENTER INTO AN AGREEMENT WITH MET CO, INC. TO REMOVE ROCK FROM THE 4TH OF JULY ROCK QUARRY WHEREAS, Metco, Inc. has a contract to provide rock for repairs to the Exit Glacier Road due to flooding caused by the October storm; and WHEREAS, the Project may require up to 10,000 tons; and WHEREAS, this amount of rock is available from the City's 4th ofJuly Creek Rock Quarry; and WHEREAS, Metco has requested a contract with the City of Seward to remove rock from the 4th of July Rock Quarry for the Project; and WHEREAS, Metco, Inc has proposed a price of $16.00/per ton for "B" rock and $22.00 per ton for "A" rock removed from the quarry; and WHEREAS, Metco will measure the amount of rock removed from the quarry by weighing the rock on a scale; and WHEREAS, this will be a non-exclusive contract at fair market value for a term to end December 31, 2002; and WHEREAS, between the effective date of authorization in this resolution and the effective date of a contract or contracts that may be issued pursuant to this authorization, the City may authorize removal of rock from the quarry by others; and WHEREAS, in accordance with Section 6.10.310 ofthe City Code the City Council may determine that competitive bids are not in the public interest. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, that: CITY OF SEWARD, ALASKA RESOLUTION 2002-118 Section 1. Section 2. The City Manager is authorized to enter a contract with Metco, Inc for the removal of rock at a price of$16.00 per ton for "B" rock and $22.00 for "A" rock as measured on a scale. The form of the contract will be in substantially the form as presented at this meeting. The City Council finds that competitive bids or proposals are not necessary or in the public interest under these circumstances due to, among other facts, that this will be a non-exclusive contract for the City to sell rock to Metco, and the price is at least fair market value. PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 18th day of November, 2002. AYES: NOES: ABSENT: ABSTAIN: ATTEST: Valdatta, Shafer, Clark, Branson, Blatchford None Dunham, Orr None (City Seal) ",,,I..f.,,, ...........' Of Sr:J1.:."##~ ~ t\"'" ........ ~'" .~': U:..~p?-POIt1).;,:.. ~ \. ~.~ '~o' ':io :: : ..,~ ___ I, .. = : \ : :: .: SEAL :. = '~~ __ I:: '~ t:", V'-'. ...~.::."" ...t: '::- (.'A,..vJ\f,! 1 ..q~.. 'S'. ... ~1r. '-1#~.......1.... ~';" ,...4ti "4; t,:- OF p...\: ...... I",., n Il\\\\ THE CITY OF SEWARD, ALASKA ~-. l~~ Lv Edgar Blatchford, Mayor I I I ROCK REMOVAL AGREEMENT CITY OF SEWARD ROCK QUARRY, SMIC This Rock Removal Agreement ("Agreement") is entered into and made effective this _19th day of November, 2002 by and between the City of Seward, Alaska ("City") and Metco, Inc., an Alaska corporation whose address is 2701 Seward Highway, Seward, Alaska (the "Contractor") (collectively, the "Parties"). RECITALS WHEREAS, the Contractor has entered into a contract with the Alaska Department of Transportation and Public Facilities, wherein the Contractor has agreed to provide up to 10,000 tons of type "A" and type "B" rock for repairs along Exit Glacier Road resulting from recent flooding on the Kenai Peninsula (the "Projects"); and WHEREAS, the Contractor has determined that a sufficient quantity of rock of the quality needed for the Projects is available at the City's rock quarry located on Tract "C" of the Fourth of July Creek Tracts according to Plat 84-6, commonly referred to as the Seward Marine Industrial Center ("SMIC"), whose location is within Section 17, T1 S, RIE, Seward Meridian ("the Quarry"); and WHEREAS, City wishes to enter into an agreement wh~reby the Centractor may extract rock from the Quarry for use on the Projects without interfering with other potential users of the Quarry; and WHEREAS, the City Council has approved this Agreement pursuant to its Resolution No. 2002-118; NOW THEREFORE, in consideration of the mutual covenants and obligations contained herein the Parties hereby memorialize their agreement. CONTRACT PROVISIONS 1. Contractina Officer. The Contracting Officer and the only person authorized by City to administer, modify, or change this agreement is W.C. Casey, Director of Public Works. 2. Removal of Rock. City agrees thatthe Contractor may remove up to 10,000 tons of rock from the Quarry, to be used by the Contractor to fulfill its contractual obligations to provide rock to the Projects and for no other purpose. The City shall sort and load type "A" and type "B" rock into Contractor's vehicles at the Quarry. The Contractor shall remove only rock previously blasted at the Quarry and identified by the Contracting Officer as available for removal. 9. Records. The Contractor shall keep accurate records of the weight of rock removed from the Quarry for shipment to the Project. City shall have the right to audit the Contractor's records concerning the volume and weight of rock of rock removed from the Quarry. 10. No Assignment. The Contractor may not assign its rights and benefits under this Agreement without the express prior consent by the City Council for the City. Any attempt at such assignment shall be a default of this Agreement. 11. Non-Exclusive Rights. The Contractor shall have non-exclusive rights to remove rock from the Quarry until the Contractor's contractual obligations to provide Rock to the Project have been completed or this Agreement expires on December 31, 2002, whichever occurs first. This Agreement shall not be construed as giving the Contractor (a) the right to remove rock from the Quarry for any other purpose other than for use in fulfilling its contractual obligation to provide rock to the Projects, (b) the right to remove any materials other than the rock as described in Section 2 ofthis Agreement, (c) any rights to access or utilize the Quarry following expiration of this Agreement, (d) the right to remove rock in any way contrary to instructions, if any, requested by the Contracting Officer, or (e) any other rights whatsoever except as expressly granted by this Agreement. The City shall have access to the Quarry to remove rock as needed to respond to any emergency threatening the safety of person or property. The Contractor acknowledges that other persons may have nonexclusive rights granted by the City to remove rock from the Quarry, and the Contractor expressly agrees to take all actions necessary (1) to avoid interfering with their activities and (2) to promote safety within the Quarry. 12. Permits. The Contractor shall obtain, at its own expense, all necessary permits, rights-of-ways, or other consents from all governmental agencies and shall comply with all applicable federal, state, and local laws, statutes, regulations, and ordinances. The Contractor's authorization to remove rock from the Quarry is conditioned upon the Contractor's prior receipt of required permits and certifications. 13. Amendment. This Agreement may be amended, modified, or extended at any time by mutual agreement of the Parties, but any such amendment must be in writing, dated, signed by the Parties, and attached hereto. 14. Choice of Law and Venue. The Parties agree that this Agreement shall be governed by the laws of the State of Alaska, and venue for any dispute shall be in Anchorage, Alaska. 15. Remedies UDon Default. The City shall have the right, but not the obligation, to terminate this Agreement following 24 hours written notice of default to the Contractor. The Contractor shall have the right to cure such default within the notice period and thereby avoid termination, provided that no other default and cure has occurred. Notwithstanding termination, the City retains its rights to be reimbursed for all rock removed C:\MYFILESlWPFILESlATTORNEYlMetco Rock Agreement 11-1 ~2.wpd Page 3 I I I 3. Condition of the Quarry. The City makes no representations or warranties, express or implied, as to the condition of the Quarry or the existence, accessibility, quantity, quality or nature of any rock or other materials therein. 4. Compensation. City will be reimbursed for type "A" rock removed from the Quarry at the rate of $22.00Iton and type "B" rock at the rate of $16.00Iton on or before the December 1, 2002 for rock removed in November 2002, and on or before December 31, 2002 for rock removed in December 2002, without demand or notice from the City. Payments which are more than 30 days past due shall accrue interest at the rate of .875% per month. Notwithstanding the above, the Contractor shall be in default of this Agreement if any payment is not made when due. The Contractor shall also pay all such applicable fees or charges as set forth in the City of Seward Terminal Tariff or other applicable City document as amended from time to time. 5. Measurement of Rock Removed From Quarry. Measurement of the quantity of rock removed from the Quarry will be by weight as measured for each truckload of rock removed from the Quarry and shall be verified by invoices submitted by the Contractor to the Manager of the Projects. The Contractor shall be responsible for obtaining the services of, and for all costs associated with retaining and utilizing, a qualified person to determine the tonnage actually removed from the Quarry; such person shall be subject to approval by the City, which approval shall not be unreasonably withheld. 6. Commencement of Work. Conditioned upon obtaining the insurance described in paragraph 7 and any permits described in paragraph 12, the Contractor is authorized to commence work immediately, and continue until either its contractual obligations to provide rock to the Projects have been completed or December 31, 2002, whichever comes first. 7. Insurance. The Contractor shall provide workers' compensation insurance at statutory limits, general liability and contractual liability insurance in the amount of two million dollars ($2,000,000) and one million dollars ($1,000,000) per occurrence, and comprehensive automobile liability insurance (covering bodily injury and property damage including all owned, hired, and non-owned vehicles) in the amount of one million dollars ($1,000,000) per occurrence, with the City as an additional named insured. City shall be provided certificates of all such insurance within thirty (30) days prior to removal of Rock under the terms of this Agreement. Such insurance must provide that City shall be given thirty (30) days' notice prior to any cancellation, termination, or non-renewal of the policy. Contractor shall not permit any vehicle or equipment in the Quarry that is not insured under this paragraph. 8. Indemnification. The Contractor agrees to indemnify, defend, and hold harmless City (including its employees, officers, and agents) from any and all claims, liabilities, causes of action, and demands, of any character or nature whatsoever, arising in favor of third parties and arising out or of relating to this Agreement or the performance of any work or obligations hereunder. C:\MYFILESlWPFILESlATTORNEY\Metco Rock Agreement 11'1B-02.wpd Page 2 up to and including the date of termination, and all other remedies available at law or equity. Paragraphs 4, 7, 8, 9 and 12 shall survive termination. 16. Entire Aareement. This Agreement contains the entire understanding and agreement between the Parties with respect to this subject. There are no other written or oral understandings or promises between the Parties with respect to the subject matter of this Agreement other than those contained herein, and any prior oral or written understandings are hereby extinguished. 17. No Waiver. The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement. shall not be construed as thereafter waiving any such terms or conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred. IN WITNESS WHEREOF the Parties hereto have executed this Agreement, the day and year first above written. METCOr INC. Da.vid Dieckgr~eff U . . .(j By. ~Q' '/l ~ -~. Its: Ice-Preside CITY OF SEWARD w~~ W. Scott Jan City Manager .~utUUI" d'. ~....~ ~" .:<~t_~ Or- O:Jc; ~(~ ~t 1'~ ,,""\ ~".f#", ~~1^ -;-,A ~.. ,"". .~ 0 ..... ~7r\ 'f',,- _'\~: (";<.,';)\:iP .~~~.. () ~.. :"/- /~:ft' '\~'."a '.~ .... ..--..i' ...-tv-'''"' v,. .. " .. III'~ n~ ':, ,)~. :,}:;'::.:.L ) ~i \:. ." '1.~'~? _, )~,'1I"i"r:.r- ,~t oil.., . .b""'~l '\. -_"~l~'i"~ \:'" ::t.~<:,..:i~',"~: ~,~:~::~5~ C:IMYFILESIWPFILESlATTORNEY\Metco Rock Agreement 11-18-il2.wpd Page 4