HomeMy WebLinkAboutP&H Senesac Inc - Biosolids Dewatering and Transportation Agreement - Fully Executed 12-19-16 BIOSOLIDS DEWATERING AND TRANSPORTATION AGREEMENT
THIS BIOSOLIDS DEWATERING AND TRANSPORTATION AGREEMENT (the
"Transportation Agreement" or "Agreement") is made and entered into on this / of December,
2016 by P&H Senesac, Inc., a Vermont corporation, whose address is
5`7 > Al,#, t OTY Is,(herein "Transportation Company"), and the CITY OF
WINTER SPRIN&S, a Florida municipal corporation whose address is 1126 E. State Road 434, Winter
Springs,Florida 32708 (herein"Source Facility").
RECITALS
WHEREAS, Source Facility is a public entity that produces biosolids from wastewater treatment
activities and desires to enter into a contract with Transportation Company for the dewatering and
transport of said biosolids to a third-party treatment and disposal facility; and
WHEREAS, Transportation Company intends to locate and connect dewatering equipment at the City's
Waste Water Treatment Plants, dewater such sewage biosolids onsite, and transport such dewatered dry
biosolids to a third-party treatment and disposal facility ("Treatment Facility"), which at the time of
execution of this Agreement shall be CompostUSA of Sumter County;and
WHEREAS, Transportation Company will enter into a separate agreement with CompostUSA or any
other Treatment Facility relating to the transportation,treatment and disposal of such dewatered biosolids;
and
WHERAS, a biosolids treatment management facility shall be responsible for proper treatment,
management, use, land application, and disposal of biosolids it accepts from a Source Facility according
to the requirements of Chapter 62-640,F.A.C.;and
WHEREAS, Source Facility shall not be held responsible for the dewatering, transportation, treatment,
management, use, land application or disposal violations that occur after its biosolids have been accepted
by a permitted biosolids treatment management facility, as defined in Chapter 62-640, F.A.C., including
Transportation Company;and
NOW THEREFORE, in consideration of the mutual covenants herein contained and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties above
named hereby agree as follows:
1.0 Recitals. The foregoing recitals are incorporated herein by reference as though fully set forth below.
2.0 Source Facility Responsibilities. The Source Facility agrees to undertake the following obligations
pursuant to this Transportation Agreement.
2.1 Source Facility shall provide a firm, level 53'x35' setup area for Transportation Company's
dewatering equipment as well as supply 480 volts, 3 phase 100-amp power service within 50
feet of the setup area and a 1 1/2"60psi minimum source of clean,low-iron,and low-chlorine
water supply for the dewatering equipment. Source Facility shall provide the described setup
area at each of the City's Waste Water Treatment Facilities;
2.2 Source Facility shall provide biosolids for treatment. Prior to conveyance into Transportation
Company's dewatering equipment, Sludge PH at both of the City's Waste Water Treatment
Plants shall be 7.0-7.5.
2.3 Source Facility shall keep its digester tanks clean of all rags and trash material,provided that
Transportation Company shall assist with cleaning and/or screening the digester tanks
without additional charge for the first two (2) months of this Transportation Agreement.
Transportation Company shall not be obligated to utilize additional equipment that is not
owned by Source Facility to clean or screen digester tanks during this two-month period.
Source Facility may negotiate with Transportation Company for additional assistance beyond
the two-month period and/or the use of additional equipment to clean the digester tanks and
the cost thereof at any time.
2.4 Source Facility shall provide a Bobcat to Transportation Company for its use in polymer tote
loading and unloading. Source Facility agrees to make necessary repairs and perform
ordinary maintenance on said Bobcat but, as provided below in Section 3.4, Transportation
Company shall be responsible for the costs of repairs caused by the negligent or reckless
operation of the Bobcat by Transportation Company officers, employees, agents, or
contractors.
2.5 Source Facility shall pay to Transportation Company, as provided in the schedule attached as
Exhibit A,which is incorporated by reference herein:
2.5.1 A dewatering cost per dry ton, which includes all costs associated with the
dewatering process such as labor,equipment and supplies;
2.5.2 A disposal cost per dry ton based on percent solids of dewatered cake produced;
2.5.3 A mobilization and setup, a demobilization, and a usage fee for a centrate
holding tank.
Services shall be invoiced on a weekly basis based on the volume of dry tons produced.
Source Facility agrees to pay Transportation Company all amounts due within 30 days of
invoice date.
3.0 Transportation Companv Responsibilities. The Transportation Company agrees to undertake the
following obligations pursuant to this Transportation Agreement.
3.1 Transportation Company will provide dewatering services and transportation services to a
third-party Treatment Facility for biosolids transferred into the Transportation Company's
dewatering equipment located at each of the City's Waste Water Treatment Plants. The
estimated annual dry tons of biosolids to be produced by Source Facility is approximately
550 dry tons.
3.1.1 Dewatering Services. Transportation Company will provide conveyance
equipment and a centrate holding tank to accept biosolids transferred by Source
Facility. Transportation Company shall rotate between Source Facility's Waste
Water Treatment Plants 1 and 2 on a weekly basis to provide dewatering
services. Should the Transportation Company's dewatering equipment need
repair and fail to be operational, Transportation Company shall endeavor to
provide replacement equipment as soon as possible but in no event shall do so
not later than thirty(30)days after the initial occurrence requiring repairs.
3.1.2 Transportation Services. Transportation Company does hereby agree to provide
transportation services to Source Facility and Source Facility does hereby agree
to hire from Transportation Company the following described transportation
service:
3.1.2.1 Transportation services for 100 percent of the dry cake biosolids
dewatered by Transportation Company. Pricing for "disposal cost" per
dry ton includes the associated cost for transportation and disposal of
such biosolids by transfer to a third party Treatment Facility. Source
Facility shall under no circumstances be required to pay additional
transportation or disposal costs incurred by Transportation Company (as
a result of any costs imposed by a third party Treatment Facility or for
any other reason),except in the following circumstances:
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3.1.2.1.1 Specific significant changes may be considered for fuel cost
increases or decreases greater than 20%; based on the
Consumer Price Index for all Urban Consumers,Fuel.
3.1.2.1.2 Increase/decrease mileage to disposal sites may be
considered if the changes are a result of the Source Facility
changing/adding/deleting site locations.
3.1.2.1.3 Increase/decrease mileage may be considered due to
regulatory rule changes that may significantly affect the
disposal of residuals.
3.1.2.1.4 Increased mileage may be paid due to rejection of the
biosolids at the disposal site for failure of the Source Facility
to adequately screen such biosolids of trash and debris if
additional trips become necessary.
3.1.2.1.5 Other potential causes for adjustment may be brought up for
negotiation with Source Facility as needed.
3.1.2.2 In the event that transportation cannot occur due to a Transportation
Company equipment failure, Transportation Company will mobilize
additional resources to correct the situation within twenty four hours
from notification.
3.1.2.3 If Transportation Company is not able to perform disposal of the Source
Facility's biosolids, Transportation Company will agree to reimburse
Source Facility for incremental costs above the agreed upon rates in this
Agreement until Transportation Company can resume operations in
fulfillment of this Agreement.
3.2 Transportation Company shall be solely and absolutely responsible and assume all liability
for the safety and supervision of its principals, employees, and contractors while performing
the services provided hereunder.
3.3 Transportation Company shall be responsible for ensuring its officers,employees,agents, and
contractors comply with the Security requirements set forth below in Section 6.0.
3.4 Transportation Company shall pay the costs of repairs caused by the negligent or reckless
operation of the Bobcat by Transportation Company officers, employees, agents, or
contractors.
3.5 Transportation Company shall clean up the setup area provided to Transportation Company at
each Waste Water Treatment Plant at the end of each day of operations. Daily cleanup shall
include the removal of soil or residuals dropped on any roads or on public or private property
and removing spilled residual and sanitizing any spill area. Transportation Company shall
immediately report spills to the Source Facility's Utilities and Public Works Directors along
with any other entities as required by law or permit.
3.6 Transportation Company shall also comply with all requirements of federal, state, and local
laws, rules, regulations, standards, and/or ordinances applicable to the performance of
services under this Agreement, including, but not limited to Chapter 62-640 F.A.C.
Transportation Company shall also secure and maintain any and all permits and licenses
required to complete this Agreement.
4.0 Reieetion by Transportation Company. Transportation Company will endeavor to accept biosolids
delivery at all times as outlined in this Agreement. Transportation Company may reject biosolids if
the material does not meet the criteria described above and/or if acceptance of the biosolids by
Transportation Company will cause a violation of any permit required to perform the services under
this Agreement.
5.0 Title. Title to biosolids passes to Transportation Company immediately upon Transportation
Company's acceptance of Source Facility's transfer of biosolids into its dewatering equipment, i.e.,
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upon entrance of sludge into the hoses, pipes, or conveyances connecting the Source Facility's Waste
Water Treatment Plant(s) and the Transportation Company's dewatering equipment. When title
passes, Transportation Company shall be solely responsible for the biosolids including, but not
limited to, removing and transporting the biosolids from Source Facility's facilities and processing
the biosolids as required by this Agreement.
6.0 Securitv. The Source Facility may conduct criminal, driver history, and all other requested
background checks of Transportation Company personnel or contractors who would perform services
under this Agreement or who will have access to the Source Facility's information, data, or facilities
in accordance with the Source Facility's current background check policies, if any. Any officer,
agent, or employee that fails the background check must be replaced immediately for any reasonable
cause not prohibited by law. The Source Facility shall have final authority,based on security reasons:
(i) to determine when security clearance of Transportation Company personnel is required; (ii) to
determine the nature of the security clearance, up to and including fingerprinting Transportation
Company personnel; and (iii) to determine whether or not any individual or entity may provide
services under this Agreement. If the Source Facility objects to any Transportation Company
personnel for any reasonable cause not prohibited by law, then Transportation Company will, upon
notice from Source Facility, remove any such individual from performance of services under this
Agreement.
7.0 Term.The term of this Transportation Agreement shall be one(1)year from the date of the execution.
by both parties to this Agreement. The parties may extend this Transportation Agreement in one (1)
year renewal increments by mutual written agreement of the parties.
8.0 Termination. Either party may terminate this Transportation Agreement if the other party is in
material violation of any term or conditions set forth in this Agreement by providing the other party
with ten(10)days written notice of termination. Said notice shall state with specificity the reason for
the termination notice and shall provide the other party with at least ten(10)days in which to cure the
material violation to the reasonable satisfaction of the other party.
9.0 Venue, Applicable Law, and Severabilitv. This Transportation Agreement shall be deemed to be a
contract made under the laws of the State of Florida, and shall for all purposes be construed and
enforced in accordance with the laws of the State of Florida. In the event that either party deems it
necessary to institute legal action arising from this Agreement, such action shall be instituted in
Seminole County, Florida. If any provision shall be held invalid or unenforceable, the validity and
enforceability of the remaining provisions shall not be impaired.
10.0 Force Maieure. In the event any party hereunder fails to satisfy a requirement imposed by this
Agreement in a timely manner, due to a hurricane, flood, tornado, or other Act of God or force
majeure (not to include a strike or work stoppage), then said party shall not be in default hereunder;
provided,however,that performance shall recommence in a reasonable time there-after.
11.0 Notice. Any notice, request, instruction, or other document to be given as part of this
Transportation Agreement shall be in writing and shall be deemed given under the following
circumstances: when delivered in person; or three (3) business days after being deposited in the
United States Mail, postage prepaid, certified or registered; or the next business day after being
deposited with a recognized overnight mail or courier delivery service; or when transmitted by
facsimile or telecopy transmission, with receipt acknowledged upon transmission; and addressed as
follows (or to such other person or at such other address, of which any party hereto shall have given
written notice as provided herein):
TO THE SOURCE FACILITY:
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City Manager
City of Winter Springs
1126 East State Road 434
Winter Springs,FL 32708-2799
407-327-1800(Phone)
407-327-4753(Fax)
WITH A COPY TO:
Anthony A. Garganese
City Attorney
Garganese,Weiss&D'Agresta,P.A.
111 N.Orange Avenue,Suite 2000
P.O.Box 2873
Orlando,FL 32802-2873
407-425-9566(Phone)
407-425-9596(Fax)
TO TRANSPORTATION COMPANY:
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12.0 Insurance
12.1 Liability Amounts._During the term of this Agreement, Transportation Company shall
be responsible for providing the types of insurance and limits of liability as set forth below.
12.1.1 The Transportation Company shall maintain commercial general liability
insurance coverage, including but not limited to, premises operations,
products/completed operations, products liability, contractual liability,
advertising injury, personal injury, death, and property damage in the minimum
amount of$1,000,000 for each occurrence and $2,000,000 general aggregate to
protect the Transportation Company from claims which may arise from any
Services performed under this Agreement whether such Services are performed
by the Transportation Company or by anyone directly employed by or
contracting with the Transportation Company.
12.1.2 The Transportation Company shall maintain commercial automobile liability
insurance in the amount of $1,000,000 combined single limit bodily injury to
protect the Transportation Company from claims for damages for bodily injury,
including wrongful death, as well as from claims from property damage, which
may arise from the use of non-owned automobiles, including rented automobiles
whether such operation be by the Transportation Company or by anyone directly
employed by the Transportation Company.
12.1.3 The Transportation Company shall maintain, during the life if this Agreement,
adequate Workers' Compensation Insurance and Employers' Liability Insurance
in at least such amounts as $1,000,000 for all of its employees performing Work
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for the Source Facility pursuant to this Agreement or as otherwise provide by
law.
12.1.4 The Transportation Company shall maintain Pollution Liability Insurance
coverage, which covers any and all losses caused by pollution conditions
(including sudden and non-sudden pollution conditions) arising from the
servicing and operations of Transportation Company (and any subcontractors,
representatives or agents) in the minimum amount of$1,000,000 per occurrence
and$2,000,000 general aggregate.
12.2 Special Requirements.Current,valid insurance policies meeting the requirements herein
identified shall be maintained during the term of this Transportation Agreement. Renewal
certificates shall be sent to the Source Facility promptly upon renewal. There shall be prompt
notification to the Source Facility by the Transportation Company in the event of cancellation
or modification of any stipulated insurance coverage. The Source Facility shall be an
additional insured on stipulated insurance policies included in article 11.1.1, 11.1.2, and
11.1.4 herein,as its interest may appear,from time to time.
12.3 The insurance required by this Transportation Agreement shall include the liability and
coverage provided herein, or as required by law, whichever requirements afford greater
coverage. All such insurance shall remain in effect until final payment. Thirty(30)day notice
of cancellation or non-renewal will be given by the Transportation Company to the Source
Facility. In the event that the Transportation Company shall fail to comply with the foregoing
requirement,the Source Facility is authorized, but in no event shall be obligated,to purchase
such insurance, and the Source Facility may bill the Transportation Company. The
Transportation Company shall immediately forward funds to the Source Facility in full
payment for said insurance. It is expressly agreed that neither the provision of the insurance
referred to in this Agreement nor the Transportation Company's acceptance of the terms,
conditions or amounts of any insurance policy shall be deemed a warranty or representation
as to adequacy of such coverage. The stipulated limits of coverage above shall not be
construed as a limitation of any potential liability to the Source Facility,and Source Facility's
failure to request evidence of insurance shall not be construed as a waiver of Transportation
Company's (or any contractors') obligation to provide the insurance coverage specified. All
insurance coverage shall be with insurer(s) rated as "A" by Best's Rating Guide (or
equivalent rating and rating service as reasonably determined by the Transportation
Company) and authorized by the State of Florida to engage in the business of writing of
insurance. Unless agreed to by the Transportation Company to the contrary, the
Transportation Company shall be named on the insurance policies included in article 11.1.1,
11.1.2, and 11.1.4 as "additional insured." The Transportation Company shall cause its
insurance broker prior to the effective date of this Agreement to furnish insurance certificates
specifying the types and amounts of coverage in effect pursuant hereto, the expiration dates
of such policies. If the Source Facility has any objection to the coverage afforded by or other
provision of the insurance required to be purchased and maintained by the Transportation
Company in accordance with this paragraph on the basis of its not complying with the
Agreement, the Source Facility shall notify the Transportation Company in writing thereof
within thirty(30) days of the date of delivery of such certificates to the Source Facility. For
all Work performed pursuant to this Agreement, the Transportation Company shall
continuously maintain such insurance in the amounts, type, and quality as required by the
Agreement.
12.4 Independent Contractors and Consultants. All independent contractors and
consultants employed by Transportation Company to perform any services hereunder shall
fully comply with the insurance provisions contained in this Section.
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13.0 Indemnification and Waiver. Transportation Company acknowledges and agrees that it shall
be responsible for proper dewatering, transportation, treatment, management, use, land application,
and disposal of biosolids it accepts from a Source Facility according to the requirements of Chapter
62-640, F.A.C.; Source Facility shall not be held responsible for dewatering, transportation,
treatment,management,use, land application or disposal violations that occur after its biosolids have
been accepted by a permitted biosolids Transportation Company in accordance with Chapter 62-640
F.A.C. Transportation Company expressly acknowledges and agrees that title to biosolids passes to
Transportation Company upon the biosolids' entrance into the hoses, pipes, or conveyances
connecting the Source Facility's Waste Water Treatment Plant(s) and the Transportation Company's
dewatering equipment. Thus, Transportation Company expressly waives any and all claims against
Source Facility for dewatering,transportation,treatment,management,use,or disposal violations that
occur after Source Facility's biosolids have been transferred to Transportation Company.
For all activities and services permitted and occurring under this Agreement, the Transportation
Company agrees to the fullest extent permitted by law, to indemnify and hold harmless the Source
Facility and its employees, officers, and attorneys from and against all claims, losses, damages,
personal injuries (including but not limited to death), or liability (including reasonable attorney's
fees), which directly or indirectly arises out of, or results from any act or failure to act of
Transportation Company which in any way is related to Transportation Company's obligations under
this Agreement,and/or the services and activities provided and performed under this Agreement.
The indemnification provided above shall obligate the Transportation Company to defend at its own
expense or to provide for such defense,at the option of the Source Facility,as the case may be, of any
and all claims of liability and all suits and actions of every name and description that may be brought
against the Source Facility or its employees, officers, and attorneys which may arise or result from
this Transportation Agreement. fn all events the Source Facility shall be permitted to choose legal
counsel of its sole choice,the fees for which shall be reasonable and subject to and included with this
indemnification provided herein.
This section shall survive termination of this Transportation Agreement.
14.0 Attornev's Fees. Should any litigation arise concerning this Agreement between the parties, the
parties agree to bear their own costs and attorney's fees.
15.0 Assiunment. Transportation Company shall not assign or subcontract this Transportation
Agreement or any rights or any monies due or to become due hereunder without the prior, written
consent of Source Facility. Unless specifically stated to the contrary in any written consent to any
assignment, no assignment will release or discharge the assignor from any duty or responsibility
under this Transportation Agreement. Nothing under this Transportation Agreement shall be
construed to give any rights or benefits in this Agreement to anyone other than Source Facility and
Transportation Company, and all duties and responsibilities under this Agreement will be for the sole
and exclusive benefit of Source Facility and Transportation Company and not for the benefit of any
other party.
16.0 Sovereign Immunity. The Source Facility intends to avail itself of the benefits of Section
768.28,Florida Statutes and any other statutes and common law governing sovereign immunity to the
fullest extent possible. Neither this provision nor any other provision of this Agreement shall be
construed as a waiver of the Source Facility's right to sovereign immunity under Section 768.28,
Florida Statutes, or other limitations imposed on the Source Facility's potential liability under state or
federal law. This paragraph shall survive termination of this Transportation Agreement.
17.0 Public Records. Pursuant to Section 119.0701, Florida Statutes and other applicable public
records laws, Transportation Company agrees that any records, documents, transactions, writings,
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papers, letters, computerized information and programs, maps, books, audio or video tapes, films,
photographs, data processing software, writings or other material(s), regardless of the physical form,
characteristics, or means of transmission, of Transportation Company related, directly or indirectly,
to the services provided to the Source Facility under this Agreement and made or received pursuant
to law or ordinance or in connection with the transaction of official business by the Source Facility,
may be deemed to be a public record, whether in the possession or control of the Source Facility or
the Transportation Company. Said records, documents, transactions, writings, papers, letters,
computerized information and programs, maps, books, audio or video tapes, films, photographs, data
processing software, writings or other material(s), regardless of the physical form, characteristics, or
means of transmission of Transportation Company are subject to the provisions of Chapter 119,
Florida Statutes, and may not be destroyed without the specific written approval of the Source
Facility's designated custodian of public records.
IF THE TRANSPORTATION COMPANY HAS QUESTIONS REGARDING
THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
TRANSPORTATION COMPANY'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, CONTACT THE
CUSTODIAN OF PUBLIC RECORDS, THE CITY CLERK, AT (407) 327-
5955, L11 1126 East State Road 434,
Winter Springs, Florida 32705.
Transportation Company is required to and agrees to comply with public records laws. Transportation
Company shall keep and maintain all public records required by the Source Facility to perform the
services as agreed to herein. Transportation Company shall provide the Source Facility, upon request
from the City Clerk, copies of the requested records or allow the records to be inspected or copied within
a reasonable time at a cost that does not exceed the cost provided by law. Transportation Company shall
ensure that public records that are exempt or confidential and exempt from public records disclosure
requirements are not disclosed except as authorized by law for the duration of the Agreement term. Upon
completion of the Agreement,Transportation Company shall transfer to the Source Facility,at no cost, all
public records in possession of the Transportation Company,provided the transfer is requested in writing
by the City Clerk. Upon such transfer, Transportation Company shall destroy any duplicate public
records that are exempt or confidential and exempt from public records disclosure requirements.
However, if the City Clerk does not request that the public records be transferred, the Transportation
Company shall continue to keep and maintain the public records upon completion of the Agreement and
shall meet all applicable requirements for retaining public records. All records stored electronically must
be provided to the Source Facility, upon request from the City Clerk, in a format that is compatible with
the information technology systems of the Source Facility. Should the Source Facility not possess public
records relating to this Agreement which are requested to be inspected or copied by the Source Facility or
any other person,the Source Facility shall immediately notify Transportation Company of the request and
the Transportation Company shall then provide such records to the Source Facility or allow the records to
be inspected or copied within a reasonable time. If the Transportation Company does not comply with a
public records request, the Source Facility may enforce this Section to the extent permitted by law.
Transportation Company acknowledges that if the Transportation Company does not provide the public
records to the Source Facility within a reasonable time, the Transportation Company may be subject to
penalties under Section 119.10, Florida Statutes. The Transportation Company acknowledges that if a
civil action is filed against the Transportation Company to compel production of public records relating to
this Agreement, the court may assess and award against Transportation Company the reasonable costs of
enforcement, including reasonable attorney fees. All public records in connection with this Agreement
shall,at any and all reasonable times during the normal business hours of the Transportation Company, be
open and freely exhibited to the Source Facility for the purpose of examination, audit, or otherwise.
Failure by Transportation Company to grant such public access and comply with public records laws
and/or requests shall be grounds for immediate unilateral cancellation of this Agreement by the Source
Facility upon delivery of a written notice of cancellation. If the Transportation Company fails to comply
with this Section, and the Source Facility must enforce this Section, or the Source Facility suffers a third
party award of attorney's fees and/or damages for violating Chapter 119, Florida Statutes, due to
Transportation Company's failure to comply with this Section, the Source Facility shall collect from
Transportation Company prevailing party attorney's fees and costs, and any damages incurred by the
Source Facility, for enforcing this Section against Transportation Company. And, if applicable, the
Source Facility shall also be entitled to reimbursement of all attorneys' fees and damages which the
Source Facility had to pay a third party because of the Transportation Company's failure to comply with
this Section. The terms and conditions set forth in this Section shall survive the termination of this
Agreement
18.0 Independent Contractor. Regarding all Services performed, it is specifically understood and
agreed between the parties that the contractual relationship between Source Facility and
Transportation Company is such that Transportation Company is an independent contractor and not
an agent or employee of Source Facility. Nothing in this Transportation Agreement shall be
interpreted to establish any relationship, other than that of an independent contractor, between Source
Facility and Transportation Company, during or after performing the services. Transportation
Company shall be solely responsible for providing the services authorized pursuant to this
Agreement.
19.0 Warranty. Transportation Company warrants that the services and materials will conform to the
requirements of this Transportation Agreement. Additionally,Transportation Company warrants that
all services will be performed in a good, workman-like and professional manner. The Source
Facility's acceptance of service or materials provided by Transportation Company shall not relieve
Transportation Company from its obligations under this warranty. If any materials or services are of
a substandard or unsatisfactory manner as determined by the Source Facility, Transportation
Company, at no additional charge, will provide materials or redo such services until in accordance
with this Transportation Agreement and to the Source Facility's reasonable satisfaction.
20.0 Entire Agreement. This Transportation Agreement represents the entire and integrated
Agreement between the parties and supersedes all prior negotiations, representations, or Agreements,
either oral or written, and all such matters shall be deemed merged into this Agreement.
21.0 Amendment of Agreement. Modifications or changes in this Transportation Agreement must be
in writing and executed by the parties bound to this Agreement.
22.0 Interpretation. Both the Source Facility and the Transportation Company have participated in
the drafting of all parts of this Transportation Agreement. As a result, it is the intent of the parties
that no portion of this Agreement shall be interpreted more harshly against either of the parties as the
drafter.
23.0 Non Waiver. No delay or failure by either party to exercise any right under this Agreement, and
no partial or single exercise of that right, shall constitute a waiver of that or any other rights, unless
otherwise expressly provided herein.
24.0 Counterparts. This Transportation Agreement may be executed in any number of counterparts,
each of which when so executed and delivered, shall be original; but such counterparts shall together
constitute but one and the same instrument.
25.0 Transportation Companv's Shmatorv. The undersigned person executing this Transportation
Agreement on behalf of Transportation Company hereby represents and warrants that he or she has
the full authority to sign said Agreement for Transportation Company and to fully bind
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Transportation Company to the terms and conditions set forth in this Agreement.
26.0 Waiver of Consequential Damages. The Source Facility waives claims against Transportation
Company for consequential damages arising out of or relating to this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this document the day and year first above
written.
P&H SENESAC,INC. City of Winter Springs(Source Facility)
(Transportation Company)
f
By: By. 1�` ti- �, r149n a�c
Printed Name Printed Name
Title: Title: 1^ i+ /� e r
Date: / ®��/ Date: j-,Z/
Mailing Address:
1126 East State Road 434.Winter Springs.FL 32708
Phone No: 407-327-5989
Fax No: 407-327-6695
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EXHIBIT"A"
Dewatering Cost per Dry Ton $565.00
Disposal Ostpei L1 v Ton Basest on Percent Solids of Dewatered Cake Produced
14%Solids iDT=7.14 Wet Tons CD$68.S0/WT $499.20/ory Ton
15%Solids 1 OT--6.67 Wet Tons @ 8.50/WT $456.90/Dry Ton
16%Solids 1D7=6.25 allfet Tans @$68.50/111 $428.13/Dry Ton
17%Solids IDT=5.88 Wet Tons 0$WSO/WT $402.78/Dry Tory
18%Solids 1DT-5.56 Wet Tons @$58.S0/WT $380.86/Dry Ton
1396 Solids iDT=5.26 Wet Tans @$68.50/WT $360.31/Dry Tory
20%Solids iDT=5.W Wet Tons @$68.0/WT $342.50/Dry Tort
Centrate Holding Tank
Mobilization and Setup of 21,OOD Gallon Holding Tank $754.00
[Demobilization $7513.130
Rental Cost $45-W/Day
$16,425.00/Year
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