1-Liquid Sludge Removal, Transport and Disposal, including Emergency Wastewater Hauling.pdf

ADVERTISEMENT

INSTRUCTION TO BIDDERS

FORM OF BID

GENERAL AND SPECIAL CONDITIONS

CONSTRUCTION SPECIFICATIONS

FORM OF AGREEMENT

FORM OF BONDS

CHADDS FORD TOWNSHIP SEWER AUTHORITY

DELAWARE COUNTY, PENNSYLVANIA

LIQUID SLUDGE REMOVAL, TRANSPORT AND DISPOSAL,

INCLUDING EMERGENCY WASTEWATER HAULING, FOR

September 2026

PENNONI ASSOCIATES INC.

CONSULTING ENGINEERS

WEST CHESTER, PA 19380

PROJECT NO. CFTSA25005 SET NO.

U:\Accounts\CFTSA\CFTSA25005 - Sludge Hauling\RESOURCES\DRAFT SPECS\_Contract General Conditions.doc

All documents prepared by Pennoni Associates are instruments of service in respect of the project. They are not intended or represented to be suitable for reuse by Owner or others on extensions of the Project or on any other project. Any reuse without written verification or adaptation by Pennoni Associates will be at Owner's sole risk and without liability or legal exposure to Pennoni Associates; and Owner shall indemnify, and hold harmless Pennoni Associates from all claims, damages, losses and expenses arising out of or resulting therefrom.

TABLE OF CONTENTS NO.

A - ADVERTISEMENT A-1

B - INSTRUCTIONS TO BIDDERS B-1

C - FORM OF BID C-1

D - FORM OF GUARANTY D-1

E - GENERAL CONDITIONS

1. Definitions E-1

2. Sub-Contracts E-1

3. Permits, Licenses and Taxes E-1

4. Provisions Required by Law E-1

5. Protection of Work and Property E-2

6. Termination and Delays E-2

7. Use of Premises E-3

8. Changes in the Work E-3

9. Disputes E-3

10. The Owner's Right to do Work E-4

11. The Owner's Right to Terminate Contract E-4

12. Damages E-4

13. No Estoppel or Waiver of Legal Rights E-5

14. Safety and Health Regulations (OSHA) E-5

15. Remedies E-5

16. Indemnification E-5

F – SPECIAL CONDITIONS

1. Contract Security F-1

2. Contractor’s Insurance F-1

3. Special Coverage Terms F-2

4. Inspection of Work F-3

5. Night, Weekend and Holiday Work F-3

6. Payment to Contractor F-3

-a-

G – CONTRACT SPECIFICATIONS

01010 CONTRACTORS WORK

01150 MEASUREMENT AND PAYMENT

02130 LIQUID SLUDGE REMOVAL, TRANSPORT AND DISPOSAL

02131 EMERGENCY WASTEWATER HAULING

H – FORM OF AGREEMENT H-1

STATEMENT OF SURETY

I – CONTRACT BOND I-1

FORM OF PERFORMANCE BOND

FORM OF LABOR BOND

J – TOWNSHIP MAP w/WWTP AND PUMP STATION LOCATIONS J-1

-b-

A. ADVERTISEMENT

Sealed bids will be received through PennBid™ by Chadds Ford Township Sewer Authority for

Liquid Sludge Removal, Transport and Disposal, including Emergency Wastewater

Hauling, until 10:00 AM, prevailing time, on the 30th day of September, 2026.

All documents and solicitations details are available online anytime at no cost at PennBid™

(www.pennbid.bonfirehub.com). Note, PennBIDTM assesses a fee to the bidder who is issued the award. Click on the “Solicitations” and “View” tabs.

Each bid must be accompanied by a certified check or bid bond payable to the Owner in the amount of $10,000.00. Only bonds from companies licensed to do business in the

Commonwealth of Pennsylvania will be accepted and the bond shall so state same.

Questions may be asked through the PennBIDTM system. The final date to submit questions is

5:00pm, September 24, 2026.

This contract includes sludge removal, pumping, hauling, and disposal, as well as emergency wastewater hauling services.

Bids must be submitted unconditionally. No bidder may withdraw bid within SIXTY (60) days after the scheduled closing time for receipt of bids.

The Owner reserves the right to waive any informalities, or to reject any or all bids.

The Contractor may visit the site(s) to inspect existing conditions and facilities prior to submitting the bid.

Chadds Ford Township Sewer Authority’s Turner’s Mill WWTP, located at 10 Ring Road, Chadds Ford

Township, Pa will be open to all prospective bidders Tuesday through Thursday between 9:00 a.m. and

11:00 a.m. All prospective bidders shall inform the Authority Manager, Ms. Valerie Hoxter, of the date and time they intend to visit the site either via phone @ (484) 800-8178 or via email @ vhoxter@Chaddsfordsewer.org

A-1 mailto:vhoxter@Chaddsfordsewer.org

B. INSTRUCTIONS TO BIDDERS

1. BIDDER’S RESPONSIBILITY

Each bidder shall familiarize himself with all of the attached forms, Instructions, General

Conditions, Plans, Specifications, Drawings, et cetera (collectively “Contract Documents”), as he will be held responsible to fully comply therewith. Each bidder must visit the site of the Work and acquaint himself with conditions affecting the Work.

2. SUBMISSION OF BIDS:

Bids will be accepted online via the PennBID Program (pennbid.bonfirehub.com). It is the responsibility of the bidder to submit his bid prior to the time of opening. No bid shall be considered after the time set for the receipt of bids.

Bids shall be submitted on the electronic Form of Bid furnished at PennBID. Submission of paper bid forms by mail, hand-delivery, fax, e-mail or other method will not be accepted and shall not constitute a responsive bid.

3. BID FORMS AND ADDENDA TO BIDS:

Bidders shall be prepared to provide Owner with the original paper copy of all requested bid forms, including original signatures and seals, within three (3) days of the bid opening if requested to do so by the Owner.

Bidders shall acknowledge receipt of all addenda which have been issued during the period of bidding and agree that said bulletins shall become part of this contract.

4. BID GUARANTY:

Each Bid shall be accompanied by either a certified check or Surety Company’s Bid Bond as specified herein under “ADVERTISEMENT”, in an amount of not less than ten (10) percent of the base bid, which check or bond shall be payable to the Owner as payee or obligee, and shall be forfeited as liquidated damages if the bidder fails to execute the Contract (as defined in

Section 11 below) in conformity with the Agreement incorporated in the Contract Documents, and furnish bonds as specified, within ten (10) days after receipt of Contract Documents. Such checks or bid bonds will be returned, to all except the three lowest bidders immediately after the award, and the remaining unsuccessful bidders’ checks or bid bonds will be returned when the contracts executed by both parties are delivered to the successful bidder.

5. METHOD FOR SUBMITTING BIDS:

Sealed bids shall be accepted online at PennBID ( pennbid.bonfirehub.com).

No bid will be considered unless submitted upon the electronic bid form for the project via

PennBID. The blank spaces in the bid form shall be filled in correctly, where indicated, for each

B-1 and every item for which a description is given, and the bidder must state the prices for which he proposes to do each part of the Work contemplated.

The bidder shall submit his signed bid electronically in addition to attaching the associated signed forms. Bidder shall answer all questions associated with the bid.

If bidder has been incorporated in some state other than Pennsylvania, bidder shall state whether the corporation is registered to do business in Pennsylvania. If bidder operates under an assumed or fictitious name, he shall state whether such name has been registered in Pennsylvania.

No contract will be awarded to a bidder who is a foreign corporation or operating under a fictitious or assumed name unless he has complied or agreed to comply with the proper registration under the laws of this Commonwealth.

6. PROOF OF BIDDER’S RESPONSIBILITY:

On request, bidder shall file an experience questionnaire and financial statement with the Owner.

The questionnaire and statement shall be certified to be true and correct by an affidavit sworn to or affirmed before a notary public, or other officer empowered to administer oaths or affirmations.

Upon request, bidder shall prove that he has liquid assets, available for the project upon which he is bidding in an amount equal to fifteen percentum (15%) of the first $100,000.00 of the amount of the bid plus ten percentum (10%) of the next $900,000.00 plus five percentum (5%) of the remainder of the bid.

None of the following will be considered as liquid assets:

(a) Capital Stock of the Contractor.

(b) Accounts receivable against which assignments have been made.

the Equity in real estate.

(d) Life Insurance.

(e) Reserve representing pre-payment of taxes or other expenses.

(f) Deposits held as security for other contracts.

(g) Capital of proposed sub-contractors.

In addition to the financial qualifications, the bidder is required to prove to the satisfaction of the

Owner that he has successfully completed a contract for similar work in an amount of not less than seventy-five percentum (75%) of the amount of the proposed contract.

The foregoing will guide the Owner in determining the responsibility of the bidder, but additional information may be requested by the Owner whenever in its judgment such information is necessary to determine the responsibility of the bidder.

In the event the bidder fails, refuses or neglects to submit any required information within the reasonable time stated in any request therefore or fails to qualify as a responsible bidder, his bid guaranty shall be forfeited to the use of the Owner, not as a penalty, but as liquidated damages.

B-2

7. CHANGES WHILE BIDDING:

During the bidding period, bidders may be furnished addenda or bulletins for additions to or alterations of the plans or specifications, if any, which shall be included in the Work covered by the Bid and become a part of the Contract Documents.

If any prospective bidder on the proposed contract is in doubt as to the true meaning of any part of the plans, specifications or other proposed contract documents, he may submit to the

Engineer, electronically via PennBID, a written request for an interpretation thereof. The bidder submitting the request will be responsible for its prompt delivery. Any interpretation of the proposed documents will be made electronically by an addendum duly issued electronically at

PennBID. A copy of all questions and responses may be downloaded or viewed at any time by each registered bidder. The Engineer and/or Owner will not be responsible for any other explanations or interpretations of the proposed documents.

8. BID OPENING PROCEDURE:

Sealed bids on projects, will be received by the Owner via the PennBID Program until the time stated in the Advertisement at which time all bids will be opened electronically. The Owner reserves the right to reject any or all bids, or parts thereof, as it may deem best for the interest of the Owner.

9. COLLUSIVE BIDS:

The bid of any bidder or bidders who engage in collusive bidding shall be rejected. Any bidder who submits more than one bid in such manner as to make it appear that the bids submitted are on a competitive basis from different parties shall be considered a collusive bidder. The Owner may reject the bid proposals of any collusive bidder upon bid opening. However, nothing in this section shall prevent a bidder from superseding a bid proposal by a subsequent bid delivered prior to bid opening which expressly revokes the previous bid.

10. WITHDRAWAL OF BIDS:

No bidder may withdraw his bid unless the request is made in writing and is received by the

Owner prior to the time set for bid opening. After bid opening, no bidder may withdraw his bid within the time period indicated herein under "ADVERTISEMENT". Requests for withdrawal of bids after bid opening due to clerical error shall be made in accordance with Commonwealth of Pennsylvania Act. No. 4 (S.B. 793).

11. AWARD OF CONTRACT:

The Owner shall have the right to reject any or all bids or any parts thereof, or items therein. The

Owner’s Solicitor shall have the right to waive technicalities for the best interests of the Owner.

If an award of the Contract is made, it will be made to the lowest responsible bidder, based on the Base Bid within the time period indicated herein under ADVERTISEMENT or if not specified, within 60 days of the bid opening.

B-3

Thirty (30) day extensions of time may be made by the mutual written consent of the Owner and the lowest responsible bidder. If the lowest bidder withdraws his bid or refuses or fails to proceed according to the Contract Documents, the Owner shall have the right to award the

Contract to the next lowest responsible bidder or to reject all bids and re-bid the Project. “The

Contract” consists of the Contract Documents and the Work contemplated by the Contract

Documents and, in particular, Section **

12. EXECUTION OF THE CONTRACT

The individual, firm or corporation to whom or to which the Contract has been awarded within ten (10) days after receipt of said documents shall sign and return to the Owner, the Contract

Documents and substitute for the certified check, or bid bond, which accompanied the bid, a contract bond or bonds on the form approved by the Owners’ Solicitor in the penal sum at least equal to the amount of such contract, for the faithful performance of the Contract to cover the prompt payment in full for all labor supplied or performed, executed by a surety company or companies qualified to do business in the

Commonwealth of Pennsylvania“”. .

The Contract shall be executed by the Owner and the successful bidder within 30 days of the date the Contract is awarded unless the time shall be extended by the mutual written consent of the Owner and the successful bidder.

No bids or awards shall be considered binding upon the Owner unless and until the Contract is properly executed by both parties.

13. FAILURE TO EXECUTE CONTRACT:

If the lowest responsible bidder to whom the Contract is awarded fails to submit bonds or execute the Contract within the time specified, the amount of the bid guaranty shall be paid to the

Owner as liquidated damages. In such case the Owner, at his discretion, may award the contract to the next lowest responsible bidder, or reject all bids.

14. SUBLETTING OR ASSIGNING OF CONTRACT:

The Contractor shall not sell, transfer, assign, subcontract or otherwise dispose of his rights or responsibilities under the Contract without the written consent of the Owner.

15. REJECTION OF BIDS:

The right is reserved by the Owner at its discretion to reject any or all bids or parts thereof. Bids may be rejected if they show any omission, alterations of form, addition or deductions not called for, conditional or uninvited alternate bids, or irregularities of any kind, or any other reason as the Owner shall determine. However, the Owner reserves the right to waive any defects or irregularities on bids.

B-4

16. CONTRACT PERIOD:

The Contract shall be for a period of three (3) years from the date of the Notice to Proceed (Base

Bid). The Owner reserves the right to terminate the Contract without cause for years two (2) and three (3).

B-5

C-1

THIS SET OF FORMS IS TO BE COMPLETED ELECTRONICALLY VIA PENNBID

C. FORM OF BID

TO: Chadds Ford Township Sewer Authority

P.O. Box 816

Chadds Ford, PA 19317

Gentlemen:

This bid is submitted in accordance with your advertisement inviting bids to be received until 10:00

AM on the 30th day of September, 2026 for:

LIQUID SLUDGE REMOVAL, TRANSPORT AND DISPOSAL, INCLUDING EMERGENCY

WASTEASTER HAULING

Having carefully examined the Contract Documents together with all Addenda or Bulletins, as prepared by the Engineers, and being familiar with the various conditions affecting the Work, the undersigned agrees to furnish all labor and equipment to perform LIQUID SLUDGE REMOVAL, TRANSPORT AND DISPOSAL, INCLUDING EMERGENCY WASTEWATER HAULING, in accordance with said contract documents, for which the following units and/or lump sum prices are submitted.

By submission of this bid, the Contractor certifies that:

1. He has carefully examined the Contract Documents, has examined carefully the site upon which the Work is performed and has become familiar, by his own investigation, with the various conditions which may affect the performance of work.

2. He shall not at any time after the execution of this Contract set up any claims whatsoever based upon insufficient data or incorrectly assumed conditions, nor shall he claim any misunderstanding in regard to the nature, conditions or character of the Work to be done under this Contract and shall assume all risk resulting from any change in the conditions, which may occur during the progress of this work.

3. He assumes all risk as to the nature of the conditions to the area where work is to be performed under this Contract and any other unfavorable condition that may be encountered in the performance of that work. No plea of ignorance of conditions that exist or may exist hereafter, or any other difficulties that may be encountered in the Work to be performed hereunder as a result of the failure of the Contractor to make basis for any claim whatsoever for extra work. If a prospective bidder desires to obtain any information with regard to the worksite or conditions, the Owner will afford such prospective bidder the opportunity, at bidder’s own expense to make any such site visits, evaluations or determination of the conditions.

4. Estimated quantities of sludge and wastewater hauling are based in part on previous experience.

The estimated quantity is only for purposes of comparing bids under this contract. There is no

C-2 guarantee that these quantities will occur under this Contract. Payment will be made for the amount of work completed in accordance with the Contract requirements.

List of Electronic Copies of Documents to be Uploaded with Bid

____ Form of Bid (C-3 through C-8)

____ Proposed Disposal Site(s) (C-9)

____ Bid Bond with Bonding Company Form

____ Form of Guaranty (D-1)

C-3

THE FOLLOWING BID SHEET IS FOR INFORMATIONAL PURPOSES ONLY.

ACTUAL BID SHEET IS POSTED ON THE PENNBID WEBSITE.

WASTEWATER HAULING FOR THE

LIQUID SLUDGE REMOVAL/DISPOSAL

A.1. YEAR 1

ITEM

NO.

ESTIMATED

QUANTITY DESCRIPTION

UNIT

PRICE

ESTIMATED

TOTAL

1 652,000 Gal. Removal of liquid sludge from the wastewater treatment plant; transport to and disposal at a permitted site in accordance with all PaDEP regulations. Price complete, per gallon, for the unit price of:

DOLLARS $ $

2 50 Hours Time for pumping of scum and grease in excess of one-half hour at site. Price complete, per hour, for the unit price of:

TOTAL BASE BID AMOUNT:

(Items 1 and 2 based on estimated quantities) $

C-4

A2. YEAR TWO

ITEM

NO.

ESTIMATED

QUANTITY DESCRIPTION

UNIT

PRICE

A2.1 700,000 Gal. Removal of liquid sludge from the wastewater permitted site in accordance with all PaDEP

A2.2 50 Hours Time for pumping of scum and grease in excess of one-half hour at site. Price complete, per hour, for the unit price of:

TOTAL: YEAR 2:

(Items A2.1 and A2.2 based on estimated quantities) $

C-5

A3. YEAR THREE

ESTIMATED

QUANTITY DESCRIPTION

UNIT

PRICE

A3.1 754,000 Gal. Removal of liquid sludge from the wastewater permitted site in accordance with all PaDEP

A3.2 50 Hours Time for pumping of scum and grease in excess of one-half hour at site. Price complete, per hour, for the unit price of:

TOTAL: YEAR 3:

(Items A3.1 and A3.2 based on estimated

C-6

B. EMERGENCY WASTEWATER HAULING

B1. YEAR ONE

ITEM

NO.

ESTIMATED

QUANTITY DESCRIPTION

UNIT

PRICE

B1.1 See below Provide Emergency Wastewater Hauling Services, Monday to Friday, 7:00 AM to 4:00 PM. Price complete, per gallon, for the unit price of:

B1.2 See below Provide Emergency Wastewater Hauling Services, Monday to Friday, 4:00 PM to 7:00 AM. Price

B1.3 See below Provide Emergency Wastewater Hauling Services, Saturday and Sunday, 7:00 AM to 4:00 PM. Price

B1.4 See below Provide Emergency Wastewater Hauling Services, Saturday and Sunday, 4:00 PM to 7:00 AM. Price

TOTAL: YEAR 1:

(Items B1.1 and B1.4 based on estimated

The estimated quantity of emergency wastewater hauling for the entire year is 50,000 gallons.

C-7

B2. YEAR TWO

NO.

ESTIMATED

QUANTITY DESCRIPTION

UNIT

PRICE

B2.1 See below Provide Emergency Wastewater Hauling Services, complete, per hour, for the unit price of:

B2.2 See below Provide Emergency Wastewater Hauling Services, B2.3 See below Provide Emergency Wastewater Hauling Services, B2.4 See below Provide Emergency Wastewater Hauling Services, TOTAL: YEAR 2:

(Items B2.1 and B2.4 based on estimated

C-8

B3. YEAR THREE

ESTIMATED

QUANTITY DESCRIPTION

UNIT

PRICE

B3.1 See below Provide Emergency Wastewater Hauling Services, B3.2 See below Provide Emergency Wastewater Hauling Services, B3.3 See below Provide Emergency Wastewater Hauling Services, B3.4 See below Provide Emergency Wastewater Hauling Services, TOTAL: YEAR 3:

(Items B3.1 and B3.4 based on estimated

C-9

TO BE PROVIDED WITH BID

Proposed Disposal Site(s):

Letter From Facility included

(Section 01010, paragraph 1.5B.):

1.

2.

D. FORM OF GUARANTY:

Accompanying this Bid is a in the amount of Ten Thousand

Dollars ($10,000.00) as bid security.

BULLETINS:

The bidder acknowledges receipt of the hereinafter enumerated bulletins which have been issued during period of bidding and agrees that said bulletins shall become a part of this contract. The bidder shall list below the numbers and issuing dates of the bulletins.

Bulletin No. Issuing Date

The undersigned hereby certifies that this Bid is genuine, and not sham or collusive, or submitted in the interest or on behalf of any person, firm or corporation not herein named, and has not, induced any other persons to refrain from biddings, and has not in any way sought by collusion to secure for himself an advantage over any other bidder.

FIRM NAME

ADDRESS

Official

By

TITLE

D-1

E. GENERAL CONDITION

1. DEFINITIONS:

The definitions set forth in these General Conditions shall apply to all of the Contract Documents.

The OWNER is the party referred to in the Advertisement and whenever the word Owner is used herein it shall refer to and designate the party of the first part of the Contract contained herein.

The CONTRACTOR is the individual, group, partnership, limited liability company or corporation undertaking to do the Work herein specified (including his or their heirs, legal representatives, successors or assigns) and is the party of second part of the Contract contained herein.

The CONTRACT DOCUMENTS consist of the Advertisement, Instructions to Bidders, Form of Bid, General and Special Conditions, Form of Agreement and Form of Bond.

A SUB-CONTRACTOR is an individual group, partnership or corporation, having a direct contract with the Contractor to furnish a special service, labor or material towards the completion for the

Contractors contract.

The term WORK, used herein, includes all labor and/or materials, equipment and any other facilities necessary for the Contractor to complete the contract.

The term APPROVED, used herein, shall be held to mean as approved by the Owner.

The term WWTP, used herein, refers to Owner’s Turners Mill Wastewater Treatment Plant

The term OWNER’S REPRESENTATIVE, used herein, is the individual, group, partnership, limited liability company or corporation so designated from time to time to operate the Sewer System.

The term SEWER SYSTEM, used herein, shall refer to the collection, conveyance and treatment systems owned by Owner including, but not limited to, the WWTP, pump stations, sanitary sewer mains and appurtenances.

2. SUB-CONTRACTS; ASSIGNMENT

Contractor’s rights and responsibilities shall not be assigned, subcontracted or sold without the prior written approval of the Owner.

3. PERMITS, LICENSES AND TAXES

The Contractor shall give all notices required by and comply with all applicable laws, ordinances, and codes of the Commonwealth of Pennsylvania, Chadds Ford Township and

Owner4.

4. PROVISIONS REQUIRED BY LAW

Each and every provision of law and clause required by law to be inserted in this Contract shall

E-1 be deemed to be inserted herein and the Contract shall be read and enforced as though it were included herein; and, if through mistake or otherwise, any such provision is not inserted or is not correctly inserted, then upon the application of either party the Contract shall forthwith be physically amended to make such insertion

5. PROTECTION OF WORK AND PROPERTY

The Contractor shall provide adequate protection against injury or loss arising in connection with this contract for all his work and the property of the Owner. He shall make good any such damage, injury or loss, except such as may be caused by agents or employees of the Owner. He shall adequately protect adjacent property as provided by law and the specifications.

6. TERMINATION AND DELAYS

If the Contractor refuses or fails to timely prosecute the Work with such diligence as will insure its completion within the time specified in these Contract Documents, or as modified as provided in these Contract Documents, the Owner, by written notice to the Contractor, may terminate the

Contract and the Contractor's right to proceed with the Work. Upon such termination, the Owner may take over the Work and prosecute the same to completion by contract or otherwise, and the

Contractor and his sureties shall be liable to the Owner for additional cost incurred by the

Owner.

The right of the Contractor to proceed shall not be terminated for any delays in the completion of the Work due:

To any acts of the Government, including controls or restrictions upon or requisitioning of materials, equipment, tools, or labor by reason or war, national defense, or any other national emergency.

To any acts of the Owner;

To causes not reasonably foreseeable by the parties to this contract at the time of the execution of the Contract which are beyond the control and without the fault of negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, acts of another Contractor in the performance of some other contract with the Owner, fires, floods, epidemics, quarantine, restrictions, strikes, freight embargoes, and weather of unusual severity such as hurricanes, tornadoes, cyclones and other extreme weather conditions; and

To any delay of any subcontractor occasioned by any of the causes specified in sub-paragraphs above.

Provided, however, that the Contractor promptly notified the Owner within ten (10) days in writing of the cause of the delay. Upon receipt of such notification, the Owner shall ascertain the facts and the cause and extent of delay. If, upon the basis of the facts and the terms of this contract, the delay is properly excusable, the Owner shall extend the time of completing the

Work for a period of time commensurate with the period of excusable delay.

E-2

Should the completion of the Work be delayed beyond the time herein specified for completion for any reason other than the act of neglect of the Owner, or an approved extension of time, the

Contractor shall be responsible for any increases in the cost of the Work incurred by Owner, for the actual engineering expenses and legal fees (if any) incurred by the Owner as a result of such delay and the Owner may deduct such increased cost of the Work, engineering costs and legal fees from any payments due or to become due the Contractor.

7. USE OF PREMISES

The Contractor shall confine his operations to Owner’s owned, leased and easement areas as may be directed by the Owner.

The Contractor shall comply with all reasonable instructions of the Owner and the ordinances and codes of the Local Government regarding signs, advertising, traffic, fires, explosives, danger signals, and barricades.

8. CHANGES IN THE WORK

The Owner may make changes in the scope of the Work required to be performed by the

Contractor under the Contract or make additions thereto, or omit work therefrom, without invalidating the Contract, and without relieving or releasing the Contractor from any of his obligations under the Contract or any guarantee given by him pursuant to the Contract provisions, and without affecting the validity of the guaranty bonds, and without relieving or releasing the surety or sureties of said bonds. All such work shall be executed under the terms of the original Contract unless it is expressly provided otherwise in writing by the Owner.

The Contractor shall make no changes in the services, equipment, hauling routes or disposal sites unless pursuant to a written order from the Owner authorizing the Contractor to proceed with the change. In the event of such a written order that materially impacts the pricing, the pricing shall be equitably adjusted; otherwise, it shall remain the same.

9. DISPUTES

All disputes arising under this Contract or its interpretation, whether involving law or fact or both, or extra work and all claims for alleged breach of contract shall be presented by the

Contractor to the Owner within (10) days of commencement of the dispute. Such notice need not detail the amount of the claim but shall state the facts surrounding the claims in sufficient detail to identify the claim, together with its character and scope. In the meantime, the Contractor shall proceed with the work as directed. Any claim not presented within the time limit specified within this paragraph shall be deemed to have been waived, except that if the claim is of a continuing character and notice of the claim is not given within ten (10) days of its commencement, the claim will be considered only for a period commencing ten (10) days prior to the receipt by the

Owner of notice thereof.

The Contractor shall submit in detail his claim and his proof thereof. Each decision by the governing body of the Owner will be in writing and will be mailed to the Contractor by

E-3 registered mail, return receipt requested.

If the Contractor does not agree with any decision of the Owner, he shall in no case allow the dispute to delay the Work but shall notify the Owner promptly that he is proceeding with the Work under protest. Any disputes shall be resolved in accordance with the provisions of section 15.

10. THE OWNER'S RIGHT TO DO WORK

If the Contractor should neglect to prosecute the Work properly or fail to perform any provision of the Contract, the Owner, after 24 hours' written notice to the Contractor may, without prejudice to any other remedy he may have, make good such deficiencies and may deduct the cost thereof from the payment then or thereafter due the Contractor; provided, however, that in the event that the Contractor does not timely respond in full to a request for Emergency Wastewater Hauling, Owner is not required to provide 24 hours’ written notice before making good such a deficiency.

11. THE OWNER'S RIGHT TO TERMINATE CONTRACT

If the Contractor should be adjudged bankrupt, or if he should make a general assignment for the benefit of his creditors, or if a receiver should be appointed on account of his insolvency, or if he should persistently or repeatedly refuse or should fail, except in cases for which extension of time is provided, to supply enough properly licensed drivers and vehicles to timely perform the

Work, or if he should fail to make prompt payment to subcontractors or for labor, or persistently disregard laws, ordinances or the instructions of the Owner or its representatives including, but not limited to, Owner’s Representative and the Engineers, or otherwise be guilty of a substantial violation of any provision of the Contract, then the Owner may, without prejudice to any other right or remedy and after giving the Contractor, and his surety if any, seven (7) days' written notice, terminate the employment of the Contractor and perform the Work by whatever method he may deem expedient for the balance of the Contract. In such case the Contractor shall not be entitled to receive any further payment until the Work required for the balance of the Contract is finished. If the unpaid balance of the Contract Sum exceeds the expense of finishing the Work for the balance of the Contract, including compensation for additional managerial and administrative services, such excess shall be paid to the Contractor. If such expense shall exceed such unpaid balance, the Contractor shall pay the difference to the Owner.

Owner additionally has the right to terminate the Contract effective on either the first or the second anniversary of the Contract by giving Contractor at least ninety (90) days’ written notice of the termination of the Contract. If Owner exercises this right, it shall pay Contractor in accordance with the Contract Documents for the Work performed prior to the term of the

Contract.

12. DAMAGES

Should either party to the Contract suffer damages because of any wrongful act or neglect of the other party or of anyone employed by the other party, the damaged party shall submit a written claim to the other party within ten (10) days.

E-4

13. NO ESTOPPEL OR WAIVER OF LEGAL RIGHTS

The Owner shall not be precluded or estopped by any measurement, estimate or certificate made or given by it or by any agent or employee of the Owner including but not limited to the Owner’s Representative under any provision or revisions of the Contract at any time, either before or after the completion the Work and payment thereof, from asserting that any measurement, estimate or certificate is untrue or incorrectly made in any particular or that the Work does not conform in fact to the Contract. The Owner shall have the right to reject the whole or any part of the Work should that said measurement, estimate, certificate or payment be found or be known to be inconsistent with the terms of the Contract or otherwise improperly given. The Owner shall not be precluded or estopped, not withstanding any such measurement, estimate, certificate and payment in accordance therewith, from demanding and recovering from the Contractor and his surety such damages as he may sustain by reason of his failure to comply with the terms of the Contract. Neither the acceptance by the Engineers, or any agent or employee of the Owner or Owner’s Representative, nor any payment for, nor acceptance of the whole or any part of the work by the Owner or the Owner’s Representative nor any extension of time, nor any possession taken by the Owner or his employees, shall operate as a waiver of any portion of the Contract or of any power herein reserved by the Owner, or any right to damages herein provided, nor shall any waiver of any breach of contract be held to be a waiver of any other or subsequent breach.

14. SAFETY AND HEALTH REGULATIONS (OSHA)

The Contractor shall comply with all applicable State and Federal Occupational Health and Safety Regulations.

15. REMEDIES

The Owner and Contractor agree that all claims, disputes and other matters in question between the Owner and the Contractor arising out of or relating to this Agreement or the breach thereof that cannot be resolved through direct negotiation, shall be submitted to a mediator (either individually or through an alternative dispute organization) _ mutually selected by the parties unless the parties mutually agree that mediation would be futile. The mediator’s charges shall be shared equally.

If the claims, disputes and other matters remain unresolved after mediation, the matter shall go to a court of competent jurisdiction and venue within the Commonwealth of Pennsylvania.

16. INDEMNIFICATION

The Contractor will indemnify and hold harmless the Owner, the Owner’s Representative, the Engineers and their agents and employees from and against all claims, damages, losses and expenses including attorney's fees arising out of or resulting from the performance of the Work, provided that any such claim, damage, loss or expense (a) is attributed to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property including the loss of use resulting therefrom and (b) is caused in whole or in part by any act or omission of the Contractor, any Subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder.

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In any and all claims against the Owner or the Engineers or any of their agents or employees by any employee of the Contractor, and Subcontractor, anyone directly or indirectly employed by any of them or anyone for whose agents any of them may be liable, the indemnification obligation shall not be limited in any way by any limitation on the amount or type of damages, compensation of benefits payable by or for the Contractor or any Subcontractor under workers' compensation acts, disability benefit acts or other employee benefit acts.

The obligations of the Contractor shall not extend to the liability of the Engineers or the

Engineers’ agents or employees arising out of (a) the preparation or approval of the Contract

Documents, specifications reports or directions.

The Contractor will indemnify and hold harmless the Owner and its agents and employees from and against all citations and fines assessed against the Owner by the Pennsylvania Department of

Environmental Protection, the United States Department of Environmental Protection, or any other governmental entity with jurisdiction over the Owner as a result of the failure of the Contractor to timely and/or property perform the Work, and for any and all remediation costs incurred by Owner as a result of Contractor’s negligence, inaction or failure to meet the performance specifications of the Contract Documents.

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F. SPECIAL CONDITIONS

1. CONTRACT SECURITY

Each Contractor shall furnish a surety bond in an amount of One Hundred Thousand Dollars ($100,000.00) for faithful PERFORMANCE. The PERFORMANCE bond shall continue until the Contractor’s full performance of its obligations under the Contract, including for indemnification.

The bond must be executed by a corporate surety satisfactory to the Owner and must include a Power of Attorney and the latest statement of assets and liabilities with an authorized signature from that company. Should any surety upon such bonds become unsatisfactory to the Owner, the Contractor must promptly furnish such additional security as may be required from time to time to protect the interests of the Owner.

Only a bond from a company licensed to do business in the Commonwealth of Pennsylvania will be accepted and the bond shall so state same.

2. CONTRACTOR'S INSURANCE

The Contractor shall not commence work under the Contract until he has obtained all insurance required under this paragraph and such insurance has been approved by the Owner, nor shall the Contractor allow any subcontractor to commence work on his subcontract until all similar insurance required of the subcontractor has been so obtained and approved.

The Contractor shall either: require each subcontractor to procure and maintain during the life of his sub-contract, insurance of the type and in the same amounts as specified; or insure the activities of his subcontractors in his own policy.

A 30-Day Notice of Cancellation must be provided to the Owner.

Umbrella Policies shall spell out the primary coverage to which the excess coverage will apply.

The Financial Rating of all Insurance Companies must meet the minimum A.M. Best Ratings below;

A.M. Best Rating: A- (Excellent) or Higher A.M. Best Financial Size Category: Class VII or Higher

Any contractor/supplier/sub-contractor shall procure and maintain during the life of this contract all forms of insurance, hereinafter noted, as being required.

Contractor/ subcontractor must advise the Owner, immediately, of any cancellation of insurance, regardless of the circumstances of the cancellation. The contractor/supplier/sub-contractor is advised that the insurance company and/or any insurance agent and/or any insurance broker are under no duty or obligation to inform the Owner of any cancellation of insurance; thus, it is the contractor’s/supplier’s/sub-contractor’s duty to advise of any cancellation.

Failure to provide the Owner with notice of cancellation will void the contract.

All contractors/suppliers are required to procure and maintain the following insurance coverages.

F-1

(a) Workers’ Compensation Insurance and Employers Liability

Contractor/subcontractor must maintain Workers’ Compensation insurance for his employees during the life of the Contract. Coverage must be in accordance with statutory requirements, including Employers Liability at minimum limits of $500,000 Bodily Injury each employee, $500,000 Bodily Injury each accident, and $500,000 Disease each Employee.

(b) Commercial General Liability

Contractor/ subcontractor must maintain during the life of this contract Commercial General Liability insurance to protect him, his subcontractors and the Owner for injury or damage caused directly or indirectly by him or his employees for the following items:

Contractor/Supplier Bodily injury ea. occurrence $1,000,000

Subcontractor's Coverage Bodily injury ea. occurrence $1,000,000

Products/Completed Operations Property damage ea.

Broad Contractual occurrence $1,000,000

Personal and Advertising Injury Each occurrence $1,000,000

General Aggregate Each occurrence $2,000,000

Underground Explosion Coverage (See Para. 3)

Such insurance shall include Independent Contractors; Explosion, Collapse, and Underground

Hazards; and Blanket Contractual Liability. The commercial general liability insurance shall include completed operation insurance. Contractor shall maintain such completed operations insurance for two (2) years after final payment and furnish Owner with evidence of continuation at final payment.

(c) Automobile Liability and Physical Damage

The contractor/supplier/subcontractor must maintain during the life of this contract Liability Insurance for all vehicles operating on Owner’s property at the following limits:

Owned, hired, and non-owned Each person $ 500,000

Each occurrence $1,000,000

Combined Single Limit, Bodily Injury and Property Damage Each occurrence $1,000,000

(d) Umbrella Liability Insurance at a minimum limit of $1,000,000 on a following form basis, excess of the General Liability, Automobile Liability and Employers Liability coverages.

3. SPECIAL COVERAGE TERMS

(a) All Contractors employing mechanical digging devices or requiring blasting must procure and maintain underground and/or blasting liability insurance for the period of time work is in progress. Limits shall be the same as required under Public Liability and Property Damage

(b) herein before specified.

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(c) Owner Protective Coverages

All policies required by Section F.2 or Section F.3 other than Workers’ Compensation shall name Owner, Engineers, Owner’s Representative, Chadds Ford Township and their officers, agents, and employees as additional insureds on a primary and noncontributory basis, including for completed operations. All policies shall provide a waiver of subrogation in favor of the additional insured parties.

Contractor shall provide an insurance certificate evidencing the required coverages, with copies of the Additional Insured endorsement(s), Waiver of Subrogation, and Notice of Cancellation (if applicable) endorsements attached. The insurance certificates must be reviewed and approved by the Owner’s Solicitor. Only certificates of insurance from companies licensed to do business in Pennsylvania will be approved. If the additional insured status is based on contractual liability provisions in the policy, that portion of the policy must be provided.

(d) Fire Insurance (DELETED)

(d) Railroad Insurance (DELETED)

(e) Contractors Pollution Liability Insurance

Contractor shall take out and maintain during the life of this Contract, Pollution Liability

Insurance upon all work included in Contract against pollution, explosion, soil, ground water, or surface water contamination and any other violation of the Laws of the Commonwealth. The

Contractor shall further indemnify and hold harmless the Owner, Owner’s Representative and

Engineers. Contractors Pollution Liability insurance shall be at a minimum limit of $3,000,000.

If coverage is provided on a claims-made basis, an Extended Reporting Period, or tail coverage, shall be provided for two (2) years following completion of the project. The policy retroactive date shall be no later than the effective date of this Agreement.

(f) Transportation Pollution Liability Insurance

During the life of this contract, the Contractor must maintain Transportation Pollution Liability at the following limits:

Each occurrence: $2,000,000 Aggregate: $2,000,000

If coverage is provided on a claims-made basis:

1. The Retroactive Date must be shown and must be prior to the commencement of work on behalf of the Owner.

2. The insurance must be maintained for at least five years after completion of work on behalf of the Owner.

3. The policy must contain an option to purchase an extended reporting period of 5 years. If coverage is cancelled or non-renewed and not replaced by another claims-made policy containing a retroactive date meeting the requirements of (1) above, the Contractor must purchase the five year

F-3 extended reporting period and provide proof of coverage to the Owner.

4. INSPECTION OF WORK

The Owner may appoint such persons as they deem necessary to inspect, at any time, and the work done under this contract. Neither the inspection or surveillance of the work, nor the presence or absence of an inspector shall relieve the Contractor of any of his obligations under the Contract or of making his work conform to specifications of the Contract Documents. The

Contractor shall retain all records supporting its claims for payment for a period of five (5) years after the termination of the Contract and shall make them available for review by the Owner during normal business hours.

5. NIGHT, WEEKEND AND HOLIDAY WORK

When required by the nature of the Contract and/or upon specific permission of the Owner, the

Contractor shall perform all necessary work at night and/or weekends and holidays.

6. PAYMENT TO CONTRACTOR

Payment for removal and disposal services rendered and work done under this Contract shall be as stipulated herein for the amount of liquid sludge disposed or wastewater removed under authorization of the Owner and in accordance with the Contract’s provisions as more fully set forth in Section 01150 (Measurement and Payment). Payment shall be for actual quantities of liquid sludge disposed, along with all associated charges allowed by the Contract Documents, and the

Contractor shall provide documentation to substantiate such actual quantities with each invoice or request for payment.

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CONTRACT SPECIFICATIONS

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Job No. CFTSA 25005

01150-1

SECTION 01150

MEASUREMENT AND PAYMENT

PART 1 -GENERAL

1.1 GENERAL

A. Payment for the Work done under the Contract will be made as hereinafter stipulated for the amount of work performed under authorization of Owner, or their authorized representative, and in accordance with their measurements. Contractor shall not be entitled to receive additional compensation for any work except as shall be authorized by written order of the Owner.

B. The Contract will be awarded for three (3) years. The following items, classifying the various kinds of work, refer to respective items bid in the "Form of Bid":

A. LIQUID SLUDGE REMOVAL/DISPOSAL

ITEM 1

Payment for “Removal of Liquid Sludge from the Wastewater Treatment Plant and or

Pump Stations, transport and disposal at a permitted site in accordance with all PaDEP

Regulations” will be made at the unit price bid per gallon in the Form of Bid at the rates set forth for the applicable year (i.e., Work performed in Year One will be paid at the bid rate for Year One, Work performed in Year Two will be paid at the bid rate for Year Two, etc. The unit price bid shall include: coordination with the Owner or the Owner’s designated representative; furnishing of all labor, materials, tools, and equipment to remove the liquid sludge from the designated facility to the truck; any required modifications to accommodate the loading, loading of the trucks, transportation to the approved disposal site, unloading, permits, disposal fees

(including all charges paid by Contractor to the receiving facility for the sludge);

furnishing of documentation of quantities hauled, cleanup, and in accordance with all

Local, State and Federal requirements, and generally accepted standards for this work.

ITEM 2

Payment for “Time for pumping Scum and Grease in excess of one-half (1/2) hour at site” will be made at the unit price bid per hour in the Form of Bid at the rates set forth for the applicable year (i.e., Work performed in Year One will be paid at the bid rate for Year One, Work performed in Year Two will be paid at the bid rate for Year Two, etc.. Payment will be for the actual time required in excess of one-half hour rounded to the nearest one-half (1/2) hour. The unit price bid shall include: pumping and removal of scum or grease from the equalization tank, clarifiers, chlorine contact tank, or pump station wet wells, coordination with the Owner or the Owner’s designated representative; furnishing of all labor, materials, tools, and equipment, to remove the scum and grease from the designated facility to the truck; any required modifications

01150-2 to accommodate the loading, loading of the trucks, transportation to the approved disposal site, unloading, permits, disposal fees (including all charges paid by

Contractor to the receiving facility for the sludge); furnishing of documentation of quantities hauled, cleanup, and in accordance with all Local, State and Federal requirements, and generally accepted standards for this work.

B. EMERGENCY WASTEWATER HAULING

B1. YEAR ONE:

ITEM B1.1

Payment for “Providing Emergency Wastewater Hauling, Monday to Friday, 7:00 am to 4:00 pm”, will be made at the unit price bid per gallon in "Form of Bid" at the rates set forth for the applicable year (i.e., Work performed in Year One will be paid at the bid rate for Year One, Work performed in Year Two will be paid at the bid rate for

Year Two, etc.). The unit price bid shall include: coordination with the Owner or the

Owner’s designated representative; providing and 24/7 monitoring of all modes of communication required under the Contract Documents; furnishing of the requested number and size of trucks and drivers in accordance with the contract requirements;

travel from the shop to the requested location(s); setup, including any required modifications to accommodate loading of the truck(s); removal of wastewater from the designated facility/structure into the truck as directed; travel to the designated disposal site, unloading of the truck, travel back to the requested site(s); and repeating of the process for the required duration as…