NASL Terms and Conditions T008-25-JA.pdf

TERMS & CONDITIONS

TERM SALE AGREEMENT #T008-25-JA

SCRAP LEAD ACID BATTERIES

NAVAL AIR STATION (NAS) LEMOORE

Definitions: As used throughout this agreement, the following terms and abbreviations have the meanings set forth below:

(A) NRSW: Navy Region Southwest

(B) NRSW Qualified Recycling Program (QRP) Office: The entity authorized to conduct sales of recycled materials from NRSW Recycling Facilities

(C) Buyer: The party responsible for the purchasing materials at the awarded price or rate that has entered into by this agreement with the NRWS QRP Sales Office to purchase materials

(D) Subcontractor: An agency or company that the buyer has contracted with to perform some or all of the functions of this agreement

This agreement covers the sale of scrap lead acid batteries and scrap metal encased lead acid batteries by the Navy Region Southwest (NRSW) Qualified Recycling Program

(QRP) located at NAS Lemoore. Loads may contain automotive, forklift, airplane, metal encased and small lead acid batteries. Bidder must provide current U.S. Environmental

Protection Agency (EPA) ID number or the EPA ID number of the company processing the bidders materials meeting the requirements of the EPA under this agreement.

Material collection sites will be located at, or associated with, NAS Lemoore.

This agreement, made and entered into this ___ day of _______________, 2025, by and between the NRSW QRP Office and ____________________, is for the pickup & sale of scrap lead acid batteries subject to the provisions set forth herein. The parties agree as follows:

GENERAL AGREEMENT DATA

1. Insurance and Access: Prior to the start of agreement, the successful bidder must provide acceptable proof of insurance on all vehicles to be used in the performance of this agreement. Driver must meet the base access requirements at

NAS Lemoore. Requirements can be obtained from the local NRSW point of contact.

Agreement holder and/or their subcontractor must participate in the Defense

Biometric Identification System (DBIDS), formerly the Navy Commercial Access

Control System (NCACS). Cost of the DBIDS is at the buyer’s expense.

2. Agreement Period: The period of performance of this agreement will be for one

(1) year from the commencement date. The agreement service shall begin

______________. The NRSW QRP Office may extend the terms of this agreement for successive periods of one (1) year by mutual agreement. The

NRSW QRP Office will advise the buyer in writing no less than 60 calendar days before the agreement period expires of the NRSW QRP Office’s desire to extend the period of the agreement (or not). The total duration of this agreement, including any extension pursuant to the option exercised under this clause will not exceed five (5) years from the date of the original agreement.

3. Payment Cycle: In consideration for the material rendered, the buyer agrees to pay the NRSW QRP Office no later than the date specified on the invoice.

Normally, payment is due 30 days from the last billing date of the invoice cycle.

4. Invoices, Payment, and Late Fee Charges:

A. Invoice Issuance: The NRSW QRP Office will issue an invoice to ______________ within 10 business days after the close of the monthly cycle.

Each cycle shall begin on the first day of every month and shall end at the close of business the last business day of every month.

B. Payment upon Receipt: All materials removed from any NRSW Recycling Facility, or any other location designated by the Installation Site Coordinator or a representative of the NRSW QRP Office during the monthly cycle are payable immediately upon receipt of the invoice

C. Late Payment and Administrative Charges: If payment is not received by the due date indicated on the invoice, or should there be a dishonored check or a failure to pick up the material(s) within the time specified under this agreement, the following weekly administrative charges will be imposed:

• Week 1 after due date: $50.00

• Week 2 after due date: $75.00

• Week 3 after due date: $100.00

• Week 4 after due date: $150.00

D. Consequences Beyond Four Weeks: If the outstanding payment persists beyond four weeks after the due date, ___________________ will be permanently removed from the NRSW QRP bidders list for future spot sales bids. Additionally, if the buyer currently holds a Term Sales Agreement, that agreement will be terminated.

5. Subcontractors: With prior approval of the NRSW QRP Office the original agreement holder may use a subcontractor to fulfill some or all of the terms of the agreement. The original agreement holder must inform the NRSW QRP Office no less than 30 days prior to start of work performance of any subcontractor in writing, who the subcontractor will be. The subcontractor must submit proof of insurance and their drivers must meet base access requirements. The NRSW QRP

Office must meet with the original agreement holder and his subcontractor prior to subcontractor performing any work. This meeting may occur by phone conference call. If a subcontractor executes part or all of this agreement, the original agreement holder will continue to be held responsible for all provisions of the agreement in total. Payment must always be by original agreement holder.

6. Payment Rates: Bid price remains in effect for entire agreement period including any potentially offered option years.

7. Weight of Merchandise: Certified commercial or certified buyer scales shall be utilized. Proof of scale certification may be requested by the NRSW QRP Office at any time this agreement is in effect. Cost of commercial scale use is at the buyer’s expense, and shall not be deducted from amounts due. It is the buyer's responsibility to deliver by fax or e-mail, weight tickets for all loads picked up, to the local Recycling Office no later than one (1) business day after pick up of a load.

8. Inspection: Bidders are encouraged to inspect existing materials as a representative sample of material for bid. In no event will failure to inspect the material constitute grounds for a claim after award of the agreement. Material may be inspected on an appointment basis scheduled through the Installation

Solid Waste Coordinator.

AGREEMENT ADMINISTRATION

The buyer assumes complete liability for all taxes applicable to its property, income, and all of its transactions arising out of or in connection with the performance of this agreement. The buyer will not be reimbursed for direct or indirect taxes imposed on it by reason of the agreement or otherwise. The NRSW QRP Office may impose a

$250.00 administrative charge on dishonored checks received from the buyer for the payment of materials.

SPECIAL AGREEMENT REQUIREMENTS

1. Indemnity: The buyer agrees to indemnify and hold harmless the Navy, NRSW QRP, and the United States (including its agencies and instrumentalities) and their officers, agents, and employees against liability and against any and all claims for loss, death, injury, or property damage (including cost or expenses incidental thereto), arising out of or in connection with (I) the performance of this agreement, (II) any of the activities or actions of the buyer's subcontractors, representatives, agents, or employees while performing this agreement, or (III) any of the buyer's activities or actions.

2. Damage to Government Property: Any damage to Government property during buyer’s removal operations is the responsibility of the buyer, if deemed by the NRSW QRP Manager that the buyer or his/her employee, including any subcontractor, was at fault. Damage will be repaired at the buyer’s expense in a reasonable amount of time to its original state or a reasonable facsimile thereof to the satisfaction of the NRSW QRP Manager.

3. Dangerous Property: The buyer is cautioned that articles or substances of a dangerous nature may remain in the property notwithstanding the care exercised to remove same. The Government assumes no liability for damages to the property of the buyer or for personal injuries, disabilities, or death to the buyer, his/her employees or to any other person arising from or incident to the purchase of materials or its use, or suits, actions, or claims of whatsoever nature arising from or out of the purchase of materials.

4. Advertisements: The buyer agrees that none of its nor its agent’s advertisements, to include publications, merchandise, promotions, coupons, sweepstakes, contest, sales brochures, etc., shall state, infer or imply that the buyer’s products or services are approved, promoted or endorsed by the Navy Recycling Program, the

Navy, or the Government.

5. Assignment: Buyer may not assign their right or delegate their obligation under this agreement without prior written consent of the NRSW QRP Manager.

6. Disputes: Except as otherwise provided in this agreement, any dispute or claim concerning this agreement which is not disposed of by agreement shall be decided by the NRSW QRP Manager, who shall state his decision in writing and mail or otherwise furnish a copy to the buyer. The decision of the NRSW QRP Manager shall be final and conclusive. The buyer shall be afforded an opportunity to be heard and offer evidence in support of any appeal under this clause. Pending final decision of such a dispute, however, the buyer shall proceed diligently with the performance of the agreement and according to the decision of the NRSW QRP Manager unless directed to do otherwise by the NRSW QRP Manager.

7. Gratuities: The NRSW QRP Office may by written notice to the buyer terminate the right of the buyer to proceed under this agreement if it is found after notice and hearing, by the Secretary of the Navy or his duly authorized representative, that gratuities (in the form of entertainment, gifts, or otherwise) were offered or given by the buyer, or any agent or representative of the buyer, to any officer or employee of the Government or the QRP with a view toward securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performance of such agreement.

8. Hold and Save Harmless: The buyer shall indemnify, save harmless and defend the NRSW QRP, its outlets and customers from any liability, claimed or established for violation or infringement of any patent, copyright or trademark right asserted by any third party with respect to goods or merchandise hereby sold or any part thereof. Also, the buyer shall at all times hold and save harmless the NRSW QRP, its agents, representatives and employees from any and all suits and expenses which arise out of acts or omissions of the buyer, its agents, representatives, or employees.

9. Legal Status: The NRSW QRP is an integral part of the Department of Defense and is an instrumentality of the United States Government. Therefore, QRP sales agreements are United States Government contracts; however, they do not obligate appropriated funds of the United States. No appropriated funds of the United States shall become due or be paid to a contractor by reason of this agreement.

10. Modifications: No agreement or understanding to modify this agreement will be binding upon the QRP unless made in writing and signed by the NRSW QRP Manager.

11. Termination for Convenience: The NRSW QRP Office by written notice may terminate this agreement, in whole or in part, when it is in the interest of the NRSW QRP or the Navy with a 30-day written notice.

This agreement may be terminated at any time by the buyer upon 60 days written notification and mailed to the NRSW QRP Office, to be calculated from the date notice is postmarked.

12. Termination for Default: The NRSW QRP Manager, by written notice, may immediately terminate the agreement in whole or in part for failure of the buyer to perform any of the provisions hereof. Termination for default may also be considered in the event the buyer fails to pick up within the specified time on three

(3) occasions within any one year. In such event the buyer shall be liable for damages including the excess cost of re-soliciting offers for sales of recyclable merchandise; however, if it is determined that the buyer’s failure to perform is without his/her or his/her subcontractor’s control, fault or negligence, the termination must be deemed to be termination for convenience. As used in this provision, the term “subcontractor” means at any tier.

RECYCLABLE MATERIAL WARRANTY / LIMITATION ON LIABILITY

The buyer represents, warrants and certifies to the U.S. Government that the property will be recycled by shredding, or other equally complete manner which precludes any recognition or reconstruction of the items. The buyer further represents, warrants, and certifies that he/she is purchasing the property as recyclable material and that he/she will only use it as recyclable material. Notwithstanding any other provisions of this agreement to the contrary, should the buyer fail for any reason to complete the recycling within 60 calendar days after removal of the property, or such additional time as may be granted by the NRSW QRP Manager, the Government shall have the right to repossess the property charging the buyer with all costs incurred by the Government in repossessing and reselling the property including any direct loss on account of the resale.

The buyer warrants that it is engaged in the business of performing services with respect to recycling and disposal of materials and has the requisite expertise to develop and operate the system as agreed to by NRSW QRP and the buyer. The buyer will operate the System in a safe and workmanlike manner without violation of any intellectual property rights of any person.

Each party hereto represents and warrants that, in the execution and performance of this

Agreement, such party shall comply with all applicable provisions of federal, state and local laws, ordinances, rules, codes and regulations, and that the lead acid batteries have been supplied in compliance with all applicable provisions of federal, state and local laws, ordinances, rules, codes and regulations.

Neither party shall be liable to the other, in any event, for special, incidental, consequential, statutory or punitive damages. The term "consequential damages" shall include, but not be limited to, loss of anticipated profits, loss of use, loss of revenue, business interruption, cost of capital and damage or loss of other property or equipment.

ADDITIONAL ITEMS PERTAINING TO THIS AGREEMENT

Any request for pick-up of material at NAS Lemoore by anyone other than the local Solid

Waste Coordinator (or their representative) must be referred to the local Solid Waste

Coordinator for his review. No material is to be removed from NAS Lemoore without the local Solid Waste Coordinator’s approval.

Pickups of material shall only occur during normal base business hours, unless specifically authorized by the local Solid Waste Coordinator. Normal business hours are

Monday thru Friday 0700 – 1500 (Pacific Time), weekends and federal holidays excluded.

Payment shall be by company check, bank draft, or money order payable to U.S.

Treasury and mailed to the following address;

MAILING ADDRESS USING FEDEX, UPS, DHL, ETS.: MAILING ADDRESS USING USPS:

4790 Cummings Road, Bldg. 3570

San Diego, CA 92136-5610 Attn: NRSW QRP Office

710 E. 16th St. #660

National City, CA 91951

Attn: NRSW QRP Office

Jose Amuchastegui

NRSW QRP Manager

Date_______________________

Company representative

I am authorized as a representative of the company listed below to submit this bid. I have the authority to represent the company listed below and this bid is and shall remain a valid commitment (This section should be signed once the agreement has been awarded).

Company name _______________________________

Company representative __________________________ (print name)

Signature_________________________________

E-mail Address: _________________________________________

Telephone #: __________________________________

Date___________________________

SALE OF GOVERNMENT PROPERTY

BID SHEET

INVITATION TO BID #T008-25-JA

SCRAP LEAD ACID BATTERIES

NAVAL AIR STATION (NAS) LEMOORE

Submittal by certified carrier ONLY

(No e-mailed, faxed, hand carried or certified mail submittals will be accepted)

Bid price remains in effect for entire agreement period including any potentially offered option years. To determine the successful bid amount, the highest bid will receive the agreement award.

Item 001 Scrap Lead Acid Batteries________________________ per pound

I am authorized as a representative of the company listed below to submit this bid. I have the authority to represent the company listed below and this bid is and shall remain a valid commitment.

Name of Bidder (Print): _________________________________

Signature of Bidder (Sign): _________________________________

Company Name (Print): __________________________________

E-mail Address: ______________________________________

Telephone #: _________________________________

Date: ____________________