INFRAMARK LLC - LIFT STATION OPERATION AND MAINTENANCEA CONTRACT AWARD SHEET INSTRCUTIONAL GUIDE TO ASSIST YOU WITH THE INFORMATION CONTACINED HEREIN IS AVAILABLE IN THE
PURCHASING SECTION OF OUR WEBPAGE AT:
www.hialeahfl.gov
CITY OF HIALEAH
CONTRACT AWARD
PURCHASING DEPARTMENT
CITY OF HIALEAH CONTRACT: LIFT STATION OPERATION AND MAINTENANCE
DESCRIPTION: CITY OF ORANGE TEXAS 2022-122 -LIFT STATION OPERATION AND MAINTENANCE AGREEMENT
CONTRACT PERIOD: 12/13/2022-06/03/2023
SECTION #1 – VENDOR AWARD
Name: INFRAMARK LLC Name:
Contact: KIRT ERVIN Contact:
Phone: (281) 578-4200 Phone:
Fax: Fax:
E-mail: E-mail:
Name: Name:
Contact: Contact:
Phone: Phone:
Fax: Fax:
E-mail: E-mail:
SECTION #2 – AWARD/BACKGROUND INFORMATION/APPLICABLE ORDINANCES/NOTES
CITY COUNCIL APPROVED ON: 12/13/2022, ITEM QQ AMENDED AMOUNT:
RESOLUTION NO: INSURANCE REQUIREMENTS:
ANNUAL CONTRACT AMOUNT: $2,800,000.00 PERFORMANCE BOND:
APPLICABLE ORDINANCES:
Notes:
SECTION #3 – REQUESTING DEPARTMENT
CITY OF HIALEAH, DEPARTMENT OF PUBLIC WORKS
Contract Administrator: Armando Vidal
Phone: 305-556-3800
SECTION #4 – PROCURING AGENCY
CITY OF HIALEAH, DEPARTMENT OF PUBLIC WORKS
Contract Administrator: Armando Vidal
Phone: 305-556-3800
Prepared by: Marilin Gutierrez
(
ITEM# /':)f":'i -·-~-~--
OEC 1 3 2022
lnframark
COUNCIL AGENDA ITEM REQUEST FORM
This form, letter from the department head addressed to the Mayor and City Council, as well as
supporting documents are due the Monday of the week prior to the City Council Meeting.
Date of Request: November 15, 2022
Requesting City Department: Department of Public Works
Requested Council Meeting December 13, 2022
Date:
Action Requested from the x Issue a purchase order
City Council:
Increase a purchase order
Award a bid
Bid No.
Reject a bid
Bid No.
Special Events Permit
Street Closure
Other:
Scope of service(s) or Infra mark provides operations and maintenance support for the
product(s): City's pump stations. The company also provides maintenance
and repair support for the city owned backflow prevente rs.
Infra mark provides a Class 1 licensed operator to meet the
requirements of our operating permit with the FDOH. The City
currently does not have a Class 1 operator licensed on staff.
Vendor : lnframark LLC
Infra mark
Expenditure Amount: $200,000.00 Water
$2,600,000.00 Sewer
Funding Source (i.e., account Water Repair and Maintenance #450 .9510.533467
funding the expenditure): Sewer Repair and Maintenance #450.9520.535467
Purchasing Process: Competitive Bidding
An exception to competitive bidding applies:
Professional services in the nature of
consultants, accountants and attorneys
Sole source provider
Emergency based on object facts
Credit facilities
x Competitive bidding is not required because the City
is utilizing a bid that has been awarded or under contract
by state, county or other governmental agencies.
x Title of state, county or other governmental
agencies contract: Lift Station Operation and
Maintenance Agreem ent . The CitY'. of Orange
Texas and lnframark, LLC
x Piggy-back contract expiration date: June 3,
2023
Waive Competitive Bidding
Reason(s) it is not advantageous to the City to
utilize competitive bidding:
lnframark
Signatures:
NOV 15 2022
Armando Vidal P.E, Director
(
CITY OF HIALEAH
DEPARTMENT OF PUBLIC WORKS
3700 W 4™ AVENUE, HIALEAH, FL 33012
MEMORANDUM
DATE: November 15, 2022
TO: Esteban Bovo, Jr., Mayor
FROM: Armando Vidal, P.E., D.irecto NOV 15 2022
SUBJECT: Water, Wastewater Operations Inframark -Piggyback
RECOMMENDATION; The Department requests authorization to piggyback the City of
Orange Texas and Inframark contract agreement. Inframark provides maintenance and
operations of our sewer pump stations as well as maintenance and repairs of city owned
backflow preventers to maximize cost effective, efficient service. lnframark has the
personnel licensed and authorized to work and repair backflow preventers. Inframark also
has assigned to the Department a Florida licensed Class 1 operator. A Class 1 operator is
needed in order for the city to meet the requirements of the FDOH. No city personnel has a
State of Florida Class 1 operator's license. Inframark has been providing these services to
the Department since March 2, 2015.
The Department is seeking authorization to issue two Purchase Orders: Administration and
water in the amount of $200,000 .00 and sewer in the amount of $2,600,000.00.
PROJECT NAME; Operations and Maintenance
PROJECT l,OCATION: Department of Public Works
r
PROJECT DESCRIPTION/EXPLANATION: Provides Class 1 licensed operator, operations
and maintenance support of pump stations and backflows to maximize cost effective,
efficient and a compliant and wastewater collection system operation services
MANAGING DEPARTMENT; Department of Public Works
FISCAL IMPACT /FUNDING SOURCE;
Water Repair & Maintenance: 450.9510.533467 $200,000 .00
Sewer Repair & Maintenance: 450.9520.535467 $2,600,000.00
F
r
(
2020-122a
. This Li ft Hlatlon Opcrnlio11 nnd Maintennnce Agreement (the "Agreement") is made this
--<tL..b __ ,1ay or_D-''c.,_,..:·ol::i._,'.L:::.___. __ 2020, between :
I) THE CITY OF ORANGE., TEXAS, a municipnl corporation with its principal place of
business at 812 N. 16 111 Street, Orange, Texas 7763 \ (hereinafter the "Client"); and
2) INFRAMARK, LLC, a Texas limited liability company with its principal place of
business at 2002 West Grand Parkway North, Suite I 00, Katy, TX, 77449 (hereinafter the
"Operator")
HACKGROUNJ)
The Client desires to procure operation and muintenance services required for the Client's Lift Stations as
set forth in Schedule 5 attached to this Agreement ("Facilities") and the Operator desires to provide said
operations and maintenance services to the Client.
In consideration of the mutual promises in this Agreement, the parties agree as follows :
l )
2)
TERM
This Agreement shaJI commence on January I, 2021 ("Commencement Date") and shall remain
in full force and effect until midnight of June 3, 2023 ("Initial Tenn") unless terminated earlier
under Section 5 below. After the Initial Tenn, the Agreement shall be t1utomatic'1lly renewed for two
(2) additional five (5) year period unless terminated in writing by either party at least one hundtul eighty
(180) days prior to expiration ofthe Initial Term or under Section 5 below.
OPERATOR'S SERVICES
2.1. Operator, in regard to the Facilities, shall provide the services as se t forth in Schedule I attached
to this Agreement (the "Services").
2.2. Operator may provide any Services through outside subco ntractors . If Operator intends to use
an outside subcontractor for any Services, Operator shall provide the Client notice of at least
30 days. Client must appro ve any such ot1tside subco ntractors, whi ch approval shall not be
unreas onably withheld .
2.3 . Operator shall notify Client within two (2) hours of an Emergency Event. When the Operator
determines that an Emergency Event exists, it may begin immediately taking any necessary
action related thereto , without th e Client's pri o r approval . Any costs, including over-time
wa ges paid to Operator's employees, incurred during the Emergency Event she.JI be billed to
the Client. subject .to the C li ent's sub sequent review and approval. Any over-time wagei; pai d
to Operator's employees by Operator during an Emergen cy Even t s hall be billed to Cli ent al
th e ro w salary rate paid to Operator's empl oyees multiplied by 2.5 .
2.4. Operator may perform additi on al servic es or Co rT ec tiv e Main tenance beyond U1e Services
specified in Sec tion 2 . t with the mutual co nsent of both parties. The parties shall separately
ne go ti11t e th e cos ts of any such additional se rvi ces .
2.5. C lient shall provide to Operator a copy o f ils cap it al plan which may or may not inctud e
Capita l Improvements for th e Fac ilities . Operator may make recommendations for Capi tal
Im provements, eq uipm ent, opera ti of\S, or maintenance (co ll ec tively referTed to ns
"Recomme nd a ti ons") to th e C lient necessary to perform th e Se rvices in com pliance with th e
terms of thi s Agi:cement . und ApIJ licable Law aft e r revi ew a nd consideration of th e C li ~nt'.s
Page I
2020-122b
capital plan or at any other time during the Agreement. In the event the Client refuses to
approve a necessary Recommendation recommended by Operator, Operator will not be liable for
any loss, damage or liability arising from or related to the Client's rejection of or refusal to
implement the recommended Capital Improvement or operational changes, including any loss,
damage, or liability for (a) failure of the Facilities, (b) fuilure to comply with Applicable Law, (c)
failure to meet the requirements of th.is Agreement or ( d) claims for indemnification .
2 .6. Before Operator incurs any Maintenance Expenditures, Operator nnd Client will deteITTJine if
Client can perfonn the work in a timely manner. Jn the event the Client performs the work,
Operator will not be liable for any loss, damage or liability arising rrom or related to the Client's
work, including any loss, damage, or liability for (a) failure of the Facilities, (b) failure to comply
with Applicable Law, (c) failure to meet the requirements of this Agreement or (d) claims for
indemnificmion . If Client cannot perfonn the work in a timely manner, Operator shall incur said
Maintenance Expenditures required to perform the work and bill the Client
2.7 . Operator shall:
2. 7.1 . Perform the Servi c es in accordance w ith the provisions of this Agreement, Applicable
Law, and all permits, licenses, nnd spe cifications applicable to the operation and
maintenance of the Facilities; exerci s ing the degree of skill and care ordinarily
exerci se d by members of Operator's profession in th e geogra ph ic re gj on of the
facilities .
2.7 .2. Use qualified (and where required, certified) pe~onnel to operate and maintain the
Facilities and all its equipm ent and processes in accordance with relevant operation
and, if available, maintenance manuals for the Facilities , Applicable Law, and the
Client 's Pennits;
2. 7.3. Subject to the limitations in Sections 3 and 5 , bel ow, pe rform th e rou t ine mainte nan ce
tas ks in Schedule 1;
2 .7 .4. Maintain necessary reC-Ords of operations, maintenance, repai r and improvement
activ ities aJ the Faciliti es und shall prepare and submit to the Cli ent a monthly report ,
delivered lo th e C li ent the follow ing montJ1 , includin g a narra tiv e a nd summary of
oper ati ons, mn intennnce, repair a nd repl nc ement nctivil ies an d dn tu requi red fo r
monthly reporting to loca l, state and fed eral agenci es ; and
2.7.5. Provid e eme rgency response servi ces for th e Faciliti es tw enty -four ho urs a day, seven
days a week .
3) CLIENT OBLIG ATIONS
3 . I . C li ent s hall :
3.1.1. Obta in and mai nta in all ~1Bte, fe der a l, an d loca l pe nnits and li ce nses required fo r
own erS hi p, ope ration and mai ntenance of the Faci liti es, inc ludi ng with out li rn itI!ti on,
the Cli ent's Permits ;
3.1.2. Am111ge .fo r and pa y: i) nll cos ts rc luted to de li very to nnd consump tio n of utiliti es lo
th e Facility, in c ludin g electrici!y, w11ter, g!lS an d te lep hone, and/or inlerne l usage a l
th e Fac ili t ies; ii) nil property, vnll1 e -relotcd , fra nc hi se, sn h!S, use, exc ise, gross
rece ipt s , trm isac ti on pr ivil egi:. o r oth er laxes ass cic iatc<.l wi th th e Se rvi ces an d th e
ow nersh ip, opera ti on and main te nance of rhc Faciliti es, o th er th!lll raxcs impo sed on
Operator 's ne t inco me or pa yro ll ; iii) nll cos ts attr ibu ta bl e to garb ng<! all(! was te
Pe.ge2
2020-122c
hnuling, transportaLion, and disposal for the Fncilitics; iv) nil C11pital Improvements:
v) nil costs for nil ground m11inlen11m:e for the Facilities, including but not limited to
grass cutting and other lan<lscuping; and vi) any cosL~. includitrg ov~r-tirnc wagl'.S paid
to Operator's employees, incurred by Operator in responding to an Emergency Event.
J.1 .3. Comply with Applicable Law re l11ting to the management, ownership, opcrntion,
maintenance, repair and replaccmelll of the Pncilities (to the extent Uiat the
responsibility of complying with those lnws is not specificnlly assumed by the
Opemtor under this Agreement). The Opcrntor shall not be responsible for Client's
failure to comply with any provision of Applicnhle Law that is not otherwise
specifically assumed by the Operator hereunder;
J.1.4. During visits to the Facilities, comply and shall require its agents, licensees of invitees
to comply with all reawnable safety rules and regulations adopted by the Operator;
3 .1.5. Maintain all sewer lines, pipes, force mains, and all other wastewater transportation
lines ("Client Lines"), th11t are not pnrt of the rncilltics under Operator's control, in a
mnnnc.r thnt will prevent, to the extent pmctic;ible, nny damage lo the operation of the
Facilities due to leakage of wastewater or infiltration or inflow of stonn water from
such Client Lines;
3.1.6. Perform all duties and discharge all responsibilities aml obligations relnting to the
operation and maintenance of the Facilities not expressly ossumed by the Operator
pursuant to the tenns of this Agreement; and
3.1.7. Grant the Opemtor, free of charge, a license to use the Facilities, including all
equipment, structures, facilities and under Client's ownership and which.
4) FEES AND PAYMENT
4.1. For the period beginning on the Commencement Date, Client shall annually appropriate
from budgeted funds and shell pay Operator the Annual Compensation as set out in
Schedule 4 for the Services. The Annual Compensation for the first Agreement Year shall be
One Hundred Seventy-Nine Thousand dollfll'S ($179,000.00). Client shall pay the Annual
Compensation in equal monthly installments, which for the first Agreement Year shall be
Fourteen Thousand Nine Hundred Sixteen and 671100 dollars ($14,916.67). The Annual
Compensntion shall be due, in advance, on the first of the month during which the Services
will be rendered. All other payments shall be clue within thirty (30) days of the date of
invoice. Any disputes regarding invoices shall be raised, in writing setting forth sufficient
detail regarding the nature of t.hc dispute, within ten (I 0) of the date of said invoice
4.2. On each Adjustment Date , the Base Fee will be increased by the Price Index Increase as
defined herein and set fortl1 in Section 2 of Sc hedule 4. In no event will the Annual
Compensation be reduced unl ess Client and Operator agree to reductions in Operator's
Services as set forth in thi s Agreement.
4.3 . Any and all late payments due to either party from the other party shall accrne interest at a
rate of one and one-half percent (I'/, %) per month fr om the original due date and until
payment is received, unles.s waived by agreement .
4.4 . Client shall reimbun;e or e-0mpcnsatc the Operator for Maintenance Expenditures incurred by
the Operalor plus an administrative fee of 15% o f lhe co st there of. Client shall pay th e
Operato r such amounts within 30 days of iss uance of an invoice by Op erator.
Page3
r
4.5.
2020-122d
In the event of a change in the Services requested by Client and approved as an Operator's
service or in the event of a material change in Operator's Services or cost thereof due to a
change in Applicable Law, the Operator may provide notice to the Client and the parties shall
negotiate in good faith to adjust the Annual Compensation to account for such change in
Operator's costs. If the parties are unable to reach 11 negotiated agreement within thirty (JO)
days of the date ofnoticc, th en the Agreement may be terminated immediately by the Operator.
5) ANNUAL PERFORMANCE REVIEW; AGREEMENT TERMINATION
5.1. Before the end of the ninth month following the Annive1"$11JY Date in each Agreement Year,
the parties shall review and discuss Operator's performance based on the written monthly
reports prepared by Operator and provided to Client on the operational status and maintenance
of the Facilities and any other criteria agrcoo upon in advance by the Parties ..
5.2. Either party may terminate this Agreement by immediate written notice if the other has
failed to comply with a material term, provided that the non-defaulting party has first given
the defaulting porty written notice to cure their defuult within forty-five (45) days, or thirty
(30) days for failure to pay an undisputed invoice when due (such applicable period, "Cure
Period") and the defaulting party has not done so. lf a default cannot be cured within the
Cure Period days, the parties may agree to an extension of the time to cure provided the
defaulting party provides reasonable evidence within the Cure Period that it has identified
11 means to cure and is pursuing it diligently.
5.3. Client's failure to pay an undisputed invoice when due will be considered a material breach
by Client. Should Client pay any such invoice(s) within the Cure Period , the termination
notice under this provision will be deemed automatically withdrawn
5.4 . In the event of th e termination of this Agreement by Operator under Section 5.2 above,
Client shall pay Operator for the Services provided and invoiced by Operator up to the
effective date of tcnnination plus the balance of all unamortized cost as reflected on
Operator's financial statements.
5.5. In the event of the tennination of this Agreement by Client under Section 5.2 above, Client
shall pay Operator for the Services provided and invoiced by Operator up to the effective date
of tennination and the effectiveness of such term ination by Client will be conditioned upon
receipt of such final pay ment. lf Client incurs costs due to a default of t~c Operator that
results in tennination of this Agreeme nt which in clude but not be limited to the incurrencc of
costs under regulatory actions (notices of violation or agree d ordeis), Client may deduct such
costs or damages from the final payment due to Operator under this Section 5.2. Such
deduction will not exceed the final payment owed to Operator and will constitute a full and
final settlement between Client and Operator for any and all claims against Operator by Client
and a release by Client of any and all further claims agai nst Operator.
5.6. Client shall notify Operator of any dispute with an invoice within ten (10) business days
from receipt of sa id invoi ce. Jn th e event that C li ent has a di spu te with any charges, nil
undi sp uted charges on sai d invoic e(s) will be due in accordance with th e above times and
the Parties shall negotiate in good faith to resolve any such dispute in a timely manner.
6) FlNES, INDEMNIFICATION AND LIMITATION
6.1. In th e event that was tewater treatment violati ons occ ur fo ll owing the Co mmencement
Date, subject to S ec ti ons 6.2 an d 9. 7 , Operator shall, in respect of violations thnt mny be
imposed by environmental rc gulntory bodies un der Applicable Law and to the extent directly
attributable to Operator's breac h of its co nt ractua l ob li gati ons hereund er, be res pomibl e for:
Page 4
r
(
2020-122e
environmental regulatory fines or penalties. Prior to seltlement or payment of any such fines
or penalties, Operator reserves the right to contest flnY actions , suits or proceedings for
violations through administrative procedures or otherwise.
6.2 . To the extent authorized by applicable law , during the term of this Agreement, each party
(the "I11demnifying Party") shall defend, indemnify and hold harmless the other p!!Ity and
their respective successors and ass igns (each is referred to herein as an "Indemnified
Party") against any and all liability for damages, costs, losses, and expenses, including
reasonable attorney's fees, resulting from any claim asserted by a third party against the
Indemnified Party for wrongful death, bodily injury , and/or property damage, but only to
the extent caused by the willful or negligent acts or omissions of the Indem nifying Party .
6.3. Operator is not li able for any liabilities rcsultlng from the collection system for the
Facilities unless such liabilities are the result of Operator's negligence.
6.4. Except as herein otherwise provided in this Agreement, neither party shall be liable, either
direcUy or indirectly, for any special, punitive, indirect and/or consequential damages,
including damages attributable to loss of use, loss of income or loss of profit, even If such
party has been advised of the possibility of such damages.
6.5. In the event that claims(s) raised by Client against the Operator on !l(A:Ount of this Agreement,
or on account of the Services performed hereunder including claims by Client for
indemnification under Section 6.2, is/are covered under Operator's insurance policies required
of the Operator hereunder, Operator shall not be responsible to Client for any loss, damage or
liabil ity beyond the amounts contractually required hereunder nnd actually paid pursuant to
the limits and conditions of such insurance PQlicics. With respect to any causes of action
and/or claims raised against the Operator by Client that are not covered by the insurance
policies required hereunder, including claims by Client for indemnification, Operator's liability
to Client shall not exceed an aggregate amowit equal lo twice the Annual Compensation in
effect during the Agre ement Year in which such cause of action and/or claim is raised.
6.6. The warranties and/or performance guarantees for any components, parts, materials, and
equipment provided under this Agreement shall be limited to those ns provided by the
manufacturer or supplier. The Client's n:mcdies fo r the manufacturer or supp lier's breach of
its warranty obligations or perfonnance guarantees shall be limited to those provided by the
manufacturer or supplier and the Operator shall not have additional liab ility beyond the
remedies provided for by the manufacturer or supplier.
7) INSURANCE
7.1. Operntor shall provide and maintain the following levels of insurance coverage at all times
during the Tenn:
7.1.1. Commercial General Liability lnsuro.nce, including e-0ntroctual liability, with n limit
of one million dollars ($1 ,000,000) per occurrence and two million dollars
($2,000,000) ae.,grcgate;
7.1.2. Workers Compensat ion Ins uranc e in compliance with the statutes of the Stat e that
has jurisdiction over Operator's employees engaged in U1e performance of Serv ices
hereunder, to the required statutory amount ;
7.1 .3 . Automobile Liabili ty In surance with a co mbined single limit of o ne million doll ars
($1 ,000,000);
·--··-. . . .. ·-----------------
Page 5
2020-122£
7.1.4. Pollution Liability Insurance in !he amounts of two million dollars ($2,000,000);
and
7 .1.5. Excess Liability Insurance in the amounts of two million dollars ($2,000,000).
7.2. Operator shall name Client as an additional insured on the general liability policy and
automobile liability policy with respect to the Services during the term of this Agreement,
except for any claim against or loss suffered by Client arising as a result of Client's
negligence or fault and, in circumstances of joint foul! or negligence, except to the extent of
the loss attributable to Client's proportionate degree of negligence or fault.
7 .J. Operator shall provide Client with thirty (30) days' notice prior to cancellation of any policy
hereunder.
7.4. Operator shall provide CJie-nt with insurance certificates confinning the levels of coverage In
Se<: lion 7. I and that Client is named as an additional insured.
7.5. Client warrants that it maintains w1d will continue to maintain, during the tenn of this
Agrl:Cment, appropriate property insurance in relation to the Facilities.
8) DISPUTES
8.1 In the event of any disputes, the parties shall first attempt to resolve the situation by good faith
discussions which shall take place in a timely manner. If the dispute cannot be resolved within
sixty (60) days, the parties shall mediate their dispute before a mediator o.cceptable to both
parties, if they cannot agree, they shall ask the Director of the Federal Mediation and
Conciliation Service to nominate n mediator. The parties shall bear their own costs of the
mediation but the parties shall share equally the costs of the mediator and the mediation
faci lilies .
8.2 If the parties are unable to resolve any disputes in accordance with 8. I above, lhe parties can
seek recovery for claims or causes of action in a court or courts of competent jurisdic tion in
Orange, Orange County, Texas .
9) MISCELLANEOUS
9.1. The relationship of Operator to Client is that of independent contractor for all purposes
under this Agreement. This Agreement is not intended to create, and shall not be co nstrued
as creating, between Operator an d C lie nt, the relationship of principal and agent, joint
ventures , co-partners or any other similar relationship, the existence of which is hereby
expressly denied.
9.2. This Agreemenl contains the entire agreement between Client and Operator and supersedes all
prior or contemporaneous communications, representaJions, und erstandings or agreements
that are nnt consistent with any mo.terial provi s ion of thi s Agreement.
9.3. The parties may only modify thi s Agre ement by 11 written amendmen t signed by both
parties.
9.4. The fa ilure on the part of either party to enforce its right s as to any provisio n of this
Agre ement shall not be construed as a waiver of its rights to enforce such prov is ions in the
future .
9.5. Ne ither party may ac tiv e ly so li cit, for hire, th e e mployocs of th e other party during th e term or
this Agn:e mcnt.
Page 6
r
9.6.
9 .7.
9 .8.
9.9.
2020-122g
Neither party shall assign this Agreement without the prior written consent of the other party,
which consent shall not be unreasonably withheld.
A party's performance of any obligation under this Agreement shaJI be excused if, and to
the extent that, the party is unable to perfonn because of any event of Force Majeure, as
defined in Schedule 2. ln any such event, the party unable to perfolTil shall be re<Juired to
resume perfonnance of its obligations under this Agreement upon the termination of the
event or cause that excused performance hereunder .
The Agreement shall be governed by nncl oonstrued in 11ccordance with the laws of the
Staie of Texas, 1md venue shall bt: appropriate in courts of competent jurisdiction in Orange
County, Tex.as.
In the event that Client receives notice of or undertakes the defense or prosecution of any
legal or administrative action or proceeding in connection with the ownership, operation
and/or maintenance of the Facilities and/or this Agreement, Client shall give Operator
prompt notice of such proceedings and shall infonn Operator in advance of all hearings. In
the event Operator receives notice of any action, claim, suit, administrative or arbitration
proceeding or investigation in connection with the ownership, operation and/or
maintenance of the Facilities andlor this Agreement, Operator shall give Client prompt
notice of such proceedings.
9.10. All notices will be in writing and shall be deemed given when mailed by first class mail or
delivered in person. Notices required to be given to the parties by each other will be
addressed to:
Jnframa.rk, LLC
13741 Mary Lane
A vis ton, Illinois 62216
A TfN: Kirt Ervin
With copy to:
In!Tamark, LLC
220 Gibraltar Road, Suite 200
Horsham, Pennsylvania 19044
ATTN: Legul Department
9.1 l. All records compiled by Operator with information and material gathered when perfonning
this Agreement are the property of Client.
9.12. Defined terms in this Agreement are set out in Schedule 2 or within th e main body of this
Agreement, capitalized or within quotation marks.
9.13. Should any part of thi s Agreemen t for any reason be dec lared inv alid or void, such
declaration will not nffcct the remaining parts of this Agreement, which will remain in full
force und effect as if the Agreement had been ex.ecuted with the invnlid portion eliminated.
9.14. This Agreement may be executed in more than one counterpart, each of which s hall be
deemed an original.
Page 7
2020-122h
9.15. Both parties wnrrant and represent to the other that they have foll power and authority to
enter into and perform this Agreement.
IN WITNESS WHEREOF, the parties have duly executed thi s Agreement effective as of the date at the top
of this Agreement.
THE CITY OF ORANGE, TEXAS INFRAMARK, LLC
_.;~it_/ l}__:__j
n§: KirtE~tt .
Title: Vice Preside nt -Central Region
Date:
--. -------
Page 8
r
2020-122i
Schedule I: Operator's Services
Operator shall perfonn the following services:
Physically check the Facilities a minimum of once per week;
Physically chock the nine (9) major lift stations listed in Schedt1le 5 a minimum of once per weekday
(Monday through Friday);
Perform repairs and replacements for the Facilities chat are within the ability of Operator's
designated staff and equipment available, all Maintenance Expenditures shall be billed directly to the
Client; and
Provide effective maintenance of the Facilities, which includes:
o lnspection and routine adjustment of equipment;
o Rouline maintenance of equipment in accordance with manufacturers' specifications and
approved operation and maintenance procedures developed for equipment and processes of the
Pacililies;
o Cleaning and lubrication of equipment;
o Scheduling and tracking mainten!lllce activity on CMMS; and
o Top and bottom cleaning of the wet wells on a scheduled preventive maintenance program with
costs of outside contractors or equipment rental billed directly to Client.
If Operator detennines there are safety items on the Pacilities, such items will be a priority and repaired
immediately with costs being billed to the Client.
--------------
Page 9
(· 2020-122j
Scbooqle 2: Definitions
"Adj11slment Date·• means each anniversary of the Commencement Date.
"Agreement Year" means the consecutive twelve (12) month period that begins on the Commencement
Date, and each subsequent consecutive twelve (12) month period that begins on each anniversary of the
Commencement Date.
''Applicable Law" means lv.ws, rules, regulations , codes, administrative and judicial orders, directives,
guidelines, judgments, rulings, interpretations or similar requirements or actions of any federal, state, local
government, agency or executive or administrative body of any of the above, in each case that relate to the
(a) parties' respective responsibilities under this Agreement; (b) operation or maintenance of the Facilities;
(c) hee.Jth and welfare of individuals working at or visiting the Facilities; and (d) the collection, delivery and
treatment of the Client's raw and finished water.
"Base Fee" is defined as Operator's base compensation for its perfonnance of the Services under this
Agreement.
"Cap;/al Improvements" means eny modifications, additions or upgrades to the Facilities made by and funded
from Client's capital proceeds.
"Client's Permit(s)" and/or "Permi/(11)" means all pennits and licenses issued to Client and required for the
treatment of potable water from the Fn.cilities . Copies of all Permits are attached as Schedule 3 of this
Agreement.
"Corrective Maintenan ce" is defined I.IS maintenance work which involves the repair or replacement of
components which are failing or have failed . Theseilfetasks that required a trained maint~llllce technician using
a vruiety of tools including specialized tools.
"Emergency Event" means an event, as determined in Operator's sole discretion, which threatens: (i) the
Facilities' noncompliance with Applicable Law; (ii) the immediate shutdown of, or the substantial reduction
in the operational capacity of, any of the Facilities; (iii) circumstances affecting the sufety of persons or
property; (iv) adverse impact of wet weather and other extreme weather conditions and other natural or
man-made disasters; and (v) the occurrence of an event of Force Mnjeure.
"Facilifies" means the Client's lift stations e.s set forth ln Schedule 5 of this Agreement.
"Force Majeure" means an event which is beyoncl the reasonable c.:<mtrol of a party, including without
!imitation : (a) acts of God; (b) flood, fire, etirthquakc, hurricane or explosion; (c) war, invasion, hostilities
(whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order or law;
(e) actions, embargoes or blockades in effect on or after the date of this Agreement ; (f) action by any
governmental authority ; (g) national ur regional emergency; (h) strikes, labor stoppages or slowdowns or other
industrial di sturbances, other than those involving the affected parties employees;) (i) shortage of adequate
power or transpQftation facilities .
"Mainlenance Expenditures" is defined as the total of all expenses incurred annually by the Operator in
connection with the discharge of its maintenance responsibilities as provided by Section 2.1 of this
Agreement; provided however that the Maintenance Expenditures shall exclude Operator's direct labor
expenses and related benefits for those individuals exclusively assigned by the Operator to the operations
and maintenance of the Facilities and whos e cost is includ ed in the Base Fee hereunder. The Maintenance
Expenditure s s hall include, but shall not be limited to , all material s, su ppli es, parts, too ls, outsid e
subcontractor.;, spec iali zed servi ces, renta l equ ipment and nil of the Operator's costs (ex cluding overt im e
cos ts) and reluted benefits, !IS we ll as th e cost of Operat or's pe rs onnel not exclus ively assign ed to the
Page 10
r
2020-122k
operation and maintenance of the Facilities at an agreed hourly billing rate . As stated hereunder, any
individual expenditure for the repair and/or replacement of Facilities' equipment or structure, other than a
CapitaJ Improvement, whose unit cost (as to any single event or function) exceeds five thousand dollars
($5,000.00) shall be subject to the Client's prior approval. Any individual expenditure for the repair and/or
replacement of Facilities' equipment or structure, other than a Capital Improvement, that is required by
Applicable Law nnd with a unit cost less than $5,000.00 is not subject to prior approval by Client. Any
individual expenditure for the repair and/or replacement of Facilities' equipment or structure, other than a
Capital Improvement, that is required by Applicable Law and with a unit cost greater than $5,000.00 shall
be approved by Client, which approval shall not be unreasonably withheld . The cost of such expenditures
required by Applicable Luw and such approved expenditures shall be included in the Maintenance
Expenditures.
"Price Index" means half of the Consumer Price Index for all Urban Consumers -Wat er and Sewerage
Maintenance (CPl-U) for the U.S. City Average, I 982-84"' I 00 as published monthly by the U.S. Department
of Commerce, Bureau of Labor Statistics, plus half of the Employment Cost Index --Houston-Baytown·
Huntsville, Tex.as CSA.
"Price Index Increase" means the percentage Increase between the Price Index in effect as of the month of each
and every Adjustment Date over the Price Index in effect as oft he month oft he Commencement Date as se t forth
in Section 2 of Schedule 4. The Price Index Increase shall be calculated as of each and every Adjuslment
Date for the purpose of adjusting the Annual Compensation.
"Process &sidue" means grit, screenings and wastewater sludge generated by or through the operation of the
Facilities .
"Routine Prevent(lfive Maintenance" is defined as inspections and adjustments performed on equipment at
regular intervals. Included are daily, weekly, monthly, quarterly, sem i-annual, etc. inspections during which
minor maintenance tasks such as lubrication, adjustments, filter replacement, calibration s, and cleanin g
are cnrried out.
--
Poge 11
r 2020-1221
Sclledule 3 : Client's Pennits
-------·---------
Page 12
2020-122111
Scbroule 4: Annu.al Compensation/Additional Cb11rges
1) ANNUAL COMPENSATION:
Annual Compensation in the first year of this Agreement will be: :si79 000 .00 .
Annual Compensation in the first year of this Agreement will be payable in twelve (12) equal monthly
installments of $14,916.67.
2) COMPENSATION FORMULA
On each end every Adjustment Date, Base fee will be increased by the Pri'ce Index.
The following fonnula will be used to detennine the increa.5e in Base Fee on each Adjustment Date:
AAF"'-AFoi: I P1 /Po)
where:
AAF xr Annual Adjusted fee (new Dase Fee) for the upcoming Agreement Year
AFo Annual Fee (Base fee) for the Agreement Year just ended
P1 Price Index in effect as of the month of the current Adjustment
Po = Pri~ Index in effect as of the month of the prior Adjustment Date
With respect to the first Adjustment Date, Po shall be the Price Index in effect as of the Commencement
Date of the Agreement.
Page IJ
Major Lift Stations ;
BBrkins
MLK Drive & Hwy 87
Bear Path
11"' & Burton
Jackson
Simmons
Cove
Sikes
Rose lawn
Minor Lift Stations:
Beagle
Guy Lane
Annilage Drive
Cypress Bayou No. I
Cypress Bayou No . 2
Cypress Bayou No. 3
Cypress Bayou No. 4
Cypress Bayou No. 5
Bear Trails
Chasse Ridge
Cypress Lake
Holiday Inn Express
Clark Lane
Fox Run
E. Allie Payne
W. Allie Payne (Oak Allie)
F.B.C Church/MLK
8'~ & Cordrey
Oil Can (16111 Street)
Schedule 5: Client's FaclUties
·---------------
2020-122n
PRge 14
Encore'
200 Street
N . Navy
Scott Street
Bancroft A venue
Henderson
Louisiana
S. Childer.; Road
Tejas
Highway-90
Donnan Road
Star Stop
Flying-J
Houseman
Linden wood
Hospital
Trafalgar
Tul ane
Lowe Add ition
Highw ay-10 5
Grinder Stations:
Tri-Supply
Wimberly
Kyle
Main Street (Lion's Den Park)
Blu e Bird
Spare Time
Boat Ramp Dathroom Facility
Boat House
Nonnan
Ne ff Brot hers
Fires tati o n No. 3 MLK Driv e
2020-1220
Page 15
r
10111122, 4:36 PM Detail by Entity Name
' I
--------·------
Detail by Entity Name
Foreign Limited Liability Company
INFRAMARK, LLC
Document Number
FEl/EIN Number
Date Filed
State
Status
Last Event
Event Date Filed
~n£il~ll(.1.1:n.~~'i
22 0 Gibraltar Road
Suite 200
Horsh am , PA 19044
Cha ng ed: 01/24/2019
M.fillln g _8~JJ! ms~
22 0 Gibralta r Road
Suite 200
Hors h am, PA 19044
Cha ng ed: O 1/24/20 19
M17000006810
62-1168252
08/09/2017
TX
ACTIVE
RE IN STAT EMENT
10/26/2 021
CORPORATI ON SERVI CE COMPANY
120·1 HAYS STREET
TALLAHASSEE, FL 32301-2 525
N ame C hange d : 10/1fi/2018
8 utJ.1_9r i 1,J~c! !'q q;q11[§) Q_•~JitiJ
Nam e & Address
Titl e MEMBE R
lnfra m arl< (DE ), LL C
220 Gibral ta r Roa d
S uit e 200
f • ;~:; '• r:1 ·. r ,~·:·~;~:'!!:~' l ·i
h itps :I /search s u 11 biz. org/I nqu 1ryiC o rpor.J lions e« rc1 lf S P.'l rc hR P5ul l Del<' i l ?i 1 1qu1r y 1yre ~ E nl1lyN<irnc &ai rcct1011 T yoe-1 ni' HJI &se<1rwNC111 1e01 cl e • -'I NF RAM A 1 /2
10/11/22, 4:36 PM
Ho rs ham , PA 19044
(\11t J I1;11.8 •! porls
R eport Year
2020
202 ·1
2022
Filed Date
01/23i2 020
10/26/202 1
04/21i2022
_l)o c 1I!1].f!!I t_I rnanos
'"•J ·1 .. ·,,; .. ,. 1·.:·;1 11"'" l ·Tf n 1c r
!1t 1 ~ ':.·'.'}. I H.I II I'. L·\• l ~t.1 5"'.J
<!.! 'fi.:.,,1 ., .-... v :;1 111\1 t·:1.t:n1''
ll!!lL'."~IJ t i• .. IU . 11:; 1,o',ff; II£: I.
'/1°1w !n 1ag1.1 l11 r u1 f~i:rnal
V1~:\·111n 1i{W' ir ~·)1)r 1 .... r1:1a1
\/11'.:w ff1)~;:1r· H' Pi JI: l1,111na t
\Ii.;i 1.·1 i rn~g~ In P DI· l·"lrnrn t
1i t·i'1•·1 1n·mw 1 ir. 1-11;1 ~q!.i 1 .11
D eta il by Entily N<irne
r
10/12/22, 10:36 AM Detail by E ntity Name
I
l i
"1, / ,' Q i/'O ' I
I .~ I · t J ~-~ . . . ' ~~
. 1 •
-· -· -----.. .,. __
Detail by Entity Name
Foreign Limited Liability Company
INFRAMARK, LLC
Eilin g I u f o I' 111 <ill.ill.!
Document Number
FEllEIN Number
Date Filed
State
Status
Last Event
Event Date Filed
frl.ru<.lrrn.!J'. ch I re s s
220 Gibraltar Road
Suits 200
Horsham, PA 19044
Ch anged: 01124/2019
M..;tillng Addre s~
220 Gibraltar Road
Suite 200
Horsham, PA 19044
Ch ang ed: 0112 4/2 019
M17000006810
62-1168252
08/09/2017
TX
ACTIVE
REINSTATEMENT
10/26/2021
llilgist ered Ag!l.C!!.lill.m.ll./,i.. A.<1 \JJ c;~
CORPORATION SERVICE CO MPANY
1201 HAYS STREET
TALLAHAS SE E, FL 3230 1-2525
Nam e Change d : 10/1 6/2 01 8
AtttJ.t9rJJ,9_f1.J~1'lJ50 1 1(§)J2 t:Jill l
Name & Address
Till e M EMBER
lnfra rna rk (D E), LLC
22 0 Gibralta r Roa d
Suite 200
llllps://search .su nbiz.o rg/l nqu iry/Corpora ti o nSea,-ch/Search Re s u ltD c tai l?i nqu irylype=Enti tyN ame&direclion·rype=l nitial&searchN am eOrder=INFRAM/\.. 1i2
10/12122, 10:36 AM
Horsham, PA 19044
Report Yem
2020
2021
2022
Filed Date
01/23/2020
10/26/2021
04/21/2022
r:>0c1 IJl1 QuLJuwges
fl~1:>11 ,'1 ·,-, • .h ~i H W,U l l •·'<dJ.
llJ!_:!G1?.<0 L: . .B\::IM!-; i<\U"i::1!;;i·J I
P.JR 3!£(120 .. Ni_illJ,\IJ:~J;P0RI
PJ1!1/2 t !J_!;l_:~<:'IUJ i 1,l/\i-8!.:l'QRI
_1_n 1_u ;:/!) 1.ll.:: L\!:J!·l'.,_i Z1 1.1~ld l :_i-Cf
J?.£2 1!.IJ~JL.::·.L~llH' · ... 1 J1~ugio
!llUlf!l:-:oJ_ 1 -.:J:~rn!ort l.i•nl.Wi l
Vifiw lm<>9G in PDF formal
V;ew lm«g<: <n PDF formal
View ifflf.1\)0 ~n PDr-lorm al
View iro 1ay~ !11 PDF fo1 rnal
View image in PDF li•1111;11
V i0.V'i fm ,190 in PD~ I Of ;\13[
Detail by Entity N ame
l1tlps ://sea rch .su nbiz. o rg/lnquiry/Corpora lio n Sea rch/S carch Res u l to e tail?inquirylype = E nlily N ame&direclio n Type= I nitial&searchN am eOrder =I N F RAMA. . . 2/2
450 Water & Sewers Division Fund
Account Percent
450 .9510.533467 J %
REPAIR & MAINT -INFRASTRUCTURE
Total for (2) Operating Expenses
Total exoenses 9510 (Fund 450)
WS-Wa t er Services
\
'irotal lE:x;penses fo nIB'und 450
450
Wate r & Sewers Division Fund
Fiscal Year: 2023
375,000.00
375,000.00
375,000.00
375,000.00
375,000.00
l:i75,000.00
Fund Totals
$375,000.00
Ex ended
3 ,127.21
3,127.21
3,127.21
$3,127.21
Revenu e/Expenses Balance: $3,127.21
4 50 Wa ter & Sewers Divi s ion Fund
T ri a l Ba lance -Exp enses
Trial Bal a nce -
!E ncumbered Balance L ast!Date
84,692.71 287 , 180 .08 1 1123 /2022
84,692.71 287,180.08
84,692.71 287,180.08
...
84,692.71 287 ,t80.08 E xpenses
I
$84,692.71 $287 ,180.08
87' 180·08 . *
Pri nte d : 12/5/2 0 22 Page: 2
450 Water & Sewers Division Fund
Acco unt P.elicent
450.9520.535467 0 %
REPAIR & MAINT -INFRASTRUCTURE
Total for (2) Operating Expenses
Total expenses 9520 (Fund 450)
WS -Se wer Se r v ices
Total Ex:penses for Fund 450
450
Water & Sewers Division Fund
2, 900, 000. 00
2,900,000.00
2, 900, 000. 00
2,900,000.00
2,900,000.00
2,900,000.00
2,900,000.00
!,900,000.00
Fiscal Year: 2023
Ex ended
0.00
Fund Totals
$2,900,000.00 $0.00
Revenue/Expenses Balance: $0.00
45 0 Wa ter & Sewe rs Divis io n Fund
T ri a l Balance -Expenses
Trial Balance -
iEl ncumber.ed Balance iLast 'Date
25 ,597.67 2 ,874,402 .33 11 /29/2022
25,597.67 2,874,402.33
25,597.67 2,874,402.33
25,597.67 2,87 4,402.33 !Expenses
$25,597.67 $2,87 4,402.33
I ~ ' -
P rin te d: 12/5/2022 Page: 2