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15-1006_SOUTH ORANGE COUNTY WASTEWATER AUTHORITY_Contract OlinCONTRACT SERVICES AGREEMENT BETWEEN THE SOUTH ORANGE COUNTY WASTEWATER AUTHORITY AND OTHER PUBLIC ENTITIES AND OLIN FOR THE DELIVERY AND SUPPLY OF CHLOR -ALKALI PRODUCTS TO SOCWA WASTEWATER TREATMENT FACILITIES This Agreement is made and entered into on October 6, 2015 ("effective date") between the South Orange County Wastewater Authority (hereafter "SOCWA"), City of San Clemente ("CSC'), Santa Margarita Water District ("SMWI7'), Trabuco Canyon Water District ("TCWD ), El Toro Water District ("ETWD"), Irvine Ranch Water District (IRWD), and City of San Juan Capistrano ("CSJC") and OLIN, a Virginia corporation (hereafter "Contractor"). For purpose of this Agreement, SOCWA, CSC, SMWD, TCWD, ETWD, IRWD, and CSJC are collectively referred to as "SOCWA Entities" and are individually referred to as an "Agency of the SOCWA Entities." SOCWA Entities and Contractor may be referred to in this Agreement from time to time as "party" or "parties." WITNESSETH WHEREAS, the SOCWA Entities desire to secure contract services for the provision of providing chlor -alkali products for the referenced treatment facilities (Section 1.1); and WHEREAS, Contractor represents that it has the necessary equipment, land, permits, and skills required to perform the necessary contract services. NOW THEREFORE, SOCWA and Contractor agree as follows: Section 1. CONTRACTOR'S SERVICES 1.1 Contractor will supply chlor -alkali products to the facilities listed below in the product specifications and minimum estimations and requirements as found in Appendix 1 and Appendix 2. The minimum estimations of the product requirements are for the total year of the contract. South Orange County Wastewater Authority Facilities J.B. Latham Facility 34156 Del Obispo Dana Point, CA 92629 Regional Treatment Plant 29201 La Paz Road Laguna Niguel, CA 92677 CitV of San Clemente Facility Water Reclamation Plant 380 Avenida Pico San Clemente, CA 92672 Coastal Treatment Plant 28303 Alicia Parkway Laguna Niguel, CA 92677 Santa Margarita Water District Facilities Chiquita WRF Oso Creek WRP 28792 Ortega Highway 27204 E. La Paz Road San Juan Capistrano, CA 92675 Mission Viejo, CA 92690 Nichols WRF 3A 33608 Ortega Highway 26201 Camino Capistrano San Juan Capistrano, CA 92690 Laguna Niguel, CA 92677 Trabuco Canyon Water District Facilities Robinson Ranch WRP Dimension Water Treatment Plant 21397 Heritage Drive 20904 Dimension Drive Trabuco Canyon, CA 92679 Lake Forest, CA 92630 El Toro Water District Facilities Water Recycling Plant R-6 Reservoir 23542 Moulton Parkway 24251 Los Alisos Blvd. Laguna Hills, CA 92653 Lake Forest, CA 92630 Irvine Ranch Water District Facilities Rattlesnake Reservoir Michelson WRP 4769 Portola Parkway 3512 Michelson Drive Irvine, CA 92620 Irvine, CA 92619 Irvine Desaler PTP 26 Waterworks Way Irvine, CA 92619 Los Alisos WRP 22312 Muirlands Lake Forest, CA 92630 Dyer Well IDF 2520 Susan Street Santa Ana, CA 92704 Irvine Lake Pipeline Irvine Regional Park 1 Irvine Park Road Orange, CA 92862 East Irvine Zone 3 2515 Magazine Road Irvine, CA 92618 Dyer Well PDF 2915 S. Halladay Santa Ana, CA 92704 Deep Aquifer Treatment System 1704 W. Segerstrom Santa Ana, CA 92704 San Joaquin Reservoir 38 Ridgeline Newport Beach, CA 92660 City of San Juan Capistrano Facilities Ground Water Recovery Plant Terminal Reservoir No. 3 32400 Paseo Adelanto (No physical address) San Juan Capistrano, CA 92675 760 S. Reservoir (No physical address) 1.2 Contractor represents and warrants that it is and will at all times during the performance of this Agreement remain aware of existing, revised, proposed, and new federal, state and local rules and regulations covering its activities in connection with the work. Changes in Contractor's practices necessitated by any revision to such rules and regulations will be brought to the attention of each of the SOCWA Entities sufficiently in advance of implementation. The SOCWA Entities will not be responsible and have no duty for notifying the Contractor of any changes in rules and regulations regarding the operation or permitting of the Contractor's facility or equipment or Contractor's duties and obligations under this Agreement. Changes in any rules and regulations will not constitute justification for amendments to this Agreement or any alteration or diminution in the duty and responsibility of Contractor to provide the required services hereunder. 1.3 All equipment utilized in connection with Contractor's operation shall be fully licensed by all applicable agencies to operate on the highways of the State of California and any other states as applicable. Contractor shall be responsible for ensuring that all licenses are current. The Contractor shall be fully responsible for the proper licensing and training of its personnel. Contractor shall produce evidence that Contractor's firm has developed programs required under the Omnibus Transportation Employee Testing Act of 1991. 1.4 The Contractor shall be responsible for cleaning up and removing all trash, grease, oil and debris that is the result of the specified work. All of the Contractors equipment shall be kept clean and shall maintain a neat appearance. Cleaning or servicing of equipment shall not be undertaken at the SOCWA Entities respective facilities except for emergency repairs. 1.5 The Contractor hereby certifies in writing that, to the best of its knowledge, the Contractor safety programs and related employee training meets or exceeds all applicable local, State and Federal regulatory requirements for: • Injury and Illness Prevention Program • Emergency Action Plan • Hazard Communication Program • Personal Protective Equipment Additionally, Contractor hereby certifies that all Contractor employees, and subcontractors of Contractor performing work under this Agreement have received training on Contractor's safety programs or equivalent programs. SOCWA reserves the right to request Contractor employee training records. 1.6 The Contractor is expected to have a current safety program on file with SOCWA. In addtion, Contractor must adhere to all aspects of the SOCWA Entities' Safety Programs whenever Contractor or Contractor's field personnel are performing work in and around the SOCWA Entities' respective facilities. Contractor acknowledges (Attachment 1) it has received a copy of each of the SOCWA Entities' Safety Program by execution of this Agreement. Section 2. TERM OF AGREEMENT 2.1 The term of this Agreement will be from the effective date as first written above through October 6, 2016. Pricing shall remain firm during the first term of the Agreement. This Agreement may be extended for three (3) additional one-year periods if agreed upon in writing by the SOCWA Entities and the Contractor. Price increases, if any, for the extension periods, will be negotiated to the satisfaction of both parties and will not occur at a frequency of more than once per year, coinciding with the anniversary date of the effective date. The extension must be agreed upon at least sixty (60) days prior to the termination of this Agreement unless otherwise waived by both parties. Section 3. COMPENSATION FOR SERVICES 3.1 Compensation will be based on the rates found in Attachment 2. Section 4. PAYMENTS FOR SERVICE 4.1 Compensation will be billed monthly by Contractor per the SOCWA requested format, and will be based upon the actual work performed during the designated time period. Invoices will include delivery date(s) and location of delivery, and shall be submitted to the Agency of the SOCWA Entities to where deliveries. Originated as set forth in Section 8. Each Agency of the SOCWA Entities, respectively, will make payment to Contractor within net thirty (30) days from date of invoice. Each Agency of the SOCWA Entities agrees with the other Agencies of the SOCWA Entities that each shall be responsible for payment of the contract services provided by Contractor to such Agency's facilities or plants. To receive the timely payment of Contractor's invoices, send billings to: For services rendered at the following SOCWA facilities: • Regional Treatment Plant (RTP) • J.B. Latham Plant (JBL) • Coastal Treatment Plant (CTP) Send invoices to: SOCWA Attn: Accounts Payable 34156 Del Obispo St. Dana Point, CA. 92629 For services rendered at the City of San Clemente W RP: Send invoices to: City of San Clemente Attn: Jay Elston 380 Avenida Pico, Bldg. N San Clemente, CA 92672 For services rendered at SMWD Facilities: Send invoices to: Santa Margarita Water District Attn: Accounts Payable 26111 Antonio Parkway Rancho Santa Margarita, CA 92688 For services rendered at TCW D Facilities: Send invoices to: Trabuco Canyon Water District Attn: Accounts Payable 32003 Dove Canyon Drive Trabuco Canyon, CA 92679 For services rendered at ETWD Facilities: Send invoices to: EI Toro Water District Attn: Accounts Payable P.O. Box 4000 Laguna Hills, CA 92654 For services rendered at IRWD Facilities: Send invoices to: Irvine Ranch Water District Attn: Accounts Payable P.O. Box 57000 Irvine, CA 92619-7000 For services rendered for City of San Juan Capistrano Facilities: Send invoices to: City of San Juan Capistrano Attn: Utilities Department 32400 Paseo Adelanto San Juan Capistrano, CA 92675 4.2 Acceptance and payment by the Agency of the SOCWA Entities for services furnished hereunder, will not in any way relieve the Contractor of its responsibility to provide services in strict accordance with local, State and federal laws. Neither an Agency of the SOCWA Entities acceptance of, nor payment for any services will be construed to operate as a waiver of any rights an Agency fo the SOCWA Entities have under this Agreement or of any cause of action or claim arising out of the performance of this Agreement. Section 5. TERMINATION OF AGREEMENT 5.1 If, during the term of this Agreement, SOCWA, CSC, SMWD, TCWD, ETWD, IRWD, or CSJC determines that Contractor is not faithfully abiding by any term or condition contained herein, the Agency of the SOCWA Entities may notify Contractor in writing of such defect or failure to perform. Such notice must allow Contractor a ten (10) calendar day period thereafter in which to perform services or cure the deficiency related to the affected agency's specified facility (ies) within the specified period. After such 10 day period, if the Contractor has not satisfactorily performed the services or cured the deficiency, this will constitute a breach of Agreement, and the affected agency specified may terminate the Agreement as it applies to such affected agency and such facility (ies) immediately by written notice to Contractor. At such time, neither party will have any further duties, obligations, responsibilities, or rights under this Agreement. In said event, Contractor will be entitled to the reasonable value of its services performed from the beginning of the period in which the breach occurs, up to the day it received the affected agency's notice of termination, minus any offset from such payment representing the affected agency's damages from such breach. In no event, will Contractor be entitled to receive in excess of compensation as specified under Section 3 of this Agreement. Section 6. LIABILITY 6.1 Contractor is an independent contractor and not an employee of the SOCWA Entities. No permitted or required approval by any of the SOCWA Entities hereunder or in conncection with Contractor's services will be construed as making the SOCWA Entities responsible for the manner in which Contractor performs its services. Such approvals are intended only to give the SOCWA Entities the right to satisfy itself with the quality of work performed by Contractor. 6.2 Contractor shall indemnify, defend and hold harmless the Agencies of the SOCWA Entities, the member agencies of SOCWA, and each of their respective officers, directors, agents and employees (collectively and individually the "indemnitees"), from and against all claims, demands, losses, damages, costs, expenses, and legal liability arising from, connected with, or resulting from or claimed to have arisen out of, in connection with or resulted from, Contractor's services and work hereunder including (i) injury to or death of persons, including but not limited to, the indemnitees, or Contractor; (ii) injury to property of the indemnitees, Contractor, or third parties, or to natural resources; and (iii) violation of any local, state or federal law or regulation, including but not limited to environmental laws or regulations, or strict liablility imposed by any law or regulation; arising out of, related to, or in any way connected with Contractor's performance of this Agreement, except to the extent caused by the sole negligence or willful misconduct of the indemnitees. Contractor acknowledges that any claims, demands, losses, damages, costs, expenses, and legal liablity that arise out of, result from, or are in any way connected with the release or spill of any legally designated hazardous material, by-product or residue as a result of the work performed under this Agreement by Contractor or its sub -contractors are expressly within the scope of this indemnity, and that the costs, expenses, and legal liabililty for environmental investigations, monitoring, containment, abatement, removal, repair, cleanup, restoration, remedial work, penalties and fines arising from the violation of any local, state, or federal law or regulation, attorney's fees, disbusements, and other response costs are expressly within the scope of this indemnity. Contractor shall, on the indemnitee's request, defend any action, claim or suit asserting a claim covered by this indemity clause. Contractor shall pay all costs that may be incurred by the indemnities in enforcing this indemnity, including reasonable attorney's fees. The indemnity obligations set forth in this Agreement shall survive the termination or expiration of this Agreement by any party hereto. 6.2A SOCWA shall indemnify CSC, SMWD, TCWD, ETWD, IRWD, and CSJC in their individual entity capacities and not as a member agency of SOCWA, and each of their respective officers, directors, employees and agents against, and shall hold and save them and each of them harmless from, any and all actions, claims, damages to persons or property, penalties, obligations or liabilities of any kind that may be asserted or claimed by any person, firm, entity, corporation, political subdivision, governmental entity or agency or other organization arising out of or in connection with the negligence or willful misconduct of SOCWA in the performance of this Agreement related to the SOCWA Facilities. 6.213 CSC shall indemnify SOCWA, and its member agencies (excluding CSC), SMWD, TCWD, ETWD, IRWD, and CSJC, and each of their respective officers, directors, employees and agents against, and shall hold and save them and each of them harmless from any and all actions, claims, damages to persons or property, penalties, obligations or liabilities of any kind that may be asserted or claimed by any person, firm, entity, corporation, political subdivision, governmental entity or agency or other organization arising out of or in connection with the negligence or willful misconduct of CSC in the performance of this Agreement related to the CSC Facility. 6.2C SMWD shall indemnify SOCWA, and its member agencies (excluding SMWD), CSC, TCWD, ETWD, IRWD, and CSJC, and each of their respective officers, directors, employees and agents against, and shall hold and save them and each of them harmless from any and all actions, claims, damages to persons or property, penalties, obligations or liabilities of any kind that may be asserted or claimed by any person, firm, entity, corporation, political subdivision, governmental entity or agency or other organization arising out of or in connection with the negligence or willful misconduct of SMWD in the performance of this Agreement related to SMWD Facilities. 6.21D TCWD shall indemnify SOCWA, and its member agencies (excluding TCWD), CSC, SMWD, ETWD, IRWD, and CSJC, and each of their respective officers, directors, employees and agents against, and shall hold and save them and each of them harmless from any and all actions, claims, damages to persons or property, penalties, obligations or liabilities of any kind that may be asserted or claimed by any person, firm, entity, corporation, political subdivision, governmental entity or agency or other organization arising out of or in connection with the negligence or willful misconduct of TCWD in the performance of this Agreement related to the TCWD Facilities. 6.2E ETWD shall indemnify SOCWA, and its member agencies (excluding ETWD), CSC, SMWD, TCWD, IRWD, and CSJC, and each of their respective officers, directors, employees and agents against, and shall hold and save them and each of them harmless from any and all actions, claims, damages to persons or property, penalties, obligations or liabilities of any kind that may be asserted or claimed by any person, firm, entity, corporation, political subdivision, governmental entity or agency or other organization arising out of or in connection with the negligence or willful misconduct of ETWD in the performance of this Agreement related to the ETWD Facilities. 6.2F IRWD shall indemnify SOCWA, and its member agencies (excluding IRWD), CSC, SMWD, TCWD, ETWD, and CSJC, and each of their respective officers, directors, employees and agents against, and shall hold and save them and each of them harmless from any and all actions, claims, damages to persons or property, penalties, obligations or liabilities of any kind that may be asserted or claimed by any person, firm, entity, corporation, political subdivision, governmental entity or agency or other organization arising out of or in connection with the negligence or willful misconduct of IRWD in the performance of this Agreement related to the IRWD Facilities. 6.2G CSJC shall indemnify SOCWA, and its member agencies (excluding CSJC), CSC, SMWD, TCWD, ETWD, and IRWD, and each of their respective officers, directors, employees and agents against, and shall hold and save them and each of them harmless from any and all actions, claims, damages to persons or property, penalties, obligations or liabilities of any kind that may be asserted or claimed by any person, firm, entity, corporation, political subdivision, governmental entity or agency or other organization arising out of or in connection with the negligence or willful misconduct of CSJC in the performance of this Agreement related to the CSJC Facilities. Section 7. INSURANCE 7.1 In addition to the requirements set forth below, during the course of the Agreement, Contractor will pay for and maintain, in full force and effect, all insurance required by any governmental agency having jurisdiction to require particular insurance of Contractor in connection with or related to the services or work provided under this Agreement. 7.2 Contractor will furnish satisfactory proof by certificate or otherwise as may be required by the SOCWA Entities that it has taken out public or commercial liability and property damage insurance naming SOCWA, SOCWA's member agencies, CSC, SMWD, TCWD, ETWD, IRWD, and CSJC, and each of their directors, officers, agents and employees as additional insureds under such policies, in accordance with the terms of this Agreement (see Section 7.5). Contractor shall furnish each Agency of the SOCWA Entities with certificates of insurance naming each such individual entity as additional insured. 7.3 The insurance will be comprehensive in form and cover all indemnity and other contractual obligations set forth in this Agreement, and will insure against (1) claims, loss or damages on account of bodily injury and personal injury, including death resulting therefrom, caused or alleged to have been caused directly or indirectly from the performance or execution of this Agreement or performance of services hereunder by Contractor, its employees, officers, agents and any subcontractor thereof and (2) claims, loss or damages to any property caused or alleged to have been caused directly or indirectly by the performance or execution of the Agreement or performance of the services hereunder by contractor, its employees, officers, and agents and any subcontractor thereof. Such insurance will also adequately insure against all injury, death, claims, loss, damage or accidents caused by or alleged to have been caused directly or indirectly by the use and operation of automobiles, trucks and/or other mobile or stationary equipment. Contractor will maintain worker's compensation insurance, including occupational disease provisions, under the laws of the State of California, or other state (as applicable) and employer's liability insurance for the benefit of its employees. All said public liability and auto liability and other insurance will be for the period of performance under this Agreement and shall be on a per occurrence basis and any and all aggregate amounts, if applicable, must be stated in the certificates provided hereunder. The amounts of coverage of said insurance will not be less than the following: INSURANCE COVERAGE AMOUNT PER OCCURRENCE General Liability - $3,000,000 Bodily, Personal Injury; Property Damage Auto Liability - $1,000,000 Bodily, Personal Injury; Property Damage Employers Liability - Bodily Injury by $1,000,000 Accident Employers Liability - Bodily Injury by $1,000,000 Disease 7.4 Said policies will have a clause providing that thirty (30) calendar days written notice by registered mail will be given to the SOCWA Entities prior to any cancellation or amendment to such policies. Such insurance will be issued and underwritten by insurance companies having at least an A- policyholders rating and a financial rating not less than Class VII in accordance with the most current Best's Rating Guide - Property/Casualty and which will be admitted and licensed to do business in the State and have an agent for service of process in the State. Contractor may satisfy the limit requirements in a single policy or multiple policies, provided, however, that any such additional policies written as excess insurance will not provide any less coverage than that provided by Contractor's first or primary policy. All policies of insurance and certificates of insurance showing compliance with the terms of this Section 7 will be furnished to each Agency of SOCWA Entities concurrently with Contractor's execution of this Agreement and upon renewal thereafter. 7.5 All of the above policies of insurance shall be primary insurance and shall name "SOCWA, the SOCWA member agencies, CSC, SMWD, TCWD, ETWD, IRWD, and CSJC, and each of their officers, employees, directors and agents" as additional insureds (the Additional Insureds), and include Additional Insureds endorsements. The insurer shall waive all rights of subrogation and contribution it may have against the Additional Insureds and their respective insurers and the certificates of insurance or separate endorsements shall set forth the waiver of subrogation. In the event any of said policies of insurance are canceled, Contractor shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 7 to each participating Agency. No work or services under this Agreement shall commence until Contractor has provided the SOCWA Entities with certificates of insurance and endorsements and said certificates of insurance and endorsements are approved by the SOCWA Entities. 7.6 In the event Contractor subcontracts any portion of the services under this Agreement, the contract between Contractor and such subcontractor shall require the subcontractor to maintain the same policies of insurance that Contractor is required to maintain pursuant to this Section 7, and to name the Additional Insureds under the policies identified above, in accordance with all of the requirements of this Section 7. 7.7 Section 8. Els Nothing in the insurance requirements set forth in this Agreement is to be construed as limiting the liability of Contractor or Contractor's insurers. Contractor agrees that the provisions of Section 7 shall not be construed as limiting in any way the extent to which Contractor may be held responsible for the payment of damages or other costs to the SOCWA Entities or SOCWA member agencies, or any persons or property, resulting from Contractor's activities or the activities of any person or persons for which Contractor is otherwise responsible including Contractor's subcontractors. ADDITIONAL PROVISIONS All notices, bills, and payments will be made in writing and may be given by personal delivery, or by U.S. Mail, postage prepaid, and addressed as follows: To: SOCWA South Orange County Wastewater Authority 34156 Del Obispo Street Dana Point, CA 92629 To: City of San Clemente City of San Clemente 380 Avenida Pico, Bldg. N San Clemente, CA 92672 To: Santa Margarita Water SMWD District 26111 Antonio Parkway Rancho Santa Margarita, CA 92688 To: Trabuco Canyon Water TCWD District 32003 Dove Canyon Drive PO Box 500 Trabuco Canyon, CA 92678 To: EI Toro Water District ETWD PO Box 4000 Laguna Hills, CA 92653 To: Irvine Ranch Water District IRWD District PO Box 57000 Irvine, CA 92619-7000 To: City of San Juan CSJC Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 To: Contractor Olin Corporation DBA Olin Chlor Alkali Products 26700 South Banta Road Tracy, CA 95304 8.2 This Agreement represents the entire understanding of the SOCWA Entities and Contractor as to those matters contained herein. No prior oral or written understanding will be of any force or effect with respect to those matters covered hereunder. This Agreement may not be modified or altered except in writing signed by both parties. Contractor represents and warrants that its Authorized Representative has been duly and validly authorized to enter into this Agreement. 8.3 The Contractor shall not assign this Agreement, nor any part thereof, nor any monies due, or to become due hereunder, without prior written consent of the SOCWA Entities. Any assignment by the Contractor without the SOCWA Entities' approval shall be cause for termination of this Agreement at the sole option of the SOCWA Entities. In no event shall any contractual relationship be created between any third party and the SOCWA Entities. 8.4 In the event an action is filed by either party to enforce any rights or obligations under this Agreement, the prevailing party will be entitled to recover all attorney's or proceeding fees and court costs, in addition to any other relief granted by the Court. 8.5 The provisions of this Agreement will be interpreted and enforced in accordance with the laws of the State of California. 8.6 Each Agency of the SOCWA Entities acknowledges and agrees with the other Agency of the SOCWA Entities that this Agreement is not intended to establish a joint exercise of powers arrangement under and pursuant to laws of the State with respect to the contractual matters hereunder among such agencies; further, CSC, SMWD, TCWD, ETWD, IRWD, and CSJC each agree that the existing joint powers arrangements established pursuant to the SOCWA Joint Powers Agreement have no bearing or effect on this Agreement and the application thereof to the CSC Facility, SMWD Facilities, TCWD Facilities, ETWD Facilities, IRWD Facilities, or the CSJC Facilities. 8.7 This Agreement may be executed in counterparts, each of which shall be deemed an original. Attachment 1 Contractor Safety Orientation Reference Section 1. 1. CCR Title 8 Section 3220 Emergency Action Plan 2. CCR Title 8 Section 5194 Hazard Communication 3. CCR Title 8 Section 3314 Control of Hazardous Energy (Lockout/Tagout) 4. CCR Title 8 Section 3203 Illness and Injury Prevention Program 5. CCR Title 8 Section 1509 Non -Compliance 6. SOCWA Entities' safety programs (provided by each entity) Section 2. This Contractor Safety Orientation Reference applies to all contractors, including subcontractors. The SOCWA Entities require contractors, including subcontractors, to comply with all applicable safety laws and regulations and with each such entity's safety requirements. Contractors, including subcontractors, are required to share the information set forth above under Section 1 of this Contractor Safety Orientation Reference with other persons brought onto the SOCWA Entities' premises under the contractor's authority and are responsible for the visitor's, contractor's and subcontractor's compliance with the safety requirements listed herein. PROVIDER'S ACKNOWLEDGEMENT OF RECEIPT AND COMPLIANCE By signing below, I acknowledge that: Provider has received the information listed above in Section 1. Provider's representatives understand the material in this reference. Provider agrees to comply with all SOCWA Entities, local, State and Federal safety requirements. Provider and its' representatives will share this information with all visitors, contractors, subcontractors and other people brought onto the SOCWA Entities' premises under Provider's authority. Provider's representatives will be responsible for the compliance of all visitors, contractors, subcontractors and other persons brought onto the SOCWA Entities' premises under Provider's authority. Date: (Authorized signatory of Provider) Appendix 1 Chlor -Alkali RFP Specifications Appendix 2 — Price Sheets Supplemental charges Miscellaneous Charges (If applicable) Split Loads Per Stop (total unloading time of 2 hours) Additional Unloading Time Fuel Surcharge Notes $75.00/stop — after 1 free stop $75.00/per hour Included - Prices do not include applicable sales tax or California Mill Assessment fees - The SOCWA Entities will pay applicable sales tax and California Mill Assessment fees in addition to $/gallon - Due to road access requirements, Coastal Treatment Plant deliveries must be completed by 7:OOam or as specified by Chief Operator. SANTA MARGARITA WATER DISTRICT BY: DATE: GENERAL MANAGER TRABUCO CANYON WATER DISTRICT BY: DATE: GENERAL MANAGER EL TORO WATER DISTRICT _y GENERAL MANAGER IRVINE RANCH WATER DISTRICT DATE: BY: DATE: GENERAL MANAGER CITY OF SAN JUAN CAPISTRANO 107:291 CITY MANAGER APPROVED AS TO FORM: ME CITY ATTORNEY OLIN CORPORATION QE3AOLIN CHLOR ALKALI PRODUCTS BY: J DATE: AUTHORIZED REPRESENTATIVE TITLE: �Llm �� ° joint exercise of powers arrangement under and pursuant to laws of the State with respect to the contractual matters hereunder among such agencies; further, CSC, SMWD, TCWD, ETWD, IRWD, and CSJC each agree that the existing joint powers arrangements established pursuant to the SOCWA Joint Powers Agreement have no bearing or effect on this Agreement and the application thereof to the CSC Facility, SMWD Facilities, TCWD Facilities, ETWD Facilities, IRWD Facilities, or the CSJC Facilities. 8.7 This Agreement may be executed in counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and year first above written. SOUTH ORANGE COUNTY WASTEWATER AUTHORITY BY: GENERAL MANAGER APPROVED AS TO FORM: BOWIE, ARNESON, WILES & GIANNONE Legal �— SOCWA By/cp)nsel i,"/ Patricia B. Giannone CITY OF SAN CLEMENTE BY: MAYOR ATTEST: BY: CITY CLERK APPROVED AS TO FORM: BY: CITY ATTORNEY DATE: DATE: joint exercise of powers arrangement under and pursuant to laws of the State with respect to the contractual matters hereunder among such agencies; further, CSC, SMWD, TCWD, ETWD, IRWD, and CSJC each agree that the existing joint powers arrangements established pursuant to the SOCWA Joint Powers Agreement have no bearing or effect on this Agreement and the application thereof to the CSC Facility, SMWD Facilities, TCWD Facilities, ETWD Facilities, IRWD Facilities, or the CSJC Facilities. 8.7 This Agreement may be executed in counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and year first above written. SOUTH ORANGE COUNTY WASTEWATER AUTHORITY GENERAL MANAGER APPROVED AS TO FORM: BOWIE, ARNESON, WILES & GIANNONE Legal Counsel — SOCWA Patricia B. Giannone CITY OF SAN CLEMENTE BY: MAYOR ATTEST: B ITY CLERK APPROVED AS TO FORM: BY: CI ATTORNEY DATE: DATE: -"lq Z 7 SANTA MARGARITA WATER DISTRICT BY: Cax(�= GENERAL ffANAGER TRABUCO CANYON WATER DISTRICT DATE: _ -7 ZlA C� BY: DATE: GENERAL MANAGER EL TORO WATER DISTRICT BY: DATE: GENERAL MANAGER IRVINE RANCH WATER DISTRICT BY: DATE: GENERAL MANAGER CITY OF SAN JUAN CAPISTRANO BY: DATE: CITY MANAGER APPROVED AS TO FORM: BY: CITY ATTORNEY OLIN CORPORATION DBA OLIN CHLOR ALKALI PRODUCTS BY: DATE: AUTHORIZED REPRESENTATIVE TITLE: IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and year first above written. SOUTH ORANGE COUNTY WASTEWATER AUTHORITY BY: --– DATE: GENERALMANAGER APPROVED AS TO FORM: BOWIE, ARNESON, WILES & GIANNONE Legal Counsel – SOCWA By --- - Patricia B. Giannone CITY OF SAN CLEMENTE MIN MAYOR ATTEST: BY: CITY CLERK APPROVED AS TO FORM: CITY ATTORNEY SANTA MARGARITA WATER DISTRICT DATE: BY: DATE: GENERAL MANAGER TRABUCO CANYON WATER DISTRICT BY: _-%� /��=; — DATE: GENERAL MANAGER SANTA MARGARITA WATER DISTRICT xw GENERAL MANAGER TRABUCO CANYON WATER DISTRICT lu GENERAL MANAGER EL TORO WATER DISTRICT BY: /, /-- -UE'-NERAL MANAG R IRVINE RANCH WATER DISTRICT m GENERAL MANAGER CITY OF SAN JUAN CAPISTRANO m CITY MANAGER APPROVED AS TO FORM: m. CITY ATTORNEY DATE: DATE: DATE: DATE: DATE: OLIN CORPORATION DBA OLIN CHLOR ALKALI PRODUCTS BY: DATE: AUTHORIZED REPRESENTATIVE TITLE: SANTA MARGARITA WATER DISTRICT f213 GENERAL MANAGER TRABUCO CANYON WATER DISTRICT GENERAL MANAGER EL TORO WATER DISTRICT GENERAL MANAGER IRVINE RANCH WATER DISTRICT BY: CG GENERAL MANAGER CITY OF SAN JUAN CAPISTRANO Aw CITY MANAGER APPROVED AS TO FORM: CITY ATTORNEY DATE: DATE: DATE: DATE: f 3 ZJ16 DATE: OLIN CORPORATION DBA OLIN CHLOR ALKALI PRODUCTS BY: DATE: AUTHORIZED REPRESENTATIVE TITLE: SANTA MARGARITA WATER DISTRICT BY: GENERAL MANAGER TRABUCO CANYON WATER DISTRICT BY: GENERAL MANAGER EL TORO WATER DISTRICT BY: GENERAL MANAGER IRVINE RANCH WATER DISTRICT BY: GENERAL MANAGER CITY OF SAN JUN CAP TRANO BY: ` CITY MANAGER APPROVED AS TO FORM: BY: CITY A TORNEY DATE: DATE: DATE: DATE: DATE: l' 2&-I( OLIN CORPORATION DBA OLIN CHLOR ALKALI PRODUCTS BY: DATE: AUTHORIZED REPRESENTATIVE TITLE: