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HomeMy WebLinkAboutCity of Tamarac Resolution R-2017-019Temp. Reso. # 12915 March 22, 2017 Page 1 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2017--/ q A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA APPROVING THE PURCHASE OF DIESEL FUEL AND GASOLINE FROM PORT CONSOLIDATED, INC. UTILIZING THE CITY OF POMPANO BEACH RFP NUMBER E-13-17 ON BEHALF OF THE SOUTHEAST FLORIDA GOVERNMENT PURCHASING COOPERATIVE; AUTHORIZING PURCHASE OF DIESEL FUEL AND GASOLINE IN THE QUANTITIES NEEDED BASED ON THE OPIS FUEL INDEX COST AT THE TIME OF DELIVERY; EFFECTIVE APRIL 1, 2017 THROUGH MARCH 31, 2018 OR AS EXTENDED BY THE CITY OF POMPANO BEACH; AUTHORIZING PROPER CITY OFFICIALS TO EXECUTE CONTRACT RENEWALS; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, gasoline and diesel fuels are necessary in order to operate the City fleet; and WHEREAS, The Tamarac Procurement Code, §6-148, allows the Purchasing Officer the authority to waive purchasing procedures and purchase goods and services which are the subject of contracts with other governmental agencies; and WHEREAS, the City of Pompano Beach issued RFP # E-13-17, on behalf of the Southeast Florida Governmental Purchasing Cooperative, (Co-op), incorporated herein by reference and on file in the office of the City Clerk; and WHEREAS, on March 14, 2017, the City Commission of the City of Pompano Beach approved Ordinance 2017-132, upon second reading, which awarded RFP # E-13-17 to and authorized an Agreement with Port Consolidated, Inc. for the purchase of diesel fuel and gasoline, a copy of the approved Ordinance 2017-132 and the Agreement between the Temp. Reso. # 12915 March 22, 2017 Page 2 City of Pompano Beach and Port Consolidated, Inc. are attached hereto as Exhibit 1 and Exhibit 2, respectively; and WHEREAS, the City of Tamarac is a member of the Southeast Florida Governmental Purchasing Cooperative Group, and WHEREAS, funds are available for the purchase of diesel fuel and unleaded gasoline; and WHEREAS, it is the recommendation of the Director of Public Services, the Director of Financial Services, and the Purchasing and Contracts Manager that the City of Pompano Beach Co-op RFP # E-13-17 be utilized for the purchase of diesel fuel and gasoline; and WHEREAS, the City Commission of the City of Tamarac, Florida deems it to be in the best interest of the citizens and residents of the City of Tamarac to purchase diesel fuel utilizing this City of Pompano Beach Cooperative Purchasing Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, THAT: SECTION 1: The foregoing "WHEREAS" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof, and all exhibits referenced and attached hereto are incorporated herein and made a specific part of this resolution. Temp. Reso. # 12915 March 22, 2017 Page 3 SECTION 2: The City Commission of the City of Tamarac HEREBY authorizes the use of the Cooperative Purchasing Agreement RFP E-13-17 and the appropriate City Officials are HEREBY authorized to purchase diesel fuel and gasoline from Port Consolidated, Inc. under Co-op RFP # E-13-17, incorporated herein by reference and on file in the office of the City Clerk. SECTION 3: The purchase of diesel fuel and gasoline utilizing the City of Pompano Beach Co-op RFP # E-13-17 is hereby authorized in quantities needed based on the OPIS Fuel Index at the time of delivery. SECTION 4: The appropriate City Officials are HEREBY authorized to extend or renew the Agreement with Port Consolidated, Inc. for the purchase of diesel fuel and gasoline utilizing the City of Pompano Beach Co-op RFP # E-13-17 commensurate with the renewal or extension of the Agreement by the City of Pompano Beach on behalf of the Southeast Florida Governmental Purchasing Cooperative. SECTION 5: All Resolutions or parts of Resolutions in conflict herewith are hereby repealed to the extent of such conflict. Temp. Reso. # 12915 March 22, 2017 Page 4 SECTION 6: If any provision of this Resolution or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications, and to this end the provisions of this Resolution are declared to be severable. SECTION 7: This Resolution shall become effective immediately upon its passage and adoption PASSED, ADOPTED AND APPROVED this day of''n` '- 2017. HARRY DRESSLER MAYOR ATTEST: 4"Pei PATRICIA TEUFE , C C CITY CLERK RECORD OF COMMISSION VOTE: MAYOR DRESSLER DIST 1: COMM. BOLTON DIST 2: COMM. GOMEZ DIST 3: COMM. FISHMAN DIST 4: VICE MAYOR PLACKO 17 I HEREBY CERTIFY THAT I HAVE APPROVED THIS RESOLUTION AS TO F R/M SAM EL S. GOREN CITY ATTORNEY 7 Agenda Date: 02/14/2017 File ID: 17-235 Version: 1 Department: General Services Subject: City of Pompano Beach Agenda Item Cover Page Type: Approval Request TR 12915 - Exhibit 1 100 West Atlantic Blvd. Pompano Beach, FL 33060 Agenda Number: 2. Status: Consent Agenda Ready In Control: City Commission File Created: 02/06/2017 Final Action: Title: Approve ranking order for RFP E-13-17 Unleaded Gasoline and Diesel Fuel for Southeast Florida Governmental Purchasing Cooperative Group, and authorize staff to negotiate and enter into a contract with the highest -ranked firm, Port Consolidated, Inc. (No cost at this time) (Fiscal Impact: N/A) Contract Expiration Date: Strategic Initiative: Approval History Enactment Date: Enactment Number: Location: Version Seq # Action Date Approver Action Due Date 1 1 2/7/2017 Otis Thomas Approve 2/9/2017 1 2 2/7/2017 Rob McCaughan Approve 2/9/2017 1 3 2/7/2017 Suzette Sibble Approve 2/9/2017 1 4 2/7/2017 Brian Donovan Approve 2/9/2017 1 5 2/7/2017 Phyllis Korab Approve 2/9/2017 1 6 2/8/2017 Dennis Beach Approve 2/9/2017 1 7 2/8/2017 Kervin Alfred Approve 2/10/2017 History of Legislative File Ver- Acting Body: Date: Action: Sent To: Due Date: Return Result: sion: Date: 1 City Commission 02/14/2017 Text of Legislative File 17-235 Summary Explanation/Background: RFP E-13-17 was issued to establish a contract for the as -needed purchase of unleaded gasoline and diesel fuel for the City as lead agency for the thirty-nine (39) participating members of the Southeast Florida Governmental Purchasing Cooperative Group. City Commission approval of the ranking Page 1 TR 12915 - Exhibit 1 Agenda Item Cover Page Continued (17-235) order presented by the Selection/Evaluation Committee is requested, and authorization is requested for appropriate City staff to negotiate and enter into a contract with the highest -ranked firm, Port Consolidated, Inc. Further authorization is requested to negotiate and enter into a contract with the succeeding ranked firm should an impasse occur in the negotiations with the recommended firm. Origin of request for this action: Staff Fiscal impact and source of funding: No cost at this time: 507-5720-597.52-10/Operations Supplies/Fuel (Staff Contact: Robert McCaughan) Page 2 TR 12915 - Exhibit 1 MEMORANDUM Purchasing #17-061 February 6, 2017 To: Dennis W. Beach, City Manager Through: Otis J. Thomas, General Services Director From: Jeff English, Purchasing Agent Subject: Award RFP E-13-17 Unleaded Gasoline and Diesel Fuel for Southeast Florida Governmental Purchasing Cooperative Group Contract Need/Background The City of Pompano Beach issued RFP E-13-17 to establish an annual contract for the as - needed purchase of unleaded gasoline and diesel fuel. The City issued this RFP as the lead agency, on behalf of our City and thirty-eight other governmental agencies in the Southeast Florida Governmental Purchasing Cooperative. The estimated quantities stated in the solicitation include anticipated requirements from all of the participating agencies, including the City of Pompano Beach. Notice List The notice list for this project was created by using companies suggested by the requesting department, companies that have responded to prior solicitations, companies that have requested their names be placed on the notice list, and companies from appropriate listings in other sources. Number of proposals received.......................................................................6 Advertising The RFP was advertised in the Sun Sentinel, and notices were sent to bid notice agencies throughout the nation. The RFP package was also posted in the City's eBid system for download by interested firms. Selection/Evaluation Committee Six responses were received to the solicitation. The Selection/Evaluation Committee met on January 30 (in a public meeting) to review and evaluate the responses. The Committee determined that the top three firms would be asked to make presentations to the Committee. Presentations were made to the Committee at the public meeting held on February 6. After the presentations the Committee ranked the short-listed firms. Copies of the minutes and voting matrix from each meeting and scoring sheets, and the RFP document, are attached. Recommendation The recommendation from the Selection/Evaluation Committee to the City Commission is to approve the ranking order, and authorize the City staff to negotiate and enter into a contract with the highest -ranked firm Port Consolidated Inc., with additional authorization to negotiate with the succeeding ranked firm should an impasse occur in the negotiations with the recommended firm. TR 12915 - Exhibit 1 Purchasing #17-061 Page 2 February 6, 2017 cc: File Southeast Florida Governmental Purchasing Cooperative TR 12915 - Exhibit 1 MEMORANDUM 16 DEC 21 PM 1 150 Purchasing ## 17-040 December 20, 2016 To: Dennis W. Beach, City Manager Through•. Otis J. Thomas, General Services Director From: Jeffrey English, Purchasing Agent Subject: Cooperative solicitation requiring fewer City staff members The City of Pompano Beach has replaced Coral Springs as the lead agency for the Southeast Florida Governmental Purchasing Cooperative Group's solicitation for Unleaded and Diesel Fuel. Purchasing therefore requests exception the rule rewiring "at least three (3) city staff members" to be evaluators. For Requests for Proposals (RFP) for City services, the following language is stated in the purchasing manual; The Evaluation Committee is comprised of at least three (3) city staff members (designated as voting members) as selected by the departmentldivis on head whose requirement was the basis for the RFP. The Southeast Florida Governmental Purchasing Cooperative Group (Co-op) is comprised of forty-five (45) agencies. For the City to maximize the economy of scale, purchasing creeds the participation of as many Co-op agencies as possible; particularly the larger volume agencies like the School Districts of Palm Beach and Broward County. As the RFP 'forUnleaded and Diesel Fuel is a cooperative solicitation, and not just a City of Pompano Beach purchase, the General Services Department requests an exception to the requirement for establishedCity evaluation cornrnittee procedures. Please indicate your concurreneelnon-concurrence and sign in the space provided beiow. C C UR: NON-CONCUR:&1,-9— ld/ ity Date City Manager Date Comments: TR 12915 - Exhibit 1 MINUTES SELECTION / EVALUATION COMMITTEE RFP #E-13-17 UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP Engineering Large Conference Room 10:00 a.m. 02/06/17 The following voting members of the committee were present: Stephen Bush: Fleet Manger, Town of Davie Forrest Hall: Fleet Operations Manager, City of Pompano Beach Ross Meslin: Fleet Manager, Broward County Angelo Salomone: Puchasing Administator, City of Coral Springs Paul Strauss: Director of Environmental & Conservation Services, School District of Palm Beach County Also in attendance: Neil Kutchera: Assistant Port Director of Port Everglades, Jeff English: Purchasing Agent, Antonio Pucci: Contract Manager, and Otis Thomas: General Services Director This meeting was held for presentations from the three firms that had been scored highest by the Committee at the meeting held on January 30. This meeting was posted as a "Public Meeting" both at City Hall and at the Purchasing Division office, and on the City's website. The schedule of presentations was: 10:05 a.m. Port Consolidated, Inc. 10:40 a.m. Macmillan Oil Company LLC 11:15 a.m. Mansfield Oil Co. of Gainesville Each firm was given fifteen minutes for their presentation, with a fifteen -minute question -and - answer period immediately following. During their presentations, the firms discussed their capabilities and experience. The Committee had specific follow-up questions for each firm. After the final presentation the Committee discussed their perception of each presentation and each firm's overall response to the cooperative solicitation. Committee members scored the firm they considered most qualified to provide the required services to the City 1," and the next - most -qualified "2," etc. The firm with the fewest total points would be ranked #1. The members proceeded to score the short-listed firms with the following results: 1 Port Consolidated, Inc ..............................6 points 2 Macmillan Oil Company LLC....................9 points 3 Mansfield Oil Co. of Gainesville ............. 15 points A copy of the voting matrix is attached. An agenda item will be prepared to present the final ranking to the City Commission for their approval to negotiate and enter into a contract, with Port Consolidated, Inc., the highest -ranked firm. The meeting adjourned at approximately 12:20 p.m. Q O d d O O U rn c .N L a �a c o ao � N O X O> fA C ~ am «+ Ur Lb y z a. LL y LL *, � O Ofm0. m� � � N � J O C W O L. L N d LL 4) N 0 06 a� _C O N m 0 N 'a m _d C z_ Y z N cM Q 1111111 N c M N fu O O O C n N M 2E C .N O N co N cn O m 0) N M e— L O LL L m N N M •- L af w m W 2 w w F O _ f6 O U O o c U O v- U L U a� L_ O (D U N a O L o- L yL-+ a) 0 n 0 a� 7 O E N N a co c O U E c.= N O C N U 3 w O O O U U m TR 12915 - Exhibit 1 FINAL ORDINAL RANKING RFP E-13-17, UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP FIRM. Macmillan Oil LLC Mansfield Oil Company of Gainesville Port Consolidated, Inc. Uit the reasons for this evaluation (justify the rating/scoring): Vpe!� 7exc L e jo �5�Ler r�� �Pvbv �C�v A �IL �L Vetz"I" 'Sel V1,41F u -j 2=11 I= wr 2z Signature of Evaluator Date Printed Name TR 12915 - Exhibit 1 FINAL ORDINAL RANKING RFP E-1.3-17 UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PQRCHASING,COOPERATIVE GROUP RANKING Macmillan Oil LLC Mansfield Oil Company of Gainesville Port Consolidated, Inc. List the reasons for this evaluation Oustify the rating/scoring): 7&,L W mv �;Ignature', of Evaluator WtV Printed Name TR 12915 - Exhibit 1 FINAL ORDINAL RANKING FIRM Macmillan Oil LLC Mansfield Oil Company of Gainesville Port Consolidated, Inc. List the reasons for this evaluation (justify the rating/scoring): RANKIN e2 *3 -x,- —t4 Ask - Signature of Evaluator Date Printed Name TR 12915 - Exhibit 1 FINAL ORDINAL RANKING RFP E-1:3-17 UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP FIRM Macmillan Oil LLC` Mansfield Oil Company of Gainesville Park Consolidated, Inc. List the reasons for this evaluation (justify the rating/scoring}; "T' ���vu flab ♦ f f � + y�iqp Date RANKING t Printed Flame TR 12915 - Exhibit 1 RFP E- 13-17 -&4sv, j F,,& �Pr- �T—FJJEL E!QBAQ&Wh&AST FLORIDA ENSLIL601 F-Irs go ,-'Macmillan Oil LLC Mansfield Oil Company of Gainesville Port Consolidated, Inc. List the reasons for this evaluation (justify the rating/scoring): -- -i . . . . ............ I I - I/ %A0 Signature of Evaluator Date Printed Name TR 12915 - Exhibit 1 RFPE-13-17 UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP IM Macmillan Oil LLC Mansfield Oil Company of Gainesville List the reasons for this evaluation (justify the rating/scoring): 4- (z'S lei -a� t�r r?o � K cc::::� . �J Llar> C � crz:% C- ",S . - -/fir � t2Z,�rL;::- . Signature of Evaluator Date Printed Name TR 12915 - Exhibit 1 w RFP E-13-17 "I& • MAI. a-LALKEAJESa,-FJlEL FQ M Mm ow Macmillan Oil LLC ,,-' Mansfield Oil Company of Gainesville Port Consolidated, Inc. List the reasons for this evaluation {justify the rating/scoring): 02 M- e3, 00 k Signature of Evaluator Date Printed Name TR 12915 - Exhibit 1 MINUTES SELECTION / EVALUATION COMMITTEE RFP #E-13-17 UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP Engineering Large Conference Room 10:00 a.m. 01/30/17 The following voting members of the committee were present: Stephen Bush: Fleet Manger, Town of Davie Forrest Hall: Fleet Operations Manager, City of Pompano Beach Ross Meslin: Fleet Manager, Broward County Angelo Salomone: Puchasing Administator, City of Coral Springs Paul Strauss: Director of Environmental & Conservation Services, School District of Palm Beach County Also in attendance: Michelle Wilcox: Purchasing Agent for Broward County School Board, Jeff English: Purchasing Agent, Antonio Pucci: Contract Manager, and Otis Thomas: General Services Director The meeting was held to evaluate the proposals received in response to the City's solicitation to establish a contract for unleaded gasoline and diesel fuel in behalf of the Southeast Florida Governmental Purchasing Cooperative Group. This meeting was posted as a "Public Meeting" both at City Hall and at the Purchasing Division office, and on the City's website. Six firms submitted responses to the City's Request for Proposals. Angelo Salomone led the technical discussion. The Purchasing Agent reviewed evaluation procedures and distributed Conflict of Interest Statements for completion by all voting members. Each Committee member had reviewed all of the responses in advance of the meeting. The Committee discussed each of the proposals in alphabetical order, and scored the responses using voting forms containing the evaluation criteria published in the RFP, with the following results: 1) Port Consolidated, Inc..................................393 2) Macmillan Oil Co. LLC................................. 381 3) Mansfield Oil Co. of Gainesville ...................273 4) Indigo Energy Partners LLC.........................249 5) Pro Energy LLC...........................................223 6) RKA Petroleum, Inc ..................................... 214 A copy of the voting matrix is attached. The Committee reviewed the results, and decided to request presentations of the top three firms. The Committee agreed each firm should be given identical issues to address in their presentation, with the discussion points to be confirmed via email to the Purchasing Agent. Up to fifteen minutes will be allowed for each presentation, with fifteen minutes scheduled for questions from the Committee. The meeting will be scheduled for a future date to be determined based upon availability of the Committee members. The meeting adjourned at approximately 12:04 a.m. U C O Ln M 00 O� Ln N Lr) rlj ) NO M / O d 2) Ln O Ln Ln Ln lD Lf) M Lf) N O N Qr D � _0 O 0 0 0 0 0 0 0 0 0 0 00 N ,--i v-4 00 O w U �O U a — w a -a-j C O Lf ) In Lf) Lf) O O Ln M ca N .-i N ,--i . 4 Ln Z E U — U v a O� J ca O N O) Ln C:) 00 � Q - - N ON C) *-i CO W o cL E z U 2) LU O u (j C J 0 w i LO O Ln O 00 co 00 1.0 N V- O a) p1 C i u _ II 4 II w O C: l§ C a; � O 00 ° Opt O O O I� 'O to 1 I 1 1 O 6666 O O O O M U) C Lu J O �— O O w d M to N O J w N O w cn Cn a) a) c Z (4 fo Q U cv U co L. U U M s E o= E 6— U 0 U) _ N M a) U 47 C C� a) � �+ C� CD c Q z _� cncm E�1 v1 E _�,La� O UVfLL_WIYU E a) O 0 UU.U- 0 E W�U o 0 N O a� m ca a a O C� w w a O O U Z_ V) Q 2 U w M a J F- Z W z W O C7 Q O .J LL W D O M � rti Q W J W .i M C)w J W Ln O W 0) C 3 C Z Q w �z O J `O O nQ E U U LU w W J Q D U C Ln N ON (D NO d' O (-D � a 0) (D C C) n N W NO 0) O J d J 4- (0 Od O O O O O V- N .--I N m U -t U a- O 0 (6 CL f V N tp C f0 U =U O J J c (B C Ln rl-% ^ Ln N 00 UcL E Cc � U 2) U J C J w i O Ln O .O N ) N tD l71 � a a 4 C) C) C) C) O O [r 6666 N .--i M (p O 4- O a N O N mCL U c�a cuU cu E o = c U E -S- cn a% is Ul @ :3 cn E N O Nu - uWU EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME. 11jol-(z6- Criteria Point Ranne score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 lC Total 0-100 List the reasons for this evaluation (justify the rating/scoring): /'J 0 5- Ft 6 P I 6�j C'O A),C F A.) W1j—Z42,Aj S-7,0 P4 /007- PP10kj7- I ,1 ( 4� Z - 5 0 - OF,-A-1 A Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: A( Criteria Point Ranne Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action *Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 0� 0 Total 0-100 List the reasons for this evaluation oustify the rating/scoring): r r<,� Sig re Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: A0105FIt--Z-b, Criteria Point Range Score 1, Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) * Fuel supply delivery capability from Port Everglades *Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 2 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 Total 0-100 List the reasons for this evaluation (justify the rating/scoring): 5 o L; F1 z-7,F7,- a57-yoRd6 e057' 14tC,4 F,9P- 74kg u,'466AD oe Sig `ffiaffire of Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: re rzr C Criteria Point Rance Score 1. Firm Qualifications and Capabilities 0-40 4)0 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades. • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0.20 (Factors including but not limited to the fallowing) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience: • Number of Locations 4. Cost 0-30 /D Total 0-100 List; the reasons for this evaluation (justify the rating/scoring): C' fU L F F'T 010,V t 6 r- 1 .,30 - Sigr atu a of Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: FRO 0i Criteria Point Ranae Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action *Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 Total 0-100 75 List the reasons for this evaluation (justify the rating/scoring): r-tLEr AqgL.-i�r- COMN-A)J -- riffin C /02) y 1A) -�>,, M 1-50-1-1cis Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 - UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: !T Criteria Point Ranne Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 Total 0-100 List the reasons for this, evaluation (justify the rating/scoring): EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: Criteria Point Ranne Score 11. Firm Qualifications and Capabilities 0-40 to (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action *Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 Total 0-100 List the reasons for this evaluation (justify the rating/scoring): M s?Fn'atur6 of Evaluator Dite Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 - UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDORNAME: Criteria Point Ranee Scare 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) * Fuel supply delivery capability from Port Everglades *Contracting Terms and Conditions proposed 2, Emergency Supply Capabilities 0-20 10 (Factors including but not limited to the following) * Control of storage facilities in Tri-County area *Contingency plan of action * Availability of regional emergency storage 3. References 0-10 10 (Factors including but not limited to the following) * Years experience * Number of Locations. 4. Cost 0-30 Total 0-100 _ List the reasons for this evaluation {justify the rating/scoring): J 1�,Lw 111,112, �/ #,Ia ure of Evaluator to Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: a&s Criteria Point Ranue Score 1. Firm Qualifications and Capabilities 0-40 2-0 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 15 Total 0-100 List the reasons for this evaluation (justify the rating/scoring): 147 'oe 61gnature of Evaluator to Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE a DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: X -soJu Criteria Point Range Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 zo (Factors including but not limited to the following) • Control of storage facilities in Tn-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0- 0 1 Total 0-100 List the reasons for this evaluation (justify the rating/scoring); ,!"-4 h0h ax s .� Ignature of Evaluator 06te Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 - UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: ? tt �V Criteria Point Ranne Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the fallowing) • Fuel supply delivery capability from Part Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0.20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Gast 0-30 Total 0-100 List the reasons for this evaluation (justify the rating/scoring): Signature of Evaluator Yate Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-1 3-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: k li p4eoleivl Criteria Point Range Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) *Control of storage facilities in Tri-County area & Contingency plan of action *Availability of regional emergency storage 3. References 0-10 2— (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 Total 0-100 List the reasons for this evaluation {justify the rating/scoring): 140 f 2 Sig'ba-ture of Evaluator rDa(e Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-1 3-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: Y, Criteria Point Ranee Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 Total 0-100 List the reasons for this evaluation {justify the rating/scoring): ,--,I Signat6re of Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: C_011/ 11ae,01 Criteria Point Ranue Score I. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action *Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 20 Total 0-100 7-7 List the reasons for this evaluation (justify the rating/scoring): FA - gl - Signature of Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 REP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: 6 Criteria Point Range Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) * Fuel supply delivery capability from Port Everglades *Contracting Terms and Conditions proposed 2. Ernergency Supply Capabitities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations j n 4. Cost 0-30 Total 0-100 List the reasons for this evaluation (justify the rating/scoring): Signature of Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP 4WVENDORNAME: —,,0o,750X, /— Criteria I. Firm Qualifications and Capabilities (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities (Factors including but not limited to the following) e Control of storage facilities in Tri-County area *Contingency plan of action *Availability of regional emergency storage 3. References (Factors including but not limited to the following) • Yearsexperience • Number of Locations im List the reasons for this evaluation {justify the rating/scoring): K Point Ranne Im 0-40 3 0-20 ellt 0-10 7 0-30 No Signahrre of Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: 7 0 Criteria Point Ranne 9—cm 1. Firm Qualifications and Capabilities 0-40 zo (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 1Z 4. Cost 0-30 Total 0-100 qS List the reasons for this evaluation Oustify the rating/scoring): -ow 4 ZLJ 1, ignatuFe of Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: Criteria Point Range Score 1. Firm Qualifications and Capabilities 0-40 / G (Factors including but not limited to the following) • Fuel supply delivery capability from Part Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action *Availability of regional emergency storage 3. References 0-1>0 (Factors including but not limited to the following) • Years experience • Number of Locations e- 4. Cost 0-30 Total 0-100 List the reasons for this evaluation {justify the rating/scoring): q A IPA, ICI .se 5ignatu of Evaluator Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: z Criteria Point Range Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) * Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0.10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 ou- Total 0-100 � 2- List the reasons for this evaluation (justify the rating/scoring): flip. MWT Emma.? mew 90� EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: Pifalc^ 0 / L- Criteria Point Range Score 1. Firm Qualifications and Capabilities 0-40 .55 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 17 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 as Total 0-100 24_ List the reasons for this evaluation (justify the rating/scoring): SEWL M Ai, (it 0 A/ Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 - UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDORNAMF: Of% -- Criteria 1. Firm Qualifications and Capabilities (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost Im List the reasons for this evaluation (justify the rating/scoring): AIM, IEEE= Point Ranne Store 0-40 0-20 I 0-10 (0 0-30 ') j 0.100 to 't 1 1-0 CAL Vfl�1C1AS OW00 f11141 /+tQ6tw Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 - UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: i`Ozv Coas'OL-) DA;rvm Criteria Point Rance 90M I. Firm Qualifications and Capabilities 0-40 41) (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action *Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 2o Total 0-100 90 List the reasons for this evaluation (justify the rating/scoring): All" 02= EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 - UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDORNAME:, ?m &tzk Criteria Point Range Score 1. Firm Qualifications and Capabilities 0-40 2 o. (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0.20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0.10 (Factors including but not limited to the fallowing) • Years experience • Number of Locations 20 4. Cost 0-30 Total 0-100 List the reasons for this evaluation (justify the rating/scoring)': d M AN w 5 AuA'v we, 6'luaior Date Printed Name EVALUATION CRITERIA TR 12915 - Exhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: Criteria Point Range I 'Score 1. Firm Qualifications and Capabilities 0-40 2,0 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area *Contingency plan of action *Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience * Number of Locations 4. Cost 0-30 10 Total 0-100 /Y 7 List the reasons for this evaluation {justify the rating/scoring): A EVALUATION CRITERIA xhibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: Criteria Point Ranoe 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3, references 0-10 (Factors including but not limited to the following) • fears experience • Number of Locations 4. Cost c?,!IL- � 3° `' 'Aa- Total List the reasons for this evaluation (justify the rating/scoring): �M Signature ator Date Printed Name 00 ([:� Sere L. 0 EVALUATION CRITERIA T R 1291 E�bli >t 1 RFP E-1 3-17 - UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: �41 C 0-4� z5t-- 1. Firm Qualifications and Capabilities (Factors including but not limited to the following) a Fuel supply delivery capability from Port Everglades * Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action *Availability of regional emergency storage 3. References (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cast M List the reasons for this evaluation (justify the rating/scoring): t; Point Range Score 0-40 I-,-- 0-20 a 0-30 ?- C1> - yj Alta- �c�a Si v ure tWaluator Date Printed Name > mm EVALUATION CRITERIA T 6129� r[�5x/h"ibit 1 RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAW Criteria Point Rana Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) *Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 e--� Total 0-100 V� List the reasons for this evaluation justify the rating/scoring): ;ignature of Evaluator Date Printed Name EVALUATION CRITERIA TR 2915 - it 1 i RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA &�NAMEtN61- PURCHASING COOPERATIVE GROUP VENDOR NAME: O < C 1r —Z.:=, 9:i�— Criteria Point Range Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action *Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 ,-7 Total 0-100 4 List the reasons for this evaluation (justify the rating/scoring): t 00-�- -.W C- (,A. Signafure of Evaluator Date Printed Name EVALUATION CRITERIA k, TR 129'1��it 1 RFP�E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: Criteria Point Ranee Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) e Fuel supply delivery capability from Port Everglades *Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action *Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 Total 0-100 List the reasons for this evaluation (justify the rating/scoring): -0AOC-- Sid'hature of Evaluator Date 4\ Printed Name EVALUATION CRITERIA TR 1291(:k RFP E-13-17 — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP VENDOR NAME: Criteria Point Range Score 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades • Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 0A 4. Cost 0-30 Total 0-100 List the reasons for this evaluation (justify the rating/scoring): ,,- (,� L""o " 4-IJ14. . Wk L-b--C-') 41 6AZ L 2-4 i;ignAture of Evaluator Date Printed Name TR 12915 - Exhibit 2 CONTRACT THIS AGREEMENT is made and entered into this day of , 2017, by the CITY OF POMPANO BEACH, hereinafter referred to as "City" and PORT CONSOLIDATED, INC., a Florida corporation, hereinafter referred to as "Contractor." WHEREAS, City requires services which Contractor is capable of providing, under the terms and conditions hereinafter described or referenced; and WHEREAS, Contractor is able and prepared to provide such services as City does hereinafter require, under those terms and conditions set forth; and WHEREAS, the City of Pompano Beach is acting as lead agency for the Southeast Florida Governmental Purchasing Cooperative Group, and the City enters into a contract with Port Consolidated, Inc. for the purchase of unleaded gasoline and diesel fuel, in accordance with the pricing, terms and conditions of RFP E-13-17; and WHEREAS, Contractor agrees to provide all members of the Southeast Florida Governmental Purchasing Cooperative Group with the same pricing as the City of Pompano Beach. NOW, THEREFORE, in consideration of those mutual promises and the terms and conditions set forth hereafter, the parties agree as follows: 1. Contract Documents. The Contract Documents consist of this Agreement; Exhibit "A" — RFP E-13-17; Exhibit `B" — Proposal of Port Consolidated, Inc.; Exhibit "C" — Rate Schedule; and all written change orders and modifications issued after execution of this Agreement. These form the Contract and all are as fully a part of the Contract as if attached to this Agreement or repeated herein. 2. Purpose. City hereby contracts with Contractor to provide for the purchase of unleaded gasoline and diesel fuel upon the terms and conditions herein set forth and the Contract Documents. 3. Scope of Work. Contractor will provide the services to be rendered as set forth in Exhibit "A" (RFP E-13-17), attached hereto and by reference incorporated herein and made a part hereof. Contractor agrees to provide all members of the Southeast Florida Governmental Purchasing Cooperative Group, as listed in Attachment `B" of RFP E-13-17, ("Participating Agencies"), and as may be added during the period of this Agreement, with the same pricing as the City of Pompano Beach. 4. Term of Contract. This Contract shall be for a term of three (3) years or less beginning with the date this Contract is fully executed by both parties. TR 12915 - Exhibit 2 5. Renewal. In the event City determines the Contractor to be in full compliance with this contract and Contractor's performance to be satisfactory, then City, with City Commission approval, shall have the option to renew this contract for an additional period of two (2) years upon the written consent of both the City and the Contractor, and provided that City will provide notification within sixty (60) days of termination date of its intention. 6. Maximum Obligation. City agrees to pay Contractor in consideration for its products and services described herein. It is the intention of the parties hereby to insure that unless otherwise directed by the City in writing, Contractor will continue to provide services as specified in Exhibit "A" for the term of the contract. City shall be responsible only for payment for products and services provided to City and not for purchases from Contractor by Participating Agencies. 7. Price Formula. City agrees to pay Contractor for performance of the services set forth in this Agreement as set forth in the Rate Schedule attached hereto as Exhibit "C" and incorporated herein. 8. Invoices. Contractor shall submit the invoices to City and Participating Agencies for their agency's purchases only, and payments made in the manner provided in Paragraph U.I I of RFP E-13-17. All payments by the City and Participating Agencies, shall be made after the service has been provided. 9. Disputes. A. Any factual disputes between City and the Contractor in regard to this Agreement shall be directed to the City Manager for the City, and such decision shall be final. B. Any action brought against either party to enforce this Agreement will be brought in Broward County, Florida. 10. Communications. All notices hereunder and communications with respect to this Agreement shall be effective upon the mailing thereof to the persons named below. If to Contractor: Port Consolidated, Inc. Donald R. Carlton, Jr., President P. O. Box 350430 Fort Lauderdale, Florida 33335 If to City: City of Pompano Beach City Manager P. O. Box 1300 Pompano Beach, Florida 33060 11. Information and Documents. All information, data, reports, as are existing, if any, and necessary for carrying out the work as outlined in Exhibit "A" hereof, shall be furnished to Contractor without charge by City, and City shall cooperate in the carrying out of the work without undue delay. Service Contract Page 2 of 7 TR 12915 - Exhibit 2 12. Termination. This Agreement may be terminated pursuant to Paragraph Q of RFP E- 13-17. 13. Force Majeure. Contractor shall not be held responsible for losses, delays, failure to perform or excess costs caused by events beyond the control of the Contractor. Such events may include, but are not restricted to the following: Acts of God; fire, epidemics, earthquake, flood or other natural disaster; acts of the government; riots, strikes, war or civil disorder; unavailability of fuel. 14. Insurance. Throughout the term of this Agreement, Contractor shall procure and maintain liability insurance in the type and amounts set forth in RFP E-13-17 attached hereto. Such insurance shall specify that it is issued on an "occurrence" basis. Contractor shall name City as additional insured on said policies and shall provide evidence of such insurance. Such policies shall provide that they may not be canceled without at least thirty (30) days' notice to City. 15. Indemnity. The Contractor shall defend, indemnify and hold the City, all Participating Agencies in the Purchasing Cooperative Group, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or in connection with the performance of this Agreement, except for injuries and damages caused by the sole negligence of the City. The parties agree that one percent (1%) of the total compensation paid to Contractor for the work of the contract shall constitute specific consideration to Contractor for the indemnification to be provided under the contract. Nothing in this Agreement shall be construed to affect in any way the rights, privileges and immunities of the City and agencies, as set forth in Section 768.28, Florida Statutes. 16. Assignment. Contractor shall not assign all or any portion of this Agreement without the prior written consent of the City, and it is agreed that said consent must be sought in writing by Contractor not less than fifteen (15) days prior to the date of any proposed assignment. 17. Performance Under Law. The Contractor, in the performance of duties under the Agreement, agrees to comply with all applicable local, state and/or federal laws and ordinances including, but not limited to, standards of licensing, conduct of business and those relating to criminal activity. 18. Audit and Inspection Records. The Contractor shall permit the authorized representatives of the City to inspect and audit all data and records of the Contractor, if any, relating to performance under the contract until the expiration of three years after final payment under this contract. The Contractor further agrees to include in all his subcontracts hereunder a provision to the effect that the subcontractor agrees that City or any of their duly authorized representatives shall, until the expiration of three years after final payment under the subcontractor, have access to and the right to examine any directly pertinent books, documents, papers and records of such subcontractor, involving transactions related to the subcontractor. 19. Adherence to Law. Both parties shall adhere to all applicable laws governing their relationship with their employees including, but not limited to, laws, rules, regulations and policies Service Contract Page 3 of 7 TR 12915 - Exhibit 2 concerning worker's compensation, unemployment compensation and minimum wage requirements. 20. Independent Contractor. The Contractor shall be deemed an independent Contractor for all purposes, and the employees of the Contractor or any of its contractors, subcontractors and the employees thereof, shall not in any manner be deemed to be employees of City. As such, the employees of the Contractor, its Contractors or subcontractors, shall not be subject to any withholding for tax, social security or other purposes by City, nor shall such Contractor, subcontractor or employee be entitled to sick leave, pension benefits, vacation, medical benefits, life insurance, workers or unemployment compensation or the like from City. 21. Ordering and Payment. It is understood and agreed that the City of Pompano Beach is not a legally bound party to any contractual agreement made between any other agency and the Contractor as a result of this Agreement or purchases made between other agencies. After award of contract to Contractor, the City reserves the right to issue purchase orders in accordance with the terms of this contract. 22. Mutual cooperation. The Contractor recognizes that the performance of this contract is essential to the provision of vital public services and the accomplishment of the stated goals and mission of City. Therefore, the Contractor shall be responsible to maintain a cooperative and good faith attitude in all relations with City and shall actively foster a public image of mutual benefit to both parties. The Contractor shall not make any statements or take any actions detrimental to this effort. 23. Public Records. A. The City of Pompano Beach is a public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public Records Law, as amended. Specifically, the Contractor shall: Keep and maintain public records required by the City in order to perform the service. 2. Upon request from the City's custodian of public records, provide the City with a copy of requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the City. 4. Upon completion of the contract, transfer, at no cost to the City, all public records in possession of the Contractor, or keep and maintain public records required by the City to perform the service. If the Contractor transfers all public records to the City upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps Service Contract Page 4 of 7 TR 12915 - Exhibit 2 and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the City, upon request from the City's custodian of public records in a format that is compatible with the information technology systems of the City. B. Failure of the Contractor to provide the above described public records to the City within a reasonable time may subject Contractor to penalties under 119.10, Florida Statutes, as amended. PUBLIC RECORDS CUSTODIAN IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 1199 FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 100 W. Atlantic Blvd., Suite 253 Pompano Beach, Florida 33060 (954) 786-4611 RecordsCustodian(a,copbfl.com 24. Governing Law. This Agreement has been and shall be construed as having been made and delivered within the State of Florida, and it is agreed by each party hereto that this Agreement shall be governed by the laws of the State of Florida, both as to interpretation and performance. Any action at law, or in equity, shall be instituted and maintained only in courts of competent jurisdiction in Broward County, Florida. 25. Waiver. Any waiver of any breach of the covenants herein contained to be performed by Contractor shall not be deemed or considered as a continuing waiver and shall not operate to bar or prevent the City from declaring a forfeiture for any succeeding breach either of the same condition or covenant or otherwise. 26. Entire Agreement. This document incorporates and includes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein, and the parties agree that there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained in this document. Accordingly, it is agreed that no deviation from the terms hereof shall be predicated upon any prior representations or agreements, whether oral or written. 27. Headings. The headings or titles to sections of this Agreement are not part of the Agreement and shall have no effect upon the construction or interpretation of any part of this Agreement. Service Contract Page 5 of 7 TR 12915 - Exhibit 2 28. Severability. Should any provision of this Agreement or the applications of such provisions be rendered or declared invalid by a court action or by reason of any existing or subsequently enacted legislation, the remaining parts of provisions of this Agreement shall remain in full force and effect. The City hereby promises and agrees with the Contractor to employ and does employ the Contractor to provide the materials, if any, and to do and cause to do and be done the above - described work and to complete and finish the same according to the attached plans and specifications and the terms and conditions herein contained and hereby contracts to pay for the same according to the attached specifications and the schedule of unit or itemized prices hereto attached, at the time and in the manner and upon the conditions provided for in this contract. The Contractor for himself and for his heirs, executors, administrators, successors and assigns, does hereby agree to the full performance of all the covenants herein contained upon the part of the Contractor. It is further provided that no liability shall be attached to the City by reason of entering into this contract, except as expressly provided herein. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the .day and year hereinabove written. Witnesses: CITY OF POMPANO BEACH C Attest: LAMAR FISHER, MAYOR GREGORY P. HARRISON, CITY MANAGER ASCELETA HAMMOND, CITY CLERK (SEAL) APPROVED AS TO FORM: MARK E. BERMAN, CITY ATTORNEY Service Contract Page 6 of 7 TR 12915 - Exhibit 2 STATE OF FLORIDA COUNTY OF BROWARD The foregoing instrument was acknowledged before one this day of 2017, by LAMAR FISHER as Mayor, GREGORY P. HARRISON as -City Manager> and ASCELETA IMMMOND as City Clerk Of the City of Pompano Beach, Florida., a municipal corporation, on behalf of the municipal corporation, who is personally known to me, NOTARY'S SEAL: Witnesses: (PMA or Type Names) tAl (Print or Type Name) STATE OF"FLORIDA COUNTY OF BROWARD NU I ARY PUBLIC, STATE OF, FLORIDA (Marne of Acknowledger Typed, Printed or Stamped) "CONTRACTOR" PORT CONSOLIDATED, INC. a Flonda co oration By: Prin04atne* Title: — Business License No. - ;4- 2 The foregoing in trum nt was acknowl d ? dbefore methis 04A davof"7 )&y,+Ay ,2017, o by bo 6-ld _g=1-1-0A) -� — — as ---2qJdi?5 Ziat 4-47-1- of PORT CONSOLIDATED, INC., a Florida corporation on behalf of the corporation. He/she is person or who has produced aliv known to me (type of identification) as identification. NOTARY'S SEAL: BRENDA J, AYERS nRS Notary Public - State of Florida U COMMISS1011# FF921'372 MY COMM. Expires Oct 9, 2019 BMWihrotgh WOW Notary Ann, /j rm 2/21/17 I:Hgr/geni srvs/-)O 17-382 Service Contract (Name of Acknowledger Typed, Printed Jr Stamped) FF 4?0*?137a Commission Number Page 7 of 7 TR 12915 - Exhibit 2 OF IN-Niall Florida's Warmest Welcome CITY OF POMPANO BEACH REQUEST FOR PROPOSALS E-13-17 UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP RFP OPENING: January 20, 2017 2:00 P.M. PURCHASING OFFICE 1190 N.E. 3RD AVENUE, BUILDING C (Front) POMPANO BEACH, FLORIDA 33060 TR 12915 - Exhibit 2 SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE TO OUR PROSPECTIVE CONTRACTORS: The attached Invitation for Bid or Request for Proposal represents a cooperative procurement for the Southeast Florida Governmental Purchasing Cooperative. For the past several years, approximately forty-five (45) government entities have participated in Cooperative Purchasing in Southeast Florida. The Southeast Florida Governmental Purchasing Cooperative was formed in an effort to provide cost savings and cost avoidances to all entities by utilizing the buying power of combined requirements for common, basic items. The Government Agencies participating in this particular procurement and their respective delivery locations are listed in the attached document. Southeast Florida Governmental Purchasing Cooperative Procurement Operational Procedures: • All questions concerning this procurement should be addressed to the issuing agency, hereinafter referred to as the "lead agency". All responses are to be returned in accordance with the instructions contained in the attached document. Any difficulty with participating agencies referenced in this award must be brought to the attention of the lead agency. • Each participating governmental entity will be responsible for awarding the contract, issuing its own purchase orders, and for order placement. Each entity will require separate billings, be responsible for payment to the Contractor(s) awarded this contract, and issue its own tax exemption certificates as required by the Contractor. • The Contract/purchase order terms of each entity will prevail for the individual participating entity. Invoicing instructions, delivery locations and insurance requirements will be in accordance with the respective agency requirements. • Any reference in the documents to a single entity or location will, in fact, be understood as referring to all participating entities referenced in the documents and cover letter unless specifically noted otherwise. • The awarded Contractor(s) shall be responsible for advising the lead agency of those participants who fail to place orders as a result of this award during the contract period. • The Contractor(s) shall furnish the Lead Agency a detailed Summary of Sales semi-annually during the contract period. Sales Summary shall include contract number(s), contractor's name, the total of each commodity sold during the reporting period and the total dollar amount of purchases by commodity. • Municipalities and other governmental entities which are not members of the Southeast Florida Governmental Purchasing Cooperative are strictly prohibited from utilizing any contract or purchase order resulting from this bid award However, other Southeast Florida Governmental Purchasing Cooperative members may participate in their contract for new usage, during the contract term, or in any contract extension term, if approved by the lead K TR 12915 - Exhibit 2 agency. New Southeast Florida Governmental Purchasing Cooperative members may participate in any contract on acceptance and approval by the lead agency. None of the participating governmental entities shall be deemed or construed to be a party to any contract executed by and between any other governmental entity and the Contractor(s) as a result of this procurement action. "WORKING TOGETHER TO REDUCE COSTS" TR 12915 - Exhibit 2 December 20, 2016 CITY OF POMPANO BEACH, FLORIDA REQUEST FOR PROPOSALS E-13-17 UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP The City of Pompano Beach, hereinafter referred to as CITY, is seeking proposals from qualified firms to provide unleaded gasoline and diesel fuel to participating members of the Southeast Florida Governmental Purchasing Cooperative Group. The City will receive sealed proposals until 2:00 p.m. (local), January 20, 2017. Proposals must be submitted electronically through the eBid System on or before the due date/time stated above. Any proposal received after the due date and time specified, will not be considered. Any uncertainty regarding the time a proposal is received will be resolved against the Proposer. Proposer must be registered on the City's eBid System in order to view the solicitation documents and respond to this solicitation. The complete solicitation document can be downloaded for free from the eBid System as a pdf at: https://Domt)anobeachfl.ionwave.net/CurrentSourcingEvents.asPx. The City is not responsible for the accuracy or completeness of any documentation the Proposer receives from any source other than from the eBid System. Proposer is solely responsible for downloading all required documents. Responses will be electronically unsealed in a public forum and read aloud. Introduction The intent of this solicitation is to establish an annual, open-end contract for the purchase of unleaded gasoline and diesel fuel, as and when needed. The City is acting as the lead agency for the Southeast Florida Governmental Purchasing Cooperative, and this solicitation includes the requirements of both the City and the participating agencies named herein. Any reference to a single agency or location will in fact, be understood as referring to all participating agencies referenced in the documents unless specifically noted otherwise. A. Objectives 1. Contract for diesel and unleaded gasoline products with suppliers that have access to volumes of substantial petroleum products at Port Everglades either via contractual allocations or direct ownership, and have proven stable business operations, including provisions for delivery capabilities, business continuity and supply to the participating agencies in emergency situations. 2. Obtain the fuels at competitive market rates. B. Scope Of Services Attachment "A" — Specifications and Requirements 4 TR 12915 - Exhibit 2 Attachment "B" — Locations of Participating Agencies fuel locations and contact personnel. C. Participating Agencies Agency Name Address Contact Person Phone # 1 Broward County 1 University Drive plantation, FL 33301 Alfred Clauson 954 357-6477 2 Boca Raton, City of 201 W. Palmetto Park Rd. L Piper Lynne y p 561 393-7878 Boca Raton, FL 33432 3 Coconut Creek, City of 4900 W Copans Rd Coconut Creek, FL 33063 Lorie Messer 954 956-1584 4 Cooper City, City of 9090 SW 50 Place Kerri-Anne Fisher 954 434-4300 x268 Cooper City, FL 33328 5 Coral Springs, City of 4181 NW 121 Ave Coral Springs, FL 33065 Alan Distefano 954 345-2235 6 Dania Beach, City of 100 W Dania Beach Blvd Ronnie Navarro 954 924-6808 Dania Beach, FL 33004 7 Davie, Town of 6591 Orange Dr Brian O'Connor 954 797-1016 Davie, FL 33314 8 Deerfield Beach, City 401 SW 4d' St. Ivelsa Guzman 954 480-4486 of Deerfield Beach, FL 33441 9 Ft. Lauderdale, City of 100 N Andrews Ave. Sand Leonard y 954 828-5781 Ft. Lauderdale, FL 33301 10 Green Acres, FL 5800 Melaleuca Lane Green Acres, FL 33463 Monica Powe rY 561 642-2089 11 Hallandale Beach, City 400 S Federal Highway Andrea Lues 954 457-1332 of Hallandale Beach, FL 33009 12 Hillsborough Beach, 1210 Hillsboro Mile Jim Pugliese 954-427-6600 Town of Hillsborough Beach, FL 33062 13 Hollywood, City of 2600 Hollywood Blvd. Paul Bassar 954 921-3552 Hollywood, FL 33020 14 Lauderdale Lakes, City 3463 NW 43 Ave. Robin Soodeen 954 535-2758 of Lauderdale Lakes, FL 33319 15 Lauderhill, City of 1919 NW 551 Ave. Lauderhill, FL 33319 Mann Cerezo y 954 790-2966 16 Lighthouse Point, City 4730 NE 21st Terrace Charles Schramm 954 946-7386 of Lighthouse Point, FL 33064 17 Margate, City of 5790 Margate Blvd Spencer Shambra p y 954 935-5341 Margate, FL 33063 18 Miami, City of 444 SW 2"d Ave, 61` Flr. Eduardo Falcon 305 416-1901 Miami, FL 33130 19 Miami Gardens, City of 18605 NW 27 Ave. Tom Ruiz 305 622-8000 Miami Gardens FL 33055 TR 12915 - Exhibit 2 20 Miramar, City of 13900 Pembroke Rd. Miramar, FL 33027 Alicia Ayum 954 602-3121 21 N Miami, City of 776 NE 125 St. N Miami, FL 33161 Alberto Destrade 305 895-9886 22 N Miami Beach, City 2101 NE 159th Street, Joel Wasserman 305 948-2946 of N Miami Beach, FL 33162 23 North Palm Beach, 645 Prosperity Farms Road Susanne 561 841-3375 Village of N. Palm Beach, FL 33408 Hachigian 24 Palm Beach, Town of 951 Old Okeechobee Rd. Adis Pedraza 561 227-7000 West Palm Beach, FL 33401 25 Palm Springs, Village 226 Cypress Lane Ken Dye 561 965-5770 of Palm Springs, FL 33461 26 Pembroke Park Town 3150 SW 52nd Ave. Todd Larson 954 966-4600 of Pembroke Park, FL 33023 Ext. 238 27 Pembroke Pines, City 13975 Pembroke Rd Mark Gomes 954 518-9020 of Pembroke Pines, FL 33027 28 Plantation, City of 400 NW 73rd Avenue Charles Spencer 954 797-2647 Plantation, FL 33317 29 Pompano Beach, City 1190 NE 3' Ave, Bldg C Jeff English 954 786-4098 of Pompano Beach, FL 33060 30 Riviera Beach, City of 2051 MLK Blvd. Ste. 310 Rebecca Reed 561 882-1809 Riviera Beach, FL 33404 31 School Board Broward 7720 W Oakland Park Blvd. Al Shelton 754 321-0520 Cty #323, Sunrise, FL 33351 32 School District Palm 3300 Forest Hills Blvd. Morris Simpson 561 434-8172 Beach County West Palm Beach, FL 33406 33 Sheriffs Office, 2601 West Broward Blvd Rick Torres 954 831-8170 Broward County Ft Lauderdale, FL 33312 34 Southwest Ranches, 13400 Griffin Road Sandy Luongo 954 343-7476 Town of Southwest Ranches, FL 33330 35 Sunrise, City of 10770 Oakland Pk Blvd, 3rd Flr Wendy Lorenzo 954 572-2485 Sunrise, FL 33351 7525 N.W. 88th Ave. 36 Tamarac, City of Tamarac, FL 33321 Keith Glatz 954 597-3567 37 West Palm Beach, 401 Clematis Street Nate Rubel 561 822-2109 City of W Palm Beach, FL 33401 38 Weston, City of 2599 S Post Road Karl Thompson 954 385-2600 Weston, FL 33327 39 Wilton Manors, City of 524 NE 21 Ct. Wilton Manors, FL David Archacki 954 390-2190 TR 12915 - Exhibit 2 D. Term of Contract The initial contract period shall be one year, commencing upon award by the appropriate City officials. The City reserves the right to renew this agreement for four (4) additional one-year periods subject to vendor acceptance, satisfactory performance, and determination that renewal will be in the best interest of the City. All terms, prices and conditions shall remain firm for the initial period of the contract, and any renewal period. Renewals may be approved and executed by the City Manager or their designee. The City may require additions or deletions of participating agencies. This may entail additional agencies and locations, and/or deletion of previous participating agencies. The Contractor shall serve all required additions or deletions, as requested by the City, according to the terms and conditions of the solicitation. In the event delivery/service is scheduled to end because of the expiration of this contract, the Contractor shall continue to deliver/service upon the request of the General Services Director. The extension period shall not extend for more than ninety (90) days beyond the expiration date of the existing contract. The Contractor shall be compensated for the product/service at the rate in effect when this extension clause is invoked by the City. E. Required Proposal Submittal Submission/Format Requirements Sealed proposals shall be submitted electronically through the eBid System on or before the due date/time stated above. Proposer shall upload response as one (1) file to the eBid System. The file size for uploads is limited to 100 MB. If the file size exceeds 100 MB the response must be split and uploaded as two (2) separate files. Information to be included in the proposal: In order to maintain comparability and expedite the review process, it is required that proposals be organized in the manner specified below, with the sections clearly labeled: Cover letter: A cover letter signed by an authorized representative of the firm. The letter should present an overview of the Proposer's organization and will include the firm name, address, principal contact person for this proposal, e-mail address, phone number, and fax number. A brief description of the firm's history and corporate affiliations. 2. Qualifications, capabilities, and experience: Qualifications and specialized experience of proposer for providing the type of products described in the Specifications and Requirements (Attachment "A") of this RFP. a. State proposer's capability to provide these types of products on a local (Port Everglades) and regional/national level. TR 12915 - Exhibit 2 b. List of representative current customers comparable in size and scope to this RFP for which the Proposer is providing petroleum products. The list should include the name and address of each client's contact person, telephone and fax numbers, e-mail address and a general description of the existing business relationship. 3. Personnel: Identify the proposed contact persons and telephone numbers for ordering services, for invoicing questions, and other key (customer service) personnel that will be assigned to this account. 4. Address how Proposer will ensure its contractual obligation to the Co -Op. Include any contractual obligations to supply fuel to other entities that could affect the CO-OP'S supply of fuel. If Proposer is a fuel distributor (not a fuel terminal operator) also provide proof of monthly fuel sale volumes, including copies of any Letter of Intent or contractual agreements with terminal operators. 5. Obligations of the participating agencies: Describe the requirements (operational, legal, agreements, insurance, etc.) for the sale and delivery of petroleum products. Copies of any and all required terms and conditions, agreements, notices, or procedural descriptions should be attached to the proposal response. Proposers should describe in detail any product volume purchase requirements which would be required of each participatinq agency on a monthly basis. 6. Contingency plan of action. Firms should describe a plan of action to assure product availability (including requirements for additional products before and after an emergency situation), and avoid disruption of supply during any emergency situation (e.g. hurricanes). Describe your storage and distribution logistics plan to include but not be limited to: ownership or control of storage facilities in the Tri-County area, agreements or partnerships with fuel transportation providers to supplement existing delivery capabilities, redundant communication capabilities, and emergency power generation. Availability of fuels at other terminals on a regional basis should also be described in this plan of action submittal. 7. Price Proposal: Submit your firm, fixed price proposal for providing all services, materials, etc. required for sale of petroleum products as outlined on Attachment A -item 2 "pricing methodology" with the proposal response. 8. Alternate Proposals: a. An option is afforded to all proposers to submit, in addition to their original proposal, an alternate proposal, which excludes the provision of transportation services for the petroleum products, included in this RFP. Transportation services would be the responsibility of that participating agency, typically with vehicles owned and operated by the agency. Proposers wishing to submit on this basis should clearly indicate in the alternative proposal response the discount from the differential provided in the pricing pages and any requirements to be met by the participating agency, such as insurance provisions to be supplied and certifications for vehicles and operators. 8 TR 12915 - Exhibit 2 b. For the potential use of some participating agencies, the opportunity is afforded to all proposers to provide the option to pre -arrange purchase of fixed volume(s) of product(s) at a fixed price from time to time thereby assuring: i. Product availability of fixed volume(s) on a ratable basis over a defined period of time, presumable in monthly increments. ii. Established pre -agreed fixed pricing point(s) for product(s) during that established period of time, regardless of market conditions. Proposers wishing to provide an alternate proposal on a fixed volume/fixed price basis should provide minimum and, if applicable, maximum monthly volumes applicable or percentage of agency estimated ratable demand that could be contracted for on this basis. If available, provide a copy of standard terms and conditions that would generally apply to such a transaction. 9. Addenda, Additional Information: Any addenda or answers to written questions supplied by the City to potential proposers become part of this Request for Proposal and any resulting contract. The proposal form should be signed by an authorized company representative, dated and returned with the proposal. 10. Contract with Participating Agencies: No negotiations, decisions or action shall be initiated or executed by the Offeror as a result of any discussions with any participating agency or representative of those agencies. Only those communications, which are in writing from the Purchasing Agent, or other designee, of the City of Pompano Beach may be considered as a duly authorized expression. Also, only communications from Offerors that are signed and in writing will be recognized by the City as duly authorized expressions on behalf of the Offeror. Litigation: Disclose any litigation within the past five (5) years arising out your firm's performance. City Forms: The RFP Proposer Information Page Form and any other required forms must be completed and submitted electronically through the City's eBid System. F. Insurance The insurance described herein reflects the insurance requirements deemed necessary for this contract by the City. It is not necessary to have this level of insurance in effect at the time of submittal, but certificates indicating that the insurance is currently carried or a letter from the Carrier indicating upgrade ability will speed the review process to determine the most qualified Proposer. 0 TR 12915 - Exhibit 2 The successful Proposer(s) shall not commence operations until certification or proof of insurance, detailing terms and provisions of coverage, has been received and approved by the City of Pompano Beach Risk Manager. If you are responding to a solicitation and have questions regarding the insurance requirements hereunder, please contact the City's Purchasing Department at (954) 786- 4098. If the contract has already been awarded, please direct any queries and proof of the requisite insurance coverage to City staff responsible for oversight of the subject project/contract. CONTRACTOR is responsible to deliver to the CITY for timely review and written approval/disapproval Certificates of Insurance which evidence that all insurance required hereunder is in full force and effect and which name on a primary basis, the CITY as an additional insured on all such coverage. Throughout the term of this Agreement, CITY, by and through its Risk Manager, reserve the right to review, modify, reject or accept any insurance policies required by this Agreement, including limits, coverages or endorsements. CITY reserves the right, but not the obligation, to review and reject any insurer providing coverage because of poor financial condition or failure to operate legally. Failure to maintain the required insurance shall be considered an event of default. The requirements herein, as well as CITY's review or acceptance of insurance maintained by CONTRACTOR, are not intended to and shall not in any way limit or qualify the liabilities and obligations assumed by CONTRACTOR under this Agreement. Throughout the term of this Agreement, CONTRACTOR and all subcontractors or other agents hereunder, shall, at their sole expense, maintain in full force and effect, the following insurance coverages and limits described herein, including endorsements. Worker's Compensation Insurance covering all employees and providing benefits as required by Florida Statute, Chapter 440, regardless of the size of the company (number of employees) or the state in which the work is to be performed or of the state in which Contractor is obligated to pay compensation to employees engaged in the performance of the work. Contractor further agrees to be responsible for employment, control and conduct of its employees and for any injury sustained by such employees in the course of their employment. 2. Liability Insurance a. Naming the City of Pompano Beach as an additional insured as City's interests may appear, on General Liability Insurance only, relative to claims which arise from Contractor's negligent acts or omissions in connection with Contractor's performance under this Agreement. b. Such Liability insurance shall include the following checked types of insurance and indicated minimum policy limits. 10 TR 12915 - Exhibit 2 Type of Insurance Limits of Liability GENERAL LIABILITY: Minimum $2,000,000 Per Occurrence and $2,000,000 Per Aggregate * Policy to be written on a claims incurred basis XX comprehensive form XX premises - operations explosion & collapse hazard _ underground hazard XX products/completed operations hazard XX contractual insurance XX broad form property damage XX independent contractors XX personal injury sexual abuse/molestation bodily injury and property damage bodily injury and property damage bodily injury and property damage combined bodily injury and property damage combined bodily injury and property damage combined personal injury Minimum $1,000,000 Per Occurrence and Aggregate --------------------------------------------------------------------------------------------------------------------- AUTOMOBILE LIABILITY: Minimum $1,000,000 Per Occurrence and $2,000,000 Per Aggregate. Bodily injury (each person) bodily injury (each accident), property damage, bodily injury and property damage combined. XX comprehensive form _ owned hired non -owned ---------------------------------------------- REAL & PERSONAL PROPERTY comprehensive form -------------------------------- EXCESS LIABILITY other than umbrella ---------------------------------------- PROFESSIONAL LIABILITY Agent must show proof they have this coverage. -------------------------------------------------------------- Per Occurrence Aggregate bodily injury and property damage combined XX * Policy to be written on a claims made basis ------------------------------------------------------------- $1,000,000 $1,000,000 -------------------------------------- Per Occurrence Aggregate $2,000,000 $2,000,000 C. If Professional Liability insurance is required, Contractor agrees the indemnification and hold harmless provisions of the Agreement shall 11 TR 12915 - Exhibit 2 survive the termination or expiration of the Agreement for a period of three (3) years unless terminated sooner by the applicable statute of limitations. 3. Employer's Liability. CONTRACTOR and all subcontractors shall, for the benefit of their employees, provide, carry, maintain and pay for Employer's Liability Insurance in the minimum amount of One Hundred Thousand Dollars ($100,000.00) per employee, Five Hundred Thousand Dollars ($500,000) per aggregate. 4. Policies: Whenever, under the provisions of this Agreement, insurance is required of the CONTRACTOR, the CONTRACTOR shall promptly provide the following: a. Certificates of Insurance evidencing the required coverage; b. Names and addresses of companies providing coverage; C. Effective and expiration dates of policies; and d. A provision in all policies affording CITY thirty (30) days written notice by a carrier of any cancellation or material change in any policy. 5. Insurance Cancellation or Modification. Should any of the required insurance policies be canceled before the expiration date, or modified or substantially modified, the issuing company shall provide thirty (30) days written notice to the CITY. 6. Waiver of Subrogation. CONTRACTOR hereby waives any and all right of subrogation against the CITY, its officers, employees and agents for each required policy. When required by the insurer, or should a policy condition not permit an insured to enter into a pre -loss agreement to waive subrogation without an endorsement, then CONTRACTOR shall notify the insurer and request the policy be endorsed with a Waiver of Transfer of Rights of Recovery Against Others, or its equivalent. This Waiver of Subrogation requirement shall not apply to any policy which includes a condition to the policy not specifically prohibiting such an endorsement, or voids coverage should CONTRACTOR enter into such an agreement on a pre -loss basis. The successful proposer shall furnish to the City the certification or proof of insurance required by the provisions set forth above, within ten (10) days after notification of award of contract. Certificate(s) to be issued to City of Pompano Beach, Attention Risk Manager, 100 West Atlantic Boulevard, Pompano Beach, Florida, 33060. G. Selection/Evaluation Process A Selection/Evaluation Committee will be appointed to select the most qualified firm(s). The Selection/Evaluation Committee will present their findings to the City Commission. Proposals will be evaluated using the following criteria. 12 TR 12915 - Exhibit 2 Criteria Point Range 1. Firm Qualifications and Capabilities 0-40 (Factors including but not limited to the following) • Fuel supply delivery capability from Port Everglades Contracting Terms and Conditions proposed 2. Emergency Supply Capabilities 0-20 (Factors including but not limited to the following) • Control of storage facilities in Tri-County area • Contingency plan of action • Availability of regional emergency storage 3. References 0-10 (Factors including but not limited to the following) • Years experience • Number of Locations 4. Cost 0-30 Total 0-100 The Committee has the option to use the above criteria for the initial ranking to short-list Proposers and to use an ordinal ranking system to score short-listed Proposers following presentations (if deemed necessary) with a score of "1" assigned to the short-listed Proposer deemed most qualified by the Committee. Each firm should submit documentation that evidences the firm's capability to provide the services required for the Committee's review for short listing purposes. After an initial review of the Proposals, the City may invite Proposers for an interview to discuss the proposal and meet firm representatives, particularly key personnel who would be assigned to the project. Should interviews be deemed necessary, it is understood that the City shall incur no costs as a result of this interview, nor bear any obligation in further consideration of the submittal. When more than three responses are received, the committee shall furnish the City Commission (for their approval) a listing, in ranked order, of no fewer than three firms deemed to be the most highly qualified to perform the service. If three or less firms respond to the RFP, the list will contain the ranking of all responses. The City Commission has the authority to (including, but not limited to); approve the recommendation; reject the recommendation and direct staff to re -advertise the 13 TR 12915 - Exhibit 2 solicitation; or, review the responses themselves and/or request oral presentations and determine a ranking order that may be the same or different from what was originally presented to the City Commission. H. Hold Harmless and Indemnification Proposer covenants and agrees that it will indemnify and hold harmless the City and all of its officers, agents, and employees from any claim, loss, damage, cost, charge or expense arising out of any act, action, neglect or omission by the Proposer, whether direct or indirect, or whether to any person or property to which the City or said parties may be subject, except that neither the Proposer nor any of its subcontractors will be liable under this section for damages arising out of injury or damage to persons or property directly caused by or resulting from the sole negligence of the City or any of its officers, agents or employees. Retention of Records and Right to Access The selected firm shall maintain during the term of the contract all books of account, receipt invoices, reports and records in accordance with generally accepted accounting practices and standards. The form of all records and reports shall be subject to the approval of the City's Internal Auditor. The selected firm must comply with the Internal Auditor's recommendation for changes, additions, or deletions. The City's Internal Auditor must be permitted during normal business hours to audit and examine the books of account, reports, and records relating to this contract. The selected firm shall maintain and make available such records and files for the duration of the contract and retain them until the expiration of three years after final payment under the contract. J. Communications No negotiations, decisions, or actions shall be initiated or executed by the firm as a result of any discussions with any City employee. Only those communications, which are in writing from the City, may be considered as a duly authorized expression on behalf of the City. In addition, only communications from firms that are signed and in writing will be recognized by the City as duly authorized expressions on behalf of firms. K. No Discrimination There shall be no discrimination as to race, sex, color, age, religion, or national origin in the operations conducted under any contract with the City. L. Independent Contractor The selected firm will conduct business as an independent contractor under the terms of this contract. Personnel services provided by the firm shall be by employees of the firm and subject to supervision by the firm, and not as officers, employees, or agents of the City. Personnel policies, tax responsibilities, social security and health insurance, employee benefits, purchasing policies and other similar administrative procedures applicable to services rendered under this agreement shall be those of the firm. M. Staff Assignment 14 TR 12915 - Exhibit 2 The City of Pompano Beach reserves the right to approve or reject, for any reasons, Proposer's staff assigned to this project at any time. Background checks may be required. N. Contract Terms The contract resulting from this RFP shall include, but not be limited to the following terms: The contract shall include as a minimum, the entirety of this RFP document, together with the successful Proposer's proposal. Contract shall be prepared by the City of Pompano Beach City Attorney. If the City of Pompano Beach defends any claim, demand, cause of action, or lawsuit arising out of any act, action, negligent acts or negligent omissions, or willful misconduct of the contractor, its employees, agents or servants during the performance of the contract, whether directly or indirectly, contractor agrees to reimburse the City of Pompano Beach for all expenses, attorney's fees, and court costs incurred in defending such claim, cause of action or lawsuit. O. Waiver It is agreed that no waiver or modification of the contract resulting from this RFP, or of any covenant, condition or limitation contained in it shall be valid unless it is in writing and duly executed by the party to be charged with it, and that no evidence of any waiver or modification shall be offered or received in evidence in any proceeding, arbitration, or litigation between the parties arising out of or affecting this contract, or the right or obligations of any party under it, unless such waiver or modification is in writing, duly executed as above. The parties agree that the provisions of this paragraph may not be waived except by a duly executed writing. P. Survivorship Rights This contract resulting from this RFP shall be binding on and inure to the benefit of the respective parties and their executors, administrators, heirs, personal representative, successors and assigns. Q. Termination The contract resulting from this RFP may be terminated by the City of Pompano Beach without cause upon providing contractor with at least sixty (60) days prior written notice. Should either party fail to perform any of its obligations under the contract resulting from this RFP for a period of thirty (30) days after receipt of written notice of such failure, the non -defaulting part will have the right to terminate the contract immediately upon delivery of written notice to the defaulting part of its election to do so. The foregoing rights of termination are in addition to any other rights and remedies that such party may have. R. Manner of Performance 15 TR 12915 - Exhibit 2 Proposer agrees to perform its duties and obligations under the contract resulting from this RFP in a professional manner and in accordance with all applicable local, federal and state laws, rules and regulations. Proposer agrees that the services provided under the contract resulting from this RFP shall be provided by employees that are educated, trained and experienced, certified and licensed in all areas encompassed within their designated duties. Proposer agrees to furnish the City of Pompano Beach with all documentation, certification, authorization, license, permit, or registration currently required by applicable laws or rules and regulations. Proposer further certifies that it and its employees are now in and will maintain good standing with such governmental agencies and that it and its employees will keep all license, permits, registration, authorization or certification required by applicable laws or regulations in full force and effect during the term of this contract. Failure of Proposer to comply with this paragraph shall constitute a material breach of contract. S. Acceptance Period Proposals submitted in response to this RFP must be valid for a period no less than ninety (90) days from the closing date of this solicitation. T. RFP Conditions and Provisions The completed proposal (together with all required attachments) must be submitted electronically to City on or before the time and date stated herein. All Proposers, by electronic submission of a proposal, shall agree to comply with all of the conditions, requirements and instructions of this RFP as stated or implied herein. All proposals and supporting materials submitted will become the property of the City. Proposer's response shall not contain any alteration to the document posted other than entering data in spaces provided or including attachments as necessary. By submission of a response, Proposer affirms that a complete set of solicitation documents was obtained from the eBid System or from the Purchasing Division only and no alteration of any kind has been made to the solicitation. Exceptions or deviations to this proposal may not be added after the submittal date. All Proposers are required to provide all information requested in this RFP. Failure to do so may result in disqualification of the proposal. The City reserves the right to postpone or cancel this RFP, or reject all proposals, if in its sole discretion it deems it to be in the best interest of the City to do so. The City reserves the right to waive any technical or formal errors or omissions and to reject all proposals, or to award contract for the items herein, in part or whole, if it is determined to be in the best interests of the City to do so. The City shall not be liable for any costs incurred by the Proposer in the preparation of proposals or for any work performed in connection therein. U. Standard Provisions Governing Law 16 TR 12915 - Exhibit 2 Any agreement resulting from this RFP shall be governed by the laws of the State of Florida, and the venue for any legal action relating to such agreement will be in Broward County, Florida. 2. Licenses In order to perform public work, the successful Proposer shall: Be licensed to do business in Florida, if an entity, and hold or obtain such Contractor' and Business Licenses if required by State Statutes or local ordinances. 3. Conflict Of Interest For purposes of determining any possible conflict of interest, each Proposer must disclose if any Elected Official, Appointed Official, or City Employee is also an owner, corporate officer, or an employee of the firm. If any Elected Official, Appointed Official, or City Employee is an owner, corporate officer, or an employee, the Proposer must file a statement with the Broward County Supervisor of Elections pursuant to §112.313, Florida Statutes. 4. Drug Free Workplace The selected firm(s) will be required to verify they will operate a "Drug Free Workplace" as set forth in Florida Statute, 287.087. 5. Public Entity Crimes A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a proposal on a contract to provide any goods or services to a public entity, may not submit a proposal on a contract with a public entity for the construction or repair of a public building or public work, may not submit proposals on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Florida Statute, Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 6. Patent Fees, Royalties, And Licenses If the selected Proposer requires or desires to use any design, trademark, device, material or process covered by letters of patent or copyright, the selected Proposer and his surety shall indemnify and hold harmless the City from any and all claims for infringement by reason of the use of any such patented design, device, trademark, copyright, material or process in connection with the work agreed to be performed and shall indemnify the City from any cost, expense, royalty or damage which the City may be obligated to pay by reason of any infringement at any time during or after completion of the work. 7. Permits 17 TR 12915 - Exhibit 2 The selected Proposer shall be responsible for obtaining all permits, licenses, certifications, etc., required by federal, state, county, and municipal laws, regulations, codes, and ordinances for the performance of the work required in these specifications and to conform to the requirements of said legislation. 8. Familiarity With Laws It is assumed the selected firm(s) will be familiar with all federal, state and local laws, ordinances, rules and regulations that may affect its services pursuant to this RFP. Ignorance on the part of the firm will in no way relieve the firm from responsibility. 9. Withdrawal Of Proposals A firm may withdraw its proposal without prejudice no later than the advertised deadline for submission of proposals by written communication to the General Services Department, 1190 N.E. 3rd Avenue, Building C, Pompano Beach, Florida 33060. 10. Composition Of Project Team Firms are required to commit that the principals and personnel named in the proposal will perform the services throughout the contractual term unless otherwise provided for by way of a negotiated contract or written amendment to same executed by both parties. No diversion or substitution of principals or personnel will be allowed unless a written request that sets forth the qualifications and experience of the proposed replacement(s) is submitted to and approved by the City in writing. 11. Invoicing/Payment Payment will be made by each Participating Agency within fifteen (15) calendar days from delivery of product at Participating Agencies location via wire transfer to seller's account and bank, as indicated on the invoice. 12. Public Records a. The City of Pompano Beach is a public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public Records Law, as amended. Specifically, the Contractor shall: i. Keep and maintain public records required by the City in order to perform the service; ii. Upon request from the City's custodian of public records, provide the City with a copy of requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes or as otherwise provided by law; 18 TR 12915 - Exhibit 2 iii. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the City; and iv. Upon completion of the contract, transfer, at no cost to the City, all public records in possession of the Contractor, or keep and maintain public records required by the City to perform the service. If the Contractor transfers all public records to the City upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the City, upon request from the City's custodian of public records in a format that is compatible with the information technology systems of the City. b. Failure of the Contractor to provide the above described public records to the City within a reasonable time may subject Contractor to penalties under 119.10, Florida Statutes, as amended. PUBLIC RECORDS CUSTODIAN IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 1199 FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 100 W. Atlantic Blvd., Suite 253 Pompano Beach, Florida 33060 (954) 786-4611 RecordsCustodian(&copbfl.com V. Questions and Communication All questions regarding the RFP are to be submitted in writing. All questions are to be submitted using the Questions feature in the eBid System. Questions must be received at least seven (7) calendar days before the scheduled solicitation opening. Oral and other interpretations or clarifications will be without legal effect. Addenda will be posted to the RFP solicitation in the eBid System, and it is the Proposer's responsibility to obtain all addenda before submitting a response to the solicitation. 19 TR 12915 - Exhibit 2 W. Addenda The issuance of a written addendum is the only official method whereby interpretation, clarification, or additional information can be given. If any addenda are issued to this RFP solicitation the addendum will be issued via the eBid System. It shall be the responsibility of each Proposer, prior to submitting their response, to contact the City Purchasing Office at (954) 786-4098 to determine if addenda were issued and to make such addenda a part of their proposal. Addenda will be posted to the RFP solicitation in the eBid System. 20 TR 12915 - Exhibit 2 COMPLETE THE PROPOSER INFORMATION FORM ON THE ATTACHMENTS TAB IN THE EBID SYSTEM. PROPOSERS ARE TO COMPLETE THE FORM IN ITS ENTIRITY AND INCLUDE THE COMPLETED FORM IN YOUR PROPOSAL THAT MUST BE UPLOADED TO THE RESPONSE ATTACHMENTS TAB FOR THE RFP IN THE EBID SYSTEM. RFP , PROPOSER INFORMATION PAGE (number) (RFP name) To: The City of Pompano Beach, Florida The below named company hereby agrees to furnish the proposed services under the terms stated subject to all instructions, terms, conditions, specifications, addenda, legal advertisement, and conditions contained in the RFP. I have read the RFP and all attachments, including the specifications, and fully understand what is required. By submitting this proposal, I will accept a contract if approved by the City and such acceptance covers all terms, conditions, and specifications of this proposal. Proposal submitted by: Name (printed) Title Company (Legal Registered) Federal Tax Identification Number Address City/State/Zip Telephone No. Fax No. Email Address 21 TR 12915 - Exhibit 2 REQUESTED INFORMATION BELOW IS ON THE ATTRIBUTES TAB FOR THE RFP IN THE EBID SYSTEM. PROVIDE THIS INFORMATION ELECTRONICALLY. VENDOR CERTIFICATION REGARDING SCRUTINIZED COMPANIES LISTS Respondent Vendor Name: Vendor FEIN: Section 287.135, Florida Statutes, prohibits agencies from contracting with companies, for goods or services over $1,000,000, that are on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List or is engaged in business operations in Cuba or Syria. As the person authorized to sign on behalf of Respondent, I hereby certify that the company identified above is not listed on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List or is engaged in business operations in Cuba or Syria. I understand that pursuant to section 287.135, Florida Statutes, the submission of a false certification may subject company to civil penalties, attorney's fees, and/or costs. Certified By (include Name and Title): 22 TR 12915 - Exhibit 2 Consolaidated 3141 SE 14th Ave, - P.O. Box 350430 Ft. Lauderdale, FL 33335 Phone* (954) 522-1182 Fax: (954) 527-1101 Toll Free: (800) 683-5823 February 15, 2017 Jeff English - City of Pompano Beach 1190 NE 3rd Avenue Building C Pompano Beach, FL 33060 Re: Best and Final Offer — E-13-17 Dear Mr. English: Thank you very much for your time today and thank you for the opportunity. As a follow up to our negotiation meeting for E-13-17, please see our "Best and Final" offer to the Co-op. ULSD 87 E-10 Transport +0.007 +0.007 .Tankwagon +0.089 +0.089 All other pricing in the RFP will remain the same, Should you have any questions or comments, please feel free to contact me at any time. Sincerely, Don Carlton President Port Consolidated Miami - FtLauderdWe - West Palm beach - KPIerce - or - JackwnvUjo . Ta"a www portoons0datted oom TR 12915 - Exhibit 2 COMPLETE THE PROPOSER INFORMATION FORM ON THE ATTACHMENTS TAB IN THE ESID SYSTEM. PROPOSERS ARE TO COMPLETE FORM IN ITS ENTIRITY AND INCLUDE THE FORM IN YOUR PROPOSAL THAT MUST BE UPLOADED TO THE RESPONSE ATTACHMENTS TAB FOR THE RFP IN THE ESID SYSTEM. PROPOSER INFOR11 A 77ON PAGE` RFP E-1 3-1 7 Unleaded Gasoline and Diesel Fuel tar SoutheastFloride Purchasing Cooperative Group ,t (number) (RFP name) To: The City of Pompano Beach, Florida The below named company hereby agrees to furnish the proposed services under the terms stated subject to all instructions, terms, conditions, specifications, addenda, legal advertisement, and conditions contained in the RFP. I have read the RFP and ail attachments, including the specifications, and fully understand what is required. By submitting this proposal, I will accept a contract if approved by the City and such acceptance covers all terms, conditions, and specifications of this proposal.: Proposal submitted by: Name: (printed) Don Carlton Title President Company (Legal Registered) Port Consolidated Federal Tax identification Number ` 9-1173292 Address 3141 Se 14th Ave City/state/zip Fart Lauderdale, FL 33316 Telephone No. 300-683-5823 Fax No. 954-527-1191 Email Address dcarlton@portconsolidated.com solidated.Co TR 12915 - Exhibit 2 jVPCO'nsofidi-ded 3141'SE 14th Ave. r P o. 13ox 350430 Ft. Lauderdale, FL 33335' Phone: (954) 522-1182 Fax; r(954) 527.1191 Toll Free: (800) 683-5823. January 12 2017 Jeff English City of Pompano Beach 1190 NE 3rd Avenue Building C Pompano Beach, FL 33060 Over Letter— UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL COOPERATIVE GROUP Dear Mr. English On behalf of Port Consolidated, I would like to thank the City of Pompano Beach for, the opportunity to participate "in this RFP. Below you will find our official contact information. Name of Firm: Port Consolidated Physical Address: 3141 SE 14th Ave., Ft. Lauderdale, FL 33316' Mailing Address: PO Box 350430, Ft. Lauderdale, FL 333.3 Corporate Website: www.portconsolidated.com Corporate Phone: 800-683-5823 Corporate Fax: 554-527-1191 Point of Contact: Don Carlton, President E-Mail Address: dcarlton@portconsolidated.com Per the terms of the RFP, the following is a brief outline of Port Consolidated and its history: The company has been marketing petroleum products in Florida since 1967. e have:` locations in Miami, Ft. Lauderdale, Pompano, Riviera Beach, West. Palm Reach, Fort Fierce, Fort Myers, Tampa, Orlando, Palatka, Jacksonville, and Fernandina Beach. • Port Consolidated currently supplies a multitude of municipalities throughout the State .of Florida for not only day to day supplies, but hurricane and emergency fuel as well. Mam! - Fi,l.aud"Ie • West Patm Beach • RPWce • Orlando-JarkswMila • Tampa TR 12915 - Exhibit 2 P'I Consofidated C3141 Sr: 14th Ave. - P.O. Box 350430 Ft. Lauderdale, FL 33335 Phone: (954) 522-1182 Fax: (954) 627-1191 Toll Free: (800) 683-5823 Our company owns and operates a fleet of over 60 tankwagons and over 60 tractor trailers, which gives us the largest and most comprehensive delivery capabilities in the area. •We currently have supply agreements with several major oil companies, notably Chevron, Marathon, Valero, TPSI, Colonial, Gulf Oil, Indigo Energy, and Motiva. These supply agreements allow us to pull product from not just Port Everglades, but the Ports of Tampa, Canaveral, Jacksonville, Orlando, and Savannah as well. Our ability to pull product from multiple suppliers, in multiple Ports, during emergency situations allows us to continue to supply our customer base while our competitors will be forced to sit on the sideline. • We own and operate over 15 different petroleum storage facilities throughout the State of Florida. a Port Consolidated is privately owned and is registered as an "S" Corp with the State of Florida. Should you or the City of Pompano Beach Purchasing Division have any questions on this proposal, please feel free to contact me at anytime. Sincerely, on C President Port Consolidated Miami `• Filauderdale - West Paim Beach - RPIarco • Odw)do • Jadmonvft, Tampe www.portoomkWed.com TR 12915 - Exhibit 2 3141 SE 14th Ave, - P.Q. Box 350430 Ft Lauderdale, FL 33335 Phone: (954) 522-1182 Fax: (954) 527-1191' Toil Free: (800) 683-S823 January 12,:2€317 Jeff English City of Pompano Beach 1190 NE 3rd Avenue Building C' Pompano Beach, FL 33060 Qualifications and Experience — UNLEADED GASOLINE & DIESEL FUEL FOP, SOUTHEAST FLORIDA GOVERNMENTAL COOPERATIVE GROUP Dear Mr. English: Per the terms of the RFP, the following is a brief description of our firm's qualifications and experience along with a list of references; Port Consolidated has been supplying fuel and lubricants throughout the State of Florida since 1967, We awn and operate all of our yawn equipment, never having to rely on common carriers to deliver the products that we sell. Our customer service department, consisting of 15 representatives, is open Monday through Friday, 7,30 AM to 5:00 PM. In addition to that, we have 24 sales representatives out in the field to assist our customers with any/all technical questions. Please see below,a list of local references. We have serviced these entities over the years. Broward Sheriff's Office — Rich Torres — 954-831-8170 • City of Fort Lauderdale — Ann Debra Diaz -- 954-828-5949 • Palm. Beach County School Board — Morris Simpson — 561-434-8172' • Florida Power and Light -- Patti Earley — Riviera Beach, FL— 561-881-3407 • Broward County School Board — Mark Alan - 754-321-0507 Should you or the City of Pompano Beach Purchasing Division have any questions on this proposal, please feel free to contact me at any time. WSinc el n n President Port Consolidated Miami FLLauderdale - West Palm Beach - FLPieme . Orlando • da0wrTAW - Tampa wWW.parteoneotidated,cdm TR 12915 - Exhibit 2 roonsolidated 3141 SE 14th Ave. - P.O. Box 350430 Ft Lauderdale, FL33335 Phone: (954) 522-1182 Fax: (954) 527-1191 Toll Free- (800) 683-5823 January 12, 2017 Jeff English City of Pompano Beach 1190 NE 3rd Avenue Building C Pompano Beach, FL 33060 Personnel — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL COOPERATIVE GROUP Dear Mr. English: Per the terms of the RFP, the following is a list of key personnel that will be assigned to this account: • Customer Service — Fay Francisco, Linda Rogers, Janie Mitchell, Natasha Corona, Vanessa Burch, Danielle Schatz — 954-522-1182 • Billing Inquiries —Heather - 877-345-1098 x1009 • Invoice Copy Request —Jesse Dechant— 877-345-1098 x1023 •, Credit/Collections — Michelle Thompson — 877-345-1098 x8809 • 24/HR Emergency Line — 800-683-,5823 • Account Manager -.Don Carlton — 877-345-1098 x1017 Should you or the City of Pompano Beach Purchasing Division have any questions on this proposal, please feel free to contact me at any time. Sincerl6dy, Ca President Port Consolidated Miami, rt.LaWerdale -West Palm Beach, "isme I CHando - Jac*4onvft • Tampa www.portcortsoiWaWd.com TR 12915 - Exhibit 2 nsolidated LE 3141 SE 14th Ave., P.O. Box 350430 Ft. Lauderdale, FL 33335 Phone: (954) 522-1182 Fax: (954) 527-1191 Toll Free: (800)1883-5823, January 12, 2017 Jeff English City of Pompano Beach 1190 NE 3rd Avenue Building C Pompano Beach, FL 33060 Contractual Supply Obligation — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL COOPERATIVE GROUP Dear Mr. English: Per the terms of the RFP, the following Is a brief description of our supply chain that will ensure adequate fuel supply for the Co-op, not only on a day-to-day basis, but during a declared State -of -Emergency as well. Port Consolidated's corporate headquarters sits in the heart of the Port Everglades, which supplies both gasoline and diesel fuel to all of South Florida. We have the ability to pull day today product from Chevron, Citgo, Gulf Oil, Indigo, Mansfield, Marathon, Motiva, Petroleum Traders, and Valero. For those times when supplies are tight, we have contractual arrangements with Chevron, Gulf Oil, Indigo Energy, and Marathon. These contracts will ensure a guaranteed, ratable supply to the Co-op. Attached to this letter, you will find copies of those current agreements. Port Consolidated also has the ability to pull product from other Ports throughout the State of Florida, notably the Port of Tampa, Port Manatee, Port Canaveral, Orlando, and the Port of Jacksonville, Should Port Everglades become incapacitated for any length of time, these various Ports provide us with other options to pull product. We also have relationships in Savannah. In addition to our regular supply points, Port Consolidated also has the ability, to pre -purchase and store product at anyone of our 13 facilities. Our total storage capacity is just under 3 million gallons for various petroleum products. Should you or the City of Pompano Beach Purchasing Division have any questions on this proposal, please feet free to contact me at any time. Sinc Y'VI 0 a president Port Consolidated Miami - FI.Lauderdate - West Palm Beech - Ftftm - Orlando - JacksonvO - Tampa www.portwnsWdated.com T;0"*jt2 T GUARANTEED SUPPLY AGREEMENT This is a Guaranteed supply Agreement dated November 2. 2016 between 'Marathon Petroleum Company L? ("MPC"), a Delaware limited partnership with offices at 539 South Mfain Street, Findlay. Ohio 45840 and Port Consolidated, Inc, (-port Consolidated"), a Florida corporation with offices at 3 141 SE 14th Avenue. Fort Lauderdale, Florida 33316. I. Definitions. "Products" shall mean gasoline, gasohol and distillates of all grades and types as are generally offered to MpC'j u,bole.sale Reseller customers at a Terminal from time to time. "Terminal." "10-Day Volume,- and "Monthly Volume," shall refer to the MPC terminals and the associated quantities (in gallons) listed in the table in Section 3, if applicable. -Month-' (capitalized Or not) shall Mean 4 calendar month. "10-Day Period" shall mean 10 calendar days in a Month, beginning on the first, day of the Month. The last I 0-Day Period in a Month must end on the last calendar day of the Month and can be shorter or longer than 10 days depending on the amount of days in the Month. 2. Tenn. The initial term of this Agreement is Boom January 1, 2017 to December 31, 2017, inclusive, This Agreement shalt automatically renew tbr up to two successive om( erne -year renewal terms) unless either party gives written notice of non -renewal at least 60 days prior to the end of the initial term or ' any subsequent one-year renewal term. In no instance shalt this Agreement extend beyond Deccmber 31. 20) 9: 3. Quantity. (A) During each Month., Port Consolidated shall purchase 100% of the Monthly Volumesof each Produ t at the associated Terminal as -Day Period, Port Consolidated shall purchasc'the 10-Day Volumes of each Product at the associated shown in the table below. (9) During each 10 c as a Terminal as shown in the table below. (1) MPC shall not guarantee availability of Product for Part Consolidated's purchase in amounts greater than 110% of the 10-Day Volumes set forth in the table below. (2) During any 10-Day Period, all Product purchases over 110% of c I Day volumes shall , the event the needs of Port Consolidated increase beyond not apply toward Port Consolidated's obligation to purchase the Monthly Volumes, (C) In er th 0- � h I the volumes specified in the table below. Port Consolidated shall notify the MPC Regional Office in writing of the additional volume requested at least 30 days prior to lifting. The MPC Regional Office shall assess Product availability, and if the parties mutually agree, shall amend the volumes in the table set forth below. Termingf Product Date Range 12:D—a volume j hi—yvalume ,IATILa GASOHOL TERM 121,000 _Mon 375,000 Tampa . . . .. .. ...... ULSI) TERM j 61(,666 --=T850.0W VOrt Lauderdale GASOHOL TERM 1 275,000 825.000 Fort Lauderdale U,SD TFRM 1 2.250,000 TOTAL MONTHLY VOLVMF_ 51300,000 4. Price. The price for any given load of Product shall be, the applicable MpC Wholesale Reseller Price in effect at the following Terminal(s) as ofthe time that lifting ends: Tampa and Fort Lauderdale. Port Consolidated acknowledges and agrees that MPC may use this Wholesale Plescilcr Price to Manage customer liftings when MPC's Pro&ct supply at aTcrminal is limited and Port Consolidated waives the right to claim that this method of pricing is unfair. anti-compctitive, tortious, at a breach of contract, S. Remedies. (A) MPC` wilt, at its sole discretion. invoice Port Consolidated on a monthly basis an underlifling fee of $,0300 per gallon not tilted if Port Consolidated fails to lift 100% of the Monthly Volumes of each Product at the associated Terminal as shown in the table in Section 3. Port Consolidated shall pay MPC within 15 days after receipt Of the invoice for Any, applicable underliAing fees charged by MPC. No failure by MPC to charge for any undeflifting fees to which it would be entitled to any given month shall operate as or imply any existing or fature waiver of'the -right to charge such fcc!;, nor shall it, in any way, limit or alter the rights of MPC set forth herein or prevent MPC from asserting its rights herein through estappets or any similar legal theory. (8) MPC may meet this Agreemetitupon ,13 dqys' advance written ootioe-A for any two consecutive months; port Consolidated fails to purchase the Monthly Volumes at the associated Terminal as shown in the table in Section 3, (C)If a ply i t pti occurs I 1'ernlinal sup nom "a Una a - MPC may request Port Consolidated, to the extent logisticalty fmsjblc� to hilt Products at another MPC Terminal. 4. General. (A) THE ATTACHED PRODUCT SALES TERMS ARE PART OF THIS AGREEMENT. but the terms herein shall prevail over any conflicting terms= in the Product Sales Terms, (9) The fee in Section 5(A) is not a penalty but is a reasonable liquidated damage amount. (C) This Agreement has been executed in two original counterparts. (D) Port Consolidated has the right to disclose the terms and conditions contained herein with its agerim employees, directors and officers with a need to know. however these terms and conditions are confidential. and any unauthorized disclosure by Port Consolidated without the express written consent of mpe is a material breach of this Agreement Marathon petroleum Company LP Port By: MPC Investment LLC, its General Partner BY ay Tit! ---)b Title: ,42085,I)WX I TR 12915 - Exhibit 2 (Revised 81112016) PRODUCT SALES TERMS These terms will apply to any, agreement to which they arc attached. in which they are incorporated by reference.. or which is found on the other side of these terms. In the event of a conflict between that agreement and these terms, that agreement will control. That agreement and these terms are collectively referred to below as the -A. vmeri `, and the tenet "Products" refers to the petroleum products sold .by Marathon Petroleum Company I,P (;"Seller") under this reement to the buyer identified in this Agreement (' Buyer"), I. Payment Payment terms are subject to change b? Seller at any and using each of the Products:: SDS for Products are available at the time. If Seller does not receive payment when due. it may impose a late faltownig imcmet address: httpa uww.matathsrnpetctslc�.csim payment chrmaximum amount allowed by law and if not to excee�cus lbrandiproducts stlsl. Buyer may request to receive 5DS via email; by or suit fire act ounlacdfor conorsuitisfledthercSeiner alit be ctxttacting the $tiller at sdsinfsifr marathonpetrtsleurr c-om: mey fees antits Pxt1'YIE�ITS 1 F YDEitEA IN PI4LL SIETTI.L E�iT' CDF A A'VIO VT MUST OF Buyer's employees, agents, and subcontractors Wtll coiriply with all CLIXRLY LABELED AS SUCH AND SENT BY CERTIFIED MAIL, RETI'KN RECEIPT REQUESTED, ED, TO: 'COMMERCIAL applicable safety standards, hcie~;. practices and rules of conduct mandated by Seller When involved in any operations on Seller's yn misefi CREDIT MANAGM NV%RATIIUN PET'ROLFUM COMPANY LP, in connection with the perfor ante of this Agreement. 539 SID(:FII MAIN S'TREE'T. FINDLAti', OIUO 4-Mf. Seller may set otT amounts owed by Buyer to Seller or its subsidiaries or affiliates against 7. Warranties. .Seller Warrants good title to all Products supplies amounts owed by Seiler to Buyer. hemunder at time of delivery to Buyer. and that each Product supplier hereunder will comply with all applicable 1ecer-al, stab. and local rules. arc 2, "faxes: Buyer will pay, and indetrmify Seller for, all taxes, fees; duties, environmental levies, and other charges (whether imposed on regulations lit effect at the time and place title thereto •s to Baver, MPI: DISCLAIMS AN AND ALL O`T`HER WA NTlXS ANII manufacture. processing. use, purchase, sale, resale. delivery, receipt, title REPRYSE TATIONS WITH RESPECT TO THE PERFORMANCE transfer. inspection, removal from storage, measurement or passage through a measurement device, medpt of payment, or other activity. and regardless of when imposed) relating to Prod". or their raw materials or fmdstocks. The sole exception to this obligation is taxes based on or measured by Seller's income or net worth, Upon account sea up, Buyer will promptly frnaish Seller with the Buyer's appropriate state tax registration number(s). its federal identification number -and any applicable tax exemption certificates. Buyer will promptly inform Seller of fiery changes to its tax registration or exemption status that may occur after account Setup. 3. Delivery. All _safes will be F.0.13. rite 'Ship From" Ideation stated in this Agreement, unless this Agreement clearly avides otherwise. Title and riskk of loss will pass to Buyer at the **ShipProm- location as Product passes (as applicable) the transport truck or railcar inlet flange, barge permanent hose connection. or pilieline upstream flange. Title and risk of os wIII not be affected liv Selle° s ownsrshiu of the transtiortstion assets - expenses tram Huger, Seller will have no obligation to deliver Product at the "'Ship from" location unless Buyer. its agents, and its carriers have: emcmd into, and are in compliance with,. agreements governing access to the "Ship Front" location. Where this Agreement clearly provides that delivery is F.O.13. the "Ships Ter" destination. title and risk of loss will pass to Buyer at the -Ship To destination as Product passes (as applicable) the transport truck or railcar' outlet €tar bare permanent hose connection. or pipeline downstream flange. Where s ipment is- by railcar, nerd Buyer is urrablq to accept Einti,n�, ilffercxf,tle and irass wit pass toaetimeofn,tive pplaeof the Buyerwill pay berespottsiblt fr anyinrtrrae,fleeting.shifting-�arkirrg, pole( or other cltati Y. rr latecl receipt ter delivery of P oruduct . w,aca�W wy 4nuacu uy azw rl d. Quantity and Inspection. Quantities will be determined by (in order of preference) cafibratett meters. terminal tank ages or shoretank downgaages. or an yy appplicable AS"Tlvt method•. Qusnttltirs may be tclitperatur adjusted'ato Ca9°F. at Seller's option. using built-in temperature compensators or ASThf tables. Either patty may require that Product quantity and quality be determined Iiy a joint) selectu"d, licensed petroleum inspector, whose findings will be conclusive. Customary inspection costs will be shared equally, but additional services will be paid for by the party requesting them, 5, Compliance Witb Laws. Buyer, its agents, comply with all laws, regulations, and standards al in and or alloww to be would-be in 6. Safety and Heaith, Buyer shall thoroughly review and adhere w all Safety,Data Sheets (SIDS) and otter safety -related information provided by Seller concerning the Products, including but not limited to the recommended use, restriction on we. precautionary measures and exposure controls for each of tfte Products as described in the SOS, Buyer �I� flywith .all state and federal lam regulations. and codes in); tothe maintenance, and distributi n of $IDS. Buyer E191cs the Words and assumes the risks associated with haruf itig {425885.D0C'X: ) ion and its cosy (including e,)pcnsc of return and re- $ C'laim& All claims must be in writing, Product quality or quantity claims must be delivered to Seller within 50 days after delivery of the Product. and all other claims b} Buyer must be delivered to Sel ter within 6D days after the event giving rise to the Maio(, Buyer will preseryt, and pttmit Seller to inspect and Sam ie, the subject Product.. ANY LAWSUIT AGAINST SELLER 1 111' ';ii INVOLVFS TIYIS ;AGREEMENT" Ott THE SALF OF PRODUCTS MUST BE BROUGHT WITHIN ONE VF.AR AFTER THE CAUSE OF ACTION ACCRUES. 9. Limitation of Liability. IN 'NO ENTNT WILL SELLER'S LIABILITY FOR DAMAGES NETHER' ARISING FROM BREACH OF CONTRACT ° OR WARRANTY, 'SEGUGENCI , STRICT LIABILITY, OR OTHERWISE) EXCEED THE PURCHASE PRICE OF THE PRODUCT CONC"EIt,NED :NOR WILD. SELLER BE LIABLE FOR Ptt,N TIA'E, P CIDEN'T"AI,, CONSEQUENTIAL, Ott SPECIAL DAMAGES (i;+tCLUDING LOST PROFITS), EVEN IF ADVISED OF THE PossunLy Y OF livai DAMAGE1l 10. lyorce .�ajeurc and Aflocatjo a, Neithcx patty will be liable to the other for any delay or failure in Perforntan :c: (other than to matte payments when due) to the extent that it is caused by circumstances beyond its reasonable control, or fire, explosion: hood: earthquake( storm; act of God. mechanical brmakown; sabotage or vandaliarn; strike or other labor disturbance (Ss;llet will not be required to settle a labor dispuu, or take an action that might involve it in a labor dispute). shortages of or delays in obtainin& crude oil, feedstocks, raw materials .or finished products, equipment, labor, transportation, or storage; interruption of utility services, or compliance with any law, regulation or order (relardlem of validity); cif any governmental or military ;authority' Further; if Seller at any tame decides that its Product. supply is insufficient to meet the actual' or forecasted nests of Seller. Its divisions and subsidiaries, and its and their customers (whether under contract or not), Seller may allocate its supply among all of them in any fait and reasonable manner determined by Setter. 11. Indemnity. Buyer will indemnify and defend Seller and its cmliloyees and agerns against arty lass. r.larm, fiataility tactual rx alltged)> tics penalty,'ar expense (including extort costs, attoriaty fee;;, and litigation: exp� rs), of`any kind (tncluslircg those fsased In tort, warrurst}', or sirrci: liabfiity�, arising tint tit, sir in coFirtme�ioa with: (i) rite perftirrnanue of des Agreetnmtii; (il) any torture of Buyer. its agt;nts at rmldoyees to comity or other iisc. by Buyer*or neghgence or intentional misconduct is determined by a court to be the sole cause of the damage. to responding to any thirdTafty claims, Seller may select an attorney and may enter into any settlement without affecting this , obligation. 12. Default. Seller may terminate this wAArccmont in the event of a material defauh by Buyer which is not cured within :1 U days after notice of default is given. Seller may also terminate this Agreement at once (surd TR 12915 - Exhibit 2 (Revised 911,20t6) Buyer will'have no right to cure) if Buyer either fails to pay any amount when due or violates the provisions of p ph 14 below. The right to terminate is in ;addition to any other remedy may be available. A waiter of a default in one instance does not extend �to any subsequent default. 13. Export Sales, For any Product that will be exported from the U.S.A. by Beyer or another Party, all wxport-related requirements are the We responsibility of Bayer or the I -A -porter. Seller is not responsible for comptwrt control laws ilquirements in such tr ctions unless it to assume that responsibitty in writing. Buyer acknowls that rouct was, designed and produced solel , for ecirnmer purlmses. Further. Bever a that unless s eti rally. licensed byy the United States government. no Product received from welter is intendetf to be nor will be. shipped either directly or indirectly. to any- country entity., or person or for any end -use that is vrohibited under the national Traffic in Arms I:egulati by any a iicable law or regulat is strictly prohibited, Buyer s from all fines, penalties, costs, icy fees) incurred by reason of Except where Seller has specifically provided to Buyer in writing the Fapproprite documentation necessary [er ubstantiatc that Product is ch ble ort NAN fA or other preferential duty treatment Product sold hercun r is. deemed not eligible forNAFTA orany preferential duty treautient F any "rod that will be e�pttrted iitim the �.�,A tiv i3uver, 5elter reserves ilT riettts as a manttfact�trer under l9 U,5. `I 13 and related re ulattons and reserves ail rigtt w claim drawback. IuysY will provide Soler with proof of expott satisfactory itr Seiler and artpp' other tnfonnaii<>a needed by Seller for the timely surd aCcucatc filing ufSeller's claim 14. Trademarks, Buyer will not use Seller's name, trade or service marks, or trade dress in any way with regard to the Produce. 15. General, (A) The sale of Products to Buyer. and this A eementwill be governedby Ohio law, without giving effect to its principles of conflict of Taws provisions and excluding the United Nations Convention nn 13, and 14 above' invalidity or unen ,ct the validity or any atternppled assi e event of a sale Mellon. Breuer may; at its sole crp ion, mitnediatety terminate this Tement. M No claim or notice relating to this Agreement to be given to fer will be valid unless sent by certified mail return receipt requested or A national ovetnirrht courier service rn qpll1 r mtrl�—A — C.n.,.-- [alai aucet, rririttay, tamp 4MW� All notices given by Seller to rayy be .sent to the addresses shown on the most recent written ndence 1,Lk to Seller by Buyer, or to such addresses as may, be t in: writing by Buyer in the future, ((i) No amendment or titan of this Agreement will be valid unless made in a writing y authorized representatives ofhtath parties. Any attempt by either rough a job order, purchase order. invoice, or other document, to any degree any of the terms of this Agreement will be deemed' al and will be void, unless cordained in an a icndment executed as hereinabovc. (ll) No failure to exercise or elcctlon not to exercise parrty's rights' hereunder wilt constitute any, waiver or modification rights. or be deemed to be a course of performance or, dealing, g or waiving the parties' rights,. remedies. duties, obligations or under this Agreement or any part thereot (I) This Agrocrucltf the entire agreement of the parties with respect to its subject f 42s883 UOCX i TR 12915 - Exhibit 2 Chevron J TWACO eras Our Fatuity ) Brands Product Sales Contract T1,i onir et iRdnttw! Not rtnti tr 1)1. 2016. attd is lx mzep Chet rail Product** { vtn}h4n; . a JiN Won of Cho rcAu U.S.A. xod PORT CONSOLIDATED INC t" Boer"# `ecllcr and E tuN'tr a�ae. us,rulltrti s.. _l, 1'li t, The terns of this eoruract shale comaiiavice tin November 04. 3Qltt. and shall and on October 31. 2017, °unfcvc sooner tarinimaed try atther pnmR in accorJuvcC with the provisions of this tV-ntntct, ?. PROU1.3 7S A`" O OCiAN1111E:S. Seller :tomes to sell to Buyer. and Ruicr agrees to purclwse from $ellcr those gratis o diesel tutt ;oil] other products s(x el x d in Exhibit A tri this t u itmet. pnrclu4,0 i`aim Sc11u' noting each Calendar niollih not less than the tttinimuo# guamitics cii'products specirled in Exhibit A. Seiler shall not be obis ttcd to sell to listytr in arty culcixlar month quantities of prottocts in et cess ofihe maxsimum qua ititit*s sper:ilied in Exhibit A. but Seller may stela to doso at its op#Kin alter request by Bu;ver. Such inininlum .and maximum tlwmiries sitall be prorated for unit period less than a catertctat rnomb Included within the terra of this t;titttstet. Buyer s]Wl not represent or authorize or Wrnu# arty outer p�:rson ill represent that the products purchased under this contract are the products of Seiler or use or authorize or pt:rmit any other person to use any ur the trademarks. ser0ce inwks. trade aamac L color scheme, or surion design,+ utilized In Seller or ;tin othi;r )dent tlt:ation, desiglt ition or marking, ofary kind that moald Wadi.-, such products mith Seller. It is undemicod and altw d that the products purchased under this contract shall be resold by Buyer under Floc}ves brands and trade aamrs. and Seller hera+i gees its con.;t'nt to the rebtanding of such products. If )shyer breaches aav ofthe provisitont, or this section 1. such breach shill, at Setter's option; hit deemed a broth of ibis entire .lgruemcnt anti. its addition its such other rentedks as -it may haae_ Selicr shall have the tight,It tarmiitatc this Agreement finihtt ilK t PitQIli 1-T Qt AiJI)` The products sole) tinder this aontrct shall be of the quality as is gentrall} oll�,rcd b} Seller for similar use at the rclevard dethM hloadom To Ili ilititic the investigation sfany clams or concetn'rcearding the quarq oftlic products dtlitered under this contras.# Bu%er shall keep complete and iccuratt�q records cif Ruver's pomhasr ttrs►u irtation. reccipi.. intentury, it ter its a or d-Gin or p"rttdu t5-rchascd by 13uy'cr in bulk frtun Seller and at* other slipplier. Selice s representatives shall be permitted to Inspect and audit -such records at any time during f3cncr i busioess'hours can reasonable antict io Auysar for up to bite ti ear osier the tetmion#ton of this contract. Srlkr's n:prL-AiUatit cs shah atso hl%v the eight at any - flow to enter upon the premises —,them, the products purchased under this contract are snood b; or for Botrr and to tape 3, ptes orsuch psrxinets fur tea'tove purposes, eompcasating Buyer (at'liuyers cost. li hich for this puspilu ,that) b ktitt d'tlis Seller's price to Bti�vr in chest at the tints ;itch ssatsipks are taken. or. at Sa1It r'sotttiisn. in kind) for any products sir taken. 4. ZJIU. The price': that Rtner shall pay Seller for products ptirt:hascil under- this contract -hall be ticterrnia d its set 11thb in F>hibil 1 (excepras otherx0su Prodded in scctitns 22 loth rtspctt ic, any M$crefiisnar+ Sales I'm defined below)). 9:l1 NLENT.rlND Fy";A tCIAL R17SPOSWULLITY. E3uycr 4 Pulls))"tits rtir products;shall be its I'S do%trs without discount ire elecirottle transler of irsim tcl atniictbic load s- io tin account. bank and location de ignated b; Seller; IloyeC Sttikn{it1'lidges thr kipilrtanev of paYtnunt Within the terms specirwil tthun credit tD cuvoiled and agrees that paadue amounts slutll hear interest at the rate (if 1 % Per year or itic rna_�imunt rate permitted by t1u. state or.tinyer`s p�fdrrsc It, v_ notices ass ipecifled in Exhibit A urthis contract. N.hichctcr i-, less, li'llityee tails to nuke pay mem within the spv:itted terms, such t"ailure shall. at StAkrs's option, be deented a breach or this entire contract and:' in addition to such other remedies as it .outsxbitza:.:;lt�r=�Iwlltre..thereatlerr tbe.tigJit_rrt-atolls�n+l.ctds?am,'c.ci�h�}sp,rtt.�� titltokl' _.- ittii m. �,� paym m i including pat-mclit ufall amount, then outstanding for pnitlucts delis Bred by Seller to Quyer hereunder) is mi`i:ived. or to terminate this contract. The acec'ptamce oram pia m eto by Seller after the due date shalt net Mails on}' ni'Seitcr's rights heNundcr talrshalt such t;ithholdint. of ticliterieb or termiltation ol'this contract uiluct arty tthitp:tiiuta t+t' litiser ltenetitrtiar I# • = w H credit i; eatet+ded to Buyer ht Seller, the buyer shall periodicall% provide to (C'heNro,n), that linancial intannation tit icturitr Prcr(ittei Sales Contract Mcw1ler} I • REV !i5 I?t(:i TR 12915 - Exhibit 2 f�csst Esau tt hX tc.(auvronf to rp,laorl nu, ocdit raarr r,�tt, !€ �ct;s � flu I d��t kIisi VOIV4CL 1bQ tussrt:i:eJ:cajlvwk of tfa, att�� r bmexrivt itupaired or un�ari i tettar} tta tC JkeTon) to the plc dud atu €ta o lt,' wwonI. adtano: a;tcla payinec t rat `t c itv :ndisfact4rer10 (Chca'rOn) ,It tlf be. teat b�° the luster Oil dcitaattel b< (uilt'etilts) -ant@ ,,,.av bu k,it€lhelti tttas,a trtcnt ttr _ i:vority i� r. eci vcf, ""cltcr'i a-.nll ,udlsaynicrtt are sa bjevt it) tltaat s itill=::tut tRaliCe at the d`o cr,,Ajojt of ,1j§ lJcr, F N'c X Any tag., duty toll I`ee-larspavqt. >±ta�ce or other exaction, or the :aillount tltereto, ant azny ;Air s,e tfrrr ct` nom or €w"tsak�r tnlJ of it. fsriedor 4Se:acd by anv wiNtrnmenttl auth city tali ,'site s,t,,,A It . iaacixlcnttt .,r a result sat';hc trans a Fi n, be"Citt prON+i=laJ liar (eerier than local, stnxc and Fedemf net hicoils_ t � nSc te,trrvaJ br th t m t ittc mti saP ietl,�r l�dr a all stau i .1, or the trur ptart:tt cr imiscrr:atittn. prusf scticn, na.tntstWt tar:. u.. or tt,tztcr:J;i} at' 1h, ?:,u eIS aft t', eri I t tl,i ttante acc..�ta,dt, I cul?ectstw€c or N. ,aINle by�.Sell,(. 1,e pai.! by Bu*_cr e?ti danaanEl.I+;• tits ;0rh P,t>nn¢lty slucli be ifr ;khlal,tt 1v the prises otbt liaise Provided Iitr in thiti semiml, 111t er snail, at S Ikr" V-zWvSt.e°..'CDlQ �Ins1 tL Iit°rr to Sf-.Iler, itch cc'n it a.:� csr rtiscr ds� tarnetat` W Seiler nst�v rt artshJt r tairc in noder ui en.tE=le;5ct(sr tst era atsi; ta5 s��e ista�rn aelt ii nisi tx as ad,abIv in connection with soh urdchc riot itttctnrder. t)f la FRIF S. Pnidkwtr2clirer#e :hall Ile n,4 fe br $eller iv $ut ';r at Edit l(scatituli $pc`itWd in Exhibit A {et�ept ai ruber t pre:t i�tc t in it t thin ? +ttalr r_ayett to any J?tacrcticitrtr+� Snles,).. titer~ sleet nAA A Grabs sha#t pxtas tar Boxer et the point lie deliittn into Rq era ttueks. railcar;, secartaO lacititics, cr atther rectiving amit, II'd iikeril me sit £ nvacl into +elaicle, st ptird #} f3s; r Buller shall nisi be re tunwl act ulas'ke soli, deltaeries hilt+ Stich Nchicles rstttesy the; are Clean anal mint, ltntncdintttft prior its delivery and shall tttg be required ht lo,sal tar ttttiNvr qjjUnjijivj 3cs, tdjAa the ruff aptttit} at. the aelaacii. e cep( its otheraa i c authatrixr i bs ellcr. ll'tttlm:rtcs ant tea be matte iotta SUNvr's aaurt�a Facif �.zrI Bu; ershall pro%tde Storage facilities r'Uty1cieOt to enable it tax rcvv a e $uCh dcltsrries ,trtu Shall Provide Sitter alit t un'stttpWed actcs to neat e sieliNcrij.� '4 hours per slit. Haan r IF n.-sporsitsic for ensuring that�Ant t alleles arrtt Incilities usuN! to reca:itc delivvic3 are in sale ctandidOn� and That Btiyers startve taarlititscan be atcra-sed safety Seller hall not be ublirtied ua male aac tlellt,r% to Bvu,cr that c tnaata he rtaacic saicfy Ja Setict's aule,iudyrrterrt_ Bit-, Lr shall cotnph N ith suc}s n rsnnablc rates and ri`"+21118litHas as Setter swill, c Yar lfwlz regarding dct,N°trite by Scltct into Bu3 a s A chielea Or Stara- i'lvilltic,. Csrttx:rs for dr divcries,tt�1ii %e placeit l y 13u, rr cNilh sstch adtanec notice and irr such riannor ii S,;lfar atal ticsifinalc. t'L}NJLIC'T;y OF ISM *lcit1wr Beier wr:m4 dirwtur. ettapik%vee ter atgm cat Hu, cr sbalt lJ t elt,e tit air roce!w tram an* dimcum entpioN ee or aektaa tar'3rilar or its arfibatcs and. vommisa;uar- fey:, or %+at— ar an?. Vitt or enterwmrnent tit"stgniiicant cost car ratite jet ctnaecdont littil dtr contract. or (2) ;Inter into an business arragw,,lint Ntith any ttascalter. emptstcsw or tat or Seller or its atlillasz iotiu r Than as } represcratati+e of JJt* r its aldiliates) at,thout pricir wrimen rioliee to Seller, 13tr er stwit prUtatptla trolit Seller ofasas violati it of this sectiirn 8 mid any consideraticia ruee1%ed as a result OrSitle aitilae SbaJJ be p t xi taxer Or credited to Ss fler. AT rapreselittrste auth tri red b+ $eller away audit art}' and Alf recot%4 Of puler for the• solo Purptiat Of (JeMmiinitrl whelhcr Marc I biro compliance i0th this section ll for up it, 24 rminths after the tern}itration Di'this %mintract. ca d'Jl sr"F iTItTtiI tit �TRI# R1d ;4CI e,NCJitJ"iC J S(€PJ'E1 Tbert shall I nit obligation Ito ell or deliver. or to purclsayt ,'tt mceac t; Ittz,thu.a tiruter� tfrt+ x.'tantntc��hen:ant�ritf� e�tr.nYlh:tt, such thins :aie'�r�4��tidiar liitadet�tfb,� aacr aaJ, Caad tare. riot 1=+bvr alisturitaaea t,a'ltrtlaar inkzla'tna-eazapiarxectis uJ tJac lxtirt rticctrcftm of trrfrs slid resardlcss u;`�aihctitct the disturbance anuld he settled bw' Acceding u) The demands of a latkir sresuilL accident. Naar,. the Acts of Irn- L-cnemnaem tat lli3 icael. bare €,n or donaesait f or an. causes t' 7ond the reasonable: conlruil of the purtN allee,041, taqaoIli or ter Hart s$ra tar rtk anx to€' the rore4oig! wows, Our it) an itiz rtoptiod. loci at shorwip: or aacccssan faril?tia a or �tjspl,ata tit tans ertairttws in all sat ,ly-ttetuand sittntion itehicla mrs # lode a decision hy- Seller the�rWta of Same products which-luight b4, avaif It art 1111t amable). l% Ier nla kv not have $Mrrseient supplies of age Or more ut"IN prodauts c-aatctt d.hy thin vor1ratiet to meet the Ball re(ltrirt pis of Buyer, ol'Selter's other customers, and 'ol`Seller for its host ust. Jfthert is a=;ff rrt,�w w prod octs dvkemble etnder this cnistrac, Seiler vial- allocate shlivories or av-4itable Products amoult 13'ater. Sel#ap`s other calitoncrs 1cuntract or othcrwisc. including Seih:r's ailiftotes) and Seller 6'r its Owl use. tits ang basis ullieh in Wle s scaleudgr., rot is Fair lttttl rcwtscTa +Ie. alluctin tier sttcJa priorities as ScJt�r deem Apncoprint'e. Allwidlon k fair ant! n�tap lase cveik if is is - on t ,41rtnt-le in dac, then-antemplanv* Sources ol'supply tit eellml $born in the sup{tlp 4 genN of �elt�� or it: t'liliarc, ur tzry Jriyaurical 'it Planned d li Brie In t) r+J'lI_i � It".a raxfuct. dl arecurs anuta9acrc in connertitan a�i11t I3uN"ur'a ��� �. p �perNtana�sce nJ`this t:ulilnica.'gttvtr shall Promptly Airntithi Seller,md the apprirprFalt c"enaaaatmtal auifsuritdc and shaft ta% iaamediau xtion tff Clean up the spill and prmNent tittBuy thrsu 1ptan reegipa of sur>h nolificariom, Seiler shall lstttie thr rJphr aI its t tt tion. tar pnwidt. or clause it) be proN ided to tweet such atJditiana J atranJmtNcr equlpn #t atad rartN tint n Uci"s 3taJe that r ritut arc ttcerncd reasonable to complete i J tsl' ilia the cteuru in rt sgtiwtiktnn a �rrnFr. €triter sFsntl p y and Mem{xHt ihlc lilt and o trs is aatt abl4aatnananider section Including cuntrael shall'tncltnl ail ctaats alsKes amtl ailnca Iskrttr+se tllrl till the rlc to as } v rvttnnaa P - +tirnhtt anrxrtt r tcilc� d aN cif its tr nr �trdpn its Fth ui tcc aP Jleaeti 15V N beds tab area pr local earcraimentnl a witc) m a rat:3tlt-Cif vtuh spill. curial its the cN ens the ^tPlll rosultcd Notek trtnn um act ,tr ennission tan the dart of*Seller ar ., ,rtice$ i.tnplovitcs, Produ o SIIv s C'r ttlra t J cscllert CR 1-tl21lt ;-J) l l ` RE%O-Al?14 TR 12915 - Exhibit 2 t€ WjJ:Nj%NITY, ktuexr �Iitlt ilittcWil f and bold ir,r,t;IC,, sctl;"r and it, a! likIic,. Itat ittrir dirzcinr:;. cmplo c>s and agem,. from aml It mbnst arty aint all A:xpcn-,; s (lnctuding atfornet ,' tteiT. liabiiitit s and cluinl, nl aali:atsvet+ec Lind ,;ld nature ineludin aho .c lsr thasla" to prep,'rty litt,tliding prc )cc%i of Buyts r3 ter liar i {ittr} to or chant ofall;-P'r oil, tinclujink llu� rl. or indirL rt> arlAm-. or ulie cd tag arise otirni a?r'in ull, tcuv vol- relit ct longs [tic .t lu:aitictt slvragc: timid ing. or we of atar f7rodtwu pureha ed ttattcr tloi tontritt, or atial [lac maml,:Tlawt:. upi;etl:_-rvlluir_ rr} l:uenlcitt or top,;ratwn at mn� (if it;ifiL` uwd biv liuy%" r in corllt.oiotl 1,601 ttli`+' aaitracj. tit mtythiii loi.,ttr:;i theivi n. inClut.lim: anyact or tonis+ioli or But%er skit It er . awit, or elntrf to e. ill sitc prrfulwalw': 00M, ronti,WL i+r €n the: nperat tall ttf unt. Avh slit is canatomim Meth Hitters Nl_in.,s: Thv forvt!tli iu indemiaily ;hall not apply hi ttit ;mc t and only to the Qxwr t such exNlt r. halsttia} l'a elaint_ r vu It filth Sevier ,tn, kit wiiitul lnisctatadacl. 1Z, IJL'FDO T1tiNS AND USACsF,;5, to thi> cort n: n. unt si tlthcrwi.e icttetl or the ct}nwc i othertaist; regttir:.. the iitlk,Miwz d tiniliolls alld unmt-ei apply- +u * ""sutler anti its aria#iai_s" mli SAlerr it; tatimite tvr,iit ounpttnt Chevron Uorporoill ll, and ills aUh+ idi:aay and :ti'1iliat�i Cempanic'i Alf c u'h ail thttts, * 1_, :" reier, its the United Stet!�s of elmcrieat..ttla, :tll ptacss arz cap.t_:�.-d in U.S. sing all units of niett tint• tint: in V's, Unit, nacan. „iricltjdt� but is got limt`ta? to," Gn t `usuttislalg" mean, but dirt lioliwd to," a Action; pormitteA tlnJerthis cainsrict itlay he tak,cll m run+ tiow Ind fi�wn time tat -time in ttvo a :tor sa diicx_tion, a "A ur H.. lllt!A '-A tut B air hotel." 1 i. =1iPt"1J `GULF, LAW- r NT) t l4PLIE UOLUTICJN. This eantr:rct .<h,111 tic l:oo,tmtd. ints:rpretetle et ttawcd algal Ow ritlatients between tilt; Patti,, determined in ueeordi lace :5 ith th+: latcs o € w statt' tit caisfi mia. ttitbom; ra _aTd as it: Oloi k orla t Vale , lit the caero it dis ,aw lures lt-ith r ijutV't to the 11aerprmtiolt ar licratmul leb aaiair thr rclatiou,hip treated ;f;:. thii ttonlraet. that Parties shalt 411(a mpt ill good lailh w resolve the Gl ,Mule If s1tch v1*4)rts Proi: t€nutirssatt;i. c46 Par, axrods to con "suer tho #lids or mediation. mint -trial. artaiir bon or other attcrmatatc dispute rc:,aluCtin teehit quos pritar to resv nu tub litigation, If 111"tiati ll, miril.1-6al.arbitration tit ratheraltemati+,tti tti>ptalt te..tllritinn %ClrnitilWN Ire utili�led bt the. parties.;jr Harty ltgrees that liti,voitd tar decision raiuttirtc thOeftaral sitattl include: punitive danuq%:s, If the parties are cinsucressrttl in their 'belt frith itltoollit to (libumise rciohv if c[i"sPite, the parse hefeht irrettleablt lad uncoaditionallt tunscnt to muba lk tia tla e cdusite jtdrl,dartit+fir of tht� :[aorta ofeirher ti t Contra Costa Count} in thc. Slaw Of'C".zlif arnia. or t?i the tederal rouru or the 'Nerthem Distriet or t.,'afi%mia.. for any anions, sail. tar Pfocoe'din+ep arising mit of or it ltltijl�' to 's contra l janil th,r Parties each 3gn". not to .kltnmence anti m(ion. suit tit ants' ling rctatinat thereto ewept in 9tich Courts), 14, PZIO _ACRCF.�tFNTS tiiANF.p. This contrict citm:stlattcs the entere aureement of' tilt, parties 1Ngh re.�t ;:A eta its sabjeo marter and :terminate$ and super;si;ties arly prior agtceme-ill... ut ik-r-,taadint rel'lmwtuatiart..at proposal Mating 1a tltc sale by SVIIcr ar Pruttuetr, ni Buyer at the dclitert locaiiorli .stl in Ltisiblt A tar-aurillar% taircnrtit lnwt 5atf s cortlemplited bysection 22)Waiver h;, Seiler or inner ovine or more breaches; of this comic et .shall not he di emed to }re a tihsts r tat`iin} ulhcr or continuing bwaah, No nliadii ctatiola oNhis cooltzi:L and no abai.cr ut ulay of its luntdsioos. shalt he l t. T tt 13l1;1Ti". t f any prm ill n Or this cmtr;trt shall tat~ .tciitulvd itivalitt t r ullmlitrCe ahle by a Coort ill' Corripdont juri:soicrion oir let operation of an} <appl"ivahlr: low. such provision shall he 4eorled othittod and that remaining provisions shall rtnreinin Rdlforce tti_ 1, pia"ixiku%4rackltowlcttgesrete'r{staf"i4ataTialSaller.Delasiress('VISi3:S)lz*rillProdaiasctat"ereidbyThis; ililrukt:... 17, 12,iti:t.t 'iF : In no ct ent shall Seller be lialik liar :my speriat. irdireet or Conseltocatiaal datslagU13 orally kind inittltting loa s of Profits. ttT.S,t or use tut' ctaalis Of ttuytt's V'ttatriiim"ni due tar liens of sauce t-t'hailirr the damage^ are bused in cootrater or tpri lineltidiia uic$llgsnce or sent liability) Aar Ptherstiw. Boyiir'3 %! eNO tSi%e Nrfte y filr an; alter .Ill Io;,av tit t#aanngei rl< luring i r m t14 orehttsttaf projiteli under 11tii contract. including. brit not limitcri to. a ty al} ;ration olf birvach orwarrat t: bt-ach of contract. tw l iolvc or twirt liability, shall i hL CualatCd- at 13ut"i is option. to either the return of the aura:hasi lwity or the replacement of the fuel for cthiO a claim is proved. Ill .1! sSj j, EVT ANQ t201G.Al'lrly 1'hie rumme^t k pownnt to t ewer anti Buyer shall not. 4ubjcwi to any Catlin n t{iiirtcntt ni, ut and attlil rathi. statute. a,4ign any righti tic tick :tee rut}° ehttiea that Hurrr mst� has"e atulrr t#atx coulract. either %niumirild. ineutuntarily or ht operation tit` taw. or oth+.mvir'r. without the prior tarlttcn Consent (if selkt. Ir latter is a .,. curpcitatlain. iojF sale. corivelaitce. alienation. trumsttr or otlactr change of interest in tic title to or beitetirial otitiership ofit) pment or more or the volilw mock {or securities rontertibiv into ill percent or mom a]* the voting ,tuckj of tauter. cith'ir ..e.�»....e—.. ,-.....,m .— ,,...w�untr�t�.�Pxwxunwuu�o_+:..aha,.�tix�r.x�n�.�m��n••c.^.qu*gs-av�cn.mx.s.,.pon*utn.��u.. aa,Wtitnarnt elf fIt t'eeit rl€;ht. unifier ths, 4zomract. Srtlter may assign afty of ks ri. etantratl it ittltiat It1ix r'ssottseni: Product Siles Contrut iRtselly I § 4 r ar tteleglilc Inv tit' it, dutie, ondor this C1. 1-t12fx{ s-Ct3 t FA 5 11i1l TR 1245 - EA04 2 W! is YK0. 'MR; go,,& fT, &G TV "'A Tj "d Y'04 % U� €9r0 WN ww" jv it olt, ,l t fait *wn—qWQ!dx 1 00 to X "A 0"r own —naW pv! pol d""Wov v yAko� by & 0vic I;Q1 Or md R* ashy hmc K 00 uYWo X wq Ow "nMq "we M §jmg qv "on pay M I"M 30 &;, Pro. Motion We a torn"Mmy Inualusuan or ov, ww"o AA 04 SAW the No, t4c p cpamd bj Ah cowl-ja fato", cjmAW of iltz Inn nj, III;, conurj,,, 't'O" °1 �t< 'Imil bv upon ,0 tO, the tour. .1 J. 1-4,4l, J,:J 61,tl itI6 suki ads ma A cowmqd v Mh xv o y""T of% ornoo , qywSw U" or Mau W, \k %Is W 11svor maw as &I A h. Ink to soppouas *W UU&I Mk envWL 'Mjo 1 J. uuu X, pqr\-Jj7lj) F', 'F;lk I"ORI 'if 4 UNCIT AND IN I HI: 14% 1 SK 11ALI OF Sly TION, t ':?F ti-fil; C (0, fR %(- l, Bit � 'E, R WN f"M U DGEN All) HQFRY ACCEPIN III XT SEUIR lVaCV0 IMMIOWS kQ %\D 11 L 0 1 [WR V, URR xl%jilcs. VXI41-Ss tAc 131\6 M "IT It r LMI TAI 1, I`,;, ANN' AND Al 1, i1 JPS ttl` DE FOR A P.WILI, LAP PE RP(II-4- ANY M,1Rtt %\I Il, kNY Ct. �t'PSL OF AUNC I)IR USAGE Of TR 4,DF. aLk 1V �" US $00 "1 ROM Ina f4l IIN Xt QQOW 10 in ;alc tr>Fw4act'on, -u-s jok4itlon, n,�f p%xlf1vJ in WIR A fWanklim! SQU I WIM obw%hI, utucd to in urWng tj SAW amt Hom my vwwmm* sw, MA 4 dawd wala owe vs mww"Md M M umv map Ma M"Nd& PMQM. pr'ctt-, and M lcr; tv,%�:Itiotls for Di.wtvtiolov., &fl�:, III,: j:� QWd My I, Sj& XW &q, Q "I, .4uh tran.-,actiom Thv ('I* pridltLa, A It Aral Ilof cunt spa 'it tilt: or 1113\1nu."'l1 �ohjrnc,i ir) IF "Itib4A. Cho r#1 91 IT v0d I AWAY 1 1 %SA DAY! Wanagc,, Pr: C-Lvis Sspurt PORT C()\ 140 LID % t Ef" IN( 13m11M, Ma Cmrwr I R4�0wr) REV Of I_ i TR 12915 - Exhibit 2 Chevron Aft, A 0,jr Family, of erarlf-1-5 FAINKIT k ,;U"k DAotr% Dvl1wry Slinimurn. Villialual Price Pricing DJrF DIFF ProdAiciName 1,11turnrGallon iolamcGallon Clear r)N 0 Location Mode Dwription Prw4ion � #*J per Xtanth per'NI""th {Sial) CS/U31) F1, I p 4j Trwk VnbrzrA,4)L1.5 :73AWK, COW DF1 FTLAUDURDAtT F1 TPIM 0qFN1W'\1 Tnkk c. \ LCA.) k t:01raWN) MS LWIM I I0�110110 2 1 CLWV DF., r$RLA,"-W I'L TR KINDER MORO 8N Tnxl� 0 "1 tnbru &-di ULS C 116, 667 121,313 CAFE B043 3 DFA Pricing Prin4sions: L OPtS CA CAR!: OPIS Prior Day Cafifornia Cap -At -Rack Assessment for Motor Gasorre(CTSIGAL), During periods when OPIS publishes CAR quotes for boM summer and winter grades, Chevron w,71 Lisa, the quote for the newer season. 2. OPTS CA CAR = OPI$ PribrDay Calkibmia Cap -At -Rack Assessment I& Motor Gasoline (CT"AL), During periods when OPIS publishes CAR quotes for both summer and winter grades, Chevron wfll use the quote Jbr the newerseason. OPIS CA LCFS = OPIS Prior Day California Low Carbon Fuel Standard for Motor Gasorine fCTSIGAL), The pvrpitor, pr4xc which auwrsliaflp* Seller for VRODUCT VANIEdeliverid to DFUNFRY LOCATY sballbe .--111 4-1-- J , AN I u.,fnj-jrLqLd - T!aepriceabo,,ejoea _4% priclag, ha3t: on MICE an(retleci 3pplicublL mxe-saml gowntruental Aws. mhich v�ijl w aWett to the fltutl invoice unk-ss dccluryaseteiniiitk% the 13Ter, f Or P 1s Q * S sir () 9 IS - b I Ite it P tie: 69. 11 OicInI4 incl VIcles d w, W t# n ,a" Cek'QnJ o' -r 4t n,l\-] I I c h'th' e Tian- ket is - 0o S, . :d- pricing %ill'A he tho prior cahmdar day on mlikh the market is k)p,n. Nnfitt.Addresses- $4ie6-. Charoii Pnoduct, Lmnpuny Alin! Bri in (4,oincs, Cieric-41 11-anager 14A11 1 ,—. Cr...... ljqtCr; PORT CONNSDIA) k I U) 1\(' Ann.Don C;Wwn t I I i Cr 1 4,1-1j tX`$-Xfl IV rT. I-Ati DF RVALE, 1: 1. .1-1.316 US Tel: i goo) 6C,-5823 m 233 Prcdttei Salt; Contract i eszliert C11-0200-08) REV C)-; 1'-, 14 TR 12915 - Exhibit 2 PrOduct Sales Contract (Rvselker) TR 12915 - Exhibit 2 PETROLEUM PRODUCT SALE AGREEMENT [Unbranded -Term -hack] This Petroleum Prot nct Sate 4,;reenievt ("A reeM errt"), dated to be effective as of October '1, 2016 (the "Fffeefii- hate"). is entered into by and between PORT CONSOLIDATED, INC., a Florida Corporation ("Buj7er"), and INDIGO ENERGY PARTNERS, LLC, a Georgia limited liability company ("Seller"). Each of Buyer and Seiler is referred to herein individually as a `"Partyf' and colle.ctively,,as the "Parties." I> Tenn. The term of this Agreement (the "Tern+"), shall be from the EffectiveCate through September 31, 2017 ('the "E.rpiration Bate").. 2 Purchase and Sale. Seller agrees to sell and deliver to Buyer, and Buyer ragrees to purchase and receive from Seller, the product or products described on Exhibit A (collectively, the "YProdttcts", and each individually, a "Product"), in accordance with the terms and provisions of this Agreement, Seller's obligations under this Agreement are expressly conditioned upon Buyer satisfying; Seller's credit and other financial requirements, 3 General Terms and Conditions, The general terms and conditions set forth on the attached. Exhibit B are incorporated herein for all purposes. 4 Volume Requirements: Delivery Point, Exhibit A attached hereto and trade a part hereof designates the monthly ratable volumes (the "Atmiddy fi )ltar:e' }, and total aggregate gallons (the ..Total Volume") of each Product that Buyerhas agreed to purchase under this Agreement, and further designates- the: location (each, a "Deffitery Paint") where. each Product will be delivered FCA to Buyer. During each calendar trinath during the 'Perm, Seller agrees to sell, and Buyer agrees to purchase, not less than 90% and not more than 110% of the Monthly Volume at each Delivery Point (the "Valuate ange"), which shall "be ratable on a daily and weekly basis; and Buyer will not be allowed to purchase from Seller, and Seller will not be required to sell to Buyer, more than 110% of the ratable weekly portions of, or more than 110% of the ratable daily portions of the Monthly Volume. The volume of Product purchased will be determined solely by the amount set forth on the net bill of lading generated at the Delivery Point, The Monthly Volume may be adjusted from time to time upon mutual agreement; provided, however, in such case a formal amendment to this Agreement is not necessary. S. Price. and Payment. Buyer agrees to pay Seller, at the prices specified therefor on Exhibit A (the ", Price"), far all Products purchased under this Agreement within ten (10) -days after the date of the relevant bill of lading. Notwithstanding anything to the contrary contained herein, or contained in any other agreement between the Parties, Buyer, shall pay to Seller on demand amounts equivalent to any and all (collectively, the "Fees "): Taxes, duties, charges, and fees, and any and all increases thereon which are now or hereafter unposed, directly or indirectly, on, against, in respect of, or measured by the Products, or any material contained in the Products, or the inspection, production, manufactures sale, purchase, storage, transportation, delivery, or other handling of the Products or material contained in the Products, or any feature thereof, or otherwise relating to this Agreement. Fees are not included in the Price and will be billed as a separate ,tine item on each invoice. 6. Termination. This Agreement may be terminated by either parry upon thirty (30) days written notice. T R Lability. In addition to any other rights that Seller may have under this Agreement as a. result ofBuyer's #'allure to purchase Products within the Volume Range, if Buyer falls to purchase at least TR 12915 - Exhibit 2 90%' of the Monthly Volume for a given Product at a given Delivery Point, at Seller's sole discretion, upon written notice to Buyer (the " UnderfiftVgicr-), Seller may reduce dic Monthly Volume thereafter required to be sold and delivered by Seller to Buyer to the actual amount purchased by Buyer (the "Adjusied Monthly Yolunte"), which amount will be stated in the Undertift Notice, 8, Miscellaneous. I It Notices. All notices required by, permitted by or otherwise related to this Agreement shall be in writing and sent by facsimile, overnight courier, hand, registered or certified mail. return receipt requested with all postage fully paid to the relevant Party at the address set forth below the signature block below, A Party may change or provide additional notice information to the other by giving notice in accordance with this section. A notice shall be deemed to have been received by a Party: (i-) if delivered by hand or sent by ovemight courier, on the day of delivery if a Business Day, or if not a Business Day, on the immediately following Business Day, (ii) if sent by registered or certified mail, return receipt requested. on the date of receipt, and (iii.) if tratisraitted by facsimile, at the time of transmission with answer back confirmation of receipt. b. C01111tel-pal.",., Facsimile Signatures, The Parties may execute this Agreement in multiple counterparts, each of which constitutes an original. and all of which. collectively, constitute only one agreement. The signatures of all of the Parties need riot appear on the same counterpart, and delivery of au, executed counterpart signature page by facsimile or electronically scanned transmittal (including via electronic mail in portable document format) is effective execution for ail purposes tinder this Agr eement: tsLpialares conimence onfollowing pqg,-] TR 12915 - Exhibit 2 Bu-ver and Seller have executed this AC,-,recinew to be effective for all purposes as of the Effective Date. Notice to Birver: Port Consolidated, Inc. Attn: Don Carlton P,O. Box, 350430 Fort Lauderdate. FL ' )3335-0430 Fax: (954) 527-11,91 hf)(13547 k 2 SELLER: EN"DIGO ENERGY PARTNERS, LLC Bv. Nam c: David Mansfield T -- jtic� Director of Sales -Notice to Seller: Indigo Energy Partners, LLC Attn: 46k-e-� ?4cy David Mansfield P.O. Box 2535 Gainesville, GA 30005 Fax: (678) 9284925 [Signature Page to Petroleum Product Sale A pareement] TR 12915 - Exhibit 2 EXHIBIT r1 TO PETROLEUM PRODUCT SALE AGREEMENT Certain Detlnitions. PLAITS = Platt's Oiluram Price Renort, Same Dav = Quote torthe day of &l very°, except for -wccl end or 0aliday da} s, for }cinch the most recently published relevant uotc will applv befit ry Point Product Price Per Gallon Month Volume (in canons) .101-5 - US 1044;4-dFPRT EvIldiFL-MOT Depot i.rN i11" 2D (S-15 PPM) OCT 1,050,000 NOV 1„050mo DEC 1,050000 JAN 1.050.000 FEB 1.050.000 NIAR 1,050.000 APR 1.050,@0D ttV 1L?1J(s-i5PPX1)DYED MAY 1.050.000 JUN 1,030,000 JUL 1.050,000 AUG 1,050,000 SEP E050000 Total 11600e000 '" Stiller may increase these adders duringthe Term if and to the extent t}uat Setler`s actual secon lary costs increase after the Fffectivc Date, but must give Buyer at feast 30 days' notice of any changes before they become effective, [Etid of Exhibit A] TR 12915 - Exhibit 2 Consol'idated 3141 SE 14th Ave - P.O. Box 350430 Ft. Lauderdale, FL 33335 Phone: (954) 522-1182 Fax: (1954) 527-1191 ToR Free: (800) 683=5823 .January 12, 2017 Jeff English City of Pompano Beach 1190 NE 3rd Avenue Building C Pompano Beach, FL 33060 Obligations of Co -Op Participants— UNLEADED GASOLINE & DIESEL FUEL FORSOUTHEAST FLORIDA GOVERNMENTAL COOPERATIVE GROUP Dear Mr.English; Per the terms of the RFP, the following is a brief description of the obligations of the Co-op participants. 1. All Participants' storage tanks must be registered accordingly with all local code enforcement agencies, 2. Participating agencies can order fuel Monday through Friday from 7:30 AM to 5:00 PM. 3, Orders will be accepted via phone, fax, or e-mail. Automatic deliveries and/or weekly top -offs are recommended for tankwagon deliveries. 4Orders in by 3 PM are guaranteed next day service. 5. Port Consolidated expects Co-op participates to pay within the defined terms of the agreement, Failure to do so may result in refusal of service. 6. Port Consolidated does not have volume purchase requirements for participating agencies, However, if an agency does not purchase product on a regular basis, we cannot guarantee supply during an emergency situation, Should you or the City of Pompano Reach Purchasing Division have any questions on this proposal, please feel free to contact me at any time. Sincerel on Ca President Port Consolidated Miami - FtLaudarciale - Writ Palm Reach - FtYieme - Orianda - Jacksam4e - Tampa www.portconsokfalad,cam TR 12915 - Exhibit 2 9 SEE--XIEL—Al A 14411NEW onsofild'ated 3141 SE 14th Ave, • P.O. Box 350430 Ft. Lauderdale, FL 33335 Phone: (954) 522-11,82 Fax: (954) 527-11-91 Toll Free- (800) 683-6823 January 12, 2017 Jeff English City of Pompano Beach 1190 NE 3rd Avenue Building C Pompano Beach, FL 33060 Contingency Plan of Action— UNLEADED GASOLINE & DIESEL FUEL FOR 5OUTHEAST FLORIDA GOVERNMENTAL COOPERATIVE GROUP Dear Mr, English: Per the terms of the RFP, the following is a brief description of our Contingency Plan of Action. 1. Port Consolidated has contracted with 3 different suppliers in Port Everglades for approximately 4 million gallons per month of diesel and 825K gallons per month of gasoline. 1 Port Consolidated has contracted with 2 different suppliers in the Port of Tampa and Orlando for approximately 2.25 million gallons per month of diesel and 375K gallons per month of gasoline. 3. Port Consolidated also has active accounts in Port Everglades with 7 other suppliers. 4. Port Consolidated operates 13 different petroleum storage facilities in Florida that can hold up to 3 million gallons of product. S. Port Consolidated has more rolling assets than any supplier in the State of Florida. We have the ability to shift those assets from one market to another depending on where the emergency needs arise, 6, Port Consolidated fills any/oil petroleum .storage available throughout its network prior to any named storm. This storage capacity will allow us continuous operation while the other terminals are not releasing product. 7. Port Consolidated operates 9 offices throughout the State of Florida. We have computer servers stored at a hurricane proof facility in Dade County. Our office can function from any one of our offices throughout the State. 8. 'Port Consolidated has 6 satellite phones to vtilize during times of crisis when AT&T is not operating. 9. Port Consolidated has a fleet of mobile generators in stock to position at any of our locations, that may experience a power outage. MarW - Ftlauderdale - West Palm Beach - H-Pierce - OriandG - Jacksavville - Tan" www-partconeakuw-Cpe, TR 12915 - Exhibit 2 3q L1FCXnso*IIi?dsa,-ted 3141 SE 14th Ave. - P.O. Box 350430 FL Lauderdale, FL 33335 Phone, (954) 522-1182 Far. (954) 527-1191 Toll Free; 1(800) 683-5823 10. Port Consolidated operates 6 different Cardlock facilities (private fueling stations,) throughout the Tri- County area. These facilities are not open to the public. They do require card activation through the CFI network, 11. Port Consolidated has the ability to pull product from all other Florida Parts should Port Everglades become incapacitated. These 11 simple steps should allow us to function properly throughout a time of crises, Should you or the City of Pompano Beach Purchasing Division have any questions on this proposal, please feel free to contact me at any time. Sinc r c, ar President Port Consolidated Warni - FtIauclerdafe - West Palm Beach - PLIPIetee - 0dando - Jacksonville - Tampa www.portconsolklated,com TR 12915 - Exhibit 2 COMPLETE THE PROPOSER INFORMATION FORM ON THE ATTACHMENTS TAB IN THE ESID SYSTEM. PROPOSERS ARE TO COMPLETE FORM IN ITS ENTIRITY AND INCLUDE THE FORM IN YOUR PROPOSAL THAT MUST BE UPLOADED TO THE RESPONSE ATTACHMENTS TAB FOR THE RFP IN THE EBID SYSTEM. PROPOSER INFORMATION PAGE RFP E-13-17 Unleaded Gasoline and Diesel Fuel for Southeast Florida Purchasing Cooperative; Group (number) (RFP name) To: The City of Pompano Beach; Florida The below- named company hereby agrees to furnish the proposed services under the terms stated subject to all instructions, terms, conditions, specifications, addenda; legal advertisement, and conditions contained in the RFP, i have: read the RFP and all attachments, including the specifications, and fully understand what is required. By submitting' this proposal, I will accept a contract if approved by the City and such acceptance covers all terms, conditions, and specifications of this proposal. Name (printed) Don Carlton Title President Company (Legal Registered) Port Consolidated Federal Tax Identification Number 59-1 1 73292 Address 3141 Se 14th Ave. City/state/Zip Fart Lauderdale, FL 33316 Telephone No. 800-683-5823 Fax No. 954- 7-1191, Email Addrestut;arlton@portconsolidated.com TR 12915 - Exhibit 2 RFP E-13-17 UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL PURCHASING COOPERATIVE GROUP ATTACHMENT "A" SPECIFICATIONS & REQUIREMENTS The table included in Attachment "B" provides information from each Participating Agency as regards the size, type and location of fuel storage tanks and their estimated monthly usage of the various fuels included in this Request for Proposals. I. SPECIFICATIONS 1.1 Successful Proposer will sell to all participating agencies the following products (the "Products"): '*Ultra Low Sulfur diesel": No, 2 Ultra Low Sulfur, on -road, clear, ta."ble diesel fuel per ASTM D975-08a specifications. or latest revision. "Ethanol Gasoline", 10% Ethanol blended gasoline per ASTM D4814-07b specifications, or latest revision. J.-I Additional, Optional Fuel Products: * Midrange Unleaded Gasoline: Minimum Octane of 89.0 * Ultra Low Sulfur #2 Red Dye Diesel * "5% Biodiesel Fuel": Ultra Low Sulfur 5% Biodiesel blended fuel, on road, clear, taxable diesel fuel. The 13100 will conform to ASTM D6751-08 or latest revision, * "20% Biodiesel Fuel": Ultra Low Sulfur 2011/o Biodiesel blended fuel, on -road, clear. taxable diesel fuel. The 13100 will conform to ASTM 36751-08 or latest revision. * E85 Fuel Ethanol: Shall conform to the chemical and physical standards for fuel Ethanol as set forth in the ASTM International Designation D5798-99,"Standard specification for fuel Ethanol (Ed 75-Ed85) for Automotive Spark -Ignition Engines". 13 The products supplied as a result of this Request for Proposals must conform to the specifications of the State of Florida and comply with all Federal, State and local laws and regulations as applicable on date of delivery. page I of 9 TR 12915 - Exhibit 2 2. PRICING METHODOLOGY: 2.1 Prices proposed are to be F.0.13, delivered expressed as a positive or negative ditTerential from the applicable daily OPIS price published in the "OPIS Contract Benchmark File" as described herein for the date of defivery cif product to the Participating Agency and are exclusive of all Federal. State and County Excise taxes and fees. Any other applicable taxes and fees shall be added at the time of invoicing, See Paragraph 3. TAXES . Item Description Transport Delivery Tank -wagon Delivery No. Differential Proposed Differential Proposed 0 4 -) 0 per gallon* per gallon* 1 87 Octane Unleaded $ a) 0. 00 $ A2Y Y 2 Diesel Fuel #2 Ultra $ Low Sulfur 3 Lump Su /each $ CZ .... . . ..... . . leach Additional Delivery Charge for Deliveries beyond 30 mile radius of Port Everglades only. * Calculate differential proposed to fourth decirnal point, Differenti-al proposed to remain finn during initial contract period and anv reneNval period. Note, If your proposal is contingent on your firm being awarded a contract for all products and all delivery inethods.,,Proposer must indicate this condition in the proposal response. 2,-2 Pricing of Unleaded 87 Octane Gasoline is to be proposed using the following methodology: Daily Published OPIS Gross CBOB Effianol 10% Unleaded Unbragded Rack Average Price (For the applicable Reid Vapor Pressure - RV on the date ofdelivery of product at the rack) EW Positive or Negative differential, proposed for 87 Octane Unleaded on Proposal Fon-n, Paragraph 6. (Differential to be, constant regardless of the applicable RVP.) 2.3 Pricing of Ultra Low Sulfur Diesel #2 is to be proposed using the following methodology: Daily Published OPIS Gross Ultra Low Sulfur Distillate No. 2 Un "ra ded Rack Average prices. Page 2 of 9 TR 12915 - Exhibit 2 Plus Positive or Nega tive differential proposed for Diesel Fuel 42 Ultra Low Sulfur on Proposal Form, Paragraph 6. 2.4 The price proposed with differential shall include the vendor's cost of product. vendor's profit. the cost of delivery within a 30 mile radius of Port Everglades. and any and all other costs. A lump sum. additional delivery charge only applicable to deliveries beyond a thirty (30) mile radius of Port Everglades may be proposed on the pricing sheet. Within the thirty (30) mile radius of Port, Everglades the proposed costs must include delivery regardless of the actual varying road miles required to be driven to make deliveries within that radius to each tank location. The differential proposed for Unleaded Gasoline and Diesel Fuel or gnv additional fuel products shall not change during the initial term of the contract or any renewal periods. No other charge s shall be added, Differential must be expressed in dollars and/or cents per gal Ion. C� 2.5 The selected proposer shall advise the Lead Agency of all available Federal or State credits and discounts available on all fuel types being purchased herein. The selected proposer shall apply all applicable credits and discounts to the price charged to the Co -Op and identify and reflect the discount on, the applicable invoices, (Note: the applicable credits and discounts will be incorporated after award and shall not be reflected in the Price proposal Schedule-,) 2.6 Alternative Fuels Considering the dynamic nature of fuel technology and the growing dernand for alternative fuels, the Co -Op reserves the right to add any alternative fuel to the fuel types required. '*A'hen such a need arises, the Co -Op shall contact the selected Proposer to detennine if the selected proposer has the ability to provide or obtain the, alternative fuel. The Co -Op shall provide the selected Proposer with information on the fuel type, the technical specifications of the fuel, the acceptable operating parain, eters, the estimated quantities, delivery requirements, and any other relevant information available. The selected proposer shall submit a written price offer for the supply of the alternative fuel for the Co-Op*s review and approval. However, if the selected proposer is unable to supply the alternative fuel type, or the Co - Op does not accept the selected proposer's price offer, the Co -Op shall have the right to purchase the alternative fuel elsewhere. 2.7 Additional Fuel Products: Proposers may submit under a separate cover a price proposal ,on the following fuels. Proposers must outline the Pricing Methodology for each additional fuel product proposed. Item No. Description I Midrange Unleaded $9 Octane 2 Recreational Unleaded 90 Octane Page 3 of 9 TR 12915 - Exhibit 2 a 4� 3 Ultra Low Sulfur 92 Red Dve Diesel 4 Biodiesel Fuel B5 5 Biodiesel, Fuel B20 6 E85 Fuel Ethanol TAXES: 3.1 The agencies listed herein are counties, municipalities or subdivisions of the State of Florida and, are exemptErorn Federal Gasoline and Diesel (excise) Road taxes and Florida Sales Tax. 3.21 Proposals will be considered only from Proposers who do not require the payment of these taxes. SUBSTITUTE/ALTERNATE METHOD FOR PRICE ADJUSTMENT: 4.1 The City reserves the right. based on mutual agreement with the successful proposer, to substitute an alternate method for price adjustment for a specified, negotiated period of time A. An interruption in the OPTS Index is experienced beyond existing scheduled holidays (independence, Day, Christmas, etc.). or B. The listing, of prices for the OPTS Index are interrupted or modified to a degree which would require alteration of the computation formula to -determine a fair price., or C. The use of the OPTS Index prices becorncs non -representative of the market., D. The, Successful Proposer provides clear and convincing proof that market conditions unrelated to the OPTS Index have been materially altered from those that existed at the time of award or renewal of contract. Such,proof may consist of contracts with suppliers, invoices or published indexes, etc. 4.2 The City may, if deemed to be in the City's best interest, elect to modify the pricing methodology in the situations listed above in the following manner using any nationally recognized, published benchmark or index. The firm markup or discount will include the vendor's cost of product, profit, delivery costs and any other costs. The firm markup or discount for Unleaded gasoline or Diesel shall -not chanIM during the negotiated term of the contract amendment. No other charges shall be added. Page 4 of 9 TR 12915 - Exhibit 2 43 The City may also negotiate a per transport or tank, wagon delivery surcharge. if market conditions necessitate such a solution. 4.4 If it is -determined by the City to be in its best interest to substitute an alternate method for price adjustment as specified above, the contractor(s) will be notified thirty (30) days prior to the effective date for the alternate adjustment. If an alternate price adjustment method's not acceptable to all awarded contractor(s), the City may cancel this contract in whole or in part by giving the contractor(s) ninety (901) days prior written notice. 5. INVOICING 5.1 All in -voices shall be provided to each participating agency via an electronic method within twenty-four (24),hotirs of date of delivery of product. Each invoice Shall reference the date of the applicable published OPTS price for that day with the appropriate differential as per the contract. Successful proposer shall list separately on invoice each individual non-exempt tax/fee and the amount of the differential. 6. ORDERING &PAYMENT, 6.1 Each participating governmental agency will, based on the award of contract made by the Lead Agency and with the same prices. ten ' -ns, and conditions establish its own contract with the successful proposer(s) in a manner acceptable to the successftil proposer, will issue its own purchase, orders; will require separate billing and will issue its own tax exemption certificates as required by the successful proposer. 6.2 The City of Pompano Beach Purchasing Division will furnish a copy of proposers list and C� any -other information submitted with the proposals to all participating agencim 63 Payment will be made by each Parficiporing Aggency within fifteen (15,) calendar days from delivery of product at Participating Agencies location via wire transfer to seller' account and bank, as indicated on the invoice. 6.4 It is understood and agreed that the City of Pompano Beach is not a legally bound patty to any contractual agreement made between any other agency and the successful proposer as a result of this Request for Proposals. ,6.5 After award of contract(s), to successful proposer(s) the City reserves the right to issue purchase orders in accordance- with the terms of this contract. 7. Reporting Requirement The selected Proposer shall submit to the Lead Agency Fuel Purchasing Report on a monthly basis. The fuel Purchasing Report shall include fuel volume totals by fuel type for each participating agency. The report shall also include a "Grand Total" (year-to-datc) fuel volume for all Participating Agencies for each -fuel type, The required 'fields are the fallowing: • Reporting Period (specify month) • Participating Agency T-N, ga e 5 of 4 TR 12915 - Exhibit 2 • Delivery volume (do not round off reported volume amounts. allow volumes to be reported up to as many decimal places as needed). • Subtotal volume (per iuel type for each Participating Agency) • Cumulative Total Volume Year to Date (per fuel type for all Participating Aggencies) • Note regarding fuel types: report must specify the ethanol and biodiesel blend being delivered. The Fuel Purchasing Report shall be sent in electronic fon-nat (Excel format preferred) via email to: purecasing;copbfl.corn. 8. DELIVERY REQUIREMENTS For the purposes of this section the term Carrier shall mean the Seller or an independent contractor hired, by the Seller for the delivery of fuel to the Participating Agencies. 8.1 LEGAL REQUIREMENTS: A. Compliance with L4ws and Codes; 'Federal, State. County, and local laws, ordinances, rules and regulations that in any manner, affect the terms covered herein apply. Lack of knowledge by Carrier shall in no way be a cause for relief from responsibility. The Carrier shall strictly comply with Federal, State and Local building and safety codes. Equipment shall meet all State and Federal Safety Regulations. B. Independent Contractor Relationship: The Carrier is, and shall be, in the performance of all work, services, and activities under the Agreement, an Independent Contractor and not an employee, agent', or servant of any Participating Agency. All persons engaged in any of the work or services performed pursuant to this Contract shall at all times, and in all places, be subject to the Carrier's sole direction, supervision, and control. The Carrier shall exercise control over the means and manner in which it and its employees perform the work and in all respects the Carrier's relationship. and the relationship of its employees, to any Participating Agency shall be that of an independent, contractor and not as employees or agents of any Participating Agency. C. Certifications, Licenses and,Permits: Carrier shall provide a copy of all applicable Certificates of Competency issued by the State of Florida in the name of the Carrier. It shall also be the responsibility of the Carrier to submit prior to commencement of work a current Occupational License and all permits required to complete this ,Contractual service at no additional cost. It is the responsibility of the Carrier to ensure that all required certifications, licenses and permits are maintained in force and current throughout the term of the Agreement. 9. DELIVERYIESPONSE TIME: A. Delivery shall be required within twenty-four (24) hours unless an alternate delivery date has been requested by the Part icipatingAgericy. Page 6 of9 TR 12915 - Exhibit 2 B. Daily order-, shall be placed by e-mail from a participating agency representative by 10;00 aan.. Mondav through Friday. C; Deliveries shall be made within 24 hours of order placement unless the participating agency specifically requests otherwise as indicated on the order, in which case. requested delivery date and tune shall become the required delivery time, D. Orders placed on Friday shall be delivered no later than 5.00 p.m. the following Monday, unless the participating agency specifically requests otherwise, in which case-, requested delivery date and time. shall become the required delivery time. The participating agency shall not require the carrier to deliver on Sunday's (except for declared emergency situations'). E. A transport load shall be defined as no less than 7,500 gallons of Ethanol blended or regular gasoline or no less than 7,000 gallons of Ultra Low Sulfur Diesel or 5% biodiesel fuel or 200/,o biodiesel fuel. F. The Participating Agencies reserve the right to split any load between 110 more than two delivery sites for their agency. G. If the carrier is unable to meet the delivery requirements, it shall be the responsibility of the carrier to notify the participating agency within 2 hours of the delay OCCUrring so that the V participating agency can determine if it needs to transfer fuel between its sites to cover delay. C� - H, At time of delivery, carrier shall present a delivery ticket/bill of lading to a participating agency representative, or if requested, deliver document to a specified location. The delivery ticket./bill of lading shall include,- • Bill of lading number. • Name of supplier and carrier. • Date and time of delivery. • Type of ftiel delivered. • Gross gallons and net gallons delivered. • Inches in fuel tank, before and after delivery, • Driver's signature. • Sis participating agency employee receiving delivery, unless otherwise gnature of participad indicated. Delivery address. L Carrier shall be adequately equipped, staffed, and supplied to, promptly, and'efficiently, Furnish, deliver, and, dispense, all products that are submitted at various facilities. J. Carrier shall have the ability- to rill above -ground tanks. K. Carrier shall be fully responsible for any and/or all actions of their employees that require clean up or ground sterilization as the result of ail "improper" delivery, Carrier shall have and shall maintain those types and quantities, of materials necessary to contain spilled Page 7 of 9 TR 12915 - Exhibit 2 product(s). Carrier shall be responsible for prompt and thorough cleanup of all spillage, as per EPA specifications, and for any agency fines or fees that result from contamination. L. Discovery or occurrence of a spill, on overfill, excess water in the tank, suspected contamination of surrounding area, suspected tank failure, or any other indication of chemical release shall be immediately reported by the Carrier to the participating agency. Where the event is directly or indirectly the result of carrier's actions, die carrier shall also affect containment and initiate cleanup immediately. M, All transport truck deliveries will be temperature adjusted to 60 degrees F in accordance with the latest edition of the American Society for Testing and Materials (AsTm) Table 6B. I - Volume 11, Petroleum Measurement Tables. Delivery tickets and invoices shall reflect the net gallons delivered after temperature compensation. N. Any Tankwagon deliveries will be metered in gross gallons and invoiced in gross gallons. 0. Agencies will accept fuel from trucks with sealed State approved and inspected meters, Trucks that have State of Florida Department or Agriculture and Consumer Services sealed, calibrated and certified compartment tank volume markers for the petroleum product being delivered, are also acceptable. 10. SPILLAGE: A. The Conti -actor and/or his subcontractors making deliveries shall be fully responsible for any errors or mistakes that require clean up or ground sterilization. Contractor will be responsible for prompt and thorough cleanup of all spillage per EPA specifications and for any agencies fines or fees for any contamination that result from improper delivery of fuel. 11. PRIORITY DELIVERIES: Preference of deliveries shall be given to agencies providing emergency relief and response services and members of the co-op who are participating in this contract, in case of declared emergencies or natural disasters. Proposers shall attach an emergency plan that assures continued dielliveries of these products in case of emergencies andlor when additional quantities- may be required. 12. WORK SITE SAFETY/SECURITY: The carrier shall at all times guard against damage or loss to the delivery site property, the Carrier's own property, and/or that of other contractors, and shall be held responsible for replacing or repairing any such loss or damage. When applicable, the Carrier shall provide fences, signs, barricades, flushing lights, etc. necessary to protect and ensure the delivery site(s) and insure that all county, State of Florida. OSHA, and other applicable safety regulations are met. Additionally, carrier shall provide for the prompt removal of alldebris from delivery sites. All participating agencies may withhold payment or make such deductions as deemed necessary Page 8 of 9 TR 12915 - Exhibit 2 to ensure reimbursement or replacement for loss or� damazze to property through negligence of the Carrier or its wrents_ 13 ADDITION OF DELIVER SITES: Each Participating Agency shall be able to add delivery sites to the attached list, with 7 days Notice to the seller. Page 9 of 9 TR 12915 - Exhibit 2 & —FPC04 OWN A, nsolid-lated 3141 SE 14th Ave. - P.O. Box 350430 Ft. LaudeTdale, FL33335 Phone: (954) 522-1182 Fax: (954) 527-1191 Toll Free: (800) 683-5823 January 12, 2017 Jeff English City of Pompano Beach 1190 NE 3rd Avenue Building C Pompano Beach, FIL 33060 Additional Products — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL COOPERATIVE GROUP Dear Mr. English: Pei• the terms of the RFP, please see below quote for Additional Fuel Products: Item No, Description Transport Delivery Differential Proposed Tankwagon Delivery Differential Proposed- 1 Midgrade UNIL 89 Octane E-10 +0,099 +0.199 2 Recreational Unleaded 90 Octane +0-099 +0.199 3 Ultra Low Suifur #2 Red Dye Diesel +0A49 +0349 4 Biodiesel Fuel B5 +0.049 +0.149 5 Biodiesel Fuel B20 +0.049 +0.149 6 E85 Fuel Ethanol ..10 under 87E10 10 under 87E10 7 Biodiesel Fuel B5 .01 under ULSD .01 under ULSD 8 Biodiesel Fuel B10 .015 under ULSD .015 under ULSD 9 Biodiesel Fuel 820 .02 under ULSD .02 under ULSD 10 Premium UNL 93 Octane E-10 +0.0991 +0.199 We will utilize the same OPTS Unbranded Rack Index as outlined in Section 2 of the RFP,, "Pricing, Methodology". Miami- Filaudardale • Viest Palm 8mch *FLPlarce - Wanda • JackSMOO'Taml;)a WWW,P0rtQGr=#daAad,CdM TR 12915 - Exhibit 2 19111� nsolidated C3141 SE 14th Ave, - P.O. Box 350430 Ft. Lauderdale, FL33335 Phone: (954) 522-1182 Fax: (954) 527-1191 Toll Free: (800) 683-5823 Should you or the City of Pompano Beach Purchasing Division have any questions on this proposal, please feel free to contact me at anytime. Sincer n President Port Consolidated Miami • Ft Lauderdale - Weal Palm Beach - FtPierre - Orlando • Jacksonville -Tampa WWW.Podcon&oWated.com TR 12915 - Exhibit 2 sofidated & 3141 SE 14th Ave. -P.O. Box 350430 Ft. Lauderdale, FL 33335 Phone: (954) 522-1182 Fax: (954) 527-1191 Toll Free: (800) 683-5M January 12, 2017 Jeff English City of Pompano Beach 1190 NE 3rd Avenue Building C Pompano Beach, FL 33060 Alternate Proposal — UNLEADED GASOLINE & DIESEL FUEL FOR SOUTHEAST FLORIDA GOVERNMENTAL COOPERATIVE GROUP Dear Mr. English: Please be advised. For those municipalities that wish to haul their own product, Port will deduct $0.01 per gallon from the standard delivered transport offering. Port Consolildated also has the ability to arrange for "Fixed Price" fuel contracts. These programs will allow municipalities to budget their fuel costs without having to combat day to day market volatility. Please see the attached "Fixed Price" Supply Agreement. Pricing or quotes for such programs change by the minute. We would prefer to quote accordingly if and when the need arises. Should you or the City of Pompano Beach Purchasing Division have any questions on this proposal, please feel free to contact me at anytime. Since a President Rot Consolidated Momi - FllavderdWe • What Palm ftach - FtPiwcs . OAWWO - J=10*wft - TamPa W&W4xrtC0nS0k%tWx= Port Consolidated TR 12915 - Exhibit 2 3141 SE 14 tb Ave. Exh-ibit A Fort Lauderdale, FL 33335 Petroleum Product Sales/Purchase Agreement SUBJECT TO THE TERMS AND CONDITIONS OF THIS SALES!PURCHASE AG, RE EMENT. BUYER AGREES TO PURCHASE AND SELLER AGREES TO SELL AND DELIVERTHE FOLLOWING PRODUCT(S) AT THE PRICE(S) AND IN THE QUAMMES (1-0 BE PULLED RATABLY TI-IROUGHOUTTHF DELIVERY PERIOD) AS SET FORTH INIHIS AGREEMENT. ACCEPTED AND AGREED TO ON Buyer: Seller. PORT CONSOLIDATED Attn: Attn: JOSEPH R. SISKA `rifle: Title: CrO / TRFASUP E Phone: Phone: 954-522-1182 -x233 Fax- Fax: 954-527-1191 By; By: Print Name: Print Name: Donald Carlton. Jr. Title: Owner Title- President 1. F.O.B. Deliver- Point(s) Morithiv Gallons Product — L9VITICIAL terms: raxmelif .1-4el to nays rrom tiate 01 Dill of tading, All Payments $hall he made in LIS Dollars, Volume shall be determined solely by the terminal net bill of lading or certified meter reading, I Term'. 'Me Term of this Agreement steal l be for a period of month& beginning on and ending on 4. fjgc 5. CM& Upon request Buyer will promptly furnish to Seller financial statements. rcfizrence% from banks and trade organizations and any other information requested by Seller —Buyer represents and warrants that all financial statements or similar documents provided by Buyer to Seller (previously or hereafter) (i) do or will fairly present in, all material respects Buyer's financial condition as of the date of such doe-uments; (ii) have been prepared in accordance with U.S, generally accepted accounting principles and (iii) if audited, have been certified without reservation by a firm or independent public accountants, Seller shall determine a credit limit ("Credit Limit**) for Buyer, Buyer agrees that it shall not contract for Product(s) in excess of its Credit LimiL Buyer shall have the right to contract for amounts reflecting the dilltrcm.T between the Credit Limit and any amounts due and owiniz to Seller. Seller in its discretion inav reauire Ruver to make n annd fMtith 6. Taxes/Fees: Buyer acknowledges that taxes and fees are not included in the price set forth above, shall be billed as a separate line item and are subject to change from time to time without notice. Buyer fitirther acknowledges that it is responsible for paying on demand any and all (a) costs and c\pumses for transportation from tIhe designated supply prints) et forth herein and (bl taxes, duties, charges'assessments and fees (including without limitation superfUnd and environmental fees) 'imposed, directly or indirectly. now or hereafter on, against. in respect ol: at measured by the Product(s). or any material contained in the Producti(,$), or related to inspection, production, manufacture. sale, use. purchase, storage. transportation, delivery, or other handling of the Products) or material contained in theProduct(s). or any kature thereof. or otherwise relating tdTfAtVA#eckft0,it Tice parties specifically agree that the preceding sentence shall apply regardless of any other term or condition contained herein or any other agreement between the parties. Should Buyer claim exemption from any taxes. Seller is under no obligation to verify Such status and Buyer shall indentnify Seller pursuant to Paragraph 15 in the event Buyer is or was not exempt rrom such taxes. 7. Specification: Per Seller%pecifications. 8. QuantiO.Nolume-, Buyer shall purchase 1001,114 of Monthly Gallons per each Delivery Point. Butter is required to lift Products)ratablyon a weekly basis at all Delivery Points. 9. Ratable triage: During each calendar month of this Agreement. Buyer is required to lift each Product on a ratable basis by the week at any or all of the delivery points. The weekly ratable volume for each Product by delivery point is 7/30 of thA. maximum monthly volume(defined as one twelfth orPurchaser's yearly commitment or otherwise computed on a pro rata basis based on the number of months of this Agreement) Specified for each delivery point. 10. 12efliult and Remedies: For the purposes of this Agr eement. Buyer's defitult includes (a) the making of any, false or misleading representation in this Agreement and (b) the failure to Observe or comply with any provision or covenant in this Agreement. In the event or Buyer-s dcfaUlt. Seller ritay seek all legal and equitable remedies. including, W ithout limitation. all rights provided by Article 2 of the Uniform Commercial Code. Seiler may also seek its attorneys- fees. costs and expcases incurred in connection With Rover's default In addition, in the event that any invoice is not paid when due or Buyer takes delivery in violation of Buyer's Credit Limit. Seller may at its option (it suspend or condition further deliveries or (ii) terminate this Agreement. without notice or demand. and all unp-aid balances Shall be immediately due and payable. In the event Buyer fails totake delivery Of any portion of any Products) during the Tenn. including non -delivery as a result of Buyer's default. Buyer agrec's to pay Seller immediately Seller's lost profits on the undelivered quantity of Product(s). All amounts not paid when due shall bear interest at —% -per annum and shal I be payablc With all costs or collection. including. without limitation. Seller's attorneys fees. costs and expenses, Upon the occurrence of anti default. Seller may set off against the indebtedness of any amounts owing by Seller to Buyer, whether or not those amounts are immediately payable. Seller shall have the right to require the Buyer to take possession of the Product with or without demand and with or Without process or law and the right to sell or dispose of the Product. 11. Notices: Any notice, request or Other communication required or permitted by or pertaining to this Agreement (-Notices-) shall be in writing and issued to the addresses as listed above. Notices shall be delivered by (a') by a nationally recognized courier or messenger service with confirmed delivery. (b) personal service or (e) first class mail prepaid. Notice using the methods set forth, in (a) or (b) shall be deemed effective if delivered between 9AM (EST) and 5PM (EST) ("Business Hours1 on a day on which commercial batiks are open for business (-'Business Day-): any notices delivered after Business Hours or on a roan -Business Day shall be, deemed delivered as of 9AM (EST) on the first succeeding Business Day. Notices y bfirst class prepaid mail shall be deemed received 5 calendar days after matting. Refusal I by a party to accept notice shall not of its validity. 12. A to -nation: Seller. in its sole discretion, may decide to allocate or limit quantities of Product(s) available for sale. In such instance. Seller shall exercise reasonable efforts to provide all of its buyers With allocations Of PrOdUCt(s) reflecting amounts purchased previously ona regular basis prior to allocating any Product(s) to non guaranteed quantity purchase customers andlor new customers, 11 Over Lifting: For purchases of Product(s) exceeding the tumunts; set fortli, in Section I above. the Buyer shall be, charged in accordance with current Port Consolidated delivered prices, 14. Non -Reliance: Buyer represents that is entering into this Agreement as a principal (rather than as age nt of any personor entity) and has made its oum independent decisions to enter into this Agreement, Buyer is not relying on any communication (written or oral) of Seller as a recommendation to enter into this Agreement. Buyer is capable of assessing the merits of and understanding (on its own behalf or through independent professional advice), and understands and accepm the terms.. conditions and risks of this Agreement 15, )6rgMn : Seller warrants that Product(s) delivered to Buyer will conform to the de5ctiption(s) set forth on page I of this Agreement. This is Seller's sole warranty. SELLER MAKES NO OT ' H ' ER WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH REGARD TO ANY PRODUCT(S) PURCHASED HEREUNDER. ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY DISCLAIMED AND SPECIFICALLY EXCLUDED. I& LIMITATION OF LIABILITY: SELLER DISCLAIMS AND BUYER HOLDS SELLER. HARMLESS FROM AND AGAINST ANY LIABILITY FOR CONSEQUENTIAL OR OTHER INCIDENTAL DAMAGES. BUYER AGREES TO INDENN TFY AND HOLD SELLER HARMLESS FROM ANY CLAIMS OF LIABILITY ARISING FROM USE OF THE PRODUCT. W'HE'rHER SINGLY OR IN COMBINATION WITH OTHER SUBSTANCES. Seller Shall not be liable for darnages. whefliter arising from performance of Seller*s obligations under this Agreement, tort (negligence), or otherwise fur loss of anticipated profits, loss by reason of plant Shutdown, non -operation or increased expense of operation. service interruption, claims of customers, cost of money, toss of use of capital or revenue, or for any special, incidental or consequential loss or damage, Buyer agrees to defend, indemnify and hold harmless Seller from and against any and all liability, losses, damages, costs. claims. lawsuits, judgmerim settlements and expenses, including without limitation, reasonable attorneys ices, costs and expenses arising or related to this Agreement or Sellees performance under this Agreement. Buyer assumes all risk, and liability for and shall indemnify and hold Seller harmless from and against any and all, loss. damage or injury to persons or property (,whether to Buyer or third parties) arising out of the ownership, use, custody, control or disposition of the Product(s) by Boyer, its agents and employee.,, or by an), third parties. 17. Risk of Loss and Title: Identification or the Produegs) shall occur the Agreement is effective, Risk of loss passes to Buyer on identification. Title of the Product(s) shall pass to Buyer on physical possession. 18, Defects. Buyer shall within I days advise Seller of any alleged defect or failure to conform with speeification& If the parties agree that the Seller is responsible. at Sellers option (a) the defective Product(s) shall Ibe returned at Buyer's expense. proficrly si&T-tiarded against normal transit 2 risks as required by Seller, for replacement by Seller or (b) the parties shall negotiate a mutually acceptable amoTfAr1&9*-10M&a from the Agreement price, the payment of which shall operate as a full release of Seller. Buyer's failure to notify Seller of any ;alleged defect or failure to meet specification within 2 days shall constitute a complete waiver of any claim withrespect to defects or failure to conform and Bu}er's release: and covenant not to sue Seller wwith respect to any such claim. 19, Accg ip ance: Buyer's acceptance of delivery of Producti(s) shall constitute irrefutable ew idenceof its agreement to the tenets anti conditions set forth herein. 20. Responsibility to Warn and keporgy: Buyer assumes all responsibility for (a) warning and protecting its personnel and any third parties ofall hazards to persons and property related to die Product(s) and tb) complyin' with all relevant reporting obligations antler the Emergency Planningand Fight to Itnoww Act of 1986, �42 LISC` Sections 110 1-11044 resulting from the presence ofchemicals under this Agreement. i Applicahle L.aww/Forum/Jury Waiver: This Agreement is governed by and shall be construed tinder the laws of the State of Florida wwithout. reference to conflicts oflaws rules or principles. With respect to ally suit. action or proceedings relating to this Agreement (-*Proceedings"') each Party irrevocably (a) submits to the esclusive,iurisdiction of the courts of the State of Florida and the United States District Court located in 13rrowward County,: (b) waivesany objection that it may have at any time to the lazing of venue of any Proceedings Brought in such court. (c) waives anti, claim that such Proceedings have been brou fit in an inconvenient forum and td) further wvalves the rig-dit to obiect, with respect to such Proceedings., that such court does not have jurisdiction over such party, INSOFAR AS PERIMITTED BY LAW, EACH PARTY IRREVOCABLY WAIVES ANY AND ALL. RIGHTS TO TRIAL BY JURY IN ANY LEGAL PROCEEDING IN CONNECTION WITH THIS AGREEIM NTAND ACKNOWLEDGES THIS WAIVER I5 A MATERIAL INDUCEMENT TO `f14E OTHER PARTY'S ENTERING INTO T141S AGREEMENT. The prevailing party in any litigattion between the parties shall be entitled to receiver reasonable costs including external anorneys fees. 22. t> iverr No waiver by either Party hereto of a breach of an obligation owned hereunder by the other shall be construed as a vvitiver of arts tither breach, whether of the saute or of a different nature. No delay or taiture on either ParWs part to enforce any right or claim. which it in;\, have hereunder, shall constitute a waiver on the respective Parh's part of such right' or claim. All rights and remedies arising under this Agreement as amended and trodit ed from time to time are cumulative and not exclusive of any rights or remedies which may he available at law or otherwise 23. Assi r °rent: Neither Party shall assign this Agreement without the consent of the other Party hereto. Any such attempt to.assign this Agreement shall be null and void. Nothing herein shall confer or is intended to confer on any person or entity which is not a party to this Agreement any rights or ' benefits under this Agreement. 24, Amendment: This Agreement shall not he modified or amended. except by written instrument duly executed by officers or other duly authorized representatives of the respective Parties. Notwithstanding: the foregoing, Buyer agrecs that Seller May modify the terms of this Agreement at any time to comply with changes in applicable law, Acceptance or acquiescence in a course of perlurm ance rendered shall not be relevant to determine the meanings of these terms and conditions. Notwithstanding- any provisions therein to the contrary. any terms and conditions in a iluycr's purchase order, cortfirmattion. acknowledgement form or other document issued by the Buyer that conflict With this Agreement or increase Seller's obligations are rejected and shalt neat be binding on Seller unless expressly accepted by Seiler in writing. 25. Severability: Any, provision hereof which is legally unenforceable shall be ineffective only to the extent of such t nenforceability without thereby invalidating the remaining provisions hereof or af'fectia g the validity- of enforceability of this Agreement a.; a' wvbole, M. Entirc Agreement: This Agreement contains the entire agreement and understanding between the Parties with respect to the suhiect matter hereof, and there are no rather promisees. representations, or warranties affecting it; 27. Force Maieute: in no event ,shall the Seller be held liable (a) for indirect consequential, punitive. or multiple damages tat (bi for any loss of any kited caused, directly or indirectly, by federal. state or local haw. order or regulation, government restrictions. war (whether declared or undeclared}: terrorist acts, insurrection. riots, fires. flooding. strifes. failure of utility services. accidents. -adverse weather or other event% of nature, ter rather conditions beyond its reasonable contra% 28. lnsnrance; Buyer shalt carry and maintain comprehensive general public liability insurance. including contractual liability. bodily Injury and property damage, wvorkmen's compensation. and employer-s liability insurance throughout the Term of the: Agreement and ,any, extension of this Agreement; 29 _rding; Each party may, in its commercially reasonable discretion; raord, on tape or csthcrwvisc. any telephone conversation between the parties and involvingtheir respective officers agents and employees. and each party hereby agrees and consents thereto. 3O. `I"ime is of the Essence :Tine is of the Psseriee in this Agreement. Failure to meet a deadline shall be a breach. 31. HeadinT Pleadings in this Agreement are for convenience only and should not be used for interpretive purposes. 32. Authority to Sign: Each party executing this ,Agreement is duly authorized to do sea and all entity action pecessarc'tor the- making of'this .Agreement has been duly taken: 3 TR 12915 - Exhibit 2 ono City of Pompano Beach, Purchasing Division 1190 NX 3rd Avenue, Building C UNbeacMe Eforttla's 4Yatrr"oat �valcome Pompano Beach, v Florida 33060 December 22, 2016 Unleaded Gasoline and Diesel Fuel for Southeast Florida Purchasing Cooperative Gaup To Whom It May Concern, Please review the following question and the City's answer. 01: 1 wanted to confirm the volume on the bid as it seems to be a sizable difference from last year. Last year's volume: 21,434,744 gallons. This year's volume: 3,621,580 gallons. I wanted to make sure we recorded the correct gallons in our system and communicated it to our bid team. Al: The aggregate fuel capacity ofthe Southeast Florida Governmental Purchasing Cooperative Group, which is shown in Attachment 13, represents only one fill -up of all the tanks owned by each participating Co-op member, Attachment D "Co-op volume report Jan -Dec 2015" may be more useful for annual volume projections, as it records a full year's history of multiple deliveries. 0 [We] would like to prepare a proposal for the above referenced bid, However, l wouldlike to know if we have to bid on all sates, or can we .bid on just the tanker sites? A2: This is an "all or nothing" solicitation. The successful proposer will be expected to provide diesel AND unleaded gasoline to all participating Co-op agencies, Q3: Please provide a copy of the prior bid tabulations, invoice and bill of ladings for our records for each location with a tank capacity of 5,000 or more. A3: The previous tcontract, Attachment C' Coral Springs Contract 14-A-035 RFP has been added to the attachments tab. As the successful proposer will bill, deliver to and enter into separate contracts with approximately 40 participating Co-op agencies, there is no single source for the invoices and bills of lading for each of these agencies: Q4. What are the volumes for this bid, either by agency or total? I need to be able to judge the commitments that need to be made and realistic projections of what products will be needed and in what quantity: TR 12915 - Exhibit 2 Addendum # 1, E- 13-17 A4: Attachment D "Co-op volume report Jan -Dec 2015" has been added to the attachments tab, 06: What agencies may use their own trucks and what volumes would they require? AS: Presently, the City of Boca Raton uses their own trucks. Attachment D "Co-op volume report Jan -Dec 2015" contains a record of their volume. Attachments C and D have been added to the attachments tab of the electronic solicitation. Addendum #1 is posted on the City's eBid website: hftp,.Llpompanobeachfi.ionwave,het, Acknowledge receipt of this Addendum using the Addendum Attribute on the Attributes tab in the eBid System. The deadline for receipt of written questions is 6:00 p.m. (local) December 28, 2016. No further questions will be accepted after this date. Oral and other interpretations or clarifications will be without legal effect. The deadline for acceptance of sealed bids in the Purchasing Office, 1190 N.E. 3rd Avenue, Bldg. C, Pompano Beach, 33060, is 2:00 p.m. (local), January 4, 2017. The remainder of the solicitation is unchanged at this time. Since Jeff English Purchasing Agent cc: website TR 12915 - Exhibit 2 erconsolidated 3141 SE 14th Ave. - P.O. Box 350430 Ft. Lauderdale, FL33335 Phone: (954) 522-1182 Fax: (954) 527-1191 Toll Free: (800) 683-5823 January 12, 2017 Jeff English City of Pompano Beach 1190 NE 3rd Avenue Building C Pompano Beach, FL 33060 Re: Confirmed Cardlock Locations and Pricing Dear Mr. English: Please be advised. Port Consolidated has six locations throughout the South Florida where customers can fuel their vehicles directly from our automated fueling stations. They are as follows: * 11550 NW 36th Ave., Miami, FL 33167 — Diesel and Gasoline -Mon, through Fri., 7 AM — 5 PM * 3141 SE 14 th , Ave., Ft. Lauderdale, FL 33316 — Diesel and Gasoline 24/7 & 2301 NW 15th Ave., Pompano, FL 33069 — Diesel and Gasoline 24/7 0 1126 Hammondville Rd., Pompano, FL 33039 — Diesel Mon. through Fri., 7 AM — 5 PM a 1782 Skees Rd,, West Palm Beach, FL 33411 — Diesel and Gasoline 24/7 V 6951 Garden Rd., Riviera Beach, FL 33404 — Diesel and Gasoline 24/7 Pricing for the above facilities will be the same as our confirmed delivered tankwagon pricing. 1 will send out Cardlock set-up/activation forms with additional information to the Co-op at a later date. Should you have any questions or comments, please feel free to contact me at any time. Port Consolidated Miami - HlaudwdaCe - Waal Pakn Seacb • KPieroe , Orlando - Jacksonv*e . Tamps w*w,Wdcom&didatad.cDm TR 12915 - Exhibit 2 Exhibit C Rate Schedule Prices are F.O.B. delivered as a differential from the applicable OPIS price published in the "OPIS Contract Benchmark File" as described herein for the date of delivery of product to the City, and Participating Agencies, and are exclusive of all Federal, State and County Excise taxes and fees. Any other applicable taxes and fees shall be added at the time of invoicing. The differential shall remain firm during the initial contract period and any renewal period unless agreed to in writing by both parties. The below pricing also includes the alternate fuels listed in RFP E-13-17. Item Transport Tankwagon No. Description Delivery Delivery Differential Differential 1 Unleaded Gasoline 0.007 0.089 2 Diesel Fuel 0.007 0.089