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R13-121 II 1 4 RESOLUTION NO. R13 -121 4 Z. A RESOLUTION OF THE CITY COMMISSION OF E THE CITY OF BOYNTON BEACH, FLORIDA, 6 APPROVING THE "PIGGY- BACK" OF A PALM BEACH COUNTY, FLORIDA BID #13- 081 /SWC : WITH MORTON SALT, INC., FOR THE PROVISION OF GRANULAR SODIUM CHLORIDE; 11 AUTHORIZING THE MAYOR AND CITY CLERK 1 TO EXECUTE A CONTRACT FOR AN ESTIMATED 1. ANNUAL EXPENDITURE OF $67,000; AND 1 PROVIDING AN EFFECTIVE DATE. 1 1 WHEREAS, City staff has confirmed that Palm Beach County has complied with 1: Public Contract Bid requirements which equal or exceed the City of Boynton Beach's 1 requirements; and 1: WHEREAS, upon recommendation of staff, it is the City's desire to "piggy- back" 1 • a Palm Beach County Bid #13 -081 /SWC and authorizes the Mayor and City Clerk to sign 21 a Contract with Morton Salt, Inc., for the provision of sodium chloride for an estimated 21 annual expenditure of $67,000. 2. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF 2 THE CITY OF BOYNTON BEACH, FLORIDA, THAT: 2 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed 2 - as being true and correct and are hereby made a specific part of this Resolution upon 2: adoption. 2 i Section 2. The City Commission of the City of Boynton Beach, Florida, hereby 2: approves the "piggy- back" of a Palm Beach County Bid #13 -081 /SWC and authorizes the 2 • Mayor and City Clerk to sign a Contract with Morton Salt, Inc., for the provision of 3o sodium chloride for an estimated annual expenditure of $67,000, a copy of the Agreement \ \apps3 city cbb \auto\Data\200\ Items \191\ 2793 \3521 \Reso_ -_ Piggy- backmg_PBC_Bid_wrth_Morton(2013) doc it is attached hereto as Exhibit "A ". Section 3. That this Resolution shall become effective immediately. PASSED AND ADOPTED this 5 day of November 5, 2013. CITY OF BOYNTON BEACH, FLORIDA .; or Je for 1 V' e .r — Woodr . Hay 1' 1 : 1 Commissioner — P avi • ' Merker 1;; rdtI VFW 1 Co ► missi r — hael M. Fit ,iatrick 1.c 2n Co missioner — Joe Casello 2 2 ' ATTEST: ly�� 2 /1 • aca...i.ditit 2 Jo t M. Prainito, MMC 2 ity Clerk 2 3 o` orpore Sea1) cu 'S ■ } \ \apps3 city cbb\ auto \Data\200\ Items \191\2793\ 3521\ Reso_ - _Piggy- backing _PBC_Bid_with_Morton(2013) doc Rla I CONTRACT FOR SODIUM CHLORIDE This Contract is made as of this day of , 2013 by and between MORTON SALT, INC., a foreign corporation authorized to do business in the State of Florida, with offices at 123 N. Wacker Drive, 26 Floor, Chicago, IL 60606 ( "MORTON "), and THE CITY OF BOYNTON BEACH, a Florida municipal corporation, with an address at 100 East Boynton Beach Boulevard, Boynton Beach, FL 33435 (the "City "). RECITALS WHEREAS, sodium chloride is combined with water to produce a brine solution which is used by the on -site chlorine generators which are installed at the East Water Treatment Plant currently and the West Water Treatment Plant will be operational this year; and WHEREAS, MORTON, submitted a proposal dated September 17, 2013 to the City to provide sodium chloride in the approximate amount of $110.00 per ton delivered based on Palm Beach County, Florida Bid #13- 081 /SWC with an estimated annual expenditure of $67,000; and NOW THEREFORE, in consideration of the mutual covenants contained herein, and for other valuable consideration received, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: AGREEMENT Section 1. The foregoing recitals are true and correct and are hereby incorporated in this Agreement. Section 2. The City and MORTON agree that MORTON shall provide Sodium Chloride in the amount of $110.00 per ton delivered based on Palm Beach County Bid #13- 081/SWC with an estimated annual expenditure of $67,000, a copy of which is attached hereto as Exhibit "A ", except as hereinafter provided: A. All references to Palm Beach County, Florida shall be deemed as references to the City of Boynton Beach. B. All Notices to the City shall be sent to: City: Lori LaVerriere, City Manager City of Boynton Beach 100 East Boynton Beach Boulevard Boynton Beach, Florida 33435 Telephone: (561) 742 -6010 / Facsimile: (561) 742 -6090 Page 1 \ \apps3 city cbb\ auto \Data\200\ Items\ 191 \2793\3521 \Piggyback_- _Morton_- jSodium Chlonde)(2013) doc Copy : James A. Cherof, City Attorney Goren, Cherof, Doody & Ezrol, PA. 3099 East Commercial Boulevard, Suite 200 Fort Lauderdale, FL 33308 Telephone: (954) 771 -4500 Facsimile: (954) 771 -4923 C. The proposal from MORTON dated September 17, 2013, is attached hereto Exhibit "B ". Section 3. In the event that the Palm Beach County, Florida Contract is amended, or terminated, MORTON shall notify the City within ten (10) days. In the event the Palm Beach County, Florida Contract is amended or terminated prior to its expiration, this Contract shall remain in full force and effect, and not be deemed amended or terminated, until specifically amended or terminated by the parties hereto. Section 4. MORTON agrees that in the event it enters into a Contract for the same (or substantially similar) scope of services with another local government in Florida which contains a term or condition, including fees, charges or costs, which the City determines to be more favorable than the terms in this Contract, the parties shall enter into an Addendum to provide those terms to the City. Section 5. The insurance required shall require that the Certificate of Insurance name the City of Boynton Beach as an additional insured. Section 6. In all other aspects, the terms and conditions of the Palm Beach County, Florida Contract are hereby ratified and shall remain in full force and effect under this Contract, as provided by their terms. IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first written above. CITY OF BOYNTON BEACH, FLORIDA ATTEST: By: Jerry Taylor, Mayor Janet M. Prainito, MMC, City Clerk APPROVED AS TO FORM: James A. Cherof, City Attorney Page 2 \ \apps3 city cbb \auto\Data\200\ Items \191\2793 \3521\Piggyback_ -_ Morton_- _(Sodium_Chlonde)(2013) doc MORTON SALT, INC. WITNESSES: BY: Print Name: Title: ATTEST: SECRETARY Page 3 \ \apps3 city cbb\ auto \Data\200\ Items \191\2793\3521 \Piggyback_ -_ Morton_- _(SOdium_Chloride)(2013) doc EXHIBIT A AGREEMENT BETWEEN PALM BEACH COUNTY AND MORTON SALT, INC. Page 4 \ \apps3 city cbb\ auto \Data\200 \Items \191\2793 \3521\Piggyback_ = Morton_- _(Sodmm_Chlonde)(2013) doc / CJi c O 7 Gam, at - Form L • • ,, �tUR141'*--/ August 13, 2013 Purchastng [1Pp,orm. r _ Morton Salt, Inc. Daniel D. Song, Marketing Manager Industrial/Chemical 123 N. Wacker Drive Chicago, IL 60606 -1743 Dear Vendor: RE: TERM CONTRACT # 13081 This is to inform you that Palm Beach County Board of County Commissioners is entering into a Term Contract with your company for SODIUM CHLORIDE. SOLAR SALT QUALITY. BULK DELIVERY. TERM CONTRACT based on: Palm Beach Counts [X] SOLICITATION # 13-081/SWC Board of ( ounr, Cunnoossroners The term of this contract is 8/2012013 through 8/1912014, and has an estimated dollar value of $ 300.180 . The obligations of Palm Beach County under this contract are subject to the availability of funds lawfully appropriated for its purpose by the State of Florida and the Board of County Commissioners. Palm Beach County Departments will issue individual hard copy orders against this contract as your authorization to deliver. All invoices must reference a unique document number (e.g. CPOIDO 680 XY03030500000000001111 or CPO /DO 680 XY030305 *1111). Failure to provide an order number with each invoice will result in a delay in processing payment. If you have any questions, please contact Sandy Cservenvak at scserillpbcgov.com or call (561)616 -6814. Counra tdmerusrraro, Sincerely, ii , 1 IF Kathleen M. Scariett Purchasing Director c: Vemetha Green, WUD File Page 12 BID RESPONSE BID # 13- 081ISWC SODIUM CHLORIDE, SOLAR SALT QUALITY,_ BULK DELIVERY, TERM CONTRACT 1 ITEM DESCRIPTION QUANTITY UNIT UNIT TOTAL OFFER NO. PRICE 1. SODIUM CHLORIDE, GRANULAR, SOLAR SALT QUALITY, BULK DELIVERY in accordance 2140 TON S 110.00 g 235,400,00 with AWWA #B -200 Standards as specified herein. Ali unit prices bid should be within two (2) decimal points. If bidder's pricing exceeds two (2) decimal points, Purchasing reserves the right to round up or down accordingly. Is Qualification of Bidders information included, per Term and Condition #9? YES X , INMAL.41. DDS Does bidder clearly understand the insurance requirement per Term and Condition #19? YES X INITIAL DDS * PLEASE AFFIX SIGNATURE WHERE INDICATED (FAILURE TO DO SO SHALL RESULT IN THE REJECTION OF YOUR BID) By signature on this document, bidder acknowledges and agrees that its offer includes and accepts all terms, conditions, and specifications of the County's bid solicitation as originally published, without exception, change or alteration of any kind, except as may have been published by the County in official amendments prior to this date of submittal. Per General Term and Condition #7, if bidder Is a Joint Venture for the goods/services described herein, bidder shall, upon request of Palm Beach County, provide a copy of the Joint Venture Agreement signed by all parties. FIRM NAME: (Enter the entire legal name of the bidding entity) DATE: Morton Salt, Inc July 8, 2013 V PRINT NAME: Daniel D. Song PRINT TITLE: Marketing Manager Industrial) * SIGNATURE: Chemical ADDRESS: 123 N. Wacker Drive CITY 1 STATE: Chicago, IL ZIP CODE: 60606 -1743 TELEPHONE # ( ) E -MAIL: bids @mortonsalt.com TOLL FREE # ( 855 ) 292 -2066 FAX #: ( 312 ) 807 -2669 APPLICABLE LICENSE(S) NUMBER # TYPE: 7- 3146174 FEDERAL ID Christoph J, M yers Director, Indust al Sales and Marketing I 1 f Page 13 QUALIFICATIONS OF BIDDERS REFERENCES FOR SOLICITATION #13- 0811SWC List references in accordance with qualifications of bidder, when applicable. CUSTOMER NAME: City of Daytona Beach (PLEASE PRINT DR TYPE) ADDRESS: 3651 Lpga Blvd, Daytona Beach, FL 32124 -2016 (PLEASE PAINT DR TY PE) PHONE NUMBER: (386) 671 - 8823 FAX NUMBER: E -MAIL: CONTACT NAME: Jay Thurott (PLEASE PRINT OR TYPE) SCOPE OF WORK: Furnishing and delivery of salt (PLEASE PRIM DR TYPE) START DATE: YND DATE: CUSTOMER NAME: Hillsborough County Lake Park (PLEASE PRINT OR TYPE) ADDRESS: 17316 Dale Mabry Hwy. N., Lutz, FL 33548 -4761 (PLEASE PRINT OR TYPE) PHONE NUMBER: (813)264 FAX NUMBER: E -MAIL: CONTACT NAME: Paul Kavanagh (PLEASE PRIM OR TYPE) SCOPE OF WORK: Fumishing and delivery of salt (PLEASE PRINT OR TYPE) START DATE: END DATE: CUSTOMER NAME: City of Boca Raton (PLEASE PRINT OR TYPE) ADDRESS: 1301 W. Glades Blvd (PLEASE PRINT OR TYPE) PHONE NUMBER: (561)338 - 7323 FAX NUMBER: E -MAIL: CONTACT NAME: Greg Esson (PLEASE PRINT OR TYPE) SCOPE OF WORK: Furnishing and delivery of salt (PLEASE PRINT OR TYPE) START DATE: END DATE: Page 14 STATEMENT OF NO BID BID #13 -0811SWC SODIUM CHLORIDE, SOLAR SALT QUALITY, BULK DELIVERY, TERM CONTRACT If you are not bidding on this service /commodity, please complete and return this form to: Palm Beach County Purchasing Department, 50 South Military Trail, Suite 110, West Palm Beach, FL 33415 -3199. COMPANY NAME: ADDRESS: TELEPHONE: SIGNATURE: DATE: WE, the undersigned have declined to bid due to the following reason(s): Specifications too "tight ", i.e., geared toward brand or manufacturer only (explain below) Insufficient time to respond to the Invitation for Bid We do not offer this product or an equivalent Our product schedule would not permit us to perform Unable to meet specifications Unable to meet bond requirements Specifications unclear (explain below) Other (specify below) REMARKS: Page 15 CERTIFICATION OF BUSINESS LOCATION BID #13- 081 /SWC In accordance with the Palm Beach County Local Preference Ordinance, as amended, a preference will be given to: (1) bidders /quoters having a permanent place of business in Palm Beach County ( "County "); (2) bidders /quoters having a permanent place of business In the Glades that are able to provide the goods, services or construction to be utilized or built within the Glades; and (3) bidders /quoters having a permanent place of business in the County (non - Glades business) who utilize Glades subcontractors for construction projects in the Glades. To receive a local preference, bidders /quoters must have a permanent place of business within the County or the Glades, as applicable, prior to the County's issuance of the solicitation. A Business Tax Receipt which is issued by the Palm Beach County Tax Collector, authorizes the bidder /quoter to provide the goods /services being solicited by the County, and will be used to verify that the bidder /quoter had a permanent place of business prior to the issuance of the solicitation. The bidder/quoter must submit this Certification of Business Location ( "Certification ") along with the required Business Tax Receipt at the time of bid or quote submission. The Business Tax Receipt and this Certification are the sole determinant of local preference eligibility. Errors in the completion of this Certification or failure to submit this completed Certification will cause the bidder /quoter to not receive a local preference. In instances where the bidder/quoter is exempt by law from the requirement of obtaining a Business Tax Receipt, the bidder /quoter must: (a) provide a citation to the specific statutory exemption; and (b) provide other documentation which clearly establishes that the bidder/quoter had a permanent place of business within the County or the Glades prior to the date of issuance of the solicitation. The County hereby retains the right to contact said bidders / quoters for additional information related to this requirement after the bid /quote due date. I. Bidder /Quoter is a: Local Business: A local business has a permanent place of business in Palm Beach County. (Please indicate): Headquarters located in Palm Beach County Permanent office or other site located in Palm Beach County from which a vendor will produce a substantial portion of the goods or services. Glades Business: A Glades business has a permanent place of business in the Glades. (Please indicate): Headquarters located in the Glades Permanent office or other site located in the Glades from which a vendor will produce a substantial portion of the goods or services. II. The attached copy of bidder's /quoter's County Business Tax Receipt verifies bidder's /quoter's permanent place of business. THIS CERTIFICATION is submitted by , as (Name of Individual) , of . (Title /Position) (Firm Name of Bidder /Quoter) who hereby certifies that the information stated above is true and correct and that the County Business Tax Receipt is a true and correct copy of the original. Further, it is hereby acknowledged that any misrepresentation by the bldder /quoter on this Certification will be considered an unethical business practice and be grounds for sanctions against future County business with the bidder /quoter. (Signature) (Date) Page 16 DRUG -FREE WORKPLACE CERTIFICATION BID # BID #13 -081 /SWC IDENTICAL TIE BIDS/PROPOSALS - In accordance with Section 287.087, F.S., a preference shall be given to vendors submitting with their bids/proposals the following certification that they have implemented a drug-free workplace program which meets the requirements of Section 287.087; provided, however, that any preference given pursuant to Section 287.087, shall be made in conformity with the requirements pursuant to the Paint Beach County Code, Chapter 2, Article iII, Sections 2 -80.21 thru 2- 80.34. In the event tie bids are received from vendors who have not submitted with their bids/proposals a completed Drug -Free Workplace Certification form, the award will be made in accordance with Palm Beach County's purchasing procedures pertaining to tie bids. This Drug -Free Workplace Certification form must be executed and returned with the attached bidlproposal, and received on or before time of bid opening to be considered. The failure to execute and/or return this certification shall not cause any bid /proposal to be deemed non - responsive. Whenever two (2) or more bids/proposals which are equal with respect to price, quality, and service are received by Palm Beach County for the procurement of commodities or contractual services, a bidlproposai received from a business that certifies that it has implemented a drug -free workplace program shall be given preference in the award process. In order to have a drug -free workplace program, a business shall: (1) Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited In the workplace and specifying the actions that will be taken against employees for violations of such prohibition. (2) Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. (3) Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified In number (1). (4) In the statement specified in number (1), notify the employees that, as a condition of working an the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893, Florida Statutes, or of any controlled substance law of the United States or any state, for a violation occurring In the workplace no later than five (5) days after such conviction. (S) Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available to the employee's community, by any employee who is so convicted. (6) Make a good faith effort to continue to maintain a drug -free workplace through implementation Section 287.087, Florida Statutes. THIS CERTIFICATION is submitted by Daniel D. Song the (Individual's Name) Marketing Manager Industrial /Chemical of Morton Salt, Inc (Title/Position with CompanyNendor) (Name of CompanyNendor) who does hereby certify that said CompanyNendor has Implemented a drug free workplace program which meets the requirements of Section 287.087, Florida Statutes, which are identified In numbers (1) through (6) above. 7/8/2013 Signatu Date ti r Q. p om W� a u cm g, 1 a .0 a. w N a o p d I s o 0g e_. 1 W . ' q Y z � 2 w a Z Uaw 0 b aF 5 i ' o I OILm 0 S .E i V F p t� V O Z W W W 0 F E. S e a urpG2a a a IL u. a O .,. ° N m� a 1 ° tg d W4OFF 0 l' ° aC re f/} Y Z .11 as o� � o II D o W 0 4 2 H m z <0.. = g D o o amzr I p ca, 2 p m m N V 0 . aN Z y •• Q W OC O X I Y ,_ r z 1- N Z W � a 5 �0 8 ww0 $ a' a = p , OC Z a a O . o i u a Q a 2 g m } ° 0 2 m J W 1 W .g kS ■ re W pm o gm =1 — — o W "' e i a � — 8, co � Y o a F F go X R OS 14 u i o v) 11 i ii gl 0 � Zo 1 9 o ;a a F W mWI-1- $ 8 a 6 1. r z2 y � J a A 11J areWi 2 I . ti Y t Z uIreZH Z o a a, a re m Q 2 Y3 o p W p O 2 1 8 ��' ce p Wma ~y a I 'S d °'ad Z Og v O w 0 Q - M FWtz y m c ° w uj IA a O Z ti i N 4 ' �•'� a fV y M Z C W C9 2Oth"<s G i H 4 1- Li 2 0 ets $ s S' E �h O W W 11 f$ o a Z V 02 G O I-" Z ` N M • a .0 e 4 • WILL PROVIDE UPON AWARD Page 18 OSBA SCHEDULE 2 LETTER OF INTENT TO PERFORM AS AN SBE -M/WBE SUBCONTRACTOR This document must be completed by the SBE -IWWBE Subcontractor and submitted with bid packet. Specify in detail, the particular work items to be performed and the dollar amount and /or percentage for each work item. SBE credit will only be given for items which the SBE -M/WBE Subcontractor are SBE certified to perform. Failure to properly complete Schedule 2 may result in your SBE participation not being counted. PROJECT NUMBER: PROJECT NAME: TO: (Name of Prime Bidder) The undersigned is certified by Palm Beach County as a - (check one or more, as applicable): Small Business Enterprise Minority Business Enterprise Black Hispanic Women Caucasian Other (Please Specify) Date of Palm Beach County Certification: The undersigned is prepared to perform the following described work in connection with the above project. Additional Sheets May Be Used As Necessary Line Item/ Total Price/ Lot No. Item Description Qty /Units Unit Price Percentage at the following price or percentage (Subcontractor's quote) and will enter into a formal agreement for work with you conditioned upon your execution of a contract with Palm Beach County. If undersigned intends to subcontract any portion of this Job to a certified SBE or a non -SBE subcontractor, please list the name of the subcontractor and the amount below. Price or Percentage / (Name of Subcontractor) The Prime affirms that it will monitor the SBE's listed to ensure the SBE's perform the work with its own forces. The undersigned subcontractor affirms that it has the resources necessary to perform the work listed without subcontracting to non - certified SBE or any other certified SBE subcontractors except as noted above. The undersigned subcontractor understands that the provision of this form to Prime Bidder does not prevent Subcontractor from providing quotations to other bidders. (Print name of SBE -M/WBE Subcontractor) By: (Signature) (Print name/title of person executing on behalf of SBE/M/WBE Subcontractor Revised 10/11/2011 Date: co a W w Q' , -- a t .Q a ;yw0 c oadac 0 c 0M� 0 a 0 m E a'`'' e_ t� L P c o tQ 0 U ea N v ,8 C t r 10 O a m _x . � ;:11-E 0 1 id .0 0 14 5Seei o co .2 C Z o c 2, o 0 co a, . co W - - N • a m Q . Q Sw ' UJ - Ca ° co rn c i" y 2 . � Z w m 0 a, a �c5 � m 2 a 3 Ce w a o N? a W w�mm Q0)o 4 op o R o m0 O a �m c o o i- N . am 0- E Ewm o a0 a o m o 00th 0 ;gym C t o ar c m a .03= v O g 6 v ILI CO A00 E 0I .2 2 > >1 ri ilm 0 w 0. O vu�cn „ o ii. > 0tao z t H O/ C Z m co . om 0 Z W cr z ° re m >,0a c1 g o co „ 5 c o a a v _ z w 'E co ca o ° 0 2 0 7 gSW m O m g 2 1- Eg 6.. 002 m =m2(3.4 4, Z a.c C c o w 32 0 0 you to m 2 c �1 .2 sti UJ 3 c Em 2 O Q . O0O co . g �� ( co 1) N w O - � i G � o i L g 5 1- U w q W 7 W O v m � f5 IJ. 8 a I - Nw 00c41 cn i - a E CO F- 0 F- M m � • m U U U a m v o m ° fil w O 2 O E we 2 t a H Up a.. a d U) u) -a f n 0 d z i n 'c cc Z WILL PROVIDE UPON AWARD pa 9 a 20 OSBA SCHEDULE 4 - SBE -MA/BE PAYMENT CERTIFICATION The Prime Contractor is to submit Schedule 4 with its Monthly Payment Request to Palm Beach County to reflect actual payments made to the SBE -M/WBE Subcontractor. The Prime Contractor is not to request signature from an SBE -M /WBE Subcontractor unless it has made a payment to the SBE -M /WBE Subcontractor. The SBE -M /WBE Subcontractor is not to complete and sign this form unless it has received a payment from the Prime Contractor for services actually performed by the SBE -M /WBE Subcontractor. A separate Schedule 4 is required for each SBE -M /WBE Subcontractor payment. This is to certify that received (SBE or M/WBE Subcontractor Name) (Monthly) or (Final) payment of $ On from MM DD YYYY (Primo Contractor Nane) For labor and /or materials used on / (Project Name) (Work Order) DEPT.: PROJECT NO.: PRIME CONTRACTOR VENDOR CODE: SBE OR M /WBE SUBCONTRACTOR VENDOR CODE: If the SBE Subcontractor intends to disburse any funds associated with this payment to any Subcontractor for labor and /or material provided on this project, please provide the following information: *Subcontractor Name: Amount to be paid: *Note: If the subcontractor listed in this section is an SHE or M/WBE a separate schednle 4 is required to verify payment. -- - 9. =a.m By: (Signature of Subcontractor) (Print Name & Title of Person executing on behalf of Subcontractor) STATE OF FLORIDA COUNTY OF Sworn to and subscribed before me this day of , 20 By: Notary Public, State of Florida Print, Type or Stamp Commissioned Name of Notary Personally Known OR Produced Identification Type of Identification Rev. 5 Last updated: 11/18/11 CERTIFICATION I, Mary E. Doohan, Secretary of Morton Salt, Inc., a Delaware corporation (the "Company ") hereby certify that: 1. Attached hereto is a true and correct copy of a resolution duly adopted effective October 1, 2012 by the Board of Directors of the Company; said resolutions not having been amended or revised in any manner and being in full force and effect as of the date hereof. 2. Christian H. Herrmann is a duly elected and acting Chief Executive Officer and President of Morton Salt, Inc. and Andrew J. Kotlarz is a duly elected and acting Chief Financial Officer, Vice President and Treasurer of Morton Salt, Inc. as of the date hereof and as such are duly authorized signatories in accordance with the resolution described in 1. above. 3. Attached hereto is a true and correct copy of a delegation of signature authorization signed by Christian H. Herrmann and Andrew J. Kotlarz. Ei 4.6-64.4...„.. Ma E. Doo an Secretary Morton Salt, Inc. Dated: July 8, 2013 Morton Salt, Inc. Excerpt from Board of Directors' Meeting October 1, 2012 RESOLVED, that effective October 1, 2012, any two of the officers of the Corporation holding the positions listed below: Chief Executive Officer and President; Chief Financial Officer, Vice President and Treasurer; and, Vice President, General Counsel and Secretary, and to the extent delegated in writing, their designees, are hereby authorized, for and in the name and on behalf of the Corporation, and any subsidiary, affiliate or business unit thereof, to execute and deliver any and all applications, agreements, bids, bonds, certifications, notices, proxies, real estate conveyances, reports, stock certificates and other documents which they may deem necessary or advisable in furtherance of the business of the Corporation, subsidiary, affiliate or business unit, as the case may be, provided that two signatures be required on any document executed on behalf of the Corporation: such authorizations to be (i) subject to the limitations set forth in any applicable Board of Directors' resolution or published policy of the Corporation, and (ii) subject to the limitations set forth in any K +S AG policy or procedure; and FURTHER RESOLVED, that the signatures of any two persons designated pursuant to the above resolution affixed to any document described therein shall constitute certification of his or her authority to execute said document on behalf of the Corporation. �z So 4 tri Fr`o c4bd�^n c 0 0 5 0 t.-,'. a 5-1 c's z v� n CD CD O 00.n . tv ► ,., CD * • C � U i Q cn „f4- 03 n D ° C g ' (D cy N 5' co M • d O G. 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" p o "*+ O Oq h ��+, C 0- co c cn 0 c/D 54 CA eD 2 n , -3 ''" Q= p, --• p. e• ¢ 0 ti 0 - C') w C) w -c , - o AD w v F o O CJ7 • ty A' Cr Ct ^ CD En CA , to g O p l 1 O n eD o ,T_,' � co c-) q O cn Cn 0 n o o '� a o ,a o G ,� m D o 3 t, c d o 0 0 0 0 C k...> O 0 0 0 v r 0 0 0 0 K 0 0 0 0 Sta te of Flo r da Department of State 1 certil•\ 1 -r()m 11c records of this office that MORTON SAL 1'. INC. is a corporation org nri.ed Ui1dt`r the lams of Delaware, authorized to transact husiness in the State oil qualified on A ltglist 4. '20 I'he document nunihcr of this corporation is F 1()000003525 1 further eertif\' that said corporation has paid all lees due this o1Iicc through December 31, 2010, and its status is acti\ e. 1 further certi1\ that said corporation has not filed a C crtilicatc t)I Withdrawal. GI yell tinder nt hand and the Grew .Vcu1 to` hlnrirlu, at Tullultns.u't., the Ciipiiul. rhii the Eighth dig a/ \'nveurher, 0/() 5444, { • p ` r ` _" ;z: /`a D "•r., s '` i« . r ' t;l; „ t : „ C'eei-N1111'1' •t, . 11)• Rfl iIV'-Gl409- 110}S10 -1' I(ll (104)035 „90j; til`ti'itl'`w1 I a.• u'I; ..u. el ttt'... _ �t.n ., t ,;i, . :. „. I13 .v, ; In ur.'i .h: tail. ■1' •'L,�..; htt ptiary } Itt,! 1111 )IJ.,itt'; Mcrr� uthi•rr.lr(m1 M SALT Material Safety Data Sheet MSDS 001, 12/0312009 1. PRODUCT IDENTIFICATION Emergency Phone Number: 312/807 -2000 Chemical Name: Sodium Chloride Common Name; Salt CAS Number. 7647-14-5 Chemical Formula: NaCI Product Names (Salt w/o additives): All Purpose Purex Salt Kleer Fine Salt Safe -T -Salt (bagged only) Canning & Fielding Sett Kleer Granulated Salt Select Extra Coarse Rock Salt Culinox 999 Chemical Grade Salt Mill Run Salt Service Pack Sat (all) Cuinox 999 Fine Salt Northern Fine +20 Rock Salt Ship n' Shore Rock Salt Culinox 999 Food Grade Salt (Northam Rock) Feed Mixing Stock Salt Evaporated Granulated Salt Salt, F & R USP Sodium Chloride Evaporated Salt Pellets Purex Salt White Crystal Rock Salt (all) Fine Mixing Salt Purex Select Salt White Crystal Solar Salt (all) Hay & Stock Salt, F &R Reagent Grade Sodium Chloride White Crystal Water H.G. Blen;ng Salt Refined Sea Salt Softening Solar Salt (all) Industrial Crude Solar Salt Rock Pretzel Salt KD Crude Solar Salt Rock Salt for Making Ice Cream 2. COMPOSITION 1 INFORMATION ON INGREDIENTS Formula CAS # ok Sodium Chloride NaCI 7647 -14-5 100` °Including small quantities of naturally occurring moisture and calcium/magnesium salts 3. HEALTH HAZARD DATA Effects of Overexposure: Hazard Rates Ingestion: Very large doses can cause vomiting, diarrhea, and (O -None, 4.Extreme) prostration. Oral toxicity rat 1050: 3000 mg / kg. ® Health Skin Contact: Mild skin Irritant. ® Flammability Eye Contact: Moderate irritant. Reactivity Inhalation: Inhalation of dust may cause mild irritation to mucous membranes, nose and throat. Symptoms may include coughing, dryness and sore throat. Acute Systemic Effects: Dehydration and congestion may occur in internal organs. Hypertonic saltsolutons can produce inflammatory reactions in the gastrointestinal tract. Chronic Systemic Effects: No information found. 4. EMERGENCY AND FIRST AID PROCEDURES Eye Contact: immediately flush eyes with plenty of water for at least 15 minutes. Call a physician if Irritation persists. Skin Contact: Wash exposed area with soap and water. Get medical advice if irritation develops Inhalation: Remove to fresh air. Get medical attention for any breathing difficulty. Page 1 of 3 Ingestion: If large amounts were swallowed, get medical advice. 5. FIRE AND EXPLOSION HAZARD DATA Product is non - combustible; no extinguishing media or special firefighting procedures are required. There are no unusual fire or explosion hazards. 6. REACTIVITY DATA Stability: El Stable ❑ Unstable Stable and inert under none! conditions. No hazardous polymerization can occur. No hazardous decomposition products or conditions. Materials to Avoid: Will react with strong adds (to generate hydrogen chloride) and strong oxidizing agents (to generate chlorine gas). 7. PHYSICAL DATA Appearance: Colorless or white crystals pH: About 7 Odor: None % Non-Volatile: 100 Density (Water in 1): 2.165 g / cc Vapor Pressure (mm Hg): 1 mm rit 865 °C (1589 °F) Solubility in Water: 36 g 1 100 cc water Boiling Point (760 mm Hg): 1413 °C (2575 °F) at 20 °C (68 °F) 8. SPILL OR LEAK PROCEDURES Response to Small Spills: Sweep up and containerize for reclamation or disposal. Vacuuming or wet sweeping may be used to avoid dust dispersal. Response to Large Spills: Shovel and sweep up; containerize for reclamation or disposal. Hazards to be Avoided: None. Reportable Quantity: Check your state for requirements. Waste Classification: Some states have set maximum limits on chlorides in waste effluent. Disposal Methods: Whatever cannot be saved for reclamation may be delivered to an approved waste disposal facility or if local ordinances allow, can be dissolved in sufficient amounts of water to meet water quality standards, and flushed down a sewer drain. Ensure compliance with local, state and federal regulations. AN MSDS 001, Revised 12/03/2009 Page 2 of 3 Morton International, Inc., Morton Salt ° 123 N. Wacker Drive D Chicago, It, 60606.1743 9. SPECIAL PROTECTION INFORMATION Respiratory Protection: For condtions of use where exposure to the dust is apparent, a NOSH approved dust/mist respirator may be worn. For emergendes, a self - contained breathing apparatus may be necessary. For Hands, Body: if deemed necessary, wear protege gloves and dean body - covering clothing. For Eyes: If deemed necessary, use chemical safety glasses or goggles. Contact tenses should not be wont when working with this material. Eye wash fountain or water for eyewashing should be available. Ventilation: In general, dilution ventilation is a satisfactory health hazard control for this substance. However, if condemns of use create discomfort to the worker, a local exhaust system should be considered. 10. SPECIAL. PRECAUTIONS Transport in dry equipment; store in dry location. Handling procedures should minimize generation of airborne dust Dust respirator as appropriate where exposure exceeds the 0 mghn ACGIH TLV for nuisance dust 11. LABEUNG INFORMATION DOT Shipping Name: Salt (common), UN No.: Not applicable sodium chloride Additional Product Label: Not applicable DOT Label: Not applicable Warning: None 12. USER'S RESPONSIBIUTY The responsibility to provide a safe workplace remains with the user. The user should consider the health hazards and safety information contained her as a guile and should take those precautions required in an Individual operation to instruct employees and develop work practice procedures for a safe work environment The information contained herein is, to the best of our knowledge and belief, accurate. However, since the conditions of handling and use are beyond our control, we make no guarantee of results, and assume no liability for damages incurred by use of this material. It is the responsibility of the user to comply with all applicable federal, state. and local laws and regulations. Nothing contained herein is to be construed as a recommendation for use in violation of any patents or of applicable laws or regulations. MSDS 001, Revised 12/03/2009 Page 3 of 3 Morton International. Inc., Morton Salt • 123 N. Wacker Drive • Chicago, IL 60606 - 1743 nl 1, . 1� -.'_J e._�._ __r:.S °.u.�_.. __h• -':'F _ uta.:.....i!.:+°`i'i^i:...3_ <..._:... ..�"^- _`?'_^,?� °.:r _v.,�= _ i'a::. �v... _'.7_": MORTON SALT Employee Handbook Substance Abuse Policy C- ?'._;__.v :_.` ?-'_''"-' e','_,> u` Yr:. :Y'F/_'a,.:..Y.1:tY•tiP'Yz>f.'. . 4" }_mss:-. Y° w� "•.°a1RT_r= .iF.i. ^, "r..•.7.r:v; ••'S, , i;, R.' i` �?t�l .:Sii£;i::;'T'E''+i:'�'-'".J 1. Scope This policy applies to all Morton Salt employees and contractors. IL Purpose Morton Salt's most valuable resources are our employees, therefore, their health and safety is a serious concern. Morton Salt will not tolerate substance abuse or use which imperils the health and well -being of its employees or threatens its service to the public. Furthermore, employees and contractors have a right to work in an environment free of substance abuse and with persons free from the effects of drug or alcohol abuse. it shall therefore be the policy of Morton Salt to maintain a workforce free of substance abuse. in. Prohibited Activities A. Reporting to work or performing work while impaired by or under the influence of controlled substances or alcohol is prohibited. B. The unlawful manufacture, distribution, dispensing, possession or use of a controlled substance or alcohol is prohibited in the workplace, on a work site and while the employee is on duty, official business or stand -by -duty. This includes Company vehicles, at any location and at anytime, as well as private vehicles parked on Company premises or work sites. iV. Identification of Substance Abuse Problems An employee who recognizes a personal substance abuse problem is encouraged to seek assistance from the Employee Assistance Program (EAP). Since using the EAP is on a confidential basis, the Company will not be informed of such voluntary efforts. In addition, any employee who suspects or knows of a personal substance abuse problem may talk with their Human Resources Manager on a confidential basis. An employee who seeks help or treatment will be assisted on a confidential basis. it Is the responsibility of the employee to follow the prescribed treatment plan and, whether under a treatment plan or not, to perform assignments and work satisfactorily. Participation in itself in a program for alcohol or drug abuse will not jeopardize an employee's job. However, participation will not relieve an employee of the responsibility to perform assigned duties safely and efficiently, and in compliance with this policy. A supervisor may believe that an employee may have a substance abuse problem and, after consulting with the Human Resources department, may refer the employee to the EAP or other counseling facility. Policy: Substance Abuse Policy Effective:10/112009. Issued: 3/1/2011 Page 1 of 3 This policy applies to the employees of Morton Salt and its subsidiary companies and supersedes any previously issued poticies, statements or memoranda covering such employees and addressing the same or similar subject matter, This policy does not supersede the terms of a collective bargaining agreement This policy may be amended, modified or withdrawn, in whole or in part, by Morton Salt at any time, at its sole discretion and without notice. • _ .,. �x+.. 5e.. ...'^`_ ' ° ^ .°i,_JJiv:rnw V. Consequences of Violating the Policy A. Violation of this policy by an employee or contractor may result in a mandatory referral to the EAP or discipline in accordance with a Violation of the Code of Business Conduct and Ethics Policy or appropriate administrative regulations. B. Employees are required to notify Morton Salt of a conviction for a violation of a criminal controlled substances statute no later than five (5) calendar days after such conviction. a. An employee who is so convicted of violating any criminal controlled substances statute in the workplace will be subject to discipline in accordance with the Violation of the Code of Business Conduct and Ethics Policy or other appropriate administrative regulations. b. A conviction means a finding of guilty (including a plea of nolo contendere) or the imposition of a sentence by a judge or jury, or both, in any federal or state court. VII. Drag and Alcohol Testing When reasonable grounds exist to suspect an employee or contractor may be impaired by or has recently used prohibited drugs or consumed alcohol and /or cannot adequately perform his or her job, the employee shall not be permitted to begin or remain at work. In no instance should the employee be permitted to operate a motor vehicle, machinery, or any other piece of equipment. Grounds for impairment may be established by observing behavior such as aberrant behavior or conduct, slurred speech, abnormal appearance, chronic absenteeism, tardiness, etc. Whenever practical, a witness should confirm the observed behavior or symptoms. When reasonable grounds exist to suspect an employee may be impaired by or has recently used prohibited drugs or consumed alcohol, the employee may be required to submit to a drug, breathalyzer and/or blood test, subject to applicable law. In addition, an employee may be required to submit to a drug, breathalyzer and /or blood test under the following circumstances: a. When an employee is involved in an accident or "near accident" in which safety precautions were violated, unusually careless acts were performed or there are reasonable grounds to suspect the employee may be impaired by or has recently used prohibited drugs or consumed alcohol and that such impairment was a factor in the accident or "near accident ". b. In the event of involvement in a serious accident, OSHA reportable incident, or incident reportable to a local government agency or oversight entity, there are reasonable grounds to suspect that the employee's actions or inattentiveness that caused or contributed to the accident or incident may be due to possible impairment. Policy: Substance Abuse Policy Effective: i011/2009 Issued: 3/1/2011 I Page 2 of 3 This policy applies to the employees of Morton Salt and its subsidiary companies and supersedes any previously issued policies, statements or memoranda covering such employees and addressing the same or similar subject matter. This policy does not supersede the terms of a collective bargaining agreement. This policy may be amended, modified or withdrawn, In whole or in part, by Morton Salt at any time, at its sole discretion and without notice. At the time ft is determined that a drug, breathalyzer and/or blood test is required, the employee should be approached for his or her consent. The consent must be in writing and the test must be conducted as soon as possible, by a Health and Human Services approved laboratory (in the U.S.). The consent form must be signed prior to testing and the employee must agree to have the test results released to the Corporate Human Resources department. The test results will be reported to the Corporate Human Resources department and will be handled confidentially. Refusal to submit to a drug, breathalyzer and /or blood test will be considered a "test positive" under the provisions of this policy and may subject the employee to disciplinary action, up to and including termination. Positive test results may warrant referral to an appropriate treatment and/or counseling facility or disciplinary action, up to and including termination of employment. Policy: Substance Abuse Policy Effective: 10/1/2009 Issued: 3/1/2011 Page 3 of 3 This policy applies to the employees of Morton Salt and its subsidiary companies and supersedes any previously issued policies, statements or memoranda covering such employees and addressing the same or similar subject matter. This policy does not supersede the terms of a collective bargaining agreement. This policy may be amended, modified or withdrawn, In whole or In part, by Morton Salt at any time, at its sole discretion and without notice. EXHIBIT B PROPOSAL FROM MORTON SALT, INC. DATED SEPTEMBER 17, 2013 Page 5 \ \apps3 city cbb \auto\Data\200\ Items\ 191\ 2793\ 3521\ Piggyback_ = Morton_- _(Sodmm_Chloride)(2013) doc Alibrandi, Julianne From: MLeahy@mortonsalt.com Sent: Tuesday, October 08, 2013 11:32 AM To: Alibrandi, Julianne Subject: FW: Price info From: Leahy, Edward Sent: Tuesday, September 17, 2013 11 :14 AM To: 'Alibrandi, Julianne' Subject: RE: Price info Julie, OK, I got BB, both locations on the PBC contract. The price effective 8/1/2013 should have been raised to $110 /ton delivered. It was mistakenly kept at $107.17 /ton delivered. Effective today, the price is $110 /ton, delivered and same as PBC! Hope that solves this puzzle. Sorry it took son long. Please advise if any questions. Mike Leahy 904- 992 -1613 From: Alibrandi, Julianne {mailto:Alibrandiltabbfl.us} Sent: Tuesday, September 17, 2013 8:03 AM To: Leahy, Edward Subject: FW: Price info Good Morning Mike, Bevis forwarded your last e-mail to him; the email is dated May 30, 2013. I hate to bother you with this while you are on vacation, but please email me the cost to piggyback the PBC bid with the additional freight to Boynton Beach. Thanks so much. Regards, Julianne Alibrandi, Senior Buyer Financial Services City of Boynton Beach , 100 E. Boynton Beach Blvd. I Boynton Beach, Florida 33435 a: 561- 742 -6322 AtibrandiJ €bbfl.us ( www.boynton beach.org like uson Fac*bookQ F0Ujw i.s : n twitter America's Gateway to the Gulfstream 1 . .. , ..,J, , 'R .. ,- , .. E .0 ' ,,, i „ , ,., 1'0' ■ .[y.t i s3;•.i. d•: n01 ilk; < ,, . , . 7 . , r ,. o . 0 . i «';', „ , , . ,.,, , . ,1 . x., ,,,J 'r. ., x• „i r.!<r. , , f, , ;. - .4 • f , , ?''i- dtisc :et :1p v From: Pigott, Bevis Sent: Tuesday, September 17, 2013 7:51 AM To: Alibrandi, Julianne Subject: FW: Price info Julie, This is the last email I received from Mike Leahy. I forwarded this message to you and Fabio back then (5/30); I have had no further messages since this one. Bevis Pigott Division Manager, Water Quality & Treatment City of Boynton Beach Utilities Department 124 E. Woolbright Road Boynton Beach, FL 33435 office: 561- 742 -6420 email: pigottbeDbbfl.us Breeze into Boynton Beach, America's Gateway to the Guifstream! From: Mike Leahy ( mailto:MLeahy Sent: Thursday, May 30, 2013 10:46 AM To: Pigott, Bevis Subject: Re: Price info Bevis, This is for August 1, 2013. I realize that this is basically the same price area. We placed you at a lower salt price with PBC contract and the freight increased +$3 +/ton or so. Freight and salt were $107.17/ton to after August 1, $110 /ton delivered. Salt down $1 and freight up +$3.80/ton. Call me if you have questions. Thanks for your business. Best Regards, Mike Leahy Industrial, Chemical & Food Processing 0904- 992 -1613 C904- 673 -4459 F904- 212 -0948 - rom Mike Leahy /saltimodon In Pibbfl.us L;it^: 05/20/2013 04.20 PM Se' ticc• Price into Hello Bevis, 1 put this off as long as I could! This is a result of additional freight costs and ntemal Morton salt costs. All pricing decisions are made by our senior management, they have the vision to see all related costs to our business. I do not see 2