90-23 Olsen Enterprises, Inc. dba Island Provider Freight Company - EVOS Village Oily Debris Pick-upC9a-~~
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~~~. Kodiak Island Borough
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MEMORANDUM
TO: Honorable Assembly Members
FROM: Jerome M. Selby, Mayor ~~
DATE: November 29, 1990
RE: Village Oily Debris Pick-up
We have obtained a quote from Island Provider Freight Company to travel to
the six villages and pick up the oily debris collected under the DEC contract this past
year. There are 10-20 tons of bagged material to be transported to Kodiak and
temporarily stored in a twenty foot Samson van box. ChemWaste Management
Company of Anchorage will assume responsibility for the material upon its arrival in
Kodiak and will ship it south by Samson Tug and Barge or by Sealand as soon as they
can complete arrangements. ChemWaste has a contract with DEC to dispose of this
material. Funding for the Island Provider pick-up will come from the remaining DEC
grant funds.
Staff recommends approval of a contract with Island Provider Freight Company
for pick up of the oily debris from the six villages and delivery to Kodiak at a rate of
$1,500 per day plus fuel cost for not more than 10 days and not to exceed $19,000.00
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KODIAK ISLAND BOROUGH
710 MILL BAY ROAD
KODIAK, ALASKA 99615
THIS AGREEMENT is made and entered into by and between the
KODIAK ISLAND BOROUGH, hereinafter "KIB" and Olsen Enterprises,
Inc. dba Island Provider Transportation Company, Inc.,
hereinafter "Contractor", in consideration of the mutual promises
contained herein and shall be effective on the day, month, and
year last herein specified.
WHEREAS, the KIB administered a grant from the Alaska
Department of Environmental Conservation for adequate and
satisfactory cleanup of the Exxon Valdez oil spill.
WHEREAS, Exxon Company, U.S.A. and its agents refused to
retrieve and transport the oil, oiled debris and oil saturated
cleaning supplies recovered by KIB and the Kodiak Island Villages
while working under the D.E.C. grant.
WHEREAS, the Kodiak Island Villages have requested that KIB
remove the recovered oil, oiled debris and oil saturated cleaning
supplies from their villages because of concern for health and
additional contamination.
WHEREAS, the KIB wishes and is authorized to contract for
the transportation of recovered Exxon Valdez oil, oiled debris
and oil saturated cleaning supplies from the Kodiak Island
Villages to the town of Kodiak.
WHEREAS, the Contractor desires to provide said services to
the KIB.
NOW, THEREFORE, the parties hereto covenant and agree as
follows.
ARTICLE 1
CONTRACTOR'S SERVICES AND RESPONSIBILITIES
1.1 Employment of Contractor. The Contractor hereby agrees to
use the vessel "Ain't Easy"or the vessel "Lady Nina" to travel to
the villages of Port Lions, Ouzinkie, Larsen Bay, Karluk, Old
Harbor and Akhiok. At each village the Contractor is to take
aboard the vessel "Ain't Easy" or the vessel "Lady Nina" all
The Contractor further agrees to transport this oil and these
oiled materials to the LASH dock in Kodiak.
1.2 Scope of Services. The Contractor is to assist in the
loading and unloading of the oil and oiled material at each
Village and at the LASH dock in Kodiak.
1.3 Notice. Contractor is to give telephonic or written notice
of estimated time of arrival to Wayne Coleman of KIB at least
twenty four (24) hours prior to arrival at any village. Within 72
hours of any breakdown of the vessel "Ain't Easy" or the vessel
"Lady Nina" her tackle or equipment, Contractor shall notify
Wayne Coleman of KIB as to the nature of the breakdown and the
estimated time for repairs. Contractor is to give Wayne Coleman
of KIB timely notice of weather delays.
1.4 Time of Performance. The Contractor shall perform the
services herein described within thirty (30) days from the date
of this contract. This time period may from time to time be
extended upon mutual written consent of the parties. Adverse
weather, mechanical breakdowns, or any other delays will not
automatically extend the time of performance. Failure to perform
within the specified thirty (30) day period may result in
compensation reduction.
1.5 Importance of Completion. Completion of Contractor's pickup
from all of the villages is the essence of this agreement.
Contractor shall use best efforts to complete the pickup of oil
and oiled materials from all of the villages within the time
frame of this contract. Contractor is to obtain signature of each
village's mayor, or "person in charge" designated by KIB, on
"ATTACHMENT A" of this agreement indicating that oil, oiled
debris, and oiled cleaning materials resulting from the village's
clean up activities related to the Exxon Valdez oil spill have
been totally and completely removed by Contractor from the
village.
ARTICLE 2
KIB'S RESPONSIBILITIES
2.1 Packaging. KIB will arrange to have all oil and oiled
material "double bagged" in preparation for Contractor's loading,
transport and unloading.
2.1 Loading Assistance. KIB will arrange for laborers to be
available in each village and at the LASH dock in Kodiak to
assist Contractor in the loading and unloading of the oil and
oiled materials onto the vessel "Ain't Easy" or the Vessel "Lady
Nina."
2.2 Volume Estimates. KIB shall inform contractor of
approximate volume and weight of oil and oiled material in each
village.
ARTICLE 3
COMPENSATION AND METHOD OF PAYMENT
3.1 Compensation. It is expressly understood and agreed that
the compensation to be paid to the Contractor shall be a fixed
price amount of Nineteen Thousand Dollars ($19,000). Such sum
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shall constitute full and complete compensation for Contractor's
services.
3.2 Method of Payment. Upon full and satisfactory completion of
the contract, Contractor shall submit to KIB a billing invoice
for the compensation amount. KIB will pay the invoice in the
course of its regular accounting cycle for such payments.
However, Payment will only be made upon completion of all of
contractor's services and responsibilities described herein
Partial performance does not entitle contractor to partial
3.3 Liquidated Damages. Should contractor be unable, within the
30 day period specified above or any extension thereof, to fully
and completely perform the services and responsibilities herein
described, KIB, at its option, may reduce the compensation amount
paid to Contractor by Five Hundred Dollars ($500.) per day for
each add every day any portion of the contract remains
unperformed. This sum is fixed and agreed upon between the
parties as liquidated damages in lieu of the difficulty of
estimating the damages which the owner will suffer by the failure
of the Contractor to perform its services and responsibilities
within the time aarear3 nn~n_
ARTICLE 4
INSURANCE
4.1 Hull and Machinery Insurance. Contractor shall furnish and
maintain during the term of this charter, hull and machinery
insurance on the vessel "Ain't Easy" or the vessel "Lady Nina" in
the amount of One Hundred Thousand Dollars ($100,000). Hull and
machinery insurance shall include pollution coverage in the
amount of One Million Dollars ($1,000,000).
4.2 Protection and indemnity Insurance. Contractor shall
furnish and maintain during the term of this contract,
Contractor's liability and protection and indemnity insurance
coverage on the vessel "Ain't Easy" or the vessel "Lady Nina" in
the amount of Five Hundred Thousand Dollars ($500,000) per
crewman.
4.3 Breach of Warranty Insurance. Contractor shall furnish and
maintain during the term of this charter, Breach of Warranty
insurance on the Vessel "Ain't Easy" or the vessel "Lady Nina" in
the amount of One Hundred Thousand Dollars ($100,000).
ARTICLE 5
INDEMNITY
5.1 Indemnity. Contractor shall forever protect, save and keep
KIB its agents, officers and employees, harmless and indemnify
them against and from any and all claims, demands, losses, costs,
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damages, suits, judgments, penalties, expenses, and liabilities
of any kind or nature whatsoever, including without limitation,
pollution liability, arising directly or indirectly out of or in
connection with the operation of the vessel "Ain't Easy" or the
vessel "Lady Nina" and the performance of this agreement,
ARTICLE 6
LIMITATION OF WARRANTY
6.1 Limitation of Warranty. KIB does not warrant the
seaworthiness of the vessel "Ain't Easy" or the vessel "Lady
Nina" and does not make any representation, warranty or covenant,
express or implied, with respect to the condition, quality,
durability or suitability for Contractor's intended use of the
vessel "Ain't Easy" or the vessel "Lady Nina." KIB will not be
liable for any liability, loss or damage caused or alleged to be
caused directly or indirectly, by the vessel "Ain't Easy or the
vessel "Lady Nina", by any inadequacy thereof, defect thereon, or
by any incident in connection therewith.
ARTICLE 7
NONDISCRIMINATION
7.1 Compliance with Law. The Contractor shall comply with all
applicable federal, state and municipal laws concerning the
prohibition of discrimination. The Contractor will not
discriminate against any employee or applicant for employment
because of race, color, religion, national origin, ancestry, age,
sex, or marital status or mental or physical handicap. The
Contractor will take affirmative action to ensure that employees
are treated during employment without regard to their race,
color, religion or mental or physical handicap. Such action
shall include, without limitation, employment, upgrading,
demotion or transfer, recruitment or recruiting advertising,
layoff or termination, rates of pay or other forms of
compensation, and selection for training including
apprenticeship.
7.2 Reporting Requirements. The Contractor shall comply with
any and all reporting requirements that may be imposed by KIB
because of Equal Employment Opportunity policies, requirements
and provisions.
ARTICLE 8
TERMINATION
8.1 Without Cause. This contract may be terminated by mutual
consent of the parties without cause.
8.2 With Cause. This contract may be terminated for cause by
either party where the other party fails in any material way to
perform its obligations under this contract. Incomplete
performance by Contractor within 45 days of the date of the
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contract constitutes a material breach.
ARTICLE 9
PAYMENT ON TERMINATION
9.1 Compensation Reduction. If the contract is terminated with
cause the Contractor shall not be entitled to receive any
compensation until KIB has had another agent preform the services
and responsibilities of the contract. If the unpaid balance of
the Contract exceeds KIB's direct and indirect costs of
completing the contract, including compensation £or additional
professional services, such excess shall be paid to the
Contractor as full and complete compensation. if KIB's direct
and indirect costs of completing the contract exceed the unpaid
balance of the Contract, the Contractor will pay the balance to
KIB. KIB's direct and indirect costs of completing the contract,
including compensation for additional professional services, will
be determined according to generally accepted accounting
principles.
ARTICLE 10
CHOICE OF LAW
10.1 Jurisdiction. Any civil action rising from this contract
shall be brought and maintained in the Superior Court for the
Third Judicial District of the State of Alaska at Kodiak. The
law of the State of Alaska shall govern the rights and
obligations of the parties under this contract.
ARTICLE 11
ASSIGNMENT
11.1 Assignment. Contractor will not assign or sub-contract its
duties and responsibilities under the contract without prior
written consent of KIB, which consent may be withheld at KIB's
sole discretion.
ARTICLE 12
DRAFTING PROVISIONS
12.1 independent Covenants. Each and every covenant in this
agreement is independent of the other, and a breach of a single
covenant herein constitutes a breach of this agreement. The
waiver of any breach or condition of this agreement by KIB does
not constitute a waiver of any other portion thereof or of any
subsequent breach of the same condition or covenant.
12.2 Final agreement. This writing is adopted by all parties
hereto as the complete, exclusive and final statement of the
terms of their agreement.
12.3 Invalid Provision
The invalidity or unenforceability of
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any particular provision of this agreement shall not affect any
other provisions hereof, and this agreement shall be construed in
all respects as if such invalid or unenforceable provision was
omitted.
12.4 Headings. The headings of paragraphs of this agreement are
inserted for convenience only and shall not constitute a part
hereof.
ARTICLE 13
NOTICES
13.1 Telephonic or Written Notice. Notice as to estimated time
of arrival, mechanical or weather delays may be given by
telephone or in writing.
13.2 Written Notice Only. Any other notice shall be given by
mailing, certified with return receipt, such notice to the
business address of the parties or at such other addresses as the
parties may later designate in writing.
ARTICLE 14
LEGAL REPRESENTATION
14.1 KIB's Representative. Contractor and KIB expressly
understand and acknowledge that the law firm of JAMIN, EBELL,
BOLGER & GENTRY selected by the KIB to draft this agreement and
advise KIB in regard to this transaction, represents KIB and
KIB's interest exclusively. Contractor further acknowledges that
he has been advised to seek independent assistance of counsel
regarding this transaction, and by executing this agreement he
acknowledges that he has either sought independent assistance of
counsel regarding this transaction or has elected to proceed with
this transaction without independent assistance of counsel.
IN WITNESS WHEREOF, the parties have executed this agreement
the ~~day of January, 1991.
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Mark Olsen, Manager, Olsen Enterprises, Inc.
Jero Selby, Mayor, K Island Borough
Attest ~(fy1.11GL~ try o~ I-
aye Vaughan, Borough ler
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ATTACHMENT A
I HEREBY CERTIFY THAT OLSEN ENTERPRISES, INC. WITH THE
VESSEL "AIN'T EASY" OR THE VESSEL "LADY NINA" HAS RECOVERED FROM
MY VILLAGE AND LOADED ABOARD THEIR VESSEL ALL OIL, OILED DEBRIS,
AND OILED CLEANING MATERIALS RESULTING FROM MY VILLAGE'S CLEANUP
ACTIVITIES RELATED TO THE EXXON VALDEZ OIL SPILL. I FURTHER
CERTIFY THAT 2 HAVE DILIGENTLY SEARCHED MY VILLAGE AND THAT THERE
IS NO ADDITIONAL OIL, OILED DEBRIS, OR OILED CLEANING MATERIALS
FROM MY VILLAGE'S CLEAN UP ACTIVITIES RELATED TO THE EXXON VALDEZ
OIL SPILL STILL LOCATED IN MY VILLAGE.
Mayor or Designee, Old Harbor
Mayor or Designee, Port Lions
Mayor or Designee, Larsen Bay
Mayor or Designee, Akhiok
Mayor or Designee, Ouzinkie
Mayor or Designee, Karluk
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