HomeMy Public PortalAboutAgreementsFOURTH ADDENDUM TO
SOLID WASTE AND RECYCLING COLLECTION FRANCHISE AGREEMENT
THI AGREEMENT is made and entered this day of
S,ep 2013, by and between THE TOWN OF GULF STREAM, FLORIDA
(hereinafter the "TOWN'), and WASTE MANAGEMENT INC. OF FLORIDA, a
Florida corporation (hereinafter the "CONTRACTOR").
WITNESSETH:
WHEREAS, the TOWN and CONTRACTOR are parties to the current
Solid Waste and Recycling Collection Franchise Agreement (the "Agreement') by
virtue of an assignment by Browning-Ferris Industries of Florida, Inc. to
CONTRACTOR, such assignment having been approved and ratified by the
TOWN; and
WHEREAS, parties entered into that certain Addendum to Solid Waste
and Recycling Collection Franchise Agreement on August 8, 1997 ("First
Addendum"); and
WHEREAS, the parties entered into that certain Addendum to Solid Waste
and Recycling Collection Franchise Agreement on September 11, 2003 ("Second
Addendum"); and
WHEREAS, the parties entered into that certain Third Addendum to Solid
Waste and Recycling Collection Franchise Agreement on August 18, 2008 ("Third
Addendum"); and
WHEREAS, the TOWN and the CONTRACTOR wish to amend the
Agreement to provide for extension to the term as contemplated in Section 1 of
the Agreement and to eliminate the fuel surcharge provision in Paragraph 17 (C).
NOW, THEREFORE, in consideration of the mutual covenants, promises
and understandings set forth herein and for other good and value consideration,
which is hereby acknowledged, the parties hereto agree as follows:
1. The foregoing recitations are true, correct and incorporated herein
as if set forth at length.
2. Paragraph 1 of the Agreement entitled 'TERM" is hereby amended
to read as follows:
The term of this Agreement shall be for the period beginning October 1,
1993, and expiring September 30, 2018. This Agreement may be
extended and renewed for additional five (5) year terms upon mutual
agreement of the parties.
3. Paragraph 17 (C) Fuel Surcharge and Exhibit A Fuel Surcharge
Table are deleted.
4. CONTRACTOR shall pay a one-time administrative—fee of � Two
Thousand Three Hundred Ten Dollars ($2310.00) to the TOWN within sixty (60)
days of the execution by all parties of this Fourth Addendum.
5. All other terms and provisions of the Agreement are hereby ratified
and confirmed except as expressly herein amended and modified.
IN WITNESS WHEREOF, the parties hereto have set their hands and
seals the day and year first hereinabove written.
Fig91m X41
TOWN OF GULF STREAM, FLORIDA
an
Attest: r,-A'X4- n( —
Town Clerk
WASTE MANAGEMENT INC. OF FLORIDA, a
V ,,/,,W Florida Corporation
IV.4EO 1—�V" By:
Pri t Name IMNTHY HAWKINS, President
urs Go( Z (Corporate Seal)
Print Name
STATE OF FLORIDA
COUNTY OF BROWARD
nSe�TtntaC� I`1 X013
I hereby certify that on this day, before me, an officer duly authorized in the
aforesaid State and County to take acknowledgements, personally appeared TIM
HAWKINS, known to be President of WASTE MANAGEMENT INC. OF
FOLRIDA, a Florida Corporation, who acknowledged that he freely and
voluntarily executed the same under authority vested in him by said Corporation,
and that the seal affixed hereto is the true Corporate Seal of said Corporation.
x°`M.� •'b46 A. C. SHERLOCK -A - � _C ,. _" LK -
My
# w MY COMMISSION IEE85g860 Notary Public, State of Florida
EXPIRES: November 19,2016
'Al nto kww TIVU& e)Notary SerAcee
2
My Commission:
A
E
5
THIRD ADDENDUM TO
SOLID WASTE AND RECYCLING COLLECTION FRANCHISE AGREEMENT
THIS AGREEMENT is made and entered this \$day of
2008, by and between THE TOWN OF GULF STREAM, FLORIDA
(hereinafter the `TOWN"), and WASTE MANAGEMENT INC. OF FLORIDA, a
Florida corporation (hereinafter the "CONTRACTOR").
WITNESSETH:
WHEREAS, the TOWN and CONTRACTOR are parties to the current
Solid Waste and Recycling Collection Franchise Agreement (the "Agreement') by
virtue of an assignment by Browning-Ferris Industries of Florida, Inc. to
CONTRACTOR, such assignment having been approved and ratified by the
TOWN: and
WHEREAS, the TOWN and the CONTRACTOR wish to amend and the
Agreement to provide for modifications to the term, the monthly unit rate, to
modify the factors by which the rate shall be adjusted, and for other matters, all of
which are in the best interest of the TOWN and its residents.
NOW, THEREFORE, in consideration of the mutual covenants, promises
and understandings set forth herein and for other good and value consideration,
which is hereby acknowledged, the parties hereto agree as follows:
1. The foregoing recitations are true, correct and incorporated herein
as if set forth at length.
2. Paragraph 1 of the Agreement entitled 'TERM" is hereby amended
by striking the year "2008" and substituting the year "2013" for the termination
date.
3. Paragraph 15 entitled "Solid Waste Collection Service" is amended
to add the following after the title:
The rates payable to Contractor for its services under the Agreement for
Residential Collection Service, Commercial Collection Service and Rolloff
Collection are set forth in Exhibit B, such rates being effective October 1, 2008.
At such time the rates as may be set forth in the body of the Agreement shall be
no longer applicable.
4. Paragraph 17 entitled "Rate Adjustments" is amended by
designating the provisions relating to CPI adjustment as subparagraph (A) and
adding the following subparagraphs:
(B) Change in Law
The Contractor may petition the Town to adjust Contractor's rates based upon
unusual and unanticipated increases in the cost of doing business, including but not
limited to a change in law or regulation ("Change in Law"). Any such request shall
be supported by full documentation establishing the increase in operating costs and
the reasons therefore. The Town shall be entitled to audit the Contractor's financial
and operational records directly related to the Contractor's request in order to verify
the increase in costs and the reasons therefore.
"Change in Law" means (1) the adoption, promulgation, or modification after the
date of this Agreement of any law, regulation, order, statute, ordinance, or rule that
was not adopted, promulgated, or modified on or before the date of this Agreement,
or (ii) the imposition of any material conditions in connection with the issuance,
renewal, or modification of any permit, license, or approval after the date of this
Agreement, which in the case of either (1) or (ii) establishes requirements affecting
the Contractor's operation under this Agreement more burdensome than the
requirements that are applicable to Contractor and in effect as of the date of this
Agreement. A change in any federal, State, county, or other tax law or workers
compensation law shall not be a Change of Law. However, in the event that a
federal, state or local entity imposes a fee, charge or tax after the date of this
Agreement that applies to Contractor's operations per se, such fee, charge or tax
shall be treated as a Change in Law.
The Contractor's request must be made within one hundred twenty (120) days of
the occurrence of such unusual change or cost, and shall contain reasonable proof
and justification to support the need for the rate adjustment. The Town may request
from the Contractor, and the Contractor shall provide, such further information
within its possession as may be reasonably necessary in making its determination.
The Town shall approve or deny the request, in whole or in part, within sixty (60)
days of receipt of the request and all other additional information required by the
City. The City shall make a reasonable determination based upon the
documentation provided in reaching its decision and shall not unreasonably deny
relief hereunder.
(C) Fuel Surcharge
Contractor shall, on a yearly basis, adjust the applicable rate charged to reflect any
change in the cost of diesel fuel as determined by reference to the Energy
Information Administration of the US Department of Energy ("EIA/DOE") website
that reports average prices of diesel fuel for the "Lower Atlantic" United States. The
link is as follows: http://tonto.eia.doe.gov/oog/info/wohdp/diesel.asp. Beginning on
October 1, 2009 and on each October 1 thereafter, the foregoing rates shall be
adjusted to reflect the increase or decrease in the average price of fuel for the
month of June of the year in which the adjustment is effected. After determining the
June monthly average price of diesel fuel from the aforesaid website ("EIA/DOE fuel
cost'), the corresponding fuel cost modifier will be calculated pursuant to the
following table. Note that for adjustments not shown on the table, the calculation
shall be extrapolated from those set forth in EXHIBIT A:
5. New Paragraph 20 is added as follows:
Force Majeure
If either party is prevented from or delayed in performing its duties under this
Agreement by circumstances beyond its control, whether or not foreseeable,
including, without limitation, fires, typhoons, hurricanes, severe weather, floods,
volcanic eruption, pandemics, quarantines, war, civil disturbances, acts of
terrorism, labor disputes, acts of God, or significant threats of such
circumstances, or any future laws, rules, regulations, orders, or acts of any local,
state, federal, or provincial government ("Force Majeure"), then the affected party
shall be excused from performance hereunder during the period of such
disability. The party claiming Force Majeure shall promptly notify the other party
when it learns of the existence of a Force Majeure condition and when the Force
Majeure condition has terminated. Notwithstanding anything in this Agreement to
the contrary, the term "Force Majeure" does not include and a Party shall not be
excused from performance under this Agreement for events relating to increased
costs, including, without limitation, increased costs of fuel, labor, insurance or
other expenses of performing the services hereunder.
3
6. New Paragraph 21 is added as follows:
Billing Process Amended
The Town shall inform Contractor of the total number of all residential and multi-
family units that have a Certificate of Occupancy each year on September 1.
Contractor shall bill all Multi -family units that are serviced by container. The
monthly charges for the remainder of the units that are serviced by means other
than by containers, shall be paid by the Town. Contractor shall bill the Town
monthly for these services at the then current rate as adjusted from time to time
by the terms and conditions of this Agreement. The rates that are effective on
October 1, 2008 are on EXHIBIT B attached to this amendment. Contractor shall
continue to bill Commercial customers, Roll -off customers and for Special
Services that are provided to all entities within the Town.
It shall be the responsibility of Contractor to inform the Town whenever the
service type at multi -family units changes from or to containerized service.
7. All other terms and provisions of the Agreement are hereby ratified
and confirmed except as expressly herein amended and modified.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the
day and year first hereinabove written.
I
TOWN OF GULF TREAM, FLORIDA
KBy: �
Mayor
Attest:.TJZ/
Town Jerk
4
Witnesses:
Print Name
04;zit-rW f4-6u�
Print Name
STATE OF FLORIDA
COUNTY OF BROWARD
WASTE MANAGEMENT INC. OF FLORIDA, a
Florida Corporat'oL n
By:\\���
��' s, Vice President
(Corporate Seal)
I hereby certify that on this day, before me, an officer duly authorized in the
aforesaid State and County to take acknowledgements, personally appeared TIM
HAWKINS, known to be Vice President of WASTE MANAGEMENT INC. OF
FOLRIDA, a Florida Corporation, who acknowledged that he freely and
voluntarily executed the same under authority vested in him by said Corporation,
and that the seal affixed hereto is the true Corporate Seal of said Corporation.
Notary Public, State of Florida
,P": "k, ROSALINAVEDA
My Commission: »; . MYCOMMISSION#DO 603431
BE!'N1ES.'6'Meeleber9,PO1t1
EXHIBIT A
Waste Management - Town of Gulf Stream
Fuel Surcharge Table
http://tonto.eia.doe.gov/oog/info/wohdp/diesel.asp
Weekly Retail On -Highway Diesel Prices - Lower Atlantic
Baseline Price - $4.669/gallon - June, 2008
0
TABLE FOR FUEL SURCHARGE CALCULATION
Avera a Price
Gallon
Percent of
Surcharge
Avera
a Price/ Gallon
Percent of
Surcharge
3.019 to 3.168 -5.3%
5.120 toF66511
1.9%
3.169 to 3.318 -4.8%
5.270 to
2.4%
3.319 to 3.468 -4.3%
5.420 to
2.9%
3.469 to 3.618 -3.9%
5.570 to
3.4%
3.619 to 3.768 -3.4%
5.720 to
3.9%
3.769 to 3.918 -2.9%
5.870 to
4.3%
3.919 to 4.068 -2.4%
6.020 to
4.8%
4.069 to 4.218 -1.9%
6.170 to 6.319
5.3%
4.219 to 4.368 -1.4%
6.320 to 6.469
5.8%
$ 4.369 to $ 4.518 -1.0%
6.470 to 6.619
6.3%
4.519 t0 4.668 0.0%
6.620 to 6.769
6.7%
$ 4.669 to 4.669 0.0%
6.770 to 6.919
7.2%
4.670 to 4.819 0.0%6.920
to 7.069
7.7%
4.820 to 4.969 1.0%
7.070 to 7.219
8.2%
4.970 to 5.119 1.4%
7.220 to t 7.369
8.7%
http://tonto.eia.doe.gov/oog/info/wohdp/diesel.asp
Weekly Retail On -Highway Diesel Prices - Lower Atlantic
Baseline Price - $4.669/gallon - June, 2008
0
EXHIBIT B
RATES
Town of Gulfstream
Solid Waste and Recycling Collection Rates
Rates Effective October 1, 2008
RESIDENTIAL COLLECTION SERVICE
Single Family (monthly rate per home)
Residential Collection - Garbage, Trash & Recycling
Note: garbage and recycling is back/side door
Multi -Family Containerized (rate per cubic yard):
COMMERCIAL COLLECTION SERVICE (rate per cubic yard)•
Commercial Collection
Commercial Disposal'
ROLLOFF COLLECTION (per pull plus disposal)•
' Disposal based on 134 lbs per yard at current disposal rate of $35 per ton.
$ 28.00
$ 6.09
$ 6.09
$ 2.35
$ 8.44
$ 225.00
7
SOLID WASTE AUTHORITY OF PALM BEACH COUNTY
TIPPING FEE RATE SCHEDULE
EFFECTIVE DATE: 10/01/2008
RATES APPLY TO ALL SOLID WASTE ALITHnGrTV aeru mcc
WASTE CATEGORIES
HOURS
PER CUBIC
Resource Recovery Facility - Plant
(See notes on back)
PER TON
YARD (1)
OTHER
Garbage
$ 35.00
$ 14.00
Mon. through Sat
Trash (2)
35.00
14.00
Jupiter Transfer Station
Construction Debris/Land clearing (3)
45.00
12.00
7:00 A.M. to 5:00 P.M.
Prohibited Materials at Transfer Stations
Royal Palm Beach Transfer Station
2000
Saturday
Vegetation (4)
25.00
4.50
Delray Transfer Station
Recycling Residue (5)
35.00
14.00
Restricted Use Fill (6)
4.00
2.00
Mon. through Fri.
Tires: Whole Passenger
190.00
19.00
Belle Glade Transfer Station
Whole Truck
190.00
27.00
7:00 A.M. to Noon
Shredded (8 equal pieces or less) (7)
25.00
12.50
Special Waste - Class A (8)
65.00
24.00
Special Waste - Class B (9)
150.00
Whole Animals (to)
30.00
"
White Goods
10.00
Trailers(Mobile Home & RVs) (11)
90.00
$ 11.00 per It
Saturday Only (Automobiles) (12)
$ 2.00 each
Minimum Charge
$ 2.00
Unsecured Load (13)
$ 10.00 each
Out of County (14)
118.00
47.00
SITE LOCATION
HOURS
DAYS
Resource Recovery Facility - Plant
7:00 A.M. to 5:00 P.M.
Mon. through Sat.
6255 N. Jog Road, West Palm Beach
North County Landfill Complex
7:00 A.M. to 5:00 P.M.
Mon. through Sat
6600 N. Jog Road, West Palm Beach
Jupiter Transfer Station
14185 N. Military, Jupiter
7:00 A.M. to 5:00 P.M.
Mon. through Fri.
Royal Palm Beach Transfer Station
7:00 A.M. to 3:00 P.M.
Saturday
9743 Process Drive, Royal Palm Beach
Delray Transfer Station
1901 SW 40 Avenue, Delray Beach
Lantana Transfer Station
7:00 A.M. to 5:00 P.M.
Mon. through Fri.
1801 Lantana Road, Lantana
7:00 A.M. to Noon
Saturday
Belle Glade Transfer Station
7:30 A.M. to 4:00 P.M.
Mon. through Fri.
1701 State Road 15, Belle Glade
7:00 A.M. to Noon
Saturda
The landfill and the transfer stations will be closed on the following holidays: Thanksgiving and Christmas. Authority facilities are not
open on Sundays.
• All customers are required to weigh out unless they have a tare weight on file. If you leave the Weigh Station without weighing out, your
fee will be based on the full weight of the load as well as the vehicle.
Transfer stations cannot accept the following prohibited materials: concrete, chain link fencing, farm plastic, block, brick, tile, steel,
rebar, roofing material, construction lumber, trusses, pallets, trailers, dirt, fill, sod, stumps and tree remains greater than 50 pounds or 6
feet in length, and other similar materials which may damage the facility or equipment Loads containing more than a small quantity of
these materials will be rejected and, if deposited on the tipping floor, will result in a charge of $20 per cubic yard assessed to the
maximum capacity of the container or vehicle. Additionally, loads of tires, animals, animal waste, sludge, loads delivered in a tractor
trailer and other items that require special handling are never accepted at transfer stations. The Landfill will accept these items.
Acceptance or rejection of loads at a Transfer Station is at the Authority's discretion.
Mixed loads will be charged at the higher waste category rate (i.e. Vegetation mixed with construction debris will be charged at the
construction debris rate). To receive the lowest rates, bring wastes of different types in separately.
• The SWA accepts only rash or business checks at the Weigh Stations. Payment by check requires prior approval and completion of a
Check Cashing Application. Credit Canis are not accepted at this time.
Rev: 91812008
NOTES:
1. Yardage rates ONLY APPLY if the scales are inoperative and are based on our estimated volume of the load, except as indicated.
2. TRASH — Household and commercial waste free of garbage and consisting of furniture, appliances, textiles, plastics, wood, cardboard,
paper, glass, street sweepings, 8 or less passenger tires and other similar materials that would typically be found in a household
garage. May include small amounts of construction and demolition debris with the exception of concrete, metal weighing more than 50
pounds or more than six feet in length, roofing matedal, ceramic tile, rods, soil, and stumps or tree trunks weighing more than 50
pounds or more than 6 feet in length.
3. CONSTRUCTION AND DEMOLITION DEBRIS (CD) - Materials including but not limited to steel, glass, brick, block, concrete, asphalt
roofing material, pipe, gypsum wallboard, lumber, plywood, cabinetry, pallets, fencing, stumps and any other material from a
construction or demolition project or from the renovation of a structure. The tens also incudes rocks, sails, sod, tree remains, trees
and other vegetative matter that normally results from land clearing or land development operations. Material exceeding the vegetation
limits shall be classified as CD. Generally, dump trucks and open top roll-off containers will be charged at this rate. Please also refer
to the note on the front regarding Prohibited Materials Delivered to Transfer Stations.
4. VEGETATION - Vegetative matter resulting from yard and landscaping maintenance including materials such as tree and shrub
materials, grass clippings, palm fronds, tree branches and similar other matter usually produced as refuse in the rare of lawns,
landscaping and yards. The vegetation cannot be mixed with garbage, trash, sand, or other types of contamination. Vegetative Waste
must be no more than 6 feet in length and no single item shall weigh more than 50 pounds. Mulch will also be charged at the
vegetation rate.
5. RECYCLING RESIDUE - Unrecoverable waste delivered by permitted recvclers after all recyclable material has been removed from
the waste stream. This waste is primarily trash like in appearance and does not contain any substantial quanfities of readily
recoverable components. Loads with more than deminimus amounts of recoverable components will be charged the CD rate.
Authority employees will verity this waste type at the time of delivery.
6 RESTRICTED USE FILL — Soil like material with limited use applications as determined by the Authority based on appearance,
structural characteristics and/or physical contents. (Receipt of this material is subject to the needs of the Authority. Prior arrangement
is required prior to delivery. Non-conforming material may be charged the full tipping fee or may be rejected).
7 SHREDDED TIRES -Tires that have been cut into at least eight (8) substantially equal pieces.
8. SPECIAL WASTE-A - Waste that can not be processed through transfer stations or the combustion facility including incinerator ash,
animal processing residues, treated biohazardous waste, waste water residue, sewage residues, lime sludge and animal waste.
9. SPECIAL WASTE-B - Material requiring disposal on a special manifest, such as asbestos or fuel contaminated soils.
' Cubic yard rates for Special Waste - Class B vary depending on the debris. For specific rates contact the Solid Waste Authority
Administration Office.
10. WHOLE ANIMALS - Whole dead animal carcasses.
If scales are inoperative the unit cost of $3.00 each for small and $15.00 each for large will apply.
11. TRAILER - Charged by weight when the trailer is able to fit on the scale. Trailers that are unable to fit on the scales and are free of
other debris will be charged by the linear foot
12. SATURDAY ONLY AUTOMOBILES - Applicable for homeowners that wish to dispose of normal household waste at Authority facilities
delivered in passenger (automobile) vehicles on Saturday only.
13. UNSECURED LOADS —An unsecured load fee will be charged for any load that is not secured with a rope, tarp or object that prevents
any debris from failing out of the vehicle. Loads must remain secured until reaching the tipping floor.
14. OUT OF COUNTY —This rate only applies to garbage and trash from other counties.
• Notice to Late Customers — Cash customers arriving 15 minutes prior to closing of a facility will be required to provide a larger deposit
and to mail the scale ticket with vehicle weight noted to Administration within 48 hours of the transaction for a refund:
Solid Waste Authority
Attn: Accounts Receivable
7501 N. Jog Road
West Palm Beach, FL 33412
For more information, visit our website www.swa.orO or call (866) 792-4636.
Rev: 9/8/2008
ASSIGNMENT AND ASSUMPTION OF CONTRACT
THIS ASSIGNMENT AND ASSUMPTION OF CONTRACT (this "Assignment") is
made this, day of 5� 7en dei-, 2003, between BFI Waste Systems of North America, Inc., a
Delaware corporation Assignor"), and Waste Management Inc. of Florida, a Florida
corporation ("Assignee").
REC[TA_f S
A. Assignor, as successor -in -interest to Browning-Ferris Industries of Florida, Inc.
(as successor -in -interest to County Sanitation, Inc.), is a party to that certain Solid Waste and
Recycling Collection Franchise Agreement dated October 15, 1993, as amended by that certain
Addendum to Solid Waste and Recycling Collection Franchise Agreement dated August 8, 1997
(the "Contract") by and between Assignor and the Town of Gulf Stream ("Customer") whereby
Assignor provides waste collection, transportation and/or disposal services for Customer (the
"Services").
B. Assignor desires to assign the Contract to Assignee in accordance with the terms
and conditions set forth below.
TERMS AND CONDITIONS
IN CONSIDERATION of the foregoing, and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties hereto covenant and
agree as follows:
1. Effective as of the closing (the "Closing") of the purchase by Assignee or its
affiliates of the operations referred to as "BFI Waste Systems of Palm Beach" as contemplated
by that certain Asset Purchase Agreement by and among Assignor, Assignee and certain of their
respective affiliates (the "Purchase Agreement"), Assignor hereby assigns to Assignee all of
Assignor's rights, title and interests in, to and under the Contract. Effective as of Closing,
Assignee hereby agrees to perform all of Assignor's obligations under the Contract to the extent,
and only to the extent, such obligations first accrue and are required to be performed subsequent
to the completion of the Closing (provided that such obligations did not arise as a result of a
breach by Assignor of the Contract on or prior to the Closing or a breach of Assignor's or its
affiliates' representations, warranties, covenants and agreements under the Purchase Agreement).
Except as set forth in the preceding sentence, Assignee is not assuming or agreeing to perform
any obligations or liabilities under the Contract.
2. The terms of this Assignment shall bind and inure to the benefit of the parties
hereto and their respective heirs, legal representatives and successors and assigns.
3. This Assignment may be executed in any number of counterparts which,
collectively, shall constitute one and the same instrument. Facsimile signatures shall be effective
as original signatures with regard to this Assignment. Each party represents to the other that the
IN WITNESS WHEREOF, Assignor and Assignee have executed this Assignment as of
the date and year first written above.
BFI Waste Systems of North America, Inc.
ASSIGNEE:
Waste anagement In fFlorida
By: {ylf?>�G� &': er
Its: lj c; fi✓, C_t /Y%Ctrtcc r err
CONSENT OF CUSTOMER
Pursuant to the authorizing resolution dated SQ%o /• 23 2003 by the
�o LNL� C y, ' s s /o v , Customer hereby consents to this Assignment.
Town of Gulf Stream
4y'
Its. N� Ivo r
Date:�R /off 2003
ATTEST:
2,
Name: l7'i - -
Title: l �m ti ^ rl-pr L�
-3-
1437862.2/11379.785
J
Addendum to
Solid Waste and Recycling Collection
Franchise Agreement
This addendum is made and entered this 1L day of �� , 2003, by and
between the Town of Gulfstream, hereinafter called the "Town", and BFI Waste Systems
of North America, Inc., 1475 S.W. 4°i Avenue, Delray Beach, Florida, hereinafter called
the "Contractor'.
WHEREAS, the Town and Contractor entered into a Solid Waste and Recycling
Collection Franchise Agreement dated the 15`x' day of October, 1993 (hereinafter the
"Agreement"); amended the 8"' day of August, 1997.
WHEREAS, the Contractor succeeded to the rights, duties and obligations of County
Sanitation, Inc. under that Agreement; and
WHEREAS, the parties have agreed to extend and renew the Agreement; and waive
the CPI increase for a one (1) year period.
NOW. THEREFORE, in consideration of the mutual promises and other good and
valuable consideration, the parties hereto hereby agree that the Agreement is amended as
follows:
The foregoing recitations are true, correct and incorporated herein by
reference.
2. Paragraph 1 of the Agreement entitled "TERM" is hereby amended by
striking the year "2003" and substituting therefore the year "2005".
3. Paragraph 17 entitled "RATE ADJUSTMENTS" is hereby amended
by the addition of the following new paragraph:
"Provided, however, that the CPI increase for the one (1) year
Period commencing October 2003 and expiring September 30, 2004
is hereby waived by the Contractor.
4. Paragraph 4 of the Agreement is hereby amended to add the following:
"The Contractor will make every effort to resolve any complaint
immediately up to twenty four (24) hours after it is received by the
Cu=ractur. Additionally, the Contractor shall designate one (1) person to
be in the City a minimum of once weekly to address all complaints, issues
and inquiries in person with residents and businesses, in addition to
any route supervisory resolutions.
5. All other terms and provisions of the Agreement are hereby ratified and
confirmed except as expressly herein amended and modified.
IN WITNESS WHEREOF, the TOWN OF GULF STREAM has caused the presents to
be executed in its name by its Mayor and its corporate seal to be affixed, attested by its
Clerk, and the said BROWNING -FERRIS INDUSTRIES OF FLORIDA, INC., has
hereunto set its hand and seal, both as of the day and year first above written.
TOWNOF ULFS
� fi��
t ame: Wo'll;
Mayor
Attest:
City Clerk
Approved as to Form and
Legal Sufficiency
By:
City Attorney
BFI WASTE SYSTEMS OF NORTH
AMERIC ,INC. (Contractor)
L
PrintN e: t-'• c.. �--orau.i.a,
Title: 0.
(Corporate Seal)
ADDENDUM TO
SOLID WASTE AND RECYCLING COLLECTION
FRANCHISE AGREEMENT
THIS ADDENDUM is made and entered this B day of AU 7 v S 1997,
by and between the TOWN OF GULF STREAM, hereinafter called the "Town", and
BROWNING -FERRIS INDUSTRIES OF FLORIDA, INC., 1475 S.W. 4th Avenue, Delray
Beach, Florida, hereinafter called the "Contractor"
WITNESSETH:
WHEREAS,the Town and Contractor entered into a Solid Waste and Recycling
Collection Franchise Agreement dated the 15th day of October, 1993 (hereinafter the
"Agreement"); and
WHEREAS, the Contractor succeeded to the rights, duties and obligations of
County Sanitation, Inc. under that Agreement; and
WHEREAS,the parties have agreed to extend and renew the Agreement; waive
the CPlincrease for a one (1) year period; and reduce the bulk trash, trash and
vegetative collection rate.
NOW, THEREFORE, in consideration of the mutual promises and other good and
valuable consideration, the parties hereto hereby agree that the Agreement is amended
as follows:
The foregoing recitations are true, correct and incorporated herein by
reference.
2. Paragraph 1 of the Agreement entitled "TERM" is hereby amended by
striking the year "1998" and substituting therefor the year "2003".
3. Paragraph 1 5.A.2. entitled "Bulk Trash, Trash and Vegetative Matter" is
hereby amended by striking "$11.00" and substituting therefor the amount of "$6.00"
as said amount appears in the second unnumbered paragraph of the aforedescribed
paragraph.
-1-
4. Paragraph 17 entitled "RATE ADJUSTMENTS" is hereby amended by the
addition of the following new paragraph:
"Provided, however, that the CPI increase for the one (1) year period
commencing October 1, 1997 and expiring September 30, 1998 is hereby waived by
the Contractor."
5. All other terms and provisions of the Agreement are hereby ratified and
confirmed except as expressly herein amended and modified.
IN WITNESS WHEREOF, the TOWN OF GULF STREAM has caused the presents
to be executed in its name by its Mayor and its corporate seal to be affixed, attested
by its Clerk, and the said BROWNING -FERRIS INDUSTRIES OF FLORIDA, INC. has
hereunto set its hand and seal, both as of the day and year first above written.
Attest: f
City Clerk
Approved as to Form and
Leg;ity
Suff ' n
By:
Attorney
TOWN OF STREAM
//
t a WI[IiI �/lach�Tr.
Title: Mayor
(SEAL)
BROWNING -FERRIS INDUSTRIES OF
FLORIDA, INC. (Contractor)
y: 1-0,
int Name: �h1e_ D%m,,1-i )
/
Title: 1/ L
(Corporate Seal
Igulfst.addl
July 28, 1997
-2-
SOLID WASTE AND RECYCLING COLLECTION
FRANCHISE AGREEMENT
THIS AGREEMENT is made and entered this 15- day of October,
1993, between THE TOWN OF GULF STREAM (hereinafter referred to as
"Town"), and COUNTY SANITATION, INC., a Florida corporation
(hereinafter referred to as "Contractor").
In consideration of the mutual benefits, the parties herein agree
as follows:
1. TERM:
The term of this Agreement shall be for the period beginning
October 1, 1993, and expiring September 30, 1998. This
Agreement may be extended and renewed for additional five
(5) year terms upon mutual Agreement of the parties.
2. DEFINITIONS:
A. Authority shall mean the Solid Waste Authority of Palm
Beach County.
B. Bulk Trash shall mean any non -vegetative item which
cannot be containerized bagged or bundled; including,
but not limited to, inoperative and discarded
refrigerators, ranges, toilets, washers, dryers, bath
tubs, water heaters, sinks, bicycles, and other similar
domestic appliances, household goods and furniture and
shall not be commingled with Vegetative Waste.
C. Collection shall mean the process whereby Garbage,
Trash, Bulk Trash, or Recyclable Material is removed
from the collection point.
D. Commercial Recycling Collection Service shall mean the
Collection of Recyclable Materials by the Contractor
from entities within the Town that are not serviced by
Residential Recycling Collection Service.
E. Commercial Solid Waste shall include any Garbage, Bulk
Trash or Trash that is not Residential Solid Waste.
F. Commercial Solid Waste Collection Service shall mean
the collection of Commercial Solid Waste within the
Town. Such service includes Containers, Compactors,
and Roll -off Collection Services.
G. Compactor shall mean any container which has compaction
mechanism(s), whether stationary or mobile, all
inclusive.
-1-
H. Construction and Demolition Debris (C&D) shall mean
materials generally considered to be not water soluble
and nonhazardous in nature, including, but not limited
to, steel, glass, brick, concrete, roofing material,
pipe, gypsum wallboard, and lumber from the
construction or destruction of a structure as part of a
construction or demolition project. Mixing of a de
minimis amount of waste other than C&D from the
construction site will not automatically cause it to be
classified as other than C&D.
I. Container shall mean and include any container designed
or intended to be mechanically dumped into a loader
packer type truck.
J. Containerized Residential Recycling Collection Service
shall mean the collection of Recyclable Materials by
the Contractor from Dwelling Units in the Service Area
that requires the use of Containers for the collection
of Recyclable Materials and which also receive
Residential Collection Service for solid waste, and the
delivery of those Recyclable Materials to a Materials
Recycling Facility.
K. Containerized Residential Solid Waste Collection
Service shall mean solid waste collection service of
all Dwelling Units whose Garbage, Trash or Bulk Trash
is collected by means of a central or shared Container
and not by means of a Garbage Can. Vegetative Waste
shall not be commingled with Garbage, Trash, or Bulk
Trash.
L. Contract shall mean this Agreement.
M. Curbside Residential Recycling Collection Service shall
mean the collection of Recyclable Materials by the
Contractor at the back door of all Dwelling Units in
the Town that also receive Curbside Residential Solid
Waste Collection Service, and the delivery of those
Recyclable Materials to a Materials Recycling Facility.
N. Curbside Residential Solid Waste Collection Service
shall mean Residential Solid Waste Collection Service
for all Dwelling Units whose Garbage is collected by
means of a Garbage Can, collected at the back door of
the Dwelling Unit and Bulk Trash and Trash are
collected from a collection point by mechanical
equipment.
O. Dwelling Unit shall mean any type of structure or
building unit intended for or capable of being utilized
for residential living other than a licensed hotel or
motel unit.
-2-
P. Garbage shall mean all putrescible waste which
generally includes but is not limited to kitchen and
table food waste, animal, food or any organic waste
that is attendant with or results from the storage,
preparation, cooking or handling of food materials
whether attributed to residential or commercial
activities. Vegetative Waste shall not be commingled
with Garbage in the same collection. Garbage shall not
include any material that falls within the definition
of Vegetative Waste.
Q. Recyclable Materials shall mean newspapers (including
inserts), aluminum, plastics #1 and #2, glass bottles
and jars, corrugated cardboard, brown paper bags, Mixed
Paper, tin and ferrous cans, household dry -cell
batteries (no wet -cell batteries), and other solid
waste materials added upon Agreement between the Town
and the Contractor.
R. Residential Solid Waste shall mean Garbage, Trash, Bulk
Trash and Vegetative Waste resulting from the normal
housekeeping activities of a Dwelling Unit.
S. Roll -off Collection Service shall mean the Collection
of C&D roll -off containers, or the Collection of C&D by
other mechanical means, within the Town. Roll -off
Collection Service shall also mean the collection of
horticultural or agricultural wastes at horticultural
or agricultural nurseries.
T. Special Services shall mean any services requested or
required by the customer or the Town which are in
addition to, or a change in, Residential Solid Waste
Collection Service, Residential Recycling Collection
Service, Commercial Recycling Collection Service,
Commercial Solid Waste Collection Service and Roll -Off
Collection Service.
U. Trash shall mean all refuse, accumulation of paper,
excelsior, rags, wooden or paper boxes and containers,
sweepings, broken toys, tools, utensils, and all other
accumulations of a similar nature other than Garbage,
which are usual to housekeeping and to the operation of
stores, offices and other business places, but shall
not include Vegetative Waste.
V. Vegetative Waste shall mean any vegetative matter
resulting from yard and landscaping maintenance and
shall include materials such as tree and shrub
materials, grass clippings, palm fronds, tree branches
and similar other matter usually produced as refuse in
the care of lawns, landscaping and yards.
-3-
3. QUALITY OF SERVICE: The Contractor shall do every
reasonable act to provide a service of high quality.
4. PROPERTY REPAIR OR REPLACEMENT: The Contractor agrees to
repair or replace all property, public or private, altered
or damaged by it, its agents or employees, in the
performance of its Contract in as good condition as it was
before being altered or damaged.
5. CONTRACTOR'S EQUIPMENT: The Contractor shall provide all
instrumentalities, equipment and tools, employ and have the
exclusive control of all persons to be engaged in or about
the work which is the subject matter of this Contract, and
prescribe and control the means and methods of doing such
work. The Contractor will provide for the full and adequate
maintenance and replacement of its equipment as the need
arises, so that its equipment will be orderly and efficient
in its operations under this Contract. Contractor agrees to
provide a sufficient number of vehicles to properly
accomplish the collection of Garbage, Trash, Bulk Trash,
Roll -offs, Recyclable Materials and Vegetative Waste with
reasonable dispatch, without undue delay.
6. SATISFACTION OF SERVICE: The Town reserves the right to
observe the operation of the Contractor at all times to
satisfy the Town that suitable and adequate service is being
given.
7. PERFORMANCE BOND: The Contractor will provide a performance
bond of $10,000.00 to the Town, or make suitable cash
deposit to the Town in lieu thereof, to guarantee faithful
performance of this Contract.
8. INSURANCE: The Contractor will provide public liability and
property damage insurance in the amount of at least
$500,000.00/$1,000,000.00 liability and $50,000.00 property
damage, to indemnify, save, defend and hold harmless the
Town from any liability, claim or action that may arise out
of any act of the Contractor in the performance of any of
the terms of this Agreement. It is stipulated and agreed
that the liability of the Contractor's security deposit or
bond, or its insurance shall not be affected by an extension
of the time of the completion of said work which may be
granted by the action of the Town Commission of the Town, or
the changing of provisions of this Contract, or the
subletting of a part of this Contract. In any event, the
Contractor will save, defend and hold the Town harmless and
protect the Town from any and all liability under this
Contract.
9. INDEPENDENT CONTRACTOR: It is expressly agreed and
understood that the Contractor is in all respects an
-4-
independent Contractor as to the work, notwithstanding in
certain respects the Contractor is bound to follow the
directions of designated Town officials, and that the
Contractor is in no respect an agent, servant or employee of
the Town.
10. PAYMENT OF CLAIMS: It is further understood and agreed by
and between the parties that if the Contractor fails or
refuses to pay any claims for wages, salaries, materials,
supplies, equipment used in connection with and in
performance of this Contract, or for any claim or claims
arising out of damage in the handling of any receptacles or
property of any owner or tenant in the Town, the Town may,
on being satisfied on the correctness of said charges,
deduct the same from the next payment or payments to become
due said Contractor and pay the same to the claimant.
11. SUBLETTING: The Contract or any portion thereof shall not
be sublet except with the written consent of the Town. No
such consent shall be construed as making the Town a party
to such subcontract or subjecting said Town to liability of
any kind to any subcontractor. No subcontractor shall under
any circumstances relieve the Contractor of its liability
and obligation under this Contract, and all transactions
with the Town acting through the Contractor. Subcontractors
will be recognized and dealt with only as workmen and
representatives of the Contractor and as such shall be
subject to the same requirements as to character and
competence as the Contractor.
12. COMPLIANCE OF APPLICABLE LAWS: The Contractor agrees to
dispose of all solid waste and recyclable materials so
collected by it in a manner which complies with all
applicable sanitary rules, regulations, laws and ordinances
involved, Town, County and State.
13. CANCELLATION OF AGREEMENT: The Town shall have the right to
cancel this Agreement if the Contractor fails or refuses to
perform its part of this Contract upon giving ten (10) days
written notice to the Contractor. If there are complaints
that are to be corrected, the Town shall first notify the
Contractor of such complaint or complaints, whereupon the
Contractor shall make every reasonable effort to correct the
matter, and if the Contractor refuses to do so, then such
written notice shall be given by the Town to the Contractor
and this Contract shall become null and void.
14. SERVICES PROVIDED By CONTRACTOR: The Contractor shall
provide mandatory Residential Solid Waste Collection
Services, Residential Recycling Collection Service,
Commercial Solid Waste Collection Service, Commercial
Recycling Collection Service and Roll -off Collection Service
in the Town. The right to provide such Collection Services
in the Town shall be exclusive to the Contractor.
-5-
No other person or entity except the Contractor may offer or
provide Residential Solid Waste Collection Service,
Residential Recycling Collection Service, Commercial Solid
Waste Collection Service, Commercial Recycling Collection
Service or Roll -off Collection Service in the Town. The
Town agrees to assist the Contractor in taking timely
actions against any person or entity violating the
provisions of this Section 14.
The Contractor shall be the exclusive agent to the Town to
provide Commercial Recycling Collection Services in the Town
and shall have the exclusive right to provide storage,
collection and hauling services for Recyclable Materials as
more specifically provided hereafter.
15. SOLID WASTE COLLECTION SERVICE:
A. Residential Solid Waste Collection Services: The
curbside and containerized residential solid waste
collection services provided by this Agreement shall be
as set forth in this Section 15.A.
1. Garbage: All Garbage shall be properly
containerized in garbage cans or otherwise prepared
for collection. The point of collection for
curbside shall be the back door of each Dwelling
Unit. Except for permitted holidays, collection
service shall be provided twice per week. The Town
agrees to pay the Contractor monthly for the
collection of Garbage at the rate of $12.80 per
residential unit, per month. The total number of
units shall be adjusted on October 1 and April 1 of
each year to reflect the total certificates of
occupancy issued.
2. Bulk Trash, Trash and Vegetative Matter: The
Contractor shall collect Bulk Trash, Trash and
Vegetative Matter wherever it may be located,
provided that it shall be an area accessible by
Contractor's trucks. The Bulk Trash, Trash and
Vegetative Matter shall be collected once each week
and does not have to be bagged or bound prior to
collection. Trash and Vegetative Matter generated
by lawn maintenance services is included in the
provisions of this Agreement, provided, however,
that the property owner shall be permitted to have
such removed by a lawn maintenance service.
The Contractor shall charge each customer for the
aforesaid collection services at the rate of $11.00
per cubic yard. The Contractor shall bill each
customer directly or may require all or a portion
of payment in advance.
3. Special Services: In the event a dwelling unit
(either curbside or containerized) requires more
than twice per week garbage collection services or
other services not otherwise herein stated, the
rate for such services shall be in the discretion
of the Contractor and shall be billed and collected
separately by the Contractor. In the event of a
dispute between the Contractor and a customer, the
decision of the Town Manager shall be final and
binding.
B. Commercial Solid Waste Collection Services: The type
of services to be rendered by the Contractor to
commercial establishments for solid waste collection,
including roll -offs and C&D debris shall be as
specified by the individual commercial establishment.
The rate to be charged by the Contractor to the
commercial establishment for providing these
specialized services shall be determined upon mutual
agreement between the Contractor and the customer. In
the event of a dispute or disagreement concerning the
rates or the services, the matter shall be reviewed by
the Town Manager whose decision in the matter shall be
binding and final. The Contractor shall bill and
collect the rate directly from the commercial
establishment.
16. RECYCLING COLLECTION SERVICE: The Contractor shall provide
Residential and Commercial Recycling Collection Service in
the Town.
A. Residential Recycling Collection Services:
1. The Contractor shall collect Recyclable Materials
from both curbside and containerized Dwelling
Units. In the case of curbside Dwelling Units, the
collection shall be back door.
The collection of Recyclable Materials as herein
provided shall coincide, where not directly in
conflict, with the policies, procedures and
provisions of the Interlocal Agreement reached
between the Town and the Authority. The Authority
will be expanding the recyclables to be collected
as of March, 1994. The Contractor agrees to
collect said additional recyclables for no
additional fee. Provided, however, that any future
expansion of Recyclable Materials collection shall
be by mutual agreement between the Town and
Contractor.
-7-
The Contractor agrees to collect Recyclable
Materials for the term of this Agreement, one time
per week.
The Contractor, at Contractor's cost and expense,
shall supply acceptable recycling containers for
all residences of the Town. Containerized Dwelling
Units (multi -family) shall receive ninety-five (95)
gallon containers.
For the service of collection of Recyclable
Materials, the Town agrees to pay to the Contractor
each month at the rate of $5.36 per residential
unit, per month.
Should the State of Florida or the Authority
determine that certain Recyclable Materials are not
recyclable or determine that additional materials
are recyclable, the Town and Contractor shall
negotiate appropriate changes to this Agreement.
B. Commercial Recycling Collection Services: Commercial
establishments desiring recycling collection services
shall be collected by the Contractor. The rate for
collection of Recyclable Materials shall be determined
by mutual agreement between the commercial
establishment and the Contractor. In the event of a
disagreement or dispute, the Town Manager's decision as
to the appropriateness of both service and rate shall
be binding and final. The Contractor shall bill the
commercial establishment directly.
17. RATE ADJUSTMENTS: All rates charged by the Contractor to
the Town or to individual customers as provided by this
Agreement shall be adjusted annually, upward or downward, to
reflect changes in the cost of doing business, as measured
by fluctuations in the Consumer Price Index (CPI) published
by the U. S. Department of Labor, Bureau of Labor Statistics
for the Atlanta Southeast Regional Area. At the beginning
of the contract year commencing October 1, 1994, and on the
same date of each year thereafter, the rate per unit shall
be increased or deceased by a percentage amount equal to the
net percentage change in the Consumer Price Index computed
as follows:
The net change shall be the difference between the Consumer
Price Index for the period June 1, 1993 to June 1, 1994 for
the contract year beginning October 1, 1994. Subsequent
years shall be adjusted annually based upon the net change
for the preceding twelve (12) month period, June to June.
Q:�
18. VEGETATIVE COLLECTION: In the event that the Town shall
determine that vegetative matter shall be included in the
scheduled collection routes of the Contractor when the
Contractor is collecting residential solid waste, then the
Town shall have the option to include such collection
services. Upon the Town's determination that vegetative
matters shall be included in regular scheduled solid waste
collection, then the Town and Contractor shall mutually
agree upon a rate to be charged by the Contractor and paid
by the Town for such services.
19. ANNEXATION: In the event that the Town shall annex any
residential units or commercial establishments, the
Contractor agrees that it shall provide all of the services
contemplated by this Contract to such annexed residential
units or commercial establishments. The rate to be charged
by the Contractor shall be determined by mutual negotiation
and agreement between the Contractor and the Town, but in no
event shall the rate for containerized service exceed the
prevailing rate for commercial containerized service in the
Town.
IN WITNESS WHEREOF, the parties have set their hands and seals on
the day and year first hereinabove written.
Witnesses:
TOWN nF r_rrr.v cmncAm
By:
Titl
Attest: /2
City Clerk
Approved as to Form and
Legal Suff iency:
By:
ity Attorney
Prin Name NTS0 5ig�
Print Name c
(Gulfstream)
(CONTRACTOR)
COUNTY SANITATION, INC., a
Florida corporation
By: /1,
William B: ,r76hnson, V. Pres.
and General Manager
(Corporate Seal)