HomeMy Public PortalAbout11-8208 Choice Enviromental Services Sponsored by: City Manager
Resolution No. 11-8208
A RESOLUTION OF THE CITY COMMISSION OF THE
CITY OF OPA-LOCKA, FLORIDA, TO APPROVE THE
ACQUISITION OF CHOICE ENVIRONMENTAL SERVICES,
INC., AND ITS SUBSIDIARIES ("CHOICE") BY SWISHER
HYGIENE, INC. ("SWISHER"); PROVIDING FOR
INCORPORATION OF RECITALS; PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS, Choice Environmental Services, Inc., ("Choice") (and its subsidiaries) has
notified the City of Opa-locka of the acquisition of their company by Swisher Hygiene, Inc.,
(Swisher"); and
WHEREAS,Subsection 14.1(d)of the contract requires the City's approval if the contractor
should sell all or any part of the capital stock of the corporation or the corporation; and
WHEREAS,written notice has been provided and the same contract person(s)are working
with the City, and the same procedures, equipment and activities are being used; and
WHEREAS, The City Commission of the City of Opa-locka,Florida,desires to approve the
acquisition of Choice Environmental Services, Inc., and Its Subsidiaries ("Choice") by Swisher
Hygiene, Inc. ("Swisher") and believes that Choice's ability to perform its obligations under its
agreement will not be impaired by the sale/merger.
NOW,THEREFORE,BE IT DULY RESOLVED BY THE CITY COMMISSION OF
THE CITY OF OPA-LOCKA,FLORIDA:
Section 1. The recitals to the preamble herein are incorporated by reference.
Resolution No. 11-8208
Section 2. The City Commission of the City of Opa-locka approves the acquisition of
Choice Environmental Services, Inc., and Its Subsidiaries ("Choice") by Swisher Hygiene, Inc.
("Swisher").
Section 3. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this 13`h day of April, 2011.
/MYRA ,►AYLOR
MAC OR
Attest to:
Deborah S.
City Clerk
Approved as to form and legal sufficiency:
U /hA .i __._ 1
Jos-441, s. GI ler
Cif,Atto
6y
Moved by: COMMISSIONER HOL"!ES
Y �
Seconded by: VICE MAYOR JOHNSON
Commission Vote: 3-0
Commissioner Holmes: YES
Commissioner Miller: NOT PRESENT
Commissioner Tydus: OUT OF ROOM
Vice-Mayor Johnson: YES
Mayor Taylor: YES
(C717:;ICE
ENVIRONMENTAL
February 17, 2011
VIA E-MAIL
Mr. Clarence Patterson, City Manager
Office of the City Manager
City of Opa-locka
780 Fisherman Street,4th Floor
Opa-locka,FL 33054
Re: Sale of Choice Environmental Services, Inc. and its Subsidiaries("Choice")
to Swisher Hygiene, Inc. ("Swisher")
Dear Mr. Patterson:
As you may be aware, this week, Swisher entered into a definitive agreement to
acquire Choice, and it is expected, subject to customary closing conditions, that the
acquisition will be completed no later than March 31, 2011. Swisher is a publically
traded company listed on the NASDAQ and the Toronto Stock Exchanges (NSADAQ:
SWSH, TSX: SWI), controlled by waste industry legend, H. Wayne Huizenga and his
partner Steve Berrard.
As this is a stock purchase/merger, Choice will be a wholly owned subsidiary of
Swisher, with Swisher owning 100% of the stock of Choice. No assignment of the
contract Choice has with the City of Opa-locka ("City") is taking place and Choice will
continue to provide you with the same high level of service you have grown accustomed
to over the life of the relationship. Choice plans to continue to comply with the terms and
conditions of our agreement with the City and now, with the public company behind us,
has additional financial resources, expertise and other capabilities available to it to
improve on our already great service. The management of Choice is remaining in place,
thus you will continue to deal with the same great team of professionals going forward.
In accordance with Section 14.1(d) of our agreement with the City, please accept
this as written notice of the proposed transaction and our request for a waiver of the
Event of Default.
Please contact me at your earliest convenience to discuss what additional
information you will need to grant the waiver required under our agreement with the
City.
2860 State Road 84,Suite 103,Fort Lauderdale,FL 33312 • Tel:954-797-7974 • Fax:954-797-7984
o www.choicewaste.com
I have attached for your reference, a copy of the press release announcing the
signing of the agreement.
I look forward to hearing from you soon.
Respectfully submitted,
G)4T C7147
Grant J. Smith, Esq.
General Counsel
cc: Joseph Geller, City Attorney
2860 State Road 84,Suite 103,Fort Lauderdale,FL 33312 • Tel:954-797-7974 • Fax:954-797-7984
www.choicewaste.com
Swisher Hygiene to Acquire Choice Environmental Services,Inc.-Yahoo!Finance 2/17/11 3:30 PM
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YAHOO!. FINANCE
E*TRADE &Awe$7°aae:
Swisher Hygiene to Acquire Choice Environmental Services, Inc.
t Ior.
t'ress Release Source: Swisher International,Inc.On Monday February 14,21)1 I,9:1)6 am EST
CHARLOTTE,N.C.,Feb. 14,2011 (GLOBE NEWSWIRE)--Swisher Hygiene Inc.("Swisher Hygiene")(Nasdaq:SWSH - Nel+
(TSX:SW I - New,),a leading provider of essential hygiene and sanitation products and services,today announced that it has entered into a
definitive agreement to acquire Choice Environmental Services,Inc.("Choice Environmental"),a Fort Lauderdale.Florida-based residential
and commercial solid waste services company,by way of a statutory merger involving a wholly-owned subsidiary of Swisher Hygiene.
In the transaction,Swisher Hygiene will issue 9.2 million shares of its common stock to the former shareholders of Choice Environmental at
the agreed upon value of USS50.1 million.Swisher Hygiene will also assume approximately US$41.5 million in debt,and expects to pay
clown a majority of this debt with proceeds from its previously announced subscription receipts offering.The agreement is subject to
customary closing conditions,completion of the subscription receipts offering and receipt of all necessary regulatory approvals,including
approval of the Toronto Stock Exchange with respect to the shares to be issued in the merger transaction and the subscription receipts
offering.Upon satisfaction of all conditions,it is expected that the acquisition of Choice Environmental will be completed no later than March
31,2011.
"We have been looking closely for strong companies that will complement our current hygiene and sanitary business and products,and the
acquisition of Choice Environmental is a perfect fit for Swisher Hygiene as we transform our company into a true full-service provider," said
Steven R.Berrard,Chief Executive Officer of Swisher Hygiene. "Choice Environmental has strong recurring revenue streams-- many of
which are generated from exclusive municipal contracts--at attractive operating margins,a good mix of services that will provide synergies
and cross-selling opportunities for our commercial customers and broaden our hygiene and sanitation offering.Choice Environmental also
brings to Swisher Hygiene a top-notch management team that has successfully grown the company over the last seven years.Further,the
acquisition will enable us to greatly expand our involvement in Florida,a market in which we already have a significant presence."
Choice Environmental has been in business since 2004 and serves more than 150,000 residential and 7,500 commercial customers in the
Southern and Central Florida regions through its 320 employees and over ISO collection vehicles by offering a complete range of solid waste
and recycling collection.transportation,processing and disposal services.Choice Environmental operates six hauling operations,three
transfer and materials recovery facilities and annually processes more than 150.000 tons of material.Choice Environmental has a strong
management team,led by Chairman and CEO Glen Miller,with over a century of experience in the waste industry.The entire senior
management team of Choice Environmental is expected to join Swisher Hygiene upon completion of the acquisition.
"We are excited at the abundant opportunities that will be present by becoming a part of Swisher Hygiene,"said Mr.Miller."We have had a
fantastic run as a standalone company over the past seven years,consistently growing the business over that period with our employees
providing the best waste services for our customers in Florida,while investing considerably in efficient equipment that is scalable,
environmentally friendly and energy efficient.With the infrastructure already put into place by Wayne Huizenga and Steve Berrard,we
foresee significant opportunities for organic and acquisition-related growth."
Cautionary Statement on Forward-Looking Information
All statements,other than statements of'historical fact,contained in this news release,including any information as to the future financial or
operating performance of Swisher Hygiene,constitute "forward-looking information" or"forward-looking statements" within the meaning of
certain securities laws,including the provisions of the Securities Act(Ontario)and are based on the expectations,estimates and projections of
management as of the date of this news release unless otherwise stated.Forward-looking statements include,but are not limited to,possible
events and statements with respect to possible events.The words ''plans," "expects," "is expected," "scheduled," "estimates,"or"believes," or
http://finance.yahoo.com/news/Swisher-Hygiene-to-Acquire-pz-1384921197.html?x=0&.v=1 Page 1 of 2
Swisher Hygiene to Acquire Choice Environmen...- ,ervices,Inc.-Yahoo!Finance 2/17/11 3:30 PM
similar words or variations of such words and phrases or statements that certain actions,events or results "may," "could," "would," "might,"
or "will be taken," "occur,"and similar expressions identify forward-looking statements.
Forward-looking statements are necessarily based upon a number of estimates and assumptions that,while considered reasonable by Swisher
Hygiene as of the date of such statements,are inherently subject to significant business,economic and competitive uncertainties and
contingencies.The estimates and assumptions of Swisher Hygiene contained in this news release,which may prove to be incorrect,include
but are not limited to,the various assumptions set forth herein as well as: (1)the accuracy of management's assessment of the effects of the
successful completion of the transaction;(2)the trading price of Swisher Hygiene's common shares;and(3)there being no significant
disruptions affecting Swisher Hygiene's operations,whether due to labour disruptions,supply disruptions,power disruptions,damage to
equipment or otherwise.All of these assumptions have been derived from information currently available to Swisher Hygiene including
information obtained by Swisher Hygiene from third-party sources.These assumptions may prove to be incorrect in whole or in part.All of
the forward-looking statements made in this news release are qualified by the above cautionary statements and those made in the "Risk
Factors"section of Swisher Hygiene's registration statement on Form 10 filed with the Securities and Exchange Commission,available on
\V\%w.sec.gov,and with Canadian securities regulators available on Swisher Hygiene's SEDAR profile at v,w edar.com,and Swisher
Hygiene's other filings with the Securities and Exchange Commission and with Canadian securities regulators.These factors are not intended
to represent a complete list of the factors that could affect Swisher Hygiene.
The forward-looking information set forth in this news release is subject to various assumptions,risks,uncertainties and other factors that are
difficult to predict and which could cause actual results to differ materially from those expressed or implied in the forward-looking
information.
Swisher Hygiene disclaims any intention or obligation to update or revise any forward-looking statements,except to the extent required by
applicable law.
About Swisher Hygiene Inc.
Swisher Hygiene Inc.,formerly known as "CoolBrands International Inc.",is a NASDAQ and TSX listed company that provides hygiene
solutions to customers throughout much of North America and internationally through its global network of 73 company-owned operations,
10 franchises and 10 master licensees covering the United Kingdom,Ireland,Portugal,the Netherlands,Singapore,the Philippines.Taiwan,
Korea,Hong Kong/Macau/China,and Mexico.These solutions include products and services that are designed to promote superior
cleanliness and sanitation in commercial environments,enhancing the safety,satisfaction and well-being of employees and patrons.Swisher
Hygiene serves customers in a wide range of end-markets,with a particular emphasis on the foodservice,hospitality,retail,industrial and
healthcare industries across North America.
Contact:
Swisher Hygiene Inc.
Investor Contact:
Amy Simpson
Phone: (704) 602-7116
Don Duffy, ICR
Phone: (203) 682-8215
Media Contact:
Alecia Pulman, ICR
Phone: (203) 682-8332
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1st Reading: 1 2/1 7/2 0 02
2nd Reading: 01 /13/2 01 0
Public Hearing: 01 /1 3/20 1 0
Adopted: 01 /1 3/2 01 0
Effective Date: 01 /1 3/2 01 0
Sponsor: City Manager
ORDINANCE NO 1 0-01
AN ORDINANCE OF THE CITY COMMISSION OF THE
CITY OPA-LOCKA, FLORIDA; ACCEPTING THE
PROPOSAL OF CHOICE ENVIRONMENTAL SERVICES,
INC. FOR THE PROVISION OF RESIDENTIAL WASTE
COLLECTION SERVICES PURSUANT TO RFP NO.09-0821;
FURTHER AUTHORIZING THE CITY MANAGER TO
ENTER INTO AN AGREEMENT WITH CHOICE
ENVIRONMENTAL SERVICES,INC.FOR THE PROVISION
OF RESIDENTIAL WASTE COLLECTION SERVICES
PIRSUANT TO RFP NO. 09-0821, PAYABLE FROM
ACCOUNT NO. 34-534340, IN A FORM ACCEPTABLE TO
THE CITY ATTORNEY AND FOR FINAL APPROVAL BY
THE CITY COMMSSION; PROVIDING FOR
INCORPORATION OF RECITALS; PROVIDING FOR
CONFLICT AND REPEALER; PROVIDING FOR
SEVERABILITY; PROVIDING FOR AN EFFECTIVE DATE
WHEREAS, the City of Opa-locka ("City") is in need of an independent contractor to
provide residential waste collection services to the City; and
WHEREAS,the City issued RFP No. 09-0821 requested proposals from qualified firms
for the provision of residential waste collection services to the City; and
WHEREAS, the selection committee has reviewed the proposals received in response to
RFP No. 09-0821 and selected the Choice Environmental Services, Inc. ("Choice"), as the most
responsive and responsible proposer for residential waste collection services; and
WHEREAS,the City Commission of the City of Opa-locka desires to accept the proposal
from Choice in response to RFP No. 09-0821 and authorize the City Manager to enter into an
agreement with Choice for the provision of residential waste collection services to the City.
Ordinance No. 1 0-01
THE COMMISSION OF THE CITY OF OPA-LOCKA HEREBY ORDAINS:
Section 1. The recitals to the preamble herein are incorporated by reference.
Section 2. The City Commission of the City of Opa-locka hereby accepts the proposal
from Choice Environmental Services, Inc. in response.to RFP No. 09-0821 for the provision of
residential waste collection services to the City of Opa-locka.
Section 3. The City Commission of the City of Opa-locka hereby authorizes the City
Manager to enter into an Agreement with Choice Environmental Services,Inc.for the provision of
residential waste collection services to the City of Opa-locka in response to RFP No.09-0821,in the
form attached hereto as Exhibit`A",for a contract term of three(3)years with an option to renew
for one (1) additional year,payable from Account No. 34-53340.
Section 4. All ordinance or Code provision in conflict herewith are hereby repealed.
- Section 5. If any section, subsection, sentence, clause, phrase or portion of this
Ordinance is for any reason held invalid or unconstitutional by any court of competent jurisdiction,
such portion shall be deemed a separate,distinct and independent provision and such holding shall
not affect the validity of the remaining portions of this Ordinance.
Section 6. This Ordinance shall, upon adoption,become effective as specified by the
City of Opa-locka Code of Ordinances and the City of Opa-locka Charter.
PASSED AND ADOPTED this day of jANuA$y , 2010.
JAS PH L. 1 LLEY
MAYOR\
1
Ordinance No. 10-01
Attest: Approved as o form and lega sufficiency:..,i , k . .C If
4, __ ._
•ebor. ::S. Irby Jo - s Ge ler
City Clerk_ -- #s T. A Forney
Moved by: Hor,MFS
Seconded by: TAYLOR
Commission Vote: 5-0
Commissioner Tydus: YES
Commissioner Holmes: YES
Commissioner Johnson: YES
Vice-Mayor Taylor: YES
Mayor Kelley: YES
RESIDENTIAL SOLID WASTE COLLECTION AND DISPOSAL AGREEMENT
THIS AGREEMENT ("Agreement") is made as of this 1st day of March 2010 by and between
the City of Opa-Locka, Florida, a municipal corporation organized and existing under the Laws
of the State of Florida ("City"), and Choice Environmental Services, Inc., a Florida corporation
("Contractor").
WITNESSETH
WHEREAS, in response to a competitive solicitation, Contractor was determined by the City
Commission to be the most responsive and responsible contractor;
WHEREAS, pursuant to the applicable provisions of the City of Opa-locka code, the City may
award the contract for the collection and disposal of Residential Solid Waste;
WHEREAS, the City has determined that the proposal of Contractor is in the best interests of the
City and that the City will therefore award the contract to Choice Environmental Services Inc. to
engage in waste collection and disposal from Residential units within the City;
WHEREAS, the City Commission has determined that Contractor is qualified to serve in the
aforesaid capacity and that it has met the specifications set forth in the Request for Proposals
(RFP) No. 09-0814 and Ordinances of the City; and
WHEREAS, Contractor is desirous of providing the waste collection services set forth herein;
NOW THEREFORE, in consideration of the promises, terms and conditions hereinafter set forth
and for other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledge, the parties agree as follows:
GENERAL INFORMATION
1. LIAISON BETWEEN CITY AND CONTRACTOR
All dealings, contracts notice and payments between the contractor and the City shall be
directed by the Contractor to the City Manager or his/her designee.
2. COMMENCEMENT OF WORK
The work outlined in this Agreement shall commence on Marchl, 2010.
3. TERM
3.1 The term of the Agreement shall be for a period of three(3) years beginning March 1,
2010 and terminating February 28, 2013.
3.2 The Contract may be renewed for an additional one (1) year period unless either the
Contractor or the City notifies the other party of its desire not to extend, at least sixty
(60) days prior to the termination date of the original term or any renewal term.
4. DEFINITION OF TERMS
4.1 Authorized Representative: Shall mean that employee or employees designated in
writing by the City Manager to represent the City in the administration and
supervision of the Contract.
4.2 Biohazardous Waste: Shall mean any solid waste or liquid waste which may present
a threat of infection or disease to humans or may reasonably be suspected of
harboring pathogenic organisms. The term includes, but is not limited to non-liquid
human tissue and body parts; laboratory and veterinary waste which contain human-
disease-causing agents; used disposable sharps, human blood, human blood products
and body fluids; and other materials which in the opinion of the Department of Health
and Rehabilitative Services Represent a Significant risk of infection to person outside
the generating facility.
4.3 Biological Waste: Shall mean solid waste that cause or has the capability of causing
disease or infection and includes, but is not limited to, Biohazardous waste, diseased
or dead animals, and other waste capable of transmitting pathogens to humans or
animals.
4.4 Bulk Trash: Shall mean any item which cannot be containerized, bagged or bundled;
including, but not limited to, inoperative and discarded refrigerators, ranges, toilets,
washers, dryersbath tabs-,--waier heaters,sirks-,--bicycles, and other similar appliances,
household goods, minor" do it yourself'projects constructions debris, and furniture.
4.5 City: City of Opa-Locka
4.6 Collection: Shall mean the process whereby Residential solid waste, vegetative
waste, garbage and Bulk Trash is removed and transported to a Designated Facility.
4.7 Commercial Services: Shall herein refer to the services provided to non-Residential
customers. Commercial Services is excluded from this Agreement.
4.8 Construction and Demolition Debris: Shall mean materials defined as such from time
to time by department and Chapter 62-701 et.seq., F.A.C.
4.9 Contract or Agreement: The contract executed by the City and the Contractor for the
performance of the work.
2
,
4.10 Contractor or Vendor: The person, firm, corporation, organization or agency with
whom the City has entered into an Agreement to provide the services described
herein.
4.11 Designated Facility: Shall mean a disposal or transfer facility designated by the City
Manager. The current Designated Facility is any facility within the Miami-Dade
County Department of Solid Waste System.
4.12 Disposal Costs: Shall mean the "tipping fees" or landfill cost charged to the
Contractor by others for disposal of the waste collected by the contractor.
4.13 [Intentionally Left Blank]
4.14 [Intentionally Left Blank]
4.15 Garbage: Shall mean all putrescible waste which generally includes but is not limited
to kitchen and table food waste, animal, vegetative, food or any organic waste that is
attendant with or results from the storage, preparation, cooking or handling of food
materials. Garbage shall not include any material that falls within the definition of
Special Waste.
4.16 Garbage Receptacle: Shall mean a green 96-gallon roll-out garbage container with
contractor's information and City Logo stamped on it.
4.17 Hazardous Waste: Shall mean solid waste as defined by the State of Florida
Department of Environmental Protection as a hazardous waste in the State of Florida
Administrative Code, or by any future legislative action or by federal, state or local
law.
4.18 Industrial Wastes: Shall mean waste generated from an industrial or manufacturing
— process. Industthal-wastesare-not included-in-the-scope ofthis-contract.
4.19 Loose Refuse: Refuse which is collected from the ground is considered loose refuse.
4.20 Mechanical Container: Shall mean and include plastic or metal containers intended to
be serviced by mechanical means.
4.21 Multiple Dwelling Units: Shall mean any building containing two (2) or more
permanent living units.
4.22 Performance and Payment Bond: Shall mean the form of security approved by the
City and furnished by the Contractor as required by this Agreement as a guarantee
that the Contractor will execute the work in accordance with the terms of the contract.
3
4.23 Recyclable Materials: Shall mean newspapers (including inserts), magazines and
catalogs, aluminum cans, aluminum foil and pie plates, plastic containers, glass
bottles and jars, corrugated cardboard, brown paper bags, mixed paper (magazines,
phone books, office paper , etc.), drink boxes, milk and juice cartons, and other solid
waste materials.
4.24 Recycling: Shall mean any process by which solid waste, or materials which
otherwise become solid waste, are collected, separated, or processed and reuse or
returned to use in the form of raw materials or products.
4.25 Residence or Residential Unit: Shall mean a detached single-family or duplex
building designated for or occupied exclusively by one family.
4.26 Refuse: Shall mean household Trash and Garbage or a combination of mixture of
household trash and garbage.
4.27 Refuse Regulation: Shall herein refer to regulation prescribed by the City together
with such administrative rules, regulations and procedures as any be established for
the purpose of carrying out or making effective the provision of this contract.
4.28 Residential Service: Shall herein refer to the refuse waste collection service provided
to person occupying residential dwelling units within the City and who are not
receiving commercial service. Residential Service does not include Recyclable
Materials, and Special Waste.
4.29 Sludge: Includes the accumulated solids, residues, and precipitates generated as a
result of waste treatment or processing, including wastewater treatment, water supply
treatment, or operation of an air pollution control facility, and mixed liquids and
solids pumped from septic tanks, grease trap, privies, or similar waste disposal
appurtenances.
430—s-pai-e s e:— Shan mean solid waste that equire spec at handling- and
management, and which are not accepted at a landfill or other disposal facility or
which are accepted at a landfill or other disposal facility at higher rates than is
charged for refuse, including, but not limited tos asbestos, whole tires, used oil, lead-
acid batteries, Sludge, Construction and Demolition Debris, Hazardous and
Biohazardous wastes.
4.31 Trash: Shall mean all refuse accumulation of paper, excelsior, rags, wooden or paper
boxes and containers, sweepings, broken toys, tools, utensils, and all other
accumulation of a similar nature other than garbage, which are usual to housekeeping,
but shall not include Vegetative Waste.
4.32 Uniform Level of Service: Shall mean any an all Residential garbage and trash,
which conforms to the preparation and storage requirements of this Agreement, and is
collected in accordance with City approved schedule.
4
4.33 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, Christmas trees, tree branches and similar other matter
usually produced as refuse in the care of laws, landscaping and yards.
SERVICES TO BE PERFORMED BY CONTRACTOR- RESIDENTIAL SERVICES
5.1 Exclusive Right: The contractor shall have the exclusive right and obligation to
collect and dispose of all Refuse and vegetative waste not created by commercial or
professional services from all single family homes within the City. Special Waste,
Hazardous Waste, Biohazardous Waste, Biological Waste and Sludge is excluded.
5.2 Frequency of Collection: The contractor shall collect Refuse from places of residence
within the City two (2) times per week, with collections at least three (3) days apart.
Bulk Trash shall be collected one (1)time per month.
5.3 Equipment and Personnel: The Contractor shall provide, at his own expense, all
labor, insurance, supervision, machinery and equipment, plant building, trucks and
any other tools, equipment, accessories and things necessary to maintain the standard
of collections and disposal set forth herein as specified in RFP No. 09-0814.
5.4 Protection of adjacent Property and Utilities: The Contractor shall conduct his
work in such manner as to void damage to adjacent private or public property and
shall repair or pay for any damage caused by its operations. The Contractor shall take
cognizance of all existing utilities and it shall operate with due care in the vicinity of
such utilities and shall repair or have repaired to no additional cost to the owner any
breakage or damage caused by its operation.
5.5 Spillage: The Contractor shall not litter or cause any spillage to occur upon the
premises orthe lights of way wherein the cotl-ecti'on shall-occur. During hauling, all---
refuse should be contained, tied, or enclosed so that leaking, spilling, and blowing is
prevented. In the event of any spillage caused by the act of collecting household
refuse, the Contractor shall promptly clean up all spillage.
5.6 Designated Facility: All Refuse, Recyclable Materials and Vegetative Waste shall be
hauled to a designated facility as directed in writing by the City Manager and
disposed of at those facilities at the expense of the contractor.
5.7 Hours of Collection: Collection shall begin no earlier than 7:00 o'clock a.m., and
shall cease no later than 7:00 o'clock p.m. The hours of collection may be extended
provided the Contractor has received prior approval from the City Manager, to be
later evidenced by a written memorandum confirming the approval. Collections may
occur six days per week but no collection shall occur on Sundays or holidays except
in time of emergency.
5
5.8 Point of Pickup of Residential Refuse: Collection of Residential Refuse shall be at
curbside or other such locations as will provide ready accessibility to the Contractor's
collection crew and vehicle. In the event an appropriate location cannot be agreed
upon, the City Manager shall designate the location. Nothing in this section shall
require the contractor to remove waste resulting from construction activity of the
clearance of vacant lots.
For those residents who, by reason of their disability, certified by a doctor and
approved by the City, are unable to place garbage receptacles at the curb, collection
will be from the rear door or other accessible location adjacent to the residents, and
shall be replaced when empty. There shall be no additional charge for this rear door
service.
5.9 Receptacles: The contractor shall be required to pick up all garbage, Trash and Bulk
Trash generated from each Residence that has been properly prepared and placed for
collection as follows:
a) All Garbage shall be placed in a Garbage Receptacle and shall be placed at
curbside or at such other single collection point as may be agreed upon by the
Contractor and the customer.
b) Bulk Trash shall be collected at a designated site agreed to by the contractor and
the customer and approved by the City.
5.10 Method of Collection of Residential Refuse: The Contractor shall make collections
with a minimum of noise and disturbances to the householder. Any refuse spilled by
the Contractor shall be picked up immediately by the Contractor. Garbage
Receptacles shall be handled carefully by the Contractor, shall not be bent or
otherwise abused, and shall be thoroughly emptied and then left at the proper point of
collection. Any type of receptacle found in a rack, cart or enclosure of any kind shall
be returned upright to such rack, cart or enclosure and lids shall be placed securely
and-properly on the-top-ofsaid-receptacles.—irrihe-event-of-damage by-the Contractor — -
to garbage receptacles, the Contractor shall be responsible for the timely repair or
replacement of said receptacles in a reasonable time at no cost to the customer. The
replacement must be similar in style, material, quality and capacity. Throwing of any
garbage can, container, or recycling container is prohibited.
5.11 Vacant Lots and Illegal Dumping: The Contractor shall not be required to collect
Garbage, Trash, Bulk Trash or other waste from vacant lots. However, the City may
require Contractor to make collections of garbage and Trash dumped illegally on
public roadways. The City shall notify Contractor and Contractor shall have a
reasonable time after notification to collect such illegally dumped garbage and trash.
6
MUNICIPAL COLLECTION
6.1 Municipal Sites: The Contractor shall provide collection and disposal service, as
appropriate, to all property owned, leased, rented or controlled by the City. These
services shall be provided at no charge to the City. Exhibit I is a list of properties to
receive this service. In addition, Contractor will provide three open top roll-off
containers (20 cubic yard capacity each) at 1021 Burlington Street for use by
residents to dispose of Bulk Trash. The City shall provide personnel to monitor use of
the containers. Contractor shall pull the Containers on an as needed basis but no less
than weekly. The Contractor and City will mutually agree on additional sites as the
need may arise.
6.2 Service: The Contractor shall collect all Refuse, Recycling and Vegetative Waste in
any and all of the above mentioned properties at a frequency to be determined by the
City Manager and Contractor. The City shall have the right to use mechanical
containers, commercial type trash cans with covers or any other containers acceptable
to Contractor.
SCHEDULES AND ROUTES
7.1 Schedules: The Contractor shall provide the City with schedules for all collection
routes and keep such information current at all times. If any change in the collection
routes occurs,the City shall be immediately notified in writing a minimum of 15 days
in advance. The City Manager shall approve all permanent changes in routes or
schedules that alter the day of pickup. Upon approval of the City Manager, the
Contractor shall publish in a newspaper of general circulation in Miami-Dade County
at Seven (7) days prior to the effective date of such route or schedule changes. The
cost of publication shall be borne solely by the Contractor.
7.2 Access to Streets: The City reserves the right to deny Contractor's vehicles access to
certain streets, alleys and public ways inside the City en route to the disposal site
w s e r e t is in tfie-inferest of the general public to-do so because olthe condition of the----
streets or bridges. The Contractor shall not interrupt the regular schedule or quality of
service because street closures of longer duration and arrangements for service will be
made in a manner satisfactory to Contractor and City. Customers under this contract
shall receive reasonable notification of the schedules provided by the contractor prior
to commencement of service. Only local truck routes shall be used in transit, unless
specifically for the purpose of collection.
7
7.3 Storm: In case of a storm, the City Manager or his/her designee may grant the
Contractor reasonable variance from regular schedules and routes. As soon as
practicable after such storm, the Contractor shall advise the City Manager and the
customer of the estimated time required before regular schedules and routes can be
resumed. In the case of a storm where it is necessary for the Contractor and the City
to acquire additional equipment and to hire extra crews to clean the City debris and
Refuse resulting from the storm, the Contractor shall be required to work with the
City in all possible ways for the efficient and rapid cleanup of the City. In such event,
the Contractor shall receive extra compensation above the Contract price for
additional employees, overtime, additional disposal costs and cost of rental
equipment, provided Contractor has first secured prior written authorization from the
City Manager or his/her designee. Contractor and the City will enter into a separate
written Agreement for storm cleanup.
7.4 Holidays: The Contractor will not provide service on Christmas. If the regular
collection day falls on the aforementioned holiday, the Contractor shall collect the
Refuse on the following day, excluding Sunday's.
COLLECTION EQUIPMENT
8.1 Equipment: The Contractor shall have on hand at all times, in good working order
and sanitary condition, such equipment as shall permit the Contractor adequately and
efficiently perform its contractual duties. Equipment shall be obtained from
nationally known and recognized manufacturers of garbage collection and disposal
equipment. Equipment shall be of the enclosed loader packer type, or other equipment
which meets industry standards and is approved by the City. All equipment shall be
kept in good repair, appearance, and in a sanitary and clean condition at all times. The
contractor shall have available reserve equipment which can be put into service
within two (2) hours of any breakdown. Such reserve equipment shall correspond in
size and capacity to the equipment used by the Contractor to perform the contractual
duties— --
8.2 Identification on Equipment: Equipment is to be painted uniformly with the name of
the Contractor, business telephone number, and the number of the vehicle in letters
not less than five (5) inches high on each side of the vehicle. All vehicles shall be
numbered and a record kept of the vehicle to which each number is assigned. No
advertising shall be permitted on vehicles, except of events sponsored by the City.
SPECIAL WASTE
9.1 The Contractor shall not collect and dispose of Special Waste, Hazardous Waste,
Biohazardous Waste, Biological Waste or Sludge.
8
'. ( _
CONTRACTOR'S PERSONNEL
10.1 Contractor's Officer(s): The Contractor shall assign a qualified person or persons to
be in charge of the operations within the City. The Contractor shall give the names of
these people to the City. Supervisor must be available for consultation with the
Manager and/or customer within a reasonable, practicable time after notification of a
request for such consultation. The supervisor(s) shall operate a vehicle which is radio
equipped.
10.2 Dangerous Animals and Refuse Collections: Employees of the Contractor shall not
be required to expose themselves to the danger of being bitten by vicious dogs in
order to accomplish refuse collection. In any case where the owner or tenants have
such animals at large, the Contractors shall immediately notify the City Manager of
such condition and of his inability to make collection because of such conditions.
10.3 Conduct of Employees: The Contractors shall ensure that its employees serve the
public in a courteous, helpful and impartial manner. Contractor's collection
employees will be required to follow the regular walk for pedestrians while on private
property. No trespassing by employees will be permitted, or crossing property of
neighboring premises unless residents or owners of both such properties shall have
given permission. Care shall be taken to prevent damage to property, including cans,
carts,racks, trees, shrubs, flowers and other plants.
10.4 The Contractor, as to personnel who are engaged in rendering services to the City,
shall not employ any individual who is a registered sex offender.
10.5 Employee Uniform Regulation: The Contractor's solid waste collection employees
shall wear a uniform or shirt bearing the company's name. Lettering stitched on or
identifying patches permanently attached to uniform shirts and jackets will be
acceptable.
—— — -10:6 -Compliance-with State,, Federal and Municipal-Laws The Contractor-Shall comply with all applicable City, State and Federal laws relating to wages, hours, and all other
applicable laws relating to the employment or protection of employees, now or
hereafter in effect.
10.7 Fair Labor Standards Act: The Contractors is required and hereby agrees by
execution of the contract to pay all employees not less than the Federal minimum
wage and to abide by other requirements as established by the Congress of the United
States in the Fair Labor Standard Act as amended and changed form time to time.
10.8 Other Employee Benefits: Conditions of employment shall be available to all
employees so that they may be informed. The Contractors shall furnish reasonable
uniforms, rain gear and safety equipment.
9
10.9 CDL: Each vehicle operator shall at all time carry a valid Florida Commercial
Driver's License for the type of vehicle that is being driven.
10.10 Safety Training: The Contractor shall provide operating and safety training for all
personnel.
10.11 City Residents: The Contractor shall, whenever practical, employ residents of the
City.
10.12 Non-Discrimination: No person shall be denied employment by the Contractor for
reason of race, sex, national origin, creed, age, physical handicap, or religion.
10.13 Drug Free Workplace: Contractor shall maintain a Drug Free Workplace policy.
CONTRACTOR'S OFFICE
11.1 Office: The Contractor shall provide at his expense, a suitable office located within
reasonable proximity to the City. The Contractor shall maintain and adequately staff a
local toll-free telephone number where complaints shall be received, recorded and
handled during normal working hours of each week and shall provide for prompt
handling of emergency complaints and all other calls.
11.2 Notification to Customers: The Contractor shall notify all customers about complaint
procedures, rates, regulations and the days of collection.
PAYMENT AND BILLING
12.1 Compensation: The City shall be responsible for the billing and collection of
Residential solid waste collection and disposal fees. Currently, the City bills and
collects same by way of non-ad valorem assessment to Residential customers on the
tax rolls. Contractor's Monthly compensation for the performance of the Contract is
calculated by multiplying the number of Residential units serviced times the unit
prices as listed in Exhibit II, subject to any increases or deductions as provided under
the Agreement. Contractor shall submit an invoice by the 10th of each month for
services rendered during the preceding month, and payments will be made to the
Contractor within 30 days upon receipt and verification of the invoice submitted.
Interest at 1% per month shall apply to late payments. Prior to the commencement of
service hereunder, the City and Contractor shall jointly conduct a house count to
determine the number and location of occupied residences that will receive service. In
the Event that the house count is not completed prior to the commencement of work,
the City and Contractor agreed that the initial count of occupied residential units shall
10
. :
be 2,331. In the event the City determines that the original number of occupied units
has decreased or increased, it will promptly notify the Contractor. If Choice at any
time disputes the number of residential units, it may submit documentation to the
Manager, who shall within 30 days provide Choice with a written acceptance or
denial of Choice's calculation. However, in no event shall any adjustment be made
retroactively.
12.2 Billing Procedures: On the first day of each month the payment for all services
hereunder shall be adjusted to correspond with the occupancy of existing or new
Residences, and the demolition of old Residences. The adjustment made on the first
day of each month shall be for buildings either occupied or demolished during the
second month preceding the adjustments; for example, any change which is made on
June 1 of any year will be for residences occupied or demolished in April of the
subject year. Any existing until shall be considered unoccupied whenever the City has
temporarily terminated water service, at the customer's request only. Any new unit
shall be considered to be occupied when a certificate of occupancy has been issued
and water service has been provided to the unit's occupant(s). Proof of demolition
shall be demolition permits issued by the Building Division. The number of units
shall be reviewed not less than semi-annually by the City and the Contractor. Any
adjustment as a result of this review shall be reflected on the next invoice from the
Contractor.
12.3 Disposal Cost: The City may permit an adjustment to the rates in Exhibit II in the
form of a pass-through of any increase or decrease in the Disposal Cost charged by
Miami-Dade County for disposal of waste collected in the City in relation to the
amount that change in Disposal Cost affects the total rate structure of monthly service
charges. Contractors shall submit written notice to the City thirty (30) days prior to
any request that rates be adjusted as a result of increased Disposal Cost. Contractor
shall include in its notice sufficient documentation, accounting and calculations
necessary for the City to determine the amount of the adjusted increase or decrease in
rates. The City may provide approval within thirty (30) days of receipt of
- - -- Contractors-notice. Approval-shall tre-retroactive-to the-date-that-Contractor was- ---
required to pay the increased Disposal Costs.
12.4 Unusual Costs: Choice shall notify the Manager of any "unusual costs", at which
time the Manager and Choice shall engage in good faith efforts to agree upon an
appropriate adjustment.
12.5 Consumer Price Index Adjustment: The rates in Exhibit II shall be adjusted
commencing March 1, 2011 and each March 1 thereafter, based on the change in the
previous year's Consumer Price Index (CPI). The new rate shall be calculated by
multiplying the current rate by the percentage change in the CPI- All Urban
Consumers, Miami, All Items or such successor report issued by the United States
Department of Labor Statistics, for preceding twelve months' average March to
March.
11
CONTRACT PERFORMANCE
13.1 Supervision: The Contractor's performance of the Contract shall be supervised by the
City Manager or his/her designee. If at any time during the life of the Agreement,
performance reasonably satisfactory to the City Manager or his/her designee is not
made, the Contractor, upon notification by the City Manager or his/her designee, shall
increase the force, tools, and equipment as needed to properly perform the Contract.
Failure of the Contractor to perform in a manner consistent with the contract and the
evaluation process may be cause for termination of the contract as outlined in 14.1F.
The failure of the City Manager or his/her designee to give such notification shall not
relieve the Contractor of his obligation to perform the work at the time and in the
manner specified by the Agreement.
13.2 Inspections: The City Manager may appoint qualified persons to inspect the
Contractor's operation and equipment at any reasonable time, and the Contractor shall
admit authorized representatives of the City to make such inspections at any
reasonable time and place.
13.3 Waiver: The failure of the City at any time to require performance by the Contractor
of any provision hereof shall in no way affect the right of the City thereafter to
enforce same nor shall waiver by the City of any breach of provisions hereof taken or
held to be a waiver of any succeeding breach of such provision or as a waiver of any
provision itself.
13.4 Cooperation: The Contractor shall cooperate with any authorized representative of
the City in every reasonable way in order to facilitate in progress of the work
contemplated under this contract. He shall have at all times a competent and reliable
English speaking representative on duty authorized to receive orders and to act for
him in the case of his absence.
13.5 Office: The Contractor shall establish an office within reasonable proximity to the
—City where complaints can be received Tire office-small--be-equipped with sufficient -- --
telephones with at least one local phone number, and shall be open during normal
business hours, 8:00 o'clock a.m. to 5:00 o'clock p.m., Monday through Friday.
13.6 Complaints: In the event the City receives any customer complaints relating to
services rendered by Contractor, said complaints shall be forwarded to the Contractor
who shall have ten (10) days from receipt thereof to resolve same with the customer.
If the matter is not resolved, Contractor shall within five (5)days thereafter, deliver to
the City Manager and report the status of the complaint, its effort to resolve the
complaint and the reason it was not resolved.
12
DEFAULT
14.1 Event of Default: Any of the following events shall be deemed to be a material
breach of contract.
a) The Contractor takes the benefits of any present or future insolvency statute, or
shall make a general assignment for the benefit of creditors, or file a voluntary
petition in bankruptcy, or a petition or answer seeking an arrangement for its
reorganization, or the readjustment of it indebtedness under the Federal
Bankruptcy laws or under any other law statute of the United State, or any state
thereof, or consent to the appointment or receiver, trustee, or liquidator of all or
substantially all of its property; or,
b) By order or decree of a court, the Contractor shall be adjudged bankrupt, or an
order shall be made approving a petition filed by any of its creditors or by any
of the stockholders of the Contractor seeking its reorganization or the
readjustment of its indebtedness under Federal Bankruptcy laws or under any
other law or statute of the United States or of any state thereof;provided that, if
any such judgment or order is stayed or vacated within sixty (60) days after the
entry thereof, any notice of cancellation shall be and become null, void, and of
no effect; or
c) By or pursuant to or under authority of any legislative act, resolution, or rule, or
any order or decree of any court of governmental board, agency, or officer
having jurisdiction, a receiver, trustee, or liquidator shall take possession or
control of all or substantially all of the property of the contractor, and such
possession of control shall continue in effect for a period of sixty(60) days; or,
d) The Contractor shall voluntarily abandon, desert, or discontinue its operations
hereunder, sell all or any part of the capital stock of the Corporation or the
Corporation itself, or assign this contract to any other entity; or,
e) Any lien is filed against any premises in the City because of any act or omission
of the Contractor and is not removed or the City and landowner adequately
secured, by bond or otherwise, within ninety (90) day after the Contractor has
received written notice thereof; or,
f) The Contractor has abandoned, failed, or refused to perform or observe each
material promise in the Contract, or has failed or refused to comply with the
reasonable instructions of the City Manager relative thereto; and fails to take
reasonable steps to cure such default within fifteen (15) days of such notice
provided the notice is by telefax, email or hand delivery (it being understood
that otherwise, the 15 day period shall begin to run upon delivery of the notice).
The City Manager shall, not less than five (5) days prior to the date of such
hearing, notify the Contractor and the surety of the date and place of the public
hearing at which the Contractor shall be required to show cause why the
13
�!z
contractor has not breached the terms of the Contract. Should the Contractor fail
to appear at the hearing or fail to show cause why it has not breached the terms
of the Contract to the reasonable satisfaction of the City, the City shall declare a
breach on the Contract and notify the Contractor and the surety on the
performance bond of such declaration of breach, or authorize the City Manager
to take such other action.
14.2 Failure to Cure: If the Contractor or his surety fails to cure such breach within a
reasonable time thereafter or begin such cure as a set forth Subpar. (f) above, then the
City may thereupon declare the Contract canceled. Also, upon such a declaration of
breach, all payments due the Contractor shall be retained by the City and applied to
the completion of the Contract and to damages suffered and expenses incurred by the
City by reason of such breach, unless the surety on the performance bond shall
assume the Contract, in which event all payments remaining due to the Contractor at
the time of the breach, less amount due the City from the Contractor and less all sums
due the City for damages suffered and expenses incurred by reason of such default,
shall be due and payable to such surety. Thereafter, such surety shall receive monthly
payments equal to those that would have been paid to the contractor had said
Contractor continued to perform the Agreement. If such surety fails to exercise such
option to cure, the City may complete the Contract or any part thereof, either by day
labor or by reletting the Contract, and the City shall have the right to take possession
of and use any or all of the performance of the Contract and to procure other vehicles
of the same and to charge the cost of the same to the Contractor, together with the
costs incident thereto. During such period, the liability of the City to the Contractor
for loss or damage to such equipment so used shall be that of a bailee for hire,
ordinary wear and tear being specifically exempt from such liability. In the event the
City completes the Contract at a lesser cost than would have been payable to the
Contractor under the Contract if the same had been fulfilled by said Contractor, then
the City shall retain such difference. Should such cost to the City be greater, the
Contractor shall be liable for and pay the amount of such reasonable excess cost to
the City.
14.3 Force Majeure: The performance by the City and the contractor shall be excused or
delayed during such tine while such party is hindered or prevented from performing
due to acts of God, the elements, war, insurrections riot, rebellion, strikes, lockouts,
and other causes beyond the parties reasonable control. Provided, however, if this
condition of Force Majeure exceeds a period of thirty (30) days, the City or the
Contractor may Cancel or renegotiate this Agreement.
14.4 Disputes: Except as otherwise provided in the Contract, any dispute concerning a
question or fact or of interpretation of a requirement of the Contract which is not
disposed of by mutual consent between the parties shall be reasonably decided by the
City Manager, who shall reduce the decision to writing and furnish a copy thereof to
the parties. In connection with any dispute proceeding under this clause the party
shall be afforded an opportunity to be heard and to make such explanation as may be
necessary to complete, explain or make definite the provisions of the Contract and the
14
findings and conclusions shall,be final and binding on both parties. Pending the final
decision of a dispute, the Contractor shall proceed diligently with the performance of
the contract in accordance with the preliminary directions of the City Manager. The
Contractor expressly recognized the paramount right and duty of the City to provide
adequate waste collection as a necessary government function, and further agrees, in
consideration for the execution of the contract, that in the event the City shall invoke
the provisions of this section, 'Contractor will negotiate with the City for an
adjustment of the matter or matters in dispute. The Contractor may present the matter
to a court of competent jurisdiction with venue in Miami-Dade County in an
appropriate suit therefore instituted by the Contractor or by the City only after an
impasse has been reached using an independent mediator paid for by the Contractor.
14.5 Permits and Licenses: The Contractor shall obtain, at its own expense, all permits
and licenses required by law or ordinances and maintain the same full force and
effect.
14.6 Subcontractors Assignment: Subcontractors will not be permitted under the terms of
the Agreement without the consent of City. Contractor shall make no assignment of
its rights or obligations under the Contract without first obtaining the written consent
of the City, which may be granted or withheld in its sole discretion.
BONDS, SURETIES, INSURANCE AND INDEMNIFICATION
15.1 Performance Bond: The Contractor shall furnish a performance bond in the form
attached as security for the performance of this Agreement with the City. Said
performance bond will be twenty-five percent (25%) of the annual amount of the
executed Contract as calculated at award and adjusted yearly on the anniversary date
of the Contract, to remain in force the duration of the Contract. The premium for the
performance bond described above shall be paid by the Contractor. The performance
bond shall be written in a surety company licensed to do business in the State of
Florida-and shall-fie-submitted--to-the-£ity-prior-to--initiating-work--under- this
Agreement.
15.2 Requirement as to Surety: The Surety or Sureties shall be a company or companies
satisfactory to the City. Any Surety shall be required to have a resident agent in the
State of Florida and shall be duly licensed to conduct business therein. The
Requirement of Florida resident agent may be waived by the City if evidence
satisfactory to the City is provided that applicable requirements have been met to
permit service of process on a State official under State law.
15.3 Contractor Insurance: During the life of the Contract, the Contractor shall procure,
maintain and provide the City with certificates of insurance as evidence of the
insurance required under this section. The City shall be an additional insured on this
insurance with the respect to all claims arising out of the operations or work to be
15
preformed. Cancellation or modification of said insurance shall not be effected
without thirty(30) days prior written notice to City.
Except as otherwise stated, the amounts and types of insurance provided by the
Contractor shall conform to the following minimum requirements:
15.3.1 Worker's Compensation. The Contractor shall provide and maintain
during the life of the Contract, at his own expense, Workers
Compensation Insurance Coverage to apply to all employees for
statutory limits in compliance with the applicable State and Federal
Laws.
15.3.2 General Liability. The Contractor shall provide and maintain during the
life of the Contract, at his own expense General Liability Insurance.
Coverage must include:
Minimum limits of$300,000 each accident for bodily injury liability and
$100,000 each accident for property damage liability.
15.3.3 Automobile Policy. The Contractor shall provide and maintain during
the life of the Contract, at his own expense, Automobile Liability
Insurance. Coverage must include:
Minimum limits of$100,000 each person and $100,000 each accident
for property damage liability.
15.3.4 Umbrella Liability. In addition to the above limits, the Contractor shall
provide at least a $1,000,000 umbrella or excess liability insurance
policy.
15.4 Compliance with Laws. The Contractor hereby agrees to abide with all
applicable-Federaj, tate-andlocallaws and gulatiunw — ---
15.5 Indemnification. To the extent of its fault, the Contractor shall defend,
indemnify, hold harmless, and exempt the City, its officers, agents,
servants, and employees from and against any and all suits, actions, legal
proceedings, claims, demands, damages, costs, expenses, and attorneys
fees resulting from injury to or death of persons or damage to property
arising out of or resulting from the Contract or from work done by the
Contractor in the performance of the Contract except to the extent
caused by negligence of or breach of contract by the City.
16
MISCELLANEOUS
16.1 Books and Records. The Contractor shall maintain separate records of accounts,
complaints, routes and other contract information specific to the City's contract area.
The City shall have the right to review all records that pertain to the Contract which
are maintained by the Contractor during regular business hours upon three (3) days'
prior written notice.
16.2 Notice. Any notice required hereunder shall be in writing and delivered in person, by
telecopy or by certified mail to either party at its business address shown herein.
To Contractor: Choice Environmental Services Inc.
2860 State Road 84, Suite 103
Ft. Lauderdale, FL 33312
Attention: William Hernandez, Vice President
Copy to: Michael A. Pizzi,Jr. Esq.
15271 N W 60th Avenue
Suite 107
Miami Lakes, Fl 33014
To City: Office of the City Manager
780 Fisherman Street, 4th Floor
Opa-locka, Florida 33054
Attention: Bryan K. Finnie
Copy to: Office of the City Attorney
780 Fisherman Street, 4th Floor
Opa-locka, Florida 33054
Attention: Joseph S. Geller
1 aiver. a waiver of any breach of-any provision hereunder by-either party-shall
not be deemed to be a waiver of any preceding or subsequent breach hereunder.
16.4 Governing Law. This Agreement shall be construed in accordance with the laws of
the State of Florida. Venue shall be in Miami-Dade County.
16.5 Severability. If any paragraph, section, sentence, clause or phrase contained in this
Agreement shall become illegal, null, or void against public policy, for any reason, or
shall be held by any court or administrative body of competent jurisdiction to be
illegal, null, or void or against public policy, the remaining paragraphs, sections,
sentences, clauses or phrases contained in this Agreement shall not be affected
thereby.
17
The parties shall negotiate an equitable modification of the Agreement to retain the
original intent of the Agreement.
16.6 Entire Agreement. This Agreement constitutes the entire Agreement between the
parties relating to the subject matter hereof, and supersedes any oral or written
representations, assurances, claims or disclaimers made either prior to or
simultaneous with the execution hereof. This Agreement may be amended only by an
instrument in writing signed by both parties.
IN WITNESS HEREOF, THE City and Contractor have set their hands and seals on the day and
year first above written to this Agreement and three counterparts, each of which shall constitute
an original.
Witness: Choice Environmental Services, I •
By:
Name: "(/] r - g r 0Z
Title: Voo�
Witness: City of Opa-locka
•
:'innie, Interim City Manager
Attest: Approved as to form and legal suffic'-ncy:
a Al
/OP' I / IMF fir /4
Deborah S. Irb , City Clerk Jo.""'� e ler, A st. City Attorney
ATE OF FLORIDA
i/7/0
D to SS:
COUNTY OF MIAMI-DADE
18
Sworn and subscribed to me by the City Manager of Opa-locka, Florida, Inc. who is well known
and known to me to be the person described in and who executed the foregoing instrument, and
acknowledged to and before me that he has the authority to execute this instrument on behalf of
the City of Opa-locka, Florida, Inc. and that he executed said instrument for the purposes herein
expressed.
WITNESS my hand and official seal,this I qtA day of - 2010.
/ /
//''
No :_r ' • .lic
Name: E t, �/4/
My Commission Expires:
to:y" DEBORAH S.IRBY
STATE OF FLORIDA :01 :.F MYCOMMIEBIOM#,,742231
1��� EXPIRES:AM 14,2012
,•iii'' Bonded 1 uNo ,yPibicUndawiier.
SS:
COUNTY OF MIAMI-DADS
Sworn and subscribed by mee`1(• t-dtalciel x'`21+ who is to me well known and
,known to me,to be the person described in and who executed the foregoing instrument, and
acknowledged to and before me that he has the authority to execute this instrument on behalf of
Choice Environmental Services, Inc. and that he executed said instrument for the purposed
herein expressed.
� r
WITNESS my hand and official seal, 1 If ICI C day of t 2010.
Not•��Ir4 • •lic
Name: Ot lOkir k 1L0'Ci
Y. SANDRA NO 00 I
:° `� MY E EXPIRES:MAY 4,2061 My Commission Expires: A t
i EXPIRES:MAY 4,2011
°f Bonded through 1st State Insurance
19
EXHIBIT 1
MUNICIPAL COLLECTION AND DISPOSAL SERVICE
The Contractor will provide containers and garbage receptacles to be serviced by the
Contractor in the following City-owned areas.
Location/Site Address Container Size Frequency
CULTURAL ARTS CTR 2105 ALI-BABA AVE. 2 yard 2x/week
INGRAM PARK 2100 BURLINGTON STREET 6 yard 3x/week
POLICE DEPARTMENT 2495 ALI-BABA AVE. 4 yard lx/week
PUBLIC WORKS 12950 NW 42ND AVENUE 6 yard lx/week
PUBLIC WORKS 12950 NW 42ND AVENUE 20 yard on call
(avg
1 x/week)
SHERBONDY PARK 390 BAHMAN AVENUE 4 yard 3x/week
UTILITIES BUILDING 215 PERVIZ AVENUE 4 yard 2x/week
20
EXHIBIT II
COLLECTION RATES
Twice weekly curbside pickup of customer-owned residential type garbage cans and monthly
bulk waste .$27.94 per residential unit, per month
21
ADDITIONAL SIGNATURE PAGE
Witness: Choice Environmental Services, Inc.:
Name:
41 A. Pizzi
Title: General Counsel
Choice Environmental Services of Miami
22