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HomeMy Public PortalAboutORD14486 BILL NO. 2008-138 SPONSORED BY COUNCILMAN MEDIN COSPONSORS: COUNCILWOMEN CARROL & LAYTON AND COUNCILMAN PENFOLD ORDINANCE NO. [ `N D b AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A CONTRACT BETWEEN THE CITY OF JEFFERSON AND ALLIED WASTE SERVICE, LLC FOR SINGLE-STREAM TRASH AND RECYCLING SERVICES. BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI, AS FOLLOWS: Section 1. The Mayor and City Clerk are hereby authorized and directed to execute an agreement with Allied Waste Service, LLC for Single-Stream Trash and Recycling Services. Section 2. The agreement shall be substantially the same in form and content as the agreement attached hereto as Exhibit 1. Section 3. This Ordinance shall be in full force and effect from and after the date of its passage and approval. Passed: 4y. �'�-- � °' Approve � P iding Officer %� Mayor A T T ST: APPROVED AS jO FORM: f City Clerk City Counselor SOLID WASTE AND RECYCLABLE MATERIALS COLLECTION AND REMOVAL CONTRACT OF ex ' yam r W 1425 - 1 - Table of Contents Definitions....................................................................................................................................................................4 Grantof Ri tts. ............................................................................................................................................................ 7 Collectionof Solid Waste......................................................................................................................................... 7 Exclusivityof Yard Waste Collection. ..................................................................................................................... 7 CompostSite. ..........................................................................................................................................................7 Exceptions................................................................................................................................................................. 7 Exclusivity................................................................................................................................................................ 8 Termof Contract........................................................................................................................................................... 8 CityObligations............................................................................................................................................................ 8 City.to Require Universal Trash Service.................................................................................................................. 8 Provide Residence Information................................................................................................................................. 8 Reasonable Efforts to Inform Public......................................................................................................................... 8 Contractor's Obligations............................................................................................................................................... 8 Collections. Times per Week.................................................................................................................................... 8 Collections.Time of Day.......................................................................................................................................... 8 Litterine.................................................................................................................................................................... 9 ArticlesRequired to be Collected.............................................................................................................................9 UnusualMaterials......... ............................................................................................................................................. .......9 Comlaints..................... n . ................. Disposal in A roved M .......... ...................... 10 Drop-Off Location...................................................................................................................................................... 10 AlternativeEnergy Projects........................................................................................................................................ 10 Equipment................................................................................................................................................................... 10 Office.......................................................................................................................................................................... 11 Routesand Schedules................................................................................................................................................. 11 Publicity...................................................................................................................................................................... 11 Single Family Residential Service.............................................................................................................................. 11 Curb-side Recycling. .............................................................................................................................................. 12 SolidWaste............................................................................................................................................................. 12 Frequency............................................................................................................................................................... 12 YardWaste.optional.............................................................................................................................................. 12 CompostSite........................................................................................................................................................... 12 SpecialService for the Disabled................................................................................................................................. 12 Apartmentand Commercial Users.............................................................................................................................. 12 LargeItems,................................................................................................................................................................ 13 SpringClean-up...................................................................................................................................................... 13 BulkyItem Pick-up................................................................................................................................................. 14 Household Hazardous Materials Dro.-Off................................................................................................................. 14 CityFacilities.............................................................................................................................................................. 14 Charges and Rates............................................ ....................... 15 .................................................................................... ResidentialRates. ................................................................................................................................................... 15 Apartment and Commercial Customers.................................................................................................................. 15 RateAdjustment. .................................................................................................................................................... 15 Non-Accessible Locations....................................................................................................................................... 15 SpecialHaul Service:.............................................................................................................................................. 15 UnusualChanges or Costs...................................................................................................................................... 15 OptionalPricing.......................................................................................................................................................... 16 RoadUse Fee.............................................................................................................................................................. 16 FuturePlanning Fee.................................................................................................................................................... 17 Billings........................................................................................................................................................................ 17 ContractorsPersonnel................................................................................................................................................. 17 -2- Restrictions................................................................................................................................................................. 18 Termination,Breach. Cancellation, and Remedies..................................................................................................... 18 Failureto Perform................................................................................................................................................... 18 Bankruptcy_............................................................................................................................................................. 19 Rightto Require Performance. ............................................................................................................................... 19 CancellationClause................................................................................................................................................ 19 Indemnitv....................................................................................................................................................................20 Limitationon Liabilitv................................................................................................................................................20 Permitsand Licenses. .................................................................................................................................................20 PerformanceBond......................................................................................................................................................20 Insurance.....................................................................................................................................................................21 Requirements..........................................................................................................................................................21 Subcontracts............................................................................................................................................................21 Assignmentand Sub-Letting. .....................................................................................................................................21 Accessto Records.......................................................................................................................................................21 Measurementof Waste...............................................................................................................................................21 Permits........................................................................................................................................................................22 NondiscriminationClause...........................................................................................................................................22 Compliancewith Laws...............................................................................................................................................22 Pointof Contact..........................................................................................................................................................22 WrittenNotice. ...........................................................................................................................................................22 EffectiveDate.............................................................................................................................................................23 Modification. ..............................................................................................................................................................23 IndependentContractor...............................................................................................................................................23 LeachateServices of City. ..........................................................................................................................................23 MiscellaneousProvisions...........................................................................................................................................23 ForceMaieure.........................................................................................................................................................23 Captions..................................................................................................................................................................23 DisputeResolution..................................................................................................................................................23 NoWaiver of Breach..............................................................................................................................................23 GoverningLaw.......................................................................................................................................................23 Venue......................................................................................................................................................................24 Conflictof Interest..................................................................................................................................................24 Interpretation...........................................................................................................................................................24 Inteeration:Amendment.........................................................................................................................................24 Severabilitv.............................................................................................................................................................24 Waiver. ...................................................................................................................................................................24 Attorneys'Fees........................................................................................................................................................24 CorporateAuthority................................................................................................................................................25 Sep arate Counterg arts:Electronic Delive:. ................................................................................... Exhibit A(Apartment and Commercial Rates)...........................................................................................................26 Exhibit B(Insurance Requirements)...........................................................................................................................27 -3 - SOLID WASTE AGREEMENT THIS CONTRACT is executed by and between the City of Jefferson, Missouri,hereinafter called "City," and Allied Services, L.L.C., a Delaware limited liability company, dba Allied Waste Services of Jefferson City,hereinafter- called "Contractor." In consideration of the premises hereof, the mutual agreements, and covenants hereinafter expressed, City, for itself, its successors and assigns, and Contractor, for itself, its successors and assigns, intending to be legally bound, hereby agree as follows: 1. Definitions. The meanings of all terms used in this Agreement shall be the same as those terms defined in Section 30-1 of the City Code, unless otherwise specifically defined in this Agreement. In addition, the following words shall have the meanings set out below: 1.1. "Apartment" shall mean a multiple family residential building containing three or more separate living units including,but not limited to, triplexes. 1.2."City" shall mean the City of Jefferson City, Missouri, a municipal corporation. 1.3."City Code" shall mean the City Code of the City of Jefferson City, Missouri 1.4. "Comercial"means any building used for human occupancy, including but not limited to production or fabrication of products and retail uses, which is not a single family residence, duplex, or apartment building. 1.5. "Containerized Business" shall mean any business, multi-dwelling or other structure whose Solid Waste is deposited in an approved container for removal by the contractor. 1.6."Contract" shall mean the formal written agreement between the City and the Contractor to perform scope of work defined in this RFP. 1.7."Contractor" shall mean Allied Waste Service, L.L.C.. 1.8. "Duplex" shall mean a detached two (2) family structure designed or intended for occupancy by two (2) families. 1.9. "Hazardous Waste" shall mean any waste which: 1.9.1. is defined as such by the laws of the United States and/or the State of Missouri and/or the regulations promulgated thereunder; or 1.9.2. because of its quantity, concentration, or physical, chemical, or infectious characteristics may cause or significantly contribute to an increase in mortality or an increase in serious, irreversible, or incapacitating reversible, illness; or pose a substantial present or potential hazard to human health or the environment when improperly treated, stored, transported, or disposed of, or otherwise improperly managed; or 1.9.3. is identified or listed as a hazardous waste by the administrator, U.S. Environmental Protection Agency(hereinafter called"EPA"), pursuant to the Federal Solid Waste Disposal Act, a amended by the Resource Conservation and Recovery Act of 1976, and the Hazardous and Solid Waste Amendments of 1984, 42 U.S.C. § 2601 et. seq. -4- 1.9.4. is required to be accompanied by a written manifest or shipping document describing the waste as "hazardous waste", pursuant to any state or federal law, including, but not limited to the Federal Sold Waste Disposal Act, as amended by the Resource Conservation and Recovery Act of 1976, as amended, 42 U.S.C. § 2601 et.seq. and the state and federal regulations promulgated thereunder; or 1.9.5. contains polychlorinated biphenyls or any other substance, the storage, treatment or disposal of which is subject to regulation under the Federal Toxic Substances Control Act as amended, 42 U.S.C. §9601 et. seq. and the state and federal regulations promulgated thereunder; or 1.9.6. contains a"reportable quantity"of one or more"hazardous substances", as defined in Response, Compensation and Liability Act as amended and the state and federal regulations promulgated thereunder or as defined under any other state or federal law and the regulations promulgated thereunder; or 1.9.7. contains a radioactive material the storage or disposal of which is subject to state or federal law and the regulations promulgated thereunder. 1.10. "Industrial" shall mean establishments generating waste accumulations of metal, metal products,minerals, chemicals, rock, etc. 1.11. "Landfill Site" shall mean the Land Reserve and Recovery Sanitary Landfill owned and operated by Contractor. 1.12. "Mandatory Service User" shall mean a the owner or occupant of a building for which City ordinances require that there be a contract for service with the Contractor. 1.13. "Multiple Family Dwelling" a structure which is designed for three or more family dwelling units. 1.14. "Newspapers" shall include all newsprint items and inserts delivered with newspapers in the course of delivery. 1.15. "Noncontainerized Business" shall mean any business, apartment, or other structure whose Solid Waste is deposited and collected by means other than a container. 1.16. "Pick Up Load" shall mean a standard one-half('/2) ton pickup truck full to the height of the truck bed only. It does not include risers or sides of the truck bed as those terms are used in the industry. 1.17. "Recyclable Materials" shall mean all newspapers, cardboard,bi-metal cans, tin cans, aluminum, clear plastic high density polyethylene (HDPE)milk containers, clear and green plastic polyethylene terephthalate (PETE) drink containers, and such other materials as Contractor may choose are economically viable to extract from solid waste for reuse in the same or another form. 1.18. "Solid Waste"or"Solid Wastes" shall mean all putrescrible and non-putrescrible combustible, and non-combustible materials discarded by private and commercial residents located within the geographical boundaries of the City and collected by Current -5- Contractor or Contractor, including but not limited to, solid and semisolid waste materials resulting from domestic and commercial activities such as rubbish, household waste, wood scraps, glass,bedding, residential building materials,household items, and street sweepings,but does not include major appliances, including clothes washers and dryers, water heaters,trash compactors, dishwashers,microwave ovens, conventional ovens, ranges, stoves, woodstoves, air conditioners, refrigerators and freezers, waste oil, lead acid batteries, tires or any Hazardous Waste or Special Waste as herein defined or any other waste defined as"toxic waste"or other solid waste not permitted to be disposed of in landfills in the state of Missouri by applicable state, federal or local statutes,regulations or ordinances. The term"Solid Waste,"as used herein, shall not include Yard Waste. The term"Solid Waste" shall include recyclable materials when disposed of in containers identified for solid waste collection. 1.19. "Special Waste" shall mean any waste which is: 1.19.1. Defined as such by the laws of the United States and/or the State of Missouri and/or the regulations promulgated thereunder; or 1.19.2. Medical waste, including infectious or pathological waste from laboratories, research facilities, and health and veterinary facilities; or 1.19.3. Dead animals and/or slaughterhouse waste; or 1.19.4. Sludge waste, including water supply treatment plant sludge and stabilized and/or unstabilized sludge from municipal or industrial wastewater treatment plants; or 1.19.5. Liquid waste, which for the purposes of this Agreement means any waste material that is determined to be or contain"free liquid"by the paint filter test (EPA Method 9095); or 1.19.6. Waste from an industrial process; or 1.19.7. Waste from a pollution control process; or 1.19.8. Waste transported in a bulk tanker; or 1.19.9. Friable and/or non-friable asbestos waste; or 1.19.10. Empty containers other than household containers which have been used for pesticides,herbicides, fungicides, or rodenticides; or 1.19.11. Containerized waste(e.g., a drum,barrel,portable tank,box,pail, etc.) of a type listed in this definition; or 1.19.12. Residue or debris from the cleanup of a spill or release of chemical substances, commercial products or other waste listed in this definition; or 1.19.13. Soil, water, residue, debris or articles which are contaminated from the cleanup of a site or facilities formerly used for the generation, storage, treatment, recycling, reclamation or disposal of wastes listed in this definition, including soil contaminated from underground storage tanks used or formerly used for the storage of petroleum products; or 1.19.14. Residential wastes, only if a change in rule, code, ordinance, permit, or permit condition, occurs after the effective date of this Agreement which requires special or additional management differing from the requirements applicable on the effective date or this Agreement; or 1.19.15. Any waste that requires other than normal handling, storage,management and/or disposal. -6- 1.20. "Solid Waste Containers" shall mean trash containers, carts, or cans. 1.21. "Drop Off Site" shall mean a facility located in City's limits designed to accept solid wastes for transportation to a landfill or recyclable materials for recycling. 1.22. "Cart" shall mean a container on wheels whose main purpose is to store solid waste (or recyclables or yard waste where applicable)prior to its removal by the Contractor and which meets accepted industry standards. 1.23. "Triplex" shall mean a detached three (3) family structure designed or intended for occupancy by three (3) families. 1.24. "Yard Waste" shall mean grass clippings, leaves, yard and garden vegetation and Christmas trees. The term does not include stumps,roots, or shrubs with intact root balls. 2. Grant of Rights. 2.1. Collection of Solid Waste._ The City grants to the Contractor the exclusive right to provide Solid Waste collection, transportation, and disposal services within the City boundaries, including any future expansion or alteration of those boundaries. The Contractor accepts the grant and the obligations connected therewith, including any obligations set forth in Chapter 30 of the City Code. 2.2. Exclusivity of Yard Waste Collection. The City grants to the Contractor the exclusive right to collect yard waste, transport and dispose of from receptacles placed on city right of way. 2.3. Compost Site. The City grants to the Contractor the right to operate a yard waste drop off /composting facility, and further the City will not contract with any other entity to operate such a facility nor subsidize any similar facility. 2.4. Exce tip •ons. No provision of this Contract shall be interpreted to prohibit 2.4.1. the disposition of garbage in an approved mechanical garbage disposal unit; or 2.4.2. the disposal of garbage in an incinerator enclosed within a building and approved by the Health Officer, as defined in Chapter 30 of the City Code; or 2.4.3. the removal by any person of his own solid wastes and disposal thereof at the disposal area of the Contractor or on the owner's premises in a sanitary manner to prevent a nuisance or hazard to the health of the public; or 2.4.4. a commercial or industrial establishment from contracting with a company which collects solid waste for separation and recycling; or 2.4.5. the removal by a person of his own solid waste and disposal thereof with a company which collects solid waste for separation and recycling, so long as such person has an existing solid waste contract for service with Contractor. -7- 2.5. Solid Waste remaining after a company has separated the recycled materials shall be disposed of in a receptacle collected by the Contractor or at the sanitary landfill operated by the Contractor. 2.6. Exclusivity. The City shall not enter into another contract for Solid Waste collection services for the period in which this Contract is in effect except as provided elsewhere in this Contract. 3. Term of Contract. This Contract shall be in effect for a period of six (6) years, beginning November 1, 2009, and ending October 31, 2015, provided that neither party terminates the Contract as provided herein. Either party may request renegotiation of this Contract at any time. During any periods of renegotiation the Contract terms shall remain in full force and effect as set out herein. 4. CitesObligations. 4.1. Citv to Require Universal Trash Service As a condition of this contract, City obligates itself to enact an ordinance which requires all single family residences, duplexes, triplexes, and apartments to provide for trash service for that each residence using the Contractor's services to collect. If the City elects not to enact such an ordinance, this contract shall be terminable by the Contractor. 4.2. Provide Residence Information. Within 60 days after contract award, provide Contractor with a list of single-family and duplex residences within the City,based on City GIS information. 4.3. Reasonable Efforts to Inform Public. City will make reasonable efforts to inform the public not to utilize the spring clean up collection program for disposal of normal household garbage and trash. 5. Contractor's Obligation s 5.1. Collections Times tier Week. All persons owning or occupying a place of residence in single, or duplex family dwellings shall be provided regular solid waste collection service one time per week under the provisions of this Contract. Multi-dwellings and business, commercial and industrial establishments are to be serviced on the basis of need, frequency of service, volume generated and type of receptacles used. 5.2. Collections. Time of Day. Collections shall be made in residential areas between 6:00 A.M. and 6:00 P.M., with no service on Sunday, except in time of emergency or to maintain schedules due to holidays. Commercial and Apartment collections shall be made between the hours of 5:00 A.M. and 9:00 P.M., with the exception of shopping centers and business and industrial centers, where collections at night or early morning hours do not disturb adjoining residential areas. -8- 5.3. Littering, The Contractor shall not litter premises in the process of making collections. During hauling, all solid wastes shall be contained, tied or enclosed so that leaking, spilling and blowing are prevented. In the event of spillage by the Contractor, the Contractor shall promptly clean up the litter. 5.4. Articles Reouired to be Collected. Contractor shall pick up all permissible Solid Waste placed in appropriate containers. Contractor shall not be required to collect any solid waste that has not been placed in approved containers, except as provided in the other provisions of this Contract. If Contractor discovers any Hazardous Waste before it is collected, Contractor may refuse to collect the entire container of waste. In such situations, Contractor shall contact the City and the City shall undertake appropriate action to ensure that such Hazardous Waste is removed and properly disposed of by the depositor or generator of the waste. In the event any Hazardous Waste is not discovered by Contractor before it is collected, Contractor may, in its sole discretion, remove, transport and dispose of such Hazardous Waste at a location authorized to accept such Hazardous Waste in accordance with all applicable laws and charge the depositor or generator such Hazardous Waste all direct and indirect costs incurred due to removal, remediation,handling, transportation, delivery and disposal of such Hazardous Waste. The City shall provide all reasonable assistance to Contractor to conduct an investigation to determine the identity of the depositor or generator of the Hazardous Waste and to collect the costs incurred by Contrator in connection with such Hazardous Waste. Subject to the City's providing all such reasonable assistance to Contractor, Contractor shall release City from any liability for any such costs incurred by Contrator in connection with such Hazardous Waste, except to the extent that such Hazardous Waste is determined to be attributed to the City. 5.5. Unusual Materials. The Contractor shall provide collection service for materials not routinely generated in residential areas. These materials, such as construction debris and animal bedding, shall be stored and placed in a manner approved by the City and the Contractor. Body wastes, dead animals, abandoned vehicles, vehicle parts, large equipment and parts thereto will not be collected by the Contractor unless specifically requested by the generator and agreed to by the Contractor. 5.6. Complaints Contractor shall establish a written procedure for handling customer complaints. The procedure shall incorporate the following provisions and be subject to City approval: 5.6.1. Notification of Customers: Contractor shall agree to notify all customers about complaint procedures, rates, regulations, and day(s) of collection. The format of the notice shall be as approved by the City. Contractor shall establish a written procedure for handling customer complaints. The procedure shall be subject to City approval. 5.6.2. C_omt)laint Resolution. All complaints shall be resolved within two working days. The Contractor shall prepare a form or maintain a register in his office of all complaints on a form approved by the City, and indicate the -9- disposition of each. Such records shall be available for City inspection at all times during business hours. The form shall indicate the day and hour on which the complaint was received and the day and hour on which it was resolved. When a complaint is received on the day preceding a holiday or on a Saturday,it shall be served on the next working day. The report shall be filed with the City annually. 5.7. Disposal in Awroved Manner. All solid waste collected by the Contractor or accepted for disposal shall be hauled to a facility legally empowered to accept it for treatment or disposal. The Contractor shall observe and comply with all requirements of the State of Missouri. All recyclable materials collected in recycle containers shall be disposed of by delivery to a facility capable of sorting and recycling such materials unless such facility refuses to accept the materials due to contamination. 5.8. Drop-Off Location. 5.8.1. Trash and Recycling Drop Off Station Open to Public. Contractor shall operate a Trash and Recycling Drop Off station which shall be open to the public from 7:00 A.M. to 3:00 P.M., Monday through Friday and Saturday from 7:00 A.M. to 3:00 p.m.. Said Drop Off Site shall be closed on the following holidays: New Year's Day Memorial Day Fourth of July Labor Day Thanksgiving Day Christmas Day. 5.8.2. Location. Trash and Recycling Drop-off area shall be located inside City limits on a paved road. 5.8.3. Fees. Contractor shall establish a fee schedule for carload,pickup truck load, and per ton deliveries of Solid Waste. 5.9. Alternative Energy Projects. Cooperate with the City in the evaluation and implementation of emerging technologies for the recovery of energy and/or materials from solid waste if and when the City makes a preliminary decision to pursue such technologies. 5.10. Equipment. The Contractor shall have available at all times, in good working order, such equipment as shall permit the Contractor to perform its duties hereunder adequately and efficiently. The following specific requirements shall apply to Contractor's equipment: 5.10.1. Equipment shall be purchased from known and recognized manufactures of solid waste collection and disposal equipment. - 10- 5.10.2. Solid waste collection equipment shall be of the enclosed load packer type and all equipment shall be kept in good repair and appearance and in a sanitary and clean condition at all times. 5.10.3. Contractor shall use only vehicles with sanitary, leak-proof, and enclosed beds. While operated,the openings in the bed of the vehicle shall be kept closed except when solid waste is being deposited in the bed of the vehicle. The inside of the bed of each vehicle shall be washed at least once each week and shall be painted as often as may be necessary to preserve an acceptable appearance to the City. 5.10.4. The Contractor shall have available to it at all times reserve equipment which can be put into service and operation within two (2)hours of any breakdown. Such reserve equipment shall substantially correspond, in size and capability, to the equipment used by the Contractor in the normal performance of its duties. 5.11. Office. The Contractor shall establish and maintain an office within the City where services described herein may be applied for, and complaints can be made. The office location shall be easily accessible to the public and shall have adequate off street parking to accommodate normal levels of activity. It shall be equipped with sufficient telephones and shall have a responsible person in charge during collection hours. The Contractor shall keep the office open to the public between the hours of 8:00 A.M. and 5:00 P.M., Monday through Friday of each week excluding legal holidays, and between 7:00 A.M. and 11:00 a.m. on Saturday. of each week when not a legal holiday. 5.12. Routes and Schedules . The Contractor shall periodically provide-the City with schedules of residential collection routes,but not less than annually, and keep such information current at all times. In the event of changes in routes and schedules that will alter the day of pickup, the Contractor shall so notify each customer affected by mail or news media. 5.13. Publicity. 5.13.1. Contractor shall provide a program to promote recycling in the City as approved by the City. 5.13.2. Contractor shall provide public advertising, as approved by the City, for bulky item and household hazardous waste collection programs. 5.13.3. News releases pertaining to the work under the Contract shall not be made without prior approval by the Director of Community Development. 6. Sinjzle Family Residential Service. - 11 - 6.1. Curb-side Recycling. Contractor shall provide each applicable dwelling with an industry standard sixty-five (65) gallon cart(minimum) for storage of recyclable materials. Any changes to "recycled materials" as defined in this RFP shall be approved by City. 6.2. Solid Waste. Contractor shall provide maximum ninety(95) gallon carts,with the option to reduce the size to sixty five(65) gallon containers during the course of the contract, for storage of solid waste. 6.3. Frequency. Contractor's residential rate shall include once per week collection of recyclable materials and once per week collection of Solid Waste. 6.4. Contractor shall pick up carts and containers near customer's property line at a point that is reasonably convenient for pick up. 6.5. Contractor shall, for residential users requiring more than 95 gallons of solid waste disposal capacity in a week, make available, for an additional fee additional containers. 6.6. Design, delivery method, and purchasing method of all carts and containers will be approved by City in advance. 6.7. Collections shall be made in residential areas only between 6:00 A.M. and 6:00 P.M. with no service on Sunday, except in time of emergency or to maintain schedules due to holidays, or extreme weather conditions when approved by the City. 6.8. Yard Waste, optional. Contractor shall, for a customer paid fee,provide for curb site pick up of yard waste, as a customer option. This provision shall not become effective until at least 1400 residential customers agree to contract for the service. 6.9. Compost Site. Contractor shall, for a customer paid fee,provide a yard waste drop off site within the city limits for use by City residents. 7. . Special Service for the Disabled. Upon proper verification, a disabled residential customer will be permitted to obtain service at the regular curbside rate and place his or her carts at a location convenient to the disabled customer, and the carts will be collected by the Contractor. Prior to receiving this special service, the applicant will be required to complete an application verifying the condition which prevents the person from moving the carts to the curbside, and verifying that no other person lives in the household who is capable of moving the carts to the curbside. The Contractor may require verification by a physician of the condition which prevents the person from moving the carts to the curbside. 8. . Apartment and Commercial Users. Contractor shall provide multi-family dwellings and commercial users with solid waste services on the basis of need, frequency of service, and volume generated. 8.1. Contractor shall offer an array of services and corresponding rates for frequency of service and size of container. - 12- 8.2. Contractor shall offer compactor services. 8.3. Contractor shall offer construction and demolition(C&D) waste drop-off container service. The rate schedule for such service shall include both a set fee and a pull fee. 8.4. All multi-family dwelling and commercial containers shall be leak proof and have functional lids. Leaking containers shall be replaced within 24 hours. 8.5. Containers shall be kept on the users' premises in a place near the street,readily accessible to collection vehicles. Requests to locate containers on public right of way must be reviewed and approved by the City. The City may refuse any or all such requests. 8.6. Contractor shall offer recyclable materials collection services to multi-family and commercial users at rates mutually agreed upon by Contractor and user. Contractor understands that apartment and commercial users may contract with others for this service. 9. Large Items. 9.1. Spring Clean-up 9.1.1. The Contractor shall supply all labor,materials and equipment required to provide an annual Spring Clean Up for the residents of the City of Jefferson, Missouri. Service shall be provided at no additional cost to residents. 9.1.2. Service shall be provided during the first two weeks of May or as designated by City with thirty(30) days notice to the Contractor. 9.1.3. The contractor is required to submit a proposed schedule of service and routing information to the City two weeks prior to the clean up. The City reserves the right of approval for scheduling. 9.1.4. General Scope of Work. The Contractor shall supply all labor,materials and equipment required to provide an annual Spring Clean Up for the residents of the City of Jefferson, Missouri. This service shall not be used as a substitution for disposal of normal household solid waste. Service shall be limited to residential facilities only, including apartment dwelling complexes which are not provided service through a commercial dumpster. If a apartment dwelling has dumpster service its residents may dispose of bulky household furniture items only. 9.1.5. Date of Service. Service shall be provided during the first two weeks of May or as designated by City with thirty(30) days notice to the Contractor. - 13 - 9.1.6. Service. Service shall be curb pick-up. Items shall be limited to bulky waste including furniture or other items of such size. No car bodies or large parts will be allowed for collection. All items shall be of a size and weight so that a two (2)man crew can load into a truck. All items must be susceptible to normal loading and collection in "packer" type sanitation truck. All materials placed for removal during Spring Clean-up shall either be self-contained (e.g. furniture) or shall be placed in a clear bag or securely tied bundle. 9.1.7. Scheduling. The Contractor is required to submit a proposed schedule of service and routing information to the City two weeks prior to the clean-up. The City reserves the right of approval for scheduling. 9.1.8. Advertising. The Contractor shall be responsible for public advertising to promote the Spring Clean Up. 9.2. Bulky Item Pick-up 9.2.1. For a customer paid fee,the Contractor shall supply all labor, materials and equipment required to provide an on-demand Bulky Items Pick-up for the residents of the City of Jefferson, Missouri. Service shall be limited to single family residences and duplexes. 9.2.2. Contractor shall establish a plan allowing for residential users to contact Contractor and identify bulky item pick-up need and for scheduling the pick-up. 9.2.3. Service shall be curbside pickup. Items shall be limited to bulky waste including furniture or other items of such nature. No car bodies or large parts will be allowed for collection. All items shall be of a size and weight so that a two (2) man crew can load into a truck. All items must be susceptible to normal loading and collection in"packer"type sanitation truck. 10. . Household Hazardous Materials Dro -Off. Contractor shall provide, for a customer paid fee, for the drop-off of household hazardous waste for a one-week period every six (6) months. The fee for this service shall not exceed $2.50/pound in the first year. Contractor may adjust the fee for this service annually by an amount not to exceed the increase in the index set forth in Section 12.3 of this Contract. 11. . City Facilities. 11.1. For City-owned litter containers,provide free collection and hauling of the associated Solid Waste. A current list of such containers is: Central Business District-35 containers, student crosswalks—3 containers, Munichberg Business District—3 containers. Litter containers shall be collected on an as needed basis unless otherwise agreed to by the parties. - 14- 11.2. Provide, at no cost to the City, for collection and hauling of Solid Waste generated by City Departments using Contractor-owned containers. Solid Waste generated from City operations, such as Parks Department trash truck and street sweepings, shall be accepted at the Drop-Off Site and/or landfill at no cost to the City, not to exceed 1500 tons per annum. 11.3. Provide, at no cost to the City, a yard waste drop off site to receive City generated yard waste at no cost to the City and to receive yard waste from others for a fee not to exceed 375 cubic yards per annum. 12. . Charges and Rates. For services required to be performed under this Contract, the charges shall not exceed the following rates: 12.1. Residential Rates. For Residential Customers(single family residences and duplexes) Contractor will charge $15.08 per month for solid waste pick up and recycling pick up, one pick up for each per week. 12.2. Apartment and Commercial Customers. For Apartment Customers and Commercial Customers, Contractor will charge the rates set forth in Exhibit A, which is incorporated herein by reference. 12.3. Rate Adjustment. Contractor will be entitled to increase its rates as set forth in this paragraph annually on the anniversary date of the execution of the contract by an amount not to exceed the increase in the Consumer Price Index-All Urban Consumers (Current Series) for Water and Sewer and Trash Collection Services maintained by the U.S. Department of Labor. 12.4. Non-Accessible Locations. Buildings, either residential or commercial in nature, so constructed as to be non-accessible by normal collecting equipment shall be subject to rates negotiated between the Contractor and the building owners and/or tenants. 12.5. Special Haul Service: For items requiring special handling due to size, weight, type of material, or method of placement, the charges are to be negotiated between Contractor and generator prior to collection. If agreement cannot be reached, the matter may be submitted to City, and City's decision shall be binding. 12.6. Contractor shall collect and dispose of natural Christmas trees, if placed at curb, during the first two weeks of January, at no cost to the customer. 12.7. Unusual Chafes or Costs. The Contractor may petition the City for rate adjustments at reasonable times on the basis of unusual changes in its cost of doing business beyond the power of the Contractor, such as revised laws, ordinances, or regulations; changes in location of disposal sites; changes in disposal charges or taxes; or changes in fuel or other operational costs. - 15- 13. Optional Pricin& The parties agree that the City shall have the option to request low cost/ small quantity service for some of its residents under the following conditions: 13.1. City must provide Contactor notice no later than June 30, 2009 of the City's intent to exercise the desired option and the number of residential customers who will receive the low/cost small quantity service. 13.2. City may choose from one of the three options below: 13.2.1. Option A. Contractor will make two 35 gallon carts (one solid waste and one recyclable materials) available for up to 2000 residential customers at a rate of $13.50 per month. If this option is selected the rate for all other residential customers shall be$15.34 per month. 13.2.2. Option B. Contractor will make two 35 gallon carts (one solid waste and one recyclable materials) available for up to 4000 residential customers at a rate of $13.50 per month. If this option is selected the rate for all other residential customers shall be$15.71 per month. 13.2.3. Option C. Contractor will make two 35 gallon carts (one solid waste and one recyclable materials) available for up to 6000 residential customers at a rate of $13.50 per month. If this option is selected the rate for all other residential customers shall be$16.27 per month. 13.3. Contractor shall not be required to provide the small quantity service to more customers than is required in the applicable option. 13.4. If any of the three options are selected, the rates for standard residential service and the small quantity residential service shall increase annually as provided in this agreement. The City will be responsible for determining which customers will be entitled to receive the smaller carts. 13.5. The City will be entitled to select a different option once during the six year contract upon 6 month's notice to the contractor,but only after the first anniversary of the contract. If the City elects to change the Option selected, and such change results in the need for additional carts, the City will provide the additional carts. If this option is elected,rates will be recalculated using the rates set forth herein and adjusting for cumulative price increases. 14. . Road Use Fee. 14.1. Contractor to Pay Fee. For consideration of street repairs due to collection trucks using City streets, Contractor shall pay to the City on quarterly basis a Street Repair Fee equal to $7.50 per ton of solid waste collected at curbside, or from Contractor-owned containers, or by other means. The dollar per ton rate shall be increased annually at the same rate listed in paragraph. This fee shall not apply to the amounts of garbage received from City owned containers and trucks. In addition this fee shall not apply to waste from temporary roll-off containers (i.e. construction and demolition containers). 14.2. Not Responsible for Damages. In consideration for payment of this fee, Contractor shall not be responsible for any damage to pavement, curbing, or other driving surfaces on public property, resulting from Contractors provision of services as outlined in this agreement. - 16- 15. Future Planning Fee. Contractor will pay to the City the sum of Two Hundred Thousand and no/100 Dollars ($200,000.00) per year, said funds to be set aside by the City for construction of a transfer station, expanding the existing landfill, creating a new landfill, or other similar purposes designed to assure the continuation of solid waste services in Jefferson City at a reasonable price. 16. Billings. Contractor shall collect all charges from users of its service(may require the same to be paid in advance on a monthly or quarterly basis). 16.1. For mandatory service users, Contractor must give at least two (2)notices to the user, with the second notice at least two weeks after the first notice, and must allow a grace period of two weeks after the second notice before interrupting service and referring the user to the City for enforcement. 16.2. For non-mandatory service users, Contractor may refuse service to any user not paying such fees required. Before service can be refused, Contractor must have given at least two (2) notices to the user, with the second notice at least two weeks after the first notice, and must allow a grace period of two weeks after the second notice before interrupting or refusing service. Contractor is allowed to interrupt mandatory service in order to collect fees incurred for non-mandatory service when necessary. 16.3. On interruption or discontinuance of service for non-payment, Contractor may require a service interruption fee equal to two months service charge, in addition to the regular charges due, to reinstate service. In the event the user shall move from the City, Contractor will stop the billing for that customer the last day of the month in which the user moved. Contractor shall refund, on request, the unearned portion of the payment advanced for service. 17. Contractors Personnel. Contractor shall provide trained and experienced personnel to permit Contractor to perform its duties adequately and efficiently. The following specific requirements shall apply to Contractor's personnel: 17.1. Contractor shall assign a qualified person or persons to be in charge of the operations in the City and furnish name or names to the City; supplemented with information regarding experience and qualifications. Contractor shall provide the City with a means to contact the employee in charge in the event of an emergency. 17.2. All collection personnel shall present a neat appearance and carry proper identification. 17.3. Each employee shall, at all times, carry a driver's license valid in Missouri for the type of vehicle they are driving. 17.4. City may request the dismissal or reassignment to a non-route position of any employee of the Contractor who violates any specific requirement, or who is wanton, negligent, or discourteous in the performance of his duties. 17.5. Contractor shall provide operating and safety training for all personnel. - 17- 17.6. Wages for all employees of Contractor shall equal or exceed the minimum wages established by local, state or federal governments for this area. 17.7. No person shall be denied employment by Contractor on the basis of age,race, religion, color, sex, natural origin or handicap. 17.8. Employees of the Contractor shall not be required to expose themselves to the danger of being bitten by dogs in order to perform their duties hereunder. 17.9. The Contractor shall make collections of solid waste with as little disturbance as possible. Solid waste carts shall be thoroughly emptied and left at the premises where they are found. Solid waste may be transferred from cans to tubs,hampers or other receptacles when carrying solid waste to collection trucks or other removal equipment. 18. . Restrictions. The following restriction shall apply to the operations of Contractor. 18.1. No service will be provided on Sundays except in time of emergency or to maintain schedules due to holidays or dates missed due to weather. When a holiday falls on a weekday, service for that day and the remainder of the week will be delayed one day from the regularly scheduled service. (For example, in a week where Monday is a holiday, regular Monday routes will be run on Tuesday, regular Tuesday routes on Wednesday, and so forth.) When Contractor delays service one or more days due to weather, service for the remainder of the week will be delayed from the regularly scheduled service by an equal number of days. Customers shall be notified of holiday schedule changes. 18.2. Contractor shall furnish to commercial users a commercial solid waste collection service as may be negotiated by the Contractor and the user, subject to the terms of this Contract, including rate schedule in Exhibit A. Where necessary to protect the public health, the City shall have the authority to require more frequent collections and require the user to pay for such additional services. 18.3. The Contractor shall furnish containers for a reasonable rental or maintenance fee at all businesses and other establishments which generate more than four(4) cubic yards of solid waste per week, which container shall be picked up and emptied at such times as shall insure adequate and sanitary solid waste services at such locations. 19. Termination, Breach, Cancellation. and Remedies 19.1. Failure to Perform. If Contractor fails to collect Solid Waste for a period in seven(7) consecutive, scheduled working days or fails to operate the system in a reasonably satisfactory manner in accordance with Contract for a similar period, the City may take the following action(provided such failure is not due to war, insurrection, riot, Act of God) 19.1.1. After five (5) days written notice, terminate this contract unless Contractor has cured the default during the five-day period. - 18- 19.1.2. The City may, at its option, and upon the Contractor's agreement, take over and operate any or all of Contractor's equipment used in the performance of this contract at no cost except the cost of fuel and repairs. The City may then use and operate the equipment itself until such failure to perform is resolved and the Contractor is again able to carry out its obligations under this contract. Contractor shall be liable for any and all operating expenses incurred by the City in so doing, and such expenses may be deducted by the City from any amounts it may have collected on behalf of Contractor. During such period,the City may make collections of fees and charges on behalf of the Contractor for the services rendered by the City. If the City exercises the option, the City shall assume all liability for claims and demands arising out of the operation of the service by the City. 19.1.3. If the Contractor is unable for any cause to resume performance at the end of thirty(30) calendar days, the City may terminate this contract. The operation of this system by the City shall not release the Contractor of any liability to the City for breach of this contract or for any claims arising out of the activities of the Contractor prior to the take over by the City. 19.2. Bankruptcy. It is agreed that if the Contractor goes into Bankruptcy Court either voluntarily or involuntarily, then this Contract shall terminate effective on the day and at the time the bankruptcy petition is filed. 19.3. Right to Require Performance. The failure of the City at any time to require performance by Contractor of any provisions 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 such provisions hereof be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself. 19.4. Cancellation Clause. 19.4.1. The City reserves the right to terminate the Contract for the following reasons by giving at least one hundred eighty(180) days prior written notice to the Contractor and without prejudice to any other rights or remedies of the City 19.4.1.1. should the Contractor be adjudged a bankrupt, or 19.4.1.2. should the Contractor make a general assignment for the benefit of its creditors, or 19.4.1.3. if a receiver should be appointed for Contractor or for any of its property, or 19.4.1.4. if Contractor should persistently or repeatedly refuse to supply enough properly skilled employees or proper materials or equipment, or 19.4.1.5. if the Contractor should persistently disregard reasonable instructions of the City that are consistent with, and not in addition to the requirements of, the Contract. - 19- 19.4.2. Provided however that the contract shall not be cancelled if the condition warranting cancellation shall be cured by Contractor within said one hundred eighty (180) day period. 20. Indemnity: 20.1. The Contractor shall defend, indemnify and hold the City harmless from and against all claims, losses and liabilities arising out of personal injuries, including death, and damage to property which are caused by the Contractor's negligence or willful misconduct in performing any duties under this contract. . Contractor further agrees to defend, indemnify and hold the City harmless from and against any claims, losses and liabilities arising out of an award of a contract to the Contractor. 20.2. The Contractor shall defend, indemnify and save harmless the City from and against any and all liability, suits, claims, damage costs (including attorney's fees), losses, outlays and expense in any manner caused by, arising out of or connected with any negligence or willful misconduct by Contractor the Solid Waste and recyclable materials collection and removal operations. 21. Limitation on Liability. No city elected or appointed official, officer, employee, nor any other agent of the City shall be personally responsible for any liability arising under or growing out of the Contract or operation of the Contractor under the terms of the Contract. 22. Permits and Licenses. The Contractor shall obtain at its own expense all permits and licenses required by law or ordinance and maintain same in full force and effect. 23. Performance Bond. The successful Proposer shall submit the following executed performance surety prior to the execution of the Contract: 23.1. Within ten(10) days after the award of this contract, the Contractor shall deposit with the City Clerk a performance bond in the amount of Two Hundred and Fifty Thousand Dollars ($250,000). Said performance bond shall guarantee the faithful performance of Contractor's obligations under this Contract, which bond shall be for the benefit of any person, firm or corporation, including the City, suffering damage by reason of Contractor's failure to perform its obligations hereunder. Said performance bond shall state that the bonding company shall give the City thirty(30) days written notice prior to cancellation. 23.2. In case of a bona fide dispute regarding compliance,the Contractor may request a hearing before the City Administrator within thirty(30) days after notification of non- compliance and penalty by the Administrator. No action may be taken on said performance bond until a hearing, if requested by the Contractor,has been conducted. At such hearing, all parties may give evidence, and the merits of the dispute will be decided. The City Administrator shall make public his decision, along with a statement reciting the basis therefore. Within thirty(30) days of the issuance of the decision,the Contractor may appeal in writing to the Council. At the appeal hearing, the Contractor -20- may contest the findings of facts or interpretation of controlling law, at which time the Council may affirm, reject or modify the decision of the Administrator. The affirmation, rejection or modification of said decision by the Council shall be final. 23.3. If said performance bond is to be canceled or not renewed, the Contractor shall have been considered to have breached the contract, and the City shall have all lawful remedies. 23.4. Minimum surety requirements for performance bonding companies and property/casualty insurance carriers are: 23.4.1. A.M. Best Rating of`B+, Class V" 23.4.2. Licensed by the State of Missouri to do business in the state of Missouri 23.4.3. Acceptable to the City of Jefferson 24. Insurance. 24.1. Requirements. Contractor shall procure and maintain insurance in the amounts and types identified in Exhibit B, which is attached hereto and incorporated herein by reference. 24.2. Subcontracts. In case any or all of this work is sublet, the Contractor shall require the Subcontractor to procure and maintain all insurance required in Exhibit B and in like amounts. 25. Assigrmient and Sub-Letting:. No assignment of the Contract or any right occurring under this Contract shall be made in whole or part by the Contractor without the express written consent of the City Council, such consent not to be unreasonably withheld. Notwithstanding the foregoing, Contractor may assign this Contract to an affiliate(including affiliates of its members)without the consent of City Council.. In the event of any assignment the assignee shall assume the liability of the Contractor. Any consent to any assignment may only be done in writing, and only upon assumption by the assignee of all the Contractors rights and obligations. 26. Access to Records. The City shall have the right to inspect and copy, upon reasonable notice, at any time during normal business hours,the books and records of Contractor as they relate to this Contract and services rendered pursuant to this Contract, including,but not limited to, maps, construction plans, financial statements, service complaint logs, customer lists and requests for service. Access to the aforementioned books and records shall not be denied by Contractor on the basis that said books and records contain proprietary information. Should any proprietary information be shared with the City, the City shall maintain the confidentiality of the information and shall not reveal it to any person without the written consent of Contractor or an order from a Court of competent jurisdiction. The Contractor shall account for all Solid Waste collections and charges therefor. 27. Measurement of Waste. Contractor shall make a report available to the City on a quarterly basis, showing its volummetric and weight measurements of Solid Waste collected within the City limits. -21 - 28. Permits. Contractor, its subcontractors, agents, transporters, and other providers of services to the Contractor in connection with the Contract shall obtain at their own expense and maintain current permits,registrations, licenses, any and all identifications numbers, and any similar legal authorization necessary for the compliance with applicable laws, and shall comply with all requirements thereof. All legal authorizations necessary for the compliance with applicable laws shall be kept current and in force throughout the duration of the project. 29. . Nondiscrimination Clause. Contractor shall not discriminate in its operations or performance on the basis of race, color, sex,religion, national origin or disability, and shall observe and obey all laws, ordinances,regulations and rules of the federal state, county and municipal governments that may be applicable to its operations. 30. . Compliance with Laws. The Contractor shall conduct operations under this Contract in compliance with all applicable laws. 31. . Point of Contact All dealings, contact, notices, etc.,between the Contractor and the City shall be directed by the Contractor to the Director of Planning& Code Enforcement or his duly authorized representative. 32. Written Notice. All notices,reports or demands required to be given in writing under this Contract shall be deemed to be given when delivered personally to any authorized representative of Contractor or City, whichever is appropriate, or when seventy-two (72) hours have elapsed after it is deposited in the United States mail in a sealed envelope,with registered or certified mail,postage prepaid thereof, addressed to the party to which notice is being given. All notices required under this Contract shall be given as follows: 32.1. If to Contractor: Manager Allied Waste Services of Jefferson City 5645 Moreau River Access Road Jefferson City, Missouri 65101 32.2. If to City, to all of the following: City Clerk City of Jefferson 320 East McCarty Street Jefferson City, Missouri 65 10 1; Director of Planning and Code Enforcement City of Jefferson 320 East McCarty Street Jefferson City, Missouri 65101; City Administrator City of Jefferson 320 East McCarty Street Jefferson City, Missouri 65101; -22- 33. Effective Date. This Contract shall become effective and the Contractor shall begin collection of Solid Waste, and other services, as covered herein on November 30, 2009 or as early as November 1, 2009, at the Contractor's option. 34. Modification. This Contract constitutes the entire contract and understanding between the parties hereto, and it shall not be considered modified, altered, changed, assigned or amended in any respect unless in writing and signed by the parties hereto. 35. Independent Contractor. The Contractor agrees that nothing contained herein shall constitute or designate the Contractor or any of the Contractor's agents or employees as agents or employees of the City. 36. Leachate Services of Cite. For the services rendered pursuant to this Agreement, the City shall receive and treat leachate from Contractor at no cost provided required testing is performed on the leachate and all parameters are within the limits specified in the City's pre- treatment ordinance. City reserves the right to reject or apply reasonable fees for treatment or hauling if parameters are exceeded or excessive. 37. Miscellaneous Provisions 37.1. Force Majeure. Notwithstanding anything to the contrary in this Contract, any failure or delay in performance due to contingencies beyond a party's reasonable control, including strikes, riots, terrorist acts, compliance with applicable laws or government orders, fires, and acts of God, shall not constitute a breach of this Contract. 37.2. Captions. The captions or headings in this Agreement are for convenience only and in no way define, limit or describe the scope or intent of any provisions or sections of this Agreement. 37.3. Dispute Resolution. Should any disputes arise with respect to the Contract, the Contractor and the City agree to act immediately to resolve any such disputes. The Contractor agrees that the existence of a dispute notwithstanding, it will continue without delay to carry out all its responsibilities under the Contract in the accomplishment of all non-Disputed work; any additional costs incurred by the Contractor or the City as a result of such failure to process shall be borne by the Contractor; and the Contractor shall not make a claim against the City for such costs. 37.4. No Waiver of Breach. No provision in this document or in the Contractor's proposal shall be construed, expressly or by implication, as a waiver by the City of any existing or future right and/or remedy available by law in the event of any claim of default or breach of Contract. 37.5. Governing Law. Contract will be governed by the laws of the State of Missouri and the City of Jefferson, Missouri and will be deemed executed in the City of Jefferson, Missouri. -23- 37.6. Venue. Parties agree that the proper venue for any legal action between them regarding this agreement shall be the Circuit Court of Cole County, Missouri. Parties mutually waive any objection to this venue. 37.7. Conflict of Interest. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects his financial interest or the financial interest of any corporation,partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 37.8. Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 37.9. Integration: Amendment. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. 37.10. Severability. In the event that part of this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or un-enforceability shall not affect any of the remaining portions of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 37.11. Waiver. No delay or omission in the exercise of any right or remedy by a nondefaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 37.12. Attorne s�Fees_. If either party to this Agreement is required to initiate or defend or is made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees, whether or not the matter proceeds to judgment. -24- 37.13. Corporate AuthoritX. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii)they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii)by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. 37.14. Separate Counterparts, Electronic Delivery. This Agreement may be executed in separate counterparts which, taken together, comprise one and the same instrument. Executed signature pages may be delivered electronically. IN WITNESS WHEREOF, the parties hereto have set their hands and seals this ' day of is 2009. CITY OF JEFFERSON ALLIED SERVICES, LLC, dba Allied Waste Services of Jefferson City ay r Title: i'wt,c.G /Q�•is•"a V'au, 9,ST: r ,ity Cl rk Title: AP OVE T FORM: l City Counselor -25- Exhibit A Apartment and Commercial Rates Apartment Rates x/wk x/wk x/wk x/wk x/wk x/wk YARD 1 2 3 4 5 6 S 1 $ 35.28 $ 66.33 $ $128.69 $160.85 $191.41 97.48 2 $ 56.44 $106.07 $205.83 $257.34 $306.20 $155.96 3 $ 70.53 $132.60 $257.35 $321.68 $382.79 $194.95 4 $ 84.64 $159.16 $308.81 $386.02 $459.34 $233.94 6 $112.88 $212.20 $411.74 $514.65 $612.43 $311.93 Retail Rates x/wk x/wk x/wk x/wk x/wk x/wk YARD 1 2 3 4 5 6 S 1 $ 47.02 $ 88.40 $171.55 $214.44 $255.22 $129.97 2 $ 75.24 $141.45 $274.47 $343.10 $408.28 $207.94 3 $ 94.50 $176.83 $343.11 $428.91 $510.37 $259.93 4 $112.88 $212.20 $411.76 $514.66 $612.45 $311.94 6 $150.48 $282.91 $581.41 $686.18 $816.58 $415.89 -26- EXHIBIT B INSURANCE REQUIREMENTS During the term of this Contract, Contractor shall maintain in force, at its expense, insurance coverage with minimum limits as follows: Workers' Compensation Coverage A Statutory Coverage B - Employers Liability $1,000,000 each Bodily Injury by Accident $1,000,000 policy limit Bodily Injury by Disease $1,000,000 each occurrence Bodily Injury by Disease Automobile Liability Bodily Injury/Property Damage Combined—Single Limit $3,000,000 Coverage is to apply to all owned, non-owned, hired and leased vehicles (including trailers). Pollution Liability Endorsement MCS-90 endorsement for pollution liability coverage Commercial General Liability Bodily Injury/Property Damage Combined— Single Limit $2,500,000 each occurrence $5,000,000 general aggregate All such insurance policies will be primary without the right of contribution from any other insurance coverage maintained by City only to the extent of the negligence or willful misconduct of Contractor. All policies required herein shall be written by insurance carriers with a rating of A.M. Bests of at least"A-" and a financial size category of at least VII. Upon City's request, Contractor shall furnish City with a certificate of insurance, evidencing that such coverages are in effect. Such certificate: (i)will also provide for 30 days prior written notice of cancellation to the City; (ii) shall show City as an additional insured under the Automobile and General Liability policies; and, (iii) shall contain waivers of subrogation in favor of City(excluding Worker's Compensation policy) except with respect to the negligence or willful misconduct of City. In addition, the following requirements apply: The Commercial General Liability policy must include Contractual Liability coverage specifically covering Contractor's Indemnification of City herein. Coverage must be provided for Products/Completed Operations. The policy shall also contain a cross Liability/Severability of Interests provision assuring that the acts of one insured do not affect the applicability of coverage to another insured. -27-