Agenda 09/14/2021 Item #16C 6 (Assumption Agreement w/Waste Pro of Florida, Inc.)09/14/2021
EXECUTIVE SUMMARY
Recommendation that the Board enter into an Assumption Agreement with Waste Pro of Florida,
Inc., of the Franchise Agreement 09-5319 for solid waste, recyclable materials, and yard trash
collection services in Municipal Service District II (Immokalee and Ave Maria area), who
purchased the assets of the prior vendor of this Franchise Agreement.
OBJECTIVE: To allow Waste Pro of Florida, Inc. to assume the services for solid waste, recyclable
materials, and yard trash collection services in Municipal Service District II.
CONSIDERATIONS: This item concerns the solid waste, recyclable materials, and yard trash
collection agreement for District II. District II includes the Immokalee and Ave Maria area and is
comprised of approximately 8,300 units where service levels include:
• 2 x week garbage collection
• 1 x week recycling and yard waste collection
• Scheduled collection of bulky waste items
The Franchise Agreement was originally approved by the Collier County Board of County
Commissioners ("Board") on February 8, 2005. It has been amended and assigned to various new
vendors multiple times over the years. The Franchisee Agreement is currently set to expire on September
30, 2027.
Waste Pro of Florida, Inc. has purchased the assets form the current vendor, Waste Connections of
Florida. Staff has met with Waste Pro representatives, has reviewed the Transition Plan that includes a
guarantee of continuity of service levels without notice or disruption to customers, and supports the
transfer of ownership.
FISCAL IMPACT: There is no direct fiscal impact. Costs and service levels provided under the
contract are not to change and funding is in Mandatory Trash Collection Fund 473. Budgeted cost for this
contract for FY2022 is $975,400. The contract expires on September 30, 2027, and the expected
remaining contract value is $6 million to $8 million, depending on growth in this area.
GROWTH MANAGEMENT IMPACT: There is no Growth Management impact associated with this
action.
LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney, is approved as to
form and legality and requires majority vote for approval. -JAK
RECOMMENDATION: That the Board of County Commissioners enters into an Assumption
Agreement with Waste Pro of Florida, Inc., of the Franchise Agreement 09-5319 for solid waste,
recyclable materials, and yard trash collection services in Municipal Service District II.
Prepared by: Kari Ann Hodgson, P.E., Director, Solid & Hazardous Waste Management Division
ATTACHMENT(S)
1. Solid Waste Districts_CCLF ITS (PDF)
2. [Linked] WCN Collier County Asset Purchase Agreement 10 1 2021 (PDF)
3. [Linked] Assumption Agreement - Waste Pro- CAO Signed with Exhibit A (PDF)
16.C.6
Packet Pg. 1864
09/14/2021
4. Waste Pro of FL Inc. - Collier County FL Bondability Letter 8.6.2021 (PDF)
5. WASTE PRO Transition Plan (PDF)
16.C.6
Packet Pg. 1865
09/14/2021
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.C.6
Doc ID: 17786
Item Summary: Recommendation that the Board enter into an Assumption Agreement with
Waste Pro of Florida, Inc., of the Franchise Agreement for solid waste, recyclable materials, and yard
trash collection services in Municipal Service District II (Immokalee and Ave Maria area), who purchased
the assets of the prior vendor of this Franchise Agreement.
Meeting Date: 09/14/2021
Prepared by:
Title: – Solid and Hazardous Waste
Name: Bart Zautcke
08/13/2021 5:00 PM
Submitted by:
Title: – Solid and Hazardous Waste
Name: Kari Hodgson
08/13/2021 5:00 PM
Approved By:
Review:
Solid and Hazardous Waste Kari Hodgson Additional Reviewer Completed 08/18/2021 5:20 PM
Solid and Hazardous Waste Bart Zautcke Additional Reviewer Completed 08/19/2021 2:42 PM
Public Utilities Operations Support Annia Machin Additional Reviewer Completed 08/19/2021 4:06 PM
Procurement Services Ana Reynoso Level 1 Purchasing Gatekeeper Completed 08/20/2021 1:20 PM
Public Utilities Operations Support Joseph Bellone Additional Reviewer Completed 08/23/2021 8:09 AM
Public Utilities Operations Support AmiaMarie Curry Additional Reviewer Completed 08/23/2021 8:34 AM
Procurement Services Sue Zimmerman Additional Reviewer Completed 08/23/2021 10:33 AM
Procurement Services Sandra Herrera Additional Reviewer Completed 08/23/2021 10:42 AM
Public Utilities Department Drew Cody Level 1 Division Reviewer Completed 08/23/2021 1:03 PM
Public Utilities Department George Yilmaz Level 2 Division Administrator Review Completed 08/28/2021 10:35 AM
Office of Management and Budget Debra Windsor Level 3 OMB Gatekeeper Review Completed 08/30/2021 8:41 AM
County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 08/30/2021 11:08 AM
Office of Management and Budget Susan Usher Additional Reviewer Completed 09/01/2021 9:57 AM
County Manager's Office Amy Patterson Level 4 County Manager Review Completed 09/08/2021 9:51 AM
Board of County Commissioners Geoffrey Willig Meeting Pending 09/14/2021 9:00 AM
16.C.6
Packet Pg. 1866
APPENDIX A
Municipal Services Benefit
16.C.6.a
Packet Pg. 1867 Attachment: Solid Waste Districts_CCLF ITS (17786 : Assumption of Franchise Agreement by Waste Pro)
Sompo International
12890 Lebanon Rd
Mt. Juliet, TN 37122
(615) 553-9587
August 6, 2021
Re: Waste Pro of Florida, Inc.
13110 Rickenbacker Parkway
Ft. Myers, FL 33913
To Whom It May Concern:
Waste Pro of Florida, Inc. (Waste Pro USA, Inc.) is a client of Sompo International and its subsidiary
companies.
Reserving our rights to practice normal underwriting functions, we are prepared to consider single bonds
up to $10,000,000.00 with aggregate bonding capacity of $75,000,000.00 for Waste Pro of Florida, Inc.
(Waste Pro USA, Inc.). At this time, Waste Pro of Florida, Inc. (Waste Pro USA, Inc.) has $25,000,000.00 of
aggregate bonding capacity available for use.
Any consideration by the surety is subject to the following conditions:
1) All terms and conditions of the contracts including any amendments or supplemental conditions
meet the surety’s satisfactory review and approval
2) Bond form(s) meet the surety’s satisfactory review and approval
3) Financing of the contract meets the surety’s satisfactory review and approval
4) All other normal underwriting conditions as determined by the surety have been met by
PRINCIPAL at the time of contract award and final bond request
Reserving the surety’s right to practice normal underwriting functions, we are prepared to have them
issue bonds covering parameters referenced above and in accordance with the Collier County, FL
Franchise Agreement for Solid Waste, Recyclable Materials, and Yard Trash Collection Services, Waste
Pro of Florida, Inc. shall furnish at its own cost, to City, an Performance Bond for the faithful
performance of this contract and all of its obligations arising hereunder in the amount of $415,000.00,
50% of the annual revenue price.
Sompo International’s subsidiary companies include Endurance American Insurance Company,
Endurance Assurance Corporation and Lexon Insurance Company, all of which are members of the
United States Department of the Treasury Circular 570 list of approved sureties and maintain A+
(Superior) A.M. Best & Co. ratings with combined XV ($2 billion or greater) financial size category.
Sompo International and its subsidiaries assume no liability if for any reason we do not execute any
requested bonds. If you have any questions regarding this account, please do not hesitate to contact us.
Sincerely,
Lisa A. Pless
Attorney-in-Fact
16.C.6.d
Packet Pg. 1868 Attachment: Waste Pro of FL Inc. - Collier County FL Bondability Letter 8.6.2021 (17786 : Assumption of Franchise Agreement by Waste Pro)
6th August 21
16.C.6.d
Packet Pg. 1869 Attachment: Waste Pro of FL Inc. - Collier County FL Bondability Letter 8.6.2021 (17786 : Assumption of Franchise Agreement by Waste Pro)
16.C.6.d
Packet Pg. 1870 Attachment: Waste Pro of FL Inc. - Collier County FL Bondability Letter 8.6.2021 (17786 : Assumption of Franchise Agreement by Waste Pro)
16.C.6.d
Packet Pg. 1871 Attachment: Waste Pro of FL Inc. - Collier County FL Bondability Letter 8.6.2021 (17786 : Assumption of Franchise Agreement by Waste Pro)
16.C.6.dPacket Pg. 1872Attachment: Waste Pro of FL Inc. - Collier County FL Bondability Letter 8.6.2021 (17786 : Assumption of
16.C.6.e
Packet Pg. 1873 Attachment: WASTE PRO Transition Plan (17786 : Assumption of Franchise Agreement by Waste Pro)
16.C.6.e
Packet Pg. 1874 Attachment: WASTE PRO Transition Plan (17786 : Assumption of Franchise Agreement by Waste Pro)
ASSET PURCHASE AGREEMENT
THIS ASSET PURCHASE AGREEMENT (this "Agreement") is executed as of June 10, 2021,
by and between WASTE CONNECTIONS OF FLORIDA, INC., a Delaware corporation ("5eller"), and
WASTE PRO OF FLORIDA, INC., a Florida corporation ("Buyer").
RECITALS
A. Seller is a party to and the "Contractor" under that certain Franchise Agreement for Solid
Waste, Recyclable Materials, and Yard Trash Collection Services with Immokalee Disposal Company,
Inc., dated as of February 8, 2005, as renewed pursuant to that certain Second Renewal of Franchise
Agreement for Solid Waste, Recyclable Materials, and Yard Trash Collection Services, dated as of May
28, 2019, between the County of Collier, Florida (the "County") and Seller (together, the "Franchise
Agreement").
B. Pursuant to the Franchise Agreement, Seller performs certain commercial and residential
collection, transport, disposal and recycling services in Collier County, Florida (the "Business").
C. In connection with the Business, Seller subleases certain real property located at 172
Jefferson Avenue, more specifically identified as New Market Subdivision, Block 39, Lots 29-50,
hnmokalee, Florida in the County of Collier, State of Florida (the "Pro e ") pursuant to the certain
Sublease dated as of April 1, 2010 (the "Sublease") between Immokalee Realty Holdings, L.L.C., a
Florida limited liability company, and Choice Environmental Services of Collier, Inc., a Florida
corporation. Seller is the successor by merger to Choice Environmental Services of Collier, Inc.
D. Seller desires to sell and assign to Buyer, and Buyer desires to purchase and assume from
Seller, Buyer's rights under the Franchise Agreement and Sublease and certain vehicles, containers and
other assets associated with the Business, subject to and in accordance with the terms and conditions
contained in this Agreement and without Buyer assuming any liability of Seller that accrues prior to the
purchase.
NOW THEREFORE, in consideration of the premises, the mutual covenants and agreements
contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of
which the parties acknowledge, the parties agree as follows:
AGREEMENT
1. Incorporation of Recitals. The foregoing recitals are agreed to and accepted and
incorporated herein by this reference.
2. Purchase of Purchased Assets. Subject to the terms and conditions set forth in this
Agreement, effective on the Closing Date (as defined in Section 5), Seller shall sell and assign to Buyer,
and Buyer shall purchase from Seller, all of Seller's rights, title and interest in and to the following assets
(the "Purchased Assets"), free and clear of all liens and encumbrances:
(a) the residential and commercial containers set forth on Schedule 2(a) attached
hereto (the "Containers");
(b) the Franchise Agreement;
(c) the vehicles as set forth in Schedule 2(c) attached hereto (the "Vehicles");
05 1 19\689\8937064.v4
(d) the Sublease;
(e) operating data of Seller to the extent related to the Business, including customer
lists, customer records (whether in paper, electronic or other format, and whether managed by Seller or
any third party) and credit records; and
(f) any and all goodwill related to the foregoing.
3. Excluded Assets. Anything to the contrary in this Agreement notwithstanding, other than
the liabilities and obligations of Seller which are expressly assumed by Buyer pursuant to the terms of this
Agreement, Seller will retain and shall be responsible for, and Buyer will not assume and will have no
responsibility for, any liabilities, contracts, commitments and other obligations of Seller, including
without limitation the following (the "Excluded Liabilities"):
(a) any obligations or liabilities of Seller arising under this Agreement;
(b) any obligation of Seller for federal, state or local income or other tax liability
(including interest and penalties) arising from the operations of Seller or arising out of the sale by Seller
of the Purchased Assets;
(c) any obligation of Seller for expenses incurred in connection with the sale of the
Purchased Assets;
(d) any other liability or obligation of Seller which accrued prior to the Closing Date;
and
(e) any other liability or obligation of Seller which is not expressly assumed by
Buyer pursuant to the terms of this Agreement.
4. Purchase Price; Post -Closing Payments.
for the Purchased Assets is ■
' which shall be paid at Closing to
(b) Buyer will promptly pay to Seller, on a weekly basis, all payments which are
received by Buyer from the County or any customer pursuant to the Franchise Agreement for services
rendered on or before the Closing Date. Seller will promptly pay to Buyer, on a weekly basis, all
payments which are received by Seller from the County or any customer pursuant to the Franchise
Agreement for services rendered after the Closing Date. Neither Buyer nor Seller shall be obligated to
collect any accounts receivable on behalf of the other.
5. Time and Place of Closing.
c Woe-c I
(a) Closin ubject to the terms and conditions of this Agreement, the closing of
the transactions contempl herein (the "Closing") shall take place as promptly as practical (but in any
event no later than , 2021 (the "Closing Date"); provided, however, that in no event shall Seller or
Buyer be obligated to Close the Transactions unless and until each of the items listed in Section 9 have
been obtained or delivered. The Closing shall take place through an exchange of consideration and
documents using overnight courier service, facsimile or electronic transmission, provided that, for
financial reporting purposes, the Closing shall be deemed to have occurred at 12:01 a.m. on the Closing
Date.
(b) Termination. Notwithstanding anything in this Agreement to the contrary, this
Agreement and the obligations of the parties hereunder may be terminated on or prior to Closing as
follows:
(i) By Seller (A) in the event the transactions contemplated by this
Agreement have been prohibited or enjoined by reason of any final, unappealable judgment, decree or
order entered or issued by a court of competent jurisdiction in litigation or proceedings involving any of
the parties hereto that was not entered at the request or with the support of Seller and if Seller shall have
used reasonable efforts to prevent the entry of such order; (B) in the event Buyer breaches a material
representation or warranty of Buyer contained in this Agreement which has not been cured and is not
capable of being cured prior to the earlier of (1) the expiration of thirty (30) days after written notice of
such breach is given by Seller to Buyer and (2) the Termination Date; or (C) if Buyer fails to perform in
any material respect any of its covenants contained in this Agreement required to be performed prior to
the Closing and does not cure such failure prior to the earlier of (1) thirty (30) days after written notice of
such failure is given in writing to Buyer by Seller and (2) the Termination Date.
(ii) By Buyer (A) in the event the transactions contemplated by this
Agreement have been prohibited or enjoined by reason of any final, unappealable judgment, decree or
order entered or issued by a court of competent jurisdiction in litigation or proceedings involving any of
the parties hereto that was not entered at the request or with the support of Buyer and if Buyer shall have
used reasonable efforts to prevent the entry of such order; (B) in the event Seller breaches a material
representation or warranty of Seller contained in this Agreement which has not been cured and is not
capable of being cured prior to the earlier of (1) expiration of thirty (30) days after written notice of such
breach is given by Buyer to Seller and (2) the Termination Date; or (C) if Seller fails to perform in any
material respect any of its covenants contained in this Agreement required to be performed by Seller prior
to the Closing and Seller does not cure such failure prior to the earlier of (1) thirty (30) days after written
notice of such failure is given in writing to Seller by Buyer and (2) the Termination Date.
e a
eri'm
I1'^ abl g '^n r� clo e have been f �lti �
Buyer and Seller may terminate this Agreement by mutual written
consent.
(c) Notice and Effect of Termination. On termination of this Agreement, the
transactions contemplated herein shall forthwith be abandoned and all continuing obligations of the
parties under or in connection with this Agreement shall be terminated and of no further force or effect;
provided, however, that nothing herein shall relieve any party from liability for any misrepresentation,
breach of warranty or breach of covenant contained in this Agreement prior to such termination. If this
Agreement has terminated due to the breach of any party, such party shall remain liable for any damages
arising from such breach.
6. Representations and Warranties of Seller. By execution of this Agreement, Seller
represents and warrants to Buyer, as of the date of this Agreement, that:
(a) Organization, Authority. Seller is a corporation duly organized, validly existing
and in good standing under the laws, statutes, ordinances, regulations, rules, codes, orders, permits,
licenses or approvals (collectively, "Laws") of the State of Delaware and is duly authorized, qualified and
licensed under all applicable Laws to carry on its business in the places and in the manner as presently
conducted. Seller has all requisite power and authority required to execute and deliver this Agreement
and any other agreements contemplated hereby, and to perform its obligations under this Agreement and
any other agreements contemplated hereby. The execution, delivery and performance of this Agreement
and the consummation of the transactions contemplated by this Agreement (the "Transactions") have been
duly authorized by all necessary corporate action of Seller.
(b) Binding Effect. Seller has duly executed and delivered this Agreement, and
(assuming due authorization, execution and delivery by Buyer) this Agreement constitutes a legal, valid
and binding obligation of Seller enforceable against Seller in accordance with its terms.
(c) Title. Seller owns the Containers and Vehicles free and clear of any and all title
defects, liens, burdens and other encurnbrances.
(d) Vehicles. The Vehicles are in reasonable working order, wear and tear excepted.
(e) AS -IS Sale. The Purchased Assets are hereby transferred, conveyed, sold,
assigned and delivered by Seller to Buyer in their "AS -IS" condition with all faults and, except as
expressly set forth herein, without representation, covenant or warranty of any kind whatsoever, express
or implied, including, without limitation, warranties of merchantability and fitness for use or a particular
purpose.
(f) Franchise Agreement: Sublease. To Seller's knowledge, (i) neither Seller nor
any other party is in default under the Franchise Agreement or the Sublease, and no act or event has
occurred which with notice or lapse of time, or both, would constitute such a default, (ii) Seller is not a
party to, nor is it or any of its property bound by, any other agreement or instrument which is material to
the continued conduct of the Business as now being conducted or with respect to which a default might
materially and adversely affect its properties, business or financial condition, and (iii) the Franchise
Agreement or the Sublease confer on Seller all rights necessary to enable it to conduct the Business as
now being conducted.
(g) Litigation. To Seller's knowledge, (i) there are no actions, suits, claims,
governmental investigations or arbitration proceedings pending or threatened against or affecting Seller,
the Business or any of the Purchased Assets and there is no basis for any of them, and (ii) there are no
outstanding orders, decrees or stipulations issued by any local, state or federal judicial authority in any
proceeding to which Seller is or was a party or by which Seller is bound which might have an impact on
the Business.
(h) Compliance with Laws. To Seller's knowledge, Seller has operated the Business
in compliance with all applicable laws, regulations, permits, franchises, licenses and orders. Seller has
not received notification of any past or present failure by the Seller to comply with any laws, regulations,
permits, franchises, licenses or orders applicable to the Purchased Assets.
7. Representations and Warranties of Buyer. By execution of this Agreement, Buyer
represents and warrants to Seller, as of the date of this Agreement and the Closing Date, that:
(a) Organization, Authority Ownership of Buyer. Buyer is a corporation duly
organized, validly existing and in good standing under the Laws of the State of Florida and is duly
authorized, qualified and licensed under all applicable Laws to carry on its business in the places and in
the manner as presently conducted. Buyer has all requisite power and authority required to execute and
deliver this Agreement and any other agreements contemplated hereby, and to perform its obligations
under this Agreement and any other agreements contemplated hereby. The execution, delivery and
performance of this Agreement and the consummation of the Transactions have been duly authorized by all
necessary corporate action of Buyer.
(b) Binding Effect. Buyer has duly executed and delivered this Agreement, and
(assuming due authorization, execution and delivery by Seller) this Agreement constitutes a legal, valid
and binding obligation of Buyer enforceable against Buyer in accordance with its terms.
8. Assumption of Obli ations. Commencing on the Closing Date, Buyer agrees to assume
all of Seller's obligations under the Franchise Agreement and the Sublease, in each case to the extent, but
only to the extent, that such obligations first mature and are required to be performed after the Closing
Date.
9. Closing Deliverables.
(a) At Closing, Buyer shall deliver the following to Seller:
(i) The Purchase Price payable at Closing set forth in Section 4, in
immediately available ftmds.
(ii) A counterpart signature page of this Agreement.
(iii) A counterpart signature page of an assignment of the Franchise
Agreement pursuant to which Seller shall assign, and Buyer shall assume, all of Seller's right, title and
interest under the Franchise Agreement, in form and substance satisfactory to Buyer and Seller (the
"Franchise Agreement Assi,2nment").
(iv) A counterpart signature page of an assignment of the Sublease pursuant
to which Seller shall assign, and Buyer shall assume, all of Seller's right, title and interest under the
Sublease, in substantially the form attached hereto as Exhibit A, with such changes as may be mutually
agreed to by Buyer and Seller (the "Sublease Assi ment").
(b) At Closing, Seller shall deliver the following to Buyer:
(i) A counterpart signature page of this Agreement.
(ii) A counterpart signature page of the Franchise Agreement Assignment.
(iii) A counterpart signature page of the Sublease Assignment.
(iv) The landlord's and sublandlord's consent to the assignment of the
Sublease as contemplated by this Agreement, in substantially the form of the consent attached to the
Sublease Assignment.
(v) The County's consent to the assignment of the Franchise Agreement as
contemplated by this Agreement, in substantially the form of the consent attached to the Franchise
Agreement Assignment.
(vi) All original titles and registration forms and docuuments for the Vehicles.
10. Transfer Taxes: Tax Filnnes. All sales. transfer or other sinilar state taxes. if any, arising
from the sale of the Purchased Assets to Buyer pursuant to this Agreement shall be borne by Buyer.
Seller and Buyer will each (a) provide the other with such assistance as may reasonably be requested in
connection with the preparation of any tax return. audit or other examination by any tax authority or
judicial or adnirnistrative proceedings relating to liability for taxes imposed on or with respect to the
Purchased Assets. (b) retain and provide the other with any records or other information that may be
relevant to such tax return, audit, examination or proceeding, and (c) provide the other with any final
determination of any audit. examination or proceeding that affects any tax return of the other for any
period.
11. Removal of Seller's Name from Purchased Assets. Within six (6) months following the
Closing Date. Buyer shall remove or otherwise conceal all visible usage of the name or mark "Waste
Connections" or "Progressive Waste Solutions" (or any variant thereof) on all of the Purchased Assets.
12. Performance Bonds. 'YVithin ten (10) days following the CIosing, Buyer will post
perfornnance bonds, letters of credit and other financial asstrances for the performance bonds. letters of
credit and other financial assurances of Seller set forth on Schedule 11, and will promptly furnish to Seller
a copy of each such replacement performance bond, letter of credit or other financial assurance as it is
issued. From and after the Closing Date and until such time as Buyer posts a replacement performance
bond, letter of credit or other financial assurance, Buyer will (a) reimburse Seller for the costs incurred by
Seller in keeping the applicable performance bond, letter of credit or other financial assurance in place (as
prorated based upon when Buyer provides Seller written notice of having posted such performance bonds.
letters of credit or other financial assurances). (b) pay Seller costs incurred by Seller in keeping the
applicable performance bond. letter of credit or other financial assurance in place plus 200 basis points of
the face amount of such performance bond, letter of credit or other financial assurance (as prorated based
upon when Buyer provides Seller written notice of having posted such performance bonds. letters of
credit or other financial assurances). and (c) for the period after such initial ten (10) day period. reimburse
Seller for the costs incurred by Seller in keeping the applicable perfornnance bond, letter of credit or other
financial assurance in place plus interest with respect to such performance bond, letter of credit or other
financial assurance nce at a rate equal to the lesser of (i) 1% higher than the rate paid duming period from and
after ten (10) day period following the Closing. or (ii) the maximum rate permitted under Law, as prorated
based upon when Buyer provides Seller written notice of having posted such performance bonds. letters
of credit or other financial assurances).
14. Indemnification. From and after the Closing Date, Seller agrees to defend, indemnify and
hold Buyer and its affiliates harmless from and against all Damages incurred by Buyer; provided,
however, that, absent actual fraud, the a re ate amount of Seller's obligations under this Section 14 shall
not exceed T!"""For purposes of this Agreement, "Dams es"
means the ses, losses, costs, deficiencies, liabilities and damages (including
reasonable attorneys' fees and court costs) incurred or suffered by Buyer, or any of its directors, officers,
agents, employees or affiliates or its affiliates' directors, officers, agents or employees, as a result of or in
connection with: (i) any material breach of a representation or warranty made by Seller in this
Agreement, or (ii) any breach of any of the covenants or agreements made by Seller in this Agreement.
Seller shall assume the defense of any claim or any litigation resulting from a claim. Except with the
prior written consent of Buyer, Seller will not consent to entry of any judgment or order or enter into any
settlement that provides for injunctive or other non -monetary relief affecting Buyer or that does not
include a release of Buyer by each claimant or plaintiff from any and all liabilities and obligations with
respect to such claim or litigation.
15. Assignment; Binding Effect: Amendment. Neither party may assign its rights or
obligations under this Agreement without the prior written consent of the other party; provided, however,
either party hereto may assign this Agreement to an affiliate thereof without the other party's consent.
This Agreement shall be binding upon and shall inure to the benefit of the parties and their respective
successors and permitted assignees. This Agreement may be amended or modified only by a written
instrument executed by the parties hereto.
16. Governing Law. This Agreement shall be governed by and construed in accordance with
the internal laws of the State of Florida, without giving effect to any choice or conflict of law provision or
rule (whether of the State of Florida or any other jurisdiction) that would cause the application of the laws
of any jurisdiction other than the State of Florida.
17. Attorneys' Fees. Should any litigation be commenced under this Agreement, the
prevailing party in such litigation shall be entitled to recover, in addition to such other relief as the court
may award, its reasonable attorneys' fees, expert witness fees, litigation related expenses, and court or
other costs incurred in such litigation or proceeding.
18. Waiver. Waiver by any party of a default or breach of any agreement, term, provision,
covenant, obligation or condition hereof shall not be considered a waiver of any subsequent breach or
default, nor as waiver of the agreement, term, provision, covenant, obligation or condition itself.
19. Survival of Covenants and Representations and Warranties. The representations and
warranties, contained in this Agreement shall survive the Closing Date for period of twelve (12) months
unless a shorter period is expressly stated. The covenants and agreements contained in this Agreement
shall survive the Closing Date until ninety (90) days after the expiration of the applicable statute of
limitations for such covenant. Such representations, warranties, covenants and agreements contained in
this Agreement are exclusive, and the parties confirm that they have not relied upon any other
representations, warranties, covenants and agreements as an inducement to enter into this Agreement or
otherwise.
20. Entire Agreement. This Agreement, including all schedules and exhibits hereto, is the
final, complete and exclusive statement of the agreement among the parties with relation to the
Transactions.
21. Notices. All notices, requests, demands and other communications hereunder shall be
deemed to have been duly given if in writing and either delivered personally, sent by electronic mail
transmission in PDF format or by nationally recognized overnight delivery service, or mailed by postage
prepaid registered or certified U.S. mail, return receipt requested to the address of the intended recipient
set forth below or such other address as may be designated in writing by notice given hereunder, and shall
be effective on the date delivered if delivered by personal delivery, electronic mail transmission, three (3)
business days following dispatch if delivered by registered or certified U.S. mail, or one (1) business day
following dispatch if delivered by a nationally recognized overnight delivery services:
(a) If to Seller, addressed to it at:
Waste Connections of Florida, Inc.
c/o Waste Connections US, Inc.
Waterway Plaza Two
3 Waterway Square Place, Suite 1 10
The Woodlands, TX 77380
Attention: Vice President, Deputy General Counsel
Email: robc@wcnx.org
(b) If to Buyer, addressed to it at:
Waste Pro of Florida, Inc.
2101 WSR434
Suite 301
Longwood, FL 32779
Attention: Keith Banasiak, SVP/Chief Operating Officer
Email: kbanasiak@wasteprousa.com
Notice shall be deemed given and effective the day personally delivered, the day sent by overnight
courier, subject to signature verification, and the day of deposit in the U.S. mail of a writing addressed
and sent as provided above. Any party may change the address for notice by notifying the other parties of
such change in accordance with this Section 21.
22. Severability. If any provision of this Agreement is determined to be illegal or
unenforceable, such provision will be deemed amended to the extent necessary to conform to applicable
law or, if it cannot be so amended without materially altering the intention of the parties, it will be
deemed stricken and the remainder of the Agreement will remain in full force and effect.
23. Counterparts. This Agreement may be executed in two or more original or electronic
counterparts, each of which shall be deemed an original and all of which together shall constitute but one
and the same instrument.
l Remainder of Page Left Intentionally Blank,
Signatures on Folloiving Page. I
IN WITNESS WHEREOF, Seller and Buyer have caused this Bill of Sale to be executed effective as of the
date first written above.
Buyer:
WASTE PRO OF FLORIDA, INC.,
a Florida corporation
By:
Name: Keith Banasiak
Title: Senior Vice President/Chief Operating Officer
Seller:
WASTE CONNECTIONS OF FLORIDA, INC.,
a Delaware corporation
By:
Name
Title:
S-1
Worthing F. Jackman
President and Chief Executive Officer
IN WITNESS WHEREOF. Seller and Buyer have caused this Bill of Sale to be executed effective as of
the date first written above.
Buyer:
WASTE PRO OF FLORIDA! INC.,
a Florida corporation
By:
Name: Keith Ba► siak
Title: Senior Vi e 1'r ►dentiChief Operating Officer
Seller:
WASTE CONNECTIONS OF FLORIDA, INC..
a Delaware corporation
By: `�
Name: Worthing F. Jackman
Title: President and Chief Executive Officer
S-1
SCHEDULE 2(a)
CONTAINERS
Size
'hype
8.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Fronf Load
4.00
YD
Comm Front Load Recycle
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00 1
YD
Comm Front Load
Scliedide 2(a), Page 1
Size
Type
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load Recycle
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
8.00
YD
Comm Front Load
6.00
YD
Comm Front Load Recycle
8.00 1
YD
Comm Front Load
Schedule 2(a), Page 2
Size
Type
2.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
Schedule 2(a), Page 3
Size
Type
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
8.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
Scliedide 2(a), Page 4
Size
Type
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
8.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
Schedide 2(a). Pace 51
Type
w
Comm FrontLoad
Comm Front Load
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load Recycle
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
Schedule 2(a), Page 6
Size
Type
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
8.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load Recycle
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00 1
YD
Comm Front Load
Schedule 2(a), Page 7
Size
Type
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load Recycle
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
Schedule 2(a). Page 8
Size
Type
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
4.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
Sciiedtde 2(a). Page 9
Size
Type
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load
6.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
8.00
YD
Comm Front Load
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
2.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load Recycle
6.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
8.00
YD
Comm Front Load
8.00
YD
Comm Front Load Recycle
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
6.00
YD
Comm Front Load
4.00
YD
Comm Front Load
2.00
YD
Comm Front Load
4.00
YD
Comm Front Load
Schedule 2(a). Page 10
SCHEDULE 2(c)
VEHICLES
Vehicle
Year
Make
Model
License Plate
VIN Number
Class
100366
2009
Autocar
ACX
10036
208893
Automated
200314
2016
Autocar
221614
Automated
100382
1996
Isuzu
NPR
O90VGX
005856
Cont. Del
200926
2016
Autocar
ACX
N3642W
221887
Automated
200927
2016
Autocar
Xpeditor
N3641W
221888
Automated
200928
2016
Autocar
Xpeditor
N5863X
221889
Automated
201015
2015
Autocar
Xpeditor
N2019V
219088
Front Load
300780
2007
Mack
M RU688
N2714U
038354
Rear Load
300781
2007
038355
Rear Load
301221
2005
Mack
M RU688
N6806S
028456
Rear Load
701741
2011
Ford
F150
D53234
Pick Up
700741
2011
Ford
F150
BRUJO6
E10822
Pick Up
700988
2004
Ford
F350
174TQL
D33381
Service Truck
Schedule 2(c), Page 1
SCHEDULE 11
PERFORMANCE BONDS
Bond number 301486 issued by The Ohio Indemnity Company, as Surety, in the amount of Two hundred
sixty thousand and 00/1 00 Dollars ($260,000.00), on behalf of Waste Connections of Florida, Inc., the
Principal, in favor of Collier County Board of County Commissioners, the Obligee.
Schedule 11, Page l
EXHIBIT A
FORM OF SUBLEASE ASSIGNMENT
ASSIGNMENT OF SUBLEASE
THIS ASSIGNMENT OF SUBLEASE (the "Assignment") dated as of _, 2021
(the "Effective Date"), is entered into by and between WASTE CONNECTIONS OF FLORIDA, INC., a
Delaware corporation ("Assignor"), and WASTE PRO OF FLORIDA, INC., a Florida corporation
("Assignee"), with reference to the following facts:
A. Immokalee Realty Holdings, L.L.C., a Florida limited liability company (the
"Sublandlord"), leases certain real property located at 172 Jefferson Avenue, more specifically identified
as New Market Subdivision, Block 39, Lots 29-50 Immokalee, Florida in the County of Collier, State of
Florida (the "Premises") pursuant to a Lease dated April 1, 2010 with Larry Collins, Jr. as Landlord (the
"Landlord");
B. Pursuant to the terms of that certain Sublease dated as of April 1, 2010 (the "Sublease")
between the Sublandlord and Choice Environmental Services of Collier, Inc., a Florida corporation, a
copy of which is attached as Exhibit A, Assignor (as the successor by merger to Choice Environmental
Services of Collier, Inc.) leases the Premises from Sublandlord.
C. Assignee and Assignor are entering into this Assignment in conjunction with a Bill of
Sale of even date between Assignee and Assignor.
D. Assignor desires to assign its interest as subtenant in the Sublease and the Premises to
Assignee, and Assignee desires to accept the assignment thereof and to assume the subtenant's
obligations thereunder, which arise or accrue on and after the Effective Date of this Assignment.
NOW, THEREFORE, in consideration of the promises and conditions contained herein, and for
other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the
parties hereby agree as follows:
1. Assignment. Effective as of Effective Date, Assignor hereby transfers, conveys, assigns
and sets over to Assignee all of Assignor's right, title and interest in, to and under the Sublease and the
Premises herein described.
2. Assumption. Effective as of the Effective Date, Assignee hereby assumes all of
Assignor's obligations under the Sublease first arising or accruing from and after the Effective Date,
including the obligation to pay rent, and agrees to attorn to Sublandlord. Assignor shall have no
obligation to pay rent or any other charges which accrue under the Sublease after the Effective Date.
3. Assignor's Representation and Warranties. Assignor hereby represents and warrants to
Assignee that, to Assignor's knowledge, (a) the Sublease is in full force and effect and has not been
amended or modified except as set forth in this Assignment, (b) Assignor has not previously transferred
or assigned the Sublease or Assignor's interest therein to any other person or entity, (c) Sublandlord is not
in default under any of the material terms, provisions, covenants or conditions of the Sublease, and
(d) Assignor is not in default of any of the material terms, provisions, covenants or conditions of the
Sublease.
A-1
4. Notices. Any notice to be given pursuant to this Assignment shall be in writing and shall
be served by hand or nationally recognized private express mail carrier, or by United States certified or
registered mail.
(a) Notices to Assignor shall be mailed to the following address:
Waste Connections of Florida, Inc.
c/o Waste Connections US, Inc.
3 Waterway Square Place, Suite 110
The Woodlands, TX 77380
Attention: Vice President, Deputy General Counsel
Email: robc@wcnx.org
with a copy to:
Shartsis Friese LLP
One Maritime Plaza, Suite 1800
San Francisco, California 941 1 1
Attention: Michael Dell, Esq.
Email: mdell@sflaw.com
unless otherwise directed by like notice by Assignor;
(b) Notices to Assignee shall be mailed to the following address:
Waste Pro of Florida, Inc.
2101 WSR434
Suite 301
Longwood, FL 32779
Attention: Keith Banasiak, SVP/Chief Operating Officer
Email: kbanasiak@wasteprousa.com
unless otherwise directed by like notice by Assignee.
All such notices to be effective upon receipt or refusal by intended addressee.
5. Brokers. Assignee warrants and represents to Assignor that no person or entity has
negotiated or brought about this transaction on behalf of Assignee, and Assignor warrants and represents
to Assignee that no person or entity has negotiated or brought about this transaction on behalf of
Assignor.
6. Governing Law. This Assignment shall be governed by and construed and interpreted in
accordance with the laws of the State of Florida.
7. Enforcement. If either party fails to perform any of its obligations under this Assignment
or if a dispute arises concerning the meaning or interpretation of any provision of this Assignment and an
action is filed as a result thereof, the defaulting party or the party not prevailing in such dispute (which
may include a party which dismisses its complaint), as determined by the court, shall pay any and all costs
and expenses incurred by the other party or parties in enforcing or establishing its rights hereunder,
including, without limitation, court costs and reasonable attorneys' fees.
A-2
8. Severability. In case any one or more of the provisions contained in this Assignment
shall for any reason be held to be invalid, illegal or unenforceable in any respect, that invalidity, illegality
or unenforceability shall not affect any other provision of this Assignment, and this Assignment shall be
construed as if the invalid, illegal or unenforceable provision had never been contained within the body of
this Assignment.
9. Binding Effect. This Assignment shall be binding upon, and the benefits hereof shall
inure to, the parties hereto and their respective successors and assigns.
10. Counterparts. This Assignment may be executed in two or more counterparts, each of
which shall be deemed an original and all of which together shall constitute one and the same instrument.
A signature received by electronic mail in "portable document format" (".pdf') or facsimile shall be
deemed an original.
]Signatures Follow on Next Page]
A-3
IN WITNESS WHEREOF, Assignor and Assignee have executed this Assignment of Sublease as
of the day and year first above written.
ASSIGNOR: WASTE CONNECTIONS OF FLORIDA, INC.,
a Delaware corporation
Worthing F. Jackman,
President and Chief Executive Officer
ASSIGNEE: WASTE PRO OF FLORIDA, INC.,
a Florida corporation
By:
Name:
Title:
A-4
CONSENT TO ASSIGNMENT
For good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Immokalee Realty Holdings, L.L.C., a Florida limited liability company ("Sublandlord"),
does hereby certify to Waste Pro of Florida, Inc., a Florida corporation ("Assi ng_ee"), and its respective
successors and assigns, as follows:
1. Reference is made to that certain Sublease dated as of April 1, 2010 (the "Sublease") by
and between Sublandlord, as landlord, and Waste Connections of Florida, Inc., a Delaware corporation
("Assi nor"), as tenant, for the premises described therein and located at 172 Jefferson Avenue,
Immokalee, Florida (the "Premises"). All capitalized terms used but not defined herein shall have the
meaning ascribed to such terms in the Sublease.
2 Sublandlord hereby consents to the assignment of Assignor's right, title and interest in, to
and under the Sublease to Assignee and the corresponding acceptance thereof by Assignee and
assumption by Assignee of Assignor's covenants, agreements, provisions, terms, conditions and
obligations under the Sublease, subject to the covenants, agreements, terms and conditions set forth
herein.
3. As of the date hereof, Sublandlord and Assignor hereby release, acquit and forever
discharge each other and their respective agents, officers, directors, shareholders and partners from any
and all past, present and future claims, demands, liens, actions, causes of action, damages, obligations and
liabilities, both known and unknown, that the releasing party has had or may have had and has or may
have against a released party which arises directly or indirectly from the Sublease and/or the premises
leased thereunder.
4. The notice address for the Tenant referenced in the Sublease shall be modified as follows:
Tenant: Waste Pro of Florida, Inc.
2101 WSR434
Suite 301
Longwood, FL 32779
Attention: Keith Banasiak, SVP/Chief Operating Officer
Email: kbanasiak@wasteprousa.com
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF, Sublandlord has duly executed this Consent to Assignment this
day of , 2021.
SUBLANDLORD:
IMMOKALEE REALTY HOLDINGS, L.L.C.,,
a Florida limited liability company
By:_
Nam(
Title:
CONSENT OF LANDLORD
In accordance with Section 10 of the Sublease, Landlord hereby consents to the assignment of
Assignor's right, title and interest in, to and under the Sublease to Assignee and the corresponding
acceptance thereof by Assignee and assumption by Assignee of Assignor's covenants, agreements,
provisions, terms, conditions and obligations under the Sublease, subject to the covenants, agreements,
terns and conditions set forth herein.
LANDLORD:
Larry Collins, Jr.
ASSUMPTION AGREEMENT
This Assumption Agreement is made and entered into as of , 2021, by
and between Waste Pro of Florida, Inc., a wholly owned subsidiary of Waste Pro USA,
Inc. ("Waste Pro"), and Collier County, a political subdivision of the State of Florida
("County").
WHEREAS, Waste Connections of Florida, Inc. ("Waste Connections") is a party
to and the Contractor under that certain Franchise Agreement for Solid Waste,
Recyclable Materials, and Yard Trash Collection Services with Immokalee Disposal
Company, Inc., dated as of February 8, 2005, which was renewed by that certain Second
Renewal of Franchise Agreement for Solid Waste, Recyclable Materials, and Yard Trash
Collection Services, dated as of May 28, 2019, between the County of Collier, Florida
(the "County") and Waste Connections (together, the "Franchise Agreement" attached
hereto as Exhibit A).
WHEREAS, the Board approved the transfer of the Franchise Agreement
from Waste Connections to Waste Pro; and
WHEREAS, the parties wish to formalize Waste Pro's assumption of rights
and obligations under the Franchise Agreement effective as of the date first above
written.
NOW THEREFORE, IN CONSIDERATION of the mutual promises in this
Assumption Agreement, and for other good and valuable consideration, the receipt and
sufficiency of which are acknowledged by the parties, it is agreed as follows:
1. Waste Pro accepts and assumes all rights, duties, benefits, and
obligations of the Contractor under the Franchise Agreement, including all existing
and future obligations to pay and perform under the Franchise Agreement.
2. Waste Pro will promptly deliver to County evidence of insurance
consistent with the Franchise Agreement.
3. Further supplements to, or modifications of, the Franchise Agreement shall
be approved in writing by both parties.
4. Notice required under the Franchise Agreement to be sent to Contractor
shall be directed to:
CONTRACTOR:
Waste Pro of Florida, Inc.
2101 W. State Road 434
Longwood, FL 33779
Phone: (407) 774-0800
ATTN: Keith Banasiak, COO
5. The County hereby consents to Waste Pro's assumption of the Franchise
Agreement. No waivers of performance or extensions of time to perform are granted
or authorized. The County will treat Waste Pro as the Contractor for all purposes
under the Franchise Agreement.
IN WITNESS WHEREOF, the undersigned have executed and delivered this
Assumption Agreement effective as of the date first above written.
Collier County:
ATTEST:
Crystal K. Kinzel, Clerk of Courts
, Deputy Clerk
STATE OF
COUNTY OF
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
Penny Taylor, Chair
/ The foregoing instrument was acknowledged before me this I') day of , 2021 by
as Sc�:��,r �j P (�„�(� and on behalf of —Was e Pro of F rida, Inc. Such
person is personally known to me or has produced as identification and did (did
not) take an oath. LnLo 4. -._1
UTARY PUBLIC
(STAMP OR SEAL)
ApprovNz4V7,ounty
arid legality:F,.►� ^w Notary I bk stow• a Fw1ce
Stacey L Lints
My Commission HH 021781
Expires 06103/2024
Jeffrey A Attorney
Exhibit A
FRANCHISE AGREEMENT
BETWEEN
COLLIER COUNTY
r ► ■
fI1l MO ALEE DISPOSAL COMPANY, INC.
FOR
SOLID WASTE, RECYCLABLE MATERIALS, AND
YARD TRASH COLLECTION SERVICES
Franchise Agreement for
Solid Waste, Recyclable Materiaisr and bard Trash
Collection Services
TABLE OF CONTENTS
i Definitions ..... ......................................... .
Exciusive Franchise and Term . . ..............................................................................10
A
Exclusi► e, Franchise ................................................... ..........10
2.2
Term of Franchise Agreement ................................... ........:... .....................10
.3
Renewal Option.................................................................................... ...........10
.4
Termination of Collection Service Under Existing Agreement ....................:.......10
Agreement Documents ..... ......................................... --- ..-.....,.....,,............................11
3.1
Agreement Docurnents....................................................................................11
12
Conflicts Between Agreement Docu...11
4 Service District .......................................................................................................A
`i
General
Provisions ................................................................... .................1
f
5.1
County Vision, AAission, and Value Statements ...................... ...................—
I 1
5.2
General Description of DoJlection Services ....................................................11
5.3
Transitlon Prior to Commencement Date... ...................................................... -
11
5.4
Transition Prior to Expiration of this Agreement ..............................
5.5
Hours and Days of oflection Service............................................................13
5.6
Routes and Schedules.......................................................................................14
5,7
Changes to Routes and Schedules.-,.................................................................14
5.8
Addition of New Customers to Customer List.....................................................14
5.9
Holidays- .............................................. --- ...... —.— ........... . .........................
1
6.10
General ColieOion Procedures-- ............................................... ................. —15
5.11
Mixing Loads of Matehais..................................:..:...........................................15
5,12
Non -Collection Procedures...........................................................................16
5.13
Missed Collection Procedures ............ -..............................................................17
5.14
Protection of Private and Public Property,..,....... ...17
5.15
Access to Streets and Collection Containers..... ......... .................................. --
17
5,16
Designated ltes,,.,.,,,......:.......................................... . ............. ............. ...:18
ii of vii
5.17
Spillage aril Lltter................... ...................... ............................... ........19
5.18
Exempt Materials ................................ ........................... 19
5,10
Safety Program.........................................................................................20
5.20
Collection Plan................................................................................................... 0
5,21
Ownership of Solid Waste and Program Recyclables........................................ 21
5-22
Compaction of Program F2ecyclables......... ....................................................1
5.23
Sale of Program Recycfables.... .. .. ... ........................................................a.1
514
Disposal of Recyclable Materials ....................................................................
21
6
Set Out Procedures ....................................
22
6.1
Residential Customers. ............................ .. ...............................................2
52
Commercial Customers ........................................... .....................................
23
6.3
Resideri#ial and Commercial` Customers ................
7
Residential Collection Service .... . ........................ ..............................................
24
7.1
Basic Collection Service and Collection Frequency...........................................24
T2
Supplemental Collection Services ........... .................... —......................... ........
25
6
Multi -Family
CollectionService-- .............................................................................
25
9
Commerctal Collection Service ....... ... ....... .......................................................... .....
26
9.1
Lasic Collection Service and Collection Frequency ...........................................
26
9.2
Supplemental Collectiun Services......................................................... .......
26
9.3
Commercial Recycling Services—..... ..... ........................
7
9.4
Conlract for Coffection Service......................................................................
7
9,5
Termination of Commercial Collection ervtoe...................................................
8
10
Colleotion Containers ...... . .....................................................................................
9
'10,1
Provision of Gontalners ........................ .. ............ . ..........................................29
10.1.1 Curbside Containers ............................
10.1.2 Recycling Bias and f ecycIIng Carts ................................................ .. .29
10.1.3 Commercial CorItainers........................................................ ...............0
M2
Ownership cf Containers... .................. -- ........................................................30
10.3
Technical Specifoations for Containers ........... ........................... ............ .......... .30
10.4
Delivery of Containers... ............................................................... ...............
32
10.5
Maintenance of ion#ainers..........................................................................3
10.6
Repair and Replacement of Containers ,..........................................................33
10.7
Storage of Recycling ................................................................. ........33
11
Vehicles and Equipment.. .......... .............................................................................
34
11.1
General Provisions ...................................................... .. .............................34
lii of A
11.2 Ancillary Equipment.... ....................................................................................... 34
11.3 Reserve Vehicles and Equipment ..................................... ... .. ...................3
11.4 Maintenance and Condition............. ... - ...... ---- .... ........... — ... ..... --- .......... 35
11.8 Identification ............ . .............. ,......................................... ,. ....................... 35
11.6 Compiion Do with the Law.. .......................................,.........................................36
11.7 CounlYs Right to Inspect Vehicles..................................................................... 36
11.6 Storage and Repair............................................................................................ 36
12 Employees and Supervisors ............................... ........................................................35
1 A D[strict Manager.................................................................................................36
12.2 Field Supervisor................................................................................................
37
12.3 Employee Ganduct ............................................................................................37
12.4 Employee Appearance and Identification ................. ......37
12.5 Removal of Employees.....................................................................................37
12,6 Employee Training and Licenses ................................ . .. .........................37
13 Local Office..... .........................................................................................................37
14 Handling of Complalints.................... ........... ................................. ......... ....................... .38
15 Customer Dispute Resolution-- .............--- ...................................................... ..,39
16 Record Keeping and Repor#ing............ .........................................................................
39
16ARecord Keeping— ................ --- ........ .................. ...... ......................
39
16.1.1 Equipment Maintenance .......................................................39
16.1.2 Non-Colfection Notice Log ...............................................................39
18.1.3 Legitirnate Complaint Log......................................................................39
16.1.4 Program Recyclables Log...................................................................... 39
18.1.E Whfts Goode Log...................................................................................40
16.1.6 Tlre r; olrcctlon Log .......... .............................................................—....44
16.1.7 Bulk l ane Log ............................................. ............... ..... . . ..:..40
15.1.8 Electrooic Equipment Log......................................................................40
16.2 Monthly Report....................................................................... .. .... ........ 40
16.3 Annual Report....................................................................................................41
16.4 Other €deports, Documents and Notificadons ...... ...............................42
16.4.1 Residenflal Recycling Participaban Report.............................................42
16.4.2 Updates to Safety Plan.......................................................................42
16..3 Accidents and Property Damage .......... .............................. .............4
16.5 General Record Keeping and Reporting Requirements.....................................43
17 Education, Promotion and Public Awareness................................................................43
iv of vii
17.1
Participation in County Activities........................................................................43
17-2
Usage of County Themes and Lugar ............................................................43
17.3
Distribution of Information with Recycling Containers........................................44
17-4
Distribution of Information to Commercial Customers .....................
44
17.5
Production and Distribuban of Promotlonal and Educational Material ....... .........
d-4
17.60
Public Notices Concerning Changes in Collection Services...............................45
18 Changes to Services.....,...................................................................................... .....45
18.1
Addition or Deletion of Recyclable Materials......................................................45
18-2
Recycling Facility in Collier County ................. . .... ............................ . ...........45
18.3
Provision of Service Upon Termination..............................................................45
18.4
Gollectlr)n and Proces iog of Commercial Organics .....................
18,5
County's Right to Require Recycling Cart8.---....................................................47
19 Additional
Service5 .....................................................................................................47
19A
Commercial Waste Reduction............................................................................47
19.2
Community Service ............................................................................................47
19.3
Not Studies-.......... .... - ............ ... __ ........... ......... .................. ....... — ... .47
19.4
Electronic Equipment...... ................................................................................48
19.5
School Recycling Program ............................................... .. ...... ...... ... .... ..��
9 Emergency Situations and Disaster Debris.................................................................49
20-1
Use of Contractor Services ........................................................................... ... ..
49
0-2
Variance In routes and Scheduies ....................................................................49
0.3
Contingency Plan............................................................................. . ............49
0.4
Ernergewy Management/Disaster Meetings......................................................413
21 Insurance ......................................... ............ .....................................................
50
21.1-
Requirements For Insurance farriers................................................................
50
21-2
Workers Compensation Insurance....................................................................
50
21.3
Commercial General Liability .............................................................................50
21.4
Automobile Liability ................ ...........................................................................50
21.5
Umt�reila Liability...............................................................................................50
21,6
Hazardous Waste Insurance......................................................... ............
9
1.6.1Contractor's Pollutior) Liability ................................................................50
21,6,2 Asbestos Liability.........................................................................
51
1. -3 Hazardous Waste Disposal....................................................................51
21.6.4 Hazardous Waste Transportation...........................................................51
21. .5 Certificates of Insurance.......................................................................51
VofVii
1.7 General Insurance Requirements..................................................................51
22
Performance f3onc�.....................................................................................................52
23
Assignment and SUbletting ........................................................................................53
24
Transfer of Ownership............................................................. ................................------
53
5
Payment for Services and Administrative Fee$ ................. ...54
25.1 Prohibitions on Payments ......................................... ....................... ............ ....
54
25.2 County's Obligation to Pay for Residential Collection Service ....................... . ..54
25, Procedure for Payment of Residential Service...................................................54
5,4 Adding New Residential Customers.---„.............................................................54
25-5 Removing Residential Customers... ......... __ ......... — ................ ..........54
5.6 Overpayments and Underpayments for ResidentiA Service..............................54
25,7 Payments for Commercial Servi............................ ................55
5.8 County Billings for Commercial Service .. ....................................................55
25.9 Administrative Fees......................................................................................55
26
Rates ..................................
.................................................................................56
26AStandard Rates— ........................................................................................56
26.2 Special bates for Emergency Sitkiations and Disaster Debris ............................56
27
Rate AdjWtfflent
7.1 Annual OPI Adjustments to Collection Dates................,..,.........,.....................57
7.2 Adjustments to Commercial Disposal Rates......................................................�7
7.3 CNwqe5 Imposed by Law .............. ........................ ............... ..................... .......,.
57
27.4 Extranrdinary Rake Adjustment......................................................................58
27.5 Rate Reductfons_.......................................................................................58
8
Liquidated Damages ..............................
................................................................59
8.1 Basis for Liquidated Damages..........................................................................59
.2 Procedure for Assessing Liquidated Damages ..................................................
61
29
EveF t`.F of Termination ...,.......
61
29-1 Failure to Fulfil OblIgations of AgreemenL....................................................
61
29,2 Insolvency of Contractor................................................................................63
29.3 Repeat Vialations of Agreement., ...... ............... .......... .,..........6
30
Dispute Resolution process .--........
................................................ ...................... ....6�
1
Operations During a Dispute ........................................ ................. ___ ....................... . ,
5
32
Waiver ........... .......... ............ .............. ___ ............... ................................................65
33
Notioes and Communicatfons to Director and District Manager ...... .---------- ..................••65
4
Permits and Lioenses........................................................................ .........,.......,.66
vi of vii
35
Compliance with Laws and Regulations.......................................................................66
36
Equal Opportunity Employment ..
6is
.......................
37
Indernnifioation and Hold Harmless .........................................................................66
38
Employee Status.......................................................................................................
87
9
Severability ..................................... ............................. ........................ . .....................
67
40
Force Meieure................................................................................. . . .....................67
40,11 Inability to Perform...................................,.............,..,.....................................-67
40.2 Events of Force Majeure........................................................ ..........................7
40.3 Written Notification .............................................................................. . ...........68
41
Governing Law and Venue .......................................................................................
68
42
Modificafion to the Agreement,..................................................................................68
42.1 County Power to Modify..................................................................................
$
42,2 Changes in Law... ................................... .......... ............... ...............68
43
Independerl! Contractor...... ... .................................................. --- --------
69
44
All Prior Agreements Superseded.............................................................................69
45 Headings....................................................................................................................6
46Survivabilily+..............................................................................................................69
47 Fair Dealing....................„,...,,,.,..,,.,,.,,.......,.....,..................................,..,., 69
48 Sovoreign Immunity .................... . ............................................................................. 70
49 Construction of Agreement ..,..................................................... . .. .......................70
F)0 Terms Generally... .............................. .................................................... ...... 70
9 Remedies Not Exclusive ........................................ .................. .74
Exhibit KA) Rates for Residential and Commercial CalInctlon Service
Exhibit I(S) Rates for Sup pie mentaI Reside nUaI end CommercialCc] iection SrA.rvice
Exhibit II Procedure for Calculating Adjustments to Residential and Commercial Rates
Exhibit III(A) Service Area Legal Description — Service District I
Exhibit I'll(B) Service Area Legal Description — Service District II
Exhibit all Map of Service Districts I and If
Exhibit V(A) Performance Bond for Franchise Agreement
Exhibit (B) Procedure for Calculating Performance Bond Requiremarkt
Exhibit VI Matwials Acceptance Protocol
Exhibit VII Monthly Residential' Collection Tonnage
Exhibit Vill Collier County Vision, Mission. and Values
vii of vif
Franchise Agreement for
Solid Waste, Recyclable Materials, and Yard Trash
Collection Services
This Franchise Agreement ("Agreement") for Solid Waste, Recyclable Materials, and bard Trash
Collec;tiun Services is made and entered into this day of :;�:t,� , ►` _
2005, by and between Collier County, a political subdivision of the Mate of Florida (hereinafter
referred to as "County"), and Imrnokalee Dispal Company, Inc. (hereinafter referred to as the
"Contractor),
W I T N E S S ETH:
WHEREAS, Sections 125,01(1) and Chapter 403, Florida Statutes, great the Board of County
Commissioners of Collier County (the "Board") the authority to regulate Solid Waste coileck)rl
and disposal services in the County; and
WHEREAS, Chapter 403, Florida Statutes, grants the Board the authority to implement o
comprehensive recycling program; and
WHEREAS, the Contractor has sufficient resources to provide the Collection Services sought by
the County: and
WHEREAS, the Contractor currently provides satisfactory Collection Services for the County
pursuant to another agreement: and
WHEREAS, the County desires to use the Contractor's services and the Contractor desires to
Provide Collection Services, subject to the terms and conditions contained in this Agreement,
and
WHEREAS, the Board finds that granting an exclusive franchise for Ilection ervjue!� is in the
public klterest, and prefects the public health, safety, and general welfare of those to be served
by the Contractor, and that the Contractor should be granted an exclusive franchise for the
Collection Services required by th Is Agreement_
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements
Contained herein, the County and the Contractor mutually undertake, promise and agree for
themselves, their successors and assigns that they shall be bmind by and shall strictly comply
with the following provisions of this Agreement.
1 of 71
I Definitions
For the purposes of this Agreement, the definitions contained in this Section 1 shall apply unless
otherwise specifically stated_ If a word or phrase is not defined in this Section 1, the definition of
such word or phrase in the Code of Laws and Ordinances of Cnlllpr County. I=lorlda, shall appiy,
1.1 Agr-eement: this Franchise Agreement for Solid Waste, Recyclable Materials, and
Ward Trash Collection Servims.
1,2 Agreement Year: twelve (1) consecutive months, beginning on the
Comm enccment Date {Cctober 1, 200 }, and every two Ive (1 ) month thereafter for
the term of this Agreement.
1.3 Applicable Law: any local, state or federal statute, law, ronstftution, charter,
ordinance, judgment, order, decree, permit, rule, regulation, directive, policy.
standard or similar blinding amthority, or a judicial or administrative interpretation of
any of the same, which are in effect or are onaded, adopted, promulgated, issued or
enforced by a governmental body during the term of this Agreement, and relate in
any rnanner to the performance of the C aurity or Ccnti-actor under this Agreement_
1.4 Rack Door Service; the Collection of Solid Waste or Recyclable Materials on a
Residential Custower's property at a location that is not Curbside,
1.5 Biological Waste: those wastes that cause or have the capability of causing disease
or infection including, but not limited to, Biomedical Waste, diseased of dead
animals, and other wastes capable of transmitting pathogens to humans or animals,
This term does not Include human remains that are disposed of by Persons licensed
under Chapter 470, Florida Statutes.
1.6 Biomedical Waste: any solid or liquid waste which may present a threat of infectionf
try humans, including non -liquid tissue, body parts, blood, brood products, and body
fluids from humans and other primates: laboratory and veterinary wastes which
contain human disease -causing agents; and discarded sharps. The following are
also included:
(a) used absorbent materials saturated with blood. blood products, body fluids, or
excretions or secretions contaminated with visible blond;
(b) absorbent materials saturated with hIond or Mood products that have dried; and
(c) nori-absorbent, disposable devices that have been contaminated with blood, or
body fluids or secretions or excretions visibly contaminated with blood, if the devhces
have not been treated by an approved method.
1.7 Board: the Board of County Commissioners of Collier County. Florida.
1.8 Bulk Waste: any large discarded household item that cannot be placed in a
urbsitfe Container because of its size. volume, shape or weight. Bulk Waste
includes, but is not limited to, sofas, tables, sinks, toiler. other fixtures, furniture,
ladders. and caret. Bulk Waste does not inoiude White Coo&, Electronic
Equipmerxt, or Extraordinary Waste.
1.9 Certificate of Occupancy: a document tssued by the Courity mrtifying that a newly
constructed #wilding has been constructed in compliance with County specifications
and is suitable for use-
1 A 0 Collection, the process of picking up. transporting, and dropping off Residential
Waste and Commercial Waste at the Designated Sites; or the process of picking up,
of 71
transporting, and dropping off Exempt Materials at a licensed disposal site or
Recycling Facility.
1.11 Collection Containers: Curbside Containers, Commercial Containers, Recycling
Bins. Recycling Car%, arid/or Commercial Recycling Containers.
1,12 Collection Plan: the document prepared by the Contractor and submitted to the
Director that describes how the Contractor will provide Collection Safvjoe in
accordan a with the provisions of this Agreement.
1-13 Collection Service: Residential Collection Service andlor Commercial Collection
Service.
1-14 Commencement Date: October 1, 2005, which is the date when the Contractor shall
begin providing Residential Collection ery ce and Commarcial Collection Service
pursuant to the regolrements of this Agreement.
3.15 Commercial Collection Servics. (a) the Collection Of COMMerciai Waste from
Commercial Customers; (b) the Collection of Commercial Recyclables, if the
Contractor has a contract with the Commercial Custorner for such service; and (c)
the Collection of Residential Waste from a Person that occupies a Mulb-Family
Residence, uses a OMI-nercial or)tainer, and does not receive Collection Service
at Curbside.
1 16 Commercial Container: a dumpster, roll -off container, compactor, or other
container, except a Roll Cart, that is appruved by the Director for the Collection of
Solid Waste or Recyclable Materials from Commercial Customers.
1.17 Commercial Customer: Any Person that uses the Contractor's services for the
Collection of Commercial Waste.
1.18 Commercial Lawn flare Service: a Person that provides lawn and garden
rrraintenance services for remuneration. This definition includns landscapers-
1.19 Commercial Organics: Organic Waste that is segregated from Commercial Waste
for recycling or otter beneficial uses.
'1.20 Commercial Deal Property: real property located in Service: District II that is not
classified as Residertial Real Property. Commercial Real Property includes property
used primarily for: (a) commercial purposes, such as hotels, motels, stores,
restaurants, theaters, service statioris. and recreational vehicle pans: (b) institutional
purposes, such as governmental offices, churches, hospitals, and schools; and (c)
not -for -profit organi7WIOns. Commercial Beal Property shall not include
commercially zoned property that is used primarily for residential purposes. Vacant
land, not classified as Improved Beal Property, shall be deemed Commercial Beal
Propert -
t.21 Commercial Recyclables: Recyclable Materials generated by Gornmorcial
Customers-
1,22 Commercial Recycling Container: a dumpster, roll -off container, compactor, or
other container, approvttt by the Director for the Collection of Recyclable Materials
From Commercial Gustomers-
1. m Commercial Supplemental Collection Services: services that are provided by the
Contractor to Commercial Customers, but are not included in the Bate for
Commercial Collection ervice-
3of71
1.24 Commendat Waste: Garbage and Rubbish generated upon Commercial Real
Property or Industrial Real Property, Commercial Waste includes Commercial
Recyclables collected from a Customer [hat has a contract with Contractor for the
Collection of such materials,
1.25 Commercial `hard Trash: Yard Trashh generated upon a Commercial ustorner's
Commercial Rea[ Property or Industrial Real Properly. Yard Trash collected by a
Cornmerclal Lawn Care Service is not Cornmercial Yard Trash_
1, 5 Construction and Demolition ( &D) Debris: discarded materials generally
considered to he not water soluble and non -hazardous in nature. including, but not
limited to, steel, glass, brick, concrete. asphalt roofing material, pipe, gypsum
wallboard, and lumber, resulting from the construction, destruction, or renovation of a
structure, and including rocks, soils, free remains, trees, and other vegetative matter
that normally results From land clearing or land development operations For a
construction project,
1-27 Contingency flan: the Contractor's plan for avoiding an interruption in Gollertlon
Service in the event that an emergency or other situation renders the Contractor's
operations yard or equipment unusable,
1,28 Contractor: Irnmokalee Disposal Company, Inc,
1.29 County: dapending on the context, either the unincorporated areas of Collier
County, Florida, or the Collier County government, including its officers. agents and
ernployees.
130 Curbside: a location within three (3) feet of the curb, pavement, or edge of the
nearest street_ If this location is in a drainage ditch, Curbside shall mean a location
adjacent to the Customer's driveway, as close as possible to the nearest roadway.
1.31 Curbside Container: (a) a metal or plastic container with a tight fitting lid, virith two
handles on the sides, and with or without wheels; (b) Roil Carts; and (c) a plastic bag
sufficient in strnngth for handling by the Contractor, provided the bag is closed and
unbroken at the time of Collection.
1.32 Customer: any Person that uses the Contractor's Collection Service under this
Agreement. A Customer shall be a DornmercraI Custom or or Res iden ial Customer.
1.33 Customer Base: the number of Residential Customers andlor Commercial
Customers used in an Agreement Year to establish Rates, charges, or fees under
this Agreement.
l .34 Costomer List: a list compiled by the County of the Residential Customers that are
entitled to Residential Collection Servioa from the Contractor.
1,35 Day: a calendar day. except Sundays and Holidays.
1.36 Department: the County depaftment to which the Manager assigns the responsibility
of administering this Agreement,
1.37 Designated Site(s): any real property or facility designated by the Manager for the
receipt, disposal or processing of Residential Waste, Commercial Waste, Recyclable
Materials, or other materials,
1.38 Director: the Director of the Ccunty's 0cpart ment or the Dire Mi's designee.
1.39 Disaster Debris: debris that is produced or generated by declared, natural or
manmade disasters, and is placed Curbside by Residential Customers, including but
4of71
not limited to Yard Trash. Construction and Demolition Oebris, Bulk Waste, and
White Goods.
1,40 disaster Debris Contract: the contract entered into by the County and a contractor
to provide for the removal, hauling, di8posal, and recycling of Disaster Debris.
1,41 District Manager: the Iverson designated by the Contractor to be the Contrackur's
official representative regarding matters pertaining to this Agreement,
1.42 Dwelling Unit: s room or rooms constituting a separate, independent establlshmenl
with cooking fa6litieslkitchen, a separate entrance, and bathroom facilities, and
physically separated from any other rooms or Dwelling Units which may be in the
same structure or in separate structures. A hotel or motel roam is not a Duelling
Unit.
.1.43 Effective Date: the date when this Agreement is signed and duly executed by the
Board or its designee, which shall occur after the Agreement is signed and duly
executed by the Contractor.
1.44 Electronic Equipment: electronic devices that have been discarded, including, but
not ,lirnftcd to, computers, monitors. televisions, cathode ray tubes, printers,
scanners. Fax machines, and telephones,
1.45 Exempt Materials. materials that are exempt from the Contractor's exclusive
franchise under this AgreemeFIL
1.46 Extraordinary Wastes: wastes that require extraordinary management, including,
but not limited to' abandoned automobiles; boats; tree trunks greater than four (4)
feet in length, four (4) inches in diameter and fifty (64) pounds in weight; dead
animals; agricultural and industrial wastes; Biomedical Waste; Biological Waste;
Radioactive W rite; and Hazardous Waste.
1.47 Fair Market Value. the price for which an item would sell on the open market if put
up for sale, based on comparable sales of similar items.
1.48 Franchise Agreement: the written authority granted by the Board to provide
Collection Services in unincorporated Collier Courity.
1.49 Garbage: all kitchen and table food waste, and animal or vegetative waste that is
attendant with or results from the storag€:, preparation. cooking, or handling of food
materiels,
1.50 Hazardous Waste. Solid Waste. or a combination of Solid Wastes, which because
of its quantity, concentration, chemical or physical charaUeristics, may cause or
significantly oontribute to are increase in mortailty or an increase in serious
Irreversible or incapacitating reversible illness or may pose a substantial present or
potential hazard to Duman health or the environment when improperly transported,
disposed of, treated, or otherwise managed, Hazardous Waste includes any
material or substance identified as a hazardous waste or hazardous substance in the
Florida AdMirristrative Code, Florida Statutes, or other Applicable Law,
1.51 Holiday: Independence Day, Thanksgiving Day, Chrfstrnas Day, and any other
holiday approved by the Director_
1.62 Improved Real Property: any cleared, graded or drained real property upon which a
building or structure is erected and occupied or capable of being occupied (i.e., a
County Certificate of Occupancy has been issued) for residential, commercial,
institutional or industrial use. Improved Real Property includes but is not limited to
5of71
recreational vehicle park lots rontained within parks designated as mobile home
parks by the County Hearth Department.
1.53 industrial Real Property, reel property, not classified as Residential Real Property,
where a Person is engaged in manufacturing, or processing raw materials, or altedrtg
or mcdifying a product for the purpose of producing a usable or finished product, and
such Person generates Solid Waste as a by-product of their activities,
1.54 Land Clearing Debris: the uprooted trees, bushes, vegetation, and other
abaridoried materials resulting from a land clearing opera#ion.
1 Z5 Legitimate Complaint: any ccmpfaint where the Director determines that the
applicable requiremcrits of this Agreement concerning the Set Out and Collection of
Solid Waste, Program Recyclables, or Yard Trash were satisfied by the Customer,
but not the Contractor.
1.56 Load. arty material, including but not limited to Solid taste and Program
Recyclables, that is collected in Contractor's vehicle or transported from one location
to another by Contractor's vehicle,
1.57 Manager: the County Manager of Collier County, Florida, or the Managers
designee,
1.58 Materials Acceptance Protocol (MAP): the docurnents identifying the Program
Recyclables to be collected and transported tinder this Agreement, as well as
standards that govern the Set Out and Collection of Prograrn Recyclable5. The MAP
is ccrite inad in Exhibit 11h.
1.59 Materials Reiaovery Facility (MPF): a Solid Waste- management facility that
provides for the extraction frorn Solid Waste of Recyclable Materials, materials
suitable- for use as a feet car soil amendment, ar any Cornbination of such materials.
1.60 Missed Collection: any occasion when the Contractor does not provide Collerlfon
Service to a Customer In accordance with the provisions of this Agrenmen t,
1,61 Multi -Family Residence: a group of three or more Dwelling Unfts within a single
building, attarhed sine -by -side or one above another, wherein each Dwelling Unit is
individually owned or leased on land which is under common or single ownership,
1.62 Nan -Collection Notice: a durable tag or sticker placed on a container or material
that has not been Set Out for Collection by a Customer in accordance with the
requirements of this Agreement_
1,63 Nor, -Conforming Material, any material that is Set Out for Collection in a Re yclhng
Container, but is not a Recyclable Material,
1.64 Non-Prograrn Recyctables: Recyclable Materials that are not Program
Recyclables, but are segregated from otiler materials in the Waste Strearrt_
1.65 Ordinance(s). the Code of Laws and Ordinances of Cep€ller County, Florida.
1.56 Organic Waste: Garbage other similar putrescible Solid Waste, including source
separated food waste and food -soiled paper, Organic Waste does not include Yard
Trash,
1.67 OSHA: the Or-cupational Safety and Health Act, as amended, and all implementing
reguJations.
6Cf71
1,66 Performance Bond: the bond provided by the Contractor to the County to secure
the Contractor's performance under this Agreement,
1.619 Person: any and all persons, natural' or artificial, including any individual, firm,
partnership, joint venture, or other associatlon. however organized; any municipal or
private corporation organized or existing under the Caws of the State of Florida Or any
other state; any county or municipality; and any governmental agency of any state or
the federal government.
1.70 Premises: Improved Real Property.
1.71 Private Hauler: any Person engaged in the business of collecting and transporting
ornrnercW Recyclables.
1.72 Program Recyclables. Recyclable Materials that have been designated by the
Donrd for Collectlon from Residential and/or Commercial Customers, and are
segregated from other materials [n the Waste Stree m.
1.73 Radioactive Waste. any equipment or materials that are radioactive or have
radioactive con tarnir1ation, and are required by law to be stored, treated, or disposed
of as radioactive waste_
1.74 Rates: Board -approved amounts to be charged for Residential Colfection Service,
Residential Supplemental Collection Service, Commercial Collection Service, and
Commercial Supplemental Collection Service,
1.75 Recovers ed Material: metal. paper, grass, plastic, textile, or rubber materials that
have known recycling potential, can be feasibly recycled, and have been diverted
and source separated or have been removed from the Waste Stream for sale, use,
or reuse as raw materials, whether or not the materials require subsequent
processing or separation from each other, but does not include rnaterials destined for
any use that constitutes disposal_ Recovered Materials as described above are not
Solid Waste_ recovered Material does not include any material or substance that
does not fit within one of the six categories described in this definition (rtietal, paper,
glass, plastic, textile, or rubber).
1.76 Recovered Materials Processing Facitity (RMPF): a facility engaged sciely in the
storage, processing, resaie, or reuse of kecovered Materiels,
1.77 Recyclable Materials: materials which are capable of being recycled and which
would otherwise be processed nr disposed of as Solid Waste. This term
encompasses Program RecyclabJes and Non -Program Recyclables.
1 78 Recycling Bin: eighteen (18) galfun green bins, hot -stamped or stenciled with
information approved by the alrector. and used for the Collection of Program
Recyclables from Resideri(W Customers.
1-71) Recycling Cart: o heavy-duty plastic container that is mounted on two wheels,
complies with the specifications in Section 10.3 herein, and is used for the Collection
of Recyclable Material's.
1.80 Recycling Containes-: afiy container approved by the Director for the Collection of
Program Recyclabtes, including but not Irmited to Recycling Bias, Recycling Carts
and ommerciai Recycling Containers,
1.81 Recycling Facility: any facility that recycles discarded materials, including, but not
limited to any MRF, RMPI=, buy-back center, drop-off center (permanent or mobile),
and Recyclable Materials processing facility.
7 of 71
1.82 Recycling Program: all aspects of the ounty's program for the Collection.
transportation, process€rig, Marketing and handling of Recyclable Materials, including
educaflonal activities, technical projects, compliance monitoring, and enforcernen€_
1.8 Rejects: non -Recyclable Materials, other than Residue, that are collected by the
Contractor with Recyclable Materials.
1.84 Residential Collection Service: the Collection of Residential Warta from
Residential Customer's,
1.8 x Residential Customer: a Person who occupies Residential Real Property located
within the untractor's Service ❑istrrct, Residential Customer's Include those
Customers that occupy a Multi -Family Residence and receive Commercial Collection
Service.
1_80 Residential Program Recyclables: Program Recyclable-, generated by Residential
Customers,
1.87 Residential Real Prop": Improved Real Property that is located in Service
District II and used for res [den tiat purposes, including, but not Itmlted to- single family
residences; duplex apartments; apartment buildings; recreational vehicle lots
contained vwithln mobile home parks, recreational vehicles; mobtie homes;
condo rminiuin units; cooperatives established pursuant to Chapter 719, Florida
Statutes; time-share apartments,, leased residential Premises of the classes
described above, whether occupied or not; and Premises occupied as a residence
located in or upon commercially zoned real property: provided, however, that where
property is used excluslvely as a recreational vehicle park, as defined in Sectinn
513_01{10}, Florida Statutes, such property shalt he deemed Commercial Real
Property,
1,88 Residential Supplernentai Collection Services: any service provided to a
Residential Customer by the Coniracter that is not included ire the Residentlat
Collection Service funded by the aunty's Special Assessmerjt and provided to all
Residential Customers pursuant to Section 7.1 of this Agreement,
1,89 Residential Waste: Garbage, Rubbish, bard Trash, Program Recyclable-,, Bulk
Waste, aird White Gnads generated by a Residential Customer upon theCustomer's
Residential Real Property.
190 Residential Yard Trash: Yard Trash that is generated upon a Residential
astorner's Resrdential Real Property. Yard Trash rolleaed by a Commercial Lawn
Care Service is riot Residential Yard Trash.
'1.91 Residue: the portion of the Recyclable Materials accepted at a Recycling Facility
that is not converted to Recovered Materials due to spoilage, breakage,
cohtarnination, or transportatiun or processing inefficiencies. Residue does not
include Rejects.
1.92 Roll wart: a heavy-duty plastic container that is mounted can two wheials. complies
with the specificatioi7s ill Section 10_3 herein, and is used for the Collection of
Garbage and Rubbish-
1.93 Rubbish, waste rrlaterials, other than Garbage, resulting front normal housekeeping
activities on Residential Reai Properly and Commercial Real Property. Rubbish
includes but is not limited to discarded trash, paper, plastic:, battles. cans and similar
materials.
8of71
1.94 Service Area: the combined areas of Service Districts I and ll_
1. 5 Service District t: the unincorporated area of the County that will receive Solid
Waste Collection Service from a Person other than the Contractor. Service District I
encompasses the area that is described in Exhibit III(A) and depicted in Exhibit IV.
1.96 Service Distrtet IL the unincorporated area of the County that will receive Solid
Waste Collection Service from the Contractor pursuant to this Agreement_ Service
District II is described in Exhibit III(B) and depictpd ire E xhibit iV-
1,97 Set Out: the proper preparation and piacernent of Solld Waste and Program
Res yclables for Collection at a ustorner's Premises, in accordance with the
requirements in this Agreement and the County's Ordinances.
1.98Sludge: the accumulated solids, residues, and precipitates generated as a result of
waste treatment or processing, including wastewater tmatrnent, water Supply
treatment, or operation of an air pollution control facility, and mixed liquids and solids
purnped from septic Wriks, grease traps, privies, or similar waste disposal
appurtenances.
1A9 Solid Waste; Sludge unregulated under the federal Clean Water Act or Clean Air
Act, Sludge from a waste treatment worms, water supply treatment plant, or air
pollution control facility. or arb;ige, Rubbish, refuse, Special Waste, or other
discarded material, including solid, liquid, semi -solid, or contained gaseous material
resulting from domestic, industrial, commercial, mining, agricultural or governmental
uperaticns. Solid Waste includes but is not limited to Biological Waste, Biomedical
Waste, Bulk Waste. C&D Debris, Commercial 'Waste, Disastef Debris, Electronic
Equipment, Garbage, Hazardous Waste, Land Clearing Debris, Organic Waste,
Radioactive Waste, Recyclable Materials {until they are recycled). Rejects,
Residential Waste, Residue, Rubbish, Special Waste, Tires, White Goods and Yard
Trash,
1.100 Special Assessment. the non -ad valorem assessment that is tevied upon certain
real property in unincorporated Collier County and used to provide funding for the
ounty's Solid Waste management program_
1.101 Special Waste: Solid Waste that tan require special handling and management,
including, but not limited to, White Goods, Tires, used viE. Dead -acid batteries,
Construction and Demolition Debris, ash residue, Yard Trash. Biological Waste,
Hazardous Waste. and Biomedical Waste.
1-102 Supplemental Collection Service: Residential Supplemental Collection Service
and Commercial' Supplemental Collection Service_
1.103 Tipping Fee: the fee charged for the disposal or processing of Solid Waste or
Recyclable Materials at a Designated Sites.
1.1 p4 Tires: discarded automotive tires, including rims, but excluding tires that exceed 25
inures in diameter.
1.105 Transition Period: the period of time between the Effective Date and the
orrrmencernent Date_
1_106 Transition Plan: a document describing in detail the activities that will be
undertaken and the schedule that will be followed to successfully implement the
Contractor's Colleotion Service under this Agreement on the Commencement Date.
9 of 71
1,107 Unintentional Damage: damage caused to containers by an act unlikely, in normal
circumstances. to result in said damage. Unintentional Damage includes but is not
limited to cases where the wheels of a container fall off or break when the rontainer
is handled in the same manner as other containers of the same type.
1.108 Waste Stream: Garbage, Rubbishy, Recyclable Materials, Yard Trash, Construction
and Demolition Debris, and other types of Solid Waste,
1.109 White Goods: largo discarded appliances, including but not limited to, refrigerators,
ranges, washing machines, clothes dryers, water heaters, freezers. microwave
ovens, and air conditioners.
.110 Yard Trash: vegetative matter resulting from landsc.9ping rnaIntenance, including,
but not limited to shrub and tree trimmings, grass clippings. palm fronds, branches
and stumps. However, sur h items shall not be considered Yard Trash if they are
collected by a Commercial Lawn Care Service-
2 Exclusive Franchise and Term
.1 Exclusive Franchise Granted
Subject to the conditions and limltations contained in this Agreement, the Contractor
is hereby granted an exclusive franchise to provide Residential Goillection ervick-
and Commercial Collection Service within Service District Il, No other services shall
be excluFive to the Contractor under this Agreement_ Among ether things, the
Contractor's franchise does not include Collection of ttie Exempt Materials identified
in Section 5.18 of this Agfeement-
2.2 Term of Franchise Agreement
This Agreement shall take effect and be binding upon the parties from the Effective
Date until terminated. The Coritractorrs Collection Service under this Agreement
shall commence on October 1, 2005, which is the COMMeric:.ement Date. The term
of this Agreement shall be eight (8) years, beginning on the Commencement Date
and ending at 11;50 pro on September 30, 2013, unless this Agreement is
terminated earlier or extended,
.3 Renewal Option
This Agreement may be renewed by the County for two {} additional terms of seven
(7) years each, unless the Contractor gives written notice to the Manager that the
Contractor is rlpt willing to renew this Agreement and such notice it; delivered at least
two () years before the axpiration of the then current term of this Agreement.
A Terplination of Collection Service UnderExisting A reement
The Ccntractor currently provides services to the County pursuant to a Solid Waste
Collection Servire Agreement ("Existing Agreement") dated September 11, 1990, as
amended. The Existing Agreement provides that it shall terminate on September 30.
2006. Notwithstanding ale provisions in the Existing Agreement, the Contfactor and
County agree that theContractor's obli0ation to provide Collection Service under the
Existing Agreement shall terminate on October 1, 2005. Thereafter, the Cofitractor
shall provide Collection 3ervice in accordance with the terms and conditions
contained in this Agreement,
10 of 71
3 Agreement Documents
3-1 Agreement Documents
The Agreement document's, which comprise the entire Agreement between the
County and Contractor, shall be attached to this Agreement and made a part hereof.
On the Effective Date, the Agreement documents shall consist of the following-
* This Agreement
+ The Exhibits to this Agreement: Exhibit I through Exhibit V1ll
Thereafter. the Agreement shall be supplemented with the following,
* The Performance Bond and Insuranoe Certificates
• Any amendments to this Agreement that are approved by the Board and
Contractor
There are no Agreement documents other than thosia listed move,
3.2 Conflicts Between Agreement Dgcuments
In the event of a conflict between this Agreement and the provisions of any exhlbit,
the provision of this Agreement shall control-
4 Service District
During the term of this Agreement, the Cuntrautor small provide Coltection Service to all
Customers within Service District II. The legal descriptions of Service Districts I and II are
provided in Exhibits Ill(A) and III(B), respectively, A map of the Service DistrIcts is provided
in Exhibit IV.
5 General Provisions
5.1 County Vision Ussion and Value Statements
Contractor agrees to uphold and prornote the Vision. Mission, and Value Statements
of Collier County, which are contained in Exhibit VI11.
5.2 General aoscription of Collection Services
5,21 Except as otherwise provided herein, Contractor shall provide Collection
Serrice for all of the Residential Waste and Commercial Waste generated
by each Customer in Service District II.
5. .2 Except as otherwise provided herein, all Improved Real Property within
Service District 11 shall reoeive either Residential Collection Bervlc Or
Commercial CoHec#ion Service.
5,2,3 Contractor shall deliver all of the Residential Waste and Commercial Waste
collected pursuant to this Agreement to the Designated Sites, in compliance
with the requirernerlls of this Agreement and the Ordinance.
5.3 Transition Prior -to Q )firi 7lencement Date
Contractor is responsible for ensuring a smooth transition in the CollecLiun Service
provided to Residentisi Customers and Commercial Customers on the
'1 1 of 71
Commencement Date- No later than March 15, 2005, Contractor shall submit to the
Director a Transition Plan that contains a detailed description of haw the Contrqctor
will plan and prepare for the provision of Collection Service under this Agreement.
The Transition flan is subject to the approval of the Director, At a minimum,
Contractor musk address the following specific performance requiramants in the
Transition Plan and accoar piish them according to the following deadlines:
By April 1, 2005 Contractor and County shall hold the first Transitions
Planning Meeting.
By May 1, 2005 Contractor shall provide to the Director a Collection Plan,
which shall be subject to the approval' of the Director.
By June 15, 2005 [contractor shall provide the Director with a revised
Collection Plan, it necessary.
By July 1, 2005 Contractor shall' subunit to the Drrector documentation
demonstrating that all necessary vehicles, equipment, and
containers have been ordered and wili be delivered to
Contractor's equipment yard no later than August 1, 2005.
By July 15, 2005 Contractor and County shall hold the second TraFISWorr
Planning Meeting -
By August 1, 2005 Contractor shall provide the Director wJ#h a Contingency
Plan -
Fay September 1, Contractor shall provide to the Director a written safety
2005 plan covering all aspects of Contractors operations under
this Agreement.
By September 10, Contractor shall confirm in writing to the Director that all of
2005 the vehicles and containers necessary to provide Collection
ervlre have been delivered to Contractor's equipment
yard -
By September 15, Contractor shall confirm in writing to the director that all of
2005 the vehicles neces;ary to provide Collection ervlcre have
been registered, licensed, and tagged, and otherwise are
ready to perform in compliance with the requirements of
this Agreement.
By September 15, Contractor shall provide the Director with a vehicle and
2006 Pgnilpment list, which shall identify the make, type, year,
license number, and identification number for each vehicle.
At least 2 weeks prior Contractor shall deliverCounty-approved brochures or
to Commencement other informational materials to Residential and
Date Commercial Customers, informing them aboal the
Contractor's Collection Service and collection schedules.
12 of 71
5.4 Transition Prior to Expiration of this Agreement
5,4,1 Should the County choose riot to exercise the renewal options of this
Agreement or should no renewal options remain, the County anticipates
awarding a new agreement at least six (6) months prior to the expiration of
this Agreement_ In the event a new agreement has not been awarded
within such time frame, Contractor shall. provide Collection Service to the
County for an additional ninety (90) days after the expiration of this
Agreement, at the then established Rates, if the County requests said
service.
5,4.2 Contractor shall allow the County's newly selected franchise hauler(s) to
purchase, or rent for up to ninety (90) days, Contractor's Commercial
Containers. The purchase price and/or rental fee shall be negotiated,
5.4_3 Prior to the expiration of this Agreement. Contractor shall work with the
County grid the newer solectcif franchise hauler(s) to ensure a smooth
transition period with no interruption or reduction of servirA. The Contractor
shall comply witki the fallowing performance requirements and deadlines,
180 days prior to Provide to the Director and the selected franchisee a Commercial
exp€ration of Container inventory, in a format acceptable to the County. that
Agreement includes each cantoiner's location (street address), capacity,
identification number, collection frequency, Customer name,
ustorner contact information, and whetter the Container is
owned by the Customer or the Contractor. Thereafter, the
Contractor shall not rrplacp or exchange any Contractor -awned
containers listed in the Commercial Container inventory, without
the Director's approval,
150 days prior to Attend a coordination meeting with the selected franchisee and
expiration of the County. At the coordination meeting, the Contractor shall
Agreement provide a list of Contractor-o necl wntainers that may be
purchased by the selected franchisor_
1 0 days prior to Work with the selected franchisee(s) to develop a mutually
expiration of agreeable schedule for remGval of Contractor -owned Commercial
Agreement Containers and placement of the selected franchisee's containers.
The schedule shall ensure no interruptlon in Cofleotion Service,
30 days prior to Implement the schedule in cooperation with the selected
expiration of franchisee.
Agreement
5.4.4 Prior to the expiration of this Agreement, the County may purchase the Roil
Carts, Recycling Bins, Recycling Carts, Commercial Containers and/or
Commercial Recycling Goritainprs. provided by the Contractor under this
Agreement. The County shall pay the Fair (Market Value for any containers
that the County wishes to purchase from the Contractor.
5.5 Hours and Days of Colilaotion Service
5.5.1 Contractor shall not provide Residential Collection Service- }prior to 6,00
a. rn. or after 6 :00 p.m., unless otherwise authorized by (lie L irector.
13 of 71
5.5.2 Convactor shall not provide Commercial Collection Service for Commercial
Custom;ers located within two hundred (200) finet of Residentbi Real
Property prior to 6,60 a-m_ or after 6:00 p.m.. unless othcrWse authorized
by the Director, Contractor may provide Commercial Service at other
Ivcations at any reasonable time, subject to the Director's approval.
5.5,E Collection Service shall be provided by the Contractor on Monday through
Saturday, except Holidays, or as other ise authorized by the Director.
5.5.4 Contractor shall not be required to provide Collection Service on days that
the Designated Site is closed.
5.6 Routes and Schedules
Contractor shall establish Collection routes and schedules that satisfy the Collection
Service requirements of this Agreement and maximize the efficiency of the
Contractor's operation. Contractor shall submit its propu5ed CollecLon routes and
schedules to the Director as part of the Contractor's Collection Plan. To the extent
practicable, Contractor shalt ensure that the Collection Plan minimizes the changes
to existing Collection routes. Contractor's proposed Collection routes and schedules
shall be subject to the Director's approval, Contractor shall provide Collection
Service in accordance with the ;approved routes and schedules in the Collection
Plan_
5.7 Changes to Routes and Schedules
5.7.1 After the Commencement Date, Contractor shall not change a Collection
route, a Collection schadule, or the method of providing Colicction Service
until the Contractor weives the Director's approval, Contractor shall submit
to the Director a description of all proposed route, schedule. and
operational ch wages at least thirty (30) days prior to implel'Rentatiorl of such
changes, unless an alternate notification deadline is approvod by the
Director_
.7,2 Contractor shall notify all affected Customers in writing regarding any
approved changes in the Contractor's schedule or method of providing
CollectionService- The notice shall be delivered at least two (2) weeks
prior to such charigp, sinless a different schedule is authorized harMn or by
the Director.
6.7.3 Contractor shall inform the Director of any event that will cause delays In
the daily Collection schedule (e.g., disabled trucks, accidents, or shortage
of staff] within two (2) hours of the event.
5.8 Addition of hte Customers to Customer List
5.8.1 At least thiirt (30) Days before the Commencement Date, the Contractor
shalt obtain and review the ounty's Customer List and verify that the
Customer List is accurate and oor ipiete. The Customer List shall be
prepared by the Cuunty, based on the list that is used by the County for the
collection of the aunty's Special Assessment. The Contractor shall work
with the County to ensure that the Customer List is accurate at all times_
The parties shall promptly notify each other of any Customers that should
be added to or deleted from the Customer List,
5.8-2 The County shall revise its Customer List and shall notify the Contractor
promptly after a new Certificate of Occupancy is issued by the County for
14of71
Improved Real Property In Service District 11. Contractor shall provide
Collection Service to each new Residential Customer when the Customer
places its Solid Waste at Curbside.
.8.3 The Contractor shall terminate its Residential' Collection Service within We
(5) Days after the Director provides the Contractor wllfh the name and
address of a Customer has been deleted from the Customer List.
5-8.4 Contractor shall provide Collection Service to Customers located in areas
that are added to the Contractor's Service District during the term of this
Agreement,
5,5 Holidays
5--1 Contractor shall not be required to provide Collection Service on Holidays.
5.9.2 When the scheduled Day for Collection Service for a Commercial
Customer is a Holiday, the Contractor snarl provide Collection Service to
the Commercial Customer on the Day before the Hollday, if such service is
requested by the Commercfal Customer, or the Contractor shall provide
Colfecticn Service to the Commercial Customer on the next Day following
the Holiday,
5,10 General Collection Procedures
,10.1 Contractor shall thoroughly empty Collection Containers and return them in
are upright position to the location where they were placed by the Customer,
5AU Contractor shall handle Collection Containers carefully and in a manner to
prevent damage.
5.10.3 Contractor shall provide Collcction Service with as little noise and
disturbance as possible.
5_I I MWrin Loads pf Materials
5.11.1 Contractor shall not combine Loads of Solid Waste or other rnateriais
collected pursuant to this Agreement with Loads of Solid Waste or curer
rnatefaals collected outside of the Contractor's Service District, without the
prior written approval of the director,
5.11. Daring the Collection process, earth one of the following materials shall be
handled separately by the Contractor, and shall riot be cornNned with clay
other type cf material, without the Director's prior approval, *hard Trash;
Program Recyclablris; Bulk Waste: White Goods. Electronic Equipment;
Tlree: or any other materials that are to be handled separately under this
Agreement.
&11.3 Contractor shall not combine Program Recyclables with any other material_
,11 A Contractor shall not cornbifle Residential Waste with Csorrmmercial Waste, or
Residential Prugfam Recyclables with Commercial fie yclables, without the
Director's prior written approval. Al: the sale discretion of the County,
combining such materlals may be considered in instances where this
practice will result in savings to the Customer or County. In such cases, the
Contractor shall file a petition with the Director, describing the specific
procedures that will be estahlished to properly account for the mixed
materials. Unless the Director approves an alternate procedure. the
15 of 71
Contractor shall pay the Tipping Fee for Residential Waste when
Commercial Waste is mixed with Residential waste, and the Contractor
shall pay the Tipping Fee for Commercial Waste when Residential Waste is
mixed with Commercial Waste.
5.12 Non -Collection Procedures
5.12.1 Contractor is not required to collect Solid Waste. Program Recyclables, or
ether meteria15 that have not been Set Out for Collection by a Customer in
accordarice with Section 6 and the other provlslons of this Agreement. If
such materials are not collected, Contractor shall immediately place a Non -
Collection Notice on the WntainGr or Non -Conforming Materials. If the
Contractor does not place a Non -Collection Notice on the container or
materiel, the Director may require the Contractor to return pmrnptly and
collect the rnaterials. If the Director notifies the Contractor before 12 p-m-
(noon), the Collection shall be completed before the end of the Day. If the
Director notifies the Contractor after noon, the Collection shall be
completed before neon on the next Day.
5.1 Z2 ContraCtOF Js responsible for visually inspecting each Custonjers Recycling
Containers to determine whether they mniain Non -Conforming Materials,
Non -Program Recyclables, and/or excessively contaminated Recyclable
Matnriale, Contractor shall leave Non -Conforming Material, Ikon -program
Recyclables, and excessively Contaminated rec clabins in the Recycting
ounteiner, and shall immedlately place s Non -Collection Notice on the
Container explaining why the material was rejectpd_
5-12,3 in the event a Commercial Container or Commercial Recycling Container is
overfilled and cannot be safely dumped, the Contra�;Lur shall immediately
place a Non -Collection Notice on the container, notify Ilse Cu5burner. and
reschedule service. Reschcduling shall be considered a Supplemental
Collection Service, which can be arranged between the ontractof and the
Customer for an additiof1aI fee. The fec is set forth in Exhibit 1(B)-
5-1 ,4 Contractor shall refuse to collect Solid Waste from a Customer if the
Contraul:or believes that the Solid Waste cc otains Hazardous, Radioantive,
or Siorrmeftal Waste. If the Contractor believes a Customer is depositing
such waste for Collet#ion, (lie Contmclor shall place afelon-Collection
Notice on the container, take photographs of the improper waste (if
passible), and immediately notify the Director- If the generator of such
waste is unknown, the Contractor shall work with the Director to identify the
generator of such waste,
5.12.5 If a Commercial Container or Commercial Recycling Container is
temporarily inacressible or blocked, the Contractor shall promptly (i.e-,
within two hours) notify the Gustorner by telephone concerning the
Contractor's inability to provide Collection Service. The Contractor shall
offer to provide Collection Service later in the same Day, whenever
feasible, The Contractor also shall notify the Director by telephone or by
electronic (nail, before the end of the Day. The Contractor shall provide
service on the Customer's next regular Collection Day. unless a special
Collection is arranged for an earlier time. Special Collection times can be
arranged with the Contractor for an additional fee, which is set forth in
Exhibit J($),
16 of 71
5,1 .6 The design and content of the Non -Collection Notice(s) used by the
Corltractor shalt be subject to the approval of the Director, At a minimum,
Non -Collection Notices shall provide the following information; the
Contractor's reason for not providing Collection Service; information that
will allow the Customer 11.0 correct the problem, and a County te[ephone
nurnber for any further questions.
5,13 Missed Collection Procedures
Upon notificatlon by the Director of a Legitimate Complaint regarding a Missed
Collection, the Contractor shall prGmptly return to the Customer's Pramfses and
collect all properly prepared Solid Waste and Program Recyclabtes. If the Director
notifies the Contractor before 12 p.m. (noon), the Collection shall be completed
before (lie end of the Day. If the Director notifies the Contractor after noon, the
Calleotfon shall be completed before none on the next Day,
5.14 Protection of Private and Public .Pro e
5.14_1 Contractor's employees shall not trespass on private property for any
reason (e,g., to access an adjacent property), unless the resident or owner
of said property has given permissfon.
5.14.2 Contractor's employees shall take care to prevent damage to public and
private roadways and property, including flowers, shrubs, and oilier
Plantings.
5.14.3 Contractor shall be responsible For all costs associated with the repair or
replacement of property that has been damaged by the Contractor's
equipment. employees or agents. The Contractor shall promptly investigate
and respond to any claim concerning property damage:_ It the Director
notifies the Contractor before 12 p.m. (noon) concerning any such damage.
the Contractor shall investigate and respond to the Director before the and
of the flay_ If Lhe Director notifies the Contractor after noon, the Contractor
shall investigate and respond to the Director before noon on the next Day.
Contractor shall promptly rf;pair any darrrage, at its sale expense, with[n
#brae () Days, uriless the Contractor requests and the Director grants
approval of an extension of timo_ The County's approval shell riot be
unreasonably withheld. Any disputes Concerning the Contractor's
obIigatlons for the repair of damagas Gha11 be resolved by the Director.
5 A 5 Access to Streets and Collection Containers
515.1 Contractor's vehicles shall' not wireasonably interfere with vehicular ar
pedestrian traffo. Contractor's vehicles shall not be left standing on streets
and alleys unattended.
5.15-2 If ttie Contractor carrnat provide Collection Service to a Customer because
a public or private street is temporarily closed to vehicular traffic, Contractor
shell notify the Director within two () fours and shall return within twenty-
four (24) hours to service Customers located an the street. if at that time
the street is stall temporarily closed, Contractor, shall provide Coifei�;tian
Service to the Custamer(s) on the next regularly scheduled Collection Day.
5.15.3 The County reserves the rfcght to deny the Contractor's vehicles access to
certain streets, alleys and roadways where the County determines it is In
the public's best interest. The County shal[ provide the Contractor with
17 of 71
reasonable notice of such access denial so that the County's action does
riot interfere unduly with tine Contractor's normal operation,
5.15.4 The Contractor shall use suilable vehicles and equipment, as necessary, to
provide Collection Service on dead-end streets. The Contractor's vehicles
shalt not enter or drive upon any private driveways or Premises, to turn
around or for any other purpose, and Contractor shall repair any darnage it
causes to such areas, pursuant to Section 5.14.3, above. However, if the
use of a private driveway is authorized iri writing by the Director, the County
Shall be responsible for the repair of such driveway, provided that
Contractor uses the driveway in compliance with any wilditions and
limitations contained in the Director's authorization.
5,15.5 if access to a street, alley, or public or private way becomes impassable or
If access is decried. Contractor shall work with the County and the Customer
to determine a mutually acceptable ]ocation For the Collection of Residential
Waste or Commercial Waste. If a mutual agreement cannot he reached,
Col lectloil shall be from the nearest public way that is accessible by the
Collection vehicle, or other locat#on specified by the Director.
5_15.6 tr the Contractor encounters Customers or situations that prevent or hinder
the Contractor from gaining access needed to provide the Collection
Service required in this Agreement, the Contractor shall mport such cases
to the Director.
5_16 Designated Sites
5,161 Contractor shall deliver all of the Solid Waste collected under this
Agreement to the Designated Site, unless the Director approve the use of
a different Solid Waste management facility_ The Designated Site for Solid
Waste is the Immokalee Landfill.
5.16,2 Contractor shall abide by any applicable requirements conceming the
delivery of materials to the Designated Site(s).
5.1 .3 Unless instructed otherwise by the Director, the Contractor shalt segregate
and separately dispose of Garbage, White Goods. Tires, I'ead-acid
batteries, Bulk Waste, and bard Trash at designated areas of the
Irnmokelee Landfill_ The Contractor snail not pay a Tipping Fee for the
disposal of these materials at the Immokalee Landfill if such materials were
collected from thO Contractor's Residential Customers under this
Agreement.
5.16.4 The Contractor may daiiver materials to the Immokalee Landfill during the
following hours of operatiton;
[Jesionated Disposal
Site:
Irnmokailee Landfill
Hours of Delivery: _
8'00 a,M_ to 5:00 p.m., Mond
Latur;aal
5_16_5 Program Recyclables, Recovered Materials, and Electronic Equipment
collected under this Agreement shall be delivered by the Contractor to the
[Designated Sites for such materials. The Designated Sites for Program
Reoyclabfes, Recovered Materials, and EleCtronic Equipment shall include
all properly licensed Recycling Facilities, subject to the Director's approval.
18 of 71
5.17 0i1laae and Litter
5,17.1 Contractor shall not cause or allow any Solid Waste or other material to be
spilled, release, or otherwise dispersed in the County as a result of the
Contractor's activities under this Agreement_ When hauling or transporting
any material over public roads in the County, the Contractor shall ose a
covered or enclosed vehicle or other device that prevents the material from
falling, blowing, or otherwise escaping from the vehicle.
5.17.2 If Solid Waste, Recyclable Materials, or any ogler metertal escapes tram or
is scattered by Contractor's vehicle for any reason, Contractor shall
immediately pick up such material.
5.17,3 Contractor shall immediately pick up any spillage from Collection
Containers caused by the Contractor, Overloaded Commercial Containers
shall not be considered spillage by the Contractor.
5.17.4 Contractor's vehicles shall not release or cause litter in violation of the
"Florida Litter Law", Section 403_41 , Florida Statutes, or the County's
Ordinance_ If Solid Waste, Recyclable Materials, or other litter is released
or falls from Contractor's vehicle for any reason, the Contractor shall
immediately stop the vehicle and retrieve the litter_ Failure to do so shall be
Considered a violation of the Florida Litter Law and this Agreement.
5,17.5 The Contractor shall immediately clean up any oil or hydraulic fluid that
leaks or spills from Contractor's vehicles. tf the Director notifies the
Contractor before 12 p.m_ (noon) concerning any leaks or spills, the
cantractor shall complete its clean-up activities before the end of the Day.
lF the Director notifies the Contractor after noon, the CDfllraCtor shall
complete its clean-up before noon oil the next Day_ The Contractor also
shall repair any associated damage, pursuant to Section 5.14.3, above.
5.18 Exern t Materials
The following types of Exempt Matedsls afe not subject to the Cor14�1cta1'S exclusive
franchise under this Agreement. These Exempt Materials may btn collected and
taken to a lioensed disposal site or Recycling FacilJty by the yawner or occupant of the
PreMiSeS, or the Er agent, at the owner's or occupant's expense.
5A8,1 Land Clearing Debris.
5.1&2 Construction and Demolition Debris.
5.18.3 Trash and debris associated with farming operations.
5.18.4 Extraordinary, Hazardous, Biomedical. and Radioactive Waste.
,18.5 Wrecked, scrapped, ruined or dlamantled motor vehicles, or motor vehicle
parts, including used oil, Tires, and batteries.
5,18.5 Recyclable Materials generated by a Commercial Customer, provided the
materials are subjected to a recycling process, and the Commercial
Customer reports to the Director, upon request, about the disposition of the
Recyclable Materials.
.18.7 Von -Program Recyclable,; generated and separated from the Waste
Stream by Residential Cutitomers.
5.18.8 Solid Waste wid by-products resulting from an industrial process.
19 of 71
5,18,9 Solid Waste and Recyclable Materials generated in the incorporated areas
of Collier County.
5,18.10 Sludge_
5.18.11 Liquid, semisolid. or oontained gaseous material resulting from domestic.
Indus#vial, commercial, mining, agricultural, or govemmental operations.
5.18_12 Commercial rganics_
5.18A3 Yard Trash generated on Conirriercial Real Property,
5.18,14 Materials and wastes similar to those listed above, when designated by the
Director.
5.19 Safety Pro rails
5.19.1 The Contractor shall develop, implement and maintain a written safety plan
for all of its operations under this Agreement, as required by OSHA and
other Applicable Laws, A written copy and an electronic copy of the safety
plan shall be provided to the Dimctor. The Contractor shall comply with its
safety plan at all times.
5.19-2 The Contractor shall appoint an employee who is qualified and authoilzed,
as defined by OSHA, to supervise and enforce safety compliance.
5.19.3 The Cantraotar shall provide routine safety training to its employees, in
compliance with 05HA and all Applioable Laws. Refresher courses and
supplemental training shall be provided as necessary. Documentation of
the Contractor's training prograrns, and suCces full' training of each
employee, shall be maintained on file and shall be provided to the Diroctcr
upon request.
5.19.E The Contractor shall follow all OSHA regulations and Applicable Laws with
regard to personal protective equipment. The Contractors employees shall
be Instructed to drive in a defensive manner.
5.19.5 A written procedure shall be established for the immediate removal to a
hospital or a doctor's care of any employee or other Person that is injured
air id requires care from the Contractor.
,20 Collection Plan
5.20.1 The Contractor shall prepare a Collection Plan that describes In detail how
the Contractor will provide Collection Services in compliance with the
requlrernerits in this Agreement. At a rninimum, the Collection Plan shall
identify and describe the vehiufes, equipment, routes, and schedules the
Contractor will use, The Collection flan shall include a legible map for
each Collection route, identifying the Day(s) when Collection Service will he
provided, the Starting and ending points for Collection Service, and the type
of Collectlon Service that will he provided on each Collection Day.
5.20,2 The Collection Plan shall describe the Contractor's plan for recycling the
Recyclable Materiais celleded under this Agreement. At a minimum, thte
Collection Plan shall identify the number and types of vehicles that will be
used to collect Recyclable Materials, and the Recycling Facility that will
receive the Recyclable Materials.
20 of 71
S. Q.3 The Collection Plan shall include the manufacturer's specification sheets for
the Dontractof's Recycling Bins, Recycling Carts, golf Cars. and
Cornmerdal Can tainers, as {provided in Section 10.3A herein.
5.20.4 Are updated Collection Flan shall be submitted to the Director within two ()
Days whenever the Contractor changes tale Collection Plan.
5_ 0.5 The Collection Plan, and any revisions to the plan, are subject to the
Director's ;approval_
5. 1 Ownership of Solid Waste and Pro rarn Recyclables.
From the time that Solid Waste and Program Recyclables are placed at the Curbside
or other a+ithorized Iocallon for CoUactlon, .5uch materials shall be the sole property
of the County. Except where specifically approved in this Agreement, neither the
Contractor nor its employee(s) shall have the right to take, keep, process. alter,
remove or otherwise SO or dispose of any of the Solid Waste or Program
Rec cfables collected pursuant to this Agreement, without the prior written approval
of the Director_
5_ 2 Compaction of Pro ram Roc clable
D011tractor may compact Prograrn Recyclables while on board the Contractor's
vehicle, provided that the compaction process and the density of the Load does not
adversely affect the marketability of the Program RecyofaNes. The density shall he
computed by dividing the weight of the Program Recyclables in the Load by the
caparaltp (measured in cubic yams) of the compartment holding the Program
Recyclable% on the Contractor's vehicle. If the compaction process or density affnrts
the marketability of the Recyclable Materials, the allowable density may be changed
by the Director_ Further, the ailowab.lo density may be changed by the Director if the
County requires the Contractor to deliver the Program Recyclabies to a Recycling
Facility fn Collier County pursuant to Section 18.2 herein.
5.23 Sale of Program Recyclables
At its ca8t, the Contractor shall market and sell all of the Residential Program
Recyclables and Commercial Recyclables collected by the Contractor pursuant to
this Agreement. The Con#radar shail I he entitled to beep all of the revenues from the
sale of these Recyclable Materials, and shall pay for the disposal of all unmarketable.
materials. The Contractor shall provide (tie Director with accurate, detailed report%
conceming the revenues derived from the sale of Recyclable Materials colr�cted fn
the County. The report shall separately identify the revenues derived from the sale
of each one of the Prograrn Recyclables. The report shall clearly explain how the
Contractor estimated the weight and value of the Recyclable Materials in those
cases where estimates were used. The reports shall be submitted monthly and
annually with the other information required pursuant to Snc:tinns 16.2 and 16,3 of
this Agreement.
5.24 Disposal of Recyclable Materials
5.24, i Except as expressly authorized herein, the Contractor shall not dispose of
any Prograrn Reryctabfes that have been Oollected in the County. Such
materials shall be sold of otherwise used for a beneficial p U rpose-
5,24.2 Rejects and Residue shall he beneficially reused or delivered to a Solid
Waste management facility for disposal.
1 of 71
5_4,3 The Contractor rimy file a written petition for relief with the Board if the
Contractor determines (hat the net cast of marketing one or mefe of tfje
Bounty's Program Recyclables exceeds the rret revenges derived from the
safe of all of the Program Recyclables. The Contractor's petition shall
contain a detal led acnountIng of the Contractor's costs and revenues for the
marketing and sale of Program Recyclables. The petition shall
demonstrate that no commercially viable markets have been available to
the Contractor for at least ninety (90) calendar rays aril none are expected
to arise within the next ninety (90) calendar days, than evaluating [he
Contractor's costs, the County shall not consider the costs associated with
the Coflectlon, transportation, storage, and preparation of the Recyclable
Materials. if the Board determines that relief fs appropriate, the Board may,
(a) delete one or more Recyclable Materials from the lift of Program
Recyclables; (b) reimburse the Contractor for those Marketing casts
incurred by the Contractor in excess of the revenues generated from the
sale of the Program Recyclabtes; (c) allow the Contractor to dispose of the
unmarketable material-s at the Immokatee Landfill. without paying the
Tipping Fee; or (d) such ether relief as the Board deems appropriate.
5.24.4 If the Contractor files a petition with the Board, the Manager shall review
the petition within ton (10) Days arid. if the petition appears to be
meritorfuu5, the Manager shall allow the Contractor to take the County'
unmarketable Program Recyclables to the Immokalee Landfill for disposal
until the Board makes a final determination concerning the Contractor's
petition. In such cases, the Gontrautor shall not pay a Tipping Fee at the
Immokafee Landf ll for the disposal of the unmarketable materiais.
6 Set Out Proceduros
6.1 Residential Customers
6.1.1 Except as otherwise provided herein, Residential Customers shall use
Curbside Containers for the Collection of Garbage. Rubbish, and Yard
Trash, and shall use Recycling Bias for the Collection of Program
Recyclables. Residential Customers may use heavy -duly plastic bags for
excess Garbage or Rubbish.
6.1-2 Roil Carts shall he used by Residential Custorners for Garbage or Rubbish,
but not Yard Trash. Other types of Curbside Containers. except plastic
bags, shall be used for Yard Trash. Such container's are subject to the
Director's approval, and shall: (a) be constructed so as to prevent 1111ru5ion
by water and animals, and the expulsion of its contents: (b) have a cover
that is free from sharp edges: and (c) not have Inside structures that
prevent the free diticharge of the container's contents. Such container
shall not except! thirty-two (2) gallons in capacity or fifty (50) pounds in
weight when filled.
6_1.3 Residential Program Recyclables shall be Set Out for Collection in
Recycling Bias, CaMboard placed in Recycling Bins shall be flattened and,
it necessary, cut to a mawimum size of 3 ft, x 3 ft. Cardboard may also be
stacked and placed outside the Recycling Bin-
22
6-1A Discarded materials from small household repairs, renovations or projects
shall be placed in a Roll Cart.
Curbside Containers, Roll Carts, Recycling Bins, Recycling Carts, and any
non -containerized waste appropriate for Curbsido Collection shall be placed
at the Curbside prior to 6:00 a.rn_ on the scheduled Collection Day. These
containers and materials shall be placed at least four (4) feet from
mailboxes or other obstacles,
6.1.6 A Residential Customer shalf riot Set Out for Collections more than four (4)
Tires and two (2) lead acid batteries per month,
6.1.7 A Residential Customer shall contact the Director when the Customer
wished to receive Curbside Collection of Bulk Wasto, VVhita Goods,
Electronic Equipment, Tires, or lead acid batterles.
6.2 Commercial Customers
6,2.1 Commercial Customers shall use Commercial Containers and/or Roil Carts
for the Collection of Commercial Waste, The Director may authorize the
Use of Curbside Containers by Commercial Customers where efficiency or
other circurns[an css Justify.
6.2.2 Commercial Customers shall place all CorTimercial Wasto and Recyclable
Materials in a Collection Container.
6.3 Residential and Commercial Customers
6-11 Garbage, Organic Waste, and similar putresdble waste shall not be
collected, stared, or Set Out In an open, uncovered Collection Container,
6.3,2 Solid Waste and Yard Trash shall not be placed in the same Collection
Container,
6.3.3 Yard Trash placed in Curbside Containers shall no# exceed four (4) feet irT
length or fifty (50) pounds in weight, and shall not extend more than twelve
(12) inches over the top of the Curbside Container_ Yard Trash shall not be
Set Out for Collection in plastic bags_
6, .4 Customers shall not overtill Rolf Carts, Recycling cling Carts, or Commercial
Containers such that lids cannot be securely closed.
6.15 `Ward Trash that is not containerized shall be bundled and securely tied with
a cord or Other material strong enough to support the weight of the bundle_
Non -containerized Yard Trash shall not exceed fifty (50) pouraci5 in weight,
t on- ntaiPierized Yard 'trash ';haI1 not exceed four (4) feet in Icrig Ih or four
(4) incites in diameter_ The foregoing restrictlons also shall apply to olher
types Of rion-containerized Solid Waste, except Bulk Waste and
Extraordinary Waste,
6.3.6 All Collection Containers sha11 be placed in locations that allow easy access
and convenient use by Customers, and are readily accessfbfe to the
Contractor's vehicles,
6.3.7 Commercial Containers shall be placed on a paned level surface. loll
approaches to Commercial Containers shall be capable Of supporting the
weight of the Collection vehicle,
23 of T1
&3.8 In the event the Customer and Contractor cannot agree upon an
appropriate location for a Collection Container, the Director shall mediate
the dispute and designate the point Of C01leCtiOn.
6.3_q When necessary to carry out the purpose and intent of this Agreement, the
Director may authorize the placement of a Collection Container off of the
Promises. Public rights -of -way may be used only in dreurustances where
the placement of the Collection Container shall not interfere with or obstruct
the primary purpose of the right-of-way.
7 Residential olledlian Service
�_ 1 Basio Collection Service and Collection Frequency
7.1.1 The Contractor small provIde the following Collection Service to each
Residential Customer.
7.1.1.1 Garbage and Rubbish shall be collected at Curbside at least two
times each week. This service shall be provided not less than forly-
eignt (48) hours and not more than seventy-t n (72) hours between
regularly schr!duied Collection Days.
71.12 Yard Trash shall be collected at Curbside at least oncre each week -
This service shall be provided on One of the two Days when Garbage
is collected.
7.1.1.3 Program Recyclables shall he collected at Curbside at least once
each week_ This service shall be provided on one of the two Days
when garbage is collected_ Prcacfram Recyclables shall be collected
twice each week it the County Implements a public education program
to increase recycling rates and then reasonably determines that there
is a sufficient demand to warrant the Collection of Program
Recyclahles twloe per week. In addition, the Contractor shall' place
sectioned or compartmentalized containers at all public schools in
Service District II for the Collection of computer paper, newspaper,
and mixed Fiber materials.
7.1.14 Bulk Waste shall be collected at Curbside at least once each week.
This service shall' be provided Dn one of tho two Days when C. arbarge
is collected, whenevor possible. The Contractor shall note all
unreported Bulk Waste on all Collection routes, and shall promptly
report such material to the Director. Upon request by the Director or a
Customer, the Contractor shall pick up such item on the next
scheduled Collection Day for Bulk Waste. However, a request for
Bulk Waste Collectlon must be matte at Least forty-eight (48) hours io
advarfoe of the next regularly scheduled Day for the Collection of Bulk
Waste_
7.1.1.5 White Goods shall be collected at Curbside at least once each week
This service shall be provided on one of the two Days when Garbage
is collected, whenever possible. The Contractor shall note all
unreported White Goods on all Collection routes, and shall promptly
report such material to the Director. Upon request by the Director or a
Customer, the Contractor shall pick up such items cn the next
4 of 71
scheduled Collection Day for White Goods. However, a request for
WhIta Goods Collar -lion must be made at teast forty-eight (48) hours
in advance of the next regularly scheduled Day for the CanJtection of
White Goods.
7.1.1,E Tires and lead acid batteries shall be collected at Curbside once each
week when Bulk Waste is collected; however, the Contractor is not
required to collect more than four (4) Tires and two (2) lead acid
batteries per month from any residential Customer.
7.1.1.7 Electronic Equipment shall be collected at Curbside at least once
each week_ This service shall be prOVided wher7 BuIk Waste is
collected. The Contractor shall note all unreported Electronic
Equipment orl aIJ Collection routes and shall proalptly report such
material to the Director. Upon request by the Director or a Customer-,
the Contractor shall pick up such ite= on the nexi scheduled
Collection lay for Electronic Equipment. However, a request for the
Collection of Electronic Equipment ml,sl be made at least forty-eight
(48) hours in advance of the next regularly scheduled Day for the
Collection of Electronic Equipment.
7.1,2 Contractor shall provide Back Door Service to handicapped Residential
Custorners at no additional charge, Upon request by the Director or
Contractor. such Customers shall annually provide- (a) a written statement
from a licensed physician, documenting the mature of the handicap and the
need for Back Door Service; and (b) written confifmaticn that no able-
bodied Person resides in the household,
7.1.3 Except as otherwise expressly provided herein, the Contractor is not
obligated by this Agreeftlent to collect Extraordinary Waste.
7.2 Supplemental Collection Services
721 Contractor shell offer Residential Supplemental Collection Services to
Residential Customers, including, but not Urniteci to Fuck Daof- Service for
non -handicapped Custorner5,
7. .2 Clustarrrars desiring Residential Supplemental Collection Services shall
request such services directly from the Contractor. The specific
arrangements for Residential Supplemental Collection Services are to be
determined between the Customer and the Contractor. No such services
shall be provided until the Contractor notifies the Customer of the amount of
the C ontractor's fee and receives the Customer's confirmation that the fee
is acceptable.
6 Multi -Family Collection Service
. l+storners accripying Multi.Farnity Residences shah receive Residential Golfectfon
Service or Commsrciat Collection Service. A Customer occupying a Multi -Family
Residence shall receive Residential Collection Service if the Customer pays the
County's Special Assessment or receives the Directors approval for such service.
AJI other Custorners occupying Multi -Family Rasidences shall receive Commercial
CoJtec€ion Service.
5 of 71
8,2 A Customer occupying a Multi -Family Residence and receiving Residential
Collection Service shall receive the same level of service, and shall be subject to the
sarne Rates and requirements, as any other Customer rervwing Residential
Collection Service.
8.3 A Customer occupying a Multi -Family Residence and receiving Commercial
Collection Service shall receive the same level of servioe, and shall be subject to the
same fates and requirements, as any other Customer receiving Commercial
Collection Service.
8.4 The Contractor's exclusive franchise for the collection of Residential Program
Recyclables Includes the Collection of Program Reeyclables generated by those
Customers that occupy Multf-Family Residences, even if the Customers receive
Commercial Collection Service.
9 Commercial Collection Service
9.1 Basic QuIlectian Ser►rice and QoItectlor) Frgguency
9A.1 Commercial Collection Service for Garbage and Rubt)ish shall be arrangad
between the Ccmrnsrcial Customer and the Contractor.
9-1.2 Commercial Ckistomers shall eater into a contract with the Contractor for
the Collection of Commercial Waste and shall pay the County's approved
Rates for their Collection Service. The Rates estabilshed in Exhibit I(A)
include container rental fees.
9.1.3 This Agreement does riot authorize or require Contractor to colfect Yard
Trash or provide Commercial Lawn Care Service.
9.1.4 The minimum Collection frequency for Commercial Customers shall be one
time per week, with Collection not more than seven (7) caleridar days ap2rt,
except for Holidays . Unless the Director approves a different schedule,
Commercial Colleclion Service shall be provided at least twice each week
for restaurants, grocery stores, and other facilities that generate significant
quantities of Garbage and other types of putresodble waste,
9A,5 Where several Commercial Customers are within close proximity to each
other (e.g.. in the same shopping censer or mall), such Customers may
enter into a joint agreement with the Contractor for the Collection of their
Commercial Waste.
9.2 SUPPlenleptal' Collection Servicos
9.2.1 Contractor shall offer SupplerrientaJ Collection Services to Commardal
Customers, including but rrnt IlmiW to the services described In Exhtblt
l(B), The IISt of Supplemental Collection .services and the associated Rates
may be revised when the Board adapts its annual resolution approving the
Contractor's Rates.
9,2_2 Commercial Customers desiring Supplemental Collection Services shall
request such services directly from the Contractor. The specific
arrangements for Supplemental Collection Services are to be determined
between the Customer and the Cop7tracluf-. No such services shall ba
provided until the Contractor notifies the Customer of the amount of the
6of71
Contractor's fee and receives the Customer's confirmation that the fee. is
acceptable_
9.2.3 Contractor shall bill Customers directly for Commercial Supplemental
Collection Services in accofdance with the Rates stated in Exhibit I(E),
unless the County assumes responsibility for billing Commercial
Customers.
9.3 Gonimercial Recycling Services
The Contractor shall offer to collect Recyclable Materials frorn its Commercial
Customers, and such service shall be available at teast twu () times each week, Ir7
this capadty, the Contractor shall act as a Private Hauler_ The Conlrar;tor snail be
respanstbla for billing and collecting }payment for its services as a Private Hauler,
9.4 Contract for Cajle tlon Service
9,4.1 The Contractor shall prepare a standard Form that will be used as its
contract with Commercial Customers. The proposed farm shall be provided
to the Director for approval at least sixty (60) calendar days before the
Corn meneament Date, and whenever the Contractor Proposes to change its
content. 'The terms and conditions contained in the form shall be consistent
with the requirements in this Agreement_
J.4.2 The Contractor's contract shall identify all of the services that the Contractor
will provide to (tie Customer and all of the associated costs. No fees or
charges rrray be wJlected From a Customer unless such fees and charges
were disclosed in the Contractor's contract.
9,4.3 Thc: Contractor's contract for Commercial GUStomers shall contain the
following information, unless alienate language is approvers by the
Director;
"REGULATION BY COLLIER COUNTY"
This contract for the collection of Corninercial Solid Waste is regulated
by Collier County. if you have any questions regarding the terms and
c�anditions in this contract, you may call the County at (239) 403-2350.
" OMMER IAL. COLLECTION CONTAINERS"
You may provide your own Commercial Container (e.g., a roll -off
container or compactor) for the solid waste that you generate on your
property; provided that your Commercial Container is one that can he
serviced by the Dontractvrs collection equipment, In the alternative,
you may obtain a Commercial Container from the Contractor. In
either case, the Commercial Container must he rnaiotained in a safe,
sanitary, serviceable condition by the owner of the Commercial
Container.
7of71
"SUPPLEMENTAL SERVICES"
The Contractor may provide supplemental services to you, but may
only charge the Rates approved by Collier County. The cost of the
supplemental services must be separately identified Bala , in the list
of "Rates for Services."
"RATES FOR SERVICES"
The County has approved standard cites for the collection of
Commercial Solid Waste and for Supplemental services_ Under this
contract, you will pay the Following fees for (lie Contractoes services.
You may call the Counter if you have any questions about the
Contractor's rates.,
(a) CHARGES FOR COLLECTION
(b) CHARGES FOR DISPOSAL
(c) CHARGES FOR SUPPLEMENTAL SERVICES
(d) TOTAL
9.5 Termination of Commercial Collection Service
9.51 The Contractor may terminate Collection Service when a Commercial
Customer fails to pay for service and the following procndLire has been
followed.
9.5.1.1 When a onimeroial Customer's payment is thirty (30) calendar Mays
past duce, the Franchisee may mail to such Commercial Custower e
ricatice of intent to terminate service if ton (10) Days.
9.5.1.2 If the Commerolal Customer desires to dispute the bill, the Customer
shall notify the Director iri writing within the ten (10) Day period. Upon
receip€ of the Customer's notice, the Director shall resolve the dispute.
9.5-1-3 If the balance remains unpaid after the tern (10) Day period prourdcd
above,,, or ten (10) Days following issuance of a written finding by the
Director, the Contractor may discon€inue Collection Service to the
Customer. Tire Contractor shall no€ify the Director within on (1) Darr
after service is terminated.
A Upon being notified, the County shall take whatever action it deef *
appropriate to enforce c ampl:ianee with the provisions of the Countys
Ordinances.
9.5.E In the event service is terminated, the Contractor is authorized to remove
from the Customer's Premises any Cornmilmial Containers, Commercial
Recycling Containers, or other equipment belonging to the Contractor-
9-5-3 Contractor is authorized to charge interest on delinquent accounts with
Commercial Customers and to charge a Fee for resumption of service, as
provided in Section 25.1.5 of this Agreement.
8of71
10 Collection Containers
10.1 Provision of Containers
10.1.1 Curbsida Containers
101,1_1 Customers may provide their own Containers (up to 32 gallons in
capacity) for *hard Trash and shall retain ownership of such
containers-
10-1-1.2 The tsontraotor Shall ensure that each Residential Customer has at
least one (1) Roll Cart at all tunes during the term of this Agreement.
The Contractor shall provide at least one Roll Car# to each Residential
Customer that does not have one,
10.1.1.3 One Roll Cart shall be provided by the Contractor to each Rpsidentiaal
Customer at no cost. Additional Roll Carts may be pk,rchased by the
Customer, at the Contractor's invoice price, plus a reasonable Pee for
delivery_ The 'invoice price is subject to the Director's approval. The
delivery fee Is set forth it) Exhibit 1(B).
19.1-1-4 Each Customer shall have the option of receiving a thirty -Five (35),
sixty-four (64), or nillety-six (96) gallon Roll Dart. Thereafter, the
w5korner may exchange its Moll Cart one time for a different sip,
which shall be provided by the Contractor at no cost to the Custoaler.
The Customer shall pay a fee to the ContraOur if the Customer
wishes to exchange its Roll Cart for a different size more than once.
The fee is set forth in Exhibit I(B),
10,1.1.E The Contractor shall offer appropriately -sized Roll Carts to age -
restricted communities on a cnrnrnunity-wide basis, aril in other
special casee. as determined by the Director after consultation with
the Contractor.
19.1.1.6 The Contractor shall provide a new Roll Cart to new Residential
Customers. within five {} Days of notification b the County.
10A1 2 Reycling E31ns and Recycling Darts
10.1. ,1 The Contractor shall ensure that each Residential Customer has at
least orre (1) Recycling Bin at all times cfgrinp the term of this
Agreement. Upon request by the Director, the Contractor shall deliver
up to two () Ref ycling Bins to Residential Customers that do not
have them.
10.1.2.2 The County shall provide the Recycling Bias to the Contractor for
distribution.
10-1.2.3 The Contractor shall deliver up to two () Recycling Bins to new
Residential Customers within five (5) Days of notification by the
Director.
10.1.2.4 Whtnn requested by the Urrector, the Contractor shall deliver one or
more Recycling Carts to those Residential Customers that produce
large quanNies of Recyclable Materials. The Recycling Carts shall he
provided only to Residential Customers who are not engaged in a
commercial business activity at their residence. The County shall
pro►rida the Recycling Carts to the Contractor.
9of71
10.1.E commercial Containers
10.1.3-1 Commercial Customers may use their awn Commercial Containers,
prodded the containers are compatible with the Contractor's
Collection equipment. Commerclal Customers also may obtain
Commercial Containers from the Contractor,
10.1- .2 Upon request by a Commercial Custorner, the Contractor shatl
provIde Roll Darts or Commercial Containers for the Collection of
Solid Waste and{or Recyclable MateTjails. Contractor shall provide
conWners of sufficient size and number, and Collection Service of
srAfticient frequency, to ensure that all of the Solid Waste and
Recyclable Materlels generated by the Commercial Customer are
properly stored and contained until they are removed for disposal or
processing-
10,1,3.3 The Contractor may supply and maintain compactors and specialized
containers, if requested to do se by a Customer. However, a rearrest
for a specialized container or equipment shall not be granted by the
Contractor Jf the. type of material generated by the Customer requires
a greater frequency of Collection than is typicefliy corjternplated when
using such containers, or if the material is otherwise unsuitable for the
use of such equipment or containers,
10,2 Ownership of Containers
10,2.1 Customer -owned Collection Containers shall remain the sole properly of
the Customer.
14-2-2 The Contractor shall retaln ownership of any Boll Carts, Recycling Bins,
and Recycling Carts that are purchased and provided by the Contractor.
Roll Carts, Recycling Bins, and R cyclinrd Carts provided by the County to
the Contractor or Customer shalt remain the sole property of the County,
10. .3 The Contractors Commercial Containers and Cornmeroial Recycling
Containers shalt rernain the sole property of the Contractor-
10.3 Technical_ pec:iricatjons far Containers
10 3,1 Recycling 13415 supplied by the Contractor shall be of equivalent or better
quality than those currently in use by the County. and shall be subject to the
approval of the Director. Recycling Bins shall: (a) be green; (b) have a
rated capacity of 18 gallons; and (c) be hot -stamped or labeled in
accordarroe +with the specifications provided by the Director. Recycling Bins
shall be Uniform with regard to color, volumetrtc capacity, rlirnerrsions.
ftnishnd surfaces, and hot starnpirtgliabeIing,
10-3-2 If any Recycling Carts are supplied by the Contractor, the Recycling Carts
shall be subject to the approval of the Director. Recycling Carts shall. (a)
be green; (b) have a rated capacity of sixty-four (64) gallons; (c) be made of
heavy dirty plastic; (d) be hat -stamped or labeled in accordance with the
specifications provided by the Director; (0) be mounted on two wheels, (f)
have attached, hinged lids; and (g) he compatible with the hydraulic lifting
and dufriping mechanism Mounted on the Contractor's Collection vehicles.
Each Recycling Cart shall have a flat area on the top (outside) of the lid,
30 of 71
which shall be at least eight (8) inches by sixteen (16) inches in size and
suitable for the placement of informative stickers or decals. Recycling
Carts shall be Lrnfform with regard to color, volurnetric capacity, dimensions,
rinished surfaces, and hot stampingllaheling. A Recycling Cart shall be
constructed; to prnvent the intrusion of water and animals, and the
expulsion of its contents; with covers that are free from sharp edges; and
without any inside structures that prevent the discharge of its contents. The
Recycling Cart shall have onay one compartment. which shall be used for
the storage of all Program f ecyclabies. Each Recycling dart shall he
Protected by a manufacturer's warranty of at least eight (8) years duration.
10-3.3 Roll Carts supplied by the Contractor shall he of equivalent or better quality
than those currently in use by the County, and shall be subject to the
awnval of the Director. Rafl Carts shall; (a) be green; (b) have a rater
capacity of either thirty-five (35), sixty-four (64), or ninety-six (96) gallons;
(c) be made of heavy duty plastic, (d) be hot -stamped or labeled in
accordanr;e with the specifications provided by the Director; (e) be mounted
on two hnels, (f) have attached, hinged lids; and (g) be compatible with
the hydraulic lifting and dumping mechanism mounted on the Contractor's
Collection vehicles. Roll Carts shall he uniform with regard to color,
volumetric capaclty, dimensions, finished surfaces, and hot
starnpinrgllabelirlg. A Rcr-young Cart shall be r;unstructed: to prevent the
intrusion of water and animals, and the expulsion of its contents, with
covers that are free from shards edges; and without any inside structures
that prevent the discharge of its contents.
10,14 Commercial Crontatners Supplied by the Contractor shall be of equivalent or
better quality than those currently in use by the County, and shall be
subject to the approval of the ❑ireotor. Commercial Containers shall have
attached lids, unless (lie Director approves a different design for a partiailar
use.
10.8.5 The Contractor shall Provide (lie Director with the manufacturer's
Wecifiration slleets for the Contractor's Recycling Bias, Recycling Carts,
Roll Carts, and Commercial Containers. At a minimum, the specification
sheets shall addross the follawing iterns, if applicable;
■ Company of manufacture
Material of manufacture, including pre-cunsurIIer and post-cons�)rner
recycled content
• Moiding technology
Standards of design (e.g_, Arnerlcan National Standards Institute)
• UV stabilization certification
Load rating
• Design standards for lid, handles, lifting, bottom, wheels, mole. and
fasteners
Interior and exterior finish surfaces
• Dolor
Volumetric Capacity
31 of 71
• Nestability
. Identifcetion and Marking
Manufae;turer's warranty
10..6 The Contractor shall replace the labels on its bins, carts and containers, on
an as -needed basis, subject to the Director's approval,
10.4 Delivery of Containers
10,4.1 The Contractor shall maintain an adequate supply of Rofl Carts. Recycling
Carts and Recycling Bins at all times. The Contractor shall deliver new.
additional, and replacement F ofl Carts and Recycling Bins to Residential
Custurners within five (5) Days of receiving a request for said containers.
10.4.2 The Contractor shall defilm Doll Carts, Commercial Recycling Containers,
and/or Commercial Containers to a Comrnercfal Custamer within five (5)
Days of receiving a request for such containers_
10,5 Maintenance of QQntainers
10. ,1 With regard to the Roll Carts, Recycling Carts and Collection Containers
th ;;l the Contractor delivers or otherwise provides to its Customers, the
Contractor shall maintain the Ralf Carts. Recycling Carts and Collection
Containers in good working order to ensure continuous and efficient
Collection Service under this Agreement.
10,5.2 Contractor -owned GQmmercial Containers shall have solid, dufable
bottoms. Commercial Containers shall be equipped with a heavy-duty
removable plug for the purpose of clean out,
10.5,3 The Cor)tractor shalt maintain and repair its COrnmercial Containers so that
the containers are free of holes, brokers hinges, broken doors or door
fasteners, brokers wheeis, or broken lids,
10.5_4 Contractor -owned Commercial Containers shall he kept painted at all tirnes
so they do not become a detriment to the commurilty, with the exception of
containers made of plastic, aluminum, stainless steel, or other materials
that do not readily accept paint.
10.5.5 At its expense, the Contractor shall procure and maintain all essential spare
parts for Contractor -owned Commercial Containers, The Contractor sh )Il
identify and maintain a readily available source of all the spare parts
needed to maintain and repair the Contractor's Commercial Contafners,
10_5,6 The Contractor shall repair, paint, clean and otherwise maintain any
Commercial Gontainer within five (5) Days of being requested to do so by
the Director_
10Z,7 Customers shall be responsible for maintaining all Customer -owned
Commercial Containers, Rail Carts. Recycling Bins, Recycling Carts, and
Commercial Recycling Containers. The Contractor may maintain
Customer -owned containers for an additional Fee, approved by the County.
The Contractor's fee For this service is set forth in Exhibit l(B).
32 of 71
10,6 Repair and Replacement of Containers
10.6.1 At its expense, to Contractor shall repair or replace damaged Contrautor-
owned Rail Carts, Recycling Bins, Recycling Carts, and Collection
Containers within three (3) Days after mcaiving notice from the County or
Customer_ This requirement also shall apply to all Roil Carts, Recycling
Bins. and l ecycling Carts provided by the County to the C,ontractor_ Alt its
option, the Contractor may require a Customer to exchange its old Roll Cart
or Recycling Cart when the Customer receives a new Boll dart or Recycling
mart from the Contractor. It a Rol Cart or Recycling Cart must be replaced
bnc.�atjsa of the Customer's negligence, the Customer shall pay the
Contractor's invoice price for the Roll Cart or Recycling Cart, plus a delivery
fee. The invoice price is subject to the Director's approval. The delivery
fee Is set Forth In Exhl:hit I(S)
10,6.2 If the Contractor damages or destroys any Customer -owned Collection
Container, the Contractor shall repair or replace said container, at (lie
Contractor's expense, within five (5) Days after receiving notice from the
County or Customer. Any replacement container shall be equal to or better
than the Collection Container that was damaged or destroyed by the
Contractor,
10.6.3 The Contractor shall not be responsible for Unintentional Damage to
Customer -owned containers that is caused by the Customer's failure to
comply with the Set Out requirements of this Agreement_
10.6.4 The County shall pay the cost of replacing Roil Carts. Recycling Bins, and
Recycling Carts that are stolen from a Residential Customer_ In such
cases, thp County may (a) purchasa and provide Roll Carts. Recycling
Bins, and Recycling Carts to the Contractor or (b) reimburse the Contractor
for the purchase price of the Roll Carts, k euyulirtg Bio5, and Recycling
Cars, as documented by the Contractor's Involves The County shall not
pay any profit, mark-up or other charges to the Contractor for the Boll
Carts, Recycling Dins and Recycling Carts, The ounty's payments to the
Contractor for the Roll Carts, Recycling Bins. and Rarycling Carts shall be
made in compliance with the Florida Prompt Payment Act, Sections 218.70
et seq., Florda Statutes_
10.7 Storage of Recycling BinsBins
If requested by the Director, the Contractor shnli store new and replacement
Recycling Bins at the ofrtractOr's equipment yard or at W10(her 1ocativn in CQIIier
County that is acceptable to the County. The Contractor shall pick-up the Recycling
Bins frorjl a location in Collier County, as designated by the Director, and shall
transport the Recycling Bias to the Duntractor`s storage yard_ The Recyelir)g Bins
shall he kept in a safe, secure manner until they are delivered to the Contractor's
Customers pursuant to this Agreement. The COFItractor shall riot be obllgarted to
transport and store more than one thousand (1,000) Recycling Bins in any month or
more Ilia three thousand (3,000) Recycling Sins in any Agreement Year.
33 of 71
11 Vehicles and Equipment
11.I r rol_ProvisiQns
11.1.1 The Contractor shall purchase and/or tease, and maintain and repair, all
vehicles and equipment necessary to maintain its approved Collection
schedules, and to promptly and efficiently comply with the requirements in
this Agreement. The Contractor's vehicles and equipment shall be
compatible (in size and weight) with, and appropriate for, [tie areas where
such vehicles and equipment are utilized,
11-1.2 Collection vehicles and equipment shalt be a standard product of a
reputable manufacturer so that continuing service, and the supply and
delivery of spare parts. may be ensured. Replacement parts do not need to
be a product of the sarne manufacturer.
11.1.3 All Col Iection vehicles small have waterproof seals and shall be watertight to
a depth sufficient. to prevent the discharge or leaking of accumulated water
during toading and transport operations- The Collection vehicles shall have
solid metal sides and a fully enclosed metal top-
11,1A As an alternative to a fully enclosed metal top, the Contractor's Collection
vehicles may be equipped with a tarpaulin or a net covet with mesh
openings not greater than one and one-half (1' z) inches in size. The cover
shall be kept in goad mechanical order, without holes. The cover shall fuller
enclose the Contractor's Load at all times when the vehicle's speed
exceeds 20 miles per hour.
11.1.5 Vehicles transporting Program Recyclables shalt be covered to protect
paper recyclables from rain, and to prevent Prcwjr-am Recyclablas from
blowing or falling out of the vehicle.
11.1.E Prior to use, a tare weight shall be established for aJl of the Contractor's
Collection vehicles. At the ounty's discretion, the tare weight of any
Collection vehicle may be checked at any time. The County Olall adjust its
scalahouse and records if there are any changes in the kere weight-
11.1,7 Except for eY*aoT_dinarY circumstances, as determined by the Director, all
Collection vehicles and equipment shall be empty and devold of all Solld
Waste prior to the commencement of daily Collection Service.
11,2 AnciIlary Eq jipment
111.1 All vehicles used to provide Collection S8FViGeS Linder this Agreement shall
be equipped at all times with. (a) all safety equipment required by
Applicable Laws, (b) a fire extinguisher; (c) a shovel and broom; (d) a spill
response kit; and (e) an aud[ble bade -up warning bevies. The spill
response kit shall be suitable and adequate for cleaning up any leaks or
spills of ol[, hydraulic fluid. or other liquids Prom Contrar-tor's Collection
vehicles,
11-2.2 All vehicies used to provide Collection Services under this Agreement shall
be € quipped with a two-way rad'Or cellular telephone, or other equipment
appropriate for communications between the vehicle operator, the Field
Supervisor, and the District Manager. The proposed communications
system is subject to approval by the Director.
4 of 71
11.2.3 All vehicles used for Collection of White Goods or Electronic Equipment
shall he equipped with appropriate ancillary equipment so as to avoid
b-ireakage of the Electronic Equ(prnant, or loss of Freon from While Goods,
during Collection.
11.3 Reserve Vehicles and Equrpman
11.3.1 The Contractor shalt have sufficient reserve vehicles and equipment
available to complete daily Collection routes according to the schedules
and hours of Collection established in this Agreement. The use of reserve
vehicles and equipment shall include, but not be limited to, occasions when
front line vehicles and equipment are out of service, or delays prevent front
line vehicles and equipment from completing their daily Collection route(s)
within the established hours of Collection.
11-3,2 The reserve vehicles and equipment shall be ready to go into service within
two (2) hours of any breakdown. The reserve vehicles and equipment shal[
be similar in size and capacity to the vehicles and equipment being
replaced.
11.4 Maintenance and Condition
11.4.1 At a rnlnimum, all of the Contractor's Coilection vehicles and equipment
shall be maintained in compliance with the manufacturer's specifications_
11.4.2 The onlractor's Collection vehicles clad equipment shall be kept in good
repair and appearance, and In a sanitary, clean condition, at all times.
Vehicles shall be washed thoroughly on the outside, and sanitized with a
Suitable disinfectant and deodorant, a minirrIum of once -pee -week (or more
frequently if necessary),
114.3 The Contractor sh@II monitor, maintain and repair its Collection vehicles and
equipment to prevent fuel and lubrir:ant spills. Oil and hydraulic systems,
and waterproof seals and endusufes, on the Contractor's velticles and
equipment shall be kept in good repair to prevent leaking.
11. 5 Identlfication
11.5A The Contractor's name and the County's customer service telephone
number shall be displayed at all Urnes, in letters at least four (4) Inches
high, on both side doors of the Contractors Collection vehicles. The
Contractor's telephone number also may be displayed beneath the
County's customer service number. Trurk identification numbers shall be
displayed at all times, in letters at least four (4) inches high, on aJl four (4)
sides of all Collection vehicles-
11-5,2 All Collection vehicles shall display irrfr)rmat'ron approved by the Director
conceming the type of material (Solid Waste, Yard Trash or Recyclabte
Materials) being collected_ The information shall be displayed at all times,
on bath sides of the vehicle body. in letters at least six (5) inches high. The
information displayed on the Contractor's vehicles shall be subject to
Contractor's approval, which shall not be unreasonably withheld.
11 _b.3 Contractor shall label its Commercial Containers with letters andlor
numbers at least four (4) inches high. The labels small be piaced on at least
two () sides of each Commercial Container. At least one of the labels
35 of 71
st7all be readily visible when the container is placed at a Commercial
Customer's site.
11.6 Compliance with the Law
11,6A At all times, the ontrac:tor aired its employees shall operate and maintain all
Collection vehicles and equipment in compliance with all Applicable Laws.
11.6, At all times, the Contractor shall maintain all necessary licenses and
registrations, and small timely }gay all fees and taxes. on all vehicles and
equipment, as required under App]IcabIa Laws.
11,6,3 All equipment shall be operated in compliance wlth the Florida Uniform
Traffic Control Law, Sections 316.5,15 through 316.6105, Florida Statutes,
and the County Ordinanoe , as amended frorn time to time_
11,7 Caun 's_Right to Inspect VehicIes.
11.7.1 The Director may inspect the Contractor's vehicles, equipment, licenses
and registrations at any reasonable time_ The County reserves the right to
inspect each Collection vehicle, each day, prior to its use in the County.
11.7.2 The Director shall have the authority to mquire the Contractor to
immediately remove from service any Collection vehicle or equipment that
is leaking or spilling fluids, Solid Waste, or recyclable Materials. The
Director also may require any Collection vehicle to he washed within one
(1) Day. In such cases. the Contractor shall immediately notify the Director
of the remedial action that will be Laken to correct the problem,
11,5 Storage acid Reoalr
The Contractor shall provide a garage and rrmaintenarrcp facility for its vethides and
equipment that enables all-weather, year-round maintenance operations, The
Contractor shall not use County property to store or house any vehicles or
equipment.
12 Employees and Supervisors
12.1 Distrrct Manager
Contractor shall appoint an employee to serve as the District Manager, The District
Manager shall be the primary point of official contact on behalf of the Contractor for
all technical and administrative matters pertaining to this Agreement_ The District
Manager must have at least ten (10) years of prior managerial experience with
programs of this nature and size. The District Manager shall have the authority to
make significant decisions relevant to the day-to-day uperation of Contractor's
program under this Agreement. The District Manager shaH have direct access to the
ontractor's management for resolving problems beyond the District Manager's
authority. At all times during the term of this Agreement, the Director shall have
immediate access to the District Manager. and the District Manager shall he one
hundred percent 000%) dedicated to overseeing and implementing Ilse Contractor's
performance ender this Agreement. Any communications or writings that are
required• under this Agreement to be given to the Contractor shall be delivered to the
District Manager. Such communications or ritings shall be deerned received by the
Contractor when delivared to the District Manager_
36 of 71
12.2 Field Supervisor
The Contractor shall designate a Field Supervisor(s), who shall oversee the provision
of the Collection Services under this Agreement. The Field upervisor(s) shall have
immediate access to an automobile or pick-up truck, and shall be readily available by
two-way radio or cellular telephone, at least between 6:00 a.m. and 6:40 p.m.,
Monday through Saturday.
12.3 Elay_ee Conduct
All Contractor personnel shall maintain a courteous and respectful attitude toward
the public at all times- The Contractor shall instruct its ornployees to avoid loud
and/or profane language at all times during the performance of their duties under this
Agreement,
I ).4 Fmpioyee Appearance and Id e ntifica tic n
The Contractor shall furnish each employee with an appropriate means of identifying
him/her as an employee of the Contractor. The identification need not be a uniform
or a complete set of clothing, but must be sufficient to ensure easy identification.
The Contractor's employees shall wear the identification at all times while on duty -
Shirt must be worn at all times. The Director has the right to approve the identifiers
or idnntificatton fumished by the ontractor-
12.5 Removal of Employees
The Director reserves the right to disapprove and request removal of any Contractor
personnel assigned to the ounty's work. Such disapproval or request shall be for
reasonable cause only and shall be addressed In writing to the Contractor's District
Manager. Notwithstanding the foregoing, the Contractor shall net he required to take
any action with regard to the Contractor's persurinel that would violate any
Applicable Law. The Contractor shall defend, save, and hold the County harmless
From and against legal actions by any employees so removed.
12-6 Emf)lOVee Training and Licenses
12,61 All of the Contractor's employees shall be qualified and appropriately
trained for the tasks assigned to them, The Contractor shall provide
refresher courses and additional training to its employees, as rricedcd, to
ensure compilance with the requirernents of this Agreement and all
Applicable taws.
12.6.2 At all tirnes when operating vehicles or equipment pursuant to this
Agreement, tfra Contractor's empluyees shall carry a valid Florida driver's
license for the type of vehicle or equipment being operated.
12, ,3 The ❑ireGtor may request the Contractor's employees to produce their
driver's license for inspection at any Unie when III einpIOyee is err duty.
13 Local Office
13 The Contractor shall maintain e customer serviCeldlspatoh office within the County.
The Contractor's office shall be open for business, and ContractGr shall have
personnel available for the purposes of 6spatch, complaint resolutlon, and other
matters, between khe hours of 8.00 a-m- and 5-00 p.m„ Monday through Friday. The
office shall be equipper{ with a two -war communicatton system that can be used to
37 of 71
contact the Director, the Contractors District Manager, the Contractor's Field
Supervisor, and all of the Contractor's Collection vehicles.
13.2 The Contractor's office shall be equipped with Sufticiont personnel and equipment to
document and timely respond to Legitimate Complaints. A responsible, experienced
Person shall be present and in Charge of the office during all business hours.
Contractor shall use an answering machine or answering service to record
rnessages when the office is closed.
13_3 The Contrader shall estabilsh a process for receiving and handling emergency calls,
both during and after normal operating hours. Such process shell be subject to the
Director's approval.
13.4 The Contractor shall provide all of its electronic reports and communications to the
County in a format that is compatible with the County's software programs.
13.5 Upon request of the Director. the Contractor shall provide udequate space in the
Contractor's office to housa a Counter employee. The Contractor also shall provide a
computer connection to the Internet and a telephone for the County employee. Thn
Contractor shall cooperate with and assist the County ernployee. who will monitor the
Contractor's operations and compliance with the Agreement.
14 Handling of Complaints
14_1 The Director shall be responsible for receiving all complaints from Customers.
14.2 Any complaints received by the Contractor shall be rorvwarded to (lie Director withili
one (1) hour after the complaint is received by the Contractor.
14.3 The Director shall determine whether- a Customer's complaint is a Legitimate
Complaint, Legitimate Complaints include but are not limited V.
- Missed Coltr:ctions;
Failure to respond to Missed Collections in comp4anoe with the requirements
of this Agreement;
- Ushandling of Solid Waste, Recyclable Materials or Collection Containers;
Damage to public or private property;
Failure to obey traFFic regulations; and
■ Discourteous treatment of Customers.
14.4 The Director shall notify the Contractor wheri the Director determines that a
ustorner has a Legitimate Cnrnplaint. The Director shall m. ordinate with (lie
Contractor to ensure that all Legitimate Complaints are promptly resolved.
14.5 The Contractor shah take whatever steps are necessary to remedy the cause of a
Legitimate Complaint within six (6) hours niter receiving notice from the Director.
14.6 The Contractor shall inform the Director about the status of each Legitimate
Complaint within six (6) hours of receiving notice from the Director.
14.7 The Contractor may request and the Director shall grant additional time to remedy a
Legifimate Cornplaint when the Contractor uses its best efforts to correct the
problem, but is unable to do so within six (6) hours.
36 of 71
'14.8 In all oases, the Contractor shall notify the Director Mhin six (6) hours after the
LegltfMale Complaint is resolved and shall provide a written summary within one (1)
Days,
15 Customor Dispute Resolution
15.1 The Director shall investigate all unresolved disputes between the Contractor and a
Customer. Including but not limited to disputes concerning the proper Interpretation
and implementation of this Agreement and the Ordinance, The Director Shall resolve
such disputes.
15.2 The Director shall notify the Contractor and the Customer in writing of the Director's
deterrniniliun about the disputed issues, including any deficiencies in their
respective perforrriance.
15.E The Contractor and C ustorner shall have ten (1 Q) Days to correct any deficiency or
provide the Director with a written request for a hearing before the Manager.
15,E If a request is filed, the Manager small act upon such request within twenty (20) pays_
The Manager shall provide the parties an opportunity to present their arqumen Is and
evidence concerning the relevant issues, The Manager shall notify the Custorrxer,
the Contractor, and the Director in writing concerning the Manager's decision. The
Manager mays; confirm, in whale or in part, thn Director's findings: relieve the
Contractor or the Customer rf responsibility for their deficiencies; or take whatever
other artion the Manager deems necessary and appropriate. The Manager's
decision shall be final and nor-tippealable,
16 record Keeping and Reporting
160.1 Record Keeping
16.1.1 Equipment Maintenance Legg. Contractor shall Deep a maintenance log for
each vehicle and piece of equipment used for Gollectfon Service. At a
i`ninii71urri. the log shall show: the identification number for the vehicle or
equipment; the date and description of all routine maintenance activities;
and the date and description of alJ repair activities.
16.1.2 Non -Collection Notice Loy, Contractor shall maintain a log of all occasions
when Ikon -Collection Notices have been placed. The log shall include: the
date when the notice was placed; the Customer locatInn; the Customer type
(i.e.. Residential or Commercial): and the reason for each Non.- oliection
Notice.
16.1.3 Legitimate Complaint Log. Contractor shall maintain a log of all Legitimate
Complaints. The log shall include. the date and time when the Contractor
was notified by the County: the Customer's location; Customer type; a
description of the complaint; the date and time when the complaint was
resaived; and a description of how the complaint was resolved.
16.1.4 Pfograrn Rec clables Lo . Contractor shall maintain a log concerning the
Program Recyclabies that the Contractor collects in the County. The log
shall identify: the amount of Program Recyclables collected each month in
Service District It; the names and locations of the Recycling Facilities where
the Program Recyrclables were delivered: and the arnounts that were
39 of 71
delivered to each Recycling Facility. This information shall be reported
separately for each type of Recyclable Material, The Contractor's log shall
clearly explain how the Contr8Mor astimatod the amount of Recyclable
Material in any instance where weight records are not available.
16.1.5 White ends Log. Contractor shall maintair) a log concerning the White
Goods collected by the Contractor. The log shall identify: the date of
Collection; the Customer`s location; and the number and types of White
Goods collected.
16.1.6 Tire Collection Lc)q, Contractor shall r-naintain a log ooncemfng the Tires
collected by the Contractor under this Agreement- The log shall identify:
the date of Collection; the ustorrmer's location: and the number of Tires
collected.
16.1.7 Bulk +Haste Loci. Contractor shall maintain a log wricerrun9 Ili Bulk Waste
collected by the CuntracLor under this Agreement. The log shall 'Identify.
the date of Collection; the Customer's location, the type of materials
collected; and the approximate volume and weight of the materials
collected.
16-1.8 I ggIrgnic Equipment Lou, Contractor shall maintain a log concerning the
Electronic Equipment collected by the Contractor under this Agreement.
The fog shall identify- the date of Collection: the Customer's location; the
type of Electronic Equipment collected; the approximate volume and weight
of the materials collected; the names and locations of the Recycling
Facilities where the Electronic Equipment was delivered, and the amount of
Electronic Equipment that was delivered to each Recycling Facility,
16.1.9 All of the Contractor's logs shall be kept current and up-to-date- The logs
shah be maintained In an electronic database that is compatible with the
ourity's software systems. The database shall be available For inspection
by the County at any time during normal business hours. The information
in the log shall be provfded to the Director, upon request, within one (1)
Day-
0 The general format and content of the C ofitractor's logs shall be subject to
the Director's approval.
16-2 Monthly Report
16.2.1 Contractor shall sub It Monthly Reports to the Director within fifteen (15)
calendar days after the end of each month- The form and content of the
reports are subject to the Director's approval.
16.22 At a minimurn. the Monthly Report shall provide the following information
concerning Residential Customer service:
1U,2_1 Tannage collected during the month for each of the fallowing
materials; Solid Waste; Program Recyc:lables: corrugated cardboard,
and Ward Trash. The tonnages for each material shall be reported
separately for: (a) Customers occupying Multi -Family Residences and
receiving Comrnerrial Collection Service: (b) Customers occup fng
Multi -Family Residences and receiving Residential Collection efvice:
and (o) all other Residential Customers.
40of71
16. ,2.2 The total number of Oustarners served during the month and the
number of: (a) Customers occupying Multi -Family Residences and
receiving Commercial Collection Service; (b) Customers occupying
Multi -Family Residences and reCeiving Residential Collection Service;
and (c) other ResIdentlal Customers,
1622.3 The number ref Residential Customers participating In the Recycling
Program.
16, ,2.4 Number, type, grid weight of White Goods and Electronic Equipment
collected during the month-
16, , .5 Number of Tires collected during the month.
16,2.2,6 Number of Non -Collection Notices issued to Customers during the
month.
16.22.7 plumber of Missed Collections. and the total number of Legitimate
Complaints, during the month.
16. . _8 The number of Recycling Bins, Recycling Carts, and Roll Carts
provided to Residential Customers during the month and Agreement
Year.
16. .3 The Monthly Report shall provide the following information for Commercial
Customer service,
1623.1 For each Commercial Customer: the name and mailing address of the
Customer; the location, size and number 0 cor+tainOr5 used by the
Customer; the owner of the Containefs; the frequency of Collection for
each container; and any Supplemental Collection Service received.
1623.2 .2 Tonnage collected during the imnth for each of the fallowing
materials- Solid Waste; Program Recyclables; and Yard Trash_
16.2.3.E Tonnage collected during the month for each of the following
materials: newspaper; glass-. aluminurrr cans; steel Cans, and
corrugated t;ardboard,
1 ,23.4 Number of Missed Collections, and the total number of Legitimate
Complaints, during the month,
16, ,3.5 Narnes and addresses of any ornmerr-Al Customers that were
offered and declined Collection Service for Recyclable Materials,
16_2_4 The Contractor shall identify each number in the Monthly Report that is
based on are estimate and shall clearly explain how the Contractor
estimated the number used in the report.
16.3 Annual Re oft
16.3.1 Contractor shall s5ubmit Annual Reports to the Director within thirty ()
calendar days after the end of each Agm, ement gear_
16.12 At a minImum, the Annual Report shall include the following information:
1&3_ ,1 Annualized information for all items required in the Monthly Report for
Residential and CcmmerclaI Customer service.
41 of 71
16.3,2.2 An updated list of all vehicles and equipment used to provide
Collection Services under this Agreement, including make, type, year,
license number, and lid number for each.
16.3_ _3 An updated Collection Plan, including eurrent route maps and
schedules for all Collection Services provided under this Agreement.
16.3.2.4 A description of any publilo education dctivitles cnrnpleted by the
Contractor and a general accounting of the amount of money
expended during the year for educaticrrai purposes_
16.325 A description and inventory, Indicating € uantities and condition, of the
equipment, facllities, mAnpo er. and ether resources the Director
deems necessary for emergency conditions.
16,326 A trend analysis and overall evaluation of the number and types of
Lagltimate Complaints received by the Contractor on a monthly and
annual basis during the term of this Agreement. The evaluation stall
include a corrective action plan for systemic and chronic problerns.
16.3.2.7 An updated Contingency Plan.
16.3.2.8 A summary of all accidents and Lcgititnatc Garnplaints Involving
damage to public or private property,
16.3.2A Upon request by the Contractor, the Director may waive one or more
of the requirements for the Annual Deport_
16.4 Other Reports, Documents and Notifications
16.4.1 Residential Recycling_ Participation Report. Contractor shall perform a "Set
Out" mount of Customer participation in the residential reGydirig program, in
March and Scptember of each Agreement Year. Contractor shall provide
reports to the Director concerning the Collection of Residential Program
Raryclables and Residential Yard Trash no later than April 15h and
October 151h, respectively. The Director and the Contractor shall agree on
the format of the reports. The reperks shaif eval+jate the data far each
Collection route, and for all Collection mutes combined. These counts shall
be performed under the direction and to the satisfaction of the Director.
16.4.2 Updates to afety__Plari_ Contractor shall continuously update its safety
plan to retler t any changes in Contractor's operations. Thy Contractor shall
deliver an updated plan to tho Director within five (5) Days whenever any
chancres are grade to the safety plan.
16.A_3 Accidents ancl_.Proggily Qarmage, Contractor shall notify the Director of any
accidents involving the Contractor's staff, vehicles, or equipment requiring
notification to OSHA or any other Parson under Applicable Laws.
Contractor also shall notify the Director of accidents involving damago to
public or private properky. In all such cases, verbal notice shall be provided
withln $fx (6) hours of (he accident and a wfil.ten report shall be provided to
the Director within one (1) Day of the accident_ If any issues are
unresolved at that tirtie, a subsequent report shall be provided to the
Director within two (2) Days following the ultimate disposition of the case.
The Contractor also stiall provide the Director with copies of any reports or
notices provided to OSHA or the Department of Transportation, within two
(2) Days after such documents are submitted.
42 of 71
16,5 General Record Kneeing and Repnrtinci Requirements
16-5-1 Contractor shall cooperate with the Director and provide every reasonable
opportunity for ascertaining whether or not the duties and responsibilities. of
the Contractor are being perfonrted,
16-5.2 Contractor shell promptly provide any information, in addition to that
rmquired explicitly by this Agreement, that the Director or the Contractor
deem relevant under the circurnstances.
16.5,3 The County shall hava the right to inspect. copy, and audit. at the GauntyrS
expense, all of the Contractor's financial hooks and records conce inn the
Contractor's services under this Agreement. Work papers of the
Contractor's auditor shall be made available to the Director, upon request..
The Director also shall have the right to inspect and copy all of the
Contractor's other backs and records, except for wnFiidential and
proprietary information, concerning the Contractor's services under this
Agreement.
16.5.4 The ontrnctors documents shall be made available for lnspectien dwing
normal business hours at the Contractor's office in Collier County- These
documents may be copied by the County, at its expense, These
documents shall be maintained by the Contractor for at least five (5) gears
following the date when they were prepared, or the Germination of this
Agreement, whichever occurs first.
16.5.5 All of the Contractor's reports to the County shall be submitted in a hard
cupy and in an electronic Format approved by the County, The form and
Con tont of all reports are subject to the Director's approval.
16.5.E in any report submitted to the County, the Contractor nay include
proposals for granges In this Agreement or the Ccunty's aperalions that will
Increase operating efficienctes or reduce costs for t11e County,
17 Education, Promotion and Public Awareness
17.1 Participation in County Activities
Contractor shall participate in the nunty's Solid Waste program activities, including;
but not limited to; puhllo appearances in support of the Count 's Recyeling Program;
use of the aunty's recycling theme, colors, and logos on Collectlon vehicles and
containers; distribution of promotional literature; participation in special events;
special educational presentations; and Similar activities. All literature shall include a
County phone number, approved by the Director.
From time to true, but not mom than twal've (1 ) times per year, contractor shall
assist and/or support the County at local special events (e,g., Earth day)- Examples
include but are clot limited to', using Collection vehicles to participate in local }parades;
bringing Collection vehicles to special events; and pmviding staff to assist County
staff at various informational booths- The Contractor shall not be required to staff
booths more than a total of 60 Person hours per +ear.
17.2 Usage of County Themes and Logos
Upon request, Contractor shall {display the County's recycling, waste reduction, and
conservation thanies and logos an signs (deoai or painted) on designated Collection
43 of 71
vehicles. Lettering size shall be appropriate to the size of the sign, The Director
shall approve the content, style, size and form of such signs. The signs also shall be
ublect to the Contractor's approval. which shall not be unreasonably withheld.
17.3 D' i.ribution of Information with Rqgdinq Containers
Contractor shall distribute informational, promotional and educational materials (e.g„
brochures, newsletters. door gangers. etc,) provided by the County. The materlals
shall be delivered to the Customer with the delivery of each new or replacement
Recycling Container,
17.4 Distribution of Information to Commercial Customers
Contractor shall provide information to all Commercial Custamem regarding the
County's Recycling Program, waste reduction program, Hazardous Waste collection
program, and related matters. This information shall be distributed in March and
November of each Agreement Year. The farm and content of this information shall
he subject to the Director's approval,
17.5 Production and Distribution of Promotional and Educa0nal Maltedal
In addition to the staffing requirements in Section 17.1, Contractor shall expend five
thousand dollars {$5,004} per Agreement Year assisting the County with educational,
promotional, and public awareness activities, including, but not limited to the
fol lowing;
17.5.1 At its expense, Contractor shall mail one (1) Solid Waste informational
document, developed and publi8hed by the County, to all Customers in the
Contractor's Service District. The document shall be distrilbuted quarterly
each Agreement Year. The County shall give the Contractor a minimum of
four weeks notioe prior to the mailings. Contractor skull perform mailings
under the direction and to the satisfaction cl~ the Oirector.
17.5_2 At Its expense, Contractor shall distribute pre-printed promotional materials
(e.g.. brochures, newsletters, flyers, door hangers, magnets) up to four (4)
times per Agreement Year, to all Customers in the Contractor's Service
District. These materials shall be developed and prided by the. County to
educate Residential and Commercial Customers about the proper methods
to be used to Set Out their Solid Waste, Ward Trash and Prograrn
Recyclables, and to provide other information concerning the County's
Solid Waste program.
17.5.3 At its expense, Contractor shall publish a quarter -page, County -prepared
advertisement, promoting Solid Waste programs. The advertisement shall
be published twice each Agreement Year in the newspaper that has the
largest Local circulation.
17.5.4 When determ ping whether the Contractor has satisfied its ❑bligatlon to
spend $5TO0O per Agreement Year on educational activities, the County
shall consider and Include the Contractor's out-of-pocket costs for printing,
publishing, and mailing educatlonal materials to Customers pursuant to
Sections 53 (during the transition before the Commencement Date), 17.1,
17. , 17.3, and 17.4, above, but shall not include any costs incurred by the
Contractor p�,rsuant to Section 17.6, below.
44 of 71
17.6 Public Notices Concerning Chancles in Colfection SQrvices
At its expense, the Contractor shall prepare and pubiish a notice w0enever the
Contractor's schedule or Caliection Days are changed for Residential Customers.
The notice shall be 5object to approval by the Director. The notice shall be placed in
the newspaper that has the largest circulation in tha our-Ity_ Tha motion, shall rover
at least one -quarter (114) of a page in the general section of the newspaper (i.e., not
in the legal or classified advertisements). The Contractor also shall mail or deliver
the notice to each Residential Customer within the Contractor's Service District that
will be affected by the change. The notices shall be published and delivered not less
than ten (10) calendar days and nut more than thirty (0) calendar days prior to the
Contractor's change in service.
18 'Changes to Services
18.1 Addition 4r Deletion of Recyclable Materials
18.1.1 If the County decides to change the Materials Acceptance Protocol. or add
or delete Program Recyrclabtes. the County and Contractor shall enter into
good faith negotiations to amend this Agreement, if necessary, to reflect
such modifir'W[ons. If the County determines it is appropriate tri add or
delete Program Recyclables, Contractor shall be given at least sixty (60)
days to adjust its services accordingly.
18,1.2 If the County and Contractor fail to reach an agreement regarding the lute
to he paid following the addition or deletion of any Program Recydadles,
the Dounly may require the Contractor to participate in mediallon, as
specified in Section :30 of this Agreement,
18.2 Recyclina Facility in Collier County
18.2.1 The County may require the Contractor to deliver Recyclable Materials
collected in Service Distract II to a Recycling Facility located in Collier
County. The Director shall give the Contractor at least three hundred sixty-
five (65) calendar days notice before requiring the Contractor to use a
Recycling Facillty designated by the County. The Contractor shall not
receive any additional fee or an increase in the Rates far taking Recyclable
Materials to the ounty's Designated Site in Collfer County,
18.2.E Jf this County requires the Contractor to deliver Recyclable Materials to a
Designated Site in Collier County. the County shall reirnburse the
Contractor for the last profits, if any, that the Contractor would have earned
under this Agreement from the sale of those Recyclable Materials. The
ounty's obligation to reimburse the Contractor for lost profits strap only
apply to those Recyclable Materials that will be collacted in Service District
11 and delivered to the Designated Site during the remaining portion of the
term of the Agreement, prior to any subsequent renewals. Any disputes
conceming the amount of the Contractor's lost profit shell be resolved
through the dispute resolution process described in this Agreement_
18.3 Provision of Service, Upon Termination
If this Agreement is terminated by the County, the Board may, at its sole rliscrehon,
authorize one or more qualified hauling contractor(s) to provide Collection Services
45 of 71
for Solid Waste, Program Recyclables, and Yard Trash In ServIce Distrlct ta, under
such terms and conditions as the Board deems appropriate.
18.4 Collection and Processina of Commercial Organics
18.4.1 If trre County decides to collect and process Commercial Organics, the.
County shall give the Contractor are opportunity to submit a proposal for
providing these services in Service District II. If the Count} and Contractor
are unable to negotiate a mutually acceptable agreerT*ant for (lie pruvisior)
of these services, the COLIMY may issue a request for proposals or take
such other action as it deems appropriate.
18.4.2 If the County executes a contract with a Person other than the Contractor
for the Collection of Commercial Organics in Service District II, the County
shall give notice to the Contractor at least ninety (90) calendar days before
the Person begins to collect Commercial Organics pursuant. to its contract
with the GokjMy. in such case, the County shall reirnburse the Corltrw.;tor
for the lost profits the Contractor would have earned under this Agreement
frow the Collection of Commercial Organics in Service District II during the
remaining {portion of the term of this Agreement, prior to any renewals of (lie
Agreement, but only if and only to the extort that'. (a) the ounty's
Collection of Commerclal Organics directly causes a reduction: in thn
amount of Solid Waste collected annually by the Contractor; and (b) the
reduction is greater than five percent (5%).
l8_4.3 For the purpose of Section 18.4.2, "lost profit" means a reduction in the
Contractor's net revenue that was directly rauFed by a reduction in the
amount of Commercial Organics collected by the onlractof under this
Agreement, Lest prQfit does not include a reduction in net revenue that was
caused by increased capital or operating expenses.
18.4.4 For the purpose of Section 1 S.4,2, the parties shall determine whothe r there
has been a reductioli in the amount of Solid Waste collected under this
Agreement by comparing (a) the arnourit of Solid Waste collected during
the first twe[ve months after the Courity begins to collect Commercial
iDrgai`k-5 and (b) the amount of Solid Waste collec:tn.d during the prior
lwelve months.
18-4.5 To calculate lost profits kinder Section 18.4., the parties shall; (a)
determine the net revenue the Contractor earned for the Collection of one
ton of Commercial Organics during the twelve (1 ) months before the
County began to collect Commercial Organics; (b) determine the extent to
which the reduction in the Contractor's Collection of Solid Waste exceedad
five percent (5%); (c) convert the value idejAriied in subsection (b) into tans;
and (d) multiply the Contractor's not revenue per lan, as determined
pursuant to subsection (a), by the appropriate number of tons, as
determined pursuant to subsection (C), and by the remaining number of
years (or fractions thereof) in the term of the Agreement. This calculation
may be expressed by the fallowing formula,
LP=NRPTx ETxT
46of71
Where. LP is the amount of the Contractor's last profit: NRPT is the
Contractor's net revenue per tan; ET is the excess tannage (i.e., the
amount greater than a 5% reduction in the Contractor's Collections); and T
is the time (years) remaining under the Agreement.
18.E unty_s Right to Rewire Recycling Cars
The County shall have the rlght to require the Contractor to use Recycling Carts for
the Collection of Program Recyclables in Service District 11, subject to the conditions
contained in this Section 18.5. If the County exercises this right, the County shall
provide the Recycling Carts to the Contractor and the Contractor shall deliver the
Recycling Carts to its Residential Customers. The County stall give notice to the
Contractor at least ninety (90) ualendar days before the County requires the
Contractor to begin using Recycling Carts, it the Board notifies the Contractor by
July 1, 2005 that the County wishes to implement the use of Recycling Carts on
October 1, 2005. the Contractor shall provide its Collection Servims with Recycling
Carts at an annual Rate of 9 _ 3_ The Contractor's lute shall be negotiated if the
board elects to use Recycling Carts at a later date.
19 Additional Services
19.1 Commercial Waste Reduction
The County reserves the right to negotiate with the Contractor to implement
incentives to increase the diversion of Commercial Recyclables from the Immakalee
L.aridfilL
i9_2 Comrnt,nity Service
At its expense, Contractor shall provide the Rollo ir1g services for Mnmunity
programs, in accordance with applicable Board resolutions:
1J. .f Provide Collection crvirA- for monthly community clean-up projects.
Collection Service for each community clean-up shall include; Grp to four (4)
sites; a minimum of two (2) roll -off containers at each site; and a minimum
of three (3) additional roll -off containers per site, with one each for Yard
Trash, White Goods, and Tires_ Each roll -off container shall be emptied up
to three () times. The County shall pay the Tipping Fee for (fie disposal of
materials collected during the community clean-ups.
19.2.E Provide Dirbside Collection for up to four thousand (4,000) thirty-twu (32)
galion bags of Solid Waste, and up to four hundred (400) thirty-two (3 )
gallon bags of Program Recyclables, collected annually during Keep Collier
County Beautiful events or similar clean -yips. The County shall pay the
Tipping Fee for the disposal or processing of [lie collected materials.
1 9,2.3 Transport ("backhaul") the ounty's compost to County parks_ The County
and the Contractor shall agree on the schedule of delivering the compost.
The Contractor shall haul at least twenty-four (4) Loads of Compost per
year.
19.3 Pilot Studies
During the term of this Agreement, the County will likely conduct pilot shorties to
evaluate strategies that may increase recycling, waste reduction, Collection
off icienry, or reduce the County's costs, Contractor shall cooperate with the Courity
47 of 71
in conducting such pilot studies, and shall enter into good faith negotiations with the
County if additional services are necessary frorn the Contractor to carry out the pilot
studies_
19.4 Electronic Equipment
The Contractor shall collect and process Electronic Equipment that is discarded in
the antractnrs Service District. At a minimum, the Contractor shall provide the
following services at no mst to the County, except as otherMse provided below.
19.4_1 Tht� Contractor shall collect Electronic Equiprnpnt that is Set Out at
Curbside by the Contractor's Residential Customers and Commercial
Customers, The Gontractor shall transport ]he Electronic Equipment to arl
appropriate Recycling facility for processing.
19.4,2 The Contractor shall place a container at the Contractor's office for the
Collection of Electronic Equipment. The Contractor shall empty the
container, as necessary, and shall transport the Electronic Equipment to an
appropriate Recycling Facility for processing and recycling,
19.4.3 The County shall refmbufsa the Contractor for the cost of processing the
Electronic Equipment collected in Service [District II_ The County shall be
billed on a monthly basin for the processing services. The County shall
only pay the Contractor's actual cost, as documented by invoices. without
mark-ups or additional fees_ The cost of processing the Electronic
Equipment shall not include the cost of collecting, trarisparting or handling
the Electronic Equipment_
19A.4 The Director may terminate the Contractor's services for Electronic
Equipment at any time, in the Oirectars sole discretion. The Director may
expand the scope of the tlon"ctor's services, on terms that arc mutually
acceptable to the parties.
19.4.5 The materials classified as Electronic Equipment may be expanded or
revised with the mutual consent of the County and the Contractor.
19,4-6 When Electronic Equipment is collected by the Contractor pursuar7t to this
Agreement, the Contractor initially shall transport the Electronic Equipment
to a Designated Site irr Collier County, as instructed by the Director. At the
Designated Site, the County shalt wrap and prepare the Electronic
Equipment for shipment to a Recycling Facifity. The Director shall notify the
Contractor when the Electronic Equipment is ready for shipment to a
Recycling Facility. The Contractor shall remove the Electronic Equipment
from the ounty's Designated Site within three () Days after receiving the
Director's notice.
19.4.7 The Contractor shall pay all costs associated with the transportation of the
Efertronfc Equipment to a Recycling Faclfity, provided that the Recycling
Facility is located within two hundred (200) miles of the County_ The
County shall reimburse the Contractor for the incremental NO costs
incurred by the ontfactor if the Director instructs the Contractor to use a
Recycling Fadfity located more than 200 miles Prow the Country, and if the
incremental fuel casts are reasonable and appropriately documented.
19.4.8 At all times, the Contractor shall handle Electronic Equipment ceref illy to
minimize breakage and damage_ The DorItractor shall collect all Electronic
48 of 71
Equipment manually_ However, the Contractor shall not be responsible for
manually collecting Electronic Equipment that has been placed in a
Commercial Container by a Person other than the Contractor.
19.5 School RecVOIng Pr rem
The Contractor shall place a Commercial Racyoling Container at each school in
Service District 11 for the Collection of Program Recyclables,
20 Emergency Situations and Disaster Debris
0.1 Use of Contractor Services
If excessive amounts of Disaster Debris accumulate t�acause of a hurricane, tropical
storm, freeze, or other natural or manmade disaster, the County, at its sole
discretion, may utilize the Contractor to assist with Collection of the Disaster Debris.
The County also may utilize the County's Disaster Debris Contract in accordance
with the County's Comprehensive Emergency Management plan, as amended from
time to time, If the Dirrctor determines that an emergency situation exists, the
Director may direct the Contractor to perform such work for the Rates specified in
Section 26.2 of this Agreement. Nothing herein shall require the County to Utilize the
services of C urttractor, or prevent the County from hiring other parties to perform part
or all of such work. The County also reserves the right to utilize County personnel
and equipment In the removal of Disaster Debris.
20-2 Variance in Routes and Schedules
In the event of a hurricane, major storm, or other natural or man-made disaster, the
Director may grant Contractor a variance from the ontracfor's regular routes and
schedules_ In the event such a variance is granted, there shall be a curfesponding
raducticn in payment to the Contractor, if appropriate. As soon as practicable after
such a disaster, the Director shall advise the Contractor when normal Collections
and routes can be resumed. The County and the Contractor shalt make every effort
through the local news media to inform the public when regular services cart resume.
20.3 on4 1gency Plan
Contractor shall develop a Contingency Plan, which shall describe the ontracturrs
plan of action in the event that an emergency or other situation renders the
Contractor's operattans yard or equipment unusable. The Contingency Plar7 shall
describe the steps that the Contractor shall take to ovoid interruptions In Collection
ServIce. The Contingency Man shall be submitted to the Director by August 1, 2005,
`hereafter, the COWiFiqency Plan shall be updated and resubmitted to #ha Direr for
with the Contractors annual report pursuant to Section 16-3, and within two (2) Days
whenever the plan is revised by the Contractor.
2U.4 Erneraencv ManagempnVIDisaster Meetings
contractor shall attend the County's emergency management/disaster preparedness
meetings, and shall provide the County with any materials that may be useful to the
discussion, including, but not Urnited to, Collection schedules and routes and security
codes to private community gates. The Director shall notify the Contractor of the
date, time and location of the meetings. and any riec,essary materials to be provided
by the Contractor_
49 of 71
21 Insurance
2 1. 1 Requirements for Insurance [;armors
Conuactor snail procure and maintain the fallowing types of lrisurance coverage at
al times during the term of this Agreement_ The policies of insurance shall be written
on forms acceptable to the County, and shall be plat d with an insurance carrier that
is approved and licensed by the Insurance Department of the State of Florida and
acceptable to the Director. The insurance carrier shall have a minimurn financial
rating by the A.M. Best & Company of no less than "Excellent", with a fninirrnum cuss
size of"1lll
1.2 Workers Compensation Insurance
Contractor shall provide workers compensation insurance, on behalf of al ernployees
who provide a service under tNs Agreement. as required Under auy Applicable Law,
including Chapter 440, Florida Statutes. Contractor shall provide employers liability
insurance with limits not less than.
1, 2.1 $1.000,000 per employee per accident
21.2_2 $500,000 disease aggregate
21,2.3 $500,000 employee per disease
21.3 Commercial General Liability
Contractor shall provide ccmmercial general liability insurance including, but not
limited to, bodily injury, property damage, contractual, Products and cxrrnplated
operations, and personal injurer, with limits of not less than $1.000,000 per
occurrence, $2,000,000 aggregate, covering all work performed under this
Agreement,
21.4 AUtomvblle Liability
Contractor shall provide automobile liability insurance, including bodily injury and
property darnage for all owned. leased, hired and iron -owned vehicles. with limits of
not less than $1.000,000 wmbined single limit, Wvering ail work performed under
this Agreement_ (Limits may be satisfied by combininq an umbrella farm and
automobile liability fora for a combined total limit of $10,000,000.)
21.5 Umbrella Liabdity
Contractor shall provide umbrella liability insurance with limits of not less than
$10,000,000 per ouuurrence, covcrin9 all work performed under khis Agreement.
21.6 H gerdous Waste Insurance
If regulated quantities of Hazardous Waste are identified while carrying out this
Agreement, no further work is to be performed in the area of the Hazardous Waste
until the County"s Risk Management Department has been consulted a5 to the
potential need to procure and maintain arty or all of the fallowing coverages;
21,6.1 Contractor's Pollution Liability. For sudden and gradual occurrences, in an
amount no less than $5,000,000 per claim and $5,000.000 in the
aggregate, arising out of the work performed under this Agreement,
including, but not limited to all Hazardous Waste identified under this
Agreement.
0of71
21.62 Asbcstos Liatji.ty. For sudden and gradual occurrences, and in an amount
no less than $1,000,000 per claim and $1,000,000 in the aggregate, arising
out of work per1or med under this Agreement.
1.6.3 Hazardous Waste Disjoosal, When applicable, the Contractor shall
designate the disposal site and furnish a certificate of insurance from the
disposal facility for E=nvironmental Impairment Liability Insurance, covering
liability for sudden and accidental occurrences in an amount not less than
$5,000,000 per claim and $5,000,000 In the aggregate, and shall include
liability for non -sudden occurrences in an amount not less than
10.000.000 per ciairn and $10,000.000 in the aggregate,
21.6_4 Hazardous Waste Transportation. When applicable, the Contractor shail
designate the hauler and furnish a certificate of insurance front the haulef
for automobile liabilrty insurance with Endorsement MCS90 for liability
arising out of the transportation of Hazardms Waste, with an amount not
less than $1,000,000 annual aggregate, and provide a valid EPA
identification number,
1,6_$ ertificetes of Insurance. The certificate of insurance furnished by the
ontracter shall clearly identify the hazardous material exposure work
being performed under this Agreement.
1.7 General Insurance Requirement
Unless otherwise approved by the ountyr's Risk Management Department. all
policies required herein, with the exception of workers compensation insurance, are
to be written on an occurrence basis, and shall name Collier County, its
Commissioners, officers, agents, employees, and volunteers as additlonal insureds.
Insurer(s), except with regard to the workers Compensation coverage, shall waive all
rights of suhrogation against Collier County, its commissioners, officers, agents,
employees and volunteers_
1.6 All cf the insurance requirements imposed on the Contractor In this Agreement also
shall be applicable to theContractor's subcontractors under this Agreement. The
Contractor shall be held responsible for any deficiencies, deviatiuns. Ov orrlissiocrs in
any subrnntractor`s insurance,
1.9 Each insurance policy required by this Agreement shall:
21,9.1 Apply separately to each insured against whom claim is made and suit is
brought, except with respect to the limits of the insurer's liability.
21.9.2 Be endorsed to state that coverage shall not be modified, suspended,
voided, or c:ariceled until 30 calendar days after written notice by certified
mail, retum receipt requested, has been given to Collier County'$ Risk
Management Department.
21.10 The County shall retain the right to review, at any time, the Contractor's coverage,
form, and amount of insurance_ upon request, the Contractor shall provide copies of
its insurance policies to the Director within two () Days.
1_11 The procuring of required policies of insurance shall not be construed to Grnit
Contractor's liability cr to fuitill the Indemnification provlalons and requirements of this
Agreement.
51 of 71
21A2 Contractor shall be solely responsible for payment of all premiums for Insurance
contributing to the satisfaction of this Agreement and shall be solely responsible for
the payment of all deductibles and retentions to which such policies are subject,
whether or not Cnifler County is an insured under the policy.
21_13 Claims Made policies shall he accepted for professional and such other risks as are
authorized by the ounty's Risk Management Department, All claims made policies
contributing to the satisfaction of the insurance requirements herein shall have an
extended reporting period option or automatic coverage of not less than two years. If
provided an option, the Contractor agrees to purchase the extended reporting period
on cancellation or termination, unless a neu+ policy is affected �-Vith a retroactive date,
including et least the last policy year.
1,14 Certiflcat(ns of Insurance evidencing Claims Made or Occurrence roan coverage and
conditions to the Contractor, as well as the Cnunty'S contract slumber and description
of work, are to be fumished to the Director prior to September 1, 2005. and within
thirty (30) calendar days of expiration of the insurance contract, when applicable. All
insurance certificates shall be received and approved by the ounty's Fisk
Management Department before the Contractor shall be allowed to cornmence or
continue work_
1A5 Notice of Accident (occurrence) and Notice of Claims associated with work being
performed under this Agreement, shall be provided to the Contractor's insurance
company as soon as practicable after nolice to the Contractor of arty incident
(occurrence) or claim arising out of the terms of this Agreement_ The Notice of
Accident Shall be provided to the Director within two (2) Days.
'I .'I6 At the end of the initial Term and each renewal Term. the County shall have the right
to require the Contractor to increase the amount of the insurance coverage provided
under this Agreement.
1,17 Should the Contractor at any time fait to maintain the insurance coverages required
In this Agreement, the County, at its discretion, is authorized to purchase such
coverage and charge the Contractor for [lie coverage purchased, The County shalt
be under no obll9ation to purchase such Insurance, or to be responsible for the
coverage purchased. or the financial stability of the insurance compnies used_
22 Performance Band
2A Contractor shall Fornish the County with a Performance Bond at other financial
instl`Ment ensuring the faithful performance of this Agreement. 'fhe bond shall be
provided no later than September 15, 2005. The Performance Bond shall be in an
amount not less than fifty percent (50%) of the value of one (1) year of the
Contractor's Residentfal Collection Service_ The general form of the Performance
Bonet is shown in Exhibit V(A). The amount of the Performance Bond shall be
determined by the Director and calculated in accordance with the formula In Exhibit
($). The term of the'Performance Bond shall be no less than one year, beginning
on the Commertwment Date. Contractor shell furnish the County with a new
Performance Bored for an additional term of not less than one year, from the
expiration date of the Performance Band then in effect, for each year this Agreement
is in effect, The new Performance Bond shall be submitted at least thirty (30) Mays
prior to the a pfratiorl date of the Performance Bond there in effect.
52 of 71
2.2 The Performance Bond shall be issued by one and only+ one surety, which shall be a
surety company authorized to do business in the State of 1=lortda, and holding a
Certificate of Authority from the Secretgry of the Treasury under Act of Cangret}s,
approved on .July 30, 1947 (U.S.C. 6,13). Acceptable surety companies shah be
licensed to do business in Florida and shall have an A.M. Beat rating of "N' or better
and a "T" Underwriting Limitation, which is not exceeded by this project's
Performance Bored,
22.3 The form of the proposed Performance Bond shall be provided to the Director by ,July
15, 2005, for approval.
23 Assignment and Subletting
23.1 No assignment of this Agreement or any right or responsibility occurring under this
Agreement shall be made in whole or in part by the Contractor without the express
written consent of the Board. The Board shall have the right to approve err deny, with
or without cause, any proposed or actual assignment by the Contractor_ Any
assignment of this Agreement made by the Contractor without the express written
consent of the Sherd shall he null and void and shall be grounds for the County to
declare a default of this Agreement. In such cases, the Board rney terminate this
Agreement by giving written notice to the Contractor, and upon the date of such
notice, this Agreement shall be deemed immediately terminated- Upon such
terminatfon all liability of the County under this Agreement to the Contractor shall
cease, mept for the amounts due and owing for Collection Services compfeted at
that time_ Thereafter, the County shall have the right to call the Performance Bond
and shall be free to negotiate with any Person for the service which it� the subject of
this Agreement.
23.2 In the event that the Board's consent to any proposed assignment is denied,
Contractor shall continue to provide all of the services required herein for the
rep-nainder of the Term.
23.3 If any assignment is approved by the Board, the assignee shall fully assume all of
the liabilities of the Contractor.
23.4 The requirements of this Section Z3 shall include, but not be limited to cases where
the Contractor mires a subcontractor to undertake any of the Contractor's obligations
under this Agreement.
24 Transfer of Ownership
The transfer of this Agreement, by transfer of ownership, transfer nt corporate shams, or any
other means to effect a change in the ownership structure of the Contractor, shall be
effective only after approval by the Board. An applicatioo to transfer this Agreement shall be
submitted jointly by the proposed transferor and transferee, and shad contain the same
information as necessary as for the granting of a franchise_ The proposed transferee shall
verify In writing that (a) it will comply with all of the requirements in this Agreement and (b) it
has the financial resources, expertise, equipment and other capabilities necessary to do so.
The 8oartl may grant or deny the application for transfer, or may grant Elie application
subject to conditions.
53 of 71
25 Payment for Sarvllcas and Administrative Fees
5.1 Prohib'rtions on Payments
Neither the Contractor nor its agents, subcontractors, emptoyees or other
representatives shall accept monetary remuneration from any Customer for the
provision of services described in this Agreement, unless soot) payrents are
explicitly authorized in this Agreement, and the payments are less than or equal to
the amounts authorized.
25.E ounty's Obligation to Pay for Residential Collection Service
The County shall be responsible for billing and collecting the fees that must be paid
by the County's residents for Residential Collection Service. In turn, the County shall
mete monthly payments to the Contractor for the Residential Collection Sefvice that
the Contractof provides. The Contractor shall be entitled to payment for the services
it renders, even If the County does riot collect the necessary fees for such services
from the County's residents. The Contractor shall be responsible for billing and
collecting its fees For any Residential SupplempntaI Collection Service.
25.E Procedure for Payment of Residential Service
The County's payments to the Contractor for Residential Collection Service shall be
made on a monthly basis, Far services performed during the previous month, in an
amotint equal to cane -twelfth of the approved annual payment per residential
Customer. Payments to the Contractor shall be calculated by. (a) multiplying the
Rate for R"Idential Coitectron Serviico icy (b) the number- of Residential Customers
that received Residential Collection Service during the month, and (c) deducting any
liquidated damages assessed against the Contractor. Payment shall be sent to the
Contractor within the first twenty (0) Days of the month.
5.4 lidding New Residential Customers
If a new Residential Customer is added to the Customer List, the Cocinty shall pair
the Contractor for its services to the new Customer, subject to the Wowing
conditions_ If the Contractor's initial service to a new Customer commences prior to
fire fifteenth calendar day of the month, the County's payment for that Customer witl
be for a full month's service. If the initial service commences on or after the fifteenth
flay of the month, there rtM be no payment to the Contractor for any services
provided that rncnth.
2 _a Removing Residential Custornprs
If the County removes a Customer from the Customer List, the County shall reduce
its payments to the orntractor, subject to the following conditions. If the County
notifies the Contractor on or before the fifteenth calendar day of the month that the
Customer has been removed from the MiMomer List, the Contractor shall not be.
paid for any service it provides to the Customer during that month. If the County
notifies the Contractor after the fifteenth day of the month that the Customer has
been removed from the Customer List, the Contractor shall be paid for the entire
month.
5.6 Overpayments and Underpayments fnr Residential Service
If the Contractor provides service to a Person that is not included in the Customer
List provided by the County. the Contractor shall provide the Director with
appropriate information, in the format required by the Director, concerning the
54 of 71
existence of and service to the Person. Upon verifying this information, the County
shall revise the Customer list and shall begin remitting monthly payments to the
Contractor For its new Customer. If the County pays the Contractor in error, for
whatever mason, the Contractor shall promptly notify the Director to rectity the
mistake. The Director shall make appropriate adjustments to the Contractor's
payments under this Agreement to offset any past underpayments or overpayments
resulting from any error.
25.7 Payments for Commercial Service
Contractor shall he responsible for the billing and collection of Rates to be charged
For Commercial Collection Service and Commercial Supplemental Collection Service,
Including collectfion and payment of Tipping Fees. The Contractor shall pay the
Tipping Fee at the Deslgriated Site when the Contractor delivers Commercial Waste
or Commercial Recyclabies.
5.8 aunty Billings for Commercial Service
The County, at its sole option, my afect to take over the billing and collection of fees
for Commercial Collection Service. if the County elects to do so, the Contractor stall
provide the County with a comprehensive list of Commercial Customers, including
the location, size and number of contalners, and frequency of Collection, in an
electronic format approved by the County. The Contractor and County agree to
enter into good ratth negotiations to emend this Agreement (including fates) to
reflect such a change.
25.9 Mministratiye Fees
To compensate the County FOr the cost of administration, supervision and inspection
required for the effective performance of this Agreement, the Contractor shall pay to
the County an administrative fee equal to two percent (2%) of all dross revenues
collected from Residential Customers, plus three percent (3 ) of all grass revenues
collected from Cornrnerciaf Customers, including disposal fees, arising out of any
services or operations governed by this Agreement. The amount of the
administrative fee may be adjusted by the County on October I of each Agreement
Year, beginning on October 1, 2006, but the administrative tee shall not exceed five
percent (5%). The administrative fee shall not be Increased unless the Rates In
Exhibit I are increased appropriately to maintain the Contractor's net revenues.
For the purposes of determining the amount of the administre(we flee, gross
revenues shall include the disposal fees associated with Residential Collection
Service, whether or not such Fee is directly collected or paid by the Contractor. The
residenOl disposal fee to be used ror this purpose shall be lased upon the Rates
established In the exhibits attached hereto. Administrative fees shalt be payable
monthly in arrears YAM the disposal fees. Any amounts not paid when due shalt earn
interest at the maximum legal rate_ Adjustments to the administrative fear based
upon new or additional information about the Contractors gross revenues, may be
made from time to time by the Director, aRer providing notice to Contractor,
5 of 71
26 Rates
26.1 Staridard Rates
20.1.1 Separate Rates for Residential Collection Service, ommerciai Collection
Service, and for each Residential and Commercial Supplemental Collection
Service, are shown in Exhibit$ I(A) and I{B} of this Agreement.
26.1.2 Contractor shall utilize the Rates in Exhibits I and II of this Agreement when
billing its Customers.
26-1.3 Contractor i5 authorized to charge interest at the rate sot t)y Florida
Statutes, on any delinquent Commercial Customer account.
26,1.4 Contractor may collect a deposit prior to initiating service to a Carnrnerciaj
Customer. The deposit shall not exceed the expected charge fqr two ( )
months service to the Commercial Customer. In the event a deposit is
collected, it may be rised to offset any delinquent amounts due the
Contractor after termination of service. Any remainder of a collected deposit
shall be retumed to the Commercial Customer.
20.1.5 The Contractor may charge a fee to a Commercial Customer for resumption
of service, wh€:re the Contractor discontinues service because the
Conirnercial Customer became delinquent in payments. The amount of the
fee is set forth in Exhibit I(B),
26.E pnr:ial Rates. for EFnergefgy Situations and Disaster Debris
If the Director makes a determination that an emergency situation exists and direct*
the Contractor to collect Disaster Debris. as specified in Section 20 of this
Agreement, the County shall pay IN Contractor the following rates.
.2.t If the quantity of Yard Trash collected frorn Residential Customers in a
given month exceeds '110 percent of the previous four-year average
quantity of Residential Yard Trash collected during that month, the County
shall pay the Contractor a per -hour rate for each hour needed to collect
Yard Trash irk excess c)f 100 percent of the average_ The hourly rate for a
Federal Emergency Management Administratiuri (FEMA) event is $140.00;
the hourly rate for a lion-FEMA event is $125,00. The current four-year
monthly averages are provided in Exhibit V11, and will be recalculated
annually.
6.2.2 If the quantity of Solid Waste coilected front Residential Customers in a
given month exceeds 110 percent of the previous four-year average
quantity of Residential Solid Waste collected during that month, the County
shall pay aie Contractor a per -hour rats for each hOUF needed to collect
Solid Waste in excess of 100 percent of the average_ Thp hourly rate for a
FEMA event is $140.04; the hourly rate for a Ikon-FEMA event is $125.00_
'rhe monthly averages for 20 02-043 are provided in Exhibit illl_ The most
recent four year averages will be determined on the Commenoement Date
and recalculated annually thereafter.
623 If the County directs the Curitractor to utilize rall-off containers for Collection
of Disaster Debris, the County shall pay the Contractor per hoar for
placement and Collection of each roll -off container. The per hour charge
for a FEMA event is $115.00; the per hour charge for a loon-FEMA event is
$100.00. Tipping Fees will be paid by the County.
56 of 71
26.2.E At its option, the County may pay the ontraGtof- 11_50 per cubic yard for
the Collection of Yard Trash. instead of the amounts authorized in Section
26.2.1. above. This fee shall be adjusted pursuant to Section 2 7. 1 to reflect
changes in the Consumer Price Index.
7 Rafe Adjustment
27.1Annual CPI Adlustrnents to Collection Rates
27.1.1 The Collertfan portion of the Residential Customer Rates and the Collection
portion of the Commercial Customer Rates (e.g.. front -load, compactor, and
roll -off Rates) shall be adjusted on October I" of each year, beginning in
the second Agreement Year, as described below.
27AThe Date shall be adjusted in an amount equal to seventy percent (70%) of
the change in the COMSUmer Price index ("CPI") during the previous year,
but the adjustment shall not exceed five percent (5%) in any one year_ The
formula in Exhibit 11 shall be used to calculate the Rate for the upcoming
Agreement Year.
27.1.3 The GPI shall be the lesser of the United States All Urban CPI, or the
Southern All Urban CP1. published by the U.S. Department of Labor,
Bureau of Labor Statistics, for the twelve (12) months ending on the April.
30th that precedes each new Agreement Year, If the CP1 is discontinued or
suhstantlally altered, the County may sr'[P :t another relevant price index
published by the United States Government or by a reputable publisher of
financial and economic indices,
27.1.E Exhibit 11 contains sample Calculations that illustrate how the Collection
Rates will he adjusted, based on the OP1.
27. t , 5 The fees set forth in Exhibit I(B) for Supplemental Services shall be
adjusted annually to auwunt for changes in the CP1. These CPI
adiustments shall be made in the sarne manner as the other CPI
adjustments described in this Sections 27,1_
7, Ad'ustments to Commerda.1 Disposal Bates
2721 The disposal Rates for Commerbal Customers shall be adjusted, in the
rnanner shown in Exhibit II, whenever the Tipping Fee at the !Naples Landfill
is adjusted_
27.2.2 At least thirty (30) calendar days prior to the effective date of any proposed
adjustment in the Tipping Fee to be charged at the !Naples Landfill, the
County shalt notify the Contractor of such adjustment, and shall provide the
Contractor with a revised calculation of the Cornmcrcial Customer Rates
(e.g_, front -lead, compactor, and roll -off Rates), fused on the proposed
changn in the cost of diaposaI of Solid Waste at the (Naples Landfill.
27.2.3 Exhibit 11 contains sample calculations that illustrate how the disposal fates
will be adjusted, based on changins Jn the Tipping Fee_
27.3 Changes Imposed by Law
27__1 If a change In law will directly affect the Contractor's cost of providing its
services under this Agreement, the Contractor may prepare a -schedule of
7 of 71
}proposed mates which shall pass on the increased or decreased costs in a
fair and non-discriminatory manner. The schedule shall be accompanied by
all the work papers necessary for the Director to fairly evaluate the
proposed bate increase or decrease. The Director shall review the
information provided and shall request such additional infornation as may
be necessary. The Director shall determine within forty-five (45) caiendar
flays the merits of the request, and shall make a recommendation to the
Board at a regular meeting. Adjustmeots to the Fates, if any, shall become
affective upon the date designated by the Board_
27. . A "change in law" means the adoption, promulgation, or modification of any
Applicable Law after the Effective Date, which directly and substantially
affects the Contractor's or ounty's performsnoe under this Agreement. A
change in law does not include a chaNe fn any tax law or workers'
Compensation law.
27.4 Extraordinary Bale Admustment
7AA Dace each Agreervent Year, the Contractor may petition the Board for a
Rate adjustment on the basis of extraordinary or unusual changes in the
cost of operations that could not reasonably be foreseen by a prudent
operator. Contractor's petition shall contain a detailed justffioation for the
Rate adjustment. Among other things, the Contractor's petition shall
include an audited statement of Contractor's historical and current
expenses, confrmin an extraordinary increase fn Contractor's costs due to
factors beyond the Contractor's control. which have occurnad through no
fault or negligence of tho Contractor. The audited statement shall be
prepared by a certified public accountant, licensed In the State of Florida,
tfiat is riot are employee of the CcntraMir or i(S affiliates. At its expense, the
County may audit the Contractor's records to evaluate the Contractor's
request_ The Direutor may request from the Contractof, and the Contractor
shall provide, all of the information that is reasonably necessary for the
Director to evaluate the Contractor's petition,
27,4.2 In Its sole discretion, the Board shall approve or derby the request within
sixty (66) flays after the Director receives all of the information needed to
evaluate the Contractor's proposal_ The Board's decision shall be final and
non -appealable,
2T4,3 If the Contractor's request is granted, the Board shall have the right to
reduce the Contractor's Rates when the Contractor's custs are reduced.
Every twelve (1 ) months after a request is granted, the Director shall have
the right to request, and the Contractor shall prepare promptly upon
request, an updated audit and explanation of whether the extraordinary
Rate Increase should remain in effect.
7.5 Rate Red uctigris
The Board shall have the right to reduce the Dates, after providing notice to the
Cortitractor and are opportunity For a hearing. The Board may exercise its right when
the board determines that a change in law, a reduction in the Tippiog Fee, or
extraordinary event warrants a reduction in the Contractor's Fates,
58 of 71
8 Liquidated Damages
28.1 Basis.for. Liquidated Damya Lps
The County and Contractor aokiiowledge and agree that it is difficult or impossible to
accurately determine the amount of damages that would or might be incurred by the
County due to those fai[ures or circumstances described in this Section 28 and for
which the Contractor would otherwise be liable. Therefore, the following
administrative assessments shall constitute liquidated damages, not penalties, for
the Contractors breach of this Agreement. These administrative charges may he
deducted from the ounty's payments to the Contractor.
28,1.1 Failure to clean up spilled liquids or Matedai in compliance with the
requirements in this Agreement, within the deadlines set forth herein. after
notification by the Director or a Customer. Each failure shall result In the
imposition of a 50 assessment per event,
81.2 Failure or neglect to collect properly prepared Solid Waste, Yard Trash, or
Program Recyclahles from any Premises at those times provided by this
Agreement, within the deadlines set forth herein, after notification by the
County or Customer. Each failure shall result in the imposition of a $100
fee. If the Contractor fails to meet the deadlines contained in this
Agreement, teach additional Day of delay after the initial violation shall result
in the irnposition of an additional $ 50 assessment:
28.1.3 Failure or neglect to correct chronic problems (chronic shall mean three (3)
or more Legitimate Complaints at the same Premises w1fliln a twelve (1 )
month period) shall result In the imposition of a 50 assessment. The first
assessment shall be Imposed for the third Legitimate Complaint. Additional
assessments may be imposed for each Legitimate Complaint thereafter_ If
the Caritfactor has more than five (5) chronic complaint problems within
one month. there shall be an additional 500 assessment.
8,1.4 Failure or net2lect to complete each street on a route (including missing
Whole or partial streets) on the regularly scheduled Collection Day, within
the deadlines set forth herein. shall result in the imposition of a
500/streetiDa assessment_
8.1.5 Intentionally mixing Yard Trash, Program Recyclahles. Solid Waste,
Electronic equipment, or any other materials that are required to t>e
collected separately, shall result in the imposition of a $1.000 asi�essment
per occurrence.
8.1.5 Mixing Commercial and Residential Garbage, Rubbish or Yard Waste
during Collection, without prior written approval from the Director, shalt
result in the irnpositlon of a $1.000 assessment for each ocourrence_
8.1.7 Failure to maintain a Collection vehicle or equipment in a clean arrd sanitary
manner shall result In the imposition of an assessment of 100 per vehicle
per day.
8.1.8 Mixing Commercial Recyclahles and Residential Program Recyclabies
during Collection. unless prior approval for the mixing has been granted by
the Director, shall result In tha imposition of a 1,000 assessment for each
occurrence_
9 of 71
28.1.9 Failure to resolve Legitimate Complaints, other than Missed Collections,
within seven (7) Days of notification shall result in the imposition of a 250
per day assessment for each occurrerce until such complaint is resolved to
the satisfaction of the County-
28.1.10 Failure to timely file any report or document required herain shall result in
the imposition of a 100 assessment For each flay that each report or
document is late,
8.1,11 Failure to dispose of Residentlal Waste or Commercial Waste collected in
the Contractor's Service District at a Designated Site snail result in the
impwJtion of fiquidated damages equal to the currnnt tip tee at the
Designated Site, plus twenty-five percent (25%). for each ton disposed at
non. -Designated Site-
28,1.12 Failure or neglect to correct chronic equipment problerns. (chronic shall
mean three (3) instances of the same or similar problem with the same
equipmenYtruck within a twelve (12) month period) shad result in the
imposition of a $2.50 assessment, The first assinnsment shall be imposed
for the third prohilem- Additional assessments may be imposed for each
problem thereafter.
28.1A3 Failure to {properly and legibly label Recycling Gcntafners, Commercial
Gontalners anchor Boll Carts within five (5) Bays of receiving notice frorTl
the Director, shall result in the imposition of a $100 assessment for each
container not properly labeled.
&1.14 If the C crLtractor fails to comply with any provislan of this Agreement For
which liquidated damages have not been specified in this Section 8-1. the
County may impose a $200 assessment per occurrence per day,
8.1.15 Failure to have a vehicle operator property licensed, or failure of the
operator to carry his license while on duty, stall result in a $100
assessment per occurrence per dap,
28A .16 Faiture to maintain office hours in the manner specified In this Agreement
shall result in a $100 assessment per occurrence per day,
8,1.17 Failure to replace or repair a damaged container as specified in this
Agreement shall result in a $25 assessment per inn-Ident per location.
8,1,15 Failure to service a Legitimate Complaint within the specified time frame
shall result in a $50 assessment per incident per days.
28-1.19 if the Cnntrac.tor notifies the Director that a complaint has been resolved,
when the complaint has not been resolved, them shall be a 200
assessment per inniderlt.
28.1. 0 Coflactions outside of the hours specified in this Agreement, without prjor
approval of the alreetar, Shall result in a $100 assessment per incident pef
day.
28.121 Failure of personnel to treat custorrrer(s) or their property in a professional
rnanner shall result in a $15 assessment per incident,
281.22 Blocking driveways with containers ar Recycling Bins shall result in the
imposition of a $ 5 assessment per incident. per day.
60of71
28A .23 Failure to provide timely promotional, educational materials andfor
advertisements shall result in the imposition of a $1,000 assessment per
event.
28_1,24 Failure to comply with the deadlines in Sections 5.3 and 5.4 for the
Transition Periods shall result in an assessment of $1,000 per day, per
incident.
28.2 Procedure for Assessing Liquidated Damages
28.2.1 Based upon an investigation, the Director shall determine whether
liquidated damages shall be assessed against the Contractor, The
Contractor shall neat be required to pay liquidated damages in those cases
where the delay or failure In the Oontractors performance was (a) excused
in advance by the Director or (b) due to unforeseeable causes that were
beyond the Contractor's reasonable control, and without any fault or
negligence of the Contractor_
28.2.2 Prior to assessing liquidated damages, tho Director shall provide written
notice to the Contractor, indicating the County's intent to assess liquidated
damages_
8.2.3 After receiving the Director's letter, Contractor shalt have ten (10) Days to
file a written letter of protest with the Director,
€ .2.4 If a protest Is timely filed, the matter shall be referred to the Manager for
resolution_ Thn Manager shall review fl-[a issues in a timely manner and
then provide a written decision to the Contractor,
28, .b If tho Manag&s decision is unacceptable, the Contractor shall have ten
(10) Days to file a written petit€an witri the Director for a hearing before the
Board. Upon the tirnely filing of a petition, the Board shall provide the
Contractor with ar) opportunity to be heard at a public meeting and then the
Board shall notify the Contractor In writfng of its dInci €on concerning the
liquidated darnage!:�. The decision of the Board shall be final and non -
appealable.
28.2.6 If a }protest or petition is not timely flied by the Contractor, or it the Board
concludes that liquidated damages should be assessed, the Dirn.ctor shall
deduct the liquidated damages from the Countys next payment to the
Contractor for Coilection Services,
28.2.7 The prom duets in this Section 28 shall be used in lieu of the procedures in
Section 34 to resolve disputes concerning liquidated damages,
29 Events of Termination
29.1 Failure to Fulfill Obligations of Agreement
29.1.1 The County may terminate this Agreement for Contractor's failure to Fulfill a
material obligation of the Agreement, including but not limited to:
9.1.1.1 Refusal to comply with any [evvful order of they Board_
29.1.1.2 Failing to hegln work within the time specified in this Agreement.
61 of 71
29.1,1.3 Failing to properly and timely perform work as instructed by the
Director or as provided in [his Agreement-
29.1.1,4 Willful delay in filing reports and audits.
29.1,1.5 Performing the worts unsuitably or neglecting or refusing to correct
such work as may he rejected as unacceptable, unsuitable or
otherwise nancanfbrming or defective.
9-1.1.6 Discontinuing operations without authorization from the Director-
9,1.1.7 Failing to resume work that has been suspended wlthfn a reasonable
time after berng notified to do so.
9.1.1.8 Falling to obey any Applicable Law.
29,1.E-9 Willfully collecting any Rates, charges or fees fnr the Collection
(including disposal costs) of Solid waste or recyclable Materials
wfthfn [Ile Contractor's Service District, when such sums are not
approved by the Board, or are greater than the amounts approved by
the Board,
9.1,1.10 Willfully circumventing Rates, charges or fees due for the Collection
(including disposal casts) of Solid Waste, Recyclable Materials, and
Yarn Trash within [he Contractor's Service District.
9.1.1.11 Otherwise failing to perform or abide by the terns of this Agreement.
29.1,2 When any of the above reasons exist, the Manager may termInate this
Agreement, without prejudice to any other rights or remedies of the County,
after giving the Contractor and (lie Contractor's surety, if any. written notice
that the Contractor has seven (T) Days to cure the default. Contractor may
be grartited an extension of time to cure [lie default if it is not reasonably
possfte- to comply within seven (7) Days.
9.1 3 If the Contractor fails to cure the default within seven (7) Days and the
Agreement is terminated for failure to provide satisfactory performance, the
Contractor shall be entitled to receive compensation for all reasonable and
allocable services that were satisfactorily performed by the Contractor Grp to
the date of termination. If the County terminates this Agreement because
of [he Contractor's default, the Contractor shell be liable for aJl excess costs
that the County is required to expend to comptetP the work covered by this
Agreement.
29-1.4 Except where otherwise specifically provided. the measure of damages to
be paid by the. Contractor to the County due to any failure by the Contractor
to meet any of its obligations under this Agreement shall be the aural
damages incurred by the County-
9,1.5 If the County terminates [firs Agreement because of a default by the
Contractor, the Contractor shall be liable to the County for ail actual
damages incurred by the County as a result of the Contractor's defau[t,
The foregoing shall apply without regard to [he ounty's r[ghts pursuant to
the Performance Bond.
29.1-6 If the Contractor has abandoned performance under this Agreement, then
the COunty may terminate this Agreement three (3) calendar days after
providing written notice to the Contractor of its intention to do so- The
52of71
notice shall state the evidence Indicating the Contractor's abandonment,
For purposes of this paragraph, abandonment constitutes ceased
operations for a period of time that results in failure to per -form the terms of
this Agreement.
9.2 Insolvency of Contractor
Either the appointment of a receiver to take possession of all or substantially all of
the assets of the Contractor, Or a gertieral assignment by Contractor for the benefit of
creditors, or any action taken by or suffered by Contractor under any insolvency or
bankruptcy act shall constitute a breach of this Agreement by Contractor. In such
oases. the Counter may terminate this Agreement three (3) Days after giving notice to
the Contractor of its intent.
29.3 Repeat Violations of A regiment
It the Contractor's record of performance shows that the Contractor has frequently,
rcguiarl, or repetitively defaulted In the performance of any of the covenants,
conditions, or requirements contatned In this Agreement, and regardless of whether
the Contraotor has corrected each individual condition of default or paid tiquidatnd
damages, the Contractor shall be deemed a "habitual violator" and shall forfeit the
right !o any further notice or grace period to correct, and all of the prior defaults shall
be considered cumulative and coltectively shall constitute a condition of irredeemable
default. Under such circumstances, tho Board shall issue the Contractor a final
warning, citing the grounds thomforc, and any single default by Contractor of
whatever nature. subsequent to the issuance of the Board's notice, shall be grotAnds
for immediate termination of this Agreement. In the event of any suCh subsequent
default, the County may terminate this Agreement Capon giving written notice to the
Contractor, and termination shall be effective three (3) Days after the notice is
delivered. All foes due to the Contractof hereunder, plus any and all charges and
interest, shall be payable to the date of termination, and the Contractor shall have no
further rights hereunder. Immediately upon receipt of the Board's final notice, the
Contractor shall cease arty further performance under this Agreement.
29.4 In the event this Agreement is terminated. all liaNliity of the County larder this
Agreement shall cease and the County shall have the right to utilize the. Performance
Band, as necessary to obtain Collection Services From another Person. The
Contractor shall rmtmbursc the County for all direct and indirect costs the Ccunty
incurs while obtaining interim Collection Service.
30 01spute Resolution Process
J The County and Contractor agree to cooperate and act in good faith~ at all times
when dealing with each ether, If a dispute arises between the parties, the partic-�
shall attempt to resolve their differences quickly and informally_ if they are Linablie to
do sa. th ey shall seek relief by following the procedures in Section 30.8, below, or by
initiating a non -binding mediation process, pursuant to Section 30,2, below,
30_2 ALL CLAIMS, DISPUTES ANr) CONTROVERSIES ARISING OUT OF OR
REC_ATED TO THE PERFORMANCE, INTERPRETATION. APPLICATION OR
ENFORCEMENT OF THIS AGREEMENT. INCLUDING BUT NOT LIMITED TO
CLAMS FOR PAYMENT AND CLAIMS FOR BREACH OF THIS AGREEMENT,
SHALL BE REFERRED TO NON -BINDING MEDIATION BEFORE INITIATION OF
63 of 71
ANY ADJUDICATIVE ACTION OR PROCEEDING, AT LAW OR IN EQUITY,
UNLESS IT SHALL BE UIVREA ONABLP TO DO SO OR AN EMERGENCY
SITUATION OR NE%CESSITY DICTATES OTHERWISE. ALL APPLICABLE
STATUTES OF LIMITATION AND DEFENSES BASED ON THE PASSAGE OF
TIME SHALL BE TOLLED WHILE THE MEOl,4TION PROCESS IS PENDING. THE
PARTIES WILL TAKE ALL REASONABLE MEASURES NECESSARY TO
EFFECTUATE SUCH TOLLING-
30.3 The Contractor and County agree to partictpate fully in the mediation process and
conscientiously attempt to resolve their dispute. Exrept as provided below, each
party shall bear its awn expenses in connection with the mediation. Both parties
shall pay equally For the services of the mediator. The mediation shall take place In
Collier County, Florida.
0.4 Notwithstanding the foregoing, if either party terminates this Agreement for cause
pursuant to Section 29, above, the terminating party shall gave the right, in its sole
discratiov. to proceed directly with litigation of any claims or disputes relating to the
terrntnetlon for cause and may include other claims and disputes unrelated to the
termination, and shall not be rN. ulred to submit such maims or disputes to the
rnediation-
36-5 The partles agree that any claim flied in state or federal court concerning this
Agreement shah be 11eerd by a judg,, sifting withriut a jury-
34.6 THE COUNTY AND THE CONTRACTOR HEREBY KNOWINGLY, VOLUNTARILY.
AND PFRMANENTLY WAIVE ANY RIGHT THEY MAY HAVE TO JAI JURY TRIAL
CONCERNING THE PERFORMANCE, INTERPRETATION, APPLICATION OR
ENFORCEMENT OF THIS AGREEMENT-
0.7 In any litigation concerning this Agreement, the prevailing party stiall recover its
costs and reasonable attorney's fees from the non -prevailing party, including the fees
and costs incurred in any trial, appeal, and mediation, if any, concprning the issue(s)
in dispute.
30.8 When a dispute between the County and the Contractor is pending cr threatened,
the Contractor shall attempt to restive the dispute with the Director, if this attempt is
unsuccessful, either party may initiate a non -binding Mediation process, iri
accordance wit[I the provisions of Section 30.2. above- In addition, at anytime during
the dispute resolution process, the Contractor may request the Manager to consider
the disputed issue. The Contractor's written requestshall be delivered to the
Director and it shall describe the Contractor's proposed solution for resolving the
dispute. The DIrectgr and the Manager may request, and the Ccntrec(Qr shall timely
provide. any additional information that is reasonably necessary to evaluate the
disputed issue and the Contractor's proposal. The Manager shall fully and fairly
consider the Contractor's proposal in a timely maliner. Upon request, the Manager
shall meet with the Contractor and discuss its proposal. If the Manager rejects the
Contractor's proposal in whoJe or in }part, the Contractor may submit a written request
to the Manager for an Opportunity to present its proposed solution to the Board.
Thereafter, the Contractor shell be allowed to present its proposal to the Board at a
duly noticed public reacting, The Board may accept or reject the Contractor's
proposaJ, or take other action that the Board deems appropriate, in the Board's sole
discretion.
64of71
31 Operations Durilig a Dispute
If a dispute arises between the County, the Contractor, or any other party concerning the
Cantractof's performance under Mis Agreement, the Contractor shall continue to perform its
duties in strict compliance with the terms and conditlons of this Agreement, regardless of the
pending dispute.
32 Waiver
Unless otherwise specifically provided by this Agreement. no delay or failure to exercise a
Fight under this Agreement shall impair such right or shall be construed to be a waiver
thereof, but such right may be exercised from time to time and as often as deemed
expedient. The tallure of the County or Contractor at any time to require performance by the
other party of any terra in this Agreement shall in no way affect the right of the County or
Contractor thereafter to enforce same; nor shall waiver by the County or Contractor of any
breach of any term of this Agreement be taken or field to be a waiver of any succeeding
breach of such term or as a waiver of any terra ithelf. To be effective, any waiver shall be in
writing and signed by the party granting such waiver. Any such waiver shall be I[mited to the
particular right so waived and shall not be deemed to waive any other right Under this
Agreement_
33 Notices and Communications to Director and District Manager
All notices, requests, authorizations, approvals, protests, petitions, and payments provided
for herein shall he in writing. Such documents shall be either (a) hand delivered, (b) rnailed
by registered or certified mail (postage prepaid), return receipt requested, or (c) sent by
telecopy, and addressed as shown below. The domiments shall be deemed to have been
duly delivered when personally delivered, or when transmitted by teieropier and receipt is
confirmed by telephone, or when delivered by U. S _ MaiJ or courier service, as shown by the
return feoeipt.
If to the County (Manager);
Collier County Manager
Collier County Government Center
301 East Tamiarni Trail
Naptea, Florida 34112
If to the Contractor (District Manager);
Immokalee Disposal Company, In0_
Attention; District Manager
120 Jefferson Avenue West
Imrookalee, Florida 3414
Bulb parties reserve the right to designate a different representative or representatives in
[lie future, or to change the addresses} for notice, by provilding written notice to the othe. r
party of such change.
65of71
34 Permits and Licenses
Contractor, at its sole cost and expense. shad obtain and maintain throughout the tefrri of
this Agreement all permits, licenses and approvals necessary Or required for Contractor to
perform the work and services described herein_
35 Compliance with taws and Regulations
Contractor agrees that, in the performance of its work and services under thls Agreerjfent,
Contractor shall (Tuaiifp under and at all times comply with all Applicable taws now in effect
and lie reafter enacted during the term of lkiis Agreement, which are applicable to Contractor,
its employees, agents, or subcontractors, if any, with respect to the work and services
described herein.
36 Equal Opportunity Employment
ontrac rnr agrees that it shall not disCrir'ninate against any employee or applicant for
employment for work under this Agreement because of handicap, race, color, religion, sex,
age, or national origin and shall take affirmative steps to ensure that applicants are
employcd and employees are treated during employment by Contractor Wthaijt regard to
race, color, religion, sex, age or national origin. This prov sIon shall inclUde, but not be
11mited to, the following- en-iployment upgrading, demotion or transfer; recruitment
advertising; layoff or termination; rates of pqy or other forms of ronipensation; and selection
for tralning, including apprenticeships. Contractor agrees to furnish the County with a copy
of its Affinrative Action Policy. A copy of the policy shall be submitted to the Director at
least thirty (30) calendar days before the Commencement Date_
37 Indemnification and Hold Harmless
The Contractor hereby cover7arits and agrees to defend fully, protect, indernriify and hold
harmless the County from and against each and every claim, demand or cause of artir)n
and any and all liability, cost, expe;15e (including by not limited to reasonable attorneys, fees,
costs and expenses Incurred in defense of the County, even if incident to appellate, post -
judgment or bankruptcy proceedings), damage or loss in connection therewith which may be
made or asserted by the Contractor, (lie Contractor's employees or agents, or any t13ird
Parties (including but not 1011ted to the County) on account of personal injury, death,
damage or property damage caused by, arising out of or ire any way incidental to or in
c4onection with its performance under this Agreement At the election of the County, the
Contractor shall contest and defend the County against any such claims of liability against
the County. The County shall In any event, have the right, through counsel of its choice, to
ntrol the defense or response to any such claim to (lie extent it could affect the County
financially. This indemnification shall also Include any clairn or hability arising frorri or in any
way related to actual or threatened damage to (tie environment, agency costs by
Investigation, personal injury or death, or damage to property, due to a release, alleged
release. or improper handling by Contractor of Hazardous Waste, Biomedical Waste,
Biological Waste, infectious waste or SlUdger regardless of the merits of the claim. only
those matters which are determined by a final, nonappealable judgment to be the result of
tfie negligence of the County or the negligence of a third party who is not an agent,
empooyee, invitee, or subcontractor of the Contractor shall be excluders from the Contractor's
dray to indemnify the County, but only to the extent of negligence of the County or such third
66 of 71
party. For the purpose of this Section 37, the term " ourity" shall be deemed to include the
County COMmissioners and the County's agents, ern ployees and affiliates. For purposes of
this indemnification, "claims" shall mean and include all obligations, actual and
consequential damages, and costs reasonably incurred in the defense of any claim against
Ilia County. including, but not limited to, reasonable accountants% attorneys', attomey
assistants' and expert witness fees, casts of investigation and proof of facts. court costs,
other litigation expenses, and travel and living expenses, The County shad have the right to
defend any such claim against it in such manner as the County deems appropriate or
desirahln in its solo discretion. This indemnity shall continue in full force and effect
subsequent to and notwithstanding the expiration or termination of this Agreement_
38 Employee Status
Persons employed by the Contractor in the performance of services and functions pursuant
In this Agreement shall have no claim to pension, workers' compensation, unemployment
compensation, civil service or other employee rights or privileges granted to the ounty's
officers and employees, either by operation of law or by the o�,nty's actions.
39 Severability
If any portion of this Agreement is declared invalid, illegal. void or unenforceable. such
portion small be considered severable, end the remaining portions shall not be affected, but
will remain in full forge and effect. This Agreement shall be construed as if such invalid,
illegal, void or unenforceable provision had never been contained herein.
40 Farce Majeure
40.1 Inablllty to Perform
Except for any payment obligation by either party, 0 the County or Contractor is
onable to perform, or is delayed in its performance of any of its obligations under this
Agreement by reason of any event of force mnjer,re, sLich inabilIty or delay shall be
excused at any time during which compliance is prevented by such event and during
such {period thereafter as may be reasonably necessary for the County or Contractor
to correct the adverse effeU of such event of forge majeure.
40.2 Events of Force Ma-eure
An even( of "force majeure r shall mean the following events ur circumstances to the
extent that they delay the County or Contractor from performing any of its obligations
(other than payment obligation) under this Agreement,
40,21 Are Act of God, tornado, hurricane, flood, fire, explosion (except those
caused by negligence of CQntractur. its agents, and assign), landslide,
earthquake, apidernic. and extremely abnormal and excessively inclement
weather.
40.2.2 Acts of public enerny, acts of war, terrorism, Insurrection, riots, curl(
dia(urbances, or national or international calamities.
40.2.3 Suspension. Wrrnina#ion or interruption of utilities necessary to the
Contractors operation or duties under this Agreement.
67of71
40. .4 Any act, event, or condition which is determined by mutual agreement of
the County and the Contractor to be of the same general type as the events
of farce rrlajeure identified in the preceding paragraphs.
40.2-5 Labor disputes. labor shortages, charging ecanornto cartditfe)ns, and the
ecoriumic hardship of the Contractor shall not be considered an event of
force majeure-
40.3 Written Notification
To be entitled to the benefit of this Section 40, a party claiming an event of tore
majeure shall give prompt written notice to the other party, specifying in (jeteil the
event of Force majeure, and diligently proceed to correct the adverse effect of any
force mejeure. The p8rtie5 agree that, as to thir, Section 40, tulle is of the essence_
41 Governing Law and Venue
The laws of the State of Florida sh3ill govem the rights, obligations, dunes and lfabilities of
the parties of this Agreement and shall govern the interpretation of thls Agreement. Any and
all legal ac#ions necessary to enforce this Ag"Pernent shall be held and maintained solely in
Collier County. Florida.
4,2 Niodi>tication to the Agreement
This Agreement constitutes the entire Agreement and Widr;rstandrftg brtween the parties
hereto, and it shall not be considered modified, altered. changed or amended in any respect
unless in writing and Signed by the parties hereto,
4 _t noun Power to Modify
The Hoard shall have the power to make changes in this Agreement relative to the
scope and methods of providing Collection Services, when the Board deems it
rieccssary and desirabirs for the }public welfare_ The Director shall give the
Contractor notice of any propose-d change grid an Opportunity to be heard
concerning any relevant matters. The County and Contractor agree to enter into
good faith negotiations to modify this Agreement and the Rates, as necessa
scope and method of providing Collection Services, as referenced herein, shallhe
ry. The
liberally construed to include, but trot limited to the manner, procedures, operations
and obligations, financial or otherwise, or the Contractor.
42•2es in Law
The Counly and the Contractor understand and agree that changes in the Applicable
Laws [nay require changes or modifications III some of the conditions or obligations
of this Agreement. in the event any future change in any Applicable Law materially
alters the obligations of the Contractor or the County, there the provisions and Rates
in this Agreement may neat# to be modified. The County and Contractor agree to
cj
enter into good Faith negotiations regarding mQdificaticns to this Agreement, ee t
may be required in order to implement changes in the interest of ttie public welfare or
clue, to a change in law,
68of71
43 Independent Contractor
When performing the activities required by this Agreement, the Contractor will be acting in
the capacity of an independent oontractur and riot as an agent, employee, partner, joint
venturer or associate of the County- Nelther the Contractor nor any if Its employees,
officers, agents or subcontractors shall represent, act, purport to act, or be deemed to be the
agent, representative. employee, or servant of the County, The Contractor shall have no
authority to band the County to any agrecment or contract.
44 All Prior Agreements -Supersedes!
This Agreement fncorporates and Includes all prior negotiations, correspondence,
conversations. agreements and understandings applicable to the matters contained in this
Agreement, The parties agree that there are no cornmornents, agreements or
understandings concerning the subject matter of this Agreement that are not contained
herein. Accordingly, it is agreed that no deviation front the terms of this Agreement shall be
Predicated upnn any prior representations or agreements, whether oral or written. This
AgmPment shall supereede all prior agreements between the parties regarding the matters
addressed herein.
45 Headings
Headings in this docunaent are for convenience of reference only and are not to be
considered In arly interpretation of this Agreement,
46 Survivability
Arty term. condition, covenar7t, ur obligation which requires. performance by a party
subsequent to termination of this Agr€- rnent shall remain enforceable against such party
Subsequent to such termination_
47 Fair [dealing
The Contractor declares and warrants that the Contractor enters into the Agreement wilhotil
reliance on or engaging in any collusion, bribery or fraud, that all of the Contractor's
representations in this Agraemer)t are made faifly and in good faith, and that no County
Commission member, Counter officer, or oLrnty employee, directly or indirectly owns rTiofe
than 1% of the total assets or capital stock of the Contractor, near will any such person
dfrectfy+ or indirectly benefit by more than 1% from the profits ur emoluments of this
Agreement, near ha$ the 00ntractor provided arty gift to any sur:h person or their farnily. The
Contractor- warrants that it 11as not employed a retained any uumpany or person, other than
a bona fide employee worsting solely for the CoMactur. to solicit or secure this contract and
the Contractor has not paid or agreed to pay any person, cornpany, corporation, individual
or firm. other than a bona fide employee working solely for the Contractor, any fee,
commission. pert pntage, gift or any other compansatiorl contingent upon or resulting frorn
the award Or making of this contract. Further, the Contractor declares and warrants that the
Contractor is not subject to the restrictions in Sections 287. '13 and 287.134, Ffor[da
Statutes, for a pubiic entity crime.
69of71
48 Sovereign Immunity
Nothing iri this Agreerent shall be interpr7eted or constrixcd to mean that the Country waivas
its common law sovereign in)m4,jrrity or the limits on liability set forth in 76 8.8, FIarida
Statutes_
49 Construction of Agreement
Both parties acknowledge that thoy have had meaningful input into the terms and conditions
contained in this Agreement. Therefore, any doubtful ar ambiguous provisions contained
herein shall not be construed against the party that physically prepared this Agreement.
The rule sometimes referred to as " Fortius Contra Profereriturn" shall not he applied to the
interpretation of this Agreement,
50 Terms Generally
Whertever the contnxt may require, any pronoun used in this Agreement shall include the
corresponding masculine, feminine and neuter forms, and the singular shall Include the
plural and vice versa. Unless otherwise specifically noted, the words "include," and
"including" as used hPreln shall be deemed to be followed by the phrase "without limitation."
The wards "agree," "consent," and "approval" as used herein shall be deemed to be
followed by [lie phrase "which shall not be unreasonably withheld or delayed", except as
speeificaily noted_ Words or phrases which are defined herein by referenw to a statute, rule
or regulation shall have the meaning ascribed to such word or phrases as of the Eifcctive
Date, without regard to ai1bseg1jPnt changes in such statutes, rules or regulations, except
where this Agreement expressly provides otherwise. The vvurd "shall" is always mandatory
and not merely discretionary.
51 Remedies Not Exclusive
The remedies specifted in this Agreement shall supplement, and not be in lieu of, any other
remedies provided at Jaiw or ki equity_ The payment of any Ilgttidoted damages by the
Contractor shall not constftute a defense for the Contractor, nor art election of remedies by
the County, nor serve as the basis for a claim of estoppel against the County, nor prevent
the County from terminating this Agreement, The County's decision to refraln f m
assessing liquidated damages, or suspending or terminating this Agreement, or seeking any
other relief from any failure in the Contractor's performance, shall riot constitute a waivar of
the ounty's right to pursue any other remedy or a waiver of its right to pursue a remedy for
any futuro failure by the Contractor. No remedy conferred by this Agreement is intended to
be exclusive of any other remedy. Each and every such remedy shall be cumulative and
shall be in addition to every other remedy gIvan hereLJnder or now or hereafter existing at
law or in equity, by statute or otherwise. No single or partial exercise by any party or any
right, power, or remedy hereunder shall preclude any other- or further exercise thereaf.
70 of 71
IN WITNESS W I-IEREOF. the parties have made and executed this Agreement on the
respective dates under each signature: COLLIER COUNTY by the Chair of the Board of
County Commissioners, duly authorized to execute same, and IMMOKALEE DISPOSAL
COMPANY. Y. INC., by and through its President, duly authorized to execute same.
DATED-. �' 1J 66 BOARD OF COUNTY COMMISSIONERS OF
ATTEST; COLLIER COUNTY, FLORIDA
t3
DWlGHT E. E,k06 'Cjerrt
By.�.
.D uty Clerk Fred W. Coyle, Chairrn
Att4v? t as to Ctialr�Un'l
siratuirt only.
Approved as to form and
legal iciencY_
Robert N- Za ary
Assistant County Attomny
IiV1MOKALEE DISPOSAL COMPANY, INC-
��
iggnatui a Florida corporation
='
Printed/Typed Marne
Signature into are
PrIntedrryped Name Printedrryped Larne
Printed/Typed Title
21M5 (Mp rate se -a?)
71 of 71
EXHIBIT
RATES FOR RESIDENTIAL AND COMMERCIAL COLLECTION SERVICE
Annual ResideriLial Collection Service Rate (efferfive Ode er1.20Oq = $ 28
Rate5 for Commercial Collection S We
BULK CONTAINER RATES
SERVICE YEAR 4@]m4.@ m5
SIZE OF FREQUENCY EXTRA
CONTAINER (COLLECTIONS RATES CONTAINER
CUBIC YARDS) PER WEE PER MONTHS SERVICE
2 4
$SQ-10
2 2
S 117,92
2 3
S147,39
2 4
$! .
2 5
$ P07.67
2 §
$227,78
4 1
$93,83
4 2
$].O
4 1
$ 7ae
4 4
$ 314 a2
4 5
$375.13
4 S
$428,73
e ]
$167.48
6 2
$ 247M
§ 3
■t54
e 4
$ 388M
G 5
",9.82
e §
$50$
$21.36
PER C UP
$42,67
PER PICK-UP
$64.01
PER PICK-UP
om mercim R ates sh all b@@ka bl it d an nu a I ¥p ursuant to Coll iarC ou nty Ordinsnos No. 84-31,
EXHIBIT I(B)
DATES FOR SUPPLEMENTAL RESIDENTIAL AND COMMERCIAL COLLECTION SERVICE
Service
ReEAential Curbside CUStorners
In ybrd service for non -handicap
Extra pick-up service
Rates for Service
SS for eacli buJk item
PornMordal Customers
Exlre pick-up servire
Same as roi+tlne colinlJon Service in Exhibit I(A)
10 per manih
35 per occu rmnen
Unlocking & Incking gates
Pxchang Ing cordainer for a different niz" If Mm than 2 tfines a yea
Lack bar not up
10 per month
50 per bar
Replacement for damaged bar
Lock for containers
Is 10 par Icck
W per conial nor
150 per cont3lner
$25 per orra.+frence
1550 per hour plus all parts A reset
$Ifs first [Lein, $5 ewch additional Item
Pressure wash ri ronWiners
Pressure washing colJ-off cam char
F [ecaling custwlger owned aonlainem
Wntenance of customer owned containers
Collectlan of bulk ftoms and white gouda
Re-Instatsment fee (i.e.. reluming rnntainer(s) after seruim Stpped)
1$67
'Supplemental CaIlwction Service Rates are subject to nrmuat CPI adjugiment
I of I
EXHIBIT II
P ROC EDUf E FO R CALC U LATI NG ADJU STIVIENT TO
RESIDENTIAL IDENTIAL AND COMMERCIAL BATES
nllier County shall calculate the residential and commercial Collection and disposal Rates,
based on thte following formulae.
A. Residential Rates
1. Initial ResidentW Rate [See Exhibit t(A)]
2. Adjustments to Residential Rate after first Agreement Year
New Rate per househeId for upcoming Agreietsnent Year =
Current Rate per household X 70% of CPI (see description far GPI
In Section 271 + current Rate per household
Hypothetica l_Exampl e
New Fate for single family residential Qjstome rs =; $100 X (70%
of 2.2851 %) + $100.00 = $101,59
B_ Commercial fates
1. Effective October 1, 2005, the Carnmercial Collection Rato [See Exhibit I (A)] shall be
adjusted to reflect 100% of the change* in the CPI, pursuant to the provislons of the
ounty's Solid Waste Collection Servire Agreement (dated September 11, 1900), as
amended. with the Contractor.
Initial Rake per container per frequency of Collection =
Initial Rate per container per frequency of Collection X 100% of
CPI [see description for CPI in Section 27] + initial Rate per
container per frequency of Collection
Hyoothe.tic.al ExamPle
4 yard container collected twice per week = $140.00 X (100% of
2.2 51%) + $140.00 = $143. 0
1 of 2
2. Adjustments to Commercial CoItection Rate after first Agreement Year
New Rate per container per frequency of tiollection =
Current Rate per container per frequency of Collection X 70 of
CPI [see description for CPI in Section 27) + current Rate per
container per frequency of Collection
Hypothetical Example
4 yard container collected twice per week = $150.00 X (70% of
.2851 %) * 150.00 = $152.40
_ Commercial Disposal Rate [To be established annually pursuant to Collier County
Ordinance No. &4- 1]
4. Gonversion Factors
(a) Uncornpacted Garbage and Rubbish-, 0.055 tans per cubic yard or 1
cubic yard = 1101bs.
(b) Compacted Garbage and Rubbish. 0.1 25 tons per cubic yard or
1 cubio yard = 345 Its_
(c) One month = 4.33 weeks
5. Adjustment to commercial disposal Rate after a change in the Tipping
Fee
New monthly disposal Rate for each container size per
frequency of Collection = Size (per cubic yard) of wpitainer
frequency of Collection per week X 4.33 (i.e., weeks in a month)
new Tipping Fee
Hypothetical Example
The new monthly disposal Rate for a 4 yard container
(uncornpacted) collected twice per week = O.055 tons per cubic
yard X 4 cubic yards X 2 collections per week X 4-33 weeks per
month X $ 5.00 = $66.68
2 of
EXHIBIT Ili(A)
SERVICE AREA LEGAL DESCRIPTION
SOLID WASTE SERVICE DISTRICT I
Beginning at the intersection of the North line of Section 6, Township 48 South, Range 25 F,a.�t
a1w known as the Lee -Collier county INe and the eastern shoreline of the Gulf of MexiCot
thence easterly along said Lee -Col Iier county line to the northeast comer of Section 12,
Township 48 South, Mange 26 East; thence north along the east line of Rango 26 Eat, Township
48 South to the, northwest corner ofSeefion 6, Township 4S South, Mange 27 East, thence east
along the north line of Sections 6, 5, 4, 3, 2 and 1 of Township 47 South, Rangc 27 East to the
northwest comer ofSeeflim 1, Town sh ip 48 Smith, lunge 27 East; thence north along the range
Eno of Ranges 27 and 28 E-ast to the northwest corner of Section 34, Township 47 South, Range
20 East, also known as the center line of lnmokalcc Road (CR 846); thence east along the north
section lines of Sections 30, 29, 2 8, 27, 2.6 and 25 of Township 47 South, Mange 2 8 East to the
northeast corner of Section 25, Tn nship 47 South, Mange 28 East; thence south along the range
lino for Ranges 28 and 29 East to the northeast corner of Township 49 South and Mange 28 East;
thence east along the township line for Townships 42 and 49 South to the northeast comer of
Tavn ship 49 South and Mange 30 Fast; thmxce south along the range line for Ranges 3(} and 31
East to Elie nort w=l coaxer ofTowmWp 52 South and mange 30 East; thenor, east aloe the
township line for Townships 51 and 52 South to the northeast corner of Township 52 South and
Range 31 East; thence south along the range line For Ranges 31 and 32 East to the northeast
comer of Township 53 South and Mange 31 East; thence east along the township line of
`4`ownshil)8 52 and 53 South to the northcast oumui- u1'Tuwnsliip 53 Sotab and loge 34 East,
also being known as the Collier -Miami -Dade counter line; thence south along said county line to
die southeast corner of Section 36, Tow=Wp 53 South, Range 34 East, also being known as Lhc
Collier -Monroe count} line; thence west along said county line to the eastern shoreline of the
ulrof Mexico; thence westerly and northerly along thy: waters of sic oulfofMexico to die
Lee -Collier counter line heing the north line ofSection 6, Township 48 South, Range 25 Enst and
being the Point of Beginning. Less and except at the Iands Incated within the corporate limits
of the City of Narpies and Evmglades City. Also, less and except those barrier islands as
described in Ordinance No. 90-30, as amended.
1 of i
EXHIBIT 111(8)
SERVICE AREA LEGAL DESCRIPTION
SOLID WASTE SERVICE DISTRIOT 11
Beginning at the northwest comer of Township 47 South, Range 27 East, Collier County,
Florida, thence east along the Collier -Lee county line also the township line to the northeast
corner of Township 47 Sough, Range 27 East; thence north along the Collier -Lee county line also
the range line to the northwest corner o f Township 46 South, Range 2 8 East; thence cast along
the Collier -Hendry county line also the township line for Townships 45 and 46 South to the
northeast corner of Township 46 :youth, Range 30 East; thence south along the Collier -Hendry
county lime also the range lino of Rwges 30 and 31 East to the southeast comex of Township 48
South, Mange 3 0 bast; thence west along the township line for Townships 48 and 49 South to the
southwest corner of Township 48 South, Range 2 Lust; thence north along range line for
Ranges 28 and 29 East to the southwest corner of Section 19, Township 47 South, Range 29
East; a1w being known as the center line of lrnmokalee Road (CR 846); thence west along the
south lute of Sections 24, 23, 22, 21, 20 and 19 of Township 47 South, Range 2 8 East to the
southeast corner of Section 24, Township 47 South, Mange 27 East; thence south along the range
line for Ranges 27 anti 28 East to the southeast comer of Township 47 South, Range 27 East;
thence west along the township line for Townships 47 and 48 South to the southwest comer of
Township 47 South <uid Range 27 East; thence north along the range lines for Ranges 26 and 27
Fast to the northwest corner of Township 47 South, Mange 27 East, Ding the Paint ofBeginring.
1 of 1
EXHIBIT IV
MAP OF SERVICE DISTRICTS I AND 11
+, YI Y Y ► 1 \
m
wy
K Y {
i
4 f f off •f ��
Wz
I
.f
yt..F..
Co l l is r Ca unly, FJ arida
► 1 ,,,- Yi to Mansgrrmtnt DiaeHctsr �•: '3 *} "�' ":
.w.� r�.rLtiwr�
rr...a rr ..t4+aw
l of 1
EX H|131T
PERFORMANCE BOND
FOR FRANCHISE AGREEMENT
CONTRACTOR (PRINCIPAL)
COMPANY (L GAINAME): knrnok8wen>p |C%r ny. Inc..
PRINCIPAL BUSINESS ADDRESS -
TELEPHONE NUMBED
SURETY
COMPANY �LEGAL N&ePy
PRINCIPALBu&NFSS AODRESS(No P0 B )-
TELEPHONE NUMBER:
OWNER (OBLIGEE)
NayE Coll lrc C Oliny Sowd of Cmm¥ Commie a @
PRINK PAL BUSINESS ADDRraa:33Q1 y:irj i i Tr8jl,Naples.Fbnd a 34112
TELEPHONE NUMBE(Q774-8097
CONTRACT DETAILS
DATE EXECUTED:
AMOUNT,
GENERAL DESCRIPTION. Franchise Agreeninntfq lid Wes# Rw;yclabia Mutwialls. arid Yard
Tr*ish Cotloctiorkservice#
;■•,
BOND NUUBER-
DATE-
AMOUNT-
KNOW AL MEN BY THESE PRESENTS:
That »d [ herainarter called ContraContrautor, and Surety, identified above, are bound to he
Board of County Commissi2,m Collier CM RmH% as 0U%ee,hormn called the County, in
the amer m identified ebove,@r$@ paymentwhiaof Con1factor sod Surety bind thernselves, their
hdIS. 13Xuto5 mnbt tors d ass\rps, joif i t¥ andlev2&.
1 of 2
WHEREAS, Contractor has by written agreement entered Into 8 contract, identified above, with
County, which conlraCt d0emuments are by feteronce made a part hereof, And for the purposes of this
Sand are hereafter referred to as the "Contract";
THE CONDITION OF THIS BONE) Is that It Contractor:
I , performs the Contract between Danlraotor and County, at the times and u7 they manner
prescribed in the Contract; and
. pays Counly all Io3sfm damages, Including Ilquid aced damages and damages caused by delay,
expenses, costs and attorneys fees Including appellate proueedrngs, tM County suoairiq as a result of
default by Con under the Contract; and
3, performs the guarantee of all work and materials furnished under the Contract for Itte time
specified in the Corillract, then THIS BOND IS VOID, OTHERWISE IT RFMAINS IN FULL FORCE AND
EFFECT.
Whenever Ganlraclor shall be. and Is declared by C ounly to be, in default under the Oontfari, and
County having performed County's obligations ther�:under, the Surety may promptly remedy the default,
or shall promptly:
1. cwl plate the Contract in Acc:orclance with its Germs and conditlons; of
_ oblairk a bid or bids far rampletirlg the Contract in accordance wish its leans and conditions,
and upon (ieterminstion by Surety of nie lowest responsible bidder, of, if Courity elects. upon
determination by 0,1`)4rr)ty and Surety Jointly of tine kowesl responsible blddcr, Arrange for ri contract
between such Bidder avid County, and make available as wufk progresses suffclent funds, paid to
County, to pay the cast of orarnplabon and other costs and dtr niages for which the Surety may he liable
hereunder.
No right of action shall accrue on this bond to or for the use of any person of corporaticn other
than the Dourlly named herein.
They surety hereby wnlves 60lice of, and agrees that any changes in or under the Oontrarl, 8nd
corapliaili'm or noncornpliance with rimy formalities connected with the Curilract or the changes do not
affect Surety's obligation, under this band.
Signed and sealed th16_ . _day of
CONTRACTOR (PRINCIPAL)
SIGNATURE:
PRINTED NAME AND TITLE:
SURETY
SIGNATURE:
PRINTED NAME SAND TITLE;
,2005
CORPORATE SEAL
SEAL
ATTORNEY IN FACT
of
EXHIBIT V�B)
PRO EDURE FOR CALCUL TIN PERFORMANCE BOND REQUIREMENT
The annual Perfo"aoce Bond due to the County from the Contractor is calculated as -
One half the annual value of the Residential Collection Service
authorized under the Agreement = Performance Bond Required
Sample Calculation of the Performance Rond Faquirement
Hypothefica1 1"' Year Ann uaI Res [den [is t Collection Servioe Cost
TIP-nes 50°l,,
Annual Performance Bond Requirement =
50%
$ , 50,000
1of1
EXHIBIT VI
MATERIALS ACCEPTANCE PROTOCOL
Steel and Tin Cans
Includes steel. tin and aerosof cans. bi-metal containers, and lids composed primarily of whole
iron or steel. Paper labels are acceptable. Aerosol cans conteinfng household hazardous waste
are not acceptable.
Aluminum
Includes aluminum beverage containers, Food trays without food residue, sheets Arid flexible
containers..
Glass
fear (flint), brown (amber) and green food and beverage jars and bottles. Paper labels on glass
containers are acceptable. Metal lids should be removed and included.
PET Plastics ( PI code No. 1)
Examples Include but are not limited to; Plastic soft drink, water, sports drink, beer, rnnulhwash,
catsup and salad dressing bottles_ Peanut butter, pfckle, jelly and jam jars. Overlable prepared
food !rays.
WDPI- Plastics ( PI code No. )
Examples include but are not limited to, Milk, water, juice, cosmetic, shampoo, dish and laundry
detergent bottles, y+ngurt and margarine tubs. grocery, trash and retail bags. Motor oiI bottles are
not acceptable.
Ptastics ( PI code No. 3)
Examples include but are not limited to: PVC produots such as clear fond and non-food
packaging.
L1DPE Plastics ( PI code No. 4)
Examples Include but are not limited to, Dry cleaning, bread and frozen food bags. squeezable
bottles (e,g„ honey, mustard).
PP Plastics ( PI code No. 5)
Examples include but are not limited to- Gal8up bottles, yogurt containers, margarine tubs, and
medicine battles.
PS Plastics (SPI code No. 6)
Examples include but are not limited to' Compact Mac jackets, food service applications,
grocery store meat trays. s g cartons, aspIrfn bottles, cups, plates, and cutlery,
Other Plastics (SPI Corte NG. 7)
Examples Include but are not limited to- Three and hive gallon reusable water battles, some
citrus juice and catsup bottles.
I of 2
Preparation of plastic*, glass and metal containers: Remove organics. other contents and
plastic caps, but the inclusion of organics, caps, rings, and labels will not be reason for rejection
of Program Recyclabies.
Paper Recyrclables
Paper Rocyclabiles consist of the fallowing materials, commingled together, except aged,
yellowed, or sunburned {gaper or water saturated paper.
ONP
All loose or bagged newsprint is acceptable, including all paper which is distributed with or as
part of general circulation newspapers_
occ
All loose or bagged old corrugated cardboard containers that are flattened and either cut down
or folded to size, no mare than 3 feet by 3 feet. Staples and tape with water-soluble glues do not
have to be removed. Wax -coated corrugated cardboard is not acceptable.
Paper Bags
All Icose or bagged papar sacks. May be used to hold mined paper.
h I pboardf Fi b erb oa rd/P a perboard
All product packaging materials, such as cereal boxes, packaged food boxes, shoe boxes, and
small manutactured item packaging,
Telephone Books
Old telephone directories_
Magazines
Old magazines„ inducting srnaill catalogs and similar printed material with glossy panes.
Mixed Paper
Mined paper, including shredded paper, including but not limited to the fallowing: ji-rnk rnail ; 1119h-
grade Paper; white and colored ledger; copior paper: office paper; laser printer }gaper. computer
paper. including con inuous-forrned perforated white bond or green bar paper: book paper:
cotton timer content paper: dup[icatur gaper; farm bond: manifold business forms; mimeo paper;
note pad paper (no backing), loose tear fillers; stationery: writing paper; gaper envelopes;
carbonless (NCR) paper; tabulating cards; facsimile paper; and manila folders.
Paper with metallic, carbon. ammonia or iron -soluble glue is not acceptable
of
EXHIBIT VII
MONTHLY RESIDENTIAL COLLECTION! TONNAGE
Provided below are the average tonnages per month of residential solid waste, yard
waster tires, and white goods collected in Service District I and Service District II.
Tonnages are an average of 4 fiscal years (F 2000101, 2001102, 2002/0 , and
00104.
Service District
Month
October
Solid Waste
Tonnage
Yard Trash
Tonnage
941
866
617
Tires Each
274
217
272
White Goods
Tonnage
6,08
6,959
108
108
107
November
December
7,541
January
8,062
799
289
126
February,
March
7,050
768
290
119
128
7,930
962
415
390
361
323
April
7,731
7,621
1,070
1,015
894
116
119
May
June
7,069
110
.July,
7.3 8
7,363
6,963
958
363
235
12
115
August
1,078
1,039
September
241
109
District IIII
Month
Solid Waste
Yard Trash
Tres Each
W1
Tonnage
578
580
Tonnage
37
850-
260
October
Noverber
26
late Goode
tonnage
26
26
1 of
DecemPer
92
18
anuary
599
24
February
637
28
March
697
33
April
716
31
May
774
27
.dune
700
July
643
32
August
631
29
September
608
35
352 25
400 31
304 25
277 27
30 23
2,54 22
8 29
Sol 29
47 29
332 25
r-)f2
EHII3IT V)II
COLLIER COUNTY VISION, MISSION, AND VALUES
1. Vision Statement: To successfully develop a fully integrated, customer focused,
strategically aligned objective organization through comprehensive resource
optimization with the goal to provide the best value service possible.
2. Mission Statement: For our Collier County Public Utilities Customers — provide
effective, efficient, respansi►re, reliable and high -quality utility services that exceed
expectations.
2.a Priort#aes:
Stay in regulatory compliance —always.
Meet the demand with reliability.
Take care of our customers.
Build the team,
3_ Collier County Public Utilities Business Basics:
A] We are a 100% reirnburSahle, project funded enterprise organixa#ion_ Our salaries are
paid directly by our customers. No Customers = No Work = No Jab.
b) Safety is non-negotiable.
c) We will not compromise quality. What we do, we will do well.
df) Teamwork is essential In all we do.
ej Utilizing active listening, we will 3Iways seek first to understand the uustomer's needs
and conrerns, and there aggressively seek a solution,
1 of 1