#09-5319 Assumption Agreement (Waste Pro of Florida , Inc.) ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney
Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney
Office no later than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with
the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1. Risk Risk Management
2. County Attorney Office County Attorney Office / 1
4 p0`1
4. BCC Office Board of County
Commissioners
4. Minutes and Records Clerk of Court's Office f\k)
5. Procurement Services Procurement Services
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event
one of the addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Vanessa Miguel/Purchasing Contact Information 239-252-6020
Contact/Department
Agenda Date Item was September 14th, 2021 Agenda Item Number 16.C.6
Approved by the BCC
Type of Document Assumption Number of Original 1
Attached Documents Attached
PO number or account N/A 09-5319 Waste Pro of
number if document is Waste Pro of Florida, Inc.
to be recorded
Florida, Inc.
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature STAMP OK N/A
2. Does the document need to be sent to another agency for additional signatures? If yes, N/A
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be VM
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the VM
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's VM
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip N/A
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on September 14',2021 and all changes N/A is not
made during the meeting have been incorporated in the attached document. TheAi% an option for
County Attorney's Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the d`t
BCC,all changes directed by the BCC have been made,and the document is ready for t ,N ; '17 � for
Chairman's signature.
Risk Management
ASSUMPTION AGREEMENT
This Assumption Agreement is made and entered into as of ne�'c
p g IN � 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
S. 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: -: BOARD faF :.NTY COMMISSIONERS
Crystal K.Kinzel,Clerk'pfCourts COLLIE' f 11 . TY, FLORID
By: / By:
Dc uty 1 Penny aylor, Chair
Attest as to ChaniTlan sp
signature only.
Waste Pro of Fl• ",.
By: .ie&
at? !. ... . J., . — AOo
Name an. itle
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this 17 day of Augq ,2021 by
�/
1'1L. 2kx rigs g as Seg or. v PI(1, and on behalf of Waste Pro of Fldrida, Inc. Such
person is personally known to me or has produced as identification and did(did
not)take an oath.
OTARY PUBLIC
(STAMP OR SEAL)
Approv .v of and legality: ,:• ," Nang pue�ic so„.a FIo►iaa
Stacey L Linls
.' y ii } My Commission MM 021761
Ilp-,pf Expire 08/03/2024
Jeffrey Al atz.1 , ounty Attorney
1
Exhibit A
FRANCHISE AGREEMENT
BETWEEN
COLLIER COUNTY
AND
IMMOKALEE DISPOSAL COMPANY, INC.
FOR
SOLID WASTE, RECYCLABLE MATERIALS, AND
YARD TRASH COLLECTION SERVICES
Franchise Agreement for
Solid Waste. Recyclable Materials, and Yard Trash
Collection Services
TABLE OF CONTENTS
1 Definitions .2
2 Exclusive Franchise and Term .10
2.1 Exclusive Franchise Granted 10
2.2 Term of Franchise Agreement 10
2.3 Renewal Option 10
2.4 Termination of Collection Service Under Existing Agreement 10
3 Agreement Documents 11
3.1 Agreement Documents 11
3.2 Conflicts Between Agreement Documents 11
4 Service District 11
5 General Provisions 11
5.1 County Vision, Mission, and Value Statements 11
5.2 General Description of Collection Services 11
5.3 Transition Prior to Commencement Date 11
5.4 Transition Prior to Expiration of this Agreement 13
5.5 Hours and Days of Collection 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 15
5.10 General Collection Procedures 15
5.11 Mixing Loads of Materials 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 Sites 18
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5.17 Spillage and Litter 19
5.18 Exempt Materials 19
5.19 Safety Program 20
5.20 Collection Plan 20
5.21 Ownership of Solid Waste and Program Recyclables 21
5.22 Compaction of Program Recyclables 21
5.23 Sale of Program Recyclables 21
5.24 Disposal of Recyclable Materials 21
6 Set Out Procedures 22
6.1 Residential Customers 22
6.2 Commercial Customers 23
6.3 Residential and Commercial Customers 23
7 Residential Collection Service 24
7.1 Basic Collection Service and Collection Frequency 24
7.2 Supplemental Collection Services .25
8 Multi-Family Collection Service 25
9 Commercial Collection Service 26
9.1 Basic Collection Service and Collection Frequency 26
9.2 Supplemental Collection Services 26
9.3 Commercial Recycling Services 27
9.4 Contract for Collection Service F7
9.5 Termination of Commercial Collection Service 28
10 Collection Containers 29
10 '1 Provision of Containers 29
10.1.1 Curbside Containers 29
10.1.2 Recycling Bins and Recycling Carts 29
10.1.3 Commercial Containers $0
10.2 Ownership of Containers 30
10.3 Technical Specifications for Containers 30
10.4 Delivery of Containers 32
10.5 Maintenance of Containers 32
10.6 Repair and Replacement of Containers 33
10.7 Storage of Recycling Bins ,33
11 Vehicles and Equipment 34
11.1 General Provisions 34
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11.2 Ancillary Equipment 34
11.3 Reserve Vehicles and Equipment 35
11.4 Maintenance and Condition 35
11.5 Identification . 35
11.6 Compliance with the Law 36
11.7 County's Right to Inspect Vehicles 36
11.8 Storage and Repair 36
12 Employees and Supervisors 36
12.1 District Manager 36
12.2 Field Supervisor 37
12.3 Employee Conduct .. 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 Complaints 38
15 Customer Dispute Resolution 39
16 Record Keeping and Reporting 39
16.1 Record Keeping 39
16.1.1 Equipment Maintenance Log 39
16.1.2 Non-Collection Notice Log 39
16.1.3 Legitimate Complaint Log 39
16.1.4 Program Recyclables Log 39
16.1.5 White Goods Log 40
16.1.6 Tire Collection Log 40
16.1.7 Bulk Waste Log 40
16.1.8 Electronic Equipment Log 40
16.2 Monthly Report 40
16.3 Annual Report 41
16.4 Other Reports. Documents and Notifications 42
16.4.1 Residential Recycling Participation Report 42
16.4.2 Updates to Safety Plan 42
16.4.3 Accidents and Property Damage • 42
16.5 General Record Keeping and Reporting Requirements 43
17 Education, Promotion and Public Awareness 43
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17.1 Participation in County Activities 43
17.2 Usage of County Themes and Logos 43
17.3 Distribution of Information with Recycling Containers 44
17.4 Distribution of Information to Commercial Customers 44
17.5 Production and Distribution of Promotional and Educational Material 44
17.6 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 Collection and Processing of Commercial Organics 46
18.5 County's Right to Require Recycling Carts 47
19 Additional Services 47
19.1 Commercial Waste Reduction 47
19.2 Community Service 47
19.3 Pilot Studies 47
19.4 Electronic Equipment 48
19.5 School Recycling Program 49
20 Emergency Situations and Disaster Debris 49
20.1 Use of Contractor Services 49
20.2 Variance in Routes and Schedules 49
20.3 Contingency Plan 49
20.4 Emergency Management/Disaster Meetings 49
21 Insurance 50
21.1. Requirements for Insurance Carriers ..50
21.2 Workers Compensation Insurance 50
21.3 Commercial General Liability 50
21.4 Automobile Liability 50
21.5 Umbrella Liability 50
21.6 Hazardous Waste Insurance 50
21.6.1 Contractor's Pollution Liability 50
21.6.2 Asbestos Liability 51
21.6.3 Hazardous Waste Disposal 51
21.6.4 Hazardous Waste Transportation 51
21.6.5 Certificates of Insurance . 51
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21.7 General Insurance Requirements 51
22 Performance Bond 52
23 Assignment and Subletting 53
24 Transfer of Ownership 53
25 Payment for Services and Administrative Fees 54
25.1 Prohibitions on Payments 54
25.2 County's Obligation to Pay for Residential Collection Service 54
25.3 Procedure for Payment of Residential Service 54
25.4 Adding New Residential Customers.... 54
25.5 Removing Residential Customers 54
25.6 Overpayments and Underpayments for Residential Service 54
25.7 Payments for Commercial Service 55
25.8 County Billings for Commercial Service 55
25.9 Administrative Fees 55
26 Rates 56
26.1 Standard Rates 56
26.2 Special Rates for Emergency Situations and Disaster Debris 56
27 Rate Adjustment 57
27.1 Annual CPI Adjustments to Collection Rates 57
27.2 Adjustments to Commercial Disposal Rates 57
27.3 Changes Imposed by Law . 57
27.4 Extraordinary Rate Adjustment 58
27.5 Rate Reductions 58
28 Liquidated Damages 59
28.1 Basis for Liquidated Damages 59
28.2 Procedure for Assessing Liquidated Damages 61
29 Events of Termination 61
29.1 Failure to Fulfill Obligations of Agreement. 61
29.2 Insolvency of Contractor 63
29.3 Repeat Violations of Agreement .63
30 Dispute Resolution Process 83
31 Operations During a Dispute 65
32 Waiver 65
33 Notices and Communications to Director and District Manager 65
34 Permits and Licenses 66
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35 Compliance with Laws and Regulations 66
36 Equal Opportunity Employment 66
37 Indemnification and Hold Harmless 66
38 Employee Status 67
39 Severability 67
40 Force Majeure 67
40 1 Inability to Perform 67
40.2 Events of Force Majeure 67
40.3 Written Notification 68
41 Governing Law and Venue 68
42 Modification to the Agreement 68
42.1 County Power to Modify 68
42.2 Changes in Law 68
43 Independent Contractor 69
44 All Prior Agreements Superseded 69
45 Headings 69
46 Survivability 69
47 Fair Dealing 69
48 Sovereign Immunity 70
49 Construction of Agreement 70
50 Terms Generally 70
5'1 Remedies Not Exclusive 70
Exhibit I(A) Rates for Residential and Commercial Collection Service
Exhibit 1(B) Rates for Supplemental Residential and Commercial Collection Service
Exhibit 11 Procedure for Calculating Adjustments to Residential and Commercial Rates
Exhibit 111(A) Service Area Legal Description - Service District I
Exhibit 111(B) Service Area Legal Description - Service District II
Exhibit IV Map of Service Districts I and II
Exhibit V(A) Performance Bond for Franchise Agreement
Exhibit V(B) Procedure tor Calculating Performance Bond Requirement
Exhibit VI Materials Acceptance Protocol
Exhibit VII Monthly Residential Collection Tonnage
Exhibit VIII Collier County Vision, Mission. and Values
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Franchise Agreement for
Solid Waste, Recyclable Materials, and Yard Trash
Collection Services
This Franchise Agreement ("Agreement") for Solid Waste, Recyclable Materials, and Yard Trash
Collection Services is made and entered into this day of FatSr?,rf6,V
2005, by and between Collier County, a political subdivision of the State of Florida (hereinafter
referred to as "County"), and Immokalee Disposal Company, Inc. (hereinafter referred to as the
"Contractor").
WITNESSETH:
WHEREAS, Sections 125.01(1) and Chapter 403, Florida Statutes, grant the Board of County
Commissioners of Collier County (the "Board") the authority to regulate Solid Waste Collection
and disposal services in the County; and
WHEREAS, Chapter 403, Florida Statutes. grants the Board the authority to implement a
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 Collection Services is in the
public interest. and protects 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 this 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 bound by and shall strictly comply
with the following provisions of this Agreement:
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1 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 Collier County, Florida, shall apply
1 1 Agreement: this Franchise Agreement for Solid Waste, Recyclable Materials, and
Yard Trash Collection Services.
1.2 Agreement Year: twelve (12) consecutive months, beginning on the
Commencement Date (October 1, 2005), and every twelve (12) months thereafter for
the term of this Agreement.
1 3 Applicable Law: any local, state or federal statute, law, constitution, charter.
ordinance, judgment, order, decree, permit. rule, regulation, directive, policy,
standard or similar binding authority, or a judicial or administrative interpretation of
any of the same, which are in effect or are enacted, adopted, promulgated, issued or
enforced by a governmental body during the term of this Agreement, and relate in
any manner to the performance of the County or Contractor under this Agreement.
1.4 Back Door Service: the Collection of Solid Waste or Recyclable Materials on a
Residential Customer'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 or 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 infection
to humans. including non-liquid tissue, body parts, blood, blood 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 blood;
(b)absorbent materials saturated with blood or blood products that have dried; and
(c) non-absorbent, disposable devices that have been contaminated with blood, or
body fluids or secretions or excretions visibly contaminated with blood, if the devices
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
Curbside Container because of its size, volume, shape or weight. Bulk Waste
includes, but is not limited to. sofas, tables, sinks, toilets. other fixtures, furniture,
ladders, and carpet Bulk Waste does not include White Goods. Electronic
Equipment, or Extraordinary Waste.
1.9 Certificate of Occupancy: a document issued by the County certifying that a newly
constructed building has been constructed in compliance with County specifications
and is suitable for use.
1.10 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,
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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 Carts, and/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 Service in
accordance with the provisions of this Agreement.
1 13 Collection Service: Residential Collection Service and/or Commercial Collection
Service.
1 1,1 Commencement Date: October 1, 2005, which is the date when the Contractor shall
begin providing Residential Collection Service and Commercial Collection Service
pursuant to the requirements of this Agreement.
1 15 Commercial Collection Service: (a) the Collection of Commercial Waste from
Commercial Customers: (b) the Collection of Commercial Recyclables, if the
Contractor has a contract with the Commercial Customer for such service; and (c)
the Collection of Residential Waste from a Person that occupies a Multi-Family
Residence, uses a Commercial Container, 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 approved 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 Care Service: a Person that provides lawn and garden
maintenance services for remuneration. I his definition includes landscapers.
1.19 Commercial Organics: Organic Waste that is segregated from Commercial Waste
for recycling or other beneficial uses.
1.20 Commercial Real Property: real property located in Service District II that is net
classified as Residential Real Property. Commercial Real Property includes property
used primarily for: (a) commercial purposes, such as hotels, motels, stores,
restaurants, theaters, service stations, and recreational vehicle parks; (b) institutional
purposes. such as governmental offices, churches, hospitals, and schools; and (c)
not-for-profit organizations. Commercial Real Property shall not include
commercially zoned property that is used primarily for residential purposes. Vacant
land. not classified as Improved Real Property, shall be deemed Commercial Real
Property.
l.21 Commercial Recyclables: Recyclable Materials generated by Commercial
Customers.
1.22 Commercial Recycling Container: a dumpster, roll-off container, compactor, or
other container. approved by the Director for the Collection of Recyclable Materials
from Commercial Customers.
1.23 Commercial Supplemental Collection Services: services that are provided by the
Contractor to Commercial Customers, but are not included in the Rate for
Commercial Collection Service.
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1.24 Commercial Waste: Garbage and Rubbish generated upon Commercial Real
Property or Industrial Real Property. Commercial Waste includes Commercial
Recyclables collected from a Customer that has a contract with Contractor for the
Collection of such materials.
25 Commercial Yard Trash: Yard Trash generated upon a Commercial Customer's
Commercial Real Property or Industrial Real Properly. Yard Trash collected by a
Commercial Lawn Care Service is not Commercial Yard Trash.
1.26 Construction and Demolition (C&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 matenal, pipe, gypsum
wallboard, and lumber, resulting from the construction, destruction, or renovation of a
structure, and including rocks, soils, tree remains, trees, and other vegetative matter
that normally results from land clearing or land development operations for a
construction project
1.27 Contingency Plan: the Contractor's plan for avoiding an interruption in Collection
Service in the event that an emergency or other situation renders the Contractor's
operations yard or equipment unusable.
1.28 Contractor: Immokalee Disposal Company, Inc.
1.29 County: depending on the context, either the unincorporated areas of Collier
County, Florida, or the Collier County government, including its officers, agents and
employees.
1.30 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, with two
handles on the sides, and with or without wheels; (b) Roll Carts; and (c) a plastic bag
sufficient in strength 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 Commercial Customer or Residential Customer.
1.33 Customer Base: the number of Residential Customers and/or Commercial
Customers used in an Agreement Year to establish Rates, charges, or fees under
this Agreement.
1.34 Customer List: a list compiled by the County of the Residential Customers that are
entitled to Residential Collection Service from the Contractor.
1.35 Day: a calendar day. except Sundays and Holidays.
1.35 Department: the County department 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 County's Department or the Director'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
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not limited to Yard Trash. Construction and Demolition Debris, 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, disposal, and recycling of Disaster Debris.
1.41 District Manager: the Person designated by the Contractor to be the Contractor's
official representative regarding matters pertaining to this Agreement
1 42 Dwelling Unit: a room or rooms constituting a separate, independent establishment
with cooking facilities/kitchen, 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 room is not a Dwelling
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 limited to, computers, monitors, televisions, cathode ray tubes, printers,
scanners, fax machines, and telephones.
145 Exempt Materials: materials that are exempt from the Contractor's exclusive
franchise under this Agreement.
1. 1E 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 (50) pounds in weight; dead
animals; agricultural and industrial wastes; Biomedical Waste; Biological Waste;
Radioactive Waste; and Hazardous Waste.
I 41 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 County.
1.49 Garbage: all kitchen and table food waste, and animal or vegetative waste that is
attendant with or results from the storage, preparation, cooking, or handling of food
materials.
1.50 Hazardous Waste: Solid Waste, or a combination of Solid Wastes, which because
of its quantity, concentration, chemical or physical characteristics, may cause or
significantly contribute to an increase in mortality or an increase in serious
irreversible or incapacitating reversible illness or may pose a substantial present or
potential hazard to human 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 Administrative Code, Florida Statutes, or other Applicable Law.
1.51 Holiday: Independence Day, Thanksgiving Day, Christmas Day, and any other
holiday approved by the Director.
1.52 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 industnal use. Improved Real Property includes but is not limited to
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recreational vehicle park lots contained within parks designated as mobile home
parks by the County Health Department.
1.53 Industrial Real Property: real property, not classified as Residential Real Property,
where a Person is engaged in manufacturing, or processing raw materials, or altering
or modifying 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
abandoned materials resulting from a land clearing operation.
1.55 Legitimate Complaint: any complaint where the Director determines that the
applicable requirements of this Agreement concerning the Set Out and Collection of
Solid Waste, Program Recyclables, or Yard Trash were satisfied by the Customer,
hut not the Contractor.
1.56 Load: any material, including but not limited to Solid Waste and Program
Recyclables, that is collected in Contractor's vehicle or transported from one location
to another by Contractor's vehicle.
157 Manager: the County Manager of Collier County. Florida, or the Manager's
designee.
1.58 Materials Acceptance Protocol (MAP): the documents identifying the Program
Recyclables to be collected and transported under this Agreement, as well as
standards that govern the Set Out and Collection of Program Recyclables. The MAP
is contained in Exhibit VI.
1.59 Materials Recovery Facility (MRF): a Solid Waste management facility that
provides for the extraction from Solid Waste of Recyclable Materials, materials
suitable for use as a fuel or soil amendment, or any combination of such materials.
1.60 Missed Collection: any occasion when the Contractor does not provide Collection
Service to a Customer in accordance with the provisions of this Agreement
1.61 Multi-Family Residence: a group of three or more Dwelling Units within a single
building, attached side-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 Non-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 Non-Conforming Material: any material that is Set Out for Collection in a Recycling
Container, but is not a Recyclable Material.
1.64 Non-Program Recyclables: Recyclable Materials that are not Program
Recyclables. but arc segregated from other materials in the Waste Stream.
1.65 Ordinance(s): the Code of Laws and Ordinances of Collier County, Florida.
1.66 Organic Waste: Garbage other similar putrescible Solid Waste, including source
separated food waste and food-soiled paper. Organic Waste does riot include Yard
Trash.
1 67 OSHA: the Occupational Safety and Health Act, as amended, and all Implementing
regulations.
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1.68 Performance Bond: the bond provided by the Contractor to the County to secure
the Contractor's performance under this Agreement.
1.69 Person: any and all persons. natural or artificial, including any individual, firm.
partnership, Joint venture, or other association, however organized; any municipal or
private corporation organized or existing under the laws 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
Commercial Recyclables.
1.(2 Program Recyclables: Recyclable Materials that have been designated by the
Board for Collection from Residential and/or Commercial Customers, and are
segregated from other materials in the Waste Stream.
1 13 Radioactive Waste: any equipment or materials that are radioactive or have
radioactive contamination, 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 Collection Service,
Residential Supplemental Collection Service, Commercial Collection Service, and
Commercial Supplemental Collection Service.
.75 Recovered Material: metal, paper. glass, plastic, textile, or rubber matenals 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 materials destined for
any use that constitutes disposal. Recovered Materials as described above arc 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 (metal, paper,
glass, plastic, textile, or rubber)
1.76 Recovered Materials Processing Facility (RMPF): a facility engaged solely in the
storage. processing, resale. or reuse of Recovered Materials
1.77 Recyclable Materials: materials which are capable of being recycled and which
would otherwise be processed or disposed of as Solid Waste. This term
encompasses Program Recyclables and Non-Program Recyclables.
178 Recycling Bin: eighteen (18) gallon green bins, hot-stamped or stenciled with
information approved by the Director, and used for the Collection of Program
Recyclables from Residential Customers.
1.79 Recycling Cart: a 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 Materials.
1.80 Recycling Container: any container approved by the Director for the Collection of
Program Recyclables, including but not limited to Recycling Bins, Recycling Carts
and Commercial Recycling Containers.
1.81 Recycling Facility: any facility that recycles discarded materials, including, but not
limited to any MRF, RMPF, buy-back center, drop-off center (permanent or mobile),
and Recyclable Materials processing facility.
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1.82 Recycling Program: all aspects of the County's program for the Collection.
transportation, processing, marketing and handling of Recyclable Materials, including
educational activities, technical projects. compliance monitoring, and enforcement.
1.83 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 Waste from
Residential Customers
1.85 Residential Customer: a Person who occupies Residential Real Property located
within the Contractor's Service District. Residential Customers include those
Customers that occupy a Multi-Family Residence and receive Commercial Collection
Service.
1.86 Residential Program Recyclables: Program Recyclables generated by Residential
Customers,
1.87 Residential Real Property: Improved Real Property that is located in Service
District II and used for residential purposes, including, but not limited to: single family
residences: duplex apartments; apartment buildings; recreational vehicle lots
contained within mobile home parks; recreational vehicles; mobile homes:
condominium 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 exclusively as a recreational vehicle park, as defined in Section
513.01(10), Florida Statutes, such property shall he deemed Commercial Real
Property.
1.88 Residential Supplemental Collection Services: any service provided to a
Residential Customer by the Contractor that is not included in the Residential
Collection Service funded by the County's Special Assessment and provided to all
Residential Customers pursuant to Section 7.1 of this Agreement,
1.89 Residential Waste: Garbage. Rubbish. Yard Trash, Program Recyclables, Bulk
Waste, and White Goods generated by a Residential Customer upon the Customer's
Residential Real Property.
1.90 Residential Yard Trash: Yard Trash that is generated upon a Residential
Customer's Residential Real Property. Yard Trash collected by a Commercial Lawn
Care Service is not 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,
contamination, or transportation or processing inefficiencies. Residue does not
include Rejects.
1.92 Roll Cart: a 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
Garbage and Rubbish.
1,93 Rubbish: waste materials, other than Garbage, resulting from normal housekeeping
activities on Residential Real Property and Commercial Real Property. Rubbish
includes but is not limited to discarded trash, paper. plastic, bottles, cans and similar
materials.
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1.94 Service Area: the combined areas of Service Districts I and II.
1.95 Service District I: 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 District II: the unincorporated area of the County that will receive Solid
Waste Collection Service trom the Contractor pursuant to this Agreement Service
District II is described in Exhibit III(B) and depicted in Exhibit IV.
1.97 Set Out: the proper preparation and placement of Solid Waste and Program
Recyclables for Collection at a Customer's Premises, in accordance with the
requirements in this Agreement and the County's Ordinances.
1.98 Sludge: the accumulated solids, residues, and precipitates generated as a result of
waste treatment or processing, including wastewater treatment, water supply
treatment, or operation of an air pollution control facility, and mixed liquids and solids
pumped from septic tanks. grease traps, privies, or similar waste disposal
appurtenances.
1.99 Solid Waste: Sludge unregulated under the federal Clean Water Act or Clean Air
Act, Sludge from a waste treatment works, water supply treatment plant, or air
pollution control facility, or Garbage, Rubbish, refuse, Special Waste, or other
discarded material, including solid, liquid, semi-solid, or contained gaseous material
resulting tram domestic, industrial, commercial, mining, agricultural or governmental
operations. Solid Waste includes but is not limited to Biological Waste, Biomedical
Waste, Bulk Waste, CM) Debris, Commercial Waste. Disaster 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 levied upon certain
real property in unincorporated Collier County and used to provide funding for the
County's Solid Waste management program.
1 101 Special Waste: Solid Waste that can require special handling and management,
including, but not limited to, White Goods, Tires, used oil, lead-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 tee charged for the disposal or processing of Solid Waste or
Recyclable Materials at a Designated Site.
1.104 Tires: discarded automotive tires, including rims, but excluding tires that exceed 25
inches in diameter.
1.105 Transition Period: the period of time between the Effective Date and the
Commencement 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 Collection Service under this Agreement on the Commencement Date.
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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 container
is handled in the same manner as other containers of the same type.
1.108 Waste Stream: Garbage, Rubbish, Recyclable Materials, Yard Trash, Construction
and Demolition Debris, and other types of Solid Waste.
1.109 White Goods: large discarded appliances, including but not limited to, refrigerators,
ranges, washing machines, clothes dryers, water heaters, freezers, microwave
ovens, and air conditioners.
1.110 Yard Trash: vegetative matter resulting from landscaping maintenance, including.
but not limited to shrub and tree trimmings, grass clippings, palm fronds, branches
and stumps. However, such items shall not be considered Yard Trash if they are
collected by a Commercial Lawn Care Service.
2 Exclusive Franchise and Term
2.1 Exclusive Franchise Granted
Subject to the conditions and limitations contained in this Agreement, the Contractor
is hereby granted an exclusive franchise to provide Residential Collection Service
and Commercial Collection Service within Service District II. No other services shall
be exclusive to the Contractor under this Agreement. Among other things, the
Contractor's franchise does not include Collection of the Exempt Materials identified
in Section 5.18 of this Agreement.
2.2 Term of Franchise Agreement
This Agreement shall take effect and be binding upon the parties from the Effective
Date until terminated. The Contractor's Collection Service under this Agreement
shall commence on October 1, 2005, which is the Commencement Date. The term
of this Agreement shall be eight (8) years. beginning on the Commencement Date
and ending at 11:59 pm on September 30, 2013, unless this Agreement is
terminated earlier or extended.
2.3 Renewal Option
This Agreement may be renewed by the County for two (2)additional terms of seven
(7) years each, unless the Contractor gives written notice to the Manager that the
Contractor is not willing to renew this Agreement and such notice is delivered at least
two (2)years before the expiration of the then current term of this Agreement.
2.4 Termination of Collection Service Under Existing Agreement
The Contractor currently provides services to the County pursuant to a Solid Waste
Collection Service Agreement ("Existing Agreement") dated September 11, 1990, as
amended. The Existing Agreement provides that it shall terminate on September 30,
2006. Notwithstanding the provisions in the Existing Agreement, the Contractor and
County agree that the Contractor's obligation to provide Collection Service under the
Existing Agreement shall terminate on October 1, 2005 Thereafter, the Contractor
shall provide Collection Service in accordance with the terms and conditions
contained in this Agreement.
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3 Agreement Documents
3.1 Agreement Documents
The Agreement documents, 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 VIII
Thereafter. the Agreement shall be supplemented with the following:
• The Performance Bond and Insurance Certificates
• Any amendments to this Agreement that are approved by the Board and
Contractor
There are no Agreement documents other than those listed above.
3.2 Conflicts Between Agreement Documents
In the event of a conflict between this Agreement and the provisions of any exhibit.
the provision of this Agreement shall control.
4 Service District
During the term at this Agreement, the Contractor shall provide Collection Service to all
Customers within Service District II. The legal descriptions of Service Districts I and II are
provided in Exhibits III(A) and III(B), respectively. A map of the Service Districts is provided
in Exhibit IV.
5 General Provisions
5.1 County Vision. Mission, and Value Statements
Contractor agrees to uphold and promote the Vision, Mission, and Value Statements
of Collier County, which are contained in Exhibit VIII
5.2 General Description of Collection Services
5.2.1 Except as otherwise provided herein, Contractor shall provide Collection
Service for all of the Residential Waste and Commercial Waste generated
by each Customer in Service District II.
5.2.2 Except as otherwise provided herein, all Improved Real Property within
Service District II shall receive either Residential Collection Service or
Commercial Collection 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 requirements of this Agreement and the Ordinance
5.3 Transition Prior to Commencement Date
Contractor is responsible for ensuring a smooth transition in the Collection Service
provided to Residential Customers and Commercial Customers on the
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Commencement Date. No later than March 15, 2005, Contractor shall submit to the
Director a Transition Plan that contains a detailed description of how the Contractor
will plan and prepare for the provision of Collection Service under this Agreement
The Transition Plan is subject to the approval of the Director. At a minimum,
Contractor must address the following specific performance requirements in the
Transition Plan and accomplish them according to the following deadlines:
By April 1, 2005 Contractor and County shall hold the first Transition
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, if necessary.
By July 1. 2005 Contractor shall submit to the Director documentation
demonstrating that all necessary vehicles, equipment, and
containers have been ordered and will be delivered to
Contractor's equipment yard no later than August 1, 2005
By July 15. 2005 Contractor and County shall hold the second Transition
Planning Meeting
By August 1, 2005 Contractor shall provide the Director with a Contingency
Plan.
By September 1, Contractor shall provide to the Director a written safety
2005 plan covering all aspects of Contractor's 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
Service 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 necessary to provide Collection Service have
been registered, licensed, and lagged, 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 equipment list, which shall identify the make, type, year,
license number, and identification number for each vehicle.
At least 2 weeks prior Contractor shall deliver County-approved brochures or
to Commencement other informational materials to Residential and
Date Commercial Customers, informing them about the
Contractor's Collection Service and collection schedules.
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5.4 Transition Prior to Fxpiration of this Agreement
5.4.1 Should the County choose not 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, Contractors 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 and the newly selected franchise hauler(s) to ensure a smooth
transition period with no interruption or reduction of service. The Contractor
shall comply with the following performance requirements and deadlines:
180 days prier to Provide to the Director and the selected franchisee a Commercial
expiration of Container inventory, in a format acceptable to the County, that
Agreement includes each containers location (street address), capacity,
identification number, collection frequency, Customer name,
Customer contact information, and whether the container is
owned by the Customer or the Contractor. Thereafter. the
Contractor shall not replace or exchange any Contractor-owned
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-owned containers that may be
purchased by the selected franchisee.
120 days prior to Work with the selected franchisee(s) to develop a mutually
expiration of agreeable schedule for removal of Contractor-owned Commercial
Agreement Containers and placement of the selected franchisee's containers.
The schedule shall ensure no interruption in Collection 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 Roll
Carts, Recycling Bins, Recycling Carts, Commercial Containers and/or
Commercial Recycling Containers 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 Collection Service
5.5.1 Contractor shall not provide Residential Collection Service prior to 6:00
a.m. or after 6:00 p.m.. unless otherwise authorized by the Director.
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5.5.2 Contractor shall not provide Commercial Collection Service for Commercial
Customers located within two hundred (200) feet of Residential Real
Property prior to 6:00 a.m. or after 6:00 p.m., unless otherwise authorized
by the Director. Contractor may provide Commercial Service at other
locations at any reasonable time, subject to the Director's approval
5.5.3 Collection Service shall be provided by the Contractor on Monday through
Saturday, except Holidays, or as otherwise authonzed 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 proposed Collection routes and
schedules to the Director as part of the Contractor's Collection Plan. To the extent
practicable, Contractor shall ensure that the Collection Plan minimizes the changes
to existing Collection routes. Contractor's proposed Collection routes and schedules
shall he 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 Chanctes to Routes and Schedules
5 7 1 After the Commencement Date. Contractor shall not change a Collection
route, a Collection schedule, or the method of providing Collection Service
until the Contractor receives the Director's approval. Contractor shall submit
to the Director a description of all proposed route, schedule, and
operational changes at least thirty (30) days prior to implementation of such
changes, unless an alternate notification deadline is approved by the
Director.
5.7.2 Contractor shall notify all affected Customers in writing regarding any
approved changes in the Contractor's schedule or method of providing
Collection Service. The notice shall be delivered at least two (2) weeks
prior to such change, unless a different schedule is authorized herein or by
the Director.
5.7.3 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 New Customers to Customer List
5.8.1 At least thirty (30) Days before the Commencement Date, the Contractor
shall obtain and review the County's Customer List and verify that the
Customer List is accurate and complete. The Customer List shall be
prepared by the County, based on the list that is used by the County for the
collection of the County'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
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Improved Real Property in Service District II. Contractor shall provide
Collection Service to each new Residential Customer when the Customer
places its Solid Waste at Curbside.
5.8.3 The Contractor shall terminate its Residential Collection Service within five
(5) Days after the Director provides the Contractor with 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.
5,9 Holidays
5.9.'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 shall provide Collection Service to
the Commercial Customer on the Day before the Holiday, if such service is
requested by the Commercial Customer, or the Contractor shall provide
Collection Service to the Commercial Customer on the next Day following
the Holiday.
5.10 General Collection Procedures
5.10.1 Contractor shall thoroughly empty Collection Containers and return them in
an upright position to the location where they were placed by the Customer.
5.10.2 Contractor shall handle Collection Containers carefully and in a manner to
prevent damage.
5.10.3 Contractor shall provide Collection Service with as little noise and
disturbance as possible.
5.11 Mixing Loads of Materials
5.11.1 Contractor shall not combine Loads of Solid Waste or other materials
collected pursuant to this Agreement with Loads of Solid Waste or other
materials collected outside of the Contractor's Service District. without the
prior written approval of the Director.
5.11.2 During the Collection process, each one of the following materials shall be
handled separately by the Contractor, and shall not he combined with any
other type of material, without the Director's prior approval: Yard Trash;
Program Recyclables; Bulk Waste, White Goods; Electronic Equipment;
Tires; or any other materials that are to be handled separately under this
Agreement.
5.11.3 Contractor shall not combine Program Recyclables with any other material.
5.11.4 Contractor shall not combine Residential Waste with Commercial Waste, or
Residential Program Recyclables with Commercial Recyclables, without the
Director's prior written approval. At the sole discretion of the County,
combining such materials 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 established to properly account for the mixed
materials. Unless the Director approves an alternate procedure, the
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■11•111.
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
other materials that have not been Set Out for Collection by a Customer in
accordance with Section 6 and the other provisions of this Agreement. If
such materials are not collected, Contractor shall immediately place a Non-
Collection Notice on the container or Non-Conforming Materials If the
Contractor does not place a Non-Collection Notice on the container or
material, the Director may require the Contractor to return promptly and
collect the materials. 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 noon on the next Day.
5.12.2 Contractor is responsible for visually inspecting each Customers Recycling
Containers to determine whether they contain Non-Conforming Materials,
Non-Program Recyclables, and/or excessively contaminated Recyclable
Materials. Contractor shall leave Non-Conforming Material, Non-Program
Recyclables, and excessively contaminated recyclables in the Recycling
container, and shall immediately place a Non-Collection Notice on the
Container explaining why the material was rejected.
5.12.3 In the event a Commercial Container or Commercial Recycling Container is
overfilled and cannot be safely dumped. the Contractor shall immediately
place a Non-Collection Notice on the container, notify the Customer. and
reschedule service. Rescheduling shall be considered a Supplemental
Collection Service, which can be arranged between the Contractor and the
Customer for an additional fee. The fee is set forth in Exhibit 1(B).
5 12.4 Contractor shall refuse to collect Solid Waste from a Customer if the
Contractor believes that the Solid Waste contains Hazardous, Radioactive,
or Biomedical Waste. If the Contractor believes a Customer is depositing
such waste for Collection, the Contractor shall place a Non-Collection
Notice on the container, take photographs of the improper waste (if
possible), 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 inaccessible or blocked, the Contractor shall promptly (i.e.,
within two hours) notify the Customer 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 mail, 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 1(B).
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5.12.6 The design and content of the Non-Collection Notice(s) used by the
Contractor shall 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 to correct the problem; and a County telephone
number for any further questions
5.13 Missed Collection Procedures
Upon notification by the Director of a Legitimate Complaint regarding a Missed
Collection, the Contractor shall promptly return to the Customer's Premises 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 the end of the Day. If the Director notifies the Contractor after noon, the
Collection shall be completed before noon on the next Day.
5.14 Protection of Private and Public Property
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 saki property has given permission.
5.14.2 Contractor's employees shall take care to prevent damage to public and
private roadways and property, including flowers, shrubs, and other
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. If 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 end
of the Day. If the Director notifies the Contractor after noon, the Contractor
shall investigate and respond to the Director before noon on the next Day.
Contractor shall promptly repair any damage, at its sole expense, within
three (3) Days, unless the Contractor requests and the Director grants
approval of an extension of time. The County's approval shall riot be
unreasonably withheld. Any disputes concerning the Contractor's
obligations for the repair of damages shall be resolved by the Director.
5 15 Access to Streets and Collection Containers
5 15 1 Contractor's vehicles shall not unreasonably interfere with vehicular or
pedestrian traffic. Contractors vehicles shall not be left standing on streets
and alleys unattended.
5.15.2 If the Contractor cannot provide Collection Service to a Customer because
a public or private street is temporarily closed to vehicular traffic, Contractor
shall notify the Director within two (2) hours and shall return within twenty-
four (24) hours to service Customers located on the street. If at that time
the street is still temporarily closed, Contractor shall provide Collection
Service to the Customer(s) on the next regularly scheduled Collection Day
5.15.3 The County reserves the right to deny the Contractors vehicles access to
certain streets, alleys and roadways where the County determines it is in
the public's best interest. The County shall provide the Contractor with
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reasonable notice of such access denial so that the County's action does
not interfere unduly with the Contractor's normal operation.
5.15.4 The Contractor shall use suitable vehicles and equipment, as necessary, to
provide Collection Service on dead-end streets. The Contractor's vehicles
shall not enter or drive upon any private driveways or Premises, to turn
around or for any other purpose, and Contractor shall repair any damage it
causes to such areas, pursuant to Section 5.14.3, above. However, if the
use of a private driveway is authorized in 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 conditions 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 denied. Contractor shall work with the County and the Customer
to determine a mutually acceptable location for the Collection of Residential
Waste or Commercial Waste. If a mutual agreement cannot he reached,
Collection shall be from the nearest public way that is accessible by the
Collection vehicle, or other location specified by the Director.
5.15 6 If 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 report such cases
to the Director.
5.16 Designated Sites
5.16.1 Contractor shall deliver all of the Solid Waste collected under this
Agreement to the Designated Site, unless the Director approves 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 concerning the
delivery of materials to the Designated Site(s).
5 16.3 Unless instructed otherwise by the Director, the Contractor shall segregate
and separately dispose of Garbage, White Goods. Tires, lead-acid
batteries. Bulk Waste, and Yard Trash at designated areas of the
Immokalee Landfill. The Contractor shall not pay a Tipping Fee for the
disposal of these materials at the Immokalee Landfill if such materials were
collected from the Contractor's Residential Customers under this
Agreement.
5.16.4 The Contractor may deliver materials to the Immokalee Landfill during the
following hours of operation'
Designated Disposal
Site: Hours of Delivery:
Immokalee Landfill _ 8:00 a.m. to 5:00 p.m., Monday through Saturday•
516.5 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
Recyclables, Recovered Materials, and Electronic Equipment shall include
all properly licensed Recycling Facilities, subject to the Director's approval.
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5.17 Spillage and Litter
5.17.1 Contractor shall not cause or allow any Solid Waste or other material to be
spilled, released, 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 use a
covered or enclosed vehicle or other device that prevents the material from
falling, blowing, or otherwise escaping from the vehicle.
5.17.2 It Solid Waste, Recyclable Materials, or any other material escapes from 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 403 413, 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. If the Director notifies the
Contractor before 12 p.m. (noon) concerning any leaks or spills, the
Contractor shall complete its clean-up activities before the end of the Day.
If the Director notifies the Contractor after noon, the Contractor shall
complete its clean-up before noon on the next Day. The Contractor also
shall repair any associated damage, pursuant to Section 5.14.3, above.
5.18 Exempt Materials
The following types of Exempt Materials are not subject to the Contractor's exclusive
franchise under this Agreement. These Exempt Materials may be collected and
taken to a licensed disposal site or Recycling Facility by the owner or occupant of the
Premises, or their agent, at the owner's or occupant's expense.
5.18.1 Land Clearing Debris.
5.18.2 Construction and Demolition Debris.
5.18.3 Trash and debris associated with farming operations.
5.18.4 Extraordinary, Hazardous, Biomedical, and Radioactive Waste.
5 18.5 Wrecked, scrapped, ruined or dismantled motor vehicles, or motor vehicle
parts, including used oil, Tires, and batteries.
5.18.6 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.
5.18.7 Non-Program Recyclables generated and separated from the Waste
Stream by Residential Customers.
5 18.8 Solid Waste and by-products resulting from an industrial process.
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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 contained gaseous material resulting from domestic.
industrial, commercial, mining, agricultural, or governmental operations.
5.18.12 Commercial Organics.
5.18.13 Yard Trash generated on Commercial Real Property.
5.18.14 Materials and wastes similar to those listed above. when designated by the
Director.
5.19 Safety Program
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 Director The Contractor shall comply with its
safety plan at all times.
5.19.2 The Contractor shall appoint an employee who is qualified and authorized,
as defined by OSHA, to supervise and enforce safety compliance.
5.19.3 The Contractor shall provide routine safety training to its employees, in
compliance with OSHA and all Applicable Laws. Refresher courses and
supplemental training shall be provided as necessary. Documentation of
the Contractor's training programs, and successful training of each
employee, shall be maintained on file and shall be provided to the Director
upon request.
5.19.4 The Contractor shall follow all OSHA regulations and Applicable Laws with
regard to personal protective equipment. The Contractor's employees shall
he 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
arid requires care from the Contractor.
5 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
requirements in this Agreement At a minimum, the Collection Plan shall
identify and describe the vehicles, equipment, routes, and schedules the
Contractor will use. The Collection Plan shall include a legible map for
each Collection route, identifying the Day(s)when Collection Service will be
provided, the starting and ending points for Collection Service, and the type
of Collection Service that will be provided on each Collection Day.
5.20.2 The Collection Plan shall describe the Contractor's plan for recycling the
Recyclable Materials collected under this Agreement. At a minimum, the
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
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5.20.3 The Collection Plan shall include the manufacturer's specification sheets for
the Contractor's Recycling Bins, Recycling Carts, Roll Carts, and
Commercial Containers, as provided in Section 10.3.4 herein.
5.20.4 An updated Collection Plan shall be submitted to the Director within two (2)
Days whenever the Contractor changes the Collection Plan
5.20 5 The Collection Plan, and any revisions to the plan, are subject to the
Director's approval.
5.21 Ownership of Solid Waste and Program Recyclables
From the time that Solid Waste and Program Recyclables are placed at the Curbside
or other authorized location for Collection, such materials shall be the sole property
of the County. Except where specifically approved in this Agreement, neither the
Contractor nor its employees) shall have the right to take, keep, process, alter,
remove or otherwise sell or dispose of any of the Solid Waste or Program
Recyclables collected pursuant to this Agreement, without the prior written approval
of the Director.
5.22 Compaction of Program Recyclables
Contractor may compact Program 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 Recyclables. The density shall he
computed by dividing the weight of the Program Recyclables in the Load by the
capacity (measured in cubic yards) of the compartment holding the Program
Recyclables on the Contractor's vehicle. If the compaction process or density affects
the marketability of the Recyclable Materials, the allowable density may be changed
by the Director Further, the allowable density may be changed by the Director if the
County requires the Contractor to deliver the Program Recyclables to a Recycling
Facility in Collier County pursuant to Section 18.2 herein.
5.23 Sale of Program Recyclables
At its cost, the Contractor shall market and sell all of the Residential Program
Recyclables and Commercial Recyclables collected by the Contractor pursuant to
this Agreement. The Contractor shall he entitled to keep 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 the Director with accurate, detailed reports
concerning the revenues derived from the sale of Recyclable Materials collected in
the County. The report shall separately identity the revenues derived from the sale
of each one of the Program 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 he submitted monthly and
annually with the other information required pursuant to Sections 16.2 and 16.3 of
this Agreement.
5.24 Disposal of Recyclable Materials
5.24.1 Except as expressly authorized herein, the Contractor shall not dispose of
any Program Recyclables that have been collected in the County. Such
materials shall be sold or otherwise used for a beneficial purpose
5.24.2 Rejects and Residue shall he beneficially reused or delivered to a Solid
Waste management facility for disposal.
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L.
5.24.3 The Contractor may file a wntten petition for relief with the Board if the
Contractor determines that the net cost of marketing one or more of the
County's Program Recyclables exceeds the net revenues derived from the
sale of all of the Program Recyclables The Contractor's petition shall
contain a detailed accounting 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 days and none are expected
to arise within the next ninety (90) calendar days. When evaluating the
Contractor's costs, the County shall not consider the costs associated with
the Collection, transportation, storage, and preparation of the Recyclable
Materials. If the Board determines that relief is appropriate, the Board may:
(a) delete one or more Recyclable Matenals from the list of Program
Recyclables; (b) reimburse the Contractor for those marketing costs
incurred by the Contractor in excess of the revenues generated from the
sale of the Program Recyclables; (c) allow the Contractor to dispose of the
unmarketable materials at the Immokalee Landfill, without paying the
Tipping Fee; or (d)such other 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 ten (10) Days and, if the petition appears to be
meritorious, the Manager shall allow the Contractor to take the, County's
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 Contractor shall not pay a Tipping Fee at the
Immokalee Landfill for the disposal of the unmarketable materials.
6 Set Out Procedures
E.; I 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 Bins for the Collection of Program
Recyclables. Residential Customers may use heavy-duty plastic bags for
excess Garbage or Rubbish.
6.1.2 Roll Carts shall be used by Residential Customers for Garbage or Rubbish,
but not Yard Trash. Other types of Curbside Containers, except plastic
bags, shall he used for Yard Trash. Such containers are subject to the
Director's approval, and shall: (a) be constructed so as to prevent intrusion
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 discharge of the container's contents. Such containers
shall not exceed thirty-two (32) gallons in capacity or fifty (50) pounds in
weight when filled.
t6_1 3 Residential Program Recyclables shall he Set Out for Collection in
Recycling Bins. Cardboard placed in Recycling Bins shall be flattened and,
if necessary, cut to a maximum size of 3 ft. x 3 ft. Cardboard may also be
stacked and placed outside the Recycling Bin
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6.1 4 Discarded materials from small household repairs, renovations or projects
shall be placed in a Roll Cart.
6.1.5 Curbside Containers, Roll Carts, Recycling Bins, Recycling Carts, and any
non-containerized waste appropriate for Curbside Collection shall be placed
at the Curbside prior to 6:00 a.m. 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 shall not Set Out for Collection 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
wishes to receive Curbside Collection of Bulk Waste, White Goods,
Electronic Equipment. Tires, or lead acid batteries
6.2 Commercial Customers
6.2. 1 Commercial Customers shall use Commercial Containers and/or Roll Carts
for the Collection of Commercial Waste. The Director may authorize the
use of Curbside Containers by Commercial Customers where efficiency or
other circumstances justify.
6.2.2 Commercial Customers shall place all Commercial Waste and Recyclable
Materials in a Collection Container.
6.3 Residential and Commercial Customers
6.3.1 Garbage, Organic Waste, and similar putrescible waste shall not be
collected, stored, 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 not exceed four (4) feet in
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.
6.3.4 Customers shall not overfill Roll Carts, Recycling Carts, or Commercial
Containers such that lids cannot be securely closed.
6.3.5 Yard 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) pounds in weight.
Non-containerized Yard Trash shall not exceed four (4) feet in length or four
(4) inches in diameter. The foregoing restrictions also shall apply to other
types of non-containerized Solid Waste, except Bulk Waste and
Extraordinary Waste.
6.3.6 All Collection Containers shall be placed in locations that allow easy access
and convenient use by Customers, and are readily accessible to the
Contractor's vehicles.
6.3.7 Commercial Containers shall be placed on a paved level surface. All
approaches to Commercial Containers shall be capable of supporting the
weight of the Collection vehicle.
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6.3.8 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 Collection.
6.3.9 When necessary to carry nut the purpose and intent of this Agreement, the
Director may authorize the placement of a Collection Container off of the
Premises. Public rights-of-way may be used only in circumstances where
the placement of the Collection Container shall not interfere with or obstruct
the primary purpose of the right-of-way.
7 Residential Collection Service
/.1 Basic Collection Service and Collection Frequency
7 1.1 The Contractor shall 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 forty-
eight (48) hours and not more than seventy-two (72) hours between
regularly scheduled Collection Days.
7.1.1.2 Yard Trash 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.
7.1.1 3 Program Recyclables 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. Program Recyclables shall be collected
twice each week if 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
Recyclables twice 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 1 4 Bulk Waste 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 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 items on the next
scheduled Collection Day for Bulk Waste. However, a request for
Bulk Waste Collection must be made at least forty-eight (48) hours in
advance 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 on the next
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scheduled Collection Day for White Goods. However, a request for
White Goods Collection must be made at least forty-eight (48) hours
in advance of the next regularly scheduled Day for the Collection of
White Goods.
7 1.1.6 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 when Bulk Waste is
collected. The Contractor shall note all unreported Electronic
Equipment 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 on the next scheduled
Collection Day for Electronic Equipment. However, a request for the
Collection of Electronic Equipment must 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
Customers 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 nature of the handicap and the
need for Back Door Service; and (b) written confirmation 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 Agreement to collect Extraordinary Waste.
7.2 Supplemental Collection Services
7.2.1 Contractor shall offer Residential Supplemental Collection Services to
Residential Customers, including, but not limited to Back Door Service for
non-handicapped Customers.
7.2.2 Customers 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 Contractor's fee and receives the Customer's confirmation that the fee
is acceptable.
8 Multi-Family Collection Service
8. 1 Customers occupying Multi-Family Residences shall receive Residential Collection
Service or Commercial 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 Director's approval for such service.
All other Customers occupying Multi FamilyResidences shall receive Commercial
Collection Service,
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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
same Rates and requirements, as any other Customer receiving Residential
Collection Service.
8.3 A Customer occupying a Multi-Family Residence and receiving Commercial
Collection Service shall receive the same level of service, and shall be subject to the
same Rates 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 Recyclables generated by those
Customers that occupy Multi-Family Residences, even if the Customers receive
Commercial Collection Service.
9 Commercial Collection Service
9.1 Basic Collection Service and Collection Frequency
9.1.1 Commercial Collection Service for Garbage and Rubbish shall be arranged
between the Commercial Customer and the Contractor
9.1.2 Commercial Customers shall enter 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 established in Exhibit 1(A)
include container rental fees.
9.1.3 This Agreement does not authorize or require Contractor to collect 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) calendar days apart,
except for Holidays . Unless the Director approves a different schedule,
Commercial Collection 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 putrescible waste.
9 1 5 Where several Commercial Customers are within close proximity to each
other (e.g., in the same shopping center or mall), such Customers may
enter into a joint agreement with the Contractor for the Collection of their
Commercial Waste.
9.2 Supplemental Collection Services
9.2 1 Contractor shall offer Supplemental Collection Services to Commercial
Customers, including but not limited to the services described in Exhibit
1(B). The list of Supplemental Collection Services and the associated Rates
may be revised when the Board adopts 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 Contractor, No such services shall be
provided until the Contractor notifies the Customer of the amount of the
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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 accordance with the Rates stated in Exhibit 1(B),
unless the County assumes responsibility for billing Commercial
Customers.
9.3 Commercial Recycling Services
The Contractor shall offer to collect Recyclable Materials from its Commercial
Customers, and such service shall be available at least two (2) times each week. In
this capacity, the Contractor shall act as a Private Hauler The Contractor shall be
responsible for billing and collecting payment for its services as a Private Hauler.
9.4 Contract for Collection Service
9 4 I The Contractor shall prepare a standard form that will be used as its
contract with Commercial Customers. The proposed form shall be provided
to the Director for approval at least sixty (60) calendar days before the
Commencement Date, and whenever the Contractor proposes to change its
content. T he terms and conditions contained in the form shall be consistent
with the requirements in this Agreement.
9.4.2 The Contractor's contract shall identify all of the services that the Contractor
will provide to the Customer and all of the associated costs. No fees or
charges may be collected from a Customer unless such fees and charges
were disclosed in the Contractor's contract
9,4.3 I he Contractor's contract for Commercial Customers shall contain the
following information, unless alternate language is approved by the
Director:
"REGULATION BY COLLIER COUNTY"
This contract for the collection of Commercial Solid Waste is regulated
by Collier County. If you have any questions regarding the terms and
conditions in this contract, you may call the County at (239) 403-2350,
"COMMERCIAL 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 Contractor's collection equipment. In the alternative,
you may obtain a Commercial Container from the Contractor. In
either case, the Commercial Container must be maintained in a safe,
sanitary, serviceable condition by the owner of the Commercial
Container
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ttttt►
"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 below, in the list
of"Rates for Services."
"RATES FOR SERVICES"
The County has approved standard rates for the collection of
Commercial Solid Waste and for supplemental services. Under this
contract, you will pay the following fees for the Contractors services.
You may call the County if you have any questions about the
Contractors rates:
(a) CHARGES FOR COLLECTION
(b) CHARGES FOR DISPOSAL
(C) CHARGES FOR SUPPLEMENTAL SERVICES
(d) TOTAL
9.5 Termination of Commercial Collection Service
9.5.1 The Contractor may terminate Collection Service when a Commercial
Customer fails to pay for service and the following procedure has been
followed.
9.5.1.1 When a Commercial Customer's payment is thirty (30) calendar days
past due, the Franchisee may mail to such Commercial Customer a
notice of intent to terminate service in ten (10) Days.
9.5.1.2 If the Commercial Customer desires to dispute the bill, the Customer
shall notify the Director in writing within the ten (10) Day period. Upon
receipt of the Customer's notice, the Director shall resolve the dispute
9.5.1.3 If the balance remains unpaid after the ten (10) Day period provided
above, or ten (10) Days following issuance of a written finding by the
Director, the Contractor may discontinue Collection Service to the
Customer. The Contractor shall notify the Director within one (1) Day
after service is terminated.
9.5 1.4 Upon being notified, the County shall take whatever action it deems
appropriate to enforce compliance with the provisions of the County's
Ordinances
9.5.2 In the event service is terminated, the Contractor is authorized to remove
from the Customer's Premises any Commercial 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 26.1.5 of this Agreement.
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10 Collection Containers
10.1 Provision of Containers
10.1.1 Curbside Containers
10 1.1.1 Customers may provide their own containers (up to 32 gallons in
capacity) for Yard Trash and shall retain ownership of such
containers.
10.1.1.2 The Contractor shall ensure that each Residential Customer has at
least one (1) Roll Cart at all times during the term of this Agreement.
The Contractor shall provide at least one Roll Cart to each Residential
Customer that does not have one.
10 1.1.3 One Roll Cart shall be provided by the Contractor to each Residential
Customer at no cost. Additional Roll Carts may be purchased by the
Customer, at the Contractor's invoice price, plus a reasonable fee for
delivery. The invoice price is subject to the Director's approval. The
delivery fee is set forth in Exhibit 1(B).
10.1.1.4 Each Customer shall have the option of receiving a thirty-five (35),
sixty-four (64), or ninety-six (96) gallon Roll Cart. Thereafter, the
Customer may exchange its Roll Cart one time fur a different size,
which shall be provided by the Contractor at no cost to the Customer.
The Customer shall pay a fee to the Contractor if the Customer
wishes to exchange its Roll Cart for a different size more than once.
The fee is set forth in Exhibit 1(8).
10.1.1.5 The Contractor shall offer appropriately-sized Roll Carts to age-
restricted communities on a community-wide basis, and in other
special cases, as determined by the Director after consultation with
the Contractor
10.1 1.6 The Contractor shall provide a new Roll Cart to new Residential
Customers within five (5) Days of notification by the County.
10.1.2 Recycling Bins and Recycling Carts
10.1.2.1 The Contractor shall ensure that each Residential Customer has at
least one (1) Recycling Bin at all times during the term of this
Agreement. Upon request by the Director, the Contractor shall deliver
up to two (2) Recycling Bins to Residential Customers that do not
have therm.
10.1.2.2 The County shall provide the Recycling Bins to the Contractor for
distribution.
10.1,2.3 The Contractor shall deliver up to two (2) Recycling Bins to new
Residential Customers within five (5) Days of notification by the
Director.
10.1.2.4 When requested by the Director, the Contractor shall deliver one or
more Recycling Carts to those Residential Customers that produce
large quantities of Recyclable Materials, The Recycling Carts shall be
provided only to Residential Customers who are riot engaged in a
commercial business activity at their residence. The County shall
provide the Recycling Carts to the Contractor.
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10.1.3 Commercial Containers
10.1.3.1 Commercial Customers may use their own Commercial Containers,
provided the containers are compatible with the Contractor's
Collection equipment. Commercial Customers also may obtain
Commercial Containers from the Contractor,
10.1.3.2 Upon request by a Commercial Customer, the Contractor shall
provide Roll Carts or Commercial Containers for the Collection of
Solid Waste and/or Recyclable Materials. Contractor shall provide
containers of sufficient size and number, and Collection Service of
sufficient frequency, to ensure that all of the Solid Waste and
Recyclable Materials 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 so by a Customer. However, a request
For a specialized container or equipment shall not be granted by the
Contractor if the type of material generated by the Customer requires
a greater frequency of Collection than is typically contemplated 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. I Customer-owned Collection Containers shall remain the sole property of
the Customer.
10.2.2 The Contractor shall retain ownership of any Roll Carts, Recycling Bins,
and Recycling Carts that are purchased and provided by the Contractor.
Roll Carts, Recycling Bins, and Recycling Carts provided by the County to
the Contractor or Customer shall remain the sole property of the County.
10.2.3 The Contractor's Commercial Containers and Commercial Recycling
Containers shall remain the sole property of the Contractor.
10.3 Technical Specifications for Containers
10.3. I Recycling Bins 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
accordance with the specifications provided by the Director. Recycling Bins
shall be uniform with regard to color, volumetric capacity. dimensions.
finished surfaces, and hot stamping/labeling.
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)
he green: (b) have a rated capacity of sixty-four(64) gallons; (c) be made of
heavy duty plastic; (d) be hot-stamped or labeled in accordance with the
specifications provided by the Director; (e) be mounted on two wheels; (f)
have attached, hinged lids; and (g) be compatible with the hydraulic lifting
and dumping mechanism mounted on the Contractor's Collection vehicles.
Each Recycling Cart shall have a flat area on the top (outside) of the lid,
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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 uniform with regard to color, volumetric capacity, dimensions,
finished surfaces, and hot stamping/labeling. A Recycling Cart shall be
constructed: to prevent 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 only one compartment, which shall be used for
the storage of all Program Recyclables. Each Recycling Cart 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 he subject to the
approval of the Director. Roll Carts shall: (a) be green; (b) have a rated
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
accordance with the specifications provided by the Director; (e) be mounted
on two wheels: (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,
volumetnc capacity, dimensions, finished surfaces, and hot
stamping/labeling. A Recycling Cart shall be constructed: to prevent 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.
10.3.4 Commercial Containers 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. Commercial Containers shall have
attached lids, unless the Director approves a different design for a particular
use.
10.3.5 The Contractor shall provide the Director with the manufacturer's
specification sheets for the Contractor's Recycling Bins, Recycling Carts.
Roll Carts. and Commercial Containers. At a minimum, the specification
sheets shall address the following items, if applicable:
• Company of manufacture
• Material of manufacture, including pre-consumer and post-consumer
recycled content
• Molding technology
• Standards of design (e.g., American National Standards Institute)
• UV stabilization certification
• Load rating
• Design standards for lid, handles, lifting, bottom, wheels, axle, and
fasteners
• Interior and exterior finish surfaces
• Color
• Volumetric Capacity
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• Nestability
• Identification and Marking
• Manufacturer's warranty
10.3.6 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 Roll Carts, Recycling
Carts and Recycling Bins at all times The Contractor shall deliver new,
additional, and replacement Roll Carts and Recycling Bins to Residential
Customers within five (5) Days of receiving a request for said containers.
10 4 2 The Contractor shall deliver Roll Carts, Commercial Recycling Containers,
and/or Commercial Containers to a Commercial Customer within five (5)
Days of receiving a request for such containers.
10.5 Maintenance of Containers
10.5 1 With regard to the Roll Carts, Recycling Carts and Collection Containers
that the Contractor delivers or otherwise provides to its Customers, the
Contractor shall maintain the Roll 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 Commercial Containers shall have solid, durable
bottoms. Commercial Containers shall be equipped with a heavy-duty
removable plug for the purpose of clean out.
10.5.3 The Contractor shall maintain and repair its Commercial Containers so that
the containers are free of holes, broken hinges, broken doors or door
fasteners, broken wheels, or broken lids.
10.5.4 Contractor-owned Commercial Containers shall be kept painted at all times
so they do not become a detriment to the community, 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 shall
identify and maintain a readily available source of all the spare parts
needed to maintain and repair the Contractor's Commercial Containers.
10.5.6 The Contractor shall repair, paint, clean and otherwise maintain any
Commercial Container within five (5) Days of being requested to do so by
the Director.
10.5.7 Customers shall be responsible for maintaining all Customer-owned
Commercial Containers, Roll 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 1(B).
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10.6 Repair and Replacement of Containers
10.6 1 At its expense, the Contractor shall repair or replace damaged Contractor-
owned Roll Carts, Recycling Bins, Recycling Carts. and Collection
Containers within three (3) Days after receiving notice from the County or
Customer. This requirement also shall apply to all Roll Carts. Recycling
Bins, and Recycling Carts provided by the County to the Contractor At its
option, the Contractor may require a Customer to exchange its old Roll Cart
or Recycling Cart when the Customer receives a new Roll Cart or Recycling
Cart from the Contractor. If a Roll Cart or Recycling Cart must be replaced
because 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 Exhibit l(B)
10.6.2 If the Contractor damages or destroys any Customer-owned Collection
Container, the Contractor shall repair or replace said container, at the
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 Roll Carts, Recycling Bins, and
Recycling Carts that are stolen from a Residential Customer. In such
cases, the County may (a) purchase 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, Recycling Bins, and Recycling
Carts, as documented by the Contractor's invoices The County shall not
pay any profit, markup or other charges to the Contractor for the Roll
Carts, Recycling Bins and Recycling Carts. The County's payments to the
Contractor for the Roll Carts, Recycling Bins, and Recycling Carts shall be
made in compliance with the Florida Prompt Payment Act. Sections 218.70
et seq , Florida Statutes
10.7 Storage of Recycling Bins
If requested by the Director, the Contractor shall store new and replacement
Recycling Bins at the Contractor's equipment yard or at another location in Collier
County that is acceptable to the County. The Contractor shall pick-up the Recycling
Bins from a location in Collier County, as designated by the Director, and shall
transport the Recycling Bins to the Contractor's storage yard. The Recycling Bins
shall be kept in a safe, secure manner until they are delivered to the Contractor's
Customers pursuant to this Agreement. The Contractor shall not be obligated to
transport and store more than one thousand (1,000) Recycling Bins in any month or
more than three thousand (3,000) Recycling Bins in any Agreement Year.
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11 Vehicles and Equipment
11 1 General Provisions
11.1.1 The Contractor shall purchase and/or lease, and maintain and repair, ail
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, the areas where
such vehicles and equipment are utilized.
11.1.2 Collection vehicles and equipment shall he 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 same manufacturer
11.1.3 All Collection vehicles shall have waterproof seals and shall be watertight to
a depth sufficient to prevent the discharge or leaking of accumulated water
during loading and transport operations. The Collection vehicles shall have
solid metal sides and a fully enclosed metal top.
11.1.4 As an alternative to a fully enclosed metal top, the Contractor's Collection
vehicles may he equipped with a tarpaulin or a net cover with mesh
openings not greater than one and one-half (11/2) inches in size. The cover
shall be kept in good mechanical order, without holes. The cover shall fully
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 shall be covered to protect
paper recyclables from rain, and to prevent Program Recyclables from
blowing or falling out of the vehicle.
11.1.6 Prior to use, a tare weight shall be established for all of the Contractor's
Collection vehicles. At the County's discretion, the tare weight of any
Collection vehicle may be checked at any time. The County shall adjust its
scalehouse and records if there are any changes in the tare weight.
11.1.7 Except for extraordinary circumstances, as determined by the Director, all
Collection vehicles and equipment shall he empty and devoid of all Solid
Waste prior to the commencement of daily Collection Service.
1 1.2 Ancillary Equipment
11.2.1 All vehicles used to provide Collection Services under 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 audible back-up warning device. The spill
response kit shall be suitable and adequate for cleaning up any leaks or
spills of oil, hydraulic fluid, or other liquids from Contractor's Collection
vehicles.
11 2.2 All vehicles used to provide Collection Services under this Agreement shall
be equipped with a two-way radio, 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
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11.2.3 All vehicles used for Collection of White Goods or Electronic Equipment
shall be equipped with appropriate ancillary equipment so as to avoid
breakage of the Electronic Equipment, or loss of Freon from White Goods,
during Collection
1 1.3 Reserve Vehicles and Equipment
11.3.1 The Contractor shall 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 shall
be similar in size and capacity to the vehicles and equipment being
replaced
11.4 Maintenance and Condition
11.4.1 At a minimum. all of the Contractor's Collection vehicles and equipment
shall be maintained in compliance with the manufacturer's specifications.
11.4.2 The Contractor's Collection vehicles and 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 minimum of once-per-week (or more
frequently if necessary).
11 4.3 The Contractor shall monitor, maintain and repair its Collection vehicles and
equipment to prevent fuel and lubricant spills. Oil and hydraulic systems,
and waterproof seals and enclosures, on the Contractor's vehicles and
equipment shall be kept in good repair to prevent leaking
11.5 Identification
11.5.1 The Contractor's name and the County's customer service telephone
number shall be displayed at all times, in letters at least four (4) inches
high, on both side doors of the Contractor's Collection vehicles. The
Contractor's telephone number also may be displayed beneath the
County's customer service number Truck identification numbers shall be
displayed at all times, in letters at least four (4) inches high, on all four (4)
sides of all Collection vehicles.
11.5.2 All Collection vehicles shall display information approved by the Director
concerning the type of material (Solid Waste, Yard Trash or Recyclable
Materials) being collected. The information shall be displayed at all times,
on both sides of the vehicle body, in letters at least six (6) inches high. The
information displayed on the Contractor's vehicles shall be subject to
Contractor's approval, which shall not be unreasonably withheld
11.5.3 Contractor shall label its Commercial Containers with letters and/or
numbers at least four (4) inches high. The labels shall be placed on at least
two (2) sides of each Commercial Container At least one of the labels
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shall he readily visible when the container is placed at a Commercial
Customer's site.
11.6 Compliance with the Law
11.6.1 At all times, the Contractor and its employees shall operate and maintain all
Collection vehicles and equipment in compliance with all Applicable Laws
11.6.2 At all times, the Contractor shall maintain all necessary licenses and
registrations, and shall timely pay all fees and taxes, on all vehicles and
equipment. as required under Applicable Laws.
11.6.3 All equipment shall he operated in compliance with the Florida Uniform
Traffic Control Law, Sections 316.515 through 316.6105, Florida Statutes,
and the County Ordinances, as amended from time to time.
11.7 County's Right to Inspect Vehicles
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 require 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 be washed within one
(1) Day. In such cases, the Contractor shall immediately notify the Director
of the remedial action that will be taken to correct the problem.
11.8 Storarte and Repair
The Contractor shall provide a garage and maintenance facility for its vehicles 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 District Manager
Contractor shall appoint an employee to serve as the Distnct 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 operation of Contractor's
program under this Agreement. The District Manager shall have direct access to the
Contractor'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 be one
hundred percent (100%) dedicated to overseeing and implementing the Contractor's
performance under 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 writings shall be deemed received by the
Contractor when delivered to the District Manager.
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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 Supervisor(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 6:00 p.m.,
Monday through Saturday.
12.3 Employee Conduct
All Contractor personnel shall maintain a courteous and respectful attitude toward
the public at all times. The Contractor shall instruct its employees to avoid loud
and/or profane language at all times during the performance of their duties under this
Agreement
12.4 Employee Appearance and Identification
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.
Shirts must be worn at all times. The Director has the right to approve the identifiers
or identification furnished by the Contractor.
12.5 Removal of Employees
f he Director reserves the right to disapprove and request removal of any Contractor
personnel assigned to the County's work. Such disapproval or request shall be for
reasonable cause only and shall he addressed in writing to the Contractor's District
Manager. Notwithstanding the foregoing, the Contractor shall not he required to take
any action with regard to the Contractor's personnel 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 Employee Training and Licenses
12.6.1 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 needed, to
ensure compliance with the requirements of this Agreement and all
Applicable Laws.
12.6.2 At all times when operating vehicles or equipment pursuant to this
Agreement. the Contractor's employees shall carry a valid Florida driver's
license for the type of vehicle or equipment being operated.
12.6.3 The Director may request the Contractor's employees to produce their
driver's license for inspection at any time when the employee is on duty.
13 Local Office
13.1 The Contractor shall maintain a customer service/dispatch office within the County.
The Contractor's office shall be open for business, and Contractor shall have
personnel available for the purposes of dispatch. complaint resolution, and other
matters, between the hours of 8:00 a.m. and 5:00 p.m., Monday through Friday. The
office shall be equipped with a two-way communication system that can be used to
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contact the Director, the Contractor's 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 sufficient 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 answenng service to record
messages when the office is closed.
13 3 The Contractor shall establish a process tar receiving and handling emergency calls,
both during and after normal operating hours. Such process shall 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 adequate space in the
Contractor's office to house a County employee The Contractor also shall provide a
computer connection to the Internet and a telephone for the County employee. The
Contractor shall cooperate with and assist the County employee, 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 forwarded to the Director within
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 to:
• Missed Collections:
• Failure to respond to Missed Collections in compliance with the requirements
of this Agreement;
• Mishandling 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 when the Director determines that a
Customer has a Legitimate Complaint The Director shall coordinate with the
Contractor to ensure that all Legitimate Complaints are promptly resolved.
14.5 The Contractor shall take whatever steps are necessary to remedy the cause of a
Legitimate Complaint within six (6) hours after 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
Legitimate Complaint when the Contractor uses its best efforts to correct the
problem, but is unable to do so within six (6) hours.
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14,8 In all cases, the Contractor shall notify the Director within six (6) hours after the
Legitimate Complaint is resolved and shall provide a written summary within one (1)
Day,
15 Customer 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
determination about the disputed issues, including any deficiencies in their
respective performance.
15.3 The Contractor and Customer shall have ten (10) Days to correct any deficiency or
provide the Director with a written request for a hearing before the Manager.
15.4 If a request is filed, the Manager shall act upon such request within twenty (20) Days.
The Manager shall provide the parties an opportunity to present their arguments and
evidence concerning the relevant issues. The Manager shall notify the Customer,
the Contractor, and the Director in writing concerning the Manager's decision The
Manager may: confirm, in whole or in part, the Director's findings, relieve the
Contractor or the Customer of responsibility for their deficiencies; or take whatever
other action the Manager deems necessary and appropriate. The Manager's
decision shall be final and non-appealable.
16 Record Keeping and Reporting
16.1 Record Keeping
16.1.1 Equipment Maintenance Log. Contractor shall keep a maintenance log for
each vehicle and piece of equipment used for Collection Service. At a
minimum, 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 all repair activities.
16.1.2 Non-Collection Notice Loq. Contractor shall maintain a log of all occasions
when Non-Collection Notices have been placed. The log shall include: the
date when the notice was placed; the Customer location; the Customer type
(i.e., Residential or Commercial); and the reason for each Non Collection
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
resolved; and a description of how the complaint was resolved.
16.1.4 Program Recyclables Log. Contractor shall maintain a log concerning the
Program Recyclables that the Contractor collects in the County, The log
shall identify: the amount of Program Recyclables collected each month in
Service District II; the names and locations of the Recycling Facilities where
the Program Recyclables were delivered; and the amounts that were
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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 Contractor estimated the amount of Recyclable
Material in any instance where weight records are not available.
16 1.5 White Goods Loq. Contractor shall maintain 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 Log. Contractor shall maintain a log concerning the Tires
collected by the Contractor under this Agreement. The log shall identify:
the date of Collection; the Customer's location; and the number of Tires
collected.
16.1.7 Bulk Waste Loq. Contractor shall maintain a log concerning the Bulk Waste
collected by the Contractor 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 Electronic Equipment Log. Contractor shall maintain a log concerning the
Electronic Equipment collected by the Contractor under this Agreement.
The log 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
shall be maintained in an electronic database that is compatible with the
County'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 provided to the Director, upon request, within one (1)
Day.
16.1 10 The general format and content of the Contractor's logs shall be subject to
the Director's approval.
16.2 Monthly Report
16.2 1 Contractor shall submit 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
16.2.2 At a minimum, the Monthly Report shall provide the following information
concerning Residential Customer service:
16.2.2.1 Tonnage collected during the month for each of the following
materials: Solid Waste; Program Recyclables: corrugated cardboard.
and Yard Trash. The tonnages for each material shall be reported
separately for: (a) Customers occupying Multi-Family Residences and
receiving Commercial Collection Service, (b) Customers occupying
Multi-Family Residences and receiving Residential Collection Service;
and (c) all other Residential Customers.
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16.2.2.2 The total number of Customers 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 Residential Customers.
16.2.2.3 The number of Residential Customers participating in the Recycling
Program.
16.2.2.4 Number, type, and weight of White Goods and Electronic Equipment
collected during the month
16.2.2.5 Number of Tires collected during the month.
16.2.2.6 Number of Non-Collection Notices issued to Customers during the
month
16.2.2.7 Number of Missed Collections, and the total number of Legitimate
Complaints, during the month.
16.2.2.8 The number of Recycling Bins, Recycling Carts, and Roll Carts
provided to Residential Customers during the month and Agreement
Year.
16.2.3 The Monthly Report shall provide the following information for Commercial
Customer service'
16.2.3.1 For each Commercial Customer: the name and mailing address of the
Customer; the location, size and number of containers used by the
Customer: the owner of the containers; the frequency of Collection for
each container; and any Supplemental Collection Service received.
16.2.3.2 Tonnage collected during the month for each of the following
materials: Solid Waste; Program Recyclables; and Yard Trash.
16.2.3.3 Tonnage collected during the month for each of the following
materials: newspaper, glass: aluminum cans; steel cans; and
corrugated cardboard.
16.2.3.4 Number of Missed Collections, and the total number of Legitimate
Complaints. during the month,
16.2.3.5 Names and addresses of any Commercial 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 an estimate and shall clearly explain how the Contractor
estimated the number used in the report.
16.3 Annual Report
16.3.1 Contractor shall submit Annual Reports to the Director within thirty (30)
calendar days after the end of each Agreement Year.
16.3.2 At a minimum, the Annual Report shall include the following information:
16.3.2.1 Annualized information for all items required in the Monthly Report for
Residential and Commercial Customer service.
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MEW
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 ID number for each.
16.3.2.3 An updated Collection Plan, including current route snaps and
schedules for all Collection Services provided under this Agreement.
16.3.2.4 A description of any public education activities completed by the
Contractor and a general accounting of the amount of money
expended during the year for educational purposes.
16.3.2.5 A description and inventory, indicating quantities and condition, of the
equipment, facilities, manpower, and other resources the Director
deems necessary for emergency conditions.
16.3.2.6 A trend analysis and overall evaluation of the number and types of
Legitimate Complaints received by the Contractor on a monthly and
annual basis during the term of this Agreement. The evaluation shall
include a corrective action plan for systemic and chronic problems.
16.3.2.7 An updated Contingency Plan.
16.3.2.8 A summary of all accidents and Legitimate Complaints involving
damage to public or private property.
16.3 2.9 Upon request by the Contractor, the Director may waive one or more
of the requirements for the Annual Report.
16.4 Other Reports. Documents and Notifications
16.4 I Residential Recycling Participation Report. Contractor shall perform a "Set
Out" count of Customer participation in the residential recycling program, in
March and September of each Agreement Year. Contractor shall provide
reports to the Director concerning the Collection of Residential Program
Recyr:lables and Residential Yard Trash no later than April 15h and
October 15th, respectively. The Director and the Contractor shall agree on
the format of the reports. The reports shall evaluate the data for each
Collection route, and for all Collection routes combined. These counts shall
be performed under the direction and to the satisfaction of the Director,
16.4.2 Updates to Safety Plan. Contractor shall continuously update its safety
plan to reflect any changes in Contractor's operations. The Contractor shall
deliver an updated plan to the Director within five (5) Days whenever any
changes are made to the safety plan.
16.4.3 Accidents and Property Damage. Contractor shall notify the Director of any
accidents involving the Contractor's staff, vehicles, or equipment requiring
notification to OSHA or any other Person under Applicable Laws.
Contractor also shall notify the Director of accidents involving damage to
public or private property. In all such cases, verbal notice shall be provided
within six (6) hours of the accident and a written report shall be provided to
the Director within one (1) Day of the accident. It any issues are
unresolved at that time, a subsequent report shall be provided to the
Director within two (2) Days following the ultimate disposition of the case.
The Contractor also shall 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.
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16.5 General Record Keeping and Reporting 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 performed.
16.5.2 Contractor shall promptly provide any information, in addition to that
required explicitly by this Agreement, that the Director or the Contractor
deem relevant under the circumstances.
16.5.3 The County shall have the right to inspect, copy, and audit, at the County's
expense, all of the Contractor's financial books and records concerning 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
Contractors other books and records, except for confidential and
proprietary information, concerning the Contractor's services under this
Agreement.
16.5.4 The Contractors documents shall be made available for inspection during
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) years
following the date when they were prepared, or the termination of this
Agreement, whichever occurs first.
16.5.5 All of the Contractor's reports to the County shall he submitted in a hard
copy and in an electronic format approved by the County. The form and
content of all reports are subject to the Directors approval.
16.5.6 In any report submitted to the County, the Contractor may include
proposals for changes in this Agreement or the County's operations that will
increase operating efficiencies or reduce costs for the County.
17 Education, Promotion and Public Awareness
17.1 Participation in County Activities
Contractor shall participate in the County's Solid Waste program activities, including
but not limited to: public appearances in support of the County's Recycling Program;
use of the County's recycling theme, colors, and logos on Collection 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 time, but not more than twelve (12) times per year, Contractor shall
assist and/or support the County at local special events (e.g., Earth Day). Examples
include but are not limited to: using Collection vehicles to participate in local parades;
bringing Collection vehicles to special events; and providing 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 year.
17.2 Usage of County Themes and Logos
Upon request, Contractor shall display the County's recycling, waste reduction, and
conservation themes and logos on signs (decal or painted) on designated Collection
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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
subject to the Contractor's approval, which shall not be unreasonably withheld.
17.3 Distribution of Information with Recycling Containers
Contractor shall distribute informational, promotional and educational materials (e.g.,
brochures, newsletters, door hangers, etc.) provided by the County. The materials
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 Customers 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 form and content of this information shall
be subject to the Director's approval.
17.5 Production and Distribution of Promotional and Educational Material
In addition to the staffing requirements in Section 17.1, Contractor shall expend five
thousand dollars ($5,000) per Agreement Year assisting the County with educational.
promotional, and public awareness activities, including, but not limited to the
following:
17 5 1 At its expense, Contractor shall mail one (1) Solid Waste informational
document, developed and published by the County, to all Customers in the
Contractor's Service District. The document shall be distributed quarterly
each Agreement Year. The County shall give the Contractor a minimum of
four weeks notice prior to the mailings. Contractor shall perform mailings
under the direction and to the satisfaction of the Director.
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 provided by the County to
educate Residential and Commercial Customers about the proper methods
to be used to Set Out their Solid Waste, Yard Trash and Program
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 determining whether the Contractor has satisfied its obligation to
spend $5,000 per Agreement Year on educational activities, the County
shall consider and include the Contractor's out-of-pocket costs for printing,
publishing, and mailing educational materials to Customers pursuant to
Sections 5.3 (during the transition before the Commencement Date), 17.1,
17.2, 17.3, and 17.4, above, but shall not include any costs incurred by the
Contractor pursuant to Section 17.6, below.
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17.6 Public Notices Concerning Changes in Collection Services
At its expense, the Contractor shall prepare and publish a notice whenever the
Contractor's schedule or Collection Days are changed for Residential Customers.
The notice shall be subject to approval by the Director. The notice shall be placed in
the newspaper that has the largest circulation in the County The notice shall cover
at least one-quarter (1/4) 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 riot more than thirty (30) calendar days prior to the
Contractor's change in service.
18 Changes to Services
18.1 Addition or Deletion of Recyclable Materials
18.1.1 If the County decides to change the Materials Acceptance Protocol, or add
or delete Program Recyclables. the County and Contractor shall enter into
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good faith negotiations to amend this Agreement, if necessary, to reflect
such modifications If the County determines it is appropriate to 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 Rate
to be paid following the addition or deletion of any Program Recyclables,
the County may require the Contractor to participate in mediation, as
specified in Section 30 of this Agreement
18.2 Recvcling_Facility in Collier County
18.2.1 The County may require the Contractor to deliver Recyclable Materials
collected in Service District II to a Recycling Facility located in Collier
County. the Director shall give the Contractor at least three hundred sixty-
five (365) calendar days notice before requiring the Contractor to use a
Recycling Facility designated by the County. The Contractor shall not
receive any additional tee or an increase in the Rates for taking Recyclable
Materials to the County's Designated Site in Collier County,
18.2.2 If the County requires the Contractor to deliver Recyclable Materials to a
Designated Site in Collier County. the County shall reimburse the
Contractor for the lost profits, if any, that the Contractor would have earned
under this Agreement from the sale of those Recyclable Materials. The
County's obligation to reimburse the Contractor for lost profits shall only
apply to those Recyclable Materials that will be collected in Service District
II and delivered to the Designated Site during the remaining portion of the
term of the Agreement, prior to any subsequent renewals. Any disputes
concerning the amount of the Contractor's lost profit shall 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 discretion.
authorize one or more qualified hauling contractor(s) to provide Collection Services
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for Solid Waste, Program Recyclables, and Yard Trash in Service District It, under
such terms and conditions as the Board deems appropriate.
18.4 Collection and Processing of Commercial Organics
18.4 1 If the County decides to collect and process Commercial Organics, the
County shall give the Contractor an opportunity to submit a proposal for
providing these services in Service District II. If the County and Contractor
are unable to negotiate a mutually acceptable agreement for the provision
of these services, the County 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 County In such case, the County shall reimburse the Contractor
for the lost profits the Contractor would have earned under this Agreement
from the Collection of Commercial Organics in Service District II during the
remaining portion of the term of this Agreement, prior to any renewals of the
Agreement, but only if and only to the extent that: (a) the County's
Collection of Commercial Organics directly causes a reduction in the
amount of Solid Waste collected annually by the Contractor; and (b) the
reduction is greater than five percent (5%).
18.4.3 For the purpose of Section 18.4.2, lost profit" means a reduction in the
Contractor's net revenue that was directly caused by a reduction in the
amount of Commercial Organics collected by the Contractor under this
Agreement. Lost profit 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 18.4.2, the parties shall determine whether there
has been a reduction in the amount of Solid Waste collected under this
Agreement by comparing (a) the amount of Solid Waste collected during
the first twelve months after the County begins to collect Commercial
Organics and (b) the amount of Solid Waste collected during the prior
twelve months
18.4.5 To calculate lost profits under Section 18.4.2, the parties shall: (a)
determine the net revenue the Contractor earned for the Collection of one
ton of Commercial Organics during the twelve (12) 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 exceeded
five percent(5%); (c) convert the value identified in subsection (b) into tons;
and (d) multiply the Contractor's net revenue per ton, 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 he expressed by the following formula:
LP = NRPTx ETxT
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Where: LP is the amount of the Contractor's lost profit; NRPT is the
Contractor's net revenue per ton; ET is the excess tonnage (i.e., the
amount greater than a 5% reduction in the Contractor's Collections); and T
is the time (years) remaining under the Agreement
18.5 County's Right to Require Recycling Carts
The County shall have the right to require the Contractor to use Recycling Carts for
the Collection of Program Recyclables in Service District II, 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 shall give notice to the
Contractor at least ninety (90) calendar days before the County requires the
Contractor to begin using Recycling Carts. If 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 Services with Recycling
Carts at an annual Rate of $92.23 The Contractor's Rate 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 Immokalee
Landfill.
19.2 Community Service
At its expense, Contractor shall provide the following services for community
programs, in accordance with applicable Board resolutions.
19.2.1 Provide Collection Service for monthly community clean-up projects.
Collection Service for each community clean-up shall include: up 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 (3) times. The County shall pay the Tipping Fee for the disposal of
materials collected during the community clean-ups.
19.2.2 Provide Curbside Collection for up to four thousand (4,000) thirty-two (32)
gallon bags of Solid Waste, and up to four hundred (400) thirty-two (32)
gallon bags of Program Recyclables, collected annually during Keep Collier
County Beautiful events or similar clean-ups. The County shall pay the
Tipping Fee for the disposal or processing of the collected materials.
19.2.3 Transport ("backhaul") the County'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 (24) Loads of Compost per
year.
19.3 Pilot Studies
During the term of this Agreement. the County will likely conduct pilot studies to
evaluate strategies that may increase recycling, waste reduction, Collection
efficiency, or reduce the County's costs. Contractor shall cooperate with the County
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in conducting such pilot studies, and shall enter into good faith negotiations with the
County if additional services are necessary from 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 Contractors Service District. At a minimum, the Contractor shall provide the
following services at no cost to the County, except as otherwise provided below:
19.4.1 The Contractor shall collect Electronic Equipment that is Set Out at
Curbside by the Contractor's Residential Customers and Commercial
Customers. The Contractor shall transport the Electronic Equipment to an
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 reimburse the Contractor for the cost of processing the
Electronic Equipment collected in Service District II. The County shall be
billed on a monthly basis 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, transporting or handling
the Electronic Equipment.
19.4.4 The Director may terminate the Contractor's services for Electronic
Equipment at any time, in the Director's sole discretion. The Director may
expand the scope of the Contractor's services, on terms that are 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 pursuant to this
Agreement. the Contractor initially shall transport the Electronic Equipment
to a Designated Site in Collier County, as instructed by the Director. At the
Designated Site, the County shall wrap and prepare the Electronic
Equipment for shipment to a Recycling Facility. 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 County's Designated Site within three (3) Days after receiving the
Director's notice.
19.4 7 The Contractor shall pay all costs associated with the transportation of the
Electronic Equipment to a Recycling Facility, provided that the Recycling
Facility is located within two hundred (200) miles of the County The
County shall reimburse the Contractor for the incremental fuel costs
incurred by the Contractor if the Director instructs the Contractor to use a
Recycling Facility located more than 200 miles from the County, and if the
incremental fuel costs are reasonable and appropriately documented.
19.4.8 At all times, the Contractor shall handle Electronic Equipment carefully to
minimize breakage and damage The Contractor shall collect all Electronic
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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 Recycling Program
The Contractor shall place a Commercial Recycling Container at each school in
Service District II for the Collection of Program Recyclables
20 Emergency Situations and Disaster Debris
20.1 Use of Contractor Services
If excessive amounts of Disaster Debris accumulate because 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 Director 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 Contractor, 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 Contractor's regular routes and
schedules. In the event such a variance is granted, there shall be a corresponding
reduction 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 shall make every effort
through the local news media to inform the public when regular services can resume.
20.3 Contingency Plan
Contractor shall develop a Contingency Plan, which shall describe the Contractor's
plan of action in the event that an emergency or other situation renders the
Contractor's operations yard or equipment unusable. The Contingency Plan shall
describe the steps that the Contractor shall take to avoid interruptions in Collection
Service. The Contingency Plan shall be submitted to the Director by August 1, 2005.
Thereafter, the Contingency Plan shall he updated arid resubmitted to the Director
with the Contractors annual report pursuant to Section 16_3. and within two (2) Days
whenever the plan is revised by the Contractor
20.4 Emergency Management/Disaster 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 limited 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 necessary materials to be provided
by the Contractor.
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21 Insurance
21.1 Requirements for Insurance Carriers
Contractor shall procure and maintain the following types of Insurance coverage at
all times during the term of this Agreement. The policies of insurance shall be written
on forms acceptable to the County, and shall be placed 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 minimum financial
rating by the A.M. Best & Company of no less than "Excellent", with a minimum class
size of"VII".
21.2 Workers Compensation Insurance
Contractor shall provide workers compensation insurance, on behalf of all employees
who provide a service under this Agreement, as required under any Applicable Law.
including Chapter 440, Florida Statutes. Contractor shall provide employers liability
insurance with limits not less than:
21.2.1 $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 commercial general liability insurance including, but not
limited to, bodily injury, property damage, contractual, products and completed
operations. and personal injury, with limits of not less than $1,000,000 per
occurrence. $2,000,000 aggregate, covering all work performed under this
Agreement.
21.4 Automobile Liability
Contractor shall provide automobile liability insurance, including bodily injury and
property damage for all owned, leased, hired and non-owned vehicles, with limits of
not less than $1.000,000 combined single limit, covering all work performed under
this Agreement (Limits may be satisfied by combining an umbrella form and
automobile liability form for a combined total limit of $10.000.000.)
21.5 Umbrella Liability
Contractor shall provide umbrella liability insurance with limits of not less than
$10,000,000 per occurrence, covering all work performed under this Agreement.
21 6 Hazardous 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 as to the
potential need to procure and maintain any or all of the following 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.
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Elk
21.6.2 Asbestos Liability. For sudden and gradual occurrences, and in an amount
no less than S1.000,000 per claim and $1,000,000 in the aggregate, arising
out of work performed under this Agreement.
21.6.3 Hazardous Waste Disposal When applicable, the Contractor shall
designate the disposal site and furnish a certificate of insurance from the
disposal facility for Environmental Impairment Liability Insurance, covering
liability for sudden and accidental occurrences in an amount not less than
S5,000,000 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 claim and $10,000,000 in the aggregate.
21.6.4 Hazardous Waste Transportation. When applicable, the Contractor shall
designate the hauler and furnish a certificate of insurance from the hauler
for automobile liability insurance with Endorsement MCS90 for liability
arising out of the transportation of Hazardous Waste, with an amount not
less than $1,000,000 annual aggregate, and provide a valid EPA
identification number.
21.6.5 Certificates of Insurance. The certificate of insurance furnished by the
Contractor shall clearly identify the hazardous material exposure work
being performed under this Agreement.
21 7 General Insurance Requirements
Unless otherwise approved by the County'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 additional insureds.
Insurer(s), except with regard to the workers compensation coverage, shall waive all
rights of subrogation against Collier County, its commissioners, officers, agents,
employees and volunteers.
21.8 All of the insurance requirements imposed on the Contractor in this Agreement also
shall be applicable to the Contractor's subcontractors under this Agreement. The
Contractor shall be held responsible for any deficiencies, deviations, or omissions in
any subcontractor's insurance.
21.9 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 he modified, suspended,
voided, or canceled until 30 calendar days after written notice by certified
mail, return receipt requested, has been given to Collier County's 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 (2) Days.
21.11 The procuring of required policies of insurance shall not be construed to limit
Contractor's liability or to fulfill the indemnification provisions and requirements of this
Agreement.
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21.12 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 Collier County is an insured under the policy
21.13 Claims made policies shall be accepted for professional and such other risks as are
authorized by the County'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 new policy is affected with a retroactive date,
including at least the last policy year.
21.14 Certificates of Insurance evidencing Claims Made or Occurrence form coverage and
conditions to the Contractor, as well as the County's contract number and description
of work, are to be furnished 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 County's Risk
Management Department before the Contractor shall be allowed to commence or
continue work
21.15 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 notice to the Contractor of any 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.
21.16 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.
21.17 Should the Contractor at any time fail 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 the coverage purchased The County shall
be under no obligation to purchase such insurance, or to be responsible for the
coverage purchased, or the financial stability of the insurance companies used.
22 Performance Bond
22. 1 Contractor shall furnish the County with a Performance Bond or other financial
instrument ensuring the faithful performance of this Agreement. The 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 Residential Collection Service The general form of the Performance
Bond 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
V(8). The term of the Performance Bond shall be no less than one year, beginning
on the Commencement Date. Contractor shall furnish the County with a new
Performance Bond for an additional term of not less than one year, from the
expiration date of the Performance Bond then in effect, for each year this Agreement
is in effect. The new Performance Bond shall be submitted at least thirty (30) days
prior to the expiration date of the Performance Bond then in effect.
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22.2 The Performance Bond shall be issued by one and only one surety, which shall be a
surety company authonzed to do business in the State of Florida, and holding a
Certificate of Authority from the Secretary of the Treasury under Act of Congress,
approved on July 30, 1947 (U.S,C. 613). Acceptable surety companies shall be
licensed to do business in Florida and shall have an A.M. Best rating of"A' or better
and a "T" Underwriting Limitation, which is not exceeded by this project's
Performance Bond
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 or 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 Board shall be null and void and shall be grounds for the County to
declare a default of this Agreement. In such cases, the Board may 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
termination all liability of the County under this Agreement to the Contractor shall
cease, except for the amounts due and owing for Collection Services completed 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 is 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
remainder 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 23 shall include, but not be limited to cases where
the Contractor hires 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 of corporate shares, 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 application to transfer this Agreement shall be
submitted jointly by the proposed transferor and transferee, and shall 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 Board may grant or deny the application for transfer, or may grant the application
subject to conditions.
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25 Payment for Services and Administrative Fees
25.1 Prohibitions on Payments
Neither the Contractor nor its agents, subcontractors, employees or other
representatives shall accept monetary remuneration from any Customer for the
provision of services described in this Agreement, unless such payments are
explicitly authorized in this Agreement, and the payments are less than or equal to
the amounts authorized.
25.2 County'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
make monthly payments to the Contractor for the Residential Collection Service that
the Contractor provides. The Contractor shall be entitled to payment for the services
it renders, even if the County does not 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 Supplemental Collection Service.
25 3 Procedure for Payment of Residential Service
The County's payments to the Contractor for Residential Collection Service shall be
made on a monthly basis, for services performed during the previous month, in an
amount equal to one-twelfth of the approved annual payment per Residential
Customer. Payments to the Contractor shall be calculated by: (a) multiplying the
Rate for Residential Collection Service by (h) the number of Residential Customers
that received Residential Collection Service dunng the month, and (c) deducting any
liquidated damages assessed against the Contractor. Payment shall he sent to the
Contractor within the first twenty (20) Days of the month.
25.4 Adding New Residential Customers
If a new Residential Customer is added to the Customer List, the County shall pay
the Contractor for its services to the new Customer, subject to the following
conditions. If the Contractor's initial service to a new Customer commences prior to
the fifteenth calendar day of the month, the County's payment for that Customer will
be for a full month's service. If the initial service commences on or after the fifteenth
day of the month, there will be no payment to the Contractor for any services
provided that rrionth.
25.5 Removing Residential Customers
If the County removes a Customer from the Customer List, the County shall reduce
its payments to the Contractor, 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 Customer 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.
25.6 Overpayments and Underpayments for 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
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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 reason, the Contractor shall promptly notify the Director to rectify 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 be responsible for the billing and collection of Rates to be charged
for Commercial Collection Service and Commercial Supplemental Collection Service,
including collection and payment of Tipping Fees. The Contractor shall pay the
Tipping Fee at the Designated Site when the Contractor delivers Commercial Waste
or Commercial Recyclables.
25.8 County Billings for Commercial Service
The County, at its sole option, may elect to take over the billing and collection of fees
for Commercial Collection Service. If the County elects to do so, the Contractor shall
provide the County with a comprehensive list of Commercial Customers, including
the location, size and number of containers. and frequency of Collection, in an
electronic format approved by the County. The Contractor and County agree to
enter into good faith negotiations to amend this Agreement (including Rates) to
reflect such a change.
25.9 Administrative 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 gross revenues
collected from Residential Customers, plus three percent (3%) of all gross revenues
collected from Commercial 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 1 of each Agreement
Year, beginning on October 1, 2006. but the administrative fee 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 administrative fee, 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
residential disposal fee to he used for this purpose shall be based upon the Rates
established in the exhibits attached hereto. Administrative fees shall be payable
monthly in arrears with the disposal fees, Any amounts not paid when due shall earn
interest at the maximum legal rate. Adjustments to the administrative fee, based
upon new or additional information about the Contractor's gross revenues, may he
made from time to time by the Director, after providing notice to Contractor.
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26 Rates
26.1 Standard Rates
26.1.1 Separate Rates for Residential Collection Service, Commercial Collection
Service, and for each Residential and Commercial Supplemental Collection
Service, are shown in Exhibits 1(A) and 1(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 is authorized to charge interest at the rate set by Florida
Statutes, on any delinquent Commercial Customer account.
26.1.4 Contractor may collect a deposit prior to initiating service to a Commercial
Customer. The deposit shall not exceed the expected charge for two (2)
months service to the Commercial Customer. In the event a deposit is
collected. it may he used to offset any delinquent amounts due the
Contractor after termination of service. Any remainder of a collected deposit
shall be returned to the Commercial Customer.
26.1.5 The Contractor may charge a fee to a Commercial Customer for resumption
of service, where the Contractor discontinues service because the
Commercial Customer became delinquent in payments. The amount of the
fee is set forth in Exhibit 1(B).
26.2 Special Rates for Emergency Situations and Disaster Debris
If the Director makes a determination that an emergency situation exists and directs
the Contractor to collect Disaster Debris, as specified in Section 20 of this
Agreement, the County shall pay the Contractor the following rates.
26.2.1 If the quantity of Yard Trash collected from 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 in excess of 100 percent of the average. The hourly rate for a
Federal Emergency Management Administration (FEMA) event is $140.00;
the hourly rate for a Non-FEMA event is $125.00 The current four-year
monthly averages are provided in Exhibit VII, and will be recalculated
annually.
26.2.2 If the quantity of Solid Waste collected from Residential Customers in a
given month exceeds 110 percent of the previous tour-year average
quantity of Residential Solid Waste collected during that month, the County
shall pay the Contractor a per-hour rate for each hour needed to collect
Solid Waste in excess of 100 percent of the average. The hourly rate for a
FEMA event is $140.00; the hourly rate for a Nan-FEMA event is $125.00.
"the monthly averages for 2002 2003 are provided in Exhibit VII. The most
recent four year averages will be determined on the Commencement Date
and recalculated annually thereafter.
26.2,3 If the County directs the Contractor to utilize roll-off containers for Collection
of Disaster Debris, the County shall pay the Contractor per hour 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 non-FEMA event is
$100.00. Tipping Fees will be paid by the County.
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26.2.4 At its option, the County may pay the Contractor 511.50 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 27.1 to reflect
changes in the Consumer Price Index.
27 Rate Adjustment
27.1Annual CPI Adjustments to Collection Rates
27. I 1 The Collection 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 1'' of each year. beginning in
the second Agreement Year. as described below.
27.1.2 The Rate shall be adjusted in an amount equal to seventy percent (70%)of
the change in the Consumer Price Index ("CPI") during the previous year,
but the adjustment shall not exceed five percent (5%) in any one year. The
formula in Exhibit II shall be used to calculate the Rate for the upcoming
Agreement Year.
27.1.3 The CPI shall be the lesser of the United States All Urban CPI, or the
Southern All Urban CPI, 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 CPI is discontinued or
substantially altered, the County may select another relevant price index
published by the United States Government or by a reputable publisher of
financial and economic indices.
27.1.4 Exhibit II contains sample calculations that illustrate how the Collection
Rates will be adjusted, based on the CPI.
27.1.5 The fees set forth in Exhibit 1(B) for Supplemental Services shall be
adjusted annually to account for changes in the CPI These CPI
adjustments shall he made in the same manner as the other CPI
adjustments described in this Section 27.1.
27 7 Adjustments to Commercial Disposal Rates
27.2.1 The disposal Rates for Commercial Customers shall he adjusted, in the
manner 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 shall notify the Contractor of such adjustment, and shall provide the
Contractor with a revised calculation of the Commercial Customer Rates
(e.g., front-load, compactor, and roll-off Rates), based on the proposed
change in the cost of disposal of Solid Waste at the Naples Landfill.
27.2.3 Exhibit II contains sample calculations that illustrate how the disposal Rates
will he adjusted, based on changes in the Tipping Fee.
27.3 Changes Imposed by Law
27.3.1 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
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proposed Rates 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 Rate increase or decrease. The Director shall review the
information provided and shall request such additional information as may
be necessary. The Director shall determine within forty-five (45) calendar
days the merits of the request, and shall make a recommendation to the
Board at a regular meeting. Adjustments to the Rates, if any, shall become
effective upon the date designated by the Board.
2/.3.2 A "change in law" means the adoption, promulgation, or modification of any
Applicable Law after the Effective Date, which directly and substantially
affects the Contractors or County's performance under this Agreement. A
change in law does not include a change in any tax law or workers'
compensation law.
27.4 Extraordinary Rate Adjustment
27.4. I Once each Agreement 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 justification for the
Rate adjustment. Among other things, the Contractor's petition shall
include an audited statement of Contractor's historical and current
expenses, confirming an extraordinary increase in Contractor's costs due to
factors beyond the Contractor's control, which have occurred through no
fault or negligence of the Contractor The audited statement shall be
prepared by a certified public accountant, licensed in the State of Florida.
that is not an employee of the Contractor or its affiliates. At its expense, the
County may audit the Contractor's records to evaluate the Contractor's
request. The Director may request from the Contractor, 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 deny the request within
sixty (60) days 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.
27.4.3 II the Contractor's request is granted, the Board shall have the right to
reduce the Contractor's Rates when the Contractor's costs are reduced
Every twelve (12) 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.
27.5 Rate Reductions
The Board shall have the right to reduce the Rates. after providing notice to the
Contractor and an opportunity for a hearing. The Board may exercise its right when
the Board determines that a change in law, a reduction in the Tipping Fee, or
extraordinary event warrants a reduction in the Contractor's Rates.
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28 Liquidated Damages
28.1 Basis for Liquidated Damages
The County and Contractor acknowledge 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 failures 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 Contractor's breach of this Agreement. These administrative charges may be
deducted from the County's payments to the Contractor.
28.1.1 Failure to clean up spilled liquids or material 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 $250 assessment per event.
28.1.2 Failure or neglect to collect properly prepared Solid Waste, Yard Trash, or
Program Recyclables 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, each additional Day of delay after the initial violation shall result
in the imposition of an additional $250 assessment.
28.1.3 Failure or neglect to correct chronic problems (chronic shall mean three (3)
or more Legitimate Complaints at the same Premises within a twelve (12)
month period) shall result in the imposition of a $250 assessment The first
assessment shall be imposed for the third Legitimate Complaint. Additional
assessments may he imposed for each Legitimate Complaint thereafter. If
the Contractor has more than five (5) chronic complaint problems within
one month, there shall be an additional $500 assessment.
28.1.4 Failure or neglect 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/street/Day assessment.
281.5 intentionally mixing Yard Trash, Program Recyciahies, Solid Waste,
Electronic Equipment, or any other materials that are required to he
collected separately, shall result in the imposition of a $1,000 assessment
per occurrence.
28.1.6 Mixing Commercial and Residential Garbage, Rubbish or Yard Waste
during Collection, without prior written approval from the Director, shall
result in the imposition of a $1,000 assessment for each occurrence.
28.1.7 Failure to maintain a Collection vehicle or equipment in a clean and Sanitary
manner shall result in the imposition of an assessment of $100 per vehicle
per day
28.1.8 Mixing Commercial Recyclables and Residential Program Recyclables
during Collection, unless prior approval for the mixing has been granted by
the Director, shall result in the imposition of a $1,000 assessment for each
occurrence.
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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 occurrence until such complaint is resolved to
the satisfaction of the County.
28.1 10 Failure to timely file any report or document required herein shall result in
the imposition of a $100 assessment for each Day that each report or
document is late
28.1.11 Failure to dispose of Residential Waste or Commercial Waste collected in
the Contractor's Service Distnct at a Designated Site shall result in the
imposition of liquidated damages equal to the current tip fee 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 problems (chronic shall
mean three (3) instances of the same or similar problem with the same
equipment/truck within a twelve (12) month period) shall result in the
imposition of a $250 assessment. The first assessment shall be imposed
for the third problem Additional assessments may be imposed for each
problem thereafter.
28.1. 13 Failure to properly and legibly label Recycling Containers, Commercial
Containers and/or Roll Carts within five (5) Days of receiving notice from
the Director, shall result in the imposition of a $100 assessment for each
container not properly labeled.
28.1.14 If the Contractor fails to comply with any provision of this Agreement for
which liquidated damages have not been specified in this Section 28.1, the
County may impose a $200 assessment per occurrence per day.
28.1.15 Failure to have a vehicle operator properly licensed, or failure of the
operator to carry his license while on duty, shall result in a $100
assessment per occurrence per day.
28.1 10 Failure to maintain office hours in the manner specified in this Agreement
shall result in a $100 assessment per occurrence per day,
281 17 Failure to replace or repair a damaged container as specified in this
Agreement shall result in a $25 assessment per incident per location.
28.1.18 Failure to service a Legitimate Complaint within the specified time frame
shall result in a $50 assessment per incident per day.
28.1.19 If the Contractor notifies the Director that a complaint has been resolved,
when the complaint has not been resolved, there shall be a $200
assessment per incident.
28.1.20 Collections outside of the hours specified in this Agreement, without prior
approval of the Director, shall result in a $100 assessment per incident per
day.
28.1.21 Failure of personnel to treat customer(s) or their property in a professional
manner shall result in a $15 assessment per incident.
28.1.22 Blocking driveways with containers or Recycling Bins shall result in the
imposition of a $25 assessment per incident, per day.
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28.1.23 Failure to provide timely promotional, educational materials and/or
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 not be required to pay liquidated damages in those cases
where the delay or failure in the Contractor's 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, the Director shall provide written
notice to the Contractor, indicating the County's intent to assess liquidated
damages.
28.2.3 After receiving the Director's letter, Contractor shall have ten (10) Days to
file a written letter of protest with the Director.
28.2.4 If a protest is timely filed. the matter shall be referred to the Manager for
resolution. The Manager shall review the issues in a timely manner and
then provide a written decision to the Contractor.
28.2.5 If the Manager's decision is unacceptable, the Contractor shall have ten
(10) Days to file a written petition with the Director tor a hearing before the
Board. Upon the timely filing of a petition, the Board shall provide the
Contractor with an opportunity to be heard at a public meeting and then the
Board shall notify the Contractor in writing of its decision concerning the
liquidated damages. The decision of the Board shall be final and non-
appealable
28.2.6 If a protest or petition is not timely filed by the Contractor, or it the Board
concludes that liquidated damages should he assessed, the Director shall
deduct the liquidated damages from the County's next payment to the
Contractor for Collection Services.
28.2.7 The procedures in this Section 28 shall be used in lieu of the procedures in
Section 30 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:
29.1.1.1 Refusal to comply with any lawful order of the Board.
29.1.1.2 Failing to begin work within the time specified in this Agreement.
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29,1.1.3 Failing to properly and timely perform work as instructed by the
Director or as provided in this Agreement.
29.1.1.4 Willful delay in filing reports and audits.
29.1.1.5 Performing the work unsuitably or neglecting or refusing to correct
such work as may be rejected as unacceptable, unsuitable or
otherwise nonconforming or defective.
29.1.1.6 Discontinuing operations without authorization from the Director.
29.1.1.7 Failing to resume work that has been suspended within a reasonable
time after being notified to do so.
29.1.1.8 Failing to obey any Applicable Law.
29.1.1.9 Willfully collecting any Rates, charges or fees for the Collection
(including disposal costs) of Solid Waste or Recyclable Materials
within the Contractor's Service District, when such sums are not
approved by the Board, or are greater than the amounts approved by
the Board.
29.1.1.10 Willfully circumventing Rates, charges or fees due for the Collection
(including disposal costs) of Solid Waste, Recyclable Materials, and
Yard Trash within the Contractor's Service District.
29.1.1.11 Otherwise failing to perform or abide by the terms 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 the Contractor's surety, if any. written notice
that the Contractor has seven (7) Days to cure the default. Contractor may
he granted an extension of time to cure the default if it is not reasonably
possible to comply within seven (7) Days.
29. 13 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 up to
the date of termination. If the County terminates this Agreement because
of the Contractor's default, the Contractor shall be liable for all excess costs
that the County is required to expend to complete 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 actual
damages incurred by the County.
29.1.5 If the County terminates this Agreement because of a default by the
Contractor, the Contractor shall be liable to the County for all actual
damages incurred by the County as a result of the Contractor's default.
The foregoing shall apply without regard to the County's rights 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
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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 perform the terms of
this Agreement.
29.2 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 general 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
cases, the County may terminate this Agreement three (3) Days after giving notice to
the Contractor of its intent.
29.3 Repeat Violations of Agreement
If the Contractor's record of performance shows that the Contractor has frequently,
regularly, or repetitively defaulted in the performance of any of the covenants,
conditions, or requirements contained in this Agreement, and regardless of whether
the Contractor has corrected each individual condition of default or paid liquidated
damages, the Contractor shall be deemed a "habitual violator" and shall forfeit the
right to any further notice or grace period to correct, and all of the prior defaults shall
be considered cumulative and collectively shall constitute a condition of irredeemable
default. Under such circumstances, the Board shall issue the Contractor a final
warning, citing the grounds therefore, and any single default by Contractor of
whatever nature, subsequent to the issuance of the Board's notice, shall be grounds
for immediate termination of this Agreement. In the event of any such subsequent
default, the County may terminate this Agreement upon giving written notice to the
Contractor, and termination shall be effective three (3) Days after the notice is
delivered. All fees due to the Contractor 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 any further performance under this Agreement.
29,4 In the event this Agreement is terminated, all liability of the County under this
Agreement shall cease and the County shall have the right to utilize the Performance
Bond, as necessary to obtain Collection Services from another Person. The
Contractor shall reimburse the County for all direct and indirect costs the County
incurs while obtaining interim Collection Service.
30 Dispute Resolution Process
30.1 The County and Contractor agree to cooperate and act in good faith at all times
when dealing with each other. If a dispute arises between the parties, the parties
shall attempt to resolve their differences quickly and informally. If they are unable to
do so. they shall seek relief by following the procedures in Section 30.8, below, or by
initiating a nonbinding mediation process, pursuant to Section 30.2. below.
30.2 ALL CLAIMS. DISPUTES AND CONTROVERSIES ARISING OUT OF OR
RELATED TO THE PERFORMANCE, INTERPRETATION. APPLICATION OR
ENFORCEMENT OF THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO
CLAIMS FOR PAYMENT AND CLAIMS FOR BREACH OF THIS AGREEMENT,
SHALL BE REFERRED TO NON-BINDING MEDIATION BEFORE INITIATION OF
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ANY ADJUDICATIVE ACTION OR PROCEEDING, AT LAW OR IN EQUITY.
UNLESS IT SHALL BE UNREASONABLE TO DO SO OR AN EMERGENCY
SI TUATION OR NECESSITY DICTATES OTHERWISE. ALL APPLICABLE
STA TOTES OF LIMITATION AND DEFENSES BASED ON THE PASSAGE OF
TIME SHALL BE TOLLED WI IILE THE MEDIATION PROCESS IS PENDING, THE
PARTIES WILL TAKE Ali_ REASONABLE MEASURES NECESSARY 'f0
EFFECTUATE SUCH TOLLING.
30.3 The Contractor and County agree to participate fully in the mediation process and
conscientiously attempt to resolve their dispute. Except as provided below, each
party shall bear its own 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.
30.4 Notwithstanding the foregoing, if either party terminates this Agreement for cause
pursuant to Section 29, above, the terminating party shall have the right, in its sole
discretion, to proceed directly with litigation of any claims or disputes relating to the
termination for cause and may include other claims and disputes unrelated to the
termination, and shall not be required to submit such claims or disputes to the
mediation
30.5 The parties agree that any claim filed in state or federal court concerning this
Agreement shall be heard by a judge, sitting without a jury.
30.6 THE COUNTY AND THE CONTRACTOR HEREBY KNOWINGLY, VOLUNTARILY,
AND PERMANENTLY WAIVE ANY RIGHT I HEY MAY HAVE TO A JURY TRIAL
CONCERNING THE PERFORMANCE, INTERPRETATION, APPLICATION OR
ENFORCEMENT OF THIS AGREEMENT
30.7 In any litigation concerning this Agreement. the prevailing party shall 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, concerning the issue(s)
in dispute.
30 g When a dispute between the County and the Contractor is pending or threatened,
the Contractor shall attempt to resolve the dispute with the Director If this attempt is
unsuccessful, either party may initiate a non-binding mediation process, in
accordance with 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 request shall be delivered to the
Director and it shall describe the Contractor's proposed solution for resolving the
dispute. The Director and the Manager may request, and the Contractor 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 mariner. Upon request, the Manager
shall meet with the Contractor and discuss its proposal. If the Manager rejects the
Contractor's proposal in whole 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 shall be allowed to present its proposal to the Board at a
duly noticed public meeting The Board may accept or reject the Contractor's
proposal, or take other action that the Board deems appropriate, in the Board's sole
discretion.
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31 Operations During a Dispute
If a dispute arises between the County, the Contractor, or any other party concerning the
Contractor's performance under this Agreement, the Contractor shall continue to perform its
duties in strict compliance with the terms and conditions of this Agreement, regardless of the
pending dispute.
32 Waiver
Unless otherwise specifically provided by this Agreement, no delay or failure to exercise a
right under this Agreement shall impair such right or shall he construed to be a waiver
thereof, but such right may be exercised from time to time and as often as deemed
expedient. The failure of the County or Contractor at any time to require performance by the
other party of any term 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 held to be a waiver of any succeeding
breach of such term or as a waiver of any term itself. To be effective, any waiver shall be in
writing and signed by the party granting such waiver. Any such waiver shall be limited 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 be in writing. Such documents shall be either (a) hand delivered, (b) mailed
by registered or certified mail (postage prepaid), return receipt requested, or (c) sent by
tetecopy, and addressed as shown below. The documents shall be deemed to have been
duty delivered when personally delivered, or when transmitted by telecopier and receipt is
confirmed by telephone, or when delivered by U.S. Mail or courier service, as shown by the
return receipt.
If to the County (Manager):
Collier County Manager
Collier County Government Center
3301 East Tamiami Trail
Naples, Florida 34112
If to the Contractor (District Manager).
Immokalee Disposal Company, Inc.
Attention: District Manager
120 Jefferson Avenue West
Immokalee, Florida 34142
Both parties reserve the right to designate a different representative or representatives in
the future, or to change the address(es) for notice, by providing written notice to the other
party of such change.
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34 Permits and Licenses
Contractor, at its sole cost and expense, shall obtain and maintain throughout the term of
this Agreement all permits, licenses and approvals necessary or required for Contractor to
perform the work and services described herein.
35 Compliance with Laws and Regulations
Contractor agrees that, in the performance of its work and services under this Agreement,
Contractor shall qualify under and at all times comply with all Applicable Laws now in effect
and hereafter enacted during the term of this 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
Contractor agrees that it shall not discriminate 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
employed and employees are treated during employment by Contractor without regard to
race, color, religion, sex, age or national origin. This provision shall include, but not he
limited to, the following: employment upgrading, demotion or transfer; recruitment
advertising; layoff or termination; rates of pay or other forms of compensation; and selection
for training, including apprenticeships. Contractor agrees to furnish the County with a copy
of its Affirmative 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 covenants and agrees to defend fully, protect, indemnify and hold
harmless the County from and against each and every claim, demand or cause of action
and any and all liability, cost, expense (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, the Contractor's employees or agents, or any third
parties (including but not limited to the County) on account of personal injury, death,
damage or property damage caused by, arising out of or in any way incidental to or in
connection 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
control the defense or response to any such claim to the extent it could affect the County
financially. This indemnification shall also include any claim or liability arising from or in any
way related to actual or threatened damage to the 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 Sludge, regardless of the merits of the claim. Only
those matters which are determined by a final, nonappealable judgment to be the result of
the negligence of the County or the negligence of a third party who is not an agent,
employee, invitee, or subcontractor of the Contractor shall be excluded from the Contractor's
duty to indemnify the County, but only to the extent of negligence of the County or such third
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party. For the purpose of this Section 37, the term "County" shall be deemed to include the
County Commissioners and the County's agents, employees 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
the County. including, but not limited to, reasonable accountants', attorneys', attorney
assistants' and expert witness fees, costs of investigation and proof of facts, court costs,
other litigation expenses, and travel and living expenses. The County shall have the right to
defend any such claim against it in such manner as the County deems appropriate or
desirable in its sole 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
to this Agreement shall have no claim to pension, workers' compensation, unemployment
compensation, civil service or other employee rights or privileges granted to the County's
officers and employees, either by operation of law or by the County's actions,
39 Severability
If any portion of this Agreement is declared invalid, illegal, void or unenforceable. such
portion shall be considered severable, and the remaining portions shall not be affected, but
will remain in full force and effect. This Agreement shall be construed as if such invalid,
illegal, void or unenforceable provision had never been contained herein.
•
40 Force Majeure
Inability to Perform
Except for any payment obligation by either party, if the County or Contractor is
unable to perform, or is delayed in its performance of any of its obligations under this
Agreement by reason of any event of force majeure, such 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 effect of such event of force majeure.
40.2 Events of Force Majeure
An event of "force majeure" shall mean the following events or circumstances to the
extent that they delay the County or Contractor from performing any of its obligations
(other than payment obligation) under this Agreement:
40.2.1 An Act of God, tornado, hurricane, flood, fire, explosion (except those
caused by negligence of Contractor, its agents, and assign), landslide,
earthquake, epidemic, and extremely abnormal and excessively inclement
weather
40.2.2 Acts of public enemy, acts of war, terrorism, insurrection, riots, civil
disturbances, or national or international calamities.
40.2.3 Suspension, termination or interruption of utilities necessary to the
Contractor's operation or duties under this Agreement.
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40.2.4 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 force majeure identified in the preceding paragraphs.
40.2.5 Labor disputes, labor shortages, changing economic conditions, and the
economic 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 force
majeure shall give prompt written notice to the other party, specifying in detail the
event of force majeure, and diligently proceed to correct the adverse effect of any
force majeure. The parties agree that, as to this Section 40, time is of the essence.
41 Governing Law and Venue
The laws of the State of Florida shall govern the rights, obligations, duties and liabilities of
the parties of this Agreement and shall govern the interpretation of this Agreement. Any and
all legal actions necessary to enforce this Agreement shall be held and maintained solely in
Collier County, Florida.
42 Modification to the Agreement
This Agreement constitutes the entire Agreement and understanding between 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.
42.1 County Power to Modify
The Board 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
necessary and desirable for the public welfare. The Director shall give the
Contractor notice of any proposed change and 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 necessary The
scope and method of providing Collection Services, as referenced herein, shall be
liberally construed to include, but not limited to the manner, procedures, operations
and obligations, financial or otherwise, of the Contractor.
42.2 Changes in Law
The County and the Contractor understand and agree that changes in the Applicable
Laws may require changes or modifications in 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, then the provisions and Rates
in this Agreement may need to be modified. The County and Contractor agree to
enter into good faith negotiations regarding modifications to this Agreement, which
may be required in order to implement changes in the interest of the public welfare or
due to a change in law.
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43 Independent Contractor
When performing the activities required by this Agreement, the Contractor will be acting in
the capacity of an independent contractor and not as an agent, employee, partner, joint
venturer or associate of the County. Neither the Contractor nor any if its employees,
officers, agents or subcontractors shall represent, act, purport to act, or he deemed to be the
agent, representative, employee, or servant of the County. The Contractor shall have no
authority to bind the County to any agreement or contract.
44 All Prior Agreements Superseded
This Agreement incorporates 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 commitments, agreements or
'understandings concerning the subject matter of this Agreement that are not contained
herein. Accordingly, it is agreed that no deviation from the terms of this Agreement shall be
predicated upon any prior representations or agreements, whether oral or written. This
Agreement shall supercede all prior agreements between the parties regarding the matters
addressed herein.
45 Headings
Headings in this document are for convenience of reference only and are not to he
considered in any interpretation of this Agreement.
46 Survivability
Any term, condition, covenant. or obligation which requires performance by a party
subsequent to termination of this Agreement 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 without
reliance on or engaging in any collusion, bribery or fraud, that all of the Contractor's
representations in this Agreement are made fairly and in good faith, and that no County
Commission member, County officer, or County employee, directly or indirectly owns more
than 1% of the total assets or capital stock of the Contractor, nor will any such person
directly or indirectly benefit by more than 1% from the profits or emoluments of this
Agreement, nor has the Contractor provided any gift to any such person or their family The
Contractor warrants that it has not employed or retained any company or person, other than
a bona fide employee working solely for the Contractor, to solicit or secure this contract and
the Contractor has not paid or agreed to pay any person, company, corporation, individual
or firm, other than a bona Me employee working solely for the Contractor, any fee,
commission, percentage, gift or any other compensation contingent upon or resulting from
the award or making of this contract. Further, the Contractor declares and warrants that the
Contractor is not subject to the restrictions in Sections 287,133 and 287.134, Florida
Statutes, for a public entity crime.
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48 Sovereign Immunity
Nothing in this Agreement shall be interpreted or construed to mean that the County waives
its common law sovereign immunity or the limits on liability set forth in 768.28, Florida
Statutes_
49 Construction of Agreement
Both parties acknowledge that they have had meaningful input into the terms and conditions
contained in this Agreement. Therefore, any doubtful or ambiguous provisions contained
herein shall not be construed against the party that physically prepared this Agreement.
The rule sometimes referred to as "Fortius Contra Proferentum" shall not he applied to the
interpretation of this Agreement.
S0 Terms Generally
Whenever the context 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 herein shall be deemed to be followed by the phrase "without limitation."
The words "agree," "consent," and "approval" as used herein shall be deemed to be
followed by the phrase "which shall not be unreasonably withheld or delayed", except as
specifically noted. Words or phrases which are defined herein by reference to a statute, rule
or regulation shall have the meaning ascribed to such word or phrases as of the Effective
Date, without regard to subsequent changes in such statutes, rules or regulations, except
where this Agreement expressly provides otherwise. The word ''shall" is always mandatory
and not merely discretionary.
51 Remedies Not Exclusive
The remedies specified in this Agreement shall supplement, and not be in lieu of, any other
remedies provided at law or iii equity. The payment of any liquidated damages by the
Contractor shall not constitute a defense for the Contractor, nor an 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 refrain from
assessing liquidated damages, or suspending or terminating this Agreement, or seeking any
other relief from any failure in the Contractor's performance, shall not constitute a waiver of
the County's right to pursue any other remedy or a waiver of its right to pursue a remedy for
any future 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 he in addition to every other remedy given hereunder or now or hereafter existing at
law or in equity, by statute or otherwise. No single or partial exercise by any party of any
right, power, or remedy hereunder shall preclude any other or further exercise thereof.
70 of 71
IN WITNESS WHEREOF, 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. INC., by and through its President, duly authorized to execute same.
DATED: BOARD OF COUNTY COMMISSIONERS OF
ATTEST: , COLLIER COUNTY, FLORIDA
DWIGHT E. BROCK,Clerk
gteekkUV gOe By: ,
.Deputy Clerk Fred W. Coyle, Chain-nag).
Attest as to Chairman's
s1 attire only.
Approved as to form and
legal i icien
1
Robert N'Za ary
Assistant County Attorney
IMMOKALEE DISPOSAL COMPANY, INC.
(1)— ti
Signatur a Florida corporation
Printed/Typed Name
(2) BY. t 7 &2‘1-V
Signature Signature
fi G r%-c(c/4175 7J
Printed/Typed Name Printed/Typed Name
•
Printed/typed Title
(corporate sea!)
2(1105
71 of 71
EXHIBIT 1(A)
RATES FOR RESIDENTIAL AND COMMERCIAL COLLECTION SERVICE
Annual Residential Collection Service Rate (effective October 1, 2005) = $82.38
Rates for Commercial Collection Service'
BULK CONTAINER RATES
SERVICE YEAR 10/1/04 -9/30/05
SIZE OF FREQUENCY EXTRA
CONTAINER (COLLECTIONS RATES CON i AINER
(CUBIC YARDS) PER WEEK) ($PER MONTH) SERVICE
2 1 $80.30
2 2 $ 117.92
2 3 $ 147.39 $21.36
2 4 $ 180.88 PER PICK-UP
2 5 $207.67
2 6 S 227.78
4 I $93.63
4 2 $ 174.20
4 3 $247 8E $42.67
4 4 $314.83 PER PICK-UP
4 5 $3/5.13
4 6 $428.73
1 $ 167.48
6 i $247.86
6 3 $321 54 S64.01
h 4 $388.53 PER PICK-UP
6 i $448.82
6 r", $ 502 39
'Commercial Rates shall be established annually pursuant to Collier County Ordinance No. 84-31.
1 of 1
EXHIBIT 1(B)
RATES FOR SUPPLEMENTAL RESIDENTIAL AND COMMERCIAL COLLECTION SERVICE
Service Rates for Service
Residential Curbside Customers
In yard service for non-handicap $60 per unit/year
Extra ick-up service 350 plus$5 for each bulk item(white goods)
Comfnerciai Customers
Extra pick-up service _ Same as routine collection service in Exhibit 1(A)
Unlocking&locking gates $10 per month
Exchanging container for a different size if more than 2 times a year 335 per occurrence
Lock bar set up $10 per month
Replacement for damaged bar $50 per bar
Lock for containers $10 per lock
Pressure washing containers $40 per container
Pressure washing roll-off compactor $150 per container
Re-locating customer owned containers $25 per occurrence
fMfaintenance of customer owned containers $50 per hour plus all parts(p�cost
Collection of bulk Items and white goods $10 first item,$5 each additional item
Re-Instatement fee(i.e.,returning cnntainer(s)after service stopped) $8/
'Supplemental Collection Service Rates are subject to annual CPI adjustment
1 of 1
EXHIBIT II
PROCEDURE FOR CALCULATING ADJUSTMENTS TO
RESIDENTIAL AND COMMERCIAL RATES
Collier County shall calculate the residential and commercial Collection and disposal Rates.
based on the following formulae:
A. Residential Rates
.1. Initial Residential Rate [See Exhibit 1(A)]
2. Adjustments to Residential Rate after first Agreement Year
New Rate per household for upcoming Agreement Year =
Current Rate per household X 70% of CPI [see description tar CPI
in Section 27] + current Rate per household
Hypothetical Example
New Rate for single family residential Customers = $100 X (70%
of 2.2851%) + $100.00 = $101.59
B Commercial Rates
1 Effective October 1, 2005, the Commercial Collection Rate [See Exhibit I (A)] shall be
adjusted to reflect 100% of the change in the CPI, pursuant to the provisions of the
County's Solid Waste Collection Service Agreement (dated September 11, 1990), as
amended, with the Contractor.
Initial Rate per container per frequency of Collection =
Initial Rate per container per frequency of Collection X 100% of
CPI [see description for CPI in Section 27j + initial Rate per
container per frequency of Collection
Hypothetical Example
4 yard container collected twice per week = $140.00 X (100% of
22851%) + $140.00 = $143.20
1 of 2
2. Adjustments to Commercial Collection Rate after first Agreement Year
New Rate per container per frequency of Collection =
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
2.2851%)+ $150.00 = $152.40
3. Commercial Disposal Rate (To be established annually pursuant to Collier County
Ordinance No. 84-31j
4. Conversion Factors
(a) Uncompacted Garbage and Rubbish: 0.055 tons per cubic yard or 1
cubic yard = 110 lbs.
(b) Compacted Garbage and Rubbish: 0.1725 tons per cubic yard or
1 cubic yard = 345 lbs.
(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 container X
frequency of Collection per week X 4.33 (i.e., weeks in a month) X
new Tipping Fee
Hypothetical Example
The new monthly disposal Rate for a 4 yard container
(uncompacted) collected twice per week = 0.055 tons per cubic
yard X 4 cubic yards X 2 collections per week X 4.33 weeks per
month X $35.00 = $66.68
2 of 2
EXHIBIT 11i(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 East
also known as the Lee-Collier county line and the eastern shoreline of the Gulf of Mexico;
thence easterly along said Lee-Collier county line to the northeast corner of Section 12,
Township 48 South, Range 26 East; thence north along the east line of Range 26 East, Township
48 South to the northwest corner of Section 6,Township 48 South, Range 27 East, thence east
along the north line of Sections 6, 5,4,3,2 and 1 of Township 47 South, Range 27 East to the
northwest corner of Section 1,Township 48 South, Range 27 East; thence north along the range
line of Ranges 27 and 28 East to the northwest corner of Section 30, Township 47 South, Range
28 East,also known as the center line of lmmokalee Road(CR 846); thence east along the north
section lines of Sections 30, 29,28, 27,26 and 25 of Township 47 South, Range 28 East to the
northeast corner of Section 25, Township 47 South, Range 28 East; thence south along the range
line for Ranges 28 and 29 East to the northeast corner of Township 49 South and Range 28 East;
thence east along the township line for Townships 48 and 49 South to the northeast corner of
Township 49 South and Range 30 East; thence south along the range line for Ranges 30 and 31
East to the northeast corner of Township 52 South and Range 30 East; thence east along 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
corner of Township 53 South and Range 31 East; thence east along the township line of
l ownships 52 and 53 South to the northeast corner of Township 53 South and Range 34 East,
also being known as the Collier-Miami-Dade county line; thence south along said county line to
the southeast corner of Section 36,Township 53 South, Range 34 East, also being known as the
Collier-Monroe county line; thence west along said county line to the eastern shoreline of the
Gulf of Mexico; thence westerly and northerly along the waters of the Gulf of Mexico to the
Lee-Collier county line being the north line of Section 6,'Township 48 South, Range 25 East and
being the Point of Beginning. Less and except all the lands located within the corporate limits
of the City of Naples and Everglades City. Also, less and except those barrier islands as
described in Ordinance No. 90-30,as amended.
1 of I
EXHIBIT III(B)
SERVICE AREA LEGAL DESCRIPTION
SOLID WASTE SERVICE DISTRICT II
Beginning at the northwest corner 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 South, Range 27 East; thence north along the Collier-Lee county line also
the range line to the northwest corner of Township 46 South, Range 28 East;thence east along
the Collier-Hendry county line also the township line for Townships 45 and 46 South to the
northeast corner of Township 46 South, Range 30 East;thence south along the Collier-1 lendry
county line also the range line of Ranges 30 and 31 East to the southeast corner of Township 48
South, Range 30 East; thence west along the township line for Townships 48 and 49 South to the
southwest corner of Township 48 South, Range 29 East; thence north along range line for
Ranges 28 and 29 East to the southwest corner of Section 19, Township 47 South,Range 29
East;also being known as the center line of Immokalee Road(CR 846); thence west along the
south line of Sections 24, 23, 22, 21, 20 and 19 of Township 47 South, Range 28 East to the
southeast corner of Section 24,Township 47 South, Range 27 East; thence south along the range
line for Ranges 27 and 28 East to the southeast corner of Township 47 South, Range 27 East;
thence west along the township line for Townships 47 and 48 South to the southwest corner of
Township 47 South and Range 27 East; thence north along the range lines for Ranges 26 and 27
East to the northwest corner of Township 47 South, Range 27 East, being the Point of Beginning.
1 nt 1
116,
EXHIBIT IV
MAP OF SERVICE DISTRICTS I AND II
l. ■ R it • 1 A
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41
Cullum County,Florida ,�.,�`., �, ,,;;.�
Ci.11icr t ott/14i ® Wasto Management DI. r cts + � �+'
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F+kn.r r..owppw.w ........ w.•+lw
1 of i
EXHIBIT V(A)
PERFORMANCE BOND
FOR FRANCHISE AGREEMENT
CONTRACTOR(PRINCIPAL)
COMPANY(LEGAL NAME)• InunakaIet Disposal Company, Inc.
PRINCIPAL BUSINESS ADDRESS:
TELEPHONE NUMBER:
SURETY
COMPANY (LEGAL NAME)
PRINCIPAL BUSINESS ADDRESS (No PO Box)
TELEPHONE NUMBER
OWNER(OBLIGEE)
NAME: Collier County Board of County Commissioners
PRINCIPAL BUSINESS ADDRESS 3301 Tamiarni Trail, Naples. Florida 34112
I ELEPHONE NUMBER: (230)774-8007
CONTRACT DETAILS
DATE EXECUTED:
AMOUN f:
GENERAL DESCRIPTION: Franchise Agreement fur Solid Waste. Recyclable Materials, and Yard
Trash Collection Services\
BOND
BOND NUMBER
DATE:
AMOUNT
KNOW ALL MEN BY THESE PRESENTS:
That Principal, hereinafter called Contractor, and Surety, as identitied above, are bound to the
Board of County Commissioners of Collier County. Florida. as Obligee. hereinafter called the County, in
the amount identified above, for the payment whereof Contractor and Surety bind themselves, their
heirs, executors, administrators, successors and assigns,jointly and severally.
1 of 2
WHEREAS. Contractor has by written agreement entered into a contract, identified above. with
County. which contract documents are by reference made a part hereof, and for the purposes of this
Bond are hereafter referred to as the"Contract";
THE CONDITION OF THIS BOND Is that if Contractor.
1 performs the Contract between Contractor and County, at the times and in the manner
prescribed in the Contract, and
2. pays County all losses, damages, including liquidated damages and damages caused by delay,
expenses, costs and attorneys fees Including appellate proceedings, that County sustains as a result of
default by Contractor under the Contract; and
3 performs the guarantee of all work and materials furnished under the Contract for the time
specified in the Contract, then THIS BOND IS VOID, OTHERWISE IT REMAINS IN FULL FORCE AND
EFFECT.
Whenever Contractor shall be. and is declared by County to be. in default under the Contract, and
County having performed County's obligations thereunder, the Surety may promptly remedy the default,
or shall promptly:
1. complete the Contract in accordance with its terms and conditions; or
2. obtain a bid or bids for completing the Contract in accordance with its terms and conditions,
and upon determination by Surety of the lowest responsible bidder, or, if County elects. upon
determination by County and Surety jointly of the lowest responsible bidder, arrange for >a contract
between such Bidder and County. and make available as work progresses sufficient funds, paid to
County, to pay the cost of completion and other costs and damages for which the Surety may be liable
hereunder.
No right of action shall accrue on this bond to or for the use of any person of corporation other
than the County named herein.
The surety hereby waives notice of, and agrees that any changes in or under the Contract. and
compliance or noncompliance with any formalities connected with the Contract or the changes do not
affect Surety's obligation under this bond.
Signed and sealed this_ day of , 2005
CONTRACTOR (PRINCIPAL)
SIGNATURE:
CORPORATE SEAL
PRINTED NAMF AND TITLE:
SURETY
tIGNATURE.
SEAL
PRINTED NAME AND TITLE: ATTORNEY IN FACT
2 of 2
EXHIBIT V(B)
PROCEDURE FOR CALCULATING PERFORMANCE BOND REQUIREMENT
The annual Performance 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
2. Sample Calculation of the Performance Bond requirement
Hypothetical 151 Year Annual Residential Collection Service Cost $6,500,000
Times 50% X 50%
Annual Performance Bond Requirement = $3,250,000
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EXHIBIT VI
MATERIALS ACCEPTANCE PROTOCOL
Steel and Tin Cans
Includes steel, tin and aerosol cans. bi-metal containers, and lids composed primarily of whole
iron or steel. Paper labels are acceptable. Aerosol cans containing household hazardous waste
are not acceptable.
Aluminum
Includes aluminum beverage containers, food trays without food residue, sheets and flexible
containers.
Glass
Clear (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 (SPI code No. 1)
Examples include but are not limited to: Plastic soft drink, water, sports drink, beer. mouthwash,
catsup and salad dressing bottles. Peanut butter, pickle, jelly and lam jars Over}able prepared
food trays.
HDPE Plastics (SPI code No. 2)
Examples include but are not limited to: Milk, water, juice, cosmetic, shampoo. dish and laundry
detergent bottles, yogurt and margarine tubs, grocery, trash and retail bags. Motor oil bottles are
not acceptable.
V Plastics (SPI code No. 3)
Examples include but arc not limited to: PVC products such as clear food and non-food
packaging.
LDPE Plastics (SPI 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 (SPI code No. 5)
Examples include but are not limited to: Catsup bottles, yogurt containers, margarine tubs, and
medicine bottles.
PS Plastics (SPI code No. 6)
Examples include hut are riot limited to. Compact disc jackets, food service applications,
grocery store meat trays, egg cartons, aspirin bottles, cups, plates, and cutlery.
Other Plastics (SPI Code No. 7)
Examples include but are not limited to: Three and five gallon reusable water bottles, some
citrus juice and catsup bottles.
1 of 2
Preparation of plastics, 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 Recyclables.
Paper Recyclables
Paper Recyclables consist of the following materials, commingled together, except aged,
yellowed, or sunburned paper 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 more 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 loose or bagged paper sacks. May be used to hold mixed paper.
Chipboard/Fiberboard/Paperboard
All product packaging materials, such as cereal boxes, packaged food boxes, shoe boxes, and
small manufactured item packaging.
Telephone Books
Old telephone directories.
Magazines
Old magazines, including small catalogs and similar printed material with glossy pages.
Mixed Paper
Mixed paper, including shredded paper, including but not limited to the following: junk mail, high-
grade paper; white and colored ledger; copier paper; office paper; laser printer paper; computer
paper, including continuous-formed perforated white bond or green bar paper; book paper,
cotton fiber content paper; duplicator paper; form bond; manifold business forms; mimes paper;
note pad paper (no backing); loose leaf fillers; stationery; writing paper, paper envelopes:
carbonless (NCR) paper, tabulating cards; facsimile paper; and manila folders
Paper with metallic, carbon, ammonia or non-soluble glue is not acceptable
2 of 2
•
EXHIBIT VII
MONTHLY RESIDENTIAL COLLECTION TONNAGE
Provided below are the average tonnages per month of residential solid waste, yard
waste, tires, and white goods collected in Service District I and Service District II.
Tonnages are an average of 4 fiscal years (FY2000/01, 2001/02, 2002/03, and
2003/04.
Service District I
Month Solid Waste Yard Trash Tires Each White Goods
Tonnage Tonnage Tonnage
October 6,905 941 274 108
November 6,959 866 217 108
December 7,541 617 272 107
January 8,062 799 289 125
February 7,050 758 290 119
March 7,930 962 415 128
April 7,731 1,070 390 116
May 7,621 1,015 361 119
June 7,069 894 323 110
July 7,328 958 363 122
August 7,363 1,078 235 115
!
September 6,963 1,039 241 109
District II
Month Solid Waste Yard Trash Tires Each White Goods
Tonnage Tonnage Tonnage
October 578 37 350 26
November 580 26 260 26
1 of 2
December 692 18 352 25
January 699 I
--- 24 400 31
February 637 28 304 25
March 697 33 277
27
April 716_ 31 390 23
May 774 27
- _ 254 22
June 700 32 433
29
July 643 32 301 29
August
631 29 247
29
September 608 35 332
25
1
I
2of2
EXHIBIT VIII
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, responsive, reliable and high-quality utility services that exceed
expectations.
2.a Priorities:
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% reimbursable, project funded enterprise organisation. Our salaries are
paid directly by our customers No Customers = No Work = No Job.
b) Safety is non-negotiable
c) We will not compromise quality. What we do, we will do well.
d) Teamwork is essential in all we do.
e) Utilizing active listening, we will always seek first to understand the customer's needs
and concerns, and then aggressively seek a solution.
1 of 1
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 ("Seller"), 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,
Immokalee, Florida in the County of Collier, State of Florida (the "Property") pursuant to the certain
Sublease dated as of April I, 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
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");
1
05119\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.
(a) The surchase 'rice (the "Purchase Price") for the Purchased Assets is ■
which shall be paid at Closing to
Seller in immediately available funds by wire transfer.
(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.
(a) Closing 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 July 1, 2021 (the"Closing. Date");provided, however, that in no event shall Seller or
.R 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
7
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.
(i i) 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(I)thirty (30)days after written
notice of such failure is given in writing to Seller by Buyer and(2)the Termination Date.
e a
A-ups , .. _ , r, y
•
erm►► : . :
der this
e have bee d—
.(iaej- 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.
3
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 encumbrances.
(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.
(0 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.
4
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 Obligations. 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 funds.
(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 Assignment").
(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 Assignment").
(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.
5
(v) The Coumty'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 documents for the Vehicles.
10. Transfer Taxes: Tax Filings. All sales.transfer or other similar 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 administrative 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. Within ten (10) days following the Closing. Buyer will post
performance bonds. letters of credit and other financial assurances 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 inctured 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 performance 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 at a rate equal to the lesser of(i) 1%higher than the rate paid during 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).
13.
6
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 For purposes of this Agreement, "Damages"
means the aggregate of all expenses, 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.
1 S. 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
7
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 (I) 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 110
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.
'Remainder der of Page Left Intentionally Blank;
Signatures on Following Page.I
8
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: Worthing F.Jackman
Title: President and Chief Executive Officer
S-1
IN WITNESS WHEREOF. Seller and Buyer have caused this Bill of Sale to he executed effective as of
the date first written above.
Buyer:
WASTE PRO OF FLORIDA. INC..
a Florida corporation
By:
Name: Keith Ba sia
Title:Senior Vi e Pr ident•Chief Operating Officer
Seller:
WASTE CONNECTIONS OF FLORIDA,INC..
a Delaware corporation
By:
Name: Worthing F.Jackman
Title: President and Chief Executive Officer
S-I
SCHEDULE 2(a)
CONTAINERS
Size Type
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 Front 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 YD Comm Front Load
Schedule 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 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
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
Schedule 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
Schedule 2(a), Page 5
Size Type
4.00 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
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 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 S
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
Schedule 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 090VGX 005856 Cont. Del
200926 2016 Autocar ACX N3642W 221887 Automated
200927 2016 Autocar Xpeditor N3641W 221888 Automated
20092E 2016 Autocar Xpeditor N5863X 221889 Automated
201015 2015 Autocar Xpeditor N2019V 219088 Front Load
300780 2007 fvlack fv1RU688 N2714U 038354 Rear Load
300781 2007 038355 Rear Load
301221 2005 fvlack MRU688 N68065 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 I
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 (S260,000.00). on behalf of Waste Connections of Florida, Inc., the
Principal,in favor of Collier County Board of County Commissioners,the Obligee.
Schedule 11,Page I
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 he 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 9411 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 Pagel
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
By:
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 ("Assignee"), 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
("Assignor"), 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]
1
IN WITNESS WHEREOF, Sublandlord has duly executed this Consent to Assignment this
day of , 2021.
SUBLANDLORD:
IMMOKALEE REALTY HOLDINGS, LL.C.,,
a Florida limited liability company
By:
Name:
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,
terms and conditions set forth herein.
LANDLORD:
Larry Collins,Jr.