HomeMy WebLinkAboutCity of Tamarac Resolution R-2013-011Temp. Reso. # 12304
January 23, 2013
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CITY OF TAMARAC, FLORIDA
RESOLUTION NO. R-2013 _ //
A RESOLUTION OF THE CITY COMMISSION OF THE CITY
OF TAMARAC, FLORIDA, APPROVING AN INTERLOCAL
AGREEMENT WITH BROWARD COUNTY AND
PARTICIPATING COMMUNITIES PROVIDING FOR SOLID
WASTE DISPOSAL SUPPORT SERVICES; AUTHORIZING
THE APPROPRIATE CITY OFFICIALS TO EXECUTE SAID
AGREEMENT AND TAKE ALL STEPS NECESSARY TO
EFFECTUATE THE INTENT OF THE RESOLUTION;
PROVIDING FOR CONFLICTS; PROVIDING FOR
SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE
DATE.
WHEREAS, on March 25, 1987, the City of Tamarac became a Contract Community
of the Resource Recovery System, Broward County's Solid Waste Disposal District, by
passing the ILA, via Resolution R-87-99, incorporated herein by reference and on file in the
Office of the City Clerk, thereby entitling it to the use of and benefits of the Resource
Recovery System; and
and
WHEREAS, the ILA for the Solid Waste Disposal District expires on July 2, 2013;
WHEREAS, upon expiration of the ILA for Solid Waste Disposal District, the City of
Tamarac will require an Agreement for disposal of solid waste generated and collected
within the City of Tamarac; and
WHEREAS, Broward County published an RFP for solid waste disposal and
awarded Agreements to Sun -Bergeron and Wheelabrator, copies of said Agreements are
hereto attached as "Exhibit 1" and "Exhibit 2", respectively; and
Temp. R so. # 12304
Jan ry 23, 2013
Page 2
WHEREAS, Broward County Communities have the option of partici
Agreements between Broward County and Sun -Bergeron and Wheelabrator;
g in the
WHEREAS, City Staff have reviewed the Agreements and determined that the
Agreement with Wheelabrator utilizing the pricing option number 3 is in the best interest of
the citizens, residents, and businesses within the City and to enter into the ILA with
Broward County and Participating Communities for Solid Waste Disposal Support Services,
copy of said ILA is hereto attached as "Exhibit 3"; and
WHEREAS, the City Commission of the City of Tamarac, deems it to be in the best
interest of the citizens, residents, and businesses within the City to enter into t e ILA with
Broward County and Participating Communities for Solid Waste Disposal Support Services
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF TAMARAC, FLORIDA THAT:
SECTION 1: The foregoing "WHEREAS" clauses are hereby ratified and
confirmed as being true and correct and are hereby made a specific partof this Resolution
upon adoption hereof. All Exhibits attached hereto are hereby incorporated herein and
made a specific part of this resolution.
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Temp. Reso. # 12304
January 23, 2013
Page 3
SECTION 2: The City Commission hereby approves the the ILA with Broward
County and Participating Communities for Solid Waste Disposal Support Services,
attached hereto as "Exhibit 3", and authorizes the appropriate City Officials to accept and
execute the ILA and to take all steps necessary to effectuate the intent of this resolution.
SECTION 3: All Resolutions or parts of resolutions in conflict herewith are
hereby repealed to the extent of such conflict.
SECTION 4: If any clause, section, other part or application of this
Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid, in
part or application, it shall not affect the validity of the remaining portions or applications of
this Resolution.
SECTION 5:
passage and adoption.
This Resolution shall become effective immediately upon its
PASSED, ADOPTED AND APPROVED this o3 day
ATTEST:
PATRICIA TE FEL,CMC
INTERIM CITY CLERK
I HEREBY CERTIFY THAT I HAVE
APPROVED THIS RESOLUTION
AS TO FORM
)4M& Aintr'1 zZ 3
SAMUEL S. OR
CITY ATTORNEY
Temp. Reso. # 12304
January 23, 2013
Page 4
,2013.
BETI-f TAIABISW
MAYOR
RECORD OF COMMISSION VOTE:
MAYOR TALABISCO Gam'
DIST 1: COMM. BUSHNELL
DIST 2: COMM. ATKINS-GRA
G�-i—
DIST 3: COMM. GLASSER
DIST 4: V/M DRESSLER�
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INTERLOCAL AGREEMENT
between
BROWARD COUNTY
and
PARTICIPATING COMMUNITIES
for
SOLID WASTE DISPOSAL SUPPORT SERVICES
This Interlocal Agreement ("Agreement") dated for convenience
September 1, 2012, between BROWARD COUNTY, a political subdivision of the state
of Florida, its successors and assigns, by and through its Board of County
Commissioners, hereinafter referred to as "COUNTY";
The municipalities whose names appear in Exhibit "A" attached hereto and made
a part hereof, their successors and assigns, hereinafter referred to as "PARTICIPATING
COMMUNITY or COMMUNITIES." It is expected that Broward municipalities may elect
to execute this Agreement and become a PARTICIPATING COMMUNITY at different
times and throughout the term of this Agreement. At such time as a municipality
executes this Agreement or subsequently terminates this Agreement, COUNTY is
authorized to add or delete the municipality as a PARTICIPATING COMMUNITY to
Exhibit "A." Upon adding or deleting a PARTICIPATING COMMUNITY to Exhibit "A,"
written notice containing the amended Exhibit "A" shall be sent to all parties to this
Agreement.
ARTICLE 1
BACKGROUND
1.1 In order to establish the background, context and frame of reference for this
Agreement and to provide a general background regarding the objectives and
intentions of the COUNTY and the PARTICIPATING COMMUNITIES, the
following statements, representations and explanations are predicates for the
undertaking and commitments included within the provisions which follow and
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shall be construed as essential elements of the mutual considerations upon
which this Agreement is based.
1.2 COUNTY and the Contract Communities (as such term is defined in the Prior
Interlocal Agreement) have previously entered into a Prior Interlocal Agreement
dated November 25, 1986, as amended, ("Prior Interlocal Agreement") which
authorizes and requires COUNTY to provide for the disposal of solid waste
delivered by or on behalf of the Contract Communities through July 2, 2013.
1.3 In order to provide for the continuous disposal of all Contract Community solid
waste throughout the term of the Prior Interlocal Agreement, COUNTY has
entered into an agreement with Wheelabrator South Broward Inc. and
Wheelabrator North Broward Inc. dated June 28, 2011, pursuant to which
COUNTY will deliver or cause to be delivered, solid waste generated within the
Contract Communities, and the above companies will accept responsibility and
dispose of such solid waste at its facilities until July 2, 2013.
1.4 In order to continue to make available to all Broward municipalities a regional,
economic and environmentally sound method of solid waste disposal after July 2,
2013, the Broward County Board of County Commissioners approved on June
26, 2012: (i) an agreement between COUNTY and Sun -Bergeron Solid Waste,
J.V. ("Sun -Bergeron" or "Contractor") dated June 26, 2012, for solid waste
disposal services; and (ii) an agreement between COUNTY and Wheelabrator
Environmental Systems Inc., a Delaware corporation ("Wheelabrator" or
"Contractor") dated June 26, 2012, for solid waste disposal services (collectively
referred to as the Solid Waste Agreement(s)). The terms of the Solid Waste
Agreements require, among other things, Sun -Bergeron and Wheelabrator, for a
five year initial term, to accept PARTICIPATING COMMUNITIES' waste and
commence disposal operations on July 3, 2013.
1.5 In addition to approving the Solid Waste Agreements on June 26, 2012, the
Broward County Board of County Commissioners further approved a "Side
Letter" dated June 19, 2012, from Wheelabrator Technologies Inc. to Broward
County, whereby COUNTY and Wheelabrator agreed to waive, for a limited
period of time, COUNTY's right to preferential pricing based on certain third party
agreements, in exchange for the company making payments to COUNTY for its
exclusive use and benefit. COUNTY agrees to contribute Wheelabrator's
payments to its solid waste programs, administration and operations.
1.6 It is the intent of this Agreement to offer to all Broward municipalities the option to
execute this Interlocal Agreement and elect to become a PARTICIPATING
COMMUNITY subject to the terms of this Agreement and the applicable Solid
Waste Agreement(s). By electing to become a PARTICIPATING COMMUNITY a
municipality has the discretion to select either or both Contractor(s) as its solid
waste disposal company and select among the multiple price and waste options
contained in the applicable Solid Waste Agreement(s). Participating Communities
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have the further right, pursuant to this Agreement, to additional optional County
services as provided for herein.
1.7 It is further recognized by PARTICIPATING COMMUNITIES and COUNTY that
COUNTY is entering into this Agreement both representing the unincorporated
County, a waste generation area with solid waste requiring disposal, and as the
party that has the ultimate responsibility for disposal of solid waste within
Broward County pursuant to Section 403.706(b)(1), Florida Statutes.
1.8 This Agreement is an interlocal agreement entered into pursuant to Section
163.01, Florida Statutes, and the Florida Interlocal Cooperation Act of 1969, as
amended. Prior to the effectiveness of any provision of this Agreement and
subsequent Amendments hereto, this Agreement and any such subsequent
amendments shall be filed with the Broward County Clerk of the Circuit Court as
provided by Section 163.01(11), Florida Statutes.
1.9 The word "shall" as used in this Agreement shall in all cases be construed to be
mandatory and to require the action so modified by the word "shall" to be taken
without regard to the exercise of discretion.
ARTICLE 2
DEFINITIONS
The following contains the definitions of the terms as applied to this Agreement:
2.1 Administrator. The term "Administrator" or "County Administrator" shall mean the
County Administrator of the Broward County government by the Charter of
Broward County, Florida.
2.2 Agreement. The term "Agreement" shall mean this Interlocal Agreement (ILA)
between COUNTY and Participating Communities.
2.3 Board of County Commissioners. The term "Board of County Commissioners" or
"County Commissioners" or "County Commission" shall mean the Board of
County Commissioners of Broward County, Florida.
2.4 Participating Communities. The term "PARTICIPATING COMMUNITY" OR
"PARTICIPATING COMMUNITIES" shall mean the municipal corporation or
corporations existing under the laws of the state of Florida, located within the
COUNTY and whose names appear in Exhibit "A" to this Agreement.
2.5 County. The term "COUNTY" shall mean, depending upon the context, either (a)
the geographical area contained within unincorporated Broward County, Florida,
a political subdivision of the state of Florida, or (b) the government of Broward
County, acting through the County Commission or its designee.
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2.6 Fiscal Year. The term "fiscal year" shall mean October 1 to September 30 of the
following year.
2.7 Haulers. The term "haulers" shall mean those persons, firms, corporations or
governmental agencies which collect solid waste (either under oral or written
contract, license, permit or otherwise) within the geographic boundaries of the
PARTICIPATING COMMUNITY(IES) or the unincorporated County, or provide
for the transportation and delivery of solid waste.
2.8 Residential Waste. The term "Residential Waste" shall have the same meaning
as defined in the applicable Solid Waste Agreement.
2.9 Commercial Waste. The term "Commercial Waste" shall have the same meaning
as defined in the applicable Solid Waste Agreement.
2.10 Unincorporated County. The term "unincorporated County" shall mean the
geographical areas of COUNTY which are not within the boundaries of any
municipal corporation. Unincorporated COUNTY shall be treated in all respects
under the terms and conditions of this Agreement as a PARTICIPATING
COMMUNITY.
2.11 Designated Facility. With respect to the Wheelabrator Solid Waste Agreement,
the term "Designated Facility" shall mean either "Disposal Facility" as that term is
defined in the Wheelabrator Solid Waste Agreement or "Alternate Disposal
Facility" as that term is defined in the Wheelabrator Solid Waste Agreement
when the conditions of Section 5.2 have been implemented. With respect to the
Sun -Bergeron Solid Waste Agreement, the term "Designated Facility" shall mean
"Waste Processing Facility" as that term is defined in that Sun -Bergeron Solid
Waste Agreement; however for Additional Waste, the term "Designated Facility"
shall refer to the "Material Recovery Facilities", as set forth in Exhibit B of the
Sun -Bergeron Solid Waste Agreement.
2.12 Disposal Services Fee. The term "Disposal Services Fee" shall have the
meaning as defined in the applicable Solid Waste Agreement.
2.13 Capitalized terms not otherwise defined in this Agreement shall have the same
meaning as defined in the applicable Solid Waste Agreement.
ARTICLE 3
COMMITMENT OF WASTE STREAM
3.1 PARTICIPATING COMMUNITY shall select a Solid Waste Agreement Contractor
(Wheelabrator or Sun -Bergeron or both) by which it agrees to be bound and the
applicable price option and waste option pursuant to said Solid Waste
Agreement(s), and furnish COUNTY and the applicable Contractor written notice
of its elections, concurrent with the execution of this Agreement in such form and
with such information as is contained in Exhibits "B" and "C" attached hereto and
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made a part hereof. PARTICIPATING COMMUNITY shall have a continuing
obligation to immediately provide to COUNTY, in writing, any amendments it may
enter into with the applicable Contractor to the selection of its price or waste
options.
3.2 During the duration of this Agreement as defined in Article 11 hereof, the
PARTICIPATING COMMUNITIES and COUNTY for the unincorporated area
shall cause all of the Residential Waste, Commercial Waste and any other
designated waste pursuant to Section 3.1, within each of their respective
boundaries to be collected, transported, delivered and deposited at the
appropriate receiving facilities of Contractor, as the case may be, in accordance
with the terms of the applicable Solid Waste Agreement, except for waste or
recycling material which is transported outside the state of Florida.
3.3 Each PARTICIPATING COMMUNITY agrees to include in any contracts or
contract amendments with haulers executed after the effective date of the Solid
Waste Agreement, a provision that all Residential Waste, Commercial Waste and
any other designated waste shall be delivered to the appropriate receiving
facilities of either Wheelabrator or Sun -Bergeron, as the case may be, in
accordance with the terms of the applicable Solid Waste Agreement, with an
exception for any waste generated in the County which is shown to be destined
for recycling or disposal outside the state of Florida.
3.4 PARTICIPATING COMMUNITY shall elect to participate in the following optional
COUNTY services by marking and initializing the box(es) below as appropriate:
❑ Centralized Billing Services, as described in Article 6.
eFlow Control Enforcement Services, as described in Article 7. AQ
ARTICLE 4
PARTICIPATING COMMUNITY'S OBLIGATIONS
4.1 Each PARTICIPATING COMMUNITY agrees to include in any hauler agreement
for the collection of Residential Waste, including any renewal of an existing
hauler agreement, entered into by a PARTICIPATING COMMUNITY and a
licensed residential waste hauler after the effective date of the Solid Waste
Agreement, the following: (a) the definition of Residential Waste as set forth in
the Solid Waste Agreement; (b) the Licensed Residential Waste Hauler's
obligation to be responsible for Unacceptable Waste as defined in the applicable
Solid Waste Agreement, which is brought to a Designated Facility; (c) the
Licensed Residential Waste Hauler's obligation to indemnify Contractor and add
Contractor as additional insured for all losses for death, personal injury, and
property damage caused by the negligence or intentional misconduct of Licensed
Residential Waste Hauler delivering waste on behalf of the PARTICIPATING
COMMUNITY; (d) a requirement for the Licensed Residential Waste Hauler(s) to
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deliver all collected Residential Waste to the Designated Facilities, and (e) hours
of operation for the Designated Facilities during which the Licensed Residential
Waste Hauler shall be authorized to deliver waste to the Designated Facilities.
4.2 The PARTICIPATING COMMUNITY and the Licensed Commercial Waste
Haulers shall execute a license agreement that sets forth the payment procedure
in the Solid Waste Agreement for Commercial Waste Disposal Services, and
which requires the Licensed Commercial Waste Hauler(s) to deliver all collected
Commercial Waste to the Designated Facilities.
4.3 If the PARTICIPATING COMMUNITY does not select centralized billing services
pursuant to Article 6, it shall require the Licensed Commercial Waste Hauler(s) to
provide a performance bond (in a form and from an issuer reasonably acceptable
to Contractor) in favor of Contractor in an amount that covers a ninety (90) day
Disposal Services Fee payment period for Commercial Waste Disposal Services
for the PARTICIPATING COMMUNITY, calculated pursuant to terms of the Solid
Waste Agreement and based on the 60 day average tonnage of Commercial
Waste delivered by the Licensed Commercial Waste Hauler(s) to Contractor
during the twelve (12) month period immediately preceding the execution of the
license agreement between the PARTICIPATING COMMUNITY and the
Licensed Commercial Waste Hauler(s) entered into after the Effective Date of the
Solid Waste Agreement. The sufficiency of the value of the performance bond
shall be reviewed on an annual basis and the required bond value may be
increased or decreased based on an increase or decrease in a Licensed
Commercial Waste Haulers' Commercial Waste delivery obligations. A Licensed
Commercial Waste Hauler providing services for multiple Municipalities which do
not select centralized billing services may provide one aggregate bond meeting
the requirements set forth herein.
4.4 If a PARTICIPATING COMMUNITY does not select centralized billing services
pursuant to Article 6, it shall pay the Contractor within thirty (30) days of receipt
of a monthly invoice issued by Contractor for Residential Waste Disposal
Services. If the PARTICIPATING COMMUNITY disagrees with the amount
stated in the invoice, the PARTICIPATING COMMUNITY shall notify the
Contractor of such dispute. The PARTICIPATING COMMUNITY shall make
payment to Contractor of undisputed invoiced amounts within thirty days after
receipt of the invoice. In the event of a disputed amount, the parties shall
reasonably attempt to discover the cause of any discrepancy between the
parties, and if a resolution is not reached within forty-five (45) days of receipt of
the invoice, the parties agree to work in good faith to settle the dispute (for
amounts greater than $25,000) by mediation by a mutually acceptable mediator.
In the event the parties are not able to resolve the dispute through mediation
within forty-five (45) days, then the parties may resolve the dispute by availing
themselves to litigation. The existence of a dispute shall not delay payment of
undisputed amounts to the Contractor, or relieve Contractor of its obligations
under this Agreement.
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4.5 If the PARTICIPATING COMMUNITY selects centralized billing services
pursuant to Article 6, the PARTICIPATING COMMUNITY agrees to include in
any contracts or contract amendments with haulers for residential waste a
provision that the hauler shall comply with the following: (1) [insurance and credit
requirements as may be required by COUNTY]; (2) Pay COUNTY the full amount
of each invoice within thirty days of receipt; (3) Agree to pay interest at the rate
consistent with the Florida Prompt Payment Act, Sections 218.70-218.80, Florida
Statutes, for late payments; (4) Failure to timely pay is an event of default which
if not timely cured within 15 days is an event of termination; (5) In the event the
hauler disputes an invoice from COUNTY, the hauler shall first pay the full
amount of the disputes charges when due, and shall, within thirty (30) days from
the date of the receipt of the disputed invoice, give written notice of the dispute to
COUNTY. The notice of dispute shall identify the disputed invoice, state the
amount in dispute and set forth a full statement of grounds on which such dispute
is based. The parties agree to work in good faith to settle the dispute. In the
event the parties cannot settle the dispute within sixty (60) days from the date of
the receipt of the disputed invoice, the hauler may pursue any remedy available
at law except withholding payment.
4.6 If a Participating Community collects its Residential Waste and hauls the
Residential Waste to the Contractor, the PARTICIPATING COMMUNITY shall be
responsible for all costs, including removal, transportation and disposal of the
Unacceptable Waste brought to a Designated Facility.
ARTICLE 5
OUT OF STATE DISPOSAL AND REPORTING REQUIREMENTS
5.1 Any Solid Waste or recyclables generated in Broward County which are shown to
be destined for transportation to any destination outside of the State of Florida
based on a sworn affidavit of a hauler delivered to the COUNTY and
PARTICIPATING COMMUNITY generating the waste and reciting facts which
evidence the transportation and disposal of waste outside the state of Florida,
are excluded from the flow control restrictions contained in Section 3.2 of this
Agreement.
5.2 In addition to the affidavit required in Section 5.1, any hauler who elects to
transport and dispose of any Broward County waste outside the state of Florida
shall provide to COUNTY and PARTICIPATING COMMUNITY generating the
waste, a monthly report containing the information listed below so as to enable
the County and affected PARTICIPATING COMMUNITY to accurately monitor
the collection, flow and disposal of waste.
5.3 A monthly report shall be due no later than 30 days after the end of the preceding
month, delivered to the Director of Solid Waste and Recycling Services as to the
COUNTY, and to the Public Works Director or equivalent position as to any
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PARTICIPATING COMMUNITY, certified by the hauler, containing at a minimum
the following information and documentation regarding any waste which is
collected, transported and disposed of out of the state:
5.3.1 The tonnage, origin and type of waste which has been disposed of by the
hauler outside the state;
5.3.2 The date(s) on which the hauler collected the waste and the location or
route of the collected waste;
5.3.3 The location of the final disposal facility for the waste, including the location
of any other facilities, such as transfer stations where waste is temporarily
transported en -route to its final destination out of state;
5.3.4 Copies of all receipts, weigh tickets, reports and other written material
verifying the collection, transportation and disposal of waste outside the
state by the hauler;
5.3.5 Such other documentation and information on forms which may be
prescribed by, and as the COUNTY or PARTICIPATING COMMUNITY
generating the waste may reasonably require to confirm compliance with
this section.
ARTICLE 6
OPTIONAL COUNTY CENTRALIZED BILLING SERVICES
6.1 Each PARTICIPATING COMMUNITY shall have the right, at its sole option, to
participate in a COUNTY centralized billing services program as more particularly
described in this article. If PARTICIPATING COMMUNITY elects to participate in
the COUNTY centralized billing services program by so indicating in Section 3.4
of this Agreement, said election shall remain in force unless PARTICIPATING
COMMUNITY furnishes to COUNTY a written letter, not less than one hundred
eighty (180) days prior to the beginning of any Fiscal Year, notifying COUNTY
that it elects to discontinue its participation in this program. If PARTICIPATING
COMMUNITY elects not to participate in the COUNTY centralized billing services
by so indicating in Section 3.4 of this Agreement, PARTICAPTING COMMUNITY
may request to participate in a future fiscal year, by furnishing to COUNTY a
written letter, not less than one hundred eighty (180) days prior to the beginning
of that fiscal year.
6.2 If PARTICIPATING COMMUNITY timely notifies COUNTY of its election for
centralized billing services, COUNTY shall provide the following services:
6.2.1 Review invoices from and timely pay Contractors.
6.2.2 Process billing statements to the haulers and
PARTICIPATING COMMUNITIES, as applicable.
6.2.3 Collect data from load tickets received from disposal and transfer facilities.
6.2.4 Provide financial and tonnage reporting for each PARTICIPATING
COMMUNITY.
6.2.5 Collect required security deposits from haulers.
6.2.6 Suspend haulers for non-payment.
6.2.7 Institute appropriate collections for delinquent accounts.
6.2.8 Research tonnage discrepancies as appropriate.
6.2.9 Maintain copies of haulers' certificates of insurance.
6.2.10 Issue truck decals and maintain vehicle information.
6.2.11 Disburse Contractor rebates received by County as appropriate in
accordance with the Solid Waste Agreements.
6.2.12 Reconcile tonnages to the Contractor's monthly invoices.
6.3 All costs and expenses for COUNTY's centralized billing services shall be paid
for by PARTICIPATING COMMUNITY at an initial rate of $0.15 (fifteen cents) per
ton of waste generated from the PARTICIPATING COMMUNITY which is
received by a Contractor at a Designated Facility. Beginning on October 1, 2014,
and on each October 1 thereafter for the initial term of the Solid Waste
Agreement, the rate shall be subject to adjustment with a cap not to exceed 5%
for any year and a floor of not less than 1 %, by multiplying the existing rate by
the Service Fee Adjustment Factor, as calculated according to the Solid Waste
Agreements. The rate shall be subject to negotiation for any subsequent term.
6.4 COUNTY reserves the right, in its sole discretion, to cease providing centralized
billing services prior to the commencement of any Fiscal Year, with a minimum of
six (6) months written notice to PARTICIPATING COMMUNITY; except for the
period beginning on July 3, 2013 and ending September 30, 2013, for which said
notice by COUNTY shall be given to the PARTICIPATING COMMUNITIES no
later than February 28, 2013.
6.5 COUNTY shall invoice PARTICIPATING COMMUNITY for centralized billing
services within thirty (30) days of the end of each month. PARTICIPATING
COMMUNITY agrees that it shall be required to pay COUNTY within thirty (30)
days of receipt of the invoice in order to remain entitled to continuing to receive
the service.
ARTICLE 7
OPTIONAL COUNTY FLOW CONTROL ENFORCEMENT SERVICES
7.1 Each PARTICIPATING COMMUNITY shall have the right, at its sole option, to
participate in a COUNTY flow control enforcement program as more particularly
described in this article. If PARTICIPATING COMMUNITY elects to participate in
the COUNTY flow control enforcement program by so indicating in Section 3.4 of
this Agreement, said election shall remain in force unless PARTICIPATING
COMMUNITY furnishes to COUNTY a written letter, not less than one hundred
eighty (180) days prior to the beginning of any Fiscal Year, notifying COUNTY
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that it elects to discontinue its participation in this program. If PARTICIPATING
COMMUNITY elects not to participate in the COUNTY flow control enforcement
program by so indicating in Section 3.4 of this Agreement, PARTICIPATING
COMMUNITY may request to participate in a future fiscal year, by furnishing to
COUNTY a written letter, not less than one hundred eighty (180) days prior to the
beginning of that fiscal year.
7.2 Each PARTICIPATING COMMUNITY electing to participate in flow control
enforcement agrees to include a requirement that haulers consent to inspection
of loads by COUNTY in any agreements, licenses, permits, franchises or other
arrangements with haulers entered into after this Agreement.
7.3 COUNTY agrees to provide the following services as part of its flow control
enforcement:
7.3.1 Monitor the delivery of waste to the designated Disposal Facilities.
7.3.2 Assist PARTICIPATING COMMUNITY staff in identifying violations of
applicable solid waste ordinances, including efforts to avoid payment of
franchise fees.
7.3.3 Assist the PARTICIPATING COMMUNITIES with identifying unauthorized
haulers providing service within a PARTICIPATING COMMUNITY.
7.3.4. Assist the PARTICIPATING COMMUNITIES WITH identifying commercial
businesses with inadequate solid waste services.
7.3.5 Such other services as COUNTY and PARTCIPATING COMMUNITES
agree are necessary to monitor adherence to this Agreement.
7.4 COUNTY reserves the right, in its sole discretion, to cease providing flow control
enforcement services prior to the commencement of any Fiscal Year, with a
minimum of six (6) months written notice to PARTICIPATING COMMUNITY;
except for the period beginning on July 3, 2013 and ending September 30, 2013,
for which said notice by COUNTY shall be given to the PARTICIPATING
COMMUNITIES no later than February 28, 2013.
7.5 COUNTY shall invoice PARTICIPATING COMMUNITY for flow control
enforcement services within thirty (30) days of the end of each month.
PARTICIPATING COMMUNITY agrees that it shall be required to pay COUNTY
within thirty (30) days of receipt of the invoice in order to remain entitled to
continuing to receive the service.
7.6 All costs and expenses for COUNTY's flow control enforcement services shall be
paid for by PARTICIPATING COMMUITY at an initial rate of $0.37 (thirty seven
cents) per ton of waste generated from the PARTICIPATING COMMUNITY
which is received by a Contractor at a Designated Facility. Beginning on October
1, 2014, and on each October 1 thereafter for the initial term of the Solid Waste
Agreement, the rate shall be subject to adjustment with a cap not to exceed 5%
for any year and a floor of not less than 1 %, by multiplying the existing rate by
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the Service Fee Adjustment Factor, as calculated according to the Solid Waste
Agreements. The rate shall be subject to negotiation for any subsequent term.
ARTICLE 8
RELATIONSHIPS OF THE PARTIES
Except as set forth herein, no party to this Agreement shall have any
responsibility whatsoever with respect to services provided or contractual
obligations assumed by any other party and nothing in this Agreement shall be
deemed to constitute any party a partner, agent, or local representative of any
other party or to create any type of fiduciary responsibility or relationship of any
kind whatsoever between the parties. The obligations created and imposed by
this Agreement are not joint; rather, such obligations are separate and several
between each of the PARTICIPATING COMMUNITIES and COUNTY.
ARTICLE 9
INDEMNIFICATION
To the maximum extent permitted by law, COUNTY and each PARTICIPATING
COMMUNITY shall indemnify, defend and hold harmless the other, their officers,
employees and agents from and against any liability, claims, demands, actions,
costs, expenses, losses of damages whatsoever, including the intentional or
negligent acts of each arising out of the performance of the obligations under this
Agreement of COUNTY and each PARTICIPATING COMMUNITY, except the
same shall not include punitive damages or prejudgment interest.
ARTICLE 10
DEFAULT AND TERMINATION
In the event there should occur any material breach in the performance of any
covenant or obligation of a party hereunder that has not been remedied within
thirty (30) days, except for a monetary breach which shall be remedied within
fifteen (15) days, after receipt of notice from the non -breaching party specifying
such breach, the non -breaching party may, if such breach is continuing,
terminate this Agreement upon thirty (30) days' notice to the party in breach.
ARTICLE 11
DURATION
This Agreement shall be effective upon execution by COUNTY and a
PARTICIPATING COMMUNITY. This Agreement shall remain in effect
concurrently with the term of the Solid Waste Agreements and shall remain in
effect so long as COUNTY and any PARTICIPATING COMMUNITY are subject
to the Solid Waste Agreement(s). If, for any reason, the Solid Waste Agreements
are terminated, this Agreement shall be deemed terminated as of the date of
termination of the Solid Waste Agreement(s).
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ARTICLE 12
THIRD PARTY BENEFICIARY
Wheelabrator and Sun -Bergeron shall be deemed to be third party beneficiaries
to this Agreement entitled to assert any rights which otherwise would be available
to COUNTY relating to a PARTICIPATING COMMUNITY'S performance of its
obligations pursuant to this Agreement.
ARTICLE 13
MISCELLANEOUS
13.1 ASSIGNMENT. This Agreement, or any interest herein, may not be assigned,
transferred or otherwise encumbered, under any circumstances by any party
without the prior written consent of the other parties to this Agreement.
13.2 STATE AND FEDERAL LAWS. The provisions of solid waste disposal services
under this Agreement shall comply with all applicable state and federal laws. This
Agreement shall be construed in accordance with the laws of the state of Florida.
13.3 NOTICES. All notices, consents and other communications required, permitted or
otherwise delivered under this Agreement shall be in writing and shall be
delivered either by hand with proof of delivery or mailed by first class registered
or certified mail, return receipt required, postage prepaid, and in any case shall
be addressed as provided in Exhibit "B," which is attached hereto and made a
part hereof. Changes in the respective addresses of PARTICIPATING
COMMUNITIES provided in Exhibit "B" and of COUNTY provided on the
signature page may be made by either party by giving notice to the other party.
Notices and consents given by mail in accordance with this section shall be
deemed to have been given five (5) business days after the day of dispatch;
notices and consents given by any other means shall be deemed to have been
given when received.
13.4 INCORPORATION OF AGREEMENTS. This document supersedes all prior
negotiations, correspondence, conversations, agreements, or understandings,
applicable to the matters contained therein. Accordingly, it is agreed that no
deviation from the terms hereof shall be predicated upon any prior
representations or agreements, whether oral or written. It is further agreed that
no modification, amendment or alteration in the terms or conditions contained
herein shall be effective unless contained in a written document executed by the
PARTICIPATING COMMUNITY.
13.5 ADDITIONAL PARTICIPATING COMMUNITIES. Any time throughout the term(s)
of this Agreement, any municipal corporation existing under the laws of the state
and located in COUNTY which is not already a PARTICIPATING COMMUNITY
may become a PARTICIPATING COMMUNITY by agreeing to all of the terms
and conditions of this Agreement.
12
13.6 SEVERABILITY. In the event that any provision of this Agreement shall, for any
reason, be determined to be invalid, illegal or unenforceable in any respect, the
parties hereto shall negotiate in good faith and agree as to such amendments,
modifications or supplements of or to this Agreement or such other appropriate
actions as shall, to the maximum extent practicable in light of such determination,
implement and give effect to the intentions of the parties as reflected herein, and
the other provisions of this Agreement shall, as so amended, modified or
supplemented, or otherwise affected by such action, remain in full force and
effect.
13.7 REPRESENTATIONS AND WARRANTIES. Each of the PARTICIPATING
COMMUNITIES and COUNTY hereby represents and warrants as to itself as
follows:
(a) It is duly organized and validly existing under the constitution and laws of
the state of Florida, with full legal right, power and authority to enter into
and perform its obligations hereunder;
(b) This Agreement has been duly authorized, executed and delivered by it
and constitutes its legal, valid and binding obligation, enforceable against
it in accordance with its terms (except as such enforceability may be
limited by Article X, Section 13 of the Florida Constitution or bankruptcy,
moratorium, reorganization or similar laws affecting the right of creditors
generally).
13.8 JOINT PREPARATION
Each party and its counsel have participated fully in the review and revision of
this Agreement and acknowledge that the preparation of this Agreement has
been their joint effort. The language agreed to expresses their mutual intent and
the resulting document shall not, solely as a matter of judicial construction, be
construed more severely against one of the parties than the other. The language
in this Agreement shall be interpreted as to its fair meaning and not strictly for or
against any party.
13.9 JURISDICTION, VENUE, WAIVER OF JURY TRIAL
This Agreement shall be interpreted and construed in accordance with and
governed by the laws of the State of Florida. All parties agree and accept that
jurisdiction of any controversies or legal problems arising out of this Agreement,
and any action involving the enforcement or interpretation of any rights
hereunder, shall be exclusively in the state courts of the Seventeenth Judicial
Circuit in Broward County, Florida, and venue for litigation arising out of this
Agreement shall be exclusively in such state courts, forsaking any other
jurisdiction which either party may claim by virtue of its residency or other
jurisdictional device. BY ENTERING INTO THIS AGREEMENT,
PARTICIPATING COMMUNITIES AND COUNTY HEREBY EXPRESSLY
13
WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF
ANY CIVIL LITIGATION RELATED TO THIS AGREEMENT.
13.10 MULTIPLE ORIGINALS
Multiple copies of this Agreement may be executed by all parties, each of which,
bearing original signatures, shall have the force and effect of an original
document.
[THE REMAINDER OF PAGE IS INTENTIONALLY LEFT BLANK]
14
IN WITNESS WHEREOF, the parties hereto have made and executed this
Agreement on the respective dates under each signature: BROWARD COUNTY
through its BOARD OF COUNTY COMMISSIONERS, signing by and through its Mayor
or Vice -Mayor, authorized to execute same by Board action on the 6n day of
n <3-, , 20�, and each PARTICIPATING COMMUNITY, signing by and
through offi6ers duly authorized to execute same.
Ex-officio Clerk of the Broward County
Board of County Commissioners
o0`M1M1f II''��i
,`����y G .......�Ss�o.%
'2• J.2 o :
CREATED , m
0 OCT 1 st c
'3 1915
r
•9,� �j
O.,COUNT.•' ��`
NMP:slw
COUNTY
BROWARD COUNTY, by and through
its Board of County Commissioners
By
Mayor
day of , 20�
Approved as to form by
Joni Armstrong Coffey
Broward County Attorney
Governmental Center, Suite 423
115 South Andrews Avenue
Fort Lauderdale, Florida 33301
Telephone: (954) 357-7600
Telecopier: (9541 357-6968 II
By 1 6�
Noel M. Pfeffer (Date)
Deputy County Attorney
PARTICIPATING COMMUNITY
15
WITNESS:
�r�ity Clerk
APPROVED AS TO FORM:
City Atto n
NMP:slw
12-19-12
NW -Disposal I LA121912.doc
Name #Participating Community
day o, 20 d 3
(CORPORATE SEAL)
16
EXHIBIT A
NAMES OF PARTICIPATING COMMUNITIES
EXHIBIT B
NOTICES FOR PARTICIPATING COMMUNITIES
EXHIBIT C
NOTICE OF MUNICIPAL SELECTIONS FOR SOLID WASTE DISPOSAL
Municipality:
C, I a }'lc�v��
Residential Waste and Commercial Waste:
Wheelabrator
❑ Price Option A
❑ Price Option B
Price Option C
❑
Sun -Bergeron
❑
Neither
❑
Both
Describe:
Yard Waste
2 Wheelabrator
❑ Sun -Bergeron
❑ Neither
0
Bulk Trash
® Wheelabrator
❑ Sun -Bergeron
❑ Neither
Construction & Demolition Debris
❑ Wheelabrator
❑ Sun -Bergeron
Z Neither
Signature of Authorized Official(_2�) ��
Date (ol
0