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HomeMy WebLinkAboutCity of Tamarac Resolution R-2012-092CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2012� A RESOLUTION OF THE CITY COMMISSION OF OF TAMARAC, FLORIDA, APPROVING AN INS AGREEMENT WITH BROWARD COUNTY PROV RECYCLABLE MATERIAL RECOVERY AUTHORIZING THE APPROPRIATE CITY OFF EXECUTE SAID AGREEMENT AND TAKE A Temp. Reso. # 12232 August 6, 2012 Page 1 THE CITY ERLOCAL DING FOR ERVICES; CIALS TO .L STEPS NECESSARY TO EFFECTUATE THE INTENT OF I HE RESOLUTION; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, in the mid-1980s, the state and federal governments have discouraged the use of landfills as the sole method of disposal of solid waste; and WHEREAS, the State of Florida via The Energy, Climate Change, and Economic Security Act of 2008 (House Bill 7135) signed into law by former Governor Crist created Section 403.7032, Florida Statutes, which established a new statewide recycling goal of 75% to be achieved by the year 2020; and WHEREAS, the City of Tamarac Strategic Goal #5 "A Vibrant Community" directs the City to take proactive measures to preserve and enhance community appearance and maintain a safe built environment; and WHEREAS, on February 14, 2012 Broward County published RFP R1006601 P1 ("RFP") for processing and marketing recyclable materials for Broward County; and WHEREAS, the County received submissions from two well -established recyclable processors, namely, Waste Management, Inc. and ReCommunity, Inc.; and Temp. Reso. # 12232 August 6, 2012 Page 2 WHEREAS, the County convened an Evaluation Committee ("EC")comprised of four Broward County department or division directors, Troy Gies, Technical Advisory Committee Chair (City of Tamarac), and the EC was chaired by Elliot Auerhahn, Director of Broward County Solid Waste and Recycling Services; and WHEREAS, the EC ranked the submissions and determined the submission by ReCommunity, Inc. best met the requirements of the RFP, a copy of the Evaluation is hereto attached as "Exhibit 1 "; and WHEREAS, Broward approved the EC Rankings and directed Broward County Staff to negotiate an Agreement with ReCommunity, Inc. for execution by the County in September with a July 3, 2013 start date; and WHEREAS, Broward County has developed an Interlocal Agreement for municipalities located within Broward County desiring to participate in the RFP for recyclable material recovery services; and WHEREAS, City of Tamarac Public Works Staff participated in the proposal evaluation process and have reviewed the proposed Interlocal Agreement with Broward County for Recyclable Material Recovery Services and determined this to be advantageous to the City and consistent with the City's Strategic Goals, the proposed ILA is hereto attached as "Exhibit 2"; and WHEREAS, the Director of Public Service and the Director of Financial Services recommend the City approve and execute an ILA with Broward County for Recyclable Material Recovery Services; and Temp. Reso. # 12232 August 6, 2012 Page 3 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 the ILA with Broward County for Recyclable Material Recovery 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 part of this Resolution upon adoption hereof. All Exhibits attached hereto are hereby incorporated herein and made a specific part of this resolution. SECTION 2: The City Commission hereby approves the ILA with Broward County for Recyclable Material Recovery Services, attached hereto as "Exhibit 2", 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 Temp. Reso. # 12232 August 6, 2012 Page 4 40 PASSED, ADOPTED AND APPROVED this day of MAYOR ATTEST: PETER M. J. RICHARDSON, CRM, CMC CITY CLERK RECORD OF COMMISSION VOTE: MAYOR TALABISCO L/Y-O DIST 1: COMM. BUSHNELL` DIST 2: COMM. GOMEZ L114 DIST 3: WM GLASSER DIST 4: COMM. DRESSLER` / c I HEREBY CERTIFY THAT I HAVE APPROVED THIS RESOLUTION AS TO FORM SAMUEL S. GOR CITY ATTORNEY 92012. 1 Im C = e- N O N O OD o a mCA U) _ o ca d o . to � C LL. p O C d CD ca y t J >1+ m Q o C 0. U s o Oci D ,p U R :E W .... iv' 8� LL. o C cb c o ce. m E c Z E L U CD co co t to (D cfl Q cr) 0 ui U C r a tA? CD a� in co a o Two 'a 0 Y ...! E N U. La E m 0 TR 12232Exhibit R1006601P1 Recovered Materials Processing Facility RoCommunity Waste Management Holdings It, Inc. Inc. 1. Qualifications and Exporlence 125 Poln(s) = Total of Qustions 1 THRU 4 POINTS 4 i 1 — General Company Experience -processing, marketing, focildies including single stream, OSHA, code violations, etc_ Max 25 2 - References - other project profiles Points per - ."k Firm 3 - Project Personnel 4 - Other qualifications and experience ll. Technical Approach (26 Points)= Total of Qustions 6 THRU 8 ; 5 - General Approach - accepting and processing, facilities, subconlraclors, accounting rind reporting systems, marketing, environmental and other information a 6 - Transfer Stations - name, address, current land use, facility capauly. traffic management, site plan I sketch. contingency plans, other into Max 25 Points per 7 -- Processing Facility - name, address, capacity, current land use, facility capacity, trtffic management, site Firm plan I sketch, contingency plans, processing info, expansion and additional material proocessing 8 - Additional information III_ Transportation Impacts - CalculatedlEotered by Staff Max 10 Entered by Staff Entered by Staff Points IV. Price • Revenue to County - Calculated/Entered by Staff Max 40 Entered by Staff Entered by Staff Points TOTAL POINTS 100 Entered by Staff Entorect by atafi Vendor Proposed Transportation Impacts _ Vendor Proposed Price - Revenuo to County Elliot Auerhahn q- RANK �--- Signature i L- = 5�t�t� {, R1006601P1 Recovered Materials Processing Facility ReCommunity Waste Management Holdings II, Inc. Inc. I. Qualifications and Experience (25 Points) = Total of Qustions 1 THRU 4 POINTS i -- General Company Exporionce-processing, markelintg, facilities including si1101e Simon), OSHA, code violations, etc. Max 25 2 —References -other protect profiles Paints per Firm 3 — Project Personnel 4 — Other qualifications and experience II. Tochnical Approach (25 Points)= Total of Qustfons 5 THRU 8 - • _ 5 -- General Approach - accepting and processing, facilities, subcontractors, accounting and reporting systems, marketing, environmental sod ollier information 6 -- Transfer Stations - name, address, current land use, facility capacity, traffic management, silo plan l sketch, contingency plans, other info Max 25 Points per 7 -- Processing Facility - name, address, capacity. current land use. facility rapacity, traffic management, site Firm plan I sketch, oontingency plans, processing into, expansion and additional maleriai proocessing 8 —Additional information r Ill. Transportation Impacts - Calctil,ated/Entered by Staff Max 10 Points Entered by Staff Entered by Staff IV, Price - Revenue to County - Calculated/Entered by Staff Max 40 Points Entered by Staff Entered by Staff TOTAL. POINTS 100 Entered by Staff Entered by Staff Vendor Proposed Transportation Impacts Vendor Proposod Price - Revenue to County Scott Cam pbe RANK s, Sig nature J 4 �•� ''�• �� R1006601PI Recovered Materials Processing Facility ReCommunity Waste Management Holdings II, Inc. Inc. 1. Qualifications and Experience (25 Points) a Total of Qustions 9 THRU 4 POINTS 1— General Company Experience -processing, marketing, facilities including single stream, OSHA, code violations, etc. Mate 25 2 -- References - other project profiles Points per Firm 3 -- Project Personnel 4 -- Other qualifications and experience 11. Technical Approach (25 Points)= Total of Qustlons 5 THRU 8 5 — General Approach - accepting and processing, facilities, subcontractors, accounting and reporting systems, marketing, environmental and other information 6 — Transfer Stations - name, address, current land use, facility capacity, traffic management, site plan ! sketch, contingency plans, other info Max 25 Points per 7 — Processing Facility - name, address, capacity, current land use, facility capacity, traffic management, site Firm plan 1 sketch, contingency plans, processing info, expansion and additional material prooaessing 8 — Additional information Ill. Transportation Impacts - CatculatedlEntered by Staff Max 10 Points Entered by Staff Entered by Staff IV. Price - Revenue to County - Calculated/Entared by Staff 40 Max Points is Entered by Staff Entered by Staff TOTAL POINTS 100 Entered by Staff Entered by Staff Vendor Proposed Transportation Impacts Vendor Proposed Price - Revenue to County :-' ?} j} Dan West RANK Fy �'-z r `� SignaturetAl�" I R100601P1 Recovered Materials Processing Facility Rscommunity Wane Management Howinge 11, for. Inc. I. Qualftaftna and Experience (28 Polrita) o Total of Qustions t THRU 4 POINTB 1 - GenerW Company Exp0rtence�ps me"na marke0g, %dWas Including single stream. OSHA, code vlolatlons, etc. 0, 2 - References - other project pmflas poNISIX 25s per Plan 3 - Prolad Penrannel 4 - Other quakttcations CH. TechntW Appnoaclt ( Polnte)a TOW of Qw0ons 4 THRU 8 6 - nerel Approsoh - IS n9, fedlltles, subaordrackn, accounting end r+epodin9 me, marketing, wmronmenw and ottler warmation 4 �- Trartater $nation cur - name, address, rent land use, fscliily capacity, trait management, sHe plan sketch, contingency plans, other info Max 2s Points per 7 - Processing Facility - name, address, capacity, current land use, fadllty capacity, traffic management, site F rn plan I sketch, coMi ow, eln9Into, nslon anadMonal materiel pr000essing 8, Addlfionat I, ftow allon 111. Tronsportsaon Impaeb - CalcutatedtEntsrsd by Staff Points Entered by staff Entered by Stain IV. Price -Revenue to County - Cakalatedi8nto by Stxf Max 40 Ettared by SW Entered by Staff TOTAL POINTS 100 Entarad by Staff Entered by Staff Vendor Proposed Transportation Impacts f0 FIC Vendor Proposed Price - Revenue to County Cynthia Chambers RANK ��� -1A Sign S nature /00 TR 12232 Exhibit 1 R1006601PI Recovered Materials Processing Facility RoCommunity Waste Management Holdings 11, Inc. Inc. I. Qualifications and Experience (25 Points) = Total of Qustlons 1 THRU 4 POINTS I - General Company Experience -processing, marketing, facilities including single stream. OSHA. code violations, etc. ' r-- Max 25 2 -- References - other project profiles Points por Firm 3 - Project Personnel 4 - Other qualifications and experience It. Technical Approach (25 Points)- Total of Qustions 5 THRU 8 5 - General Approach - accepting and processing, facilities, subcontractors, accounting and reporting systems marketing, environmental and other information 5 - Transfer Stalions - name, address. current land use, facility capacity, traffic management, site plan 1 sketch, contingency plans, other info Max 2S L - Points per 7 - Processing Facility - name, address, capacity, current land use, facility capacity, traffic management, site Firm plan I sketch, contingency plans, processing info, expansion and additional material proocessing ' 8 - Additional information ! i Ill. Transportation Impacts - Calculated/Entered by Staff Max 10 Poi nts Entered by Staff Entered by Staff IV. Prico - Revonue to County - CalcufatedlEntore d by Staff Max 40 Points Entered by Staff Entered by Staff TOTAL POINTS 100 Entered by Staff Entered by Staff Vendor Proposed Transportation impacts Vendor Proposed Price - Revenue to County Troy Gies RANK 4-' CO c�' F•. ��� Signature !TR 12232 Exhibit 2 Page I of 1 INTERLOCAL AGREEMENT Between BROWARD COUNTY and C l TY/TOW N OF r f for RECYCLABLE MATERIALS RECOVERY This is an Interlocal Agreement ("Agreement"), dated � ` , { made and entered into by and between: BROWARD COUNTY, a political` subdivision of the State of Florida, hereinafter referred to as "COUNTY"; and .Y CITY/TOW N OF `3 esta Florida, hereinafter each referred to as "CITY." blished under the laws of the State of WHEREAS, the Florida Solid Waste Management Act directs counties and municipalities to reduce their solid waste stream and recycle designated materials; and WHEREAS, the State of Florida has stipulated that counties reach a 75% recycling goal by 2020; and WHEREAS, COUNTY and CITY recognize the beneficial economics of cooperative initiatives; and WHEREAS, COUNTY and CITY agree that a privatized service agreement affords the best opportunity to ensure a sound recycling market strategy; and WHEREAS, COUNTY advertised a Request for Proposals for a Recovered Material Processing Facility, RFP #R1006601 P1 ("RFP"), for processing and marketing recyclable materials for the COUNTY and those municipalities located in Broward County desiring to participate as provided in the RFP; and WHEREAS, COUNTY established and participated in an evaluation process and shall enter into contract with terms and conditions substantially similar to the RFP with a vendor ("CONTRACTOR"); and 0 T i 4 Paige 2 of 13 WHEREAS, the proposal submitted by CONTRACTOR included geographically dispersed reception sites, a central processing facility, and an average price share that exceeds net revenues currently returned to Prior Contract Communities; and WHEREAS, this Agreement is entered into pursuant to Section 163.01, Florida Statutes, as may be amended from time to time, and prior to its effectiveness shall be filed as provided by Section 163.01(11), Florida Statutes; NOW, THEREFORE, IN CONSIDERATION of the mutual terms, conditions, promises and covenants hereinafter set forth, COUNTY and CITY agree as follows: ARTICLE 1 DEFINITIONS AND IDENTIFICATIONS For purposes of this Agreement, reference to one gender shall include the other, use of the plural shall include the singular, and use of the singular shall include the plural. The following definitions apply unless the context in which the word or phrase is used requires a different definition: 1.1 Agreement — Means this document, Articles 1 through 10, inclusive. other terms and conditions are included in the exhibits and documents that are expressly incorporated by reference. 1.2 Board —The Broward County Board of County Commissioners. 1.3 City Contract Administrator — . The primary responsibilities of the City Contract Administrator are to coordinate and communicate with COUNTY and to manage and supervise execution and completion of the terms and conditions of this Agreement as set forth herein. In the administration of this Agreement, as contrasted with matters of policy, all parties may rely on the instructions or determinations made by the City Contract Administrator. 1.4 County Contract Administrator - The Director of the Broward County Solid Waste and Recycling Services. The primary responsibilities of the County Contract Administrator are to coordinate and communicate with CITY and to manage and supervise execution and completion of the terms and conditions of this Agreement as set, forth herein. In the administration of this Agreement, as contrasted with matters of policy, all parties may rely on the instructions or determinations made by the County Contract Administrator. 1.5 County Administrator —The administrative head of County pursuant to Sections 3.02 and 3.03 of the Broward County Charter. 2 Page 3of`: 9.6 County Attorney — The chief legal counsel for froward County who directs and supervises the Office of the County Attorney pursuant to Section 2.10 0# the Broward County Charter. 1.7 Prior Contract Community ---- A municipal corporation existing under the laws of the State of Florida, located within Broward County, that entered into that certain agreement entitled "An lnterlocal Agreement with Broward County for Solid Waste Disposal Services," dated for convenience November 25, 1986, as amended. The unincorporated area of Broward County shall be treated in all respects as a Prior Contract Community under the terms and conditions of this Agreement. 1.8 Program Materials - Includes newspapers and inserts; mixed paper (including, magazines, catalogs, office paper, shredded paper, envelopes, junk mail, chipboard, phonebooks and kraft bags); corrugated cardboard; glass food and beverage containers (clear, brown, green); aluminum cans; Steel and bimetal food and beverage containers; aerosol cans; plastics (including plastic bottles, containers and packages made from various resins including PETE, HDPE, PVC, LDPE, PP, PS and other plastics, codes #1 through #7); aseptic or polycoated food and beverage containers; and other recyclables which may be designated, if mutually agreed to by the COUNTY and CONTRACTOR for separation, collection and/or processing as part of the program if additional Recyclable Materials and viable markets are identified. 1.9 Program- Recyclables — Means Program Materials which are generated from residential units and local governmental entities within Broward County which are collected by the COUNTY, haulers, or as a result of an agreement between the COUNTY and any other government entity located in the COUNTY, provided that the Program Materials are actually generated by the governmental entity. 1.10 Recovered Materials Processing Facility or "RMPF" -- The facility or facilities designated for the processing of recovered materials in the RMPF Contract. 1.11 RMPF Contract — The agreement entered between COUNTY and CONTRACTOR as a result of the RFP, including any amendments. 1.12 RMPF Request for Proposals — That certain Request for Proposals for a Recovered Material Processing Facility, RFP #R1006601 P1. 1.13 Single -Stream Recycling — A recycling process in which all Program Materials are collected together with no sorting required by residents. 1.14 Unincorporated County — the geographical areas of Broward County that are not within the boundaries of any municipal corporation. K Page 4 of 13 � r t t ARTICLE 2 TERM AND TIME OF PERFORMANCE 2.1 The term of this Agreement shall begin on the date it is fully executed by both parties ("Effective Date") and shall end on September 30, 2023; provided, however, if the term of this Agreement extends beyond a single fiscal year of COUNTY, the continuation of this Agreement beyond the end of any fiscal year shall be subject to both the appropriation and the availability of funds in accordance with Chapter 129, Florida Statutes. 2.2 If CITY is a Prior Contract Community, then the commencement date of responsibilities and obligations under this Agreement shall be on July 3, 2013. If CITY is not a Prior Contract Community, then the commencement date of responsibilities and obligations under this Agreement shall be October 1, 2013. ARTICLE 3 COUNTY'S OBLIGATIONS 3.1 COUNTY shall proceed with finalization of an RMPF Contract the incorporating criteria for contractor capabilities and facility/reception location. Terms of the RMPF Contract shall be substantially similar to the RFP. 3.2 COUNTY shall administer the RMPF Contract. 3.3 COUNTY agrees to pay to CITY on a quarterly basis, net revenues generated from the sale of Program Recyclables on the basis of actual tonnage and composition of materials delivered to the RMPF by the CITY, except that COUNTY shall retain the Recycling Program Support Fee, as described in Paragraph 5 herein. Payments to CITY shall occur no later than 00 days after the end of each quarter. 3.4 COUNTY shall provide regional advertising of the RMPF program. 3.5 COUNTY shall provide technical support to CITY to promote recycling, including site -specific efforts at multifamily developments. 3.6 COUNTY shall provide quarterly reports to CITY on program activities, participation, and associated costs. 3.7 COUNTY shall prepare and submit an annual State Report, as required under Section 02-71 G, Florida Administrative Code, on solid waste and recycling. 51 I Page 5 of 13 ARTICLE 4 CITY'S OBLIGATIONS 4.1 CITY agrees to cause the terms and conditions of any agreement that it may have with a hauler of Program Recyclabies to conform with the terms of this Agreement. 4.2 City agrees to deliver or cause to be delivered all Program Recyclables from within the City to the facility/facilities as designated in the RMPF Contract. 4.3 City agrees to provide a city liaison for cooperative program development, outreach and promotional activities. 4.4 CITY agrees to conduct municipal -based outreach and promotion for cooperative recycling programs. 4.5 CITY agrees to ensure all trucks delivering to RMPF from CITY are properly identified. ARTICLE 5 RECYCLING PROGRAM SUPPORT FEE 5.1 COUNTY. shall retain the Recycling Program Support Fee from net revenues, which shall be equal to ten percent (10%) of net revenues, but not to_ exceed $150,000.00 quarterly in aggregate for all municipalities participating as provided in the RFP, beginning on October 1, 2013 for the remaining years of the RMPF Contract. 5.2 The Recycling Program Support Fee shall be used by COUNTY for the purposes of contract administration and the support of programs to enhance recycling, including the provision of technical support for CITY recycling activities. ARTICLE 6 GOVERNMENTAL IMMUNITY Nothing herein is intended to serve as a waiver of sovereign immunity by any party nor shall anything included herein be construed as consent to be sued by third parties in any matter arising out of this Agreement or any other contract. Both parties are state agencies or political subdivisions as defined in Chapter 768.28, Florida Statutes, and agree to be fully responsible for the acts and omissions of its respective agents or employees to the extent permitted by law, 5 e Page 6oi-13 ARTICLE 7 INSURANCE Both parties are entities subject to Section 768.28, Florida Statutes, and both parties shall furnish the Contract Administrator of the other party with written verification of liability protection in accordance with state law prior to final execution of said Agreement. ARTICLE 8 TERMINATION This Agreement may be terminated for cause by the aggrieved party if the party in breach has not corrected the breach within ten (10) days after written notice from the aggrieved party identifying the breach. This Agreement may also be terminated by the County Administrator upon such notice as the County Administrator deems appropriate under the circumstances in the event the County Administrator determines that termination is necessary to protect the public health or safety. CITY may terminate this agreement if COUNTY has not executed an RMPF Contract, substantially similar to the RFP by January 1, 2013. ARTICLE 9 EEO COMPLIANCE Both parties shall not unlawfully discriminate on the basis of race, color, national origin, sex, religion, age, marital status, political affiliation, familial status, disability, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement, the solicitation for or purchase of goods or services relating to this Agreement, or in subcontracting work in the performance of this Agreement and shall not otherwise unlawfully discriminate in violation of the Broward County Code, Chapter 161/2, as may be amended from time to time. Both parties shall include the foregoing or similar language in its contracts with any subcontractors or subconsultants, except that any project assisted by the U.S. Department of Transportation funds shall comply with the non-discrimination requirements in 49 C.F.R. Parts 23 and 26, as amended. Failure to comply with the foregoing requirements is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as the non - breaching party deems appropriate. Both parties shall not unlawfully discriminate against any person in its respective operations and activities or in its use or expenditure of funds in fulfilling its respective obligations under this Agreement. Both parties shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act (ADA) in the course of fulfilling its obligations under this Agreement, including Titles I and li of the ADA (regarding nondiscrimination on the basis of disability), and all applicable regulations, guidelines, and standards. In addition, both parties shall take affirmative steps to ensure nondiscrimination in employment against disabled persons. C } t P a g e s _.Y By execution of this Agreement, both parties represent that it has not been placed on the discriminatory vendor list (as provided in Section 287.134, Florida Statutes, as may be amended from time to time). Each party hereby materially relies on such representation by the other party in entering into this Agreement. An untrue representation of the foregoing shall entitle the other party to terminate this Agreement. 10.1 RIG ARTICLE 10 MISCELLANEOUS > IN DOCUMENTS AND WORK Any and all reports, photographs, surveys, and other data and documents provided or created in connection with this Agreement are and shall remain the property of the party that created same and will be available to the other party for inspection or use at no cost; provided that nothing herein shall prevent or restrict the owner of the documents from lawfully destroying or lawfully disposing of any such documents. 10.2 AUDIT RIGHT AND RETENTION OF RECORD! Each party shall have the right to audit the books, records, and accounts of the other party that are related to this Agreement. CITY and COUNTY shall keep such books, records, and accounts as may be necessary in order to record complete and correct entries related to this Agreement. CITY and COUNTY shall preserve and, upon request, make available, at reasonable times for examination and audit by the other- party, all financial records, supporting documents, statistical records, and any other documents pertinent to this Agreement for the required retention period of the Florida Public Records Act, Chapter 119, Florida Statutes; as may be amended from time to time, if applicable, or, if the Florida Public Records Act is not applicable, for a minimum period of three (3) years after the document or record carve into existence. If any audit has been initiated and audit findings have not been resolved at the end of the retention period or three (3) years, whichever is longer, the books, records, and accounts shall be retained until resolution of the audit findings. 10.3 INDEPENDENT CONTRACTOR CITY and COUNTY are independent contractors under this Agreement. Services provided by each party pursuant to this Agreement shall be subject to the supervision of that party. In providing such Services, each party, its respective officers, employees, or agents are not authorized to and shall not act as officers, employees, or agents of the other party. No partnership, joint venture, or other joint relationship is created hereby. Neither party extends to the other party or its respective agents any authority of any kind to bind it in any respect whatsoever. 7 10.4 THIRD PARTY ENEFICIARIES Page 8 of - 3-- Neither CITY nor COUNTY intends to directly or substantially benefit a third party by this Agreement. Therefore, the parties agree that there are no third party beneficiaries to this Agreement and that no third party shall be entitled to assert a right or claim against either of them based upon this Agreement. 10.5 NOTICES Whenever either party desires to give notice to the other, such notice must be in writing, sent by certified United States Mail, postage prepaid, return receipt requested, or sent by commercial express carrier with acknowledgement of delivery, or by hand delivery with a request for a written receipt of acknowledgment of delivery, addressed to the party for whom it is intended at the place last specified. The place for giving notice shall remain the forth herein until changed in writing in the manner provided in this the present, the parties designate the following: FOR COUNTY: County Administrator Governmental Center, Suite 409 115 South Andrews Avenue Fort Lauderdale, Florida 33301 With a copy to: Director, Waste and Recycling Services One North University Drive, Suite 400 Plantation, Florida 33324 FOR CITY: 10.6 ASSIGNMENT AND PERFORMANCE same as set section. For Neither this Agreement nor any right or interest herein shall be assigned, transferred, or encumbered without the written consent of Contract Administrator of the other party. a 1 4 Page 9 of 3 10.7 CONFLICTS Neither party nor its employees shall have or hold any continuing or frequently recurring employment or contractual relationship that is substantially antagonistic or incompatible with that party's loyal and conscientious exercise of judgment and care related to. its performance under this Agreement. Neither party nor its officers or employees shall, during the term of this Agreement, serve as an expert witness against the other party in any legal or administrative proceeding unless they are a party in such proceeding or compelled by court process. Further, the parties agree that such persons shall not give sworn testimony or issue a ,report or writing, as an expression of his or her expert opinion, which is adverse or prejudicial to the interests of the other party in connection with any such pending or threatened legal or administrative proceeding unless compelled by court process. The limitations of this section shall not preclude either party from representing themselves, including giving expert testimony in support thereof, in any action or in any administrative or legal proceeding. 10.8 MATERIALITY AND WAIVER OF BREACH COUNTY. and CTY agree that each requirement, duty, and obligation set forth herein was bargained for at arms -length and is agreed to by the parties in exchange for _quid pro quo, that each is substantial and important to the formation of this Agreement and that each is, therefore, a material term hereof. Neither C11Ys, nor COUNTY's failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision or modification of this Agreement. A waiver of any breach of a provision of this Agreement shall not be -deemed a waiver of any subsequent breach and shall not be construed to be a modification of the terms of this Agreement. 10.9 COMPLIANCE WITH LAWS Both parties shall comply with all applicable federal, state, and local laws, codes, ordinances, rules, and regulations in performing its duties, responsibilities, and obligations pursuant to this Agreement. 10.10 SEVERANCE In the event a portion of this Agreement is found by a court of competent jurisdiction to be invalid, the remaining provisions shall continue to be effective unless COUNTY or CITY elects to terminate this Agreement. An election to terminate this Agreement based upon this provision shall be made within seven (7) days after the finding by the court becomes final. �'1 Page 10 of 13 10.11 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. 10.12 PRIORITY OF PROVISIONS If there is a conflict or inconsistency between any terns, statement, requirement, or provision of any exhibit attached hereto, any document or events referred to herein, or any document incorporated into this Agreement by reference and a term, statement, requirement, or provision of Articles 1 through 10 of this Agreement, the term, statement, requirement, or provision contained in Articles 1 through 10 shall prevail and be given effect. 10.13 JURISDICTION, VENUE, WAIVER OF JURY TRIAL This Agreement shall be interpreted and construed in accordance with and governed by the taws 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, CITY AND COUNTY HEREBY EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY of ANY CIVIL LITIGATION RELATED TO THIS AGREEMENT, 10.14 AMENDMENTS No modification, amendment, or alteration in the terms or conditions contained herein shall be effective unless contained in a written document prepared with the same or similar formality as this Agreement and executed by the Board and CITY or others delegated authority to or otherwise authorized to execute same on their behalf. 10 ► » f r 10.15 PRIOR AGREEMENTS This document represents the final and complete understanding of the parties and incorporates or supersedes all prior negotiations, correspondence, conversations, agreements, and understandings applicable to the matters contained herein. The parties agree that there is no commitment, agreement, or understanding concerning the subject matter of this Agreement that is not contained in this written document. Accordingly, the parties agree that no deviation.from the terms hereof shall be predicated upon any prior representation or agreement, whether oral or written. 10.16 PAYABLE INTEREST 10.16.1 Payment of Interest. Except as required by the Broward County Prompt Payment Ordinance, COUNTY shall not be liable for interest for any reason, whether as prejudgment interest or for any other purpose, and in furtherance thereof SECOND PARTY waives, rejects, disclaims and surrenders any and all entitlement it has or may have to receive interest in connection with a dispute or claim based on or related to this Agreement. 10.16.2 Rate of Interest. In any instance where the prohibition or limitations of Section 10.18.1 are determined to be invalid or unenforceable, the annual rate of interest payable by COUNTY under this Agreement, whether as prejudgment interest or for any other purpose, shall be .025 percent simple interest (uncompounded). 10.17 INCORPORATION BY REFERENCE The truth and accuracy of each "Whereas" clause set forth above is acknowledged by the parties. 10.18 REPRESENTATION OF AUTHORITY Each individual executing this Agreement on behalf of a party hereto hereby represents and warrants that he or she is, on the date he or she signs this Agreement, duly authorized by all necessary and appropriate action to execute this Agreement on behalf of such party and does so with full legal authority. 10.19 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. 110 A IN WITNESS WHEREOF, the parties hereto have made and executed the Agreement on the respective dates under each signature: BROWARD COUNTY through its BOARD OF COUNTY COMMISSIONERS, signing by and through its County A inistrator, authorized to execute same b BOARD action on the�-�C�`da of Yy 201 , and each CITY signing by and through officers dulyauthorized to 6 ute same. .. . 2 So COUNTY CREATED WITNESSES: Insurance requirements approved by Broward County Risk Management Division Risk Managerre j Jacqueline A. Binns Risk Insurance and Contracts Manager PAB:dmv 06/18/12 mrf-m unicipalities.ila.doc -f�r 12 a : 10 OCT 1 St B ROWARD COUNTYthjQLW its County Administrator �P a . cou `N By: 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: (954) 357-6968 N By Noel M. Pfeffer (Date) Deputy County Attorney agc- ,71 3 0,�f* i. flNTERLOCAL AGREEMENT BETWEEN BROWARD COUNTY AND CITY/TOWN OF FOR RECYCLABLE MATERIALS RECOVERY. City Clerk \ r ° � r •'• 4 .O■ • N1 v • APPROVES � TO QR c" Dated: t.� 21 City Attorney CITY By: Dated. day of 13 , Mayor