R-2020-0084 - 3/26/2020 RESOLUTION NO. R-2020-0084
WHEREAS, on November 22, 2016, the City of Round Rock (`City") and Central Texas
Refuse, Inc. DBA "Round Rock Refuse" entered into a Refuse Collection Contract (`Contract") for the
collection, delivery and disposal of bulk waste and recyclable materials; and
WHEREAS, Section 29 of the Contract states that the Contract cannot be assigned without the
written permission of the City, which will not be unreasonably held; and
WHEREAS, Central Texas Refuse, Inc. desires to assign the Contract to CTR Acquisition
Sub., LLC; and
WHEREAS, the City Council desires to consent to the assignment of said Contract; Now
Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS,
That the City Council hereby consents to the Assignment of Refuse Collection Contract by
Central Texas Refuse, Inc. to CTR Acquisitions Sub., LLC.
That the Mayor is hereby authorized and directed to execute on behalf of the City a Consent of
the Assignment of Refuse Collection Refuse Collection Contract, a copy of said Consent of
Assignment being attached hereto as Exhibit"A" and incorporated herein for all purposes.
The City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this Resolution was adopted was posted and that such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
00442261/ss2
RESOLVED this 26"' day of March, 2020.
4AZ
CRAIGMORq,XN, Mayor
City of Roun Y
ock, Texas
ATTEST:
SARA L. WHITE, City Clerk
2
EXHIBIT
,UA»
March 2,2020
BY HAND DELIVERY
City Manager
City of Round Rock, Texas
221 E. Main Street
Round Rock, Texas 78664
Re: Request for Consent to Assignment of Refuse Collection Contract
To Whom It May Concern:
Reference is made to the Refuse Collection Contract dated as of November 16th,2016(the
"Agreement") between Central Texas Refuse, Inc., DBA "Round Rock Refuse" ("Assignor" or
"we"or"our")and City of Round Rock, Texas ("you"or"your").
We write to notify you that we intend to assign the Agreement (the "Assignment"),
including, but not limited to, the assignment of all of our rights and the delegation of all of our
performance under the Agreement,to [CTR Acq. Sub.],a Delaware limited liability company (the
"Assignee") pursuant to an asset purchase agreement with an anticipated closing between the
Assignor and the Assignee on April 1, 2020 (the "Closing Date"). As of the Closing Date, the
Assignee will assume all of our rights and obligations under the Agreement.
In accordance with Section 29 of the Agreement, we hereby request your consent to the
Assignment. Please sign this letter to acknowledge your consent and return it to Cokinos I Young,
c/o Michael Reyna, 4 Houston Center, 1221 Lamar Street, 16th Floor, Houston, Texas 77010,
using the enclosed pre-addressed and stamped envelope. In the interest of time, we ask that you
send us the signed consent by no later than March 31, 2020.
If you have any questions regarding the Assignment or this letter, please direct them to
Cokinos ( Young, c/o Michael Reyna, 713-535-5565, mreyna@cokinoslaw.com or Central Texas
Refuse, Inc., c/o Michael Lavengco, mlavengco@gmail.com.
We appreciate your assistance and thank you in advance for your prompt attention to this
matter.
Sincerely,
CENTRA ! S REFUSE,INC.
By:
Mike avenge era Manager
P.O.ig P, AW
Bax 18685 office 512-243-2833
r�Mot ,Austin,TX 78760 fax 512-243-2283
wit.centraltexasrefuse.c om
The undersigned hereby consents to the Assignment as of the date set forth below:
CITY OF ROUND ROCK,TEXAS
By
Name:
Title:
Date:
P.O.Box 18685 office 512-243-2833
Austin,TX 78750 tax 512-243-2283
t
www.centrattexasrefuse.carn
Administrator as soon as practicable after notice to the insured of any incident
(occurrence)or claim.
SECTION 28: PERFORMANCE BOND
Contractor agrees that within ten (10)days after the execution of this Contract, Contractor shall
make, execute, and deliver to the City a good and sufficient Performance Bond in a form
approved by the Contract Administrator,to secure the full, complete and faithful performance of
the terms and conditions herein. Such Performance Bond shall be in the amount of one hundred
and fifty thousand dollars ($150,1100), and shall be renewed each year thereafter throughout the
term of this Contract.The Performance Bond shall be signed by the President or General Officer
of the Contractor, together with the signature of the corporate secretary and the corporate seal.
The surety shall be a surety company duly authorized to do business in the State of Texas;
having an"A"or better rating by A.M.Best or Standard and Poors; included on the list of surety
companies approved by the Treasurer of the United States of America; and acceptable to
Contract Administrator and the City.
SECTION 29:ASSIGNMENT AND/OR.SUBCONTRACTING
This Contract and any permits required for performance of the Contract may not be assigned,
subcontracted, conveyed, or otherwise disposed of without the written permission of the City,
which will not be unreasonably withheld. No such assignment or subcontracting shall relieve
Contractor of its liability under this Contract. In the event Contractor elects to use any
subcontractors, this does not relieve Contractor from any prime responsibility of full and
complete satisfactory and acceptable performance under any awarded Contract.
SECTION 30: TAXES
Contractor shall be responsible for and shall pay all sales, consumer, use, and other taxes. When
equipment, materials or supplies generally taxable to the Contractor are eligible for a tax
exemption due to the nature of the item and services performed as part of this Contract,
Contractor shall assist City in applying for and obtaining such tax credits and exemptions which
shall be paid or credited to City.
SECTION 31: FORCE MAJEURE
Except for any payment obligation by either party, if the City or Contractor is unable to perform,
or is delayed in its performance of any of its obligations under this Contract by reason of any
event of force majeure, such inability or delay shall be excused at any time during which
compliance therewith is prevented by such event and during such period thereafter as may be
reasonably necessary for the City or Contractor to correct the adverse effect of such event of
force majeure.
An event of"Force Majeure"shall mean the following events or circumstances to the extent that
they delay the City or Contractor from performing any of its obligations (other than payment
obligations)under this Contract:
(i) Acts of God, tornadoes, hurricanes, floods, sinkholes, fires, and explosions
(except those caused by negligence of Contractor, its agents, and assigns),
28