Contract - Central Texas Refuse LLC - 6/8/2023 SECOND AMENDED AND RESTATED
REFUSE COLLECTION CONTRACT
between
CITY OF ROUND ROCK, TEXAS
and
CENTRAL TEXAS REFUSE, LLC.
R-2023 -1-15
4861-0090-6334/ss2
TABLE OF CONTENTS
SECTION 1: RECITALS INCORPORATION..................................................I
SECTION 2: DEFINITIONS..............................................................................2
SECTION 3: REPRESENTATIONS .................................................................9
3.1 Representations by City..........................................................................9
3.2 Representations by Contractor................................................................9
SECTION 4: GRANT OF LICENSE AND FEE .............................................10
SECTION 5: EFFECTIVE DATE AND TERM OF CONTRACT.................10
5.1 Effective Date .......................................................................................10
5.2 Term of Contract...................................................................................11
5.2.1 Initial Term.....................................................................................11
5.2.2 Automatic Renewal.........................................................................11
5.2.3 Termination Notice.........................................................................I I
SECTION 6: MUNICIPAL SOLID WASTE SERVICES, BULK WASTE
SERVICES AND RECYCLING SERVICES............................................11
6.1 Municipal Solid Waste Services, Bulk Waste Services and Recycling
Services for Residential Service Units..................................................11
6.1.1 Municipal Solid Waste Services for Residential Service Units......11
6.1.2 Bulk Waste Services for Residential Service Units........................11
6.1.3 Recycling Services for Residential Service Units ..........................12
6.2 Municipal Solid Waste Services, Bulk Waste Services and Recycling
Services for City Facilities and Municipal Solid Waste Services for City
Events....................................................................................................12
SECTION 7: COLLECTION, DISPOSAL, AND PROCESSING LOCATION
.....................................................................................................................12
7.1 Collection Location...............................................................................12
7.1.1 Residential Services........................................................................12
7.1.2 City Facility Services......................................................................13
7.2 Municipal Solid Waste Disposal Location ...........................................13
7.3 Recyclable Materials Processing Location and Tipping Fee................13
7.4 Bulk Waste Processing Location..........................................................13
SECTION 8: COMMINGLING OF RESIDENTIAL SERVICES MATERIALS
AND DISPOSAL OF RECYCLABLE MATERIALS PROHIBITED......14
8.1 Commingling of Residential Services Materials Prohibited.................14
8.2 Disposal of Recyclable Materials Prohibited........................................14
SECTION 9: INSPECTION OF SET-OUTS AND UNACCEPTABLE SET-
OUTS..........................................................................................................14
9.1 Contractor's Right to Inspect Set-Outs.................................................14
9.2 Unacceptable Set-outs...........................................................................14
9.2.1 Reasons for Unacceptable Set-outs.................................................14
9.2.2 Procedure for Unacceptable Set-outs..............................................14
SECTION 10: COLLECTION AND PROCESSING EQUIPMENT..............15
10.1 Collection Equipment.....................................................................15
10.1.1 Collection Vehicles...................................................................15
10.1.1.1 Appearance of Collection Vehicles ..........................................15
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10.1.1.2 Age of Collection Vehicles.......................................................15
10.1.1.3 Purchase, Operation, Maintenance, Storage and Replacement of
Collection Vehicles...............................................................................15
10.1.2 Carts..........................................................................................15
10.1.2.1 Purchase, Delivery, and Initial Distribution of Carts................15
10.1.2.2 Staging for Initial Distribution, Distribution Excluding Initial
Distribution,Maintenance and Storage of Carts and Bins....................16
10.1.2.3 Replacement of Carts................................................................16
10.1.3 Other Collection Equipment.....................................................17
10.1.3.1 Appearance of Other Collection Equipment.............................17
10.1.3.2 Purchase, Operation, and Maintenance of Other Collection
Equipment.............................................................................................17
10.1.3.3 Replacement of Collection Equipment.....................................17
10.1.4 Ownership of Collection Equipment ........................................18
10.1.4.1 Ownership Collection Equipment other than Carts..................18
10.1.4.2 Ownership of Carts...................................................................18
10.2 Disposal Facility and Recyclable Material Facility Equipment.....18
10.2.1 Scales ........................................................................................18
10.2.2 Capacity and Other Facility Equipment....................................18
SECTION 1 l: PERSONNEL ...........................................................................18
SECTION 12: HOURS OF OPERATION.......................................................19
12.1 Collection Hours of Operation........................................................19
12.1.1 Residential Services..................................................................19
12.1.2 City Facility Services................................................................20
SECTION 13: HOLIDAYS..............................................................................20
SECTION 14: CUSTOMER SERVICE OFFICE AND COMPLAINTS........20
SECTION 15: TRANSITION SUPPORT........................................................21
SECTION 16: DAMAGE TO PROPERTY.....................................................22
SECTION 17: SPILLAGE AND LEAKAGE, LITTER, AND ODOR...........22
17.1 Spillage and Leakage......................................................................22
17.2 Litter................................................................................................22
17.3 Odor................................................................................................22
SECTION 18: RECORDKEEPING, REPORTING,AUDITED FINANCIAL
STATEMENTS,AND REPORTING FORMAT.......................................22
18.1 Recordkeeping................................................................................22
18.2 Reporting.........................................................................................23
18.2.1 Monthly Reports.......................................................................23
18.2.2 Annual Reports .........................................................................23
18.2.3 Report Format...........................................................................23
SECTION 19: CITY INSPECTION RIGHTS .................................................23
19.1 City's Right to Inspect Records, Books, Data and Documents......23
19.2 City's Rights to Inspect Facilities and Equipment..........................23
SECTION 20: RESIDENTIAL SERVICES RATE.........................................24
20.1 Residential Services Rate................................................................24
20.2 Accurate Records and Audits........................................... 24
20.3 Downtown Commercial Services Rate................................. 24
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20.4 Commercial Services Rate.............................................. 25
SECTION 21: ADJUSTMENT OF THE SERVICES RATES........................25
21.1 Residential Services and Downtown Commercial District Services
Rate Adjustment...........................................................25
21.2 Commercial Services Rate Adjustment.................................25
21.3 Other Adjustment.........................................................26
SECTION 22: CUSTOMER LIST, BILLING PAYMENT.............................26
22.1 Customer List..................................................................................26
22.2 Billing.............................................................................................26
22.2.1 Residential Services..................................................................26
22.2.2 City Facility Services................................................................26
22.2.3 Downtown Commercial District....................................26
22.2.4 Commercial Services.................................................27
22.3 Payment...........................................................................................27
22.3.1 Payment to Contractor..............................................................27
SECTION 23: COMPLIANCE WITH LAWS AND REGULATIONS..........27
SECTION 24: PUBLIC EDUCATION NOTICES..........................................28
SECTION 25: OWNERSHIP OF SOLID WASTE, BULK WASTE,
RECYCLABLE MATERIALS AND CONSTRUCTION AND
DEMOLITION WASTE.............................................................................29
SECTION 26: INDEMNIFICATION...............................................................29
SECTION 27: INSURANCE REQUIREMENTS............................................29
27.1 Specific Insurance Requirements....................................................29
27.2 General Requirements.....................................................................30
SECTION 28: PERFORMANCE BOND.........................................................31
SECTION 29: ASSIGNMENT AND/OR SUBCONTRACTING...................31
SECTION30: TAXES......................................................................................32
SECTION 31: FORCE MAJEURE..................................................................32
SECTION 32: DEFAULT................................................................................32
32.1 Events of Default............................................................................32
32.2 Remedies of the City on Default.....................................................33
SECTION 33: DISPUTE RESOLUTION........................................................33
33.1 Agreement Regarding Remedies....................................................33
33.2 Agreement to Negotiate First to Resolve Issues.............................33
33.3 Agreement to Mediate.....................................................................34
33.4 Presentation of Written Claim Regarding Disputes Not Resolved by
Negotiation............................................................................................34
33.5 Performance During Mediation......................................................34
33.6 Appointment of Mediator...............................................................34
33.7 Rules for Mediation........................................................................34
33.8 Litigation.........................................................................................35
33.9 Operations during Dispute..............................................................35
33.10 Right of Termination.................................................................36
SECTION 34: DESIGNATED REPRESENTATIVE......................................36
SECTION 35: MISCELLANEOUS.................................................................36
35.1 Succession of Agreement................................................................36
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35.2 Survival...........................................................................................36
35.3 Joint Preparation.............................................................................36
35.4 No Penalties....................................................................................36
35.5 Relationship....................................................................................37
35.6 Further Assurance...........................................................................37
35.7 Time of the Essence........................................................................37
35.8 Captions and Section Headings ......................................................37
35.9 No Waiver.......................................................................................37
35.10 Entire Agreement and Modification.........................................37
35.11 Severability...............................................................................37
35.12 Knowledge................................................................................38
35.13 Appendices................................................................................38
35.14 Governing Law.........................................................................38
35.15 Attorney Fees............................................................................38
35.16 Authorization............................................................................38
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SECOND AMENDED AND RESTATED
REFUSE COLLECTION CONTRACT
between
CITY OF ROUND ROCK, TEXAS
and
CENTRAL TEXAS REFUSE, LLC.
This Refuse Collection Contract("Contract')is made on (�" ,2023 between:
CITY OF ROUND ROCK, a Texas municipal home rule corpo ion, hereinafter referred to as
"City," and CENTRAL TEXAS REFUSE, LLC., a limited liability company, hereinafter
referred to as "Contractor."
RECITALS
WHEREAS, the City and Contractor entered into that one certain Refuse Collection Contract on
November 22, 2016,whereby Contractor has collected garbage,rubbish and refuse for residential
customers within the City; and
WHEREAS,the aforesaid Refuse Collection Contract had been amended several times since the
execution of the original Agreement, including the addition of recycling services and the addition
of a Downtown Commercial District; and
WHEREAS,on November 4,2021, the parties entered into a new contract setting forth terms and
conditions for the collection, delivery and disposal of bulk waste and recyclable materials for
residential customers,city facilities,the Downtown Commercial District,and all other commercial
and industrial customers within the City ("Amended and Restated Refuse Collection Contract');
and
WHEREAS, the parties now desire to enter into a Second Amended and Restated Refuse
Collection Contract modifying the calculation for the Residential Services Rate and making
additional amendments to the Agreement as set forth herein;
NOW, THEREFORE, IN CONSIDERATION of the mutual terms, conditions, promises,
covenants and payments hereinafter set forth, City and Contractor agree as follows:
AGREEMENT
SECTION 1: RECITALS INCORPORATION
The foregoing recitals are true and correct and hereby incorporated herein by reference.
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SECTION 2: DEFINITIONS
As used herein, the following defined terms, phrases, words, and their derivations shall have the
meanings as set forth in this section. When not inconsistent with the context, words used in the
present tense shall include the future, words importing persons shall include firms and
corporations, words used in the plural shall include the singular, words used in the singular shall
include the plural,words used in the masculine gender shall include the feminine gender,and word
used in the feminine gender shall include the masculine gender.
Act of Default or Default—Act of Default or Default shall mean any failure to timely, fully and
completely comply with one or more material requirements, obligations, performance
criteria, duties, terms or conditions, as started in this Contract. City may, in its sole
discretion, accept substantial compliance, which is an Act of Default, in lieu of full
compliance by waiving such Act of Default solely by an instrument in writing.
Aluminum and Steel Recyclable Material—Aluminum and Steel Recyclable Material shall mean
any beverage container, food can, bi-metal container, or lid with or without paper labels,
rings, and lids composed primarily of whole iron, aluminum, steel, or other Recyclable
Material of a similar nature.
Apartment Complex—Any multi-unit residential dwelling of three (3) units or more.
Bag—Bag shall mean a non-dissolvable plastic sack with a capacity of up to approximately forty
(40) pounds designed or intended to store Municipal Solid Waste with sufficient wall
strength to maintain physical integrity when lifted by the top.
Bulk Waste — Bulk Waste shall mean Municipal Solid Waste composed of materials not easily
containerized in a Cart, including but not limited to, brush, furniture, and non-freon
containing large appliances. Bulk Waste shall include Municipal Solid Waste enclosed in
bags.
Bulk Waste Services—Bulk Waste Services shall mean the collection and disposal of Bulk Waste
by the Contractor and the collection and recycling of Bulk Waste pursuant to this Contract.
Business Day—Business Day shall mean any day, Monday through Friday, except Holidays.
Cart— Cart shall mean a receptacle with wheels with a capacity of up to approximately ninety-
six(96)gallons designed or intended to be mechanically dumped into a loader-packer type
truck and approved for use by the Contract Administrator.
City—City shall mean the City of Round Rock, Texas; and shall include City's elected officials,
officers, employees, agents,volunteers and representatives.
City Event — City Event shall mean an event sponsored or co-sponsored by the City and
designated by the Contract Administrator to receive City Facility Services. The Contract
Administrator has the sole authority to add or eliminate City Events to receive City Facility
Services.
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City Facility — City Facility shall mean any City owned or operated facility designated by the
Contract Administrator as a City Facility to receive City Facility Services. The Contract
Administrator has the sole authority to add or eliminate City Facilities to receive City
Facility Services.
City Facility Services—City Facility Services shall mean Municipal Solid Waste Services, Bulk
Waste Services, and Recycling Services for City Facilities and for City Events pursuant to
this Contract. City Facility Services shall not include Municipal Solid Waste Services,
Bulk Waste Services, and Recycling Services related to construction at a City Facility or a
third-party hosted event held at a City Facility.
Collect or Collection — Collect or Collection shall mean the act of removing Municipal Solid
Waste and Bulk Waste for transport to a Solid Waste Facility and the act of removing
Recyclable Material for transport to a Recyclable Material Facility.
Commercial Services—The collection of garbage, rubbish, yard waste and solid(non-hazardous)
waste,including recyclables,for all commercial and industrial businesses,institutional and
governmental entities, and multi-unit residential complexes located within the City of
Round Rock, Texas, including but not limited to, Solid Waste Services and Bulk Waste
Services (all commercial lines of business, including without limitation, Front Load Bin,
Side Load Bin, and Roll-Off Bins for Commercial Services and Compactors and Recycling
Services).Commercial Services does not include Roll-Off Bins for Construction Activities.
Commercial Unit — Any retail, commercial, industrial, manufacturing, governmental or multi-
family use or service. This definition and category include all units other than a
"Residential Service Unit," as defined in the Contract.
Compactor—Any container, regardless of its size, which has a compaction mechanism, whether
stationary or mobile, and approved for use by the City.
Comply or Compliance — Comply or Compliance shall mean timely, fully and completely
performing or meeting each and every term,requirement,obligation,performance criteria,
duty or condition as stated in this Contract. Compliance shall not mean substantial
compliance. Substantial compliance shall be an Act of Default unless waived by Contract
Administrator solely by a written instrument.
Construction Activities—Construction or renovation projects requiring the issuance of a building
permit from the City
Container — means Front Load Bin, Roll-Off Bin, Side Load Bin, Compactor, and Compactor
Receiving Container.
Contract—Contract shall mean this document,including any amendment thereto agreed upon by
the City and Contractor.
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Contract Administrator—Contract Administrator shall mean the City Manager of the City,or his
or her designee or designees, which shall represent the City in the administration and
supervision of this Contract.
Contractor — Contractor shall mean Central Texas Refuse, LLC, a limited liability company
authorized to do business in the City and the State, and Contractor's assignees and
Contractor's subcontractors.
Cost of Fuel— Cost of Fuel shall mean the cost of diesel based on the Department of Energy
Diesel Fuel price index, less 5% for volume purchases
Council—Council shall mean the City Council, which is the governing body of the City.
CPI-U—CPI-U shall mean the Consumer Price Index Rate for all Urban Customers, Garbage and
Trash Collection.
Curbside—Curbside shall mean within five(5)feet of the street or alleyway that provides primary
access to the Residential Service Unit as designated by the Contract Administrator.
Customer — An occupant of a residential or commercial unit or property within the City who
generates Refuse and/or Recycling.
Disposal Facility—Disposal Facility shall mean a Solid Waste Facility authorized by the Texas
Commission on Environmental Quality to manage such waste and shall meet all local,state,
and federal requirements.
Downtown Commercial District—Downtown Commercial District shall mean all business located
in Block 8, Block 9, Block 10, Block 21, and Block 22 of the original plat of Round Rock
and any businesses in Blocks added to the Downtown Commercial District subsequent to
the execution of this Agreement.
Downtown Commercial District Containers — Downtown Commercial District Containers shall
mean the dumpsters for the disposal of Municipal Solid Waste and the dumpsters for the
disposal of Recyclable Material located in the Downtown Commercial District.There shall
be at least one dumpster for the disposal of Municipal Solid Waste and one dumpster for
the disposal of Recyclable Materials located on each block of the Downtown Commercial
District for use by the Downtown Commercial District Customers. The Downtown
Commercial District Containers shall be located within a locked enclosure when possible.
Downtown Commercial District Services Rate — Downtown Commercial District Services Rate
shall mean the sum of money per Downtown Commercial District Customer paid each
month by the city to the Contractor for the provision of Downtown Commercial District
Services as set forth herein.
Fiscal Year—The City's Fiscal Year commencing October I`of each year and ending September
30 of each year.
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Front Load Bin —A container available in 2, 3, 4, 6, 8 and 10-yard sizes.
Garbage—Garbage shall mean Solid Waste consisting of putrescible animal and vegetable waste
materials resulting from the handling, preparation, cooking, and consumption of food,
including waste materials from markets, storage facilities, handling, and sale of produce
and other food products.
Glass Recyclable Material--Glass Recyclable Material shall mean any glass food and beverage
bottles, containers, or jars with or without paper labels, rings, and lids. Glass Recyclable
Material shall not mean window glass,porcelain, or china.
Gross Revenue/Receipts —All receipts and revenues received or derived directly or indirectly by
the Contractor, its affiliates, subsidiaries, parent company, and any other person or entity
in which the Contractor has a financial interest, from and in connection with Commercial
Services. Gross Revenues/Receipts include license fees passed through to the Contractor's
customers. Gross Revenues/Receipts do not include any surcharges imposed directly upon
any Customer by the state, city or other governmental unit and collected by the Contractor
on behalf of such governmental unit.
Hazardous Waste — Hazardous Waste shall mean any Solid Waste identified or listed as a
hazardous waste by the administrator of the United States Environmental Protection
Agency under the federal Solid Waste Disposal Act, as amended by the Resource
Conservation and Recovery Act of 1976, 42 United States Code, §§6901 et seq., as
amended.
Holidays Holidays shall mean days that City offices are closed in order to observe New Year's
Day, Thanksgiving Day, and Christmas, and any other holiday designated by the City
Council.
License Fee—Fee to be paid to the City by Contractor as described in Section 4.2.
Marketing Marketing shall mean identification and developing of end markets for Recyclable
Material and the selling of Recyclable Material to end markets.
Multi-Family — All apartment projects and residential dwellings containing three or more units
designed and intended for occupancy by a single family.
Municipal Solid Waste — Municipal Solid Waste shall mean Solid Waste resulting from or
incidental to activities of Residential Service Units, City Facilities, City Events, the
Downtown Commercial District, and Commercial Units and Construction and Demolition
activities, including Garbage and Rubbish. Municipal Solid Waste shall not include
Hazardous Waste and Special Waste.
Municipal Solid Waste Services Municipal Solid Waste Services shall mean collection and
disposal of Municipal Solid Waste by the Contractor pursuant to this Contract.
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Out-of-City Residential Service Unit— Out-of-City Residential Service Unit shall mean a single-
family dwelling unit outside of the City's boundaries, occupied by a person or group of
persons, that has solid waste collected by Contractor that is commingled with solid waste
collected from Residential Service Units.
Paper Recyclable Material—Paper Recyclable Material shall mean any:
(A) Kraft paper,
(B) Corrugated containers that have liners of Kraft,jute,or test liner including dry food
boxes,beer and soda carriers, shoe boxes,
(C) Old newspaper including slick paper inserts,
(D) Chipboard, and
(E) Other mixed paper including but not limited to junk mail, junk mail inserts,
residential mixed paper, bagged shredded paper, 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,
mimeo paper, note pad paper (no backing), loose leaf fillers, stationery, writing
paper, paper envelopes without plastic windows, carbonless (NCR) paper,
tabulating cards, facsimile paper, manila folders, magazines, paperback books,
small catalogs, telephone books and Yellow Pages.
Person — Person shall mean an individual, corporation, organization, government or
governmental subdivision or agency, business trust, partnership, association, or any other
legal entity.
Plastic Recyclable Material — Plastic Recyclable Material shall mean any #1 through #7 rigid
plastic bottle, container,jug, or jar.
Recyclable Material or Recyclables—Recyclable Material or Recyclables means materials that
have been designated by the City to be recovered or diverted from the nonhazardous waste
stream for the purposes of reuse, recycling or reclamation. Chapter 32, Section 32-34(c),
Code of Ordinances (2018 Edition) of the City of Round Rock, Texas, limits Recyclable
Materials to the following designated materials: office paper, newsprint, magazines,
catalogs, aluminum, steel and tin containers, glass bottles and containers, HDPE and PET
plastic bottles #1, #2, #3, #4, #5, #6, #7, and household paper products, including junk
mail, envelopes, cereal boxes,boxboard and telephone books.
Recyclable Material Facility Recyclable Material Facility shall mean a City approved facility
for recyclable materials, which is currently Balcones Recycling.
Recycling Recycling shall mean a process by which materials that have served their intended
use or are scrapped, discarded, used, surplus, or obsolete are collected, separated, or
processed and returned to use in the form of raw materials in the production of new
products.
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Recycling Services — Recycling Services shall mean the separate collection of recyclable
materials and the delivery to Recyclable Material Facility.
Refuse—All commercial or residential municipal solid waste generated by a Customer.
Residential Service Unit — Residential Service Unit shall mean a dwelling in a single-family
zoning district or a two-family zoning district within the City, occupied by a person or
group of persons. A Residential Service Unit shall be deemed occupied when either water
or domestic light and power services are being supplied thereto. For the purposes of this
Contract, a commercial customer within the City utilizing a Cart as its Container and any
City Facility utilizing a Cart as its Container shall also be classified as a Residential Service
Unit.
Residential Services — Residential Services shall mean Municipal Solid Waste Services, Bulk
Waste Services and Recycling Services for Residential Service Units.
Residential Services Rate — Residential Services Rate shall mean the sum of money per
Residential Customer paid each month by the City to the Contractor for the provision of
Residential Services.
Roll-Off Bin—Any container, excluding compactors,with a capacity of 20 cubic yards or greater,
which is normally loaded onto a motor vehicle and transported to a waste or recycling
facility.
Rubbish—Rubbish shall mean non-putrescible Solid Waste(excluding ashes), consisting of both
combustible and noncombustible waste materials. Combustible Rubbish includes paper,
rags, cartons, wood, excelsior, furniture, rubber, plastics, brush, or similar materials;
noncombustible Rubbish includes glass, crockery, tin cans, aluminum cans, and similar
materials that will not burn at ordinary incinerator temperatures(1,600 degrees Fahrenheit
to 1,800 degrees Fahrenheit).
Set-Out—Set-Out shall mean the Municipal Solid Waste,Bulk Waste,and/or Recyclable Material
placed at Curbside or other appropriate location for collection.
Side Load Bin—A container available in 3 or 4 yard sizes.
Solid Waste Solid Waste shall mean Garbage, Rubbish, resulting from industrial, municipal,
commercial, mining, and agricultural operations and from community and institutional
activities,but does not include:
(A) Solid or dissolved material in domestic sewage or irrigation return flows or
industrial discharges subject to regulation by permit issued under Chapter 26,Water
Code;
(B) Soil, dirt, rock, sand, and other natural or man-made inert solid materials used to
fill land if the object of the fill is to make the land suitable for surface improvement
construction.
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Solid Waste Facility Solid Waste Facility shall mean all contiguous land, structures, other
appurtenances, and improvements on the land used for disposing of Solid Waste.
Special Waste—Special Waste shall mean any Solid Waste or combination of Solid Wastes that
because of its quantity, concentration, physical or chemical characteristics, or biological
properties requires special handling and disposal to protect the human health or the
environment. If improperly handled, transported, stored, processed, or disposed of or
otherwise managed, it may pose a present or potential danger to the human health or the
environment. Special Wastes shall include:
(A) Hazardous waste from conditionally exempt small-quantity generators that may be
exempt from full controls under Chapter 335, Subchapter N of this title(relating to
Household Materials Which Could Be Classified as Hazardous Wastes);
(B) Class 1 industrial nonhazardous waste;
(C) Untreated medical waste;
(D) Municipal wastewater treatment plant sludges, other types of domestic sewage
treatment plant sludges, and water-supply treatment plant sludges;
(E) Septic tank pumpings;
(F) Grease and grit trap wastes;
(G) Wastes from commercial or industrial wastewater treatment plants; air pollution
control facilities; and tanks, drums, or containers used for shipping or storing any
material that has been listed as a hazardous constituent in 40 Code of Federal
Regulations(CFR)Part 261,Appendix VIII but has not been listed as a commercial
chemical product in 40 CFR §261.33(e) or(f);
(H) Slaughterhouse wastes;
(I) Dead animals;
(J) Drugs, contaminated foods, or contaminated beverages, other than those contained
in normal household waste;
(K) Pesticide (insecticide, herbicide, fungicide, or rodenticide) containers;
(L) Discarded materials containing asbestos;
(M) Incinerator ash;
(N) Soil contaminated by petroleum products,crude oils,or chemicals in concentrations
of greater than 1,500 milligrams per kilogram total petroleum hydrocarbons; or
contaminated by constituents of concern that exceed the concentrations listed in
Table 1 of§335.521(a)(1)of this title (relating to Appendices);
(0) Used oil;
(P) Waste from oil,gas, and geothermal activities subject to regulation by the Railroad
Commission of Texas when those wastes are to be processed, treated, or disposed
of at a solid waste management facility authorized under this chapter;
(Q) Waste generated outside the boundaries of Texas that contains:
(i) any industrial waste;
(ii) any waste associated with oil, gas, and geothermal exploration,production,
or development activities; or
(iii) any item listed as a special waste in this paragraph;
(R) Lead acid storage batteries; and
(S) Used-oil filters from internal combustion engines.
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State— State shall mean the State of Texas.
Street—For the purposes of this Agreement, a publicly dedicated or maintained right-of-way, a
portion of which is open to use by the public for vehicular travel. The term"street" shall
also include alleyways.
Substantial Compliance Substantial Compliance shall pertain solely to acts of Contractor being
less than full and complete compliance and being ninety percent (90%) or more of full
compliance. Substantial compliance shall mean an Act of Default.
Unacceptable Set-Out — An Unacceptable Set-Out is a Set-Out that the Contractor reasonably
determines to exceed the limits as established in this Contract, presents a substantial
endangerment, such as disease or death, to the public or employee health or safety; or
contains Hazardous Waste that cannot be easily separated.
SECTION 3: REPRESENTATIONS
3.1 Representations by City
The City represents to the Contractor that the City is duly organized and existing in good
standing under the laws of the State and is duly qualified and authorized to carry on the
governmental functions and operations as contemplated by this Contract.
3.2 Representations by Contractor
The Contractor represents to the City that:
(i) The Contractor is duly qualified and in good standing to do business in the State
and is duly qualified and in good standing to do business wherever necessary to
carry on the business and operations contemplated by this Contract.
(ii) The Contractor has obtained the necessary disposal capacity for Municipal Solid
Waste and Bulk Waste with a Solid Waste Facility and Recyclable Materials with
a Recyclable Material Facility for the initial term of this Contract as set forth in
Section 5.2.1.
(iii) The Contractor has obtained all applicable environmental and other governmental
permits, licenses and authorizations that are necessary for collection and disposal
of Bulk Waste and collection of Recyclable Material.
(iv) The Contractor has obtained all applicable environmental and other governmental
permits, licenses and authorizations that are necessary for collection, processing
and marketing of Bulk Waste and Recyclable Materials.
(v) The Contractor has obtained all required insurance specified in this Contract.
(vi) The Contractor has obtained the required performance bond specified in this
Contract.
(vii) To the best of the Contractor's knowledge,there is no action, suit or proceeding, at
law or equity, before or by any court or government authority, pending or
threatened against the Contractor, wherein an unfavorable decision, ruling or
9
finding would materially adversely affect the performance by the Contractor of its
obligation hereunder or the other transactions contemplated hereby, or which, in
any way, would adversely affect the validity or enforceability of this Contract, or
any other contract or instrument entered into by the Contractor in connection with
the transactions contemplated hereby.
SECTION 4: GRANT OF LICENSE AND FEE
4.1 City hereby grants Contractor for the term of this Contract, including any automatic
renewals,as defined in Section 5 unless sooner terminated,the right,privilege,and license to have,
use and operate Residential Services, Downtown Commercial District Services, Commercial
Services, and City Facility Services; and to have, use and operate its vehicles on, over, and along,
and across the present and future streets and alleys. The City grants the Contractor the right,
privilege, and license to have,use and operate:
(i) Municipal Solid Waste Services,Bulk Waste Services, and Recycling Services for
Residential Service Units and Commercial Units,
(ii) Municipal Solid Waste Services and Bulk Waste Services for City Facilities,
(iii) Municipal Solid Waste Services and Recycling Services for City Events, and
(iv) Municipal Solid Waste Services and Recycling Services for the Downtown
Commercial District.
4.2 In exchange for the City's grant to Contractor of the right to have, use, and operate
Commercial Services, Contractor shall pay quarterly to the City a License Fee of ten(10%) of the
Gross Receipts derived during the preceding quarter by the Contractor from the operation of its
Commercial Services within the City. The parties acknowledge and agree the License Fee will be
recouped by the Contractor and will be reflected accordingly in the exhibit establishing Contracted
Rates. The City reserves the right to review and modify the fee percentage on an annual basis. The
Contractor shall be given thirty(30) days' written notice prior to any increase in the License Fee.
Any change in the License Fee must be approved by the governing body of the City.
4.3 The License Fee shall be paid quarterly to the City on or before the last day of the month
following the end of the quarterly period for which said payment is due. The License Fee payment
shall be delivered to the City's Director of Finance, along with the City-approved form entitled
"Commercial Garbage Collection License Fee Quarterly Statement" showing the calculations of
said quarterly payment.
4.4 Under no circumstances whatsoever shall the grant herein of a license be construed as the
grant of a franchise.
SECTION 5: EFFECTIVE DATE AND TERM OF CONTRACT
5.1 Effective Date
Except as otherwise provided for herein,the obligations of the parties shall take effect upon
execution of this Contract by both parties.
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5.2 Term of Contract
5.2.1 Initial Term
Unless sooner terminated in accordance with Section 33.10 of this Contract,the initial term
of this Contract shall be from the effective date of the Contract through September 30,2026
at 12:00 midnight.
5.2.2 Automatic Renewal
At the end of the third fiscal year of the initial term, and at the end of each fiscal year
thereafter, unless either party shall have given written notice of termination to the other
party prior to the end of the then fiscal year as set forth in 5.2.3,the term shall automatically
renew such that the balance of the term remains three (3)years.
5.2.3 Termination Notice
At any time after the end of the initial term, either party shall have the option to terminate
this Contract for any or no reason by giving the other party two (2)years written notice of
its exercise of its option to terminate.Receipt by either party of the aforesaid written notice
shall serve to terminate the automatic renewal provision.
SECTION 6: MUNICIPAL SOLID WASTE SERVICES, BULK WASTE
SERVICES AND RECYCLING SERVICES
6.1 Municipal Solid Waste Services, Bulk Waste Services and Recyclin Services for
Residential Service Units
6.1.1 Municipal Solid Waste Services for Residential Service Units
Once per week on a scheduled day, Contractor shall collect Municipal Solid Waste from
each Residential Service Unit in the City.
6.1.2 Bulk Waste Services for Residential Service Units
Once per week on the same scheduled day as Contractor collects Municipal Solid Waste
from the Residential Service Unit, Contractor shall collect up to seven (7) Bulk Waste
items from each Residential Service Unit in the City. A Residential Customer may request
the Contractor to collect additional Bulk Waste item(s) from the Residential Service Unit.
Upon the receipt of a request for additional Bulk Waste items, Contractor shall collect, on
a scheduled day, additional Bulk Waste items. If the request requires a special trip by
Contractor, Contract is authorized to charge a reasonable fee to the Residential Customer
for such special trip.
Each additional bulk waste item must be no more than 4'x4'x4' in dimension and weigh
no more than 40 pounds.
Bulk brush pickups must be no more that 4ft in length,bundled and tied with rope or twine
and not exceed more than 40 pounds per bundle.
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6.1.3 Recycling Services for Residential Service Units
Once every two weeks on the same scheduled day as Contractor collects Municipal Solid
Waste, Contractor shall collect from the Residential Service Units all Recyclable Material
contained in a Cart from each Residential Service Unit in the City. Such source separated
Recyclable Materials shall not be comingled with Municipal Solid Waste by Contractor.
6.2 Municipal Solid Waste Services, Bulk Waste Services and Recycling Services for City
Facilities and Municipal Solid Waste Services for City Events
Contractor shall provide City Facility Services to City Facilities and City Events.
Contractor and City shall mutually decide on the number and size of Carts and containers.
In addition, Contractor and City shall mutually decide on the frequency and scheduled
days. If a dispute arises concerning City Facility Services for a City Facility and/or City
Event, Contract Administrator shall at its sole discretion determine resolution of the
disputed issue.
6.3 Municipal Solid Waste Services, Bulk Waste Services and Recycling Services for the
Downtown Commercial District
Contractor shall provide the Downtown Commercial District Services. Contractor and City
shall mutually decide on the number and size of Downtown Commercial District
Containers. In addition, Contractor and City shall mutually decide on the frequency and
scheduled days. If a dispute arises concerning Downtown Commercial District Services,
Contract Administrator shall at its sole discretion determine a resolution of the disputed
issue.
6.4 Municipal Solid Waste Services, Bulk Waste Services and Recycling Services for
Commercial Units
Commencing no later than September 30, 2022, or on a sooner date as mutually agreed
upon by the City and Contractor, Municipal Solid Contractor shall provide for the
collection of refuse and recycling, to each Commercial Unit at a specifically agreed upon
type, size and frequency of service, at individually contracted rates, as set forth in Exhibit
"1" titled "Contracted Rates for Commercial Customers" attached hereto and
incorporated herein by reference for all purposes.
SECTION 7: COLLECTION, DISPOSAL,AND PROCESSING LOCATION
7.1 Collection Location
7.1.1 Residential Services
Except as provided below,the Contractor shall collect Municipal Solid Waste,Bulk Waste,
and Recyclable Material at the curbside. If the Contract Administrator determines that all
occupants of a Residential Service Unit are handicapped or due to age or verified physical
limitations cannot safely move a Cart to the curbside,the Contractor shall collect Municipal
Solid Waste and Recyclable Material at a location at the front, side or rear of a Residential
Service Unit acceptable to both the Residential Customer and Contractor. The Contract
Administrator reserves the right to designate the location for Municipal Solid Waste
Services and Recycling Services if(i)the Residential Customer and the Contractor cannot
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agree on an acceptable location or(ii)the location agreed upon by the Residential Customer
and the Contractor presents or may present health and safety hazards.
7.1.2 City Facility Services
The Contract Administrator and the Contractor may mutually decide on a location for
collection of Municipal Solid Waste and Bulk Waste from City Facilities and the location
for collection of Municipal Solid Waste and Recyclable Material from City Events. The
Contract Administrator reserves the right to designate the location for collection of
Municipal Solid Waste and Bulk Waste generated by City Facilities and the location for
collection for City Events, if the Contract Administrator and the Contractor cannot agree
on an acceptable location.
7.1.3 Downtown Commercial District Services
The Contract Administrator and the Contractor shall designate the locations of collection
of Municipal Solid Waste and Recyclable Material in the Downtown Commercial District.
7.1.4 Commercial Services
The Contractor and each Commercial Unit shall mutually decide upon the type of container
required, level of service required, and on-site location for the collection of Solid Waste
and Recyclable Material that is reasonably accessible by a refuse collection vehicle.
7.2 Municipal Solid Waste Disposal Location
Contractor shall dispose of all Municipal Solid Waste and Bulk Waste collected at a Solid
Waste Facility.
7.3 Recyclable Material Tipping Fee and Revenue Share Payment
7.3.1 Tipping Fee
During the term of this Agreement and any renewals,Contractor agrees that the tipping fee
for Recyclable Materials it delivers to the Recyclable Material Facility shall not exceed the
tipping fee charged at any Landfill utilized by Contractor to dispose of Municipal Solid
Waste and/or Bulk Waste.
7.3.2 Revenue Share Payment
In the event Contractor recovers an average net amount in excess of Ninety-Five Dollars
($95.00) per ton in a calendar month from the sale of City's Recyclable Material,
Contractor shall pay City fifty percent(50%)of the revenues recovered in excess of Ninety-
Five Dollars($95.00).Contractor shall have the absolute obligation to pay City each month
for any and all processed Recyclable Material, in accordance with this Section 7.3.2. All
payments by Contractor to City shall be made payable to the City of Round Rock, Texas,
shall be tendered to City's designated representative, and shall accompany corresponding
statements from City and/or City's representative.
7.4 Bulk Waste Processing Location
Contractor shall dispose of all unrecycled Bulk Waste collected at a Disposal Facility.
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SECTION 8: COMMINGLING OF RESIDENTIAL SERVICES
MATERIALS AND DISPOSAL OF RECYCLABLE MATERIALS
PROHIBITED
8.1 Commingling of Residential Services Materials
The Contractor may only commingle Municipal Solid Waste, Bulk Waste, and/or
Recyclable Materials from Residential Service Units, City events and City Facilities with
materials from Out-of-City Residential Service Units. The Contractor shall not commingle
materials from Commercial Units with any Municipal Solid Waste, Bulk Waste, and/or
Recyclable Materials from Residential Service Units, City events and City Facilities.
8.2 Disposal of Recyclable Materials Prohibited
The Contractor shall deliver any Recyclable Material to any recycle facility it deems
necessary, provided the Facility meets contracted processing and marketing criteria.
SECTION 9: INSPECTION OF SET-OUTS AND UNACCEPTABLE SET
OUTS
9.1 Contractor's Ri!ht to Inspect Set-Outs
The Contractor may inspect each Set-Out prior to collection for consistency with the
requirements of this Contract.
9.2 Unacceptable Set-outs
9.2.1 Reasons for Unacceptable Set-outs
Prior to collection of the Set-Out, Contractor may determine that a Set-Out is an
Unacceptable Set-Out as defined herein.
9.2.2 Procedure for Unacceptable Set-outs
If the Contractor determines that a Set-Out or a portion of a Set-Out is an Unacceptable
Set-Out, Contractor shall:
(i) Take a photograph of the entire Set-Out;
(ii) Collect the portion of the Set-Out that is acceptable; and
(iii) Immediately provide an Unacceptable Set-Out Notice to the Residential Customer
stating the reason the Set-Out or portion of the Set-Out was determined to be
unacceptable;
For Bulk Waste Set-Outs that are unacceptable due to exceeding the Set-Out limits,
Contractor shall collect the seven(7) largest Bulk Waste items that are in compliance with
contract size and weight restrictions.
For all Unacceptable Set-Outs,Contractor shall provide a list of the Unacceptable Set-Outs
including the address, reason Set-Out was deemed unacceptable as mutually agreed upon
by Contractor and City Representative.
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SECTION 10: COLLECTION AND PROCESSING EQUIPMENT
10.1 Collection Equipment
10.1.1 Collection Vehicles
10.1.1.1 Appearance of Collection Vehicles
Contractor shall paint all collection vehicles uniformly as approved by the Contract
Administrator and with the name of Contractor, customer service office telephone
number and the unique identification number of the vehicle in letters not less than
six (6) inches high on each side and the rear of the vehicle. All collection vehicles
shall be uniquely numbered and a record kept of the vehicle to which each number
is assigned. No third-party advertising shall be permitted on collection vehicles.
Contractor shall maintain all collection vehicles in a clean manner.
10.1.1.2 Age of Collection Vehicles
Contractor shall provide collection vehicles that are no more than ten (10)years of
age.
10.1.1.3 Purchase, Operation, Maintenance, Storage and Replacement
of Collection Vehicles
Contractor, at its sole cost, shall purchase, operate, maintain, store and replace all
collection vehicles as required for the provision of Residential Services, City
Facility Services, Downtown Commercial District Services, and Commercial
Services. Contractor shall maintain collection vehicles according to industry
standards including,but not limited to compaction,prevention of leakage,and other
industry standard performance requirements.
10.1.2 Carts or Containers
10.1.2.1 Purchase, Delivery, and Initial Distribution of Carts or
Containers
Contractor, at its sole cost,shall purchase all Carts or Containers as required for the
provision of Residential Services, City Facility Services, Downtown Commercial
District Services, and Commercial Services in connection with this Contract.
Contractor, at its sole cost, shall be responsible for the cost to the Cart or Container
manufacturer for the delivery of all Carts and Containers to a secured area within
the City for staging. In addition,the Contractor,at its sole cost, shall be responsible
for the cost to the Cart and Container manufacturer for initial distribution of Carts
and Containers to Residential Service Units, City Facilities, Downtown
Commercial District Units,and Commercial Units. Contractor,at its sole cost,shall
oversee the delivery and initial distribution of Carts and Containers. Contractor
shall deliver two Carts to each Residential Service Unit. One Cart shall be clearly
designated for Solid Waste collection and the other Cart shall be clearly designated
for Recyclable Materials collection.
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For Commercial Services, Contractor shall use reasonable and necessary efforts to
ensure Container sizes and collection frequency are appropriate for the amount of
waste and recyclable material deposited in Containers by a Commercial Unit. Each
Commercial Unit shall receive its own Container unless a Commercial Unit agrees
with adjacent Commercial Units to share a Container and the costs of the shared
Container. Commercial Units may buy or lease their own Compactors,however,all
collection and disposal services shall be performed by the Contractor. All
Containers for Commercial Services shall be properly painted, in a condition
acceptable to the City, and maintained to City standards. Contractors shall make
reasonable efforts to place Containers in aesthetically pleasing locations to maintain
uniformity throughout the City. Staging for Initial Distribution, Distribution
Excluding Initial Distribution, Maintenance and Storage of Carts and Containers.
Contractor, at its sole cost, shall provide a secured area within the City for staging
of Carts and Containers, unless otherwise provided by City, prior to the initial
distribution. After the initial distribution of Carts and Containers, Contractor, at its
sole cost, shall deliver Carts and Containers to Residential Service Units, City
Facilities,Downtown Commercial District Units and Commercial Units within two
(2)business days of the request of the Contract Administrator(or unless otherwise
allowed). Contractor shall attach a Program Introduction Notice to each Cart
delivered.
Contractor's employees shall take care to prevent damage to Carts and Containers
by unnecessary rough treatment. Contractor shall be solely responsible for the
maintenance, including warranty issues, of Carts and Containers.
Contractor shall store all replacement Carts and Containers at Contractor's local
customer service office to ensure that extra or replacement Carts and Containers
can be provided upon the request of the City.
10.1.2.2 Staging for Initial Distribution, Distribution Excluding Initial
Distribution, Maintenance and Storage of Carts and Bins
Contractor, at its sole cost, shall provide a secured area within the City for staging
of Carts and Containers, unless otherwise provided by City, prior to the initial
distribution. After the initial distribution of Carts and Containers, Contractor, at its
sole cost, shall deliver Carts and Containers to Residential Service Units, City
Facilities,Downtown Commercial District Units and Commercial Units within two
(2)business days of the request of the Contract Administrator(or unless otherwise
allowed). Contractor shall attach a Program Introduction Notice to each Cart
delivered.
Contractor's employees shall take care to prevent damage to Carts and Containers
by unnecessary rough treatment. Contractor shall be solely responsible for the
maintenance, including warranty issues, of Carts and Containers.
Contractor shall store all replacement Carts and Containers at Contractor's local
customer service office to ensure that extra or replacement Carts and Containers
can be provided upon the request of the City.
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10.1.2.3 Replacement of Carts and Containers
Upon notification to Contractor by the Contract Administrator Customer that a Cart
or Container has been lost, destroyed, stolen or that it has been damaged beyond
repair, Contractor shall deliver a replacement Cart or Container to such Customer
within two (2)business days(or as agreed upon by the Customer). The Contractor
shall bear the cost of replacing Carts or Containers that must be replaced due to
normal wear and tear. The Customer shall bear the cost of replacing Carts or
Containers that are lost,destroyed,stolen or damaged for reasons other than normal
wear and tear.
10.1.3 Other Collection Equipment
10.1.3.1 Appearance of Other Collection Equipment
For Residential Service Units, Contractor shall provide brown Carts for Municipal
Solid Waste Services and green Carts for Recycling Services. All Carts shall also
show the name of Contractor and customer service office telephone number as
approved by the Contract Administrator. No third-party advertising shall be
permitted on other collection equipment. No advertising shall be permitted on
vehicles for third parties. Contractor shall be responsible to ensure that collection
vehicles and other collection equipment are maintained in a clean manner.
10.1.3.2 Purchase, Operation, and Maintenance of Other Collection
Equipment
The Contractor shall, at its sole cost, purchase, install and maintain the Containers
for the Downtown Commercial District Units and Commercial Units. All
Containers shall show the name of Contractor and customer service office
telephone number as approved by the Contract Administrator. No third-party
advertising shall be permitted on the Containers.
Unless otherwise stated in this Contract, Contractor,at its sole cost, shall purchase,
operate, and maintain collection equipment.
The Contract Administrator, at his/her sole discretion, shall determine whether the
Contractor is or is not properly maintaining the collection equipment. If the
Contract Administrator determines the Contractor is not properly maintaining the
collection equipment, Contractor shall replace such equipment in accordance with
this Contract and City may assess administrative charges in accordance with this
Contract.
10.1.3.3 Replacement of Collection Equipment
Unless otherwise stated in this Contract, Contractor, at its sole cost, shall replace
any and all collection equipment if such equipment is lost, stolen or damaged
beyond normal wear and tear. If Contractor or City determines that collection
equipment requires replacement, Contractor shall replace such equipment within
fourteen (14) calendar days with comparable equipment. Contractor shall be
responsible for making the appearance of the replacement equipment comply with
the requirements of this Contract.
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10.1.4 Ownership of Collection Equipment
10.1.4.1 Ownership Collection Equipment other than Carts and
Containers
Ownership of collection equipment other than Carts and Containers shall rest with
Contractor.
10.1.4.2 Ownership of Carts and Containers
Ownership of Carts and Containers shall rest with Contractor during and after the
term of the Contract. Ownership of Carts and Containers in the possession of
Residential Service Units, City Facilities, Downtown Commercial Units,
Commercial Units, City, Contractor, or any other person at the end of the Contract
shall rest with the Contractor.
10.2 Disposal Facility and Recyclable Material Facility Equipment
10.2.1 Scales
The Contractor shall be solely responsible for ensuring the Disposal Facility and the
Recyclable Material Facility are equipped with adequately sized truck scales and
computerized record-keeping systems for weighing and recording all incoming vehicles
transporting Solid Waste Materials and Recyclable Materials. Contractor shall weigh,
record, and tabulate all volumes collected within the City. Contractor and City shall agree
on volumes of each as a percentage of overall collections.
Contractor shall document that each scale at the Disposal Facility and the Recyclable
Material Facility has been annually certified with the State and no later than September 30
of each Contract Year shall provide proof of certification to the City.
10.2.2 Capacity and Other Facility Equipment
The Contractor shall be solely responsible for ensuring that the Disposal Facility and the
Recyclable Material Facility have the capacity and equipment to dispose of and/or
thoroughly process the quantity and type of materials collected by the Contractor in
connection with this Contract in accordance with industry standards for managing such
materials.
SECTION 11: PERSONNEL
Contractor shall assign a qualified person or persons to be in charge of its operations within City,
and shall provide the name, office telephone number, mobile phone number, email address, and
fax number of Contractor's representatives and key personnel to the Contract Administrator. Such
records shall be updated as personnel or contact information changes. In addition, Contractor shall
adhere to the following requirements:
(i) Contractor shall hire and maintain qualified personnel to provide service under this
Contract. Contractor shall ensure that personnel operating commercial vehicles
have a valid commercial driver's license while operating commercial vehicles in
the City.
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(ii) Contractor shall furnish each employee with a uniform and safety vest, shirt or
jacket which clearly displays the name of Contractor. Such uniforms and safety
equipment shall make the employee readily visible to other motorists. Contractor's
employees shall wear complete uniforms and safety vest, shirt or jacket at all times.
(iii) Contractor shall provide regularly scheduled, on-going operating and safety
training for all employees. In addition, Contractor's employees shall be trained to
perform their duties to maximize the City's recycling rate,minimize contamination,
and promote recycling at all times. All temporary and newly hired permanent
collection personnel shall receive comprehensive safety and operational training
prior to working on the collection vehicles. Training manuals and schedules shall
be maintained at the local office of Contractor and available for review at any time
by Contract Administrator.
(iv) All employees involved in the performance of this Contract including office and all
collection personnel, shall be provided adequate training before and during their
employment with the Contractor.This training shall familiarize employees with the
required duties and standards of performance, specific requirement on routes to
which they will be assigned, teach the route layouts previously established and
approved, and provide necessary knowledge to eliminate delays and missed
collections. All supervisory and collection employees shall be provided
comprehensive safety training, equipment, and supplies prior to and during the
performance of their duties. All collection, administrative, supervisory and
customer service personnel shall receive customer service training prior to and
during the time they are employed by the Contractor.
(v) Contractor's employees shall treat all Residents customers, co-workers, City
employees and any person with whom they come in contact in the performance of
their duties in a polite and courteous manner. Rudeness, belligerence, and the use
of profanity are strictly prohibited. The City reserves the right to direct Contractor
to remove any employee who violates this policy from providing services to the
City.
(vi) In performance of collection, disposal, processing, and marketing services,
Contractor's employees shall comply with all City, state and federal laws.
SECTION 12: HOURS OF OPERATION
12.1 Collection Hours of Operation
Except for specified holidays, Contractor's hours of operation within the City are set forth
below.
12.1.1 Residential Services
Contractor's regular collection hours shall be from 7:00 a.m. until 6:00 p.m., Monday
through Friday, unless the Contract Administrator gives permission for extended hours.
Contractor is prohibited from operating its residential collection vehicles on City streets
prior to 7:00 a.m. or after 8:00 p.m.
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12.1.2 City Facility Services
Contractor's regular collection hours for City Facility Services within 300 feet of a
residential area shall be from 6:30 a.m. until 6:30 p.m.
12.1.3 Downtown Commercial District
Contractor's regular collection hours for Downtown Commercial District Services shall be
as agreed upon by the Contract Administrator and the Contractor.
12.1.4 Commercial Services
Collections for Commercial Services shall be made during hours set forth in an agreed
upon schedule between the Contractor and Customer. All collections shall be made at the
noise level required by the City's Noise Control Ordinance and during the City's approved
hours of collection.
SECTION 13: HOLIDAYS
For purposes of this Contract,holidays shall include only the following:
(i) New Year's Day;
(ii) Thanksgiving Day; and
(iii) Christmas Day.
The Contract Administrator, at his/her sole discretion,may add or delete holidays. If the Contract
Administrator elects to add or delete holidays, the City will provide the Contractor notice in
accordance with the provisions of this Contract. If a holiday occurs on a scheduled collection day
for Residential Services, Contractor shall perform the scheduled collection for the holiday and the
remainder of the week ending on Friday on the next calendar day after the scheduled collection
day. If a holiday occurs on a scheduled collection day for City Facility Services, Downtown
Commercial District Services or Commercial Services,the Contractor shall perform the scheduled
collection for such City Facility,Downtown Commercial District Services or Commercial Services
on the next calendar work day after the holiday or as mutually agreed upon.
SECTION 14: CUSTOMER SERVICE OFFICE AND COMPLAINTS
Contractor shall maintain a customer service office, staffed with personnel Monday through
Friday, 8:00 AM to 5:00 PM. If the City receives a customer service complaint, the City shall
contact the Contractor Representative via non-toll phone call or email and provide the following
information:
(i) Customer name, address, and phone number, and
(ii) Type of complaint.
All complaints,whether received by the City or the Contractor, shall be resolved as follows:
(i) If the complaint is a verified and confirmed missed collection,Contractor shall pick
up the missed collection on that same day if the confirmed and verified complaint
is delivered to the Contractor prior to 1:00 PM.
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(ii) If the complaint is a verified and confirmed missed collection,Contractor shall pick
up the missed collection before 5:00 PM on the next calendar day if the complaint
is delivered to the Contractor on or after 1:00 PM.
(iii) If the complaint is other than a missed collection, Contractor shall attempt to
resolve the complaint within twenty-four(24)hours of notice of such complaint to
Contractor.
For each customer complaint, Contractor shall record the following information regarding the
complaint:
(i) Date and time complaint was delivered to the Contractor;
(ii) Identification of the person whom delivered the complaint to the Contractor;
(iii) Contractor's determination as to whether the complaint is legitimate or non-
legitimate;
(iv) Date,time and action taken to resolve complaint; and
(v) Name of responsible contact at Contractor's location regarding the complaint.
On or before the tenth day of each month, the Contractor shall deliver to the Contractor
Administrator a summary report of all customer complaints for the previous month.
Contractor and City acknowledge that customer service is of high importance to the City.
Contractor and its employees will work diligently to provide high customer services to the City
and all customers.
SECTION 15: TRANSITION SUPPORT
Contractor understands, acknowledges, and agrees that a smooth transition from Municipal Solid
Waste Service, Bulk Waste Service, and Recycling Service from a provider(s) to another is
essential for the health and safety of the City and its residents. Contractor understands,
acknowledges, and agrees that with the failure of Contractor to timely and promptly transition
could create serious health and safety issues for the City and its residents. Contractor understands,
acknowledges, and agrees that the City does not possess the necessary manpower or equipment to
provide Municipal Solid Waste Service, Bulk Waste Service, and Recycling Service.
Contractor shall cooperate fully and timely with the City and subsequent provider(s) in any
transition of Municipal Solid Waste Service, Bulk Waste Service, and Recycling Service.
Contractor shall cooperate fully with the City in:
(i) The transition of Commercial Units from their current provider of Solid Waste
Service, Bulk Waste Service, and Recycling Services to the Contractor.
(ii) The transition from the Contractor to subsequent person(s) or the City providing
Municipal Solid Waste Service, Bulk Waste Service, and Recycling Service upon
expiration of the initial term or optional renewal term of this Contract; and,
(iii) The transition from the Contractor to subsequent person(s) or the City providing
Municipal Solid Waste Service, Bulk Waste Service, and Recycling Service upon
termination of the Contract.
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SECTION 16: DAMAGE TO PROPERTY
The Contractor shall take all necessary precautions to protect public and private property during
the performance of this Contract. The Contractor shall repair or replace any private or public
property which is verified and confirmed damaged by the Contractor. Such property damages shall
be addressed for repair or replacement, at no charge to the property owner,within forty-eight(48)
hours, or as promptly as reasonably possible, with property of the same or equivalent value at the
time of the damage (or as otherwise agreed upon).
If the Contractor fails to address the repair or replacement of damaged property within forty-eight
(48)hours,or as promptly as reasonably possible,the City may,but shall not be obligated to,repair
or replace such damaged property, and the cost of doing so shall be deducted from payment to be
made to the Contractor.
SECTION 17: SPILLAGE AND LEAKAGE, LITTER,AND ODOR
17.1 Spillage and Leakage
Contractor shall clean up any materials including leakage of fluids spilled from
Contractor's vehicles. During transport, all materials shall be contained, covered and
enclosed so that leaking,spilling,and blowing of materials does not occur. Contractor shall
be responsible for the cleanup of any spillage or leakage from Contractor's vehicles.
Contractor shall perform all clean-ups within two (2) hours of the spillage or leakage, or
as promptly as reasonably possible.
17.2 Litter
The Contractor shall be required to pick up any and all litter(including any glass spillage)
caused by the provision of services in connection with this Contract.
17.3 Odor
The Contractor shall maintain collection equipment to minimize unpleasant odors.
SECTION 18: RECORDKEEPING, REPORTING,AUDITED FINANCIAL
STATEMENTS,AND REPORTING FORMAT
18.1 Recordkeeping
The Contractor shall create, maintain, and make available records that are reasonably
necessary to:
(i) Document Recyclable Material and Residential Solid Waste deliveries by time
delivered to facility,the Municipal Solid Waste disposal fee per ton,the Recyclable
Material Facility processing fee cost per ton,and other information as requested by
Contract Administrator.
(ii) Document any Hazardous Waste including the source, tonnage, date received,
Disposal Facility, and other information as requested by the Contract
Administrator. A monthly and annual summary shall also be submitted to the City.
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(iii) Such other documents and reports as the City may reasonably require to verify
compliance with the Contract or to meet the City's reporting requirements with the
State of Texas.
All of Contractor's records shall be available to City and its representatives at reasonable
times and places throughout the term of this Contract.
18.2 Reporting
18.2.1 Monthly Reports
Contractor shall submit all monthly reports, including bills, to the Contract Administrator
within seven(7) calendar days following the end of each calendar month. Monthly reports
are those described in this Section 18.
18.2.2 Annual Reports
Contractor shall submit all annual reports to the Contract Administrator on or before
February 1 of each contract year.Annual reports are those listed in this Section.In addition,
Contractor shall provide the Contract Administrator with a copy of any annual financial
audit performed for Contractor.
18.2.3 Report Format
Within thirty (30) calendar days of the execution of this Contract, the Contractor shall
submit to the Contract Administrator for its approval the format and sample contents of the
records to be maintained and the reports to be generated in fulfillment of the requirements
of the Contract. Contractor shall submit all reports in electronic and hard copy format
approved by the Contract Administrator.
SECTION 19: CITY INSPECTION RIGHTS
19.1 City's Right to Inspect Records, Books, Data and Documents
Upon twenty-four (24) hours notification to Contractor, the City or any of its duly
authorized representatives shall have access to all books, records, data and documents of
the Contractor for inspection, and audit, at City's expense.
19.2 City's Rights to Inspect Facilities and Equipment
The City or any of its duly authorized representatives shall have access to inspect
Contractor's facilities and facilities which receive the City's Municipal Solid Waste,
including the Disposal Facility, the Recyclable Materials Facility, and equipment and
perform such inspections, as City deems reasonably necessary, to determine whether the
services required to be provided by Contractor under this Contract conform to the terms
hereof. City shall conduct the inspection of facilities and equipment during regular hours
of operation.Contractor shall make available to City all reasonable facilities and assistance
to facilitate the performance of inspections by City's representatives.
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SECTION 20: SERVICES RATES
20.1 Residential Services Rate
The Residential Services Rate is the sum of money per Residential Customer paid each
month by the City to the Contractor for the provision of Residential Services. The
Residential Services Rate shall be evaluated yearly and adjusted in accordance with the
CPI-U. The CPI-U as published in July of 2023 by the U.S. Bureau of Labor Statistics
shall be the base CPI-U utilized for calculating an initial proposed rate adjustment as set
forth in Section 21.1 below. The Residential Services Rate shall be fixed at $17.35 until
September 30, 2023. After September 30, 2023, the Contractor may request a change in
the Residential Services Rate in accordance with the terms set forth in Section 21.1 below.
20.2 Accurate Records and Audits
The Contractor and City each agree to maintain accurate records with respect to the three
components of the Residential Service Rate. Specifically, Contractor agrees to maintain
accurate records of its monthly fuel consumption, and the number of tons of Municipal
Solid Waste and Recyclable Material delivered to the appropriate facility each month.
Likewise, the City agrees to maintain accurate records of the total number of Residential
Service Units. Each party grants to the other party reasonable rights to inspect and audit
the aforesaid records.
20.3 Downtown Commercial Services Rate
The Downtown Commercial District Services Rate is the sum money per Downtown
Commercial District Customer paid each month by the City to the Contractor for the
provision of Downtown Commercial District Services. The Downtown Commercial
District Services Rate determined based upon the business classification of the Customer
and the square footage of the business, or as determined by the Director of Utilities and
Environmental Services, and is calculated as follows:
Business Classification Sq.ft.Classification Service Rate per month
Small Office 6500 or less $17.35
Large Office 6501 or more $34.70
Small Retail and Services 3000 or less $34.70
Large Retail and Services 3001 or more $184.00
Small Specialty 1600 or less $113.64
Medium Specialty 1601-3000 $158.85
Large Specialty 3001 or more $248.68
Small Restaurant 1600 or less $184.00
Medium Restaurant 1601-3000 $248.68
Large Restaurant 3001 or more $317.29
Small Bar 2500 or less $163.00
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Large Bar I 2501 or more I $248.60 I
After September 30, 2023, the Contractor may petition for reasonable adjustments to the
Downtown Commercial District Services Rate as set forth in Section 21.1 below.
20.4 Commercial Services Rates
The Contractor shall provide collection service to all Commercial Customers within the
City, as set forth in the attached Exhibit "1" "Contracted Rates for Commercial
Customers." The rates set forth in Exhibit "1" are monthly, unless otherwise specified,
and are subject to change, but only by contract terms and conditions and approval of the
City Council as set forth in Section 21. After September 30, 2023, the Contractor may
petition for reasonable adjustments to the Commercial Services Rate as set forth in Section
21.2 below.
SECTION 21: ADJUSTMENT OF THE SERVICES RATES
21.1 Residential Services and Downtown Commercial District Services Rate Adjustments
Contractor may petition the City for reasonable adjustments to the Residential Services Rate and
the Downtown Commercial District Services Rate based on inflation as demonstrated by an
increase in the published July CPI-U from the previous year's published July CPI-U. The
Contractor's petition shall specifically demonstrate the increase in the CPI-U from the previously
published July CPI-U. The City may decrease the Residential Services Rate and/or the Downtown
Commercial District Services Rate on or after September 301h based on a decrease in inflation as
demonstrated by the July CPI-U. In the event the published July CPI-U rate in any year reflects a
rate increase of more than five percent(5%) or a rate decrease of more than two percent(2%),the
annual rate increase shall be capped at five percent (5%) and the rate decrease shall be capped at
two percent(2%). The City may request additional information it considers necessary to evaluate
the requested adjustment. The City shall not unreasonably refuse to grant Contractor's petition for
a CPI-U adjustment to the Residential Services Rate and the Downtown Commercial District
Services Rate made in accordance with this Section. In no event shall adjustments be cumulative,
and if Contractor fails to petition for an increase in any twelve (12) month period, Contractor
waives its right to an increase for that year.
21.2 Commercial Services Rate Adiustments
Contractor may petition the City for reasonable adjustments to the Commercial Services Rate and
based on inflation as demonstrated by an increase in the published July CPI-U from the previous
year's published July CPI-U. The Contractor's petition shall specifically demonstrate the increase
in the CPI-U from the previously published July CPI-U. The City may decrease the Commercial
Services Rate on or after September 30th based on a decrease in inflation as demonstrated by the
July CPI-U. In the event the published July CPI-U rate in any year reflects a rate increase of more
than five percent(5%) or a rate decrease of more than two percent (2%), the annual rate increase
shall be capped at five percent (5%) and the rate decrease shall be capped at two percent (2%).
The City may request additional information it considers necessary to evaluate the requested
adjustment. The City shall not unreasonably refuse to grant Contractor's petition for reasonable
CPI-U adjustments to the Commercial Services Rate. In no event shall adjustments be cumulative,
and if Contractor fails to petition for an increase in any twelve (12) month period, Contractor
waives its right to an increase for that year.
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21.3 Other Adjustment
In the event of a significant or unusual increase in costs beyond the control of Contractor,
Contractor may petition the City for an adjustment to the Residential Services and Commercial
Rates based upon significant increases in costs to Contractor. Contractor's petition must specify
in detail the reasons for the requested adjustment and a detailed analysis on the impact to
Contractor's cost of operations, with an explanation of the methodology used to calculate such
impact. The City may request additional information it considers necessary to evaluate the
requested adjustment. The City shall not unreasonably refuse to grant Contractor's petition for
reasonable adjustments to the Residential and Commercial Services Rates.
SECTION 22: CUSTOMER LIST, BILLING PAYMENT
22.1 Customer List
Annually,the City shall provide Contractor with a Customer List for Residential Services,
City Facility Services and Downtown Commercial District Services and Commercial
Services. The City shall provide Contractor with a Customer list for Commercial Services
upon execution of this Agreement, including all information necessary for Contractor to
identify all service locations.
Contractor will report in writing to the Contract Administrator any Cart(s) or Bulk Waste
placed at the curbside of a Residential Waste Service Unit, City Facility, business located
in the Downtown Commercial District,or a Commercial Unit that is not on the then current
Customer List, and Contract Administrator will thereafter update the Customer List as
applicable. Regardless of the Customer List, Contractor shall provide services to all
Residential Services Units, City Facilities, the Downtown Commercial District, and
Commercial Units.
22.2 Billin
22.2.1 Residential Services
The City shall bill Residential Service Units as identified on the Customer List for
Residential Services in accordance with the rate structure established from time to time by
the City Council. For additional Bulk Waste Services,the Contractor shall bill Residential
Service Units for additional Bulk Waste Services in accordance with the mutually agreed
upon rate established by the Contractor and the Residential Service Unit.
22.2.2 City Facility Services
The Contractor shall at its sole expense provide City Facility Services.The Contractor shall
not bill the City or any other person for City Facility Services.
22.2.3 Downtown Commercial District
The City shall bill businesses located in the Downtown Commercial District as identified
on the Customer List for the Downtown Commercial District in accordance with the rate
structure established herein.
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22.2.4 Commercial Services
The Contractor shall bill all Commercial Customers directly on a monthly basis for services
to be provided the following month in accordance with the rate structure established herein.
No billing services for Commercial Customers shall be performed by the City. Contractor
shall have the right to suspend services for any Customer for non-payment. Contractor has
the right to include a line item in its billing to Commercial Customers for License Fees,
however, all amounts collected by Contractor from Commercial Customers for License
Fees shall be included in the Contractor's Gross Receipts
22.3 Payment
22.3.1 Payment to Contractor
On or prior to the 15t' of each calendar month, the City shall pay to Contractor the
Residential Services Rate for each Residential Unit and the Downtown Commercial
District Services Rate for each business located within the Downtown Commercial District
that has paid the City's fee for collection of refuse and recycling services during the
previous month.Any charges for additional work outside the scope of this Agreement shall
be submitted to the City for approval prior to the commencement of the work.
SECTION 23: COMPLIANCE WITH LAWS AND REGULATIONS
The Contractor understands, acknowledges, and agrees the applicability of the American with
Disabilities Act, the Immigration Reform and Control Act of 1986 and the Drug Free Workplace
Act of 1989.
Pursuant to the provisions of A.R.S. §414401, the Contractor warrants to the City that the
Contractor and all its subcontractors are in compliance with all Federal Immigration laws and
regulations that relate to their employees and with the E-Verify Program under A.R.S. §23-214(A).
A breach of this warranty by the Contractor or any of its subcontractors will be deemed a material
breach of this Contract and may subject the Contractor or subcontractor to penalties up to and
including termination of this Contract or any subcontract.
The City retains the legal right to inspect the papers of any employee of the Contractor or any
subcontractor who works on this Contract to ensure that the Contractor or any subcontractor is
complying with the warranty given above.
The City may conduct random verification of the employment records of the Contractor and any
of its subcontractors to ensure compliance with this warranty.
The City will not consider the Contractor or any of its subcontractors in material breach of this
Contract if the Contractor and its subcontractors establish that they have complied with the
employment verification provisions prescribed by 8 USCA §1324(a) and (b) of the Federal
Immigration and Nationality Act and the E-Verify requirements prescribed by A.R.S. §23-214(A).
The"E-Verify Program"means the employment verification pilot program as jointly administered
by the United States Department of Homeland Security and the Social Security Administration or
any of its successor programs.
The provisions of this Section shall be included in any contract the Contractor enters into with any
and all of its subcontractors who provide services under this Contract or any subcontract.
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"Services" are defined as furnishing labor, time or effort in the State of Texas by a contractor of
subcontractor. Services include construction or maintenance of any structure, building or
transportation facility or improvement to real property.
In addition, Contractor shall comply with the following laws:
(i) Occupational Safety and Administration
Contractor will warrant that any work performed on City property or in a location
partially or entirely under (Contractor's) control will be performed in accordance
with OSHA requirements and all applicable labor laws, regulations, and standards.
(ii) Equal Employment Opportunity
Contractor will comply with applicable laws, statutes, codes, rules and regulations
related to or prohibiting discrimination in employment in the performance of its
work under this Contract.
(iii) Fair Labor Standards Act
Contractor is required and hereby agrees by execution of this Contract to pay all
employees not less than the Federal minimum wage and to abide by other
requirements as established by the Congress of the United States in the Fair Labor
Standards Act, as amended from time to time.
In accordance with Chapter 2271, Texas Government Code, a governmental entity may not enter
into a contract with a company for goods and services unless the contract contains written
verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel
during the term of the contract. The signatory executing this Agreement on behalf of Contractor
verifies that Contractor does not boycott Israel and will not boycott Israel during the term of this
Agreement.
SECTION 24: PUBLIC EDUCATION NOTICES
Contractor shall provide the following services associated with public education notices at no cost
to the City or the customer. Contractor shall submit all public education notices to the Contract
Administrator for approval. Contractor will at no time place public education notices inside
customers' mailboxes. Contractor shall not distribute any public education notices within the City
without written approval from Contract Administrator.
(i) Distribution of Program Introduction Notice:
Contractor shall develop, print, and distribute, at Contractor's own expense, a
Program Introduction Notice for each Residential Service Unit and Commercial
Service Unit for which Contractor delivers a Bin, Cart, and/or Container.
(ii) Development, Printing and Distribution of Unacceptable Set-Out Notice:
Contractor shall develop, print, and distribute, at Contractor's own expense, an
Unacceptable Set-Out Notice. The Unacceptable Set-Out Notice shall include one
(1) original with two (2) copies. The Unacceptable Set-Out shall include (a) the
date(b)reason for non-collection, and(c)Contractor's customer service telephone
number,and(d)any other information the City requests. Contractor shall attach the
original Unacceptable Set-Out Notice via a non-adhesive means to the Bin,Cart, or
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Container. Contractor shall take a digital photo of the Set-Out that receives an
Unacceptable Set-Out Notice. Contractor shall maintain copies of Unacceptable
Set-Out Notices and digital photos in a format Contractor can immediately retrieve
of a requested notice or photo by address. Contractor shall provide a monthly report
of Unacceptable Set-Out Notices as set forth in this Contract.
SECTION 25: OWNERSHIP OF SOLID WASTE, BULK WASTE,
RECYCLABLE MATERIALS AND CONSTRUCTION AND DEMOLITION
WASTE
Title to Solid Waste, Bulk Waste, and Construction and Demolition Waste shall pass to the
Contractor once the Contractor takes possession of the materials.Title to Recyclable Material shall
remain with the City until the Recyclable Materials are delivered to the Recyclable Material
Facility at which time title passes to the Recyclable Materials Facility operator. The risk of loss to
the Recyclable Materials shall pass to Contractor at the time they are picked up by the Contractor.
After the risk of loss passes to Contractor, if any Recyclable Materials are lost, damaged, or
scavenged, Contractor shall be liable to the City for that sum of funds that would have been paid
to the City in accordance with the provisions of this Contract.
SECTION 26: INDEMNIFICATION
To the fullest extent permitted by law, the Contractor shall and does herby fully and completely
indemnify and hold harmless the City and its Officers, Directors,Agents and Employees from and
against any and all claims, costs, demands, suits, judgments, damages, losses and expenses,
including,but not limited to, reasonable attorney's fees, and interest, arising directly or indirectly
out of or resulting from the willful or negligent acts or omissions of the Contractor in the
performance or failure to perform the work required under this Contract for any and all injuries,
including death, to persons and any and all damage to personal or real property. This obligation
shall not be construed to negate or reduce any other right or obligation of indemnity that would
otherwise exist. This indemnification and hold harmless requirement shall not be limited by any
limitation on the amount or type of damages, compensation or benefits payable by or for the
contractor or any subcontractor under any workers compensation acts, disability benefit acts or
other employee benefit acts.
SECTION 27: INSURANCE REQUIREMENTS
27.1 Specific Insurance Requirements
The Contractor shall procure and maintain, during the life of this Contract insurance
coverage listed below. If Federal, State or local law requires a higher insurance limit,
Contractor shall procure and maintain the policy limit as specified by the applicable law.
(i) Worker's Compensation Insurance - on behalf of itself, its partners, and all
employees employed directly or indirectly by the Contractor who are to provide a
service under this Contract of limits no less than as required law.
(ii) Comprehensive/Commercial General Liability: (no pollution exclusion
endorsement is permitted)
1. Bodily Injury Liability(except automobile): $1,000,000.00 per occurrence
2. Property Damage Liability
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(except automobile) $1,000,000.00 per occurrence
3. Total Aggregate: $2,000,000.00
(iii) Automobile Liability:
1. Bodily Injury $1,000,000.00 each person
$2,000,000.00 per occurrence
2. Property Damage $2,000,000.00 per occurrence
The policies of insurance shall be primary and written on forms acceptable to the City and
placed with insurance carriers approved and licensed by the State of Texas and meet a
minimum financial A.M. Best& Company rating of no less than "Excellent": VII.
Contractor shall file certificates of insurance meeting the requirements as set forth herein
with the City prior to execution of this Contract. In addition, Contractor shall be solely
responsible to maintain that all certificates of insurance are up to date as filed at the City.
Failure of the Contractor to fully comply with the requirements set forth herein regarding
insurance may be considered a material breach of this Contract and may be cause for
termination of this Contract.
No changes are to be made to these specifications without prior written approval by the
City.
Approval of the insurance by the City shall not relieve or decrease the liability of the
Contractor for any damages arising from Contractor's performance of services provided
herein.
27.2 General Requirements
All policies required herein, unless approval is given by the City, are to be written on an
occurrence basis, shall name the City as additional insured as their interest may appear
under this Contract, and the insurer shall agree to waive all right of subrogation against the
City.
Insurance requirements itemized in this Section required by Contractor shall be provided
by or in behalf of all subcontractors to cover their operations performed. The Contractor
shall be held responsible for any modification, deviation, or omissions in these insurance
requirements as they apply to all subcontractors.
Each insurance policy required by this Contract shall:
(i) 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.
(ii) Be endorsed to state that coverage shall not be suspended, voided or canceled by
either party, reduced in coverage or in limits except after thirty (30) calendar days
prior written notice by certified mail, return receipt requested, has been given to
Contract Administrator.
(iii) The City shall retain the right at any time to review coverage, form and amount of
insurance.
(iv) The procuring of such required policy or policies of insurance shall not be construed
to limit the Contractor's liability to fulfill the indemnification provisions and
requirements of this Contract.Notwithstanding said policy or policies of insurance,
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Contractor shall be obligated for the full and total amount of any damages, injury
or loss caused by negligence or neglect connected with this Contract.
(v) The Contractor shall be solely responsible for payment of all premiums for
insurance contributing to the performance of this Contract and shall be solely
responsible for the payment of all deductibles to which such policies are subject,
whether or not the City is an insured under the policy.
(vi) Claims made policies will be accepted for professional and hazardous materials
liability coverage and such other risks as are authorized by the City. All such
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 coverage on cancellation or termination unless a new policy is
affected with a retroactive date, including at least the last policy year.
(vii) Certificates of Insurance evidencing claims made or occurrence form coverage and
conditions to this Contract, as well as the City's Contract number and description
of work, are to be received and approved by the Contract Administrator and the
City Risk Manager prior to Commencement Date and no more than thirty (30)
calendar days prior to expiration of the insurance when applicable. All insurance
certificates shall be received and approved by Contract Administrator before the
Contractor will be allowed to commence or continue work.
(viii) Notice of Accident(occurrence) and notice of claim shall be given to the insurance
company, the City Risk Management Division, and the Contract 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($150,000), 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.
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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), landslides,
earthquakes, epidemics, quarantine, pestilence, and extremely abnormal and
excessively inclement weather; and
(ii) Acts of public enemy,acts of war,terrorism,effects of nuclear radiation,blockades,
insurrection, riots, civil disturbances, or national or international calamities.
In order to be entitled to the benefit of this Section, a party claiming an event of Force Majeure
shall be required to give prompt written notice to the other party specifying in detail the event of
Force Majeure and shall further be required to use its best efforts to cure the event of Force
Majeure. The parties agree that, as to this Section,time is of the essence.
SECTION 32: DEFAULT
32.1 Events of Default
The occurrence of any of the following shall constitute an "Event of Default' by. Contractor
hereunder:
(a) The failure of Contractor to pay when due any sum of money provided herein,
provided such failure continues for more than five business days after Contractor
receives written notice from City that such installment is due.
(b) The breach by Contractor of any other covenant, condition, or agreement required
to be performed or observed hereunder, if such breach has not been cured within
thirty (30) days of delivery of notice of such breach to Contractor by City, unless
such breach, by its nature, cannot be cured within such thirty (30) day period, in
which case so long as Contractor is diligently proceeding to cure such breach and
is making reasonable progress in effectuating a cure, it shall not be deemed to be
an Event of Default.
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(c) The occurrence of an Act of Bankruptcy,provided that with respect to the filing of
an involuntary petition in bankruptcy or other commencement of a bankruptcy or
similar proceeding against Contractor, such petition or proceeding shall remain
undismissed for ninety(90) days.
32.2 Remedies of the City on Default
(a) If any Event of Default shall have occurred and be continuing, City may,in its own
name and for its own account, without impairing the ability of City to pursue any
other remedy provided for in this Contract now or hereafter existing at law or in
equity or by statute, institute such action against Contractor as may appear
necessary or desirable to collect such amounts then due under this Contract, or to
enforce performance and observance of such covenant, condition or obligation of
Contractor hereunder, or to recover damages for Contractor's non-payment, non-
performance or non-observance of the same.
(b) Upon the occurrence of any Event of Default and during the continuance thereof,
City may (i)by giving Contractor written notice upon the occurrence of any Event
of Default described herein declare this Contract to be terminated, (ii) exclude
Contractor from continuing to collect Municipal Solid Waste, Bulk Waste and
Recyclable Materials; and (iii) take whatever action at law or in equity as may
appear necessary or desirable to collect any amounts then due, to enforce
performance and observance of any covenant,condition or obligation of Contractor
hereunder, or to recover damages for Contractor's nonpayment, non-performance
or non-observance of the same.
(c) Contractor shall pay all of City's reasonable fees and expenses, including
reasonable attorneys' fees, in enforcing any covenant to be observed by Contractor
or pursuing any remedy upon an Event of Default.
SECTION 33: DISPUTE RESOLUTION
33.1 Agreement Regarding Remedies
The failure by either party to perform its obligations under this Contract would be difficult,
if not impossible, of being appropriately remedied by award of damages because of the
nature of the obligations to each other hereunder. Therefore, the parties agree that in
addition to any other remedy that they have in law or equity that they shall be entitled to
the remedies of specific performance,mandamus,and injunction in the event of any breach
of any obligation by any party under this Contract. The parties hereby waive any
requirement that they be required to provide any bond or other surety in order to obtain
any of the agreed upon remedies.
33.2 Agreement to Negotiate First to Resolve Issues
The parties agree to attempt first to resolve disputes concerning this Contract amicably by
promptly entering into negotiations in good faith. The parties agree that they will not refer
any dispute to another dispute resolution procedure including mediation or litigation until
they have first made reasonable and good faith efforts to settle their differences by joint
negotiations conducted in a timely manner.
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33.3 Agreement to Mediate
If any dispute cannot be resolved through good faith negotiation, then the parties shall
endeavor to resolve the dispute by mediation as provided herein.
33.4 Presentation of Written Claim Regarding Disputes Not Resolved by Negotiation
In the event that a dispute is not resolved as a result of such negotiations, either party may
at any time give formal written notice to the other parry of a "claim." A "claim" as used
herein means a demand or assertion by one of the parties (the "claimant") seeking, as a
matter of right, adjustment or interpretation of contract terms, the payment of money, an
extension of time for performance or other relief with respect to the terms of this Contract
or any other dispute or matter in question between the parties arising out of or related to
this Contract. Such notice shall be in writing. After such notice is given, the dispute
resolution procedure provided for below shall immediately enter into effect.
33.5 Performance During Mediation
The claimant shall continue with performance under this Contract pending mediation of
the dispute.
33.6 Appointment of Mediator
Promptly following the making of a written claim by either party, the parties will consult
with one another to agree on the appointment of a mediator acceptable to parties. The
mediator shall have experience in matters of the kind giving rise to the claim. If within five
(5) business days the parties are unable to agree on the appointment of a mediator, then
either party may request the appointment of a mediator by the Center for Public Policy
Dispute Resolution at the University of Texas at Austin School of Law. The parties shall
endeavor to secure such appointment from the Center for Public Policy Dispute Resolution
within ten(10)business days after the request for same is made.The parties agree to utilize
the mediator appointed by the Center unless they ultimately reach agreement on an
alternative selection and give notice to the Center that another selection has been made by
agreement.
33.7 Rules for Mediation
The parties agree to the following stipulations concerning the conduct of the mediation:
(a) The mediator shall be impartial and shall have no conflict of interest.
(b) The mediator shall not have any past,present or anticipated financial interest in this
Contract except for the payment for services as mediator nor shall the mediator
have been previously employed or acted as a consultant, attorney, employee,
engineer, architect, contractor or subcontractor of either party nor have any present
or anticipated future engagement of the kind described. Before the engagement of
the mediator is finalized, the mediator shall provide to the parties a disclosure
statement containing a resume of experience, and a description of past, present or
anticipated future relationships to the parties, their engineers, contractors,
subcontractors, attorneys, architects, or consultants.
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(c) The mediation shall be held at a time and location mutually agreeable to the parties
and the mediator provided, however, that the mediation shall commence no later
than fifteen(15)business days following the confirmation of appointment.
(d) At least ten (10) business days prior to the mediation, the claimant shall submit to
the other party and the mediator a statement of the claimant's position, the issues
that need to be resolved, and a summary of the arguments supporting the claimant's
position. At least two(2)business days prior to the mediation,the other party shall
submit its written response to the claimant's statement and provide a summary of
its arguments in response.
(e) If the parties agree that independent expert or technical advice would be helpful in
facilitating a negotiated resolution of the dispute, the mediator may make
arrangements to obtain such advice, and may, with the agreement of the parties,
make arrangements for an independent expert to render a non-binding advisory
opinion with respect to any technical matters in dispute after hearing the
contentions of the parties with respect thereto. The expenses of obtaining such
independent advice or advisory opinion shall be borne equally by the parties.
(f) No party shall engage in any private interview, discussion or argument with the
mediator concerning the subject matter of the mediation.
(g) The fees of the mediator and any other costs of administering the mediation shall
be borne equally by the parties unless otherwise agreed among them in writing.
(h) The mediator may promote settlement in any manner the mediator believes
appropriate at one or several mediation sessions as agreed to by the parties. The
mediation shall continue only so long as desired by the parties and with the consent
of all of them.
(i) Mediation sessions shall be private unless otherwise required by law. Persons other
than the representatives of the parties may attend mediation sessions only with the
permission of both parties and the consent of the mediator.
(j) All communications made in the course of the mediation process including any
advice or advisory opinions rendered shall be confidential in accordance with
V.T.C.A. Civil Practice and Remedies Code, Section 154.073.
33.8 Litigation
If a dispute arising pursuant to this Contract is not resolved through mediation as described
in this Section, either party may pursue their legal and/or equitable remedies in court.
33.9 Operations during Dispute
In the event that any dispute arises between City and Contractor relating to this Contract,
Contractor shall continue to render service and receive compensation in full compliance
with all terms and conditions of this Contract as interpreted, in good faith, by the City,
regardless of such dispute.
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33.10 Right of Termination
Notwithstanding the other provisions in this Section 35,City reserves the right to terminate
this Contract at any time whenever the service provided by Contractor fails to meet
reasonable standards of the trade, after City provides written notice to Contractor pursuant
to Section 33 of this Contract. Upon termination, City may call the performance bond and
apply the cash and surety bond for the cost of service in excess of that charged to City by
the firm engaged for the balance of the Contract period.
SECTION 34: DESIGNATED REPRESENTATIVE
Any notices or communication required or permitted to be made to either the City or the Contractor
under this Contract shall be made to the Designated Representative in writing:
If to the Contractor: Designated Manager
Central Texas Refuse, LLC.
P.O. Box 18685
Austin, TX 78760-8685
If to the City: City Manager
221 E, Main St.
Round Rock, Texas 78664
Notice shall be deemed to be given: (a) if personally delivered,when delivered; (b) if mailed, five
(5) business days after receipted delivery to the U.S. Mail; (c) if delivered to Federal Express, or
any other nationally recognized overnight carrier, one (1) business day after delivery to such
overnight carrier. Each party, by similar written notice given five (5)business days in advance to
the other Parties in the aforesaid manner, may change the address to which notice may be sent.
SECTION 35: MISCELLANEOUS
35.1 Succession of Agreement
This Contract and the rights and obligation contained herein shall inure to the benefit of
and be binding upon the parties hereto and their respective successors and assigns.
35.2 Survival
Any rights either party may have in the event it terminates this Contract pursuant to the
terms hereof shall survive such termination.
35.3 Joint Preparation
The preparation of this Contract has been a joint effort of the parties, 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.
35.4 No Penalties
No provision of this Contract is to be interpreted as a penalty upon any party to this
Contract. The parties hereby agree that the rights of the City in the event Contractor takes
36
or fails to take certain actions pursuant to this Contract, are reasonable, and that the parties
desire such certainty with regard to such matters.
35.5 Relationship
Nothing contained in this Contract shall constitute or be construed to be or create a
partnership,joint venture or any other relationship between Contractor and City.
35.6 Further Assurance
Contractor and City agree to execute, acknowledge and deliver and cause to be done,
executed, acknowledged and delivered all such further documents and perform such acts
as shall reasonably be requested of it in order to carry out this Contract and give effect
hereto. Accordingly,without in any manner limiting the specific rights and obligations set
forth in this Contract, the parties declare their intention to cooperate with each other in
effecting the terms of this Contract.
35.7 Time of the Essence
For purposes herein,the parties agree that time shall be of the essence of this Contract and
the representations and warranties made are all material and of the essence of this Contract.
35.8 Captions and Section Headings
Captions and Sections headings contained in this Contract are for convenience and
reference only and in no way define, describe, extend, or limit the scope or intent of this
Contract,nor the intent of any provision hereof.
35.9 No Waiver
No waiver of any provision in this Contract shall be effective unless it is in writing, signed
by the party against whom it is asserted, and any such written waiver shall only be
applicable to the specific instance to which it relates and shall not be deemed to be a
continuing or future waiver.
35.10 Entire Agreement and Modification
This Contract constitutes the entire understanding and agreement between the parties and
may not be changed, altered or modified except by an instrument in writing signed by all
parties against whom enforcement of such change would be sought.
35.11 Severability
In the event that any provision of this Contract 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 to such amendments, modifications, or supplements of or to this Contract
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 Contract shall, as so amended, modified, or
supplemented, or otherwise affected by such action remain in full force and effect.
37
35.12 Knowledge
Contractor agrees that it has investigated and examined all streets, alleys, overhead trees,
wires and such other conditions and requirements of the City that may affect its full and
complete performance of this Contract and enters into this Contract giving completed such
investigations and examinations to its full satisfaction and solely relying on such
investigations and examinations.
35.13 Appendices
All Appendices attached hereto contain additional temps of this Contract and are
incorporated into this Contract by reference. Typewritten provisions inserted in this form
or attached hereto shall control all printed provisions in conflict therewith.
35.14 Governing Law
This Contract shall be construed and interpreted according to the laws of the State of Texas
and venue with respect to any litigation shall be Williamson County,Texas.
35.15 Attorney Fees
The prevailing party in any litigation related to this Contract shall be entitled to recover
from the non-prevailing party the reasonable attorneys' fees and costs incurred by such
prevailing party in connection with such litigation.
35.16 Authorization
Each party hereby warrants and represents that it has full power and authority to enter into
and perform this Contract,and that the person signing on behalf of each has been properly
authorized and empowered to enter this Contract. Each party further acknowledges and
agrees that it has read this Contract,understands it, and agrees to be bound by it.
IN WITNESS WHEREOF, the parties have made and executed this Contract on the
respective dates under each signature:
CONTRACTOR:
Central Texas Refuse, LLC.
By: 5 76�:�
Manager
Date: 11112--2—
CITY:
City of R d R k,Texas
By:
rai rgan ayor
Date:
38
Exhibit 'T'
MONTHLY GARBAGE RATES
CONTAINER
SIZE 1X WEEK 2X WEEK 3X WEEK 4X WEEK 5X WEEK 6X WEEK
2 $56.82 $113.64 $170.44 $227.26 $284.08 $340.90
3 $68.07 $136.14 $204.21 $272.28 $340.34 $408.41
4 $79.32 $158.65 $237.97 $317.29 $396.62 $475.94
6 $101.83 $203.66 $305.48 $407.32 $509.15 $610.98
8 $124.33 $248.68 $373.01 $497.34 $621.69 $746.02
10 $142.97 $285.97 $428.95 $571.95 $714.93 $857.93
MONTHLY RECYCLING RATES
CONTAINER
SIZE 1X WEEK 2X WEEK 3X WEEK 4X WEEK 5X WEEK 6X WEEK
2 $56.81 $113.63 $170.43 $227.25 $284.07 $340.89
4 $79.31 $158.64 $237.96 $317.28 $396.61 $475.93
6 $101.83 $203.65 $305.47 $407.31 $509.14 $610.97
8 $124.32 $248.67 $373.00 $497.33 $621.68 $746.01
EXTRA PICKUP RATE ROLLOFF CONTAINER HAUL RATE DELIVERY DAILY
2 yard $80.81 INCLUDES 10TN MAX WEIGHT FEE INACTIVITY FEE
3 yard $85.86 20cy Open Top $389.90 $75.76 $10.10 PER DAY OVER 15 DAYS
4 yard $90.91 30cy Ope $479.80 $75.76 $10.10 PER DAY OVER 15 DAYS
6 yard $101.01 40cy Ope $515.15 $75.76 $10.10 PER DAY OVER 15 DAYS
8 yard $116.16 40cy Rece $593.94 N/A N/A
10 yard $141.41 42cy Rece $606.06 N/A N/A
MONTHLY LOCK BAR COMMERCIAL
PRICE PER CONTAINER CURBSIDE CART RATES
w/o w/casters 1 96gl garbage cart $16.54
casters 4yd max 1 96gl recycle cart
1X week $10.10 $20.20 each additional cart $16.54
2X week+ $20.20 $30.30
bulk $25.25 trip charge plus
pickups $5.05 each item
*These rates do not include any Franchise Fees that may be passed through to Customers or any
surcharges imposed directly upon any Customer by the state, city or other governmental unit and
collected by the Contractor on behalf of such governmental unit.