Contract - Letter Agreement for Franchise Assignment - 11/16/2023 October 30, 2023
City Manager
221 East Main Street
Round Rock,Texas 78664
City Attorney
309 East Main Street
Round Rock,Texas 78664
Re: That certain Franchise Agreement for Collection and Disposal of Solid Waste
for Temporary Services approved on April 28, 2022 by the City of Round Rock, Texas (the
"City", and such agreement, the"Agreement").
We are pleased to advise that Integrated Waste Solutions Group,LLC, a Delaware limited
liability company ("IWSG"), recently agreed to sell its one hundred percent (100%)membership
interest in Central Texas Refuse, LLC, a Delaware limited liability company ("CTR") to Allied
Waste Systems, Inc., a Delaware corporation, an indirect wholly owned subsidiary of Republic
Services, Inc. ("Republic Services, and such sale, the "Sale"). Republic Services is a reputable
waste management company that is one of the largest providers of environmental services in the
United States, as measured by revenue, and has experience working with private and government
entities.
The provisions of the Agreement require CTR to provide written notification to the City
and to obtain its express written consent in connection with the Sale. Accordingly, we kindly
request that the City acknowledge and consent to the Sale. Specifically,by signing this letter, the
City: (i) acknowledges and consents to the Sale; (ii) waives any right to terminate the Agreement
as a result of the Sale; (iii) acknowledges and agrees that the Sale shall not constitute, or be
construed as,a breach or violation of,or default under,any provision of the Agreement;(iv)waives
any rights under the Agreement that may arise in the City's favor from or in connection with the
consummation of the Sale and (v) acknowledges and ratifies the terms of the Agreement. If the
Sale is not consummated for any reason, this letter will cease to have effect and the Agreement
will remain in place in accordance with its terms.
Additionally, the Agreement appears to have erroneously named the grantee party as
"Central Texas Refuse, Inc." when the correct legal name of the grantee party is "Central Texas
Refuse,LLC." The City agrees by execution of this letter that the correct grantee to the Agreement
is Central Texas Refuse, LLC and agrees to formally amend the Agreement to correct this error.
We would appreciate your prompt attention to this matter. If you have any questions,
please contact me. Otherwise, kindly sign and return this letter to sdelcorso(&,iwsgusa.com via
email by .pdf. This letter may be executed in one or more counterparts, each of which shall be
deemed an original and all of which,taken together, shall constitute one and the same instrument.
Exchange of executed copies of this letter in pdf or other electronic form shall constitute and be
deemed to be originals and shall constitute valid execution of this letter.
R 2023- 393
Integrated Waste Solutions Group, C
By:
Name:
Its:
Central Tex efuse, LLC
By:
Na e:
s:
AGREED AND ACKNOWLEDGED:
City of Round Rock,Teza
MBy:
Name: leymo
Its:
Allied Wast S��stems Inc.
By:
Name: Adrienne Wilhoit
Its: Vice President
[Signatnre Page to Consent - C'it,v gl'Rouncd Rock)
S Ll p l of 2
Integrated Waste Solutions Group,LLC
By: Lv (--
Name: ,S��y�ti z-4 P_/ Co rs o
Its: CF-0
Central Texas Refuse,LLC
By: AD
Name: SfcueA.) >'. De! Corsa
Its: CEO
AGREED AND ACKNOWLEDGED:
City of Round Rock,Texas
By:
Name:
Its:
Allied Waste stems,Inc.
By:
TName:
Its:
[Signature Page to Consent—City of Round Rock]
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