Loading...
Item 4CCITY OF SOUTHLAKE MEMORANDUM (May 7, 2013) To: Shana K. Yelverton, City Manager From: Alison D. Ortowski, Assistant City Manager Subject: Item 4C: Approve contract renewal with Republic Waste Services of Texas, Ltd. for the provision of commercial and residential solid waste and recycling services. Action Requested: City Council approval of Item 4C: Approve contract renewal with Republic Waste Services of Texas, Ltd. for the provision of commercial and residential solid waste and recycling services. Background Information: On March 22, 2007, the City of Southlake entered into a contract with Republic Waste Services of Texas, Ltd. ("Republic") for residential and commercial refuse collection. This contract was effective May 1, 2007 and included a term of 18 months. That contract was renewed for a five- year term in June of 2008, with an expiration date of September 30, 2013. The contract states that "near the end of the five year period, the City Council will undertake a review of the performance of the Contractor based on the performance and quality measures outlined in Section Eleven of the contract." Recall that staff presented such performance data as well as several renewal service level options to the City Council during Work Session at the January 15, 2013 City Council meeting. To follow is a summary of that information. Contractor Performance: The performance data is summarized in the table on the following page. Measures include responsiveness to customer complaints, collection of waste following a missed pickup, spillage and timeliness of collection. The table shows that Republic has not only met but well exceeded these performance expectations. Page 1 Performance Performance Contract Measure (April 009- Category Provision September 2012) Failure to contact No more than Customer customers by end sixtimesper Two instances Complaints of next business total day Customer Resolution of Complaints complaint within 90% 99.8% 36 hours Failure to collect No more than within 12 10 times in a Seven instances Waste Collection business hours twelve month total after receiving period notification Failure to pick up No more than Spillage scattered refuse three times in zero or spillage a twelve month period Collection within No more than Timeliness of 1000 ft of three Collection residences before occasions One 7AM or after 7PM during initial term The service contract with Republic also includes a performance measure related to resident service satisfaction, stating that an 85% satisfaction level must be reached on the citizen survey. This chart provides a view of Republic's service performance since 2007 and shows ratings of Republic's performance during that time are comparable and exceed the 85% contract requirement. Performance Measure — Citizen Satisfaction Survey How would you rate the services provided by the City's trash and recycling contractor in the past 12 months? ntf3:I °o Responding Excellent. Very Good or Good 100% W. 70% 60% 30% 20% 10a 0?'0 Lo 2011 Page 2 Additionally, in 2011, residents were also asked to rate their experience with the bulk solid waste and curbside leaf recycling services. This chart shows that just over nine out of ten respondents indicated those services were excellent, very good, or good. Performance Measure — Citizen Satisfaction Survey How would you rate the services provided by the City's trash and recycling contractor in the past 12 months? % Responding Excellent, Very Good or Good 100% W. 7W 6W. I W. 1� Qo 16 Bulk sold waste collection Curbside leaf recycing collection The proposed contract includes these performance measures as well as additional reporting requirements. Renewal Considerations - Residential: Several points of consideration were included in renewal discussions between the City and Republic. First, since its inaugural collection in 2008, the Curbside Leaf Recycling Program has diverted almost 800 tons of leaves from the landfill. As a way to quickly introduce the program and to be able to gauge its success, the City chose to fund these initial years of the program through the City's recycling fund. In order to continue this successful program, we need to now consider alternate funding sources one of which is through the contract with Republic. Additionally, the City received quite a few comments in the most recent Citizen Survey and staff continues to get calls and emails from residents interested in larger, rolling recycling carts. Staff has also received requests for a fully -automated program that would include both recycling and garbage collection. During initial discussions with Republic, staff asked them to provide the City with proposals that would address these considerations. These proposals were presented as service level options to the City Council during the January 15, 2013 Work Session. These options ranged from maintaining the current service structure to converting to fully -automated Page 3 Financial Considerations: Citizen Input/ Board Review: Legal Review: collection for both residential solid waste and recycling. Council directed staff to proceed with Option 2 (shown in following table) which maintained the current structure for residential solid waste collection but proposed converting to an automated, cart -based recycling collection for residential customers. Republic is also offering a service enhancement by adding the curbside leaf recycling collection as well as a household hazardous waste collection event. Current Provisions Renewal Provisions 2x per week garbage collection X X 1x per week curbside recycling X Bagged grass collection X X Curbside Leaf Recycling X Household Hazardous Waste Collection Event X Weekly bulk collection X (3 annual) X Bundled brush (2 cubic yards/home/collection) X (unlimited) X 1 x per week automated recycling collection* X Annual CPI Adjustments X X Monthly rate (prior to tax): $11.87 $13.15 Increase to current: 1 $1.28 Renewal Considerations — Commercial: Commercial services will be relatively unchanged with one exception. With the addition of automated residential recycling, Republic will be able to offer curbside recycling to those businesses that do not have the option to utilize recycling via the currently -offered dumpster recycling services. This has the potential to greatly -expand the reach and participation of our commercial customers. An adjustment in rates will change the franchise fees received by the City. The City collects ten percent (10%) of the total monthly dollar amount collected for residential and commercial / industrial billing. The proposed contract has been reviewed and approved by the City Attorney. Alternatives: 1. Adopt proposed contract as presented 2. Adopt modified contract and pursue negotiations with Republic 3. City denies approval of proposed contract, gives 180 day notice and seeks alternative solid waste service provider Supporting Page 4 Documents: 1. Proposed contract for Residential and Commercial Solid Waste Collection Staff Recommendation: Staff recommends approval of Item 4C: Contract renewal with Republic Waste Services of Texas, Ltd. for the provision of commercial and residential solid waste and recycling services. Page 5 Page 6 CONTRACT FOR RESIDENTIAL AND COMMERCIAL WASTE AND RECYCLING COLLECTION THE STATE OF TEXAS KNOW ALL MEN BY THESE PRESENTS: COUNTY OF TARRANT The CITY OF SOUTHLAKE, a municipal corporation located in Tarrant County, Texas, hereafter called "City", acting by and through its duly authorized City Manager, and Republic Waste Services of Texas, Ltd. a Texas limited partnership, acting by and through its duly authorized officer, hereinafter called "Contractor", do hereby covenant and agree as follows: City hereby grants to Contractor a non-exclusive contract and franchise to engage in the business of (a) collecting and disposing of Acceptable Waste including, but not limited to: Residential Waste, Commercial Waste, Industrial Waste, Construction Debris and City Waste located within the corporate limits of the City which is generated by residential, commercial, industrial, multi -family and City properties, and (b) collecting and processing Recyclables and Construction Debris within the corporate limits of the City, which is generated from commercial properties. City also hereby grants to Contractor a license to use the public streets, alleys, easements and thoroughfares within the limits of the City for the purpose of collection, disposal and processing of Acceptable Waste including, but not limited to; Residential Waste, Commercial Waste, Industrial Waste, Construction Debris and City Waste for a period of five years beginning October 1, 2013 and terminating September 30, 2018 with an option to renew for an additional five year period upon mutual agreement of the parties hereto and subject to the limitations, terms, and conditions hereinafter specified and contained in this Contract. In addition to this Contract, the contract documents shall include the following documents and this contract does hereby expressly incorporate the following Exhibits herein as fully as if set forth verbatim in this contract: (a) the Rate Sheet, (b) the Miscellaneous Rate Sheet (c) the Performance Bond, (d) the Survey Question (e) The Fuel Surcharge Page 7 (f) Household Hazardous Waste Event (g) City Facilities Contractor shall comply with all provisions of the contract documents and no amendment to this Contract shall be made except upon the written consent of the parties, which consent shall not be unreasonably withheld. No amendment shall be construed to release either party from any obligation of the contract documents except as specifically provided in such amendment. This Contract is entered into subject to the following conditions: (a) The Contractor shall procure and keep in full force and effect throughout the term of this contract all of the insurance policies specified in, and required by, the contract documents. (b) The Contractor shall not be liable for the failure to perform, in whole or in part, the Contractor's duties if such failure is caused by catastrophe, riot, war, governmental order or regulation, fire, accident, or other act of God. (c) In the event that any provision or portion of any contract document shall be found to be invalid or unenforceable, then such provision or portion thereof shall be reformed in accordance with the applicable laws. III. Definitions Wherever used herein, the hereinafter listed terms shall have the following meanings: (a) Acceptable Brush: Tree trimmings that are bundled in lengths no more than four feet (4') and no more than fifty (50) pounds in weight. (b) Acceptable Waste — Any non -hazardous Garbage, Trash, Debris, Brush, Bulky Waste, Dead Animals, Stable Matter, Yard Waste, Recyclable Materials and other waste which CONTRACTOR is legally permitted to accept for collection and delivery for disposal or processing pursuant to the terms of this agreement including, but not limited to Commercial Waste, Industrial Waste, Residential Waste and City Waste, but excluding Unacceptable Waste. (c) Agreement or Contract: The contractual agreement made and entered into by the City and a Contractor for the collection, transportation, and/or disposal of Solid Waste, and/or the collection, transportation, and/or processing of recyclable materials. (d) Appliances: Dishwashers, microwave ovens, stoves, washing machines, dryers, refrigerators, freezers, water heaters and air condition units (up to a 5 ton capacity unit). Appliances containing Freon shall bear a certification tag stating that the refrigerant was properly removed and disposed of by a certified technician. Page 8 (e) Backdoor Service: All handicapped or disabled customers who have provided verification to the Contractor from a physician as to their inability to carry containers to the curbside may place containers at their front doorstep to be visible from the street or at another location equally convenience to customer as may be determined by the Contractor. Contractor cannot enter or be responsible for entering garages or behind enclosed fences. (f) Brush: Cuttings or trimmings from trees, shrubs or similar materials which are not susceptible to placement in disposable containers. (g) Bulky Waste: Acceptable Brush, discarded furniture, Appliances, wooden fence panels, (panels need to be cut in half and shall not exceed four (4) feet in length), small amounts of discarded construction materials not to exceed the equivalent of two 35 gallon sized plastic bags or corrugated boxes, and other Acceptable Waste materials as may be agreed upon by CITY and CONTRACTOR, but excluding Unacceptable Waste. The term Bulky Waste does not include unbundled brush, stable matter, Debris, floor tiles, roofing materials or other materials too heavy to be placed in Bags. (h) Bundle: Tree, shrub, and brush trimmings securely tied together forming an easily handled package that does not exceed the dimension or weight of acceptable brush. (i) City: The City of Southlake. 0) City Waste: All Acceptable Waste and Recyclable Materials generated at CITY owned facility. The term City Waste does not include Special Waste, waste resulting from public works operations including debris and waste water sludge. (k) Commercial Recycling Container: Metal containers supplied by CONTRACTOR affording capacity for Recyclable Materials to service a customer so as to prevent spillage, unsightly and unsanitary conditions. (1) Commercial Waste: All bulky waste, construction debris, garbage, rubbish, and stable matter generated by a customer at a commercial premise. (m) Commercial Premise: All premises, locations or entities, public or private, requiring waste collection within the corporate limits of the City, not a residential premise. (n) Commercial Hand Collection: A commercial premises that generates no more than one (1) cubic yard of waste materials per week. (o) Construction Debris: Waste building materials resulting from construction, remodeling, repair, or demolition operations. (p) Container, Commercial: Metal containers supplied by Contractor affording capacity to service a customer so as to prevent spillage, unsightly and unsanitary conditions. Page 9 (q) Container, Residential: A receptacle with a capacity of at least eighteen (18) gallons, but no greater than thirty-nine (39) gallons, constructed of plastic, metal, or fiberglass; and having handles of adequate strength for lifting. Containers larger than thirty- nine (39) gallons may be used if contents are bagged for easy handling. The mouth of a container shall have a diameter greater than, or equal to, that of the base. Container may also be a plastic garbage bag or sack. (r) Contract Documents: The Rate Sheet (Including Alternatives, if any), the Miscellaneous Rate Sheet, the Performance Bond, and this Contract. (s) Contractor: Republic Waste Services of Texas, Ltd. (t) Customer: A residential user, commercial hand collection user, and/or commercial user who generates waste materials. (u) Dead Animals: Animals or portions thereof equal to or less than ten (10) pounds in weight. (v) Debris: Dirt, rock, concrete, bricks or other waste building materials. (u) Disposal Site: See Landfill (Sanitary). (w) Garbage: 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, and the handling and sale of produce and other food products. (x) Hazardous Waste: Solid wastes regulated as hazardous under the Resource Conservation and Recovery Act, 42, U.S.C.A., Section 1002, et seq., or regulated as toxic under the Toxic Substance Control Act, 15 U.S.C.A., Section 2601, et seq., and regulations promulgated hereunder or other applicable Federal or State Law concerning the regulation of hazardous or toxic wastes. (y) Industrial Waste: Any Acceptable Waste resulting from or incidental to any process of industry or manufacturing, mining or agricultural operations. The term "Industrial Waste" shall include Class I Industrial Solid Waste, Class II Industrial Solid Waste and Class III Industrial Solid Waste (as defined under Title 30, Part I, Chapter 330, Subchapter A, Rule 330.2 of the Texas Administrative Code), but shall exclude Unacceptable Waste. (z) Landfill: A MSW-Type I facility defined by 30 TAC § 330.5. (aa) Premises: All public and private establishments, including individual residences, all multi -family dwellings, residential care facilities, hospitals, schools, businesses, other buildings, and all vacant lots. Page 10 (bb) Producer: An occupant of a residential premise or commercial premise who generates waste or recycling materials. (cc) Recyclable Materials: Commodities collected by the Contractor pursuant to the Contract documents, which can be sold for processing and use or reuse including, but not limited to, newsprint, magazines, catalogs, copy paper, office paper, plastic containers (#1 through #7 PET and HDPE), glass containers, aluminum cans, metal (tin) cans, and household paper products to include junk mail, envelopes, cereal boxes, cardboard, chipboard, and telephone books. (dd) Recycling Cart: -A ninety-five (95), or sixty-five (65) gallon plastic wheeled container, to be used for the storage and placement of Recyclable Materials at a Residential or Commercial Premise. (ee) Residential Premise: A dwelling within the corporate limits of the City occupied by a person or group of persons comprising not more than four (4) families. A residential premise shall be deemed occupied when either water or domestic light and power services are being supplied thereto. A condominium dwelling, whether of single or multi -level construction, consisting of four (4) units shall be treated as a residential premise and shall be billed separately as a residential premise. (ff) Residential Waste: All Acceptable Waste that is placed in a Residential Container, or Bulky Waste generated or produced on the premises and discarded by a Producer at a Residential Premise. (gg) Rubbish: 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, yard trimmings, leaves, and similar materials; noncombustible rubbish includes glass, crockery, tin cans, aluminum cans, metal furniture, and like materials which will not burn at ordinary incinerator temperatures (1600 degrees Fahrenheit to 1800 degrees Fahrenheit.) (hh) Special Waste: Any waste defined as Special Waste by 30 TAC § 330.3(148). (ii) Solid Waste: All non -hazardous and non -special (see Special Waste definition) solid waste material, including unwanted or discarded waste material in a solid or semi -solid waste, including, but not limited to: garbage, trash, ashes, rubbish, yard waste (including brush, tree trimmings, Christmas trees), discarded appliances, and home furniture and furnishings, provided that such material must be of the type and consistency to be lawfully accepted at the Landfill under the applicable Federal, State, and Local Laws; Regulations; and Permits governing each. (jj) Stable Matter: All manure and other waste matter normally accumulated in or about a stable; or any animal, livestock, or poultry enclosure; and resulting from the keeping of animals, poultry, or livestock. Page 11 (kk) Trash: All Solid Waste (as defined in the Municipal Solid Waste Management Regulations of the Texas Department of Health) other than Garbage, Debris and Brush. (II) Unacceptable Waste: Any and all waste that CONTRACTOR is not authorized to accept for collection and delivery for disposal pursuant to its permits and licenses, including, without limitation, highly flammable substances, Hazardous Waste, certain pathological an biological wastes, explosives, radioactive materials and any other materials deemed by federal, state or local law, or in the reasonable direction of CONTRACROR, to dangerous or threatening to health or the environment or CONTRACTOR'S operations. IV. Contract Services Contractor hereby covenants and agrees to diligently and faithfully perform the public service and work of collecting and disposing or processing of all Acceptable Waste and Recyclable Materials of residential and commercial units to which it provides service, as provided herein, within the City. The services to be performed by Contractor are described more particularly in the contract documents. These services shall include the furnishing of all labor, tools, vehicles, equipment, materials, landfills, insurance, performance bonds, supervision and all other items necessary to the performance of such work and shall be carried out in the manner, at the times, and in the locations and at the prices specified in the contract documents, and shall be subject to inspection and approval of the City Manager or the City Manager's designee. V. Fees and Rates (a) Rates: The rates to be charged by Contractor for Acceptable Waste and Recyclable Materials collection through September 30, 2018 will be those set forth in Exhibit "A", the Rate Sheet and Exhibit "B", the Miscellaneous Rate Sheet, collectively, the "Rates" as modified from time to time as set forth herein and incorporated herein for all purposes. These rates will be binding and considered part of this contract. (b) Modification of Rates: Contractor shall be allowed to adjust the Rates beginning on October 1, 2014, and annually thereafter by the "CPI" (as defined below); The CPI will be the Consumer Price Index for All Urban Consumers (CPI-U, Series ID CUURA316SA0, CUUSA316SA0) for the Dallas -Fort Worth, Texas Area. Contractor shall submit to City by August 1 st each year the adjusted Rates based on the percentage increase in the CPI. The Rates established hereunder shall be adjusted upward by the percentage change CPI. If the Index Value has remained constant or decreased from the prior year, the rate will remain unchanged from the prior year. The period used for calculating the increase percentage shall be the May Index from the prior year through the May Index of the current year. Example: Base Month — May 2013 — Index value = 220.227 Current period — May 2014 — Index value = 230.335 Page 12 Change in Index value = 10.11 (230.335-220.227) Percentage change in Index value = 4.60% (10.11 / 200.227) Under this example, the Base Contract Rates would increase by 4.60% effective on October 1. Contractor may also adjust the commercial and roll off rates based on the Fuel Surcharge as detailed in Exhibit E, "The Fuel Surcharge." In addition, an additional extraordinary increase ("Extraordinary Increase") may be requested by Contractor. An Extraordinary Increase must be for fees or expenses not already accounted for in the CPI or the Fuel Surcharge, or substantially underrepresented in either, and may only be requested when a future extraordinary fee, expense, law, or, regulation makes the provision of the services by Contractor called for by this Contract not economically feasible for Contractor. In support of any Extraordinary Increase, Contractor shall furnish evidence as to the need for the Extraordinary Increase to the City Manager, or designee. For any Extraordinary Increase in the Rates, if the City Manager agrees with the increase proposed by Contractor, then the City Manager will recommend acceptance of the Extraordinary Increase to the City Council for its approval, disapproval, or modification. If the City Manager does not agree with the Extraordinary Increase, Contractor and the City Manager, or designee, will attempt in good faith, including non -binding mediation, to agree to an amount of the Extraordinary Increase that the City Manager will recommend to the City Council. If an agreement is reached, City Manager will recommend the agreed upon Extraordinary Increase to the City Council for its approval, disapproval, or modification. If no agreement can be reached, the City Manager will submit Contractor's proposed Extraordinary Increase to the City Council for its approval, disapproval, or modification. The parties agree to negotiate in good faith regarding any Extraordinary Increase." Notwithstanding the language pertaining to the modification of Rates contained in this Section, Contractor shall be entitled to increase the Rates to the Commercial and Roll Off Customers by the CPI and the Fuel Surcharge on October 1, 2013, the Effective Date of this Agreement between the City and the Contractor. (c) Franchise Fee: For and in consideration of the City granting Contractor a franchise within the city limits for commercial and residential Acceptable Waste and Recyclable Materials collection, Contractor hereby agrees to pay the City a ten percent (10%) franchise fee on all commercial and residential collections, calculated pursuant to the following two paragraphs. (d) Residential Billing: The City is hereby designated as the billing and collection agent for the residential collection services provided herein. The City will retain ten percent (10%) of the amount collected each month as payment of the portion of the franchise fee due and owing on residential billings. The City agrees to provide Contractor with a computer printout establishing the amount of the residential billings by the City each month, said printout to be provided and any amounts due to Contractor to be paid to Contractor no later than the twentieth (20) day of month following the month billed. Page 13 (e) Commercial Billing: Contractor shall be responsible for billing and collection of funds for commercial collection services. Contractor agrees to provide the City with a computer printout and computer data file in a format acceptable to City for each customer served, the name of each customer, the type of container serviced, the frequency of collection, the location of each commercial container, and the total dollar amount per account serviced by Contractor each month and the total dollar amount collected each month, said information and the ten percent (10%) of the total dollar amount collected for the month franchise fee to be provided to the City no later than the twentieth (20) day of the month following the month collected. Contractor shall be allowed to assess administrative fees for delinquent payments and reinstatement of service for commercial customers whose service was interrupted for non-payment. Such fees shall be as stated on Exhibit A, the Rate Sheet. (f) Audit: Either Contractor or the City may request an audit of all account records by the City's independent audit firm then engaged by the City at the time of the request. Such audit shall be at the expense of the party requesting same unless the audit results in a credit or payment due of one thousand dollars or more to a party requesting the audit in which case the cost of the audit will be paid by the non -requesting party. Further, documentation of billings will be provided to the City or Contractor upon request by the other party. VI. Contractor's General Duties and Obligations It shall be the duty and obligation of Contractor to perform the following services: (a) The Contractor, at its sole cost and expense, agrees to furnish all trucks, equipment, machines, landfill and labor which are reasonably necessary to adequately, efficiently, and properly collect and transport garbage from accounts serviced by Contractor in accordance with this Contract. In no event will the average age of the trucks assigned to this contract be older than an average age of eight (8) years. Collection of garbage shall be made using sealed packer -type trucks, and such equipment shall not be allowed to leak or scatter any waste within the limits of the City nor while in route to the disposal site. (b) Due to the street size variations in the City, the Contractor shall provide equipment that will accommodate such public streets and alleys. Special collections shall be made using appropriate equipment. Damage caused by Contractor's collection equipment such as spillage and broken curbs or sidewalks shall promptly be repaired or replaced at the Contractor's expense. Contractor shall not weave from curb to curb, drive in the middle of the road, or apply severe braking during routes through residential streets to prevent damage to infrastructure and for safety reasons. Contractor will train drivers to protect Southlake streets and not make sudden braking stops that will damage street surfaces. (c) All motor vehicles used in performance of the obligations herein created shall be clearly marked with the Contractor's name, telephone number, and unit number legible from one hundred fifty feet (150'). All vehicles and equipment shall be of a uniform color, and the exterior of the vehicle and equipment shall be in good condition. No advertising, except Page 14 the company logo, shall be permitted on vehicles. All collection equipment shall be maintained in a safe, and efficient working condition throughout the term of the Contract. Such vehicles shall be maintained through a regular preventative maintenance program and washed and painted as often as necessary to preserve and present a well -kept appearance. Vehicles are to be washed on the inside a minimum of once a month and disinfected if requested by the City. (d) Garbage collection vehicles and recycling collection vehicles shall be clearly distinguishable from one another. In the event that one vehicle is used to serve the other purpose, a clearly visible sign should be affixed to the vehicle to inform residents that the waste or recycling materials are going to the proper place. The Contractor shall furnish the City a list of all equipment to be used fulfilling the Contract and shall update that list as equipment changes and as may be requested by the City. (e) The City may inspect Contractor's vehicles at any time to insure compliance of equipment with Contract or require an equipment replacement schedule to be submitted to City. (f) Contractor will dispose of in a legal manner, all Acceptable Waste, and other waste materials collected. (g) Contractor agrees to establish daily routes and special schedules for the collection of Acceptable Waste other waste materials as necessary to fulfill the requirements of this contract. Further, Contractor will utilize written or electronic route books for use in the collection of Acceptable Waste from all customers. A copy of each route book currently in use by Contractor will be provided to the City and updated when changed so that City shall at all times have full knowledge of the designated route to be followed by Contractor. The City shall approve all routes. The City shall have the right to require alteration of service to any premises where unsightly or unsanitary conditions have resulted from inadequate commercial containers or an insufficient number of collections. (h) Contractor agrees, at its own expense, to maintain a toll -free telephone number and to provide that telephones be answered from 8.00 A.M. to 5.00 P.M., Monday through Friday; and 8.00 A.M. to 12.00 P.M. on Saturday, excluding Holidays defined herein in Section VI(m), for the purpose of handling complaints and other calls regarding Acceptable Waste and/or recyclable collection service. During these hours, a mechanical answering machine may not be used. Contractor may, however, use a mechanical answering machine to take messages at all other times. (1) The Contractor shall keep competent personnel in the office during the time the office is required to be open to the public, and the office personnel shall have authority to represent the Contractor in its relations with the public. (2) The Contractor shall also provide the City a telephone number by which the Contractor can be contacted for after-hours' emergencies. Page 15 (3) The Contractor shall keep and maintain in the office a daily log in both electronic and paper form in a format acceptable to City of all the service calls and complaints, and shall show the nature of the call complaints or communication and nature and time of the disposition thereof by the Contractor. The City shall have the right to inspect the daily log at any reasonable time. (i) Throughout the term of this Contract, Contractor shall establish and maintain an authorized Managing Agent and shall designate, in writing, to the City Manager the name, telephone number, and address of such agent upon whom all notices shall be served by the City and to whom complaints received from citizens of the City may be directed. 0) Contractor shall assign one supervisory level employee to oversee Contractor's operations in the City and who will remain in the City the majority of the time residential service is being provided in the City. Contractor agrees that if the supervisory level employee normally assigned to the City will be offsite longer than one day, Contractor will assign a substitute supervisory employee who will have the same responsibilities as the regularly assigned supervisory employee. At all times while offsite the supervisor assigned to the City will be available to respond within two hours to issues that may arise. The City Manager will be given the name and contact information of the supervisor so assigned and will have the right to contact the supervisor directly should the need arise. (k) Contractor shall employ sufficient numbers of employees to meet its obligations under this Contract and employ only superintendents, supervisors, and workers who are careful, competent and fully qualified to perform the duties or tasks assigned to them and shall secure the summary dismissal of any person or persons employed by Contractor in or about or on the work who shall misconduct themselves or be incompetent, disrespectful, intemperate, dishonest, or otherwise objectionable or neglectful in the proper performance of their duties or who shall neglect or refuse to comply with or carry out the directions of Contractor. All workers shall have sufficient skill, ability, and experience to properly perform the work assigned to them and operate any equipment necessary to properly carry out the performance of their assigned duties. Contractor shall perform driving record checks of all drivers working within the City with said checks to be updated every twelve (12) months or as frequently as required by Department of Transportation Regulations. Contractor shall remove any driver with an unsafe driving record from working within the City. (1) Contractor shall provide evidence indicating that it has the right to use a landfill site for the purpose of this Contract for the entire period of this Contract and any agreed extensions thereto. Contractor agrees to indemnify and hold City harmless from any liabilities, including but not limited to, special clean-ups, fines or other regulations imposed on any landfill site used by the Contractor to dispose of Acceptable Waste collected in the City. As between the City and the Contractor, once waste is picked up by the Contractor, all Acceptable Waste shall be the sole responsibility of the Contractor. Hazardous waste and other items prohibited by state, federal, or local regulation from placement in landfills shall not be knowingly or intentionally placed in a landfill by Contractor. If such hazardous or prohibited waste is inadvertently placed in a landfill by Contractor, the Contractor shall not be precluded from seeking remedies, including but not limited to damages, due the Contractor Page 16 from the industrial or commercial customers that generated the hazardous or prohibited waste and placed it with the Contractor for collection and disposal. Contractor and the City recognize that the Contractor's agreement to indemnify the City from any and all liability for items placed in a landfill flows from the joint knowledge of the parties that the City will not know what is being placed with the Contractor and delivered to the landfill. (m) Contractor may cancel collection services on only the following holidays: Labor Day, Fourth of July, Thanksgiving, Christmas Day and New Year's Day. Contractor may decide to observe any or all of the above mentioned holidays by suspension of collection services for the holiday, but such decision in no manner relieves the Contractor of its obligation to provide residential collection services twice per week and recycling collection services once per week. Contractor will be responsible for notifying all customers at Contractor's expense of any deviation from a regular scheduled pickup day due to any holiday observed by Contractor. The City and Contractor will work together to determine the most appropriate method of said notification. (n) Contractor agrees to provide a citizens drop-off convenience center at the Arlington Landfill. Each resident will have dumping privileges at this site where residents will be permitted to dispose of household trash or debris at the costs set forth in the Miscellaneous Rate Sheet. (o) The parties agree that notwithstanding anything to the contrary in the Contract, Contractor shall have no obligation to collect Unacceptable Waste. Title to and liability for such Unacceptable waste shall at no time pass to Contractor. VII. Contractor's Collection Duties and Responsibilities (a) Residential Collection. (1) The Contractor shall provide curbside or backdoor collection service for Residential Waste (including Acceptable Brush) on a four day schedule with all residential customers receiving service twice per week on either a Monday/Thursday or Tuesday/Friday schedule. Contractor shall collect all Residential Waste, (with the exception of Brush and Bulky Waste, which is provided for below), placed in authorized containers (plastic bags or residential containers) placed at curbside by 7.00 A.M. on the designated collection day. Contractor shall pick up all garbage on the designated collection day no later than 7.00 PM. (2) Contractor shall provide curbside collection of Bulky Waste during the regular residential collection frequency at a rate of up to two (2) cubic yards per resident per collection provided that same are prepared according to specifications provided herein. (i) In addition, Contractor shall collect up to twelve (12) cubic yards annually of brush, rubbish and trees, which are not contained in garbage Page 17 containers or are not placed for collection in a bundle or a boxed bundle for each residential customer on an on -call basis for no additional cost. Residents requesting such service shall have the option of utilizing their annual twelve cubic yard allotment in one service collection, or may opt to utilize the allotment for up to three separate collections of four (4) cubic yards per collection. (ii) Thereafter, at customer's request, rubbish, brush, and trees that are not contained in garbage containers or are not prepared and placed for collection in a bundle or a boxed bundle shall be collected and disposed of by Contractor on the same on -call basis for a special fee set forth in the Miscellaneous Rate Sheet. Contractor shall bill customer directly for this fee and is responsible for collection of same. (3) Contractor shall make collections with a minimum of noise and disturbance to the householder. This work shall be done in a sanitary manner. Any Solid Waste spilled by Contractor shall be picked up immediately by the Contractor's employees. (b) Curbside Recycling 1. (1) Recyclable commodities for each residential premise shall be serviced once per week on one of the customers two designated waste collection days. 2. CONTRACTOR shall provide a wheeled Recycling Cart to each Residential Customer. After the initial distribution of Recycling Carts to residents, CONTRACTOR shall deliver at no charge, a Recycle Cart to new residents moving into a Residential Unit of the city where there is no existing Recycling Cart located on the premises. CITY'S designated agent will approve and specify the wording and/or graphic composition of any labels to be applied to the Recycling Carts. CONTRACTOR shall be responsible for the ongoing maintenance of the Recycling Carts. Residential Customers shall contact CONTRACTOR to request a repair or replacement of damaged, lost or stolen Recycling Carts. CONTRACTOR shall repair or replace the damaged, lost or stolen Recycling Carts within three Business Days after receiving such notification from the Residential Customer. Residential Customers shall not be responsible for damages resulting from CONTRACTOR's negligence or manufacturer -related defects. CONTRACTOR and CITY'S designated agent shall work in good faith to allocate responsibility for excessive Recycling Cart damage or replacement. Charges for the repair or replacement of Recycling Carts due to excessive occurrences by a resident shall be as determined by the CONTRACTOR and agreeable to the CITY. CONTRACTOR shall be responsible for billing and collection of such charges. CONTRACTOR shall not, during the term of this agreement or any renewal term hereafter, install, imbed or utilize Radio Frequency Identification "RFID" chips or similar technology, nor utilize RFID or similar technology in the servicing, replacement or addition of Recycling Carts required under this Contract. Page 18 3. Residents may elect to utilize more than one Recycle Cart for the collection of Recyclable Materials, however, there shall be an additional monthly fee for each Recycle Cart in addition to the initial Recycle Cart provided by Contractor. Such fee shall be as stated in Exhibit A, the rate Sheet attached hereto, which may be adjusted annually in accordance with Section V-b, contained herein. (4) Contractor shall also provide the City a recycling report detailing volume collected and participation rate on a monthly basis. The participation rate will be estimated by Contractor based on the weight of recyclable materials collected. (5) The following materials shall be included in the recycling program: • Office Paper • Newsprint • Magazines and Catalogs • Aluminum Beverage Cans • Steel/Tin Cans • Glass — Clear, Brown, and Green • HDPE & PET Plastic Bottles #1through #7 • Household Paper Products to include junk mail, envelopes, cereal boxes, cardboard, chipboard, and telephone books (6) The Contractor shall be responsible for transporting the recyclable materials to a processing site and must have established buyers or markets for the recyclables. The Contractor may be required to identify the buyers of the recyclables upon request by the City. To the fullest extent possible, recycling materials should be protected against contaminates that require disposal at the landfill. The Contractor shall be totally responsible for the processing and marketing of all recyclable materials collected pursuant to the Contract. (7) If Contractor's employees determine that the recyclable materials set out by the resident are unacceptable due to the inappropriateness of the materials, Contractor will leave the inappropriate materials in the bin. A sticker shall be attached to the bin explaining the reason the materials were rejected. Contractor will not be required to collect recyclable materials mixed with garbage or rubbish normally collected by Solid Waste collecting crews. (c) Commercial and Industrial Collections. (1) Commercial Container Specifications: Contractor agrees to make commercial containers for storage of Commercial Waste, Construction Debris, and/or debris, as the case may be, available upon request of the owner or occupant of any premises (at such owner's or occupant's expense) within the Page 19 corporate limits of City, excluding single family and two family residences. The commercial containers provided by Contractor shall be (i) equipped with suitable covers to prevent blowing or scattering of Solid Waste while being transported for disposal of their contents, (ii) maintained in good repair, appearance, and in a sanitary condition, and (iii) clearly marked with Contractor's name and telephone number in letters not less than two (2) inches in height. If collection is from a commercial container, that container should be located on a concrete pad to accommodate collection equipment. (2) Commercial Recycling (a) Contractor agrees to make commercial containers for storage of Recyclable materials for each commercial premise available upon request of the owner or occupant of any premises (at such owner's or occupant's expense) within the corporate limits of the City, excluding single family and two family residences. Said containers will be a minimum of two cubic yards and be equipped with lids for protection of paper materials during weather. (b) Contractor agrees to provide Recycle Cart recycling services to commercial customers in the CITY who do not have the space to place a recycle dumpster, or who produces a small amount or recyclable materials each week, provided that such customer's location(s) are acceptable and agreeable between CONTRACTOR and the CITY. The rate for such recycling services is set forth in EXHIBIT A." (c) Contractor shall collect the recyclable materials at the location and frequency to be mutually agreed upon by Contractor and the commercial customer, provided, however, recycling service shall be at least once per week to maintain the premises free of accumulation of waste. (d) Contractor shall provide the City a recycling report detailing volume collected. (e) Acceptable Materials shall include: Newspaper, office paper, cardboard, plastic containers, and aluminum containers. Contractor has the right to add or remove materials from the accepted list of materials due to market factors. (f) The Contractor shall be responsible for transporting the recyclable materials to a processing site and must have established buyers or markets for the recyclables. The Contractor may be required to identify the buyers of the recyclables upon request by the City. To the fullest extent possible, recycling materials should be protected against contaminates that require disposal at the landfill. The Contractor shall be Page 20 totally responsible for the processing and marketing of all recyclable materials collected pursuant to the Contract. (g) If Contractor's employees determine that the recyclable materials set out by the customer are unacceptable due to the inappropriateness of the materials, Contractor will leave the inappropriate materials in the container. Contractor shall notify the customer explaining the reason the materials were rejected. Contractor will not be required to collect recyclable materials mixed with garbage or rubbish normally collected by Solid Waste collecting crews. (h) Contractor agrees to assist commercial customers in obtaining LEED's certification regarding the recovery and disposition of construction debris on construction projects. (3) Frequency of Commercial Front Load Collections: Contractor agrees that the frequency of collections shall be as is mutually agreed upon by Contractor and the commercial customer, provided, however, collection service shall be at least once per week to maintain the premises free of accumulation of waste. Contractor shall notify City if the size and number of commercial containers and frequency of pickup at a commercial site are insufficient to avoid an unsightly accumulation of Solid Waste or fire hazards or an accumulation of flies, rodents, scavengers and unnecessary odors. (3) Frequency of Commercial Roll Off Collections: Contractor agrees that the frequency of collection shall be as is mutually agreed upon by Contractor and the Commercial Roll Off customer, provided, however, that Contractor shall notify City if collection service are not scheduled so as to maintain the premises free of accumulation of Acceptable Waste or fire hazards or an accumulation of flies, rodents, scavengers and unnecessary odors. (d) City Collections. (1) The Contractor shall make, at no charge to the City, the collection, transportation, and disposal of City Waste accumulated by the City at City owned, operated, or other City designated sites up to ten thousand front load container service yards and one hundred twenty (120) 30-yard roll off loads of waste per year ("Annual Limits"). City will provide a list of such sites to Contractor upon execution of this Agreement and thereafter may be updated from time to time. Regular service shall include the free provision, collection, and hauling or dumpsters and/or roll -off containers as requested by the City for special events and ongoing or special projects. In the event that the City's Page 21 containers are full and are in need of a special disposal, the Contractor shall accommodate the City when possible. For collection service requirements in excess of these Annual Limits, the City will be charged the then current rates for such service as set forth in Exhibit "A" attached hereto. For purposes of this section, commercial service yards per container shall be calculated using the container size multiplied by the times of collection (for example: 6-yard container X 3 times per week collection X 4.33 weeks per month X 12 months = 935 annual commercial collection yards). Roll off loads shall consist of completed loads of large containers (30-yards) to the Landfill as directed by the City. (2) The Contractor shall also provide, at no charge to the City, recyclable materials collection services at City buildings as listed on Exhibit G. The list of City buildings receiving such service may change from time to time upon mutual agreement between the City and the Contractor. The recyclable collection service shall consist of up to one time per week collection of recyclable materials. Acceptable materials shall include: Newspaper, office paper, cardboard, plastic containers, and aluminum containers. The City shall place the recyclable materials for collection at a location adjacent to the City building(s) agreed to by the parties. The recyclable materials placed for collection shall be contained in a Commercial Container with a capacity of 6 or 8 cubic yards, collection cart or special color plastic bag (blue bag). The Contractor shall transport the collected recyclable materials to a material recovery facility for processing. (e) Special Collections (1) Christmas Tree Recycling. The Contractor will be required to provide mulching service for the City's annual Christmas tree recycling program at a City designated location once annually. Said mulching will be conducted by the second weekend in January each year. The City may market and advertise that residents can dispose of Christmas Trees at a designated site up to the second weekend in January. At that time, the site will be shut down and the Contractor will mulch all trees. The Contractor will provide the mulching equipment. The City will determine the use of the mulch created from the trees. (2) Storm Debris Management Program. In the event of a major storm, as characterized by property damage in the City, such as downed trees on public or private property, and as determined by the City Manager and agreed to by Contractor, the Contractor shall provide, at the City's request, assistance to residents in the disposal of storm debris. The Contractor agrees to provide sufficient information to substantiate its costs to provide this service and the City and Contractor agree to negotiate in good faith to agree upon the fees to be paid for this service. Page 22 (3) Household Hazardous Waste Event — Contractor agrees to provide one annual Household Hazardous Waste event whereby Contractor will arrange to supply the necessary labor, equipment and proper disposal of materials collected. City agrees to provide a staging area for the event and provide citizen notification of the event. Details of the annual event and a list of materials collected are described further on Exhibit F attached hereto. (4) Annual Leaf Collection and Recycling Program —The Contractor will provide for no additional cost, annual collection of bagged leaves on four (4) Wednesday's during the months of November, December , and January. The specific days of collection will be as mutually agreed upon by the City and the Contractor. Residents will need to have their leaves bagged and placed at the curb no later than 7.00 am on the designated collection day. Republic will collect the bagged leaves and transport them to the Arlington Landfill for debagging and processing, which will then be integrated into soil amendment materials. In order to avoid collection errors, bagged leaves must be set at a curb location clearly distinguishable from solid waste. Residents should place bagged leaves at the curb physically separated from the location where regular solid waste is set for collection. Vill. Spillage (a) Contractor shall not be responsible for scattered waste unless the same has been caused by its acts or those of any of its employees, in which case, all scattered waste shall be cleaned up immediately by the Contractor. A fork, push broom, and a scoop -type shovel shall be maintained on each truck for cleanup activity. The Contractor shall, if necessary, hand clean all spillage resulting from its collection activities. In the event of spillage of hydraulic fluid, engine oil, fuel, or other liquids that spill from the collection truck which may require power washing ("truck fluids") on City infrastructure or private property, Contractor agrees to power -wash the pavement or concrete to attempt to remove spillage within twenty-four (24) hours of notification of said spillage. In the event of spillage on private property, Contractor shall remove said waste within twenty-four (24) hours of notification to Contractor. (b) Contractor will not be required to clean up or collect loose waste and/or spillage not created by its operations, but shall report the location of such conditions to the City so that proper notice can be given to the customer at such premises to properly contain such waste. Spillage or excess waste shall be picked up by Contractor after the customer reloads the containers. In the case of commercial customers, Contractor shall be entitled to an extra collection charge for each reloaded commercial container requiring an extra collection. Page 23 (c) Should such commercial spillage continue to occur, due to the inadequate size of the container, the City shall require the commercial customer and Contractor to increase the frequency of collection of the customer's waste, or require the customer to utilize a commercial container with a larger capacity, and Contractor shall be compensated for such additional services. IX. Non -Collection and Complaints (a) All service complaints shall initially be directed to Contractor. In most cases, Contractor will resolve complaints to the complainant's satisfaction within 24 hours of receipt of the complaint, excluding Sundays and Holidays defined in Section VI(m). Unless Contractor provides proper documentation to the City, Contractor will contact the customer and begin the resolution process by the end of the next business day following receipt of the complaint and seek to resolve the complaint to the complainant's satisfaction within 36 hours of receipt of the complaint, excluding Sundays and Holidays defined in Section VI(m). If the Contractor is unable to resolve a complaint within 36 hours, Contractor will notify City and provide documentation to the City's satisfaction explaining the reasons the complaint cannot be satisfied within 36 hours. On a monthly basis, Contractor shall supply the City with copies of all complaints on a form approved by the City or in an electronic format agreeable between City and Contractor indicating the disposition of each complaint. The form shall indicate the day and hour on which the complaint was received and resolved. (b) The City shall notify Contractor of each complaint reported to the City in order for Contractor to take whatever reasonable steps are necessary to remedy the cause of the complaint. Contractor shall notify the City of its disposition in the monthly report described in the preceding paragraph. (c) Contractor shall provide the City with a full explanation of the disposition of any complaint involving a customer's claim of damage to private property as the result of actions of Contractor's employees, agents and subcontractors. (d) Contractor shall notify all customers about complaint procedures, rules and regulations, and days of collection on an annual basis and whenever there is a change in service, days of collections, procedures, etc. The City and Contractor will work together to determine the most appropriate method of said notification. (e) For a complaint from a customer dealing with the Basic Service Components, the City Manager shall be responsible for deciding any disputes between the City, Contractor, and/or the customer as to the validity of the customer's complaint. Basic Service Components include the Contractor's duties to collect a customer's waste as required herein, to clean up spillage as required herein, and to exchange or replace a commercial or residential customer's container or bin as required herein. The decision of the City Manager on such matters shall be final and all parties agree to abide by said decision; provided, however, that when Contractor challenges any complaint or failure to perform under this contract, the City Manager may, in her sole discretion, request a joint inspection by a Page 24 representative of the City and a representative of Contractor. However, such inspection shall not alter the City Manager's discretion to make the final decision regarding such matter. (f) It is understood and agreed by and between the City and Contractor that if any customer maintains improper or inadequate containers for the nature, volume or weight of Acceptable Waste to be removed from the premises, or if any customer improperly places debris or bulky items for collection, Contractor may refrain from collecting all or a portion of such Acceptable Waste and shall notify the City and the customer that the Acceptable Waste has not been removed from his premises on the scheduled collection day and where no notice of non -collection or a change in collection schedule has been received from Contractor, the City may investigate. If the City determines that Contractor has failed to collect Acceptable Waste from the premises without cause, Contractor shall collect same within 24 hours after a collection order is issued by the City. (g) Employees of Contractor shall not be required to expose themselves to dangerous or vicious animals in order to accomplish waste collection in any case where the owner or tenants have animals at large, but Contractor shall immediately notify the City, in writing, of such condition and of Contractor's inability to make collection. (h) Contractor may cancel a portion or all of a scheduled service day due to hazardous weather conditions, and shall notify the City Manager or her designee of such cancellation as soon as the decision to cancel service has been made. X. Term and Review of Performance (a) The initial term of this Contract will be for five years commencing October 1, 2013 and terminating September 30, 2018. Near the end of the five year period, the City Council will undertake a review of the performance of the Contractor based upon performance and quality measures outlined in Section XI of the Contract. If the City Council finds the performance of Contractor to be acceptable, the parties may agree to renew this Agreement under the same terms and conditions for an additional five year period, terminating September 30, 2023 (b) City and Contractor agree that any time during the terms of this Amendment, the City may make a written request to enter into negotiations with Contractor to consider any alternative collection model ("ACM"). An ACM is any fundamental change in waste collections services, such as a change in the allowed residential collection containers or a change in the frequency of waste pickup by Contractor. Once City has made such a request, City staff and Contractor agree they will promptly enter into good faith negotiations as to the proposed ACM and any contract terms thereto. If the City and the Contractor agree to the terms of a new waste services contract that incorporates the ACM, the Agreement will terminate in favor of the new contract. If, however, the City and Contractor are unable to agree to the terms of a new waste services contract, and notwithstanding anything to the contrary, the City retains the right to terminate the Agreement. Any such termination will be effective 180 days after receipt of the written termination is received by Contractor. This termination option is only applicable as provided in this Paragraph. Page 25 (c) In the event either party desires to not extend this Contract as provided in subsection (a) above, the party desiring not to extend the Contract will notify the other party of its intent not to renew the Contract within one hundred eighty days (180) of the expiration of the then current contract term. XI. Performance Measures In evaluating Contractor's performance pursuant to Sections X(a) and (c) above, the City will determine whether the Contractor has met the following performance measures: (a) Customer Complaints: In accordance with Section IX(a) of this Contract, Contractor shall not have failed to contact customers to begin the resolution process by the end of the next business day more than six times per year, and contractor will have resolved customer complaints to the complainant's satisfaction within 36 hours of Contractor's receipt of the complaint, as called for herein, except for Sundays and Holidays and those instances where Contractor has provided the City with written documentation showing why the complaint will take longer than 36 hours to resolve, ninety percent (90%) of the time (b) Satisfaction Survey: A Customer Satisfaction Survey ("Survey) may be performed by the City at a time when the performance of other city services are being surveyed, at City's expense. The question in the Survey to be asked of the customers in relation to Contractor will be as set forth in Exhibit "D", or as otherwise agreed to by City and Contractor. The parties agree that it is a goal to have at least 85%, excluding those who answer "no experience," or "no comment" of the responses to the Survey will rank Contractor as Excellent or Very Good. Nevertheless, the parties will discuss the actual results and attempt to determine if a lower rating is acceptable to the City based on the circumstances surrounding the Survey. The Survey must be Valid and Reliable, and properly reflect the different categories of the City's population, including, but not limited to, age, region of the City where respondent lives, and income levels. The Survey will not be conducted by mail. If Contractor challenges the Survey, the City agrees to provide all information relating to the Survey to Contractor so that Contractor can investigate the Validity and Reliability of the Survey or whether it properly reflects the City's population. (c) Collection of Acceptable Waste: Contractor shall not fail to collect acceptable waste within twelve business hours after learning of the failure to collect acceptable waste more than ten (10) times in any twelve month period. (d) Duties and Obligations: Contractor shall have substantially performed all of Contractor's General Duties and Obligations as set forth in Article VI of this Contract. Page 26 (e) Spillage: Contractor shall not have failed to pick up scattered Acceptable Waste or spillage in accordance with Article VIII more than three times in any twelve month period. (f) Noncompliance: Contractor shall have no events of Noncompliance as outlined in Article XV of this Contract. (g) Timeliness of Collection. Contractor shall have received complaints alleging that collection within 1000 feet of any residence occurred before 7.00 a.m. or after 7.00 p.m. on no more than two occasions annually. (h) Adherence to State, Local and Federal Laws. Contract shall have no violations of and State, Local or Federal laws, excluding traffic violations in the previous twelve (12) months. (i) Recycling Education. Contractor will provide at least one public recycling education session explaining the benefits of recycling. (j) Contractor shall submit to the City by the 15t" of each month a report detailing the prior month's performance as outlined in this Section as well as a summary of performance for the previous 12 months. Said monthly report shall reflect Contractor's compliance with Sections XI (a) — (h) herein. (k) Contractor shall submit to the City by the 15t" of each month, a report depicting the prior months tonnages collected for both Acceptable Waste and Recycling Materials. XII. Contractor's Relation to City (a) Contractor as Independent Contractor: It is expressly agreed and understood that Contractor is in all respects an independent contractor as to the work, duties and rights granted herein, notwithstanding the fact that Contractor is bound to follow the direction of designated City officials, and that neither Contractor nor any person performing any of the work covered under this contract is in any respect an agent, servant, officer or employee of the City. This contract specifies the work to be done by Contractor, but the method to be employed to accomplish this work shall be the exclusive responsibility of Contractor, and under Contractor's exclusive control and right of control. The doctrine of respondeat superior shall not apply between the City and Contractor, or any of Contractor's agents, servants, employees or subcontractor's and nothing herein shall be construed as creating a partnership or joint enterprise between the City and Contractor. (b) Subletting Contract: This contract, or any portion thereof, shall not be sublet or assigned except with the prior written consent of the City Council of the City. No such consent will be construed as making the City a party to such subcontract or assignment, or as subjecting the City to liability of any kind to any subcontractor or assignee. No subcontractor Page 27 or assignee shall, under any circumstances, relieve Contractor of his liability and obligation under this contract, and despite any such subletting or assignment, the City shall deal through Contractor unless otherwise agreed by the City. Any subcontractor and assignees will be dealt with as workers and representatives of Contractor, and as such shall be subject to the same requirements as to character and competence as are other employees of Contractor. (c) Inspection of Performance: The City Manager may inspect Contractor's operations, equipment and performance at any reasonable time and Contractor shall furnish the City Manager with every reasonable opportunity to inspect Contractor's operations or equipment or for otherwise ascertaining whether or not the work is being performed in accordance with the requirements of this contract. EI I I � I'T -Ca' ililfi ��C•7i1 Indemnification: Contractor covenants and agrees to fully indemnify, hold harmless and defend the City, its officers, agents, servants and employees from and against any and all claims, demands, suits, judgments, costs and expenses (including attorney's fees) for property damage or loss, and/or personal injury, including death, to any and all persons, of whatsoever kind or character, whether real or asserted, arising out of or in connection with the performance, attempted performance or non-performance of the work and services described hereunder including operations of subcontractors, if any, and the acts or omissions of employees or agents of Contractor, or in any way resulting from or arising out of the collection, transportation or disposal of Solid Waste under this contract, save and except for the loss or injury due to City's negligence or willful acts or omissions without, however, waiving any governmental immunity available to City under Texas law and without waiving any defense of City or Contractor under Texas Law. The insurance coverage specified below constitutes the minimum requirements and said requirements shall in no way lessen or limit the liability or responsibility of Contractor under the terms of this contract. XIV. Insurance The Contractor shall obtain and maintain in full force and effect for the duration of this Contract and any extension hereof, at the Contractor's sole expense, insurance coverage written by companies approved by the State of Texas and acceptable to the City in the following types and amounts: Any of the insurance coverage required herein may in part, or in whole, come from self -funded, ERISA, or self-insurance plans: Page 28 TYPE AMOUNT (a) Worker's Compensation or Statutory statutory equivalent and $100,000/500,000/100,000 Employer's Liability TYPE AMOUNT (b) Commercial General (Public) Combined single limit for bodily injury and Liability insurance including property damage in the amount of coverage for the following: $2,000,000 per occurrence or its a. Premises Operations equivalent. b. Independent Contractors c. Products/Completed Operations d. Personal Injury e. Advertising Injury f. Contractual Liability g. Medical Payments TYPE AMOUNT (c) Comprehensive Automobile Combined single limit for bodily injury and insurance, including coverage for property damage in the amount of loading and unloading hazards, $5,000,000 per accident or its equivalent. for: a. Owned/Leased Vehicles b. Non -owned Vehicles c. Hired Vehicles (d) Certificates of Insurance: Upon execution of this Agreement, and annually thereafter, Contractor agrees to provide certificates of insurance evidencing that Contractor has obtained insurance of the type and in the amount required herein. Contractor further agrees to provide thirty (30) days' notice to the City for cancellation, non -renewal, or material change in coverage and ten (10) days' notice for cancellation, non -renewal or material change in workers' compensation coverage. In the event of such notice, Contractor agrees to promptly provide Certificates of Insurance evidencing that the Contractor has obtained insurance of the type and in the amount required herein. (e) Additional Policy Endorsements: The City shall be entitled, upon request, and without expense, to receive copies of endorsements to the policies. The City may review the Policy limits every three years, and at such times the Policy limits may be reasonably adjusted, provided such adjusted limits are available, and any additional premium cost may be passed through to customers if approved by the City in accordance with Section V(b). Upon such request by the City, the Contractor shall exercise reasonable efforts to accomplish such changes in policy coverage and shall pay the cost thereof. Page 29 (f) Required Provisions: The Contractor agrees that with respect to the above required insurance, all insurance contracts and certificate(s) of insurance will contain and state, in writing, on the certificate or its attachment, the following required provisions: (1) Name the City of Southlake and its officers, employees, and elected representatives as additional insured, (as the interest of each insured may appear) as to all applicable coverage; (2) Provide for thirty (30) days' notice to the City for cancellation; (3) The Contractor agrees to waive subrogation against the City and its officers, employees, and elected representatives for injuries including: death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance except for cases involving the sole negligence of the City; (4) Provide that all provisions of this Contract concerning liability, duty, and standard of care, together with the indemnification provision, shall be underwritten by contractual liability sufficient to include such obligations within applicable policies; (5) For coverages that are only available with claims made policies, the required period of coverage will be determined by the following formula: Continuous coverage for the life of the Contract, plus one (1) year (to provide coverage for the warranty period), and an extended discovery period for a minimum of three (3) years which shall begin at the end of the warranty period; and (g) Notices: The Contractor shall notify the City in the event of any change in coverage and shall give such notices in writing no less than thirty (30) days prior to the change. The notice must be accompanied by a replacement Certificate of Insurance. XV. Noncompliance In the event Contractor shall fail to perform any of the material provisions (a "Material Breach) of this Contract, City shall promptly notify Contractor of its noncompliance, stating with particularity the facts relating thereto. Thereafter, if the Material Breach is not corrected or if agreed upon steps are not taken to improve and/or otherwise comply with the terms of this Contract within a period of time which is reasonable in relation to the nature of the event of noncompliance but in no case more than ten (10) days(hereafter the "Contractor Cure Period") the Material Brach shall constitute an act of noncompliance. For each such Material Breach, City may deduct from the consideration to be paid Contractor the sum of Five Thousand and No/100 Dollars ($5000.00) per day for each day such Material Breach shall continue following the Cure Period ("Liquidated Damages"). This remedy is hereby expressly made cumulative of other remedies available to City, at law or in equity, for the breach of this Contract. Notwithstanding anything stated in this Article XV to the contrary, a Material Breach shall represent all breaches for a material breach of a given section per day. For instance, if Contractor were unable to service a material number of pickups for a given period, (e.g., three days) the Liquidated Damages amount shall be the total damages per day Page 30 paid in connection with that Material Breach (not per each account that Contractor did not service.) Total Liquidated Damages for that Material Breach for the three (3) day period would the Liquidated Damages times three (3). XVII. Termination If at any time Contractor shall fail to substantially perform terms, covenants, or conditions herein set forth, City shall notify Contractor by certified mail addressed to the Contractor at the address set forth herein of specific reasons in support of City's claim that Contractor has breached the terms and provisions of the Contract. Contractor shall be allowed ten (10) days from the date of receipt of notice to remedy any failure to perform and provide written documentation of such remedy. Should the Contractor fail to remedy issues related to the breach of said Contract conditions, then a hearing shall be held by the City. Should City deem failures to be corrected, no hearing shall be held. A notice shall be sent to Contractor no later than five (5) days before a hearing is scheduled. The notice shall specify the time and place of the hearing, and shall include the specific reasons in support of City's claim that Contractor has breached the terms and provisions of the Contract. Contractor shall be allowed to be present, and shall be given the full opportunity to present its reasons why the Contract should not be terminated and answer such claims that are set out against said Contractor. If the City Council makes a finding that the said Contractor substantially failed to perform its duties as specified in the Contract, the City Council may terminate the Contract. If the City Council so terminates the Contract, nothing herein waives Contractor's ability to claim or assert that the City's termination was wrongful and/or a breach of this Contract in a court of law. Further, Contractor reserves the right to disagree with the findings of the City Council. Nothing herein waives or impairs Contractor's rights to terminate the Contract pursuant to law upon a material breach by the City. Provided, however, Contractor shall notify City by certified mail addressed to the City at the address set forth herein of specific reasons in support of Contractor's claim that City has breached the terms and provisions of this Contract. City shall be allowed ten (10) days from the date of receipt of notice to remedy any alleged breach. Should the City fail to remedy issues related to the alleged breach of said Contract conditions, then Contractor may terminate. Nothing herein waives City's ability to claim or assert that Contractor's termination was wrongful and/or a breach of this Contract. XVIII. Miscellaneous (a) Compliance with laws. Contractor hereby agrees to comply with all applicable federal, state, and local laws including the Fair Labor Standards Act, and rules, regulations orders and decrees of the Texas Department of Health, the Texas Natural Resource Conservation Commission, and the United States Environmental Protection Agency or their successors. Contractor shall indemnify and hold harmless the City, its officers, representatives, agents, and employees against any claim or liability arising from or based on the violation of any such laws, regulations, ordinances, orders, or decrees, whether such violation was by Contractor, its agents or employees, or any subcontractor or assignee. Page 31 Contractor shall not be required to collect or dispose of any oil, sludge, fecal material or any radioactive, pathological, toxic, acidic or volatile material, or other hazardous waste or improper waste from any commercial or residential customer. Should Contractor elect to dispose of such materials, Contractor shall receive a fee or charge mutually acceptable to Contractor and to the party requesting disposal of such materials. Should Contractor elect to dispose of such materials, Contractor shall take such steps and precautions as are required by the applicable laws governing disposal of such material and shall indemnify the City from any liability arising from such disposal. Contractor shall at all times observe all City ordinances controlling or limiting those engaged in performing work under this contract; provided, however, that nothing contained in any ordinance now in effect or hereafter adopted pertaining to the collection of Acceptable Waste or other trash shall in any way be construed to affect, change or modify or otherwise alter the duties, responsibilities and operation of Contractor in the performance of the terms of this contract. It is the intention hereof that Contractor be required to perform the terms of this contract regardless of the effect of interpretation of any municipal ordinance which in any way relates to Acceptable Waste or other trash. (b) Multiple Originals: This contract is executed in multiple originals, each of which shall be deemed for all purposes to be an original, and all of which are identical. (c) Paragraph Headings: The paragraph headings contained herein are for convenience in reference and are not intended to define or limit the scope of any provision of this contract. (d) Successors and Assigns: All of the terms, covenants, and agreements contained herein shall be binding upon and shall inure to the benefit of successors and assigns of the respective parties hereto. (e) Notices: Notices by either party to the other party shall be sufficient if sent by certified mail, postage paid, return receipt required, addressed to the other party at the addresses designated below each party's signature hereunder. (f) Venue and Choice of Law: The parties acknowledge that this Contract is fully performable in Tarrant and Denton Counties. Should any action, whether real or asserted, at law or in equity, arise out of terms and conditions of this contract, venue for said action shall be in Tarrant County, Texas and this Contract shall be construed under the substantive laws of the State of Texas excluding its choice of law provisions. (g) Governmental Powers: It is understood and agreed that by execution of this contract, the City does not waive or surrender any of its governmental powers. (h) Taxes: Contractor shall pay all federal, state and local taxes including sales tax, social security, worker's compensation, unemployment insurance and any and all other required taxes which may be chargeable against Contractor for its labor, material, equipment, real estate and any other items necessary to and in performance of this contract. Page 32 (i) Licenses, Permits, and Fees: Contractor agrees to obtain and pay for all licenses, permits, certificates, inspections and all other fees required by law or otherwise necessary to perform the services prescribed hereunder. Contractor shall also pay, at Contractor's own expense, all disposal fees associated with the collection, removal and disposal of Acceptable Waste. 0) Sovereign Immunity: Nothing contained within this Contract, including but not limited to Section X(b) herein, shall be deemed a waiver of City's sovereign immunity. (k) Performance Bond: Contractor agrees that upon the execution of this Contract and before beginning work, it shall make, execute and deliver to the City a good and sufficient surety bond in a form furnished by the City, to secure the faithful performance of the terms and conditions herein. Such bond shall be in the amount of Two Hundred and Fifty Thousand Dollars ($250,000.00), and signed by the president or general officer of 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, and approved by the City. (1) Promotional and Public Relations Activities: The Contractor shall invest Six Thousand Dollars ($6,000.00) annually for Solid Waste and recycling marketing materials for residential and commercial purposes. The scope and subject of these marketing materials should be mutually decided by City and Contractor at the beginning of City's fiscal year (October 1). Such payment by Contractor shall submitted to the City by June 1st each year. These amounts will cover design, printing, and distribution of said materials. All marketing materials must be approved by the City. Contractor further agrees to select various ways to participate in the Southlake community in a philanthropic manner. (m) Construction: The parties acknowledge that they are each represented by counsel and have had sufficient opportunity to review this Contract. Therefore, the parties agree that nothing in this Contract will be construed against the drafter. (n) City Emergency Contact: The City agrees to provide Contractor with the name and phone number of the employee Contractor should contact after hours should an emergency arise. (o) City Enforcement: To the extent authorized by law, City agrees to use its best efforts to ensure that Commercial and Industrial customers utilize Contractor's services. (p) Additional Provisions: If taxes or fees are imposed upon Contractor after the date of this Agreement by a governmental entity or agency directly attributable to Contractor's handling or disposition of Acceptable Waste or other waste materials as required by this Agreement, then Contractor may request to recover those additional taxes or fees during the term of this Contract in accordance with Section V(b) herein. Page 33 (q) If, after the date of this Agreement, additional regulations by a governmental entity or agency result in extra costs to Contractor in providing the services required herein, the Contractor may be entitled to recover those costs during the term of this Contract in accordance with Section V(b) herein. IN WITNESS HEREOF, the contracting parties, by our duly authorized agents, hereby affix our signatures and seals on this 7t" day of May, 2013. Republic Waste Services of Texas, Ltd. 1212 Harrison Ave. Arlington, Texas 76011 By: Name: Title: City of Southlake, Texas 1400 Main Street Suite 460 Southlake, Texas 76092 By: Name: Title: Page 34 VERIFICATION STATE OF TEXAS § COUNTY OF § BEFORE ME, the undersigned Notary Public, on this day personally who being by me duly sworn upon his oath deposed and said that he is the of ;that he is authorized to make this affidavit on behalf of ;that he has read the above and foregoing Contract, and that every material statement contained herein is true and correct, to the best of his knowledge and belief. SUBSCRIBED AND SWORN TO BEFORE ME this , 2013. NOTARY PUBLIC, in and for the State of Texas day of Page 35 STATE OF TEXAS § COUNTY OF § BEFORE ME, the undersigned Notary Public, on this day personally who being by me duly sworn upon his oath deposed and said that he is the of ;that he is authorized to make this affidavit on behalf of ;that he has read the above and foregoing Contract, and that every material statement contained herein is true and correct, to the best of his knowledge and belief. SUBSCRIBED AND SWORN TO BEFORE ME this , 2013. NOTARY PUBLIC, in and for the State of Texas day of Page 36 EXHIBIT "A" RATE SHEET Contract For Residential and Commercial Solid Waste and Recycling Collection Between The City of Southlake and Republic Waste Services of Texas, Ltd. Excluding Fuel Surcharge (To be assessed based on Fuel Surcharge - Exhibit E) Effective October 1, 2013 RESIDENTIAL RATES Residential Curbside - 2 times per week $ 9.39 Residential Cart Recycling - 1 time per week $ 3.76 Total Residential $13.15 Additional Recycle Cart $ 1.00 per month each Commercial Hand Load - 2 times per week Commercial Recycle Cart Collection Additional recycle carts *Replacement of cart lid *Replacement of cart wheel(s) *Replacement of cart * - Charges for excessive occurrences as determined Brush Chipper Service Brush or Bulk P/U (Excess) COMMERCIAL FRONT LOAD RATES $24.32 (4 bag limit per collection) $ 5.00 first cart $ 2.00 each additional cart $ 10.00 $ 10.00 $ 50.00 by Contractor and the City. $110.00 per hour (30 minute minimum) $110.00 per hour (30 minute minimum) Frequency of Collection Size 1 x week 2x week 3x week 4x week 5x week 6x week 7x week Extra 2 YID $65.45 $103.61 $141.76 $179.94 $216.27 $254.46 N/A $32.71 3 YID $81.77 $136.32 $192.65 $247.18 $303.53 $358.06 $462.49 $39.98 4 YID $99.96 $165.40 $233.46 $298.09 $365.35 $430.78 $556.43 $47.26 6 YID $152.67 $221.74 $308.96 $398.04 $487.12 $574.35 $779.81 $54.52 8 YID $172.67 $283.55 $394.43 $503.47 $614.35 $725.20 $936.73 $63.62 6 YID Recyc $67.75 $123.18 $157.44 N/A N/A N/A N/A $29.89 8 YID Recyc $80.06 $137.95 $190.92 $252.50 $329.60 $412.00 N/A $39.89 Page 37 Miscellaneous Commercial Front Load Charaes Containers with casters $15.38 per month Locks or gates $ 1.47 per lift Roll out cont. with casters $25.71 per month Locking bar charge $96.43 (installation) $6.38 (monthly fee) Obstruction charge/Return trip $20.06 per trip Delivery Fee $50.00 per container Burned Container Fees 2 YD $ 53.49 3 YD $ 61.52 4 YD $ 70.86 6 YD $ 84.23 8 YD $100.29 COMMERCIAL ROLL OFF RATES SIZE TYPE DELIVERY RENTAL PER DAY RATE PER HAUL DEPOSIT 20 YD OPEN $112.91 $5.12 $407.78 $608.00 30 YD OPEN $112.91 $5.12 $447.90 $651.00 40 YD OPEN $112.91 $5.12 $528.10 $738.00 28 YD PACKER NEGO NEGO $568.21 NEGO 30 YD PACKER NEGO NEGO $568.21 NEGO 35 YD PACKER NEGO NEGO $601.64 NEGO 40 YD PACKER NEGO NEGO $601.64 NEGO 42 YD PACKER NEGO NEGO $601.64 NEGO Miscellaneous Roll Off Charges Trip/Dry Run Charge $79.90 Relocate Fee $50.00 Burned Container Fee 20 YD $173.81 30 YD $187.18 40 YD $247.35 Packer $334.26 Late and reinstatement fees for commercial and roll of customers. Late Fees - The greater of $5.00 or 1.5% of customers monthly invoice. Reinstatement Fee - $35.00 per occurrence for customers who had their service discontinued for non-payment. Page 38 EXHIBIT "B" MISCELLANEOUS RATE SHEET Southlake, Texas - Miscellaneous Rate Sheet ARLINGTON LANDFILL, 800 Mosier Valley Road, Arlington, TX (Leased and Operated by Republic Waste Services of Texas, Ltd.) Automobiles. Station W GATE RATE SCHEDULE (Effective October 1, 2013) Trash Disposal Vehicle Size Pickups (with no sideboards Southlake Residents Must Show Proof of Residence, Valid Driver's License Required $10/each Pickups or Automobiles with Trailers attached, Less Than 8 $10 for p/u load and $10 for Feet in Length (with no sideboards on pick-up or trailer) trailer load Pickup and Trailers, Less Than 8 Feet in Length with After Market Sideboards Attached to Truck or Trailer $40/ton $40 Minimum Pickups or Automobiles with Trailers Attached, Greater Than 8 Feet in Length $40/ton $40 Minimum Semi -trailers, Dump Trucks and Trucks Larger Than Pickups $40/ton $40 Minimum Special Item Disposal Tarp Charge for Improperly Tarped Vehicles - State $12/Vehicle Automobile / Pickup Tires (NO Rims) $8/each -Limit of 4 Truck Tires (NO Rims Tires with Rims $15/each -Limit of 4 Not Acce Page 39 Agricultural Tires (NO Rims) $175/each -Limit of 2 Livestock Dirt $10/each No Cha Special Handling Charge (rootballs, etc.) $60 per load Brush Processing Grass & Leaves only (Customer to de-baa on site) No Cha Southlake Residents $5/cy $20 Minimum THE FOLLOWING WASTES ARE PROHIBITED FROM DISPOSAL AT ARLINGTON LANDFILL: Lead Acid Batteries, Used Oil Filters, Tires, Liquids, Pesticides, CFC, PCB, Regulated Hazardous Waste Note: Disposal rates set forth above apply to Southlake residential customers only, schedule is not applicable for commercial contractors. Page 40 EXHIBIT "C PERFORMANCE BOND CONTINUATION CERTIFICATE The Federal Insurance Company (hereinafter called the Surety) hereby continues in force its Bond No. 8197-06-55 in the sum of Two Hundred Fifty Thousand Dollars and 00/100 ($250,000.00) Dollars, on behalf of Republic Waste Services of Texas, LTD in favor of City of Southlake subject to all the conditions and terms thereof through April 30, 2014 at location of risk. This Continuation is executed upon the express condition that the Surety's liability shall not be cumulative and shall be limited at all times by the amount of the penalty stated in the bond. IN WITNESS WHEREOF, the Surety has caused this instrument to be signed by its duly authorized Attorney -in -Fact and its corporate seal to be hereto affixed this 2 day of April, 2013. Federal Insurance Company Surety 1J� Michelle Patterson Attorney -in -Fact Page 41 EXHIBIT `C" PERFORMANCE BOND Chubb POWER Federal Insurance Company Attn: Surety Department OF Vigilant Insurance Company 15 Mountain View Road Surety ATTORNEY pacific Indemnity Company Warren, NJ 07059 Ctau®® Know All by These Presents, That FEDERAL INSURANCE COMPANY, an Indiana corporation, VIGILANT INSURANCE COMPANY, a New York corporation, and PACIFIC INDEMNITY COMPANY, a Wisconsin corporation, do each hereby constitute and appoint Jacqueline Hampton, Michelle Patterson and Johanna S. Puckett of Greenville, South Carolina -------------------------------- each as their true and lawful Attorney- in- Fact to execute under such designation In their names and to affix their corporate seals to and deliver for and on their behalf as surety thereon or dthe,mise, bonds and undertakings and other writings obligatory in the nature thereof (other than bail bonds) given or executed in the course of business, and any instruments amending or altedng the same, and consents to the modification or alteration of any instrument referred to in said bonds or obligations. In Witness Whereof, said FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY have each executed and attested these presents and affixed their corporate seals on this 25th day of June, 2012. 'KenrdtffC,Wen el, Assistant Secretary . Norris, Jr Vice Preside STATE OF NEW JERSEY ss. County of Somerset On this 25th day of June, 2012 before me, a Notary Public of New Jersey, personally came Kenneth C. Wendel, to me known to be Assistant Secretary of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY, the companies which executed the foregoing Power of Attorney, and the said Kenneth C. Wendel, being by me duly sworn, did depose and say that he is Assistant Secretary of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY and knows the corporate seals thereof, that the seals affixed to the foregoing Power of Attorney are such corporate seals and were thereto affixed by authority of the By- Laws of said Companies; and that he signed said Power of Attorney as Assistant Secretary of said Companies by like authority; and that he is acquainted with David B. Norris, Jr., and knows him to be Vice President of said Companies; and that the signature of David B. Norris, Jr., subscribed to said Power of Attorney is in the genuine handwriting of David B. Norris, Jr., and was thereto subscribed by authority of said By - Laws and in daminerfs presence. Notarial Seal J, A�F KATHERINE J. ADELAAR tA,y NOTARY PUBUC OF NEW JPRSFI No.2316665 PUB���" Commission Expires July 16, 2014�- (� Notary Public HEiS'JEj CERTIFICATION Extract from the By- Laws of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY: "AII powers of attorney for and on behalf of the Company may and shall be executed in the name and on behalf of the Company, either by the Chairman or the President or a Vice President or an Assistant Vice President, jointly with the Secretary or an Assistant Secretary, under their respective designations. The signature of such officers may be engraved, printed or lithographed. The signature of each of the following officers: Chairman, President, any Vice President, any Assistant Vice President, any Secretary, any Assistant Secretary and the seal of the Company may be affixed by facsimile to any power of attorney or to any certificate relating thereto appointing Assistant Secretaries or Attorneys- in- Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof, and any such power of attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding upon the Company with respect to any bond or undertaking to which it is attached." I, Kenneth C. Wendel, Assistant Secretary of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY (the "Co,mpanla , do hereby certifythat (i) the foregoing extract of the By- Laws of the Companies is true and correct, (ii) the Companies are duly licensed and authorized to transact surety business in all 50 of the United States of America and the District of Columbia and are authorized by the U.S. Treasury Department; further, Federal and Vigilant are Ilcensed In Puerto Rico and the U.S. Virgin Islands, and Federal is licensed in American Samoa, Guam, and each of the Provinces of Canada except Pdnce Edward Island; and i) the foregoing Power of Attorney is true, correct and in full force and effect. Given under my hand and seals of said Companies at Warren, NJ this day of i'( 011 f �UflAN .� �p wry �,9fu'�NC�„C Mo1ANP NSP NFh, ropf Kenneth 0. Wendel, Assistant Secretary li IN THE EVENT YOU WISH TO NOTIFY US OF A CLAIM, VERIFY THE AUTHENTICITY OF THIS BOND OR NOTIFY US OF ANY OTHER MATTER, PLEASE CONTACT US AT ADDRESS LISTED ABOVE, OR BY Telephone (909) 903- 3493 Fax (908) 903- 3656 e-mail: surety@chubb.com Form 15-10- 022513- U (Ed. 5- 03) CONSENT Page 42 EXHBIT "D" SURVEY QUESTION The following question will be used in the Citizen's Survey regarding Trash and Recycling Collection Services: "How would you rate garbage and recycling collection provided by the City's trash and recycling contractor in the past 12 months? (Excellent, Very Good, Good, Fair or Poor)" Page 43 EXHIBIT "E" FUELSURCHAGE Fuel Surcharge percentage shall be in addition to any rate increase as determined by Section V - Fees and Rates, (b) Modification of Rates. The average price per gallon for diesel fuel for the period since the previous price adjustment and the schedule below shall be used to determine the applicable fuel surcharge percentage. The fuel prices published by the Department of Energy for the Gulf Coast Region shall be used to determine the average fuel price. Beginning October 1, 2014, and every year thereafter, the fuel surcharge percentage shall be the applicable percentage as determined from the schedule below less any fuel surcharge percentage which was implemented in prior year(s). See Example for how to apply Fuel Surcharge. Department of Energy Web site: http://tonto.eia.doe.gov/oog/info/wohdp/diesel.asp Fuel Cost Per Gallon Fuel Price Change % Change in Price Fuel Surcharge % $4.00 $0.00 0.0% 0.0% $4.01 $0.01 0.2% 0.0% $4.02 $0.02 0.5% 0.0% $4.03 $0.03 0.8% 0.1 % $4.04 $0.04 1.0% 0.1 % $4.05 $0.05 1.3% 0.1 % $4.06 $0.06 1.5% 0.1 % $4.07 $0.07 1.8% 0.2% $4.08 $0.08 2.0% 0.2% $4.09 $0.09 2.3% 0.2% $4.10 $0.10 2.5% 0.2% $4.11 $0.11 2.8% 0.3% $4.12 $0.12 3.0% 0.3% $4.13 $0.13 3.3% 0.3% $4.14 $0.14 3.5% 0.3% $4.15 $0.15 3.8% 0.4% $4.16 $0.16 4.0% 0.4% $4.17 $0.17 4.3% 0.4% $4.18 $0.18 4.5% 0.4% $4.19 $0.19 4.8% 0.5% Page 44 EXHIBIT "E" FUELSURCHAGE $4.20 $0.20 5.0% 0.5% $4.21 $0.21 5.3% 0.5% $4.22 $0.22 5.5% 0.5% $4.23 $0.23 5.8% 0.6% $4.24 $0.24 6.0% 0.6% $4.25 $0.25 6.3% 0.6% $4.26 $0.26 6.5% 0.7% $4.27 $0.27 6.7% 0.7% $4.28 $0.28 7.0% 0.7% $4.29 $0.29 7.3% 0.7% $4.30 $0.30 7.5% 0.8% $4.31 $0.31 7.7% 0.8% $4.32 $0.32 8.0% 0.8% $4.33 $0.33 8.3% 0.8% $4.34 $0.34 8.5% 0.9% $4.35 $0.35 8.7% 0.9% $4.36 $0.36 9.0% 0.9% $4.37 $0.37 9.3% 0.9% $4.38 $0.38 9.5% 1.0% $4.39 $0.39 9.7% 1.0% $4.40 $0.40 10.0% 1.0% $4.41 $0.41 10.3% 1.0% $4.42 $0.42 10.5% 1.1 % $4.43 $0.43 10.8% 1.1 % $4.44 $0.44 11.0% 1.1 % $4.45 $0.45 11.3% 1.1 % $4.46 $0.46 11.5% 1.2% $4.47 $0.47 11.8% 1.2% $4.48 $0.48 12.0% 1.2% $4.49 $0.49 12.3% 1.2% $4.50 $0.50 12.5% 1.3% $4.51 $0.51 12.8% 1.3% $4.52 $0.52 13.0% 1.3% $4.53 $0.53 13.3% 1.3% $4.54 $0.54 13.5% 1.4% $4.55 $0.55 13.8% 1.4% $4.56 $0.56 14.0% 1.4% $4.57 $0.57 14.3% 1.4% $4.58 $0.58 14.5% 1.5% $4.59 $0.59 14.8% 1.5% $4.60 $0.60 15.0% 1.5% Page 45 EXHIBIT "E" FUELSURCHAGE $4.61 $0.61 15.3% 1.5% $4.62 $0.62 15.5% 1.6% $4.63 $0.63 15.8% 1.6% $4.64 $0.64 16.0% 1.6% $4.65 $0.65 16.3% 1.6% $4.66 $0.66 16.5% 1.7% $4.67 $0.67 16.8% 1.7% $4.68 $0.68 17.0% 1.7% $4.69 $0.69 17.3% 1.7% $4.70 $0.70 17.5% 1.8% $4.71 $0.71 17.8% 1.8% $4.72 $0.72 18.0% 1.8% $4.73 $0.73 18.3% 1.8% $4.74 $0.74 18.5% 1.8% $4.75 $0.75 18.7% 1.9% $4.76 $0.76 19.0% 1.9% $4.77 $0.77 19.2% 1.9% $4.78 $0.78 19.5% 1.9% $4.79 $0.79 19.7% 2.0% $4.80 $0.80 20.0% 2.0% $4.81 $0.81 20.2% 2.0% $4.82 $0.82 20.5% 2.0% $4.83 $0.83 20.7% 2.1 % $4.84 $0.84 21.0% 2.1 % $4.85 $0.85 21.2% 2.1 % $4.86 $0.86 21.5% 2.1 % $4.87 $0.87 21.7% 2.2% $4.88 $0.88 22.0% 2.2% $4.89 $0.89 22.2% 2.2% $4.90 $0.90 22.5% 2.2% $4.91 $0.91 22.7% 2.3% $4.92 $0.92 23.0% 2.3% $4.93 $0.93 23.2% 2.3% $4.94 $0.94 23.5% 2.3% $4.95 $0.95 23.7% 2.4% $4.96 $0.96 24.0% 2.4% $4.97 $0.97 24.2% 2.4% $4.98 $0.98 24.5% 2.4% $4.99 $0.99 24.7% 2.5% $5.00 $1.00 25.0% 2.5% $5.01 $1.01 25.2% 2.5% Page 46 EXHIBIT "E" FUELSURCHAGE $5.02 $1.02 25.5% 2.5% $5.03 $1.03 25.7% 2.6% $5.04 $1.04 26.0% 2.6% $5.05 $1.05 26.2% 2.6% $5.06 $1.06 26.5% 2.6% $5.07 $1.07 26.7% 2.7% $5.08 $1.08 27.0% 2.7% $5.09 $1.09 27.2% 2.7% $5.10 $1.10 27.5% 2.7% $5.11 $1.11 27.7% 2.8% $5.12 $1.12 28.0% 2.8% $5.13 $1.13 28.2% 2.8% $5.14 $1.14 28.5% 2.8% $5.15 $1.15 28.7% 2.9% $5.16 $1.16 29.0% 2.9% $5.17 $1.17 29.2% 2.9% $5.18 $1.18 29.5% 2.9% $5.19 $1.19 29.7% 3.0% $5.20 $1.20 30.0% 3.0% $5.21 $1.21 30.2% 3.0% $5.22 $1.22 30.5% 3.0% $5.23 $1.23 30.7% 3.1 % $5.24 $1.24 31.0% 3.1 % $5.25 $1.25 31.2% 3.1 % $5.26 $1.26 31.5% 3.1 % $5.27 $1.27 31.7% 3.2% $5.28 $1.28 32.0% 3.2% $5.29 $1.29 32.2% 3.2% $5.30 $1.30 32.5% 3.2% $5.31 $1.31 32.7% 3.3% $5.32 $1.32 33.0% 3.3% $5.33 $1.33 33.2% 3.3% $5.34 $1.34 33.5% 3.3% $5.35 $1.35 33.7% 3.4% $5.36 $1.36 34.0% 3.4% $5.37 $1.37 34.2% 3.4% $5.38 $1.38 34.5% 3.4% $5.39 $1.39 34.7% 3.5% $5.40 $1.40 35.0% 3.5% $5.41 $1.41 35.2% 3.5% $5.42 $1.42 35.5% 3.5% Page 47 EXHIBIT "E" FUELSURCHAGE $5.43 $1.43 35.7% 3.6% $5.44 $1.44 36.0% 3.6% $5.45 $1.45 36.2% 3.6% $5.46 $1.46 36.5% 3.6% $5.47 $1.47 36.7% 3.7% $5.48 $1.48 37.0% 3.7% $5.49 $1.49 37.2% 3.7% $5.50 $1.50 37.5% 3.7% $5.51 $1.51 37.7% 3.8% $5.52 $1.52 38.0% 3.8% $5.53 $1.53 38.2% 3.8% $5.54 $1.54 38.5% 3.8% $5.55 $1.55 38.7% 3.9% $5.56 $1.56 39.0% 3.9% $5.57 $1.57 39.2% 3.9% $5.58 $1.58 39.5% 3.9% $5.59 $1.59 39.7% 4.0% $5.60 $1.60 40.0% 4.0% $5.61 $1.61 40.2% 4.0% $5.62 $1.62 40.5% 4.0% $5.63 $1.63 40.7% 4.1 % $5.64 $1.64 41.0% 4.1 % $5.65 $1.65 41.2% 4.1 % $5.66 $1.66 41.5% 4.1 % $5.67 $1.67 41.7% 4.2% $5.68 $1.68 42.0% 4.2% $5.69 $1.69 42.2% 4.2% $5.70 $1.70 42.5% 4.2% $5.71 $1.71 42.7% 4.3% $5.72 $1.72 43.0% 4.3% $5.73 $1.73 43.2% 4.3% $5.74 $1.74 43.5% 4.3% $5.75 $1.75 43.7% 4.4% $5.76 $1.76 44.0% 4.4% $5.77 $1.77 44.2% 4.4% $5.78 $1.78 44.5% 4.4% $5.79 $1.79 44.7% 4.5% $5.80 $1.80 45.0% 4.5% $5.81 $1.81 45.2% 4.5% $5.82 $1.82 45.5% 4.5% $5.83 $1.83 45.7% 4.6% Page 48 EXHIBIT "E" FUELSURCHAGE $5.84 $1.84 46.0% 4.6% $5.85 $1.85 46.2% 4.6% $5.86 $1.86 46.5% 4.6% $5.87 $1.87 46.7% 4.7% $5.88 $1.88 47.0% 4.7% $5.89 $1.89 47.2% 4.7% $5.90 $1.90 47.5% 4.7% $5.91 $1.91 47.7% 4.8% $5.92 $1.92 48.0% 4.8% $5.93 $1.93 48.2% 4.8% $5.94 $1.94 48.5% 4.8% $5.95 $1.95 48.7% 4.9% $5.96 $1.96 49.0% 4.9% $5.97 $1.97 49.2% 4.9% $5.98 $1.98 49.5% 4.9% $5.99 $1.99 49.7% 5.0% $6.00 $2.00 50.0% 5.0% Page 49 EXHIBIT "E" FUELSURCHAGE City of Southlake Solid Waste Services Base % 10% Base PPG 4.00 Example of 6 cubic yard - 1x week service Rate On October 1, 2013 152.67 CPI on Oct 1, 2014 3.00% Fuel Surcharge % + / - Prior FS % Applied Total Rate Increase % New Rate Effective Oct 1 2014 Rate On October 1, 2014 CPI on Oct 1,2015 Fuel Surcharge % + / - Prior FS % Applied Total Rate Increase % New Rate Effective Oct 1, 2015 Rate On October 1, 2015 CPI on Oct 1,2016 Fuel Surcharge % + / - Prior FS % Applied Total Rate Increase % New Rate Effective Oct 1, 2016 $ Avg PPG 10-01-13 - 10-01- 1.00% 4.40 14 Fuel PPG 0.00% 10.0% Increase 4.00% 158.78 158.78 157.19 2.75% $ Avg PPG 10-01-14 - 10-01- -1.00% 3.60 15 Fuel PPG -1.00% -10.0% Increase 0.75% 159.97 159.97 3.0% $ Avg PPG 10-01-15 - 10-01- 0.4% 4.15 16 1.0% 4.4% 166.97 Rate On October 1, 2016 166.97 CPI on Oct 1, 2017 3.0% Fuel PPG 3.8% Increase Page 50 EXHIBIT "E" FUELSURCHAGE $ Avg PPG 10-01-16 - 10-01- Fuel Surcharge % 1.4% 4.55 17 Fuel PPG + / - Prior FS % Applied -0.4% 13.8% Increase Total Rate Increase % 4.0% New Rate Effective Oct 1, $ 2017 173.64 Page 51 EXHIBIT "F" HOUSEHOLD HAZARDOUS WASTE EVENT Republic Services shall provide for the cost of collection and removal of the following items in the depicted quantities. Republic Services shall instruct its' personnel, or those of its subcontractor, to monitor the quantities of materials collected at the event to ensure that the materials collected do not exceed the quantities in the table depicted below. Once the quantity of a material depicted below is reached, Republic or its subcontractor shall discontinue the collection of said material. Description Qtv Price Extend Disposal of Waste Flammables (55 gallons) 5 $ 220.00 $ 1,100.00 Disposal of Waste Latex Paint (55 gallons) 18 $ 150.00 $ 2,700.00 Disposal of Waste Toxic Liquids (55 gallons) 3 $ 275.00 $ 825.00 Disposal of Waste Toxic Solids (55 gallons) 3 $ 275.00 $ 825.00 Disposal of Waste Corrosives Acidic (55 gallons) 2 $ 270.00 $ 540.00 Disposal of Waste Corrosives Basic (55 gallons) 2 $ 270.00 $ 540.00 Disposal of Waste Used Oil (55 gallons) 2 $ 95.00 $ 190.00 Disposal of Waste Aerosols (55 gallons) 2 $ 230.00 $ 460.00 Disposal of Waste Batteries - Alkaline 200 $ 0.70 $ 140.00 Disposal of Waste Batteries - Lead Acid 400 $ 0.40 $ 160.00 Disposal of Waste Batteries - Ni-Cad 150 $ 4.00 $ 600.00 Disposal of Waste Batteries - Lithium 100 $ 4.00 $ 400.00 Disposal of Waste Cylinders (Propane Only) 30 $ 27.00 $ 810.00 Disposal of Waste Light Bulbs )4ft Box) 2 $ 24.00 $ 48.00 Disposal of Waste Light Bulbs (Mixed Bulbs)4 ft box) 1 $ 24.00 $ 24.00 Disposal of Waste Antifreeze (55 gallons) 1 $ 175.00 $ 175.00 New 55 gallon DOT/UN rated open top metal drums 30 $ 35.00 $ 1,050.00 40 hr Hazmat Technicians to properly pack waste for HHW event 1 $ 2,200.00 $ 2,200.00 Transportation 1 $ 650.00 $ 650.00 Shredding Services - $175 per hour 4 $ 175.00 $ 700.00 Estimated Total $ 14,137.00 Page 52 EXHIBIT "G" CITY FACILITIES WITH NO CHARGE RECYCLING SERVICES • Town Hall — 1400 Main Street • Community Services — 400 N. White Chapel • Bob Jones Nature Center — 335 E. Bob Jones Road • Public Works Operations — 1950 E. Continental Boulevard • Department of Public Safety West Facility — 2100 W. Southlake Boulevard • DPS Headquarters — 667 N. Carroll Boulevard DPS North — 200 E. Dove Road City facilities contained in this Exhibit may change from time to time upon agreement of the parties. Page 53