821-FRS Solid Waste CollectionSOLID W~ FE COLLECTION AND DISPOSAL/"'~REEMENT
THIS AGREEMENT made and entered into this the~ ~ ~ y mber, 1998, by and between
~ of Dece
the CITY OF SANFORD, 300 North Park Avenue (c/o Post Office Box 1788), Sanford, Florida,
a Florida municipal corporation, hereinat~er referred to as the "CITY", and Florida Recycling
Services Incorporated, 204 North Park Avenue, Sanford, Florida 32771, a Florida Corporation,
hereinafter referred to as the "CONTRACTOR".
WITNESSETH:
WHEREAS, it is the intent of the City of Sanford to grant exclusive rights to the
CONTRACTOR for the collection and removal of residential and commercial solid waste and
recycling generated by customers within the CITY; and
WIIEREAS, the CITY is duly authorized to grant an exclusive franchise for the collection
and disposal of solid waste within the City of Sanford, Florida; and
WHE~REAS, said CONTRACTOR agrees to provide service and charge rates to customers
within the CITY as specified and required herein; and
WHgREAS, said CONTRACTOR agrees to pay the Franchise Fees as specified and required
herein and as may be specified by Ordinance or Resolution, as amended from time to time,
of the City of Sanford, and has presented satisfactory evidence to the CITY that it is in an
adequate physical and financial position to provide such service under all rules and regulations
of the CITY; and
WHEREAS, the CITY has found that the granting of exclusive rights for the collection and
disposal of said solid waste to the CONTRACTOR is in the best interest of the public.
NOW THEREFORE, in consideration of the mutual covenants, agreements, and considerations
contained herein and in the CONTRACTOR' s proposal documents attached hereto, the CITY and
the CONTRACTOR intending to be legally bound, hereby agree as follows:
SECTION 1 - DEFINITIONS:
For the purpose of this Agreement the following terms, phrases, words and their derivation shall have
the meaning given herein. For the purpose of this Agreement other terms, phrases, words and their
derivations that are not defined herein shall have the meaning given within the Sanford City Code,
Chapter 11, however, in event of conflicting definitions, the definition herein shall control. When
not inconsistent with the context, words used in the present tense include the future, words in the
plural number include the singular number, and words in the singular number include the plural
number. The word "shall" is always mandatory and not merely directory.
A. CITY means the City of Sanford, a Florida municipal corporation, acting through the City
Manager, the Public Works Director, or other official designated by the City Manager.
B. Commercial solid waste means all solid waste originating from a non-residential use.
C. CONTRACTOR means the individual, firm or corporation who or which agrees to perform the
work or services as set forth in this Agreement.
D. Customer means any person, firm or public or private corporation served by the CONTRACTOR
within the corporate limits of the CITY.
E. Director means the Public Works Director, or his designee, of the CITY.
F. Excluded waste means any materials that are prohibited from being disposed of at the Seminole
County landfill, or by law.
G. Franchise fee means the amount of money which the CONTRACTOR shall be obligated to pay
to the CITY for exclusive contract rights as defined herein.
H. Garbage means putrescible animal and vegetable wastes resulting from the handling, preparation
Page 1 of 20
SOLID W~ rE COLLECTION AND DISPOSAI?'~REEMENT
and cooking of food.
I. Garbage container or can means a container made of metal or other satisfactory materials
approved by the director or the CONTRACTOR, and of not more than thirty-five (35) gallon
capacity.
J. Industrial waste means building material waste resulting from erecting, removing, repairing or
razing buildings; or other trash material originating in a business or industrial establishment not
intended for use or sale. "Industrial waste" shall not, however, include small accumulations of
lumber and lumber scrap resulting from minor carpentry work or building repairs personally done
by the owner of the lot or lots on which the accumulation is placed.
K. Living unit means the place where one family permanently resides, such as a house.
L. Mechanical container means a structure made of metal, or other satisfactory materials approved
by the Director, and capable of holding solid waste in cubic yard multiples.
M. Newspaper means any periodical, usually published daily or weekly, printed on "newsprint."
"Newspaper" shall be deemed to include the normal percentage of rotogravure and colored
sections inserted in the newspaper, but shall not be deemed to include magazines, telephone
books, or other paper products not printed on "newsprint."
N. Other collectors means persons other than the CITY or the CONTRACTOR who engage in the
collecting, transporting or disposing of garbage, refuse or other trash.
O. Performance Bond shall mean a performance bond issued by a surety insurer authorized to do
business in Florida as surety; cash; a money order; a certified check; a cashier's check; an
irrevocable letter of credit; or a surety of a type listed in Part II of Chapter 625, Florida Statutes,
as a guarantee that the CONTRACTOR will perform the services in accordance with the terms
of this Agreement and will pay all lawful claims.
P. Plastic container means any plastic container used in the food, beverage and household product
market. Plastic container shall be deemed to include both "PETE" (polyethylene terephthalate,
e.g., carbonated beverage containers) and "HDPE #2" (high density polyethylene, e.g.,milk
containers).
Q. Recovered Material means metal, paper, glass, plastic, textile, or rubber materials that have
known recycling potential, can be feasibly recycled, and have been diverted and source separated
or have been removed from the solid waste stream for sale, use or reuse as raw materials, whether
or not the materials require subsequent processing or separation from each other, but does not
include materials destined for any use that constitutes disposal. Recovered materials as described
above are not solid waste.
R. Recycling container means any container purchased and distributed by or on behalf of the CITY
to CITY residents for the intended use as a receptacle of recyclable items.
S. Refuse means all putrescible and non-putrescible solid wastes (except body wastes), consisting
of both combustible and noncombustible wastes, such as paper, cardboard, yard dippings, leaves,
wood, tin cans, glass, crockery and similar materials, or discarded materials of whatsoever kind,
which tend to decay or putrefy.
T. Residential multiple dwelling means the place where more than one family or immediate living
entity permanently resides, such as apartment complexes, condominiums, duplexes, triplexes.
U. Solid Waste means garbage, rubbish, refuse, special waste, or other discarded material, including
solid, liquid, semisolid, or contained gaseous material resulting from domestic, industrial,
commercial, mining, agriculture, or governmental operations. Recovered materials as defined
herein are not solid waste.
V. "Surety" shall mean a party who is bound with and for the CONTRACTOR to insure the payment
of all lawful debts pertaining to and for the acceptable performance of this Agreement.
W. Yard trash means vegetative matter resulting from landscaping maintenance and land clearing
operations.
Page 2of20
SOLID Wf"~FE COLLECTION AND DISPOSAI?'~REEMENT
X. "White goods" includes inoperative and discarded refrigerators, ranges, water heaters, freezers,
and other similar domestic and commercial large appliances.
Y. Roll-off shall mean a large commercial solid waste container, normally 10 cubic yards or larger,
for the collection of solid waste.
Z. Compactor shall mean a roll-off commercial solid waste container with a mechanical means of
compacting or reducing the volume of the materials placed inside for disposal.
SECTION 2 - SCOPE OF CONTRACTOR'S WORK:
A. Single Family Residential Service, Mandatory by City Ordinance:
1. The CONTRACTOR shall collect all residential solid waste in unlimited quantity and placed
for collection in accordance with the City's Code of Ordinances, no less than two (2) times
per week, with collections at least three (3) days apart on the same days each week.
2. The CONTRACTOR shall collect all bagged, bundled or canned residential yard waste in
unlimited quantity and placed for collection in accordance with the City's Code of Ordinances,
once each week on the same day each week.
3. White goods (including household furniture and appliances) shall be removed by the next
collection day. There shall be no charge to the customer for the collection of such items.
Bulk material collection, (including yard waste that is not practical to bag or bundle and other
acceptable homeowner generated materials), shall be collected as a special pick-up on request.
Residential customers are limited to four (4) free special pick-ups per calendar year, special
pick-ups in excess of four (4) per calendar year shall be billed in increments of four (4) cubic
yards at the rate per four (4) cubic yards as stated in the CONTRACTOR' s proposal attached
hereto. Free bulk material service applies only to residential service, commercial special pick-
up service shall be charged at the rates set for additional bulk collection service as shown in
the CONTRACTOR's proposal attached hereto.
4. All residential collection shall occur on Monday through Friday between the hours of 7:00
a.m. and 7:00 p.m., inclusive. All exceptions to the hours of collection must be approved in
writing by the Director prior to 5:00 p.m. of the day collection times will exceed normal
hours.
5. The CONTRACTOR shall make collections with a minimum of noise and disturbance to the
residents. Garbage receptacles shall be handled carefully by the CONTRACTOR and shall
be thoroughly emptied and lef~ in an inverted position where they are found. Refuse may be
transferred from the residents' containers into tubs, cans, hampers or other containers used
by the CONTRACTOR in carrying refuse to collection trucks. This work shall be done in a
sanitary manner. Any spilled garbage or trash shall be picked up immediately by the
CONTRACTOR.
6. The CONTRACTOR shall collect and dispose of automobile tires and automotive batteries
from residential customers, at no additional charge, in accordance with State and Federal
disposal requirements; provided however, that the CONTRACTOR may impose an additional
charge, with prior approval of the Director and prior notice to the customer, if the following
annual maximums are exceeded by any residential customer: eight (8) automobile tires; two
(2) automotive batteries.
7. Mobile Home Parks permitted to have individual pickups shall be served as residences and
billed on a per unit basis in accordance with the City's Code of Ordinances.
B. Residential Multiple Dwellings, Mandatory by City Ordinance:
1. Residential Multiple Dwellings using garbage cans, bags, or containers similar to those for
residential service shall, regardless of occupancy, be billed on a per living unit basis and the
service provided for such traits shall be the same as required for single family residential
service as specified herein.
Page 3 of 20
SOLID W~ rE COLLECTION AND DISPOSA[r"?,REEMENT
2. Residential Multiple Dwellings that use mechanically emptied containers shall be billed on
the same commercial per cubic yard per pickup basis as for other commercial customers.
C. Residential Recycling Service, Mandatory by City Ordinance:
1. The residential recycling service to be performed under this Agreement by the
CONTRACTOR shall be in accordance with the terms and conditions set forth in this
Agreement. In the event of any conflict between this Agreement and any other Exhibit, the
terms of this Agreement shall prevail.
2. For all residential service customers, the CONTRACTOR shall operate and maintain a
recycling program in accordance with the CITY's Solid Waste Ordinance, as amended from
time to time. The CONTRACTOR shall, at a minimum, collect and recycle materials
consisting of at least newspaper, plastic, aluminum cans, steel cans and three color glass
placed for collection in a designated bin. Recycling bins, as needed for new customers and
as replacements for existing customers, shall be provided by the CONTRACTOR and shall
match the CITY's existing bins, which shall remain in service. Upon termination of this
agreement, all bins shall remain with the current customer. The CONTRACTOR shall collect
all recyclable materials unlimited as to quantity at least once a week, on the same day each
week, and the fee to be charged for such service shall be included in the rate for residential
solid waste service. The CONTRACTOR shall remit to the CITY a report documenting the
quantity of and the proceeds from the sale of all recycled materials collected from residential
service customers.
3. The CONTRACTOR shall fully cooperate with the CITY in all recycling projects, shall make
every effort to encourage residential and commercial recycling, and shall comply with State
of Florida Solid Waste and resource recovery mandates for the State of Florida. The
CONTRACTOR shall annually expend a minimum of five thousand, ($5,000), for the
development and distribution of promotional advertisements, literature, brochures, flyers, or
other forms of communication as may be approved by the CITY, devoted solely to promote
recycling by the customers served by this agreement.
D. Commercial Service, Mandatory by City Ordinance:
1. Commercial service customers shall be defined to include, but not be limited to, office
buildings, stores, filling stations, lodges, motels, laundries, hotels, all public buildings, food
services, lodging establishments, service establishments, light industry, schools, churches,
clubs, hospitals, nursing homes and apartments - condominiums - mobile home parks using
mechanically emptied containefized collection.
2. The CONTRACTOR shall provide commercial service options that include basic hand load
curbside service, or mechanical container service. Basic curbside service shall be provided
in the same manner as prescribed in Section 2 (A) of this Agreement for residential customers.
Mechanical container service shall provide the option of two, three, four, six or eight cubic
yard containers that are emptied by mechanical means. The choice of service option and the
frequency of collection (for mechanical container service) shall be a negotiated agreement
between the customer and the CONTRACTOR, however, all service options and frequencies
shall be sufficient to meet the minimum bona fide solid waste requirements of the customer
and sufficient to protect the health and welfare of the CITY. No customer agreement shall
be for a term extending beyond the term of this agreement and all customer agreements shall
terminate with the expiration or termination, whichever occurs first, of this agreement and all
remaining service rights, if any, shall revert to the CITY. The CITY reserves the fight to
revise the service option and/or frequency of collection for an individual customer if required
to protect the public health or to eliminate a public nuisance.
3. All commercial service customers shall separate yard trash from other solid waste. The
manner and frequency of collection of yard trash shall be negotiated between the customer
Page 4of20
SOLID ~ ~TE COLLECTION AND DISPOSAV~C, REEMENT
and the CONTRACTOR at the rates set for additional bulk collection service as stated in the
CONTRACTOR' s proposal attached hereto.
4. For commercial service customers, the CONTRACTOR shall develop and implement a
program to recycle materials with separation of at least newspaper, plastic, cans, three color
glass and cardboard into separate sections of the collection vehicle. The price, manner and
frequency of collection shall be negotiated between the customer and the CONTRACTOR;
however, the price for recyclable materials collection shall not exceed the price charged for
solid waste collection as established in the CONTRACTOR's proposal attached hereto. For
commercial recycling customers who are currently serviced by the CITY, the
CONTRACTOR shall charge no more than the CITY's current price, ten dollars ($10.00) per
month for each cubic yard collected per week, for at least one year after the effective date of
this agreement. Recycling materials shall be collected from commercial customers at least
once a week.
5. All solid waste generated by commercial service customers shall be collected by the
CONTRACTOR; except for excluded materials as defined in Section 1 of this Agreement,
6. It is the duty of the commercial service customers to accumulate solid waste in locations
mutually agreed upon by the commercial service customer and the CONTRACTOR; and
which are convenient for collection by the CONTRACTOR. Where mutual agreement is not
reached, the Director shall designate the location consistent with the ordinances and
requirements of the City of Sanford.
7. The CONTRACTOR shall make collections with as little disturbance as possible to business
and commercial establishments and neighboring residential areas. Commercial service shall
be limited to the hours of 5:00 a.m. to 8:00 p.m., collection hours for residential commercial
service and locations that abut residential areas shall be serviced between the hours of 7:00
a.m. and 8:00 p,m. Hours of operation and changes to schedules must be approved by the
Director of Public Works in writing at least one week in advance except for emergency
situations which shall be reported on the next business day. This work shall be done in a
sanitary manner and any refuse spilled by the collector shall be picked up immediately by the
CONTRACTOR's employees. The CITY reserves the right to adjust the time of service for
individual customers to protect the public health or eliminate public nuisances.
8. Commercial service customers shall use only the following types of containers:
a. Open Top and Compactor roll-off containers provided by the customer or
CONTRACTOR;
b. Cubic yard mechanical containers provided and owned by the CONTRACTOR;
c. Cubic yard mechanical containers previously provided by the CITY and acquired by the
CONTRACTOR;
d. Garbage container cans provided and owned by the customer.
9. All cubic yard mechanical containers provided after the effective date of this Agreement shall
be provided by, owned by, and maintained by the CONTRACTOR. Additionally, the
CONTRACTOR shall maintain all containers previously provided by the CITY regardless of
ownership, except that the repair of any cubic yard container owned by a commercial
customer and damaged by any third party (other than the CITY or the CONTRACTOR), or
by any act of nature, shall be the responsibility of the commercial service customer.
10. All containers utiliTed by commercial service customers shall be cleaned at least annually, or
more frequently if required by the CITY in writing, to protect the public health, safety and
welfare. In addition, non-aluminum or non-galvanized containers utilized by commercial
service customers shall be painted at least annually, or more frequently if required by the
CITY, in writing, to protect the general welfare or aesthetics of the City of Sanford. The
CONTRACTOR and the CITY shall mutually agree on the replacement schedule for
Page 5 of 20
' ~ ' SOLID ~?"}TE COLLECTION AND DISPOSAr~GREEMENT
containers.
11. The CONTRACTOR shall collect and dispose of automobile tires and batteries from all
commercial service customer using the same terms, requirements and limits for residential
customers as specified in Section 2, A, 6 above. The CONTRACTOR shall collect and
dispose of all tires from CITY facilities at no cost to the CITY.
E. Roll-off and Compactor Service
'1. The CONTRACTOR shall provide all collection services of commercial waste requiting roll-off
~ and/or compactor containers from and within the City of Sanford Florida to customers under
the terms ~clt ~n~ions set forth herein upon expiration of the existing dontractor's contract
~oni~o~;'31, 2001 -.Please note: no roll-offand compactor service will be provided under
this contract until after this expiration date. Until such expiration, the CONTRACTOR shall
not enter into any service agreements within the CITY that replace existing roll-off/compactor
dumpster service.
2. The frequency, type and nature of the collection service of roll-off/compactor collected
commercial waste shall be as established individually between the person controlling the real
property and the CONTRACTOR. The CONTRACTOR shall comply with all applicable local,
state and federal laws, codes, ordinances, resolutions, rules and regulations.
3. The CONTRACTOR shall provide all labor, materials, equipment, tools, machinery, facilities,
supervision, skills, and other services to provide roll-off/compactor services, and shall pay, at
its expense, all costs, expenses, license fees, and charges required to perform the collection
services including disposal charges at a State of Florida licensed solid waste facility.
4. The CONTRACTOR shall be responsible for the billing, collection, and incidental costs of
fulfilling the contract agreements with parties being serviced. The CONTRACTOR shall submit
a franchise fee to the CITY of 15% of total invoiced billing for all roll-off/compactor
commercial refuse service rendered in the CITY. The franchise fee shall be applied to all
charges for service rendered, i.e. Pull charge, Disposal charge, Short term or frequency based
container rental charge and other authorized charges. The franchise fee shall not apply to long
term equipment leases for compactors or other mechanized specialty equipment.
5. The CONTRACTOR shall charge rates for roll-off and roll-off compactor collection services
as indicated on the proposal documents provided by the CONTRACTOR and attached hereto.
The rates are to be calculated by subtotaling: pull charges - disposal charges - rental charges -
other applicable charges, plus a Franchise fee of fifteen percent (15%) of the subtotal charges.
6. The CONTRACTOR shall not provide service to any account until the CONTRACTOR has
notified the CITY's Solid Waste Division and the CONTRACTOR has received authorization
for that account from the CITY. The CITY shall be provided with a copy of the service
agreement for each account within one week of providing service. Copies may be forwarded
to the Solid Waste Division by mail or by telefax to (407) 330-5601.
F. Service to City Facilities ;
The CONTRACTOR shall provide hand load collection service for all public containers located at
CITY buildings, parks, bus stops, street containers, property owned, leased, rented and controlled
by the City of Sanford and along the public rights-of-way within the corporate limits of the CITY
at no cost to the CITY. Additionally, the CONTRACTOR shall provide full collection and disposal
service, by commercial mechanical containers - hand load commercial - normal residential hand load
service as requested, to all CITY facilities, as requested, at no cost to the CITY. A list of the
location of and requirement for such service is attached hereto as Appendix A, however, the CITY
expressly reserves the right to add locations to or delete them from, the list at any time, solely at
the discretion of the Director and the CONTRACTOR agrees to provide service as requested.
G. Exclusive Rights
The CITY grants to the CONTRACTOR the exclusive tight and obligation to provide all residential
Page 6 of 20
SOLID ~/~TE COLLECTION AND DISPOSAr"~,GREEMENT
and commercial solid waste and residential recycling collection and disposal services within the City
of Sanford, with the following exceptions:
1. When such exclusive tights conflict with applicable Federal, State of Florida or Local laws,
statutes, regulations or ordinances which preclude such exclusive rights such as, but not limited
to, commercial recycling collection.
2. When such exclusive tight interferes with existing private contracts for mechanical container,
roll-offand roll-off compactor service that are presently franchised by the CITY. However the
CONTRACTOR shall have exclusive tight to begin service to all such franchised accounts
immediately upon expiration of the existing term or upon abandonment of the contract.
3. The CITY reserves the right to permit other collectors to collect, haul and dispose of refuse in
event of a declared emergency requiting emergency services.
H. CONTRACTOR's Proposal Documents Shall be Part of this Agreement
The terms, instructions, specifications and descriptions contained within the proposal documents
submitted by the CONTRACTOR and attached hereto are expressly understood to be a part of this
Agreement and all terms, instructions, specifications and descriptions contained therein shall be
binding on the CONTRACTOR, as appropriate. In the event of conflict between the terms,
instructions, specifications and descriptions contained in said proposal and this agreement, the term
contained within this agreement shall control.
I. Miscellaneous
1. The CONTRACTOR shall be responsible for the collection and proper disposal of all used tires
improperly deposited on CITY rights-of-way, including those collected by the CITY and stored
at the Public Works Operations Complex, at no cost to the CITY.
2. In the event of a storm, the CONTRACTOR shall inform the customers of any change in
schedule. In the event of a hurricane, freeze, or similar Act of God, from which results
significant increase in refuse requiting the CONTRACTOR and the CITY to obtain additional
equipment and hire additional crews in order to collect and dispose of such debris, the
CONTRACTOR shall fully cooperate with the CITY in such endeavor. Provided the
CONTRACTOR has obtained prior written authotization therefor from the Director, the
CONTRACTOR shall be reimbursed by the CITY for the actual cost to the CONTRACTOR
of such additional labor and equipment provided by the CONTRACTOR. The CITY
specifically reserves the right to contract for such removal with other haulers at the sole
discretion of the CITY.
3. The CONTRACTOR shall provide adequate containers, as determined by the Director, and
solid waste collection and disposal for up to twelve (12) special events sponsored or conducted
by the CITY in each calendar year, at no cost to the CITY. For any additional special events,
the parties shall negotiate in advance the cost of solid waste collection and disposal, which shall
not exceed the cost to other commercial service customers in the CITY.
4. The CONTRACTOR shall continue operation of the CITY's low income assistance program,
which provides free service to qualifying citizens (currently about 75 residents), in accordance
with the requirements stipulated in Chapter 11-12.3, Sanford City Code. The CITY shall
operate the application and approval process for this program in accordance with CITY Code
and shall provide the CONTRACTOR with a list of approved customers, provided however,
that the CONTRACTOR shall have the tight to review and verify information submitted by
applicants. The CONTRACTOR further has the right to require updated information from
customers receiving such assistance from time to time, however, such updates shall occur no
more frequently than once per year.
SECTION 3 - STORAGE, OFFICE FACILITIES AND EMPLOYEES:
The CONTRACTOR shall establish and maintain an office within ten (10) miles of the corporate
Page 7of20
SOLID V~_ jTE COLLECTION AND DISPOSA1/"~GREEMENT
limits of the CITY. This office shall: 1. Be equipped with sufficient telephones, which allow toll flee dialing from the City of Sanford,
to receive and handle complaints in accordance with Section 7 of this Agreement,
2. Have a responsible person in charge during collection hours,
3. Be open, at a minimum, during normal City of Sanford business hours, Monday through Friday,
7:00 A.M. to 5:00 P.M.,
4. Provide an answering service phone for after business hours service and an emergency contact
phone number for after hours problems.
The CONTRACTOR shall employ current CITY Solid Waste employees in its organization so long
as each respective employee continues to be qualified for such employment; with each qualified
CITY employee being offered employment that is similar in pay and benefit rates, responsibilities, and
duties as he/she currently has with for the CITY. Further, all existing CITY employees shall be given
a reasonable opportunity for continued employment during the term of this agreement, recognizing
the CONTRACTOR's right to enforce organization personnel policies and structure its operation to
offer the best service at minimum cost to the citizens of Sanford.
SECTION 4 - SCHEDULES AND ROUTES:
A. In General
1. The CONTRACTOR shall provide service in compliance with the terms and conditions
contained in this agreement and in its proposal documents. The CONTRACTOR shall provide
specific written routes, schedules and customer lists for service within the CITY prior to
commencing work under this agreement and shall keep them current throughout the term of this
agreement. The CITY will provide the CONTRACTOR with information on existing routes,
schedules and customer lists to assist the CONTRACTOR in development of its own mutes,
schedules and customer lists, the CITY in no way warrants or guarantees the accuracy or
completeness of the information provided.
2. The CITY reserves the right to deny the CONTRACTOR's vehicles access to certain streets,
alleys and public ways, inside the CITY or outside the CITY in route to the disposal facilities,
where it is in the best interest of the general public to do so, due to conditions of streets or
alleys. The CONTRACTOR shall use its best efforts to not interrupt the regular schedule and
quality of service because of such street closures. If regular service cannot be restored within
forty-eight (48) hours, the CONTRACTOR shall develop, submit, and perform an altemate
schedule - subject to review and approval of the CITY
3. The CONTRACTOR is aware that, at various times during the year, the quantity of refuse to
be disposed of is materially increased by fluctuations in the mount materials offered for
collection. The CONTRACTOR agrees to assume a reasonable amount of any increase while
maintaining normal route and schedules. In the event of a natural disaster the CONTRACTOR
shall request in writing to the Director for assistance.
4. Customers under this Agreement shall be notified by the CONTRACTOR of the schedules
provided with it's proposal. Any and all rome and/or schedule changes shall be approved in
advance by the CITY. Written notices of changes in schedules shall be furnished to the
customers by the CONTRACTOR, at least ten (10) days prior to implementation of any such
change in routes or schedules.
B. Holidays
On those days when the Seminole County Landfill and Transfer sites are closed in
commemoration of a holiday, the CONTRACTOR may observe the same holiday. If the
CONTRACTOR chooses to observe the holiday, at least two (2) weeks prior to said holiday, the
CONTRACTOR shall notify the customers of the holiday schedule. The CONTRACTOR shall
Page 8 of 20
SOLID '6, JTE COLLECTION AND DISPOSAf'~;GREEMENT
provide service on all other scheduled days.
SECTION 5 - TERM OF AGREEMENT - COMMENCEMENT OF WORK:
The term of this Agreement shall be for a five (5) year period, which shall commence on January
4, 1999 and shall terminate on January 2, 2004 unless terminated or breached at an earlier date.
Failure to commence work as stated will result in forfeiture of the payment and performance bonds.
SECTION 6 - CONTRACTOR'S RELATION TO THE CITY:
A. CONTRACTOR As Independent Contractor
It is hereby understood and agreed to by the parties that the CONTRACTOR shall be deemed to
be an independent contractor notwithstanding that the CITY shall provide direction regarding the
CONTRACTOR's performance and neither the CONTRACTOR nor any of it's officers, agents or
employees shall attain any rights or benefits under the civil service or pension ordinances of the City
of Sanford, or any rights generally afforded to classified or unclassified employees of the CITY.
Nothing contained in this subsection shall be deemed to affect vested rights, if any, of CITY
employees hired by the CONTRACTOR.
B. Assignment And Changes in Ownership
1. Neither this Agreement, nor any portion thereof, shall be assigned except with the prior written
consent of the CITY Commission, which may be withheld for any reason. No such consent will
be construed as making the CITY a party of or to such transfer or assignment, or subjecting the
CITY to liability of any kind to any subcontractor.
2. The foregoing notwithstanding, in the event of any strike, lockout, labor trouble or dispute
involving the CONTRACTOR and it's employees, the responsibilities and obligations of the
CONTRACTOR under this Agreement shall continue. In such event, the CITY agrees to
cooperate with the CONTRACTOR in any temporary assignment or subcontract necessary to
continue to provide the services required by this Agreement.
3. Any transfer of more than 25% of the ownership of the CONTRACTOR to any individual or
entity not under the control of the CONTRACTOR, or its principals shall be treated as a
transfer of this Agreement. Such a transfer will require a written request for change in
assignment, which must be approved by the City Commission of the City of Sanford.
4. No assignment or subcontract shall, under any circumstances, relieve the CONTRACTOR of
the liabilities and obligations under this Agreement, and in case of an assignment, the CITY
shall deal through the CONTRACTOR and any subcontractors shall be considered employees
of the CONTRACTOR and as such, subject to the same requirements as to character and
competence as the CONTRACTOR's other employees.
C. Supervision of Contract Performance
The CONTRACTOR's performance of this Agreement shall be supervised by the Director and the
CONTRACTOR shall be notified in writing by the Director. If at any time during the term of the
Agreement performance satisfactory to the Director shall not have been made, the
CONTRACTOR, upon notification by the Director, shall within three days increase the force, tools
and equipment as needed to properly perform this Agreement. The failure of the Director to give
such notification shall not relieve the CONTRACTOR of the obligation to perform the work at the
time and in the manner specified by this Agreement.
D. Director To Be Arbitrator
To prevent misunderstanding and any litigation, the Director shall decide any and all questions
which may arise concerning the quality and acceptability of the work and services performed, the
sufficiency of performance, the interpretation of the provisions of the Agreement, and the
acceptable fulfillment of the Agreement on the part of the CONTRACTOR. The Director will
determine whether or not the amount, quantity, character, and quality of the work performed is
Page 9 of 20
SOLID W,/""'~E COLLECTION AND DISPOSAL/"~,REEMENT
satisfactory, which determination shall be final, conclusive and binding upon both the CITY and the
CONTRACTOR. The Director shall make such explanation as may be necessary to complete,
explain, or make definite the provisions of this Agreement, and his findings and conclusions shall
be final and binding upon both parties. The foregoing, however, shall not be considered, or act as
a waiver of, the CONTRACTOR's right to appeal any final decision of the Director to the City
Manager, the CITY Commission, or court of competent jurisdiction.
E. Inspection Of Work
The CONTRACTOR shall provide the Director with every reasonable opportunity to ascertain
whether or not the work, as performed, is in accordance with the requirements of this Agreement.
The CONTRACTOR shall designate, in writing a person to serve as liaison between the
CONTRACTOR and the CITY. The Director may appoint qualified persons to inspect the
CONTRACTOR's operation and equipment at any reasonable time, and the CONTRACTOR shall
admit such persons to make such inspections at any reasonable time and place.
F. Disagreements - Refuse To Be Collected - How
It is recognized that disagreements may arise between the CITY and the CONTRACTOR with
regard to the collection of certain items due to interpretation of the specific language in this
Agreement.
In the event a disagreement arises and refuse needs to be collected and disposed of, the Director
shall notify the CONTRACTOR of the location of refuse which has not been collected due to
disagreement between the CITY and the CONTRACTOR, and it shall be the duty of the
CONTRACTOR to remove or cause to be removed all such refuse within twelve (12) hours of
notice. In the event the CONTRACTOR fails to remove the refuse, the CITY shall remove the
refuse and bill all costs incurred to the CONTRACTOR.
G. Taxes
The CONTRACTOR shall pay all Federal, State and Local taxes, to include sales tax, social
security, workers' compensation insurance, unemployment insurance, and other required taxes
which may be chargeable against labor, material, equipment, real estate and any other items
necessary to and in the performance of this contract.
H. CITY Not Liable For Delays
It is expressly agreed that in no event shall the CITY be liable or responsible to the
CONTRACTOR or to any other person on account of any stoppage or delay in the work provided
for herein, by injunction or other legal or equitable proceedings brought against the
CONTRACTOR, or from or by or on account of any delay from any cause.
I. Extension of Contract
The initial term of this contract may be extended for one (1) additional term as stipulated in Section
5 if the CITY notifies the CONTRACTOR in writing not less than 180 days prior to the expiration
of the initial term, of the CITY's intention to renew this contract.
J. Schedule of Payments
For and in consideration of the services to be performed by the CONTRACTOR pursuant to this
Agreement, the CITY agrees to make monthly payments, in arrears, for service rendered and all
other payments as may apply, by the fifteenth (15th) day of each month, with the first payment to
be made 45 days after the commencement of service.
For each month, payments shall be calculated by using the following formula and criteria:
(((a plus b plus c) divided by 115%) minus d), where:
[a] equals: the total actual residential and commercial waste collection/disposal service billed by
the CITY for service provided by the CONTRACTOR for the month, (reflecting unit
changes or status changes in residential and commercial customers), times the
appropriate residential or commercial rate as shown in CONTRACTOR's attached
request for proposal.
Page 10 of 20
SOLID ~TE COLLECTION AND DISPOSA~"'~GREEMENT
[b] equals: the total actual call-in work and additional bulk collection service documented by the
CONTRACTOR and billed by the CITY during the month.
[c] equals: any special handling or other applicable charges billed during the month.
[d] equals: any applicable liquidated damages or penalties, lease payments, and any other
applicable payments as they may occur.
K. Billing For Residential And Commercial Accounts
1. The CITY shall bill each residential and applicable commercial service customer for services
rendered, in arrears, each month in accordance with the applicable provisions of the CITY's
Code of Ordinances and in accordance with the rates, terms and conditions of this agreement
and the attached proposal documents.
2. The CITY is currently under exclusive franchise contract for open top and compactor roll off
service and containers in excess of 8 cubic yards in size. This contract expires on December
31,2001 and the Director will mediate the exchange of accounts between these services as
required to protect the interest of the CITY and the health and welfare ofit's citizens. Upon
exchange of accounts, the CONTRACTOR shall provide invoicing services for roll-off and
compactor services only, no other service provided under this contract shall be invoiced by the
CONTRACTOR.
L. Service Initiation, Termination Or Change
Customers shall initiate, terminate, and change services through the CITY, the CONTRACTOR
shall not receive payment for service rendered which has not been initiated through the CITY, nor
shall payments be made for customers that have terminated service with the CITY. Notice of
service initiation and termination shall be given by the CITY to the CONTRACTOR within two
working days of date the customer notifies the CITY. The CONTRACTOR shall notify the CITY
of all requests for service that involve additional charges within two working days of such request
so the CITY can arrange for the invoicing of said service.
M. Rate Increases
The CONTRACTOR shall be eligible for rate increases during the term of the contract for the
following reasons:
1. Tipping fee increases. Within thirty (30) days of an increase in the disposal charges at the
Seminole County landfill or other facility as may be used by the CONTRACTOR, the
CONTRACTOR shall notify the CITY of such increase, provide the CITY with the unit rate
increase necessary to cover the tipping fee increase, and submit documentation to the CITY
detailing the monthly mounts of refuse being transported to the landfill. The CITY reserves
the right to deny and/or modify rate increase petitions because of tipping fee increases if more
economical disposal sources are available and reserves the right to examine alternate sources
of disposal in considering the CONTRACTOR's petition. The CONTRACTOR agrees to seek
and use the most economically beneficial. disposal source available. If the CITY determines the
CONTRACTOR' s chosen landfill facilities rate increase can be off-set in whole or part by using
another facility, the CITY reserves the right to consider only the difference between the
previous landfill rate and the more economical alternative. Note: Per the CONTRACTOR's
proposal guarantee for the entire initial five (5) year term of this agreement, no request for a
tipping fee based rate increase shall be submitted by the CONTRACTOR.
2. The CO~CTOR may petition the CITY Commission for a rate increase on an annual basis
for alleged substantial and unusual increases in the cost of doing business resulting from new
or revised laws, ordinances or regulations. Any such petition shall be accompanied by an
analysis, prepared by an independent Certified Public Accountant (or other financial advisor
acceptable to the CITY) and certified as to accuracy and compliance with GAAP, of the pre2
tax, cash on cash impact of the alleged substantial and unusual increase in the cost of doing
business, and its proportional impact on the CONTRACTOR's cost of doing business in the
Page 11 of 20
SOLID WASTE COLLECTION AND DISPOSP~AGREEMENT
CITY. The analysis shall be accompanied by not less than six month's actual financial data of
the business.
3. Franchise Fee adjustment. The CITY reserves the right to adjust the percentage of the
aforesaid franchise fee at any time solely at the discretion of the CITY. The CITY shall adjust
the rate at which customers are invoiced to achieve the desired fee increase.
N. Operation During Dispute
In the event of a dispute between the CONTRACTOR and the CITY, the CONTRACTOR agrees
to continue to operate and perform under the terms of this Agreement while such dispute is
pending, and further agrees that, in the event a suit is filed for injunction or other relief, it will
continue to operate the system until the final adjudication of such suit by the court.
O. Character of Workers
The direction, supervision and performance of refuse collection and disposal and salvage operations
shall be by competent, qualified chemical and substance free personnel employed by the
CONTRACTOR. The CONTRACTOR shall devote sufficient personnel, time and attention to the
direction of the operation to assure performance satisfactory to the CITY. All superintendents,
foremen, and workers employed by the CONTRACTOR shall be careful and competent. The
CONTRACTOR shah also provide uniforms for all of it's employees who meet the public. All
employees used by the CONTRACTOR during the term of this Agreement, and any extension
thereof, shall meet qualifications that will permit the CONTRACTOR's performance herein to be
carried on harmoniously and without delay, and in no event shall such employees cause any
disturbance, interference or delay to any work or service rendered to the CITY or by the CITY and
in no event shall the employees conduct themselves negligently, disorderly or dishonestly in the due
and proper performance of the employees' duties. The CONTRACTOR shall insure that it's
employees serve the public in a courteous, helpful and impartial manner. The CONTRACTOR shall
furnish the CITY with a current roster of employees every thirty (30) days. CONTRACTOR's
employees collecting solid waste shall follow the regular walk for pedestrians while on private
property. No employee shall remove or tamper with any property not placed for collection. Care
shall be taken to prevent damage to property, including shrubs, flowers and other plants and
garbage cans.
P. Cooperation of CONTRACTOR Required
The CONTRACTOR shall cooperate with all authorized representatives of the CITY in every
reasonable manner in order to facilitate the progress of the work contemplated under this
Agreement. The CONTRACTOR shall have at all times a competent and English speaking
representative available and authorized to receive orders and to act on its behalf.
Q. Handling Complaints
The CONTRACTOR shall perform a service of high quality and shall make every effort to minimize
the number of legitimate complaints. All customer complaints shall be directed to the
CONTRACTOR. All complaints shall be logged to indicate the name and address of the person
complaining, the nature of the complaint, and the disposition of such complaint. All complaints,
whether received in person, by mail or by telephone, shall be recorded in writing in duplicate. One
(1) copy shall be retained by the CONTRACTOR and one (1) copy shall be promptly forwarded
to the CITY. Complaints received before 12:00 noon shall be resolved before 6:00 p.m. on the
same day; complaints after 12:00 noon shall be resolved by 12:00 noon on the following day. For
each month in which the number of unresolved legitimate complaints reaches fifteen (15) or more,
whether for garbage, for yard waste, or for any other cause, the CITY shall be entitled to claim
liquidated damages often ($10.00) dollars per unresolved complaint, (i.e. the first 15 times $10.00,
plus $10.00 for each additional unresolved complaint that month). Each complaint shall be
considered legitimate unless satisfactory evidence to the contrary is furnished to the Director. The
decision of the Director shall be final.
Page 12 of 20
SOLID v"~STE COLLECTION AND DISPOS~,""AGREEMENT
R. Customer and Operational Information
The CONTRACTOR shall provide each residential customer with a condensed version, approved
in advance by the CITY, of the rules and regulations for solid waste collection. Said condensed
version shall outline the obligations of the customer and the CONTRACTOR, according to terms
of this Agreement. The CONTRACTOR shall maintain information adequate to determine the
volume of solid waste collected, the volume of solid waste diverted through recycling programs,
revenues received from the sale ofrecyclable materials, recycling participation rates, and any other
reports and information, regarding the operation of the contract, required by the CITY, County,
or State of Florida to meet the requirements of the Solid Waste Management Act and/or to obtain
grant funds from the Solid Waste Management Fund. The CONTRACTOR shall provide to the
CITY an annual financial statement, prepared in accordance with GAAP, certified by a certified
public accountant, and detailing the City of Sanford Agreement as a separate cost center. The
CITY shall have the right to have, and the CONTRACTOR agrees to provide, access to perform
an independent audit during the CONTRACTOR' s normal operating hours.
S. Equipment
1. Amount: The CONTRACTOR shall provide sufficient equipment, in proper operating
condition, in order to maintain regular schedules and routes of collection.
2. Condition: Equipment shall be maintained in a reasonable, safe, working condition, shall be
painted uniformly, with the company name and telephone number printed in letters not less than
three (3") inches, on each side of the vehicle, and vehicles shall be numbered with numbers at
least three (3') feet (above ground level) on each side of the vehicle to which each number is
assigned. No advertising shall be permitted on vehicles other than the standard company logo.
The CONTRACTOR shall keep collection vehicles, and containers emptied by mechanical
means, in a clean and painted condition in order to present a pleasing appearance. The
CONTRACTOR shall adhere to the schedule submitted with the proposal documents showing
the frequency of the cleaning and painting of the vehicles. The CONTRACTOR shall submit
to the Director for approval, a schedule showing the manner in which the change-out of
containers will be accomplished during the term of this Agreement.
3. Operation: Each non-packer trash vehicle shall be equipped with a cover which may be net with
mesh not greater than one and one-half(I-I/2") inches, or tarpaulin, or fully enclosed metal top.
Such cover shall be kept in good order and used to cover the load going to and from the
disposal facility during loading operations, or when parked, if the contents are likely to be
scattered if not covered. Vehicles shall not be so overloaded as to scatter refuse; however, if
refuse is scattered from the CONTRACTOR's vehicle for any reasons, such refuse shall be
picked up immediately. Each vehicle shall have a fork and broom for this purpose. The
CONTRACTOR's vehicles shall not unduly interfere with vehicular or pedestrian traffic and
vehicles shall not be left standing on streets unattended except as made necessary by loading
operations, and shall move with the traffic flow.
4. Aesthetic Appearance of Dumpsters: The CONTRACTOR shall permit the property owner or
the property owner's agent to paint the exterior of the dumpster for purposes of enhancing the
aesthetic appearance provided that such owner or owner's agent has the prior written approval
of the Director for such purposes.
T. Employees
a. Laws: The CONTRACTOR shall comply with all applicable State and Federal laws relating
to wages, hours, and all other applicable laws relating to the employment or protection of
employees, now or hereafter in effect.
b. Federal Minimum Wage: The CONTRACTOR is required and hereby agrees by acceptance
of this Agreement to pay all employees not less than the federal minimum wage and to abide
by other requirements as established by the Congress of the United States in the Fair Labor
Page 13of20
'::' '" ~"" SOLID v"~.STE COLLECTION AND DISPOSf"~kGREEMENT
Standards Act as mended and changed from time to time.
c. Fringe Benefits: Amounts of vacation leave, sick leave, holiday pay leave, other fringe benefits,
shelter and accommodations for workers, and related matters shall be as submitted with the
CONTRACTOR's proposal documents. The Director or his designee's written approval shall
be secured before any changes are made. Conditions of employment shall be published and
conspicuously posted so all employees may be informed. The CONTRACTOR shall furnish
reasonable rain gear and safety equipment.
d. Employees - In General: No person convicted of a crime, crimes and/or repeated non-criminal
violations of traffic laws which demonstrate a propensity to unfaithfully fulfill the duties of his
employment such as, but not limited to, larcenies activity aggravated battery, or other violence,
those relating to the operation of motor vehicles, and any crime for which civil rights have been
removed within two (2) years shall be employed by the CONTRACTOR.
e. CITY Employees to be Employed: The number of the CITY's existing solid waste collection
employees that shall be employed by the CONTRACTOR with the transfer of service pursuant
to this Agreement shall be as submitted with the CONTRACTOR's proposal documents. In the
event any CITY employee employed by CONTRACTOR hereto shall become entitled to
unemployment insurance benefits payable by and chargeable to the City of Sanford as a result
of the CONTRACTOR terminating the employee without cause as determined by the
unemployment hearing officer, or a court of competent jurisdiction, the CONTRACTOR shall
promptly reimburse the CITY for all such benefits paid by the CITY upon submission of an
invoice therefor.
T. Disposal of Refuse
The CITY will not be responsible for disposal fees charged by Seminole County, or other disposal
operator, for the CONTRACTOR to use the facilky. The CONTRACTOR is responsible for
disposing of all collected waste and sweet sweepings in accordance with State and Federal statutes
and/or regulations and agrees to accept all liability for any remedial activities or fines which may
arise from the unlawful disposal of waste.
The CONTRACTOR shall seek the highest market price for all recyclable materials and shall, upon
request, document that the materials are offered for and sent to agents for re-use.
U. Compliance with Laws & Regulations
The CONTRACTOR hereby agrees to abide by all applicable Federal, State, County and CITY
laws and regulations including Federal, State, County and CITY laws and regulations relating to
hazardous substances. The CONTRACTOR and it's surety shall indemnify and save harmless the
CffY, all it's officers, representatives, agents and employees, both elected and appointed, against
any claim or liability arising from or based on the violation of any such laws, ordinances,
regulations, orders or other decrees, whether by itself, it's employees or it's subcontractors, or
which may arise out of or resulting from operations under this Agreement. This clause shall apply
not only during the term of this Agreement, but also as to any claim, liability, or damages which are
based on the CONTRACTOR's conduct during the term of this Agreement and in the event the
CITY is charged with the responsibility, jointly or severally, for the aforementioned conduct as a
successor to the CONTRACTOR.
The CONTRACTOR, by executing this Agreement, represents that no person who is or who shares
in legal or factual control of the affairs and policies of the business entity as a whole is under
indictment or has been convicted within the five (5) years immediately prior to the date of this
Agreement in a local, State or Federal court for an offense involving moral turpitude arising out of
the person's relationship with a governmental agency. This provision shall be interpreted in a
manner consistent with Mid-American Waste Systems of Florida, Inc. v. City of Jacksonville, 596
So.2d 1187 (Fla. 1st DCA 1992). fithis representation is subsequently determined to be false, this
Agreement shall be subject to immediate termination.
Page 14 of 20
SOLID ~""'~STE COLLECTION AND DISPOSF"~AGREEMENT
The CITY has a Low Income Assistance program that provides flee service for citizens that meet
the requirements as stipulated in CITY Ordinance. The CONTRACTOR shall operate this program
and approval process to provide flee service to qualifying citizens.
The CONTRACTOR may be required to prepare full cost accounting under the provisions of
Florida Adrrinistrative Code, Rule 177.08, Section 403.704.9 or furnish data to reporting authority
as requested by the CITY.
V. Insurance
The CONTRACTOR shall not commence work under this agreement until obtaining all insurance
required under this Agreement and such insurance coverage has been approved by the Director, nor
shall the CONTRACTOR allow any subcontractor to commence work on subcontracts until similar
insurance of the subcontractor has been obtained and approved.
The CONTRACTOR will have and maintain such insurance as will protect it from claims under
workers Compensation Laws; disability benefit laws, or other similar employee benefit laws; from
claims for damages because of bodily injury, occupational sickness or disease, or death of his
employees including claims for damages because of bodily injury, sickness or disease, or death of
any person other than his employees, including claims insured by usual personal injury liability
coverage; and from claims for injury to or destruction of tangible property including loss of use
resulting therefrom any or all of which may arise out of or result from the CONTRACTOR's
operations under the Agreement, whether such operations be by himself or by any subcontractor
or anyone directly or indirectly employed by any of them or for whose acts any of them may be
legally liable· This insurance shall be written for not less than any limits of liability specified or
required by law, whichever is greater. Prior to commencement of work, the CONTRACTOR will
file with the CITY certificates of such insurance, acceptable to the CITY. These certificates shall
contain a provision that the coverage afforded under the policies will not be canceled or materially
change until at least thirty days prior written notice has been given to the CITY. The
CONTRACTOR agrees that failure to maintain the required insurance will result in termination of
this agreement.
MINIMUM INSURANCE REQUIRED:.
A. General: Before starting and until completion of the term of the Agreement, the
CONTRACTOR shall procure and maintain insurance of the types and to the limits specified
in Paragraphs B (1) through (3) inclusive below· All policies shall be of the "Occurrence" type,
"Claims Made" type policies shall not be accepted.
B. Coverage: The amounts and types of insurance shall conform to the following minimum
requirements:.
1. Worker's Compensation: Coverage to apply for all employees for Statutory Limits in
compliance with the applicable state and federal laws. In addition, the policy must include the
following:
a. Employer's liability with a limit of $100,000 each accident.
b. Notice of Cancellation and/or Restriction-The policy must be endorsed to provide the
CITY with thirty (30) days written notice of cancellation and/or restriction.
2. Comprehensive General Liability: Coverage must be afforded on a form no more restrictive
than the latest edition of the Comprehensive General Liability Policy filed by the Insurance
Services Office and must include:.
a. /Wmimum limits of $1,000,000 per occurrence and $5,000,000 aggregate combined single
limit for Bodily Injury Liability and Property Damage Liability on,
b. Premises and/or Operation,
c. Independent Contractors,
d. Additional Insured - The CITY is to be specifically named as additional insured, and
e. Notice of Cancellation and/or Restriction. The policy must be endorsed to provide the
Page 15 of 20
SOLID *~"'~STE COLLECTION AND DISPOSf~kGREEMENT
CITY with thirty (30) days written notice of cancellation and/or restriction.
3. Comprehensive Automobile Liability: Coverage must be afforded on a form no more
restricted than the latest edition of the Comprehensive Automobile Liability Policy filed by
the Insurance Services Office and must include:.
a. Minimum limit of $1,000,000 per occurrence combined single limit for Bodily Injury
Liability and Property Damage Liability on
b. Owned Vehicles,
c. Hired and Non-Ownership, and
d. Employee Non-Ownership, and
e. Notice of Cancellation and/or Restriction. The policy must be endorsed to provide the
CITY with thirty (30) days written notice of cancellation and/or restriction.
4. Certificates of Insurance and Copies of Policies: Certificates of Insurance in triplicate
evidencing the insurance coverage specified in the previous paragraphs (B) (1) through (3)
inclusive, and certified copies of the bond as required shall be shall be filed with the CITY
before operations are begun. The required certificates of insurance not only shall name the
types of policies provided, but also shall refer specifically to this proposal and section and the
above paragraphs in accordance with which insurance is being furnished, and shall state that
such insurance is as required by such paragraphs of this proposal.
If the initial insurance expires prior to the expiration of this agreement, renewal certificates of
insurance and required copies of policies shall be furnished thirty (30) days prior to the date of
their expiration.
The following cancellation clause must appear on the Certificate of Insurance. The present
Cancellation Clause appearing on the Certificate must be X'd out and initialed by the Agent of
the Insurer:.
"Cancellation - Should any of the above described policies be canceled before the stated
expiration date thereof, insurer will not cancel same until at least 30 days prior written notice
(by certified mail) has been given to the City of Sanford, the below named certificate holder.
This prior notice provision is a part of the above described policies. Job Location: City of
Sanford.".
SECTION 7 - INDEMNIFICATION
The CONTRACTOR shall indemnify and hold harmless the City of Sanford and it's agents, officers
and employees, both elected and appointed, from and against all claims, damages, losses and
expenses, including but not limited to attorneys' fees and judgements, arising out of or resulting from
the work provided that the claim, damage, loss and expense is caused in whole or in part by any act
or omission, negligent or otherwise of the CONTRACTOR, any subcontractor, anyone directly or
indirectly employed by any one of them or anyone for whose acts any of them may be liable,
regardless or whether or not it is caused in part by a party indemnified hereunder. It is expressly
understood and agreed that CONTRACTOR is in all respects an independent CONTRACTOR as to
all work to be performed hereunder, notwithstanding that directions with regard to CONTRACTOR
performance thereunder may be issued from time to time by the CITY, its employees and/or its
agents. CONTRACTOR shall pay any attorney's fees and costs incurred by the CITY plus any
judgemerit which may be obtained against the CITY in any administrative or judicial proceedings,
either alone or jointly with CONTRACTOR, ks agents or employees, for injury or damages to
persons or parties by reason of CONTRACTOR performance or nonperformance of its obligations
under this Agreement; provided, however, that if the CITY alone is sued for such injury or damage,
written notice shall be given to CONTRACTOR to appear and defend such action on the CITY's
behalf. CONTRACTOR shall hold the CITY harmless against any damages, attorney's fees and/or
any costs incurred by the CITY as a result of the CITY's award to CONTRACTOR of the franchise
set forth in this Agreement and any challenges thereto. In the event of litigation between
Page 16 of 20
SOLID ~STE COLLECTION AND DISPOS~',AGREEMENT
CONTRACTOR and the CITY arising out of or relating the enforcement or interpretation of the
Agreement, the prevailing party shall be entitled to recover all of its costs and attomey's fees at the
trial and all appellate levels from the other party.
SECTION 8 o LIQUIDATED DAMAGES
In the event the CONTRACTOR fails to perform in accordance with the provisions of this
Agreement, the CITY shall withhold from any money due the CONTRACTOR, not as a penalty but
as liquidated damages for such breach of contract, the following mounts for the following failures:.
A. Unresolved legitimate complaints fffieen (15) or more per month; $10.00 each for the first 15 and
$10.00 for each additional occurrence that month.
B. Failure of CONTRACTOR to handle garbage containers carefully, thoroughly empty and replace
as specified; $3.00 each occurrence.
C. Failure to dean up spillage from vehicles or after having emptied containers, whether on private
or public property, streets, alleys, etc., $100.00 each occurrence.
D. Failure to clean vehicles; $25.00 each vehicle.
E. Failure to keep vehicles closed or covered; $100.00 each vehicle.
F. Loaded vehicles left standing on street unnecessarily; $25.00 each vehicle.
G. Failure to maintain schedules as required of the Agreement or in accordance with written notice
to the public and to the CITY; $250.00 per violation of route schedule.
H. Failure to drive in proper direction; $15.00 each occurrence.
I. Failure to keep dumpster in proper condition; $15.00 for each month past notification.
K. Failure to provide required reports; $15.00 per day per report. The amount will be doubled every
5 days the report is not provided.
SECTION 9 - AMENDMENTS:
The CITY shall have the right to amend this 'Agreement from time to time as necessary to comply
with Federal, State and Local laws and regulations, as amended from time to time. Such amendments
shall take effect within thirty (30) days of the CONTRACTOR's receipt of the written amended
Agreement. Amendments which are consistent with the purposes of this Agreement may be made
with the mutual written consent of the parties and in accordance with the CITY Charter and other
applicable laws and ordinances.
SECTION 10 - NOTICE:
Notice, for purposes of the CONTRACTOR, as called for under this Agreement, shall be forwarded
to: Sid Vihlen Jr. and Joe Briarton, 204 N. Park Avenue, Suite 100, Sanford, Florida 32771
and like notices to Frank Ward Jr., 2401 S. Latin Street, Chicago, lllinois 60608.
Notice for purposes of the CITY, as called for under this Agreement, shall be forwarded to: Public
Works Director, City of Sanford, Post Office Box 1788, Sanford, Florida 32772-1788.
SECTION 11 - FIRST PRIORITY:
In the event that CONTRACTOR experiences equipment failure or personnel problems in its overall
operation, CONTRACTOR agrees to give first priority in the assignment of equipment and personnel
to all routes within the CITY.
SECTION 12 o PERFORMANCE REOUIREMENTS:
CONTRACTOR hereby guarantees performance of all of its obligations hereunder in accordance with
Florida law and any CITY ordinances now in effect or hereinafter enacted. CONTRACTOR
acknowledges that it is thoroughly familiar with Florida law and CITY ordinances and shall abide by
their specific terms at all times.
Page 17 of 20
SOLID v'~,STE COLLECTION AND DISPOSF'~GREEMENT
SECTION 13 - TERMINATION:
In the event the CONTRACTOR defaults in the performance of any obligations to be performed by
it hereunder, CITY shall give the CONTRACTOR written notice of each default complained of. In
the event the CONTRACTOR fails or refuses to fully cure such default within thirty (30) days from
receipt of such notice, then the CITY may, at its option, terminate this contract. In the event of a
default described herein, CONTRACTOR shall be liable to the CITY for all damages including but
not limited to reasonable attomey's fees and court costs. Repeated failure to perform as required by
this Contract or repetitive defaults of similar nature shall be grounds for the CITY to terminate this
Contract.
SECTION 14 - TIME OF ESSENCE:
Time is of the essence concerning the performance of all terms and conditions of this Contract.
CONTRACTOR acknowledges that the work to be performed herein and pursuant to the attachments
hereto are to be completed in accordance with the terms and conditions set forth in the Request for
Proposal.
SECTION 15 - SUCCESSORS AND ASSIGNS:
The CITY and the CONTRACTOR each binds itself and its partners, successors, executors,
administrators and assigns to the other party of this Contract and to the partners, successors,
executors, administrators and assigns of such other party, in respect to all covenants of this Contract.
Except as above, neither the CITY nor the CONTRACTOR shall assign, sublet, convey or transfer
its interest in this Contract without the written consent of the other. Nothing herein shall be
construed as creating any personal liability on the part of any officer or agent of the CITY which may
be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other
than the CITY and the CONTRACTOR.
SECTION 16 - REPORTS FOR COMMERCIAL CUSTOMERS:
On the fifteenth (15th)day of the month following the month of service hereunder, the Franchisee
shall provide the CITY with a report. Said report shall be in a form, either hard copy, computer disk
(compatible with the CITY's computers) or otherwise satisfactory to the CITY. The report shall
include such information as the CITY may reasonably require so as to ensure proper garbage service
by all commercial establishments within the CITY and so as to ensure Franchisee's compliance with
the terms and conditions of this Contract. Unless otherwise directed by the CITY, each report shall
contain the following as a minimum:
(D
(2)
(3)
(4)
(s)
(6)
(7)
(s)
(9)
Customer's Utility Number (assigned by the CITY)
Customer's Business Name
Customer's Business Address
Customer's Telephone Number
Container(s) Number(s)
Container's Capacity
Compactor(s)
Pick-up Schedule for Containers and Compactors
Number of Pick-ups for All Containers and Compactors
Franchisee Fee
This report shall be submitted no later than the fifteenth (1 5th) of the month following the month of
service, covering all activities during the month of service, to the Director of Public Works.
Page 18 of 20
SOLID ~TE COLLECTION AND DISPOSA"~GREEMENT
SECTION 17 - BANKRUPTCY OR INSOLVENCY:
If the Franchisee becomes insolvent and in any event if the Franchisee files a petition of voluntary or
involuntary bankruptcy, then this franchise shall terminate in no event later than the date of filing of
the bankruptcy petition.
SECTION 18 - CONFLICT OF INTEREST:
The CONTRACTOR represents that it presently has no interest and shall acquire no interest, either
direct or indirect, which would conflict in any manner with the performance of services required
hereunder, as provided for in Florida Statutes 112.311. The CONTRACTOR further represents that
no person having any interest shall be employed for said performance.
The CONTRACTOR shall promptly notify the CITY in writing by certified mail of all potential
conflicts of interest for any prospective business association, interest or other circumstances which
may influence or appear to influence the CONTRACTOR's judgment or quality of services being
provided hereunder. Such written notification shall identify the prospective business association,
interest or circumstances, the nature of work that the CONTRACTOR may undertake and request
an opinion of the CITY as to whether the association, interest or circumstance would, in the opinion
of the CITY, constitute a conflict of interest if entered into by the CONTRACTOR. The CITY
agrees to notify the CONTRACTOR of its opinion by certified mall within thirty (30) days of receipt
of notification by the CONTRACTOR. If, in the opinion of the CITY, the prospective business
association, interest or circumstance would not constitute a conflict of interest by the
CONTRACTOR, the CITY shall so state in the notification and the CONTRACTOR shall, at its
option, enter into said association, interest or circumstance and it shall be deemed not in conflict of
interest with respect to services provided to the CITY by the CONTRACTOR under the terms of this
Contract. If the CITY in its sole discretion determines that there is a conflict, the CONTRACTOR
shall not enter into or shall terminate the Contract with the business associate.
SECTION 19 - ARREARS:
The CONTRACTOR shall not pledge the CITY's credit or make it a guarantor of payment or surety
for any contract, debt, obligation, judgment, lien or any form of indebtedness. The CONTRACTOR
further warrants and represents that it has no obligation or indebtedness that would impair its ability
to fulfill the terms of the Contract.
SECTION 20 - ACCESS AND AUDITS:
The CONTRACTOR shah maintain adequate records to justify all charges, expenses, and costs
incurred in performing the work for at least three (3) years after completion of this Contract. The
CITY or its duly authorized representatives shall have access to such books, records, and documents
as required in this section for the purpose of inspection, audit, excerpts and transcription during
normal business hours, at the CITY's cost, upon five (5) days written notice.
SECTION 21 - AUTHORITY TO CONDUCT BUSINES S:
The CONTRACTOR hereby represents and warrants that it has and will continue to maintain all
licenses and approvals required to conduct its business, and that it will at all times conduct its
business activities in a reputable manner.
SECTION 22 - SEVERABILITY
In the event any article or section of this Agreement or of any amendments thereto, is held invalid by
operation of law or by any tribunal of competent jurisdiction, or if compliance with or enforcement
of any article or section shall be restrained by such tribunal pending a final determination as to its
Page 19 of 20
SOLID W~ , rE COLLECTION AND DISPOSAI/"~EMENT
validity, the remainder of this Agreement and of any amendments thereto, or the application of such
article or section to persons or circumstances other than those to which it has been held invalid or as
to which compliance with or enforcement of has been restrained, shall not be affected thereby.
SECTION 23 - WAIVERS:
None of the following shalI be construed as a waiver or alteration of any of the provisions of this
Agreement:
A. The acquiescence, failure, or neglect of either of the parties hereto to insist on strict
performance of any or all of the terms or conditions of this Agreement, or of any of the actions
required hereby;
B. The acquiescence, failure or neglect of either of the parties hereto to assert any remedy,
damages, or other rights arising out of the other party's refusal, neglect or inability to perform any
of its obligations hereunder.
SECTION 24 - MUTUAL AGREEMENT.
CONTRACTOR and the CITY agree that this Agreement ,and the CONTRACTOR's proposal
documents attached hereto, sets forth the entire agreement between them with regard to the subject
matter hereof, and that this Agreement shall only be amended, supplemented or altered by a written
instrument executed by both of the parties hereto through their duly authorized representatives.
CITY OF SANFORD, FLORIDA
cit
Date & Seal
FLORIDA RECYCLING SERVICES, INC.
S~Tna O ~
STATE OF FLORID& COUNTY OF SEMINOLE
The foregoing instrument was acknowledged
before me this ~&v~ day of December, 1998,
by Sid Vihlen Jr. as Assistant Vice President for
targe ' uv dmluE ' ' ,
Personally Known , OR
Produced Identification /
Page 20 of 20
SOLID ~TE COLLECTION AND DISPOSA~"~GREEMENT
APPENDIX A
LIST OF CURRENT SOLID WASTE & RECYCLE SERVICE TO BE
PROVIDED TO CITY OF SANFORD ACCOUNTS AT NO CHARGE
Location Description and address
City - 13th Street and Mangoustine Avenue 3 yards, once per week
City- 1506 W 13th Street 3 yards, once per week
City - 1700 W 13th Street 3 yards, once per week
City - 1204 W 13th Street 3 yards, once per week
City - 1201 Mellonville Ave. residential, hand load twice per week
Treatment Plant - 300 N Poplar Avenue 3 yards, once per week
Civic Center - 401 E Seminole Boulevard 2 - 3 yards, once per week
Cultural Arts Center 119 W 5th Street 2 yard, twice per week
Parks Department - 908 W 6th Street 6 yard, twice per week
Utility Building - 412 W 14th Street 3 yards, once per week
Public Works Compound - 800 W Fulton Street 7 - 6 yard, twice per week
City Hall - 300 N Park Avenue hand load, twice per week
Fire Stations:
# 1 - 1303 French Ave. 2 yard, twice per week
# 2 - 3770 Orlando Dr. hand load, twice per week
# 3 - 1300 Central Park Dr. hand load, twice per week
Police Station - 815 French Ave. 4 yard, twice per week
Stadium - 1201 Mellonville Ave. 2 yard, once per week
Park - 601 E 251h PI. 6 yard, once per week
Park - 1201 W 251h St.
Extra service locations, pick ups and special pickups for bulk/yard trash
Service Level
6 yard, once per week
as needed on request
· ~'~ '---;This agreement was terminated by Jennings Environmental on December 31 1999. It was
awarded to Florida Recycling Services, Inc. beginning January 1, 2000 because they
bid;the same fees as Jennings, therefore they are the low bidder.
FRANCHISE AGREEMENT
ROLL-OFF AND COMPACTOR SOLID WASTE SERVICE
This agreement, made and,.entered into this 1st day of January, 1997, by and between
the CITY OF SANFORD with its principal place of business located at City Hall, P. O.
Box 1788, Sanford, FL 32772, hereinafter referred to as the "City", and Jennings
Environmental Services, Incorporated, with its principal place of business located at,
101 Wymore Road, Suite 314, P O Box 6862, Longwood, FI 32779-6862 hereinafter
referred to as the "Franchisee".
WITNESSETH:
WHEREAS, it is the intent of the City of Sanford to grant exclusive rights to the Franchisee
for the collection and removal of commercial waste generated by customers who require ~.~
roll-off or compactor service within the City; and
WHEREAS, the City is duly authorized to grant a franchise for the collection of solid waste
and recyclable materials within the City of Sanford, Florida; and .
WHEREAS, said Franchisee agrees to charge rates to customers within the City a~.~';
specified and required herein, and ~'~'
WHEREAS, said Franchisee agrees to pay the Franchise and Recycle Fees specified an~ '
required by Ordinance 3070 and Resolution 1611, as amended from time to time, of the
City of Sanford, and has presented satisfactory evidence to the City that it is in an
adequate physical and financial position to provide such service under all rules and
regulations of the City; and
WHEREAS, the City has found that the granting of a commercial solid waste and
recyclable materials roll-off container collection franchise to the Franchisee is in the best
interest of the public.
NOW THEREFORE, in consideration of the promises and mutual covenants herein
contained, the parties hereto intending to be legally bound, hereby agree as follows:
ARTICLE 1 - DEFINITIONS
As used herein, the definitions contained in Section 2, definitions, of City of Sanford Ordinance 3066, and
Ordinance 3070 as amended, shall apply unless otherwise specifically stated.
Franchisee: Franchisee shall mean the Franchise Collector or his authorized representative.
Roll-off: Roll-off shall mean a large commercial solid waste container, normally 10 cubic yards or
larger, for the collection of solid waste.
Compactor: A Compactor shall mean a roll-off commercial solid waste container with a mechanical
means of compacting or reducing the volume of the materials placed inside for disposal.
ARTICLE 2 - SCOPE OF WORK
The Franchisee is granted a franchise to provide all collection services of commercial waste requiring roll-
off/compactor containers from and within the City of Sanford, Florida, to customers under the terms and
conditions set forth herein. The Franchisee shall not enter into any service agreements within:!'the;City that
replace existing non-roll-off/compactor dumpster service other than as provided herein.
The frequency, type and nature of the collection service of commercial waste shall be as'established
individually between the person controlling the real property and the Franchisee The Franchisee shall
comply with all applicable local, state and federal laws, codes, ordinances, resolutions, rules and regulations.
The Franchisee shall provide all labor, materials, equipment, tools, machinery, facilities, supervision,
skills, and other services to provide the collection services required herein. The Franchisee shall pay, at its
expense, all costs, expenses, license fees, and charges required to perform the collection services including
rti~:f'~r~al r'h,'arc~,nc 41 a qt;fir-~ c~f F~r~rid:', lic'nn<~nc~ qcgir~ '.,,,q,_,'lc, {:'~r'ilih~
FRANCHISE AGREEMENT - SOLID WASTE SERVICE
Page 2 of 8
The relationship between the parties shall be limited to performance of this Agreement solely in
accordance with its terms. No party shall have any responsibility whatsoever with respect to services
provided or contractual obligations assumed by the other party and nothing in this Agreement shall be
deemed to constitute either party a panner, agent, or legal representative of the other party or to create any
fiduciary relationship+ The FranchLsee's status shall be that of an independent contractor.
ARTICLE 3 - PAYMENT
3.1 RATES, BILLING and FEES
A. The Franchisee shall be responsible for the billing, collection and incidental costs of fulfilling the contract
agreements with parties being serviced.
B. The Franchisee shall submit a franchise fee to the City of 15% of total invoiced billing for all Commercial
Refuse Service rendered in the City. The franchise fee shall be applied to all charges for service
rendered, i.e. Pull charge, Disposal charge, Shod term or frequency based container rental charge and
other authorized charges. The franchise fee shall not apply to long term equipment leases for
compactors or other mechanized specialty equipment
C. The Franchisee shall submit a recycling fee to the City of $ 50 per cubic yard collected for all
commercial refuse service rendered within the City of Sanford.
D. The Franchisee shall charge rates for roll-oft and roll-off compactor co{lection services as indicated on
the Bid documents, (Bid # 96/97-21), provided by the Franchisee and attached hereto. The rates are
to be calculated by subtotaling: pull charges - disposal charges - rental charges - other applicable
charges, plus a Franchise fee of fifteen percent (15%) of the subtotal charges, plus a Recycling fee of
fifty cents ($0.50) per cubic yard of service rendered.
E. The Franchisee shall pay to the City the applicable franchise and recycling fees as set by the City
Commission by the 20th of the month following provision of the service.
F. The City reserves the right to change the amount of franchise and recycling fees. The City will notify
the Franchisee of any such fee change at least thirty days prior to the effective date.
ARTICLE 4 - INDEMNIFICATION
The Franchisee shall at all times defend, indemnify, protect, hold harmless, and exempt the City, its officers,
agents, servants, employees and subcontractors, from any and all penalty, damage, or charges arising out
of claims, suits arising out of claims, suits, demands, causes of action, or award of damages whether
compensatory or punitive, or expenses arising therefrom, including the City's attorneys fees, either at law
or in equity, which might be claimed now or in the future, including any payments required by the Worker's
Compensation law, which may arise out of or be caused by the operation of performance, operation, main-
tenance, repair, installation, replacement or removal of any site, building, equipment, or vehicle within the
Franchisee's solid waste collection system and which is caused by a negligent or intentional act or omission
of the Franchisee, its officers, agents, servants, employees, and subcontractors.
The Franchisee shall pay, and by its acceptance of this franchise, the Franchisee specifically agrees that
it will pay, all damages and penalties which the City legally may be required to pay as a result of the
granting or extension of this franchise. Such damages or penalties shall include, but shall not be limited to,
damages arising out of copyright infringements, anti-trust violations, and all other damages arising out of
or relating to its operation and maintenance of a commercial solid waste collection and disposal business,
whether or not any act or omission complained of is authorized, allowed or prohibited by this franchise.
ARTICLE 5 - TERM
5.1 FRANCHISE AGREEMENT
A. The term of this agreement shall be for five years beginning on January 1, 1997 and terminating on
December 31, 2002. The term shall consist of (5) consecutive annual periods:
The first from- January 1, 1997 through December 31, 1998,
The second from- January 1, 1998 through December 31, 1999,
The third from* January 1, 1999 through December 31, 2000,
The foudh from- January 1, 2000 through December 31, 2001,
The fifth from- January 1, 2001 through December 31, 2002,
The franchise agreement shall remain in force unless either party terminates the agreement by giving
written notice of termination at least ninety (90) days prior to the expiration of any annual period.
B. Rates as stated in Article 3 section 3.1, D, and in the Franchisees' bid, (Bid-96/97-21), shall remain firm
FRANCHISE AGREEMENT - SOLID WASTE SERVICE
Page 3 of 8
for ll~e full term of this agreement. Rate adjustments may be considered at the end of each annual term
providing that the Franchisee submits a request at least ninety (90) days prior to the end of any annual
term, The Franchisee must provide adequate justification of the need for any rate increase. Such
justification must be submitted with adequate financial records or information to document the necessity
for an increase. Any request. for a rate increase which exceeds the local Consumer Price Index for
Urban Wage Earners and Clerical Workers, published by the U.S. Department of Labor - Bureau of Labor
Statistics, since the date of the execution of this agreement or since the date of the last adjustment must
be justified by adequate financial data to document financial hardship for the Franchisee. No rate
adjustments will be considered or allowed within each annual term. All rate adjustments are subject to
final approval by the City Commission operating in public session, whose decision shall be final.
ARTICLE 6 - STATEMENT OF ASSURANCE
The Franchisee, for the Term of this Agreement, assures the City that said Franchisee will not on the
grounds of race, color, national origin, religion, sex, age. handicap or marital status, discriminate in any form
or manner against said Franchisee's employees or applicants for employment (as provided in Title VI of the
1964 Civil Rights Act, and the Florida Human Rights Act of 1977) and understands and agrees that this
Agreement is conditioned upon the veracity of this Statement of Assurance. Furthermore, the Franchisee
herein assures the City that said Franchisee will comply with Title VI of the Civil Rights Act of 1964 when
federal grant(s) is/are involved. Other applicable Federal and State laws, Executive Orders, and regulations
prohibiting discrimination as hereinabove referenced are included by this reference thereto. This Statement
of Assurance shall be interpreted to include Vietnam-Era Veterans and Disabled Veterans within it protective
range of applicability.
ARTICLE 7 - RESPONSIBILITIES OF FRANCHISEE
7.1 EQUIPMENT and PERSONNEL
The Franchisee shall do all the work and furnish at its own expense all labor, materials, equipment, and other
facilities, as may be necessary and proper for performing and completing the work under this Agreement.
The work shall be performed in accordance with the true intent and meaning of this agreement. Unless
otherwise expressly provided, the work must be performed in accordance with the best modern practices,
with workmanship of the highest quality. all as determined by and entirely to the satisfaction of the City.
Unless otherwise expressly provided, the means and methods of collection shall be such as the
Franchisee may choose, subject, however, to the approval of the City. Only adequate and safe procedures,
methods, and equipment shall be used.
7,2 COMMERCIAL COLLECTION SERVICE
The Franchisee shall not provide service to any account until the Franchisee has notified the City's Solid
Waste Division and the Franchisee has received authorization for that account from the City. The City shall
be provided with a copy of the service agreement for each account within one week of providing service.
Copies may be forwarded to the Solid Waste Division by mail or by telefax to (407) 330-5666.
The Franchisee shall collect and remove all properly contained Solid Waste placed in accordance with
City Ordinance No. 3066 and 3070. The nature and frequency of Commercial Collection Service shall be
as agreed between the Customer and Franchisee.
Commercial Collection Service shall not be conducted before 5:30 a.m or after 9:00 p.m. No collection
shall be made on Sunday except for restaurants and hospitals. The Franchisee shall maintain and keep up-
to-date all such records and files as necessary to document the collection service.
7.3 REPORTING of RECYCLABLE and SOLID WASTE COLLECTION MATERIAL
The Franchisee shall keep records of all recyclable and solid waste materials picked up in the City. Such
records shall consist, at a minimum, of the net weight of each type of recyclable material collected, the
volume and weight of all other solid waste collected (yard waste, institutional, demolition, etc.) and all
charges (pull charge, rental fee, tipping fee, equipment lease charge, franchise & recycling fees and other
charges) for each account- A calendar months' report shall be provided to the City with a complete list of
all accounts. The report shall include the following information: each type of material, volume (cu. yards)
and/or weight of each material, the date of collection, a subtotal of all charges; pull charge, rental fee,
tipping tee, equipment lease charge, franchise & recycling fees and other charges for each account and a
grand total of all subtotals for the reporting month. The calendar month report shall be forwarded by the
FRANCHISE AGREEMENT - SOLID WASTE SERVICE
Page 4 of 8
20th of the following month, failure to do so shall result in a $50.00 fine per day that the report is late.
7.4 PROVISION of COMMERCIAL ROLL-OFF/COMPACTOR CONTAINERS
The Franchisee shall provide roll-off and other large containers to all authorized commercial collection
service customers requesting them. The type, number, and location of such containers shall be as agreed
between tile Customer and Fran~'hisee. In the event that a customer fails to comply with the contract
agreement and his service is discontinued by reason of nonpayment, the City must be promptly notified in
order to take appropriate action for sanitation purposes.
The Franchisee also shall be responsible for the care and maintenance of the roll-off containers supplied
and shall hold the City harmless for any and all liabilities arising out of the use thereof.
For privately owned roll-off containers, the Franchisee shall hold the City harmless for any damages to
the roll-off containers or liabilities associated therewith arising oui of utilization of such roll-off containers.
7.5 FREE SERVICE
The Franchisee shall not provide free collection, transportation, or disposal of solid waste services without
the express written approval of the City.
7.6 SUITABLE CONTAINERS
Any privately owned container which is in disrepair so as to cause a hazard to the public, or the Franchisee,
may be condemned and so marked by the Franchisee. The Franchisee must notify the City of within two
(2) days of marking such containers. Containers so marked may be picked up and removed by the
Franchisee after two weeks following the marking of the container if it has not been replaced or repaired by
the Owner.
7.7 PRESERVATION of PROPERTY
The Franchisee shall preserve from damage all property along the mute of the collection services, or which
Is in the vicinity of or is in any way affected by the performance of the collection services. Franchisee shall
locate containers in areas that allow access without driving over curbing, sidewalks and other public
appurtenances. This applies, but is not limited, to the public utilities, trees, lawn areas, building monuments
or markers, fences, pipe and underground structures, public streets, (except natural wear and tear of streets
resulting from legitimate use thereof). Wherever such property is damaged due to the activities of the
Franchisee, it shall be immediately restored to its original condition by the Franchisee at its own expense.
If the Franchisee fails to restore such property, the City may upon 48 hours written notice to the Franchisee,
proceed to repair, rebuild, or otherwise restore such property as may be deemed necessary, and to bill the
cost thereof to the Franchisee.
7.8 SPILLAGE and/or LITTER
The Franchisee shall be responsible for picking up and/or removing any spillage or litter resulting from the
performance of the collection services by the Franchisee. Areas of spilled trash adjacent to commercial
collection containers not caused by the Franchisee shall be cleaned up by the Franchisee or the customer.
7.9 IDENTIFICATION
All solid waste collection vehicles and equipment operated by the Franchisee shall be cleady marked with
the name of the Franchisee and its telephone number. All employees of the Franchisee shall display identifi-
cation showing them as employees of the firm.
7.10 OFFICE
The Franchisee shall maintain an office with regular business hours, five days per week, Monday through
Friday, and shall have adequate personnel and facilities in said office to receive and duly respond to
complaints and questions made or raised by Customers of the Franchisee during regular business hours.
The Franchisee shall provide to the City a list phone numbers of persons who could be contacted for
emergencies or after business hours complaints.
7.11 BOOKS and RECORDS
The Franchisee shall keep records of wastes collected and charges therefor, and the City shall have the right
to review those records which in any way pertain to the payments due it as well as the billing of all
FRANCHISE AGREEMENT - SOLID WASTE SERVICE
Page 5 of 8
customers by the Franchisee. The Franchisee's auditors shall certify to the City the accuracy of these
records. The City shall have the right to conduct a financial audit performed by an accountant in
accordance with generally accepted accounting principles, when determined necessary by the City. All
information so obtained shall be confidential and shall not be released by the City unless expressly
authorized in writing by the Franchisee or required under applicable law. The Franchisee will be responsible
for the monthly billing of the custdffter and the City shall be provided with a monthly report as required in
Article 7 - section 73 herein.
7.12 PERMITS and LICENSES
The Franchisee shall obtain at its own expense all permits and licenses required by law or ordinance and
maintain same in full force and effect.
7.13 COMPLAINTS
If the Franchisee receives any complaints from customers or other persons on the quality of service, use
of equipment, method of collection, or other matters, then the Franchisee shall respond to the matter within
twenty-four hours of receipt, 48 hours if such complaint occurs on a weekend, and resolve the matter within
seventy-two hours of receipt. Further, the Franchisee shall fully cooperate with the City in addressing such
complaints. The Franchisee shall maintain an up-to-date file listing all complaints received and the
Franchiseo's response or action taken with respect thereto. The City shall receive a copy of the complaint
listing on a monthly basis.
7.14 COMMUNITY SERVICE
The Franchisee shall provide emergency response services as directed by the City Manager, which
emergency response service would be performed immediately by the Franchisee in accommodation of the
emergency nature of the service requirement, and for which reasonable compensation to the Franchisee
shall be negotiated with the City Manager after emergency services have been rendered.
ARTICLE 8 - SPECIAL CONDITIONS
8.1 REPRESENTATIVES
The authorized representative of the City for purposes of this Agreement shall be the Public Works Director.
The authorized representative of the Franchisee for purposes of this agreement shall be the Division
Manager, Either party may change its representative upon five days written notice to the other party.
8.2 INSURANCE
The Franchisee will have and maintain such insurance as will protect it from claims under workers
Compensation Laws; disability benefit laws, or other similar employee benefit laws; from claims for damages
because of bodily injury, occupational sickness or disease, or death of his employees including claims for
damages because of bodily injury, sickness or disease, or death of any person other than his employees,
including claims insured by usual personal injury liability coverage; and from claims for injury to or
destruction of tangible property including loss of use resulting therefrom -- any or all of which may arise out
of or result from the Franchisee's operations under the Agreement. whether such operations be by himself
or by any subcontractor or anyone directly or indirectly employed by any of them or for whose acts any of
them may be legally liable. This insurance shall be written for not less than any limits of liability specified
or required by law, whichever is greater. Within 30 days, the Franchisee will file with the City certificates of
such insurance, acceptable to the City; these certificates shall contain a provision that the coverage afforded
under the policies will not be canceled or materially change until at least thirty days prior written notice has
been given to the City.
INSURANCE REQUIRED:
A. General: Before starting and until completion of the term of the Agreement, the Franchisee shall procure
and maintain insurance of the types and to the limits specified in Paragraphs B (1) through (3) inclusive
below.
B. Coverage: The amounts and types of insurance shall conform to the following minimum requirements:
1. Worker's Compensation - Coverage to apply for all employees for Statutory Limits in compliance
with the applicable state and federal laws. In addition, the policy must include the following:
a Employer's Liability with a limit of $100,000 each accident.
b. Notice of Cancellation and/or Restriction - The policy must be endorsed to provide the owner
FRANCHISE AGREEMENT- SOLID WASTE SERVICE
Page 6 of 8
thirty (30) days written notice of cancellation and/or restriction.
2. Comprehensive General Liability - Coverage must be afforded on a form no more restrictive than
the latest edition of the Comprehensive General Liability Policy flied by the Insurance Sen/ices Office
and must include:
a. Minimum limits of $1,000,000 per occurrence and $5,000,000 aggregate combined single limit
for Bodily Injury Liability and Property Damage Liabilily on,
b. Premises and/or Operations,
c. h~dependen/Contractors,
d. Additional Insured - The City is to be specifically named as an additional insured, and
e. Notice of Cancellation and/or Restriction. The policy must be endorsed to provide the City with
thirty (30) days written notice of cancellation and/or reslriction.
3. Comprehensive Automobile Liability: Coverage must be afforded on a form no more restrictive than
the latest edition of the Comprehensive Automobile Liability Policy filed by the Insurance Services
Office and must include:
a. Minimum limit of $1,000,000 per occurrence combined single limit for Bodily Injury Liability and
Property Damage Liabilily on
b. Owned Vehicles,
c. Hired and Non-Owned Vehicles,
d. Employee Non-Ownership, and
e. Notice of Cancellation and/or Restriction. The policy must be endorsed to provide the City with
thirty (30) days written notice of cancellation and/or restriction.
4. Certificates of Insurance and Copies of Policies: Certificates of Insurance in triplicate evidencing the
insurance coverage specified in the previous paragraphs 8.2 (B) (1) - (3) inclusive, and certified
copies of the bond required by paragraph 8.2 (B) (4) shall be filed with the City before operations
are begun. The required certificates of insurance not only shall name the types of policies provided,
but also shall refer specifically to this contract and section and the above paragraphs in accordance
with which insurance is being furnished, and shall state that such insurance is as required by such
paragraphs of this contract.
If the initial insurance expires prior to the expiration of this agreement, renewal certificates of
insurance and required copies of policies shall be furnished thirty (30) days prior to the date of their
expiration.
The following cancellation clause must appear on the Certificate of Insurance. The present
Cancellation Clause appearing on the Certificate must be X'd out and Initialled by the Agent of the
Insurer.
"Cancellation - Should any of/he above described policies be canceled before the stated
expiration date lhereof, insurer will not cancel same until at least 30 days prior written notice
(by certified mail) has been given to the City of Sanford, the below named certificate holder.
This prior notice provision is a part of the above described policies. Job Location: City of
Sanford."
5. Performance and payment bonds: The Franchisee shall furnish to the City a security bond insuring
the faithful performance of this agreement and executed by a surety company with a Best rating of
A or greater with a financial size category of five or better, licensed to do business within the State
of Florida and on the list of federally approved bond companies. Said bond shall be in an amount
deemed by the City and the Franchisee to be reasonable and necessary to enable the City to
receive payment of the franchise and recycling fees provided for by this agreement, and to obtain
equipment and personnel to maintain commercial roll-off collection for a three (3) month period in
the event that the Franchisee becomes insolvent or fails to fulfill the terms and conditions set forth
herein. For the purposes of the security bond the gross annual amount of revenues and
franchise/recycling fees to be generated by this agreement is estimated to be two hundred
thousand dollars ($200,000). The bond amount necessary to assure performance of the Franchisees
duties and payment of franchise and recycling fees for three (3) months is fifty thousand ($50,000).
The estimated gross annual amount is subject to review and adjustment to more accurately reflect
the actual value of the franchise after each annual period. Prior to execution of this agreement, the
City shall require the Franchisee to furnish such bonds in such form as is acceptable to the City.
8.3 Transfer of Ownership
FRANCHISE AGREEMENT - SOLID WASTE SERVICE
Page 7 of 8
This Agreement shall not be assigned or transferred, or if a corporation, controlling interest in the
corporation shall not be sold without the consent of the City of Sanford, which consent if given shall be
evidenced by a resolution of the City Commission.
84 Notice of Default and Default of Contract
Should the Franchisee abandon o~:'delay unnecessarily the performance of, or in any manner refuse or fail
to comply with any of the terms of this Agreement or neglecl or refuse to comply with the instructions of
the City relative thereto, the City shall notify the Franchisee, in writing, of such abandonment, delay, refusal,
failure, or neglect and direct the Franchisee to comply with all provisions of the Agreement. Copies of such
written notice shall be mailed to the surety that issued the performance and payment bonds and be present-
ed to the City Commission for action. The City Commission shall hear the matter at an open session within
fourteen (14) days after receipt of such written notice from the City and shall make a determination within
seven (7) days after hearing by the City Commission whether or not the action in question is a breach of
the terms of this Contract. The Franchisee agrees to be present at such hearing and show cause why it has
abandoned, delayed, refused, failed or neglected to comply with the terms of the Agreement.
Should lhe Franchisee fail to appear or fail to show cause why it has abandoned, delayed, refused, failed
or neglected to comply with the terms of the Agreement satisfactory to the City Commission, such
Commission may declare a default of the Agreement and notify the Franchisee and the surety that issued
the pedormance and payment bond of such declaration of default, and the City Commission may take such
other action as it may deem advisable.
Upon receipt by the City of such declaration of default, the Franchisee agrees upon request of the City
that he will discontinue the work and that the City of Sanford will provide the collection services to all of the
franchise colleclors customers.
8.5 Decisions of Questions
To prevent disputes, it is understood that questions arising as to the proper performance and the amount
to be paid for under this Agreement shall be decided by the City Manager of Sanford, subject to the right
of Franchisee to appeal to the City Commission, whose decision shall be final.
8.6 Force Majeure
Notwithstanding any provision other than as set forth in this Section, Force Majeure, the performance of this
Agreement may be suspended and the obligations thereunder excused in the event that such performance
Is prevented by an event beyond the control of the Franchisee (Force Majeure) and the Franchisee acts in
the following manner:
1. As a condition precedent the Franchisee shall notify in writing within 48 hours, and affirmatively prove
within seven days to the City the occurrence of a force majeure event and the time delay thereby to the
performance of the provisions of this Agreement.
2. Should the City find that a Force Majeure event has occurred, it shall extend the time for Performance
accordingly. Provided that in the event the City, exercising its reasonable discretion, finds that the Force
Majeure event will prevent or alter performance or for such a period of time as to make performance
unreasonable, the City may declare the Agreement terminated.
3. A force majeure is defined for the purpose of this Agreement as:
Compliance with any order of any governmental authority or court, acts of war, rebellion, insurrection,
sabotage or damage resulting therefrom. fires, floods, explosions,washouts, or events similar to these
above. Provided that any Force Majeure event or its effects must be affirmatively shown to have been
beyond the reasonable control of the Franchisee.
The parties further recognize that the provision of Section 8.6 shall in no way limit the Franchisee's
duty, as otherwise specified herein, to secure all necessary permits and comply with all applicable laws,
regulation, or permit conditions. Any administrative or legal proceedings required to be carried out by
the Franchisee shall be pursued until all available appeals have been exhausted, unless written
instruction to the contract is received from the City Commission.
87 Severability
If any pad, section, subsection, or other portion of this Solid Waste Franchise Agreement is declared void,
unconstitutional, or invalid for any reason, such part,section, subsection, or other portion, or the prescribed
applicalion thereof, shall be severable, and the remaining provisions of this Agreement, and all applications
FRANCHISE AGREEMENT - SOLID WASTE SERVICE
Page 8 of 8
thereof not having been declared void, unconstitutional, or invalid shall remain in full force and effect. The
City and Franchisee declare that no invalid or illegal inducement has been given or offered for the execution
of this Agreement.
8.8 Modifications to contract due to public welfare or chanae in law:
The City shall have the unilateral right to make changes in this Franchise Agreement as the result of changes
in law and to impose new and reasonable rules and regulations on the Franchisee under this Agreement
relative :o the scope and methods of providing Commercial and Recycling Collections Services as shall from
time to time be necessary and desirable for the public welfare. The City shall give the Franchisee reasonable
notice of any proposed change and an opportunity to be heard concerning those matters. The scope and
method of providing Commercial and 'Recycling Collection Services as referenced herein shall also be
liberally construed to include, but is not limited to the manner, procedures, operations and obligations,
financial or otherwise, of the Franchisee. The City and the Franchisee understand and agree that the 1988
Florida Legislature has made comprehensive changes in Solid Waste Management legislation and that these
and other changes in law in the future which mandate certain actions or programs for counties or
municipalities may require changes or modifications in some of the terms, conditions or obligations under
this Agreement. Nothing contained in this Agreement shall require any party to perform any act or function
contrary to law. The City and the Franchisee agree to enter into good faith negotiations regarding
modifications to this Agreement which may be required in order to implement changes in the interest of the
public welfare or due to change in law.
IN WITNESS WHEREOF, the parties hereto have caused this Franchise Agreement to be
duly executed, in triplicate, this 2nd day of January , 1997.
CITY OF SANFORD, FLORIDA
May~3r 9 '
Bettye D. Smith
Attest:
FRANCHISEE
Name (typed or printed)
Title