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Universal Waste Systems Inc (Amendment No. 1) AMENDMENT NO. 1 TO THE AGREEMENT FOR NONEXCLUSIVE COMMERCIAL COLLECTION AND DISPOSAL SERVICES BETWEEN THE CITY OF RANCHO PALOS VERDES AND Universal Waste Systems, Inc. THIS AMENDMENT TO THE AGREEMENT FOR CONTRACTUAL SERVICES ("Amendment") by and between the CITY OF RANCHO PALOS VERDES ("CITY") and Universal Waste Systems,Inc.,("COLLECTOR")is effective as of the 1st day of January,2016. RECITALS A. CITY and COLLECTOR entered into that Certain Agreement for Nonexclusive Commercial Collection and Disposal Services dated November 18, 2014 ("Agreement")whereby COLLECTOR agreed to provide solid waste collection and disposal services from January 1,2015, to December 31, 2015, in exchange for nonexclusive franchise rights granted by the CITY. B. CITY and COLLECTOR now desire to amend the Agreement to extend the Term until March 31, 2016. TERMS 1. Contract Changes. The Agreement is amended as follows: (a) Section A.3 "TERM OF AGREEMENT" shall be amended to read as follows: "TERM OF AGREEMENT: This Agreement shall become effective on January 1, 2015, and shall remain in force through December 31, 2015 March 31, 2016. The Agreement may, in the sole discretion of CITY,be extended for an additional one(1)year period(or any shorter period of time, as determined by CITY), if COLLECTOR provides written notice to CITY on or before October 31,2015,that COLLECTOR wishes to continue to provide services within the CITY,and the CITY gives written notice of its approval of the extension to COLLECTOR no later than December 21, 2015." (b) Section A.6 "ACKNOWLEDGEMENTS" shall be amended to read as follows: "ACKNOWLEDGEMENTS: By entering into this Agreement, CONTRACTOR hereby acknowledges and agrees that: a) it has read and is familiar with the provisions of Chapter 8.20 of the Municipal Code; and 01203.0014/277734.1 W:\LAUREN\Solid Waste\COMM\2016\UWS Amendment 1 to Agreement for Nonexclusive Commercial Collection and Disposal Services.docx ' r b) it has received the notice referred to in Recital I, and is aware that if the CITY enters into an exclusive collection agreement in the future, no renewal of this Agreement beyond December 31, 2015 March 31, 2016 may occur." 2. Continuing Effect of Agreement. Except as amended by this Agreement, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement, as amended by this Amendment to the Agreement. 3. Affirmation of Agreement; Warranty Re Absence of Defaults. CITY and COLLECTOR each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective,valid,and binding obligation. COLLECTOR represents and warrants to CITY that, as of the date of this Amendment, CITY is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement. CITY represents and warrants to COLLECTOR that, as of the date of this Amendment, COLLECTOR is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement. 4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment. 5. Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party,(iii)by so executing this Agreement,such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. [SIGNATURES ON FOLLOWING PAGE] 01203.0014/277734.1 W:\LAUREN\Solid Waste\COMM\2016\UWS Amendment 1 to Agreement for Nonexclusive Commercial Collection and Disposal Services.docx • r IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written. CITY: CITY OF RANCHO PALOS VERDES Ken Dyda, Mayor ATTEST: —.. . AM/AA Carla Morreale, City Clerk APPROVED AS TO FORM: ALESHIRE &WYNDER, LLP Dave Aleshi~City Attorney COLLECTOR: By. Name•MAAl Title: C—r--3Y: 7 ( Name: As\C.JL L )(n Title: L.)*9 Address: SsC5 `'� ��� �,.cw 0,‘\Z NOTE: COLLECTOR'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO COLLECTOR'S BUSINESS ENTITY. 01203.0014/277734.1 W:\LAUREN\Solid Waste\COMM\2016\UWS Amendment 1 to Agreement for Nonexclusive Commercial Collection and Disposal Services.docx CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy or validity of that document. STATE OF CALIFORNIA COUNTY OF RIVERSIDE A)6-114hr Pt)t t L On 2.7' before me, .)ej(iVv'\ ersonall� �/L� personally appeared to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. — MITCH P.KELLAM 1111 :Jo-Jib; Commission l 2024953 Signature: ;�' Notary Public-California `�� ' : - 1Los Angeles County tru.,rfl My Comm.Expires May 17,2017 OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT LI INDIVIDUAL ❑ CORPORATE OFFICER TITLE(S) TITLE OR TYPE OF DOCUMENT ❑ PARTNER(S) ❑ LIMITED El GENERAL ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) NUMBER OF PAGES ❑ GUARDIAN/CONSERVATOR ❑ OTHER SIGNER IS REPRESENTING: DATE OF DOCUMENT (NAME OF PERSON(S)OR ENTITY(IES)) SIGNERS)OTHER THAN NAMED ABOVE 01203.0014/277734.1 W:\LAUREN\Solid Waste\COMM\2016\UWS Amendment 1 to Agreement for Nonexclusive Commercial Collection and Disposal Services.docx