RPVCCA_CC_SR_2012_02_21_J_UWS_Annual_Commercial_Hauler_AgreementCITY OF
MEMORANDUM
RANCHO PALOS VERDES
TO:
FROM:
DATE:
SUBJECT:
REVIEWE'D:
Project Manager:
HONORABLE MAYOR &CITY COUNCIL MEMBERS
TOM ODOM,DIRECTOR OF PUBLIC WORKS ''R-A r
FEBRUARY 21,2012
APPROVE UNIVERSAL WASTE SYSTEMS,INC.'S
ANNUAL COMMERCIAL HAULER AGREEMENT-2012
CAROLYN LEHR,CITY MANAGER ~
Lauren Ramezani,Sr.Administrative Analyst ~
RECOMMENDATIONS
1.Authorize the Mayor and the City Clerk to execute a one-year non-exclusive
commercial refuse collection and disposal services agreement with Universal
Waste Systems,Inc.for 2012.
2.ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO
PALOS VERDES,AMENDING RESOLUTION 2011-93 LIMITING THE NUMBER
OF HAULERS AUTHORIZEQ TO PROVIDE SOLID WASTE COLLECTION AND
RECYCLING SERVICES FROM COMMERCIAL PREMISES,AND ROLL OFF
SERVICES TO RESIDENTIAL AND COMMERCIAL PREMISES IN THE CITY OF
RANCHO PALOS VERDES IN CALENDAR YEAR 2012.
BACKGROUND
On December 6,2011,the City Council approved the annual agreements for eight
commercial haulers for 2012.The agreement for the ninth hauler,Universal Waste
Systems,Inc.(UWS),was temporarily withheld pending the resolution of a service level
change requested by customers.UWS has been an authorized commercial hauler (roll
offs and bins for businesses)in the City for approximately eight years.Throughout these
years,UWS has provided the City with timely quarterly reports,fees and insurance
documentation.
DISCUSSION
The UWS's service level change request,addressed in a separate staff report,has been
resolved to the parties'satisfaction.Therefore,staff recommends approving UWS's
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UWS's Commercial Agreement
February 21,2012
Page 2
annual non-exclusive commercial hauler agreement for 2012.Furthermore,by adopting
the attached resolution the number of haulers authorized to provide commercial services
(roll offs and bins)will increase from eight to nine.
ALTERNATIVE
Do not renew UWS's commercial hauler agreement for 2012.However,staff does not
recommend this alternative.
FISCAL IMPACT
Pursuant to their commercial hauling agreement,UWS will submit 5%in Franchise fees
and up to 5%in AS 939 fees on a quarterly basis based on their reported commercial
hauling gro.ss receipts.
Attachments:
Resolution 2012-
Agreement
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UWS's Commercial Agreement
February 21,2012
Page 3
RESOLUTION 2012-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO
PALOS VERDES AMENDING RESOLUTION 2011-93 LIMITING THE
NUMBER OF HAULERS AUTHORIZED TO PROVIDE SOLID WASTE
COLLECTION AND RECYCLING SERVICES FROM COMMERCIAL
PREMISES,AND ROLL OFF SERVICES TO RESIDENTIAL AND
COMMERCIAL PREMISES IN THE CITY OF RANCHO PALOS VERDES
IN CALENDAR YEAR 2012
WHEREAS,pursuant to Section 8.20.260 of the City of Rancho Palos Verdes
Municipal Code,and to improve monitoring and reporting of commercial and roll off
disposal and recycling tonnage,and public education activities,only those solid waste
haulers who have entered Into a collection agreement with the City may collect solid
waste and recyclables from commercial premises,and roll off services to residential
premises in the City ("Commercial Haulers");and
WHEREAS,on December 6,2011,the City Council of the City of Rancho Palos
Verdes adopted Resolution No.2011-93,limiting the number of Commercial Haulers in
calendar year 2012 to eight Commercial Haulers;and
WHEREAS,nine authorized haulers provided timely quarterly reports and fees,
and provided the required proof of valid general liability and workers compensation
insurance during 2011;
WHEREAS,on February 21,2012,the City Council wishes to amend Resolution
2011-93,to add a ninth hauler,Universal Waste Systems,Inc.to the list of commercial
haulers who are authorized to do business in the City during calendar year 2012;
NOW THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL.OF THE CITY
OF RANCHO PALOS VERDES THAT:
1.The following nine solid waste haulers who entered into commercial collection
agreements in calendar year 2011 and provided required quarterly reports and
insurance documentation are permitted to enter into such agreements in
calendar year 2012:California Waste Services LLC;CalMet Services,Inc.;
Consolidated Disposal Service,LLC;Easy Roll Off Services;EDCO Disposal
Corporation;S & H Disposal Company &Recycling Services;Universal Waste
Systems,Inc.;USA Waste of California,Inc.,dba Waste Management of Los
Angeles;and West Coast Waste &Roll Off Service.
2.No other solid waste haulers will be authorized to collect solid waste and
recyclables from commercial premises,or provide roll off services to residential
premises in the City in calendar year 2012.
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UWS's Commercial Agreement
February 21,2012
Page 4
PASSED,APPROVED,AND ADOPTED THE 21st DAY OF FEBRUARY,2012.
ATTEST:
CITY CLERK
State of California )
County of Los Angeles )ss
City of Rancho Palos Verdes )
MAYOR
I,CARLA MORREALE,City Clerk of The City of Rancho Palos Verdes,hereby certify that
the above Resolution No.2012-_was duly and regularly passed and adopted by the said
City Council at a regular meeting thereof held on February 21,2012.
CITY CLERK
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AGREEMENT FOR NONEXCLUSIVE COMMERCIAL
COLLECTION AND DISPOSAL SERVICES
BETWEEN
THE CITY OF RANCHO PALOS VERDES,
a municipal corporation
AND
Universal Waste Systems,Inc.
a
California corporation
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CITY OF RANCHO PALOS VERDES
AGREEMENT FOR NONEXCLUSIVE COMMERCIAL
COLLECTION AND DISPOSAL SERVICES
This Agreement is made and entered into this th day of
,2012,by and between the CITY OF RANCHO PALOS VERDES,a----:,.--.,---municipal corporation,hereinafter referred to as "CITY"and
Universal Waste Systems,Inc.,a California corporation,
hereinafter referred to as "COLLECTOR".
RECITALS
. .This Agreement is entered into on the basis of the
followings facts,understandings,and intentions of the parties:
A.The Legislature of the State of California,by
enactment of the California Integrated Waste Management Act of
1989 (Public Resources Code Section 49100,et ~;hereinafter
the "Act")established a Solid Waste management process which
requires cities and other local jurisdictions to implement source
reduction,reuse,and recycling as integrated waste management
practices;and
B.The Act authorizes and requires local agencies to make
adequate provision for Solid Waste handling within their
jurisdictions;and
C.The City Council has enacted Chapter 8.20 of the Rancho
Palos Verdes Municipal Code,which establishes standards for the
C~llection and removal of Solid Waste and Recyclables,the
Disposal of Solid Waste,the Recycling of Recyclables,and
requirements for Collector Agreements;and
D.Pursuant to Sections 49300 and 49500-49523 of the
Public Resources Code,and Section 8.20.260 of the Municipal
Code,CITY is authorized to enter into an exclusive or non-
exclusive agreement for the Collection and Disposal of Solid
Waste;and
E.The CITY desires to enter into an nonexclusive
agreement with COLLECTOR for the Collection and Disposal of Solid
Waste,and the Collection and Processing of Recyclables,from
Commercial Premises in the CITY,and to provide Boxes and Bins to
Residential Premises;and
F.WHEREAS,COLLECTOR is willing to provide Solid Waste
Cqllection,Disposal and Recycling services to Commercial
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Premises in the CITY,and to provide Boxes and Bins to
Residential Premises,on a nonexclusive basis;and
G.WHEREAS,the work to be done under this Agreement
includes the furnishing of all labor,material and equipment
necessary for the Collection of Solid Waste and Recyclables,the
Disposal of Solid Waste,and Recycling of Recyclable~;and
H.COLLECTOR has represented and warranted to CITY that it
has the experience,responsibility,and qualifications to
implement the Collection of Solid Waste and Recyclables,and to
arrange with Commercial Business Owners for the Collection,safe
transport,Processing,and Disposal of all materials in
compliance with Applicable Laws;and
I.CITY has determined that it may enter into an exclusive
agreement for the Collection of Solid Waste and Recyclables from
Commercial Premises,and on December 20,2000 provided to all
solid waste haulers then providing solid waste handling services
in the City the five year notice required by Public Resources
Code Section 49520;and
J.CITY and COLLECTOR are mindful of the provisions of the
laws governing the safe Collection,transport,Recycling,and
disposal of Solid Waste,including the Act,RCRA,and CERCLA;and
K.CITY and COLLECTOR desire to leave no doubts as to
their respective roles and to make it clear that by entering into
this Agreement,CITY is not thereby becoming a "generator"or
"arranger"as those terms are used in the context of CERCLA
Section 107 (a)(3),and that it is COLLECTOR,not CITY,which is
"~rranging for"the Collection of Solid Waste and Recyclables
from Commercial Premises in the CITY,and transporting of same
for Disposal,Recycling of Recyclables,and Processing of Green
Waste;and
NOW,THEREFORE,in consideration of the mutual
covenants and conditions herein contained,the parties agree to
as follows:
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SECTION A.
DEFINITIONS AND TERMS
1.DEFINITIONS.
.Whenever any term used in this Agreement has been
defined by Section 8.20.020 of Chapter 8.20 of the Rancho Palos
Verdes Municipal Code,the definitions in Chapter 8.20 shall
apply unless the term is otherwise defined in this Agreement.
Whenever any term used in this Agreement has been defined by
Division 30/Part 1/Chapter 2 of the California Public Resources
Code,the definitions in Division 30/Part 1/Chapter 2 shall
apply,unless the term is otherwise defined in this Agreement or
in Chapter 8.20 of the City Code.In addition,the following
definitions are hereby incorporated into this Agreement:
a)~Act"shall have the meaning set forth in the
first recital of this Agreement.
b)~Administrator"shall mean the City Manager or the
City Manager's designee.
c)"Agreement"shall mean this Agreement.
d)~Applicable Law"shall mean all laws,regulations,
rules,orders,judgments,decrees,permits,approvals,or other
requirement of any governmental agency having jurisdiction over
the Collection and Disposal of Solid Waste and Recyclables and
the Processing of Recyclables that are in force on the date of
this Agreement and as they may be enacted,issued or amended
during the Term.
e)"Billing"shall mean the written statement of
monies due for Collection made in compliance with this Agreement.
f)"Bin"shall mean a detachable container used in
connection with Commercial Premises with a capacity equal to or
less than six (6)cubic yards that is serviced using a front end
loading vehicle.
g)~Box",sometimes known as a ~roll off/"~drop"box
or ~debris"box,means a wheeled or sledded container or
compactor,generally 10 to 40 cubic yards in size,that is picked
up in its entirety by a dedicated truck.
h)"Bulky Waste"shall mean items such as stoves,
refrigerators,water heaters,washing machines,furniture,and
other "hard to handle"waste materials,which have weights or
volumes greater than those allowed for Bins or Boxes,but
excluding dead animals and hazardous wastes.
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i)"Bundle"shall mean all tree t shrub and brush
trimmings t cardboard t or newspapers and magazines when securely
tied together to form an easily handled package not exceeding
four feet in length and 45 pounds in weight.
j)"CITY"shall mean the CITY OF RANCHO PALOS VERDES t
a California municipal corporation.
k)"Concrete and Asphalt"shall mean concrete t
asphalt t or items made from asphalt or concrete;
1)"COLLECTOR"shall mean Universal Waste Systems,
Inc.
m)"Diversion"shall have the meaning set forth in
P~blic Resources Code Section 40124.
n)"Holiday"shall mean the following days:
New Yearts Day
Memorial Day
Independence Day
Labor Day
Thanksgiving Day
Christmas Day
0)"May"shall mean that which is permissive.
p)"Recyclables"shall mean those items designated by
the City Council t which are to be separated from a Commercial
Business Owner's daily Solid Waste for the purpose of Recycling.
Items included are aluminum t glass t green waste t newspapers t tint
steel t plastic t cardboard t wood wastes t scrap metals t appliances t
reusable building materials t concrete t asphalt t and other
recyclable materials.
q)"Resource Recovery Program"shall mean
construction and operation of a Solid Waste or household
hazardous waste facility for transfer t Recycling t composting t
incineration of household hazardous waste or special waste
accumulation or treatment or other non-landfill use of Solid
Waste.
r)"Reusable Building Materials"shall mean bathroom
fixtures t lighting fixtures t doors t windows t bricks t and other
materials that may be used again;
s)"Scrap Metals and Appliances"shall meant but is
not limited tOt refrigerators t freezers t stoves t washing
m~chinest dryers t dishwashing machines t water heaters t furnaces t
durable goods t white goods t pipes t cables t frames t structures t
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and other materials which have major components that have scrap
metal value;
t)IIShall"shall mean that which is mandatory.
u)II Termll shall have the meaning set forth in
Paragraph 3 of this Section A.
v)IIWood Wastes"shall mean lumber,plywood,wooden
furniture,wooden fences,wood siding,and wood shingles.
2.DISPUTES RELATING TO DEFINITIONS If any conflict
arises between the CITY and the COLLECTOR concerning the
definitions of words and terms set forth above,the Administrator
will determine and resolve the conflict.The Administrator will
notify tpe COLLECTOR of the determination in writing.The
COLLECTOR may appeal the Administrator's determination to the
City Council,and the City Council shall make the final decision.
The COLLECTOR shall file a notice of any such appeal with the
Administrator within ten (10)calendar days after the decision of
the Administrator.
3.TERM OF AGREEMENT:This Agreement shall become
effective on February 22,2012,and shall remain in force through
December 31,2012.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 31,2012,
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 21,2012.
4.NON-EXCLUSIVE RIGHTS:Subject to the terms and
conditions of this Agreement and applicable State laws,CITY
hereby grants and issues to COLLECTOR the non-exclusive
authority,right and privilege,for the Term unless earlier
terminated as provided herein:
a)to collect,transport,process,and dispose of all
Solid Waste and Recyclables generated or accumulated on
those Commercial Premises within the CITY for which
COLLECTOR has an agreement with the Commercial Business
Owner;and
b)to provide Boxes and Bins to Residential Premises,
to the extent not in conflict with the rights of the
residential collector as set forth in that certain
agreement between CITY and EDCO Disposal Corporation
for Residential Solid Waste Management Services
(Service Area 1)dated on or about November 24,2009,
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and that certain agreement between CITY and Universal
Waste Systems,Inc.for Integrated Solid Waste
Management Services (Service Area 2)dated May 5,2009,
and amended by that certain First Amendment dated
November 17,2009.
5.REPRESENTATIVES OF PARTIES AND SERVICE OF NOTICES
a)The representatives of the parties who are
primarily responsible for the administration of this Agreement,
and to whom formal notices,demands and communications shall be
given,are as follows:
The principal representative of CITY shall be:
Tom Odom,Director of Public Works
30940 Hawthorne Boulevard
Rancho Palos Verdes,California 90275
Telephone No.:(310)544-5252
Fax No.:(310)544-5292
The principal representative of COLLECTOR shall be:
Universal Waste Systems,Inc.
Mark Blackburn,President
P.o.Box 3038
9016 Norwalk Blvd.
Whittier,CA 90605
Phone:(800)631-7016
Fax:(562)941-4915
Cell:(909)859-5548
E-mail:mark@uwscompany.comormatt@uwscompany.com
b)Formal notices,demands,and communications to be
given hereunder by either party shall be made in writing and
shall be effective upon the date of personal delivery or,in the
case of mailing,on the date of delivery or attempted delivery as
s~own on the U.S.Postal Service certified mail return receipt.
c)If the name of the principal representative
designated to receive the notices,demands,or communications,or
the address of such person,is changed,written notice shall be
given to the other party within five (5)working days of the
change.
6.ACKNOWLEDGEMENTS:By entering into this Agreement,
CONTRACTOR hereby acknowledges and agrees that:
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(a)it has read and is familiar with the provisions
of Chapter 8.20 of the Municipal Code;and
(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 ,31,2012 may
occur.
SECTION B.
COLLECTOR'S OBLIGATIONS
1.OBLIGATIONS:The COLLECTOR shall be obligated and
does hereby agree to do and perform as follows:
a)COMPLIANCE WITH APPLICABLE LAW:COLLECTOR agrees
to Collect,handle,transport,process,and dispose of all Solid
Waste and Recyclables and to perform all of the service on its
part as required by the provisions of this Agreement,in a
careful manner,and in accordance with all Applicable Laws,
including but not limited to Chapter 8.20 of the Municipal Code,
which is incorporated herein by this reference.COLLECTOR
acknowledges that City is developing a commercial recycling
ordinance and/or policy,pursuant to the Mandatory Commercial
Recycling Measure (RW-3)provisions of the Scoping Plan adopted
by the State Air Resources Board pursuant to Assembly Bill 341
(Chesbro,2011)and Assembly Bill 32 (Nunez,2006),AND Collector
agrees to comply with the terms set forth in that City approved
policy/ordinance.
b)CITY LICENSE:COLLECTOR shall obtain and maintain
all required licenses and permits,including but not limited to a
City business license,and shall pay all applicable fees and
taxes.
c)COLLECTION AND DISPOSAL:Pursuant to the terms of
this Agreement,COLLECTOR shall furnish all labor,material and
equipment necessary for,and shall:
(1)collect and dispose of all Solid Waste from
Commercial Premises within the CITY,where
COLLECTOR has an agreement with Business
Owner(s)for the Collection and disposal of
such Solid Waste;
(2)collect and recycle the Recyclables at
Commercial Premises in which a Business
Owner(s)has requested such service and
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where COLLECTOR has an agreement with
Business Owner(s)for such services;and
(3)provide Boxes and Bins for Solid Waste and
Recyclables to Residential Premises,upon
request from the Residential Householder.
d)FREQUENCY OF COLLECTION;QUANTITY:The frequency
and Bin capacity is subject to individual arrangement between the
COLLECTOR and Business Owner(s).
There shall be no limit on the quantity of Solid Waste
tbat will be picked up from each Commercial Premises,provided
that the Solid Waste is presented for Collection in conformity
with the requirements of this Agreement.
e)HOURS OF COLLECTION:Collection from Commercial
Premises shall take place between the hours of 7 A.M.and 7 P.M.
on any day of the week,except that no pickups shall be made on
Sunday.The City Manager may waive the requirements of this
section when necessitated by conditions beyond the control of
COLLECTOR.Hours and days of Collection are subject to change by
the City Council.
f)COLLECTION OF SPECIAL MATERIALS:COLLECTOR may
collect and dispose of discarded automobile or truck bodies,or
other heavy objects,such as dirt,sod,or rock,which require
special handling.
g)SOLID WASTE DISPOSAL:COLLECTOR shall dispose of
all collected Solid Waste in accordance with Applicable Law.
COLLECTOR shall make every effort to process Solid Waste,or to
dispose of it other than in a landfill (e.g.recycle sand,rock,
asphalt,concrete at recycling or mining facilities),to the
extent possible to achieve Diversion.
h)SPECIAL CLEAN-UP COLLECTIONS:The COLLECTOR
agrees that in addition to the normal schedule of Collections of
regular service volumes,it will provide such labor,materials,
and equipment as may be necessary to conduct special pick-up
Collections for Commercial Business Owners.In addition,normal
Collections following the Christmas and New Year Holidays shall
include discarded Christmas trees.
i)BULKY WASTE COLLECTIONS:The COLLECTOR shall
collect any Bulky Wastes that have been abandoned on Commercial
Premises if requested by the Commercial Business Owner or CITY.
COLLECTOR shall make provisions for the Recycling of Bulky Wastes
if a market for such waste is available.
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j)CARE OF CONTAINERS:All containers shall be
replaced where found.Containers and lids shall not be deposited
in the streets or on adjoining property.The COLLECTOR,its
agents and employees,shall not throw containers from the truck
to the ground,or in any other manner break or damage same.
k)ROUTE AND CHANGES:COLLECTOR shall establish
routes and schedules for Collection of Solid Waste and
Recyclables and shall notify all Business Owners within the CITY,
in writing,of their individual scheduled days of Collection
including an alternate day for holidays occurring on the
s8heduled pick-up day.COLLECTOR shall maintain these schedules
except that they may be changed by notification to Business
Owner(s)in writing.
1)SOLID WASTE NOT COLLECTED:When any Solid Waste
is not collected by the COLLECTOR,the COLLECTOR shall leave a
tag at least 3 1/2"x 6 3/4"in size stating the reasons for its
refusal to collect the Solid Waste,giving reference to the
provision of the Municipal Code or of this Agreement which gives
ground for the refusal.The information shall be either in
writing or by means of a check system.The tag shall carry the
COLLECTOR's business firm name and telephone number,and shall be
securely fastened to the container or to the article of Solid
Waste.
m)OFFICE FOR INQUIRIES AND COMPLAINTS:The
COLLECTOR shall maintain an office at some fixed place,and equip
all trucks,including the Field Supervisor's or Foreperson's
vehicle,with two-way radio communications with such office,and
shall maintain a telephone in the firm's name at that location.
The COLLECTOR shall at all times during the hours between 8:00
A.M.and 5:00 P.M.,Monday through Friday,and during any time
that Collection services are provided on a Saturday,have some
person at the office with whom the CITY or customer may
communicate.Complaints received by the COLLECTOR,either
directly from the Business Owner(s)or the CITY,shall be
resolved within 24 hours from the time of complaint.The
COLLECTOR shall provide to the CITY an emergency telephone number
that can be reached 24 hours a day.Collector shall log all
complaints received by telephone and that log shall include the
date and time the complaint was received,name,address and
telephone number of caller,description of complaint,employee
recording complaint and the action taken by Collector to respond
to and remedy the complaint.Collector shall notify the
Administrator within twenty-four (24)hours of receipt of any
complaint.Daily logs of complaints (both verbal and written)
concerning Collection of Solid Waste,Recyclable Materials and
Yard Waste shall be retained for a minimum of twenty-four (24)
months and shall be available to the City at all times upon
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request.The daily logs of complaints shall be included with the
quarterly reports submitted pursuant to Section F.8 of this
Agreement.
n)INDEPENDENT CONTRACTOR STATUS:The COLLECTOR
shall be an independent contractor and not an agent or employee
of the CITY.COLLECTOR shall have no authority to make any
contracts or other legal commitments on behalf of the CITY.
0)FEES AND GRATUITIES:Neither COLLECTOR,any agent
or employee employed by it,shall request,demand,or accept,
either directly or indirectly,any compensation or gratuity from
any person,firm,or corporation for Collections made pursuant to
this Agreement,except as herein provided.
p)CERTIFICATION.Collector shall submit to the
Administrator a written certification,signed under penalty of
perjury,stating that no persons acting on behalf of Collector
has paid,or offered or attempted to pay,any elected or
appointed official,officer or employee of City any compensation
or consideration,in any form whatsoever,in connection with
obtaining or entering into this Agreement.
q)RECYCLING:COLLECTOR shall furnish labor,
material and equipment,including Recycling containers,necessary
for,and shall collect and dispose of Recyclables,at least once
per week if requested by the Commercial Business Owner.
COLLECTOR shall make a good faith effort to implement a Resource
Recovery Program and assist the Business Owner(s)in establishing
a Recycling program.Good faith effort shall include
establishing a means to divert RECYCLABLES,informing at least
quarterly Business Owner(s)of Recycling services which are
available,identifying in promotional literature the name and
phone number of persons who can assist in establishing a
Recycling program,and responding promptly to inquiries from
Business Owner(s)regarding Recycling.COLLECTOR shall also
cooperate with and assist City in implementing new Recycling
programs.Recycling services shall be offered at a rate that is
no higher than 75%of the rate charged by COLLECTOR for Solid
Waste Collection of similar volumes and frequencies.
r)LANDFILL SPACE:COLLECTOR guarantees landfill
space for the dumping of the CITY's Solid Waste for the entire
term of this Agreement.COLLECTOR further guarantees the
availability of such other disposal sites and/or methods as may
be necessary to fulfill the terms of this Agreement for such
Solid Waste that may not be suitable for landfill disposal.
s)SPOT INSPECTIONS:At any time,COLLECTOR shall
furnish the CITY with full access to inspect its Collection
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containers,equipment,trucks and transfer station for compliance
with the requirements of this Agreement.
SECTION C.
STANDARDS FOR COLLECTIONS AND OPERATIONS
1.STANDARDS:COLLECTOR shall conform all of its
o~erations and activities to the following:
a)TRAFFIC AND NOISE PROBLEMS:COLLECTOR shall so
conduct its operation as to offer the least possible obstruction
and inconvenience to public traffic or disruption to the peace
and quiet of the area within which Collections are made.All
Collections shall be made as quietly as possible,and COLLECTOR
shall ensure that the noise level shall not exceed 75 decibels
when measured at a distance of 25 feet.
b)EQUIPMENT:All equipment used by COLLECTOR to
perform work under this Agreement shall conform to the highest
industry standards and shall be maintained in a clean and
efficient condition.All vehicles shall comply with applicable
laws and regulations,including but not limited to the
regulations of the California Air Resources Board.No motor
vehicle used to collect or transport Solid Waste may be older
t~an five (5)years at any time during the life of this Agreement
unless authorized in writing by the Administrator.All vehicles
used to collect,transport,or dispose of Solid Waste shall be
certified annually by the California Highway Patrol.The
certificate resulting from such inspections shall be submitted to
the Administrator upon execution of this Agreement and annually
during each year that this Agreement remains effective.Brakes
shall be inspected quarterly,and copies of inspections shall be
sent to the Administrator.All vehicles and Bins used to perform
this Agreement shall be kept clean,in good repair,and will be
uniformly painted to the satisfaction of the Administrator.All
vehicles shall be cleaned both inside and out,not less than once
weekly.
c)Each vehicle shall be so constructed and used that
no Solid Waste,Recyclables,oil,grease or other material will
blow,fall,or leak out of the vehicle.All Solid Waste shall be
transported by means of vehicles equipped with water-tight bodies
and close-fitting metal covers.Any Solid Waste,Recyclables
dropped or spilled in Collection,transfer or transportation
shall be immediately cleaned or removed by COLLECTOR.A broom
and a shovel shall be carried at all times on each vehicle for
this purpose.
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d)A distinct identification number or letter shall
be assigned to each vehicle used in Coll~ction activities.This
number or letter shall be no less than five (5)inches high and
shall be prominently displayed on the vehicle and in plain sight
from four (4)directions.Each vehicle shall also bear
COLLECTOR1s business or company name and local telephone number
in letters large enough to be read from the curbside when a
vehicle is moving.
e)COLLECTOR shall not store any vehicle on any
public street or other public property in the CITY.
f)Should the Administrator at any time give
notification in writing to COLLECTOR that any vehicle does not
comply with the standards hereunder,that vehicle shall forthwith
be removed from service by COLLECTOR and shall not again be used
until inspected and approved in writing by the Administrator.
g)EQUIPMENT STORAGE:All vehicles and equipment
used in the Collection of Solid Waste,if kept within the
boundaries of the CITY,shall at all times when not in use in
Collection of Solid Waste be kept on property of the proper zone
either within a building or fenced yard.
h)COLLECTORIS EMPLOYEES
a)Dress:All personnel of COLLECTOR collecting
Solid Waste within the CITY shall wear and maintain an acceptable
uniform approved by the Administrator.
b)Wages:COLLECTOR shall pay wages to its
employees in accordance with Sections 1770 and 1773 of the Labor
Code of the State of California.
i)EMERGENCY VEHICLE:At all times that Collection
lS occurring COLLECTOR shall maintain an emergency service
vehicle to respond to complaints or emergency calls.
j)LIAISON WITH CITY:COLLECTOR shall visit CITY
offices at such times as the Administrator shall designate for
the purpose of discussing any matters relating to,or complaints
which may be involved with the performance of the Agreement.The
COLLECTOR shall report back as directed on any action taken with
reference to subject matter so discussed.
k)COMMERCIAL COLLECTION SERVICE:
(1)Solid Waste Containers:Commercial
Premises shall have Solid Waste
containers provided by the COLLECTOR.
Containers shall meet CITY
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specifications.All Bins shall have
lids.
(2)Solid Waste Bin Availability:The
COLLECTOR shall at all times have in
stock a sufficient quantity of Solid
Waste Bins of each of the standard cubic
yard capacities for delivery to new
Business Owner(s)accounts or for the
replacement of deteriorated or defective
Solid Waste Bins in service.The
COLLECTOR shall provide a sufficient
number and size of Solid Waste Bins
compatible with the size of the Solid
Waste Bin enclosure and the quantity of
waste generated to new Business Owner(s)
accounts.
(3)Solid Waste Bin Maintenance:The
COLLECTOR shall at all times keep Solid
Waste Bins and lids in good,clean and
sanitary condition to the satisfaction
of the CITY.Solid Waste Bins which are
used for putrescible waste materials
shall be steam cleaned once per year.
Solid Waste Bins to be cleaned or
repaired shall be removed from the
service location and taken to the
COLLECTOR'S maintenance facility for
such cleaning or repair.
(4)Solid Waste Bin Enclosure Maintenance:
It shall be the responsibility of the
Business Owner(s)to keep the Solid
Waste Bin enclosure structure in good
repair and clean.The COLLECTOR,
however,shall pick up any Solid Waste,
debris or litter that is deposited on
the ground as a result of the dumping of
the Solid Waste Bin.
(5)Solid Waste Bin Castors and/or Hasp &
Lock Service:COLLECTOR shall furnish
Solid Waste Bins with castors and/or
hasps and locks upon request by the
Business Owner(s).Every lock for each
unit shall be "keyed alike".
(6)Solid Waste Bin Rental Service:The
COLLECTOR may receive requests for Solid
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Waste Bin or Box container rental
service.The COLLECTOR will notify the
CITY of the address of the requested
service,size of Bin or Box required,
approximate duration and the type of
material that will be placed in the
container.The COLLECTOR shall then
place the Bin or Box at a location
approved by the CITY,but only after
presentation to COLLECTOR by the
Business Owner of required encroachment
permits or notification from the CITY
that none is required.The Bin or Box
shall not be placed or used in any
manner that violates an applicable
encroachment permit.The COLLECTOR
shall maintain at all times a sufficient
quantity of various cubic yard capacity
Bins to insure delivery of the Bins.
The COLLECTOR shall furnish and install
flashing barricades adjacent to any
Solid Waste Bin or Box that is placed
within the public right of way.
SECTION D.
BREACH AND TERMINATION
All terms,provisions and specifications of this
Agreement are material and binding,and failure to perform any
portion of the work described herein shall be considered a breach
of this Agreement.Should COLLECTOR breach the Agreement in any
manner,the Administrator may,at his or her option,impose a
p~nalty in the amount of $250 per occurrence.Alternatively,if
COLLECTOR repeatedly violates the provisions of this Agreement,
the City Council may terminate this Agreement,provided that not
less than ten (10)days advance written notification is given to
COLLECTOR to remedy the violation,and COLLECTOR has failed to
remedy the violation within the stated time.If the Agreement is
terminated,COLLECTOR shall,within 10 days of the termination,
cease the collection of Solid Waste or Recyclables within the
CITY,and remove its Bins and Boxes from within the City.In the
event a breach does not result in termination,but does result in
costs being incurred by CITY,such costs shall be charged to
COLLECTOR.In the event of termination of this Agreement by the
City Council,COLLECTOR shall pay to CITY,on the effective date
of termination,all fees collected in advance for services that
would have been provided by COLLECTOR after the effective date of
termination,and COLLECTOR shall not collect Solid Waste or
Recyclables within the CITY.COLLECTOR also shall pay to CITY
any unearned fee received after the date of termination.If the
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Agreement is terminated and then is reinstated by the City
Council,COLLECTOR shall pay a $500 reinstatement fee to CITY.
SECTION E.
ASSIGNMENT
1.ASSIGNMENT OF AGREEMENT:COLLECTOR shall not assign,
sell,subcontract or otherwise delegate authority to perform any
portion of this Agreement without the prior express written
consent of CITY.Neither shall any interest in this Agreement of
any right or privilege accruing to COLLECTOR under the terms of
this Agreement be so assigned.In the event of any assignment
duly authorized by CITY,the assignee shall assume the liability
of COLLECTOR.
2.TRANSFER OF STOCK OR INTEREST:No sale,gift or
transfer of stock of COLLECTOR which shall result in change in
control of COLLECTOR during the term of this Agreement shall be
made without prior approval of the City Council.Violation of
this provision shall be a breach of the Agreement and grounds for
termination by CITY.
3.BANKRUPTCY:If COLLECTOR shall at any time during the
term of the Agreement become insolvent,or if proceedings in
bankruptcy shall be instituted by or against COLLECTOR,or if
COLLECTOR shall be adjudged bankrupt or insolvent by any court,
or if a receiver or trustee in bankruptcy or a receiver of any
property of COLLECTOR shall be appointed in any suit or
proceeding brought by or against COLLECTOR,or if COLLECTOR shall
make an assignment for the benefit of creditors,then and in each
and every such case,this Agreement shall immediately cease,
terminate,and be canceled upon written notice by CITY and
without the necessity of suit or other proceeding.
SECTION F.
SPECIAL PROVISIONS AND CONDITIONS
1.NATURAL DISASTERS:COLLECTOR's work and service
obligations provided herein shall be excused for such time that
meeting such obligations is impossible due to a natural disaster.
The standards will also be waived for such time and in such areas
that the streets are not in a condition to permit the safe
passage of COLLECTOR's vehicles.Strikes and shortages of
gasoline and diesel fuel will not be considered natural disasters
for purposes of this paragraph.
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2.NATURAL DISASTER CLEAN UP AND RECYCLING PLAN:At the
time when COLLECTOR'S work may continue following a natural
disaster,the COLLECTOR will divert as many Recyclables from the
disaster as is possible.The provisions of this section will
include a plan of action for Rancho Palos Verdes should natural
disaster strike and leave commercial businesses in the CITY with
unusually large amounts of Solid Waste.
a)DESIGNATED DROP OFF SITES:The CITY will allow
designated drop off sites at specific areas within the city
limits if Bins and roll off containers cannot be placed safely at
the damaged property.The COLLECTOR will provide Bins for
separation of wastes generated within CITY limits to be delivered
out of the CITY by the COLLECTOR to processors of the recyclable
Solid Waste.Should either of the designated drop-off sites be
damaged or unsafe or inconvenient to use,secondary sites may be
established by the Public Works Department of the City of Rancho
Palos Verdes.The designated drop-off sites are:
(1 )
(2 )
Eastview Park,1700 Westmont Avenue;
Fred Hesse Community Center Park,
29301 Hawthorne Boulevard.
b)ALLOWABLE PARAMETERS OF DISASTER PLAN:If CITY
determines that the drop off sites referenced to in paragraph
F.2.are no longer necessary,COLLECTOR must remove all roll off
containers,Bins,and accumulated rubbish from the drop off areas
within 14 days of written notification.
3.WAGES,SALARIES,TAXES,ETC.:COLLECTOR shall
exonerate,defend,indemnify and hold harmless the CITY,its
elected officials,employees and agents,and shall assume full
responsibility for paYment of all wages or salaries and all
Federal,State and local taxes or contributions imposed and
required under the Unemployment Insurance,Social Security,
Income Tax laws and Workers'Compensation laws with respect to
COLLECTOR's employees engaged in the performance of COLLECTOR's
obligations hereunder.
4.CHANGES:The CITY may at any time by a written order
modify COLLECTOR's obligations or the standards under which
COLLECTOR is to perform its services.
5.OWNERSHIP OF EQUIPMENT:The COLLECTOR shall own or
lease and maintain at its expense all equipment necessary to
perform its duties as provided for under this Agreement,
i~cluding sufficient radio or cellular equipment for office to
field communication.
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6.NON-WAIVER:No acquiescence,failure,or neglect of
either party hereto to insist upon strict performance of any or
all of the provisions of this Agreement shall be construed to
constitute a waiver of any term,condition,or provision of this
Agreement nor of any performance required hereunder,nor of any
remedy,damages or other liability arising as a result of any
failure of performance,neglect,or inability to perform at any
time.
7.VERBAL,UNOFFICIAL,OR UNAUTHORIZED AGREEMENTS:No
verbal agreement or conversation with any officer,agent or
employee of the CITY,either before or after the execution of
this Agreement,shall affect or modify any of the terms or
obligations contained in this Agreement.Any such verbal
agreement or conversation shall be considered as unofficial
information and in no way binding upon the CITY.Only direct
acts of the City Councilor acts of officers specifically
authorized by this Agreement shall be binding upon the CITY.
8.SOURCE REDUCTION AND RECYCLING REPORTS:
a)QUARTERLY REPORTS:COLLECTOR shall be required to
prepare and submit quarterly reports to CITY regarding Solid
Waste,Recycling and source reduction weights generated in the
CITY at no cost to CITY.Additionally,COLLECTOR shall be
required to submit verification of such weights as reported in
the above-mentioned reports,as well as related documents,as
requested by the CITY at no cost to CITY.COLLECTOR shall be
required to submit,with the quarterly report a log of complaints
received during the previous quarter.COLLECTOR may also be
required to submit other reports,as requested by CITY in
response to State integrated waste management policies,mandates
or laws at no cost to CITY.
b)LATE REPORTS:If the quarterly report and the
fees required by Section G of this Agreement are not received
within forty (40)days after the end of the preceding quarter,(i)
COLLECTOR shall pay a $250.00 penalty to CITY,and (ii)COLLECTOR
is no longer authorized to collect Solid Waste or Recyclables
within the CITY until such time as the report and all penalties
and fees are submitted to CITY.If the quarterly report is not
received within sixty (60)days after the end of the preceding
quarter,COLLECTOR also shall pay an additional penalty in the
amount of one percent (1%)of the gross receipts that were
collected during the quarter for which the report is delinquent.
If the report is not received within ninety (90)days after the
end of the preceding calendar quarter,the City Council may
terminate this AGREEMENT,pursuant to Section D.Breach and
Termination,1.Failure to Perform.In that event,COLLECTOR
would not be able to continue collecting Solid Waste and
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Recyclables until such time as all delinquent reports are
submitted to,and approved by,the CITY,all outstanding
penalties and fees are paid to the CITY,a reinstatement penalty
in the amount of $500.00 is paid to the CITY,and a new Agreement
is approved by the City Council.
SECTION G.
CHARGES AND COLLECTIONS
1.BILLING:COLLECTOR shall be responsible for directly
billing all accounts.All bills shall be sent to Business
Owner(s)and shall include COLLECTOR'S address.COLLECTOR may
place printed information on the bill or envelope as to the
responsibility for paYment,which shall be subject to the
approval of the Administrator.
Any paYments for which service is not provided shall be refunded
to Business Owner within thirty (30)days notice of receipt of
request by COLLECTOR from Business Owner.
2.COLLECTOR FEE;AB 939 FEE:
A.The COLLECTOR shall pay to the CITY,quarterly,a
Collector Fee of five percent (5%)of the annual
gross revenues received by COLLECTOR for the
Collection of Solid Waste and Recyclables,
including any income received from the sale of
Recyclables.
B.The COLLECTOR shall pay to the CITY,quarterly,an
AB 939 fee of five percent (5%)of the annual
gross revenues received by COLLECTOR for the
Collection of Solid Waste.This AB 939 Fee does
not apply to gross revenues from the Collection,
processing,or sale of Recyclables.Further,to
the extent COLLECTOR can show,by documentary
evidence satisfactory to the Administrator,that
Solid Waste was processed or disposed of in a
manner that constitutes Diversion,the AB 939 Fee
due for that period shall be reduced by the ratio
of the diverted Solid Waste to all Solid Waste
collected during that period (e.g.,if 10%of
Solid Waste is diverted,the AB 939 Fee for that
period is reduced by 10%).
C.The quarterly payments are due no later than forty
(40)days following the end of each quarter.The
penalties set forth in Section F.8.B for late
reports also apply to payments required by this
Section G.2 that are late.
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3.DISPUTES REGARDING REMITTANCES;AUDITS:
(a)No acceptance of any payment by CITY shall
be construed as an accord that the amount
is in fact the correct amount,nor shall
such acceptance of payment be construed as
a release of any claim CITY may have
against COLLECTOR for any additional sums
payable under the provisions of this
Agreement.All amounts paid shall be
subject to independent audit and
recomputation by CITY.
(b)If,after audit,such recomputation
indicates an underpayment,COLLECTOR shall
pay to CITY the amount of the underpayment
within ten days of receipt of written
notice from CITY that such is the case.In
addition,COLLECTOR shall pay interest on
any underpayment at the highest rate
allowed by law.Such interest shall
commence accruing on the date the
underpayment would have originally been
due.
(c)If,after audit,such recomputation
indicates an underpayment of more than two
and one half percent (2.5%),COLLECTOR
shall reimburse CITY for all reasonable
costs and expenses incurred in connection
with the audit and recomputation,within
ten days of receipt of written notice from
CITY that such is the case.
(d)If,after audit,such recomputation
indicates an overpayment,CITY shall notify
COLLECTOR in writing of the amount of the
overpayment,less costs and expenses
incurred in connection with the audit and
recomputation.COLLECTOR may offset the
payment or payments (as appropriate)next
due following receipt of such notice by the
amount specified therein.
(e)In case of dispute between CITY and
COLLECTOR regarding any amounts due,
COLLECTOR shall pay the amount claimed by
CITY as due and notify CITY in writing at
the time of payment as to any portion that
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is paid under protest,specifying the basis
of its claim of overpayment.
SECTION H.
INSURANCE AND INDEMNIFICATION PROVISIONS
1.INSURANCE:During the term of this Agreement COLLECTOR
shall carry commercial general liability insurance in an amount
not less than $1,000,000.00 combined single limit.
COLLECTOR additionally shall provide Workers'
Compensation insurance for its employees or shall have been
issued a certificate to self insure in accordance with California
state law.All public liability and umbrella insurance obtained
by COLLECTOR shall be issued by an authorized insurance company
with a rating of at least A-VII by Best's Insurance Guide and
shall name as an additional insured the CITY,its officers,
agents and employees and shall require that forty-five (45)day's
written notice be given prior to the reduction or modification of
the limits or cancellation or expiration of the policy.The
certificate or certificates provided by COLLECTOR shall state
that the required insurance will be in effect at least 30 days in
advance of any day COLLECTOR will perform services under this
Agreement.No work shall be done by COLLECTOR during any period
when COLLECTOR is not covered by insurance as required in this
paragraph.In the event COLLECTOR does any work while not
covered by such insurance,CITY may immediately terminate this
Agreement without providing the 10 days'written notice required
by Section D.
2.INDEMNIFICATION:COLLECTOR shall indemnify,defend
(with counsel selected by CITY)and hold harmless CITY,its
officers,agents,employees and volunteers from any and all
claims and losses whatsoever occurring or resulting to any and
all persons,firms or corporations furnishing or supplying work,
services,materials,or supplies in connection with the
performance of this Agreement,any and all claims,lawsuits or
actions arising from the awarding or execution of this Agreement,
and for any and all claims and losses occurring or resulting to
any person,firm,corporation or property for damage,injury or
death arising out of or connected with COLLECTOR's or any of its
officers,agents,employees or subcontractors'performance of its
obligations pursuant to this Agreement or arising from or
attributable to any alleged breach of warranty of merchantability
or fitness of purpose or other laws relating to product liability
for Recyclables collected and processed pursuant to this
Agreement.COLLECTOR's obligation to indemnify,defend and hold
harmless CITY as stated herein above shall include,but not be
limited to,paying all actual legal fees and cost incurred by
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legal counsel of CITY's choice in representing CITY in connection
w~th any such claims,losses,lawsuits or actions.The
obligations of COLLECTOR pursuant to this Section H.2 are not
limited by the coverage of any insurance maintained by COLLECTOR
pursuant to Section H.1.THIS PROVISION SHALL SURVIVE THE
EXPIRATION OF THE PERIOD DURING WHICH SOLID WASTE AND RECYCLABLES
COLLECTION,PROCESSING AND DISPOSAL SERVICES ARE TO BE PROVIDED
UNDER THIS AGREEMENT.
3.ENVIRONMENTAL INDEMNIFICATION:COLLECTOR shall
indemnify,defend (with counsel selected by CITY)and hold
harmless CITY,its officers,agents,employees and volunteers
from any and all claims and losses whatsoever occurring or
resulting from:(a)the repair,cleanup or detoxification,or
preparation and implementation of any removal,remedial,
response~closure or other plan (regardless of whether undertaken
due to governmental action)concerning any hazardous substance or
Hazardous Waste at any place where COLLECTOR or any of its
officers,agents,employees or subcontractors transfers,stores
or disposes of Solid Waste or Recyclables pursuant to this
Agreement;or (b)its activities pursuant to this Agreement
result in a release of hazardous substances into the environment.
The foregoing indemnity is intended to operate as an agreement
pursuant to Section 107(e)of CERCLA,codified at 42 U.S.C.
Section 9607(e),and California Health and Safety Code Section
25364,to defend,protect,hold harmless and indemnify CITY.
CQLLECTOR's obligation to indemnify,defend and hold harmless
CITY as stated herein above shall include,but not be limited to,
paying all actual legal fees and costs incurred by legal counsel
of CITY's choice in representing CITY in connection with any such
claims,losses,lawsuits or actions.This clause shall not
restrict any rights CITY has against COLLECTOR,including,but
not limited to,the right of contribution.The obligations of
COLLECTOR pursuant to this Section H.3 are not limited by the
coverage of any insurance maintained by COLLECTOR pursuant to
Section H.1.THIS PROVISION SHALL SURVIVE THE EXPIRATION OF THE
PERIOD DURING WHICH SOLID WASTE AND RECYCLABLES COLLECTION,
PROCESSING AND DISPOSAL SERVICES ARE TO BE PROVIDED UNDER THIS
AGREEMENT.
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SECTION I.
MISCELLANEOUS PROVISIONS
1.AGREEMENT:This Agreement contains the enter agreement
of the parties relating to the subject matter hereof,and
supersedes all prior proposals,agreements,and understandings
between the parties and may not be modified or terminated orally,
and no modification,termination or attempted waiver of any of
the provisions hereof shall be Binding unless in writing and
signed by both parties hereto.Any modifications to this
Agreement shall require the prior authorization of the City
Council of the CITY.
2.GOVERNING LAW:This Agreement shall be governed by the
laws of the State of California.
IN WITNESS WHEREOF,the parties hereto have executed
this Agreement as of the date first above written.
Universal Waste Systems,Inc.
A California corporation
BY:_
ITS :_
CITY OF RANCHO PALOS VERDES
A municipal corporation
BY:----------------
Mayor
ATTEST:
City Clerk
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TABLE OF CONTENTS
PAGE(S)
RECITALS 1
SECTION A.DEFINITIONS AND TERMS 3
1.DEFINITIONS..3
2.DISPUTES RELATING TO DEFINITIONS 5
3 .TERM OF AGREEMENT:5
4.NON-EXCLUSIVE RIGHTS:5
5.REPRESENTATIVES OF PARTIES AND SERVICE OF NOTICES . 6
6 .ACKNOWLEDGEMENTS:6
SECTION B.COLLECTOR'S OBLIGATIONS 7
1.OBLIGATIONS:7
SECTION C.STANDARDS FOR COLLECTIONS AND OPERATIONS 11
1.STANDARDS:11
SECTION D.BREACH AND TERMINATION 14
SECTION E.ASSIGNMENT 15
1.ASSIGNMENT OF AGREEMENT:15
2.TRANSFER OF STOCK OR INTEREST:15
3 .BANKRUPTCY:15
SECTION F.SPECIAL PROVISIONS AND CONDITIONS 15
1.NATURAL DISASTERS:15
2.NATURAL DISASTER CLEAN UP AND RECYCLING PLAN:16
3.WAGES,SALARIES,TAXES,ETC.:16
4.CHANGES:16
5 .OWNERSHI P OF EQUI PMENT :16
6.NON-WAIVER:17
7.VERBAL,UNOFFICIAL,OR UNAUTHORIZED AGREEMENTS:..17
8.SOURCE REDUCTION AND RECYCLING REPORTS:17
SECTION G.CHARGES AND COLLECTIONS 18
1.BILLING:18
2.COLLECTOR FEE;AB 939 FEE:18
3.DISPUTES REGARDING REMITTANCES;AUDITS:19
SECTION H.INSURANCE AND INDEMNIFICATION PROVISIONS 20
1 .INSURANCE:20
2.INDEMNIFICATION:20
3.ENVIRONMENTAL INDEMNIFICATION:21
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TABLE OF CONTENTS
PAGE(S)
SECTION I.MISCELLANEOUS PROVISIONS 22
1 .AGREEMENT:22
2 .GOVERNING LAW:22
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