HomeMy WebLinkAboutContract 28358-E2 CSC.No. 28358-E2
STATE OF TEXAS §
COUNTIES OF TARRANT, §
DENTON,PARKER AND WISE §
SECOND EXTENSION AND RESTATEMENT OF THE CONTRACT FOR
COLLECTION OF RESIDENTIAL GARBAGE,REFUSE AND BULKY WASTE,
RECYCLABLES, CERTAIN COMMERCIAL SOLID WASTE,YARD WASTE,
C&D AND LARGE BRUSH
THIS SECOND EXTENSION AND RESTATEMENT CONTRACT ("Contract") is
made and entered into by and between the City of Fort Worth, a home-rule municipal corporation
in Tarrant, Denton, Parker and Wise Counties, Texas, acting herein by and through Valerie
Washington, its duly authorized Assistant City Manager, hereinafter called "City", and Waste
Management of Texas, Inc., a Texas corporation doing business in Texas, acting herein by and
through Donald J. Smith,its duly authorized President, hereinafter called "Contractor."
Whereas, on November 9, 2021, the City of Fort Worth authorized the execution of this
Second Extension and Restatement of City Secretary Contract No.28358 for the exclusive
collection of residential Garbage,Refuse and Bulky Waste,Recyclables,certain Commercial Solid
Waste as designated by the Director, Yard Waste, C&D and Large Brush and Large Bulky Waste
as approved by the City Council on November 9, 2021 by M&C 21-0860; and
Whereas,the parties entered into a Settlement Agreement authorized by the City Council
by M&C 20-0966 regarding amendments to the Cost Adjustment to the First Extension and
Restatement to City Secretary Contract No.28358 with the intention of entering into an amendment
codifying such change,however none was ever made.
NOW THEREFORE, KNOW ALL BY THESE PRESENTS:
1.
DEFINITIONS
In this Contract, the following words and phrases shall be defined as follows;
Acceptable Commercial Pile shall mean a Commercial Pile (i)being a Brush Pile produced by a
Commercial Service Provider hired by the Resident or owner/agent of a residential Service Unit,
generated and located at that Service Unit, and (ii)not constituting a Non-Compliant Pile.
Affiliate shall mean any parent, subsidiary, or any other entity controlling, controlled by, or under
common control, of Waste Management, Inc., Waste Management Holdings, Inc., or Waste
Management of Texas, Inc.
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
Applicable Law shall mean any statute, law, constitution, charter, ordinance, resolution,
judgment, order, decree, rule, regulation, directive, interpretation, standard or similarly binding
authority,which in any case,shall be enacted,adopted,promulgated,issued or enforced that relates
to or affects the City, the Contractor, or the performance by a party of its obligations hereunder.
Authorized Bag shall mean a specially colored bag sold by the City to the Resident to be used for
disposal of Solid Waste and placed outside the Service Unit's Solid Waste Storage Cart.
Bag(s) shall mean a sealed, leak proof plastic bag, designed to store Waste, with sufficient wall
strength to maintain physical integrity when lifted by the top. The Bag shall be closed(i.e.,tied at
the top) and shall not be overfilled. Total weight of a Bag and its contents shall not exceed 30
gallons and 40 pounds.
Base Rate shall mean the monthly rate that is charged pursuant to Attachment A to the Contract
to each (i) single family or multi-family Service Unit pursuant to Section La. of Attachment A,
(ii) Disabled Carryout Service Unit, or (iii) Elective Carryout Service Unit (non-disabled), as
adjusted pursuant to Attachment C of the Contract.
Brush shall mean shrub limbs, tree limbs (up to four (4) inches in diameter), tree trimmings
resulting from landscape maintenance and cleaning operations (other than an Unacceptable
Commercial Pile), and untreated lumber (essentially free of hardware and nails), not exceeding
eight(8) feet in length, and not including Bulky Items.
Brush Pile shall mean a waste pile consisting only of Brush.
Bulk Collection Day shall mean the day a Bulky Waste Pile is actually collected from a given
Service Unit, which day shall fall (and may vary) within a Service Unit's Bulk Collection Week
as established by the City and Contractor.
Bulk Collection Week shall mean the week in which a Service Unit shall have its monthly Bulky
Waste Pile collected, as established by Contractor and the City. Such week shall begin Monday
at 7:00 a.m. and shall end on Saturday at 5:00 p.m.
Bulky Items shall mean furniture, Treated Wood, up to ten (10) cubic yards of construction
materials generated by a Resident (and not by a Commercial Service Provider) as a result of a
household project, mattresses and box springs, carpet, swing sets, plastic swimming pools, large
toys, bicycles, toilets, household appliances, electronic equipment (without batteries), and other
similar items, open cardboard boxes, White Goods (CFC-Free), Large Brush, tree trunks, root
balls; provided, all such materials must be permitted to be disposed of in a Type IV landfill.
Bulky Waste Pile shall mean a waste pile which contains Bulky Items.
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Bundled Yard Waste shall mean Brush that is cut, bundled and tied, with no limbs exceeding
four inches (4") in diameter, and four feet(4') in length and such bundle not exceeding forty (40)
pounds,but not including Bulky Items, excluding leaves, clipping, grass cuttings that is incapable
of being bundled.
City shall mean the City of Fort Worth, Texas.
City Collector shall mean the Person, firm, corporation or association or the agents or employees
thereof to whom the City shall have granted franchise or a permit, or designated as duly authorized
to collect,receive, carry, haul or transport Solid Waste and/or Recyclables within the City.
Collection Day shall mean the date of collection for a given Service Unit.
Commercial Pile shall mean a waste pile generated by a Commercial Service Provider.
Collection Services shall mean removal of Solid Waste or Recyclables for transport elsewhere, or
cause such to be done.
Commercial Service Provider means a commercial business enterprise or commercial service
provider who performs services at a residential Service Unit that results in the production of Brush,
Large Brush,Yard Waste, or C&D.
Commercial Solid Waste shall mean all types of Solid Waste generated by stores, offices,
restaurants, warehouses, and other non-manufacturing activities, excluding residential and
industrial wastes.
Commercial Waste Container shall mean a truck-loaded or truck-emptied non-disposable
container, commonly referred to as a dumpster, used for the collection of Commercial Garbage
and Refuse.
Commission shall mean the Texas Commission of Environmental Quality (TCEQ).
Construction and Demolition Waste (C & D) shall mean waste resulting from construction or
demolition projects; includes all materials that are directly or indirectly the by-products of
construction work or that result from demolition of buildings and other structures, including, but
not limited to, bricks, concrete, other masonry materials, paper, cartons, gypsum board, wood,
excelsior,rubber, and plastics.
Contaminated Pile shall mean a Brush Pile or Bulky Waste Pile containing (i) waste not
permitted to be disposed of at the Type IV landfill designated by the City, (ii) plastic bags,
including, but not limited to, plastic bags containing putrescibles, or(iii) closed boxes; provided,
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in no event shall Contractor be obligated to collect(a) rock, (b) tires, (c) Unacceptable Waste, or
(d) any other waste stream expressly excluded from collection pursuant to the Contract or by
Applicable Law. A Contaminated Pile may be designated by the City as a Pay Pile.
Contract shall mean this Second Extension and Restatement of City Secretary Contract No.28358
and all Attachments to this document.
Contractor shall mean Waste Management of Texas, Inc.
Contract Year shall mean October 1 through September 30 of each calendar year.
Cost Adjustment Date shall mean October 1 of each Contract Year.
Cost Adjustment Method shall mean the adjustment of unit prices for collection of materials and
other services provided under this Contract with the City by the Contractor for each Contract Year
of the Contract. The prices may be adjusted upward or downward to reflect changes in the cost of
operations by a cost adjustment calculation, as shown in Attachment B, using indices applicable
to certain services.
Day shall mean calendar day, unless otherwise specified.
Director shall mean that person whom the City has designated to be responsible for administrating
the City's Solid Waste services.
Disabled Carryout shall mean collection of Solid Waste and Recyclables provided to disabled
persons at the door or another designated location rather than curbside as designated by the
Director. Bulky Items,Brush Pile,Bundles and Yard Waste are excluded from this special service
and shall only be collected when placed at the curb.
Disposal shall mean dumping or depositing of Solid Waste into or onto a Disposal Facility so that
the waste or any constituent thereof is introduced into the environment.
Disposal Facility shall mean a sanitary landfill or other Solid Waste Disposal Facility permitted
by TCEQ and/or other applicable regulatory agency with jurisdiction and utilized for the receipt
or final disposition of Solid Waste generated within the City.
Elective Carryout shall mean collection of Garbage, Trash and Recyclables at the door rather
than curbside including, at a rate set forth on Attachment A. Bulky Items, Brush Pile, Bundles,
and Yard Waste are excluded from this special service and shall only be collected when placed at
the curb.
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Garbage shall mean Solid Waste consisting of putrescible animal and vegetable waste materials
resulting from the handling, preparation, cooking, and consumption of food, including waste
materials from markets, storage facilities, handling, and sale of produce and other food products,
excluding Unacceptable Waste and Medical Waste.
Governmental Body shall mean, as appropriate, any one or several of any court of competent
jurisdiction, the United States of America, the State of Texas and/or any appropriate jurisdiction
over activities relating to the services provided for under the terms of this Contract; or any agency,
authority, regulatory body or subdivision of any of the above as may have jurisdiction over or
power and authority to regulate the City, the Contractor, or the collection of Solid Waste and
Recyclables.
Government Approvals shall mean all licenses, permits and approvals required from any
Governmental Body for performance of the Contractor's obligations under this Contract.
GVW shall mean gross vehicle weight.
Hazardous Waste shall mean any Solid Waste identified or listed as a Hazardous Waste by the
administrator of the United States Environmental Protection Agency (U.S.E.P.A) pursuant to the
federal Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act of
1976, 42 USC, §6901 et seq, as amended.
Kraft Bag shall mean a biodegradable, multi-layer paper collection bag specifically designed for
Yard Waste.
Large Brush shall mean less than ten (10) cubic yards in volume of shrub limbs, trimmings and
tree limbs or sections greater than four(4) inches in diameter,untreated lumber(free of hardware
and nails) and other similar items, and excludes tree surgery and related work, which become the
responsibility of the contractor hired by a Service Unit.
Letter of Credit shall mean as it is described in Section 24.
Material Obligation of City shall mean those services or duties for which this Contract calls upon
by the City to perform unless specifically noted otherwise within the terms of this Contract, and
for which,by the terms of this Contract may constitute grounds for penalties or termination if the
City fails to perform such services or duties.
Material Obligation of Contractor shall mean the acts or omissions of Contractor as set forth in
Section 13.A3.
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Medical Waste shall mean waste generated by health-care-related facilities and associated with
healthcare activities, not including Garbage or Rubbish generated from offices, kitchens, or other
non-health-care activities. The term includes special waste from health care-related facilities
which is comprised of animal waste, bulk blood and blood products, microbiological waste,
pathological waste, and sharps as those terms are defined in 25 TAC §1.132 (Definition,
Treatment, and Disposition of Special Waste from Health-Care Related Facilities) or any
successor. The term does not include Medical Waste produced on farmland and ranchland as
defined in Agriculture Code, §252.001(6) (Definitions--Farmland or ranchland) or any successor,
nor does the term include artificial, nonhuman materials removed from a patient and/or requested
by a patient, including but not limited to orthopedic devices and implants.
Missed Pickup shall mean a Service Unit's properly and timely placed Solid Waste Storage Cart,
Recycling Cart, Bulky Waste Pile, or Yard Waste that the Service Unit Resident reports as not
collected by Contractor on the Service Unit's Collection Day.
Multi-Family Dwelling shall mean a building designed exclusively for residential occupancy by
not more than three families unless otherwise approved by the City.
MWBE shall mean a minority or women's business enterprise.
Non-Compliant Pile shall mean a pile which is (i) a pile in excess of thirty (30) cubic yards of
material, (ii) an Unacceptable Commercial Pile, (iii) an Out-of-Cycle Bulk Pile, (iv) an illegally
dumped pile, or(v) a Contaminated Pile.
Out-of-Cycle Bulk Pile shall mean a Bulky Waste Pile that is placed curbside by a Service Unit
on a Day and/or time that does not fall within such Service Unit's Set-Out Period or, if the City
has certified the route as complete, such Service Unit's Bulk Collection Week. An Out-of-Cycle
Bulk Pile is considered a Pay Pile.
Overloaded Cart shall mean a Service Unit's Solid Waste Storage Cart or Recyclables Storage
Cart that is overloaded or overfilled such that(i)the lid will not close completely and is lifted
twelve inches (12") or more or(ii) items such as lumber, branches, long metal objects, or similar
items are sticking out of the Cart and could injure the Contractor's driver or damage Contractor's
truck by falling out of the Cart when lifted and dumped into the collection truck.
Pay Pile shall mean a pile which the City notifies Contractor to collect and that is either: i)an Out-
of-Cycle Bulk Pile; ii) a Contaminated Pile; or iii) a pile that the Resident has requested the City
to collect and which the City notifies the Contractor to collect.
Pedestrian Area Container shall mean a container authorized by the City for collection by the
Contractor placed in special areas. Such container may be, but is not limited to, a Big Belly solar
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container, an aggregate container or metal container specifically designed to be a street/pedestrian
container.
Performance Bond shall mean a corporate surety bond that guarantees compensation to the City
in the event that the City must assume the obligations or duties of the Contractor in order to
continue the services defined in the Contract.
Person shall mean any individual, partnership, co-partnership, firm, company, corporation,
association, joint-stock company, trust, estate, governmental entity, or any other legal entity; or
their legal representatives, agents, or assigns. This definition includes all Governmental Bodies.
Priority One Collection shall mean a verified missed collection that Contractor fails to recover
within the established time frame set out in Section 2, subsection F.2.
Processing Facility shall mean a facility whose activities include, but are not limited to, the
separation and preparation of Solid Waste for reuse or Disposal or separation and preparation of
Recyclables or Yard Waste to produce a marketable commodity or product(s) for beneficial use.
Recyclables shall mean material that has been recovered or diverted from the non-hazardous Solid
Waste stream for purposes of reuse, recycling, or reclamation, a substantial portion of which is
consistently used in the manufacture of products, which may otherwise be produced using raw or
virgin materials. Recyclables are not Solid Waste. However, Recyclables may become Solid
Waste at such time, if any, as it is abandoned or disposed of rather than recycled, whereupon it
will be Solid Waste with respect only to the party actually abandoning or disposing of the material.
Recyclables Storage Cart shall mean a leak-proof container with attached lid and wheels
provided by the City that will allow the automated or semi-automated collection of Recyclables
and their residue.
Refuse shall mean non-putrescible Solid Waste (excluding ashes), consisting of both combustible
and noncombustible waste materials. Combustible Refuse includes paper, rags, cartons, wood,
excelsior, furniture, rubber, plastics, yard trimmings, leaves, or similar materials; noncombustible
Refuse includes glass, crockery, tin cans, aluminum cans, metal furniture, and similar materials
that will not burn at ordinary incinerator temperatures (1,600 degrees Fahrenheit to 1,800 degrees
Fahrenheit).
Resident or Residents shall mean a resident(s) of a Service Unit(s).
Rubbish shall mean the same as Refuse.
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Service Unit shall mean a Single-Family dwelling, up to three-unit Multi-Family dwelling, and
commercial generator that currently sets out their municipal Solid Waste in Solid Waste Containers
or Solid Waste Storage Carts,or Pedestrian Area Containers authorized by the City and designated
by the City for service.
Set-Out Period shall mean a specific Day and time established by the City during which the City
requires Service Units to place their Garbage, Recyclables, Yard Waste, Brush and Bulky Items
out on the curb for collection and which ends at the arrival of Contractor's truck for a particular
Service Unit's collection route.
Single-Family Dwelling shall mean a building designed exclusively for residential occupancy by
not more than one family.
SmartTruckTM means the Contractor's SmartTruckTM system technology that will be installed in
all of Contractor's Automated Side Load residential Waste and Recycling collection vehicles
providing services under this Contract, including its subcontractor Knight Waste Services's
residential ASL trucks, which includes the installation of vehicle cameras and image recognition
software, to help verify that Contractor's performance of service adheres to the terms of the
Contract and to assist the City in its enforcement of its Solid Waste ordinances.
ST Implementation Date shall mean the date the parties can begin using the SmartTruckTM
system technology after it has been installed in all Automated Side Load residential Waste and
Recycling collection vehicles, including its subcontractor's residential ASL trucks, and after all
necessary Contractor, subcontractor, and City personnel who will use the SmartTruckTM system
technology have been trained to use the system.
Solid Waste or Waste shall mean any Garbage, Rubbish, or Refuse as defined herein. The term
does not include:
(A) solid or dissolved material in domestic sewage, or solid or dissolved material in
irrigation return flows, or industrial discharges subject to regulation by permit issued under the
Water Code, Chapter 26;
(B) soil, dirt, rock, sand, and other natural or man-made inert solid materials used to fill
land if the object of the fill is to make the land suitable for the construction of surface
improvements.;
(C)Unacceptable Waste; or
(D)Medical Waste.
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Solid Waste Container shall mean a seal, leak proof plastic bag, of at least one (1) millimeter in
thickness.
Solid Waste Storage Cart shall mean a leak-proof container with attached lid and wheels
provided by the City that will allow the automated or semi-automated collection of Solid Waste.
Southeast Landfill shall mean the City-owned landfill accepting municipal Solid Waste, located
at 6288 Salt Road, Fort Worth, Texas.
Special Event Material shall mean material collected from City-sponsored events such as"Great
American Cleanup", "Library Book Recycling Program", and "Phone Book Redirect Program",
which produce waste and/or Recyclables.
Storm Event shall mean a weather related event,including,but not limited to,flood,thunderstorm,
hurricane, tornado, wind storm, ice storm or other major weather event affecting the City and
causing generation of greater than normal Yard Waste, and Brush and Bulky Items at a Service
Unit. A generation of greater than normal material shall be defined as a twelve percent (12%)
greater tonnage of Yard Waste and Brush and Bulky Items at a Service Unit and disposed by the
Contractor or its designated subcontractor then the five (5) year average for the same three (3)
consecutive month periods of normal Yard Waste and Brush and Bulky items that are collected
and disposed of per Service Unit.
Ton shall mean a short ton of 2000 pounds.
Trash shall mean the same as Refuse.
Treated Wood shall mean wood that has been treated or preserved with chromated copper arsenate
(CCA), pentachlorophenol, or other chemicals which have been classified as known human
carcinogens by the U. S. E. P. A.
Type IV Waste shall mean brush such as tree and shrub limbs and trimmings,C&D, and/or Refuse
that are free of putrescible waste and free of household wastes.
Unacceptable Commercial Pile shall mean any Commercial Pile not an Acceptable Commercial
Pile.
Unacceptable Waste shall mean (i) any and all waste, including, but not limited to, Hazardous
Waste, special waste, Medical Waste and friable asbestos, the acceptance and handling of which
by Contractor would cause a violation of any permit condition, legal or regulatory requirement,
damage to Contractor's equipment or facilities (other than damage caused by Contractor's
improper use of its equipment), or present a danger to the health or safety of the public or
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Contractor's employees, (ii) rock, (iii) tires, (iv) roofing material, and (v) construction debris
(except for construction debris constituting Bulky Items).
Uncontrollable Circumstances includes"unanticipated events,"and shall mean any act, event or
condition (excluding those which result from the willful or negligent action or inaction of a party)
occurring during the term that has, or may reasonably be expected to have, a material and adverse
effect on a right or an obligation of either or both parties to this Contract, if such act, event or
condition is beyond the reasonable control of the party relying thereon as justification for not
performing under this Contract. Uncontrollable Circumstances shall include, but are not limited
to,the following: an act of God, landslide, lightning, earthquake, fire, explosion,flood,ice storm,
nuclear radiation, acts of a public enemy or terrorist, war, blockade, insurrection, riot or civil
disturbance or any similar occurrence, or a condemnation or other taking by or on behalf of any
public, quasi-public or private entity,but not including reasonably anticipated weather conditions
for the geographic area of the City;
Uncontrollable Circumstances shall not include:
(1) insolvency or inability to pay any amount;
(2) inability to obtain any letter of credit, surety bond,payment or performance
bond or any other security required by this Contract;
(3) a public or private labor dispute relating to the collection, transportation or
disposal of Solid Waste.
Vehicle shall mean every device in,upon,or by which Contractor uses to transport materials and/or
waste or drawn upon a public or private highway or road to perform the services and related
services described for by this Contract.
Violation shall mean any determination by a Governmental Body that the Contractor is in violation
of or not in compliance with any portion of its Governmental Approvals or Applicable Law.
White Goods shall mean appliances such as refrigerators, stoves, washers, dryers and other large
enameled appliances,which do not contain PCB or CFC units and have been officially certified to
that effect.
Working Day shall mean Monday through Friday and holidays, except New Year's Day,
Thanksgiving Day, and Christmas Day for the collection of Solid Waste Storage Carts,
Recyclables Storage Carts,Yard Waste,Bundled Yard Waste and Brush. Working Day shall mean
Monday through Saturday and holidays, except New Year's Day, Thanksgiving Day, and
Christmas Day for the collection of Missed Pickups, Bulky Waste Piles and Pay Piles.
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Yard Waste shall mean leaves, grass and yard trimmings, yard and garden debris, and Brush, but
not including Bulky Items.
Yard Waste Cart shall mean a green waste cart purchased by Resident from the City for Yard
Waste storage prior to its collection.
2.
SCOPE OF CONTRACTOR'S SERVICES
Contractor hereby covenants and agrees to diligently and faithfully perform the services listed
below(hereinafter"Collection Services"). Contractor shall have the exclusive right to perform the
Collection Services as described herein during the term of this Agreement. These Collection
Services shall include the furnishing of all labor, tools, equipment, materials, insurance,
Performance Bonds (to the extent set forth herein), supervision and all other items necessary to the
performance of such work and services.All work and services to be performed under this Contract
shall be carried out in the following manner, at the times, in the locations and at the unit prices
specified in the Base Rates for Contractor Services as Attachment A.
A. Collection Services
1. Once a week collection of residential Waste, contained in City-owned and provided
Solid Waste Storage Carts from Service Units within the City which house three (3) or
fewer dwelling units and from such other similar establishments as designated by the
Director;
2. Once a week collection of Recyclables contained in City-owned and provided
Recyclables Storage Carts from Service Units within the City which house three (3) or
fewer dwelling units and from such other establishments as designated by the Director;
3. Once a week Yard Waste Collection as follows:
a. Contractor shall collect an unlimited amount of Yard Waste placed curbside by
Residents contained in (i) Kraft Bags, and(ii) City authorized Yard Waste Carts or
Contractor-owned Yard Waste carts;provided, Contractor, at its sole election,may
at any such time as is agreeable to the City,and with at least thirty(30)Days written
notice, remove such Contractor-owned Yard Waste carts. There shall be no limit
as to the quantity of Kraft Bags or Yard Waste Carts to be collected by Contractor
at each Service Unit. Yard Waste contained in any other types of bags or
containers, including plastic bags, shall not be collected as Yard Waste.
Uncontained leaves or yard trimmings shall not be collected as Yard Waste.
b. Contractor shall collect an unlimited amount of Bundled Yard Waste placed
curbside of a Service Unit.
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c. Additionally, Contractor shall collect up to thirty (30) cubic yards of Brush,which
may be unbundled. Such Brush shall be collected by Contractor as follows:
i. If a Brush Pile exceeds ten(10)cubic yards but is less than or equal to thirty
(30) cubic yards, Contractor shall be entitled to charge the City $56.13 for
each five (5) cubic yards, or a portion thereof, in excess of ten (10) cubic
yards. Contractor shall provide the City with photographic evidence that
such pile exceeds ten (10)cubic yards.
ii. If a Brush Pile exceeds thirty (30) cubic yards, such pile shall be a Non-
Compliant Pile, and shall be subject to the provisions of Section 2.13.1
below.
4. Once per month Bulky Waste Pile collection as follows:
a. Each residential Service Unit shall be entitled to place curbside, and Contractor
shall collect,up to thirty (30) cubic yards of Bulky Items per monthly collection
on the Bulky Item Collection Day.
b. If a Bulky Waste Pile at a residential Service Unit exceeds ten (10)cubic yards,but
is less than or equal to thirty(30)cubic yards, Contractor shall be entitled to charge
the City $56.13 for each five (5) cubic yards, or a portion thereof, in excess of ten
(10) cubic yards as reflected in Attachment A and adjusted per the Cost
Adjustment Method. Contractor shall provide the City with a digital photograph as
evidence that such pile exceeds ten (10) cubic yards. Bulky Waste Pile collection
shall begin by the Contractor no earlier than seven (7) a.m. on the Monday of that
Bulk Collection Week and Contractor shall have completed collection of the Bulky
Waste Piles in that designated Bulky Waste Pile collection route no later than five
(5) p.m. on that Saturday of the Bulk Collection Week. Contractor shall perform
daily Bulk Waste collection from the residential Service Units between the hours
of seven(7) a.m. and seven(7)p.m.Monday through Friday and seven(7)a.m. and
five (5)p.m. on Saturdays.
c. If a Bulky Waste Pile exceeds thirty (30) cubic yards, such pile shall be a Non-
Compliant Pile, and shall be subject to the provisions of Section 2.B.1 below.
d. The City and Contractor shall work together to establish collection routes for the
monthly Bulky Waste Pile collection. Any major change to the Bulky Waste Pile
collection routes must be made in writing, signed by both parties. Routes shall be
balanced in volume and geographic area and be of such size to allow collection of
such Bulky Waste Piles by the Contractor according to the terms of this Contract
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and to allow the City to verify compliance of Contractor's performance according
to the terms of this Contract in a timely manner.
5. Disabled Carryout collection service shall be provided to those residents that the City
determines have demonstrated a need or hardship necessitating this special service. The
City has sole responsibility for determining which residential Service Unit customers
qualify for the Disabled Carryout collection service. The City will provide Contractor
with a complete list of qualifying residential customers' addresses and all modifications
made to the list of qualified Disabled Carryout collection customers.Disabled Carryout
residential customers must place their Waste Storage Cart and/or Recyclables Storage
Cart near the outside of their house for collection. Contractor will roll the Cart(s) from
their house area to the collection truck, empty the Carts, and roll them back to the
original location.
6. Collection of Commercial Solid Waste contained in Solid Waste Carts or Solid Waste
Containers designated by the Director and at such frequency as requested by such
customer;
7. Collection of Waste contained in designated Pedestrian Area Containers used in special
districts in the City on the schedule requested by the City; and
8. Assist the City in its public education and community information program and make
payments to the City in support of City's public education program as set forth in
section 6.C.
B. Other Collection Services
1. Pay Piles and Non-Compliant Piles:
a. Contractor shall promptly notify the City of any Contaminated Piles that Contractor
encounters on the Bulky Item Collection Day and refrain from collecting such
Contaminated Pile on the Bulk Collection Day until it receives instruction from the
City to pick up such Contaminated Pile as a Pay Pile. If the City so instructs,then
Contractor shall collect such Contaminated Piles as described in Section B.I.
below. However, the City shall have the absolute right to use its own equipment or
hire any third party contractor to collect Contaminated Piles beyond those described
in Section B.1.
b. Contractor shall collect Acceptable Commercial Piles on the Collection Day.
Contractor shall not be obligated to collect Unacceptable Commercial Piles.
Contractor shall notify the City within twenty (24) hours when Contractor
reasonably believes an Unacceptable Commercial Pile exists curbside at a Service
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Unit. The City shall assist Contractor in identifying Commercial Service Providers
generating Unacceptable Commercial Piles.
c. If a Brush Pile or Bulky Waste Pile contains plastic bags, Contractor shall remove
(and leave at the Service Unit) up to two (2) plastic bags from such pile if (i)
removal would then make such pile non-Contaminated, and (ii) such plastic bags
can be easily removed by Contractor using reasonable efforts, taking into account
the location of the plastic bags in such pile, and the composition and nature of such
pile. Contractor shall have no obligation to collect such plastic bags (unless they
have an Authorized Bag or are placed in the Solid Waste Storage Cart, in which
case they will be collected with the weekly Garbage service), but shall notify the
City of such bags.
d. Contractor shall collect Pay Piles within seven (7) days after notification from the
City through the City's Customer Service Electronic Tracking System. The City
shall have the absolute right to collect or contract to collect Pay Piles and/or Non-
Compliant Piles.
i) Pay Piles collected pursuant to this Section shall be collected by Contractor
at a rate of Fifty Dollars ($56.13) for up to five (5) cubic yards, and Fifty
Dollars($56.13)for each subsequent five(5)cubic yards,or portion thereof,
collected by Contractor beginning on the Effective Date pursuant to
Attachment A, and as adjusted per the Cost Adjustment Method in
Attachment B. The City and Contractor shall work together to route
collection of such piles in a reasonable and efficient manner.
ii) In the event that the City generates a work order for collection at a Service
Unit and upon Contractor's arrival for collection within the seven (7) Days
specified above, the Pay Pile has been abated, then Contractor may charge
the City a "Nothing Out" charge as shown in Attachment A.
2. Vacant Lots,Vacant Houses.
Contractor agrees to collect Brush Piles and Bulky Waste Piles located at the curb
of vacant lots or vacant houses during and on Contractor's regular monthly Bulky
Waste Pile collection route, subject to the fees set forth above for piles which are
greater than 10 cubic yards. Piles greater than 30 cubic yards, Commercial Piles,
and Out-of-Cycle Bulk Piles at vacant lots or vacant houses will not be collected
by Contractor. Contractor shall provide the City with photographic evidence that
such piles exist.
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3. Authorized Bag Collection.
Contractor agrees to collect Authorized Bags containing Solid Waste placed
curbside at a residential Service Unit Pursuant to the Service Unit Authorized Bag
price specified in Attachment A for each Authorized Bag disbursed either to a
Resident or the City (regardless of whether or not such Authorized Bag is actually
used by a Resident). The City shall remit to Contractor such Authorized Bag fees
in the month following the City's sale of such Authorized Bag. The terms of this
Section shall continue in full force and effect until the ST Implementation Date.
Once the SmartTruckTM system technology has been completely installed, as
further described in Section 10 below, and all necessary personnel have received
training on the system, effective on the ST Implementation Date, this Section 3.a.
language regarding the collection of Authorized Bags and the Authorized Bag price
that City pays Contractor shall no longer apply and shall be replaced by the
language in section 4. below.
4. SmartTruckTM System Technology and Collection of Bags and Overloaded Waste
and Recyclable Carts.
Effective on the ST agreement Implementation Date, Contractor agrees to collect
additional Bags up to a maximum of five (5)Bags per Service Unit and overloaded
Solid Waste Carts and Recyclables Storage Carts set out at Service Units, which
shall not include Authorized Bags, and shall charge the City for the collection of
the additional Bags and overloaded Carts in accordance with the prices in
Attachment A, as adjusted by the Cost Adjustment Method set out in Attachment
B. Contractor will provide the City with digital photos indicating the resident
Service Units where Contractor collected Bags, overloaded Waste Carts, and/or
overloaded Recyclables Storage Carts. Contractor will charge and the City agrees
to pay for the additional Bags that Contractor collects as well as Contractor's
collection of overloaded Waste Carts and Recyclables Storage Carts. Contractor
will provide the City with digital photos and video for each Service Unit's set-out
of Bags and overloaded Waste Carts and Recyclables Storage Carts for which
Contractor seeks payment from the City.
5. Storm Events.
In the event there is a Storm Event, as defined in Section 1, Definitions, and
calculated in Attachment D, Contractor agrees, as requested by the City,to collect
the material generated as a result of the Storm Event. Contractor is entitled to
recover its costs from the City and hereby agrees to accept payment in the manner
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as reflected in Attachment D. as full compensation for services rendered.
Contractor will submit documentation of the Storm Event calculation to the City.
Contractor and the City agree that Contractor does not have the exclusive right to
clean up the material generated within the City as a result of a Storm Event as the
City may choose to augment the collection by the use of City forces and/or another
contractor to expedite the removal of Storm Event debris.
D. Designated Service Area.
All collections under the terms of this Contract shall be in the incorporated limits of the City.
The designated service area may be enlarged from time-to-time by the Director as annexation,
disannexation, or new construction occurs.
E. Delivery.
All collections under the terms of this Contract, unless otherwise determined by the Director,
shall be delivered as follows:
1. Collected residential Garbage,Refuse,Large Brush,Yard Waste and Bulky Waste shall
be delivered to the Southeast Landfill, unless the City designates another Processing
Facility or Disposal Facility;
2. Collected Recyclables and their residue shall be delivered to Republic Services North
Texas Recycling Complex, located at 6200 Elliott Reeder Rd, Fort Worth, Texas
unless the City designates another Processing Facility; and
3. Collected C&D materials shall be delivered to IESI Fort Worth C&D Landfill located
at 4144 Dick Price Road, Kennedale, Texas, unless the City designates another
Processing Facility or Disposal Facility.
If the Contractor is directed by the Director to dispose of the collected materials under the terms
of this Contact, such disposal shall be made within twenty (20) miles from the intersection of
I-30 and I-35.
F. Missed Pickups and Priority One Collections.
I. The City hereby agrees that Contractor shall not be liable to the City for liquidated
damages, or shall not otherwise be deemed in default of the Contract(or having caused
an event which, with the giving of notice, would constitute an event of default) for a
Missed Pickup if such Missed Pickup is caused by a Resident who fails to timely set
out its Solid Waste Storage Cart, Recyclables Storage Cart, Yard Waste cart, Brush
Pile or Bulky Waste Pile, fails to bring such waste or recyclables to the curb, or places
Waste outside the Solid Waste Storage Cart which does not have an Authorized Bag at
the time of collection or exceeds the 5-Bag limit after the ST Implementation Date, an
Unacceptable Commercial Pile or an illegally dumped Pile on the curb for collection,
or otherwise creates a Non-Compliant Pile. The City and Contractor agree to work
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together to verify the Missed Pickups and to identify the Service Units in violation of
set out requirements. The City shall take the appropriate measures to educate and
enforce against violations of any ordinance and regulations relating to such Missed
Pick-ups described above.
2. Contractor agrees to recover a verified Missed Pickup within the following recovery
time frames:
a. Within twenty-four(24)hours for Waste Cart and Recyclables Storage Cart
collections from the time the verified missed collection was entered into the
City's Customer Service Electronic Tracking System; and
b. Within thirty-six (36)hours for a Bulky Waste Pile or a Yard Waste pile
collection from the time the missed collection was entered into the City's
Customer Service Electronic Tracking System.
c. If a verified missed collection is entered into the City's Customer Service
Electronic Tracking System prior to the close of business of City's call center on a
Friday(7:30 pm), then Contractor shall collect such Missed Pickup by the close of
business the following Saturday. If a verified missed collection is entered into the
City's software system prior to the close of business of City's call center on a
Saturday (4:00 pm), then Contractor shall collect such Missed Pickup by the close
of business the following Monday.
d. If Contractor fails to recover the verified missed collection for Solid Waste Storage
Carts, Recyclables Storage Carts, Bulky Waste Piles, or Yard Waste piles within
the established time frames set out above, then the missed collection shall be
converted into a Priority One Collection. A Priority One Collection is a verified
missed collection of a Waste Cart, Recyclable Storage Cart, Bulky Waste Pile or
Yard Waste pile that Contractor has failed to recover within the established time
set forth in subsections a. and b. above.
3. As of the effective date of this Contract,Contractor agrees to strive toward having fewer
than the individual quarterly goals for all four (4) collection services set forth in
subsection 2.d. above, which goals are identified within an agreed upon performance
score card attached as Attachment C herein. Contractor has agreed to target a one-time
20%reduction of Priority One Collections for Waste Carts and Recycling Storage Cart
collection services and a one-time 10% reduction of Priority One Collections for Yard
Waste and Bulky Waste Pile collection services (hereafter "Quarterly Reduction
Goals"). These Quarterly Reduction Goals have been based on the average monthly
actuals during the past four (4) fiscal years (2016 through 2019), excluding fiscal year
2020 due to the COVID pandemic, which resulted in atypical Service Unit setout
circumstances. If Contractor reduces the total number of Priority One Collections
(tracked by month)within each of the four individual service lines set forth in subsection
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2d., the City agrees not to assess the associated Priority One liquidated damage fee per
collection as stated in Section 18for all the individual Priority One Collection failures
occurring within that individual service line for that quarter. However, if Contractor
fails to reduce the total number of Priority One Collections (tracked by month) within
each individual service line below the established Quarterly Reduction Goals, then the
City has the right to assess and Contractor shall pay the associated Priority One
liquidated damage fee per collection as stated in Section 18 for each individual Priority
One Collection that occurs within the individual service line for that quarter.
4. Collection Day Route Completion: If Contractor fails to complete more than three (3)
Collection Day routes in one calendar month and such failures are verified in accordance
with the terms of this Contract, then the City has the right to assess a liquidated damage
against Contractor as indicated in Section 18.
G. Standard Operating Procedures
The Standard Operating Procedures ("SOPs") for all Collection Services, if any, within
this Contract shall be made in writing,dated and signed by both parties. The SOPS may be
amended individually or collectively by mutual agreement in writing, dated and signed by
both parties. If the parties cannot agree on which SOP controls, then the parties shall
attempt to resolve the matter amicably, and each party shall send a representative with
authority to attend such resolution meeting.
3.
SCOPE OF CITY SERVICES
The City agrees to perform the following services:
A. Designate a City representative to provide timely direction to the Contractor and render
City decisions;
B. Notify the Contractor of Service Units to be added or dropped from the Contractor's
services or a change in service;
C. Timely review and respond, if necessary,to reports submitted by Contractor;
D. Make timely payments upon review and approval of invoices submitted by the Contractor;
E. Monitor the personnel, equipment, and Vehicle standards as described in the terms of this
Contract;
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F. Manage the City's call center and inform Contractor of complaints made by citizens in a
timely manner;
G. Provide educational programs and material as determined by the Director to the City's
citizens to educate citizens on the proper way to set out Solid Waste and Recyclables for
collection under the terms of this Contract and the City's ordinances;
H. Work with Contractor to resolve complex customer service issues;
L Review and approve all route and service delivery dates; and
J. Determine, assess, and collect liquidated damages pursuant to Section 18 as determined by
the Director.
K. The City shall take all reasonable steps available to verify and confirm the address of any
Service Unit which lodges a complaint relating to the Collection Services of Contractor.
L. The City shall educate Residents as to set out dates, separation procedures and Non-
Compliant piles in accordance with the Ordinance and the SOP. The City will establish
Set-Out Periods that are reasonably specific, finite periods of time that will end before the
scheduled arrival of the Contractor's trucks for a particular Service Unit's route,as set forth
on the routing schedule.
4.
TERM
The term of the Second Extension and Restatement shall be for a period of approximately
twelve (12) years retroactively commencing on December 1, 2021 and ending March 31, 2033.
City shall have the right to extend this Contract for one(1)consecutive ten(10)year renewal term,
provided City and Contractor agree to extend this Contract in writing at least one hundred eighty
(180) Days prior to the end of the initial term or the then current renewal term. The renewal shall
have the same terms, conditions and fees as set forth herein, unless agreed to otherwise in writing
by both parties in an amendment to this Contract.
5.
PAYMENT
For and in consideration of the Collection Services performed in accordance with this
Contract, City agrees to pay Contractor as follows:
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A. Within fifteen (15) Days of the end of each month during which Collection Services are
provided by the Contractor, Contractor shall submit to the Director a monthly report and
invoice for monthly payments due Contractor as well as the Contractor's MWBE
participation for that month.
B. The monthly payment shall be the sum of:
1. The number of residential curbside, alley and Disabled Carryout Service Units of the
then current number of Service Units as determined by the City on a monthly basis,
times the unit price for curbside and Disabled Carryout service; plus
2. The number of hours for collection of Special Event Material, times the applicable
hourly rate and Contractor shall include the work orders describing the time it took
Contractor to complete such services at each special event and the disposal tickets
identifying the Disposal Facility and/or Processing Facility and the weight of the waste
and/or Recyclables; plus Storm Event debris and any other special Collection Services
requested by City times the applicable rate; plus
3. The number of Elective Carry-out Service Units on the current number of Service Units
as determined by the City on a monthly basis times the unit price for Elective Carry-out
Service; plus
4. The Contract price for collection of each commercial unit of the current number of
Service Units as determined by the City on a monthly basis. Contractor may petition
the City to alter the agreed upon price, based on changes in Refuse and/or Garbage
generation by commercial accounts served pursuant to City directive, no more
frequently than every thirty (30) Days for each such commercial account; plus
5. The number of Pedestrian Area Containers that were completed multiplied by the
agreed upon price for collection of such units;
6. Any other amounts Contractor is authorized to recover from the City including without
limitation,collection of Bags or overloaded Carts as documented by digital photos; less
7. Any liquidated damages assessed by the City as per Section 18.
C. Payment shall be made to the Contractor within thirty(30)Days from receipt and approval
by the City of the Contractor's final monthly statement of services provided and
Contractor's monthly report. Service Unit prices for the first year of the term of this
Contract shall be the amounts as specified in Attachment A, namely:
1. Once weekly collection of: (i) residential Solid Waste from City-owned and provided
Solid Waste Storage Carts, Authorized Bags, and Bags properly and timely set out
curbside. Should such residential Solid Waste exceed the capacity of the Solid Waste
Storage Cart at any residential Service Unit, the resident will be required to secure a
second Solid Waste Storage Cart to contain such materials; (ii)Recyclables from City-
owned Recyclables Storage Carts; and(iii) Yard Waste in Kraft bags and Yard Waste
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Carts, Bundles, and Brush. The Service Unit prices are set forth in Attachment A, and
shall be adjusted pursuant to the terms of Attachment B.
D. Pedestrian Area Containers used in special districts, Special Event Materials, and other
special collections requested by the City shall be charged in the amounts as described in
Attachment A. Storm Event collections shall be determined and charged in the amounts
as described in Attachment D.
E. The public education program payment specified in Section 2.A.8 shall be made in equal
amounts paid on a quarterly basis with the quarterly payments made on or before July 1st,
October 1st, January 1st, and April 1st of each year that the Contract is in place.
6.
COST ADJUSTMENT
A. Contractor hereby agrees to accept payments, adjusted by the Cost Adjustment Method in
the manner as reflected in the Adjustment Schedule included in this Contract as
Attachment B, as full compensation for services rendered. Contractor will submit
documentation of the payment adjustment criteria to the City along with its annual request
for rate adjustment.
B. The City and Contractor agree that there shall not be a Cost Adjustment for the 2022
Contract Year(i.e.,October 1,2021 through September 30,2022)and the Service Unit rate
shall remain $13.28 until September 30, 2022. For the 2023 Contract year(i.e. October 1,
2022 through September 30, 2023) the Cost Adjustment Index calculation shall be
determined according to the procedure shown in Attachment B, and shall be effective
October 1, 2022.
C. Contractor shall contribute four dollars and twenty-one cents ($4.21) per Service Unit to
the City in the first year of the Contract commencing on October 1, 2021, as provided in
Section 2.A.8 above for the public education program. In each succeeding year on the
anniversary date, this amount will be adjusted by the Cost Adjustment Method set forth in
Attachment B. If this method yields a decrease,Contractor's contribution to this education
program will remain the same as the previous year.Under no circumstance,will this public
education program payment decrease.
7.
HOLIDAYS
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Contractor shall not be obligated to provide Collection Services on New Year's Day,Thanksgiving
Day and Christmas Day; provided, however, during the calendar week of each of these holidays,
Contractor agrees to revise the Collection Day so that all Service Units receive their weekly
collections during such holiday week. In addition, on the Collection Day following the above
listed holidays, Contractor shall collect up to two (2) additional thirty(30) gallon Bags in addition
to the allowable five (5) Bags and/or two (2) like size boxes outside of the Solid Waste Storage
Carts at no additional cost.
8.
LABORFORCE
A. Contractor shall provide fifteen (15) Days' notice after a change in key personnel (e.g.,
Division President, Operations Manager and Facility Manager) to the Director and
introduce such new personnel to the Director. Contractor may bring in from outside the
City of Fort Worth its key personnel. All other workers, including equipment operators,
vehicle drivers and laborers may be imported only after the local supply of competent
personnel is reasonably exhausted by reviewing lists provided by the Director and
newspaper advertising. Contractor shall employ only such superintendents, foremen, and
workers who are careful, competent and fully qualified to perform the duties or tasks
assigned to them and shall take appropriate action against any employees or subcontractors
of Contractor who shall behave themselves in such manner as to be actionable or who
neglect or refuse to comply with or carry out the directions of Contractor.
9.
PERSONNEL STANDARDS
A. Contractor shall furnish such qualified drivers,mechanical, supervisory, clerical and other
personnel as may be necessary to provide the services required in a safe, economical and
efficient manner. All drivers shall be trained and qualified in the operation of waste
collection Vehicles and must have in effect a valid commercial drivers license, of the
appropriate class, issued by the Texas Department of Public Safety.
B. Contractor shall provide suitable operational and safety training for all of its employees
who utilize or operate Vehicles or equipment for collection of materials under the Contract.
Contractor shall train its employees in Solid Waste collection to identify, and use
reasonable effort not to collect Hazardous Waste or infectious Medical Waste.
C. Contractor shall not, nor shall it permit its employees to, demand or solicit, directly or
indirectly,any additional compensation or gratuity from members of the public for services
provided under the Contract.
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D. Contractor shall use its best efforts to assure that all employees present a neat appearance
and conduct themselves in a courteous manner. Contractor shall regularly train its
employees in customer courtesy, shall prohibit the use of loud or profane language, and
shall instruct collection crews to perform the work as quietly as possible. If any employee
is found not to be courteous or not to be performing services in the manner required by the
Contract, Contractor shall take all appropriate corrective measures. If City has notified
Contractor of a complaint related to discourteous or improper behavior, Contractor will
consider reassigning the employee to duties not entailing contact with the public while
Contractor is pursuing its investigation and corrective action process.
E. Contractor shall designate qualified employees as supervisors of field operations.
Supervisors will be in the field inspecting Contractor's work and will be available by radio
or phone during the Contractor's hours of operation to handle calls and complaints from
the City, or to follow up on problems and inspect Contractor's operations.
F. All employees of the Contractor performing work under the Contract shall be uniformed,
showing their association with the Contractor while operating in the field. Contractor shall
provide a list of current employees, contractors and subcontractors to City upon request.
G. Contractor will train its employees as to the City's Solid Waste ordinance and collection
rules and regulations, ensuring employees can answer questions from citizens and follow
the City's collection rules at the curb. This training is to be ongoing and reach new hires.
Contractor employees will also leave notices of improper set-out when applicable.
10.
VEHICLE AND EQUIPMENT STANDARDS
A. General
I. Contractor shall provide a fleet of collection Vehicles sufficient in number and capacity
to efficiently perform the work required by the Contract in strict accordance with its
terms. Contractor shall have available on Working Days sufficient back-up Vehicles
for each type of collection and Vehicles to use to respond to complaints and
emergencies. No Vehicle used in servicing this Contract shall be more than ten (10)
years old as of March 31, 2026. City representative(s) shall inspect all Vehicles to be
used in servicing this Contract no later than thirty (30) Days before Contract begins
and each year of the Contract. City shall notify Contractor about the failure of any
Vehicle to meet this requirement within ten (10) Days of inspection. Any Vehicle
reaching ten (10) years of age during the term of the Contract shall be taken out of
service for purposes of the Contract services in compliance with the Contract.
2. Contractor shall furnish and maintain all such equipment as is considered to be
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necessary for prosecution of the work in an acceptable manner and at a satisfactory rate
of progress.
3. Contractor shall upgrade all Automated Side Load (ASL) residential Waste and
Recycling collection vehicles, including its subcontractor's residential ASL collection
vehicles by installing vehicle cameras and image recognition software, known as the
SmartTruckTM system technology to help verify that Contractor's performance of
service adheres to the terms of the Contract and to assist the City in its enforcement of
its Solid Waste ordinances. Contractor shall take all practicable measures necessary to
install the SmartTruckTM system technology in all ASL trucks and to train those
personnel who will use the SmartTruckTM system technology by May 1, 2022;
however, Contractor will not be considered in breach or default if, due to
Uncontrollable Circumstances, it does not meet the May 1, 2022 date ("ST
Implementation Date"), provided Contractor uses its best efforts to fulfill such
obligation as soon as possible and notify the City in writing of the amended
implementation date.
4. Contractor shall endeavor, as soon as commercially reasonably possible, to implement
SmartTruckTM system technology on boom trucks and rear truck loaders providing
services under this Contract following the Implementation Date.
B. List
Contractor shall identify in writing to the Director and update as conditions change, by
area, a listing of:
1. Number of routes, number of Vehicles and size of Vehicles to be proposed by
service type;
2. Number of spare Vehicles to be on hand for back-up of front-line trucks; and
3. Designated unique Vehicle number, description, and legal GVW of each Vehicle.
C. Specifications
I. All Vehicles used by Contractor and Contractor's subcontractor(s) in providing
collection of materials under the Contract shall be designed to prevent leakage, spillage
or overflow. All such Vehicles shall comply with U.S. Environmental Protection
Agency noise emission regulations and other applicable noise control regulations.
Contractor shall also ensure that GVW of all Vehicles, even when loaded, does not
exceed Vehicle license limitations to protect the highways of the City.
2. All equipment,tools, and machinery used for handling materials and executing any part
of the work shall be subject to approval by the Director and shall be maintained in
satisfactory, safe and efficient working condition in accordance with the
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manufacturer's specifications and/or recommendations. Equipment used by Contractor
or Contractor's subcontractor(s) shall be such that no injury to the workers or property
should result from its proper use. Contractor shall be responsible for initiating,
maintaining and supervising all safety precautions and programs, in connection with
the work and services performed hereunder. Contractor shall provide reasonable
protection to prevent property loss or damage and/or personal injury to persons,
including but not limited to employees performing such work and all other persons who
may be affected thereby.
D. Vehicle Identification
Contractor's name, local telephone number, City's call center telephone number and a
unique Vehicle identification number designated by Contractor for each Vehicle shall be
prominently displayed on all Vehicles. The Contractor's name, local telephone number,
City's call center telephone number shall be displayed in letters and numbers no less than
four(4) inches high and the identification number shall be displayed in letters and
numbers no less than two and one-half(2 '/2) inches high. Contractor shall not place the
City's logo on its Vehicles.
E. Vehicle and Equipment Inventory
In addition to the above requested information, Contractor shall furnish the City a written
inventory of all Vehicles and equipment used in providing service, and shall update the
inventory annually within fifteen (15) Days of the Day any Vehicle or equipment is added
to or removed from the inventory. The inventory shall list all Vehicles by manufacturer,
ID number, date of acquisition, type, and capacity.
F. Cleaning and Maintenance
Contractor and Contractor's subcontractor(s) shall maintain all of its properties, facilities
and equipment used in providing service under the Contract in a safe, neat, clean and
operable condition at all times. Vehicles used in the collection of materials under the
Contract shall be thoroughly washed on a regular basis so as to present a clean appearance.
City may inspect Vehicles at any time to determine compliance with sanitation
requirements.
G. Inspection
Contractor and Contractor's subcontractor(s) shall inspect each Vehicle and each piece of
equipment daily to ensure that all equipment is operating properly and complies with
Applicable Law. Vehicles which are not operating properly or do not comply with
Applicable Law shall be taken out of service until they are repaired and do operate properly
and comply with Applicable Law. Contractor and Contractor's subcontractor(s) shall
perform preventive maintenance and all scheduled maintenance functions in accordance
with the manufacturer's specifications and schedule. Contractor and Contractor's
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subcontractor(s) shall keep accurate records of all Vehicle maintenance, recorded
according to date and mileage, and shall make such records available to the City upon
request to the extent necessary to ensure compliance with manufacturer's recommended
scheduled Vehicle service.
H. Repair
Contractor and Contractor's subcontractor(s) shall repair, or arrange for the repair of, all
of its Vehicles and equipment for which repairs are needed because of accident,breakdown
or any other cause so as to maintain all equipment in a safe and operable condition.
Contractor and Contractor's subcontractor(s) shall maintain accurate records of repair,
which shall include the date/mileage, nature of repair and the signature of a maintenance
supervisor that the repair has been properly performed.
I. Storage
Contractor and Contractor's subcontractor(s), as applicable, shall arrange to store all
Vehicles and other equipment in safe and secure location(s), where applicable, in
accordance with City's applicable zoning regulations.
11.
MWBE REQUIREMENTS
In keeping with the City's Minority/Women Business Enterprise (MWBE) ordinance,
Contractor agrees to the following:
A. A minimum of twenty-five percent(25%) of the total dollar value of this Contract will be
paid as compensation to certified MWBE firms, pursuant to the City's ordinance.
B. Contractor will, during the term of this Contract, provide City with monthly reports
detailing its compliance with the requirements for MWBE participation, including but not
limited to the activities of the MWBE and the dollar value of those services, as required by
the City. City shall have a right of access to any and all books, records and documents
which relate to MWBE subcontracts in order to audit and verify the information contained
in the monthly reports. Contractor shall include in all MWBE subcontracts a similar
provision allowing City access to subcontractor's books, records and documents for these
purposes.
12.
REPORTING REQUIREMENTS
Contractor shall respond to any request by the City for information related to the Collection
Services, including all complaints, accidents or incidents while performing any duties pursuant to
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the terms of this Contract,outages or downtime, and inspections by any regulatory agencies within
twenty-four (24) hours. Contractor's response shall detail the nature and reasons for these
occurrences as well as all results, findings and actions taken to resolve such incidents. Contractor
shall also notify the Director immediately of any fines or penalties levied and any actions that
could have an adverse impact on the Contractor or service to the City, or both. Failure to report
such data shall subject the Contractor to liquidated damages described in Section 18 of this
Contract.
Contractor shall keep records on a daily, weekly, cumulative monthly, and cumulative annual
basis of all activity related to the Collection Services,and such record shall be available to the City
upon request.
13.
EVENTS OF DEFAULT BY CONTRACTOR
A. The following shall constitute events of default on the part of the Contractor except to the
extent caused by the occurrence of an Uncontrollable Circumstance or City's fault unless otherwise
specified herein:
1. Failure by the Contractor to perform any Material Obligation of Contractor under the
terms of this Contract, and continuance of such failure after(i) written notice thereof
has been provided by the Director specifying such failure and requesting that such
condition be remedied, and (ii) Contractor's failure to cure the default or immediately
initiate and diligently pursue reasonable action and cure such non-performance within
fifteen (15) Days after receiving notice from the Director (provided, if such failure is
of a nature that it cannot be cured within such fifteen (15) day period, Contractor shall
not be in default if Contractor commences the curing of such failure within such fifteen
(15)day period, and diligently pursues the curing thereof and both City and Contractor
agree that the failure cannot be cured in fifteen (15) Days); or
2. The Contractor being insolvent or bankrupt or ceasing to pay its debts as they mature
or making an arrangement with or for the benefit of its creditors or consenting to or
acquiescing in the appointment of a receiver trustee, or liquidator for a substantial part
of its property; or a bankruptcy, winding up, reorganization, insolvency, arrangement,
or similar proceeding instituted by the Contractor,under the laws of any Governmental
Body or against the Contractor, if the Contractor does not take the appropriate action
to dismiss said proceedings; which proceedings have not been dismissed within ninety
(90) Days of the institution of such proceedings; or any action or answer by the
Contractor approving, consenting to, or acquiescing in, any such proceedings; or the
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event of any distress, execution, or attachment upon the property of the Contractor
which shall substantially interfere with its performance hereunder; or
3. The following acts or omissions by the Contractor shall constitute failure to perform a
Material Obligation of Contractor under this Contract:
a. Failure of Contractor to commence work operations within the time specified
in the Contract.
b. Failure of Contractor to provide and maintain sufficient labor, Vehicles and
equipment or licenses, permits and necessary approvals from City or a third
party to properly and legally execute the working operations.
c. Evidence that Contractor has abandoned the work.
d. Evidence that Contractor has become insolvent or bankrupt, or otherwise
financially unable to carry on the work satisfactorily.
e. Failure on the part of Contractor to comply with any material requirements of
the Contract such as failure to maintain insurance or the Performance Bond or
to comply with any of the Director's material requirements which are provided
for in this Contract.
f. Indication that the Contractor has made an unauthorized assignment of the
Contract or any funds due thereof for the benefit of any creditor or for any other
Purpose.
g. Failure to supply complete and accurate information as required in this
Contract.
h. Failure to maintain required level of MWBE participation.
i. Failure to indemnify the City as required herein.
j. Falsifying records or reports to the City, State or Federal governments.
k. Failure to remedy the cause of a complaint as described in Section 17, subject
to the provisions of Section 17.E below.
1. Failure to comply with Applicable Law that affects Contractor's ability to
perform this Contract as reasonably determined by the Director.
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B. City shall, as soon as practical, notify Contractor of any failure on the Contractor's part to
comply with the terms of this Contract.After receipt of notice from the City of an event of
default set forth in Section 13.A above,Contractor shall acknowledge receipt of such notice
by telephone, facsimile, or email within four (4) hours. Contractor shall provide the City
with verbal notice of what corrective action has or shall be taken by the Contractor and
shall follow up with written notice describing the same along with any additional relevant
information,within forty-eight(48) hours. Failure to provide acknowledgement of receipt
of notice, or plan of corrective action, within the above mentioned time period(s) shall
constitute an event of default by the Contractor.
14.
EVENTS OF DEFAULT BY CITY
A. The following shall constitute events of default on the part of the City, except to the extent
excused by the occurrence of an Uncontrollable Circumstance or Contractor's fault unless
otherwise specified herein:
1. A failure by City to timely perform any Material Obligation under the terms of this
Contract, and the continuance of such failure for a period of sixty (60) Days after written
notice thereof has been provided by the Contractor specifying such failure and requesting
that such condition be remedied if City does not either cure the default or initiate and
diligently pursue reasonable actions to cure such non-performance notwithstanding Section
32; or
2. City being insolvent or bankrupt or ceasing to pay its debts as they mature or making an
arrangement with or for the benefit of its creditors or consenting to or acquiescing in the
appointment of a receiver, trustee or liquidator for a substantial part of its property; or a
bankruptcy, winding up, reorganization, insolvency, arrangement or similar proceeding
instituted by City under the laws of any jurisdiction or against City, if City does not take
appropriate action to dismiss said proceedings,which proceedings have not been dismissed
within ninety (90) Days of the institution of such proceedings; or any action or answer by
City, approving of, consenting to, or acquiescing in, any such proceedings; or the levy of
any distress, execution or attachment upon the property of City, which shall substantially
interfere with its performance hereunder.
B. Contractor shall, as soon as practical,notify City of any failure on the City's part to comply
with the terms of this Contract. After receipt of notice from the Contractor, City shall
acknowledge receipt of such notice and shall promptly provide the Contractor with notice
of what corrective action has or shall be taken by the City, within a reasonable time, in
light of the circumstances. Failure to promptly provide acknowledgement of receipt of
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notice, or notice of planned corrective action, shall constitute an event of default by the
City.
15.
DISPUTE RESOLUTION
The parties shall endeavor to settle all disputes arising out of or relating to this Contract by
amicable negotiations. Except as otherwise provided herein, any claim, dispute, disagreement or
controversy that arises between the parties under or relating to this Agreement that is not amicably
settled shall be submitted to mediation. If the parties remain unable to resolve the controversy
through mediation,then either party may pursue their claim,dispute, disagreement or controversy
in a court with proper venue in the county of Tarrant, state of Texas,within which the services are
being performed. Nothing herein shall be construed as a waiver or surrender of the City's
governmental power or immunity.
16.
LOCAL OFFICE AND CONTRACT ADMINISTRATION
Contractor shall maintain during the term of this Contract a fully operational business
office within the Fort Worth metropolitan area. Contractor shall charge, assign or delegate to this
office full authority to transact all business required in the performance of this Contract. Contractor
shall designate a qualified managing agent within the City of Fort Worth or its immediately
surrounding areas and shall identify same in writing to the City. All notices may be served from
the City or Director upon the designated managing agent. Service upon Contractor's managing
agent shall always constitute service upon the Contractor.
A. Contractor's local office shall be open during collection hours so that customers can lodge
complaints, requests for information, requests for service, etc. At a minimum, the
Contractor's local office shall be open during the hours of 8:00 a.m. and 5:00 p.m. Monday
through Friday, and 8:00 a.m. and 3:00 p.m. on Saturdays, or until completion of tasks,
whichever is latest. Contractor shall perform Collection Services from the Service Units
between the hours of 7 a.m. and 7 p.m.
B. Contractor's local office shall have a responsible person in charge during collection hours
on Working Days, and shall be equipped with sufficient communications technology and
sufficient competent personnel to receive all communications. Contractor's
communication personnel shall deal with all communications in a courteous and polite
manner and record all complaints. Contractor shall resolve all complaints in an expeditious
manner within the following twenty-four (24) hours, excluding non-Working Days and
hours. Contractor will have pre-recorded announcements for all after-hours
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communications to provide information on holiday pickups and office hours as well as
other information the Director may reasonably require.
17.
COMPLAINTS AND NON-PERFORMANCE
A. All service complaints received by the City's call center shall initially be directed to
Contractor through the City's Electronic Tracking System and Contractor shall respond to
the City within twenty-four (24) hours of the complaint being entered, excluding non-
Working Days.When a complaint is received on the Day preceding a holiday or a weekend,
Contractor shall notify the City of the complaint status on the next Working Day.
Recoveries of verified Missed Pickups and Priority One Collections shall be managed as
described in Section 2.F.2.d. of this Contract.
B. The Director shall notify Contractor of each complaint reported to the City throughout each
Day. It shall be the duty of Contractor to take whatever steps may be necessary to
investigate or remedy the cause of the complaint and notify the Director of the complaint
status within twenty-four (24) hours, excluding non-Working Days, after receipt of the
complaint by Contractor. Contractor shall obtain this information from the City's Electronic
Tracking System.
C. Contractor shall provide the Director with a full explanation of the disposition of any
complaint involving a customer's claim of damage to private property or personal injury as
the result of actions of Contractor's employees, agents,or subcontractors through the City's
Electronic Tracking System as soon as possible, with additional information provided as
requested by the Director.
D. Contractor shall work with the City to notify all customers about complaint procedures,
rules and regulations, and Day(s) of collection on an annual basis and whenever there is a
change in service, Day(s) of collection, procedures, etc. commencing in the first month of
the Contract and thereafter whenever a change in service is made. Notice is to be in the
form as designated by the Director distributed by Contractor to all premises served by
Contractor. Such notice methodology and any materials must be approved by the Director
prior to distribution and conform to all legal requirements for accessibility.
E. Notwithstanding anything contained herein to the contrary, Contractor's failure to remedy
the cause of the complaint, or due to events described in Section 18 below, shall not be
considered a material breach of this Contract or breach of a Material Obligation of
Contractor, and thereby not an event of default, UNLESS Contractor's failure to
perform or act in accordance with the terms of this Contract occurs in a consistent
manner as reasonably determined by the Director.Notwithstanding anything contained
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in this Contract to the contrary, if the Director determines that failure has occurred in a
consistent manner and the notification procedures as described in Section 13.B have been
met, then the Contractor's failure to remedy complaints as described above may be
considered a failure to perform a Material Obligation of Contractor.
18.
LIQUIDATED DAMAGES
For the purpose of computing damages for Contractor's failure to remedy an action or
inaction listed below,it is agreed that the City may deduct from payments due to Contractor
or to become due to Contractor, the following amounts as liquidated damages as of the
Effective Date of this Contract, which are subject to the Cost Adjustment pursuant to
Attachment B, except that such liquidated damages shall not apply during an
Uncontrollable Circumstance:
(1) Failure to clean up spilled Garbage, Refuse, or other Solid Waste resulting
from loading and/or transporting- each incident at the same premises: fifty-
six dollars and thirteen cents ($56.13).
(2) Failure to clean up spilled Recyclables resulting from loading and/or
transporting - each incident at the same premises: fifty-six dollars and
thirteen cents ($56.13).
(3) Failure to collect a Priority One Collection of either Solid Waste,
Recyclables Storage Cart, Yard Waste, or allowable Bulky Waste Pile
within the established time frame set out in Section 2.F. of this Contract:
sixty dollars ($60.00)per Section 20. The City's right to assess a liquidated
damage for Contractor's failure to collect a Priority One Collection is
subject to the language set out in Section 2 F.2.e. of this Contract.
(3) Failure or neglect to correct chronic problems in any category of service,
including failure to meet any of the requirements as listed in the RFP
(chronic shall mean three or more similar incidents within a ninety(90)Day
period at the same premises) - each instance: five hundred and sixty-three
dollars and thirty-three cents. ($561.33).
(4) Chronic use of Vehicles for Solid Waste or Recyclables collection for which
the manufacturer's gross allowable vehicle weight exceeds the limits
allowable by City ordinance: fifty-six dollars and thirteen cents ($56.13)
per occurrence.
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(5) Failure to provide Solid Waste Collection Service at least once during a
week for Solid Waste Storage Carts, except in cases of holidays or during
an Uncontrollable Circumstance: fifty-six dollars and thirteen cents
($56.13)per occurrence per Service Unit.
(6) Failure to provide residential Service Unit collection of Recyclables Storage
Carts at least once during a week, except in cases of holidays or an
Uncontrollable Circumstance: fifty-six dollars and thirteen cents ($56.13)
per occurrence per Service Unit.
(7) Failure to submit accurate reports, including monthly, quarterly, annual,
employment reports and others as specified in the Contract and invoices in
the specified format: non-payment of invoices until submission of an
accurate and appropriately formatted invoice and complete reporting
information: one hundred twelve dollars and twenty-six cents ($112.26)per
occurrence.
(8) Failure to notify the City of Bulky Waste Piles in excess of thirty(30)cubic
yards; Contaminated Piles; Unacceptable Commercial Piles; plastic bags in
Brush or Bulky Waste Piles; or Recyclables Storage Carts containing
materials other than Recyclables in accordance with the applicable
provisions of the Contract and/or failure to leave written notice at the
Service Unit in accordance with: fifty-six dollars and thirteen cents($56.13)
per Day per Service Unit until the City is notified.
(9) Failure to collect Pay Piles as required by Sections 2.B.1. within seven (7)
Days after notification by the City: fifty-six dollars and thirteen cents
($56.13)per Day per Service Unit until such service is completed.
(10) Failure to maintain a staffed office during specified hours: fifty-six dollars
and thirteen cents ($56.13)per occurrence.
(11) Failure to notify the Director of changes in key personnel (e.g. Division
President, Operations Manager, and Facility Manager) and/or to introduce
such new personnel to the Director: fifty-six dollars and thirteen cents
($56.13)per occurrence.
(12) Verified failure to complete more than three (3) Collection Day Routes in
one calendar month, in accordance with these Contract terms:-$300.00 per
incomplete route collection starting with the fourth route. For the purposes
this subsection,"fails to complete"means Contractor does not complete the
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truck's Collection Day route by 10 p.m. on the date of collection. Such
failures shall be tracked and paid on a quarterly basis,not monthly basis
19.
UNCONTROLLABLE CIRCUMSTANCES
A. Uncontrollable Circumstance affecting Contractor's Obligations.
Contractor shall be excused for the failure to perform its obligations under the terms of this
Contract if such failure results from the occurrence of an Uncontrollable Circumstance.
Contractor shall seek diligently and in good faith to perform its obligations,
notwithstanding the occurrence of an Uncontrollable Circumstance,to mitigate the adverse
effects of an Uncontrollable Circumstance, and to overcome an Uncontrollable
Circumstance as soon as practicable.
B. Uncontrollable Circumstance affecting City's Obligations.
City shall be excused for the failure to perform its obligations under the terms of this
Contract if such failure results from the occurrence of an Uncontrollable Circumstance.
City shall seek diligently and in good faith to perform its obligations,notwithstanding the
occurrence of an Uncontrollable Circumstance, to mitigate the adverse effects of an
Uncontrollable Circumstance, and to overcome an Uncontrollable Circumstance as soon
as practicable.
C. Notice of an Uncontrollable Circumstance.
Contractor shall provide verbal notice of an Uncontrollable Circumstance to the Director
within twenty-four (24) hours of the Contractor's knowledge of such Uncontrollable
Circumstance and Contractor shall follow up with written notification within three(3)Days
of the Contractor's knowledge of such Uncontrollable Circumstance. Such notice shall, at
a minimum,set forth the following(to the extent then known or available, or if not, as soon
as practicable thereafter, a separate notice shall provide such information not provided in
the first notice):
1. a description of the Uncontrollable Circumstance that has occurred; and
2. the effect, if any, of such Uncontrollable Circumstance on Contractor's
performance or other obligations under this Contract.
D. Reinstatement of Ability to Perform.
After the resolution of an Uncontrollable Circumstance and the restoration of Collection
Services, the Contractor shall provide written notice of a reinstatement of Collection
Services. The City shall reinstate the Collection Services (or shall cause reinstatement of)
unless this Contract shall have been previously terminated as provided herein.
E. Uncontrollable Circumstance.
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Neither Contractor nor the City shall be liable for the failure to perform their duties nor for
any resultant damage, or loss, if such failure is caused by Uncontrollable Circumstance(s).
If such Uncontrollable Circumstance persists for more than thirty (30) Days, or if after its
cessation, the Contractor is unable to render full or substantial performance for a period of
thirty (30) Days, the City may terminate this Contract by giving Contractor ten (10) Days
advance written notice.
20.
TERMINATION
All work and services of this Contract may be suspended on written order of the Director
or the City Manager, or the Contract may be declared terminated by the City Council for any event
of default by Contractor or Contractor's failure to perform a Material Obligation of this Contract;
provided, (i)the City has provided Contractor written notice of such action or inaction constituting
grounds for such suspension or termination, and(ii) Contractor fails to cure such alleged action or
inaction within thirty (30) Days of Contractor's receipt of such notice. If such event of default is
of a nature that it cannot be cured within such thirty (30) Day period, the City will not take action
to suspend or terminate this Contract provided Contractor commences the curing of such action or
inaction within the thirty (30) Day period and diligently pursues the curing thereafter, as
determined by the Director.
A copy of any suspension order or action of the City Council shall be served on
Contractor's surety. When work is suspended for any cause or causes, or when the Contract is
terminated, Contractor shall discontinue the work or such part thereof as the City shall designate,
whereupon the surety may, at its option, assume the Contract or that portion thereof which the City
has ordered Contractor to discontinue, and may perform the same or may,with the written consent
of the City, sublet the work or that portion of the work as taken over; provided, however, that the
surety shall exercise its option and begin performance of the work, if at all, within five (5) Days
after the written notice to discontinue the work has been served upon Contractor and upon the
surety or its authorized agent. The surety, in such event, shall assume Contractor's place in all
respects and shall be bound by all the terms and conditions of this Contract. Surety shall be paid
by the City for all work performed by it in accordance with the terms of the Contract.
In case the surety does not, within the above-specified time, assume the Contract
responsibilities, or that portion thereof which the City has ordered Contractor to discontinue, then
the City shall have the power to perform and complete, by contract or otherwise, as it may
determine, the work herein described or such part thereof as it may deem necessary, and
Contractor agrees that the City shall have the right to procure equipment, labor and materials
necessary for the completion of the work. The City shall not be required to obtain the lowest bid
for the work of completing the Contract, but the expense to the City for same shall be the actual
cost to the City of such work.
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In case such expenses shall exceed that amount which would have been payable under the
Contract if the same had been fully completed by the Contractor,then the Contractor and its surety
shall pay the amount of such excess to the City on notice from the City of the excess due. When
any particular part of the work is being carried on by the City by contract or otherwise, under the
provisions of this section, the Contractor shall continue the remainder of the work in conformity
with the terms of the Contract.
In all instances, Contractor and surety shall be liable for all costs incurred by City during
the period after notice to discontinue the work has been served upon Contractor and the surety
until such time as City either has elected to prosecute the work of this Contract itself or has
replacement contractors in place to prosecute the work with or without additional City forces.
21.
INDEPENDENT CONTRACTOR
It is expressly understood and agreed that Contractor shall perform all work and services
described herein as an independent contractor and not as an officer, agent, servant or employee of
the City;that Contractor shall have exclusive control of and the exclusive right to control the details
of the services and work performed hereunder, and all persons performing the same; and shall be
solely responsible for the acts and omissions of its officers, agents, employees, contractors and
subcontractors; that the doctrine of respondeat superior shall not apply as between City and
Contractor,its officers, agents, employees,contractors and subcontractors; and that nothing herein
shall be construed as creating a partnership or joint enterprise between City and Contractor. No
person performing any of the work and services described hereunder shall be considered an officer,
agent, servant or employee of the City.
22.
INDEMNIFICATION
A. CONTRACTOR SHALL RELEASE,INDEMNIFY,REIMBURSE,DEFEND,AND HOLD
HARMLESS, CITY,ITS OFFICERS,AGENTS, SERVANTS AND EMPLOYEES,FROM
AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY DAMAGE OR
LOSS AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL
PERSONS, ARISING OUT OF THE WORK AND SERVICES TO BE PERFORMED
HEREUNDER BY CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES,
CONTRACTORS, SUBCONTRACTORS, LICENSEES, OR INVITEES, INCLUDING
DAMAGES,LOSS,INJURY OR DEATH,TO THE EXTENT CAUSED BY ANY ERROR,
OMISSION,DEFECT,OR DEFICIENCY OF CONTRACTOR IN ACCORDANCE WITH
THIS CONTRACT.
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B. CONTRACTOR DOES HEREBY RELEASE, INDEMNIFY, REIMBURSE, DEFEND,
AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS, SERVANTS, AND
EMPLOYEES FROM AND AGAINST ANY AND ALL LIABILITY, CLAIMS, SUITS,
DEMANDS, OR CAUSES OF ACTION WHICH MAY ARISE DUE TO ANY LOSS OR
DAMAGE TO PERSONAL PROPERTY, OR PERSONAL INJURY, AND/OR DEATH
OCCURRING AS A CONSEQUENCE OF THE PERFORMANCE OF THIS CONTRACT,
WHEN SUCH INJURIES, DEATH, OR DAMAGES ARE CAUSED BY THE
NEGLIGENCE OF CONTRACTOR, ITS OFFICERS, AGENTS, OR EMPLOYEES, OR
SUBCONTRACTORS, OR THE JOINT NEGLIGENCE OF CONTRACTOR, ITS
AGENTS,OR EMPLOYEES,OR SUBCONTRACTORS,AND ANY OTHER PERSON OR
ENTITY, EXCLUDING ALL PARTIES INDEMNIFIED HEREUNDER, TO THE
EXTENT CAUSED BY THE NEGLIGENT ACT OR OMISSION OF CONTRACTOR.
C. THE OBLIGATIONS OF THE CONTRACTOR UNDER THIS SECTION SHALL
INCLUDE,BUT NOT BE LIMITED TO,THE BURDEN AND EXPENSE OF DEFENDING
ALL CLAIMS, SUITS, AND ADMINISTRATIVE PROCEEDINGS (WITH COUNSEL
REASONABLY APPROVED BY THE INDEMNIFIED PARTIES), EVEN IF SUCH
CLAIMS,SUITS OR PROCEEDINGS ARE GROUNDLESS,FALSE,OR FRAUDULENT,
AND IN CONDUCTING ALL NEGOTIATIONS OF ANY DESCRIPTION,AND PAYING
AND DISCHARGING, WHEN AND AS THE SAME BECOME DUE, ANY AND ALL
JUDGMENTS, PENALTIES OR OTHER SUMS DUE AGAINST SUCH INDEMNIFIED
PERSONS.
D. UPON LEARNING OF A CLAIM, LAWSUIT, OR OTHER LIABILITY WHICH
CONTRACTOR IS REQUIRED HEREUNDER TO INDEMNIFY, THE CITY SHALL
PROVIDE CONTRACTOR WITH REASONABLY TIMELY NOTICE OF SAME.
E. THE OBLIGATIONS OF THE CONTRACTOR UNDER THIS SECTION SHALL
SURVIVE THE EXPIRATION OF THIS CONTRACT AND THE DISCHARGE OF ALL
OTHER OBLIGATIONS OWED BY THE PARTIES TO EACH OTHER HEREUNDER.
F. IN ALL OF ITS CONTRACTS WITH SUBCONTRACTORS FOR THE PERFORMANCE
OF ANY WORK UNDER THIS CONTRACT, CONTRACTOR SHALL REQUIRE THE
SUBCONTRACTORS TO INDEMNIFY THE CITY IN A MANNER CONSISTENT WITH
THIS SECTION.
23.
INSURANCE
Contractor shall not commence work under this Contract until it has obtained all
the insurance required under the Contract, and such insurance has been approved by the
City. Contractor shall keep the required insurance in force throughout the term of this
Contract.
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A. WORKERS' COMPENSATION INSURANCE: Contractor shall maintain, during the
term of this Contract, Workers' Compensation Insurance at statutory limits on all of its
employees to be engaged in work under this Contract, and for all subcontractors.
Employer's Liability (EL) Insurance shall also be maintained, at minimum limits as
follows: $500,000 each accident/$500,000 disease each employee/$500,000 disease
policy limit.
B. GENERAL LIABILITY INSURANCE (CGL): Contractor shall procure and shall
maintain during the term of this Contract a Commercial General Liability Insurance
Policy at a minimum limits as Two Million Dollars ($2,000,000)per occurrence with
an aggregate of Five Million ($5,000,000) Dollars combined single limit, including
property damage and personal injury coverage, during effective dates of the Contract,
or any renewal thereof, in order to protect and save the City harmless against any and
all claims for damage to person, persons, or property arising from the Collection
Services as described in this Contract. Contractor shall also provide excess Commercial
General Liability in the amount of Ten Million Dollars ($10,000,000).
C. AUTOMOBILE INSURANCE: Contractor shall procure and maintain during the term
of this Contract Comprehensive Automobile Liability Insurance covering all Vehicles
involved with Contractor's operations under this Contract. The minimum limits of
liability coverage shall be in the amount of Two Million Dollars ($2,000,000) per
occurrence combined single limit, during the effective dates of Contract and any
renewal period.The named insured and employees of Contractor shall be covered under
this policy. The City of Fort Worth shall be named an Additional insured on
Endorsement TE 9901 or equivalent, as its interests may appear.
D. ENVIRONMENTAL IMPAIRMENT LIABILITY (EIL,) AND/OR POLLUTION
LIABILITY- $10,000,000 per occurrence. EIL coverage(s)must be included in policies
listed in items above; or, such insurance shall be provided under separate policies.
Liability for damage occurring while loading, unloading and transporting materials
collected under the Contract shall be included under the Automobile Liability insurance
or other policy(s).
NOTE: BETWEEN A AND D ABOVE,ANY POLLUTION EXPOSURE,INCLUDING
ENVIRONMENTAL IMPAIRMENT LIABILITY,ASSOCIATED WITH THE SERVICES AND
OPERATIONS PERFORMED UNDER THIS CONTRACT SHALL BE COVERED;IN ADDITION TO
SUDDEN AND ACCIDENTAL CONTAMINATION AND/OR POLLUTION LIABILITY COVERAGE,
THERE MUST BE NON-SUDDEN AND NON-ACCIDENTAL CONTAMINATION AND/OR LIABILITY
FOR GRADUAL EMISSIONS AND CLEAN-UP COSTS.
The following shall pertain to all applicable policies of insurance (A. through D.) listed above:
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1. Additional Insured Clause: "The City of Fort Worth,its officers,agents,employees,
and representatives are added as additional insureds as respects operations and
activities of, or on behalf of the named insured, performed under Contract with the
City of Fort Worth." An equivalent clause may be acceptable in the discretion of
the City.
2. Subcontractors shall be covered under the Contractor's insurance policies or they
shall provide their own insurance coverage; and, in the latter case, documentation
of coverage shall be submitted to the Contractor prior to the commencement of
work and the Contractor shall deliver such to the City.
3. Prior to commencing work under this Contract, the Contractor shall deliver to the
City of Fort Worth insurance certificate(s) documenting the insurance required and
terms and clauses required.
4. Each insurance policy required by this Contract shall contain the following clauses:
"This insurance shall not be canceled,limited in scope or coverage,or non-renewed
until after thirty (30) Days prior written notice has been given to the City of Fort
Worth, 1000 Throckmorton, Fort Worth, Texas 76102." Note: Written notice can
be by Contractor or insurance company.
5. The insurers for all policies must be approved to do business in the State of Texas
and be currently rated in terms of financial strength and solvency to the satisfaction
of the Risk Manager for the City of Fort Worth.
6. The deductible or self-insured retention(SIR) affecting the coverage required shall
be acceptable to the Risk Manager of the City of Fort Worth; and, in lieu of
traditional insurance, alternative coverage maintained through insurance pools or
risk relations groups must be also approved.
24.
PERFORMANCE BOND
Contractor agrees that upon the execution of this Contract and before beginning work, it
shall make, execute and deliver to the City of Fort Worth a good and sufficient Performance Bond
in a form furnished by the City, to secure the faithful performance of the terms and conditions
herein. Such Performance Bond shall be in the amount of one hundred percent (100%) of the
proposed cost of services as proposed by Contractor in the first year this Contract is in effect, and
shall be renewed each year thereafter throughout the term of the Contract and any renewal periods
in such amounts as the City shall require, but not less than the estimated cost of services for the
following six (6) months during which the services are to be performed taking into consideration
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Contractor's adjusted prices then in effect. Same shall be signed by the President or General
Officer of the Contractor, together with the signature of the corporate secretary and the corporate
seal. The surety shall be a surety company duly authorized to do business in the State of Texas,
and acceptable to the City Council of the City of Fort Worth.
In lieu of the Performance Bond, Contractor may submit an irrevocable, direct pay Letter
of Credit, issued by a local banking institution, in the amount listed above, made out in favor of
the City of Fort Worth.
All performance security, whether Performance Bond or Letter of Credit, must be in form
and content acceptable to the City Attorney and annual documentation is required in the form of
written certification from the surety company or banking institution that the said Performance
Bond or Letter of Credit remains in effect each year of the Contract. In the event that the
Performance Bond or Letter of Credit will cease to be in effect, the surety company or banking
institution and Contractor shall notify the City at least thirty (30) Days in advance of lapse, and
Contractor shall make, execute and deliver to the City of Fort Worth a good and sufficient
Performance Bond or replacement Letter of Credit as described above and in the amount named
above no less than five (5)Days in advance of lapse of coverage.
25.
LICENSES, PERMITS AND FEES
Contractor agrees to obtain and pay for all licenses, permits, certificates, inspections and
all Governmental Approvals and other fees required by Applicable Law or otherwise necessary to
perform the services prescribed hereunder. Contractor shall also pay, at its own expense, all fees
necessary to the collection and removal of Garbage,Refuse, Bulky Waste, Large Brush and Large
Bulky Waste, C&D Waste,Yard Waste, and Recyclables and their residuals.
26.
UNACCEPTABLE WASTE
Contractor shall NOT knowingly accept, nor be required to accept for disposal,
Unacceptable Waste. Contractor shall leave Unacceptable Waste at its original location and notify
the Director immediately of the location and provide the Director with a description of such waste.
Contractor reserves the right to reject or revoke acceptance of any Unacceptable Waste. Upon
notification from the Contractor, the Director shall determine whether the waste is Unacceptable
Waste or acceptable under the terms of this Contract. Contractor shall immediately return to the
site to pick up the suspected waste upon notification from the Director that the waste is not
Unacceptable Waste.
27.
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HEALTH AND SANITATION
Contractor shall establish and enforce in its operations and among its employees such
regulations in regard to cleanliness and sanitation in the collection and transport of Garbage,
Refuse and Solid Waste and the collection, transport and handling of Recyclables, Yard Waste,
C&D Waste and Large Brush and Large Bulky Waste, as will tend to prevent the inception and
spread of disease and to effectively prevent the creation of a nuisance on any property either public
or private.
28.
CUMULATIVE REMEDIES
The rights and remedies granted in this Contract are cumulative, and the exercise of such
rights shall be without prejudice to the enforcement of any other right or remedy authorized by
law or this Contract. No waiver of any violation shall be deemed or construed by a court of law
or an arbitrator to constitute a waiver of any other violation or other breach of any of the terms,
provisions, and covenants contained herein.
29.
REMEDIES FOR BREACH
The parties agree that, except as otherwise provided in Section 18 and 20 with respect to
termination, in the event that either party breaches this Contract, the other party may exercise any
legal rights it has under this Contract under the security instruments and under Applicable Law to
recover damages or to secure specific performance, and that such rights to recover damages and
to secure specific performance shall ordinarily constitute adequate remedies for any such breach.
Neither party shall have the right to terminate this Contract for cause except upon the occurrence
of an event of default unless otherwise stated herein.
30.
NO WAIVER OF RIGHTS
No failure by the City or by the Contractor to insist upon the strict performance of any
term, covenant, agreement, provision, condition or limitation of this Contract or to exercise any
right or remedy hereunder, and no acceptance by the City of full or partial payment during the
continuance of any such breach, shall constitute a waiver of any such breach or of such term,
covenant, agreement,provision,condition or limitation. No term,covenant, agreement,provision,
condition or limitation of this Contract to be kept, observed or performed by the City or by the
Contractor, and no breach thereof, may be waived, altered or modified except by a written
instrument executed and acknowledged by and delivered to the City and the Contractor. No waiver
of any breach shall affect or alter this Contract, but each and every term, covenant, agreement,
CONTRACT FOR COLLECTION SERVICES
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41
provision, condition and limitation of this Contract shall continue in full force and effect with
respect to any other then existing or subsequent breach thereof. This Contract may be terminated
only by a written instrument of termination executed by the appropriate party and delivered to the
non-terminating party (except by expiration of the term of this Contract).
31.
SURVIVAL OF CERTAIN PROVISIONS UPON TERMINATION
All representations and warranties of the parties contained in this Contract,the Contractor's
indemnity obligations in this Contract with respect to events that occurred prior to the termination,
the rights and obligations of the parties hereto pursuant to Sections 14, 15, 18, 22, 23 24, 25, 29
and 30 and all other provisions of this Contract that so provide shall survive the termination of this
Contract. No termination of this Contract shall (1) limit or otherwise affect the respective rights
and obligations of the parties hereto accrued prior to the date of such termination, or(2)preclude
either party from impleading the other party in any legal proceeding originated by a third-party as
to any matter occurring during the term of this Contract.
32.
RIGHT TO AUDIT
Until the expiration of three (3) years after the final payment under this Contract, the City
shall have access to and the right to examine any directly pertinent books, documents, papers and
records of the Contractor and Guarantor involving transactions relating to this Contract. Contractor
further agrees to include in all its subcontracts hereunder a provision to the effect that the
subcontractor agrees that the City shall,until the expiration of three(3)years after final payment under
the subcontract, have access to papers and records of such subcontractor involving transactions
relating to the subcontract. The term "subcontract" as used herein includes purchase orders.
33.
GOVERNMENTAL POWERS AND IMMUNITIES
It is understood and agreed that, by execution of this Contract, City does not waive or
surrender any of its governmental powers or immunities. Contractor acknowledges that the City is
a Governmental Body and as such has certain rights, powers and duties that may affect the
Contractor's rights or obligations under the Contract. The Contractor agrees that no action by the
City acting in its governmental capacity shall be construed as a breach or default by the City under
this Contract,nor shall any such action excuse the Contractor from performance of its obligations
under this Contract;provided,however,if such action constitutes an Uncontrollable Circumstance,
the Contractor may assert any rights it may have under this Contract as is permitted for any other
Uncontrollable Circumstance.
CONTRACT FOR COLLECTION SERVICES
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42
34.
COMPLIANCE WITH LAWS
Contractor, its officers, agents, employees, contractors and subcontractors, shall abide by
and comply with all Applicable Law, federal, state and local, including the City's charter and all
ordinances,rules and regulations of the City of Fort Worth. It is agreed and understood that,if City
calls the attention of Contractor to any such violations on the part of Contractor,its officers,agents,
employees, contractors or subcontractors, then Contractor shall immediately desist from and
correct such violation.
35.
DISCRIMINATION PROHIBITED
Contractor, in the execution,performance or attempted performance of this Contract, shall
not discriminate against any person or persons on any unlawful basis. This Contract is made and
entered into with reference specifically to Article III of Chapter 17 of the Code of the City of Fort
Worth (1986), as amended, an ordinance prohibiting discrimination, and Contractor hereby
covenants and agrees that it has fully complied with all provisions of same and that no employee
or employee-applicant has been discriminated against or will be discriminated against by
Contractor in violation of said ordinance. Contractor warrants that it is an equal opportunity
employer.
In addition, Contractor, in the execution, performance or attempted performance of this
Contract, shall not discriminate on any prohibited basis and shall fully comply with all other
applicable federal, state and local laws concerning discrimination.
36.
NON-ASSIGNMENT
Contractor shall not assign, transfer, sublet, convey, or otherwise dispose of the Contract
or the rights,title, or interest in or to the same or any part thereof without the previous consent of
the City Council with concurrence of the surety. In the event Contractor does, without such
previous consent, assign, transfer, sublet, convey or otherwise dispose of the Contract or of the
right,title or interest therein or any part thereof, City may, at its discretion, terminate the Contract
in accordance with Section 21 hereof. Consent will not be withheld unreasonably in the case of a
proposed assignment to an Affiliate of Contractor, but may be withheld for any reason or for no
reason in the case of a proposed assignment by Contractor to a non-Affiliate, provided that
Contractor, Guarantor and surety shall not be released from their respective obligations hereunder.
In the event of an assignment of any duty required under this Contract, Contractor and Guarantor
shall assume responsibility for performance of that duty including all liabilities pursuant to this
CONTRACT FOR COLLECTION SERVICES
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43
Contract. The City may not assign its rights and privileges under this Contract without the prior
written consent of the Contractor which shall not be unreasonably withheld.
37.
SUCCESSORS AND ASSIGNS
All of the terms, covenants, and agreements contained herein shall be binding upon and
shall inure to the benefit of successors and assigns of the respective parties hereto.
38.
NOTICES
Any notices (unless otherwise specified herein),bills,invoices or reports required by this Contract
shall be sufficient if sent by the parties in the United States mail,postage paid,to the address noted
below:
If to the City: Assistant Director
Solid Waste Services Division
Department of Code Compliance
City of Fort Worth
4100 Columbus Trail
Fort Worth, Texas 76133
If to the Contractor: Waste Management of Texas, Inc.
c/o Public Sector Manager
520 E. Corporate, Suite 100
Lewisville, TX 75057
And
CT Corporation
350 North St. Paul Street
Suite 2900
Dallas, TX 75201
39.
VENUE
Should any action, whether real or asserted, at law or in equity, arise out of the terms and
conditions of this Contract,venue for said action shall be in Tarrant County, Texas.
CONTRACT FOR COLLECTION SERVICES
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44
40.
SAVINGS CLAUSE
In case any one or more of the provisions contained in this Contract shall, for any reason,
be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or
unenforceability shall not affect any other provision of this Contract; this Contract shall be
construed as if such invalid, illegal or unenforceable provision had never been contained herein.
41.
NON-APPROPRIATION
In the event that no funds or insufficient funds are collected, appropriated and budgeted or
funds are otherwise unavailable for payment of amounts due hereunder by City to Contractor, City
shall notify Contractor and this Contract shall terminate on the last Day of the fiscal period for
which appropriations were made without penalty or expense to City of any kind whatsoever,except
as to the payment of amounts due and payable for which appropriations have been made for said
fiscal period. City covenants that it will provide Contractor as much notice as possible of this
contingency. Provided, however, that this Section 43 is not intended to grant to the City an
independent ground for termination of this Contract separate and apart from any grounds for
termination for non-appropriation or non-availability of funds which would be provided to City by
reason of Tex. Const. Ann. Art. 11, Sec. 5 and 7.
42.
PROHIBITION ON BOYCOTTING ENERGY COMPANIES
Contractor acknowledges that in accordance with Chapter 2274 of the Texas Government
Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2, the City is prohibited from entering
into a contract for goods or services that has a value of$100,000 or more that is to be paid wholly
or partly from public funds of the City with a company with 10 or more full-time employees unless
the contract contains a written verification from the company that it: (1) does not boycott energy
companies; and (2)will not boycott energy companies during the term of the contract. The terms
"boycott energy company" and"company"have the meaning ascribed to those terms by Chapter
2274 of the Texas Government Code, as added by Acts 2021, 87th Leg.,R.S., S.B. 13, § 2. To the
extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Contractor certifies that Contractor's signature provides written verification to the
City that Contractor: (1) does not boycott energy companies; and (2) will not boycott energy
companies during the term of this Agreement.
43.
PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION
INDUSTRIES
CONTRACT FOR COLLECTION SERVICES
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45
Contractor acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited
from entering into a contract for goods or services that has a value of$100,000 or more that is to
be paid wholly or partly from public funds of the City with a company with 10 or more full-time
employees unless the contract contains a written verification from the company that it: (1) does
not have a practice, policy, guidance, or directive that discriminates against a firearm entity or
firearm trade association; and (2) will not discriminate during the term of the contract against a
firearm entity or firearm trade association. The terms"discriminate,""firearm entity"and"firearm
trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code,as added by Acts 2021, 87th Leg.,R.S.,S.B. 19, § 1. To the extent that Chapter
2274 of the Government Code is applicable to this Agreement, by signing this Agreement,
Contractor certifies that Contractor's signature provides written verification to the City that
Contractor: (1)does not have a practice, policy, guidance, or directive that discriminates against a
firearm entity or firearm trade association; and(2)will not discriminate against a firearm entity or
firearm trade association during the term of this Agreement.
44.
PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL
Contractor unless a sole proprietor, acknowledges that in accordance with Chapter 2270 of
the Texas Government Code, if Contractor has 10 or more full time-employees and the contract
value is $100,000 or more,the City is prohibited from entering into a contract with a company for
goods or services unless the contract contains a written verification from the company that it: (1)
does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms
"boycott Israel" and "company" shall have the meanings ascribed to those terms in Section
808.001 of the Texas Government Code. By signing this contract, Contractor certifies that
Contractor's signature provides written verification to the City that if Chapter 2270, Texas
Government Code applies, Contractor: (1) does not boycott Israel; and (2) will not boycott Israel
during the term of the contract.
45.
ATTACHMENTS
All Attachments to this Contract are incorporated as part of this Agreement for the purposes set
forth herein, as follows:
Attachment A-Base Rates for Contractor Services
Attachment B-Cost Adjustment Method and Example
Attachment C-Performance Score Card
Attachment D -Storm Event Form and Calculation
CONTRACT FOR COLLECTION SERVICES
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46
46.
ELECTRONIC SIGNATURES
This Agreement may be executed by electronic signature,which will be considered as an original
signature for all purposes and have the same force and effect as an original signature. For these
purposes, "electronic signature" means electronically scanned and transmitted versions (e.g. via
pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
This Agreement shall be fully executed on the date signed by the City Secretary as shown below.
CITY OF FORT WORTH,TEXAS WASTE MANAGEMENT OF TEXAS,INC.
Valerie wgshinciton n peak 7Swli h
Valerie Washington(May 9,202215:06 CDT) Donald J Smith(May4,2022 16:43 CDT)
Valerie Washington Donald J. Smith
Assistant City Manager Date Signed: May 4,2022
Recommended by:
Brandon Bennett(May 6,202211:31 CDT)
Brandon Bennett
Director of Code Compliance
APPROVED AS TO FORM
AND LEGALITY:
( I��
Christopher Au tria(May 6,202212:46 CDT)
Christopher Austria M&C: 21-0860
Assistant City Attorney 1295: N/A
�F 4 FpRt
0 ° °o°°°° Laoo�
=a�o° °ATTEST:
0-0
°°0
J ette S.Goodall(May 9,2022 15: DT) oo
s�00 �d
101
Jannette S. Goodall ���a�r000000 cy
�p
City Secretary �nnaoa
CONTRACT COMPLIANCE MANAGER
By signing,I acknowledge that I am the person responsible for the monitoring and administration of
this contract,including ensuring all performance and reporting requirements.
C&ik�LWAItL-
Christian Harper(May 4,20 216:45 CDT)
Christian Harper
Code Contract Services Administrator
CONTRACT FOR COLLECTION SERVICES
Final Version 5.3.2022
47
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
ATTACHMENT A
Cover Sheet
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ATTACHMENT B
Cover Sheet
ATTACHMENT B
Cost Adjustment Method and Example
Effective with the Fiscal Year 2022(i.e.,the October 1,2021 through September 30,2022 period),
the Contractor shall charge and the City shall pay the Base Rates set forth in Attachment A for
the services Contractor is or may provide under this Contract. The Base Rates shall be adjusted
annually by the Contractor beginning with Fiscal Year 2023 (i.e., the October 1, 2022 through
September 30,2023 period)and for all remaining Contract Years of the Term of Contract pursuant
to the terms set out in this Attachment B. The Base Rates will be adjusted upward or downward
to reflect changes in the indices using the Cost Adjustment Method applicable to Collection, and
the methodology as set forth below, on the Cost Adjustment Date. The parties agree that there
shall be no Cost Adjustment for Fiscal Year 2022 (i.e., the October 1, 2021 through September
30, 2022 period).
All indices used are published by either the U.S. Bureau of Labor Statistics (BLS) or U.S Energy
Information Administration. Since some BLS or EIA indices are not finalized for several months,
cost adjustments may be calculated after March. If BLS or EIA changes the methodology for
calculating one of the indices used by the parties herein which causes historical data used to
calculate this cost adjustment to be restated, such changes shall only apply to future adjustments
and not to adjustments already implemented.
Cost adjustments shall not exceed five(5)percent in any Contract Year and fifteen (15)percent in
any four consecutive years. As soon as possible after a Cost Adjustment Date, Contractor shall
send to the City a comparative statement setting out the change determined through the Cost
Adjustment Method and the increase or decrease in the Base Rates that will be charged by the
Contractor on the Cost Adjustment Date.
On the next billing date after the receipt and approval by the City of the requested cost adjustment,
the City shall pay to the Contractor, or the Contractor shall credit to the City, as the case may be,
a lump sum equal to any applicable increase or decrease,retroactive to October I of the adjustment
year, and thereafter, the Base Rates charged by the Contractor shall be modified to reflect any
change until the next Cost Adjustment Date, and a comparative statement is received and approved
by the City.
Any fixed pass-through or add-on surcharges or costs, such as State fees on tonnage, host
municipality benefit fees, or any other government mandated surcharge, shall not apply to the cost
adjustment and will be deducted from the Base Rates prior to calculating any annual cost
adjustment.
If any index defined herein shall not be determined and published or if any index as it is constituted
on the Contract Date is thereafter substantially changed, there shall be substituted for such index
another index which is determined and published on a basis substantially similar to the index being
replaced as shall be mutually agreed upon by the City and the Contractor.
Attachment B Page 1 of 3
Listed below are the indices and Contractor's percentages of the indices that shall constitute the
basis for adjustment of the Base Rates under this Contract. The percent of change applied to the
cost adjustment shall be carried out to three (3) decimal places without rounding.
Indices and Contractor's Percentage of Each Index to be Applied in the Cost Adjustment
(excluding the Education Payment)
• The parties agree that 90% of the adjustment in Base Rates shall be made using the CPI-U
(Series ID: CUUROOOOSEHG02) Garbage and Trash Collection—currently located at the
following link:https://beta.bls.gov/dataViewer/view/timeseries/CUUROOOOSEHG02.The
CPI-U adjustment shall be based on the average monthly percentage change in the CPI-U
over the applicable 12-month measurement period from April to March. Once that average
index change is determined,then the average index change for the 12-month period during
the immediately prior year will be subtracted therefrom. The difference shall be the CPI-U
index adjustment that will be applied to the then current Base Rates; and
• The parties agree that 10% of the adjustment in Base Rates shall be made using the EIA
Natural Gas Texas Commercial (N3020TX3.M) index — currently located at
https://www.eia.gov/dnav/ng/hist/n302Otx3m.htm to determine the percentage
adjustment. The EIA adjustment shall be based on the average monthly percentage
change in the EIA index over the applicable 12-month measurement period from April to
March. Once that average index change is determined, then the average index change for
the 12-month period during the immediately prior year will be subtracted therefrom. The
difference shall be the EIA index adjustment that will be applied to the then current Base
Rates.
Indices and Contractor's Percentage of Each Index to be Applied in the Cost Adjustment
for the Education Payment
The parties agree that the CPI-U (Consumer Price Index for Urban Wage Earners and Clerical
Workers) for the Dallas-Fort Worth MSA CWURA316SAO shall be used to adjust the Education
Payment.
[Examples of the Cost Adjustment follow on this page]
Attachment B Page 2 of 3
Example Cost Adjustment
(No cost adjustment was implemented in FY22)
Residential Collections: Index From 2020 To 2021.Cost Adjustment Goes Into Effect 10/1/2021 Fiscal Year 2022
April-March April-March
Average Average Change %Applied to Cost
INDEX Index# WEIGHT 19120 2012l #Chan e % Adjustment
Garbage&Trash Index Garbage&Trash Index 90 485.91 504.4 18.36 3.780% 3.4016
EIA Texas Commercial EIA Texas Commercial 10% 6.34 7.1 0.84 1329% 1.3291
4.7307
Composite Index Change: 100 Actual Adjustment 5%max!r 15%4 rs 4.7307
Education Payment:Index From 2020 To 2021.Cost Adjustment Goes Into Effect 1011/2021 Fiscal Year 2022
April-March April-March
Average Average Change %Applied to Cost
INDEX Index# WEIGHT 19120 20121 #Chancle % Ad ustment
CPI-U(Consumer Price Index for Urban Wage Earners and Clerical Workers)for
the Dallas-Fort Worth MSA CWURA316SAO 100 244.46 246.39 193C 0.789% 0.7893
100 0.7893
aSTADJUSTMENT CURRENT RATE ADJUST°/a ADJUST$ NEW RATE
Education Payment $ 4.21 0.789%$ 0.03 $ 4.24
ervice
Curbside Residential $ 13.28 4.731 a/c $ 0.63 $ 13.90
Disabled Carryout $ 13.28 4.731 a/c $ 0.63 $ 13.90
Elective Carryout $ 49.79 4.731°/ $ 2.36 $ 52.15
Aggregate Conlainers $ 27.45 4.731°/ $ 1.30 $ 28.75
Additional Carts $ 3.48 4.731 O/c $ 0.16 $ 3.64
Commercial
per Week #of Cart
1 1 $ 14.78 4.731%$ 0.70 $ 15.48
1 $ 18.99 4.731°i $ 0.90 $ 19.89
1 $ 27.43 4.731%$ 1.30 $ 28.72
1 $ 40.08 4.731%$ 1.90 $ 41.97
1 $ 56.98 4.731%$ 2.70 $ 59.68
1 $ 78.04 4.731%$ 3.69 $ 81.74
Day Bags and Violation Bags $ 1.40 4.731%$ 0.07 $ 1.46
ulkNothin Out $ 50.52 4.731%$ 2.39 $ 52.91
Charge per 5
Bulk Charge Piles cubic yards $ 56.13 4.731°/ $ 2.66 $ 58.78
ecial Event H o u rly Rate $ 100.99 4.731 O/c $ 4.78 $ 105.77
4.731°/
Liquidated Damages Over 3 missed $ 561.33 4.731°/ $ 26.55 $ 587.89
Liquidated Damages Over 24 hours $ 56.13 4.731°/ $ 2.66 $ 58.78
Liquidated Damages Bulk>5 .m-Sat $ 280.68 4.731°/ $ 13.28 $ 293.95
Attachment B Page 3 of 3
ATTACHMENT C
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Goal Sheet Inputs/Components
1 The success metric has changed from Misses/Household to Priority Ones*
2 The service improvement category must align with the LID category being waived(Example:Garbage improvement being met only waives
garbage LID)
3 Each service line will be tracked independently and on a monthly basis,but the accumulation of the three(3)months actuals will
determine if the quarterly goal has been achieved or not,based on the established improvement goal
4 Each month will be the average of that month's previous 4 year history to adjust for seasonality across all service lines
5 Historical monthly averages will be calculated using FY2016,FY2017,FY2018&FY2019(FY2020 and FY2021 were removed due to COVID)
6 Each service line will have its own%improvement goal-20%for Garbage&Recycling and 10%for Yard Waste&Bulk Waste
7 Data will be tracked monthly
8 Liquidated damages will be waived or assessed/billed based on the accumulated monthly actuals below or above the quarterly
improvement goal
9 City and WM agree to revisit these goals on an annual basis and consider warranted adjustment every two years(or upon mutual
agreement)
Other notes
A These goals may not apply during months with a recognized storm event and consideration of waiving all Yard&Bulk LID during a storm
event upon mutual agreement between the City and WM.
B Consider WM's request of giving them 36 hours on Yard&Bulk vs 24(Houston came back and confirmed that 36 hours would give them
enough additional time to help recover these misses within the next operational day)
C The scorecard will be updated to match whatever is agreed on here
*City and WM will continue tracking and using a"Misses or other identified monthly Customer Service"performance metric for
operational performance(weekly,monthly and annually).However,this will not be included in any calculation for billing or waiving
Liquidated Damages.
Attachment C
Page 2 of 6
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Priority One Issues By Month(Total of WM+KWS)
Total
Total 12,664
Bulk Waste 5,606
Garbage Collection 3,641
Recycling Collection 2,518
Yard Waste 899
10/2015 11/2015 12/2015 1/2016 2/2016 3/2016 4/2016 5/2016 6/2016 7/2016 8/2016 9/2016
Total 347 364 391 163 119 239 125 117 240 141 110 165
Bulk Waste 134 132 128 67 41 85 66 57 131 51 31 70
Garbage Collection 138 152 132 56 54 104 33 35 65 50 50 52
Recycling Collection 60 55 81 28 17 32 19 17 27 36 23 39
Yard Waste 15 25 50 12 7 18 7 8 17 4 6 4
10/2016 11/2016 12/2016 1/2017 2/2017 3/2017 4/2017 5/2017 6/2017 7/2017 8/2017 9/2017
Total 108 83 117 99 97 257 48 171 218 213 206 167
Bulk Waste 44 34 47 27 45 169 1 47 149 90 54 101
Garbage Collection 35 29 45 48 24 37 16 63 36 57 86 37
Recycling Collection 26 17 20 21 12 18 31 53 30 61 57 27
Yard Waste 3 3 5 3 16 33 0 8 3 5 9 2
10/2017 11/2017 12/2017 1/2018 2/2018 3/2018 4/2018 5/2018 6/2018 7/2018 8/2018 9/2018
Total 341 282 224 155 63 240 193 500 504 422 509 219
Bulk Waste 147 106 103 15 24 88 76 152 140 210 241 113
Garbage Collection 86 69 61 66 17 46 29 170 224 115 135 49
Recycling Collection 107 103 58 70 17 42 42 142 110 77 102 36
Yard Waste 1 4 2 4 5 64 46 36 30 20 31 21
10/2018 11/2018 12/2018 112019 2/2019 3/2019 4/2019 5/2019 6/2019 7/2019 8/2019 9/2019
Total 154 445 258 375 490 197 213 882 583 771 226 113
Bulk Waste 79 201 75 79 355 51 51 465 329 541 121 43
Garbage Collection 37 90 86 126 85 84 101 226 118 113 50 24
Recycling Collection 29 98 48 147 50 50 54 126 65 70 41 27
Yard Waste 9 56 49 23 0 12 7 65 71 47 14 19
Average Monthly Number October November December January February March April May June July August September
Bulk Waste 101 118 88 47 116 98 49 180 187 223 112 82
Garbage Collection 74 85 81 74 45 68 45 124 111 84 80 41
Recycling Collection 56 68 52 67 24 36 37 85 58 61 56 32
Yard Waste 7 22 271 11 71 32 15 29 30 191 15 12
Average Monthly Number October November December January February March Aril May June July August September
Garbage Collection WM 49 49 50 34 14 26 14 32 24 45 42 19
Garbage Collection KWS 25 36 31 41 31 42 30 91 87 39 38 T1-
Recycling Collection WM 25 27 27 22 7 13 15 17 15 32 24 14
Recycling Collection KWS 30 41 25 44 17 23 22 68 43 30 32 18
Bulk Waste 000%WM 101 118 88 47 116 98 49 180 187 223 112 82
Yard Waste 100%WM 7 22 27 11 7 32 15 29 30 19 15 12
Attachment C Page 6 of 6
ATTACHMENT D
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City of Fort Worth, Texas
Mayor and Council Communication
DATE: 11/09/21 M&C FILE NUMBER: M&C 21-0860
LOG NAME: 23WM RESIDENTIAL COLLECTION 12 YEAR EXTENSION-$478,800,000
SUBJECT
(ALL)Approval of a Term Sheet Authorizing the Second Extension and Restatement of City Secretary Contract No. 28358 E-1 with Waste
Management of Texas, Inc., for Collection of Residential Garbage, Refuse and Bulky Waste, Recyclables, Certain Commercial Solid Waste,Yard
Waste, Construction and Demolition and Large Brush With an Approximate 12 Year Renewal Period to End April 1, 2033 for an Estimated
Contract Cost of$478,800,000
RECOMMENDATION:
It is recommended that the City Council approve the attached term sheet authorizing the terms and conditions for the Second Extension and
Restatement of City Secretary Contract No. 28358 E-1 with Waste Management of Texas, Inc., for collection of residential garbage, refuse and
bulky waste, recyclables, certain commercial solid waste, yard waste, construction and demolition and large brush with an approximate 12 year
renewal period to end April 1, 2033.
DISCUSSION:
On November 5, 2002, Mayor and Council Communication(M&C)C-19340, the City Council authorized City Secretary Contract No. 28358
(Contract)for the collection of residential garbage, refuse and small bulky waste, recyclables, certain commercial solid waste, yard waste,
construction and demolition and large brush, and large bulky waste with Waste Management of Texas, Inc. (Waste Management),which
commenced on April 1, 2003. The initial contract was for a 10 year term with three 10 year renewal options. On January 15, 2013 the City Council
authorized City Secretary Contract No. 28358-E1 (First Extension and Restatement)for the collection of residential garbage, refuse and bulky
waste, recyclables, certain commercial solid waste, yard waste, construction and demolition and large brush which expires on March 31, 2023 and
allows for the remaining two options to renew, each for a 10 year term.
In anticipation of the expiration of the current Contract term, City Staff and Waste Management have negotiated in good faith the following terms
and conditions as stated in the attached Term Sheet,which Code Compliance management, as well as the City's consultant, Burns&McDonnell,
recommends that the City Council approve:
• Waste Management shall waive the annual cost adjustment for Fiscal Year 2022. The waiver of the cost adjustment is projected to save the
City approximately$18.5 million over the term of the proposed 12 year extension.
• Waste Management has agreed to the customer service performance standard for Priority One Collections and Collection Day route
completion as shown in the term sheet and agrees to strive towards having less than the individual quarterly goals for all four(4)solid waste
services, and to target a one-time 20%reduction of Priority One Collections for Garbage and Recycling Cart collection services and a one-
time 10%reduction of Priority One Collections for Yard Waste and Bulky Waste.
• The parties have agreed to revise the methodology to reimburse Waste Management for Storm Event Debris.
• Effective with the Fiscal Year 2023(i.e.,the October 1, 2022 through September 30, 2023 period)Cost Adjustment, the parties agree to
change the current Cost Adjustment indices,their measurement, and their allocation to the CPI-U(Series ID: CUUROOOOSEHG02)Garbage
and Trash Collection at 90%and the EIA Natural Gas Texas Commercial(N3020TX3.M)index at 10%, from what is currently in the Contract
,as amended.
• The parties agree to change the 12 month index measurement period in determining the annual Cost Adjustment to be April 1 to March 31.
• The Liquidated Damages stated in the Contract shall be amended to reflect the agreed upon service performance standard and the current
administrative costs to the City for failure to perform by Waste Management.
• The Second Extension and Restatement shall be for a period of approximately 12 years and shall expire on April 1, 2033.
Waste Management has agreed to make other amendments to the Contract such as:
• Performing an upgrade to all Automated Side Load(ASL) residential Garbage and Recycling collection vehicles, including Knight Waste
Services residential ASL collection vehicles by installing vehicle cameras and image recognition software, known as the SmartTruckT"'
system technology,to help verify that Waste Management's performance of service adheres to the terms of the Contract and to assist the
City in its enforcement of its Solid Waste ordinances by May 1, 2022.
• Reimbursing the City for the cost of repairing or replacing a garbage or recyclables storage cart due to damage caused by Waste
Management.
Upon execution of the Term Sheet, the parties shall negotiate in good faith a Second Extension and Restatement of the Contract to incorporate
these terms and conditions, as approved by City Council. Upon satisfaction of the City Manager that the Second Extension and Restatement meet
the intent of the Term Sheet,the parties shall execute the agreement and the new term shall begin.
The estimated cost for these collection services for Fiscal Year 2022 is$39,900,000,which includes waiving the annual cost adjustment. The
estimated value of this Contract over the 12 year term is $478,800,000. The estimated contract amount does not constitute a not to exceed limit
on the contract, as the unit prices paid to Waste Management are adjusted annually by the cost adjustment, growth of the City, storm events and
other variable factors.
M/WBE-Waste Management agrees to maintain its initial M/WBE commitment of 25% that it made on the original Contract and extend and
maintain the same M/WBE commitment of 25 percent to all prior amendments up to and inclusive of this Second Extension and Restatement.
Therefore,Waste Management remains in compliance with the City's M/WBE Ordinance and attests to its commitment by its signature on the
Acceptance of Previous M/WBE Commitment form executed by an authorized representative of its company.
RENEWAL OPTIONS-This Contract may be renewed for up to one remaining consecutive ten year term at the City's option. This action does not
require specific City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the
renewal term and provided all terms and conditions remain the same.
A Form 1295 is not required because: This contract will be with a publicly-traded business entity or a wholly-owned subsidiary of a publicly-traded
business entity:Waste Management
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation funds are available in the operating budget, as appropriated, in
the Solid Waste Fund. Prior to an expenditure being incurred, the Code Compliance Department has the responsibility to validate the availability of
funds.
Submitted for City Manager's Office by: Valerie Washington 6199
Originating Business Unit Head: Brandon Bennett 6322
Additional Information Contact: David B. Carson 6336
Expedited