HomeMy WebLinkAboutContract 62393CSC No. 62393
NON-EXCLUSIVE PRIVILEGE AGREEMENT
This Non-Exclusive Privilege Agreement (hereinafter referred to as "Agreement") is
entered into by and between the City of Fort Worth, Texas ("City") a home-rule municipality
located within Tarrant, Denton, Johnson, Parker and Wise counties, acting through Valerie
Washington, its duly authorized Assistant City Manager, and rrr �li2Y\dtl>'\ ("Grantee"),
acting through (Vu/(, /6obfcc/ll.. , its duly authorized re esentative.
WHEREAS, the Fort Worth City Council ("City Council") has enacted regulations affecting the
business of collecting and transporting Municipal Solid Waste produced within Fort Worth City
Limits in Sections 12.5-850 through 12.5-863 of the City Code of the City of Fort Worth ("City
Code"); and
WHEREAS, Section 12.5-850 of the City Code requires any person who wishes to engage in the
collecting and transporting of Recyclables, Organics, and Municipal Solid Waste produced within
Fort Worth City Limits to enter into a non-exclusive privilege agreement with the City; and
WHEREAS, Section 12.5-856 of the City Code requires payment by Grantee often percent (10%)
of Grantee's total Gross Hauling Revenue, including Indirect Revenue, from the collection and
transporting of Recyclables, Organics, and Municipal Solid Waste produced within Fort Worth
City Limits ; and
WHEREAS, Grantee has submitted an application to engage in the business of collecting and
transporting of Recyclables, Organics, and Municipal Solid Waste produced within the Fort Worth
City Limits.
NOW THEREFORE, for and in consideration of the mutual promises and agreements herein set
forth, and other good and valuable consideration, the receipt and sufficiency of which is hereby
confessed and acknowledged, the City and Grantee agree as follows:
I.
DEFINITIONS
The terms listed below shall have the following meanings. The definitions in this Agreement shall
control over the definitions located in the City Code. Any other term that is used in this Agreement,
but not defined in this section, shall have the meaning as defined in the City Code:
A.City Limits: The corporate limits of the City of Fort Worth.
B.Compost or Composting: The controlled microbial degradation of organic waste, which
includes food, yard and mixed municipal solid wastes.
C.Direct Hauling Revenue: Revenue derived from cortunercial account and temporary bin
service ( e.g. roll-off box, box hauling, and box drop-off).
NON-EXCLUSIVE PRIVILEGE AGREEMENT Page I of9
D. Gross Hauling Revenue: Revenue that is inclusive of Direct Hauling Revenue and
Indirect Revenue as defined herein. This revenue shall be determined in accordance with
generally accepted accounting principles ("GAAP") promulgated by the Financial
Accountin� Standards Board
E. Indirect Revenue: Revenue generated from fees and surcharges charged to the customer
for the administration, collection, and disposal/processing of recyclables, organics, and
municipal solid waste.
F. Municipal Solid Waste: Solid waste resulting from or incidental to municipal,
community, cotnmercial, institutional or recreational activities, and includes garbage,
rubbish, ashes, street cleanings, dead ani�nals, and other solid waste other than industrial
waste.
G. Organics or Organic Materials: Biodegradable waste comprised of non-recyclable food
wastes, fish, plant materials, and paper that is collected separately from other municipal
solid wastes and separated at the source from other �nunicipal solid wastes by inunicipal
solid waste generators for the purpose of preparing it for use as Compost, and is delivered
to a compost facility.
H. Recyclable or Recyclable Materials: Single-stream and source-separated residential ar
commercial by-products with potential economic value that are set aside, handled,
packaged, or offered for collection in a manner distinct froin regular municipal solid waste
and are subject to separate collection methods to facilitate their reuse or reprocessing.
Temporary Bin Service: Project-based bin or roll-off service for residential or
cominercia] purposes.
I I.
1. Privilege. A non-exclusive privilege is hereby granted to use the public streets, alleys and
thoroughfares within City Limits for the purpose of engaging in the business of collection of
Recyclables, Organics, and Municipal Solid Waste.
2. Term. The term of this Agreement shall be for a period of five (5) years, effective on the
date signed by the Assistant City Manager. This Agreement shall be renewed upon mutual written
agreein�nt of the parties at the end of� every five (5) year term of the Agreeinent unless notice of
tennination is provided by one party to the other at least thirty (30) days prior to the date of renewal
or the terms of the Agreement are violated by the Grantee.
3. Scope and Nature of Operation. It is expressly understood and agreed that the Grantee
may collect and deliver for disposal all Municipal Solid Waste, for processing Organic Materials
and for processing all Recyclable Materials, accumulated on premises within City Limits, where
the individuals or companies contract with the Grantee for those services-�-excluding residential
service other than apartment complexes and inotels. Grantee, at its own expense, shall furnish
personnel and equip�nent to collect Recyclables, Organics, and Municipal Solid Waste, and shall
NO:v-E;XCLUSIVE PRNILEGE AGREEMENT Page 2 of 9
establish and perform the contracted services in an efficient and businesslike manner. Grantee shall
furthennore comply with all pertinent rules, regulations, laws, and ordinances as directed by the
City and all other governmenta] entities having jurisdiction thereupon.
4. Regulation of Vehicles. All vehicles used by the Grantee for the collection and
transportation of Recyclables, Organics, and Municipal Solid Waste shall be registered with the
City in accardance with Section 12.5-857 of the City Code, shall have registration attached thereto,
and shall be covered at all times while loaded a�nd in transit to prevent the spillage of any materials
onto the public streets or properties adjacent thereto. Any spillage shall be promptly recovered by
the Grantee. All vehicles owned by the Grantee shall be clearly �narked with the Grantee's name
in letters not less than four (4) inches in height. All such vehicles shall be cleaned and maintained
by Grantee so as to be in good repair and of good appearance and, when idle, free of solid waste
residue as may cause odor or provide a breeding place for vectors.
5. Re�ulation of Leased Containers. It is specifically understood and agreed that the City
shall permit the Grantee to rent or lease containers for collection purposes to the owner or occupant
of any pre�nises within City Liinits for collection purposes subject to the following requirements:
a. ALL containers shall be constructed according to good industry practice in the
trade;
b. ALL containers shall be equipped with suitable covers to prevent blowing or
scattering of Recyclables, Organics, and Municipal Solid Waste while being
transported for disposal of their contents;
c. ALL containers shall be cleaned and maintained by Grantee so as to be in good
repair, of a good appearance and free of such Recyclables, Organics, and Municipal
Solid Waste residues as may cause odor and provide a breeding place for vectors;
d. ALL containers used for the disposal of food waste or other putrescible material
shall be serviced no less than two (2) times per week; and
e. ALL containers shall be clearly marked with the grantee's nalne and telephone
nuinber in letters not less than four (4) inches in height.
The City and the Grantee expressly agree that regardless of any responsibility which may
be placed on Fort Worth residents ar other third parties for the above five requirements,
the Grantee under this agreelnent agrees to be responsible for each of the five requirements
and to fulfill each of them without asserting they are the responsibility of some third party.
6. Damage to Public Propertv. Grantee expressly agrees to assume liability for all costs of
repair of public streets, bridges, rights-of-way, and other facilities that are damaged as a result of
negligence by Grantee, its officers, agents, or its employees during its operations pursuant to this
agreement.
7. Disposal of Municipal Solid Waste. It is specifically understood and agreed that Grantee
shall comply with all rules, regulations, laws, and ordinances pertaining to the disposal of
Munieipal Solid Waste as directed by responsible governmental agencies having jurisdiction
thereupon. Disposal of all Municipal Solid Waste collected by the Grantee from premises within
City Limits must be made at a sanitary landfill or transfer station that is in compliance with
VOV-EXCLUSIVE PRIViLEGE AGREEMENT Page 3 of 9
applicable law. Grantee's violation of this provision shall be cause for revocation of this
Agreement.
8. Recvclable Materials, lt is specitically understood and agreed that the Grantee shall
comply with all rules, regulations, laws and ordinances pertaining to the collection, transportation
and processing of Recyclable Materials as directed by responsible governmental agencies having
jurisdiction thereupon. The processing of all Recyclable Materials collected by the Grantee from
premises within City Limits must be made at a Recyclable Materials recovery center that is in
compliance with applicable law. Grantee's violation of this provision shall be cause for revocation
of this Agreement.
9. Or�anic Materials. It is specifically understood and agreed that the Grantee shall coinply
with all rules, regulations, laws and ordinances pertaining to the collection, transportation disposal
and/or processing Organic Materials as directed by responsible governmental agencies having
jurisdiction thereupon. The processing of all source separated Organic Materials collected by the
Grantee from pre�nises within City Limits must be made at a compost facility that is in compliance
with applicable law. Grantee's violation of this provision shall be cause for revocation of this
Agreement. Disposal of all Organics collected by the Grantee from premises within City Limits
that cannot be processed must be made at a sanitary landfill or transfer station that is in compliance
with applicable law. Grantee's violation of this provision shall be cause for revocation of this
Agreement.
10. Prohibited Collection Hours. The collection of Recyclables, Organics, and Municipal
Solid Waste between the hours of 1 1:00 p.m. and 6:00 a.m. shall be prohibited.
] l. Requestin� Permission for Collection Durin� Prohibited Hours. Grantee inay seek
pennission to perfonr� contracted services from 11:00 p.m. to 6:00 a.m. from the Assistant Director
- Solid Waste Services/Environtnental Services Department ("Director") in writing by email or
US Postal Service mail, return receipt requested, by stating the particular hours Grantee wishes to
collect Recyclables, Organics and Municipal Solid Waste and the reasons necessary for this
exception. Upon receipt of a written request, the Director shall have ten (10) days to make a
detennination and shall notify the Grantee in writing of the decision within fifteen (15) days of the
receiving notice. The Director reserves the right to review that decision if a complaint is received.
The Director shall notify the Grantee, and the Grantee may present evidence to the Director or
designated representative regarding such complaint. The Director or his designated representative
shall determine (1) whether such collection between the hours of 11:00 p.m. and 6:00 a.m. did, in
fact, occur at that location and was the cause of such complaint, and if so, (2) whether such
collection at those hours and at that location should be prohibited and xhe Grantee's exception
revoked.
12. Fee. Far and in consideration of the covenants and agreeinents herein contained, Graniee
hereby agrees to pay to the City a fee of ten percent (10%) of the Gross Hauling Revenue generated
from Grantee's operations within City Limits. City reserves the right to inodify this fee.
a. Fee Payrnent: The fee shall be paid on a quarterly basis no later than thirty (30)
days after the end of each calendar quarter. The payinent shall be made to the City
ti0�-EXCLUSIVE PRIVILEGE AGREEMENT Page 4 of 9
of Fort Worth, Environmental Services Department, Solid Waste Services Division,
4100 Columbus Trail, Fort Worth, TX 76133.
b. Delinquent Payments: Fee payments received after the due date shall be subject to
interest at the rate of twelve (12%) percent per annum until the fees are paid in full.
13. ReAorts. Each quarterly payment shall be acco�npanied by a financial accounting report
using the form which is attached as Exhibit A.
14. Auditin� Books and Records. The City shall have the authority to arrange for and
conduct, at the City's expense, an audit of the Grantee's books and records. Grantee shall maintain
its books and records in accordance with the City Code. The records kept on site by Grantee shall
include, but are not limited to:
• an inventory of all vehicles
• a complete listing of all customers within the ciry including name, address and telephone
numbers
• the approximated number of and location of all dumpsters and roll-off containers
• the volume of solid waste and recyclable materials collected within the city lirnits of Fort
Worth; and
• all quarterly and annual reparts prepared pursuant to the privilege a�reement.
The Grantee shall be given at least five (5) days' notice of the audit, a description of and the
purpose for the audit, and a description, to the best of the City's ability, of the books, records, and
docu�nents the City wishes to review. At the City's discretion, Grantee shall pay the costs of audit
if the results of the audit establish that Grantee has underpaid the fees required hereunder in any
given year by five percent or rnore. Eligible Grantees tnay apply for an audit exemption, as set
forth in the City's Grant of Privilege Audit Exeinption Policy.
15. Revocation of Privile�e. The failure or refusal of the Grantee to comply with any of the
provisions of this Agreement or any of the provisions of the Ciry Code, or any other applicable
rules, regulations, laws and ordinances shall be deemed a breach of this Agreement. The Director
shall notify the Grantee of such breach and the Grantee shall have thirty (30) days to cure the
breach. lf the breach is not cured within thirty (30) days and no "good faith" effort is being made
to cure the breach, the Director inay recom�nend that the City Council suspend for up to six inonths
or revoke a privilege agreement. Upon City Council authorization to revoke this Agreement, the
Grantee shall thereupon immediately surrender all rights in and under the privilege, and the
privilege shall be null and void.
16. Indemnitv Insurance. Grantee assumes all risk of loss or injury to property or persons
arising from any of its operations under this Agreement, and agrees to indemnify and hold harmless
the City of Fort Worth from all claiins, demands, suits, judgments, costs or expenses, including
attorney's fees, arising from any such loss or injury. It is expressly understood that the provisions
contained herein shall not in any way limit the liability of the Grantee. Grantee agees to maintain
insurance as follows:
:YON-EXCLUSIVE PRIVILEGE AGRF.EMENT Page 5 of 9
A. Minimum Limits:
1. Coinmercial General Liability: $500,000.00 per occurrence
$2,000,000.00 aggregate
2. Automobile Liability Insurance: $1,000,000.00 each accident.
Coverage is to include "any auto" used by Grantee. Coverage shall include
loading and unloading.
B. Other Insurance Tertns:
1. The City of Fort Worth shall be endorsed as an additional insured on each
of Grantee's insurance policies.
2. Grantee's insurance shall be endorsed with a waiver of subrogation in favor
of the City.
3. Grantee's insurance policies shall be endorsed to provide a minimum 30
days-notice of cancellation, non-renewal, or material change in coverage,
such notice to be sent to the City at the address set forth below.
4. City of Fort Worth shall receive Certificates of Liability Insurance prior to
Grantee beginning work.
5. Insurers shall be acceptable to the City of Fort Worth and Insurers shall be
duly authorized by the Texas Department of Insurance.
6. Grantee's insurance policies shall not have a greater than $50,000.00
deductible per occurrence unless otherwise approved by City.
7. Insurance agencies used by Grantee shall be duly licensed in the State of
Texas.
17. Retention of Ri�hts by City. The City, in granting this privilege, fully retains and reserves
all the rights, privileges, and immunities that it now has under the law to fully patrol and police
the streets, alleys, and public ways within the City, and the granting of this privilege shall in no
way interfere with the iinprovements or maintenance, on any streets, alleys, or public ways, and
the rights of the Grantee herein to use the streets shall at all times be subservient to the right of the
governing body of the City of Fort Worth to fully exercise its rights of control over streets, alleys,
and public ways.
18. Amendments. The City expressly reserves the ri�ht, after due notice to Grantee, to
modify, amend, alter, change, or eliminate any of the provisions of this privilege and to impose
such additional conditions upon the Grantee as may be just and reasonable as determined by the
City Council, the conditions to be those deeined necessary for the purpose of insuring adequate
service to the public.
�'ON-EXCLUSIVE PRIVILEGE AGREEMENT Page 6 of 9
19. Assignment of A�reement. This A�reement and any and all rights and obligations
hereunder may be assigned by the Grantee only with the prior written consent of the City Council.
All provisions of this Agreement shall apply to the Grantee, its successors or assigns.
20. Severability. If any section, subsection, sentence, clause, phrase, or other portion of this
Agreement is, for any reason, declared invalid, in whole or in part, by any court, agency,
coinmission, legislative body, or other authority of competent jurisdiction, such portion shall be
deeined a separate, distinet, and independent portion. Such declaration shall not affect the validity
of the remaining portions herein, which other portions shall continue in full force and effect.
21. Mailin� of Notices. Every notice to be served upon the City or the Grantee shall be hand
delivered or sent by certified mail, return receipt requested. Every such communication to the City
shall be delivered or sent to the Assistant Environmental Services Director, Solid Waste Services
at the following address: 4100 Columbus Trail, Fort Worth, Texas 76133. Every such notice to the
Grantee shall be delivered or sent to [GRANTEE'S ADDRESS]. The tnailing of such notice shall
be equivalent to direct personal notice and shall be deemed to have been given when received.
Either party may, upon written notice to the other party, change the address specified in this
section.
22. Applicable Law and Venue. This Agreement shall be deemed to be executed in the City
of Fort Worth, Texas, regardless of the domicile of the Company, and shall be governed by and
construed in accordance with the laws of the State of Texas. Venue for any legal action or
proceeding arising under or relating to this Agreetnent shall be in Tarrant County, Texas.
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tiON-EXCLUSIVE: PRIVII.EGE AGREEMEN"I' Page 7 of 9
IN WITNESS WHEREOF, the City and Grantee have executed this agreement by their
authorized representatives.
CITY OF FORT WORTH:
By: Valerie Washington (Dec 4, 202413:15 CST)
Name: Valerie Washington
Title: Assistant City Manager
Date: _____ ,2024
RECOMMENDED BY:
By: �-A"u.�O_dt ___ _
Name: Jim Keezell
Title: Assistant Environmental Services
Director, Solid Waste Services
ATTEST:
� A �
By: (j___
ame: Jannette Goodall
Title: City Secretary
GRANTEE:
By:
Name:
Title:
Date: l I / r 8 , 2024
(
NON-EXCLUSIVE PRTVTLEGE AGREEMENT
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.
By: Christian Harper (Dec 4, 2024-09:29 CST)
Name: Christian Harper
Title: Environmental Contract Services
Administrator -----------
APPROVED AS TO FORM AND
LEGALITY:
fv1. Kevin Anders, II
M.Kevin Anders, II (Dec 4, 202412:il CST)By:
Name: Kevin Anders
Title: Assistant City Attorney
Page 8 of9
CERTIFICATE OF INTERESTED PARTIES FORnn 1295
1 of 1
Complete Nos. 1- 4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form, and the city, state and country of the business entity's place
of business.
Republic Waste Services of Texas, Ltd.
Arlington, TX United States
2 Name of governmental entity or state agency that is a party to the contract for which the form is
being filed.
Ciry of Fort Worth, Texa
3 Provide the identification be d by th ve ntal en gency rack or identify t ontract, and provide a
description of the service , or other erty pro d unde e cont t.
Ciry of Fort Worth GOP Program
Non-Exclusive Privilege Agreement for Collection and Transportation of Municipal Solid Waste, Recycling and Organics
4 Nature ofinterest
Name of Interested Party City, State, Country (place of business) (check applicable)
Controlling Intermediary
5 Check only if there is NO Interested Party. ❑
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