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HomeMy WebLinkAboutContract 28336-A3 1 1 TY SM L19TARY CONTRACT NO. STATE OF TEXAS § KNOW ALL PERSONS BY THESE PRESENTS: COUNTIES OF TARRANT, DENTON § PARKER AND WISE § THIRD AMENDMENT TO T14E AGREEMENT TO LEASE AND OPERATE SOUTHEAST LANDFILL BY AND BETWEEN THE CITY OF FORT WORTH, TEXAS, AS LESSOR AND ALLIED WASTE SYSTEMS, INC. d1b/a TRINITY WASTE SERVICES, AS LESSEE This "THIRD AMENDMENT TO THE AGREEMENT TO LEASE AND OPERATE SOUTHEAST LANDFILL BY AND BETWEEN THE CITY OF FORT WORTH, TEXAS, AS LESSOR AND ALLIED WASTE SYSTEMS, INC. d/b/a TRINIT WASTE SERVICES, AS LESSEE" (this "Amendment") is entered into as of the,, , W jj& 2013, by and between THE CITY OF FORT WORTH, TEXAS, a home rule municipal corporation in Tarrant County, Texas, acting herein by and through its Assistant City Manager, Charles Daniels ("City"), and ALLIED WASTE SYSTEMS, INC., d[b/a/ TRINITY WASTE SERVICES, a Delaware corporation duly authorized to do business ir., the State of Texas, acting by and through its duly authorized representative ("Lessee"). WITNESSETH: WHEREAS, the City and Lessee entered into a certain "AGREEMENT TO LEASE AND OPERATE SOUTHEAST LANDFILL" known as City Secretary Contract No. 28336, (the "Original Agreement"), dated January 28, 2003, for the lease of the City's Southeast Landfill, pursuant to the terms of that certain R-FP 02-0087 (the "RFP"), issued by the City; and WHEREAS, the City and Lessee then entered into a certain First Amendment to the Original Agreement known as City Secretary Contract No. 32407, ("First Amendment") on or about September 25, 2005; WHEREAS, the City and Lessee then, entered into a certain Second Amendment to the Existing Agreement(City Secretary Contract No. 28336-A2) on or about December 22, 2009; WHEREAS, the Original Agreen-ent as amended by the First Amendment and the Second Amendment, is herein called the "Existing Agreement," to which reference is here made for all purposes and as fully as if set forth in full herc.in; and WHEREAS, the City and Lessee now wish to amend the Existing Agreement to allow for the delivery, mulching and composting of Yard Waste at the Southeast landfill. OFFICIAL RECORD CITYSECR EIS ARY FT, WORTH, TX THIRD AMENDMENT SELF LEASE CRR091713 RECENED SEP 27 '1016 Page 1 NOW, THEREFORE, for and in consideration of the mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and confessed, the City and Lessee agree as follows: A. Amendments of Existing aE_eemegt : The Existing Agreement is hereby amended by the addition of ARTICLE VIII.2 to be entitled "Yard Waste Delivery and Payment Obligations of the City": ARTlCLE VIII.2 Yard Waste Delivery and Payment Obligations of the City Section 8.02.1 City Yard Waste - Delivery Obligation. Starting on the date this THIRD AMENDMENT is fully executed, the City may deliver Yard Waste collected by the City's Licensed Haulers to the Southeast Landfill for processing and mulching by Lessee or its contractor. The City shall use reasonable efforts to cause to be delivered to the Southeast Landfill all Yard Waste collected by the City's Licensed Haulers but nothing in this Agreement shall be construed as being a guarantee by the City of any minimum amount of Yard Waste that will be delivered to the Southeast Landfill. Section 8.02.2 Recvchn, Programs. Both the Lessee and the City understand that the City may establish, on its own initiative or in compliance with Applicable Law, recycling programs, other Solid Waste reduction programs and composting programs. Nothing contained in this Agreement shall be construed to prevent the City from establishing such programs, or diverting all or a portion of the waste stream coile,-ted by the City, its employees, agents or contractors, to Recyclables processors, Yard Waste processors, Type IV Waste, Bulky Waste, and C&D processors, purchasers or recycled materials or businesses that offer other alternatives to the burial of Solid Waste. Section 8.02.3 City Disposal, Payments. During the first Operating Year, the City shall pay to the Lessee an amount equal to $12.00 for each Ton (which includes all governmentally imposed charges in existence as of the Contract Date for the processing and/or mulching of Yard Waste) of the Yard Waste delivered to the Southeast Landfill. Section 8.02.4 Invoices For Citv Disposal Payments, Payments by City. The Lessee shall submit a monthly report as set forth in Section 6.16 and invoice to the City within fifteen days following the end of each month during which amounts are due from the City pursuant to Section 8.3. The report and invoice shall (i) identify each vehicle by truck number that delivered the Yard Waste to the Southeast Landfill; (ii) identify the weight of City Waste delivered; (iii) identify the date of delivery; (iv) identify the ticket number for each load received; and (v) identify monthly totals delivered by each vehicle. All undisputed amounts set forth in an invoice that are payable by the City shall be due and payable not = er than thirty (30) days following receipt of the invoice by the City. The City shall have the right to set off against any payments due from the City to the Lessee pursuant to this Section any amounts that are payable to the City from the Lessee as Rent that remain unpaid as of the date such payment was due. Section 8.02.5. Ownership of the Yard Waste. Upon receipt of the Yard Waste at the Southeast Landfill, the Lessee shall become the oAmer of the Yard Waste, except as set forth below THIRD AMENDMENT SELF LEASE CRR091713 Page 2 and for that amount described in Section 8.02.6. except as set forth below, Lessee shall release and hold harmless, the City for any and all third Party claims related to the Yard Waste delivered to the Southeast Landfill. Notwithstanding anything to the contrary set forth herein, in no event shall Lessee be obligated to accept, or beer,ne the owner of, any Yard Waste containing Unacceptable Waste. Lessee shall reject any deliveries of Yard Waste from the City or its Licensed Haulers containing Unacceptable Waste, and all such Yard Waste and any containing Unacceptable Waste included therewith shall be promptly removed by the City or its Licensed Hauler, whichever shall have made such delivery. Section 8.02.6. Mulch Product for thy-_OIL._The City shall be entitled to thirty (30) cubic yards of mulch product that is produced at the Southeast Landfill for each one thousand (1,000) tons of Yard Waste that the City's Licensed Haulers deliver to the Southeast Landfill. The City may take the mulch product as needed. The amount total of mulch product taken by the City shall be determined at the end of each calendar year. Lessee shall charge the City a discounted rate of $11.00 per cubic yards for any amount of mulch product taken by City over thirty (30) cubic yards. If the parties mutually agree in writing, then the fee may be adjusted but shall never increase by more than two percent (2%) in any given contract year. Section 8.02.7. Contaminated Yard Waste. All Yard Waste delivered to the Southeast Landfill must be free from plastic bags, household garbage, trash or non-organic-debris, root balls, stumps and tree limbs greater Than six (6) inches in diameter andJor eight (8) feet in length. Craft paper Yard Waste bags are acceptable. Any load of Yard Waste that contains an unreasonable amount of prohibited items listed above, shall be disposed of as Solid Waste. Such contaminated Yard Waste loads which require re-loading into a container for disposal, shall be assessed a seventy-five dollar ($75.00) handling fee and a sixteen dollar and fifty-cent ($16.50) per ton disposal fee. Prior to reloading the contaminated Yard Waste and disposing of it at the Southeast Landfill, the Lessee shall notify the City and the City shall have the fight to inspeci such load(s). Section 8.02.8. Exi)iration Date for Article VIII.2. The terms and conditions of Article VIII.2 expire on December 311, 2018. The terms and conditions of Article VIII.2 may be extended for an additional five (5) years upon mutual written consent by an amendment to this Agreement. Section 8.02.9. Cost A,�cAWstrnent for the Yard Waste Tipping Fee. The annual Cost Adjustment for the Yard Waste tipping, fee shall be based on the anniversary date pursuant to Section 4.03, 7.03, 8.03, and 11.02 of the Agreement. The anniversary date for the Yard Waste tipping fee shall be January Is` of each year that Article VIII.2 is in effect. B. Miscellaneous. Nothing contained herein shall be deemed to amend or modify the Existing Agreement except as expressli, set forth herein. Any defined term used herein, but not defined herein, shall have that meaning set forth in the Existing Agreement. In the event of a conflict between the terms of this Third Amendment and the terms of the Existing Agreement, the terms of the Existing Agreement shall control. THIRD AMENDMENT SELF LEASE CRR091713 Page 3 IN WITNESS WHEREOF, this Third Amendment has been executed as of the last date set out below. LESSEE: ALLIED WASTE SYSTEMS, INC., d/b/a TRINI WA TE SERVICES B Its. .m Date Signed: _ CITY: CITY OF FORT WORTH, TEXAS C arles Daniels Assistant City Manager Date Signed: ATTEST: ._. y 1:0 , a 0 'fm dry ka s City S , etary APPROVED AS TO FORM AND L GALaTv, . Christ A. Lopez-Reyno ds Senior Assistant City Attorney OFFICIAL RECORD CITY SECRETARY FT., WORTHoU THIRD AMENDMENT SELF LEASE CRR091713 Page 4