2010-129 RES MONTH TO MONTH CONTRACT FOR LANDFILL SERVICES TO SANITATION SOLUTIONSRESOLUTION NO. 2010-129
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, TEXAS,
AWARDING A MONTH-TO-MONTH CONTRACT FOR LANDFILL SERVICES
AND RELATED WASTE SERVICES TO SANITATION SOLUTIONS;
AUTHORIZING THE MAYOR TO NEGOTIATE AND EXECUTE ALL
NECESSARY DOCUMENTS; MAKING OTHER FINDINGS AND PROVISIONS
RELATED TO THE SUBJECT; AND PROVIDIIVG AN EFFECTIVE DATE.
WHEREAS, on December 20, 2010 a City Council convened in special session to
discuss and deliberate a month-to-month landfill disposal services agreement with
Sanitation Solutions; and,
WHEREAS, the City Council of the City of Paris deems it in the best interest of the
Ciry and the citizens of the City of Paris to award a month-to-month contract for landfill
services and related waste services to Sanitation Solutions, 1806 South Church Street,
Paris, Texas to be effective January 1, 2011;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
PARIS, TEXAS, THAT:
Section 1. The findings set out in the preamble to this resolution are hereby in
all things approved.
Section 2. The City will enter into a month-to-month landfill disposal services
and related waste management agreement with Sanitation Solutions in a form substantially
equivalent to the Agreement attached hereto and incorporated herein as Exhibit A.
Section 3. The Mayor be, and he is hereby authorized and directed to execute, on
behalf of the City of Paris, any and all documents necessary to enter into a month-to-month
landfill disposal services agreement with Sanitation Solutions to be effective January 1,
2011.
Section 3. This resolution shall be effective immediately upon passage.
DULY FASSED AND APPROVED this 20t o e ember, 2010.
~
i r , ayor
ATTEST:
,
ice Ellis, City Clerk
APPROVED AS TO FORM:
W. Kent McIly ty Attorney
LANDFILL SERVICES AGREEMENT
STATE OF TEXAS §
§
COUNTY OF LAMAR §
This LANDFILL SERVICE AGREEMENT is entered into by and between the City of
Paris, Texas, a home-rule municipal corporation ("City"), and Sanitation Solutions, at 1806 South
Church Street, Paris, Texas 75460 ("Contractor"), with an effective date as provided below.
WITNESSETH:
WHEREAS, in response to a Request for Proposals for landfill services the City received a
proposal dated October 27, 2010 from Sanitation Solutions for landfill services at their landfill
near Blossom, Texas (hereinafter the "Landfill"); and,
WHEREAS, Sanitation Solutions offered to begin accepting the City's residential solid
waste at its Landfill on a month-to-month basis at the rates set out in their proposal; and,
WHEREAS, on December 20, 2010, the City Council of the City of Paris, Texas voted to
authorize and approve a month-to-month landfill services and related waste services agreement
with Sanitation Solutions for the City's residential waste material to be effective January 1, 2011.
NOW, THEREFORE, for and in consideration of the sum of Ten and No/100 Dollars
($10.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged and confessed, the parties hereto agree as follows:
Definitions.
(a) Acceptable Waste. Acceptable Waste means any and all solid waste,
including municipal solid waste, except Unacceptable Waste.
(b) Bulky Waste. Stoves, refrigerators or freezers (which have CFC's removed
by a certified technician), water tanks, washing machines, other appliances,
furniture, carpet, rugs, brush or tree trimmings, bundled or unbundled in
excess of three (3) cubic feet in volume or fifty (50) pounds in weight, and
other waste material other than construction debris, dead animals, hazardous
waste, or other items which are unauthorized to be disposed of in a Type I
landfill in Texas. The weight of any bulky item shall not exceed that which
can easily be loaded by two (2) workers.
(c) Contractor. Sanitation Solutions.
(d) Hazardous Waste. Hazardous Waste means hazardous waste and toxic or
radioactive substances (even though they may be part of a delivered load of
waste), as such terms are defined by applicable federal or state laws or
regulations.
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EXHIBITA
(e) Special Waste. Special Waste means all treated/de-characterized (formerly
hazardous) wastes; polychlorinated byphenyl (PCB) wastes; industrial
process wastes; asbestos containing material; chemical containing
equipment; incinerator ash; medical wastes; off-spec chemicals; sludges;
spill-cleanup wastes; underground storage tank (UST) soils; waste from
service industries; and all such other wastes described on Exhibit A attached
hereto and incorporated herein by this reference for all purposes.
(f) Suspicious Waste. Suspicious Waste means waste which Contractor
reasonably suspects may be Unacceptable Waste.
(g) TCE . TCEQ means the Texas Commission on Environmental Quality, or
any predecessor, successor or other substituted agency, department or
commission of the State which has regulatory authority over solid waste
disposal permitting and enforcement.
(h) Unacceqtable Waste. Unacceptable Waste means any and all waste that is
either:
(i) Waste which is ar may be prohibited from disposal at the Landfill by
federal or state law, regulation, rule, code, ordinance, order, permit or
permit condition;
(ii) Hazardous Waste;
(iii) Special Waste without an approved Special Waste agreement as
described in Section 7; or
(iv) Special Waste which does not conform to the analysis or characteristics
described in a Special Waste agreement.
(i) Waste Material. Waste Material means residential Acceptable Waste and
construction and demolition material which, in compliance with
governmental licenses and permits in effect, may be received for disposal at
the Landfill.
2. Duties.
(a) Contractor agrees to maintain and operate a Type I Landfill permitted at its
present location Southeast of Blossom, Texas. Said Landfill to be properly
permitted by the State of Texas and in compliance with all applicable State
and Federal laws and regulations.
(b) City agrees to deliver its residential waste material to the Landfill during
normal business hours during the term of this Agreement and to pay the
Landfill disposal rates as set forth herein.
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(c) Contractor agrees to receive and accept the City's residential waste material
during normal business hours, Monday - Friday, 7:00 a.m. - 6:00 p.m., and
7:00 a.m. - 3:00 p.m. on Saturday, throughout the term of this Agreement,
except Christmas Day.
4
(d) Contractor shall provide curbside collection of bulky waste to any residential
account in the City limits of Paris, Texas upon notification by the City Public
Works Director and/or Sanitation Manager. Contractor shall charge for
curbside bulky waste pickup at the rates designated herein.
(e) Contractor agrees to maintain all entrances and access roads into and out of
the Landfill in a safe and passable condition. Contractor shall maintain any
necessary equipment at the Landfill to pull out or push out any City Sanitation
truck that becomes stuck on Landfill property.
Term. The term of the Contract is month to month beginning January 1, 2011. The
City may terminate this Agreement on thirty (30) days written notice to Contractor.
Base Rates.
(a) Contractor shall charge City the following rates for receiving and disposing
of Waste Material (as hereinafter defined) at the Landfill (`Base Rates"):
(i) Compacted Waste Materials $5.40 per cubic yard
(ii) Curbside pickup of Bulky Waste $10.00 per cubic yard
from residential account upon special
request by City Public Warks Director
and/or Sanitation Manager
(iii) Construction and demolition material $17.25 per ton
for City run condemned housing project
(Uncompacted)
(iv) Brush Trucks (per year) (Uncompacted) $5.25 per yard
(b) The Base Rates referenced above include all state mandated closure fund and
fees and Landfill fees as of the date hereof.
(c) Contractor shall bill City monthly for all Waste Material delivered by City to
the Landfill during the previous month pursuant to this Contract, multiplied
by the then applicable Base Rates. Invoices shall be paid within thirty (30)
days after receipt; undisputed past due amounts bear interest at the rate of
5.7% per month.
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5. Sanitation Solutions Sponsoring Keep Paris Beautiful Events. Contractor
agrees to fully sponsor two (2) annual Keep Paris Beautiful Clean-Up events by
providing a 25 cubic yard rear-load truck and a two-man crew at a City designated
site from 8:00 a.m.-12:00 p.m. (or as otherwise designated by City) and Contractor
shall pay for all disposal costs related to these events.
6. Acceptance of Waste Right to Refuse Unacceptable Waste. Contractor agrees to
accept for disposal all residential waste material delivered by City pursuant to this
Agreement. Contractor shall not be required to receive or accept Unacceptable
Waste as defined herein. Contractor has seventy-two (72) hours from the time it
received a load of Water Material from the City to determine if same contains
Unacceptable Waste, as long as Contractor notifies City in writing of such fact with
seventy-two (72) hours of receiving the Waste at the Landfill. If such
Unacceptable Waste is not removed from Contractor's possession by the City
within a reasonable time, not to exceed three (3) business days from the City's
receipt of written notification, Contractor will arrange for lawful disposal of such
waste. City will reimburse Contractor for any costs or damages, including fines and
penalties, resulting from the City's delivery of Unacceptable Waste to the Landfill.
7. Contestin2 Contractor's Determination of Unacceptable Waste. Upon receipt
of written notice from Contractor that City has delivered a load of Unacceptable
Waste to the Landfill, City shall have forty-eight (48) hours to contest Contractor's
preliminary determination and request a third-party independent investigation or
test of the alleged unacceptable load. The third-party testing company shall have
ten (10) business days to complete its tests and investigation and to provide its
written findings and recommendation to Contractor and City. If Contractor and
City are still in disagreement regarding the condition or status of the alleged
Unacceptable Waste, the parties agree to submit the matter to non-binding
mediation.
8. Title to Waste. Contractor is vested with title to all Acceptable Waste accepted by
Contractor at the Landfill. Any revenue or other value received by Contractor as a
result of reclamation, recycling or resource recovery shall be solely for the account
of Contractor.
9. Requirement for Special Waste.
(a) Contractor shall have a right of first refusal to dispose of any Special Waste
generated at a residential account located in the City, provided Contractor
agrees to dispose of such Special waste on the same terms and conditions of a
bona fide third party offer to dispose of such Special Waste. Contractor shall
have the right to require all generators of Special Waste collected by City and
being disposed of at the Landfill to participate in and implement a Special
Waste program as described in this Amendment. Contractor is not required to
accept or manage any Special Waste unless it is specifically identified in a
written Special Waste agreement, approved in writing by Contractor.
Contractor will require all waste generators for which it has collection and
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disposal responsibility to execute a Special Waste agreement prior to delivery
of any Special Waste to the Landfill. Contractor will not permit delivery of
any Special Waste to the Landfill without a fully executed Special Waste
agreement.
(b) The specific requirements of the Special Waste agreement shall be as
specified from time to time by Contractor and may be altered by Contractor at
any time as necessary to ensure the proper management of Special Waste. At
a minimum the Special Waste agreement shall include:
(i) A representation of the character and regulatory status of the waste to be
executed by the generator;
(ii) A decision document to be executed by Contractor. A decision
document shall at a minimum include the identification of the generator
and the source and characterization of the waste;
(iii) A proposed management plan for the Special Waste, including any
special handling requirements;
(iv) The approval of Contractor indicating acceptance for handling of the
waste; and
(v) The unit price for disposal associated with the management of the
Special Waste.
(c) Contractor may, in its sole discretion, demand that a representative sample of
any Special Waste proposed for delivery to the Landfill be provided by the
generator to Contractor prior to the approval of a Special Waste agreement.
Unless otherwise agreed by Contractor, the cost for acquisition, delivery and
analysis of a representative sample shall be borne by the generator. If the
generator refuses to provide a representative sample, Contractor shall have no
obligation to accept the Special Waste or to execute a Special Waste
agreement.
10. Sundav & Holidav Operation. City and Contractor hereby acknowledge and
agree that operation of the Landfill during Sundays and the following holidays shall
be limited to emergency situations as approved by TCEQ:
Christmas Day
11. Deliverv of Waste. City agrees, acknowledges and confirms that during the term of
this Agreement or any extensions thereof, the City shall deliver to the Landfill for
disposal all such residential Waste Materials, save and except materials being
mulched, composted and/or recycled by or through the City. In addition, if the City
shall engage ar utilize, or otherwise contract for the services of, a third party to
collect residential Waste Materials, the City shall require that all such residential
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Waste Materials collected by such third party provider shall be delivered to and
disposed of at the Landfill. In addition, the City shall deliver to the Landfill all
construction and demolition material from all residential or commercial structures
condemned and demolished by the City.
12. Force Maieure. The performance of the Contract may be suspended and the
obligations of either party excused in the event of and during the period that such
performance is prevented or delayed by a Force Majeure occurrence. "Force
Majeure" shall mean:
(a) Any actual or threatened act of God, including humcanes, tornadoes,
landslides, lightning, earthquakes, weather conditions, fire, flood, explosion,
sabotage or similar occurrence, acts of a public enemy, extortion, war,
blockade or insurrection, riot, civil disturbance, strike or other labor
disturbances, governmental actions or regulations, governmental requests or
requisitions for national defense, or breakdown or injury to, or shortage in,
facilities used for the handling, processing or transportation of Solid Waste or
any other cause beyond the reasonable control of either party;
(b) The order or judgment of any federal, State, or local court, administrative
agency or governmental body (excluding decisions of federal courts
interpreting federal tax laws, and decisions of State courts interpreting State
tax laws) if it is not also the result of the willful misconduct or negligent
action or inaction of the party relying thereon; provided that neither the
contesting in good faith of any such order or judgment nor the failure to so
contest shall constitute or be construed as a measure of willful misconduct or
negligent action or inaction of such party;
(c) The suspension, termination, interruption, denial, or non-renewal of any
permit or approval essential to the operation of the Contractor; or
(d) A Change in Law. "Change in Law" means (i) the adoption, promulgation, or
modification or reauthorization after the date of this Agreement of any law,
regulation, order, statute, ordinance, rule or binding judicial or administrative
ruling that was not adopted, promulgated, modified or reissued on or before
the date of this Agreement, or (ii) the imposition of any material conditions in
connection with the issuance, renewal, or modification of any permit, license,
registration, notice of intent or approval after the date of this Agreement,
which in the case of either (a) or (b) establishes requirements affecting a
party's operation under this Agreement more burdensome than the
requirements that are applicable to such party and in effect as of the date of
this Agreement. A change in any federal, State, county, or other tax law or
workers compensation law shall not be a Change of Law. However, in the
event that a federal, State or local entity imposes a fee, charge or tax after the
date of this Agreement that applies to a party's operations per se, such fee,
charge or tax shall be treated as a Change in Law.
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13. Governing Law. The Contract will be governed and interpreted in accordance
with the laws of the State of Texas. The services to be provided herein will be
performed in Lamar County, Texas, and any questions or disputes arising from this
contract or the services provided herein shall be decided by a County or District
Court in Lamar County, Texas. Exclusive venue shall be in Lamar County, Texas.
14. Severability. If any provision of the Contract is declared illegal, void, or
unenforceable, the remaining provisions will not be affected but will remain in full
force and effect.
15. Assignment. No transfer or assignment of the Contract or any right accruing
under this Agreement will be made by either party hereunder without the written
consent of the other party, which consent may be withheld in such party's sole
discretion; provided, however, that Contractor may assign this Agreement to an
affiliate. For purposes of this article, affiliate means any entity that, directly or
indirectly, controls, is controlled by, or is under common control, with Contractor.
16. Notice. All notices or other communications required or permitted to be given
pursuant to the Contract shall be in writing and shall be considered as properly
given (i) if mailed by first class United States mail, postage prepaid, registered or
certified with return receipt requested, (ii) by delivering same in person to the
intended addressee, (iii) by delivery to an independent third party commercial
delivery service for same day or next day delivery and providing for evidence of
receipt at the office of the intended addressee, or (iv) by prepaid telegram, telex, or
facsimile to the addressee. Notice so mailed shall be effective upon its deposit with
the United States Postal Service ar any successor thereto; notice sent by such a
commercial delivery service shall be effective upon delivery to such commercial
delivery service; notice given by personal delivery shall be effective only if and
then received by the addressee; and notice given by other means shall be effective
only if and when received at the office or designated place or machine of the
intended addressee. Notwithstanding anything contained herein to the contrary, any
notice of default under the Contract must be both (i) mailed by Certified Mail,
Return Receipt Requested and (ii) faxed to the alleged defaulting party to constitute
proper notice hereunder. For purposes of notice, the addresses of the parties shall be
as set forth below; provided, however, that either party shall have the right to
change its address for notice hereunder to any other location within the continental
United States by the giving of thirty (30) days' notice to the other party in the
manner set forth herein.
If to the City, at: City of Paris, Texas
P. O. Box 9037
Paris, Texas 75461-9037
Attn: City Manager
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with a copy to:
If to the Contractor at:
City of Paris, Texas
P. O. Box 9037
Paris, Texas 75461-9037
Attn: City Attorney
Sanitation Solutions
P.O. Box 6190
Paris, Texas 75461
or such other addresses as the parties may hereafter specify by written notice
delivered in accordance herewith.
17. Entire Agreement. The Contract constitutes the entire agreement and
understanding between the parties hereto, and it will not be considered modified,
altered, changed, or amended in any respect unless in writing and signed by the
parties hereto.
IN WITNESS WHEREOF, this Amendment has been executed and shall be effective as
of the date last executed below.
CITY
City of Paris, Texas
By: Will Biard
Its: Mayor
Date:
CONTRACTOR
Sanitation Solutions
By:
Its:
Date:
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EXffiBIT" A"
SPECIAL WASTE
Special Waste means any discarded material from a nonresidential source meeting any of the
following descriptions for Type A or Type B Special Waste.
Tvpe A Special Waste. Any waste from a commercial or industrial activity meeting any of the
following descriptions.
1. Containerized waste (e.g., a drum, portable tank, lugger box, roll-off box, pail, bulk tanker,
etc.) listed in (b) through (h) below.
2. Waste from a pollution control process (e.g., baghouse dust, treatment plant sludge, filter
cake, sedimentation pond cleanout, etc.).
3. Waste containing free liquids (free liquid wastes are those wastes which fail the paint filter
test prescribed by the United States Environmental Protection Agency Method 9095).
4. Residue and debris from the cleanup of a spill or a chemical substance or commercial
product or a waste listed in (a) through (c) above or (e) through (h) below. This definition
applies to spills of any size.
5. Contaminated residuals from the cleanup of a facility generating, storing, treating,
recycling, or disposing chemical substances, commercial products, or waste listed in (a)
through (d) above or (0 through (h) below.
6. Any waste which is nonhazardous as a result of treatment pursuant to RCRA Subtitle C.
7. Sludge waste.
8. Waste from an industrial process.
Type B Sqecial Waste. Any waste from a commercial or industrial activity meeting any of the
descriptions which follow.
1. Friable asbestos from building demolition or cleaning: wall board, wall or ceiling spray
coverings, pipe insulation, etc. Nonfriable asbestos (e.g., asbestos containing floor tiles,
brake pads, roofing products, etc.) is a Special Waste if it has been processed, handled, or
used in such a way that asbestos fibers may be freely released. Asbestos bearing industrial
process waste is a Type A Special Waste.
2. Commercial products or chemicals which are off-specification, outdated, unused, or
banned. Outdated or off-specification, uncontaminated food or beverage products in
original consumer containers are not included in this category; however, containers which
once held commercial products or chemicals are included if the container is empty. A
container is empty when all wastes have been removed that can be removed using the
A-1
practices commonly employed to remove materials from that type of container (e.g.,
pouring, pumping, or aspirating), an end has been removed (for containers in excess of 25
gallons), and no more than one inch (2.54 centimeters) of residue remains on the bottom of
the container or inner liner, or no more than 3 percent by weight of the total capacity of the
container remains in the container (for containers more or less than 110 gallons) or no more
than 0.3 percent by weight of the total capacity of the container remains in the container
(for containers greater than 110 gallons). A container which once held ACUTELY
HAZARDOUS WASTES must be triple rinsed with an appropriate solvent or cleaned by
an equivalent method. Containers which once held substances regulated under the Federal
Insecticide, Fungicide, and Rodenticide Act must be empty according to label instructions
or triple rinsed.
3. Untreated biomedical waste. Any waste capable of inducing infection due to contamination
with infectious agents from a biomedical source including but not limited to a hospital,
medical clinic, nursing home, medical practitioner, mortuary, taxidermist, veterinarian,
veterinary hospital, animal testing laboratory or medical testing laboratory. Any sharps
from these sources must be rendered harmless or placed in needle puncture proof
containers.
4. Treated medical waste. Any waste from a biomedical source including but not limited to a
hospital, medical clinic, nursing home, medical practitioner, mortuary, taxidermist,
veterinarian, veterinary hospital, animal testing laboratory, or medical testing laboratory
which has been autoclaved or otherwise heat treated or sterilized so that it is no longer
capable of inducing infection. Any sharps from these sources must be rendered harmless or
placed in needle puncture proof containers. Residue resulting from the incineration of
medical waste is a Type A Special Waste.
5. Residue/sludges from septic tanks, food service grease traps, or washwaters and
wastewaters from commercial laundries, laundromats, and car washes. If these wastes are
managed at a public or commercial wastewater treatment works, they are not a Special
Waste.
6. Chemical-containing equipment removed from service in which the chemical composition
and concentration are known (e.g., oil filters, cathode ray tubes, lab equipment, acetylene
tanks, fluorescent light tubes, etc.).
7. Waste produced from the demolition or dismantling of industrial process equipment or
facilities contaminated with chemicals from the industrial process. Chemicals or waste
removed or drained from such equipment for facilities are Type A Special Wastes.
8. Incinerator ash generated at a resource recovery facility that burns only nonhazardous
household, commercial or industrial waste and qualifies for the hazardous waste exclusion
in 40 CFR 261.4 (b). If the regulatory authority does not recognize the household
hazardous waste exclusion, then the ash is a Type A Special Waste.
A-2