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Ordinance No. 4,41060327- -4 ORDINANCE NO. 4410 AN ORDINANCE ACCEPTING THE BID OF GENE B. HAZELWOOD FOR THE OPERATION OF A SANITARY LANDFILL FOR THE DISPOSAL OF THE CITY OF BAYTOWN'S MUNICIPAL SOLID WASTE ON A UNIT PRICE BASIS WITH COMPENSATION TO BE PAID UPON THE ACTUAL QUANTITIES DISPOSED OF; AND PROVIDING FOR THE EFFECTIVE DATE HEREOF. WHEREAS, the City Council of the City of Baytown did authorize the administration to advertise for bids for the operation of a sanitary landfill for the disposal of the City of Baytown's municipal solid waste; and WHEREAS, notice to bidders as to the time and place, when and where the contract would be let was published pursuant to the provisions of Section 74 of the Charter of the City of Baytown; and WHEREAS, all bids were opened and publicly read at City Hall at 2:00 p.m., Thursday, March 20, 1986, as per published notice to bidders; NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1: That the City Council of the City of Baytown hereby accepts the bid of Gene B. Hazelwood for the operation of a sanitary landfill for the disposal of the City of Baytown's municipal solid waste in accordance with the invitation to bid and specifications of the City of Baytown with the compensation to be paid to be based upon the actual quantities of waste disposed, in accordance with the following schedule: 1st year - Solid Waste Disposal -$3.25 per cubic yard - Processed Sewage Disposal -$5.50 " " 2nd year - Solid Waste Disposal -$3.50 " It IF - Processed Sewage Disposal -$6.00 " It If 3rd year - Solid Waste Disposal -$3.75 " " IF - Processed Sewage Disposal -$6.50 IF " 4th year - Solid Waste Disposal -$4.00 IF 11 " - Processed Sewage Disposal - $7.00 IF " Section 2: The Mayor and City Clerk are hereby authorized to execute and attest to a contract with Gene B. Hazelwood for the disposal of municipal solid waste, a copy of which is attached hereto and made a part of for all intents and purposes. Section 3: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. 60327 -4a INTRODUCED, READ, and PASSED by the affirmative vote of the City Council of the City of Baytown, this the 27th day of March, 1986. ATTEST: y EILEEN P. HALIL, City Clerk APPROVED: WEEK, l 1 ... .� '. AGREEMENT FOR OPERATION OF SANITARY LANDFILL By and Between THE CITY OF BAYTOWN, TEXAS and _ THIS AGREEMENT for the operation of a sanitary landfill entered into at Baytown, Texas, this day of by and between the CITY OF BAYTOWN, TEXAS, a Texas Corporation, hereinafter called the "City ", and having its principal place of business in the City of Texas, and hereinafter called the "Contractor "; WITNESSETH: made and Municipal Baytown, WHEREAS, the City desires to dispose of municipal solid waste generated in the City; and WHEREAS, the City Council of the City of Baytown, Texas, did authorize the administration to advertise for bids for the operation of a santitary landfill for the disposal of the City of Baytown's municipal solid waste; and WHEREAS, notice to bidders as to the time and place, when and where the contract would be let was published pursuant to provisions of.Section 74 of the Charter of the City of Baytown; and WHEREAS, all bids were opened and publicly read at City Hall at , as per published notice to bidders; and WHEREAS, the City Council of the City of Baytown, Texas, accepted the bid of for the operation of a sanitary landfill for the disposal of the City of Baytown's municipal solid waste by Ordinance No. dated the day of ; NOW THEREFORE, 3 In consideration of the mutual covenants and agreements herein recited, by each to be performed, it is hereby agreed by and between the parties hereto as follows: 1.0 MEANING OF TERMS: The meaning of terms and words used herein, unless clearly indicated otherwise by content, shall be as follows: A. "City Council" means the City Council of the City of Baytown. B. "City" means the City of Baytown, Texas. C. "Director of Public Works" means the Director of Public Works of the City of Baytown or his duly authorized representative. D. "Contractor" means the party contracting with the City to dispose of garbage and trash as herein described, his subcontractors, or the duly authorized representatives of such contractors. E. "Garbage" means kitchen and household waste, food containers, paper, refuse, and other forms of solid waste including dead animals. F. "Trash" means leaves, grass, weeds, tree trimmings, limbs, stumps, boxes, crates, feathers, rags, ashes, building material, old clothing and old furniture and appliances. G. "Finance Director" means the Director of Finance of the City of Baytown or his duly authorized representative. H. "Processed Sewage Sludge" means all solids and slurry material which has been processed through a sanitary sewer treatment plant. 2.0 ESTIMATED ANNUAL VOLUME: The estimated annual volume of solid waste collected by the City of Baytown is 125,000 cubic yards excluding trees, limbs, stumps, and other such debris. Bidders shall submit bids on per cubic yard collected based upon this total annual volume. The actual volume of solid waste collected by the City may be more or less than this estimated volume. The City does not guarantee to deliver this volume to the Contractor for disposal. The City, however, does guarantee that garbage or trash collected by the City during the term of the contract will be disposed of at the Contractor's landfill site or sites, provided that the contractor is complying with the provisions of the contract. The City reserves the right to burn or dispose of trees, trimmings, limbs, leaves, and stumps collected within its corporate limits at its designated site. 3.0 TERM OF AGREEMENT: This Agreement shall be for a period of four (4) years beginning April 1, 1986. 4 4.0 COMPENSATION TO CONTRACTOR: As full compensation to the Contractor for operation of the above referred to landfill by the Contractor, the City agrees to pay to the Contractor in accordance with the following schedule: Ist year of contract per cubic yard for Solid Waste Disposal 1st year of contract per cubic yard for Processed Sewage Sludge Dis. 2nd year of contract per cubic yard for Solid Waste Disposal 2nd year of contract per cubic yard for Processed Sewage Sludge Dis. 3rd year of contract per cubic yard for Solid Waste Disposal 3rd year of contract per cubic yard for Processed Sewage Sludge Dis. 4th year of contract per cubic yard for Solid Waste Disposal 4th year of contract per cubic yard for Processed Sewage Sludge Dis. Payment shall be based on the number of cubic yards of municipal solid waste delivered to Contractor under the terms of this Agreement, it being further specifically understood and agreed by and between parties, with respect to the aforesaid compensation that the compensation to be paid will be based upon predetermined refuse truck capacities which are agreed upon between the Contractor and the City. In the event Contractor and City are unable to reach a mutually acceptable agreement with regard to refuse truck capacities, the parties may request the determination of such agreement by a mutually acceptable arbitrator. Should the parties be unable to agree upon a mutually acceptable arbitrator; each party shall nominate one arbitrator and the arbitrators so nominated by the parties shall select a third arbitrator who will act with them as a three - member arbitration panel to decide the disagreement between the parties by the concurrence of a majority of such panel. Costs for such arbitration shall be borne equally by Contractor and City. A. Time of Payment. The Contractor shall invoice the City monthly, invoices to be submitted as of the last day of each month, accompanied by tickets which are collected by Contractors as refuse trucks make deliveries, and shall include the last full week of each month. Invoices shall be paid by the City monthly. The City agrees to pay all properly submitted invoices within 15 days of receipt of same, less any sums retained to cover verified claims filed with the Finance Director, due to or arising out of the contract. 5 B. Contractor commercial of Baytown and that is and shall therefore, relationshi shall accept for disposal residential and garbage and trash generated in the City including that collected by private haulers brought to the landfill by private citizens make a reasonable charge for disposal which charge shall bear a reasonable D to the charges made to the City hereunder. 5.0 DISPOSAL SITE: The Contractor hereby agrees to operate a sanitary landfill at a site located on a tract of land described in Municipal Solid Waste Permit No. , granted by the Texas State Department of Health to (or at any other mutually agreed upon site), for the complete handling, processing and disposal, by the sanitary landfill method, of municipal solid waste generated in the City of Baytown and collected by the City or its franchisee, according to all of the terms and provisions hereinafter contained. A. Materials to be disposed of. The Contractor shall accept for disposal all municipal solid waste, as that term is defined in Article 4477 -7 V.A.T.S., the Municipal Solid Waste Act, and all material whatever collected under the City's garbage and trash collection ordinances brought to the landfill site by the City or its franchisee. The Contractor may designate the location on the site at which material is to be unloaded. B. Method of Disposal. The Contractor shall use the sanitary landfill disposal method as defined in Article 4477 -7 of Vernon's Annotated Texas Statutes. C. Operation of disposal site. The Contractor shall have the responsibility for the operation of the disposal site for the term of this Agreement or any extension thereof, subject to the following terms and provisions: 1. The Contractor shall furnish all labor, tools, equipment, and power for the operation of said landfill site, and shall be responsible for all necessary maintenance thereof. The landfill personnel shall be adequate to operate the equipment, direct vehicles, keep the area free of litter, cover the garbage and trash, and perform other duties as required. Contractor shall operate the site according to accepted modern standards of a sanitary landfill operation and under the supervision of an experienced person so that it shall not become a nuisance or an offense to the City. Contractor shall maintain suitable roads within landfill site for truck traffic during all types of weather conditions. N. 2. All garbage and other refuse accepted by the Contractor shall be thoroughly compacted by equipment of sufficient weight and capacity to carry out all necessary operations. Sufficient auxiliary equipment shall be maintained on the site or kept otherwise available to permit operation in case of equipment breakdown, or increased volume of materials to be handled. 3. The area shall be neat and sanitary at all times. 4. The Contractor agrees to comply with all laws, ordinances, and regulations of the City of Baytown and the State of Texas and with the terms and conditions of his permit applicable to the operation under this Agreement and to conform with the standards of operation as established by the U.S. Public Health Service, and agrees that all services rendered by it hereunder shall be rendered in a clean, sanitary, neat, courteous, and efficient manner and that it will instruct its employees accordingly. 5. In the event that either party hereto shall be rendered unable wholly or in part, by Force Majeur to carry out its obligations under this Agreement then such party shall give notice and full particulars of such Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, act of public enemy, orders of any kind of the government of the United States or the State of Texas or any civil or military authority, riots, landslides, lightning, earthquake, fires, hurricanes, floods, restraint of government and people, civil distrubances, explosions, or other causes not reasonably within the the control of the party claiming such inability. The City of Baytown reserves the right to cancel this contract if the Force Majeure delays delivery of the required services for more than 30 calendar days. 6. In the event that the City shall, without fault on its part, be made a party to any litigation arising as the result of failure of the Contractor to comply with any provisions of this contract or by reason of the Contractor's operation or use of the subject premises {other than as provided for herein} brought by or against the Contractor, then the Contractor shall pay all reasonable costs and attorney's fees necessarily incurred by the City in defense of such litigation. 7 D. Nuisance -free operation. The landfill shall be operated by the Contractor in a nuisance -free manner, and in a manner such as not to generate or produce any objectionable or offensive odors, noise, smoke, or fumes objectionable outside the landfill premises, and in a manner meeting and complying with all valid, nondiscriminatory and generally applicable ordinances, regulations, and laws of the health department of the City and other regulatory bodies having jurisdiction of the Contractor's operations hereunder, which may be from time to time in effect and applicable to Contractor's operations. Conditions unfavorable for the production of insects and rodents shall be maintained by carrying out routine landfill operations promptly in a systematic manner. Supplemental vector control measures shall be instituted whenever necessary. 6.0 HOURS OF OPERATION: The landfill site or sites shall be open for the receiving of garbage and trash from 7:30a.m. to 4:30p.m. weekdays and from 7:30a.m. to 12 :00p.m. on Saturdays. The site or sites need not be open on Sundays or any day which is a legal holiday as established by the City, and on which City collection crews do not work. However, the Contractor shall be responsible for operating the site or sites during such hours as may be necessary to process all waste materials delivered to it under the provisions of the contract. Furthermore, the Contractor shall be required to maintain an office provided with telephones and such attendants as may be necessary during normal business hours to take care of complaints and orders for special services. 7.0 INSPECTION RIGHTS OF THE CITY: The City shall be entitled to maintain an inspector on the premises of the landfill site or sites at any time it may desire, to verify the processes in use by the Contractor, to verify the vehicles dumping at the Contractor's site, and to inspect materials being dumped. 8.0 FEDERAL, STATE AND LOCAL LAWS: All federal, state, and local laws, ordinances and regulations now or hereafter enacted shall become a part of the contract and be complied with in the performance of all portions of the work. The -Contractor shall be familiar with all laws, ordinances and regulations which in any manner affect those engaged or employed in the work, or in the materials, facilities, or equipment used in the proposed work or which in any way affect the conduct of the work, and no plea of understanding will be considered on account of ignorance thereof. F 9.0 PERMITS AND LICENSES: The Contractor shall procure all necessary permits, pay for the same and obtain all official licenses for the performance of the contract. All such licenses and permits shall be obtained prior to the signing of this Agreement. 10.0 CONFLICTS: If any provision of this contract at any time during its term is or becomes in conflict with any provision of any zoning, building,- safety, or health law, ordinance, or regulation, the provision which establishes the higher standard for the promotion and protection of the health and safety of the public shall prevail. 11.0 INSURANCE AND WORKMEN'S COMPENSATION: It is understood and agreed between the parties that, in entering into the foregoing Agreement, the Contractor is acting as an independent Contractor and is in no way the agent or employee of the City. In this respect, it is also agreed as follows: A. Liability Insurance. The Contractor shall be responsible for any personal injury to any person and for any damage to property suffered by the public or by any private person that may be sustained through, or on account of, any negligence, failure or fault of the Contractor, or its agents or servants, in complying with and carrying out the terms of this contract, and for any negligence which may occur as a fault of the Contractor, and the Contractor shall carry Public Liability Insurance in an amount not less than $500,000.00 combined single limit. The Contractor shall submit to the City, promptly after the execution of this Agreement, satisfactory evidence of such insurance, protecting both the City and the Contractor From such risks, with a company acceptable to the City. B. Workmen's Compensation Insurance. The Contractor shall maintain Workmen's Compensation Insurance, in an amount as will fully comply with the laws of the State of Texas, and which shall protect both the Contractor and the City from any loss, claim or damage arising from any injuries or occupational diseases happening to any workman employed by the Contractor in the course of carrying out the within contract, satisfactory evidence of such insurance in an acceptable company to be submitted to the City promptly after the execution of this Agreement. 01 C. Notice to City. The Contractor shall furnish a duplicate receipt of payment of all premiums on the above policies of insurance, and the terms of the insurance policies issued to provide the above insurance coverage. Contractor shall further provide that said insurance cannot be cancelled by the carrier, for non - payment of premiums or otherwise, without 15 days' prior written notice of cancellation to the City. 12.0 NOTICES: Whenever, under this contract, provision is made for notice of any kind, it shall be deemed a sufficient notice and service thereof if the said notice is in writing and is deposited in the mail in a properly stamped envelope to be delivered by certified mail, addressed as follows: If to the City -- City Manager PO Box 424 Baytown, TX 77520 If to the Contractor_ Changes in the respective addresses to which such notices shall be directed may be made from time to time by either party. Notice of any such change in address shall be directed to the other party in writing by certified mail. 13.0 METHOD OF DETERMINING PAYMENT: Payment for the complete disposal of solid waste shall be based on the bid unit price and the number of cubic yards disposed of at the landfill site or sites. For purposes of determining the number of cubic yards disposed of at each landfill site each City vehicle shall be considered full and credit shall be given for the capacity of the vehicle. The Director of Public Works shall provide the Contractor with a schedule showing the unit number and capacity of each vehicle. The Director of Public Works shall also be responsible for updating the schedule of vehicle capacity as new vehicles are added to the City's fleet. Except for payment for extra work as defined herein, no other payment shall be due to the Contractor under this contract. To insure accurate accounting for work performed, the Contractor shall keep daily records of City trucks unloading at the landfill. This shall include date, unit number, capacity, and time arrived. A copy of the daily records will be furnished to the Director of Public Works on a monthly basis. 11111 14.0 EXTRA WORK: If the Director of Public Works orders in writing the performance of any work not covered by these specifications, and for which no item is provided in the contract, then such extra work shall be done and be paid for at a price to be agreed upon between the City and the Contractor before such extra work begins. 15.0 DISAGREEMENTS: To prevent all disputes or litigation between the City and the Contractor, it is understood that all questions arising as to the proper performance and the amount of work to be paid for under the contract shall be subject to the decision of the Director of Public Works, subject to the right of the Contractor to appeal to the City Council, whose decision shall be final. 16.0 COMPANY NAME: The Contractor shall not use a firm name containing the word "City" or any other words implying municipal ownership. 17.0 CONTRACTOR RESPONSIBLE FOR WORK DONE: The Contractor shall furnish for the accepted bid price all skill, labor, equipment, sites, structures, and materials required for the complete performance of the contract, and shall fully perform the work in accordance with this contract. The presence of a representative of the City during the progress of any work shall not relieve the Contractor from responsibility for defects discovered after the completion thereof. 18.0 DEFAULT OF CONTRACT: If the Contractor fails to comply with any of the terms of the contract, neglects or refuses to comply with the instructions of the Director of Public Works relative thereto, or becomes insolvent or commits acts of bankruptcy, and provided that such failure is for reason other than Force Majeure, the City shall notify the Contractor in writing, specifying the failure complained of. The Contractor shall have forty -eight (48) hours from the date such notice is delivered to cure such default and resume performance of the contract. If the Contractor does not cure such default and resume performance within such period, the City shall have the right to terminate the contract immediately by written notice delivered to the Contractor. Such right of cancellation is in addition to and not in lieu of any other remedies which the City may have in law or equity. 11 19.0 CITY LIABILITY: Contractor agrees to indemity and save harmless the City from all liability or claims, demands, damages and costs for incurring out of operation of the landfill, whether it be caused by the negligence of the Contractor, his agents, or employees. 20.0 ASSIGNMENT OF CONTRACT: It is agreed that, after execution of this contract, for the disposal of solid waste and the operation and maintenance of a sanitary landfill, the performance of this contract may be assigned by the Contractor,- with the approval of City Council, which assignee shall have the responsibility for operation of said sanitary landfill. However, it is specifically understood that in case of any such assignment, the assignee shall become fully liable for, and obligated to strict performance of, all covenants, undertakings, agreements, and obligations herein set forth to be performed by the Contractor herein, and, further, that the Contractor herein, as assignor, shall also remain fully liable and responsible in all respects for the strict performance by assignee of all of said covenants, undertakings, agreements, and obligations herein provided to be performed by the Contractor. It is further agreed that, after execution of this contract for the described sanitary landfill, this contract may be assigned by the City to a corporaton or person (franchisee) which shall be franchised to collect residential municipal waste within the City of Baytown. The City shall, however, remain fully liable and responsible for undertakings, agreements, and obligations herein provided to be performed by the City. IN WITNESS WHEREOF, the City has caused this contract to be executed in its name by its Mayor, and its official seal to be hereunto affixed and attested by its City Clerk, the City hereby warranting same to be duly authorized by the proper and valid act of the City Council of the City, and the Contractor has cause this Agreement to be executed by its President, and its corporate seal to be hereunto affixed and attested by its Secretary, the Contractor hereby warranting same to be duly authorized by the proper and valid act of the Board of Directors of the Contractor. 12 EXECUTED in duplicate in the City of Baytown, Texas, the date first above written. ATTEST: EILEEN P. HALL, CITY CLERK APPROVED: SECRETARY 13 CITY OF BAYTOWN BY EMMETT O. HUTTO, MAYOR m PRESIDENT