HomeMy WebLinkAbout11 - CR Transfer - Solid WasteCITY OF NEWPORT BEACH
CITY COUNCIL STAFF REPORT
Agenda Item No. 11
January 22, 2008
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: General Services Department
Mark Harmon, General Services Director (949) 644 -3055
m harmon(Mcity. newoort- beach. ca. us
SUBJECT: Contract Amendment with CR Transfer, Inc., for Processing the
City's Solid Waste Materials
ISSUE:
Should the City Council amend the current contract with CR Transfer, Inc. (CRT) to
extend the agreement four months, from February 28, 2008, to June 30, 2008?
RECOMMENDATION:
Approve the amendment to the current contract with CRT, extending the agreement
from February 28, 2008, through June 30, 2008.
DISCUSSION:
On February 26, 1996, the City Council approved a Recycling Agreement with CRT, Inc.
Under this agreement, the materials collected by City crews from residential units shall
be delivered to the current CRT processing facility in Stanton, CA. Once received, CRT
shall sort and remove recyclable materials to the extent of twenty -five percent (25 %) of
the weight of all materials delivered by the City to the facility. Following the separation
of recyclable materials, the remaining solid waste shall be disposed of by CRT at a
County landfill. The term of this agreement was six years, with automatic renewals
(commonly referred to as an "evergreen" or "rolling" contract). The new contract will
require a 40% diversion /recycling level consistent with the recent solid waste contract
for the Newport Coast residential community.
On March 14, 2005, the City sent written notice to CRT canceling the agreement
effective February 28, 2008 in order for the City to solicit competitive bids. During the
preparation of the specifications for this project, discussion ensued regarding the
transfer of materials from the City Yard to the processing facility, a function that is
currently being performed by City staff and equipment. Several solid waste companies
Contract Amendment with CR Transfer, Inc., for Processing the City's Solid Waste Materials
January 22, 2008
Page 2
expressed an interest in performing the transfer activity in addition to processing the
solid waste collected by the City.
The City currently operates a 300 -ton per day (permitted capacity) transfer station
located in the General Services Corporation Yard. The City's refuse collection trucks
deposit the solid waste they collect from residential units into large, 18 -wheel transfer
trucks for shipment to the CRT processing facility in Stanton. This operation requires
three full time sanitation employees; one (1) Transfer Station Operator and two (2)
Equipment Operators. The City also ownsloperates three tractor trucks and five trailers
used in the transfer operation.
Staff is recommending that the specificationlrequest for proposal for the processing of
the City's solid waste materials, include an option for the solid waste contractor to
perform the transfer and shipping of the materials from the City Corporation Yard to
their processing facility. This process will require analysis of the impact to current
staffing levels, cost analysis on current program compared to proposals received, and
hauler liability and indemnification issues. The "mechanics" of the program, including
the staging of transfer trailers in the City Corporation Yard and the disposal of surplus
equipment, will also need to be a part of any proposal to the City.
Due to the potential cost savings of contracting out the transfer operation, staff
recommends extending the current agreement with CRT through June 30, 2008. This
extension will allow time to include the transfer and shipping of the City's solid waste in
the specifications/request for proposals, identify firms capable of providing this service,
perform cost analysis on the proposals once they are received, and submit for City
Council approval.
Environmental Review:
This action does not require environmental review.
Public Notice:
This agenda item may be noticed according to the Ralph M. Brown Act (72 hours in
advance of the public meeting at which the City Council considers the item).
Funds:
Funds were budgeted in this fiscal year for the processing of the City's solid waste
materials (Account #3150 - 8250). This amendment will not impact the current operating
budget as only the term of the agreement is changing, and not the compensation to
CRT.
Contract Amendment with CR Transfer, Inc., for Processing the City's Solid Waste Materials
January 22, 2008
Page 3
Prepared by:
1 a'
Mark Harmon
General Services Director
Reviewed by:
L� ( -
Aaron Harp
Assistant City Attorney
Attachments:
(1) Amendment #1 To Agreement With CR Transfer
Solid Waste (Recycling)
(2) Letter From CR &R, Inc. — Recycling Agreement
(3) Current Recycling Agreement with CR Transfer,
Inc. For Processing Municipal
Extension
Inc.
AMENDMENT NO. 1
TO AGREEMENT WITH CR TRANSFER, INC.
FOR PROCESSING MUNICIPAL SOLID WASTE (RECYCLING)
THIS AMENDMENT NO. 1 TO CONTRATOR AGREEMENT, is entered into this
22nd day of January, 2008, by and between the CITY OF NEWPORT BEACH, a
municipal corporation ( "CITY "), and CR TRANSFER, INC. (CRT), a California
Corporation, whose office is located at 11292 Western Avenue, California, 90680, and
is made with reference to the following:
RECITALS:
A. On February 26, 1996, CITY and CRT entered into an AGREEMENT in which
CRT was hired for processing the CITY'S residential waste stream; separating
recyclable material from solid waste, delivering the recyclables for sale, and
disposing of the unusable solid waste in a landfill (hereinafter referred to as the
"AGREEMENT ").
B. Pursuant to Section I, A of the AGREEMENT, the original term of the
AGREEMENT was six (6) years effective March 1, 1996 through February 28,
2002. On March 1, 2002, the AGREEMENT automatically renewed for a new six
(6) year term ending on February 28, 2008. Pursuant to the AGREEMENT,
unless notice is provided that the AGREEMENT is to be cancelled, the
AGREEMENT automatically extends for another six (6) year term.
C. On March 14, 2005, the CITY gave written notice to CRT that the AGREEMENT
would be cancelled effective February 28, 2008.
D. The purpose of this amendment is to amend the term of the AGREEMENT to
change the cancellation and termination date of the AGREEMENT from
February 28, 2008 to June 30, 2008, to allow staff additional time to consider
including transfer operations into a new contract.
E. CITY and CRT mutually desire to amend the cancellation and termination date,
hereinafter referred to as "AMENDMENT NO. 1, as provided below.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as
follows:
Section 1, Term, Paragraph A, of the AGREEMENT is amended to read as
follows:
"The term of this AGREEMENT shall commence on March 1, 1996 and
shall terminate on June 30, 2008. CRT acknowledges and agrees that:
(a) CRT received the notice of cancellation dated March 14, 2005
canceling the AGREEMENT effective February 28, 2008; (b) by providing
the March 14, 2005 notice of cancellation, the CITY fully met any and all
obligations it has pursuant to the AGREEMENT required to cancel and
terminate the AGREEMENT effective February 28, 2008; (c) CRT shall
have no right to continue service pursuant to the AGREEMENT, or
otherwise, beyond the term of this AGREEMENT as amended by
Amendment No. 1; and (d) the CITY shall not be required to provide any
additional notice under the AGREEMENT to cancel and terminate the
AGREEMENT, or otherwise, as a result of the extension of the Term of
the AGREEMENT by and through this Amendment No. 1. CRT expressly
waives and releases any rights it may have under the AGREEMENT, this
Amendment No. 1, or otherwise, to continue to provide services beyond
the Term of this AGREEMENT, as amended by Amendment No. 1, and
CRT agrees that upon termination of this AGREEMENT on June 30,
2008, CRT will not contest CITY'S right to provide services or contract
with any person or entity pursuant to a Request for Proposal Process, or
otherwise."
2. Except as expressly modified herein, all other provisions, terms, and covenants
set forth in AGREEMENT shall remain unchanged and shall be in full force and
effect.
IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT NO. 1
on the date first above written.
APPROVED AS TO FORM:
mil..._ _ ,
ity Attorney
for the City of Newport Beach
ATTEST:
CITY OF NEWPORT BEACH,
A Municipal Corporation
By:
Mayor
for the City of Newport Beach
CR TRANSFER, INCORPORATED:
By: By:
LaVonne Harkless,
City Clerk
Print
(Corporate Officer)
By:
(Financial Officer)
Title:
Print Name:
cr -�sr -�
January 7, 2008
Mr. Mark Harmon
Director of General Services
City of Newport Bead
General Services Department
592 Superior Avenue
Newport Beach, California 92663
Re: Recycling Agreement Extension
Dear Mr. Harmon:
Thank you for your telephone conversation today regarding your interests in
continuing with the recycling of the residential solid waste from the City of
Newport Beach, Our understanding is that'you wish to analyze additional
information regarding these services with the potential of requesting proposals at
the end of this fiscal year.
The current Recycling Agreement was signed on February 26, 1996 and with
notice duly given, expires on February 28, 2008.
With this letter, CR Transfer, Inc. a division of CR &R Incorporated agrees to
extend this Agreement through June 30, 2008 under the same / existing terms
and conditions: This includes freezing the current rate charged for processing
the solid waste, and continuing the insurance and liability requirements through
this time frame.
Should anything -further be needed, please do not hesitate to call.
As always, it is a pleasure being of service to the City of Newport Beach.
Respectfully,
Dean A. Ruffridge,
Senior Vice President
12M LAKELAND ROAD
.SANTA FE SPRM A CA 9067()
562.944.4716
562.944.8516 Fax
WWW.CRRINC.NET
WKIW pop.,
APPHOAd BY CITY COUNCIL
z -a6 -�/(.
This AGREEMENT between the CITY OF NEWPORT BEACH (herein-
after referred to as the "CITY ") and CR TRANSFER, INC. (hereinafter referred to
as the "CRT "), dated thisaMday of rcbrrita� 1996, for purposes of
identification, is made with reference to the f6llowing recitals:
RECITALS
A. The State Legislature has enacted laws that requires CITY to recycle
twenty-five percent (25 %) of its solid waste stream by December 31, 1995 and
fifty percent (50 %) by December 31, 2000, and the Newport Beach City Council
would like to meet the State mandates.
B. CRT is a California Corporation in the business of accepting solid
waste from public and private haulers at its Stanton Transfer Station, located at
11232 Knott Avenue, Stanton, California, ( "CRT processing site ") separating
recyclable material from solid waste, delivering the recyclables for sale to users
of recycled material, and disposing of unusable solid waste in a landfill.
C. CITY entered into a Recycling Agreement dated March 23, 1990,
with CRT, which agreement will expire in September 2000. Paragraph XI of the
agreement provides that the agreement may be terminated by the. mutual._.__ ............._ .._..
consent of the Parties.
D. CITY is the only municipality in Orange County that is currently
using City staff to collect, haul, and dispose of solid waste generated by its
residents, the City Council has evaluated alternative programs designed to
satisfy State recycling requirements, and the City Council has determined that
CRT represents the most feasible method of satisfying these requirements.
E. CITY and CRT desire to terminate the Recycling Agreement dated
March 23,1990 and enter into this new AGREEMENT.
F. CITY and CRT will each benefit from a new AGREEMENT in that
CITY will provide CRT with a substantial and dependable solid waste stream
and CRT will separate from that waste stream recyclable material in sufficient
quantity to satisfy CITY's recycling obligations. In addition, CRT will provide .
additional protection and benefits to CITY, such as indemnification from a
variety of liabilities, long term processing cost stability, a green waste recycling
program, service of various CITY waste containers, phone book and Christmas
tree recycling, rebates, and additional public education assistance, which were
not included in the agreement dated March 23,1990.
NOW, THEREFORE, the Parties agree as follows:
SECTION I
TERM
A. The term of this AGREEMENT shall be six (6) years effective on
March 1, 1996 through February 28, 2002. The term shall thereafter be
automatically renewed for a new six (6) year term on each March 1st, of
successive six (6) year periods beginning on March 1, 2002, unless otherwise
terminated pursuant to this AGREEMENT. The automatic renewal of any six (6)
year term of this AGREEMENT may be terminated by written notice of
cancellation of the renewal. Notice of cancellation of the automatic renewal may
be given by either party at anytime, without cause, and will cause this
AGREEMENT to terminate when the balance of the remaining six (6) year term
expires.
B. This AGREEMENT may also be terminated pursuant to Section XII
of this AGREEMENT or by mutual consent of the Parties.
SECTION II
REPRESENTATIONS AND WARRANTIES
A. CITY warrants and represents that it has the right to, and does,
collect, haul and dispose of solid waste generated by the vast majority of
residential units, and some commercial and industrial properties, within CITY.
CITY further warrants and represents that it will maintain, during the term of
this AGREEMENT and subject to budgetary constraints, manpower and
equipment sufficient to collect and haul solid waste generated within CITY.
B. CRT represents and warrants that it will maintain adequate space,
manpower, and equipment to perform the duties required of it pursuant to this
AGREEMENT. CRT further represents that it will actively seek markets for
recycled materials reclaimed from CITY solid waste stream such that CRT
continues to have a financial interest in performing the duties required by this
AGREEMENT.
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SECTION III
DUTIES OF CRT
CRT shall perform the following basic services:
A. Maintain a solid waste transfer station at the CRT processing site in
the City of Stanton, or an equal facility no further from CITY, with adequate
space to accept all solid waste delivered by CITY, sufficient manpower and
equipment to separate recyclables from the waste stream and store recycled
material prior to shipment, without causing undue delays to CITY. Undue
delays are defined as delays of access to unloading of CITY's solid waste at the
CRT processing facility greater than thirty (30) minutes per load.
B. 1. Sort through the waste stream delivered by CITY and remove
recyclable materials to the extent of twenty-five percent (25 %) or more of the
weight of all materials in the waste stream.
2. On July 1, 1999, or such later date as CITY may designate in
writing, commence to sort and remove recyclable materials to the extent of fifty-
percent (50 %) or more of the weight of all materials in the waste stream, or such
other percentage as may be required by CITY to comply with State Law. CITY
shall provide CRT with six (6) months prior written notice of its intent to
implement the fifty percent (50 %) recycling rate.
C. After separation of recyclable materials, dispose of the remaining
solid waste at a location and /or in a manner that fully complies with all relevant
local, State, and federal laws, rules and regulations and this AGREEMENT.
D. Provide documentation, satisfactory to CITY and the County of
Orange, and as required by State law, attesting to the tonnage of solid waste
received from CITY and deposited in a landfill. CRT shall also provide a
monthly recycling report which will include, at a minimum, the total solid waste
tonnage, the amount of solid waste recycled by category, and the recycling rate.
E. If requested by CITY due to a mechanical breakdown of CITY
refuse transfer equipment, provide, on a temporary basis, refuse transfer
equipment, and drivers, to transport CITY refuse from Corporation Yard at 592
Superior Avenue, Newport Beach to the CRT processing facility. CITY will
compensate CRT under the provisions of Section V, Paragraph F.
F. In the event of a major CITY manpower or equipment stoppage
related to CITY refuse collection activities, CRT will provide any available CRT
9
resources to CITY on a temporary basis at the average Countywide monthly
residential collection rate.
G. CRT shall provide AB 939 education programs by providing up to
five (5) tours of their Materials Recovery Facility each year and preparing with
CITY staff concurrence, a recycling, household hazardous waste, and anti -
scavenging brochure for each residence on a biennial basis. CITY will provide
mailing labels. The brochure will be mailed by CRT within ninety (90) days of
written request by CITY. Costs to CRT shall not exceed five - thousand dollars
($5,000) annually.
H. CRT shall have an agreement in place throughout the term of this
AGREEMENT for composting or processing green waste with a properly
licensed facility and divert CITY green waste to same. This diversion of green
waste will be included in the overall 25% or 50% recycling rate requirement
noted in Section III, Paragraph B.I. and B.2, unless future Federal or State
mandates no longer permit the use of green waste in diversion totals.
I. CRT shall provide complimentary Christmas tree and phone book
recycling on an annual basis.
J. CRT shall provide roll off containers for any CM sponsored
recycling event, including non-profit organizations, with CRT to pay fair market
value for recyclables collected less transportation costs of the containers
provided to the event.
SECTION IV
DUTIES OF CITY
CITY shall be required to perform the following duties:
A. Deliver at a minimum all solid waste collected by CM personnel
from residential units to the current CRT processing facility in Stanton or such
other facility as CRT may direct, provided the alternate site is no greater distance
nor driving time from Newport Beach than the current facility, at no cost nor
expense to CITY, except as otherwise noted in Section III, Paragraph E.
B. Solid waste shall be delivered to CRT between the hours of 7:00
a.m. through 6:00 p.m., Monday through Saturday, and shall be off- loaded by
CM personnel using CM equipment. The solid waste delivered to CRT shall
be the same material collected by CITY personnel and deposited into CITY
4
vehicles. CITY shall not further compact, or alter the composition of, the waste
collected, except to the extent the material is compacted in the original collection
vehicle.
SECTION V
COMPENSATION
A. CITY shall compensate CRT at the rate of $45.75 per ton of solid
waste delivered by CITY. This service fee ($45.75) includes a base net cost of
$22.25 per ton.
B. The base net cost shall be increased on July 1, 1996, and every
twelve (12) months thereafter, to reflect any increase in the Consumer Price
Index (CPI - all urban consumers for the Los Angeles- Anaheim - Riverside area -
1995 base year) as specified in this subsection. Base net cost increases shall reflect
increases in the CPI. The base net cost of CRT operations as of the effective date
of this AGREEMENT is $22.25 per ton and that sum will be used to calculate the
service fee increase to be effective on, July 1, 1996. The base net cost of CRT shall
increase in subsequent years to reflect prior increases in the CPI (for example,
assuming a CPI increase of three percent (3 %) prior to January 1, 1996, the base
net cost used to calculate the July 1, 1997 service fee increase will be $22.92 per
ton). Base net cost increases shall reflect actual changes in CPI provided,
however, in the event the CPI increases more than three percent (3 %) during the
preceding twelve (12) months, the increase in the service fee shall be limited to
three percent (3 %) multiplied by the then current base net cost.
C. The service fee assumes a current disposal fee of $35.00 per ton In
the event disposal fees are increased or decreased from the current rate of $35.00
per ton, the service fee shall be increased or decreased by an amount equal to
seventy-five percent (75 %) of the difference between the current disposal fee and
the new fee. If CITY opts for an increased recycling rate of fifty percent (50 %) as
provided for in Section III, Paragraph B.2. the seventy-five percent (75 %)
calculation noted above shall be reduced to fifty percent (50 %) of the difference
between the current disposal fee and the new fee.
D. The service fee may be increased by $13.95 per ton of solid waste
received by CRT from CITY upon CITY's request pursuant to Section III,
Paragraph B.2. to increase the recycling rate to fifty percent (50 %). The $13.95
service fee increase assumes an increased recycling requirement at fifty percent
(50 %) of the solid waste stream. If the California Integrated Waste Management
Board designates a lesser percentage, CRT agrees to negotiate with CITY to
61
reduce the $13.95 per ton increase by an amount which will reflect reduced
recycling costs incurred by CRT in recycling.
E. The service fee assumes CRT will, during the term of this
AGREEMENT, be able to dispose of solid waste at Bowerman or Brea Canyon
landfills. If both the Bowerman and Brea Canyon landfills are dosed or CITY
designates another facility under the provisions of Section VII below, the service
fee shall be adjusted to reflect any change in disposal and transportation costs
which result from transporting solid waste to a new or different facility location.
If there is a resulting change in disposal costs the fee shall be adjusted as
provided in Section V, Paragraph C. If there is a resulting change in
transportation costs, the adjusted fee will be based upon a precise time /distance
study conducted jointly by CITY and CRT.
F. In the event CRT is required to provide, on a temporary basis,
personnel and refuse equipment to transfer solid waste in the event of a
breakdown of CITY equipment, CRT shall receive an additional five dollars,
ninety cents ($5.90) per ton for all solid waste transported in CRT equipment.
G. Compensation due CRT pursuant to this AGREEMENT shall be
paid within thirty (30) days after receipt of an invoice, accompanied by
supporting documentation as required by State law establishing the total weight
of the solid waste provided by CITY, the amount disposed of by CRT, and the
weight of the recycled or reclaimed materials recovered from the solid waste
delivered to CRT by CITY.
H.. CRT guarantees CITY that its service fee will be the most favorable
rate given to any customer using service similar to that provided to CITY. If
CRT negotiates a more favorable service fee with any customer subsequent to the
date of this AGREEMENT, that fee shall become the rate for CITY.
I. CRT shall compensate CITY at the rate of two dollars and seventy-
four cents ($2.74) per ton of all waste delivered to the CRT, processing site by
CITY personnel between the dates of July 1, 1995 to February 29, 1996. In
addition, CRT, Inc., shall compensate CITY at the rate of two dollars and twenty-
five cents ($2.25) per ton of all waste delivered to the CRT, Inc., processing site by
CITY personnel between the dates of July 1, 1995, and June 30,1996.
SECTION VI
OWNERSHIP OF SOLID WASTE
N
CRT shall become the owner of all solid waste when delivered to the CRT
processing site, or such alternate site as may be designated during the term of
this AGREEMENT. CRT shall have the exclusive right to market all recyclable
material reclaimed from solid waste generated by CITY pursuant to this
AGREEMENT and shall be entitled to any and all income derived from the sale
or use of the recycled material. CRT shall make an every reasonable effort to
recover any inadvertently disposed materials which are owned by CITY or
residents and return them upon request.
SECTION VII
LOCATION OF DISPOSAL
A. CRT shall dispose of solid waste only by taking such solid waste to
a landfill, transfer station, recycling facility or materials recovery facility which is
lawfully authorized to accept such solid waste. CRT shall not dispose of solid
waste by depositing it on any land (except a permitted recycling facility) whether
public or private, in any river, stream or other waterway, in any sanitary sewer
or storm drainage system, or any manner prohibited by law.
B. CRT agrees that CITY has the future right, at any time, to direct
CRT to dispose of CITY solid waste at a permitted. disposal facility designated by
CITY. For example, CITY may exercise this right in order to save money on
disposal costs, to avoid disposal sites with potential cleanup problems, or to meet
the requirements for access to a disposal site. CRT agrees to dispose of the solid
waste which CITY delivers to CRT at any disposal facility directed by CITY. This
exercise of "flow control' by CITY shall be made upon at least one hundred -
twenty (120) days prior written notice to CRT.
SECTION VIII
INDEPENDENT CONTRACTOR
CRT, in performing the services required by this AGREEMENT, is acting
in the capacity of an independent contractor. CRT is solely responsible for
determining the type, method and manner of the work or tools and
instrumentalities required to perform the services specified in this
AGREEMENT. CRT is solely responsible for the payment of all salaries, benefits,
unemployment insurance taxes, social security taxes and any other payments
required by law.
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SECTION IX
INDEMNIFICATION
A. 1. CRT assumes the sole risk for all the work covered by this
AGREEMENT done at the CRT processing site for solid waste. CRT agrees to
indemnify, defend, save and hold harmless CITY, its elected and appointed
boards and commissions, officers, agents, and employees from and against
losses, damages, liability, claims, costs and expenses for damages of any nature,
but not limited to, bodily injury, death, personal injury, property damage,
attorneys' fees and court costs arising from any and all negligent actions of CRT,
its employees, agents or subcontractors in the performance of services under this
AGREEMENT.
2. CRT shall indemnify and hold harmless CITY, its City
Council, boards and commissions, officers and employees from and against any
and all loss, damages, liability, claims, costs and expenses whatsoever, including
reasonable attorneys' fees, which may accrue to any and all persons, or business
entities furnishing or supplying work, services, materials, equipment or supplies
to contractor in the performance of services under this AGREEMENT.
3. In the event that CRT and CITY are sued by a third party for
damages allegedly caused by negligence or other wrongful conduct of CRT, or
by a dangerous condition of CITY's property created by CRT or existing while
the property was under the control of CRT, CRT shall not be relieved of its
indemnity obligation to CITY by any settlement with any such third party unless
that settlement includes a full release and dismissal of all claims by the third
party against CITY.
B. 1. CRT shall indemnify, defend and hold harmless CITY, as
well as its officers, employees, agents and representatives with respect to any
loss, damage, liability, claim, cost, expense or cause of action arising out of any
act or omission of CRT, its directors, officers, agents, employees, subsidiaries,
affiliates, successors, assigns or insureds in any way related to the services to be
performed by CRT pursuant to this AGREEMENT.
2. In addition, CRT shall indemnify CITY, defend with counsel
approved by CITY, protect and hold harmless CITY, its officers, employees,
agents, assigns, and any successor or successors to CITY's interest, from and
against all claims, actual damages including, but not limited to, special and
consequential damages, natural resource damage, punitive damages, injuries,
costs, response, remediation, and removal costs, losses, demands, debts, liens,
liabilities, causes of action, suits, legal or administrative proceedings, interest,
fines, charges, penalties and expenses attorneys' and expert witness fees and
costs incurred in connection with defending against any of the foregoing or in
enforcing this indemnity, of any kind whatsoever paid, incurred or suffered by,
or asserted against, CITY or its officers, employees, agents or CRT arising from
or attributable to CRT's activities under this AGREEMENT concerning any
hazardous substances or hazardous waste at any place where CRT stores or
disposes of solid or hazardous waste pursuant to this AGREEMENT between
CITY and CRT. The foregoing indemnity is intended to operate as an
AGREEMENT pursuant to CERCLA, 42 USC Section 9607(e) and any
amendments thereto; California Health & Safety Code Section 25364, to insure,
protect, hold harmless and indemnify CITY from liability.
3. CRT shall protect, defend, indemnify, and hold harmless
CITY against all fines or penalties imposed on City by the California Integrated
Waste Management Board with respect to CRT's failure to meet the recycling
requirements of this AGREEMENT.
C. CITY and CRT shall promptly notify the other of any claim or
lawsuit for which the other has obligations pursuant to this Section.
D. If pursuant to Section VII, Paragraph B, CITY directs CRT to
dispose of CITY solid waste at a disposal location outside the County of Orange,
the indemnification provision of Section IX, Paragraph B.2., shall be rescinded at
CRT's option
SECTION X
INSURANCE
A. Without limiting CRT's indemnification of CITY, CRT shall obtain
and maintain at its own expense during the term of this AGREEMENT, policy or
policies of liability insurance of the type and amounts described below and
satisfactory to CITY. Insurance policies shall be signed by a person authorized
by that insurer to bind coverage on its behalf and must be filed with CITY prior
to exercising any right or performing any work pursuant to this AGREEMENT.
Prior to the commencement of work, CRT shall provide to CITY
certificates of insurance from an insurance company certified to do business in
the State of California, with original endorsements. At the option of CITY, CRT
shall provide copies of all policies providing coverage as required by this
0
AGREEMENT. CRT shall provide the following insurance, with Best's rating A-
VII or better carriers, unless otherwise approved by the City Risk Manager:
1. Worker's Compensation and Employers Liability insuring
statutory Worker's Compensation limits as required by the California Labor
Code and one million dollars ($1,000,000) per accident Employers Liability;
2. Commercial general liability insurance covering third party
liability risks, including without limitation, contractual liability, in a minimum
amount of one million dollars ($1,000,000) combined single limit per occurrence
for bodily injury, personal injury and property damage. If the policy does not
apply separately to this AGREEMENT or contains a general aggregate limit, then
the aggregate limit shall not be less than two million dollars ($2,000,000);
3. Automobile liability and property insurance covering all owned
and rented vehicles of CRT coverage with a minimum amount of two million
dollars ($2,000,000) combined single limit per accident for bodily injury and
property damage, and shall include sudden and accidental coverage.
B. Endorsements to the policies providing the above insurance shall
be obtained by CRT, adding the following three provisions:
1. Additional Insureds:
"CITY and its elected and appointed
boards, officers agents, and employees as additional insureds"
2. Notice:
"The policy shall not terminate, nor shall it be canceled . nor the
coverage reduced, until thirty (30) days after written notice is
given to CITY."
3. Other Insurance:
"Any other insurance maintained by CITY shall be excess and
not contributing with the insurance provided by this policy."
C. CRT shall give to CITY prompt and timely notice of any claim
made or suit instituted arising out of CRT's performance of this AGREEMENT.
CRT shall also procure and maintain, at its own cost and expense, any additional
kinds of insurance, which in its own judgment may be necessary for its proper
protection and prosecution of the work.
D. CRT agrees that in the event of loss due to any of the perils for
which it has agreed to provide, comprehensive general and automotive liability
10
insurance, that CRT shall look solely to its insurance for recovery. CRT hereby
grants to CITY, on behalf of any insurer providing, comprehensive general and
automotive liability insurance to either CRT or CITY with respect to the services
of CRT, a waiver of any right of subrogation which any such insurer of CRT may
acquire against CITY by virtue of the payment of any loss under insurance.
SECTION XI
PROHIBITION AGAINST TRANSFERS
CRT may not assign any right or obligation of this AGREEMENT or any
interest in this AGREEMENT by operation without prior written consent of
CITY. Any attempted or purported assignment without consent of CITY shall be
null and void. CRT may not employ any subcontractors unless specifically
authorized by CITY.
The sale, assignment, transfer or other disposition of any of the issued and
outstanding capital stock of CRT, or of the interest of any general partner or
joint - venturer which shall result in changing the control of CRT, shall be
construed as an assignment of this AGREEMENT. Control means fifty percent
(50 %) or more of the voting power, or twenty five percent (25 %) or more of the
assets of the corporation, partnership or joint - venture.
SECTION XII
DEFAULT/REMEDIES/TERMINATION
A. A party shall be considered in default if and when the party fails or
refuses to perform any of the provisions of this AGREEMENT in the manner
required. The. party in default shall have the right to cure the default within
thirty (30) days after written notice from the other party specifying the nature of
the default and its intention to exercise the remedies provided in this
AGREEMENT in the event of a failure to cure. If the default requires more than
thirty (30) days to cure, the breaching party must commence cure within thirty
(30) days after written notice from the non - breaching party and diligently pursue
the cure to completion
B. In the event a party fails to cure a default as specified in this
Section, the non - breaching party shall have the right to terminate the
AGREEMENT and to exercise any other remedy provided by law.
11
C. The Parties agree that remedies at law, including monetary
damages, are not adequate to protect CITY in the event that CRT fails to accept
the waste stream generated by CITY or fails to separate from that waste stream
recyclables equal to twenty-five percent (25°x), or more, of the total weight of the
entire waste stream received by CRT. In such event, the CITY's remedies shall
include, but not limited to, the right to a Court Order requiring CRT to
specifically perform in accordance with this AGREEMENT.
SECTION )III
PERMITSAICENSES
CRT shall obtain, at its sole cost and expense, all permits and licenses
required by any public agency having jurisdiction over its operations that are
necessary for the performance of services pursuant to this AGREEMENT and,
upon request, shall provide proof to CITY that such licenses and /or permits
have been obtained.
SECTION XIV
MISCELLANEOUS PROVISIONS
A. Notices
Any notice required by this AGREEMENT shall be deemed given
when personally delivered or when deposited in the United States Mail, first
class postage prepaid, and addressed as provided below:
CR Transfer, Inc.
11292 Western Avenue
P.O. Box 125
Stanton, California 90680
General Services Director
City of Newport Beach
3300 Newport Boulevard
P.O. Box 1768
Newport Beach, California 92659 -1768
B. Cost of Litigation
If any legal action is necessary to enforce any provision of this
AGREEMENT, or for damages by reason for an alleged breach of any provisions
12
of this AGREEMENT, the Parties agree that the court with jurisdiction over the
action may detemline and fix reasonable attorneys' fees and expenses to be paid
to the successful party.
C. Arbitration
The parties may mutually agree to submit disputes over the terms
of this Agreement to arbitration.
D. Compliances
CRT represents that it is familiar with and shall comply with all
laws, State or federal and all ordinances, rules and regulations enacted or issued
by CITY which are applicable to the performance of services under this
AGREEMENT.
E. Integrated Contract
This AGREEMENT represents the full and complete understanding
of every kind or nature whatsoever between the Parties and all preliminary
negotiations and agreements of whatsoever kind or nature are merged in this
AGREEMENT. No verbal AGREEMENT or implied covenant shall be held to
vary the provisions hereon. Any modification of this AGREEMENT will be
effective only by written execution signed by both CITY and CRT.
F. Waiver
A waiver by CITY of any breach of any term, covenant or condition
contained herein shall not be deemed to be a waiver of any subsequent breach of
the same or any other term, covenant or condition contained herein whether of
the same or a different character.
G. Authori
Each of the Parties warrants and represents to the other that this
AGREEMENT has been approved by its governing body and that the officers
whose names appear below have been duly authorized to execute this
AGREEMENT and bind the respective Parties.
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SECTION XV
1990 RECYLING AGREEMENT
Upon execution of this AGREEMENT by CITY and CRT, the March 23,
1990 Recyling Agreement is terminated and of no further force or affect.
IN WITNESS WHEREOF, each of the Parties hereto has caused this
AGREEMENT to be executed by its duly authorized representative as of the date
set forth below by such authorized signature.
APPROVED AS TO FORM:
Ci Attorney
Attest:
�� m. Ija
City Clerk
de \winword \recydin.dw
2 -16-%
CITY OF NEWPORT BEACH
A Municipal Corporation
By:
Mayor
Date: ?47
CR TRANSFER, INC.
11292 Western Avenue
P.O. Box 125
Stanton, California 90680
14
$ II - I�aa�B
Subj: I am hoping this letter reaches the mayor and council today.
Date: 1/2212008 10:40:39 A.M. Pacific Standard Time
From: ,Iudithwareatmm
To: eds elich @roadrwner._co_.m,.Gardrterncy
CC: Lesliekdalgle, CURRYK@ptm com, mfhenn @verizon, net
To the Mayor and Council members
Solid Waste Item on Jan 22,2008 agenda today
1.We request that the current contract for the processing be canceled as is
on the agenda scheduled for today.(no change there)the agreement is old,a
monopoly and has no competition
2.We are also requesting that a second action would be to open the
recycling up to competition because as the staff report is written it reduces
competition,shuts out business and excludes the home owners. Recycling
is every haulers and processors responsibility and there should be a
meeting set up with the haulers and processors that have city licenses and
State Permitted Materials Recovery Facilities with the staff and perhaps
council members or a workshop.
Here are our suggestions:
Instead of having one company perform both the direct transfer and material
processing, it would be best for the City of Newport Beach to split these two
services into separate bids. Separating the work would result in the most cost
effective result for the City.
In short, there would be one bid for the direct transfer of materials to a material
recovery facility. The other (or multiple) would be for the processing of said
materials. The bid /RFP can be quickly issued and new services commencing on 1
July 2oo8. There is no rational reason to continue with the existinn S er__and
Recently, other cities (e.g., Rancho Santa Margarita, Costa Mesa, Orange, Irvine)
have created competition for recycling services. There's no reason why this can't
be accomplished in Newport.
Following along the same line would be to increase the usage of permitted
facilities for other no�zclusive providers for self - hauled was a and cons=
and demolition waste. Competition here would provide tie best rates for the
City's residents and businesses, while ensuring the City retains its compfq,ncE
with AB 939• There needs to be a material focus for processing, which will
expand the universe of materials that can be recycled in the City.
By the way: Food for thought: All waste haulers should have to take the'
materials from any and all construction an emoll e s to an approved
Tuesday, January 22, 2009 America Online: Gardner ncy
CD facility: Orange certified 3 facilities, Newport should do the same for c/d
us
(co 'I�Mon and demolition) processing and require c/d generated in the City to
be processed at one of the approved facilities.
Jay Ware
General Manager
wwwMarwisposal.com
Start the year off right. En�m
ays to stay. in the new year.
Start the year off right. Easy waysjostayjn,;ftpp in the new year.
Start the year off right. Easy ways to. stay, inshape in the new year.
Tuesday, January 22, 2008 America Online: Gardner ncy
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