HomeMy WebLinkAboutOrdinance No. 2022-05 ORDINANCE NO. 2022-05
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF FRIENDSWOOD,
TEXAS, GRANTING TO WASTE CONNECTIONS OF TEXAS THE RIGHT,
PRIVILEGE, AND FRANCHISE TO PROVIDE FOR THE COLLECTION,
HAULING, RECYCLING, AND DISPOSAL OF MUNICIPAL SOLID WASTE AND
RECYCLABLE MATERIALS IN THE CITY OF FRIENDSWOOD, TEXAS;
PRESCRIBING COMPENSATION FOR THE RIGHT, PRIVILEGE, AND
FRANCHISE CONFERRED HEREUNDER; CONTAINING OTHER PROVISIONS
RELATED THERETO; PROVIDING A REPEALING CLAUSE; CONTAINING A
SAVINGS CLAUSE; AND PROVIDING FOR THE PUBLICATION AND
EFFECTIVE DATE HEREOF.
WHEREAS, the City of Friendswood is authorized to regulate and provide solid waste
collection, corporate hauling recycling, p p, rec clin , and disposal services within its orate limits; under terms and
conditions deemed appropriate by the City Council; and
WHEREAS, the City Council hereby finds that it is necessary and appropriate to enter into
this franchise agreement with Waste Connections of Texas for the collection, hauling, recycling, and
disposal of municipal solid waste and recyclable materials in order to protect and preserve the public
health and safety of the citizens of the City of Friendswood, and that such purpose requires prompt
unrestrained action by the City Council; and
WHEREAS, the City Council desires to enter into a franchise agreement with Waste
Connections of Texas for the collection, hauling, recycling, and disposal of municipal solid waste
and recyclable materials;NOW THEREFORE,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FRIENDSWOOD,
STATE OF TEXAS:
Section 1. The facts and matters set forth in the preamble of this ordinance are hereby found
to be true and correct and are hereby adopted by the City Council of the City of Friendswood,Texas.
Section 2. The City Council hereby grants the franchise described in Section 3 hereof to
Waste Connections of Texas for the collection, hauling, recycling, and disposal of municipal solid
waste and recyclable materials.
Section 3. The City Council hereby authorizes the Mayor to execute the Franchise
Agreement for the Collection, Hauling, Recycling, and Disposal of Municipal Solid Waste and
Recyclable Materials in the City of Friendswood, which is attached hereto as Exhibit "A" and
incorporated herein for all intents and purposes.
Section 4. In the event any clause phrase, provision, sentence, or part of this ordinance or
the application of the same to any person or circumstances shall for any reason be adjudged invalid or
held unconstitutional by a court of competent jurisdiction, it shall not affect, impair, or invalidate this
ordinance as a whole or any part of provision hereof other than the part declared to be invalid or
unconstitutional; and the City Council of the City of Friendswood, Texas, declares that it would have
passed each and every part of the same notwithstanding the omission of any such part thus declared to be
invalid or unconstitutional,whether there be one or more parts.
Section 5. All ordinances or parts of ordinances in conflict or inconsistent with this
Ordinance are hereby expressly repealed.
Section 6. The work and activity done in connection with the franchise granted hereunder
shall be subject to and governed by all present and future federal, state, and local laws, rules, and
regulations.
Section 7. That this ordinance, having been published in accordance with Section 9.03 of
the Charter of the City of Friendswood, shall take effect and be in force immediately after its final
reading.
PASSED and APPROVED on first reading this 9`'day of February,2022.
W��
MI ORE N,Mayor
ATTE
L ICIA BRYSCH,City Secreta FRIENDS
O _ = �O
APPROVED AS TO FORM: U
* CO
s��Te o�
KAREN HORNER,City Attorney
PASSED,APPROVED and ADOPTED on second and final reading this 7' day of March,2022.
O ayor
ATTES
o f FRIEA/�S'
LE CIA BRYSCH, City Se
cr
'i'• O
APPROVED AS TO FORM:
9TF O�� F ,.
KARN HORNER City Attorney
HACity Council\Ordinances\2022\02-09-2022\Franchise Agreement.docx
2
Exhibit "A"
FRANCHISE AGREEMENT
FOR THE COLLECTION, HAULING, RECYCLING AND DISPOSAL OF
MUNICIPAL SOLID WASTE AND RECYCLABLE MATERIALS
IN THE CITY OF FRIENDSWOOD, TEXAS
STATE OF TEXAS §
COUNTY OF GALVESTON §
This Franchise Agreement(this"Agreement")is made and entered into as of the day of May
2022, by and between Waste Connections of Texas, LLC, d/b/a Waste Connections of Texas, a Delaware
limited liability company (the"Service Provider"),and the City of Friendswood,Texas(the"City")to grant
to the Service Provider the franchise, license and privilege to collect, haul and recycle or dispose of
Municipal Solid Waste and Recyclable Materials (as such terms are defined herein) within the City's
corporate limits subject to all applicable federal,state,and local laws.
1. Defined Terms.
The following terms,as used herein,shall have the meanings ascribed to them in this section,except
where the context clearly indicates a different meaning:
Automated Collection Service means the collection of garbage or trash with the use of a
Standard Automated Side-Loader Truck.
Automated Service Container means a rolling, molded plastic container, issued by the
Service Provider, equipped with a lid, capable of holding not more than 95 gallons, and designed
to be collected by means of a Standard Automated Side-Loader Truck operated by a single person
without the necessity of leaving the cab of such truck.
Bag means a plastic sack, secured at the top, designed to store refuse with sufficient wall
strength to maintain physical integrity when lifted by the top.
Bulky Item means any item not measuring in excess of either forty-eight (48) inches in
length or fifty(50) pounds in weight, including, but not limited to, refrigerators, stoves, washing
machines,water tanks,chairs,couches, and other similar household items.
Bundles means items not measuring in excess of either forty-eight(48)inches in length or
fifty(50)pounds in weight and which are securely fastened together,including,but not limited to,
brush,newspapers,and tree trimmings.
Business Day means any day that is not a Saturday,a Sunday,or a Holiday.
Calendar Year means the period beginning January 1 and ending on the succeeding
December 31.
City Manager means the City Manager of the City of Friendswood or his designated
representative.
Commercial Unit means any non-manufacturing commercial facility that generates and
accumulates Municipal Solid Waste during,or as a result of,its business,including,but not limited
to,restaurants,stores,and warehouses.
Franchise Agreement Page 1
Construction and Demolition Waste means Solid Waste resulting from construction or
demolition activities or that is directly or indirectly the by-product of such activities,including,but
not limited to,cartons, concrete,excelsior,gypsum board,metal,paper,plastic,rubber,and wood
products.Construction and Demolition Waste does not include Hazardous Waste,Municipal Solid
Waste,Recyclable Materials or Bulky Items.
Container means any receptacle,designed to hold between eighteen(18)gallons and forty
(40) cubic yards of Solid Waste and utilized by a Commercial, Industrial or Residential Unit for
collecting Municipal Solid Waste, Construction and Demolition Waste or Recyclable Materials.
The term "container" includes,but is not limited to,dumpsters,Roll-Offs and Roll-Outs.
Contract Year means the period beginning April 1 and ending on the succeeding March 31.
Curbline means an imaginary line drawn along the edge of the pavement on either side of
a public street. The term"Curbline"shall include the area three(3)feet beyond said imaginary line
on the residents'side of the line.
Green Waste means items derived from plants such as grass, leaves, tree trimmings, and
branches. The term"Green Waste"does not include any item exceeding four(4)inches in diameter
or 48 inches in length.Green Waste must be placed in paper bags or Bundles.
Handicapped Residential Unit means any residential dwelling that is inhabited by persons,
all of whom are physically handicapped to the extent that they are unable to place Municipal Solid
Waste or Recyclable Materials at the curbside,and that generates and accumulates Municipal Solid
Waste and Recyclable Materials.The identities of the members of a Handicapped Residential Unit
shall be certified by the City Manager.
Hazardous Waste means Waste identified or listed as a hazardous waste by the
administrator of the United States Environmental Protection Agency(EPA)under the federal Solid
Waste Disposal Act, as amended by the Resource Conservation and Recovery Act of 1976, as
amended, or so classified by any federal or State of Texas statute, rule, order, or regulation,
including but not limited to radioactive, volatile, corrosive, highly flammable, explosive,
biomedical,infectious,biohazardous,toxic or hazardous material.
Holidays means the following days:
(1) New Year's Day(January 1 st),
(2) Memorial Day,
(3) Independence Day(July 4th),
(4) Labor Day,
(5) Thanksgiving Day,and
(6) Christmas Day(December 25th).
Industrial Unit means any manufacturing, mining, or agricultural facility that generates
and accumulates Municipal Solid Waste during,or as a result of,its operations.
Landfill means any facility or area of land receiving Municipal Solid Waste or Construction
and Demolition Waste and operating under the regulation and authority of the Texas Commission
on Environmental Quality("TCEQ")within the State of Texas,or the appropriate governing agency
for landfills located outside the State of Texas.
Franchise Agreement,Page 2
Multi-Family Residential Unit means any residential dwelling that is designed for, and
inhabited by,multiple family units and that generates and accumulates Municipal Solid Waste and
Recyclable Materials.
Municipal Solid Waste means Solid Waste resulting from or incidental to municipal,
community, commercial, institutional, or recreational activities, or manufacturing, mining, or
agricultural operations. The term "Municipal Solid Waste" does not include and specifically
excludes Construction and Demolition Waste or Hazardous Waste.
Recyclable Materials means
(1) Newspapers, magazines, and catalogs, and other paper items such as mail, paper
bags,or other paper;
(2) Glass bottles and jars (excluding mirrors, windows, ceramics, and other glass
products);
(3) Metal cans composed of tin, steel,or aluminum(excluding scrap metal);and
(4) Plastic containers including all varieties of the types designated as#1,#2,#3,#4,
#5 and V.
Recycling Bin means a Container with eighteen (18)gallons of capacity and provided by
the Service Provider for the collection of Recyclable Materials.
Recycling Cart means a Roll-Out provided by the Service Provider for the collection of
Recyclable Materials.
Residential Unit means any residential dwelling that is either a Single-Family Residential
Unit or a Multi-Family Residential Unit.
yards to forty 40 cubic yards of
Roll-Offmeans a Container with twenty 20 cubic rty ( ) y
tY ( )
capacity.
Roll-Out means a Container with ninety-six(96)gallons of capacity.
Single-Family Residential Unit means any residential dwelling that is designed for and
inhabited by a single person or family unit and that generates and accumulates Municipal Solid
Waste and Recyclable Materials.
Solid Waste has the meaning ascribed to it by the EPA under 40 C.F.R. §261.2(a)(1),or by
the State of Texas under the Solid Waste Disposal Act§361.003(34)whether such waste is mixed
with or constitutes Recyclable Materials.
Standard Automated Side-Loader Truck means a truck manufactured or configured to
permit the driver to collect the garbage and rubbish from Automated Service Containers,placed at
the Curbline, by means of a mechanical device operated by the driver without the necessity of
leaving the cab of the truck.
White Good means any item not measuring in excess of either three (3)cubic feet in size
or fifty (50) pounds in weight and that is manufactured primarily from metal, including, but not
limited to,a bathtub,heater,hot water heater,refrigerator, sink,or washer and dryer.
Franchise Agreement,Page 3
2. Franchise Grant.
The City hereby grants to the Service Provider, in accordance with the City's charter, ordinances,
and regulations governing the collection, hauling, recycling, and disposal of Municipal Solid
Waste and Recyclable Materials,the franchise,license and privilege to collect,haul,and recycle or
dispose of Municipal Solid Waste and Recyclable Materials over,upon,along and across the City's
present and future streets,alleys,bridges and public properties,and acknowledges and agrees that,
to the extent allowed by law,the Service Provider shall be the sole provider of such Services. The
Service Provider accepts such franchise and agrees to perform all work and services herein in a
timely manner with the care and skill ordinarily used by other providers practicing under the same
or similar circumstances, time, and locality. Service Provider may independently enforce the
exclusivity provisions of the Agreement against third-party violators,including,but not limited to,
seeking injunctive relief and/or damages.
3. Operations.
(a) Scope of Operations. It is expressly understood and agreed that the Service Provider will
collect,haul and recycle or dispose of all Municipal Solid Waste and Recyclable Materials
(as provided herein) (i) generated and accumulated by Commercial, Industrial and
Residential Units, and (ii) placed within Containers or Bags by those Commercial,
Industrial and Residential Units receiving the services of the Service Provider(or otherwise
generated and accumulated in the manner herein provided by those Commercial Units,
Industrial Units and Residential Units), all within the City's corporate limits, as they now
exist or are hereinafter amended during the term of this Agreement(the"Services").
(b) Nature of Operations. The City hereby grants to the Service Provider, in accordance with
the City's ordinances and regulations governing the collection, hauling, and recycling or
disposal of Municipal Solid Waste and Recyclable Materials,the title to all Municipal Solid
Waste and Recyclable Materials collected, hauled, and recycled or disposed of by the
Service Provider over,upon, along and across the City's present and future streets, alleys,
bridges and public properties. All title to and liability for materials excluded from this
Agreement shall remain with the generator of such materials.
4. Single-Family Residential Unit Collections.
(a) Single-Family Residential Units.The Service Provider will collect Municipal Solid Waste
from Single-Family Residential Units twice per week; provided, that (i) such Municipal
Solid Waste is placed in Containers not exceeding thirty-two (32) gallons or fifty (50)
pounds or Bags not exceeding 50 pounds, and (ii) such Containers and Bags are placed
within five (5) feet of the curbside or right-of-way adjacent to the Single-Family
Residential Unit no later than 7:00 a.m.on the scheduled collection day.Except as provided
in Section 4(d),the Service Provider shall not be responsible for providing Containers for
the collection of Municipal Solid Waste to Single-Family Residential Units. The Service
Provider shall not be responsible for any damage to a Single-Family Residential Unit's
Container that is not caused by the negligence of the Service Provider.
The Service Provider will collect Recyclable Materials from Single-Family Residential
Units once per week;provided,that(i)such Recyclable Materials are placed in Recycling
Bins or Recycling Carts,and(ii)such Recycling Bins or Recycling Carts are placed within
five(5)feet of the curbside or right-of-way adjacent to the Single-Family Residential Unit
no later than 7:00 a.m.on the scheduled collection day.The Service Provider shall only be
responsible for the collection of Recyclable Materials placed in Recycling Bins or
Franchise Agreement,Page 4
Recycling Carts.Any Single-Family Residential Unit that generates Recyclable Materials
in an amount greater than the capacity of two(2)Recycling Bins will be required to utilize
Recycling Carts. The Service Provider shall be compensated for this additional service as
provided for in Section 9(a)hereto.Single-Family Residential Units must comply with any
description of and/or procedures with respect to removal of contaminants or preparation of
Recyclable Materials as reasonably provided by Service Provider. If any Single-Family
Residential Unit fails to do so, Service Provider may decline to collect such materials as
Recyclable Materials and collect and dispose of the same as Municipal Solid Waste without
being in breach of the Agreement.Service Provider shall not be responsible for and has not
made any representation regarding the ultimate recycling of such Recyclable Materials by
any third-party facilities.
(b) Excess or Misplaced Municipal Solid Waste. The Service Provider shall only be required
to collect a maximum of either two(2)Recycling Bins or one(1)Recycling Cart from any
Single-Family Residential Unit. Additionally, the Service Provider shall only be
responsible for collecting, hauling, and recycling or disposing of Municipal Solid Waste
and Recyclable Materials placed inside the Containers or Bags.Municipal Solid Waste and
Recyclable Materials in excess of the maximum aggregate limit above, in excess of the
Containers' or Bags' limits, or placed outside or adjacent to the Containers or Bags will
not be collected by the Service Provider. However, such excess or misplaced Municipal
Solid Waste and Recyclable Materials may be collected on occasion and within reason due
to Holidays or other extraordinary circumstances as determined by the Service Provider in
its sole discretion.
(c) Handicapped Residential Units. Notwithstanding anything to the contrary contained
herein, the Service Provider agrees to assist Handicapped Residential Units with house-
side collection of their Containers; provided, that the Service Provider receives prior
written notice from the Handicapped Residential Unit of such special need.
(d) Automated Collection Service. From May 1, 2022, to December 31, 2022, the Service
Provider shall collect Municipal Solid Waste from certain Single-Family Residential Units
designated by the City Manager twice per week via a Standard Automated Side-Loader
Truck; provided, that such Municipal Solid Waste is placed in an Automated Service
Container within the Curbline no later than 7:00 a.m.on the scheduled collection day.The
Service Provider shall be responsible for providing Automated Service Containers for the
collection of Municipal Solid Waste to Single-Family Residential Units designated by the
City Manager.It is expressly understood and agreed that the Automated Collection Service
may be terminated upon written notice by the City Manager; provided such service has
h designated Single-Family Residential Units for at least
been continuously provided tote gn g y
six(6)months. If terminated the designated Single-Family Residential Units shall receive
Services in accordance with the remaining provisions of this Section 4.
5. Commercial,Industrial and Multi-Family Residential Unit Collections.
The Service Provider will collect Municipal Solid Waste and Recyclable Materials from
Commercial, Industrial and Multi-Family Residential Units up to six (6) times per week, as
provided for in Section 9(b)hereof. The Service Provider shall only be responsible for collecting,
hauling, and recycling or disposing of Municipal Solid Waste and Recyclable Materials placed
inside the Containers provided by the Service Provider. However, the Service Provider shall be
obligated to offer and provide sufficient service to Commercial, Industrial and Multi-Family
Residential Units,and to increase or decrease,as necessary,the frequency of collection and the size
or number of Containers so that Commercial, Industrial or Multi-Family Units' Municipal Solid
Franchise Agreement,Page 5
Waste and Recyclable Materials will be regularly contained. The Service Provider shall be
compensated for these additional Services as provided for in Section 9(b) hereof., The parties
acknowledge and agree that the Service Provider shall not be responsible to City for damage to any
private pavement or accompanying sub-surface of any route reasonably necessary to perform the
Services herein contracted and that the Single-Family, Commercial, Industrial or Multi- Family
Residential Unit assumes all liabilities for damage to the private pavement, unless such damage is
caused by Service Provider's negligence or willful misconduct. Commercial, Industrial or Multi-
Family Residential Units must comply with any description of and/or procedures with respect to
removal of contaminants or preparation of Recyclable Materials as reasonably provided by Service
Provider. If any Commercial, Industrial or Multi-Family Residential Unit fails to do so, Service
Provider may decline to collect such materials as Recyclable Materials and collect and dispose of
the same as Municipal Solid Waste without being in breach of the Agreement. Service Provider
shall not be responsible for and has not made any representation regarding the ultimate recycling
of such Recyclable Materials by any third-party facilities.
6. Special Collections and Services.
(a) Municipal Locations. The Service Provider will provide, at no cost to the City, up to an
aggregate number of eighteen (18) Containers to collect Municipal Solid Waste and/or
Recyclable Materials at certain municipal locations within the City once or twice per week,
as needed. Specifically, the provisions of this Section 6(a) shall apply to the following
locations:
Location Containers Container Collections Collection
per Week
Municipal
Friendswood 1 6 yards 2 Solid Waste
City Hall 1 6 yards 1 Municipal
Solid Waste
Friendswood 1 8 yards 1 Municipal
Public Safety Solid Waste
Building 1 8 yards 1 Municipal
Solid Waste
Municipal
Friendswood 1 6 yards 2 Solid Waste
Public Library 1 8 yards 1 Municipal
Solid Waste
Municipal
Friendswood 2 4 yards 1 Solid Waste
Public Works 1 6 yards 1 Municipal
Solid Waste
Friendswood Municipal
Activities 1 8 yards I Solid Waste
Building
Friendswood 1 6 yards 2 Municipal
Fire Station#1 y Solid Waste
Friendswood 1 6 yards 1 Municipal
Fire Station#2 y Solid Waste
Franchise Agreement,Page 6
• o
LocationCollections
Containerson per Week on
Friendswood 1 4 yards i Municipal
Fire Station#3 y Solid Waste
Friendswood 1 8 yards 1 Municipal
Fire Station#4 Solid Waste
Additionally,the Service Provider will provide,at no cost to the City,an adequate number
of Recycling Carts or front-load Containers to collect Recyclable Materials at the City
parks;the Service Provider shall decide, in its sole discretion,which type of Containers to
use in providing such services.
(b) Special Events. The Service Provider will provide, at no cost to the City, an adequate
number of Containers to collect Municipal Solid Waste at the following special events in
the City: City's Spring Sparkle, Fall Haul-A-Day, Independence Day Celebrations, and
Santa in the Park; provided, that the City gives the Service Provider reasonable prior
written notice of the date of such special event as well as the number of Containers that
will be required.
(c) Port-O-Lets. The Service Provider shall provide Port-O-Lets during the Independence Day
Celebrations and Little League Opening Day. Additionally, the Service Provider shall
provide five(5)Port-O-Lets at Centennial Park,as needed.
(d) Friendswood ISD Recycling. The Service Provider shall provide, at no cost to the City,
collection for Recyclable Materials to all Friendswood ISD schools located in the City
limits. The Service Provider shall determine the type/size of the Containers and the
frequency of the collections.
7. Bulky Items and Green Waste.
(a) Pre Arranged Collections.The Service Provider will collect Bulky Items and Green Waste
from Single-Family Residential Units once per week, as designated by the Service
Provider; provided,that the Bulky Items or Green Waste(i)are placed at the curbside no
later than 7:00 a.m.on the scheduled collection day,(ii)are reasonably contained,and(iii)
do not have any individual item exceeding fifty (50) pounds in weight. The Service
Provider shall only collect Green Waste that has been placed in paper bags designed for
the disposal of Green Waste or secured in a bundle weighing less than fifty (50) pounds
with no item measuring more than 48 inches. The Service Provider shall only be
responsible for collecting, hauling, and recycling or disposing of Bulky Items and Green
Waste from those Single-Family Residential Units that have complied with this Section
7(a)and Section 1.White Goods containing refrigerants will not be collected by the Service
Provider unless such White Goods have been certified in writing by a professional
technician to have had all such refrigerants removed.
(b) Negotiated Collections.It is understood and agreed that the service provided under Section
7(a). does not include the collection of Bulky Items and Green Waste comprised of
Construction and Demolition Waste, White Goods or any materials resulting from
remodeling, general property clean-up or clearing of property for the preparation of
construction. However,the Service Provider may negotiate an agreement on an individual
Franchise Agreement,Page 7
basis with the owner or occupant of a Single-Family Residential Unit regarding the
collection of such items by utilizing the Service Provider's Roll-Off Services.
8. Title to Equipment.
Notwithstanding anything to the contrary contained herein, it is expressly understood and agreed
that all equipment, including, but not limited to, Containers, provided by the Service Provider in
connection with the Services, shall at all times remain the property of the Service Provider;
however, Single-Family Residential Units, Commercial, Industrial, and Multi-Family Units shall
have care, custody, and control of the equipment while at the service locations. Units shall not
overload(by weight or volume),move or alter the equipment,and shall use the equipment only for
its proper and intended purpose. Units must provide unobstructed access to the Containers on the
scheduled collection day Any Container provided by a Single-Family Residential Unit for the
collection of Municipal Solid Waste shall remain the property of such Single-Family Residential
Unit.
9, Rates and Fees.
Subject to adjustment, as provided in Section 10 hereof, the rates and fees to be charged and
received by the Service Provider are as follows:
(a) Single-Family Residential Unit Services. For the Services provided to Single-Family
Residential Units under Section 4(a) hereof, the Service Provider shall charge (i) $15.20
per month for each Single-Family Residential Unit that has one(1)Recycling Bin, plus a
one-time fee of$7.46 for one (1) additional Recycling Bin. The Service Provider shall
charge $16.35 per month for each Single-Family Residential Unit receiving the Services
provided under Section 4(a). and utilizing one (1) Recycling Cart instead of Recycling
Bins. Except as provided for in Section 9(d), these rates apply to all Single-Family
Residential Units located within the City's corporate limits.
(b) Commercial, Industrial and Multi-Family Residential Unit Services. For the Services
provided to Commercial, Industrial and Multi-Family Residential Units under Section 5
hereof, the Service Provider shall charge per month for each Container utilized the
following rates:
Collections per Week
95 Gallon $36.54 $54.82 N/A N/A N/A N/A
2 Cubic Yards $89.43 $105.71 $178.73 $250.03 $327.98 $413.00
3 Cubic Yards $102.69 $134.80 $249.56 $349.12 $457.93 $576.65
4 Cubic Yards $103.09 $135.59 $250.76 $350.72 $459.95 $579.04
6 Cubic Yards $116.70 $210.41 $305.17 $401.55 $508.58 $610.20
8 Cubic Yards $206.13 1 $317.86 $406.92 $542.45 $693.10 $832.72
For any collection that the Service Provider is required to make in excess of the above
weekly figures,the Service Provider shall charge the following amounts per collection per
Container:
Container size Per Extra Lift
95 Gallon N/A
2 Cubic Yards $16.78
3 Cubic Yards $25.17
4 Cubic Yards $33.56
Franchise Agreement,Page 8
Colitaillel- size Per Extra Lift
6 Cubic Yards $50.33
8 Cubic Yards $67.08
Additionally, the Service Provider shall provide the following features to Commercial,
Industrial or Multi-Family Residential Units at the stated monthly cost:
Monthly Cost
Container with Casers $5.79
Containers with Locks or Gates $8.69
Recycling Container—6 Cubic Yards $81.09
Recycling Container—8 Cubic Yards $98.46
The foregoing rates apply to all Commercial,Industrial and Multi-Family Residential Units
that are located within the City's corporate limits.
(c) Roll-Off Services. The Service Provider will negotiate agreements with each Commercial,
Industrial or Residential Units on an individual basis regarding the Roll-Off Services to be
provided. The Roll-Off Services will be billed directly to such Commercial, Industrial or
Residential Unit and will be collected by the Service Provider. The Roll-Offs provided
pursuant to this Section 9(c) must be located within the City in accordance with City
ordinances and policies. Notwithstanding anything to the contrary contained herein, a
franchise fee shall not apply to the services set forth in this Section 9(c).
(d) Automated Collection Services. For Automated Collection Services provided to Single-
Family Residential Units under Section 4(d) hereof, the Service Provider shall charge(i)
$15.20 per month for each Single-Family Residential Unit that has one(1)Recycling Bin,
plus a one-time fee of$7.46 for one (1) additional Recycling Bin. The Service Provider
shall charge $16.35 per month for each Single-Family Residential Unit receiving the
Services provided under Section 4(a) and utilizing one (1) Recycling Cart instead of
Recycling Bins.
10. Rate Adjustment.
(a) Rate Adjustments. On each anniversary date of this Agreement, the Service Provider
may request an increase in the rates charged by the Service Provider for the Services from
the City to account for changes in costs incurred by the Service Provider, including, but
not limited to,changes in the Consumer Price Index for all Urban Wage Earners;increased
disposal costs; increased landfill fees; changes in federal, state, or local laws, rules, or
ordinances that introduce or increase fees,taxes or similar assessments; increased labor or
equipment cost; or increased operational costs. In the event the City fails or refuses to
consent to any such requested rate increase and the Service Provider can demonstrate that
such rate increase is necessary to offset the Service Provider's increased costs in connection
with performing the services under this Agreement not otherwise offset by any previous
rate adjustments hereunder,the Service Provider may, in its sole discretion,terminate this
Agreement upon one hundred twenty(120)days written notice to the City.
(b) Fuel Cost Adjustment. Beginning on October 1, 2022, and on each October 1 thereafter,
the Service Provider shall adjust all the rates herein if,during the previous Calendar Year,
the average price of diesel exceeded$3.65 per gallon(the "Base Price"). Each adjustment
Franchise Agreement,Page 9
shall become effective on October 1 and remain effective throughout the applicable
Contract Year.The average price of diesel fuel will be determined by reference to the U.S.
Energy Administration/Department of Energy published price for diesel fuel -gulf coast
region. The following website (or any successor website) will be the source for such
information:
http://tonto.eia.doe.govlooWinfo/wohd pldiesel detail report combined.asp
The average price of diesel fuel for each Calendar Year(each,an"Annual Average Price")
shall be the average of the weekly fuel prices published for each week during the Calendar
Year.
The fuel cost adjustment for any Contract Year(each, a"Fuel Cost Adjustment") shall be
the product of (i) 13.20% and (ii) a fraction the numerator of which is equal to the
difference between the Base Price and the Annual Average Price and the denominator of
which is the Base Price. In the event the Annual Average Price is greater than the Base
Price, the Fuel Cost Adjustment shall be an upward adjustment to all rates herein. In the
event the Annual Average Price is less than the Base Price,the Fuel Cost Adjustment shall
be a downward adjustment to all rates herein. Notwithstanding anything to the contrary
contained herein, the Franchise Fee (as defined herein) shall not apply to the Fuel Cost
Adjustment.
11. Exclusions.
Notwithstanding anything to the contrary contained herein, this Agreement shall not cover the
collection,hauling,recycling or disposal of any Hazardous Waste,animal or human,dead animals,
auto parts, used tires, concrete, dirt, gravel, rock or sand from any Container located at any
Commercial, Industrial or Residential Unit; provided, however,that the Service Provider and the
owner or occupant of a Commercial,Industrial or Residential Unit may negotiate an agreement on
an individual basis regarding the collection, hauling or disposal of Construction and Demolition
Waste,auto parts,used tires,concrete,dirt,gravel,rock or sand by utilizing the Service Provider's
Roll-Off Services. If no agreement is negotiated and the Service Provider finds what reasonably
appears to be discarded Hazardous Waste, Service Provider shall promptly notify the City and the
producer of the Hazardous Waste,if the producer can be readily identified.Title to and liability for
any Hazardous Waste shall remain with the producer of the Hazardous Waste, even if Service
Provider inadvertently collects or disposes of such Hazardous Waste.
12. Term of Agreement.
The term of this Agreement shall be for a period of three(3)years, commencing on April 1,2022,
and concluding on March 31, 2025,unless terminated earlier as provided herein. The term of this
Agreement may be extended by mutual agreement of the parties.
13. Assignment.
This Agreement shall not be assignable or otherwise transferable by the Service Provider without
the prior written consent of the City;provided,however,that the Service Provider may assign this
Agreement to any direct or indirect affiliate or subsidiary of the Service Provider or to any person
or entity succeeding to all or substantially all of the Service Provider's assets(whether by operation
of law, merger, consolidation or otherwise) without the City's consent. For any assignment for
which the City's consent is required, the City may require any records or financial statements
necessary in its opinion to ensure such sale or assignment will be in the best interest of the City.
Franchise Agreement,Page 10
14. Enforcement.
The City shall take any action reasonably necessary to prevent any other Solid Waste collection
company from conducting business in violation of the franchise granted herein to the extent
provided by law. If the Service Provider experiences recurring problems of damage or destruction
to or theft of the Containers provided by the Service Provider pursuant to this Agreement, the
Service Provider may, prior to replacing or repairing such Containers, require security deposits
from the Commercial, Industrial or Residential Units utilizing such Containers. To the maximum
extent allowed by applicable law,the City also hereby grants to the Service Provider the right of
ingress and egress from and upon the property of Commercial, Industrial and Residential Units
for the purposes of rendering the Services contemplated hereby.
15. Processing,Billing and Fees.
(a) Monthly Statement. On a monthly basis, the City agrees to bill and collect the rates and
fees charged under Section 9(a)hereto from all Single-Family Residential Units possessing
active water meters within the City's corporate limits, as well as from all other Single-
Family Residential Units requiring the collection, hauling, recycling and disposal of
Municipal Solid Waste and Recyclable Materials within the City's corporate limits (the
"Monthly Statement").
Thereafter, the City will remit to the Service Provider an amount equal to such Monthly
Statement. Such remittance shall be made by the City on or before the 151 day of each
month (for the immediately preceding month's service) commencing on May 15, 2022.
Along with each monthly remittance, the City shall provide the Service Provider with a
report indicating the service type, size, location,and number of Single-Family Residential
Units which have been billed for that month. Nothing herein shall prohibit the City from
collecting sums in addition to those sums called for herein.
(b) Commercial Billing.On a monthly basis,the Service Provider agrees to bill and collect the
rates and fees charged under Section 9(b) hereto from all Commercial, Industrial, and
Muti-Family Units possessing active water meters within the City's corporate limits, as
well as from all other Commercial, Industrial, and Multi-Family Units requiring the
collection, hauling, recycling and disposal of Municipal Solid Waste and Recyclable
Materials within the City's corporate limits (the "Commercial Billing"). Thereafter, the
Service Provider shall remit to the City an amount equal to ten percent(10%)gross receipts
collected(less tax) from the Commercial Billing(the "Franchise Fee"). Such remittance
shall be made by the Service Provider on or before the 20' day of each month (for the
immediately preceding month's service).
(c) Taxes. In addition to the amounts billed and collected by the City under Section 15(a),the
City shall also be responsible for collecting and remitting or paying any and all sales, use
and service taxes assessed or payable in connection with the amounts collected under
Section 15(a). In addition to the amounts billed and collected by the Service Provider under
Section 15(b),the Service Provider shall also be responsible for collecting and remitting or
paying any and all sales, use and service taxes assessed or payable in connection with the
amounts collected under Section 15(b).
(d) Bad Debt; Unpaid Rates/Fees. The City agrees that payments owing to the Service
Provider pursuant to this Agreement shall be based solely on the Services rendered by the
Service Provider. The Service Provider shall not be held responsible for the collection of
"bad debt"billed b and owed to City for the Services, nor shall the Service Provider be
Y h'
Franchise Agreement Page 11
s g
penalized for Services rendered that remain unpaid by any Commercial, Industrial or
Residential Unit.
(e) Billings for Roll-Off Services. Notwithstanding the above, the Service Provider will bill
and collect from all Residential, Commercial and Industrial Units for services performed
with respect to Roll-Off Containers.The Service Provider shall not pay a Franchise Fee on
any amounts collected under this Section 15(e).
16. Spillage.
The Service Provider, at its sole cost, shall immediately clean or remove all loose or spilled
Municipal Solid Waste or Recyclable Materials caused by the Service Provider or released from
the Service Provider's vehicle,and in any event no longer than one(1)business day after receiving
notice from the City. It is understood and agreed, however,that the Service Provider shall not be
required to clean up,collect or dispose of any loose or spilled Municipal Solid Waste or Recyclable
Materials not caused by the Service Provider's rendering of the Services, or be required to collect
and dispose of any excess Municipal Solid Waste or Recyclable Materials placed outside of the
Containers by any Commercial, Industrial or Residential Unit. The Service Provider shall report
the location of such conditions to the City so that the City can issue proper notice to the owner or
occupant of the Commercial, Industrial or Residential Unit instructing the owner or occupant to
properly contain such Municipal Solid Waste or Recyclable Materials. Should excess Municipal
Solid Waste or Recyclable Materials continue to be placed outside of the Containers,the City may
require the Commercial, Industrial or Residential Unit to increase the frequency of collection of
such Municipal Solid Waste or Recyclable Materials, or require the Commercial, Industrial or
Residential Unit to utilize a Container with sufficient capacity so that the excess Municipal Solid
Waste or Recyclable Materials will be regularly contained. The Service Provider shall be
compensated for these additional Services as provided for in Section 9 hereof and shall be entitled
to receive an extra collection charge for each additional Container requiring an extra collection.
17. Non-Collection Notice and Follow-Up.
(a) Notice from the Service Provider. It is specifically understood and agreed that where the
owner or occupant of a Commercial, Industrial or Residential Unit fails to timely place a
Container or Bag as directed in Sections 4 and 5 hereof,or is otherwise in violation of the
City's ordinances and regulations, the Service Provider's reasonable rules adopted
hereunder or the provisions of this Agreement relating to the nature,volume or weight of
Municipal Solid Waste,or Recyclable Materials to be removed,the Service Provider may
refrain from collecting all or a portion of such Municipal Solid Waste or Recyclable
Materials and will notify the City within eight(8) hours thereafter of the reason for such
non-collection. The Service Provider will also provide written notice to the Commercial,
Industrial or Residential Unit of the reason for such non-collection, unless such non-
collection is the result of the Commercial,Industrial or Residential Unit's failure to timely
place the Containers, Bags, Bulky Items or Green Waste out for collection. Such written
notice shall be attached to the Container or the uncollected Municipal Solid Waste, shall
indicate the nature of the violation and shall indicate the correction required in order that
such Municipal Solid Waste or Recyclable Materials may be collected.
(b) Incomplete Stops. If there are any incomplete stops due to mechanical reasons or D.O.T.
time,the dispatcher must contact the City of Friendswood and enter a service comment to
reschedule the pick-up for next day. After entering the service comment. It is mandatory
that these stops be serviced within 24 hours.4
Franchise Agreement,Page 12
(c) Notice from a Commercial, Industrial or Residential Unit. When the City is notified by
an owner or occupant of a Commercial,Industrial or Residential Unit that Municipal Solid
Waste or Recyclable Materials has not been removed from such Commercial,Industrial or
Residential Unit and where no notice of non-collection or a change in collection schedule
has been received by the City from the Service Provider,or the Service Provider has failed
to collect Municipal Solid Waste or Recyclable Materials from the Commercial,Industrial
or Residential Unit without cause, as supported by notice as described herein, then the
Service Provider will use all reasonable efforts to collect such Municipal Solid Waste or
Recyclable Materials on the day a collection order is issued by the City;provided,however,
that if the Service Provider fails to make such collection on the same day that a collection
order is issued by the City,the Service Provider shall make such collection no later than
12:00 p.m. on the following Business Day, and there shall be no charge to the Service
Provider for any such original non-collection or late collection so long as the Service
Provider makes such collection within such time.
18. Hours of Service.
For all the Services provided hereunder, the Service Provider's hours of service shall be between
7:00 a.m.to 7:00 p.m.,Monday through Saturday,unless otherwise approved by the City Manager
in writing. The Service Provider will not be required to provide service on Sundays or Holidays
except during natural disasters or emergencies, and may, at its sole discretion, observe Holidays
during the term of this Agreement;provided,however,that the Service Provider shall provide such
services on the immediately following Business Day.
19. Customer Service.
The City agrees to field all inquiries and complaints from Commercial, Industrial and Residential
Units relating to the collection, hauling, recycling and disposal of Municipal Solid Waste and
Recyclable Materials. The Service Provider and the City agree to cooperate with each other in the
response to any such inquiries and the resolution of any such complaints. In order to assist the City
in its obligations under this Section 19, the Service Provider agrees to provide City Hall with a
primary contact and toll-free telephone number, as well as Service Request Forms for customer
service issues such as changes in service and missed collections.
20. Compliance with Applicable Laws.
The Service Provider shall comply with all applicable federal and state laws regarding the
collection, hauling, recycling and disposal of Municipal Solid Waste and Recyclable Materials,
including existing and future laws that may be enacted,as well as any regulations reasonably passed
by the City that are not in derogation of this Agreement. Nothing in this Agreement shall be
construed in any manner to abridge the City's right to pass or enforce necessary police and health
regulations for the reasonable protection of its inhabitants. The City shall have the right to make
reasonable inspections of the Service Provider in order to ensure compliance with this Section 20.
Violations of any applicable federal and/or state law will be corrected at the Service Provider's
expense. The Service Provider will pay for all applicable penalties associated therewith.
21. Vehicles and Equipment.
Vehicles used by the Service Provider for the collection, hauling, recycling and disposal of
Municipal Solid Waste and Recyclable Materials shall be protected at all times while in transit to
prevent the blowing or scattering of Municipal Solid Waste and Recyclable Materials onto the
City's public streets,or properties adjacent thereto,and such vehicles shall be clearly marked with
the Service Provider's name in letters and local telephone numbers not less than two(2)inches in
height. All collection vehicles used by the Service Provider shall be washed and deodorized once
per week. Such vehicles shall be maintained throughout the term of this Agreement in an efficient
Franchise Agreement,Page 13
working condition, in compliance with all applicable laws and in accordance with the
manufacturer's specifications. The vehicles shall be painted as often as necessary to preserve and
present a well-kept appearance. The Service Provider shall have a regular preventative
maintenance program.
22. Due Care.
The Service Provider shall exercise due care and caution in providing the Services so that the City's
public and private property,including streets and parking areas,will be protected and preserved.
23. Personnel and Performance Standards.
(a) Employment. The Service Provider represents that it has or will secure at its own expense,
all personnel required in performing the services under this Agreement. Such personnel
shall not be employees of or have any contractual relationship with the City. During the
term of this Agreement, the Service Provider shall be responsible for the actions of its
agents, servants, and employees while such agents, servants and employees are acting
within the scope of their employment or agency. The Service Provider shall not deny
employment to any person on the basis of race,religion, color, sex, or national origin and
will ensure that all federal and state laws peltaining to salaries, wages and operating
requirements are met or exceeded.
(b) Customer Service. The Service Provider,its agents,servants,and employees shall perform
the Services in a courteous,competent,and professional manner.
(c) Uniforms. The Service Provider shall outfit each person performing services under this
Agreement within the City with uniforms that clearly identifies him/her as a representative
of the Service Provider.
(d) Safety. The Service Provider shall provide each person performing services under this
Agreement with appropriate safety equipment. The Service Provider shall assure that all
such persons are properly trained in safe operations and have sufficient skill, ability, and
experience to properly perform the duties to which they are assigned.
(e) Qualifications. The Service Provider shall not assign any person to perform services under
this agreement who has been convicted of a felony or any offense that designates
individuals as sex offenders. The City shall have the right,using reasonable discretion,to
request that an employee be barred from further work for the Service Provider in
connection with this Agreement for reasons including, but not limited to, wanton,
discourteous, belligerent, or unsafe behavior. The City's request shall be in writing and
shall describe the reasons for the request. Upon receipt of the City's request, the Service
Provider shall comply immediately by removing the individual from duties within the City.
24. Insurance Coverage.
Pursuant to this Agreement, the Service Provider shall procure and maintain at its sole cost and
expense for the duration of this Agreement, insurance against claims for injures to person or
damages to property which may arise from or in connection with the performance of the work
hereunder by the Service Provider, its agents, representatives, volunteers, employees, or
subcontractors,to the extent the liabilities are assumed by Service Provider in this Agreement or
exist in law or equity. The Service Provider's insurance coverage shall be primary insurance with
respect to the City, its officials, employees, and agents. Any insurance or self-insurance
maintained by the City, its officials, employees, or agents shall be considered in excess of the
Franchise Agreement,Page 14
Service Provider's insurance and shall not contribute to it. Further, the Service Provider shall
include all subcontractors, agents and assigns as additional insureds under its policy or shall
furnish separate certificates and endorsements for each such person or entity. All coverages for
subcontractors and assigns shall be subject to all of the requirements stated herein.
The following is a list of standard insurance policies along with their respective minimum coverage
amounts required in this Agreement:
➢ Statutory Limits
Worker's Compensation ➢ Employer's Liability$1,000,000
➢ Waiver of subrogation Required
➢ Per Occurrence:$1,000,000
➢ Aggregate:$2,000,000
Commercial General Liability ➢ Products&Completed Operations:$2,000,000
➢ Personal&Advertising Injury:$1,000,000
➢ Waiver of subrogation required
➢ Coverage shall be broad form CGL
Business Automobile ➢ Combined Single Limits: $2,000,000
➢ Coverage for Any Auto
➢ Waiver of subrogation required
Excess Umbrella Liability ➢ Per Occurrence:$5,000,000
➢ Aggregate:$5,000,000
The following shall be applicable to all policies of insurance required herein.
➢ Insurance carrier must have an A.M. Best Rating of A:VII or better.
➢ Only insurance carriers licensed and admitted to do business in the State of Texas will be
accepted.
➢ Liability policies must be on occurrence form.
➢ Each insurance policy shall be endorsed to state that coverage shall not be canceled except
after thirty (30) days' prior written notice by certified mail, return receipt requested, has
been given to the City. Service Provider agrees to provide City with at least 30 days' prior
written notice if any insurance policy required herein is suspended, voided, or reduced in
coverage or limits.
➢ The City,its officers,agents,and employees are to be added as"additional insureds"to all
liability policies(excluding workers' compensation).
➢ Upon request and without cost to the City, certificates of insurance shall be furnished to
the City.
➢ All insurance required herein shall be secured and maintained in a company or companies
satisfactory to the City,and shall be carried in the name of the Service Provider.
➢ The Service Provider shall provide copies of insurance certificates required hereunder to
the City on or before the effective date of the Agreement and each year thereafter.
➢ To the extent permitted by law,any or all of the insurance coverage required by this Section
24 may be provided under a plan(s)of self-insurance, including coverage provided by the
Service Provider's parent corporation.
25. 1 demnity.
THE SERVICE PROVIDER AGREES TO AND SHALL INDEMNIFY
AND HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS,
AGENTS, AND EMPLOYEES (HEREINAFTER COLLECTIVELY
REFERRED TO AS THE "CITY") FROM AND AGAINST ANY AND
Franchise Agreement,Page 15
ALL CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS
AND LIABILITY OF EVERY KIND,INCLUDING ALL REASONABLE
EXPENSES OF LITIGATION, COURT COSTS, AND REASONABLE
ATTORNEY'S FEES, FOR INJURY TO OR DEATH OF ANY PERSON,
FOR DAMAGE TO ANY PROPERTY, OR FOR ANY BREACH OF
CONTRACT, TO THE EXTENT ARISING OUT OF, OR IN
CONNECTION WITH THE WORK PERFORMED BY THE SERVICE
PROVIDER UNDER THIS AGREEMENT, BUT ONLY TO THE
EXTENT CAUSED BY THE NEGLIGENCE OR WILLFUL
MISCONDUCT OF THE SERVICE PROVIDER. IT IS THE
EXPRESSED INTENTION OF THE PARTIES HERETO,BOTH THE
SERVICE PROVIDER AND THE CITY, THAT THE INDEMNITY
PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY THE
SERVICE PROVIDER TO INDEMNIFY AND PROTECT THE CITY
FROM THE CONSEQUENCES OF THE SERVICE PROVIDER'S OWN
NEGLIGENCE OR WILLFUL MISCONDUCT, ONLY. IN THE EVENT
THAT ANY ACTION OR PROCEEDING IS BROUGHT AGAINST THE
CITY FROM WHICH THE CITY IS INDEMNIFIED, THE SERVICE
PROVIDER FURTHER AGREES AND COVENANTS TO DEFEND THE
ACTION OR PROCEEDING BY LEGAL COUNSEL ACCEPTABLE TO
THE CITY WHICH APPROVAL SHALL NOT BE UNREASONABLY
WITHHELD. THE INDEMNITY PROVIDED FOR IN THIS
PARAGRAPH SHALL SURVIVE THE TERMINATION OR
EXPIRATION OF THE AGREEMENT.
26. Release.
By this Agreement, the City does not consent to litigation or suit, and the City hereby expressly
revokes any consent to litigation that it may have granted by the terms of this Agreement or any
other contract or agreement,any charter,or applicable state law.Nothing herein shall be construed
so as to limit or waive the City's sovereign immunity.
27. Savings Provision.
In the event that any term or provision of this Agreement shall be determined by a court of
competent jurisdiction to be invalid or unenforceable,this Agreement shall,to the extent reasonably
possible,remain in force as to the balance of its terms and provisions as if such invalid term or
provision were not a part hereof.
28. Termination.
(a) Termination by the City. Furthermore, the City may immediately and without notice,
unless otherwise specified,terminate this Agreement if the Service Provider breaches this
Agreement,which shall include,but not be limited to,the following:
(1) By failing to pay insurance premiums,liens,claims or other charges;
(2) By failing to pay any payments due the City, State or Federal Government from
the Service Provider or its principals, including, but not limited to, payments
identified in this Agreement, any taxes, fees, assessments, or liens after receiving
10 days' written notice from the City and failing to cure;
Franchise Agreement,Page 16
(3) On the institution of voluntary or involuntary bankruptcy proceeding against the
Service Provider;
(4) On dissolution of the Service Provider;
(5) By violation of any provision,including,but not limited to,the provision requiring
sufficient or adequate machinery or equipment to provide the services, of this
Agreement after receiving 30 days'written notice from the City and failing to cure;
or
(6) By the abandonment or discontinuance of the Service Provider's operations,or any
portion thereof.
(b) Termination by Service Provider. The Service Provider has the right to terminate this
Agreement for cause if the City breaches any provision of this Agreement and fails to cure
the breach within thirty (30) days after receiving written notice from Service Provider of
the breach or default.
(c) Payment upon Termination. If the City terminates the Agreement, the Service Provider
shall be entitled only to payment for work satisfactorily performed as of the date of the
termination.
(d) Retention of Liabilities. Notwithstanding the provisions of this Article, the Service
Provider shall not be relieved of liability to the City for damages sustained by the City by
virtue of any negligent act or omission or any breach of the Agreement.
29. Scholarships.
Each year the Service Provider shall provide an annual $1000.00 scholarship to one student in
Friendswood High School and an annual $500 scholarship to one student from Clear Brook High
School and one student from Clear Springs High School.
30. House Count.
The City and the Service Provider will conduct a count of all Single-Family Residential Units
located in the City's corporate limits once per year.The parties shall mutually agree on the day and
time for such count.
31. Fourth of July Sponsorship.
The Service Provider agrees that for the duration of the term of the Agreement, the Service
Provider shall support the City's Fourth of July Festival with an annual SEVEN THOUSAND AND
00/100 DOLLARS($7,000.00)donation.
32. Reports/Records.
(a) Records. The Service Provider shall maintain records of the amount of Municipal Solid
Waste and Recyclable Materials disposed of under the terms of this Agreement,by weight
or volume,as designated by the City Manager. All records related in any way to the Service
Provider's services to the City shall be available for audit by the City from 8:00 a.m. to
5:00 p.m., Monday through Friday, within five (5) calendar days of a written request
therefor from the City to the Service Provider. Financial records will be maintained with
such adequacy so as to allow identification of the source of all revenue and expenditures
related to this Agreement.
(b) Transport of Recyclable Materials. The Service Provider agrees to transport the
Recyclable Materials to a registered recyclables processing center for further processing
Franchise Agreement,Page 17
and reclamation. Upon request,the Service Provider shall provide the City with copies of
delivery/weight tickets for deliveries.
(c) Reports. The Service Provider shall provide the City additional reports as may be
reasonably requested by the City Manager.
33. Force Majeure.
The performance of this Agreement may be suspended,and the obligations hereunder excused in
the event and during the period that such performance is prevented by a cause or causes beyond
reasonable control of such party. The performance of this Agreement will be suspended, and the
obligations hereunder excused only until the condition preventing performance is remedied. Such
conditions shall include,but not be limited to, acts of God, acts of war, accident, explosion, fire,
flood, riot, sabotage, acts of terrorists, unusually severe or unsafe weather conditions, epidemic,
pandemic, inability to access equipment, lack of adequate fuel, or judicial or governmental laws
or regulations.
34. Governing Law.
This Agreement shall be governed in all respects,including as to validity,interpretation,and effect,
by the internal laws of the State of Texas,without giving effect to the conflict of laws rules thereof.
The parties hereby irrevocably submit to the jurisdiction of the courts of the State of Texas and the
Federal courts of the United States located in the State of Texas, solely in respect of the
interpretation and enforcement of the provisions of this Agreement and venue for any legal action
or proceeding arising under or relating to the franchise herein shall lie exclusively in Galveston
County,Texas.
35. Notices.
Any notices required or permitted to be delivered hereunder shall be in writing and shall be deemed
to be delivered when deposited in the United States mail, postage prepaid, certified mail, return
receipt requested,addressed to the respective party at the address set forth below:
If to the City:
City of Friendswood
910 S.Friendswood Drive
Friendswood,TX 77546
Attn: City Manager
If to the Service Provider:
Waste Connections of Texas,LLC
827 W.Hwy 6
Alvin,TX 7751 I
Attn: District Manager
With Copy to:
Waste Connections of Texas,LLC
2301 Eagle Parkway, Suite 200
Ft.Worth,TX76177
And
Franchise Agreement,Page 18
3 Waterway Square Place,Suite 110
The Woodlands,TX 77380
ATTN: Legal Department
or such other addresses as the parties may hereafter specify by written notice and delivered in
accordance herewith.
36. Performance Bond.
The Service Provider shall maintain in full force and effect during the term of this Agreement an
annually renewable Performance Bond in the amount of$250,000. The Service Provider shall be
responsible for any premium payment required for the Performance Bond and maintaining such
Bond throughout the term of this Agreement. A certificate showing that the Performance Bond
premiums are paid in full shall accompany the original Performance Bond to be filed with the City,
and such certificate shall be submitted to the City on an annual basis. The surety that issues the
Performance Bond shall be authorized to do business in the state of Texas. The Service Provider
shall,at all times throughout the duration of this Agreement,have a current,valid performance on
file with the City.
37. Entire Agreement.
This Agreement shall constitute the entire understanding of the parties hereto with respect to the
subject matter hereof,and no amendment,modification,or alteration of the terms shall be binding
unless the same be in writing,dated subsequent to the date hereof,and duly executed by all parties
hereto. Should any of the provisions contained in any of the contract documents be in conflict or
inconsistent with each other,such conflict or inconsistency shall be construed in favor of the City.
Furthermore,both parties expressly agree that the City Manager shall be the sole and final decision-
maker should any conflict arise hereunder.
38. Commercial Practices.
The apparent silence of this Agreement or specifications as to any detail,or the apparent omission
from it of a detailed description concerning any point, shall be regarded as meaning that the
standard in the industry is to prevail and that only material and workmanship indicative of the
industry standard shall be used. All interpretations of specifications shall be made on the basis of
this statement.
39. Damages.
Random checks of the facilities shall be carried out during the term of this Agreement at the option
of the City to ensure faithful performance and compliance with all the terms and conditions herein.
The Service Provider and the City understand and agree that the failure to perform the services in
the manner and pursuant to the terms of this Agreement in a timely manner may cause damage to
the City. In the event that the City sustains damage(s), the City may (i) make a claim for such
damages under the Service Provider's public liability,property damage insurance policy in effect,
(ii) deduct the amount of such damages from any amount which is due or may become due
throughout the term of this Agreement,or(iii)recover such damages from the Service Provider or
the sureties on its bond, if any. All such remedies shall be cumulative, and the City shall not be
required to elect any one remedy, nor shall it be deemed to have made such an election by
proceeding to enforce any one remedy.
40. No Waivers.
Failure of either party hereto to insist on the strict performance of any of the agreements contained
herein or to exercise any rights or remedies accruing thereunder upon default or failure of
performance shall not be considered a waiver of the right to insist on and to enforce by an
Franchise Agreement,Page 19
appropriate remedy,strict compliance with any other obligation hereunder to exercise any right or
remedy occurring as a result of any future default or failure of performance.
41. Independent Contractor.
It is mutually understood and agreed that nothing in this Agreement is intended or shall be construed
as in any way creating or establishing the relationship of partners or co-partners between the parties
hereto, or as constituting the Service Provider as an agent or representative of the City for any
purposes or in any manner whatsoever. The relationship of the Service Provider to the City shall
be that of an independent contractor.
42. No Third-Party Beneficiaries.
This Agreement shall not bestow any rights upon any third party,but rather,shall bind and benefit
the Service Provider and the City only.
43. No Right to Arbitration.
Notwithstanding anything to the contrary contained in this Agreement, the City and Service
Provider hereby agree that no claim or dispute between the City and Service Provider arising out
of or relating to this Agreement shall be decided by any arbitration proceeding including, without
limitation, any proceeding under the Federal Arbitration Act (9 U.S.C. Sections 1-14), or any
applicable State arbitration statute,including but not limited to the Texas General Arbitration Act.
44. Headings.
The article headings are used in this Agreement for convenience and reference purposes only and
are not intended to define,limit,or describe the scope or intent of any provision of this Agreement
and shall have no meaning or effect upon its interpretation.
45. Gender and Number.
Words of any gender used in this Agreement shall be held and construed to include any other gender
and words in the singular number shall be held to include the plural,and vice versa,unless context
requires otherwise.
46. Construction of Agreement.
The parties agree that this Agreement shall not be construed in favor of or against any party on the
basis that the party did or did not author this Agreement.
47. Agreement Read.
The parties acknowledge that they have read,understand,and intend to be bound by the terms and
conditions of this Agreement.
48. Authority.
The officers executing this Agreement on behalf of the parties hereby confirm that such officers
have full authority to execute this Agreement and to bind the party he/she represents.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple
copies,each of which shall be deemed to be an original,but all of which shall constitute but one and
Franchise Agreement,Page 20
the same Agreement on the day of March,2022,the date of execution by the Mayor of the City
of Friendswood.
CITY OF FRIENDSWOOD
MIKE FOREMAN,Mayor
ATTEST:
LETICIA BRYSCH, City Secretary
WASTE CONNECTIONS OF TEXAS,LLC
(Signature)
(Printed Name)
(Title)
STATE OF §
COUNTY OF §
Before me, , the undersigned notary public, on this day personally
appeared , the of WASTE
CONNECTIONS OF TEXAS,LLC,d/b/a Waste Connections of Texas.,on behalf of such limited liability
company,
known to me;
proved to me on the oath of ; or
proved to me through his/her current
{description of identification card or other document issued by the federal government or
any state government that contains the photograph and signature of the acknowledging
person)
(Check one)
to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he/she
executed that instrument for the purposes and consideration therein expressed.
Given under my hand and seal of office this day of ,20_.
Notary Public in and for the State of Texas
My commission expires:
H:\Contracts\Solid Waste Franchise\Waste Collections of Texas Franchise Agreement 2022-2025.docx
Franchise Agreement,Page 21