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HomeMy WebLinkAbout2015 11 16 Public Hearing 501 Ordinance 2015-23 WCA Non-exclusive Solid Waste FranchiseCOMMISSION AGENDA ITEM 501 Informational Consent Public Hearings X Regular November 16, 2015 KS KL Special Meeting City Manager Department REQUEST: The City Attorney and City Manager request that the City Commission pass Ordinance No. 2015 -23 on First Reading granting a non - exclusive solid waste franchise to WCA of Florida, LLC. ( "WCA ") to provide solid waste disposal services to school facilities owned and operated by the School District of Seminole County, Florida and located within the jurisdictional limits of the City. SYNOPSIS: The City, WCA and the School District entered into a Mediated Settlement Agreement on June 9, 2015 in order to settle a dispute regarding solid waste services being provided to the School District by WCA within the jurisdictional limits of the City. Under the Settlement Agreement, WCA agreed to apply for, and the City agreed to grant, a non - exclusive solid waste franchise authorizing WCA to provide solid waste services to School District property located within the jurisdictional limits of the City. The franchise sets forth terms and conditions which are generally customary for similar non - exclusive franchises between municipalities and the solid waste industry. The franchise will run concurrently with the existing contract between WCA and the School District. The franchise provides that WCA will compensate the City 10% of gross revenues received from all sources under the existing contract between the School District and WCA. CONSIDERATIONS: 1. Section 19 -2 of the City Code provides that all property owners shall be required to utilize the solid waste services provided by the city in accordance with any applicable solid waste franchise awarded by the city and in accordance with other applicable law. Further, Section 19 -3 of the City Code provides that it shall be unlawful for any person or entity to Public Hearings 501 PAGE 1 OF 3 - November 16, 2015 provide solid waste collection and disposal services to real property located within the jurisdictional limits of the city without having first obtained a franchise or license from the city. 2. Currently, Waste Pro exclusively provides solid waste services within the City. However, approximately two years ago, the City and the School District were in disagreement as to whether Waste Pro was required by law to provide solid waste services to school facilities within the City. The School District entered into a contract with WCA to provide such services which was contrary to the Waste Pro franchise. A lawsuit occurred regarding the issue. On May 29, 2015, the City Commission previously approved the Mediated Settlement Agreement in the case WCA of Florida, LLC. v. City of Winter Springs and School District case No. 5D15 -0293. 3. Pursuant to the Settlement Agreement, WCA agreed to apply for, and the City agreed to grant, a non - exclusive solid waste franchise authorizing WCA to provide solid waste services to the School District properties within the jurisdictional limits of the City. The term of the franchise runs concurrent with an existing contract between the School District and WCA. 4. Upon the effective date, WCA shall be required to abide by the terms and conditions of the franchise which are set forth in Ordinance 2015 -23 including paying the City a monthly franchise fee payment equal to 10% of the gross revenues from all sources under the contract with the School District. The other terms of the franchise are specifically set forth in the attached Ordinance. 5. Approval of this Ordinance is consistent with and implements the terms and conditions of the Settlement Agreement. FISCAL IMPACT: The City will receive a $1,000 application fee from the School District for the non - exclusive franchise being granted to WCA. In addition, WCA will be required to pay the City franchise fees equal to 10% of the gross revenue from all sources under the existing School District contract. Franchise fees will be paid on a monthly basis and may vary depending on the amount of services being provided by WCA to the School District within the jurisdictional limits of the City. COMMUNICATION EFFORTS: This Agenda Item has been electronically forwarded to the Mayor and City Commission, City Manager, City Attorney /Staff, and is available on the City's Website, LaserFiche, and the City's Server. Additionally, portions of this Agenda Item are typed verbatim on the respective Meeting Agenda which has also been electronically forwarded to the individuals noted above, and which is also available on the City's Website, LaserFiche, and the City's Server; has been sent to applicable City Staff, Media/Press Representatives who have requested Agendas /Agenda Item information, Homeowner's Associations/Representatives on file with the City, and all individuals who have requested such information. This information has also been posted outside City Hall, posted inside City Hall with additional copies available for the General Public, and posted at five (5) different locations around the City. Furthermore, this information is also available to any individual requestors. City Staff is always willing to discuss this Agenda Item or any Agenda Item with any interested Public Hearings 501 PAGE 2 OF 3 - November 16, 2015 individuals. RECOMMENDATION: The City Attorney and City Manager recommend that the City Commission approve Ordinance No. 2015 -23 on First Reading and direct that the City Clerk advertise the Ordinance for second and final reading and adoption at a subsequent City Commission meeting. ATTACHMENTS: 1. Ordinance No. 2015 -23 (9 pages) 2. WCA Non - exclusive Solid Waste Franchise Application (10 pages) Public Hearings 501 PAGE 3 OF 3 - November 16, 2015 Attachment No. 1 ORDINANCE NO. 2015 -23 AN ORDINANCE OF THE CITY OF WINTER SPRINGS, FLORIDA, PROVIDING FOR THE GRANTING OF A NON- EXCLUSIVE FRANCHISE TO WCA OF FLORIDA, LLC FOR THE COLLECTION AND DISPOSAL OF COMMERCIAL SOLID WASTE WITHIN THE CITY OF WINTER SPRINGS FOR SCHOOL FACILITIES OWNED AND OPERATED BY THE SCHOOL DISTRICT OF SEMINOLE COUNTY; OUTLINING FRANCHISE DUTIES; IMPOSING REQUIREMENTS UNDER WHICH FRANCHISE SHALL OPERATE; PROVIDING FOR CONFLICTS, SEVERABILITY, AND AN EFFECTIVE DATE. WHEREAS, the School District of Seminole County, Florida ( "School District ") has an immediate and continuing need for the collection and disposal of solid waste materials from school facilities located on real property within the City of Winter Springs; and WHEREAS, in furtherance of this need, the School District awarded a solid waste disposal agreement to WCA of Florida, LLC ( "WCA ") on ( "School Agreement "); and WHEREAS, the School Agreement became effective on November 1, 2013 and has a remaining term which expires on ; and WHEREAS, WCA has determined that WCA the necessary equipment, personnel and experience to properly perform the services outlined in the School Agreement and as outlined in the City's solid waste regulations; and WHEREAS, the City, WCA and School District entered into that certain Settlement Agreement, dated May 29, 2015 ( "Settlement Agreement "), under which the City agreed to grant WCA a non - exclusive solid waste franchise for purposes of authorizing WCA to operate within the jurisdictional limits of the City of Winter Springs in order to provide the solid waste services required under the School Agreement; and WHEREAS, it appears to be in the best interests of the City of Winter Springs and its inhabitants that WCA of Florida, LLC be awarded a non - exclusive right and franchise to provide solid waste collection services within the City limits of the City of Winter Springs upon the terms and conditions recited below for the limited purpose of collecting and disposing of solid waste materials from school facilities located on real property within the City of Winter Springs. NOW, THEREFORE, THE CITY COMMISSION OF THE CITY OF WINTER SPRINGS HEREBY ORDAINS, AS FOLLOWS: SECTION ONE: Limited Franchise. 1. Grant of Limited Franchise. There is hereby granted to WCA of Florida, LLC (herein called the "Franchisee "), its successors and assigns, a non - exclusive right, privilege or franchise to collect garbage, refuse, trash and other solid waste materials and recyclables generated from school facilities owned and operated by the School District of Seminole County, Florida on real property located within the jurisdictional limits of the City of Winter Springs, Florida during the term of the School Agreement and subject to the following limitations and conditions as hereinafter set forth. The franchise granted hereunder is intended to be limited solely to school facilities owned and operated by the School District of Seminole County, Florida on real property located within the jurisdictional limits of the City of Winter Springs. Franchisee shall not serve any other property located within the jurisdictional limits of the City of Winter Springs unless another franchise or license is granted by the City. 2. Definitions. The following terms as used herein shall have the meaning ascribed below a. "City" shall mean the City of Winter Springs, Florida, a Florida municipal corporation. b. "Franchisee" shall mean WCA of Florida, LLC, a Florida limited liability company. c. "Commercial rubbish and trash" shall mean any and all accumulations of rubbish and trash including, but not limited to, paper, rags, excelsior or other packing materials, furniture, appliances, wood, paper or cardboard boxes or containers, sweepings, and any other similar accumulation not included under the definition of garbage, generated by the operation of the school facilities by the School District. d. "Garbage" shall mean all putrescible waste which generally includes, but is not limited to, kitchen and table food waste, animal, vegetative, food or any organic waste that is attendant with or results from the storage, preparation, cooking or handling of food materials whether attributed to residential or commercial activities. Garbage shall not include special waste. e. "Solid Waste" shall mean commercial rubbish and trash, garbage, and other kinds of waste generated by school facilities by the District and required to be collected and disposed of by the Franchisee under the School Agreement. f. "School Agreement" shall mean the solid waste disposal contract between the School District and Franchisee which was awarded under a competitive bid process by the School District ( #13140086) and became effective November 1, 2013, and the term of which expires on unless terminated by the parties. g. "School Facilities" shall mean any public school, educational facility and plant, and ancillary plant owned and operated by the School District and located within the jurisdictional limits of the City of Winter Springs. The term School Facilities does not include charter schools. h. "School District" shall mean the school district of Seminole County, Florida i. "Settlement Agreement" shall mean the Settlement Agreement entered into by the City, School District, and Franchisee in case WCA of Florida, LLC. v. City of Winter Springs and School District, Case No. 5D15 -0293 dated May 29, 2015. j. "Mechanical Container" shall mean and include plastic or metal containers dumped mechanically by a collection vehicle and able to be serviced by the Franchisee including, but not limited to, dumpsters, front load and compaction type containers. 3. Term. a. The term of this franchise shall terminate at such time the School Agreement expires or is terminated by the parties thereto, provided, however, the City reserves the right to terminate the same prior thereto if the Franchisee defaults in any one of the terms and conditions herein specified. 4. Minimum Service. The Franchisee shall make at least one (1) weekly collection at all School Facilities subject to the terms of the School Agreement and at sufficient additional intervals necessary to protect the environment, unless otherwise approved in advance by the City. 5. Hours. Collections shall be made between 7:00 a.m. and 7:00 p.m. unless different times are approved by the City. If Franchisee is collecting and disposing of solid waste within the City other than these times, drivers will be ticketed and this Franchise will be subject to revocation. 6. Litter. The Franchisee shall not litter premises in the process of making collections and shall promptly pick up all papers, material or debris that may be scattered about the container. Franchisee shall collect all material that has been placed in or about its containers unless otherwise directed by the School District or City. 7. Approved Containers. Amounts and types of solid waste placed in containers for collection shall be stored in standard manufactured -type mechanically served containers only, unless otherwise approved in writing by the City, compatible with the Franchisee's servicing equipment and subject to City and other governmental regulation and whose volume is listed in cubic yards. Franchisee shall provide adequate containers for the services rendered hereunder. Such container shall be provided at Franchisee's cost and shall remain the property of Franchisee, unless the container is owned by the School District. 8. Special and Hazardous Materials. Franchisee may provide haul service for special and hazardous materials not routinely generated by the School District. Said materials shall be stored and placed in a manner approved by the City and the Franchisee. No hazardous wastes will be collected by the Franchisee unless specifically required by the School District, approved by the City and agreed to by the Franchisee. 9. Collection Equipment. a. The Franchisee shall provide an adequate number of vehicles for regular collection services. They shall be kept in good repair, appearance, and in a sanitary condition at all times. Each vehicle shall have clearly visible on each side the name and phone number of the Franchisee and vehicle number not less than twelve inches (12 ") in height on the rear and each side. b. Franchisee shall certify to the City upon the commencement of each franchise year the nature and quantity of vehicles and equipment on hand and available for regular collection services and backup in the event of the breakdown of any primary collection vehicle. c. Each dumpster shall be systematically marked with the franchise holder's name and account type (Solid Waste or Recycling), in a manner approved by the City to identify its capacity in yardage, scheduled date of pickup and its "dumpster number" i.e., 6, MWF, 452 would be a six (6) yard dumpster, to be picked up Monday, Wednesday and Friday and it would be dumpster number 452. Such markings shall be amended to provide such other information as the City may require promptly upon receipt of a notice from the City requiring a change of container markings. 10. Office. The Franchisee shall establish and maintain a local office or such other facilities through which it can be contacted and complaints can be made. It shall be equipped with sufficient telephones, shall have one (1) responsible person in charge during collection hours and shall be open during collection hours. 11. Hauling. All solid waste hauled by the Franchisee shall be so contained, or enclosed that leaking, spilling or blowing are prevented. In the event of any spillage, the Franchisee shall Immediately clean up the litter at Franchisee's sole expense. Further, if the spillage causes any damage to any streets and /or any public infrastructure, the Franchisee shall be responsible for the reimbursing the City for the actual cost of repair or replacement of the streets and /or public infrastructure that is damaged by Franchisee within thirty days of receipt of an invoice itemizing the actual costs. In addition, if after receiving written notice from the City, Franchisee fails to properly clean the leak, spill or litter within twenty -four hours as required herein, the City shall have the right, but not obligation, to so clean and Franchisee shall reimburse the City for any and all actual costs incurred by the City to clean the leak, spill and /or litter within thirty days of receipt of an invoice itemizing the actual costs. 12. Disposal. All solid waste for disposal shall be hauled to sites or facilities legally empowered to accept it for treatment or disposal. To the maximum extent permitted by law and required by any agreement between the City and Seminole County, solid waste shall be disposed of at Seminole County designated facilities. 13. Charges and Rates. All charges and rates for the commercial collection of rubbish and trash and garbage shall be set by the School Agreement. Rates and charges shall not be set by the City. 14. Location. All solid waste shall be placed in approved containers at locations that are readily accessible to the Franchisee's personnel. Containers shall be located on School District property. 15. Compensation and Payment. a. Compensation shall be paid by the Franchisee to the City on a monthly basis a sum equal to ten percent (10 %) of the gross revenue from all sources related to Franchisee's operations in the City related to School Facilities pursuant to the terms and conditions of the School Agreement. Payment to the City shall be made monthly for the month immediately preceding payment. Such fees shall not include fees generated directly from recycling. Supporting documentation shall be provided with payment so that the City can verify that accuracy of the payment. b. Franchisee, in further consideration of the Franchise, shall make its financial records available to the City in accordance with procedures established from time to time by the City. The fees paid pursuant to this section shall not be added as a separate item on the School District's collection bills unless agreed to by the School District, but rather shall be considered as an operational expense. 16. Discontinued Service or Delinauent Accounts a. The Franchisee may discontinue service as set forth in this section. If the School District has not timely remitted required payments after the date of billing, the Franchisee shall notify the School District. Said notification shall contain a statement that service may be discontinued if payment is not made before that time. In the event the Franchisee intends to discontinue service to the School District, it shall so notify the City at least fifteen (15) days prior to the last day of collection. Upon payment of the delinquent fees, the Franchisee shall resume collection on the next regularly scheduled collection day, or if the School Agreement is terminated, Franchisee shall immediately discontinue service under this Franchise. b. In accordance with the City's police powers granted to by law, the City shall have the authority to direct the Franchisee to continue service notwithstanding the fact that an account may be delinquent if the City determines that garbage, refuse, trash and other solid waste materials and recyclables generated from and located upon school facilities owned and operated by the School District constitute a public nuisance. 17. Complaints. All complaints received by the School District shall be resolved within twenty - four (24) hours unless the complaints cannot be reasonably resolved within said time period, in which case the complaints shall be resolved within a time period mutually agreeable to the School District and Franchisee. Upon request by the City, the Franchisee shall supply the City with copies of all complaints on a form approved by the City and indicate the disposition of each complaint. Such records shall be available for City inspection at all times during business hours. The form shall indicate the day and hour on which the complaint was received and the day and hour on which it was resolved, the name of the complainant, the nature of the complaint and the manner of resolution. When a complaint is received on the day preceding a holiday or on a Saturday, it shall be serviced on the next normal working day. 18. Notification. The Franchisee shall notify the School District about complaint procedures, regulation, days and hours of collection, and the terms and conditions of this Franchise. 19. Franchisee Personnel. a. The Franchisee shall assign a qualified person or persons to be in charge of operations occurring within the City and shall give the name or names to the City; information regarding experience shall also be furnished. b. Franchisee's collection employees shall wear a clean uniform bearing the company's name. c. Each employee shall, at all times, carry a valid operator's license for the type of vehicle he is driving. d. The Franchisee shall provide operating and safety training for all personnel and shall certify same to the City. Such certification shall identify all employees employed in Winter Springs, theirjob description and the nature and type of training given said employees. e. The Franchisee shall comply with the Equal Employment Opportunity Program, the Fair Labor Standards Act and all other applicable Federal and State Statutes pertaining to Fair Employment practices. 20. Franchise Equipment. a. Upon request by the City, all trucks or other vehicles used on the public streets and roads within the City of Winter Springs shall be required to pass an annual safety inspection conducted by the City of Winter Springs or its agents. b. Upon successful completion of its annual inspection, the City may issue a non- transferable decal or markings which shall be affixed to such area of the vehicle as the City may designate so as to permit rapid visual determination that the vehicle has passed the required annual safety inspection. c. In conducting the required annual inspection the City shall utilize the standards previously utilized by the State of Florida in its vehicle inspection program. Where the vehicle manufacturers recommend minimum requirements are more stringent than the former State of Florida requirements, the more stringent requirements shall apply. d. All vehicles shall be subject to, and shall immediately submit to spot, on the road inspections and if found to be in non - compliance, said vehicle shall be immediately removed from service until it can be repaired and is successfully re- inspected. e. The use of non - inspected vehicles or vehicles failing to meet inspection standards may be grounds for removal of the franchise if found by the City Commission, after notice to the Franchisee and an opportunity to be heard, to be flagrant or repeated in nature. 21. Compliance within Laws. The right is hereby reserved for the City to adopt, in addition to the provisions herein contained and existing applicable ordinances, such additional regulations as it shall find necessary in the exercise of the police power, provided that such regulations by ordinance or otherwise shall be reasonable and not in conflict with the intended purpose of this ordinance. The Franchisee shall conduct operations under this ordinance in compliance with all applicable laws and its failure to comply shall constitute a default hereunder. This franchise shall not be construed to repeal or revise any existing ordinance and to the extent that any provision of this franchise is inconsistent with any existing ordinance, then such existing ordinance shall prevail and control. 22. Performance Bond. Concurrent with this franchise, the Franchisee shall furnish to the City a Performance Bond executed by a surety authorized to do business in the State of Florida in the amount of $100,000, insuring the faithful performance of the terms of this ordinance and executed by a surety company licensed to do business within the State of Florida. Said Performance Bond is in an amount deemed by the City and the Franchisee to be reasonable and necessary to enable the City to ensure all franchise fees and /or reimbursements due and payable hereunder to the City are paid as and when due. 24. Liability & Insurance. The privileges herein granted are upon the express conditions that the Franchisee shall be liable for all damages or injury to persons or property caused by its neglect or mismanagement, or by the actions of any of its employees while engaged in the operations herein authorized, or for any actions or proceedings brought as a result of the award of this franchise to Franchisee, to specifically include but not be limited to Anti -trust actions or proceedings. Should the City of Winter Springs be sued therefore, the Franchisee shall be notified of such suit, and thereupon it shall be its duty to defend the suit, and should judgment go against the City in any such case, Franchisee shall forthwith pay the same. The Franchisee shall indemnify and save harmless the City, its agents, officers and employees from any judgments recovered by anyone for personal injury, death or property damage sustained by reason of any of the Franchisee's activities permitted by this franchise or for any actions or proceedings brought as a result of the award of this franchise to Franchisee, to specifically include but not limited to Anti -trust actions or proceedings, and shall pay all expenses, including costs and attorney's fees, in defending against any such claim made against the City or any of the City's agents, officers or employees. This indemnification provision shall survive the repeal of this Ordinance. Franchisee further agrees to purchase Commercial General Liability insurance in the amount of five million dollars ($5,000,000) per occurrence, naming the City as an additional insured to the extent of its rights against Franchisee arising by virtue of this section. Franchisee further agrees to purchase Automobile Liability insurance in the amount of five million dollars ($5,000,000) combined single limit. Franchise further agrees to purchase Worker's Compensation insurance which meets or exceeds State of Florida Statutory Limits. A certificate of insurance shall be filed with the City Public Works Director ten (10) days prior to the effective date of this franchise. The certificate must name the City as additional insured for general liability. Furthermore, the certificate must reflect insurance companies which are licensed to do business in the State of Florida. These insurance companies must have a Best's financial rating (or the equivalent) of B+ or better. All insurance policies will provide that the City be given ten (10) days written notice prior to cancellation or modification. If the initial insurance expires prior to the expiration of this agreement, renewal certificates of insurance and required copies of policies shall be furnished thirty (30) days prior to the date of expiration. 25. Licenses. The Franchisee shall, at its sole expense, procure from all governmental authorities having jurisdiction over the operations of the Franchisee, including the City, all licenses, certificates, permits or other authorization which may be necessary for the conduct of its operations. The Franchisee shall pay all taxes, licenses, certification, permit and examination fees and excises which may be assessed, levied, exacted or imposed on its property, on its operations, on its gross receipts, and upon this franchise and the rights and privileges granted herein, and shall make all applications, reports and returns required in connection therewith. 26. Assignment. No assignment of franchise or any right occurring under this ordinance shall be made in whole or in part by the Franchisee without the express written consent of the City and the School District; in the event of any assignment, the assignee shall assume the liability of the Franchisee. 27. Books. Records and Audit a. The Franchisee shall keep records of wastes collected and charges therefore, and the City shall have the right to review those records which in any way pertain to the payments due it as well as the billing of all customers by the Franchisee. The Franchisee will be responsible for the monthly billing of the customer. b. Franchisee shall furnish the City with a copy of its annual audit. Said audit shall be prepared by an independent certified public accountant complete with creditor's opinion which opinion shall be acceptable to the City. The audit shall reflect the accuracy and completeness of the information provided the City by the Franchisee with special attention to the franchise fee. 28. Bankruptcy or Insolvency. If the Franchisee becomes insolvent and in any event if the Franchisee files a petition of voluntary or involuntary bankruptcy, then this franchise shall terminate in no event later than the date of filing of the bankruptcy petition. 29. Default. a. The failure on the part of the Franchisee to comply in any substantial respect with any of the provisions of this ordinance shall be grounds for a forfeiture of this franchise, but no such forfeiture shall take effect until the City has served upon the Franchisee, with a copy of the School District, written notice of default, which notice shall set forth the nature and extent thereof. The Franchisee shall have thirty (30) days following the notice of default to correct the same. If the Franchisee protests the reasonableness or propriety of the City's declaration, said protest shall be served upon the City in writing within ten (10) days following receipt by the Franchisee of the City's notice. b. If the City and the Franchisee cannot agree as to the reasonableness or propriety of the City's declaration of default, then the issue shall be promptly submitted to mediation before a mediator that is mutually agreed upon. The mediation shall occur as soon as practicable in order to expeditiously resolve the declaration of default. The School District may attend the mediation. c. The purpose of this section is to enable the City and the Franchisee to resolve by mediation such differences as they may be unable to resolve by mutual agreement on their own. Nothing contained herein shall be construed to limit or restrict the legal rights and powers of the City or the Franchisee to bring a legal action in a court of competent jurisdiction if mediation is unsuccessful in resolving the default. 30. Right to Require Performance. The failure of the City at any time to require performance by the Franchisee of any provisions hereof shall in no way affect the right of the City thereafter to enforce same. Nor shall waiver by the City of any breach of any provisions hereof be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself. 31. Modification. This franchise constitutes the entire agreement and understanding between the parties hereto, and it shall not be considered modified, altered, changed or amended in any respect unless in writing and signed by the parties hereto, and adopted as an amending franchise ordinance. 32. Notice. As required for any purpose in this franchise, notice shall be addressed and sent by certified United States mail to the City and the Franchisee as follows: CITY City Manager City of Winter Springs 1126 E. State Road 434 Winter Springs, Florida 32708 FRANCHISEE WCA of Florida, LLC 1378 -A South Volusia Avenue Orange City, FL 32763 33. Remedies, Attorney's Fees and Costs. All remedies provided in this franchise shall be deemed cumulative and additional and not in lieu of or exclusive of each other or of any other remedy available to the City at law or in equity. In the event the City shall prevail in any action arising hereunder, Franchisee shall pay to the City its costs, referable thereto, including attorney's fees. 34. Headings. The headings of the sections of this franchise are for purposes of convenience only and shall not be deemed to expand or limit the provisions contained in such sections. 35. Warranty of Franchisee. The Franchisee represents and warrants unto the City that no officer, employee, or agent of the City has any interest, either directly or indirectly, in the business of Franchisee to be conducted hereunder. 36. Compliance with Winter Springs Code of Ordinances; School Agreement. Franchisee agrees to comply with Chapter 9 of the City of Winter Springs Code of Ordinances, all other applicable City codes, ordinances, rules and regulations, and the School Agreement. 37. Amendment. The City reserves the right to amend this ordinance in any manner necessary for the health, safety or welfare of the public, and the City reserves the right, in the public interest from time to time, to prescribe reasonable rules and regulations governing Franchisee's operations hereunder. SECTION TWO: Severability: The provisions of this ordinance are declared to be severable and if any section, sentence, clause or phrase of this ordinance shall for any reason be held to be invalid or unconstitutional, such decision shall not affect the validity of the remaining sections, sentences, clauses and phrases of this ordinance but they shall remain in effect, it being the legislative intent that this ordinance shall stand notwithstanding the invalidity of any part. SECTION THREE: Effective Date; Termination. This ordinance shall take effect immediately upon adoption and acceptance by the Franchisee and shall be contingent upon the School Agreement remaining in effect concurrently with this Ordinance. In the event the School Agreement is terminated or expires, this Ordinance shall be deemed repealed in its entirety and the Franchisee shall no longer have the right to operate within the jurisdictional limits of the City of Winter Springs unless a subsequent license or franchise is granted by the City Commission in accordance with the City Code. Repeal of this Ordinance shall release both parties from their obligation to effect and to receive future performance hereunder. However, in addition to provisions of this Franchise that expressly survive the termination of this Ordinance, termination of this Ordinance does not preclude a claim for breach of this Franchise for non - performance including, but not limited to, Franchisee's failure to pay all franchise fees and reimbursements owned to the City under this Franchise. ADOPTED by the City Commission of the City of Winter Springs, Florida in a special meeting assembled on this day of 12015. Charles Lacey, Mayor ATTEST: Andrea Lorenzo - Luaces, City Clerk Approved as to legal form and sufficiency for the City of Winter Springs only: ANTHONY A. GARGANESE, City Attorney ACCEPTANCE BY FRANCHISEE The foregoing ordinance and the franchise provided for therein and all the terms and conditions thereof are hereby accepted, approved and agreed to this day of , 20 FRANCHISEE: WCA of Florida, LLC By: President Q _ �y an ra Cat 1959 � m NG � WF CITY OF WINTER SPRINGS, FLORIDA 1126 EAST STATE ROAD 434 WINTER SPRINGS, FLORIDA 32708 -2799 Telephone (407) 327 -1800 Attachment No. 2 APPLICATION FOR NON - EXCLUSIVE FRANCHISE FOR COMMERCIAL SOLID WASTE COLLECTION SERVICES This application form must be completed by each person or company ( "Applicant ") that wishes to obtain a Non - Exclusive Franchise from the City of Winter Spring for Commercial Solid Waste Collection Services. An Applicant must provide the City with all of the information and documents requested in Sections 1.-19 below, including the application fee and the affidavit that are described below. An Applicant may attach additional sheets of paper to this application form, if necessary. 1. Applicant Information. Please provide the name, address and telephone number of the Applicant. Name of Applicant: WCA of Florida, LLC Mailing Address: 5002 SW 41st Blvd, Gainesville, FL 32608 E -Mail Address: bhu hes wcamerica.com Telephone No.: 2. Applicant's Authorized Representative. Please provide the name, address and telephone number of the person that is the Applicant's designated representative with regard to this Application. Name of Representative: Brian Hughes Mailing Address: 5002 SW 41st Blvd, Gainesville, FL 32608 E -Mail Address: bhughes@wcamerica.com Telephone No.: 352 -377 -0800 3. Type of Business Entity. Please state whether the Applicant is an individual, a corporation, a partnership, or other type of business entity. 4. Applicant's Principals. If the Applicant is a corporation, partnership or other business entity, please provide the name, address, and title of the Applicant's majority shareholder and each person that is a principal officer (e.g., Chief Executive Officer; President; Vice - President; Chief Operating Officer; etc.). Bill Caesar CEO Joseph Scarano, CFO All (3) at located 1330 Post Oak Blvd, Houston, TX 77056 5. Applicant's Managers. Please provide the name, address, and telephone number of each person that will serve as the Applicant's local manager (i.e., the person that will be responsible for performing or supervising the Commercial Solid Waste Collection Services for the Applicant). Joel Pack - District Manager (844) 523 -0978 _ 6. Proof of flood Standing. If the Applicant is a corporation, please provide proof that the corporation is in good standing in the state of Florida. 7. Authorization to do Business in Florida. If the Applicant is not a Florida corporation, please provide proof that the Applicant is authorized to do business in Florida. 8. Fictitious Name. If the Applicant is operating under a fictitious name, please provide information demonstrating that the fictitious name is properly registered by the Applicant. 9. Applicant's Experience. (a) Please provide a summary of the Applicant's experience with regard to the collection of Commercial Solid Waste. (b) Provide a complete list of all of the communities in Florida and other states (but not more than a total of five (5) communities) where the Applicant has provided solid waste collection services in the last five (5) years. (c) For each community listed in Section 9(b), above, please provide the name, address, and telephone number of a reference (i.e., a person employed by the local government in that community who can provide information concerning the quality of service provided by the Applicant). 10. Prior Enforcement Issues. (a) Please provide a complete list of all communities (if any) where the Applicant's permit, approval, franchise, or license to provide solid waste collection services was suspended or revoked. (b) Provide a complete list of all felony convictions, and all misdemeanor convictions within the last five (5) years, involving the Applicant's collection, receiving, storing, separating, transportation, or disposal of solid waste. If the Applicant is not an individual, also provide a list of such convictions for the Applicant's majority shareholder, any person having a controlling interest in the Applicant, and each person that is an officer or partner of the Applicant. (c) Provide a complete list of all civil penalties and liquidated damages in excess of five thousand dollars ($5,000.00) that were assessed against the Applicant by local, state, and federal governmental entities within the last five (5) years involving the collection, transportation, or disposal of solid waste. (d) With regard to Sections 10(a) through 10(c), above, provide any information concerning the convictions, penalties, liquidated damages, etc., that the Applicant believes will help the City understand the facts concerning those matters. 11. Potential Customers and Service Details; Estimated Gross Revenue from Services. Please provide the name and address of each Commercial Establishment that will be provided Commercial Solid Waste Collection Services by the Applicant if this Application is approved including the customer contact person, dates /times of service and estimated annual gross revenues for this customer. Please provide this information on the blank form that is attached hereto entitled "City of Winter Springs Commercial Franchise Application Response; Potential Customers, Paragraph 11; Potential Customers ". 12. 'V'ehicles and „E,guipment. Please provide a list of the vehicles, equipment, and containers that will be used by the Applicant to provide Commercial Solid Waste Collection Services in the City. The list must identify the make, model, identification number, and year of each vehicle and piece of collection equipment. The list also must identify the size and type of each container that will be used by the Applicant. Please provide this information on the blank forms that are attached hereto entitled "City of Winter Springs Commercial Franchise Application Response; Vehicles and Equipment, Paragraph 12; Vehicles” and "City of Winter Springs Commercial Franchise Application Response; Vehicles and Equipment, Paragraph 12; Other Collection Equipment". Also include the street address of the equipment yard(s) where the Applicant's vehicles, equipment, and containers are stored when they are not in use. 13. Insurance Requirements. Please provide a properly executed Acord 25 Certificate of Insurance form demonstrating that the Applicant has the following types and amounts of insurance coverages issued by an insurance company that is licensed to do business in the State of Florida, with an A.M. Best Rating of B + or better, Class VII (or higher), or otherwise acceptable to the City, if the company is not rated by A.M. Best. (a) Comprehensive General Liability Insurance with a limit of a one million dollar ($1,000,000) per occurrence and a two million dollar ($2,000,000) general aggregate. This policy must include the following coverages: premises and operations liability, independent contractors, products and completed operations, personal injury, contractual liability, and fire damage; (b) Automotive Liability Insurance coverage providing a combined single limit of not less than one million dollars ($1,000,000) per occurrence. This policy must include the following coverages: bodily injury and property damage including premises and operations; (c) Workers Compensation Insurance shall be provided for all of Franchisee's employees as required under Florida law; and (d) Employers Liability Insurance providing a single limit of not less than one million dollars ($1,000,000), bodily injury by each accident, and providing a single limit of not less than one million dollars ($1,000,000), bodily injury disease per each employee, and providing a single limit of not less than one million dollars ($1,000,000) bodily injury by disease policy limit. The certificate of insurance must demonstrate that the insurance coverage will be in effect for the term of the proposed Franchise Agreement. The certificate of insurance must name the City as an additional insured (except with regard to workers compensation and employers liability insurances). 14. Bond Re uirements. Please provide a performance bond in the amount of one hundred thousand dollars ($100,000). The bond must be in the form that is attached hereto and is subject to review and approval of the City Attorney. The bond must be issued by a surety licensed to do business in the state of Florida. 15. Other Information. Please provide any other information the Applicant believes will demonstrate that: (a) The Applicant has the experience, personnel, equipment, and other resources necessary to provide Commercial Solid Waste Collection Services in compliance with the requirements in the City Code; DocuSign Envelope ID: 498182FA -0318 - 4253- 95C5- 475BEBOEF3FB (b) The Applicant has the capacity and willingness to comply with all applicable local, state, and federal laws; and (c) The award of a Franchise to the Applicant will be in the public interest. 16. Franchise Agreement. Upon preliminary approval of the Application by the City Manager. The City Manager will present a Non - Exclusive. Commercial Franchise Ordinance to the City Commission for consideration and approval. Said Ordinance shall set forth the terms and conditions under which the Applicant will be authorized to provide commercial solid waste services within the jurisdictional limits of the City. Upon approval of the Ordinance by the City Commission, the Applicant shall be responsible for properly executing the Non - Exclusive Commercial Franchise Ordinance adopted by the City Commission as a. condition of providing commercial solid waste services within the jurisdictional limits of the city of Winter Springs. 1.7. Application Fee. Please provide an application fee with this Application. The arnount of the application fee is n,000.00 One Thousand_ Dollars) Payments shall be made payable to the City of Winter Springs. 18. Effective Date of Franchise A reement. Please identify the date when the Applicant wants its Franchise to take effect 19. Attachments. All of the information and documents requested in paragraphs 1- 19, above, must be attached to this Application and submitted to the City. FRANCHISEE Do uSigrteeddrbT. E/T " By: (Seal) or f WW'Metary — Signature Pre 'dent/W /CEO Brian Hughes Witness — Type or Print Date: November 5, 2015 1 12:08 CT OFFICIAL USE ONLY: Preliminary Approval subject to City Commission adoption of franchise ordinance: CITY OF WINTER SPRINGS Andrea Lorenzo- Luaces, MMC Kevin L. Smith City Clerk City Manager Date: Performance Bond Bond No: 867199 KNOW ALL MEN BY THESE PRESENTS, that WCA of Florida LLC 5002 South West 41I Boulevard Gainesville FL 32608, the Principal, and Evergreen National Indemnity Company, 6140 Parkland Boulevard Mayfield Heights OH 44124-6106, the Surety, are held and firmly bound unto the City of Winter Springs, 1126 East State Road 434 Winter Springs, FL 32708, as Obligee, in the penal sum One Hundred Thousand and 00/100 Dollars ($100,000.00), for the payment of which we bind ourselves, our heirs, administrators, executors, successors, and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has entered into a certain written Contract for Non - exclusive franchise contract, with the above mentioned Obligee, which contract is hereby incorporated herein as if fully rewritten Not withstanding, any terms and provisions specifically modified herein shall have the meaning given in this bond. NOW, THEREFORE, the condition of the above obligation is such that if the Principal shall promptly and faithfully perform this Contract, then this obligation shall be null and void; subject, however, to the following conditions: 1. This bond is for the term beginning October 8, 2015 and ending October 8, 2016. 2. If there is no breach or default on the part of the Obligee, then the Surety's performance obligation under the bond shall arise after: a. The Obligee has notified the Principal and the Surety in writing at their respective addresses of the alleged breach, and has requested and attempted to arrange a conference with the Principal and the Surety to be held not later than fifteen (15) days after receipt of such notice to discuss methods of performing the Contract; and has made available during notice period all books, records, and accounts relevant to the Contract which may be requested by the Principal or Surety. If the Obligee, Principal and Surety agree, the Principal shall be allowed a reasonable time to perform the Contract; but such an contract shall not waive the Obligee's right, if any subsequently to declare a Principal default; b. The Obligee has declared the Principal in default and formally terminated the P'rincipal's right to complete the Contract, provided, however, that such default shall not be declared earlier than twenty (20) days after the Principal and the Surety have received the notice as provided in "a" above; and G. The Obligee has agreed to pay the balance of the Contract price to the Surety in accordance with the terms of the Contract or to the such contractor as may be tendered by the Surety to the Obligee. 3. No claim, action, suit or proceeding, except as hereinafter set forth, shall be had or maintained against the Surety of this instrument unless same be brought or instituted and process served upon the Surety within six months after the expiration of the bond. The parties hereto expressly acknowledge and agree that no liquidated damages shall be claimed, due or payable by Surety pursuant to this Bond. 4. The bond may be extended for additional terms at the option of the Surety, by Continuation Certificate executed by the Surety. 5. Neither non - renewal by the Surety, nor failure, nor inability of the Principal to file a replacement bond shall constitute loss to the Obligee recoverable under this bond. 6. In no event shall the liability of the Surety hereunder exceed the penal sum hereof. ENIC Per€ Bond (41209) Signed, sealed and executed this St" day of September, 2015. WCA of Florida, LLC Principal nvo) (Corporate Seal) Witness: ENIC Perf Bond (41209) Evergreen National Indemnity Company Surety By: P A. Temple, Attorney -In -Fact (Corporate S a:) Witness: _ _ ` a&fUz�--- Michelle A. Patterson CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDDIYYYY) I 10I1312D16 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Aon Risk services southwest, Inc. Houston TX Office CONTACT PHONE (AICNN . Ext): (866) 283 -7122 Fuc Nu): (800) 363 -0105 E -MAIL ADDRESS: 5555 San Felipe Suite 1500 COMMERCIAL GENERAL LIABILITY Houston TX 77056 USA INSURER(S) AFFORDING COVERAGE NAIC # INSURED INSURER A: New Hampshire Ins Co 23841 wCA waste Corporation 1330 Post Oak Blvd. INSURER B: Lexington Insurance Company 19437 INSURER C: & conditions 30th Floor Houston TX 77056 USA INSURER D: $300,000 INSURER E: MED EXP (Any one person) EXCI tided INSURER F: COVERAGES CERTIFICATE NUMBER: 570059827179 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested LTR TYPE OF INSURANCE INS WVD POLICY NUMBER MM1DO POLICY EXP MWD LIMITS B X COMMERCIAL GENERAL LIABILITY -07701717'3 EACH OCCURRENCE $1,000,000 CLAIMS -MADE OCCUR SIR applies per policy terns & conditions aAMTkGETURrRTEM PREMISES Ea occurrence $300,000 MED EXP (Any one person) EXCI tided PERSONAL &ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY ❑X JEa O LOC PRODUCTS- GOMPIOPAGG $2,000,000 OTHER: A AUTOMOBILE LIABILITY CA 458 -43 -81 08/01/2015 08/01/2016 COMBINED SINGLE LIMIT Ea accident $5,000,000 BODILY INJURY ( Per person) X ANY AUTO BODILY INJURY (Perae ddent) X ALL OWNED SCHEDULED AUTOS AUTOS HIREDAUTOS NON -OWNED AUTOS PROPERTY DAMAGE Per accident Medical Payments Lia $5,000 UMBRELLA LIAR OCCUR EACH OCCURRENCE AGGREGATE EXCESS LIAB CLAIMS -MADE DED I RETENTION A A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR! PARTNER f EXECUTIVE OFFICERWEMBEREXCLUDED? (Mandatory in NH) NIA wcOS3409049 AOS WC053409048 FL 08/01/2015 08/01/7015 68/01/2016 08/01/2016 X PER STATUTE I OTH- ER E.L. EACH ACCIDENT $110001000 E.L. DISEASE -EA EMPLOYEE $1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE-POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS 1 LOCATIONS 1 VEHICLES IACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Non- EXC1USiVe Commercial Franchise ordinance Agreement for Commercial solid waste collection services, WCA of Florida v. City of WS. City of winter springs, Florida is included as Additional Insured in accordance with the policy provisions of the General Liability and Automobile Liability policies. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. city of winter Springs, Florida AUTHORIZED REPRESENTATIVE 1126 l=ast state Road 434 winter Springs FL 32708 -2799 USA' JL @1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD m e a m a 0 2 N LO 0 0 r 4 Z ed v w d U Detail by Entity Name Foreign Limited Liability Company WCA OF FLORIDA, LLC Principal Address 1330 POST OAK BLVD HOUSTON TX 77056 Changed 06/0612012 Manager /Member Detail WCA WASTE SYSTEMS, INC 1330 POST OAK BLVD 30th Floor Title President SCARANO, JOSEPH J JR 1330 POST OAK BLVD 30th FLOOR HOUSTON TX 77056 Title Vice President Shires Robert 5002 SW 41St BIVD Gainesville FL 32608 Filing Information Document Number M06000004808 FEIIEIN Number 205449795 Date Filed 08130/2006 State DE Status ACTIVE Mailing Address 1330 POST OAK BLVD HOUSTON TX 77056 Registered Agent Name & Address CORPORATION SERVICE COMPANY 1201 HAYS STREET TALLAHASSEE FL 32301 -2525 US Title vice President Roy Michael A 1330 POST OAK BLVD 30`h FLOOR HOUSTON TX 77056 Title Vice President Bryant Nancy A 1330 POST OAK BLVD 30" FLOOR HOUSTON TX 77056