Consent to Merger/Assignment and First Amendment with Choice Environmental Services of Miami, Inc. .2-7 y 2
CONSENT TO MERGER/ASSIGNMENT
AND FIRST AMENDMENT
TO THE SERVICE AGREEMENT, DATED JUNE 9, 2010 (THE AGREEMENT), FOR
COLLECTION AND DISPOSAL OF RESIDENTIAL SOLID WASTE, YARD TRASH,
BULK WASTE, AND OPERATION OF THE CITY'S GREEN WASTE FACILITY, WITH
CHOICE ENVIRONMENTAL SERVICES, INC. (AS THE SUCCESSOR, VIA MERGER,
TO CHOICE ENVIRONMENTAL SERVICES OF MIAMI, INC.), AS THE SUCCESSOR,
VIA MERGER, TO PROGRESSIVE WASTE SOLUTIONS OF FL, INC.
(PROGRESSIVE), AS SUCCESSOR.
This Consent to Merger/Assignment and First Amendment to Agreement is
entered into this INA day of A Pri'l , 2014 ("Effective Date"), by
and among the CITY OF MIAMI BEACH (t He "City"), a Florida Municipal Corporation,
whose address is 1700 Convention Center Drive, Miami Beach, Florida 33139; and
PROGRESSIVE WASTE SOLUTIONS OF FL, INC. ("Successor" or "Progressive"), a
Delaware corporation, whose address is 3840 N.W. 37t" Ct., Miami, Fl, 33142.
WHEREAS, on November 16, 2012, Waste Services of Florida, Inc., purchased
all of the issued and outstanding shares of capital stock of Choice Environmental
Services, Inc., and with it, its subsidiary, Choice Environmental Services of Miami, Inc.
(collectively "Choice"); thereafter, on May 31, 2013, Waste Services of Florida, Inc.,
changed its name to Progressive Waste Solutions of FL, Inc.; further, on September 9,
2013, Choice Environmental Services, Inc., was merged into Progressive Waste
Solutions of FL, Inc., with Progressive Waste Solutions of FL, Inc., being the surviving
entity.
NOW, THEREFORE, the City, and Successor, for and in consideration of the
mutual covenants, agreements and undertakings herein contained, the receipt and
sufficiency of which are hereby acknowledged, do by these presents mutually covenant
and agree to the merger and to amend the Agreement, as follows:
1. The City of Miami Beach, Florida hereby consents to the merger of
Choice, into Progressive. Successor hereby acknowledges and agrees to
be bound by the terms and conditions of the Agreement, as amended by
this Consent to Merger/Assignment and First Amendment.
2. Successor agrees to furnish to the City's Risk Manager, Certificates of
Insurance or endorsements evidencing the insurance coverage specified
in the Agreement. Additionally any Bonds required under the Agreement
shall also be furnished.
3. Section 4.15, entitled "Notices", on page 7 of the Agreement, shall be
amended, in part (deleted items and inserted items
underlined), to reflect the new Contractor's (Progressive's) contact
information as follows:
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I
TO CONTRACTOR:
CHOICE ENVIR0 Mr—z a1TA 1 SERVICES OF MIAMI,AAA IAI('`.
38 �h-Gt-
Miami CI e 33142,
PROGRESSIVE WASTE SOLUTIONS OF FL, INC.
2860 West State Road 84, Suite 103
Fort Lauderdale, FL 33312
Dean DiValerio
Southeast Region Vice President
4. Except as otherwise specifically amended herein, all other terms and
conditions of the Agreement, shall remain in full force and effect. In the
event there is a conflict between the terms provided herein and the
Agreement, the provisions of this Consent to Merger and First
Amendment shall govern.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, the parties hereto have caused this Assignment to be
executed by their appropriate officials, as of the date first entered above.
FOR CITY: CITY OF MIAMI BEACH, RIDA
ATTEST:
By: �� h�:L
City dierk Mayor
Rafael Granado Philip L in
FOR CONTRACTOR:
SUCCESSOR/
ATTEST: PROGRESSIVE WASTE
SOLUTIONS OF FL, INC.:
e etary Vice President
Thomas J. Fowler �Q.a�. !� 0.� ► U
Print Name Print Name
APPROVED AS TO
FORM &LANGUAGE
&FO ECUTION
ttorney Date
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