Waste Contractor Agreement with Waste Connections of Florida, Inc. ao19-3/o
NON-EXCLUSIVE FRANCHISE WASTE CONTRACTOR AGREEMENT BETWEEN
CITY OF MIAMI BEACH,FLORIDA(CITY)
AND
WASTE CONNECTIONS OF FLORIDA,INC. (f/k/a PROGRESSIVE WASTE
SOLUTIONS OF FL,INC.)(FRANCHISEE)
FOR
RESIDENTIAL SOLID WASTE COLLECTION AND DISPOSAL FOR
MULTIFAMILY RESIDENCES WITH NINE(9)OR MORE UNITS; COMMERCIAL
SOLID WASTE COLLECTION AND DISPOSAL;AS WELL AS FOR RECYCLING
SERVICES FOR MULTI-FAMILY RESIDENCES WITH TWO (2)OR MORE UNITS;
AND FOR
COMMERCIAL PROPERTIES IN THE CITY OF MIAMI BEACH,FLORIDA.
RECITALS
The City of Miami Beach,Florida,does hereby find,determine and declare as follows:
(a) That it is in the public interest to ensure that all areas within the City limits
are adequately provided with high-quality solid waste collection and
disposal service; and
(b) That it is in the public interest to retain regulatory authority over solid waste
collection and disposal, to the extent allowed by law, because of the
overriding public health, safety and welfare considerations associated with
the provision of this service; and
(c) That it is in the public interest to retain control over the use of public right-
of-way by solid waste collectors to ensure against interference with the
public convenience, to promote aesthetic considerations, and to protect the
public investment in right-of-way property; and
(d) That it is in the public interest to attract high-quality solid waste collectors;
and
(e) That it is in the public interest to ensure that high-quality solid waste
collection and disposal service is maintained through a responsive
complaint handling procedure; and
(1) That it is also in the public interest for solid waste collectors to offer and
directly provide recycling services to their clients(Recycling Services); and
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(g) That the granting of a non-exclusive franchise is the best means of assuring
that the above-described interests of the City of Miami Beach are promoted;
and
(h) That, at the October 16, 2013 City Commission Meeting, the Mayor and
City Commission authorized the City Administration to issue Request for
Qualifications No. 2013-178SR for franchise waste contractors to provide
municipal solid waste (MSW) collections and disposal services, including
additional solid waste/recycling services at city-owned properties (the
RFQ); and
(i) That at the July 23, 2014 City Commission Meeting, the Mayor and City
Commission adopted Resolution No. 2014-28681, accepting the
recommendation of the City Manager pertaining to the ranking of proposals
pursuant to the RFQ, and authorizing the Administration to enter into
negotiations for new franchise agreements with the top three (3) ranked
proposers, Waste Management Inc. of Florida, Progressive Waste Solutions
of FL, Inc., and Southern Waste Systems, LLC (collectively, the
Franchisees); and
(j) That, in addition to authorizing the Administration to negotiate and, if
successful, execute new Franchise Agreements with the Franchisees, as a
condition of the award of such agreements, the Mayor and City
Commission also authorized the Administration to negotiate and, if
successful, execute a new Service Agreement with the Franchisees for
MSW and Recycling Services, including other related public benefits to the
City which, at a minimum, should contain the same (or more favorable)
business terms than the existing services agreement; and
(k) That, the Franchise Agreements, and the related Service Agreement, had an
initial term of five (5) years, effective as of October 1, 2014, and
contemplated a renewal term, at the City's option, of up to three (3) years;
and
(1) That, on September 11, 2019, the Mayor and City Commission adopted
Resolution No. 2019-30981, pursuant to Section 90-221 of the City Code,
increasing the franchise fee paid to the City by each Contractor, from
eighteen percent (18%) of the Contractor's monthly gross receipts, to
twenty percent (20%) of the Contractor's monthly gross receipts, effective
October 5,2019; and
(m) That, on September 11, 2019, the Mayor and City Commission adopted
Resolution No. 2019-30982, extending the existing Franchise Agreements
on a month-to-month basis for a maximum period of six (6) months, and
providing that the renewal of the Franchise Agreement for the remainder of
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the three (3) year renewal term provided under Section 90-230(b) of the
City Code, shall be subject to negotiation of mutually acceptable terms for a
new Service Agreement, with additional public benefits to be provided to
the City;and
(n) That Waste Connections of Florida, Inc. (f/k/a/Progressive Waste Solutions
of FL, Inc.), a Delaware corporation authorized to conduct business in the
State of Florida (Franchisee), has indicated to the City that it is ready,
willing, and able to provide the aforestated services within the City of
Miami Beach, in accordance with the provisions contained within the
following franchise agreement (hereinafter, the Franchise Agreement or
Agreement), Chapter 90 of the City Code,and under the(additional)service
agreement (hereinafter, the Service Agreement) executed simultaneously
herewith.
NOW THEREFORE, City and Franchisee, in consideration of the mutual covenants
herein contained, agree as follows:
SECTION 1. DEFINITIONS
For the purposes of this Agreement, the following words shall have the following
meanings:
"Chapter 90 of the City Code"shall mean Chapter 90 of the Miami Beach City Code(the
City Code), as may be amended from time to time.
"City"shall mean the City of Miami Beach,Florida.
"City Commission"shall mean the elected officials of the City of Miami Beach,Florida.
"City Manager" shall mean the chief operating officer of the City or his authorized
designee.
"Franchisee" shall mean Waste Connections of Florida, Inc. (f/k/a Progressive Waste
Solutions of FL, Inc.), a Delaware corporation authorized to conduct business in the State of
Florida, which is hereby granted this franchise and has hereby agreed to undertake and perform
each and every obligation as set forth in this Agreement.
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"Gross Receipts" as referred to herein shall mean the entire amount of the fees collected
by the contractor(whether wholly or partially collected) for solid waste collection and disposal
within the City, but excluding any sales tax, or other tax, governmental imposition, assessment,
charge or expense of any kind, collected by the Franchisee from the account holder and required
by law to be remitted to the taxing or other governmental authority, and further excluding fees
from servicing rolloff and portable containers.
"Service Agreement"shall mean the certain agreement between the City and Franchisee
for the provision of additional solid waste collection and disposal and recycling services at
certain City owned facilities and properties. The Service Agreement is intended to have a term
that will run concurrently with the term of the franchise and this Agreement. Execution of the
Service Agreement by City and Franchisee is a condition of the Franchise Agreement.
Any other words or terms used herein which are not defined in this Section shall have
their normal dictionary meaning and customary usage unless such terms are defined in Chapter
90 of the City Code,in which case they shall have the meaning set forth therein.
SECTION 2. GRANT OF FRANCHISE
Pursuant to Chapter 90 of the City Code, which authorizes the granting of franchises for
the purposes set forth herein, Franchisee is hereby granted a franchise, including every right and
privilege appertaining thereto (except as otherwise limited by Chapter 90 of the City Code,
and/or by present or future Federal, State and County ordinances and laws), to operate and
maintain a solid waste collection and disposal service, and also to provide such recycling
services as contemplated in Section 90-231 of the City Code, in, upon, over, and acrossthe
present and future streets, alleys, bridges, easements and other public rights-of-way,
property(ies), and/or facility(ies) within the limits of the City of Miami Beach, Florida, for the
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purpose of collecting and disposing of solid waste, and for the purpose of providing recycling
services as contemplated in Section 90-231 of the City Code, generated by the citizens,
residents, inhabitants, business enterprises, and other entities therein. Except for Recyclable
Material otherwise provided for pursuant to Chapter 90 of the City Code, and/or by present or
future Federal, State or County ordinances and laws, Franchisee is hereby granted title to all of
such solid waste generated within said boundaries, insofar as the City can establish its legal right
to make such grant of title.
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SECTION 3..GEOGRAPHICAL LIMITS OF THE FRANCHISE
The area covered by this franchise is the area within the city limits of the City of Miami
Beach, Florida, as they are now located and any areas which may at some future time be
incorporated into the City. Franchisee agrees that the limits of the franchise are subject to
expansion or reduction by annexation and contraction of municipal boundaries and that
Franchisee has no vested right in a specific area. _
SECTION 4. TERM
As to Franchisee, the renewal term of this franchise shall be deemed to have
commenced on October 1, 2019, which shall be the effective date of this Agreement (and may
also be referred to as the Commencement Date). The renewal term of the franchise shall be
three (3) years, commencing on the Commencement Date, and shall terminate on September
30, 2022, unless sooner terminated by revocation of the franchise, as provided in Chapter 90 of
the City Code.
SECTION 5. FRANCHISE CONSIDERATION
For a period of one year after the Commencement Date of this franchise,the Franchisee
shall pay to the City a franchise fee consisting of twenty percent (20%) of said Franchisee's
total monthly Gross Receipts. Thereafter, the City Commission-shall have the option of raising
the franchise fee,as provided in Section 90-221 of the City Code.
Gross Receipts from servicing rolloff containers are not included under the franchise
fee due to the City, and shall be subject to separate fees, as set forth in Section 90-278 of the
City Code.
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Payment of the franchise fee shall be made monthly in accordance with Section 90-223
of the City Code.
In addition to monthly payment of the franchise fee, and in accordance with
Franchisee's proposal in response to the RFQ, the Franchisee shall (during the term herein)
also pay an annual amount equal to two percent (2%) of its total annual Gross Receipts, to be
applied by the City toward the establishment, implementation, and operation of a public right-
of-way cleaning program, which shall be operated through the City's Sanitation Division. The
means, method, and operation of this program shall be determined and implemented in the
City's sole and reasonable discretion. The franchisee shall, on or before thirty (30) days
following the close of its fiscal year, and in any event no later than February 15`h of each year
during the term of the franchise, deliver to the City's Chief Financial Officer a statement of its
annual Gross Receipts, certified by an independent certified public accountant,reflecting Gross
Receipts generated within the City for the preceding fiscal year. Payment of the two percent
(2%) amount shall be made annually to the City's Chief Financial Officer, concurrent with the
delivery of Franchisee's certified statement of annual Gross Receipts(as provided above).
SECTION 6. ASSIGNMENT
The rights herein granted to the Franchisee, and any licenses granted to the Franchisee
by the City, shall not be assigned by the Franchisee except with the express prior approval of
the City Commission, and as provided in Section 90-192(h)of the City Code.
In the event of such assignment, Franchisee shall cause its assignee to execute an
agreement of acceptance, subject to the approval of the City Manager, evidencing that such
assignee accepts the assignment subject to any and all terms, conditions, and limitations
imposed hereby, and which acceptance shall include an affirmative statement evidencing such
assignee's intent to fulfill the obligations imposed upon Franchisee herein.Notwithstanding the
City's approval of the assignment and assignee's acceptance, Franchisee shall guarantee the
performance of its assignee and such assignment shall always be with full recourse to
Franchisee.
SECTION 7. BANKRUPTCY OR INSOLVENCY
If the Franchisee becomes insolvent, this franchise shall terminate. If the Franchisee
files a petition of voluntary bankruptcy, or in the event of involuntary bankruptcy, this
franchise shall terminate no later than the date of filing of the bankruptcy petition.
SECTION 8. INDEMNIFICATION AND INSURANCE
Franchisee hereby agrees to indemnify,hold harmless, and defend the City, its officers,
employees, agents, and contractors against, and assumes all liability for, any and all claims,
suits, actions, damages, liabilities, expenditures, or causes of action, of any kind, arising from
Franchisee's, and/or its officers', employees', agents', and contractors' activities and/or the use
of the public streets and/or other City property or rights-of-way, for the purposes authorized in
this franchise and in Chapter 90 of the City Code, and resulting or accruing from any
negligence, act,omission, or error of the Franchisee, and/or its officers, agents, employees, and
contractors, and/or arising from the failure of Franchisee to comply with each and every
covenant of this franchise, or with Chapter 90 of the City Code, or with any other Federal,
State, County and/or City ordinance, law, or regulation applicable to Franchisee's activities,
resulting in or relating to bodily injury, loss of life or limb, or damage to property sustained by
any person, property, firm, corporation (or other business entity). Franchisee hereby agrees to
hold City, its officers, employees, agents and contractors, harmless from and against all
judgments, orders, decrees, attorney's fees, costs, expenses and liabilities incurred in and
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resulting from any such claim, investigation, or defense thereof, which may be entered,
incurred, or assessed as a result of the foregoing. Franchisee shall defend, at its sole cost and
expense, any legal action, claim or proceeding instituted by any person against the City, its
officers, employees, agents or contractors, as a result of any claim, suit, or cause of action
accruing from activities authorized by this franchise, for injuries to body, limb, or property as
set forth above.
Franchisee agrees to maintain in full force and effect throughout the entire Term of the
franchise, the insurance coverages set forth in Section 90-196 of the City Code. Franchisee
further agrees that the City Manager may increase the kinds and amounts of insurance coverage
required if, in his sole reasonable judgment and discretion,he deems such increase necessary to
protect the City.
Operation of activities by the Franchisee without the required insurance shall be
grounds for revocation of the franchise.
SECTION 9. COMPLIANCE WITH ORDINANCES,RULES,LAWS
Franchisee shall be solely responsible for keeping and maintaining itself fully informed
with all Federal, State, County, and City ordinances (including, without limitation, Chapter 90
of the City Code), laws, rules, regulations, and all orders and decrees of bodies or tribunals
having jurisdiction or authority, which in any manner affect its activities and this franchise, or
which in any way affect the conduct of its work(collectively,the aforestated are referred to as
the Applicable Laws). Franchisee shall at all times observe and comply with all Applicable
Laws. Additionally, Franchisee shall be solely responsible for obtaining and maintaining
current and in good standing any licenses and permits required under Applicable Laws to
conduct its business(es) and activities under the franchise.
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SECTION 10. REVOCATION OF FRANCHISE
Failure on the part of Franchisee to comply in any material way with the provisions of
this Franchise Agreement, Chapter 90 of the City Code, or other Applicable Laws, shall be
grounds for revocation or termination of the franchise, which termination shall be in
accordance with Section 90-234 of the City Code, and shall be effective upon written notice to
Franchisee.
SECTION 11. REPORTING; ACCOUNTING; AUDIT
Franchisee shall keep an accurate set of books and records in accordance with general
accounting principles,reflecting the Gross Receipts derived under and pursuant to the franchise
rights granted herein. The City shall have the right to audit Franchisee's books and records, as
provided in Section 90-224 of the City Code.
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SECTION 12. COLLECTION EQUIPMENT
Franchisee shall have on hand, at all times during the Term of the franchise, sufficient
personnel and equipment to permit Franchisee to fully, adequately and efficiently perform its
duties hereunder. Collection equipment shall be kept clean,sanitary,neat in appearance,and in
good repair and working order at all times. Franchisee shall at all times have available to it
reserve equipment, which can be put into service and operation within two (2) hours of any
breakdown. Such reserve equipment shall substantially correspond in size and capability to the
equipment normally used by Franchisee to perform its duties hereunder.
SECTION 13. DISPOSAL
All solid waste shall be hauled to sites or facilities legally empowered to accept it for
treatment or disposal. The City reserves the right to approve or disapprove sites, taking into
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account all governmental regulations, routes within the franchise area, and the rules and
regulations of the governmental body having jurisdiction over said sites or facilities.
SECTION 14. COLLECTION SERVICES AND OPERATIONS
Franchisee's procedures for collection of solid waste shall be in keeping with all
provisions of Chapter 90 of the City Code and other Applicable Laws.
SECTION 15. STORMS AND OTHER EMERGENCIES
In case of an unusually severe storm, and/or other extreme acts of weather (i.e.
including, without limitation, tropical storms, tropical depressions, hurricanes, floods,
tornadoes, etc.), or disruption caused by other emergencies not caused by Franchisee, the City
Manager may grant Franchisee reasonable variance from its regular schedules. As soon as
practicable after such storm, act of weather, or other emergency, Franchisee shall inform the
City of the estimated time required before regular schedules and routes can be resumed and,
upon request of the City Manager and in such form as determined by the City Manager,
Franchisee shall provide notice of same to its commercial and residential (multi-family) clients
in the franchise area. In event of a storm, act of weather, or other emergency requiring mass
clean-up operations, Franchisee shall, upon direction of the City Manager, participate in said
clean-up, to the extent directed by the City Manager. Franchisee shall be compensated by the
City, in the amount of actual costs, plus twelve percent (12%) of said costs, and shall be
excused from conducting regular services, as and to the extent approved by the City Manager.
Any expense incurred or revenue received under this Section 15 shall not be included or
considered in base rate calculations.
SECTION 16. NON-WAIVER
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The failure by the City at any time to require performance by the Franchisee of any
provision hereof, or of Chapter 90 of the City Code, or of any other Applicable Laws, shall not
in any respect limit, prejudice, diminish, or constitute a waiver of any rights of the City
thereafter to enforce same, nor shall waiver by the City of any breach of any provision of the
Franchise Agreement,or of Chapter 90,or of any other Applicable Laws,be taken or held to be
a waiver of the City's rights to enforce or take action against any such succeeding breach (of
such provision),or as waiver of any provision itself.
SECTION 17. CONTINUED OPERATIONS DURING DISPUTES
In the event that a dispute arises between the City and Franchisee (or any other
interested party) in any way relating to this franchise (including performance or compensation
hereunder), the Franchisee shall continue to perform hereunder and to render service in full
compliance with all terms and conditions of the Franchise Agreement, regardless of the nature
of the dispute.
Franchisee expressly recognizes the paramount right and duty of the City to provide
adequate waste collection and disposal services as a necessary governmental function, and
further agrees, as consideration for the City's approval and execution of this Franchise
Agreement that, in the event of a dispute, said Franchisee shall not cease performance or stop
service during the pendency of any such dispute.
SECTION 18. HANDLING OF COMPLAINTS
Franchisee shall be bound by Chapter 90 of the City Code with regard to handling of
complaints from its patrons.
SECTION 19. NONDISCRIMINATION
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Franchisee and the City agree that Contractors' compliance with the City's Human
Rights Ordinance, codified in Chapter 62 of the City Code, as may be amended from time to
time, shall be a material term of this Agreement. Franchisee agrees that it has adopted and will
maintain and enforce a policy of nondiscrimination on the basis of race, color, national origin,
religion, sex, intersexuality, gender identity, sexual orientation,marital and familial status, age,
or disability. Said nondiscrimination policy shall apply to employment practices of the
Franchisee and the provision of services.The Franchisee agrees that,upon written request from
the City Manager, it will permit access to its records of employment, employment
advertisements, application forms, and other pertinent data and records, to the City for the
purposes of investigation to ascertain compliance with the nondiscrimination provisions of this
Section;provided,however, that Franchisee shall not be required to,produce for inspection any
records covering any period of time more than two (2) years prior to the effective date of this
franchise. A finding by the City Manager that Franchisee has engaged in an unlawful
discriminatory practice, according to the regulations and procedures set forth in Chapter 62 of
the City Code, shall constitute a breach of this Agreement.
SECTION 20. RECYCLING SERVICES REQUIREMENTS
20.1 In accordance with the provisions of Sections 90-231, 90-340, and 90-341 of the City
Code, during the Renewal Term of this franchise, Franchisee shall comply with the ,
following recycling requirements:
(a) As a condition of the franchise, each Franchisee shall be required to
offer directly, or through a subcontractor, who shall be licensed by
the City and state, recycling for any and all accounts serviced by the
Franchisee(including, without limitation, any and all residential and
commercial accounts).
(b) All of Franchisee's contracts (within the jurisdictional limits of the .
City of Miami Beach) for waste collection and disposal services
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accounts for multifamilyresidences and commercial accounts shall
(accounts)
also include a proposal to provide recycling services. Such recycling
proposal shall,to the maximum extent that is commercially feasible,
maximize recycling activity in the City, and provide for sufficient
flexibility in recyclable materials, container size, and location, as is
both necessary and consistent for the particular account.
(c) Whether directly provided, or subcontracted with a qualified
recycling contractor, each recycling proposal shall require
Franchisee to disclose to the contract holder the savings offset that is
anticipated as a result of the recycling and the consequent reduction
of solid waste disposed; provided, however, that the recycling
proposal (and the required savings offset) shall remain within the
purview of the Franchisee and the multifamily or commercial
account holder to negotiate.
(d) Pursuant to Section 90-231(b) of the City Code, with respect to
multifamily residences only, each of Franchisee's contracts must
disclose to an account holder that in the event that the recycling bid
and/or price quote(hereinafter, the offer)provided by the contractor
to an account holder who is an owner, occupant, or operator or
manager of an apartment building'or the multifamily residence, is
deemed unfair by said owner, occupant, or operator or manager,
then the aggrieved party may file a protest with the City Manager, in
writing,within 30 days of receipt of the offer by the aggrieved party;
the protest must include a copy of the offer; and must clearly state
the reasons and grounds upon which that the aggrieved party
considers the offer to be unfair.
(e) Franchisee must appropriately designate the recycling collection
containers,that it provides to customers. The containers must contain
the appropriate signage and information, as shall be established and
approved by the City. Additionally, Franchisee shall assist and
provide written notice to the Director of Public Works in identifying
multifamily accounts and commercial accounts which do not have a
recycling program or, in the alternative, which have allowed a
recycling program to lapse or expire.
20.2 PURSUANT TO SECTION 90-340 OF THE CITY CODE, AND EFFECTIVE
NOVEMBER 1, 2014, FRANCHISEE SHALL OFFER THOSE RECYCLING
SERVICES FOR ANY MULTI-FAMILY RESIDENCE WITH TWO (2) OR
MORE DWELLING UNITS, AS A SINGLE-STREAM RECYCLING PROCESS
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OR AS A MODIFIED RECYCLING PROGRAM, AS MORE PARTICULARLY
SET FORTH IN SECTION 90-344.
(a) Pursuant to Section 90-340(b); the recycling services for multifamily
residences shall consist of a single-stream recycling process. The single-
stream recycling process shall separate, from all other solid waste, the
five(5)following recyclable materials:
1. 90-340(b)(1)Newspaper. Used or discarded newsprint, including
any glossy inserts;
2. 90-340(b)(2) Glass. Glass jars, bottles, and containers of clear,
green or amber (brown) color of any size or shape used to store
and/or package food and beverage products for human or animal
consumption, and/or used to package other products, which must
be empty and rinsed clean or residue. This term excludes
ceramics,window or automobile glass,mirrors, and light bulbs;
3. 90-340(b)(3) Metal food and beverage containers. All ferrous
and nonferrous (i.e., including,but not limited to, steel,tin-plated
steel, aluminum and bimetal) food and beverage containers (i.e.,
including, but not limited to, cans, plates, and trays) of any size
or shape used to store and/or package food and beverage
products suitable for human or animal consumption, which must
be empty and rinsed clean or residue;
4. 90-340(b)(4) Other metal containers. All other ferrous and
nonferrous containers used to package household products
including, but not limited to, paint cans and aerosol cans, which
must be empty and rinsed clean or reside; and
5. 90-340(b)(5) Plastics. All high density polyethylene (HDPE)
and/or polyethylene terephthalate (PET) bottles, jugs, jars,
cartons, tubs, and/or other containers, and lids, of any size or
shape used to package food, beverages, and/or other household
products, or crankcase oil, which must be empty and rinsed clean
of residue. This term excludes all plastic film,plastic bags,vinyl,
rigid plastic(i.e.,toys), and plastic foam materials.
20.3 Franchisee shall offer recycling services for commercial establishments, as a single-
stream recycling process, as more particularly set forth in Section 90-341 of the City
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Code or as a modified recycling program, as more particularlyset forth in Section 90-
344
Y gP t� �
344 of the City Code.
(a) The single-stream recycling process shall separate, from all other solid
waste,the following recyclable materials:
1. 90-341(b)(1)Newspaper, cardboard, magazines, and catalogues,
telephone books and/or directories, and office paper; used or
discarded newsprint, including any glossy inserts;
2. 90-341(b)(2) Glass. Glass jars, bottles, and containers of clear,
green or amber(brown) color of any size or shape used to store
and/or package food and beverage products for human or animal
consumption, and/or used to package other products which must
be empty and rinsed clean or residue. This term excludes
ceramics, window or automobile glass,mirrors, and light bulbs;
3. 90-341(b)(3) Metal food and beverage containers. All ferrous
and nonferrous(i.e.,including,but not limited to, steel,tin-plated
steel, aluminum and bimetal) food and beverage containers (i.e.,
including, but not limited to, cans, plates, and trays) of any size
or shape used to store and/or package food and beverage
products suitable for human or animal consumption, which must
be empty and rinsed clean or residue;
4. 90-341(b)(4) Other metal containers. All other ferrous and
nonferrous containers used to package household products
including, but not limited to, paint cans and aerosol cans, which
must be empty and rinsed clean or reside; including scrap metal,
which shall mean used or discarded items suitable for recycling,
consisting predominantly of ferrous metals, aluminum, brass,
copper, lead, chromium, tin, nickel or alloys thereof including,
but not limited to, bulk metals such as large metal fixtures and
appliances (including white goods such as washing machines,
refrigerators, etc.), but excluding metal containers utilized to
store flammable or volatile chemicals, such as fuel tanks;
5. 90-341(b)(5) Plastics. All high density polyethylene (HDPE)
and/or polyethylene terephthalate (PET) bottles, jugs, jars,
cartons, tubs, and/or other containers, and lids, of any size or
shape used to package food, beverages, and/or other household
products, or crankcase oil, which must be empty and rinsed clean
of residue. This term excludes all plastic film,plastic bags,vinyl,
rigid plastic(i.e.,toys), and plastic foam materials;
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6. 90-341(b)(6) Textiles; and
7. 90-341(b)(7) Wood. Clean wood waste and/or pieces generated
as by-products from manufacturing of wood products.It excludes
clean yard waste and clean waste (i.e., natural vegetation and
minerals such as stumps, brush, blackberry vines, tree branches,
and associated dirt, sand, tree bark, sand and rocks), treated
lumber, wood pieces, or particles containing chemical
preservatives, composition roofing, roofing paper, insulation,
sheetrock, and glass.
SECTION 22. INVALIDITY—NO RIGHT OF ACTION
If this Franchise Agreement, or any provision thereof, is found to be invalid or
unconstitutional by any court of competent jurisdiction, and/or if Franchisee is prevented from
exercising its rights hereunder by present or future Federal, State,or County ordinances or laws
and Franchisee's rights under this franchise are materially impaired thereby, Franchisee shall
have no claim or cause of action against the City therefore.
SECTION 23. POWER TO REGULATE STREETS
Nothing in this Agreement shall be construed as surrender by City of its right or power
to pass ordinances regulating the use of its streets, and/or other public rights-of-way, and/or
public properties or facilities.
SECTION 24. ACCEPTANCE OF FRANCHISE
This Franchise Agreement shall be filed with the Miami Beach City Clerk within
twenty(20)days after the date of approval of the franchise by the Mayor and City Commission
and execution by the parties hereto. Filing of a fully executed Franchise Agreement with the
City Clerk shall be deemed proof of Franchisee's acceptance of the franchise.
SECTION 25. GOVERNING LAW AND EXCLUSIVE VENUE
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This Franchisee Agreement shall be governed by, and construed in accordance with, the
laws of the State of Florida, both substantive and remedial, without regard to principles of
conflict of laws. The exclusive venue for any litigation arising out of this Agreement shall be
Miami-Dade County, Florida, if in state court, and the U.S. District Court, Southern District of
Florida,if in Federal court.
BY ENTERING INTO THIS AGREEMENT, CITY AND FRANCHISEE EXPRESSLY
WANE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY
CIVIL LITIGATION RELATED TO,OR ARISING OUT OF,THIS AGREEMENT.
SECTION 26. NOTICE
All notices and communications in writing required or permitted hereunder may be
delivered personally to the representatives of the Franchisee and the City listed below or may
be mailed by registered mail,postage prepaid(or airmailed if addressed to an address outside of
the city of dispatch).
Until changed by notice in writing, all such notices and communications shall be
addressed as follows:
TO FRANCHISEE: WASTE CONNECTIONS OF FLORIDA,INC.
3840 NORTHWEST 37 COURT
MIAMI,FLORIDA 33142
ATTENTION: DAMIAN RIBAR
GENERAL MANAGER
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TO CITY: City of Miami Beach
Attn: Jimmy L. Morales, City Manager
1700 Convention Center Drive
Miami Beach,Florida 33139
(305)673-7010
WITH COPIES TO: City of Miami Beach
Attn: Roy Coley,Public Works Director
1700 Convention Center Drive
Miami Beach,Florida 33139
(305) 673-7080
and
City of Miami Beach
Attn: Public Works Sanitation Director
1700 Convention Center Drive
Miami Beach,Florida 33139
(305) 673-7616
Notices hereunder shall be effective as follows:
Notices are deemed delivered or given and become effective upon mailing if mailed to an address
in the city of dispatch,and upon actual receipt if otherwise delivered.
SECTION 27. FLORIDA PUBLIC RECORDS LAW.
Pursuant to Section 119.0701 of the Florida Statutes,if Franchisee meets the definition of
"Contractor"as defined in Section 119.0701(1)(a),Franchisee shall:
(a) Keep and maintain public records that ordinarily and necessarily
would be required by the public agency in order to perform the
service;
(b) Provide the public with access to public records on the same terms
and conditions that the public agency would provide the records and
at a cost that does not exceed the cost provided in this chapter or as
otherwise provided by law;
(c) Ensure that public records that are exempt or confidential and
exempt from public records disclosure requirements are not
disclosed except as authorized by law; and
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(d) Meet all requirements for retaining public records and transfer to the
City, at no City cost, all public records created,received, maintained
and/or directly related to the performance of this Agreement that are
in possession of the Franchisee upon termination of this Agreement.
Upon termination of this Agreement, the Franchisee shall destroy
any duplicate public records that are exempt or confidential and
exempt from public records disclosure requirements. All records
stored electronically must be provided to the City in a format that is
compatible with the information technology systems of the City.
For purposes of this Article, the term "public records" shall mean all documents, papers,
letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or
other material,regardless of the physical form, characteristics, or means of transmission,made or
received pursuant to law or ordinance or in connection with the transaction of official business of
the City.
Franchisee's failure to comply with the public records disclosure requirement set forth in
Section 119.0701 of the Florida Statutes shall be a breach of this Agreement.
In the event the Franchisee does not comply with the public records disclosure
requirement set forth in Section 119.0701 of the Florida Statutes,the City may, at the City's sole
discretion,avail itself of the remedies set forth under this Agreement and available at law.
THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.
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IN WITNESS WHEREOF,the parties hereto have caused this Franchisee Agreement to be
executed by their appro�, .�b����icials,as of the date first entered above.
.e111
„los
FOR CITY: •/y CITY OF MIAMI BEACH,FLORIDA
ATTEST: , INCORP ORATED'
. . i✓/' �iy'r�/il��✓ice
,./R. ael E. Granado / Dan Gelber
r City Clerk NOV 2 6 2019 Mayor
FOR FRANCHISEE: WASTE CONNECTIONS OF
FLORIDA,INC.,a Delaware corporation
authorized to conduct business in the State
of Florida
ATTEST:
By:
—
r Dean-1312��-+f1
-grew' �i } }- Co r g ro nee- Seetheast Region Vice President " • ' •
APPROVED AS TO
FORM&LANGUAGE
&FOR EXECUTION
(0-ak- l
City Attorney OpQDate
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