99-23063 RESO
RESOLUTION NO. 99-23063
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE MAYOR AND
CITY CLERK TO EXECUTE A SERVICE AGREEMENT WITH ONYX FLORIDA,
LLC, FOR THE OPERATION OF THE STASH SITE AT BAYSHORE GOLF
COURSE, LOCATED NORTH OF THE INTERSECTION OF 28TH STREET AND
MERIDIAN AVENUE, FOR A TERM CONCOMITANT WITH ONYX'S SERVICE
AGREEMENT TO PROVIDE RESIDENTIAL SOLID WASTE AND YARD TRASH
COLLECTION AND DISPOSAL CONTRACT, INCLUDING RENEWAL OPTIONS.
WHEREAS, the City's existing Agreement with Onyx Florida, LLC, for the operation of the Stash
Area located at Bayshore Golf Course, north of the intersection of 28th Street and Meridian Avenue, is due
to expire on May 31, 1999; and
WHEREAS, on September 9, 1998, the Mayor and City Commission approved an Agreement for
Residential Solid Waste and Yard Trash Collection and Disposal with Onyx Florida, LLC, said Agreement
commencing on October 12, 1998, and ending on October 12, 2000, with an option to renew for two (2) years;
and
WHEREAS, the Administration finds it in the public interest to promote consistency in waste
collection and disposal by also herein recommending the execution of a Service Agreement for the operation
ofthe Bayshore Stash Area, with Onyx Florida, LLC; and
WHEREAS, the Administration has drafted the attached Agreement with Onyx Florida, LLC, for
providing the required services of the Stash Area, said Agreement commencing on February 15, 1999, and
ending on October 12,2000, with an option to renew for two (2) years; and
WHEREAS, necessary releases have been obtained from Browning Ferris Industries regarding
operation of the Stash Site.
NOW, THEREFORE BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Clerk to
execute a Service Agreement with Onyx Florida, LLC, for the operation of the Stash Site at Bayshore Golf
Course, located north of the intersection of 28th Street and Meridian A venue, for a term concomitant with
Onyx's Service Agreement to provide Residential Solid Waste and Yard Trash Collection and Disposal
Contract, including renewal options.
PASSED and ADOPTED this ~ day of February ,1999
:eL~ e~
CITY CLERK
~~1
MAYOR
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
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Date
02/02/99 . TUE 13: 37 FAX 9547352i47
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t1 A. fYI. A _Ill'" and Consent
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Thil Termination and Consent is dated this }- ~ __ dI1y of ~anuary, 1999.
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Browning-F8niB IndustrillS. Ine. by and ihrcugh its appropri~ 8Ubtiidary (BF1). hentby
tBrminlllBs 811 at l1s tights, title and intarBBt in and to thd certain contract datad
7v/V e I J {fft{ b8Iw88n BFI and the CIlyDlf Mia'" Beach for the operation at
the City of MIami Beach StaSh SIta, II copy of which CC',"tract ill atbK:hed - exhibit A (the
.Co~. !
,
,
I!y ItIslaneture beJdW Sond Wllte M8I'I.gement. Inc. Consents to this termination '
and waIVes any end all rfghts It m8Y have tlgalMt EJFI and lit city of Ml8m1 Beach
arising ClncUor extending from the Contract and/or any subcontracting rtghis
thereunder. '
,
By its signature below the City of Miami Beach cor.. to the terms contained
herein. '
Bro\mina-Ferris IndUstries. Inc. by its subsiclary
BFI Ws. Systama of North America. Inc.
By~ f ifffA-
Print~me: ~ ~it.^
TIIIa:~~ v'tf~W----
Soli~ Waste Manegement. Inc.
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By:vW~~
Printrlamemsef'11- ~IIP OWC~
Title: e. B, Q
City of Mi.mi Beech
By:
Print name:
Tdle:
Agenda Item 12- I F I
Date 2- - 3-9S-
...-.. .
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CITY OF ML-\MI BEA CH
CITY A TTOR'fEY'S OFFICE
TO:
Commissioner Martin Shapiro
FROI'vf:
L\t~urray H. DUbbin~, / JII. 1Ij/ / ~
City Attorney II II \y/,~1JIjf/
i./ I 1./
L\thrch 25, 1997
D.-\ TE:
SlTBJECT:
St:lsh Are:l Ioc:ued on B:1yshore Golf Course ne:1r the Intersection of::YIeridian
.-\venue and 23th Street
The question, asJ understand it, is: "By what a~thoricy is a trash deposi:orf area be:ng operaced on
land located within a public golf course"? On October 4, 1989, the ".A..f:e:- Action" s<.:mmary reflects
chat upon recommendation ofche Administration, the Commission approved a contract with Industrial
\Vaste Services, Inc. to operate a stash are3. located in Bayshore Golf Course, north of intersection
of 28th Street and Meridian Avenue, for a five year period, with an option for an additional five
years. Industrial Waste Service was the successful number one ranked respondent co a Request for
ProDosals. The effective dates \Vere established ac November 14 1989 through November 13, 1994.
. , -
A copy of the purchase order with attachments is attached.
On July 13, 1994, the City Commission approved a re:1ewal of che five year ,agreement, commencing
retroactively on June 1, 1994 and ending on i\fay 31, 1999. A copy cfResolution No. 94-21222
together with the Administration's recommendations and the agreemem itself are attached for your
information. In the interim, Industrial Waste Service, Inc. merged with and became a pare of BFT
Industries, whose name it assumed and who the:-ebv became the coerarar of the stash area.
J .
The establishment of "the stash are:1S" took place by ordinance prior to Api:! 24, 1991. On thac date,
the Cicy adopted Ordinance No. 91-2742. Sec!ion 14 A-13 ame:1ded the previous Section 14 A-5.1
and authorized the "use of regulated stash areas". A copy of the perci1:enc portions of the above
referenced Ordinance, ( pages 19, 20 and 21) is a::ached for your infoir:1a:ion.
r have found no law co indicate that the ac:ion c3..1-::e:1 by the City CommiSSlC1: on Ocroce;:- 4, 1989 was
illez:ti. Hov.,(eve:-, ifanvor:e has tnrar:narion aLong; ::-tose iir:es, r ,-vouid aoc:-eciace hear::ig t'rom them.
- J _ ~ .
Lv.c:~:lm
Ene:.
cc: I\~c.yor Seymour Ge1ber
Members of the Ci~y Commission
City Manager Jose Garcia-Pedrosa
TY HALL 1700 CONVENTION CENTER DRIVE MIAMI BEACH, FLORIDA 33139
:p:\\ci. m iam i-beach. fl. us
;ITY OF MIAMI BEACH
COMMISSION MEMORANDUM NO. I ~) ,1'7
TO:
Mayor Neisen O. Kasdin and
Members of the City Co mission
DATE: February 3,1999
FROM:
Sergio Rodriguez
City Manager
SUBJECT:
A RESOLU ION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, AUTHORIZING THE
ADMINISTRATION TO PREP ARE A SERVICE AGREEMENT TO BE
SIGNED BY ONYX FLORIDA, LLC FOR THE OPERATION OF THE
STASH SITE IN BA YSHORE GOLF COURSE LOCATED NORTH OF THE
INTERSECTION OF 28TH STREET AND MERIDIAN AVENUE IN THE
CITY OF MIAMI BEACH, FLORIDA, FOR A TERM CONCOMITANT
WITH THE RESIDENTIAL SOLID WASTE AND YARD TRASH
COLLECTION AND DISPOSAL CONTRACT, AND PROVIDING FOR A
TWO-YEAR RENEWAL OPTION.
ADMINISTRATION RECOMMENDATION
Adopt the Resolution.
BACKGROUND
The Bayshore Stash Site is the only trash transfer station in operation in the City of Miami Beach.
It is currently operated by Browning Ferris Industries (BFI) whose contract will expire in May, 1999.
BFI is no longer the residential solid waste hauler in the City of Miami Beach and has expressed the
desire to relinquish its role as operator of the Bayshore Stash Site. At the October 7, 1998 City
Commission meeting, this item was deferred so that a waiver or release ofliability could be obtained
from BFI prior to awarding the service agreement to Onyx Florida, LLC. (BFI subcontracts the stash
site operation.) The release form from BFI was pending at the time of printing this agenda. If the
release is not received on time for consideration by the Commission, this item will be withdrawn.
There are no other legal impediments to a transfer of this operational responsibility.
Effective September 9. 1998, Onyx Florida, LLC became the residential solid waste hauler in the
City of Miami Beach and commenced operations on October 12, 1998. Onyx is desirous of also
operating the Bayshore Stash Site. At the September 9, 1998 City Commission meeting, the
Administration was directed to prepare an agreement related to the operation of the Stash Site and
to also meet with the surrounding neighborhood.
AGENDA ITEM R.l~
DATE 2- '3 -ctL]
AN AL YSIS
The Bayshore Stash Site is essential to clean-up efforts citywide. Residents need a place to properly
dispose of trash and debris. and the City must have a place to take its collections as well. However,
the surrounding neighborhood has repeatedly voiced dissatisfaction with the current operation. The
Administration met with the affected neighborhood and representatives of Onyx on September 18,
1998. The neighborhood had many concerns which included:
I. Their contention that the Bayshore Stash Site was illegally
established (see March 25, 1997 memo from City Attorney Murray
Dubbin).
2. The amount of truck traffic permitted to queue-up and truck noise.
3. Concerns about bulk waste, construction debris, paint and hazardous
waste as well as medical waste being disposed of at the stash site.
4. The possible limitation on the use of the stash site to six days per
week.
5. Clarification on how much accumulation is permitted at the site;
clear definition of "excess accumulation" was requested.
6. A possible limitation of a maximum of two times per week for
mulching.
These issues have been addressed within the proposed agreement with Onyx Florida, LLC, as
follows: The days of operation have been changed from the current seven days to run Tuesday
through Sunday (six days per week). In addition, only clean yard waste and household bulky waste
(including construction debris) will be accepted at the stash site. Onyx has agreed to remove
container loads promptly and not allow excessive accumulation of trash at the site. (Periodic
inspections with neighborhood representatives will confirm this.)
Representatives of Onyx responded to the neighborhood operational questions by assuring them of
a quieter, cleaner, more cooperative operation. They agreed to have trucks leave the site via alternate
routes; assured that all drivers would respect the speed limit and would not leave trucks idling or
lined-up prior to the time of opening. In addition, Onyx has agreed to landscape the entrance to the
stash area and to provide a quiet mulching machine which should reduce the noise and the amount
of trash hauled out of the stash area. Mulching will only occur two days per week between the hours
of 11 :00 AM and 5:00 PM.
Based on the agreement reached with Onyx Florida, LLC, and the incorporation of neighborhood
concerns, the Administration recommends that Onyx operate the stash site for a term concomitant
with the residential contract and a two year renewal option.
The following comparison of fees currently charged by BFI and those proposed by Onyx illustrates
the costs associated with the stash site operation. ("Clean Yard Waste" is generally defined as
garden trash and tree and shrubbery trash, and "Other" is defined as household bulky waste and
white goods, and including household generated construction debris.)
Comparison Onyx BFI Difference
A) Clean Yard Waste A) Clean Yard Waste A) Clean Yard Waste
B) Other B) Other B) Other
City of Miami A) $8.35 per Cu. Yd. A) $8.35 per Cu. Yd. A) $0
Beach B) $8.35 per Cu. Yd. B) $8.35 per Cu. Yd. B) $0
Residents--
Autos (2 or 4 doors) A) Free A) Free A) $0
B) Free B) Free B) $0
Station Wagons or A) Free A) Free A) $0
Pickups B) Free B) Free B) $0
Van or Trailer A) $8.75 per Cu. Yd. A) $8.75 per Cu. Yd. A) $0
B) $15.00 per Cu.Yd. B) $8.75 per Cu. Yd. B) $6.25 per Cu.
Yd.
Landscapers--
Pickups A) $8.75 per Cu. Yd. A) $8.75 per Cu. Yd. A) $0
B) $15.00 per Cu. B) $8.75 per Cu. Yd. B) $6.25 per Cu.
Yd. Yd.
Van or Trailer A) $8.75 per Cu. Yd. A) $8.75 per Cu. Yd. A) $0
B) $15.00 per Cu. B) $8.75 per Cu. Yd. B) $6.25 per Cu.
Yd. Yd.
As the chart indicates, the City of Miami Beach will pay the same prices it currently pays to BFI.
(Approximately 22,155 cubic yards of trash are disposed of at $8.35 per cubic yard or $185,000 on
an annual basis.) Residents with a van or trailer filled with trash (other than yard trimmings) will
pay $15 per cubic yard. Though no direct cost savings will result from awarding this operation to
Onyx, many benefits are derived.
o The increase in fees for disposal of items other than clean yard waste should reduce the
number of residents and landscapers who utilize the Bayshore Stash Site for disposal of
waste other than clean yard waste.
o Onyx has agreed to ensure that the Stash area is always available for examination by the City
Manager or his authorized representative. This would help to ensure that the Stash area is
run as a first-rate operation. The City's intent hereunder is to conduct periodic inspections
which may include members from neighborhood groups from the surrounding residential
area, to determine that it is being operated in a responsible, neat, and orderly manner.
o New language has been added to this contract which permits the City to terminate this
agreement for convenience and without cause by giving 30 days written notification.
o Onyx has agreed to landscape the exterior of the Stash site (plans will be submitted to the
City for approval) at its sole cost and expense. This will benefit the neighborhood and
beautify the area.
o Onyx shall produce mulch from the Clean Yard Waste and make it available to the City and
Residents at no additional cost (as limited by the quantity of mulch produced at the Stash
site). This will decrease the amount of truck traffic leaving the site and will certainly be a
benefit to the neighborhood. It should reduce tipping costs paid to the County as well.
CONCLUSION
Adopt the Resolution approving the Onyx Florida, LLC agreement to operate the Bayshore Stash
Site.
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AGREEMENT TO OPERATE STASH AREA
lOCATED IN BA YSHORE GOLF COURSE
NORTH OF THE INTERSECTION OF 28TH STREET
AND MERIDIAN AVENUE IN THE CITY OF MIAMI BEACH, flORIDA
This Agreement is executed on JW1e 1st , 1994, between the City of Miami
Beach, and Municipal Corporation of the State of Florida whose principle offjce is located at
1700 Convention Center Drive, Miami Beach, Florida 33139, hereinafter referred to as CITY,
and INDUSTRIAL WASTE SERVICE, INC. a Florida Corporation, whose
principle office is located at 3840 NW 37th Court. Miami , hereinafter referred
to as IW5. It is agreed as follows:
1. IWS agrees to operate the Stash Area in the Bayshore Golf Course of the City of Miami
Beach.
IWS shall be responsible for providing:
a) Manpower and equipment to receive, control, secure, collect dumping
fees and dispose of all material received seven (7) days per week, 360
days per year, from sunrise to sunset. (7:00 a_m. - 5:00 p.m.)
#
b) Stash Area site is authorized to be closed on Thanksgiving, Christmas,
New Years Day, July 4th and labor Day_ IWS will post these closure
dates all yeaL
IWS shall adhere to the following fee schedule:
Charges to the City of Miami Beach ~
$8.35 per cubic yard
Charges to Residents -
Automobiles (2 or 4 doors) -
Station Wagons or Pick Ups -
Van or Trailer
FREE
FREE
$ 8.35 per cubic ya..-d
Charges to City Landscape Firms:
Pickups
Van or Trailer -
$30.00 each
$ 8.35 per cubic yard
A minimum of one (1) person shall be on site to charge the residents and licensed landscape
fi~,.,...,~ ~'ld 'n ','.,."r-:on' ,;,.I'r'c .~" <I,~ (";,,, "phirll" The nf"'rcnn sn<lll rlirect traffic to where loads
EXHIBIT A
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hereby incorporated by reference.
DEFAUl T AND TERMINATION
a) If IWS abandons or vacates the site prior to the expiration of the term hereof, or
b) if lWS fails to adhere to the fee schedule as set forth in this Agreement, or Subsection
C if IWS fails to discharge or bond off any lien filed on the site within fifteen (15) days of
written notice from CITY to lWS, or subsection B if IWS fails to perform in accordance with
any of the other terms and conditions herein contained, and such default is not cured within
thirty (30) days after written notice given to fWS than CITY may pursue any and aH .Iega!
remedies available to seek redress for such default, with the prevailing party paying all
reasonable legaf fees; provided, however, that if such failure to perform is curable but of such
a nature that the cure cannot be completed within such thirty day period, such failure shall
not be deemed a default if IWS promptly commences cure upon receipt of such notice and
diligently prosecutes such cure to completion; provided, however, that such cure period shall
not exceed one hundred and twenty (120) days.
BANKRUPTCY OR IN<)OLVENCY
If IWS is adjudicated bankrupt or makes an assignment for the benefit of creditors, or if any
part of or the whole or any part of IWS's interest in the site, as set forth in this Agreement, is .
sold under a legal order, or judgement, the CITY shall have the right to immediately terminate
this Lease and re-enter the site without notice or demand.
SU8LEASF AND ASSIGNMFNT
IWS shall not sublease the site or any part thereof nor assign this Agreement without first
obtaining CITY's written approval therefore. IWS is prohibited from assigning this Agreement
to any person or entity which does not have the net assets equal to or greater than lWS and
the necessary operational experience to carry out the terms and responsibilities under this
Agreement.
NOTICFS
All notices shall be sent to the parties at the following addresses:
CITY:
City of Miami Beach
City Manager
1700 Convention Center Drive
Miami Beach, Florida 33139
WITH COPIES TO:
City Attorneys Office
1700 Convention Center Drive
Miami Beach, Florida 33139
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IWS shaH receive all City deposits at the Stash site. Duplicate receipts shall be maintained.
One (1) copy will be signed by City personnel and retained by IWS for monthly billing to the
City and one copy will go to the City personnel to reconcile monthly billings. The City shall
issue a standing purchase order to cover the monthly charges to be paid by City.
IWS shOll1 have the responsibility for selecting personnel to perform the services to be
provided. No person convided of a felony within two (2) years prior to employment shall be
employed by IWS for work assignments on this contract.
IWS shall repair and maintain their equipment in good operational condition, and shall not
allow excess accumulation at the stash site. All trash.OlU.5.! be transferred to a Certified State
of Florida disposal site.
IWS shall obtain all necessary identification numbers, permits and other requirements with the
cooperation of the City's Safety Officer, Risk Management Division.
TERMS
The term of this Agreement between the CITY anu tWS shall be defined herein as the five (5)
year option period as referenced by the memorandum of understanding between the CITY and
lWS, attached hereto as Exhibit "A". Said option period shall be defined setforth in this
Agreement and sha!1 commence on Jillle 1st I 1994 and end on ·
May 31st , 1999.
RFP AND PROPOSAL INCORPORATED BY RfFfRfNCE
The Request for Proposal No. 177-88/98, together with all amendments thereto, and rws's
proposal in response thereto, are hereby incorporated by reference in this Agreement to the
extent that they are not inconsistent with any terms herein. In the event of inconsistency, this
Agreement shall prevail.
USE AND POSSFSSfON OF SfTF
The phYSical facilities provided to fWS for the term of this contract shall become the
responsibility of 1\,v5 and shall be returned to the City upon completion of contract int he
same condition in which they were provided to IW5, except for normal were and
depreciation. This includes repairs, maintenance and/or renovations with fWS being
responsible for informing the City of degraded conditions and assisting the City with minor
and emergency repairs.
IWS shall maintain equipment used and shall be responsible for interior housekeeping of the
site.
.~
APPEARANCE OF SITE
IWS shall have a neat and orderly operation, at all times, and shall be solely responsible for
the necessary housekeeping services to properly maintain the site. No signs or advertising
shall be placed on the premises unless first approved, in writing, by the City Manager or his
authorized representatives.
IWS shall make available all areas of the site under their control for examination at any time
by the City Manager or his authorized representative.
SALVAGE. WASTE HA1ARDOtJS MATERIALS
.
lWS shall be responsible for disposing of all trash and other wastes generated in the course
of the contract. All disposal shall be in accordance with current County, State and Federal
laws and regulations.
lWS shall !lQ1 accept toxic, hazardous or infectious waste. IWS shall provide training to and
management of employees working with and handling hazardous materials in accordance with
laws and regulations.
INDEMN1FICA TION
IWS shall indemnify, defend and save the CITY harmless from and against any and all claims
or causes of action (whether groundless or otherwise) by or on behalf of any persons, firm or
corporation, for personal injury or property damage, or other occurring upon the site or other
facility or pertinent used in connection with the site, occasioned in whole or in part by any
of the following:
a) an act or omission on the part of IWS or any employee, agent, invitee, or guest,
assignee or subcontractor of IW5;
b) any misuse, neglect, or unlawful use of the site or any of its facilities;
c) any breach, violation, or nonperformance of any undertaking by IWS under this
Agreement;
d) anything going on to use the site through or under IW5.
IWS agrees to and shall pay for all damage to the site or other facility used in connection
therewith, caused by IWS or any employee, guest or invitee of IWS.
INSURANCE
At all times during the term of this agreement, IWS shall maintain in full force and effect the
insurance coverage described in detail in RFP No. 177-88/9; said coverage requirement is
t- . Lk:..J/ ..;. _
lWS
Industrial Waste Service, Inc.
3840 NW 37th Court
Miami, FL 33142
IWS and City may change such address at any time upon giving the other party written
notification. All notices under this Lease must be in writing and shall be deemed to be served
when delivered to the address of the addressee. All notices served by mail shall be registered
mail, return receipt requested. IWS may designate additIonal persons for notification of
default.
WAIVER
No waiver by crTY at any time of any of the terms or conditions of the Agreement shall be
deemed at any time thereafter a waiver of the same or any other terms or conditions hereof.
SEVERABILITY
If any term or provision of this Agreement or the application thereof to any person or
circumstance shall, to any extent, be invalid or unenforceable, the remainder of this
Agreement, or the application of such term or provision to persons or circumstances other than ·
those as to whkh it is held invalid or unenforceable, shall not be effected thereby and each
term and provision of this Agreement shall be valid and be enforced for the fullest extent
permitted by law.
GOVERNING LAW AND VENUFS
This Agreement shall be governed by and construed in accordance with the Law of the State
of Florida. The venue for any litigation arising out of this Lease shall be Dade County, Florida.
Limitation of! iabilitv
The City desires to enter into this Agreement only if in so doing the City can place a
limit on the City's liability for any cause of action for money damages due to an alleged
b'reach by the City of this Agreement, so that its liability for any such breach never exceeds
the sum of any unpaid sums to MBDC pursuant to this Agreement. MBDC hereby expresses
its willingness to enter into this Agreement with MBDC's recovery from the City for any
damage action {or breach of contract to be limired to a maximum amount of the amount to be
disbursed to MBDC pursuant to this Agreement Jess the amount of any funds actually paid by
the City to MBDC pursuant to this agreement.
Accordingly, and notwithstanding any other term or condition of this Agreement,
MBDC hereby agrees that the City shall not be liable to the MBOC for damages in an amount
in excess of the amount to be disbursed pursuant to this Agreement, which amount shall be
:" . LJ " ..:...;.
reduced by the amount aduaJly paid by the City to M13DC pursuant to this Agreement, for any
action or claim for breach of contract arising out of the performance or non-performance of
any obligations imposed upon the City by 'this Agreement. Nothing contained in this
paragraph or elsewhere in this Agreement is in any way intended to be a waiver of the
limitation placed upon City's liability as set forth in Florida Statutes, Section 768.28.
Arbitration
Any controversy or claim for money damages arising out of or relating to this
Agreement, or the breach hereof, shall be settled by arbitration' in accordance with the
Commercial Arbitration Rules of the American Arbitration Association, and the arbitration
award shall be final and binding upon the parties hereto and subject to no appeal, and shall
deal with the question of the costs of arbitration and all matter related thereto. In that regard,
the parties shall mutually select one arbitrator, bur to the extent the parties cannot agree upon
the arbitrator, then the American Arbitration Association shall appoint one. Judgement upon
the award rendered may be entered into any court having jurisdiction, or application may be
made to such court for an order of enforcement. Any controversy or claim other than a
controversy or claim for money damages arising out of or relating to this Agreement, or the
breach thereof, including any controversy or claim relating to the right to specific performance
shall be settled by litigation and not arbitration.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by.
their appropriate officials, as of the date first entered above.
CITY OF MIAMI BEACH, FLORIDA
A nEST:
By:
City Clerk
By:
Mayor
INDUSTRIAL WASTE SERVICE, INC.
ATTEST:
By; .
~
RJ^d~ lloi:\lWS.conS-2-9<4
AGREEMENT TO OPERATE STASH AREA
LOCATED IN BA YSHORE GOLF COURSE
NORTH OF THE INTERSECTION OF 28TH STREET
AND MERIDIAN AVENUE IN THE CITY OF MIAMI BEACH, FLORIDA
This Agreement is executed on TG'8I2.UM\A.f 3tD, ~, between the City of Miami
Beach, a municipal corporation of the State of Florida, whose principal office is located at 1700
Convention Center Drive, Miami Beach, Florida 33139 (hereinafter referred to as CITY), and ONYX
FLORIDA, LLC, a Florida corporation, whose principal office is located at 3225 Aviation Avenue,
Suite 400, Miami, Florida 33133 (hereinafter referred to as ONYX). It is agreed as follows:
1. ONYX agrees to operate the Stash Area in the Bayshore Golf Course of the City of Miami
Beach (Stash Area).
a. ONYX shall be responsible for providing:
(i) Manpower and equipment to receive, control, secure, collect dumping fees,
and dispose of all Acceptable Material, as defined in Paragraph 11 of the
Agreement, six (6) days per week, Tuesday through Sunday, from the hours
of 7:00 a.m. - 5:00 p.m.. ONYX will post the preceding days/hours of
operation in a readily visible place at the entrance of the Stash Area.
(ii) Stash Area shall be closed on Thanksgiving, Christmas, New Years Day, July
4th, and Labor Day. ONYX will post these closure dates all year, in the same
manner as set forth in (i) above.
Hours of operation shall not be otherwise extended or shortened without the prior
written consent of the City. Nothing herein shall be construed to authorize hours
contrary to the hours governing such operations.
b. ONYX shall adhere to the following fee schedule:
Clean Yard Waste
(shall include garden
trash, special handling
garden trash, and tree
and shrubbery trash)
Charges to the City of Miami Beach:
$8.35 per cubic yard
Charges to Residents:
Automobiles (2 or 4 doors)
Station Wagons or Pickups
Van or Trailer
FREE
FREE
$8.75 per cubic yard
Other
(shall include household
bulky waste, white goods,
and acceptable household
generated construction
debris)
$8.35 per cubic yard
FREE
FREE
$15.00 per cubic yard
Charges to landscape firms:
Pickups
Van or Trailer
$8.75 per cubic yard
$8.75 per cubic yard
$15.00 per cubic yard
$15.00 per cubic yard
c. At least one (1) ONYX employee shall be on site at all times to oversee the day to
day operation of the Stash Area, to charge City residents and licensed landscape
fIrms and to prepare tickets for City vehicles. This individual shall also direct traffic
to where loads should be dropped.
2. ONYX shall receive all City deposits of Acceptable Material, as defined in Paragraph 11
herein, at the Stash Area. Duplicate receipts shall be maintained. One (1) copy will be
signed by City personnel and retained by ONYX for monthly billing to the CITY, and one
(1) copy will go to City personnel to reconcile monthly billings. The CITY shall issue a
standing purchase order to cover the monthly charges to be paid by CITY.
3. ONYX shall have the responsibility for selecting personnel to perform the services to be
provided herein. Said_yersonnel shall, at all times, be neatly and cleanly unifonned, with
identification badges worn on the breast pocket of the uniform at all times: No person
convicted of a felony within five (5) years prior to employment shall be employed by ONYX
for work assignments on this Agreement.
4. ONYX shall repair and maintain its equipment in good operational condition; and shall not
allow excess accumulation at the Stash Area; shall maintain a neat and orderly operation at
all times; and shall be solely responsible for the necessary housekeeping services to properly
maintain the Stash Area. All Acceptable Material, as defined in Paragraph 11 herein,
excluding mulch produced from Clean Yard Waste, ID..1m be transferred by ONYX or its
representative to a Certified State of Florida disposal site,
5. Prior to commencement of the services to be performed herein, ONYX shall assist the CITY
in obtaining necessary identification numbers, permits, and other requirements necessary to
operate the Stash Area, and shall thereafter perform its obligations hereunder in compliance
with any and all applicable Federal, State, and local laws, rules and regulations, and
particularly in compliance with any rules ofthe CITY relative to this Agreement.
6. FEE ADJUSTMENTS
Upon prior written notice to the City, the fees set forth herein shall be adjusted annually, on
the anniversary date of execution of the Agreement, according to increases or decreases in
the South East Consumer Price Index, up to fIve percent (5%).
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7. TERM
The initial term of this Agreement shall be for that period beginning on Ghr~ J b ,
1999 and terminating on October 18, 2000. The CITY shall have the option, at its sole
discretion, of renewing this Agreement, subject to the terms and conditions set forth herein,
for one (1) additional two (2) year term, said renewal term commencing on October 19,
2000, and ending on October 18, 2002, by giving ONYX written notice of such renewal at
least thirty (30) days prior to the end of the initial term, as set forth herein.
8. USE AND POSSESSION OF SITE
The Stash Area provided to ONYX for the term of this Agreement shall become the
responsibility of ONYX and shall be returned to the CITY upon expiration or other
termination of the Agreement in the same condition in which it was provided to ONYX,
except for normal wear and tear. This includes repairs, maintenance and/or renovations with
ONYX being responsible for informing the CITY of degraded conditions and assisting the
CITY with minor and emergency repairs.
Throughout the term of this Agreement, and in carrying out all the activities contemplated
herein (including the day to day operation of the Stash Area, mulching, etc.), ONYX shall
use its best efforts to assure that its operation of the Stash Area does not reasonably interfere
with the existing character of the surrounding residential area. In order to assure that the
operation of the Stash Area has a minimum impact upon the surrounding residential; area,
the CITY shall conduct periodic inspections of the Stash Area and, whenever possible, such
inspections shall include the participation of members from neighborhood groups
representing such surrounding residential area.
9. MULCHING OF CLEAN YARD WASTE
ONYX shall produce mulch from Clean Yard Waste and make mulch available to the CITY
and Residents at no additional cost, as limited by the quantity of mulch produced at the Stash
Area. ONYX shall, at its sole discretion, identify Clean Yard Waste received at the Stash
Area. ONYX does not guarantee that any minimum amount of mulch shall be produced or
made available to the CITY or Residents. ONYX does not guarantee any characteristics of
the mulch produced. ONYX is not responsible for the removal of mulch from the Stash
Area. Mulching shall only occur a maximum of two days per week, from Tuesday through
Friday, from 11 :00 a.m. - 5:00 p.m. ONYX shall not be responsible for any damages or
injury to persons or property resulting from use of mulch by the CITY or other individuals
obtaining mulch from the Stash Area.
10. APPEARANCE OF SITE
ONYX shall have a neat and orderly operation, at all times, and shall be solely responsible
for the necessary housekeeping services to properly maintain the Stash Area. No signs (other
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than the entrance sign described herein) or advertising shall be placed in the premises unless
first approved, in writing, by the City Manager or his authorized representatives. All signage
shall comply with the CITY's established criteria, as set forth in Ordinance No. 89-2665 (the
CITY's Zoning Ordinance), as may be amended from time to time.
ONYX shall make available the Stash Area for examination at any time by the City Manager
or his authorized representative. In order to ensure a first-rate operation, it is the CITY's
intent hereunder to conduct periodic inspections of the Stash Area to determine that it is
being operated in a responsible, neat, and orderly manner.
ONYX shall submit to the CITY a plan for landscaping the exterior of the Stash Area, which
shall be mutually agreed upon between the CITY and ONYX. ONYX shall install all
landscaping at its sole cost and expense, based upon such mutually agreed landscaping plan.
11. ACCEPTABLE MATERIALS
ONYX shall be responsible for disposing or mulching of all Acceptable Materials delivered
pursuant to this Agreement. All disposal shall be in accordance with current City, County,
State and Federal laws and regulations.
"Acceptable Materials" shall include those items set forth under Clean Yard Waste and
"Other," in Paragraph l(b) of the Agreement. Any waste containing biohazardous waste,
hazardous waste, industrial waste, infectious waste, or putrescible garbage shall not be
deemed Acceptable Material.
12. INDEMNIFICATION
ONYX shall indemnify, defend and save the CITY harmless from and against any and all
claims or causes of action (whether groundless or otherwise) by or on behalf of any persons,
firm regarding corporation, for personal injury or property damage, or other occurring upon
the Stash Area or other facility or pertinent used in connection with the Stash Area,
occasioned in whole or in part by any of the following:
a. an act of omission on the part of ONYX or any employee, agent, invitee, or
guest, assignee or subcontractor of ONYX;
b. any misuse, neglect, or unlawful use of the Stash Area by ONYX; and/or
c. any breach, violation, or nonperformance of any undertaking by ONYX
under this Agreement.
ONYX agrees to pay and shall pay for all damage to the Stash Area caused by ONYX or any
employee, guest or invitee of ONYX.
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13. INSURANCE
ONYX shall not commence any work pursuant to this Agreement until all insurance required
under this section has been obtained and such insurance has been approved by the CITY's
Risk Manager. ONYX shall maintain and carry in full force during the term of this
Agreement the following insurance:
I. General Liability in the amount of $1,000,000.00. A certified copy of
ONYX's Insurance Policy must be filed and approved by the Risk Manager
prior to commencement. The CITY must be listed as an Additional Insured.
2. Workers Compensation & Employers Liability as required pursuant to
Florida Statute. A certified copy of ONYX's Insurance Policy must be filed
and approved by the Risk Manager prior to commencement. The CITY must
be listed as an Additional Insured.
3. Automobile Insurance in the amount of $1,000,000.00. A certified copy of
ONYX's Insurance Policy must be filed and approved by the Risk Manager
prior to commencement.
Thirty (30) days written notice of cancellation or substantial modification in the insurance
coverage must be given to the CITY's Risk Manager by ONYX and its insurance company.
The insurance must be furnished by insurance companies authorized to do business in the
State of Florida and approved by the CITY's Risk Manager. Original certificates of
insurance for the above coverage must be submitted to the CITY's Risk Manager for
approval prior to commencement herein. These certificates will be kept on file in the Office
of the Risk Manager, 3rd Floor, City Hall.
All insurance policies must be issued by companies authorized to do business under the laws
ofthe State of Florida. The companies must be rated no less than "B+" as to management and
not less than "Class VI" as to strength by the latest edition of Best's Insurance Guide,
published by A.M. Best Company, Oldwick, New Jersey, or its equivalent, subject to the
approval of the CITY's Risk Manager.
Compliance with the foregoing requirements shall not relieve ONYX of the liabilities and
obligations under this section, or under any other portion of this Agreement, and the City
shall have the right to obtain from ONYX specimen copies of the insurance policies in the
event that submitted certificates of insurance are inadequate to ascertain compliance with
required coverage.
14. DEFAULT AND TERMINATION
The following actions (a) through (d) shall constitute an event of default by ONYX:
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a. If ONYX abandons or vacates the Stash Area prior to the expiration of the term
hereof;
b. if ONYX fails to adhere to the fee schedule as set forth in this Agreement;
c. if ONYX fails to discharge or bond off any lien filed on the Stash Area, within ten
(10) days of written notice from CITY to ONYX; or
d. if ONYX fails to perform in accordance with any of the other terms and conditions
herein contained.
In the event of default by ONYX, and such default is not cured within ten (10) days after
written notice to ONYX, the CITY may terminate this Agreement without further notice to
ONYX. ONYX shall immediately surrender possession of the Stash Area, as well as
removing any personal property and equipment from said Area. Any personal property and
equipment not so removed shall be removed and stored by the CITY at the expense of
ONYX. Additionally, in the event of a termination hereunder, the CITY may also pursue
any and all legal remedies available to seek redress for such default.
15. BANKRUPTCY AND INSOLVENCY
If ONYX is adjudicated bankrupt or makes an assignment for the benefits of creditors, or if
any part of or the whole or any part in the Stash Area, as set forth in this Agreement, is sold
under a legal order, or judgment, the CITY shall have the right to immediately terminate this
Agreement and re-enter the Area without notice or demand.
16. TERMINATION FOR CONVENIENCE OF CITY
Notwithstanding Sections 14 and 15 herein, the CITY may, in its sole discretion, for
convenience and without cause, terminate this Agreement at any time by giving written
notice to ONYX of such termination, which shall become effective thirty (30) days following
receipt by ONYX of the written termination notice.
17. SUBLEASE AND ASSIGNMENT
ONYX shall not sublease the Stash Area or any part thereof, nor assign this Agreement,
without obtaining CITY's prior written approval, which approval may be given, if at all, at
the City's sole discretion.
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18. NOTICES
All notices shall be sent to the parties at the following addresses:
CITY:
City of Miami Beach
City Manager
1700 Convention Center Drive
Miami Beach, Florida 33139
With a copy to:
City of Miami Beach
City Attorney
1700 Convention Center Drive
Miami Beach, Florida 33139
ONYX:
ONYX Florida LLC
3225 Aviation Avenue, Suite 400
Miami, Florida 33133
Attn: Len Enriquez
With a copy to:
Fredric Skopp, Esq.
Counsel for ONYX
3225 Aviation A venue, Suite 400
Miami, Florida 33133
ONYX and CITY may change such address at any time upon giving the other party written
notification. All notices under this Agreement must be in writing and shall be deemed to be
served when delivered tot he address of the addressee. All notices served by mail shall be
registered mail, return receipt requested. ONYX may designate additional persons for
notification of default.
19. WAIVER
No waiver by CITY at any time of any of the terms or conditions of this Agreement shall be
deemed at any time thereafter a waiver of the same or any other terms or conditions hereof.
20. SEVERABILITY
If any term or provision of this Agreement or the application thereof to any person or
circumstance shall, to any extent, be invalid or unenforceable, the remainder of this
Agreement, or the application of such term or provision to persons or circumstances other
than those as to which it is held invalid or unenforceable, shall not be affected thereby and
each term and provision of this Agreement shall be valid and be enforceable for the fullest
extent permitted by law.
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21. GOVERNINGLAWNENUE
This Agreement shall be governed by and construed in accordance with the law of the State
of Florida. This Agreement shall be enforceable in Miami-Dade County, Florida, and iflegal
action is necessary by either party with respect to the enforcement of any or all of the terms
or conditions herein exclusive venue for the enforcement of same shall lie in Dade County,
Florida.
22. LIMITATION OF LIABILITY
The CITY desires to enter into this Agreement only if in doing so the CITY can place a limit
on the CITY~s liability for cause of action for money damages due to an alleged breach by
the CITY of this Agreement, so that the liability for any such breach never exceeds the sum
of $10,000. ONYX hereby expresses its willingness to enter into this Agreement with
ONYX's recovery from the CITY for any damage action for breach of contact to be limited
to a maximum amount of$10,000.
Accordingly, and notwithstanding any other term or condition of this Agreement, ONYX
hereby agrees that the CITY shall not be liable to ONYX for damages in an amount in excess
of $1 0,000, for any action of claim for breach of contract arising out of the performance or
nonperformance of any obligations imposed upon the CITY by this Agreement. Nothing
contained in this paragraph or elsewhere in this Agreement is in any way intended to be a
waiver of the limitation placed upon the CITY's liability as set forth in Florida Statutes,
Section 768.28.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their
appropriate officials, as of the date first entered above.
ATTEST:
AMI BEACH
JU1wr fat~
Robert Parcher, City Clerk
Neisen Kasdin, Mayor
ATTEST:
N.;S I . Secreta
ONYX FLORIDA, LLC
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Vice President
RJA/kw
F:IATTOIAGUR GREEMNTlPROFSVCISTSHAREA.BGC
APPROVED ;.s TO
FORM & LANGUAGE
& FOR EXECUTION
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8