1st Amendment 03/18/2015Amendment 1 to the Amended and Restated
Haul -out, Transfer Stations Operations and Maintenance Agreement
This Amendment 1 to the Amended and Restated Haul -Out, Transfer Stations perations
and Main Agreement dated May 21, 2014 is entered into this day of
�/ tcJ_ , 2015 between Waste Management of Florida, Inc. ( "WM ") and
Monroe County Board of County Commissioners ( "County" or `BOCC ").
WHEREAS, the County entered into the Amended and Restated Haul -Out, Transfer
Stations, Operations and Maintenance Agreement (Agreement) on May 21, 2014; and
WHEREAS, the County, in furtherance of its Yard Waste Processing Program, issued a
Request for Proposals (RFP) on July 29, 2014; and
WHEREAS, on February 18, 2015, the BOCC approved an Interim Yard Waste
Processing Services Agreement with Energy3, LLC (Vendor); and
WHEREAS, in order to further clarify the obligations of the parties, provide adequate
space for yard waste processing services at the County's transfer station sites and designate a
Yard Waste Processing Area at each site for use and access by Vendor , this Agreement is being
modified;
NOW THEREFORE, in consideration of the above premises and the mutual obligations
undertaken herein, the parties hereby agree as follows:
1. Section 2.05 shall be amended as follows:
2.05 County Visitation and Inspection of the Facility; Record Keeping and Reporting;
Testing.
(a) At any time during the term of this Agreement the County, its agents, and its
representatives shall have the right to inspect, visit and to take visitors through the
Facility in order to inspect, observe, and to permit others to observe the various services
which the Operator performs, provided that such inspection and visitations shall not
interfere with the performance of the Operator's obligations under this Agreement and
are in compliance with Section 2.05(d).
At any time during the term of this Agreement the County shall have the right to allow other
vendor(s) to process the horticultural waste on behalf of the County, either at the transfer stations
located at Cudjoe, Long Key and Key Largo or at separate locations, as directed by the County.
The Operator shall permit such services by other vendor(s) within the Yard Waste Processing
Area as outlined within the Leased Area of the premises as outlined in Exhibit G attached, and
provided that such service by other vendor(s) shall not interfere with the performance of the
Operator's obligations under this Agreement. Such other vendors shall obtain their own permits,
insurance, bonding and other applicable requirements. The vendor(s) may begin operations
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during the State permitting process, as allowed by Florida DEP regulations. Each such vendor
shall provide to the County (with a copy to Operator) an Operating Plan that sets forth vendor's
obligations, responsibilities and that demonstrates that vendor's activities will not interfere with
Operator's performance. The Operating Plan shall be subject to the approval of County and the
County shall consider in its approval process the reasonable good faith comments of Operator.
Such vendors shall be responsible for and shall indemnify County and Operator against claims,
losses, and costs incurred by County or Operator arising or related to vendor's acts, omissions or
willful misconduct including but not limited to those that cause personal injury (including death),
property damage, including but not limited to, damage to structures, improvements and internal
roadways of the Facility, and contamination, pollution or other adverse environmental impact at
or near the Facility. The Operator shall indemnify such vendor(s) against claims, losses, and
costs to the same extent it indemnifies the County pursuant to Section 6.04(a) of Agreement,
notwithstanding that 6.04(a) of the Agreement provides that the Operator's indemnity in no event
shall inure the benefit of any third party.
2. Section 2.06(b) shall be amended as follows:
(b) Composition of Acceptable Waste. The County shall not be required to guarantee the
composition of any given shipment of Acceptable Waste but horticultural waste, which is
to be processed by Operator at County's request, shall be segregated by the delivering
transporter. The Operator shall make all reasonable efforts to separate white goods and
tires from deliveries received on the tipping floor and ensure that the weight of these
materials is recorded and subtracted from the total tonnage used for billing purposes. The
County, in collaboration with the Operator, has designated sufficient area at each Facility
for the yard waste processing activities of Operator or other vendors according to the
Yard Waste Processing Area as outlined within the Lease Area. Such work space shall
not interfere with operations outside of the designed Yard Waste Processing Area as
outlined in Schedule G unless expressly approved by the Operator in writing. The
Operator, in conjunction with the County, has designated and outlined the Yard Waste
Processing Area at each terminal necessary for such activity. The area shall include
suitable storage capabilities.
3. Section 2.10 shall be amended as follows:
2.10 Storage.
Acceptable Waste shall be stored in the storage area designed for that purpose. No Solid Waste
delivered to the Operator may be stored outside the Facility buildings, except for loaded transfer
trailers awaiting removal to the Disposal Site and yard waste which has been or is awaiting
processing. Yard waste shall be stored in the designated Yard Waste Processing Area.
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4. Section 6.35 shall be amended as follows:
6.35 SCHEDULES
The following documents shall be Schedules attached to this Contract and incorporated therein
by reference:
Schedule A: Special Waste
Schedule B: Operations and Disposal Fee Adjustment
Schedule C: Sworn Statement on Ethics
Schedule D: Drug -Free Workplace Form
Schedule E: Public Entity Crime Statement
Schedule F: Non - Collusion Affidavit Form
Schedule G: Lease Areas Reserved for the Operator and Designating Yard Waste Processing Area
IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its
duly authorized representative on the day and year first above written.
BOARD OF COUNTY COMMISSIONERS
OF MONRO COUNTY, FLORIDA
By:
c>I
Ate
By
WASTE MANAGEMENT INC. OF FLORIDA
t
By:
mo B. Hawkins
President
Date
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