03/15/2017 AgreementDISPOSAL AGREEMENT
BETWEEN
MONROE COUNTY
AND
ADVANCED DISPOSAL SERVICES
THIS AGREEMENT, entered into this 150. day of V � , 2017, by and
between the Board of County Commissioners of Monroe County, Florida (hereafter "County" or
"Board "), 1100 Simonton Street, #2 -231, Key West, Florida 33037 and Advanced Disposal
Services Solid Waste Southeast, Inc., whose address is 86490 Overseas Highway, Islamorada,
Florida 33036 (hereafter "Contractor ").
WITNESSETH:
WHEREAS, the Contractor has requested the ability to deliver the solid waste collected from
residents and businesses of Islamorada to the County's transfer stations; and
WHEREAS, the County is interested in accepting the waste materials as they will be more fully
recycled than is currently occurring and thus increase the overall rate of recycling in the County;
and
WHEREAS, the County negotiated a reduced disposal fee with its haul -out provider and yard
waste provider that allows for the County to process the Contractor's waste at the disposal rate as
set forth below; and
WHEREAS, the County will collect disposal fees from the Contractor to be applied to the
County's solid waste program; and
WHEREAS, the Contractor collects Islamorada's municipal solid and yard waste and desires
to transport it to the County's Long Key and Key Largo transfers stations (hereinafter referred to
as "Sites ") to be weighed and dropped off; and
WHEREAS, the Contractor agrees to pay the County for its waste disposal services;
NOW THEREFORE IN CONSIDERATION OF the mutual promises contained herein, the
parties agree as follows:
1. DEFINITIONS:
a. Bulk (or Bulky) Trash or Waste shall mean any non - vegetative item that cannot
be containerized or bundled; including, but not limited to, inoperative and
discarded refrigerators, ranges, toilets, clothes dryers, bath tubs, water heaters,
sinks, bicycles and other similar domestic appliances; household goods, furniture
and carpeting. . "Home Improvements ", which include, but are not limited to,
cabinets, drywall, lumber, paneling and other such construction- related materials,
are not considered bulk trash.
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b. "Bulky waste" does not include large items such as car bodies, camper shells,
mobile homes, trailers, Jacuzzi tubs or spas, or any other items that cannot be
safely lifted and collected by one person. In addition, bulky wastes do not include
any hazardous or special waste as well as any other item or items that in the future
may be land banned by regulation.
c. County means Monroe County, Florida.
d. Contractor means Advanced Disposal Services Solid Waste Southeast, Inc.
e. Commercial Solid Waste shall mean Garbage, Vegetative Waste and Rubbish
that is not Residential Solid Waste.
f. Disposal means the discharge, deposit, injection, dumping, spilling, leaking,
emitting, or placing of any waste material into or on any land, except if the
disposition or placement constitutes temporary storage or treatment.
g. Disposal Rates means the unit prices for the disposal of waste materials which
the Contractor shall pay to the County pursuant to the terms and conditions of this
Contract.
h. Garbage, solid waste and municipal solid waste shall mean all putrescible
waste, generally including, but 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
attributable to residential or commercial activities.
i. Hazardous Waste means solid waste as defined by the State of Florida
Department of Environmental Protection as a hazardous waste in the State of
Florida Administrative Code, Chapter 62 -730, or by any future legislative actions,
or by Federal, state or local law.
j. Hauler means Waste Management, Inc. of Florida (also referred to as "WM ") or
Energy3 LLC or any other contractor that contracts with the County for the
removal and disposal of solid waste, yard waste or recyclables from the County's
Sites.
k. Permitted Disposal Facility shall mean the place or places specifically
designated by the County for the disposal of solid waste, and that are properly
permitted by the appropriate state and local agencies.
1. Recyclable Materials shall mean newspapers (including inserts); aluminum, #1 -
#7 plastic containers; clear, green and brown glass bottles and jars; corrugated
cardboard; paper bags; office paper; tin and ferrous cans; automobile tires; or
other materials added upon mutual agreement.
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m. Sites means the COUNTY's transfer stations locations on Long Key and Key
Largo
n. Solid Waste shall be defined in Chapter 62 -701, Florida Administrative code, as
well as applicable Florida EPA regulations.
o. Special Waste means the nonhazardous waste requiring handling other than that
normally used for municipal solid waste, such as contaminated solids, sludges,
municipal wastewater treatment waste, empty containers, or other material.
p. Ton means the actual, measured weight of Solid Waste, Special Wastes and Yard
Waste delivered to the County's sites by or for the Contractor. Such wastes shall
be weighed at the scales located at the sites. In the event such scales are
temporarily inoperable, a substitute weighing facility acceptable to both parties
may be used or a temporary method acceptable to both parties of estimating the
weight of such wastes may be used, based on converting the rated volume
capacity of the incoming vehicles to tons. For calculation proposed, the estimated
weight shall be based upon the maximum average load customarily carried by
each vehicle less the actual unloaded weight of the vehicles based upon previous
weights of that vehicle on the scales of the sites. In the event that the Contractor
has no previous history, the estimated weight shall be based upon the maximum
average load customarily carried by vehicles of the same type as such vehicles
less the actual unloaded weight of vehicles of the same type. One Ton is 2,000
lbs.
q. Yard Waste or vegetative waste shall means any vegetative matter generated
from the yard and landscaping maintenance and shall include materials such as
tree and shrub trimmings, grass clippings, palm fronds, small tree branches
and other matter usually produced as refuse in the care of lawns, landscaping
and yards. Regular Vegetative Waste shall not be commingled with Garbage,
Rubbish, or Bulk Trash.
Vegetative Waste — Oversize shall mean large cuttings of vegetative matter that
are part of the normal yard maintenance of a Dwelling Unit, and that cannot be
cut for placement in a container or bundled due to the material exceeding the
weight and size restrictions for regular vegetative waste. Oversize vegetative
waste shall be of a type as to be readily handled by mechanical collection
equipment of the Contractor and shall not exceed six feet (6') in length. Oversize
Vegetative Waste shall not be commingled with Garbage, Rubbish or Bulk Trash.
Oversize Vegetative Waste does not include any form of matter or debris resulting
from commercial tree removal, land clearing or land development.
Waste Materials shall mean Solid Waste, Special Wastes, Construction and
Demolition Debris and Scrap Tires
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2. TERM OF AGREEMENT & RENEWAL
A. This Agreement is effective upon the date as first written above. The term of the Contract
shall begin on May 1, 2017 and shall end on September 30, 2024
B. Renewal: Upon mutual written agreement of the parties, this Agreement may be renewed
after the original term, for one additional five (5) year period by written agreement under the
same or amended terms and conditions as set forth herein, but subject to the Disposal Fees being
adjusted in accordance with Consumer Price Index (CPI)) or for other reasons as determined by
the parties.
3. DISPOSAL
A. Disposal: The County shall, subject to the terms and conditions set forth herein, accept and
dispose of all Waste Materials and Yard Waste materials delivered by or for the Contractor to
Monroe County transfer stations located on Long Key and Key Largo. The Contractor estimates
the annual amount of materials as follows and shall bring only these allowed materials to the
County's transfer station:
1) Solid Waste - 10,000 tons / year, includes commercial and residential MSW
2) Yard Waste - 100 tons /year.
3) Recyclables - Option reserved for future use
B. Transfer Station /Sites Operating Hours / Delivery Times: Monroe County transfer stations
operating hours are as following:
• Long Key Transfer Station: 8:00 a.m. to 4:00 p.m. Monday thru Saturday
• Key Largo Transfer Station 8:00 a.m. to 4:00 p.m. Monday thru Saturday
Holidays: The Monroe County Transfer Stations will be closed on Thanksgiving Day, Christmas
Day and New Year's Day.
The Contractor shall make delivery to the Sites within the standard operating hours. This
Agreement shall not be deemed as an exclusive contract and nothing contained herein shall
require Contractor to delivery of any minimum quantity of Solid Waste, Yard Waste or
Recyclables to the County Sites.
4. PAYMENT AND METHOD OF PAYMENT
A. Payment: The Contractor shall pay to the County the Disposal Fees in accordance with the
following fee schedule:
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Solid Waste: $88.91 /ton +CPI adjustments as awarded to WM in the haul out &
disposal contract with the County.
■ Yard Waste: $85.50 /ton +CPI for a maximum of 30 months. If the County's yard
waste processing fees are lowered, the Contractor shall be offered the same rate
plus $4.50 /ton.
For all Disposal services, the charges shall be initially based on the rates established above. The
County shall receive adjustments in the fees as specified herein. In October each year the
adjustment for Solid Waste and Yard Waste shall be made in accordance with the percentage
change in the CPI as applied in the County's respective haul out and disposal contracts.
B. Method of Payment: The Contractor will make payment to the County on a monthly basis,
upon submission of the County's standard invoice, setting forth, among other items, the
agreement number, the type of waste, the tons or cubic yards, and the amount due. Payments
shall be made within Twenty (20) days of receipt and if the Twentieth (20 day falls on a
weekend or Holiday the payment must be must be received on the last business day prior to the
Twentieth (20 day, and shall be submitted to Monroe County Solid Waste Management, at:
1100 Simonton St. Rm. 2 -231, Key West, Fl. 33040 within 30 days of invoicing. The County
shall invoice the Contractor monthly or as needed, and shall submit the invoices to:
Advanced Disposal Services
17101 Pine Ridge Road
Ft. Myers Beach, FL 33931
C. Annual Appropriations: The County's performance and obligation under this contract is
contingent upon an annual appropriation by the Board for operation of its solid waste program.
If funds cannot be obtained or cannot be continued at a level sufficient to allow for continued
services specified herein, this agreement may be terminated immediately at the option of the
Board by written notice of termination delivered to the Contractor. The Board shall not be
obligated to provide for any acceptance of solid waste and yard waste materials provided by the
Contractor after the Contractor has received written notice of termination, unless otherwise
required by law.
D. Right to Other Work: Nothing in this Contract herein shall prevent the Contractor from
bidding on or participating in other County projects and programs.
5. SCOPE OF SERVICES:
A. STAFFING OPERATION and EQUIPMENT: The Contractor shall provide all staffing,
equipment and supplies necessary to deliver Solid Waste, Yard Waste or Recyclables to
the County's Sites.
B. PERMITS AND LICENSES: The Contractor shall obtain and maintain, at his own
expense, all permits and licenses required by law. The Contractor shall provide copies of
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all required permits and licenses to the County. The Contractor shall cooperate with the
County and Florida Department of Environmental Protection (DEP) and follow all local
and state laws, regulations and procedures, and conditions of licenses or permits.
C. EQUIPMENT: The County and the Contractor shall both have on hand at all times and in
good working order such equipment as shall permit the Contractor to adequately and
efficiently perform the contractual duties specified in this Contract. All equipment shall
be kept in good repair, appearance and in a sanitary, clean condition at all times
D. OPERATIONS: If the County is unable to accept Solid Waste at the Sites, then the
County shall notify the Contractor immediately.
E. REPORTS: All documents and reports submitted to DEP will be provided to Monroe
County's Solid Waste Office, located at 1100 Simonton Street, #2 -231, Key West,
Florida 33040.
The County shall provide to the driver of each vehicle delivering Waste Materials to the
County by the Contractor a receipt for each load indicating the type of Waste Materials
received and the quantities expressed in the corresponding unit of measurement.
The Contractor shall permit the County or any of its representatives access to the contents of
the Contractor's trucks for purposes of determining compliance with the terms and
conditions of this Contract.
6. TRANSFER STATION OPERATIONS:
A. Requirements. The County or its' Hauler will operate and maintain the Transfer Station sites
as a licensed sanitary transfer station and will provide all labor, equipment, fire protection
equipment, and other facilities required to operate the Transfer Stations.
B. Access: The County will provide suitable and unobstructed ingress and egress to the
transfer station sites.
C. The County and the Hauler shall comply with all applicable laws, rules and regulations
which apply to each party's respective performance under this Agreement. The County
represents and warrants that Sites have and will maintain in force all permits, certificates, or
other applicable documents which are, or may from time to time be required by applicable
law to provide disposal services in compliance with this Agreement.
The County shall not unreasonably delay the flow and operation of the Contractor's vehicles and
employees while delivering and disposing of the specified materials.
7. NON RELIANCE BY NON PARTIES:
No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to
enforce or attempt to enforce or attempt to enforce any third -party claim or entitlement to or
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benefit of any service or program contemplated hereunder, and the County and the Contractor
agree that neither the County nor the Contractor or any agent, officer, or employee of either shall
have the authority to inform, counsel, or otherwise indicate that any particular individual or
group of individuals, entity or entities, have entitlements or benefits under this Agreement
separate and apart, inferior to, or superior to the community in general or for the purposes
contemplated in the Agreement.
8. CONTRACTOR'S LICENSE:
The Contractor shall secure, maintain and pay all applicable fees for any permits and licenses
necessary to operate his collection business. It is the Contractor's responsibility to maintain all
permits and licenses that may be required. By signature hereon, the Contractor warrants that it is
authorized by law to engage in the performance of the activities herein described, subject to the
terms and conditions set forth in these contract documents. Proof of such licenses and approvals
shall be submitted to the County upon request. The Contractor has, and shall maintain throughout
the term of this contract, appropriate licenses and approvals required to conduct its business, and
that it will at all times conduct its business activities in a reputable manner.
9. INDEPENDENT CONTRACTOR:
At all times and for all purposes, the Contractor, its agents and employees are strictly considered
to be independent contractors and not an employee of the Board of County Commissioners for
Monroe County. As such, the Contractor, its agents and employees shall not be entitled to any of
the benefits, rights or privileges of County employees and nothing in this agreement shall be
construed so as to find the Contractor, its agents and employees to be employees of the County.
The provider shall at all times exercise independent, professional judgment and shall assume
professional responsibility in the performance of their services and duties as set forth herein.
10. HOLD HARMLESS /INSURANCE REQUIREMENTS:
The Contractor covenants and agrees to indemnify and hold harmless Monroe County Board of
County Commissioners, and its employees from any and all claims, demand, costs or judgments
against the County or its employees, which said for bodily injury (including death), personal
injury, and property damage (including property owned by Monroe County) and any other
losses, damages, and expenses (including attorney's fees) which arise out of, in connection with,
or by reason of services provided by the Contractor or any of its Subcontractor(s) in any tier,
occasioned by the negligence, errors, or other wrongful act of omission of the Contractor or its
Subcontractors in any tier, their employees, or agents.
The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements
contained within this agreement.
Prior to commencement of work governed by this contract, the Contractor shall furnish the
Owner Certificates of Insurance indicating the minimum coverage limitations as indicated on the
forms identified as VEHICLE LIABILITY INSURANCE REQUIREMENTS; GENERAL
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LIABILITY INSURANCE REQUIREMENTS; WORKERS' COMPENSATION INSURANCE
REQUIREMENTS as shown in attached Exhibit "A," and all other requirements found to be in
the best interest of Monroe County as may be imposed by the Monroe County Risk Management
Department. Coverage shall be maintained throughout the life of the contract.
The Monroe County Board of County Commissioners shall be named as Additional Insured on
all policies, except for Workers Compensation.
11. NON - WAIVER OF IMMUNITY:
Notwithstanding the provisions of Sec. 786.28, Florida Statutes, the participation of the County
and Contractor in this Agreement and the acquisition of any commercial liability insurance
coverage, self - insurance coverage, or local government liability insurance pool coverage shall
not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract
entered into by the County be required to contain any provision for waiver.
12. NO PERSONAL LIABILITY:
No covenant or agreement contained herein shall be deemed to be a covenant or agreement of
any member, officer, agent or employee of Monroe County in his or her individual capacity, and
no member, officer, agent or employee of Monroe County shall be liable personally on this
Agreement or be subject to any personal liability or accountability by reason of the execution of
this Agreement.
13. NON - DISCRIMINATION:
County and Contractor agree that there will be no discrimination against any person, and it is
expressly understood that upon a determination by a court of competent jurisdiction that
discrimination has occurred, this Agreement automatically terminates without any further action
on the part of any party, effective the date of the court order. County or Contractor agree to
comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to
nondiscrimination. These include but are not limited to:
1) Title VI of the Civil Rights Act of 1964 (PL 88 -352) which prohibits discrimination on
the basis of race, color or national origin;
2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681 -1683,
and 1685- 1686), which prohibits discrimination on the basis of sex;
3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which
prohibits discrimination on the basis of handicaps;
4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101- 6107) which
prohibits discrimination on the basis of age;
5) The Drug Abuse Office and Treatment Act of 1972 (PL 92 -255), as amended, relating
to nondiscrimination on the basis of drug abuse;
6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and
Rehabilitation Act of 1970 (PL 91 -616), as amended, relating to nondiscrimination on the
basis of alcohol abuse or alcoholism;
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7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd -3 and 290ee-
3), as amended, relating to confidentiality of alcohol and drug abuse patent records;
8) Title VIII of the Civil Rights Act of 1968 (42 USC s. et seq.), as amended, relating to
nondiscrimination in the sale, rental or financing of housing;
9) The Americans with Disabilities Act of 1990 (42 USC s. 1201 Note), as maybe amended
from time to time, relating to nondiscrimination on the basis of disability;
10) Monroe County Code Ch. 13, Art. VI, prohibiting discrimination on the bases of race,
color, sex, religion, disability, national origin, ancestry, sexual orientation, gender identity
or expression, familial status or age; and
11) any other nondiscrimination provisions in any Federal or state statutes which may
apply to the parties to, or the subject matter of, this Agreement.
14. PRIVILEGES AND IMMUNITIES:
All of the privileges and immunities from liability; exemptions from laws, ordinances, and rules;
and pensions and relief, disability, workers' compensation, and other benefits which apply to the
activity of officers, agents, volunteers, or employees of the County, when performing their
respective functions under this Agreement within the territorial limits of the County shall apply
to the same degree and extent to the performance of such functions and duties of such officers,
agents, volunteers, or employees outside the territorial limits of the County.
15. INSPECTION OF BOOKS AND FACILITIES /AUDIT /ACCOUNTING:
Contractor shall keep and maintain all books, records, and documents directly pertinent to
performance under this Agreement in accordance with generally accepted accounting principles
consistently applied. Each party to this Agreement or their authorized representatives shall have
reasonable and timely access to such records of each other party to this Agreement for public
records purposes during the term of the Agreement and for five (5) years following the
termination of this Agreement
The Contractor shall also allow the County to inspect the Contractor's vehicles or equipment at
any reasonable time.
16. PUBLIC RECORDS:
To the extent that it is applicable, Contractor shall comply with F. S. 119.070 1, Contractor must
comply with Florida public records laws, including but not limited to Chapter 119, Florida
Statutes and Section 24 of article I of the Constitution of Florida. The County and Contractor
shall allow and permit reasonable access to, and inspection of, all documents, records, papers,
letters or other "public record" materials in its possession or under its control subject to the
provisions of Chapter 119, Florida Statutes, and made or received by the County and Contractor
in conjunction with this contract and related to contract performance. The County shall have the
right to unilaterally cancel this contract upon violation of this provision by the Contractor.
Failure of the Contractor to abide by the terms of this provision shall be deemed a material
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breach of this contract and the County may enforce the terms of this provision in the form of a
court proceeding and shall, as a prevailing party, be entitled to reimbursement of all attorney's
fees and costs associated with that proceeding. This provision shall survive any termination or
expiration of the contract.
The Contractor is encouraged to consult with its advisors about Florida Public Records Law
in order to comply with this provision.
Pursuant to F.S. 119.0701 and the terms and conditions of this contract, the Contractor is
required to:
(1) Keep and maintain public records that would be required by the County to perform the
service.
(2) Upon receipt from the County's custodian of records, provide the County with a copy
of the requested records or allow the records to be inspected or copied within a reasonable time
at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law.
(3) Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law for the duration of
the contract term and following completion of the contract if the contractor does not transfer the
records to the County.
(4) Upon completion of the contract, transfer, at no cost, to the County all public records in
possession of the Contractor or keep and maintain public records that would be required by the
County to perform the service. If the Contractor transfers all public records to the County upon
completion of the contract, the Contractor shall destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure requirements. If the
Contractor keeps and maintains public records upon completion of the contract, the Contractor
shall meet all applicable requirements for retaining public records. All records stored
electronically must be provided to the County, upon request from the County's custodian of
records, in a format that is compatible with the information technology systems of the County.
(5) A request to inspect or copy public records relating to a County contract must be made
directly to the County, but if the County does not possess the requested records, the County shall
immediately notify the Contractor of the request, and the Contractor must provide the records to
the County or allow the records to be inspected or copied within a reasonable time.
If the Contractor does not comply with the County's request for records, the County shall
enforce the public records contract provisions in accordance with the contract, notwithstanding
the County's option and right to unilaterally cancel this contract upon violation of this provision
by the Contractor. A Contractor who fails to provide the public records to the County or pursuant
to a valid public records request within a reasonable time may be subject to penalties under
section 119.10, Florida Statutes.
The Contractor shall not transfer custody, release, alter, destroy or otherwise dispose of any
public records unless or otherwise provided in this provision or as otherwise provided by law.
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IF THE CONTRACTOR HAS QUESTIONS REGAR THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS CONTRACT CONTACT THE CUSTODIAN OF PUBLIC
RECORDS BRIAN BRADLEY AT PHONE# 305- 292 -3470 BRADLEY -
BRIANAMONROECOUNTY -FL GOV, MONROE COU NTY
ATTORNEY'S OFFICE 1111 12 Street, SUITE 408, KEY WEST, FL
33040.
17. ATTESTATIONS:
Contractor agrees to execute such documents as the County may reasonably require, to include a
Public Entity Crime Statement, an Ethics statement, and a Drug -Free Workplace Statement
18. BREACH OF TERMS BY CONTRACTOR:
The passing, approval, and/or acceptance by the County of any defect in the performance, failure
to meet a condition, or provision of this Agreement by the Contractor, shall not operate as a
waiver by the County of strict compliance with the terms of this Contract. County may
immediately terminate the Agreement due to any violations by Contractor of statutes, rules or
regulation related to this Agreement.
19. TERMINATION WITHOUT CAUSE:
The County may terminate this agreement without cause by providing the Contractor with
written notice of termination at least six months prior to the date of termination.
20. TERMINATION WITH CAUSE:
The County may terminate this agreement for cause if the Contractor shall default in the
performance of any of its obligations under this agreement. Default shall include the occurrence
of any one of the following events and same is not corrected to the satisfaction of the County
within thirty (30) days after the County provides the Contractor with written notice of said
default:
a. Failure to obtain and maintain the proper permit(s) and license(s).
b. Breach of any other term, condition or requirement of this agreement.
C. The Contractor has defaulted, by failing or refusing to perform or observe the
terms, conditions of or covenants in this Agreement or any of the rules and
regulations promulgated by the County pursuant thereto, or has wrongfully failed
or refused to comply with the instructions of the Contract Administrator relative
thereto, and said default is not cured within thirty (30) days of receipt of written
notice by Contractor to do so, or if by reason of the nature of such default, the
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same cannot be remedied within thirty (30) days following receipt by Contractor
of written demand from Contractor to do so, Contractor fails to commence the
remedy of such default within said thirty (30) days following such written notice,
or having so commenced shall fail thereafter to continue with diligence the curing
thereof (with Contractor having the burden of proof to demonstrate [a] that the
default cannot be cured within thirty (30) days, and [b] that it is proceeding with
diligence to cure said default, and such default will be cured within a reasonable
period of time.
21. ASSIGNMENT:
The Contractor shall not assign or subcontract its obligations under this agreement, except in
writing and with the prior written approval of the Board of County Commissioners of Monroe
County and Contractor, which approval shall be subject to such conditions and provisions as the
Board may deem necessary. This paragraph shall be incorporated by reference into any
assignment or subcontract and any assignee or subcontractor shall comply with all of the
provisions of this agreement. Unless expressly provided for therein, such approval shall in no
manner or event be deemed to impose any additional obligation upon the board.
22. COMPLIANCE WITH LAW:
In providing all services /goods pursuant to this agreement, the Contractor shall abide by all
statutes, ordinances, rules and regulations pertaining to, or regulating the provisions of, such
services, including those now in effect and hereinafter adopted. Any violation of said statutes,
ordinances, rules and regulations shall constitute a material breach of this agreement and shall
entitle the Board to terminate this contract immediately upon delivery of written notice of
termination to the contractor. The contractor shall possess proper licenses to perform work in
accordance with these specifications throughout the term of this contract.
23. SEVERABILITY:
If any term, covenant, condition or provision of this Agreement (or the application thereof to any
circumstance or person) shall be declared invalid or unenforceable to any extent by a court of
competent jurisdiction, the remaining terms, covenants, conditions and provisions of this
Agreement shall not be affected thereby; and each remaining term, covenant, condition and
provision of this Agreement shall be valid and shall be enforceable to the fullest extent
permitted by law unless the enforcement of the remaining terms, covenants, conditions and
provisions of this Agreement would prevent the accomplishment of the original intent of
this Agreement. The County and Contractor agree to reform the Agreement to replace any
stricken provision with a valid provision that comes as close as possible to the intent of the
stricken provision.
24. DISCLOSURE AND CONFLICT OF INTEREST:
The Contractor represents that it, its directors, principles and employees, presently have no
interest and shall acquire no interest, either direct or indirect, which would conflict in any
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manner with the performance of services required by this contract, as provided in Sect. 112.311,
et. seq., Florida Statutes. Upon execution of this contract, and thereafter as changes may require,
the Contractor shall notify the County of any financial interest it may have in any and all
contracts with Monroe County.
25. FINANCIAL RESPONSIBILITY:
The Contractor shall not pledge the County's credit or make it a guarantor of payment or surety
for any contract, debt, obligation, judgment, lien, or any form of indebtedness. The Contractor
further warrants and represents that it has no obligation or indebtedness that would impair its
ability to fulfill the terms of this contract.
26. MODIFICATIONS:
This Agreement constitutes the entire contract 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.
27. NOTICE REQUIREMENT:
Any notice required or permitted under this agreement shall be in writing and hand delivered or
mailed, postage prepaid, to the other party by certified mail, returned receipt requested, to the
following:
FOR COUNTY:
Monroe County Administrator
1100 Simonton Street, Suite 205
Key West, FL 33040
Monroe County Solid Waste Director
1100 Simonton Street, Suite 231
Key West, FL 33040
and
County Attorney
111 l 12 St., Suite 408
Key West, FL 33040
FOR CONTRACTOR:
Juan Romero
Advanced Disposal
86490 Overseas Highway
Islamorada, FL 33036
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28. TAXES:
The County is exempt from payment of Florida State Sales and Use taxes. The Contractor shall
not be exempted by virtue of the County's exemption from paying sales tax to its suppliers for
materials used to fulfill its obligations under this contract, nor is the Contractor authorized to use
the County's Tax Exemption Number in securing such materials. The Contractor shall be
responsible for any and all taxes, or payments of withholding, related to services rendered under
this agreement.
29. GOVERNING LAWS:
This Agreement is governed by the laws of the State of Florida. Venue for any litigation arising
under this Agreement must be in Monroe County, Florida. In the event of any litigation, the
prevailing party is entitled to attorney's fees and costs.
30. ADJUDICATION OF DISPUTES OR DISAGREEMENTS:
The parties agree that all disputes and disagreements shall be attempted to be resolved by meet
and confer sessions between representatives of each of the parties. If no resolution can be agreed
upon within thirty (30) days after the first meet and confer session, the issue or issues shall be
discussed at a public meeting of the Board of County Commissioners. If the issue or issues are
still not resolved to the satisfaction of the parties, then any party shall have the right to seek such
relief or remedy as may be provided by this Agreement or by Florida law.
31. PUBLIC ENTITY CRIME STATEMENT:
A person or affiliate who has been placed on the convicted vendor list following a conviction for
public entity crime may not submit a bid on a contract to provide goods or services to a public
entity, may not submit a bid on a contract with a public entity for construction or repair of a
public building or public work, may not submit bids on leases of real property to public entity,
may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under
a contract with any public entity, and may not transact business with any public entity in excess
of the threshold amount provided in Section 287.017, F.S. for CATEGORY TWO for a period of
36 months from the date of being placed on the convicted vendor list. (CATEGORY TWO:
$25,000.00).
32. AUTHORIZED SIGNATORY:
The signatory for the Contractor, below, certifies and warrants that:
(a) The Contractor's name in this agreement is its full name as designated in its corporate
charter.
(b) He or she is empowered to act and contract for Contractor.
33. ENTIRE AGREEMENT:
Page 14
This agreement constitutes the entire agreement between the County and the Contractor for the
services contemplated herein. Any amendments or revisions to this agreement must be in
writing and be executed in the same manner as this agreement.
34. EXECUTION IN COUNTERPARTS:
This Agreement may be executed in any number of counterparts, each of which shall be regarded
as an original, all of which taken together shall constitute one and the same instrument and any
of the parties hereto may execute this Agreement by signing any such counterpart.
WITNESS WHEREOF the parties hereto have executed this Agreement on the day and
W en above in four (4) counterparts, each of which shall, without proof or accounting
ounterparts, be deemed an original contract.
MADOK, CLERK
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
By: —�� eputy Clerk
(SEAL)
Attest:
By:
WI T.FsSS
Title: o
By: C mk VVAA
W 9d ESS I J
Title: .AAA u
By: 'e' �)
Mayor /Chairman
ADVANCED DISPOSAL SERVICES
SOLID WASTE S THEAST, INC.
By: ,� 1
Title: ,�OaJkA
MONROE COUNTY ATTORNEY
- APPROVED AS TO FORM:
CHRISTINE W LIMSERT- BARROWS
ASSIST O - MY ATTORNEY
Date
Page 15
?-
J C
By: 'e' �)
Mayor /Chairman
ADVANCED DISPOSAL SERVICES
SOLID WASTE S THEAST, INC.
By: ,� 1
Title: ,�OaJkA
MONROE COUNTY ATTORNEY
- APPROVED AS TO FORM:
CHRISTINE W LIMSERT- BARROWS
ASSIST O - MY ATTORNEY
Date
Page 15
EXHIBIT "A"
INSURANCE REQUIREMENTS.
Page 16
EXHIBIT A 2015 FAtion
WORKERS' COMPENSATION
INSURANCE REQUIREMENTS
FOR
CONTRACT
BETWEEN
MONROE COUNTY, FLORIDA
AND
Prior to the commencement of work governed by this contract, the Contractor shall obtain
Workers' Compensation Insurance with limits sufficient to respond to applicable Workers'
Compensation state statutes and the requirements of Florida Statute 440.
In addition, the Contractor shall obtain Employers' Liability Insurance with limits of not less
than:
$500,000 Bodily Injury by Accident
$500,000 Bodily Injury by Disease, policy limits
$500,000 Bodily Injury by Disease, each employee
Coverage shall be maintained throughout the entire term of the contract.
Coverage shall be provided by a company or companies authorized to transact business in the
state of Florida.
If the Contractor has been approved by the Florida's Department of Labor, as an authorized self-
insurer, the County shall recognize and honor the Contractor's status. The Contractor may be
required to submit a Letter of Authorization issued by the Department of Labor and a Certificate
of Insurance, providing details on the Contractor's Excess Insurance Program.
If the Contractor participates in a self - insurance fund, a Certificate of insurance will be required.
In addition, the Contractor may be required to submit updated financial statements from the fund
upon request from the County.
WC2
Administrative Instruction 7504.5
97
2015 Edition
VEHICLE LIABILITY
INSURANCE REQUIREMENTS
FOR
CONTRACT
BETWEEN
MONROE COUNTY, FLORIDA
AND
Recognizing that the work governed by this contract requires the use of vehicles, the Contractor,
prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage shall be
maintained throughout the life of the contract and include, as a minimum, liability coverage for:
Owned, Non- Owned, and Hired Vehicles
The minimum limits acceptable shall be:
$1,000,000 Combined Single Limit (CS L)
If split limits are provided, the minimum limits acceptable shall be:
$ 500,000 per Person
S1,000,000 per Occurrence
$ 100,000 Property Damage
The Monroe County Board of County Commissioners shall be named as Additional Insured on
all policies issued to satisfy the above requirements.
UE
Adminisumt vc Instruction 7500.5
91
2015 Edition
GENERAL LIABILITY
INSURANCE REQUIREMENTS
FOR
CONTRACT
BETWEEN
MONROE COUNTY, FLORIDA
AND
Prior to the commencement of work governed by this contract, the Contractor shall obtain
Commercial General Liability Insurance. Coverage shall be maintained throughout the life of the
contract and include, as a minimum:
• Premises Operations
• Products and Completed Operations
• Blanket Contractual Liability
• Personal Injury Liability
The minimum limits acceptable shall be:
$500,000 Combined Single Limit (CSL)
An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its
provisions should include coverage for claims filed on or after the effective date of this contract.
In addition, the period for which claims may be reported should extend for a minimum of twelve
(12) months following the acceptance of work by the County.
The Monroe County Board of County Commissioners shall be named as Additional Insured on
all policies issued to satisfy the above requirements.
GL2
Administrative Instruction 7500.5
59
2015 Edition
POLLUTION LIABILITY
INSURANCE REQUIREMENTS
FOR
CONTRACT
BETWEEN
MONROE COUNTY, FLORIDA
AND
Recognizing that the work governed by this contract involves the storage, treatment, processing,
or transporting of solid waste . ; , the Contractor shall purchase and maintain, throughout
the life of the contract, Pollution/Environmental Liability Insurance which will respond to bodily
injury, property damage, environmental damage, contamination, remediation, restoration, clean
up costs, and defense caused by, as a result of, or arising from a pollution incident.
The minimum limits of liability shall be:
$1,000,000 per Occurrence /$2,000,000 Aggregate
If coverage is provided on a claims made basis, an extended claims reporting period of four (4)
years will be required.
The Monroe County Board of County Commissioners shall be named as Additional Insured on
all policies issued to satisfy the above requirements.
POL2
Administrative Instruction 7500.5
79
^ ADSWAST -01 DUAO I
l DATE (MMIDDIYYYY)
CERTIFICATE OF LIABILITY INSURANCE 411312017
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 have ADDITIONAL IN
provisions or 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).
CONrncr
PRODUCER NAME: Willis Towers Watson Certificate Center
FAX
PHONE ( 888 467 -2378
Willis of Virginia, Inc.
c/o 26 Centu Blvd (AIC, No, Ext): (877) 945 -7378 Alc, N o):( )
ry AoDR s: Certificates @willis.com
P.O. Box 305191
Nashville, TN 37230 -5191 INSURERS AFFORDING COVERAGE NAIC q
INSURER A: Arch Insurance Company 11150
INSURED INSURER B: Allied World National Assurance Com an 10690
Advanced Disposal Services, Inc. INSURER C: Illinois Union Insurance Company 27960
(See Attached List of Named Insureds) INSURER D
90 Fort Wade Rd.
Ponte Vedra, FL 32081 INSURER E :
INSURER F
nerr�u ur u�DCD•
COVERAGES CERTIFICATE
BEEN
ISSUED TO THE INSURED NAMED ABOVE FOR THE PEIOD
THIS IS TO CERTIFY THAT THE POLICIES OF INSUNCE I
D CONDIIT ON ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TOLWHICHTHIIS
INDICATED. NOTWITHSTANDING ANY REQUUIREMENT TERM OR
AFFORDED BY
THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE
OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED
BY PAID CLAIMS.
EXCLUSIONS AND CONDITIONS
ADDL SUBR
POLICY EFF POLICY EXP LIMITS
ILSR TYPE OF INSURANCE IN D WV POLICY NUMBER
M DD M D 2'000'000
A X COMMERCIAL GENERAL LIABILITY
EACH OCCURRENCE $
DREAGETORENTED 1,000,000
CLAIMS-MADE ❑X OCCUR X 31GPP4985404
1112012016 1112012017 $
MED EXP (Any one person) $
2,000,000
PERSONAL & ADV INJURY $
2,000,000
GENERAL AGGREGATE $
GEN'L AGGREGATE LIMIT APPLIES PER:
2 ,000,000
POLICY ❑ jEO7 [�] LOC
PRODUCTS - COMP /OP AGG $
OTHER:
COMBINED LIMIT $ 5,000,000
A AUTOMOBILE LIABILITY
Ea Eet SINGLE
X ANY AUTO X 31CAB4985504
11/20/2016 11/20/2017 BODILYINJURY Per erson $
OWNED SCHEDULED
BODILY INJURY Per accident $
AUTOS ONLY
PROPERTY DAMAGE
$
RE oyy
AUTO ONLY A�TOS ONL�
Per accident
15'000'000
B
X
UMBRELLA LIAB
X
OCCUR
03098716
11/2012016
1112012017
EACH OCCURRENCE
$
AGGREGATE
$ 15,000,000
EXCESS LIAB
CLAIMS -MADE
_
X STATUTE O ER H
$
31WC14985304
1112012016
1112012017
DED X I RETENTION$ 10,000
AND EMPLOYERS' C
A
E. L. EACH ACCIDENT
$ 1,000,000
ANY PROPRIETORIPARTNERIEXECUTIVE �
NIA
1,000,000
FFIC D? ERIMEMBEER EXCLUDE
M an d atory In NH)
E.L. DISEASE - EA EMPLOYE
$
1,000'000
N es, describe under
E.L. DISEASE - POLICY LIMIT
DESCRIPTION OF OPERATIONS below
PPLG27059065002
11120/2015
11120/2018
Aggregate /Occurrence
25,000,000
C
Pollution Liability
X
A
Business Auto
31CABO502304
1112012016
1112012017
See Attached
DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required)
Board County Commissioners Is included as an Additional Insured as respects to Gene I Liability. Automobile Liability, Pollution
The Monroe County of
Liability and Umbrella/ Excess Liability where required by written contract.
_ �(
BY
CERTIFICATE HOLDER
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
The Monroe County Board of County Commissioners
Attn: Will Thompson
Solid Waste Dept
1100 Simonton Street
AUTHORIZED REPRESENTATIVE
`"^�✓j��41 y
Kaw WAst- FL ""All
.n ^nn nn0Dr1DAT1llkl All rinhfa racarVPrt_
ACORD 25(2016103)
The ACORD name and logo are registered marks of ACORD
ADDITIONAL COVERAGE SCHEDULE
COVERAGE I LIMITS
POLICY TYPE: Automobile Liability Automobile Liability -Any Auto
CARRIER: Arch Insurance Company Combined Single Limit - $4,000,000
POLICY TERM: 11/20/2016 — 11/20/2017 SIR - $1,000,000
POLICY NUMBER: 31CABO502304
POLICY TYPE: Worker's Compensation - KY MO Per Statute
CARRIER: Arch Indemnity Insurance Company Each Accident: $1,000,000
POLICY TERM: 11/20/2016-11/20/2017 Disease — policy limit: $1,000,000
POLICY NUMBER: 34WC10519200 Disease — each employee: $1,000,000
Named Insured:
Advanced Disposal Services, Inc.
Advanced Disposal Waste Holdings Corp.
Advanced Disposal Services South, LLC
HWStar Holdings Corp.
Advanced Disposal Services East, Inc.
Advanced Disposal Services Midwest, LLC
Advanced Disposal Recycling Services Atlanta, LLC
Advanced Disposal Recycling Services Gulf Coast, LLC
Advanced Disposal Services Alabama CATS, LLC
Advanced Disposal Services Alabama EATS, LLC
Advanced Disposal Services Alabama Holdings, LLC
Advanced Disposal Services Alabama, LLC
Advanced Disposal Services Arbor Hills Landfill, Inc.
Advanced Disposal Services Atlanta, LLC
Advanced Disposal Services Augusta, LLC
Advanced Disposal Services Biloxi MRF, LLC
Advanced Disposal Services Birmingham, Inc.
Advanced Disposal Services Blackfoot Landfill, Inc.
Advanced Disposal Services Blue Ridge Landfill, Inc.
Advanced Disposal Services Carolinas, LLC
Advanced Disposal Services Cedar Hill Landfill, Inc.
Advanced Disposal Services Solid Waste Southeast, Inc.
Advanced Disposal Services Central Florida, LLC
Advanced Disposal Services Chestnut Valley Landfill, LLC
Advanced Disposal Services Cobb County Recycling Facility,
LLC
Advanced Disposal Services Cobb County Transfer Station, LLC
Advanced Disposal Services Cranberry Creek Landfill, LLC
Advanced Disposal Services Cypress Acres Landfill, Inc.
Advanced Disposal Services Eagle Bluff Landfill, Inc.
Advanced Disposal Services Emerald Park Landfill, LLC
Advanced Disposal Services Evergreen Landfill, Inc.
Advanced Disposal Services Glacier Ridge Landfill, LLC
Advanced Disposal Services Greentree Landfill, LLC
Advanced Disposal Services Gwinnett Transfer Station, LLC
Advanced Disposal Services Gulf Coast, LLC
Advanced Disposal Services Hancock County, LLC
Advanced Disposal Services Hickory Meadows Landfill, LLC
Advanced Disposal Services Hoosier Landfill, Inc.
Advanced Disposal Services Jackson, LLC
Advanced Disposal Services Jacksonville, LLC
Advanced Disposal Services Jones Road, LLC
Advanced Disposal Services Eastern PA, Inc.
Advanced Disposal Services Lancaster Landfill, LLC
Advanced Disposal Services Lithonia Transfer Station, LLC
Advanced Disposal Services Macon, LLC
Advanced Disposal Services Magnolia Ridge Landfill, LLC
Advanced Disposal Services Mallard Ridge Landfill, Inc.
Advanced Disposal Services Maple Hill Landfill, Inc.
Advanced Disposal Services Middle Georgia, LLC
Advanced Disposal Services Milledgeville Transfer Station, LLC
Advanced Disposal Services Mississippi, LLC
Advanced Disposal Services Mississippi Holdings, Inc.
Advanced Disposal Services Mobile Transfer Station, LLC
Advanced Disposal Services Morehead Landfill, Inc.
Advanced Disposal Services North Alabama Landfill, LLC
Advanced Disposal Services North Georgia, LLC
Advanced Disposal Services Oak Ridge Landfill, Inc.
Advanced Disposal Services Orchard Hills Landfill, Inc.
Advanced Disposal Services Pasco County, LLC
Advanced Disposal Services Pecan Row Landfill, LLC
Advanced Disposal Services Pontiac Landfill, Inc.
Advanced Disposal Services Prattville C &D Landfill, LLC
Advanced Disposal Services Renewable Energy, LLC
ADS Renewable Energy — Eagle Point, LLC
ADS Renewable Energy —Stones Throw, LLC
ADS Renewable Energy —Wolf Creek, LLC
Advanced Disposal Services Rogers Lake, LLC
Advanced Disposal Services Rolling Hills Landfill, Inc.
Advanced Disposal Services Selma Transfer Station, LLC
Advanced Disposal Services Seven Mile Creek Landfill, LLC
Advanced Disposal Services Smyrna Transfer Station, LLC
Advanced Disposal Services Solid Waste Leasing Corp.
Advanced Disposal Services Solid Waste Midwest, LLC
ADS Solid Waste of NJ, Inc.
Advanced Disposal Services Western PA, Inc.
Advanced Disposal Services South Carolina, LLC
Advanced Disposal Services Star Ridge Landfill, Inc.
Advanced Disposal Services Stateline, LLC
Advanced Disposal Services Sumner Landfill, Inc.
Advanced Disposal Services Taylor County Landfill, LLC
Advanced Disposal Services Tennessee Holdings, Inc.
Advanced Disposal Services Tennessee, LLC
Advanced Disposal Services Valley Meadows Landfill, LLC
Advanced Disposal Services Valley View Landfill, Inc.
Advanced Disposal Services Vasko Rubbish Removal, Inc.
Advanced Disposal Services Vasko Solid Waste, Inc.
Advanced Disposal Services Wayne County Landfill, Inc.
Advanced Disposal Services Zion Landfill, Inc.
Baton Rouge Renewable Energy, LLC
Burlington Transfer Station, Inc.
Cartersville Transfer Station, LLC
Caruthers Mill C &D Landfill, LLC
Champion Transfer Station, LLC
Diller Transfer Station, LLC
Community Refuse Service, LLC
Doraville Transfer Station, LLC
Eagle Point Landfill, LLC
Eco -Safe Systems, LLC
Hall County Transfer Station, LLC
Harmony Landfill, LP
Highstar Royal Oaks I, Inc.
Highstar Royal Oaks II, Inc.
Hinkle Transfer Station, LLC
IWStar Waste Holdings Corp.
Jones Road Landfill and Recycling, Ltd.
Land and Gas Reclamation, Inc.
Landsouth, Inc.
Moretown Landfill, Inc.
Mostoller Landfill, LLC
Nassau County Landfill, LLC
NEWS North East Holdings, Inc.
NEWS MA Holdings, Inc.
NEWS Mid - Atlantic Holdings, Inc.
NEWStar Waste Holdings Corp.
North East Waste Services, Inc.
Old Kings Road, LLC
Old Kings Road Solid Waste, LLC
Parker Sanitation II, Inc.
Pasco Lakes Inc.
PDC Disposal Co., Inc.
St. Johnsbury Transfer Station, Inc.
Advanced Disposal Services Somerset, Inc.
South Hadley Landfill, LLC
South Suburban, LLC
SSI Southland Holdings, Inc.
Stone's Throw Landfill, LLC
Summit, Inc.
Superior Waste Services of New York City, Inc.
Tallassee Waste Disposal Center, Inc.
Turkey Trot Landfill, LLC
Vermont Hauling, Inc.
Waitsfield Transfer Station, Inc.
WBLF Acquisition Company, LLC
Welcome All Transfer Station, LLC
Western Maryland Waste Systems, LLC
Wolf Creek Landfill, LLC
WSI Medical Waste Systems, Inc.
WSI of New York, Inc.
WSI Sandy Run Landfill, LLC
Advanced Disposal Services National Accounts, Inc.
Advanced Disposal Services National Accounts Holdings, Inc.
F.D.S. Disposal II, LLC
North East Waste Transport, Inc.
CGS Services, Inc.
CGS Leasing, Inc.
Sister's Sanitation Services, LLC
DLD Limited Partnership
Caldwell Partnership, LLC