Loading...
HomeMy WebLinkAboutSanitary Disposal Agreement .. SANITARY DISPOSAL AGREEMENT THIS INDENTURE WITNESSETH THAT: WHEREAS, The Civil City of Jeffersonville, Indiana, acting by and through the Board of Public Works, pursuant to Indiana Code in regard to the entering into agreements for the disposal of solid waste for said city, hereinafter referred to as the CITY; and WHEREAS, the CITY and the CLARK-FLOYD LANDFILL, LLC(here in after referred to as the CORPPRATION). Have reached and agreement as to the disposal of all household waste of the CITY; NOW, THEREFORE, in consideration of the provisions herein contained, The Civil City of Jeffersonville" Indiana, acting by and through its Board of Public Works, and Corporation hereby agree as follows: ARTICLE I. As authorized and permitted 'by the provisions of the Indiana Code as amended, THE CIVIL CITY OF JEFFERSONVILLE does hereby agree V to transport all solid waste ~enerated by said City to the Landfill operation of the CORPORATION and to pay the municipal fee set by OW the Commissioners of Clark anpFloyd Counties. The CITY agrees to ~ commence said hauling to the CORPORATIONS site beginning ~~,A~~~I 2006 and to continue to do so ,until December 31, 2011 unless sooner :/ terminated in accordance wit~ the provisions of ARTICLE V hereof. 1.That the parties hereto acknowledge that the disposal operation disposal upon lands owned jointly with Clark and Floyd Counties and the granting of this franchise is not preempted by IC 36-9-30 by virtue of the long standing operation the landfill site. ARTICLE II. FEES AND CHARGES: SECTION 1. Components and Disbursement: (A) The CITY shall reimburse the CORPORATION the price per ton set by the Commissioners of Clark and Floyd Counties pursuant to the franchise agreement between the 1 ... CORPORATION and the ,Counties, times the tonnage received by the CORPORATION. (b) As consideration .for the CITY entering into this agreement, the Corporation shall furnish for the next two (2) years a one (1) forty (40) yard roll off at the CITY maintenance facility for purpose of disposal of used tires generated by the CITY in its day to day operation and the CORPORATION agrees to dispose of the same at no charge to the CITY. (c) The CORPORATION agrees further to furnish to the CITY a garbage truck (per the specifications attached hereto and marked exhibit ,A) for its exclusive use during the term of this contra~t at no charge, and the CITY agrees to insure the sam~ with the CORPORATION named as an additional insured qnd agrees to maintain the same and to return the same to ~he CORPORATION at the end of the term of this agreement in good operating condition, and with all repairs necessa~y for its resale, ordinary wear and tear excepted. (e) The Corporation agrees to: (1) Bill the City based upon tonnage hauled to the Landfill monthly. 0 W The City agrees to: 30 r Y (1) Remit payment wi thin Aiiii.. days after receipt of the bill for the prior month. ( d) ARTICLE III. DISPOSAL FEE ADJUSTMENTS I 1. The fee for the acceptance and disposal of refuse to be received by the Corporation pursuant to SECTION II Paragraph 1 of this instrument for each cale~dar year of this Franchise subsequent to calendar year 2006 shall b~ increased or decreased in an amount equal to the amount set by the Commissioners of Clark and Floyd County for municipal governments each year. ARTICLE IV. ADDITIONAL COVENANTS I 1. The parties acknowl~dge that the Corporation is a private entity and is not an agency of The Civil City of Jeffersonville, Indiana As such, the parties expressly acknowledge and agree that the Corporation will possess and maintain certain proprietary information, including financial information, that is generally accepted as information confidential to the Corporation in the 2 course of its business, similar to the practices of other businesses in Indiana and the united States. 2. The parties further acknowledge that the Corporation is an "Independent Contractor" in the operation, and that as such is solely responsible for the acts of said Corporation and its agents in conducting business pursuant to the terms and conditions of this agreement. ARTICLE V. EARLY TERMINATION This Agreement may be terminated prior to the expiration of the term set forth in SECTION I, hereof, as follows: 1. Upon the mutual agreement of the CITY and the Corporation. 2 In the event of termination by the CITY including default by the Corporation, and or default by government action described in the preceding paragraph, all monies due and owing the Corporation hereunder, together with any costs of collection, if any, shall become immediately due and payable, as. adjusted by any amounts determined to be due and payable from the Corporation to the CITY, whether in the nature of expenses incurred before such termination or expenses likely to be incurred as a result of some act of the Corporation prior to termination. Further the CITY shall compensate the Corporation for all costs and expenses, if any. to the extent such costs and expenses are not attributable to any act or omission of the Corporation or any responsibility of the Corporation under this contract or under applicable law. ARTICLE VI. ASSIGNMENT This AGREEMENT, together with the rights and privileges of the Corporation granted herein, shall be assignable by the Corporation only with and pursuant to the mutual consent of The Civil City of Jeffersonville, acting by and through its Board of Works. ARTICLE VII. Defaults. 1. If the either the Corporation or the CITY shall default in the (i) observance of any other covenant, agreement or condition hereof and such default shal~ continue for sixty (60) days after written notice to correct th~ same, then, and in any such event, either party may proceed to protect and enforce the rights by suit or suits in equity or at law in any court of competent 3 jurisdiction, whether for specific performance of any covenant or agreement contained herein o.r for the enforcement of any other appropriate legal or equitable remedy or may authorize or delegate the authority to file a suit to make appropriate claims, or may at either parties option, without further notice, terminate the rights and privileges herein granted pursuant to this agreement. In the case of such default, the offending party shall be liable and responsible for the payment of all costs and expenses incurred in curing any such default. ARTICLE VIII NOTICES. Whenever any party hereof shall be required to give notice to other parties under this F~anchise and License, it shall be sufficient service and notic~ to deposit the same in the United States mail, in an envelope d~ly stamped, registered and addressed, to the other party or parties at their last known address. ARTICLE IX. SUCCESSORS AND ASSIGNS , All covenants in this qontract, whether by the Corporation, or the CITY shall be binding upon the successors and assigns of the respective parties hereto. ARTICLE X. SEVERABILITY. In case any section or provision of this Franchise and License or any covenant, stipulation, obligation, agreement, act or action, or part thereof, made, assumed, entered into to taken under this Franchise and License, or any application thereof, is for any reason held to be illegal or invalid, or is at any time inoperable, that illegality or invalidity or inoperability shall not affect the remainder hereof or any other section or provision of this agreement or any other ~ovenant, stipulation, obligation, agreement, act or action, or part thereof, made, assumed, entered into or taken under this agreement which shall be construed and enforced as if that illegal, invalid or inoperable portion were not contained herein. ARTICLE XI. CAPTIONS. The captions included, throughout this convenience and reference oply and the words agreement are for contained therein 4 shall in no way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of the provision of this agreement. IN WITNESS WHEREOF, the Clark-Floyd Landfill LLC. by and through its President, the Board of Works of the Civil City of New Albany, have executed this Franchise and License agreement this J)- day ofM~ , 2006. LANDFILL, LLC Robert Lee, President I EFFERSONVILLE ,~.~ prw;?!/ L,md/~ Member ~W'~n Member\ , 1 ! ATTEST: 5