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Ord. 0555 09-12-88ORDINANCE NO. 555 AN ORDINANCE AUTHORIZING THE EXECUTION OF A SOLID WASTE AGREEMENT, A FACSIMILE OF SAME BEING ANNEXED HERETO, INCOR- PORATED HEREIN FOR ALL PURPOSES DESIGNATED EXHIBIT "A" BY AND BETWEEN E AND D WASTE SYSTEMS, INC. AND THE CITY OF PEARLAND, TEXAS AND AUTHORIZING PAYMENTS. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PEARLAND: SECTION 1. That the facsimile of Solid Waste Agreement, annexed hereto, incorporated herein for all purposes, designated Exhibit "A", by and between E and D Waste Systems, Inc. and the City of Pearland, Texas, for the purposes of entering into a solid waste agreement is hereby authorized and approved. SECTION 2. That the City Council finds that such solid waste agreement is reasonable and necessary, that the fiscal obligation of the City thereunder shall be payable out of budgeted items. SECTION 3. That the Mayor and City Secretary of the City of Pearland, Texas, is hereby authorized and directed to execute for and on behalf of the City the annexed contract documents, and counterparts thereof and the City Secretary is authorized to attest to the signing of said agreement. PASSED AND APPROVED on FIRST READING this the 4' day of , A.D., 1988. TOM REID, MAYOR ATTEST: KAYUSE, CITY SECRETARY PASSED fAND APPROVED on SECOND AND FINAL READING this /Z �.� day of ", A.D., 1988. TOM REID, MAYOR ATTEST: KAY KROE, CITY SECRETARY APPROVED AS TO FORM: INTERIM CITY ATTORNEY kxxinii AGREEMENT FOR REFUSE DISPOSAL THIS AGREEMENT for the disposal of refuse made and entered into at Pearland, Texas, this 1 day of November , 1988 by and between the CITY OF PEARLAND, TEXAS, a Texas municipal corporation (the "City"), and E & D WASTE SYSTEMS, INC., a Texas corporation (the "Contractor"); WITNESSETH: WHEREAS, the City is in need of the use of a Type I Landfill; and WHEREAS, the Contractor is the owner and operator of a Type I Landfill located in Galveston County, Texas; NOW, THEREFORE, in consideration of the mutual covenants and agreements herein recited, it is agreed by and between the parties as follows: 1. Materials to be Disposed. The contractor shall accept for disposal at its landfill a minimum of 4,000 cubic yards of refuse consisting of garbage, tin cans, bottles, and other types of solid waste allowed to be disposed of in a Type I Landfill as defined by the laws of the State of Texas which are brought to the landfill by the City, or by any other persons who are transporting or handling such refuse on behalf of the City. If the City of Pearland fails to deliver a minimum of 4,000 cubic yards during any month, it shall never -the -less be obligated to pay for a minimum of 4,000 cubic yards per month. The minimum is a monthly minimum and is not cumulative. 2. Optional Disposal of Sludge. At the option of the City the Contractor agrees to accept for disposal from the City any sludge brought to the Contractor. Contractor agrees to dispose of said sludge in accordance with applicable County, State, and Federal laws. 3. Operation of Disposal Site. a. The Contractor agrees to comply with all local, state and federal laws, ordinances and regulations applicable to its operations, and agrees that all services rendered by it hereunder shall be rendered in a reasonably clean, sanitary and efficient manner. b. The Contractor shall accent for disposal the refuse herein. Failure to accept such refuse shall be permitted if due to war, insurrection, riot, strike, act of God, or any other cause or causes beyond the Contractor's control. If the Contractor fails to accept such refuse within any consecutive forty-five (45) day period, the City may, at its option and after written notice to the Contractor, terminate this Agreement. 4. Term of Agreement. The term of this Agreement shall run from the date of its execution through and including October 31 , 1993. If this Agreement is executed on any date other than the first day of the month, all minimum volumes for that month shall be calculated on a pro rata basis. Contractor and the City agree that the City shall have the option to extend this Agreement for an additional period of five years unless terminated by mutual consent of the Contractor and the City thirty (30) days prior to the renewal period. 5. Compensation to Contractor. The disposal charge for all solid waste delivered shall be $2.75 per cubic yard and for sludge the disposal charge shall be $12.00 per cubic yard, based upon the total capacity of hauling vehicle during the initial twelve months of the Agreement. 0n each annual anniversary date thereafter, the disposal charge shall be increased by the average percentage increased or decreased of three area Type I commercial landfills (mutually agreeable by both parties) during the preceding twelve months. The City agrees to pay any fee or surcharge imposed upon municipalities by any governmental agency in the State of Texas upon the disposal of any waste material at the Contractor's landfill in addition to the regular disposal fee. In no event will the monthly charge be less than a charge of 4,000 cubic yards. If less than 4,000 cubic yards are delivered in any month, the amount to be paid by the City to the contractor for such non -delivered cubic yards shall be at the prevailing contract rate per cubic yard. 6. Time of Payment. All solid waste delivered within a given month (including the volume necessary to attain the monthly minimum) will be invoiced by Contractor on or before the 5th day of the n_..__...� F.r r1.r, n, Fv - r+,. On or before the end of the month in which the invoice is received. In the event the City of Pearland remains in default in the performance of any obligation or payment of any indebtedness for a period of thirty (30) days or longer, in that event, this Agreement may be terminated by the Contractor at its option and without prejudice to any other remedy to which it may be entitled to at law, in equity or elsewhere under this Agreement by giving written notice of termination to the City. 7. Indemnity. The Contractor and the City shall indemnify, hold harmless and exempt each other, and each other's respective officers, agents and representatives from and against any and all suits, actions, claims, damages, costs and expenses arising out of the willful or negligent acts or omissions of the Contractor or the City or each party's agents. 8. Records. The Contractor shall keep daily records of City trucks unloading at the landfill. This shall include date, truck number, cubic yards and time arrived. A copy of each landfill ticket shall be given to the drivers and a monthly summary will be sent to the City along with the monthly invoice. The City may, upon reasonable notice and during working hours, inspect the Contractor's records as they relate to services rendered to the City hereunder. 9. Open Hours and Holidays. The Contractor shall keep the Landfill open for the receiving of refuse twenty-four (24) hours per day, Monday through Friday and from 8:00 A.M. to 3:30 P.M. on Saturday. The Contractor shall notify the City thirty (30) days in advance of any closure dates or any changes of normal opening hours. 10. Independent Contractor. It 1s understood and agreed between the parties that the Contractor is acting as an independent Contractor and is in no way the agent or employee of the City. 11. Notices. Wherever under this Agreement provision is made for notice of any kind, it shall be deemed sufficient if the notice is in writing and is deposited in the mail, addressed as follows: If to the City: City Manager City of Pearland P. 0. Box 2068 Pearland, Texas 77588-2068 If to the Contractor: E & D Waste Systems, Inc. P. 0. Box 393 Dickinson, Texas 77539 Changes in the respective addresses to which such notices shall be directed may be made from time to time by either party. 12. Amendment. This Agreement may be signed by all the parties to this Agreement. 13. Entire Agreement. This Agreement contains the entire understanding between the parties concerning the subject matter of this Agreement. There are no representations, agreement, arrangements, whether oral amended only by a writing or written, between parties relating to the subject are not fully expressed herein. EXECUTED in multiple copies in date first above written. ATTEST: KAY K ATTEST: SE, CITY SECRETARY c" SECRETARY or among the matter of this Agreement, which the City of Pearland, Texas, the 44-1 TOM REID, MAYOR CITY OF PEARLAND, TEXAS PRESI ENT C. /I.t..,Q r E & D WASTE SYSTEMS, INC.