Loading...
HomeMy WebLinkAboutD-2030-11 Collection Residential Disposal /Including Recycling (Rubbish)SPONSOR(s): Councilors Sharp and Seidensticker ORDINANCE D- 2030 -11 (As Amended) AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, ESTABLISHING THE SERVICE, RATES AND CHARGES FOR THE COLLECTION AND SANITARY DISPOSAL OF RESIDENTIAL SOLID WASTE AND YARD WASTE, INCLUDING RECYCLING SERVICES WHEREAS, the City of Carmel, Hamilton County, Indiana is a duly formed municipal corporation within the State of Indiana, governed by its duly elected Mayor (the "Mayor and the Common Council (the "Council and, WHEREAS, it is the responsibility of the City government to investigate and initiate those measures that are beneficial to the citizens of the City, and WHEREAS, the Council is aware that residential garbage and rubbish removal is currently being conducted by individual contracts between citizens and the various service providers within the City; and; WHEREAS, the Council is aware that the City has the ability to negotiate residential garbage and rubbish removal on a City wide basis which would, in turn, provide for better rates and reduce large truck traffic and disturbances associated therewith; and WHEREAS, pursuant to Indiana Code Section 36- 9 -23 -1 et seq., the City owns, manages and controls sewage works; and WHEREAS, Indiana Code Section 36- 9 -23 -1 et seq. provides for the collection of solid waste including garbage and rubbish; and WHEREAS, the City is, at this time, only exercising limited jurisdiction to provide solid waste collection, disposal and recycling services to residential users within the City's current municipal limits who otherwise receive sanitary sewer service from Clay Township Regional Waste District; provided however that the City is not waiving its right to provide sanitary sewer service within such area at a future time; and WHEREAS, Indiana Code Section 36- 9 -23 -25 authorizes the Council to adopt by ordinance a just and equitable schedule of fees for services rendered by the City's sewage works; and WHEREAS, after notice, investigation, public hearing and consideration pursuant to I.C. 36- 9- 23- 26(a), at which hearing all interested parties had an opportunity to be heard concerning the proposed service rates and charges; and Revision 4 1 WHEREAS, the service rates and charges established for any class of users or property shall be extended to cover any additional property that is subsequently served or falls within the same class, without any hearing or notice; and WHEREAS, the rates and charges collected hereunder shall be considered revenues of the sewage works. NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of Carmel, Indiana as follows: Revision 4 Section 1. Recitals. The foregoing recitals are incorporated herein by reference. Section 2. Definitions. A. "Alleyside" Alleyside will refer to as close as possible to the alley but not more than five (5) feet from the alley, and where a fence exists, the alleyside of the fence. B. "Board" The Board of Public Works and Safety of the City of Carmel. It is the governing body of the sewerage system of the City, which system is a public service. C. "Bulky Waste" Such items include, but are not be limited to, stoves, washers, dryers, furniture, and other items with weights or volumes greater than those allowed for by approved Containers. This term shall also include items that previously contained refrigerants, such as refrigerators, air conditioners, freezers, and dehumidifiers, as long as the resident can provide the Contractor with appropriate documentation showing that the chlorofluorocarbons "CFC's or hydrochlorofluorocarbons "HCFC's have been properly removed by a licensed technician. D. "Bundles" Rubbish or Yard Waste securely tied together forming an easily handled package not exceeding four feet (4') in length, eighteen inches (18 in diameter nor weighing more than forty (40) pounds. E. "City Facilities" City Facilities designated for Solid Waste and Recycling Collection. F "Container(s)" Reusable container(s) with wheels used for storing Solid Waste, Yard Waste and Recycling. G. "Construction Debris" Waste including building materials resulting from construction, remodeling, repair or demolition operations. 2 Revision 4 H. "Curbside" Curbside will refer to that portion of the right -of -way adjacent to and within five (5) feet of paved, traveled roadways. "Hazardous Materials" Any waste designated as "hazardous" by the United States Environmental Protection Agency or appropriate state agency as the same is now in effect or may hereinafter be amended. This term shall also include any flammable /volatile liquids. "Operation and Maintenance" All expenses related directly to the operation and maintenance of the Division of Solid Waste. "Overage Bags" Bags separately purchased by a Customer from the City to place any excess Solid Waste or Yard Waste over the normal Container limit. L. "Recycling" Recycle waste including recycling qualified commingled items such as: 1. 2. 3. 4. 5. 6. 7. Aluminum, aluminum foil and foil pans; Steel, empty steel paint cans, tin and bimetal cans; Plastics (#1 through #7); Glass containers (amber, clear, blue, and green in color); Corrugated cardboard, paperboard, fiberboard; Newspapers, magazines, phone books and catalogues; and Additional items as designated by the Division of Solid Waste. M. "Refuse /Garbage" Putrescible animal or vegetable waste resulting from the handling, preparation, cooking, serving or consumption of food, and including all paper, wrappings, boxes and cartons used to contain such food. N. "Residential Unit" Within the City's limits, and within those areas of Clay Township as may become annexed to the City, a room or series of rooms located within a building or mobile home and forming a single inhabitable unit with facilities, which are used, or are intended to be used for living, cooking, eating and sleeping. 1 Single-Family Residential Unit A residential dwelling unit separated from any other dwelling unit by open space, and designed for occupancy for one person or family. 3 2. Multi Family Residential Unit A building or related group of buildings not to exceed four (4) units located on the same lot, tract or parcel of real estate, with each dwelling unit being completely independent of the other. 3. Townhouse Any multi -story single family residential unit sharing one or more common walls with another similar residential unit. Notwithstanding the definition above, the following neighborhoods are not .Residential units which will receive Solid Waste Removal and Recycling Service at this time because such neighborhoods provide for neighborhood -wide dumpsters, rather than individual disposal of solid waste (the "Excluded. Neighborhoods Carmel Center The Providence Commons at City Center The Excluded Neighborhoods may become Residential Units with Solid Waste Removal and Recycling Service upon designation by the Board. O. Rubbish/Trash" Nonputrescible waste consisting of matter such as cans, glass, papers, cardboard, plastics, metals, ashes, etc. P. "Solid Waste" All putrescible and nonputrescible matter, including. Refuse /Garbage and Rubbish/Trash to be removed and /or collected from a Residential Unit, but excluding Hazardous Materials and other matter that is specifically excluded. Q. "Solid Waste Removal and Recycling Service" The services to be provided under this Ordinance. R. "Surcharge" A charge for services in addition to the basic User Charge. This charge is assessed Users whose Solid Waste is of such a nature that it imposes upon the Division of Solid Waste a burden greater than that covered by the basic User Charge. S. "User Charge" A charge levied on the Customers. T. "User /Customer" Any person who owns a Residential Unit. Failure of a person to pay for the Solid. Waste Removal and Recycling Service shall not otherwise prevent them from being classified as a User or Customer. U. "Yard Waste" All compost type materials including grass clippings, brush and Christmas trees, etc. Section 3. Residential Solid Waste Collection and Recycling Service. The Director of the Sewer Utility, subject to the control of the Board of Public Works and Safety of the City, is hereby authorized to create a Division of Solid Waste within the Sewer Utility. The Director of the Sewer Utility shall be the supervisor of the Division of Revision 4 4 Revision 4 Solid Waste. The Sewer Utility, through the Division of Solid Waste, is hereby authorized and empowered to collect and dispose of residential Solid Waste and to provide for residential recycling of Solid Waste within the City as provided herein. Section 4. Benefit. Except for Excluded Neighborhoods, the Division of Solid Waste is considered to benefit every Residential Unit and fees shall be billed and collected accordingly. Section 5. Effective Date of Service; Extension to Additional Property. The charges fixed by this Ordinance shall become effective against a Residential Unit on January 1, 2012. In the event a Customer has an existing contract with a trash removal and /or recycling company, the charges shall commence on the expiration or termination of such contract. All Residential Units shall be subject to the charges on January 1, 2013, subject to the provisions of Section 7 below. Section 6. Persons Subject to Fees and Sewer Charges. For the service provided under this Ordinance, sewer charges shall be collected from the owner of a Residential Unit, which charges shall be payable as provided in this Ordinance. To the extent any municipal or governmental facilities receive solid waste collection and disposal service from the City, such municipal and governmental entities are subject to the fees established in this Ordinance. Section 7. Opt Out of Service. From December 1 to December 31 of each year, a Resident may elect to opt out or withdraw from the City's solid waste collection and recycling service for that year only by sending notice in writing to the Director of the Sewer Utility. If the Resident opts out of the City's service, the Resident will not be subject to the rates and charges set forth herein. The City's solid waste contractor may opt out of the contract if the residential opt out results in fewer than twenty thousand (20,000) Residential Unit participants. Section 8. Powers of the Division of Solid Waste. a) The Division of Solid Waste is hereby authorized, subject to the approval of the Board, to prescribe and promulgate regulations providing methods to be used, in the storage, collection and disposal of residential Solid Waste. b) The Division off Solid Waste is hereby authorized and empowered to employ all necessary labor, to procure all necessary vehicles and equipment and exercise any rights and powers allowed by law to properly administer the provisions of this Ordinance. c) The Division of Solid Waste shall establish a Solid Waste account for the collection of fees and payment of expenses for Solid Waste Removal and Recycling Service. The account shall be established in accordance with applicable law, rules and regulations and shall be known as the Solid Waste Operating Transfer Fund. The proceeds in such Fund shall be used to pay for the Operation and Maintenance of the Division of Solid Waste. 5 Revision 4 Section 9. Solicitation of Bids. The Board may ask for and accept bids from a private contractor for the handling of the service described in this Ordinance. Such contractor shall be subject to the regulations of the Division of Solid Waste as to the manner and method of collection and disposal of Solid Waste, and any other private person, firm, or corporation engaged in the business of rubbish collection shall be subject to the regulations of the Division of Solid Waste. Section 10. Regulations of the Board of Public Works and Safety. The Board of Public Works and Safety may adopt and enforce such reasonable regulations not in conflict with this Ordinance as it may be deemed necessary for the safe, economical and efficient management of the City's Solid Waste Removal and Recycling Service. Section 11. Limitation on Contracts by Board. While the Board may enter into all contracts or agreements necessary or incidental to the performance of its duties for the provision of solid waste collection and disposal service, the Council shall have ongoing jurisdiction over the rates and charges (and adjustments thereto) for the provision of such service. The Board may not obligate itself or the municipality beyond the extent to which money has been or may be provided by the rates and charges promulgated by the Council. Any change order to the currently proposed Agreement with the service provider (a copy of which is attached hereto as Exhibit A) that dictates a change to the rates established in this Ordinance shall be contingent upon the Council "s approval and adoption of a new schedule of rates. Any current or future agreements entered into by the Board shall be consistent with the terms and provisions of this Ordinance. Section 12. Billing Procedure. a) Generally. Solid Waste Removal and Recycling Service billings and invoices shall be rendered and collected approximately monthly. The Board shall make and enforce such bylaws and regulations as may be deemed necessary for the regulation, collection, rebating and refunding of the charges prescribed by this Ordinance. b) Tenants May Be Billed; Right of Owners to Examine Records. The charges may be billed to the tenants occupying the Residential Unit, unless otherwise instructed in writing by the person who owns the Residential Unit. Such billings shall in no way relieve the owner of the Residential Unit of liability in the event payment is not made as herein required. The owners of the Residential Unit served, which are occupied by tenants, shall have the right to examine the collection records of the City for the purpose of determining whether such charges have been paid by such tenants; provided that such examination shall be made at the office at which the records are kept and during the hours that such office is open for business. c) How Delinquencies Arise. Charges for Solid Waste Removal and Recycling Service levied pursuant to this Ordinance shall be due and payable on or before the due dates shown on the bills. Any service charge not paid by the due date 6 Revision 4 (approximately eighteen (18) days after the bill is rendered) shall be considered delinquent. Delinquent solid waste charges together with costs and other expenses of collection may be collected by any lawful remedy, including, where applicable, the placing of and foreclosure of liens on real estate as provided by state law. d) Application of Rates and Charges. Rates and charges established hereunder are payable by the owner of each Residential Unit. e) Collection or Deferred Payment Charge; Attorney Fees and Other Collection Costs. 1. All payments for water and /or sewer service must be received in the office of the Carmel Utilities Department within eighteen (18) days from the billing date stated on the bill. Customers who are habitually late with their payments, more than three times in any calendar year, may be required to make a $27.00 deposit, to be applied for all or part payment of a bill not paid by said customer, or have their water and /or solid waste service discontinued. If the total amount of the deposit is not used, the remainder of the deposit will be refunded to the customer after their service has been discontinued. 2. Failure of a Customer to make timely payment shall subject the user to a late charge of 10 3. Submission of any delinquent account to any attorney for collection shall entitle the City to recover reasonable attorney's fees, expenses incurred by the City in the collection process, and court costs, if any. 4. Delinquent accounts may be collected through Carmel City Court and the complaint filed by an attorney or a City appointed employee as allowed by statute. f) Evidence of Bill Mailing. The printout sheet from the computer, so far as the City is concerned, is proof of mailing of the utility bills, and if the Customer claims not to have received a bill then the late charge will stand as a part of his bill if the printout sheet indicates a bill was mailed. g) Disconnection for Non- Payment; Returned Checks. 1. Water service shall be disconnected from those water customers of the Carmel City Utilities who fail to pay the accrued fees and late charges within sixty (60) days of billing. The service cannot be continued until all fees are paid, including a $43.00 disconnect fee. The water service can only be reconnected by a Carmel Water Utility employee. 7 Revision 4 2. If the City receives a check for payment of water and /or solid waste bill, and said check is returned for insufficient funds, the City may assess a fee of $33.00 in addition to all other applicable charges, and water service may be disconnected or new water service may be denied on other properties until the account is brought current. Cash, cashier's check, or money order will be required to pay all such charges. h) Deposits Applied to Delinquent Charges. 1. In the event rates and charges for solid waste service are not paid, the deposit will be forfeited and applied toward such delinquent rates and charges as occur, and the solid waste service will be discontinued. i) General Penalties; Continuing Violations. The commission of any act prohibited by this Ordinance or by lawful order of the supervisor of the Division of Solid Waste or lawful order or regulation of the Board, or the failure to perform without lawful justification any lawful order of the supervisor of the Division of Solid Waste or lawful order or regulation of the Board shall be a punishable violation of this article for which, unless there is another specific penalty provided, the penalty shall be a fine of not less than $100.00 or more than $500.00. In the case of disposal of hazardous discharges into the sewerage system in violation of this article or any valid order of regulation of the Board each day of violation constitutes a separate offense. J) Payments By Credit Card or Other Authorized Payment Method. 1. The Utilities Department is authorized to accept payments for its water and sewer services by credit card or any other method authorized under I.C. 36-1-8-11, including cash, check, bank draft, money order, bank card or electronic funds transfer "Authorized Payment Method under and pursuant to the procedures set forth in I.C. 36- 1 -8 -11, as the same may be amended from time to time. 2. If there is a charge to the Utilities Department for the use of credit card or other Authorized Payment Method to make such payments, the Utilities Department may collect a sum equal to the amount of the charge from the person using the credit card or other Authorized Payment Method. 3. The Utilities Department shall apply the same uniform procedures for all payments made by credit card or other Authorized Payment Method. k). Rates and Charges. Customers shall pay the rates and charges depicted on Exhibit B, except and unless the owner of a residential unit has opted out or 8 withdrawn from the City's solid waste collection and recycling service as provided in Section 7 herein. 1) Public Inspection of Schedule of Rates and Charges. A copy of the schedule of rates and charges shall be kept on file and available for public inspection in the office of the Board. Section 13. Inconsistent Ordinances; Severability. All prior Ordinances or parts thereof inconsistent with any term or provision of this Ordinance are hereby repealed. If any one or more of the terms or provisions of this Ordinance shall be deemed by a court of competent jurisdiction to be contrary to law, then such term or provision shall be deemed severable from the remaining terms and shall in no way affect the validity of the other provisions of this Ordinance. Section 14. Effective Date of Ordinance. This Ordinance shall be in full force and effect from and after its passage, execution by the Mayor and publication in accordance with the laws of the State of Indiana. ADOPTED by the Common Council of the City of Carmel, Indiana this 18 day of July, 2011, by a vote of '7 ayes and nays. COMMON COUNCIL FOR THE CITY OF CARMEL Accetturo ore i o p' riffith evin Ride/ aar 4 Richard Sharp Presiding fficer W Eric Seidens s-r, Preside'. -"Ronald E. Carter ATT ST: Diana L. Cordray, IAMC, Cler Luc Revision 4 reasurer yder Presented by me to the Mayor of the City of Carmel, Indiana, this day o 2011, at 3 3S O'clock, P M. 9 Approved by me, the Mayor of the City of Carmel, Indiana, this day of 2011, at 4. O'clock, F M. ATTEST: Diana L. Cordray, IAMC, Clerk -Tre Diana L. Cordray, IAMC, CI. k Treasurer James Brainard, Mayor This document was prepared by Douglas Haney, City of Carmel, One Civic Square, Carmel, IN 46032 Revision 4 10 Revision 4 EXHIBIT A Proposed Agreement 11 CONTRACT BETWEEN CITY OF CARMEL, INDIANA BOARD OF PUBLIC WORKS AND SAFETY AND "CONTRACTOR" CITY -WIDE RESIDENTIAL SOLID WASTE, YARD WASTE, RECYCLING COLLECTION AND DISPOSAL CONTRACT IN THE CITY OF CARMEL, INDIANA CITY OF CARMEL City -Wide Residential Solid Waste, Yard Waste, Recycling Collection and Disposal Contract CITY-WIDE RESIDENTIAL SOLID WASTE, YARD WASTE, RECYCLING COLLECTION AND DISPOSAL CONTRACT This City -Wide Residential Solid Waste, Yard Waste, Recycling Collection and Disposal Contract "Contract is made and entered into on this day of 2011, by and between the City of Carmel Department of Public Works and Safety "City and "Contractor a corporation duly organized under the laws of the State of Indiana, and being duly licensed to do business in the State of Indiana for residential Solid Waste and Recycling collection and disposal forthe City (the "Project The City and Contractor agree as set forth below: 1. The Services. It is the intent of the Contract and the City is to provide in every detail a comprehensive Solid Waste, Yard Waste collection and disposal service consisting of weekly pick -up of bagged, containerized and /or bundled household Solid Waste and Yard Waste from all eligible Residential Units within the corporate limits of the City. Such program will also include at least bi- weekly (and, alternatively weekly) curbside commingled Recycling from all eligible Residential Units. In addition, the services include Solid Waste and Recycling collection and disposal for designated City Facilities. Contractor shall provide all materials, labor, tools, equipment, supplies, safety equipment, transportation and supervision necessary to perform, and shall perform, the services generally described herein, in a good and workmanlike manner and in accordance with the Contract Documents (as hereinafter defined) or reasonably inferable by Contractor as necessary to produce the results intended by the Contract Documents (all hereinafter called the "Services A Supervision and Procedures. Contractor shall supervise and direct the Services using Contractor's best skill and attention. Contractor shall be solely responsible for and have control over the means, methods, techniques, sequences and procedures and for coordinating all portions of the Services. Contractor shall be deemed an independent contractor and operate as a separate entity from the City. Contractor shall be responsible to the City for the acts and omissions of Contractor's employees, subcontractors, material suppliers, laborers, equipment lessors and all other persons performing portions of the Services. B Labor and Materials. Contractor shall provide and pay for all labor, materials, equipment, tools, construction equipment and machinery, water, utilities, transportation, and other facilities and services necessary for the proper execution and completion of the Services, whether temporary or permanent and whether or not incorporated or to be incorporated in the Services. C Taxes. Contractor, if required, shall pay all sales, consumer, use and similar taxes for the Services provided by Contractor. D Permits, Licenses, Fees and Notices. Contractor shall secure and pay for all required and necessary permits, licenses, governmental fees and inspections necessary for the proper execution and completion of the Services. Contractor shall CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -2 comply with and give notices required by laws, ordinances, rules, regulations and lawful orders of public 'authorities bearing on the Services. If Contractor performs Services contrary to laws, statutes, ordinances, codes or rules and regulations, Contractor shall assume full responsibility for such Services and shall bear the attributable costs. E Maps or Graphic Depictions. The City shall furnish maps or graphic depictions describing the physical characteristics, legal limitations for the provision of the Service. Such items are for informational purposes only and City shall not be liable for inaccuracies or omissions therein, nor shall any inaccuracies or omissions in such items relieve Contractor of its responsibility to perform its Services in accordance with the Contract Documents. F Subcontractors. The Contractor shall not subcontract or assign any right or interest under the Contract, including the right to payment. Any attempt by the Contractor to subcontract or assign any portion of the contract shall not be construed to relieve the Contractor from any responsibility to fulfill its obligations in accordance with the provisions of the Contract Documents and shall be considered a breach of this Contract. G Labor Relations. Contractor shall assure harmonious labor relations to prevent any delays, disruptions or interference to the Services. Contractor shall prevent strikes, sympathy strikes, slowdowns, work interruptions, jurisdictional disputes or other labor disputes resulting for any reason whatsoever from the acts or failure to act of the employees of Contractor, Contractor's suppliers, or other such persons or entities. Contractor agrees that it will bind and require its suppliers and other such persons or entities to agree to all of the provisions of this paragraph. If Contractor or any of its suppliers or other such persons or entities fail to fulfill any of the covenants set forth in this paragraph, Contractor will be deemed to be in default and substantial violation of the Contract. H Representations. Contractor represents and warrants the following to the City as a material inducement to the City to execute this Contract, which representations and warranties shall survive the execution and delivery of this Agreement, any termination of this Contract, and the final completion of the Services: 1. Contractor is able to furnish the tools, materials, supplies, equipment and labor required to complete the Services and perform its obligations hereunder and has sufficient experience and competence to do so; 2. Contractor has reviewed the maps or graphic depictions of the Project and is familiar with the local conditions under which the Services are to be performed and has correlated observations with the requirements of the Contract Documents; 3. Contractor possesses a high level of experience and expertise in the business administration, performance and superintendence of Projects of the CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -3 size, complexity and nature of the Project involving, among other things, the Services to be performed hereunder, and will perform the Services with the care, skill and diligence of such a Contractor; and 4. Contractor represents and warrants and the City awards this Contract upon the express warranty of the Contractor that he has not, nor has any other member, representative, agent, or officer of the firm, company, corporation or partnership represented by the Contractor: a. employed or retained any company or person, to solicit or secure this Contract; b. entered into or offered to enter into any combination, collusion, or agreement to receive or pay and that the Contractor has not received or paid, any fee, commission, percentage, or any other consideration, contingent upon or resulting from the award of and the execution of this Contract, excepting such consideration and subject to the terms and conditions expressed upon the face of the within Contract. For a breach or violation of this representation, the City shall have the right to cancel this Contract without liability and to recover, at the election of the City, any and all monies or other consideration paid hereunder. The City's Right to Stop the Services. If Contractor fails to correct Services which are not in accordance with the requirements of the Contract Documents or persistently fails to carry out Services in accordance with the Contract Documents, the City may order Contractor to stop the Services, or any portion thereof, until the cause for such order has been eliminated; however, the right of the City to stop the Services shall not give rise to a duty on the part of the City to exercise this right for the benefit of Contractor or any other person or entity. Contractor shall have no right of action or claim against the City for or on account of orders for Service stoppage if given in good faith and upon reasonable belief that sufficient grounds exist therefore. J The City's Right to Carry Out the Services. If Contractor defaults or neglects to carry out the Services in accordance with the Contract Documents and fails within seven (7) days after receipt of written notice from the City to commence and continue correction of such default or negligence with diligence and promptness, the City may, without prejudice to other remedies the City may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due Contractor the cost of correcting such deficiencies. If payments then or thereafter due Contractor are not sufficient to cover such amounts, Contractor shall pay the difference to the City. K Warranty. Contractor warrants to the City that the materials and equipment furnished under the Contract Documents shall be of good quality and new CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -4 unless otherwise required or permitted by the Contract Documents, that the Services will be free from defects not inherent in the quality required or permitted, and that the Services will conform with the requirements of the Contract Documents. Services not conforming to these requirements, including substitutions not properly approved and authorized, shall be considered defective. L Indemnification. To the fullest extent permitted by law, Contractor shall indemnify and hold harmless City and its officers, directors, employees, agents and consultants and Residential Unit owners from and against all claims, costs, losses and damages (including but not limited to all attorneys' fees and costs) caused by, arising out of or resulting from the performance of the Services, provided that any such claim, costs, Toss or damage: (i) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property, including the loss of use resulting therefrom, and (ii) is caused in whole or in part by any negligent act or omission of Contractor, any subcontractor, material supplier, person or organization directly or indirectly employed by any of them to perform or furnish any of the Services or anyone for whose acts any of them may be liable, regardless of whether or not caused in part by any negligence or omission of a person or entity indemnified hereunder or whether liability is imposed upon such indemnified party by law regardless of the negligence of any such person or entity. In any and all claims against the City or any of its agents, officers, directors or employees by any employee (or the survivor or personal representative of such employee) of Contractor, any subcontractor, material supplier, person or organization directly or indirectly employed by any of them to perform or furnish any of the Services, or anyone for whose acts any of them may be liable, the indemnification obligation under this section shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for Contractor or any such subcontractor, material supplier or other person or organization under workers' compensation acts, disability benefit acts or other employee benefit acts. All representations, indemnifications, warranties and guarantees made in, required by or given in accordance with the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive final payment, completion and acceptance of the Services and termination or completion of the Contract. 2. Contract Documents. The Contract Documents consist of this Contract, the Plans and Specifications identified in Exhibit A hereto, and written modifications issued after execution of this Contract. The Contract Documents form the Contract for Services and represent the entire and integrated agreement between the parties hereto and supersede any and all prior negotiations, representations or agreements, either written or oral. The Contract Documents shall not be construed to create a contractual relationship of any kind (1) between the City and any subcontractor or (2) between any persons or entities other than the City and Contractor. The Plans are the graphic and pictorial portions of the Contract Documents, wherever located and whenever issued, showing the location for the Services. CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -5 The Specifications are that portion of the Contract Documents consisting of the written requirements for materials, equipment, construction systems, standards and workmanship for the Services, and performance of related Services including the directions, provisions and requirements pertaining to performance of the Services. Contractor shall promptly call to the attention of the City any discrepancy or conflict in the Plans and Specifications that affect the Services. Any part of the Services shown on the Plans but not specifically mentioned in the Specifications, or vice versa, shall be considered as part of the Services as though included in both. In the event of an inconsistency or conflict between the Plans and Specifications, or within either document not clarified by addendum, the better quality or greater quantity of Services shall be provided. Likewise, the Services to be undertaken by Contractor shall include all incidental services necessary as customarily done for the completion of the Services and Project even though it may not be specifically described in the Specifications or Plans. Contractor has carefully studied and compared the Contract Documents with each other and with information furnished by the City and has reported to the City all errors, inconsistencies or omissions. Contractor shall have no rights against the City for errors, inconsistencies or omissions in the Contract Documents unless Contractor recognized such error, inconsistency or omission and reported it prior to the date of this Agreement. Contractor shall perform no Services knowing it involves a recognized error, inconsistency or omission in the Contract Documents. Contractor warrants and represents to the City that the Plans and Specifications for the Services are suitable and adapted for said Services and guarantees the sufficiency of said Plans and Specifications for their intended purpose and agrees that it will perform the Services and complete the same to the satisfaction of the City. 3. Contract Sum and Payment. The City agrees to pay Contractor monthly for the provision of the Services to each Residential Unit for the proceeding month as prescribed in Contractor's Bid Form attached hereto as Exhibit B (the "Contract Sum Contractor agrees that its payment from the City is contingent upon only the actual amounts received by the City from each Residential Unit; thus, the Contractor assumes the risk of nonpayment by the Residents, subject to City's good faith efforts to collect for the Services and enforce its collection rights against the Residents; actual receipt of payment from the Resident for Service provided to the Residential Unit shall be a condition precedent to the City's obligation to make payment to the Contractor. By the fifth day of the month, the Contractor shall submit a detail Application for Payment to the City for all Services rendered based on the number of Residential Units receiving Services the proceeding calendar month and as required by the Contract Documents. the City shall remit payment by the 5th day of the month thereafter or within thirty (30) days following actually receipt of Contractor's Application for Payment. All payments shall be based on the total number of Residential Units and the Residential Unit cost as detailed in the Bid Form submitted by the Contractor and made a part of this Contract. CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -6 The Contract Sum, including authorized adjustments, is the total amount payable by the City to Contractor for performance of the Services under the Contract Documents. In determining the Contract Sum, Contractor has taken into account the level of completeness of the Contract Documents and has exercised its best skill and efforts to make (1) appropriate judgments and inferences in connection with the requirements of the Contract Documents, and (2) all inquiries to clarify the Contract Documents as necessary to calculate and establish the Contract Sum. The Contract Sum may be changed only by Change Order. A Alternates Unit•Prices. Contractor has included in the Contract Sum the alternates and unit prices described in Exhibit B hereto. Items covered by alternates and unit prices shall be supplied for such amounts and by such persons or entities as the City may direct. Unless otherwise provided in the Contract Documents: (1) materials and equipment under an alternate and unit price shall be selected promptly by the City to avoid delay in the Services; (2) alternates and unit prices shall cover the cost to Contractor of the Services provided and all required taxes; (3) Contractor's costs for labor, overhead, profit and other expenses contemplated for stated alternate and unit price amounts are included in the Contract Sum; and (4) whenever alternate and unit price Services are more than or less than alternates and unit prices, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect the difference between actual costs and the alternate and unit price sum specified. B Applications for Payment. All payments provided herein are subject to funds as provided by the City and the laws of the State of Indiana. The City shall make payments within thirty (30) days of actual receipt of Contractor's Application for Payment for labor and materials for the Services. Payments will be due on the fifth day of the month for Services provided in the proceeding month and will be paid monthly. At least thirty (30) days before the date established for each progress payment, Contractor shall submit to the City an itemized Application for Payment for Contract Documents completed in accordance with the Services. Such Application for Payment shall be supported by such data substantiating Contractor's right to payment as the City may require, The City reserves the right to inspect the Services and approve the progress of Services completed to the date of the Application for Payment. If requested by the City prior to making said payment, Contractor shall submit to the City an Affidavit and partial Waiver of Lien, and/or partial waivers from subcontractors in form and content satisfactory to the City, stipulating that all costs for labor and materials incurred in the previous month have been paid to subcontractors, laborers and equipment lessors. An Application for Payment shall not include requests for payment of amounts Contractor does not intend to pay to a subcontractor. CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -7 C Payment of Subcontractors. The Contractor agrees to assume and does assume full and exclusive responsibility for the payment of its suppliers in compliance with Ind. Code 36- 1- 12 -13. The Contract is expressly made an obligation covered by the Contractor's Payment Bond and Performance Bond obligations. The obligation of the surety shall not in any way be affected by the bankruptcy, insolvency, or breach of contract of the Contractor. The making of an incorrect certification by the Contractor shall be considered a substantial breach of Contract on the part of the Contractor. Based on a breach of contract, the City may, in addition to all other remedies, withhold all payments not yet made and recover all payments previously made less that amount which has actually been paid to subcontractors by the Contractor. The obligation is hereby created on the part of the Contractor to return all such payments previously made in such case. Upon receipt of a progress payment, Contractor shall pay promptly all valid bills and charges for materials, equipment, labor and other costs in connection with or arising out of the Services and will hold the City free and harmless from and against all liens and claims of liens for such materials, equipment, labor and other costs, or any of them, or any part thereof, and from and against all expenses and liability in connection therewith including, but not limited to, court costs and attorneys' fees and provide executed copies of Exhibits E and F. Should any lien or claim of lien be filed of record against the Project, or should the City receive notice of any claim or of any unpaid bill in connection with the Services, Contractor shall forthwith either pay or discharge the same and cause the same to be released of record or shall furnish the City with appropriate indemnity in form and amount satisfactory to the City. D Withholding of Payment. If any claim or lien is made or filed with or against the City, or contract proceeds by any person claiming that Contractor or any person for whom Contractor is liable has failed to make payment for labor, services, materials, equipment, taxes or other items or obligations furnished or incurred for or in connection with the Services, or if at any time there shall be evidence of such non- payment or of any claim or lien which is chargeable to Contractor, or if Contractor or any other person for whom Contractor is liable causes damages to the Services, or if Contractor fails to perform or is otherwise in default under any of the terms or provisions of the Contract Documents, the City shall have the right to retain from any payment then due or thereafter to become due an amount which it deems sufficient to (1) satisfy, discharge and /or defend against such claim or lien or any action which may be brought or judgment which may be recovered thereon, (2) make good any such non- payment, damage, failure or default, and (3) compensate the City for and indemnify him against any and all losses, liability, damages, costs, and expenses, including attorneys' fees and disbursements which may be sustained or incurred in connection therewith. The City shall have the right to apply and charge against Contractor so much of the amount retained as may be required for the foregoing purposes. If the amount retained is insufficient therefore, Contractor shall be liable for the difference. CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -8 If the City withholds any payment, partial or final, from Contractor, the City may, but shall not be obligated or required to, make direct or joint payment on behalf of Contractor for any part or all of such sums due and owing to said suppliers, equipment lessors and /or laborers for their labor, materials or equipment furnished to the Project, not to exceed the Contract Sum remaining due and owing to Contractor, and charge all such direct payments against the Contract Sum; provided, however, that nothing contained in this paragraph shall create any personal liability on the part of the City to any supplier, equipment lessor or laborer, or any direct contractual relationship between the City and them. E Final Payment. When the Contractor completes the Service in accordance with the Contract Documents and in an acceptable matter as determined by the City, the Contractor will prepare a final estimate for the Services performed and will furnish the City with a copy of the final estimate. Final payment shall not become due until Contractor submits (a) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Services for which City might be responsible or encumbered (less amounts withheld by City) have been paid or otherwise satisfied, (2) a certificate evidencing that insurance required by the Contract Documents will remain in force after final payment is currently in effect and will not be canceled or allowed to expire until at least 30 days' prior written notice has been given to the City, (3) a written statement that Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents, (4) consent of surety, if any, to final payment, and (5) if required by the City, other data establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens, claims, security interests or encumbrances. See Exhibit E and F. The City will then certify to the City's duly appointed representative the balance due the Contractor and the certificate will be deemed evidence of final acceptance of the completed Contract by the City. The City shall make final payment to the Contractor within thirty (30) days after final acceptance and completion of the Contract. However, final payment may not be made on any amount that is in dispute, but final payment may be made on the part of the Contract Sum or those amounts not in dispute. Acceptance of final payment by Contractor shall constitute a waiver of claims by Contractor except those previously made in writing and identified by Contractor as unsettled at the time of final payment. F Interest. Unless otherwise expressly provided in the Contract Documents, payments due to Contractor under the terms of the Contract Documents and unpaid shall bear no interest and Contractor shall be entitled to no interest, statutory or otherwise. 4. Date of Commencement and Completion. Contractor shall commence the Services promptly upon receipt of written notice from the City to proceed and Contractor shall provide Services until subject to adjustments CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -9 authorized by the City "Contract Time The term "day" as used in the Contract Documents shall mean calendar day unless otherwise specifically defined. Time limits stated in the Contract Documents are of the essence of this Contract. By executing this Contract, Contractor confirms that the Contract Time is reasonable for performing the Services. Contractor shall not knowingly, except by agreement or instruction of the City in writing, prematurely commence operations on the site or elsewhere prior to the effective date of insurance required by paragraph 7 to be furnished by Contractor. A Commencement. It is not incumbent upon the City to notify Contractor when to begin (other than the notice to proceed), cease or resume the Services, to give early notice of the rejection of faulty Services, nor in any way to superintend so as to relieve Contractor of responsibility or of any consequence of neglect or carelessness by Contractor or its subordinates. B Overtime. The City, if it deems it reasonably necessary, may direct Contractor to provide overtime, in addition to any overtime required to meet the progress schedule and, if so directed, Contractor shall provide said overtime. Provided that Contractor is not in default under any of the terms or provisions of the Contract Documents, Contractor will be reimbursed for such actual additional wages paid, if any, at rates which have been approved by City plus taxes imposed by law on such additional wages, worker's compensation insurance and levies on such additional wages if required to be paid by Contractor. If, however, the progress of the Services or of the Project be delayed by any fault or neglect or act or failure to act of Contractor or any of its officers, agents, servants or employees, then Contractor shall, in addition to all of the other obligations imposed by this Contract upon Contractor in such cases, and at its own cost and expense, provide such overtime as may be necessary to make up for all time lost and to avoid delay in the completion of the Services. If, after written notice is given, Contractor refuses to provide overtime required to make up lost time or to avoid delay in the completion of the Services, the City may hire others to perform the Services and deduct the cost from Contractor's Contract Sum. C Delay. Should the progress of the Service be delayed by any fault or neglect or act or failure to act of Contractor or any of its officers, agents, servants or employees so as to cause any additional cost, expense, liability or damage to the City, or any damages or additional costs or expenses for which the City may or shall become liable, Contractor shall and does hereby agree to compensate the City for and indemnify them against all such costs, expenses, damages and liability. D Excusable Delay. If Contractor is delayed, suspended, accelerated, interfered with, or otherwise hindered (collectively referred to as "hindrance" or "hindrances at any time in the progress, performance or completion of any portion or portions of the whole of the Services contemplated by the Contract Documents as a result of flood, cyclone, hurricane, tornado, earthquake or other similar catastrophe, or as the result of acts of God, the public enemy, acts of the Government, or fires, epidemics, quarantine restrictions, strikes or labor disputes, freight embargoes or unusual delay in transportation, unavoidable casualties, or abnormal weather or on CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -10 account of any acts or omissions of the City or others engaged by it (except as herein provided), or by their employees, agents or representatives, or by changes ordered in the Services by the City which are not required to correct problems or discrepancies in Contractor's Services, or by any other causes which Contractor could not reasonably control or circumvent, and which are not due to any fault, neglect, act or omission on Contractor's part, and the risks of which are not otherwise assumed by Contractor pursuant to the provisions of the Contract Documents, then the Contract Time for completion of the portion or portions of the Services directly affected by such hindrance shall, upon timely written request of Contractor, be extended by a period equivalent to the time lost by reason of the aforesaid causes by Change Order approved and signed by the City. All claims for an extension of the Contract Time shall be based on written notice delivered to the City within twenty -four (24) hours of the commencement of the event or occurrence giving rise to the claim. Such notice must set forth (a) the cause of the hindrance, (b) a description of the portion or portions of the Services affected thereby, and (c) all details pertinent thereto, including supporting data and the specific number of days requested. It is a condition precedent to the consideration or validity of all claims for an extension of the Contract Time that such claims be made in writing and delivered in strict accordance with all applicable time limits provided above. Otherwise, such claims shall be waived, invalid and unenforceable as against the City. E No Damages for Delay. Contractor agrees that, whether or not any hindrances shall be the basis for an extension of the Contract Time, it shall have no claim against the City for an increase in the Contract Sum, nor a claim against the City for a payment or allowance of any kind for damage, loss or expense resulting from hindrances, except for acts constituting intentional and unjustified or unreasonable interference, disruption or delay by the City with Contractor's performance of its Services when such acts continue after Contractor's written notice to the City of such interference, disruption or delay. The City's exercise of its rights under the Contract Documents, including but not limited to, its rights regarding changes in the Services, regardless of the extent or number of such changes, performance of separate work or carrying out Contractor's Services by the City, directing overtime or changes in the sequence of the Services, withholding payment or otherwise exercising its rights under the provisions of this Agreement shall not be construed as intentional or unjustified interference with Contractor's performance of the Services. 5. Changes in the Services. Changes in the Services may be accomplished after execution of this Agreement only by Change Order. A Change Order shall be based upon agreement among the City and Contractor. Changes in the Services shall be performed under applicable provisions of the Contract Documents, and Contractor shall proceed promptly. A Change Order. A Change Order is a written instrument signed by the City and Contractor and stating their agreement upon all of the following: (1) a change CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -11 in the Work; (2) the amount of the adjustment in the Contract Sum, if any; and (3) the extent of the adjustment in the Contract Time, if any. 6. Safety. Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract Documents. Contractor shall take reasonable precautions for the safety of, and shall .provide reasonable protection to prevent damage, injury or loss to: (1) employees on the Project and other persons who may be affected thereby; (2) the Services and materials and equipment to be incorporated therein, whether in storage on or off the site, under the care, custody or control of Contractor or Contractor's subcontractors; and (3) other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss. Contractor shall erect and maintain, as required by existing conditions, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations, and notifying owners and users. 7. Insurance and Bonds. A Performance, Payment and Other Bonds 1) Contractor shall furnish a Performance and a Payment Bond, each in an amount equal to one hundred percent (100 of the Contract Price as security for the faithful performance and payment of all Contractor's obligations under the Contract Documents in a form substantially similar to Exhibits C and D. These Bonds shall remain in effect at least until one (1) year after the final payment and settlement with the Contractor and as provided otherwise by law. All Bonds shall be in the form prescribed by the Contract Documents except as provided otherwise by law, and shall be executed by such sureties as are named in the current list of "Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies" as published in Circular 570 (amended) by the Audit Staff, Bureau of Government Financial Operations, U.S. Treasury Department. All Bonds signed by an agent must be accompanied by a certified copy of such agent's authority to act. If the surety on any Bond furnished by Contractor is declared a bankrupt or becomes insolvent or its right to do business is terminated in Indiana, or it ceases to meet the requirements of this paragraph, Contractor shall within ten (10) days substitute another Bond and surety, both of which must be acceptable to City. B Licensed Sureties and Insurers 1) All Bonds and Insurance required by the Contract Documents to be purchased and maintained by Contractor shall be obtained from a surety or insurance companies that are duly licensed or authorized in Indiana to issue Bonds or insurance policies for the limits and coverages so required. The surety and insurance companies CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -12 providing any coverages on this Project shall have and maintain during the term of this Agreement a minimum A.M. Best (Best's Key Rating Guide) rating classification of "A C Certificates of Insurance 1) Contractor shall deliver to the City certificates of insurance (and other evidence of insurance requested by the City) which Contractor is required to purchase and maintain in accordance with paragraph 7(D). 2) The Contractor shall file policies and /or certificates of insurance for all coverages required with the City, naming the City as Certificate Holder. 3) The certificate of insurance shall show that all coverages are provided on an occurrence basis and shall indicate the aggregate limit available as of the date the certificate is issued. Binders will be accepted as evidence of coverage for only the first ninety (90) days and cannot be renewed or extended beyond that time. 4) All insurance policies and certificates of insurance must include a provision stating a minimum thirty (30) days' prior written notice will be provided to the City for any cancellation, non renewal, material change, or reduction of coverage. The Contractor shall cease operations upon the occurrence of any such cancellation, non renewal, material change, or reduction of coverage, and shall not resume operations until satisfactory replacement insurance is provided, coverage is effective and certificates of insurance are received. D Contractor's Liability Insurance 1) Contractor shall purchase and maintain such liability and other insurance as is required for the Services and that will provide protection from claims which may arise out of or result from Contractor's performance of the Services and other obligations under the Contract Documents whether it is to be performed by Contractor, any subcontractor or supplier, or by anyone directly or indirectly employed by any of them to perform any of the Services, or by anyone for whose acts any of them may be liable which are applicable to the Services, including: a) Claims under workers' compensation disability benefits and other similar employee benefit acts which are applicable to the Services including private entities performing Services and exempt from the coverage on account of number of employees or occupation, which entities shall maintain voluntary compensation coverage at the same limits specified for the mandatory coverage for the duration of the Services. In case any such Service is sublet, the Contractor shall require the subcontractor to provide insurance for all employees of the subcontractor engaged in such Services unless such employees are covered by the coverage afforded by the Contractor's insurance. If any Work under this Agreement involves activities within the scope of the United States Long Shoremen's and Harbor Worker's Act and /or the Jones .Act, coverage for such exposure shall be provided with a minimum limit of $1,000,000 per occurrence. b) Claims for damages because of bodily injury, occupational sickness or disease or death of Contractor's employees, or persons or entities CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A-1 3 excluded by statute from the requirements of 7(D)(1), but required by the Contract Documents to provide the insurance required therein; c) Claims for damages because of bodily injury, sickness or disease or death of any person other than Contractor's employees; d) Claims for damages insured by customary personal injury liability coverage which are sustained: (i) by any person as a result of an offense directly or indirectly related to the employment of such person by Contractor or (ii) by any other person for any other reason; e) Claims for damages, other than to the Work itself because of injury to or destruction of tangible property wherever located, including loss of use resulting therefrom; f) Claims for bodily injury or property damage arising out of completed operations; and Claims involving contractual liability insurance applicable to the Contractor's obligations under the indemnification requirements of paragraph 1(L) of the Contract. 2) Contractor shall purchase and maintain commercial general liability and commercial automobile liability insurance during the entire term of this Contract. The policies shall be based on terms commonly referred to in the insurance industry as an occurrence coverage form (Claims made policy forms are not acceptable.) a) The certificate of insurance for commercial general liability insurance shall indicate the amount of the aggregate limit remaining as of the date of the certificate. 9) b) The commercial general liability coverage shall include premises coverage, products and completed operations coverage, personal injury coverage, coverage for explosion, collapse, and underground coverages, broad form property damage and contractual liability coverage to satisfy the indemnification clause in its entirety included in paragraph 1(L) of the Contract. c) The commercial general liability policy must contain the following definition of "insured contract "That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement." d) The certificate of insurance shall include this specific language on the certificate of insurance confirming this definition of an insured contract or a certified copy of the policy is to be submitted which includes this definition of an insured contract. CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -14 3) The Contractor shall purchase and maintain commercial automobile liability coverages for any owned or leased vehicles. Non -owned and hired auto liability coverages shall also be included. 4) This policy shall cover the total Services and include explosion, collapse, and underground coverages for the entire Services provided by the Contractor and subcontractors. 5) The policy shall stipulate that the "designated Contractor" includes the Contractor and all sub contractors engaged in the Services. 6) The original policy shall be submitted to and filed with the City or its designated representative. 7) Minimum Limits of Insurance: The minimum limits of liability for all coverages in each of the proceeding paragraphs above shall be as follows, unless otherwise specifically required by law, which ever is greater. Coverages shall be maintained without interruption from the date of commencement of the Services until date of final payment and termination of any coverage required to be maintained after final payment. a) Workers Compensation /Employer's Liability: Coverage A (Worker's Compensation) Statutory Coverage B (Employer's Liability) $1,000,000 each accident; $1,000,000 Disease -each employee; $1,000,000 Disease policy limit. This coverage to be valid in all states covered for the Services. b) Commercial General Liability: General Aggregate (except Products /Completed Operations) $2,000,000; Bodily Injury Property Damage $1,000,000 Combined Single Limit/Per Occurrence; Personal /Advertising Injury $1,000,000 /occurrence; Products /Completed Operations General Aggregate $2,000,000; Coverage to include exposures listed in 7(D)(2)(b); Coverage includes Contractual Liability and Broad Form Property Damage including Completed Operations; Coverage to apply on a Per Project" basis in order that coverage will not be diminished by unrelated work. c) Commercial Automobile Liability (Owned, Leased, Hired /Non- Owned): Bodily Injury Property Damage $5,000,000 occurrence. All coverages provided above shall be endorsed to include the City and Residential Unit Owner as Additional Insured except for A (Worker's Compensation) and will stipulate that this coverageis primary respecting any other coverages the City might have. The CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -15 additional insured endorsement will include "Completed Operations" of the Contractor (and any subcontractor). The coverage requirements apply to all Contractor's, subcontractors, sub subcontractors and suppliers; Contractor is responsible to verify these requirements for each and every one of its subcontractors, sub- subcontractors and suppliers. a) If a commercial umbrella liability policy is used to satisfy the minimum limits of liability requirements, the combined limits must equal these minimum limits of liability. b) If the aggregate liability limits required by this Contract for any policy subsequently fall below the aggregate limits required, immediate steps shall be taken to effect reinstatement of the minimum aggregate liability limits. A revised certificate of insurance is required to confirm compliance with this requirement. Any additional premiums resulting from such reinstatement shall be at no additional cost to the City. c) Upon specific request by the City, the original policy shall be filed with the City within thirty (30) days of such request. d) With respect to products and/or completed operations insurance coverage, will remain in effect for at least three (3) years after final payment (and Contractor shall furnish the City evidence satisfactory to City and any such other insured or additional insured of continuation of such insurance at final payment and three (3) years thereafter). e) These coverage requirements and minimum coverage limits are to provide the minimum acceptable insurance coverages and their existence does not in any way limit or reduce the Contractor or subcontractor's indemnity obligations under the Contract Documents. f) No representation or warranty is made by the City regarding the sufficiency or adequacy of the insurance requirements, coverages or limits stated in the Contract Documents. The Contractor and subcontractors are advised to consult with their respective insurance agents or professional advisors to determine their coverage needs and requirements. 8. Default and Remedies. A City Default. Contractor may terminate this Agreement if the Services are stopped for a period of thirty (30) days through no act or fault of Contractor or any subcontractor or their agents or employees or any other persons performing portions of the Work under Contractor because the City has not made payment within the time stated in the Contract Documents. If the Services are stopped for a period of ninety (90) days under an order of any court or other public authority having jurisdiction, or as a result of any act of government such as a declaration of a national emergency making materials unavailable, through no act or fault of Contractor or a subcontractor or their agents or employees or any other persons performing any of the Services under contract with Contractor, then Contractor may, upon seven (7) days' written notice to the City, terminate this Agreement and recover from the City payment for all Services CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -16 executed to date. Recovery by Contractor of lost anticipated profit and other consequential damages is hereby specifically excluded. B Termination for City's Convenience. This Agreement may be terminated by the City in whole or in part without cause and for its convenience upon seven (7) days' written notice to Contractor. In the event of such termination for convenience, Contractor shall be compensated for that portion of the Contract Sum earned to the date of termination, but the City shall not be liable for any additional or consequential damages. Such entitlement of Contractor shall constitute Contractor's sole and exclusive remedy and recovery, and in no event shall Contractor be entitled to recover anticipated profits and/or overhead on unperformed Services. C Contractor Default. Contractor shall be in default of this Agreement if (1) Contractor fails to perform or comply with its obligations under this Agreement; (2) the City reasonably believes that Contractor is not capable of satisfactorily completing the Services; (3) Contractor becomes insolvent, is unable to meet current obligations, or seeks relief under the Bankruptcy Code or other similar law or procedure; (4) a receiver is appointed for Contractor or its property; or (5) Contractor is dissolved or otherwise ceases to exist. If Contractor is in default, the City may, at its option, proceed as follows: (1) terminate this Agreement; (2) take possession of all materials, equipment, tools, and construction equipment and machinery thereon owned by Contractor; (3) accept assignment of subcontracts; (4) finish the Services by whatever reasonable method the City may deem expedient; (5) withhold payment of all or any portion of the Contract Sum until (i) the default is cured and the Services are completed, and (ii) all costs, expenses, and damages, including supervision and any other damages incurred by the City because of default, have been determined; and /or (6) exercise any other remedy available at law or in equity. All costs, expenses, and damages incurred by the City due to a default by Contractor may be deducted from the Contract Sum. Upon demand, Contractor shall pay the City the amount, if any, by which the costs, expenses, and damages incurred by the City exceed the unpaid balance of the Contract Sum. Contractor shall pay the City's reasonable attorneys' fees and expenses in connection with any lawsuit or other proceeding between the City and Contractor relating to the enforcement of this Agreement. 9. Miscellaneous Provisions. A Existing Collection Contracts. By executing this Contract, Contractor agrees to terminate its existing contract(s) for collection services within the Service limits as detailed by this Contract at no cost to the City or the Residential Unit Owner being serviced. Contractor acknowledges that this Contract is sufficient consideration for Contractor's agreement to terminate these existing contracts within the Service limits. In addition, Contractor acknowledges and understands that there maybe existing contracts within the Service limits held by other providers that may have to be phased out prior to Contractor assuming Service obligations for the entire Service area. As CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -17 such, all Residential Units will be phased in as is reasonable without the City or Residential Unit Owner incurring any additional costs. B Governing Law. This Agreement shall be governed by the laws of the State of Indiana. G Successors and Assigns. The City and Contractor respectively bind themselves, their successors, assigns and legal representatives to the other party hereto in respect to covenants, agreements and obligations contained in the Contract Documents. Neither party to this Agreement shall assign this Agreement without the written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under this Agreement. D Written Notice. Written notice shall be deemed to have been duly served if delivered in person to the individual or to an officer of the corporation for which it was intended, or if delivered at or sent by registered or certified mail to the last business address known to the party giving notice. E Rights and Remedies. Duties and obligations imposed by the Contract Documents and rights and remedies available thereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. No act or failure to act by the City or Contractor shall constitute a waiver of a right or duty afforded them under this Agreement, nor shall such action or failure to act constitute approval of or acquiescence in a thereunder. F Severability. In the event that any provision, term or other portion of the contract, or any document or item referred to in the contract, shall be found to be invalid or unenforceable, then such provision, term or other portion shall be reformed in accordance with applicable law. The invalidity or unenforceability of any provision, term or other portion of the contract, or any document item referred to in the contract, shall not affect the validity or enforceability of any other provision, term or other portion of the contract, or any document or item referred to in the contract. G Waiver. A waiver by either party of any breach of any provision of these specifications or any contract document shall not be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself. No inspection, observation, payment or acceptance of compensation for any period subsequent to any breach shall be deeded a waiver of any right or acceptance of defective performance. Where the condition to be waived is to material part of the contract such that a waiver would affect the essential bargains to the parties, the waiver must take the form of a contract modification as provided for elsewhere in these specifications and contract documents. CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A -18 H Venue. In the event it becomes necessary to litigate any term or condition of the contract, the parties shall agree that the County of Hamilton, State of Indiana shall be proper venue to settle such disputes. "THE CITY" "CONTRACTOR" Signed: Signed: Printed: Printed: Title: Title: CITY OF CARMEL Residential Solid Waste Recycling Collection Contract A-1 9 EXHIBIT A PLANS AND SPECIFICATIONS 1. City of Carmel City Wide Residential Solid Waste, Yard Waste, Recyc Collection and Disposal Specifications with its separate Exhibits Exhibit 1 Exhibit 2 City of Carmel Scope of Service Limits City Facilities for Solid Waste and Recycling Collection CITY OF CARMEL City -Wide Residential Solid Waste, Yard Waste, Recycling Collection and Disposal Contract 1833150_5 Revision 4 EXHIBIT B CONTRACTOR'S BID FORM B -1 EXHIBIT B City of Carmel Public Works Department Rates and Charges For Residential Solid Waste Removal and Recycling Services Section A. Monthly Service Fee Monthly Service Fee 2011 $8.57; 2012 $8.83; 2013 $9.09; 2014 $9.36; and 2015 $9.65 Section B. Other Charges. In addition to the fees set forth above, all Customers located within the corporation limits of the City shall be billed the following rates and charges when deemed appropriate. 18331505 Revision 4 Section B.1 Administrative Fee. All Customers shall be subject to a monthly administrative fee to recoup administrative costs associated with management and billing in the amount of $.25 per month. Section B.2 Container Charge. The cost of any replacement Containers in excess of one (1) per Residential Unit, plus applicable delivery fee, will be charged to the Customer. Section B.3 Overage Bags. Customers shall pay $2.50 for each Overage Bag. Section B.4 Bulky Waste. Customers shall pay $10.00 for each item of Bulky Waste the customer requests be removed. Section B.5 Service Cycle. All Customers must pay for service one month in arrears. B -1