HomeMy WebLinkAboutStaff Report 3.B 07/02/2012 Agee/flaw Itm #3;3
46,p;r?U4-
rasa ' •
DATE: July 2, 2012
TO: Honorable Mayor and Members of the City Council through City Manager
FROM: Dan St. John, F.ASCE—Director, Public Works and Utilities 1?{ /•
SUBJECT: Resolution Approving an Eighth Amendmentto:the Agreement between the City
• of Petaluma and the Sonoma County Waste Management Agency to Provide
Petaluma Citizens Continued Use of the County's:Central Disposal Site for
• Household Hazardous Waste Disposal and Other AB•939 Required Services
RECOMMENDATION ' •
�
It is recommended that the•City:Councihadopt the attached;resolution approving an Eighth
Amendment to_the,Agreement between the City of Petaluma and the Sonoma County Waste
Management Agency to provide,Petaluma citizens continued'use-of the County's Central
Disposal Site for household hazardous waste disposal and other AB 939 required services.
BACKGROUND
When Petaluma began haulingits:solid waste outside of the County, the City negotiated the
subject-agreement with the County to allow continued access to the County's household
, hazardous Waste (HHW) disposal,program which is normally paid for through participants'
tipping fee surcharges for disposal to the•County's landfill. "In November 2004, the Sonoma
County Waste Management Agency (SCWMA) Board approved an agreement with the City of
Petaluma in which SCWMA would provide HHW services to Petaluma residents for Calendar
Year 2005, with the cost to be`paididirectly by Petaluma in lieu of tipping fee surcharges. .
Subsequent'one-year amendments to;the Agreement have cumulatively extended the term until
the-end ofFY 11-12 (June 30,,2012). The contract includes services for educational efforts,
recycling, compliance with AB 939"reporting,requirements.and any updates necessary to State
and/or County-planning documents on behalf of the City of Petaluma, as required by the
Countywide Integrated Waste Management Plan, the Joint Powers.Agreement and state
regulations. Petaluma provides monthly tonnage reports to the Agency for the purpose of AB
939 reporting, and compensation amounts are set to equal the,current tipping fee surcharge
applied to actual"tonnage of solid waste hauled by Petaluma Refuse & Recycling during the
previous year.
I
1 •
Agenda
City Attorney • Finance D rector City Manager y 1
DISCUSSION
Continued participation,•will provide Petaluma residents with use of the household.hazardous.
waste facility'at the•County's Central Disposal Site, an essential component of the AB 939
mandate, as well as.access to other surcharge-funded services. It also acknowledges the full
fmancialparticipation of Petaluma in the SCWMA. No additional changes are proposed in the
current;amendment except to extend the agreement term for three years;instead of just one for the
sake of efficiency. In anticipatiomofthe,continued relationship, the SCWMA approved a Eighth •
Amendment to the Agreement4Exhibit A to Resolution) at its meeting of June 20, 2012, which
extends,the term of the original Agreement for three years (July 1, 2012:to June 30, 2015):
FINANCIAL IMPACTS
SCWMA is compensated based on the Agency's tipping fee surcharge rate of$5.95 per ton
(unchanged from last year). The;fee is paid by the City on a monthly basis and reimbursed by
contract from Petaluma's waste hauler, Petaluma Refuse &Recycling (PR&R): This method,
which is unchanged, will keep the City on the same schedule and basis of calculation and
payment as the rest of the jurisdiction's that use the County system for reporting tonnage disposed
and payment of a surcharge tipping fee.. The fee paid during FY 10-11 was $186,634 and during
the first 11 months of FY 11=12, $163,707 has been paid. Passage of this resolution does not
create any new financial impact.to the City or the rate payers..
ATTACHMENTS
1. Resolution, including Exhibit A to Resolution, Revised Eighth.Amendment to the Petaluma
Services Agreement
2. Original Agreement ofJanuary 1, 2005, including Amendments 1-7
•
2
•
Attachment 1
RESOLUTION
APPROVING AN EIGHTH AMENDMENT TO THE AGREEMENT'BETWEEN THE
CITY OF PETALUMA AND THE SONOMA COUNTY WASTE MANAGEMENT
AGENCY TO PROVIDEPETALUMA CITIZENS CONTINUED USE OF THE
COUNTY'S CENTRAL DISPOSAL?SITE FOR HOUSEHOLD HAZARDOUS WASTE
DISPOSAL AND OTHER AB 939 REQUIRED SERVICES
WHEREAS, in conformance with AB 939 waste diversion requirements, the City of
•
Petaluma promotes safe,and proper-disposal of household hazardous waste as an important
component of its waste.managemeritprogram; and
WHEREAS, when the City of began hauling its garbage outside of the County,
it entered into an agreement with'the Sonoma County Waste Management Agency ("Agency")
that, in return for a yearly fee, Petaluma residents would have continued`use of the County's
Household Hazardous Waste Facility; and •
WHEREAS, the Household Hazardous Materials Facility Use Agreement ("Agreement"), dated
January 1, 2005, was subsequentlyamended on January 1, 2006,to extend the terms to the end
of FY 07 (June 30, 2006); a Second Amendment extended the terms for another year and added
additional Agency surcharge-funded services; a Third Amendment extended terms for one year
and revised the method of calculating compensation amounts, based on the previous year's actual
tonnage of solid waste disposed by the City's contracted hauler; Fourth and Fifth Amendments
extended the Agreement to.June 30, 2009 and June 30,2010, respectively; and a Sixth
Amendment extended the Agreement to June 30, 2011, and readjusted the method of calculating
the Agency's compensation by applying the Agency's tipping fee surcharge rate to the actual
• tonnage of so lid waste disposed.by the City of Petaluma, to be billed on a monthly basis; and
Seventh Amendment extended the Agreement to June 30, 2012; and
WHEREAS, a-Eighth Amendment is proposed to extend.the,Agreement for Petaluma's
participation in the Household Hazardous Waste Program and,other Agency services until June
30,2015, with annual compensation-to the Agency based on the sameimethod of calculation as
the previous year, by applying the Agency's tipping fee surcharge rate to the actual tonnage of
solid waste disposed by the City of Petaluma, as.reported to the Agency by its hauler Petaluma
3
•
•
Refuse &:Recycling;dInc. (PR&R) bythe,2e of the succeeding;month. The Agency-will
invoice the•City,based on their approved rate of$5,95 per ton, due and payable to SCWMA
within I0`days'after receipt. In turn, the City of Petaluma"will bill PR°&R for the pass=through
amount.
NOW, THEREFORE, BE IT RESOLVED that the City,Council of the City of
-Petaluma hereby authorizes the City Manager to enter into a Eighth Amendment(incorporated
herein by reference as Exhibit A to Resolution) to the Household Hazardous Materials Facility
-Use Agreement, dated January 1,2005 with the Sonoma-County Waste Management Agency, to
allow the City of Petaluma continued participation in SCWMA's AB 939 services, including
disposal of household hazardous wastelfor a period of one year from July 1, 2012, to June 30,
2015,paid on amonthly basis, from refuse collection rates. During the term of the Eighth
Amendment, the City of Petaluma's waste hauler Petaluma Refuse& Recycling, Inc. will
continue to provide monthly tonnage reports to the Agency for the purpose of AB 939 reporting,
and for calculation of subsequent compensation amounts.
•
• 4
•
•
Exhibit A
••
•
EIGHTH,AMENDMENTTO,AGREEMENT
Household HazardousWaste,and AB 939 Program Services •
This Eighth Amendment_to Agreement, effective thels`day of July, 2012, ("Effective
Date''), is made and entered into by and between the City of.Petaluma,:a municipal corporation
and a charter city, hereinafter referred to as "CITY,'' and^the Sonoma County Waste
Management Agency, a joint powers agency, hereinafter referred to as "AGENCY."
WHEREAS, CITY and AGENCY entered into an Agreement'effective January 1, 2005
and terminating on January 1, 2006, governing the use of AGENCY's Household Hazardous
Waste.Facility(hereinafter the "Agreement'); and
WHEREAS, CITY and AGENCY approved the First,Amendment to the Agreement to
extend the term of the Agreementfor an additional six(6) months,until June 30, 2006; and,
WHEREAS, CITY and AGENCY approved the.Second Amendment to the Agreement
to (1)add additional services for compliance to the requirements mandated by AB 939, (2)
compensate the AGENCY for services managed and performed by the.AGENCY, and (3)
extend the term of the Agreementforan additional twelve (12) months, until June 30, 2007;
and,
WHEREAS, CITY and.AGENCY approved the Third Amendment to the Agreement to
compensate the AGENCY for services managed and performed by the AGENCY, and extend
the term of the Agreement for an additional twelve (12) months, until June 30, 2008; and,
WHEREAS,.CITY and.AGENCY approved the Fourth Amendment to the Agreement to
compensate the AGENCY for services managed and'performed by the AGENCY, and extend
the term of the Agreement.foranadditional twelve (12) months, until June 30, 2009; and,
WHEREAS,.CITY'and:AGENCY approved the Fifth,Amendment to the Agreement to
compensate the AGENCY for services managed and,performed by the AGENCY,and extend
the term of the Agreement,for an additional twelve (12).months, until June30, 2010; and,
WHEREAS, CITY and AGENCY approved the Sixth Amendment to the Agreement to
compensate the,AGENCY for services managed and performed by the AGENCY, and extend
the term of the Agreement for an additional twelve (12) months, until June 30, 2011;.and,
WHEREAS,'CITY and.AGENCY approved the Seventh Amendment to the.Agreement
to compensate the AGENCY for services managed and performed by theAGENCY, and
extend:the term of the Agreement for an additional twelve (12) months,until June 30, 2012;
and,
5
•
WHEREAS, CITY'and,AGENCY wish to,amend the:Agreement'an eighth,time,to adjust
the compensation<to the,AGENCY for services"managed and performed by the AGENCY, and
extendthe term of the Agreement for an additional thirty'-six(36).months; until June 30, 2015.
NOW, THEREFORE, in consideration of thermutual promises, covenants and
conditions contained in this Eighth Amendment, AGENCY and CITY agree as follows:.
Section 1. Section 2. of the::Agreement, "Compensation; Business Tax Certificate," is
amended to read as follows:
2..Compensation •
A. For the full performance of the Services as described herein, CITY shall
compensate';AGENCY under the terms defined in Exhibit A Services and
Compensation 'Payment of this amountiis due,monthly installments, upon
invoice, beginning`August 1, 2012.
B. AGENCY shall be compensated for services in addition to those described in
Exhibit A, only if AGENCY and CITY execute'a written amendment to this
Agreement describing the additional services to be performed and the
compensation`to be paid for such services.
•
Section 2. Section 3 of'the,Agreement, "Term," is amended to read as follows:
3. Term. Theaterm of this Agreement commences onthe effective:date of July 1, 2012
and terminates at midnight on,June30, 2015, unless,extended or terminated sooner pursuant
to the provisions of this Agreement.
Section,3. Except as exptesely,amended hereby, all thE:remaining provisions of the
Agreement shallremain'in full forceand effect.
IN WITNESS WHEREOF, the parties hereto have caused this Eighth Amendment to
the Agreement to be executed as;of the date first set forth above.
CITY OF PETALUMA SONOMA COUNTY WASTE'
MANAGEMENT AGENCY
City Manager Agency Chair
APPROVED AS TO..FORM:
Agency'Counsel
•
•
6
•
•
ATTEST:
• City Clerk
APPROVED AS TO FORM:
City Attorney •
APPROVED:
Risk Manager
APPROVED:
Finance Director
7
Exhibit"A" — Eighth';Amendment.
Services and Compensation
Under the terms of this agreement, the Sonoma County Waste Management Agency
(AGENCY) shall allow the CITY and its residents the use of,the Household Hazardous
Waste (HHW) Facility at the Central Disposal.Site, without additional charge duringihe
term of the Agreement. CITY residents shall be provided any other privilege or right
enjoyed by other member agencies of the AGENCY regarding the promotion and use of
the HHW Facility at the Central Disposal Site
Services provided by this agreement shall also include educational efforts, recycling and
other waste diversion services, compliance with AB 939 reporting requirements and any
updates necessary to state-and/or county planning documents on behalf of CITY as •
required by the Countywide Integrated Waste Management Plan and state regulations.
The annual compensation for services shall be calculated by applying the AGENCY
tipping fee surcharge rate on the actual tonnages of solid waste disposed by the City of
Petaluma's franchised waste hauler, Petaluma Refuse and Recycling. The amount of
solid waste disposed for each month shall be reported to AGENCY for invoicing
purposes by the 20«' of the succeeding month. The AGENCY approved rate of$5.95
per ton will be used for calculating,invoices. Payment of each monthly invoice shall be
due and payable to AGENCY ten (10) days after receipt of the invoice.
•
8
Attachment 2
PROFESSIONAL SERVICES AGREEMENT
Household"Hazardous Materials Facility Use
THIS PROFESSIONAL SERVICES AGREEMENT("Agreement") is entered into and effective
as of January 11 2005 ("Effective Date"), by and between the City of Petaluma, a municipal
corporation and a charter city ("City") and Sonoma County Waste Management Agency
("Agency"), (collectively,the "Parties").
WHEREAS, the Parties enter into this Agreement for the purpose of Agency providing
professional services to City under"the terms and conditions set-forth herein.
THEREFORE, in consideration of the mutual covenants contained in this Agreement, the Parties
agree as follows:
1. Services. Agency shall provide the services as described in and in accordance with the
schedule set forth in Exhibit "A" attached hereto and incorporated herein("Services").
2., Compensation; Business Tax Certificate.
A. For the full performance of the Services as described herein, City shall
compensate Agency under the following terms` One Hundred Forty Thousand
and 00/100 dollars ($140,000.00) per year, due quarterly upon invoice, beginning
January 1, 2005.
B. Agency shall submit detailed quarterly reports reflecting all services performed
during the preceding three (3) months, and including a revised schedule for
performance and additional documentation requested by City, as applicable.
C. Agency shall be compensated for services in addition to those described in
Exhibit A, only if Agency and City execute- a written amendment to this
Agreement describing the additional services :to be performed and the
compensation to.be paid for such services. In no:case shall the total compensation
under this Agreement exceed $140,000.00 annually without prior written
authorization of the City Manager.
D. Notwithstanding any provision herein, Agency shall not be paid any •
compensation until such time as Agency has on fi le with the City Finance
Department current information requested on the "Vendor Information" form
available from City.
E': City's obligation to pay compensation to.Agency as,provided herein is contingent
upon Agency's performance of the Services pursuant to the terms and conditions
of this Agreement and any amendments thereto.
3_ Term. The term of this Agreement commences on,the-Effective Date, and terminates on
January 1, 2006,unless Sooner terminated in accordance with Section 4.
9
4. Termination. City or Agency may terminate this Agreement without cause upon ninety
(90) days' written notice to the non terminating party. City may immediately terminate
or suspend this Agreement for cause. ,Cause:for,immediate termination or suspension
shall include, but not be limited to, any breach'of this Agreement by Agency or,Agency's
bankruptcy or insolvency. Upon receipt of notice of termination or suspension for cause,
Agency shall immediately stop all work in progress,under this Agreement. In the event
of early termination of this Agreement by City, Agency shall be entitled to payment for
all Services performed to the date of termination to the extent such Services were
performed to the satisfaction of City.in accordance with the terms and conditions of this
Agreement. If City terminates'this Agreement for.cause, Agency sh'all be liable to City
for any excess costCityincurs for completion of the Services.
5. Agency's Representation; Independent Contractor.,. ;Agency represents that Agency
has hired a subcontractor who possesses distinct professional skills in performing the
Services. City has relied upon said representation as a material inducement to enter into
• this Agreement. Agency shall, therefore, provide properly skilled professional and
technical personnel to perform all Services under fins Agreement. It is expressly
understood that Agency and its agents and employees, shall act in an independent
capacity and as an;independent contractor and not as officers, employees or agents of
City. This Agreement shall not be construed as an agreement for employment.
6. Facilities and Equipment. Agency shall, at its sole cost and expense, furnish all
facilities and equipment that may be, required for furnishing Services pursuant to this
Agreement. City shall furnish to Agency no facilities or equipment, unless the City
otherwise agrees inwriting to provide the none.
•
7. Licenses, Permits, Etc. Agency shall, at Agency's sole cost and expense, keep in effect
at all times during the term of this Agreement any licenses, permits or other such
approvals which are legally required for performing the Services.
8. Time. Agency shall .devote such time to the performance of the Services as may be
reasonably necessary for satisfactory performance of Agency's obligations pursuant to
this Agreement. ,
9. Inspection. Agency'shall provide the City every reasonable,opportunity to ascertain that,
the Services are being performed in accordance with the-requirements and intentions'of
this Agreement. All work done and materials furnished, if any, shall be subject to
inspection and approval by the City. The inspection of such work shall not relieve
Agency of any of its;obligations pursuant to this Agreement.
10. Progress Reports. Upon the City's request, Agency shall provide, in a form acceptable
to City, written progress reports of all oral and written observations, opinions,
recommendations, analyses, progress and conclusions related to Agency's performance
of the Services.
•
11. Agency No Agent. Except as City may specify in writing, Agency shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
'" 10
agent. Agency shall have:no authority, express or'-implied„pursuant to thus Agreement to
bind City to any,obligation whatsoever.
•
12. Standard'of Performance: Agency shall perform all the Services in a mamrer consistent
with the standards. of the,household hazardous waste operation and management. All
instruments of service_ of whatsoever nature, which Agency delivers to City pursuant to
this Agreement, slialhconform to such standards. All such instruments of service shall
become the sole and exclusive property of City upon delivery of the same.
13. Assignment/Transfer: No assignment or transfer in whole or in part of this.Agreement
shall be made withoutthe prior written consent of City.
14. Subcontractors. The parties acknowledge that the services will be performed by a
subcontractor: The subcontractor shall be required to .comply, to the full extent
applicable, with the:terms and conditions of this Agreement, including but not limited to,
procuring and maintaining nisi:Mance-coverage as required herein and which shall name
City as an.additional"insured:
15. Compliance With All taws. Agency shall fully comply with all applicable local, state
and federal rules, laws, regulations and ordinances pertaining to the performance of the
Services required hereunder:
16. Discrimination. 'During the performance of this Agreement, Agency shall not
discriminate;against'any employee or applicant for employment because of race, religion,
creed, color, national_.origin, ancestry, gender, sexual orientation, age' or physical or
.mental disabilityin violation of any applicable law.
17. ,Notice. Except as otherwise specified in this Agreement, all notices to be sent:pursuant
to this Agreement shall be made in writing, and sent to the Parties at their respective
addresses'specified below or to such other`address as a Party may designate by written
notice delivered to the other Party.in accordance with this Section. All such notices shall
be sent by:
(i) personaLdelivery, in which case notice is effective upon delivery;
(ii) 'certifiedr.or registered.mail,.return receipt requested, in which case noticei'.shall'be
deemedrdelivered on receipt if delivery is'confirmed.bya return receipt;
(iii)• nationally recognized overnight courier, with,charges prepaid or charged to the
sender''si account, in which case notice is effective o n delivery if delivery is
confirmed by the delivery service;or
(iv) facsimile transmission, in which .case notice shall be deemed delivered upon
transmittal, provided that (a) a duplicate copy of the notice is promptly delivered.
by first-class or certified mail or by overnight delivery, or (b) a transmission.
teport is generated reflecting the accurate transmission thereof Any notice given
by facsirnileshall:bedonsidered to have been received on the next business.day if
it is-received after 5:00 p.m. recipient's time or on a nonbusiness day.
3
11
•
City: City Clerk
City of Petaluma .
Post Office Box,61
Petaluma, California 94953
Telephone:' (.707)778-4360
Facsimile: (707) 778-4554
And:
Agency: So. Co. Waste Management Agency Director
2300 County Center Drive, #B100
Santa Rosa, CA '95403•
Telephones 707-565'-3788
Facsimile: 707-565-3701
18. Indemnification. Agency shall indemnify, defend with counsel acceptable to City, and
hold harmless City and its officers, officials, employees, agents and volunteers from and
against any and all.liability, loss, damage, claims, expenses, and costs (including, without
limitation, attorney's fees and costs and fees of litigation) (collectively, "Liability") of
every nature arising-out of or in,connection with Agency's performance of the Services or
its failure to comply.with any of its obligations contained in this Agreement, except such
Liability caused by the sole negligence or willful misconduct of City. Notwithstanding
the foregoing, to the extent that this Agreement is a "construction contract" within the
definition of Civil Code Section 2783, as may be. amended from time to time, such
indemnity shall not include•Liability for the active negligence of City.
19. • Insurance. Agency shall ensure that its subcontractor complies with the "Insurance
Requirements for Consultants" in Exhibit B-2, attached hereto and incorporated herein by
reference.
20. Amendment. This Agreement may be amended only by a written instrument executed
by both Parties.
21. Litigation. If litigation ensues-which pertains to the,subject matter of Agency's services
hereunder, Agency, upon request from City, agrees to testify therein at a reasonable and
customary fee.
22. Construction: This Agreement is the product of negotiation and compromise on the part
of both Parties and that the Parties agree that notwithstanding Civil Code section 1654,
any uncertainty in the .Agreement shall not be construed against the drafter of the
Agreement.
23. Governing Law; Venue. This:Agreement shall be enforced and interpreted under the
laws of the State of California and the City of Petaluma. Any action arising from or
brought in connection with this Agreement shall be venued in a court of competent
jurisdiction in the County of Sonoma, State of California.
• 4 12
•
•
24. Non-Waiver. The City's failure-to enforce any provision of this Agreement or the
waiver thereof-in a particular instance'shall not be construed as a general waiver of any
part Of such provision. The provision shall remain in MI force and effect.
25. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or
otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of
this Agreement shalt continue in full force and effect.
26. No Third Party Beneficiaries. The Parties do not intend to create, and nothing in this
Agreement shall be construed to create any benefit or right iirany third party.
27. Mediation. The Parties agreeio make a good:faith attempt to resolve any dispute arising
out of this Agreement through mediation prior to commencing litigation. The Parties
shall mutually agree upon the mediator and shall divide the costs of mediation equally.
28. Agency's Books:and,Records.
A. Agency shall,maintain any and all ledgers, books of accounts, invoices, vouchers,
canceled checks, and other records or documents evidencing or relating to charges
for services, or expenditures and disbursements charged to the City for a
minimum period of three (3) years or for any longer period required by law, from
the date'of final payment to Agency pursuant to this Agreement.
B. Agency shall maintain all documents and records which demonstrate performance'
under this Agreement for a minimum period of three (3) years or for any longer
period required by law, from the date of termination or completion of this
Agreement..
C. Any records or documents required to be maintained pursuant to this Agreement
shall be made available.for inspection or audit, at any during regular business
hours, upon written request by the City Manager,. City',Attorney, City Finance
Director, or a' designated representative of these officers. Copies of such
documents shall be provided to the City for inspection at Petaluma City Hall
When.it is practical to do so. Otherwise, unless an alternative is mutually agreed
upon, the records shall be available at Agency's address indicated for receipt of
notices in this Agreement.
D. Where,City has reason to believe that such records or documents:may be lost or
discarded-due"to dissolution;disbandment or termination of Agency's business,
City may, by written request by any of the above-named officers, require that
custody of the records be given to the City and that the records:and documents be
maintained.in Petaluma City Hall. Access to such records and,documents shall be
granted to any party authorized by Agency, Agency's representatives, or
Agency's successor in interest. -
29. Headings. The headings used in this Agreement.are for convenience only and are not
intended to affect the interpretation or construction of any provisions:herein.
5 13
•
•
30. Survival. All obligations arising prior to the tent-dilation of this Agreement and all
provisions of this Agreement allocating liability between City and Agency shall survive
the termination oftliis Agteeinent.
31. Entire Agreement. This Agreement, including the exhibits attached hereto and
incorporated herein, constitutes the entire agreement between the Parties with respect to
the ;Services, and supersedes all prior agreements OF understandings, oral or written,
between the Parties-in thislregard.
IN WITNESS WHEREOF, the parties hereto have executed this document the day, month and
year first-above written.
CITY OF PETALUMA SONOMA COUNTY WASTE
MANAGEMENT AGENCY
City Manager ,Matthew Mullen'
ATTEST: Chairman
/ Title
Ci y Clerk/ 2300'County Center Drive.#B100
Address
APPROVED'AS TO FORM:
Santa Rosa CA 95403
r.,' 5Iiudi r .4 City State Zip
City Attorney 7V
Taxpayer 1.D.Number
APPROVED:
tPetaluma Business Tax Certificate Number
k./
Department Director
APPROVED:
•
isk Manager, Alf
APPROVED:
I DLL
31 6 2004
Finance ui`e tog
■
6
14
Exhibit "A"
Services
Under the terms of this agreement, Agency shall allow the City and its residents use of the
I-Iousehold Hazardous,Waste Facility at the Central Landfill, without additional charge
during the term of the agreement. This includes any other or right enjoyed by
other member agencies of the Sonoma County Waste Management Agency regarding the
promotion and use of the at the Central Landfill.
•
7 I5
FIRST AMENDMENT TO AGREEMENT
• Household.Hazardous Materials Facility Use
This First Amendment k Agreement, entered intoiand effective this 1st day of January, 2006 is
made and entered into by and between the City of Petaluma; a municipal corporation and a charter city,
hereinafter referred to as "CITY,"'and the Sonoma County Waste:Management Agency, hereinafter
referred to as "AGENCY:"
WHEREAS,. CITY and AGENCY entered into an Agreement effective January 1, 2005 and
terminating on Deceinber 31, '2005,
governing the use of AGENCY's Household Hazardous Waste
Facility(hereinafter the "Agreement"); and
WHEREAS, CITY and. AGENCY wish to amend the Agreement to extend the term of the
Agreement for an additional six (6).inonths.
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions
contained in this First Amendnent, AGENCY and CITY agree as follows:
Section 1 . Section 3 of the Agreement, "Term;"is amended to read as follows:
3. Term. The term of this Agreement commences on the Effective Date and terminates at
midnight on June 30, 2006, unless. extended or terminated sooner pursuant to the provisions of this
Agreement.
Section 2. Except as expresslyamended hereby, all the remaining provisions of the Agreement
shall:remain in full force and effect:
IN WITNESS WHEREOF,-the parties hereto have caused this First Amendment to Agreement
to be executed as of the:date:first set forth above.
•
16
CITY OF PETALUMA SONOMA COUNTY WASTE
MANAGEMENT AGENCY
a _
City Manager • tairman
/,
ATTEST: rr
City Clerk v
la-cap- es-
APP' OVER AS TO FORM:
City Attorney
PR VED
Department Director
S
islc Manair
APPROVED: l
J„
/Administrative ServicestDirect'or
•
•
•
17
SECOND;AMENDMENT TO AGREEMENT (revised)
A6939 and Household Hazardous Waste..Facility Services
This Second Amendment. to Agreement, entered into and effective this 1s' day of July,
2006, is made and entered into by and between the City of Petaluma, a municipal corporation
and a charter city, hereinafter referred to as "CITY," and'. the Sonoma County Waste
Management Agency, hereinafter referred to as "AGENCY."
WHEREAS, CITY and AGENCY entered into an Agreement effective January 1, 2005 and
terminating on January 1, 2006, governing the use of AGENCY's Household Hazardous Waste
Facility (hereinafter the "Agreement"); and
WHEREAS; CITY and AGENCY approved the First Amendment to the Agreement to
extend the term of the Agreement for an additional six (6) months; until June 30, 2006; and,
WHEREAS, CITY and AGENCY wish to amend the Agreement to (1) add additional
services for compliance to the 'requirements mandated by AB, 939, (2), to compensate the
Agency for services managed and performed by the Agency„ and (3) extend the term of the
Agreement for an additional twelve (12y Months, until June 30, 2007;
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions
contained in this Second Amendment, AGENCY and CITY agree as follows:
. Section 1, Section 1 of the Agreement, "Services," is amended to read as follows:
1. Services. Agency shall provide the services as described in and in accordance with
the schedule set forth in Exhibit"A1" attached hereto and incorporated herein ("Services"). '
Section 2. Section 2. of the Agreement, "Compensation; Business Tax Certificate," is
amended to read as follows:
2. Compensation; Business Tax Certificate.
A. For the full performance of the Services as described herein, City shall
compensate Agency $122,224 under the terms defined in Exhibit Al, due in four equal
payments,quarterlyupbn invoice,•beginning July 1, 2006.
B. Agency shall submit detailed quarterly reports'. reflecting. all Services performed
on behalf of the ;City of Petaluma during the preceding three (3) months, and including a revised
schedule for performance and additional documentation requested by City, es applicable.
C. Agency shall be compensated for services in addition to those described in
Exhibit Al, only if Agency and City execute a written amendment to _this. Agreement describing
the additional services to be performed and the compensation to be paid for such services. In
no case shall the total compensation under this Agreement exceed $150,000 without prior
written authorization of the City Manager.
Section 3. Section 3 of the Agreement, "Term," is amended to read as follows:
3. Term. The term of this Agreement commences on the Effective Date and terminates
at midnight on June 30, 2007, unless extended or terminated sooner pursuant to the
provisions of this Agreement.
18
Section 4. Section: 5 of the Agreement, "Agency's Representation: Independent
Contractor", is amended to'read as follows:
5. Agency's Representation: Independent .Contractor. Agency represents that Agency
has hired a subcontractor who possesses distinct ;professional skills in performing
the household hazardous operations and services: It is expressly understood that
Agency and its agents:land ,employees, shall act: in an independent capacity and as
an independent contractor and not as officers, employees or agents of City. This
Agreement shall not be construed as an agreement for employment.
Section 5. Section 14 of the Agreement, "Standard of Performance", is amended to read
as follows:
14. Standard of Performance. Agency shall perform all the Services in a manner
consistent with the standards required by AB 939 regulations and for household
hazardous waste operations and management.
Section 6. Section 16 of the Agreement, "Subcontractors", is amended to read as
follows"
16. Subcontractors. The parties acknowledge that the household hazardous waste
operations and services"wilt;be performed by,a subcontractor.
Section 7. Except as 'expressly amended hereby, all the remaining provisions of the
Agreement shall remain.in:full'force and effect.
19
•
•
IN WITNESS WHEREOF, the parties hereto have, caused this First Amendment to
Agreement to be executed as of the date first,set forth above.
CITY OF PETALUMA SONOMA. COUNTY WASTE MANAGEMENT
/ ACkENCY
City Manager ! ` � hairman
ATTEST:
City Clerk
AFJP20 tAS TO FORM:
City Attorney
APP/ED:
Risk.Manage J C�
AP JROV D: / I
i.
finance Director
•
20
Exhibit "Al"
Services
City shall compensate the Agency directly for services in the same proportion as
other Agency members provide through the tipping fee surcharge from garbage
collected by compacted vehicles, as measured by the Sonoma County Refuse
Information Management System.
Compensation for services shall be calculated on an annual basis as shown in
the example below:
Compensation example: 12% x 52% 2 x $1,958,5203 = $122,224
where;
•
' the most recent estimate of the percentage of City's population of the
total Agency'population listed by the California Department of Finance
•
2 the percentage of garbage collected by compactor'irefuse-vehicles in
Sonoma County, as measured by the Sonoma County Refuse Information
Management System
3 total next FY estimated revenue from tipping fee surcharge / (100% -
City's population percentage).or $1,723,5001(100%-12%) = $1,958,520
At fiscal year end, if refuse quantities actually disposed in the County disposal
system during the year are more than 1% different than the estimated quantity, a
true-up of the compensation will be invoiced or creditedrto.City,;such that City's
direct contribution will continue to match the other members' funding from the
tipping fee surcharge.
Under the terms of this agreement, the Sonoma County Waste Management
Agency shall allow the City and its residents use of'the Household.Hazardous
Waste Facility (HHW Facility) at the Central Disposal Site during the term of the
Agreement. City residents shall be provided any other privilege or right enjoyed
by other member agencies of the Sonoma County Waste Management Agency
regarding the promotion and use of the HHW Facility at the Central Disposal Site
as well as charges, if any, for services of the HHW program paid by other
member agencies.
Services will also include educational efforts, recycling and other waste diversion
services, compliance,with AB 939 reporting requirements and any updates
necessary to state and/or county planning documents•on behalf of City as
required by the Countywide integrated Waste Management.Plan and state
regulations.
•
21
THIRD AMENDMENT TO AGREEMENT
Household.Hazardous Waste and AB939 Program Services
This Third Amendment to Agreement, effective theist day of July, 2007, ("Effective Date"), is
made and entered into'by and,between the City of Petaluma, a municipal corporation and a charter
city, hereinafter referred to as "CITY;" and'the Sonoma County Waste:Management Agency, a joint
powers agency, hereinafter referred to as "AGENCY."
WHEREAS, CITY and AGENCY entered into an Agreement effective January 1, 2005 and
terminating on.January 1, 2006; governing the use of.AGENCY's Household Hazardous.Waste
Facility (hereinafter the "Agreement'');and
WHEREAS, CITY arid AGENCY approved the First Amendment to the.Agreement to extend
the term of the Agreement for an additional''six (6)months, until June 30, 2006; and,
WHEREAS, CITY and•AGENCY approved the Second Amendment to the Agreement (revised)
to (1) add additional services for compliance to the requirements mandated by AB 939, (2)
compensate the Agency for services managed and performed by the Agency; and (3) extend the term
of the Agreement for an additional twelve (12) months, until June+30, 2007;, and,
WHEREAS, CITY and AGENCY wish to amend the Agreement<a third time to adjust the
compensation to the,Agency for services managed and performed'by'the Agency, and extend the
term of the Agreement for an additional twelve (12) months, until June 30, 2008.
NOW, THEREFORE, in consideration of the mutual promises,covenants and conditions
contained in this Third Amendment, AGENCY,and CITY agree as follows:
Section 1. Section 1 of the Agreement, "Services;"is amended to read as follows:
1.Services. Agency shall.provide the services asdescribed in and in accordance with the
schedule set forth in Exhibit "A" attached hereto and incorporated;herein ("Services").
Section 2. Section-2. of the Agreement, "Compensation;.Business Tax Certificate," subsections
A, B and C are amended to read as follows:
2. Compensation; Business Tax Certificate.
A. For the,full performance of the Services as described herein, City shall compensate
Agency one hundred fifty seven thousand, four hundred dollars ($157,400.) under
the-terms defined in Exhibit A, Payment of this'.amount is due in four equal quarterly
installments, upon invoice, beginning July 1, 2007.
B. Agency,shall be e compensated for services in addition to those described in Exhibit
A, only:if Agency and City execute a written amendment to this Agreement
describing the additional services to be performed and the compensation to be paid
for such services.
Section 3. Section 3 of the Agreement, "Term," is amended to read as follows:
3 Term. Theterm of this Agreement commences on the Effective Date and terminates at
midnight on June 30, 2008, unless extended or terminated sooner pursuant to the provisions of this.
Agreement.
Section 4. Section 18 of the Agreement, "Indemnification,' is,amended to read as follows:
22
18. Indemnification. Agency shall indemnify, defend with counsel acceptable to.City, and
hold harmless„City and its officers, officials, employees agents;and'volunteers from and against any •
liability, loss, damage,:claims, expenses, and costs(including, without limitation, attorney's fees:,and
costs and fees of litigation)(collectively, "Liability") of every nature arising'out of or in connection with
Agency's performance of theServices=required pursuant to this,Agreement, except such Liability
caused by the negligence or willful misconduct of City. Notwithstanding the foregoing, to'the extent
that this Agreement is a "construction contract''within the definitionof Civil Code-Section 2783,as
may be amended from time to time such indemnity,shall„not include Liability for,the active negligence
of City.
Section 5. Section 31 of the Agreement, "Entire.Agreement, .is amended to read as follows:
31. Entire Agreement. This Agreement, including Exhibits A and B2 attached hereto and
incorporated herein, constitutes the entire agreement between the Parties with'respect to the
Services, and supersedes all prior agreements or understandings, oral or written, between the Parties
in this regard.
Section 6. Except as expressly amended hereby, all the remaining provisions:of the
Agreement shall remain in full force and effect.
•
•
23
•
•
IN WITNESS WHEREOF', the.parties hereto have caused this Third Arrierldment to Agreement
to be executed as of the date•firat'eet fonnabove.
' .
CITY OF PETALUMA • - SONOMA COUNTY•WASTE MANAGEMENT
' AGENCY
• -
IfmAT.,,\•,.,„V? .k ., .
City Manager . Agency Chair
•
APPROVED AS TO FORM:
/ --5/7 •7 / ),
.--- Agency•Coun8e1
ATTEST: •
eMilit_b 0,679-N.-Vki
City Clerk c //a7 soo7
APPROVED,AS TO FORM:
7-1 ) •
City`Attorney-
APPROVED:
• •
("Risk Manager
.-■
• APROVED:t /,':
i•I •:;;..4.t—i.-•.(u;,---(
-AdminiS•tratIve Services Director
APPROVED,
(7
L/17 fibliftg, e.2 " /
epartment Direct& . .•
•
• I
• .
24
•
Exhibit"A" — Third=Amendment
• Services and Compensation
Under the terms of this agreement, the Sonoma County Waste:Management
Agency shall allow the.City and its residents use of the Household Hazardous
Waste (HHW) Facility at the Central Disposal Site, without additional charge
during the term of the Agreement. City residents shall be provided any other
privilege or right enjoyed by other member agencies o f the Sonoma County
Waste Management Agency regarding the promotion and use of the HHW
Facility at the Central Disposal Site.
Services provided by this agreement shall also include educational efforts,
recycling and other waste diversion services, compliance with AB 939 reporting
requirements..and any updates,necessary to state and/or county planning
documents on behalf of City as required by the Countywide Integrated Waste
Management Plan and state regulations.
. The annual compensation°for services shall be calculated:,by applying the
SCWMA tipping fee surcharge rate on the actual tonnages of solid waste
disposed of by the City of Petaluma's franchised waste hauler, GreenWaste
Recovery, Inc. during the period of January 2006through December 2006.
Petaluma's franchised:waste hauler disposed of 29,144 tons of solid waste
during the period January 2006 through December 2006. The tipping fee
surcharge is.$5.40/ton,.therefore, Petaluma's compensation for FY 07-08 to the
Agency is not to exceed $157,400, due in four equal quarterly installments, upon
invoice, beginning July 1, 2007.
During the term of the Third Amendment, City shall provide to,Agency monthly
reports of the solid waste disposed by its franchisedwaste hauler by the 20th of
each following month for AB939 reporting purposes.
•
25
•
FOURTH AMENDMENT TO AGREEMENT
Household%Hazardous Waste and AB'939;Prograin:Seniices
This Fourth Amendment-to Agreement, effective theist day-of.July, 2008, ("Effective Date'), is
made andentered;into by and between the'City of Petaluma, a municipal corporation and a charter
city, hereinafter referred to,as ''CITY;",and the Sonoma County Waste Management Agency; a joint
powers agency, hereinafter referred to as "AGENCY."
WHEREAS, CITY and AGENCY entered into an Agreement effective January 1,2005 and
terminating on,January 1, 2006, governing the use of AGENCY's Household'Hazardous Waste
Facility(hereinafter the 'Agreement");;and
WHEREAS, CITY and AGENCY`approved the First Amendment to the Agreement to extend
the term of the Agreement loran additional six (6) months, until June 30, 2006; and,
WHEREAS,•CITY and AGENCY approved the Second sAmendment to-the Agreement to (1)
add additional-services for compliance to;the requirements mandated:by AB 939, (2) compensate the
Agency for services managed and'^performed"by the Agency, and (3) extend the term of the
Agreement for an additional twelve;(12) months, until June 30, 2007;;and,
WHEREAS,,CITY`and AGENCY approved the Third Amendment to the Agreement to
compensate the Agency for services managed and performed:by'.the:Agency,:and extend the term of
the Agreement for an additional twelve (12) months, until June 30, 2008; and,
WHEREAS, CITY and AGENCY wish to amend the Agreement a fourth time (in this Fourth
Amendment).to adjust the compensation tolthe Agency for services managed and performed by the
Agency, and extend the term Of tne•Agreement for an additional twelve (12) months, until June 30,
2009.
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions
contained in this Fourth Amendment, AGENCY and CITY agree asiollows:
Section 1. Section 2. of the Agreement, "Compensation; Business Tax Certificate," is amended
. to read.asfollows:
2:..Compensation
A. For the full performance of'theServices as described herein, City lshall'coMpensate
Agency one hundred sixty seven thousand, nine hundred.dollars ($167,900) under
the terms defined.in;Exhibit A., Payment of this amount is due in four equal quarterly
installments„upon invoice, beginning July 1, 2008:
B. Agency shall be compensated for services in addition to those described in.Exhibit
A, only if Agency and City execute a written amendment to this Agreement
describing'the additional services to be performed and the compensation to be paid
for such services. irrpo case shall`the total compensation under this Agreement
exceed $167,900 without prior written consent of the City Manager.,
Section 2. Section 3.'o`f:the Agreement,"Term,” is amended to read as.follows:
26
3. Term. The term of this Agreement;commenceston.the'<€ffective Date•and terminates at
midnight on June 30, 2009, unless extended or terminated sooner pursuant to the provisions of this
Agreement.
Section 3. Except as.expressly'amended hereby, all the remaining,provisions of the
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Fourth Amendment to the
Agreement to be executed as of the date first set forth above.
CITY OF PETALUMA SONOMA COUNTY WASTE MANAGEMENT
AGENCY
City Manager Agency Chair ✓ c, y7
/ t ' ? I
APPROVED'AS TO FORM:
—Aiency Counsel
ATTEST:
City Clerk '9/.. aoo
AP�OVE'p bS TO FORM:
•
i ( �
City Attorney
APPROVED:
rsk:Managy °fi 1= o_
AP'ROVED:r
rat
Administrative Services Director
j/14-1°- 08"
Department.Director
27
Exhibit "A" Fourth Amendment
Services and Compensation
Under the terms ofthis agreement; the Sonoma County Waste Management
Agency shall allow the City and its residents the use of the Household Hazardous
Waste (HHW) Facility at the Central Disposal Site, without additional charge
during the term of the Agreement. City residents shall.be provided any other
privilege or right enjoyed by other member agencies of the Sonoma County
Waste Management Agency regarding the-promotion and use of the HHW
Facility at the Central Disposal Site.
Services provided by thisagreeinent shall also include educational efforts,
recycling and other waste diversion services, compliance with AB 939 reporting
requirements and any updates necessary to state and/or county planning
documents on behalf of'City as required by the Countywide Integrated Waste
Management Plan and state regulations.
The annual compensation for services shall be calculated by applying the
SCWMA tipping fee surcharge rate on the actual tonnages of solid waste
disposed of by the City of Petaluma's franchised waste hauler, GreenWaste •
Recovery, Inc. during the period of January 2007 through December 2007.
Petaluma's franchised:waste hauler disposed of 31,096 tons of solid waste
, during the period January 2007 through December 2007. The tipping fee
surcharge is $5.40/ton; therefore, Petaluma's compensation for FY 08-09 to the
Agency is not to exceed.$ $167,900; due in four equal quarterly installments,
upon invoice, beginning July1, 2008.
During the term of the Fourth Amendment, City shall provide to Agency monthly
reports of the solid;waste disposed by its franchised waste hauler by the 20`h of
each following month for AS 939 reporting purposes.
•
•
28
•
FIFTH',AMENDMENT TO AGREEMENT
Household'Hazardous Waste and AB 939_Program{Services
This Fifth Amendment,to Agreement, effective theist day of July, 2009; ("Effective Date"), is
made and entered into by and between the City of Petaluma, a municipal corporation and a charter
city;.hereinafter referred to as 'CITY," and the Sonoma County Waste Management Agency, a joint
powers agency, hereinafter referred fo as "AGENCY."
•
WHEREAS, CITY and AGENCY entered into an Agreement;effective January 1, 2005 and
terminating on January 1, 2006, governing'the use of AGENCY's Household Hazardous Waste
Facility (hereinafter the"Agreement"); and •
WHEREAS, CITY and'AGENCY approved the,First Amendment-to the Agreement to extend
the term of the Agreement for an-',additional six (6) months, until June 30,'2006; and,
WHEREAS, CITY and AGENCY approved the Second.Amondmenttto'the Agreement to (1)
add additional services for compliance to the requirements mandated.byAB 939, (2)compensate the
Agency for services managed and performed by-the Agency, and (3) extendthe term of the •
Agreement for an additionaltwelve (12) months, until June 30, 2007 and,
WHEREAS, CITY and AGENCY approved the Third Amendment to the Agreement to
compensate the Agency for services managed and performed by the Agency, and extend.the term of
the Agreement for an additionahtwelve (12)months, until June 30, 2008;'-and,
WHEREAS, CITY.and,AGENCY approved the Fourth Amendment to the Agreement to
compensate the Agencyfor services managed and performed by+the Agency, and extend the term of
the Agreement for an additional twelve (12)'months, until June'30, 2009;,and,
WHEREAS, CITY and AGENCY wish to amend the:Agreement a fifth time (in this Fifth
Amendment)to adjust the compensation to the Agency for services managed and performed by the
Agency, and extend theterrii of the Agreement for an additional twelve(12) months, until June 30,
2010.
NOW, THEREFORE, in consideration of the mutual promises; covenants and conditions
contained in this-Fourth Amendment-AGENCY and CITY agree as follows:
,Section 1. Sectionr2. of the,Agreement, "Compensation; Business Tax Certificate," is amended
to'.read as.follows:
2. Compensation
A. Few the fultperformance of the Services as described herein, City shall compensate
Agency one hundred fifty seven;thousand,!seven hundred twenty-three dollars
($157,723) under the termsdefined'in,Exhibit'A., Payment'of,this amount is due in
four equal quarterly installments, upon invoice, beginning July 1, 2009.
B. Agency shall be compensated for services In addition to those described in Exhibit
A, only if Agency and City:execute a.written;amendment to this Agreement
describing:the,additional services-to be performed and the compensation to be paid
for such'services. In no case shall the total compensation under this Agreement
exceect$157,723 Without prior written consent of the City Manager.
29
Section 2. Section 3 of the Agreement, "Term," is amended to read as follows:
3. Term. Theterm of this?Agre6rrient,commences on the effective date:of July 1, 2009 and
terminates at midnight on June 30,2010, unless extended or terminated sooner pursuant to the
provisions of this Agreement.
• Section 3. Except as expressly amended hereby, all the remaining provisions of the
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Fifth Amendment to the
Agreement to be executed as of the date firstset forth above.
CITY OF PETALUMA SONOMA COUNTY WASTE MANAGEMENT
AGENCY
L r'_�
_, _ \ ( m � (/ 1-j1,-.'I/ L : `. '/7:''C%'ci
City Manager Agency Chair i'
APPROVED AS TQ:FORM::
*--076:‘" G
~—Agercy Counsel
ATTEST:
•
City Clerk _ (P/19?
AP E TO FORM: /
City Attorney
APPROVED:
4. l _. - 14, II ir_ 430-o9(f isk Manger /
AP ROVED:
L X 1/(//42,,,t. 'ga1 S'/ .o�
Finance Director
30
Exhibit"`A Fifth Amendment
•
Services•and Compensation
Under the terms of this agreement, the Sonoma County Waste Management
Agency shall allow the City and its residents the use of the Household Hazardous
Waste (HHW) Facility at the Central Disposal Site,without additional charge
during the term of the Agreement. City residents shall be provided any other
privilege or right:enjoyed by other member agencies of the Sonoma County
Waste Management Agency regarding the promotion and use of the HHW
Facility at the Central Disposal Site.
Services provided by thisagreement shall also include educational efforts,
recycling and other waste diversion services, compliance with AB 939 reporting
requirements and any updates necessary to state and/or county planning
documents on behalf of City as required by the Countywide Integrated Waste
Management Plan and state regulations.
The annual compensation for services shall be calculated by applying the.
SCWMA tipping fee surcharge rate on the actual tonnages of solid
disposed of by the City of Petaluma's franchised waste hauler, GreenWaste
Recovery, Inc. during the period of January 2008 through December'2008.
Petaluma's franchised Waste hauler disposed of 29,208 tons of solid waste
during the period January, 2008 through December 2008. The tipping fee
surcharge was $5.40/ton during this period; therefore, P,etaluma's compensation
for solid waste tonnage to the Agency is not to exceed $157,723, due in four
equal quarterly installments, or upon invoice, beginning July 1, 2009..
During the 2009 calendar year,.the City of Petaluma shall provide the Agency
with monthly reports of solid waste tonnage disposed by its franchised waste
hauler by the 20th of each'following•month for AB 939 reporting purposes.
31
REVISED:SIXTH AMENDMENT TO AGREEMENT'
Household:Hazardous Waste and AB 939;_Program Services
•
ThistRevisedSixth Amendment:to Agreement, effective theist day of July, 2010, ("Effective
Date"), is,made and entered'into by and between the City of Petaluma,a:municipal corporation and a
charter city, hereinafter referred to as "CITY," and the:Sonoma County Waste Management Agency, a
• joint powers agency, hereinafter referred to as "AGENCY."
WHEREAS,,CITY and AGENCY"entered-into an Agreement effective January 1, 2005 and
terminating on January 1;2006, governing the use of AGENCY's Household Hazardous Waste
Facility (hereinafter the "Agreement"); and
WHEREAS, CITY:and AGENCY approved the First Amendment to the Agreement to,extend
the term of the Agreement for an additional six(6) months, until June 30, 2006; and,
WHEREAS, CITY-and AGENCY approved the SedondSAmendmentto the Agreement to (1)
add additional services for compliance to the requirements mandated by,AB 939, (2) compensate the
Agency for services managed and performed;by the Agency, and (3) extend the term of the
Agreement for an additional twelve (12) months, until June 30, 2007; and,
WHEREAS,:CITY and AGENCY approved the Third Amendment to the Agreement to ..
compensate the Agency for services managed'and performed by the Agency, and extend the term of
the Agreement for an additional-twelve(12) months, until Jurie,30, 2008; and,
WHEREAS;:CITY and AGENCYapproved the Fourth Amendment to the,Agreement to
compensate the Agency`for,services managed and performed by the Agency, and extend the term of
' the Agreement for an additional twelve 02)months, untiiJune30,,2009; and,
WHEREAS, CITY and AGENCY;approved the Fifth Amendmentto-the,Agreement to
compensate the Agency for services managed and performed by the=Agency, and extend the term of
the Agreement for an additional twelve (12)`months,,until June 30, 2010; and,
WHEREAS, CITY and AGENCY wish to amend the Agreementa'sixth time (in this Revised
Sxith'Amendment) to adjustithe.compensation to the Agency for services managed and performed by
the AGENCY, and.extend the term of the Agreement for an additional:twelve.(12) months, until June
30, 2011.
NOW, THEREFORE;;in consideration of.the mutual promises, covenants and conditions
contained in thisSixth Amendment,:AGENCY and CITY agree as follows:
Section 1. Section 2. of the Agreement, "Compensation; Business Tax Certificate," is amended
to read as follows:
• 2. Compensation -
A. For the full performance of the Services as described herein, City shall compensate.
Agency under the terms`defined'in Exhibit Payment of this amount is due in
monthly installments, upon invoice; beginning August 1, 201a -
B. Agency shall.be;compensated for services in addition to those described in Exhibit
A,'only if'Agency and City execute a written amendment to this,Agreement
• 32
•
describing the additional.services to be performed and the compensation to be paid
for such Services.
Section 2. Section 3 of the Agreement, Term," is amended to read as follows:
3. Term. The term of thisiAgreement commences on the effective date of July 1, 2010 and
terminates at midnight on June 30; 2011, unless extended or terminated sooner pursuant to the
provisions of this Agreement.
Section 3. Except as expressly amended hereby, all the remaining provisions of the
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto-have caused this Revised Sixth Amendment to
the Agreement to be executed as of the date first set forth above.
•
CITY OF PETALUMA SONOMA•COUNTY WASTE ANAGEMENT
/ :" r /
City Manager l a/ Agency Ch.r '
APPROV D AS TO FORM:
gency.Counsel
ATTEST:
I
City Clerk
A.PRO\ AS TO FORM.
City Attorney
/APPRO :
isk'Manager \ `✓ O1✓,_
APPROVED: (]/}
2f';
Finance Director
33
Exhibit "A" —•Revised'Sixth Amendment
Services and Compensation
Under the terms of this agreement, the Sonoma County Waste_Management
Agency (SCWMA) shall allow the City and its residents the use of the Household
Hazardous Waste (HHW) Facility at the Central Disposal Site, without additional
charge during the term of'the Agreement. City residents shall be provided any
other privilege or right enjoyed by other member agencies of the Sonoma County
Waste Management Agency regarding the promotion and use of the HHW
Facility at the Central Disposal Site.
Services provided by this agreement shall also include educational efforts,
recycling and other waste diversion services,,compliance with AB,939 reporting
requirements and,any updates.necessary to state and/or county planning
documents on behalf of City as required by the Countywide Integrated Waste
Management Plan and state regulations.
The annual compensation for services shall.be calculated by applying the
SCWMA tipping fee surcharge rateon the actual tonnages of solid waste
disposed by the City of Petaluma's franchised waste hauler, Petaluma Refuse
and Recycling The amount of solid waste disposed.for'!each month shall be
reported to SCWMA for invoicing purposes by the 20th of the succeeding month.
The SCWMA approved rate of$5.95 per ton will be used for calculating invoices.
Payment of eachmonthlyinvoice shall be due and payable to the Agency 10
days after receipt.of the invoice.
34
SEVENTH AMENDMENT'TO'-AGREEMENT AIECEDVEI
JUL 2 g 2011
Household Hazardous Waste and,AB,939 Program•Services PUBLIC WORKS •
This Seventh Amendment to Agreement, effectiverthePt day of July, 2011, ("Effective Date"), is .
made and entered into'by'and between,the City of Petaluma; a municipal corporation and a charter
' city, hereinafter referred to asy'CITY;"°and the Sonoma County Waste!Management Agency a joint
powers•agency, hereinafter referred to.as"AGENCY."
WHEREAS, CITY and AGENCY entered into an Agreement effective January 1, 2005;:and •
terminating on January 1, 2006, governing the use of AGENCY's Household Hazardous Waste
Facility (hereinafter the "Agreement!');and
WHEREAS CITY and AGENCY'approved the First Amendment to the Agreement to extend
the term of the Agreement for an additional six (6) months until June 30, 2006; and,
WHEREAS,:CITY and AGENCY'approved the Second Amendment to the Agreement to (1)
add additional services for compliance to the requirements rnandated`py AB 939; (2) compensate the
AGENCY for services and performed by the.AGENCY, and(3) extend the term'of the
Agreement for an additional twelve`(12) months, until June•30,'2007;"and,
WHEREAS„CITY and.AGENCY•approved the Third Amendment to the Agreement to. •
compensate;the AGENCY for services-managed and performed by the AGENCY, and extend the
term of the Agreement for an additional twelve(12)•months, until,June.30,'2008; and,
WHEREAS, CITY and AGENCY approved'the Fourth Amendmentao the Agreement to
compensate the AGENCY for services managed and performed;by the AGENCY,and 'extend the
term of the Agreement an additionalitwelve (12) months, until June30, 2009; and, •
• WHEREAS, CITY and AGENCY approved the Fifth Amendment:to the Agreement to
compensate the AGENCY for services;managed and performed by the AGENCY, and extend the
term of the Agreement for an additional twelve(12) months, until June 30;'2010;.and,
WHEREAS, CITY and AGENCY approved the Sixth Amendment to the Agreement to
:compensate the AGENCY for services managed,and eeformed:bythe AGENCY, and extend the
' term of the Agreement for an additional twelve (12) months, until June 30; 2011; and
WHEREAS, CITY and AGENCY wish to amendthe;.Agreement a'+Seventh time to adjust the
compensation',to the AGENCY for:services managed and,performed by the AGENCY, and extend the
term of the Agreement:for an additional twelve (12) months, until June 30, 2012.
NOW THEREFORE„in consideration of the mutual promises; covenants and conditions
contained'in this Seventh Amendment, AGENCY and CITY agree as follows:
Section.1. Section 2,;of the Agreement, "Compensation; Business Tax Certificate," is
amended to read as follows:
2. Compensation
A. For the full performance of the Services as described herein, CITY shall compensate
AGENCY under the terms defined in Exhibit A.Services and Compensation.
35 •
•
•
Payment ofthis amount is due.monthlyinstallments, upon invoice, beginning August
t 2011. •
• B. AGENCY shall be compensated,for services in addition•to those described in Exhibit
Al only if AGENCY and CITY execute a written amendment to this Agreement
describing the additional'services to be performed and the compensation to be paid
for such services.
Section 2. Section 3 of the Agreement, "Term," is amended to read as follows:
3. Term. The term of this Agreement commences on the effective date of July 1, 2011 and
terminates at midnight on June 30, 201`2, unless extended orterminated sooner pursuant to the
provisions of this Agreement. .
• Section 3. Except as expressly amended hereby, all the remaining provisions of the
Agreement shall remain in full-force and effect.
IN WITNESS WHEREOF,:the parties hereto have caused this Seventh Amendment to the
Agreement to be executed as of the date first set-forth above.
CITY OF PETALUMA SONOMA COUNTY'WASTE MANAGEMENT
AGENCY
CiThtie
/% ., :
City Manager Agency Chair
APPROVED AS TO FORM:
Ay_ cy Counsel`
ATTEST: n tXJ l
W & ✓ .
City Clerk
' APOV S TO FORM:
k..4.^^ APPROVED As to Form
City Attorney
•
Risk Managenwnt.
APPRSV' D:
As 6-17- I 1
^isk .Hager
APPROVED: •
Jaut 4 .0 dd
Firien e Di( for
36
•
•
Exhibit "A" — Seventh Amendment
Services and Compensation
Under the terms of this agreement, the Sonoma County'Waste Management
Agency(AGENCY) shall allow the CITY and its residents the use of the
Household Hazardous Waste-(HHW).Facility at the Central Disposal Site without
additional charge during the term of the Agreement. CITY residents shall be
provided any other privilege or right enjoyed by other member agencies of the
AGENCY regarding the promotion and use of the HHW Facility at the Central
Disposal Site.
Services provided by this.agreement.shall also include educational efforts,
recycling and other waste diversion'services, compliance with AB 939 reporting
requirements and any updates necessary to state and/or county planning
documents on behalf of CITY required by the Countywide Integrated Waste
Management Plane.and state regulations.
The annual compensation for services shall be calculated by applying the
AGENCY tipping fee surcharge rate on the actual tonnages of solid waste
disposed by the City of Petaluma's franchised;waste hauler, Petaluma Refuse
and,Recycling. The.amount of solid waste disposed for each`Month shall be .
reported to AGENCY for invoicing purposes by the 20th of the succeeding month.
The AGENCY approved rate of.$5.95 per ton Will be'used for calculating
invoices. Payment of each monthly invoice shall be;due and payable to
AGENCY ten (10) days after receipt of the invoice.
•
37