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Home My WebLink AboutR-1999-078 RENTAL AGREEMENT FOR 900 TOTER MODEL 76596 REFUSE CONTAINERS FOR USE IN AUTOMATED/SEMI-AUTOMATED REFUSE COLLECTION PILOTRESOLUTION NO. R-99- 78 A RESOLUTION authorizing and directing the City Manager of the City of Yakima to negotiate and execute a rental agreement with Toter, Inc. for the rental of 900 Toter Model 76596 refuse containers for use in a automated/semi-automated refuse collection pilot program. WHEREAS, the Refuse Division of the City of Yakima requires rental of 900 refuse containers for use in a automated/semi-automated refuse collection pilot program that will last approximately 120 days; and WHEREAS, for several years the Refuse Division has been using and is satisfied with the performance of refuse containers manufactured and supplied by Toter, Inc; and WHEREAS, Toter, Inc. is willing to rent 900 Toter Model 76596 refuse containers to the Refuse Division for use in said pilot program for a 120 day period at the rate of $3.00 per month per container for a total rental sum not to exceed $10,800.00 (not including freight charges for shipment of the containers); and WHEREAS, the City Council deems it to be in the best interest of the City of Yakima to authorize the City Manager or his designee to negotiate and execute a rental agreement with Toter, Inc.; now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager of the City of Yakima or his designee is hereby authorized and directed to negotiate and execute a rental agreement with Toter, Inc. for the rental of 900 Toter Model 76596 refuse containers for use in a automated/semi-automated refuse collection pilot program. The final form of the rental agreement shall be reviewed and approved by the City Attorney. ADOPTED BY THE CITY COUNCIL this 18th day of May, 1999. John lli, Mayor City Clerk res -toter -refuse container rental -pm Tote NCORPO Tomorrow's Waste Solutions Today' REFUSE CONTAINER RENTAL AGREEMENT THIS REFUSE CONTAINER RENTAL AGREEMENT (hereinafter "Agreement") is made and entered into by and between the City of Yakima, a Washington municipal corporation (hereinafter the "City"), and Toter Incorporated, a North Carolina corporation (hereinafter "Toter"). WHEREAS, the City desires to conduct a 120 -day pilot program to collect refuse using an automated/semi-automated refuse collection system. WHEREAS, the automated/semi-automated refuse collection system requires use of specially designed refuse containers. WHEREAS, the Refuse Division has been providing a similar automated/semi-automated system utilizing Toter refuse containers for the collection of organic materials (i.e. cut grass, leaves, tree trimming debris). WHEREAS, the Refuse Division has been satisfied with the performance of the Toter refuse containers and desires to use said containers in the pilot program. WHEREAS, Toter is willing to rent 900 refuse containers to the Refuse Division for use in the pilot program in accordance with the terms and conditions of this Agreement. NOW, THEREFORE, in consideration of the mutual covenants, promises, and agreements set forth herein, it is agreed by and between the City and Toter as follows: 1. Scope of Services. Toter shall provide the following services to the City: Toter Saver Ergonomics in Motion" a. Toter shall rent 900 Toter Model #76596 refuse containers to the City Refuse Division for use in the pilot program for a period of 120 calendar days from the date the containers are received and put into use by the City Refuse Division. The rental charge for each container is $3.00 per month or fraction thereof. In the event that the City later determines to purchase the refuse containers, rental charges paid by the City shall be credited against the purchase price of the containers. b. Each Toter refuse container is covered during the term of this Agreement by the warranty attached hereto as Exhibit "A" and incorporated herein by this reference. c. Toter shall ship the refuse containers to the City Refuse Division from its plant located at Sanger, California. The City shall pay the necessary freight/shipping charges for such delivery. d. Toter shall assist the City Refuse Division with development of an adequate questionnaire to provide to customers to help determine the acceptability of the pilot program. Toter Inc • Mailing Address: PO Box 5338 • Statesville NC 28687-5338 Toter Inc. • Street Address: 841 Meacham Road • Statesville NC 28677-2983 Customer Service 800-772-0071 • Local: 704-872-8171 • Fax 704-878-0734 PLANTS. Statesville, NC and Sanger, CA Printed On Recycled Paper 7 7 2. Term This Agreement shall commence upon execution hereof and shall continue through completion of the pilot program, unless earlier terminated by either party in accordance with Section 17, or superseded by another agreement. 3. Rental Charges and Payment The rental charge for each Toter refuse container supplied under this Agreement is three dollars ($3.00) per container per month or fraction thereof, plus applicable state and local sales taxes. The City shall pay Toter the rental charges on a monthly basis. The first monthly payment shall be due within thirty (30) calendar days of receipt of the Toter refuse containers by the Refuse Division. Thereafter, Toter shall submit monthly rental invoices to the City. The City shall pay Toter the amount due under each rental invoice within thirty (30) calendar days of receipt of the invoice. 4. Option to Purchase At any time during or at the conclusion of the pilot program, the City has the right to purchase the Toter refuse containers that are the subject of this Agreement. In the event the City elects to purchase the refuse containers, the City shall pay Toter forty-eight dollars and fifty cents ($48.50) for each refuse container. Rental amounts already paid by the City pursuant to this Agreement shall be credited against the price of the refuse containers. 5. Return of Refuse Containers When the pilot program concludes and if the City elects not to purchase the Toter refuse containers, the City shall collect, steam clean, and return all of the rented Toter refuse containers to a location designated by Toter. The City shalt be responsible for all refuse containers defaced or damaged and shall pay for same in the amount described in Section 4. The City shall be responsible for the freight/shipping charges to the designated location, except that such obligation shall be limited to the amount of the original freight/shipping charges incurred and paid by the City when the rented Toter refuse containers were delivered from Sanger, California. Toter shall be responsible for all freight/shipping charges for delivery of the refuse containers to the designated location that are over and above said limited amount. 6. Status of Toter Toter and the City understand and expressly agree that Toter is an independent contractor in the performance of each and every part of this Agreement. Toter and its employees shall make no claim of City employment nor shall claim against the City any related employment benefits, workers compensation benefits, social security, and/or retirement benefits. 7. Taxes and Assessments The City shall be responsible for applicable state and local sales taxes related to this program. Toter shall be solely responsible for compensating its employees and for paying for all other related taxes, deductions, and assessments, including but not limited to, federal income tax, FICA, social security tax, assessments for unemployment and industrial injury, and other deductions from income which may be required by law or assessed against either party as a result of this Agreement. 8. Nondiscrimination Provision During the performance of this Agreement, Toter shall not discriminate on the basis of race, age, color, sex, religion, national origin, creed, marital status, political affiliation, or the presence of any sensory, mental or physical handicap in violation of any federal, state, and/or local law or regulation. This provision shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, selection for training, and the provision of services under this Agreement. 9. Compliance with Law Toter agrees to perform this Agreement in full compliance with any and all applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local, or otherwise, including the procurement of all necessary and applicable permits or licenses. 10. No Insurance It is understood the City does not maintain liability insurance for Toter and/or its employees. 11. Commercial Liability Insurance On or before the date this Agreement is fully executed by the parties, Toter shall provide the City with a certificate of insurance as proof of commercial liability insurance with a minimum liability limit of One Million Dollars ($1,000,000.00) combined single limit bodily injury and property damage. The certificate shall clearly state who the provider is, the amount of coverage, the policy number, and when the policy and provisions provided are in effect (any statement in the certificate to the effect of "this certificate is issued as a matter of information only and confers no right upon the certificate holder" shall be deleted): Said policy shall be in effect for the duration of this Agreement. The policy shall name the City, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City thirty (30) calendar days' prior written notice (any language in the clause the effect of "but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall be crossed out and initialed by the insurance agent). The insurance shall be with an insurance company or companies rated A•VII or higher in Best's Guide and admitted in the State of Washington. 12. indemnification and Hold Harmless Toter agrees to protect, defend, indemnify, and hold harmless the City, its elected officials, agents, officers, and employees from any and all claims, demands, losses, liens, liabilities, penalties, fines and all judgements, awards, costs and expenses (including reasonable attorneys' fees and disbursements) ansing out of or resulting from any product liability damage claims or lawsuits concerning the refuse containers provided to the City by Toter under this Agreement. 13. Assignment This Agreement, or any interest herein, or claim hereunder, shall not be assigned or transferred in whole or in part by Toter to any other person or entity without the prior written consent of the City. In the event that such prior written consent to an assignment is granted, then the assignee shall assume all duties, obligations, and liabilities of Toter stated herein. 14. Severability If any portion of this Agreement is changed per mutual agreement or any portion is held invalid, the remainder of the Agreement shall remain in full force and effect. 15. Non -Waiver The waiver by Toter or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. 16. Integration This written document constitutes the entire agreement between the City and Toter. There are no other oral or written Agreements between the parties as to the subjects covered herein. No changes or additions to this Agreement shall be valid or binding upon either party unless such change or addition be in writing and executed by both parties. 17. Termination Either party may terminate this Agreement, with or without cause, by giving the other party ten (10) calendar days' advance written notice of termination. In the event of such termination, the City shall pay Toter rental charges incurred through the termination date. If the City terminates the Agreement without cause or if Toter terminates the Agreement for cause, then the City shall be responsible for the freight charges specified in Section 5 necessary to return the refuse containers to Toter. If Toter terminates the Agreement without cause or if the City terminates the Agreement for cause, then Toter shall be responsible for the freight charges specified in Section 5 necessary for the City to return the refuse containers to Toter. 18. Survival Any provision of this Agreement which imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. 19. Notices Unless stated otherwise herein, all notices and demands shall be in writing and sent or hand delivered to the parties to their addresses as follows: TO CITY: Nancy Gaudette Refuse Division Manager Public Works Department 2301 Fruitvale Blvd. Yakima, WA 98902 TO TOTER: Linda A. Lassiter Sr. Inside Sales Representative Toter Incorporated 841 Meacham Road Statesville, NC 28677 or to such other addresses as the parties may hereafter designate in writing. Notices and/or demands shall be sent by registered or certified mail, postage prepaid, or hand delivered. Such. ' notices shall be deemed effective when mailed or hand delivered at the addresses specified above. 20. Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. 21. Venue The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. CITY OF YAKIMA By: R. A. Zais, Jr., City Manager TOTER INCORPORATED By: Its: Date: 7-30- y9 Date: ATTEST: City Clerk; Karen S. Roberts Contract No. 99-76 Resolution No. R-99-78 e:Llrcrayakima.doe 2 f7 BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No.01 q 1 -1 -- For Meeting Of Mav 18, 1999 ITEM TITLE: Resolution Authorizing Negotiation and Execution of Agreement between the City of Yakima, and Toter Inc. for a Pilot Automated/Semi-automated Refuse Collection -Program SUBMITTED BY: Chris Waarvick, Acting Director of Public Works Nancy Gaudette, Refuse and Recycling Manager CONTACT PERSON/TELEPHONE: Nancy Gaudette 576-6421 SUMMARY EXPLANATION: At the City Council Study Session on May 4,1999, Council accepted the Refuse Division proposal to implement a pilot program for refuse collection, using automated/semi-automated containers. Toter Incorporated has offered a Pilot Program to the City of Yakima designed to determine the acceptability of the program using the Toter System. Toter will furnish, to the City of Yakima, 900 containers to be used during the pilot program. The City will pay a monthly rental fee and freight charges for the shipment of containers. Upon completion of the pilot program, the City will choose to either purchase the containers or return the containers to Toter Incorporated. The attached Resolution authorizes the City Manager to negotiate and execute the Agreement between the City of Yakima and Toter Incorporated. Resolution X Ordinance Contract _ Other (Specify) Funding Source APPROVED FOR SUBMITTAL: M�� CityManager ger STAFF RECOMMENDATION: Staff respectfully requests Council approval of the attached Resolution. BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: