Okaloosa County BOCC — July 21, 2015 — Attachment A 070915 — reading text

Contractor shall provide to the County annually a certified financial statement and report that includes an income statement showing the gross revenue received by Contractor for all services provided by Contractor under this Agreement. The report must include the opinion of a Certified Public Accountant, who had conducted an audit of Contractor’s books and records in accordance with generally accepted accounting standards which include tests and other necessary procedures, that the financial statements are fairly presented in all material aspects and in conformity with generally accepted accounting procedures. The report also must include the Certified Public Accountant opinion that Contractor has properly calculated and fully paid the franchise fees and revenues that are due and owing to the County pursuant to the provisions of this Agreement. The annual audit shall be delivered to the County within one hundred and twenty (120) Days after the end of the Contractor’s fiscal year. The County may waive the requirement of an audited financial statement upon good cause. Contractor shall file an annual report with the County no later than thirty (30) Days following the close of the County’s fiscal year (September 30). The annual report shall summarize the previous fiscal year's operations for all services provided pursuant to this Agreement including a discussion of operating issues that occurred during the year, anticipated operating system issues during the coming fiscal year, planned capital improvements if applicable, and any other information pertinent to services provided pursuant to this Agreement. The annual report should include the information regarding the maintenance and stewardship of the Transfer Stations, FDEP Permit, and any other related aspects of this Agreement. It shall also summarize the previous year’s material recovery operations including the quantity of Recovered Materials, an analysis of the recovery process, process improvements, recovery goals for the coming fiscal year, and any other information pertinent to the recovery efforts. Contractor shall maintain a comprehensive preventative maintenance schedule and detailed maintenance records for all equipment and systems at the Transfer Stations. Contractor shall provide maintenance records upon request. No later than May 1 of each year beginning May 1, 2017, Contractor shall provide the Contract Manager with a report summarizing the total Tons of Recyclables received during the past Agreement year and the net tonnage diverted from disposal. Additionally, Contractor shall submit a copy of the annual report submitted to FDEP summarizing Recyclable Materials deliveries by type, quantity, and source. Additional Information Contractor shall provide any additional information or reports as requested by the Contract Manager to monitor this Agreement or the County’s Solid Waste and Recyclables programs. Page 28 Note: Final Agreement terms and conditions will be modified based upon the residential service level selected by the Board and final negotiations with the Successful Proposer upon Board approval. Okaloosa County Solid Waste and Recyclables Collection, Transfer, Processing and Disposal Agreement Attachment A: Draft Agreement ARTICLE 9. COMPENSATION Franchise Fee The franchise fee shall pertain to Multi‐Family and Commercial Collection Service. No franchise fee is required for Residential Collection Service. Contractor shall remit a franchise fee in the amount of four and one‐half percent (4.5%) of gross revenues collected in the immediately preceding month pursuant to this Agreement to the County on or before the fifteenth (15th) Day of each month. Collection Service Fees Fees for Residential Collection Services, Multi‐Family Collection Services, and Commercial Collection Service are provided in Exhibit 1. Fees are subject to Fee adjustments set forth in Article 9.2.2. No additional fees or charges shall be billed by Contractor unless approved by the Board. 9.2.1. Commercial Recycling Fees Collection of commercial Recyclables is provided on a non‐exclusive bases pursuant to Article 3.8.2. of this Agreement. The fee charged by Contractor for collection of commercial Recyclables shall be less than the collection charged for servicing a Commercial Customer’s Solid Waste container of equal size and frequency. 9.2.2. Collection Service Fees Annual Adjustment All unit fees set forth in Exhibit 1 shall remain the same through the first year of the Agreement. Notices to customers regarding fee adjustments must be approved by the County prior to being issued. 9.2.2.1. Collection Component: On October 1, 2017 and October 1 of each subsequent year during the term of this Agreement, the Collection Component of the fees shall be adjusted. The Collection Component fee adjustment calculation shall be made as specified in Exhibit 4 and shall not exceed two percent (2%) of the previous year’s Collection Component fee. 9.2.2.2. Disposal Component: The Disposal Component shall be adjusted whenever the tip fees at the Designated Facility are adjusted. At least sixty (60) Days prior to the effective date of any adjustment in the tip fees to be charged at the Designated Facility, the County shall notify Contractor of such adjustments, and shall provide the Contractor with a revised formula for calculating the Disposal Components. The Disposal Component fee adjustment calculation shall be made as specified in Exhibit 5. Transfer, Processing, and Disposal Fee The Contractor shall invoice the County monthly for the handling, transportation, processing and disposal, as set forth herein, for Acceptable Waste received at the Transfer Stations. The fee per Ton of Acceptable Waste to be paid to the Contractor is provided in Exhibit 1. The monthly tonnage to be invoice shall be based on the reported and verified waste receipts managed at the facilities. This fee shall take effect on the Commencement Date of this Agreement and shall continue without adjustment through September 30, 2017. 9.3.1. Transfer, Processing, and Disposal Fee Annual Adjustment On October 1, 2017 and October 1 of each subsequent year during the term of this Agreement, the Transfer, Processing, and Disposal Fee adjustment shall be made as specified in Exhibit 4 and shall not exceed two percent (2%) of the previous year’s fee. Page 29 Note: Final Agreement terms and conditions will be modified based upon the residential service level selected by the Board and final negotiations with the Successful Proposer upon Board approval. Okaloosa County Solid Waste and Recyclables Collection, Transfer, Processing and Disposal Agreement Attachment A: Draft Agreement Recyclables Processing Payment 9.4.1. County Recyclables Contractor shall pay the County monthly for all Recyclables delivered to the Transfer Stations by or on behalf of the County based on the inbound Tons as measured by the facility scales at which the Recyclables are initially received. The payment per Ton shall be calculated as specified in Exhibit 6. 9.4.2. Other Recyclables Contractor will remit Twenty Dollars ($20) per Ton or the County’s payment per Ton as calculated in Exhibit 6, whichever is less, for Recyclables received at the Transfer Stations that are not subject to Article 9.4.1. Change in Law Fee Adjustment Contractor may petition the County for an additional fee adjustment resulting from a Change in Law. Contractor’s request shall contain substantial proof and justification to support the need for the fee adjustment. The County may request from Contractor such further information as may be reasonably necessary in making its determination. Within sixty (60) Days of receipt of the request and all other additional information required by the County, the Contract Manager shall make a determination regarding the fairness of the request and shall make a recommendation to the Board. The Board shall consider the request at a regularly scheduled meeting. If the Board approves the request, adjusted fees shall become effective upon the Board’s approval. All notices to customers regarding fee adjustments must be approved by the County prior to being issued. Limitation on Fee Changes Contractor shall not be allowed a fee increase for any reason other than those expressly specified in this Agreement. Notwithstanding the foregoing, in the event that a federal, state, or local entity imposes a fee, charge, or tax after October 1, 2016 that applies to Contractor’s operations, such fee, charge, or tax shall be treated as a Change in Law and shall be passed through as a separate billed item after notice to, and confirmation by, the County. ARTICLE 10. BILLING AND PAYMENT Collection Services 10.1.1. Residential Collection Service 10.1.1.1. The County shall provide billing and collection services for Residential Customers that are billed by the County Water and Sewer System. The Contractor will be charged a five percent (5%) administration fee of the Contractor’s portion of the Collection Component (does not include the County’s remediation fee). On a monthly basis, by the fifteenth (15th) Day of the month, the County will remit to the Contractor the Contractor’s portion of the Collection Component, less the five percent (5%) administration fee for all accounts received. 10.1.1.2. Contractor shall be responsible for billing and collecting the fees for the Collection Component and the Disposal Component for those Dwelling Units not billed by the County. Contractor shall retain Contractor’s portion of the Collection Component, which does not include the County’s remediation fee. On a monthly basis, by the fifteenth (15th) Day of the month, the Contractor will remit to the County the