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NO. 9,412 •
A RESOLUTION TO APPROVE ENTRY INTO A CONTRACT
WITH WASTE MANAGEMENT, INCORPORATED TO PROVIDE
GARBAGE COLLECTION SERVICES FOR THE CITY OF
LITTLE ROCK AND THE PULASKI COUNTY REGIONAL
SOLID WASTE MANAGEMENT DISTRICT; AUTHORIZING
THE CITY MANAGER TO EXECUTE ANY DOCUMENTS
NECESSARY; AND FOR OTHER PURPOSES.
WHEREAS, the City has explored the possibility of
privatizing aspects of its garbage collections procedures; and
WHEREAS, after a competitive selection process Waste
Management, Inc., of Arkansas, was selected as the most
qualified bidder; and
WHMMAS, the Board of Directors of the City of Little Rock
has previously authorized the negotiation of a contract to
provide these services; and
WHEREAS, this contract has now been negotiated and is ready
for execution.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE CITY OF LITTLE ROCK, ARKANSAS:
SECTION 1: The City is authorized to participate with the
Pulaski County Regional Solid Waste Management District
("District ") and to enter into a contract with Waste Management,
Inc., of Arkansas, in substantially the same form as that
attached to this Resolution as Exhibit A.
SECTION 2: The Mayor, City Manager and City Clerk are
authorized to enter into all agreements necessary to bring this
contract to fruition including, but not limited to, a separate
interlocal agreement between the City and the District, or
members of the District, in a form approved by the City
Attorney.
PASSED: June 6, 1995
ATTEST:
�•
APPROVED AS TO FORM:
THOMAS M. CARPENTER, L;JLYY ArlUINEY
/
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EXHIBIT A 291
• �' Res. ;9,412
.Z,= WASTE AND YARD WASTE COOL ECT'aON AGREEPOENT
ENTEP'ZZ) INTO BY AND BETWEEN
TF-4 PULASY'9 COUNTY REGIONAL SOLID VkJAZTE MANAGEMENT DISTRICT
THE PART;CMATING MEMBERS AND
WASTE MANAGEMENT Or ARKANSAS, INC.
DATED: MAY 10, 1995
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TABLE OF C3 uTENTZ�
1. 6ACKGROUND
2. DEFINITIONS
3. TERM
4. SCOPE OF SERVICE
4.1 Hcusehold Waste Collection
4.2 Yard Waste Collection
5. OPERATION
5.1
Collection Schedule & Holidays
5.2
Routing
5.3
Contractor's Office
5.4
Safeguarding Public Utilities
5.5
Complaint Procedures & Missed Pick -ups
5.6
Missed Collections
5.7
Responsibility for Costs
5.E
Ownership of Equipment
5.9
Cleaning and Painting of Vehicles & Equipment
5.10
Employee's Conduct
5.11
Loading
5.12
Permits
5.13
Contract Management - Administration
6. EMPLOYEE
RELATIONS
6.1
Equal Opportunity
6.2
Personnel
6.3
Displaced City and County Employees
6.4
Drug Free Workplace
7. RECORDS & REPORTING
7.1 Accurate Records
7.2 Reporting Requirements
A. Monthly Program Reports
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3.1 Ccmractor's Compensator
Initial Rate
E. Adjustments to Compensation
8.2 Billing & Payment Proc3ss
9.
INSURANCE
0'.1 Insurance Requirements
10. INDEMNITY
11. PER;- ORMANCE BOND
12. DE: AULT
13. EARL`:' TERMINATION
14. WS"'ELLANEOUS
14.1 Assignment
14.2 Governing Law
14.3 Notices
14. Annexation
14.5 Compliance with Laws
14.i Emergency Service Provisions
14.7 Severability
14.8 Modification
14.9 Standard Non - Appropriation Clause
14.10 Proprietary Information as Property of Company
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VJ:`S. -E Al�'D V 77:) COLLECTION
—1 1- Solid Waste and Yard \Haste Collection Agreement is datad this _ day
Of 1995, by and betvveen. the Pulaski County Regional Solid Waste
Management District (the "District ") and Waste Management of Arkansas, Inc., (the
"Contractor ").
1. BACKGROUND
On August 25, 1994, the District solicited proposals for solid waste collection
and racycling services for certain geographic areas within the District.
Proposals were received on Novem',:er 9, 1994 and the members of the District
have reviewed the pr --posals for their specific jurisdiction. On March 7, 1995,
the City of Little Rock Board of Directors authorized The City Manager to
negotiate a contract based on Contractor's Solid Waste and Yard Waste
Proposal for collection in the Contract Area defined herein and the Recycling
Service for all of the City of Little Rock. On March 28, 1995, Pulaski County
approved Contractor's proposal for Solid Waste and Yard Waste Collection
Service and authorized the County Judge to negotiate a contract. The District,
the City of Little Rock and Pulaski County will enter into an interiocal agreement
de!agating responsibility for the administration under this Agreement.
2. DP- sNi71ONS
Acceptable Container - Rigid plastic containers with approximately 60 or 96
gallon capacity and that can be mechanically loaded. Such carts are currently
used in the City. Acceptable alternative containers include citizen provided
garbage cans and heavy duty plastic bags. Cans that have a maximum empty
weight of 20 lbs., a maximum capacity of 30 gallons and maximum loaded
weight of 60 lbs. Plastic bags, when filled may not weigh more than 35 lbs.
Oil drums and grocery type bags are not acceptable. Contractor acknowledges
that containers previously accepted by the County meet the requirements in
this section and will be deemed Acceptable Containers.
Bulky Items - Waste that includes appliances, furniture and like items with
weight or volumes greater than allowed in approved containers.
City - The City of Little Rock, Arkansas.
Complaint - A communication from a customer concerning service, which upon
investigation by the Contractor or the District, is determined to be correct and
shall prompt some action by the Contractor or the District.
Construction Waste - Waste building materials resulting from construction,
remodeling, repair or demolition operations.
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Contract - Refers to this Solid Waste and `lard Wash Collection Agreement
also referred to as Agreement.
Contract Area - The geographic area depicted on Exhibit B in the City of Little
Rock and all of unincorporated Pulaski County south of the Arkansas River.
County - Pulaski County, Arkansas.
Dead Animals - Animals or portions thereof, that have expired from any cause,
except those slaughtered or killed for human use and properly placed in an
Acceptable Container must be disposed of separate from this contract.
District -The Pulaski County Regional Solid Waste Management District and its
designated participants.
Effective Date - The last date that this Contract is executed by either the
Contractor, District or any participating member of the District.
Hazardous Waste - Any chemical, compound, mixture, substance or article
which is designated by the Environmental Protection Agency, or appropriate
agency of the State, to be hazardous as that term is defined by, or pursuant to
Federal or State Law. This term does not include small generator household
hazardous waste as those terms are defined by Federal or state law.
Household Waste - Waste produced at a residential unit that results from the
preparation, processing, consumption of meats, fish, fowl, fruits, grains and
vegetable matters, to include food containers. This waste does not include
yard waste, bulky waste, hazardous waste, dead animals, construction waste,
ammunition, hot ashes, tires, or stumps.
Residential Unit - A dwelling within the Contract Area occupied by a person or
a group of persons comprising of not more than four (4) families. Single family,
duplexes, triplexes and fourplexes are included and shall be separately billed if
more than one living unit is in one building. Residential Unit also includes those
apartment complexes designated by the City which exceed four (4) families
which were grandfathered individual collection by the City.
Special Materials Waste - Any waste defined on Exhibit C hereto and made a
part hereof.
Total Service Fee - The total compensation received by the Contractor during
a full year of service under this Contract.
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Utility - A public service provided by a public or private company such as
natural gas, electricity, telephors, cabia television, Storm and sanitary sewers
and other, that are normally located in or above a public or private street or
right -of -way. Utility does not include the public or private street. For the
purpose of this propose!, a utility as defined above, shall be located in or above
the right -of -way in a manner which is consistent with governmental regulations
and safe utility practices.
Yard Waste - Grass clippings, leaves, brush and shrubbery trimmings.
3. TERM
The period of the Contract shall be seven (7) years from the commencement
of service. The commencement of service date shall be specified in writing by
the District. Such notice shall be delivered at least sixty (50) days before the
commencement of service and shall not be any earlier than four (4) months or
any later than twelve (12) months after the Effective Date.
4. SCOPE OF SERVICE
Contractor is herein granted the exclusive right to provide household waste,
and yard waste collection service in the Contract Area, described in Exhibit B
with the exception of those customers in the County who have been authorized
self disposal or authorized to use a private hauler who provided service prior to
the date of this Agreement.
4.1 Household Waste Collection
A. Service
The Contractor shall provide unlimited Household Waste collection service to
residential units utilizing Acceptable Containers in the Contract Area.
B. Conditions and Frequency
All Household Waste shall be properly containerized in Acceptable Containers.
Collection shall occur one time each week during the collection hours. In the
event of a holiday, Contractor may collect on Saturdays to insure that all
Residential Units receive collection service during the week.
C. Accessibility
All Acceptable Containers at Residential Units shall be readily accessible to the
Contractor's crew and not blocked: Unless there are unique circumstances
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approved by the District, Acceptable Containers shall be placed at or within five
(5) feet of the curb of a road or right of waNii or in the alley for those areas
agreed to by the District and Contractor. After loading, Contractor shall not
place the empty Acceptable Containers on the sidewalk. Contractor shall make
arrangements to provide special -collection for individuals with demonstrated
disabilities requiring "at door collection." To qualify for "at door collection" the
eccupant of the Residential Unit shall present Contractor with medical evidence
of his or her inability to bring the Acceptable Container to the curb. Contractor
shall adhere to any Americans with Disabilities Act ( "ADA ") Internal Grievance
Procedures adopted by the City relative to prompt and equitable resolution of
complaints alleging any action prohibited by the U.S. Department of Justice
Regulations implementing Title II of the ADA.
4.2 Yard Waste Collection
A. Service
The Contractor shall provide unlimited Yard Waste collection service to
Residential Units if it is properly prepared,
B. Conditions and Frecuency
The collection of Yard Waste from each Residential Unit shall be once per
week. Yard Waste will be placed at or within five (5) feet of a road or the curb
of a road or right of way. Small Yard Waste, such as leaves and twigs, are to
be placed in Acceptable Containers. Limbs with a maximum diameter of 6 in.
and maximum length of 6 feet will be collected. Shrubbery trimmings and small
limbs are included in this service and are to be bundled. Bundles of Yard Waste
will have a maximum weight of 50 pounds per bundle. Rocks, dirt, concrete,
ammunition, hot ashes, animal waste, Household Waste, medical, hazardous
wastes, auto parts, construction materials, bulky items, tires, special waste,
and stumps are not included in this service.
5. OPERATION
5.1 Collection Schedule & Holidays
Household Waste collections, Yard Waste, may be made Monday through
Saturday. Collections may be made between 7:00 a.m. and 5:00 p.m. or until
completed. Contractor will follow the Little Rock holiday schedules as attached
on Exhibit.A. Contractor will be required to issue media notices at their
expense to inform customers of holiday service schedules.
5.2 Routinq
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5.4
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All routing must be approved by th3 District. If the Contractor wishes to
change the route, day or time of collection except where provisions exist in this
Contract for holidays and other special occasions, he shall notify the District in
writing sixty (60) days prior to the date of the intended changes and the
reasons therefore, but in no event shall the changes be accomplished until
permission therefore is given in writing by the District and notices have been
sent by the Contractor to all affected customers two (2) weeks prior to change.
Contractor's Office
The District acknowledges and approves Contractor's current office location.
Any proposed change in location must be approved by the District and provided
with telephones, a facsimile machine and attendants as may be necessary to
take care of requests for service, complaints or instructions from the District.
This office shall be in operation between the hours of 8:00 a.m. and 5:00 p.m.,
Monday through Friday and on Saturday if collection service is provided on that
day. The Contractor shall provide a telephone response machine with a
recording, which shall be in operation when the telephones are not attended.
The recording shall stipulate the days a--d hours the Contractor is open for
business and, on the occasion of holidays, special arrangements for collections,
as approved by the District.
Safeauardino Public Utilities
The Contractor shall be obligated to protect all public and private utilities
whether occupying street or public or private property. If such utilities are
damaged by reason of the Contractor's operations, the Contractor shall respond
to such damage within twenty four (24) hours, or failing to do so, the District
may cause repairs or replacement to be made and the cost of doing so shall be
billed to Contractor, or alternately, the District may deduct such cost from the
payment due the Contractor. The District shall not be liable for any damage to
property or person caused by Contractor or for the clean -up of any waste if
Contractor fails to do so.
5.5 Complaint Procedures and Missed Pick -Ups
The Contractor will receive and log all calls from citizens regarding complaints
or problems. The District may refer complaints it receives to Contractor or
independently investigate the complaint. The District will inspect the complaint
log frequently and follow -up with citizens to determine if complaints have been
resolved. The failure by the Contractor to respond to complaints may be
grounds for termination of the Contract. Contractor will be expected to remove
all properly contained Household Waste and Yard Waste at each collection
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location. Failure to do so constitutes a complaint whether reported by the
citizen or not.
5.6 Missed Collections
Missed collection pick -ups shall be made by the Contractor when requested by
the Customer or ordered by the District at no cost to the District or the
Customer. If the Contractor fails to provide a pick -up within twenty -four (24)
hours of notification by the District of missed collections, the District may
cause the work to be done by District forces or others. The sum of $25.00 or
actual costs if greater for each such pick -up shall be billed to the Contractor,
or alternately, the District may deduct such costs from the payment due the
Contractor. Material left purposely by the Contractor must be tagged to
indicate the reason it was not picked up. If material is not collected because
it is not included in this Contract, it shall not be considered a missed collection.
5.7 Responsibility for Costs
The Contractor shall furnish, at the Contractor's cost, all labor, materials, and
equipment, including equipment replacement when necessary, to fulfill the
scope of services under this Contract. However, the District is responsible for
furnishing the initial 60 or 96 gallon containers in the City. Contractor shall be
responsible to maintain and repair all District provided Acceptable Containers
during the term of this Agreement. The District will assign any and all
warranties it may have on the Acceptable Containers.
5.8 Ownership of Eouinment
All vehicles, facilities, equipment and property used in the performance of this
Agreement shall be wholly owned by the Contractor, provided leasing or rental
agreements may be allowed where approved by the District prior to the
execution of the equipment contract and conditional sale contracts, mortgages
or other contractual arrangements for financing the purchase of such equipment
may be allowed where approved by the District prior to execution of the
equipment contract. All such leasing, rental or purchase agreements shall
provide that in the event of default of the equipment contract, or of such
leasing, rental or purchase agreement, the District at its option, shall have the
right to take possession of, use and operate vehicles and equipment covered
by such leasing, rental or purchase agreement for the unexpired term of the
equipment contract to the extent authorized by Arkansas law.
In the event the.Contractor owns vehicles and equipment necessary to perform
the contract services under this Agreement and in the event of default of this
Agreement, the District at its option, shall take possession of, use and operate
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the Contractor's vehicles and equipment for the unexpired term of this
Agreement, provided, however, that the District shall pay the Contractor fair
market lease value for the vehicles and equipment. In the event the District and
Contractor cannot agree on the fair market lease rate, the District shall select
an independent appraiser to determine the lease value and such determination
shall be binding.
5.9 Cleaning and Painting of Vehicles & Equipment
Collection vehicles shall be painted and numbered consecutively from one
upward and shall have the Contractor's name, telephone number, and the
number of the vehicle painted in letters of contrasting color, at least four (4)
inches high, on each side of each vehicle, and the number painted on the rear.
No advertising shall be permitted other than the name of the Contractor, except
District approved promotional advertisement. Repainting of all vehicles shall be
reviewed every two and half years, or as necessary for individual vehicles, and
a decision will be made by the District and Contractor on the necessity of
painting each vehicle. Collection vehicles will be maintained in a clean
condition and free from major visible damages.
5.10 Employee's Conduct
The Contractor shall require all employees to be courteous at all times, not to
use loud or profane language and to do their work as quietly as possible.
5.11 Loading
Care shall be taken in the loading and transportation of waste so that none of
the material is left either on private property or on the streets or alleys. Any
materials covered by this Contract and left on private property or on street or
alleys by the Contractor shall be cleaned up within four (4) business hours,
however, in no event later than the following day, upon notice from the District
or by the customer.
The District supports the goals and activities of the Little Rock City Beautiful
Commission and similar organizations throughout the District. In order to
support these goals, solid waste collection must be accomplished in a manner
which contributes to a litter free environment. While the District recognizes
than an occasional emergency may require unloading a solid waste collection
vehicle in the field, this material shall be recollected within two hours of the
unloading unless prohibited by emergency response personnel. The area must
be litter free after the recollection and the unloading shall not obstruct traffic.
If the materials unloaded are not recollected within four (4) business hours, the
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District may collect the material and withhold actual costs of this collection
from the Contractor's payments for that month.
The Contractor is not required to pick up materials left for collection other than
as specified in the Contract. Such materials left shall be tagged with an
explanation to the Residential Unit where the materials were left. The
Contractor shall notify the District of Residential Units which continue to set
out such materials improperly.
5.12 Permits
The Contractor shall take out and pay for any permits required by the Arkansas
Department of Pollution Control and Ecology, the Pulaski County Regional Solid
Waste Management District, the City, or any other governmental authority
which may be required.
5.13 Contract Management - Administration
The work included in this Contract shall be under the administration of the
District Chairman or duly authorized representative.
6. EMPLOYEE RELATIONS
6.1 EoualO000rtunity
All contracts awarded by the District are subject to provisions of State and
Federal laws to include the following:
1. The Contractor will not discriminate against any employee or applicant
for employment because of race, color, sex, religion, national origin,
disability or age. The Contractor will ensure that applicants are
employed and the employees are treated during employment without
regard to their race, color, sex, religion, national origin, disability or age.
Such action shall include, but not be limited to the following:
employment, upgrading, demotion or transfer; requirement of
advertising; layoff or termination; rates, of pay or other forms of
compensation; and selection for training including apprenticeship. The
Contractor agrees to post in conspicuous places, available to employees
and applicants for employment, .notices-to be provided by an appropriate
agency of the Federal government setting forth the requirements of these
nondiscrimination provisions. Contractor will comply with the ADA and
regulations promulgated. pursuant thereto regarding qualified individuals
with a disability.
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2. The Contractor will state, in all solicitations or advertisements for
employees placed by or on behalf of the Contractor, that all qualified
applicants will receive consideration for employment without regard to
race, color, sex, religion, national origin or age.
3. The Contractor will to the extent practicable, utilize minority -owned and
women- owned, businesses in purchases and contracts initiated after the
Effective Date of this Agreement and comply with any Minority Business
Enterprise policy adopted by the City, District or County.
6.2 Personnel
All personnel shall be competent and skilled in the performance of the work to
which they are assigned. Contractor shall establish and maintain criteria for the
hiring and performance of its personnel to monitor the competency and skill of
its employees. Failure or delay in the performance of the Contract due to the
Contractor's inability to obtain personnel of the number and skill required shall
constitute a default of the Contract.
Whenever the Contractor's designated representative is not present, orders may
be given by the District Chairman, or designee, to the Contractor's
superintendent or supervisor, who may have immediate charge thereof.
6.3 Displaced City and County Emolovees
As a result of the Contract, certain county or city employee positions will be
eliminated. The Contractor shall be required to offer the first right of refusal for
positions required to fulfill its obligations under this Agreement to qualified
employees based on objective criteria of minimum qualifications for each job
description. For purposes of this Agreement, employees shall be deemed
qualified if they meet the City or County job description for the appropriate
refuse collector, sanitation equipment operator or supervisor, and the employee
passes any required pre - employment drug test and any required DOT physical.
However, the Contractor will not be required to hire more employees than
needed to perform the provisions of the Contract. Any former public employee
hired by Contractor shall be employed for at least the term of the Contract,
provided the employee meets Contractor's uniformly applied performance
standards in compliance with Contractor's rules and procedures. Contractor
shall insure that the employee has immediate insurance coverage and receives
all other benefits afforded to its employees. In addition, in the event a City or
County employee is laid off during the first two (2) years of the term of this
Agreement, Contractor shall use the employee's City or County years of service
for determining seniority and priority in rehiring any laid off employees.
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6.4 Drug Free Workolace
Contractor shall institute a Drug Free Workplace program and provide training
and assistance in implementing the program.
7. RECORDS & REPORTING
7.1 Accurate Records
Contractor agrees and covenants to keep and maintain at all times accurate and
complete records and accounts in writing, including complaint logs and route
books indicating the collection records related to displaced employees, and
compliance with environmental laws, allowing the District, or its duly
authorized representative or agent, reasonable and adequate access to any and
all of said records, data accounts, and Contractor to furnish unto the District
upon its request, accurate copies or duplicates thereof, without charge. Such
access shall not include Contractor's financial records except as follows: 1)
records related to Contractor's net book value of equipment in the event the
District exercises its rights if Contractor defaults; 2) records related to the
financial impact of a change in law; and 3) records verifying the accuracy of
payment made hereunder. Contractor shall maintain its records for a minimum
of seven (7) years.
7.2 Reporting Reauirements
Thirty days prior to commencement of services, the Contractor shall submit to
the District for approval, monthly program report forms and maps precisely
defining collection routes, together with the days upon which the routes shall
be processed. The maps will indicate direction of travel on all segments and
the time at which collection shall regularly commence.
A. Monthly Program Reports
The Contractor shall submit monthly program reports for the length of the
Contract period commencing upon the initial day of execution of the Contract.
These reports will be provided in paper "hard copy" and on electronic disk. The
reports will reflect monthly data and "year to date" data. These reports shall
be due within five business days from the end of the calendar month being
reported, the first report being for the partial month ending with the last day of
the calendar month after the execution of the Contract. At a minimum, the
reports shall include:
Household Waste Collection Report
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Log of complaints including date, time, caller, address, phone, complaint,
resolution, resolution date and time and whether complaints come from citizen
or the District.
Yard Waste Collection Report
Log of complaints including date, time, caller, address, phone, complaint,
resolution, resolution date and time and whether complaints come from citizen
or the District.
8. RATES & BILLING
8.1 Contractor's Compensation
A. Initial Rate
Contractor's initial rate for Household Waste and Yard Waste collection shall
be $4.37 per Residential Unit per month.
B. Adjustments to Compensation
1. Consumer Price Index
On each anniversary of the Effective Date of this Contract, Contractor's
compensation shall be adjusted by the annual percentage change in the
Consumer Price Index ( "CPI ") for Urban Wage Earners and Clerical Workers (all
items) for the most recent twelve (12) month period preceding the anniversary
date for which the information is available. However, in no event will the
cumulative total of CPI adjustments exceed twenty one percent (21 %) over the
term of the Agreement.
2. Change in Tax or Law
In addition to the CPI adjustment to Contractor's compensation, the District and
Contractor acknowledge and agree that changes in law, or mandates required
under Federal, state or local law, or the imposition of a tax on Contractor's
service may increase Contractor's costs of providing the services required under
this Contract. Therefore, in the event of such change in law, regulation, rule
or the imposition of a tax, fee, surcharge or assessment on Contractor's
service, Contractor shall be entitled to an adjustment in its compensation on the
Effective Date of the change in law or imposition of a tax. Contractor shall
calculate the impact on its costs and submit the calculation to the District
together with a description of the law of tax which has been imposed and the
Effective Date of the change.
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3. Disoosal
Contractor shall deliver all collected Household Waste, and Yard Waste to the
Little Rock Landfill and Composting Facility for disposal or processing. In the
event the Little Rock Landfill cannot accept the.collected waste or the District
or one of its participating members directs Contractor to dispose of the
collected waste to another disposal or processing site, Contractor and the
District agree to negotiate in good faith an adjustment of Contractor's
compensation as a result of any change in Contractor's transportation costs.
The District shall not unreasonably withhold agreement to such compensation
and the District must approve the location of the alternative disposal site.
Contractor and the District acknowledge and agree that in the event Contractor
provides collection service on Saturday as a result of a holiday, the District will
cause the Landfill to operate on Saturday to accept the collected Household
Waste and Yard Waste.
Contractor warrants that all use of the City's Landfill granted under the terms
of this Agreement shall be in complete accord with all applicable Federal, state
and local laws and regulations now in effect or subsequently adopted governing
the use of the landfill, including, but not limited to, the Environmental
Protection Agency's regulations relative to solid waste and waste treatment
and disposal.
In addition, Contractor agrees that City personnel will inspect all waste the
Contractor delivers to the landfill in order to assure that only acceptable Class
I Waste is disposed of in the Class I landfill space, and only acceptable Class
IV Waste is disposed of in the Class IV landfill space, as defined by the
Arkansas Department of Pollution Control and Ecology ( "ADPC &E ") Solid Waste
Management Code and regulations now existing or hereafter amended.
Pursuant to ADPC &E regulations, putrescible wastes, non - putrescible wastes
and domestic wastes shall be disposed of in a Class I landfill facility.
Putrescible wastes mean solid waste which contains organic matter capable of
being decomposed by microorganisms and of such a character and proportion
as to be capable of attracting or providing food for birds and potential disease
vectors. Furthermore, according to ADPC &E regulations, inert non- putrescible
wastes shall be disposed of in a Class IV landfill facility.
Contractor agrees that unacceptable waste, or waste that does not conform to
Class I or Class IV waste, will not be delivered to the landfill. If unacceptable
or non - conforming waste is delivered to the landfill by the Contractor, all waste
delivered will be rejected for disposal in the City's Landfill. "Unacceptable
waste" means waste that the ADPC &E has determined not suitable for disposal
in a Class I or Class IV landfill facility as defined herein.
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The City is not liable or responsible for any additional costs incurred by the
Contractor in transporting any and all waste to any other location should the
City reject such waste delivered to its landfill by the Contractor as a result of
the Contractor delivering non - conforming or unacceptable waste to the landfill.
Notwithstanding the requirements that the City inspect waste delivered to its
landfill by Contractor, Contractor understands and agrees that it has an
affirmative duty to take appropriate measure to assure that the waste delivered
to the City Landfill by the Contractor conforms to applicable Federal, state and
local laws, rules and regulations. Further, Contractor will indemnify the City
against any environmental investigations, mediation, or supplemental
monitoring initiated as a result of any non - conforming or unacceptable waste
is delivered through the negligent acts or omissions or willful misconduct of
Contractor. In addition, Contractor understands and agrees that it will
indemnify the City for any and all costs and other monetary assessments the
City incurs as a result of any unacceptable or non - conforming waste delivered
to the City's Landfill by the Contractor.
Contractor warrants that all of its refuse haulers for hire who haul waste
materials to the City's Landfill under the terms of this Agreement are properly
licensed under and according to applicable law.
8.2 Billing & Payment Process
The basis for Contractor compensation shall be an annual house count
performed jointly by the Contractor and the District and approved by the
District and cities of the District. The count will become effective with the
commencement of service and on each anniversary date of the commencement
of service. In the event of major population changes, either the District or the
Contractor may request a special house count be performed. The District will
provide the Contractor with all available information on customer changes.
The District or its designee will act as the billing and collection agent for
Residential Units. Within twenty (20) days after the last day of each month for
which contract services have been provided, the District will send Contractor
payment based on the dwelling unit count. Any other contract items will be
billed by Contractor monthly. Payment shall be made within twenty (20) days
after the invoice is received.
9. INSURANCE
9.1 Insurance Reouirements
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The Contractor shall secure and maintain throughout the duration of the
Contract, insurance of such types and in the amounts specified herein to
protect Contractor and the interests of the District, the City, the County and
any other participating members against all hazards or risks of loss as
hereinafter specified. The form and limits of such insurance, together with the
underwriter thereof in each case, must be acceptable to the District but
regardless of such acceptance it shall be the responsibility of the Contractor to
maintain adequate insurance coverage at all times. Failure of the Contractor to
maintain adequate coverage shall not relieve him of any contractual
responsibility or obligation.
Satisfactory certificates of insurance shall be filed with the District prior to
starting any field work on the Contract. The certificate shall state that thirty
(30) days advance written notice will be given to the District before any policy
covered thereby is changed or canceled.
Worker's Compensation and Employer's Liability
This insurance shall protect the Contractor against all claims under applicable
state workers compensation laws. The Contractor shall also be protected
against claims for injury, disease, or death of employees which, for any reason,
may not fall within the provisions of a workers compensation law. This policy
shall include "all states" endorsement. The liability limits shall not be less than:
Worker's Compensation & Disability
Employer's Liability
Public Liability Insurance
Statutory
$ 1,000,000 each occurrence
$1,000,000 each occurrence
The Contractor shall maintain during the life of this Contract such Public
Liability Insurance as shall protect it against claims for damages resulting from
(a) bodily injury, including wrongful death, and (b) property damage, which may
arise from operations under the Contract whether such operations are
conducted by Contractor or by any. subcontractor or anyone directly or
indirectly employed by either of them. The minimum acceptable limits of
liability to be provided by such Public Liability Insurance shall be as follows:
(a) Bodily Injury Limits
(b) Property Damage. Limits
(c) Environmental Impairment
i�
$500,000 each occurrence
$500,000 each aggregate
$500,000 each occurrence
$500,000 each aggregate
51,000,000 each occurrence
$1,000,000 each aggregate
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The Public Liability Insurance required by the preceding subparagraph shall
include the following extensions of coverage:
(a) The property damage coverage shall include a Comprehensive General
Liability for above policy or similar thereto.
(b) The property damage coverage shall be included.
(c) Contractual Liability coverage shall be included.
(d) Protective Liability coverage shall be included to protect the Contractor
against claims arising out of operations performed by its subcontractors.
(e) Products liability and /or Completed Operations coverage shall be
included.
Automobile Liability Insurance
The Contractor shall take out and maintain during the life of the Contract such
comprehensive automobile (vehicle) liability insurance as shall protect it against
claims for damages resulting from (1) bodily injury, including wrongful death,
and (2) property damage, which may arise from the operations of any owned,
hired or non -owned vehicles used by or for it in any capacity in connection with
the carrying out of the Contract. The minimum acceptable limits of liability to
be provided by such comprehensive vehicle liability insurance shall be as
follows:
(1) Bodily Injury Limits
(2) Property Damage Limits
Umbrella Policy
$500,000 each occurrence
$500,000 aggregate
This insurance shall protect Contractor against all claims in excess of the limits
provided underthe Compensation, Comprehensive Automobile Liability, and the
Comprehensive General Liability. The liability limits of the Umbrella include the
District, the City, the County and any other participating members, as additional
insured . and maintained in force for the duration of the Contract by the
Contractor. Policy shall provide a liability limit of not less than $5,000,000 and
shall protect the District, the City, the County and any other participating
members, against any and all claims and liabilities for injury to or death of
person, or damage to property caused in whole-or in part by the negligent acts
of omissions of Contractor, his agents, employees, or subcontractors, in
connection with or resulting from the operations performed under the terms of
the Contract.
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Proof of Carriage of Insurance
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of
Each certificate of insurance shall state the type of coverage certified and shall
be identified as one of the following:
Insurance Coveraoe
Worker's Compensation
Employer's Liability
Comprehensive General Liability
Bodily Injury
Property Damage
Environmental Impairment Liability
Comprehensive Automobile
Bodily Injury
Property Damage
Umbrella Policy
10. INDEMNITY
Limits
Statutory
$1,000,000 each occurrence
$500,000 each occurrence
$500,000 each aggregate
$500,000 each occurrence
$500,000 each aggregate
$1,000,000 each occurrence
51,000,000 each aggregate
$500,000 each occurrence
$500,000 each occurrence
$5,000,000 each occurrence
The Contractor will indemnify and save harmless the District, the City, the
County and any other participating members, their officers, agents, servants,
and employees from, and against, any and all suits, actions, legal proceedings,
claims, demands, damages, costs, expenses, and attorney's fees arising out of
a willful or negligent act, or omission -- including, but not limited to actions
arising under any local, state or federal environmental laws or regulations -- or
omissions of the. Contractor, its officers, agents, servants, and employees;
provided, however, that the Contractor shall not be liable for any suits, actions,
legal proceedings, claims, demands, damages, costs, expenses, and attorney's
fees arising out of the award of this Contract or a willful or negligent act, or
omission, of :the District, the City, the County and any other participating
members, their officers, agents, servants, and employees.
The indemnification in this section shall be in effect during the term of this
Agreement and for a period of five (5) years thereafter. For a violation of a
provision of this Agreement, the indemnification shall survive for a period of
three (3) years after termination of this Agreement for negligence actions, and
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for a period of three (3) years after environmental violations are discovered or
should have been discovered.
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12.
PERFORMANCE BOND
Prior to commencement of services under the Agreement, the Contractor shall
furnish to the District, and keep current, a Performance Bond for the faithful
performance of this Contract and all obligations arising hereunder in the amount
of Total Service Fee. It shall be executed by a surety company licensed to do
business in the State of Arkansas and included on the list of surety companies
approved by the Treasurer of the United States. Such Performance Bond shall
survive any bankruptcy petition filed by the Contractor, or any other insolvency
or reorganization action initiated by the Contractor.
DEFAULT
A. The District may cancel this Contract because of Contractor's default,
except as otherwise provided below in this Section, by giving the
Contractor thirty (30) days advance written notice, to be served as
provided in Section 14.3, upon the happening of any one of the
following events:
1. The Contractor shall take the benefit of any present or future insolvency
statute, or shall make a general assignment for the benefit of creditors,
or file a voluntary petition in bankruptcy (court) or a petition or answer
seeking an arrangement for its reorganization or the readjustment of its
indebtedness under the Federal bankruptcy laws or under any other law
or statute of the United States or any state thereof, or consent to the
appointment of a receiver, trustee or liquidator of all or substantially all
of its property. In the event that any bankruptcy, insolvency,
reorganization, receivership, or similar proceeding is instituted by or
against Contractor, or in the event Contractor makes an assignment for
the benefit of creditors, the Contractor shall not assert or list this
Agreement as an asset of such action; or
2. By order of decree of a court, the Contractor shall be adjudged bankrupt
or an order shall be made approving a petition filed by any of its creditors
or by any of the stockholders of the Contractor, seeking its
reorganization or the readjustment. of its indebtedness under the Federal
bankruptcy laws or under any law or statue of the United States or of
any state thereof, provided that if any such judgment or order is started
or vacated within sixty (60) days after the entry thereof, any notice of
default shall be and become null, void and of no effect; unless such
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started judgment or order is reinstated in which case, said default shall
be deemed immediate; or
3. By, or pursuant to, or under the authority of any legislative act,
resolution or rule or any order to decree of any Court or governmental
board, agency or officer having jurisdiction, a service, trustee or
liquidator shall take possession or control of all or substantially allow the
property of the Contractor, and such possession or control shall continue
in effect for a period of sixty (60) days; or
4. The Contractor has defaulted by allowing any final judgment for the
payment of money to stand against him unsatisfied and said default is
not cured within thirty (30) days of receipt of written notice by the
District to do so; or
5. In the event that the unsatisfied final judgment under subsection (4)
above is the subject of a judicial proceeding, the Contractor shall not be
in default if the sum of money is bonded. The bonds shall be in the form
acceptable to the District; or
6. Failure to comply with all local, state and Federal laws governing the
service provided under this Agreement or failure to obtain and maintain
any permits required pursuant to Section 5.13 of this Agreement; or
7. Failure to comply with the Equal Opportunity, Displaced Employees
provisions, Drug Free Workplace or other personnel requirements
described in Section 6 of this Agreement.
8. A. The Contractor has defaulted, by failing or refusing to perform or
observe the terms, conditions or covenants in this Contract or any of the
rules and regulations promulgated by the District pursuant thereto or has
wrongfully failed or refused to comply with the instructions of the
District and said default is not cured within thirty (30) days of receipt of
written notice by the District to do so, or if by reason of the nature of
such default, the same cannot be remedied within thirty (30) days
following receipt by the Contractor of written demand from the District
to do so, the Contractor fails to commence the remedy of such default
within said thirty (30) days following such written notice or having so
commenced shall fail thereafter to continue with diligence the curing
thereof (with the Contractor having the burden of proof to demonstrate);
(a) that the default cannot be cured within thirty (30) -days, and (b) that
it is proceeding with diligence to cure said default, and such default will
be cured within a reasonable period of time). However, notwithstanding
anything contained herein to the contrary, for the failure of the
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Contractor to provide collection services for a period of three (3)
consecutive scheduled working days, the District may secure the
Contractor's records on the fourth working day in order to provide
interim contract collection services until such time as the matter is
resolved and the Contractor is again able to perform pursuant to this
Contract; provided, however, if the Contractor is unable for any reason
or cause to resume performance at the end of thirty (30) working days,
all liability of the District under this Contract to the Contractor shall
cease and this Contract may be deemed terminated by the District.
B. Notwithstanding the foregoing and as supplemental and additional
means of termination of this Contract under this Section, in the event
that the Contractor's record of performance show that the Contractor
has frequently, regularly or repetitively defaulted in the performance of
any of the covenants and conditions required to be kept and performed
by the Contractor, in the opinion of the District and regardless of
whether the Contractor has corrected each individual condition of
default, the Contractor shall be deemed by the District to be a "habitual
violator," shall forfeit the right to any further notice or grace period to
correct, and all of said defaults shall be considered cumulative and
collectively shall constitute a condition of irredeemable default. The
District shall thereupon issue the Contractor a final warning citing the
circumstances therefore, and any single default by the Contractor of
whatever nature, subsequent to the occurrence of the last of said
cumulative defaults, shall be grounds for immediate termination of the
Contract. In the event of any such subsequent default, the District may
terminate this Contract upon giving of written final notice to the
Contractor, such cancellation to be effective upon the date specified in
the District's written notice to the Contractor, and all contractual fees
due hereunder plus any and all charges and interest shall be payable to
said date, and the Contractor shall have no further rights hereunder and
immediately upon the specified date in such final notice the Contractor
shall proceed to cease any further performance under this Agreement
and cooperate with the District to turn over equipment and service
responsibility as otherwise required herein.
C. In the event of the aforesaid events specified in subsections (A) and
(B) above and except as otherwise provided in said subsection,
termination shall be effective upon the date specified in the District's
written notice to the Contractor and upon said date this Contract shall
be deemed immediately terminated and upon such termination all liability
of the District under this Contract to the Contractor shall cease, and the
District shall have the right to call the performance bond and shall be
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free to negotiate with other contractors for the operation of the herein
specified services.
13. EARLY TERMINATION
Notwithstanding any other provisions of this Contract, at anytime after the end
of the fourth year of this Contract, the District may terminate this Agreement
if it has made a determination that the City and the County can provide the
same level of service required under this Contract for a lower price. Such
determination must include all costs of providing the service in an auditable
form. If the District elects to terminate the Contract pursuant to this section,
it must give Contractor at least twelve (12) months advance written notice and
pay Contractor a termination fee in an amount equal to the unamortized portion
of its start-up costs, and purchase all of Contractor's equipment used in the
performance of services required under this Contract. If the District and
Contractor cannot agree on the termination fee and equipment purchase price
the matter will be settled by each party selecting an appraiser. The payment
to Contractor will be an average of the two (2) appraisals.
14. MISCELLANEOUS
14.1 Assionment
The Contractor shall not assign the Contract or any portion thereof or delegate
any of the Contractor's rights or duties thereunder without written approval of
the District. This written approval shall not be considered as making the District
a party to such subcontract or subjecting the District to liability of any kind to
any subcontractor. No subcontract shall under any circumstances relieve the
Contractor or the surety of liability and obligation under the Contract, and all
transactions shall be made through the Contractor. Subcontractors will be
recognized and dealt with only as workers and representatives of the
Contractor and as such shall be subject to the same requirements of character
and competence as required of the Contractor's employees. Any purported
assignment made in violation of this provision shall be void and of no force and
effect and shall constitute a material breach of this Contract.
14.2 Governing Law
This Contract shall be governed by the laws of the State of Arkansas as to
interpretation and performance. Any and all legal action necessary to enforce
this Contract will be held in Pulaski County,. Arkansas and the Contract will be
interpreted according to the laws of the state of Arkansas.
14.3 Notices
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Any notice, demand, communication, or request required or permitted
hereunder shall be in writing, except where otherwise herein designated by
telephone, and delivered in person or sent by certified, return receipt requested,
United States Mail as follows:
District
Contractor:
Waste Management of Arkansas, Inc.
P. O. Box 193320
Little Rock, AR 72219 -3320
Attn: Division President and General Manager
Notices shall be effective when received at the address as specified above.
Changes in the respective address to which such notice is to be directed may
be made from time to time by written notice. Facsimile transmission is
acceptable notice, effective when received, however, facsimile transmission
received (i.e. printed) after 4:30 p.m. or on weekends or holidays will be
deemed received on the next business day. The original of items which are
transmitted by facsimile equipment must also be mailed as required herein.
14.4 Expansion of Contract Area
The District may expand the Contract Area to contiguous property by giving
Contractor sixty (60) days advance notice. The Contractor shall adjust service
to the expanded area upon receiving proper notification from the District. The
monthly rate paid to the Contractor will be adjusted based on the amount of
service provided to the expanded area.
14.5 Compliance with Laws
The Contractor shall conduct its operations under this Contract in compliance
with all applicable Federal, State and local laws and regulations.
14.6 Emeraencv Service Provisions
In the event of a hurricane, tornado, major storm, natural disaster, or other
such event, the District may grant the Contractor a variance from regular routes
and schedules. As soon as practicable after. such event, the Contractor shall
advise the District when it is anticipated that normal routes and schedules can
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be resumed. The District shall make an effort through the local news media to
inform the public when regular services may be resumed. The clean -up from
some events may require that the Contractor hire additional equipment,
employee additional personnel, or work existing personnel on overtime hours
to clean debris resulting from the event outside the scope of Contractor's
service. The Contractor and the District shall negotiate any additional
compensation, above the normal compensation contained in this Contract, to
cover the costs of rental equipment, additional personnel, overtime hours and
other documented expenses provided the Contractor has first secured written
authorization and approval from the District to provide the additional service
and receive compensation.
14.7 Severability
If any provision of this Agreement shall be declared illegal, void or
unenforceable by a court of competent jurisdiction, the other provisions shall
not be affected but shall remain in full force and effect.
14.8 Modification
This Agreement constitutes the entire Agreement by the parties and it may not
be altered, revised or modified except by a written modification signed and
properly authorized by the parties.
14.9 Standard Non- Aporooriation Clause
Non- Approoriation of Funds. The District shall not be deemed in default under
Section 12 of this Agreement in the event no funds or insufficient funds are
available for appropriation and budgeting in any fiscal period to meet the
obligations under this Agreement. Further, the District shall not be deemed in
default in the event that any City lacks the funds, or has insufficient. funds, for
appropriation and budgeting in any fiscal period.
The District will promptly notify the Contractor or its assignees in writing of
such occurrence, and this Agreement shall terminate on the last day of the
fiscal period for which appropriations were received.
14.10 Proprietary Information as Property of Compaq
Contractor, District, and City recognize that in order to comply with all the
terms and conditions of this Agreement it may, on occasion, be necessary for
the Contractor to provide the District or the City access to certain proprietary
information. To the extent that such information is individually noted and
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marked "Proprietary" by the Contractor, the District and the City acknowledge
that such information will always be considered to be in the sole custody and
control of the Contractor, that the information is only being reviewed by the
District or the City and, that despite the immediate location of such material,
the Contractor shall never be deemed to have provided the material to the
District or the City for its possession and control, nor to include such
information as a part of any public record. In the absence of a court order
issued by a court of competent jurisdiction, or a subpoena duly issued
according to law, should any person request access to such information solely
upon the basis of state or federal freedom of information laws, the District or
the City shall immediately return the information to the Contractor with notice
of the request, shall refuse access to the records of the requesting party, and
shall complete any necessary review at the Contractor's office. Nothing in this
Agreement should be considered to mean that in the event it is necessary for
purposes of litigation, state or federal public finance laws, or otherwise, for the
District or the City to publish such information, the District or the City is
waiving any right to request publication or to comply with any appropriate
order, statute, regulation, subpoena or request for publication of such material.
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IN WITNESS WHEREOF, the District and Contractor have executed this Agreement on
the date hereinafter referred.
PULASKI COUNTY REGIONAL SOLID WASTE MANAGEMENT DISTRICT
By:
Its:
Date:
PULASKI COUNTY, ARKANSAS
By:
F.G. "Buddy" Villines
Its: Judge
Date:
CITY OF LITTLE ROCK, ARKANSAS
By:
Jim Dailey
Its: Mayor
Date:
WASTE MANAGEMENT OF ARKANSAS, INC.
By:
Its:
Date:
Ore!
EXHIBIT A
HOLIDAY SCHEDULE
Fk7
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EXHIBIT B
CONTRACT AREA
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EXHIBIT C
CONTRACTOR'S DEFINITION OF
SPECIAL MATERIALS WASTE
"Special Waste" means any discarded material from a non - residential source meeting
any of the following descriptions:
a. Waste from an industrial process (including process sludges).
b. Waste from a pollution control process (e.g., baghouse dust, treatment
plant sludge, filter cake, sedimentation pond cleanout, etc.).
C. Waste containing free liquids (free liquid wastes are those wastes which
fail the paint filter test prescribed by the United States Environmental
Protection Agency method 9095).
d. Residue and debris from the cleanup of a spill of a chemical substance
or commercial product or a waste listed in (a) through (c), or (e) through
(g). This definition applies to spills of any size.
e. Contaminated residuals from the cleanup of a facility generating, storing,
treating, recycling, or disposing chemical substances, commercial
products, or waste listed in (a) through (d), (f), or (g).
f. Any waste which is non - hazardous as a result of treatment pursuant to
RCRA Subtitle C.
g. Chemical- containing equipment removed from service, in which the
chemical composition and concentration are unknown.
Tvoe B Special Waste - Any discarded material from a non - residential source meeting
any of the following descriptions: (Type B special wastes are not customarily subject
to laboratory testing).
a. Friable asbestos from building demolition or cleaning; wall board, wall or
ceiling spray coverings, pipe insulation, etc. Non - friable asbestos (e.g.
asbestos containing floor tiles brake pads,. roofing products, etc.) is not
a special waste unless it has been processed, handled, or used in such
a way that when dry, it becomes crumbled, pulverized, or reduced to
powder. Asbestos bearing industrial process waste is a Type A special
waste.
b. Commercial products or chemicals which are off - specification, outdated,
unused, or banned. This category includes containers which once held
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commercial products or chemicals unless the container is "empty" as
defined in this section. Outdated or off - specification uncontaminated
food or beverage products in original consumer containers are not special
waste unless management of such products is restricted by applicable
regulations.
C. Untreated medical waste - Any waste capable of inducing infection due
to contamination with infectious agents from a bio- medical source
including but not limited to a hospital, medical clinic, nursing home,
medical practitioner, mortuary, taxidermist, veterinarian, veterinary
hospital, animal testing laboratory or medical testing laboratory. Any
sharps from these sources must be rendered harmless or placed in needle
puncture proof containers.
d. Treated medical waste - Any waste from a bio- medial source including
but not limited to a hospital, medical clinic, nursing home, medical
practitioner, mortuary, taxidermist, veterinarian, veterinary hospital,
animal testing laboratory, or medical testing laboratory which has been
autoclaved or otherwise heat treated or sterilized so that it is no longer
capable of inducing infection. Any sharps from these sources must be
rendered harmless or placed in needle puncture -proof containers.
Residue resulting from the incineration of medical waste is a Type A
special waste.
e. Residue /sludges from septic tanks, food service grease traps, or
washwaters and wastewaters from commercial laundries, Laundromats,
and car washes. If these wastes are managed at a public or commercial
wastewater treatment works, they are not a special waste.
f. Chemical containing equipment removed from service, in which the
chemical composition and concentration are known, (e.g. oil filters,
cathode ray tubes, lab equipment, acetylene tanks, fluorescent light
tubes, etc.).
g. Waste produced from the demolition or dismantling of industrial process
equipment or facilities contaminated with chemicals from the industrial
process. Chemicals or waste removed or drained from such equipment
for facilities are Type A special wastes.
h. Incinerator ash generated at a Resource Recovery Facility that burned
only non - hazardous household, commercial, or industrial waste and
qualifies for the hazardous waste exclusion in 40 CFR 261.4(b). If the
regulatory authority does not recognize the household hazardous waste
exclusion, then the ash is a Type A special waste.
W.
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