293-22 Exhibit A.pdf

liance remains in effect. 2.19.9 The Township of West Orange may seek reimbursement from the Operator for the actual costs incurred by the Township for the response/deployment of the Township of West Orange Fire Department to a fire or other condition at the site caused by the Operator's failure to comply with the operating conditions herein. 2.20 ANNUAL REPORTING OF RECYCLING CONVENIENCE CENTER ACTIVITY 2.20.1 The Operator agrees that at its sole cost and expense, it will provide to the Township's Engineer and/or Director of the Department of Public Works, and the Environmental Compliance Officer, an annual report which sets forth the number of tons of recyclable materials delivered to markets during the prior year. 27

2.20.2 All reporting of recyclable materials shall conform to the requirements of the New Jersey Department of Environmental Protection as required under the terms of Recycling Tonnage Grant Applications submitted by the Township. At a minimum, such data must include: 2.20.2(a) The marketing date 2.20.2(b) The weight receipt number 2.20.2(c) The market's name 2.20.2(d) The market's address 2.20.2(e) The weight of the material sold 2.20.2(f) The range and average price received per ton for each recyclable during the year. 2.20.2(g) All data must be provided on the Operator's letterhead and signed. 2.20.2(h) The prices paid to the Operator for each material by type on a per ton basis, or where sold in the aggregate, the aggregate price received per ton. 2.20.3 The Operator shall provide an annual report in either an excel or word format no later than March I for the prior year that provides an annual summary of all Class B and Class C materials received at the facility in cubic yards in order that the Township can accurately determine the Operator's compliance with the Exempt Class B and Class C facility requirements. Said repott shall include, at a minimum: 2.20.3(a) Total cubic yards of Class B material received during the calendar year. 2.20.3(b) Total cubic yards of Class B material shipped from the site in raw form during the calendar year. 2.20.3(c) Total cubic yards of Class B material that has been processed as either: - First grind - Second grind - Dyed or finished mulch 2.20.3(d) Class C material received at the facility. 2.20.3(e) Class C material removed after receipt from the facility. 2.21 CHANGES TO OPERATING PROCEDURES 2.21. I Changes to the Operating Procedures or approved equipment shall first require the approval in writing of the Township of West Orange and the NJDEP. 2.21.2 All expenses and fees required to change the Operating Procedures and/or Equipment utilized at any part of the recycling facilities shall be paid for by the Operator. 2.2 l.3 The Operator shall reimburse the Township for all of the Township's expenses incurred with regard to this Agreement and all operations within seven (7) days of receipt. 2.22 TERMINATION 2.22.1 West Orange

erator shall reimburse the Township for all of the Township's expenses incurred with regard to this Agreement and all operations within seven (7) days of receipt. 2.22 TERMINATION 2.22.1 West Orange may, in its sole discretion, upon seven (7) days written notice delivered via hand deliyery, overnight service or telecopy transmission to the Operator, terminate or limit the services of the Operator for good cause, including, but not limited to, the following: 28

a. Non-performance by the Operator; b. Abandonment of the Facility by the Operator, which shall include, but not be limited to, the failure to be open and fully operational for two (2) consecutive business days; c. Failure to provide proof ofrenewal of the Performance and Payment Bond ("Bond") and Certificate of Insurance ("Insurance") at least ten ( l 0) business days before expiration of the existing Bond and Insurance; d. Expiration or termination of any permit necessary for the performance of the services required hereunder. e. Any negative declaration, charge or determination by the DEP or other governmental entity which is not cured within thirty (30) days; and f. Failure to reimburse the Township for any cost or expense incurred by the Township within seven (7) days of being provided a written request for reimbursement. 2.22.2 In the event of termination, the Operator shall remove all equipment within seven (7) days and shall be fully liable for any costs incurred in the removal of same. Any items remaining after seven (7) days shall be deemed abandoned to West Orange for all purposes and West Orange shall not be responsible for their use or disposal. 2.23 OPERATOR NON-PERFORMANCE a. Non-performance by the Operator shall include, but not be limited to, any of the following situations: I. Failure to be open and accept Vegetative Waste during the days and hours prescribed in Section 2.4 and failure to be open, operate and accept materials at the Recycling Convenience Center on the days and hours prescribed in Section 2.4 (except national holidays); 2. Failure to staff the Facility with at least one(!) person during all hours ofoperation; 3. Failure to provide on-site every thirty (30) days at least one (I) tub-grinder and any other equipment necessary to load and process Vegetative Waste, unless the Operator removes the Vegetative Waste off-site for disposal; 4. Failure to comply with all conditions of

Vegetative Waste, unless the Operator removes the Vegetative Waste off-site for disposal; 4. Failure to comply with all conditions of any and all permits and Jaws of the Township of West Orange, the State of New Jersey and the DEP; 5. The stockpiling of any items at levels or operations which are deemed to be a fire, safety and/or health concern in the sole discretion of the Fire Chief, Fire Director and/or Director of the Department of Health or their designees; 6. Failure to accept and process at no cost to the Township Vegetative Waste generated by the Township and delivered to the Facility by theDepa11ment of Public Works for the Township; and 29

7. Any breach of any provision of this agreement. 2.24 PERFORMANCE BOND. RESTORATION BOND AND INSURANCE Before commencing the Work, the Operator shall furnish to West Orange the following: a. A Performance and Payment Bond will be required at the time of the signing of the contract. It must be a one year Performance and Payment Bond, in the form acceptable to the West Orange Township Attorney, and in the amount equal to $500,000, duly executed by the successful Respondent (Operator), as principal and by a reputable surety company rated A+ or better by A. M. Best Company's Insurance Ratings licensed to do business under the laws of and in the State of New Jersey and satisfactory to the Township of West Orange. The Performance Bond must specifically provide that it will indemnify and pay all costs related to any actions caused by the Operator's use of the Facility. This specifically includes, but is not limited to, costs and expenses incurred by any adverse governmental regulatory action and costs and expenses potentially incurred to transport and dispose of the Township's Vegetative Waste at sites other than the Facility. If the Surety on the Bond furnished files bankruptcy or becomes insolvent or its right to do business is terminated, or it ceases to meet the requirements stated herein, the Operator shall within five (5) days thereafter substitute another Bond and Surety from a reputable surety company rated A+ or better by A.M. Best Company's Insurance Ratings licensed to do business in the State of New Jersey acceptable to the Township of West Orange. If a bidder fails to provide a performance bond for the first year of the contract, the Township may declare the bidder to be non-responsive. The Operator shall provide a one-year performance bond in the amount of $500,000 for each succeeding year of the contract. The performance bond for each succeeding year shall be delivered to the Township with proof of full payment of the premium 120 days prior to the expiration of

performance bond for each succeeding year shall be delivered to the Township with proof of full payment of the premium 120 days prior to the expiration of the current bond. Failure to deliver a performance bond for any year of the contract a minimum of 120 days prior to the termination of the current bond will constitute a breach of contract and shall entitle the Township to terminate the contract upon the expiration of the current bond. Notwithstanding termination pursuant to this section, the Operator is obligated to fully perform through the date of termination of the contract and the Operator shall be subject to damages in an amount equal to the costs associated with re-bidding the contract. 30

b. A Restoration Bond in the form acceptable to the West Orange Township Attorney, and in the amount equal to $50,000, duly executed by the successful Respondent (Operator), as principal and by a reputable surety company rated A+ or better by A. M. Best Company's Insurance Ratings licensed to do business under the laws of and in the State of New Jersey and satisfactory to the Township of West Orange. The Restoration Bond must specifically provide that it will indemnify and pay all costs related to any actions required to restore the property to its original condition as it existed prior to the receipt of any Class A, B or Class C material at the site at the beginning of the contract This specifically includes, but is not limited to, costs and expenses incurred by any adverse governmental regulatory action and costs and expenses potentially incurred to remediate transpo1t and dispose of the Township's Vegetative Waste at sites other than the Facility. If the Surety on the Bond furnished files bankruptcy or becomes insolvent or its right to do business is terminated, or it ceases to meet the requirements stated herein, the Operator shall within five (5) days thereafter substitute another Bond and Surety from a reputable surety company rated A+ or better by A.M. Best Company's Insurance Ratings licensed to do business in the State of New Jersey acceptable to the Township of West Orange. c. Worker's Compensation Insurance per state requirements. d. A comprehensive General Liability Policy with a combined single limit of $2,000,000 for bodily injury and property damage. The policy shall include coverage for "XCU" exposures and completed operations coverage. e. An Automobile Public Liability and Property Damage Policy with a combined single limit of $2,000,000 for bodily injury and property damage. f. All certificates of insurance shall stipulate that the insurance will not be changed or canceled without giving thirty (30) days prior written notice to the Township of West

certificates of insurance shall stipulate that the insurance will not be changed or canceled without giving thirty (30) days prior written notice to the Township of West Orange by registered mail. Any notice of termination shall constitute an immediate default and permit the Township to immediately terminate this agreement. g. Ce1tificates shall show the type, amount, class of operations covered, effective dates and expiration dates for all policies. All said policies shall remain in full force and effect during the term of this Agreement, and for any additional period of time as required and list West Orange as an additional insured. 31

Section 2: Proposal Documents