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HomeMy WebLinkAbout25-0218 El Patio Shared Trash Collection"fi..ELGIN Shared Trash THE CITY IN THE SUBURBS This Shared Trash Co made and entered into on this of Elgin (hereinafter the "City") and: llection Service License Agreement (herejnafter the Teh d^v or l8- ,20__,ll bv and "Agreement")ls between the CitY Business Name: Business Address: Type ofBusiness: E o I ood and./or Beverage (Rate $100 per Mon th) D Retail/ServiceA.Ion-Food (Rate $50 per Month) E OIfice Only (Rate $25 Per Month) Contact Person (for notices and billing): Contact Address:S Contact City, S Contact Phone: |@:re, Zip: Contact Email (Same As for Monthly Billing): Emergency Contact Person:o Emergency Contact Phone: L a a \..o^ Z- (each item provided above hereinafter referred to as such (e'g' the "Business Name" or.the iContact Peison") and collectively hereinafter referred to as the "Licensee")' This Agreement shall not be executed unless the Liceniee provides information on each of the above lines and checks one ofthe boxes by Type ofBusiness. Recitals WHEREAS, the City is the owner of certain real property commonly referred to as 20-26 S. Grove Avenue (hereinafter referred to as the "City Property"); and WHEREAS, the City has constructed a dumpster enclosure on the City Property (hereinafter referred to as the "Dumpster Enclosure"); and WHEREAS, the City has arranged for a trash collection company (hereinafter referred to as the "service Provider") to provide trash and/or recycling dumpsters (collectively hereinafter referred to as the "Dumpsters") and for a used cooking oil recycling company (hereinafter referred I to as the "Cooking Oil Recycling Company") to provide a waste cooking oit recycling container (hereinafier relerred to as the "Waste Cooking Oil Container") within the Dumpsrer En;losure and to make those Dumpsters and Waste Cooking Oil Container available for shared use by businesses that operate along Riverside Drive lbr a monthly fbe: and WHEREAS, the Licensee desires and agrees to use the Dumpsters and/or Waste Cooking Oil Container within the Dumpster Enclosure on the City property in accordance with the rates. terms. and conditions within this Agreement. NOW. THEREFORE, fbr and in consideration of the mutual covenants, and obligations contained herein and other good and valuable consideration received b1, each party. the sufliciencl, olwhich is hereby acknowledged. the parties agree as follows: l. Incorporotion o.f Recitals. The foregoing recitals are hereby incorporated into this Agreement in their entiretl. 2. Grant of'License. The City hereby grants to Licensee a temporary and non-exclusive personal privilege and permission to enter upon the City propertl, lor the purposes ofusing the Dumpsters within the Dumpster Enclosure. subject. however. to the terms. conditions. and limitations of this Agreement. The City also hereby grants to Licensee, in so long as the Licensee's Type of Business is Food and/or Beverage. a temporary and non-exclusive personal privilege and permission to enter upon the City property for the purposes ofusing the Waste Cooking Oil Container u,ithin the Dumpster Enclosure, subject, however. to the lerms. conditions. and limitations of this Agreement. 3. Rutes. Billing. Late Fecs. and Other Considerolions. The consideration to be paid by Licensee every month to the City for the privilege granted by this Agreement is dependent upon the Type ofBusiness ofthe Licensee as fbllows: a. A Food and/or Beverage business shall pay $ I 00 per month: b. A Retail/ServiceA,Jon-Food business shall pay $50 per month; and c. An Office Only business shall pay $25 per month. Licensee agrees to provide valid credit card, digital wallet, or online payment service infbrmation at the time of entering into this Agreement on a form and/or through a web- based sen ice prol'ided by the City. By providing and/or entering such information on said form and/or through said web-based service. the Licensee authorizes the City to charge the credit card. digital wallet, or online payment service provided by the Licensee (hereinatier rel'erred to as the "Payment Sen,ice") for all fees associated *'ith the shared trash collection services rendered under this Agreement. The Licensee acknowledges and agrees to subsequent. reoccurring. and automatic monthly charges to their Payment Service for the amounts specified in this Agreement without lurther authorization from the Licensee until and unless the Licensee cancels the shared trash collection services in accordance with the termination provisions ol this Agreement. Said charges will occur on or about the same calendar dal of the month as the calendar day on which the monthly amount was tirst charged to the Payment Service. The Licensee agrees to keep their Payment Service 2 4 inlbrmation current and accurate. If the Licensee's Payment Service expires, is replaced, or is otherwise invalid. the Licensee must update their Payment Service details promptly to avoid interruption ol shared trash collection services. If a payment is declined or fails. the City resenes the right to suspend access to the shared trash colleclion services until the outstanding balance is paid in f'ull. The Licensee will be notified of any tailed paymenr attempts. By entering into this Agreement. the Licensee agrees to receive electronic communications. including billing notifications and payment confirmations, at the Contact Email provided above. If the Licensee disputes any charge. they must notifo the City in writing within thirty (30) days of the charge. Failure to do so will result in the waiver of any claims related to the disputed charge. Payments not received within tlfieen (15) days of the date paymenl was due shall be deemed late. and the City reserves the right to add a $25 late l'ee. Payments more than thirty (30) days past due may be assessed a second $25 late f'ee. If Licensee fails to pay a monthly bill and any late f'ees after rhirty (30) days. the City may terminate this Agreement in accordance with the lerms of this Agreement. Upon a second occurrence ofa payment deemed late within any twelve ( l2) month period, the Cilv may terminate this Agreement in accordance with the terms of this Agreement. The above monthly rates and late fees are subject to change at the sole discretion of the City. The City shall provide at least ninety (90) days advance notice to the Licensee ofa change to the monthll'rate and/or late fee except where the Cit1,finds that the Licensee is operating in a manner better described by a different Type ofBusiness. Upon such tindings, the City reserves the right to immediately change the Type of Business and the nronthly charge. The City shall send a written communication ofthis change to the Type ofBusiness to the Contact Person ofthe Licensee. care of the Contact Address. City. State. and Zip. within seven (7) days ofthe change to the Type ofBusiness. Term of Agreenrent. This Agreement is fbr a three-month period that shall automaticall], renew on a month-to-month basis after this initial period absent notice ol termination by either party in accordance with the terms of this Agreement. Terminalion and Penulties. This Agreement and the License herein granted to Licensee may be terminated by either party lor any reason or no reason upon giving thifiy (30) days u,ritten notice to the other party. In addition. this Agreement may be terminated by the City upon five (5) days written notice to Licensee ofa breach ofany term or condition of this Agreement. Failure to make payment(s) within the timef-rames required by Section 3 of this Agreement shall be considered a breach of this Agreement. a. Recording of Notice o/'Termin lrior?. Upon termination of this Agreement the Citl may cause to be recorded with the County Recorder of Kane County, Illinois. a written Notice of Termination. b. No C'onrpensatio,t to Licensee. Inthe event of termination of this Agreement. Licensee shall not be entitled to receive a refund ofany portion ofthe consideration paid fbr this 5 t 6 Agreement, nor shall Licensee be entitled to any compensation or reimbursement for any license fees. costs, or expenses incurred or in any way arising from this Agreement or relating to any construction. installalion. maintenance. and/or placement of structures or other impedimenls at the Business Address that may prevent the Licensee from providing trash, recycling, and/or waste cooking oil collection services at the Business Address. nor any monetary damages ofany kind whatsoever. c. Penalty.for Licensee Termination During lnitial Term ofAgreemenl.ln lhe event of termination of this Agreement by the Licensee for any reason during the initial three- (3-) month period of this Agreement. the Licensee shall pay to the City three (3) times the monthly rate of service for the associated Type of Business, regardless of any amounts paid by the Licensee to the City to that point. Serlice.r Prot'idetl b1'the Ci1,. The City agrees to provide the Licensee with access to the Dumpsters and Waste Cooking Oil Container within the Dumpster Enclosure, 24-hours a day. 7 days a week, except when it is necessary for the Dumpsters and/or Waste Cooking Oil Container to be serviced or when the City has otherwise posted notice of an intemrption in service on the Dumpster Enclosure. The City agrees to schedule the regular collection services fbr the Dumpsters and Waste Cooking Oil Container in a manner that allows the Licensee to reasonably avail themselves of Dumpsters and Waste Cooking Oil Container. The City reserves the right to schedule collection services at its complete discretion. The City reserves the right to provide altemative collection services to the Licensee in the event of unforeseen circumstances that prevent the long-term use of the Dumpsters. Waste Cooking Oil Container, or Dumpsler Enclosure. In such instances, the City will make reasonable efforts to provide altemative collection services as soon as is reasonably practical. Cooperation by Lic'ensee. The Licensee acknowledges that it will be sharing Dumpsters and a Waste Cooking Oil Container with other nearby businesses and agrees to cooperate with the City and the other businesses to implement the services granted under this Agreement in accordance with the spirt and intent of the Agreement and with the Agreement requirements. The Licensee agrees to work cooperatively with the City to resolve any conflicts with other businesses that are using the Dumpster, Waste Cooking Oil Container, Dumpster Enclosure, and/or City Property in a similar manner. The Licensee shall not take any measures that would prevent another business that has entered into a Shared Trash Collection Service License Agreement with the City from taking advantage of the benefits ofthat agreement. Operatiorul Requiremenls o/ the Licensee. a. Licensee is responsible fbr transporting their trash, recycling materials. and/or waste cooking oil to the Dumpster Enclosure. b. Licensee is only authorized to use the Dumpsters and/or Wasle Cooking Oil Container for the disposal oftrash, recycling materials, and/or waste cooking oil that is generated by their Business. Using the Dumpsters. Waste Cooking Oil Container, Dumpster Enclosure. or City Property to dispose of personal or residential trash, recycling materials, or waste cooking oil is prohibited. 7 8 4 c d e Licensee shall not grant access to. or the use ol. the Dumpsters. Waste Cooking Oil Container, or Dumpster Enclosure to any person not associated with the Business or to any other business. corporation. organization. not-1br-profit. govemmental or educational institution, or other entity. Licensee shall ensure all trash, recycling material. and/or waste cooking oil is placed in the proper Dumpster or Waste Cooking Oi[ Container within the Dumpster Enclosure. Trash shall be securely bagged to prevent spills and odors. Loose trash shall not be placed in the Dumpsters. Recycling material shall not be bagged, rather it shall be placed loosely in the appropriately labeled Dumpster. Licensee shall not overflow Dumpsters or the Waste Cooking Oil Container. Licensee shall ensure that lids on Dunrpsters and/or the Waste Cooking Oil Container are closed completely after each use. Trash, recycling material, and/or waste cooking oil shall not be placed beside a Dumpster and/or the Waste Cooking Oil Container if they are tull. Trash, recycling material, and/or waste cooking oil shall not be placed along, outside. or in lront ofthe Dumpster Enclosure for any reason. Licensee may call 3l I to report a full Dumpster(s) and/or Waste Cooking Oil Container. Licensee shall comply vvith all guidelines and regulations regarding the disposal of trash and recycling material posted on the Dumpsters by the Service Provider, including but not limited to: i. No hazardous or sharp materials, such as automobile parts or tires, chemicals. cleaners. paint. oil or oil-based products. batteries of any kind. medical waste. or eleclronics. ii. No targe items like fumiture. appliances. or construction debris. iii. No liquid waste. or new or used oil or grease fiom any source. Licensee, provided that the Licensee's Type of Business is Food and/or Beverage. is authorized to dispose *'aste cooking oil *'ithin the shared Waste Cooking Oil Container, further provided that said Licensee shall comply with all guidelines and regulations regarding the disposal of waste cooking oil posted on the Waste Cooking Oil Container by the Cooking Oil Recycling Company. Waste cooking oil collection and removal services are provided by'the City at no additional cost to said Licensee. Licensee shall not climb on Dumpsters. the Waste Cooking Oil Container, or the Dumpster Enclosure. Licensee shall not renrove Dumpsters or the Waste Cooking Oil Container from the Dumpster Enclosure. Licensee shall ensure that the gates to the Dumpster Enclosure are closed and locked atier each use and belbre leaving City Property. Licensee is responsible fbr any damage that the Licensee causes directly or indirectly to the Dumpsters. Waste Cooking Oil Conlainer. Dumpster Enclosure, or City Property. The City reserves the right to charge Licensee fbr the cost of repairing or otheru'ise abating any such damage caused directly or indirectly by the Licensee. f. g h J k 5 9 l. Licensee is responsible for ensuring that no trash. recycling materials. and/or n'aste cooking oil are dropped or spilled while in route to the Dumpsters' Waste Cooking Oil Container. Dumpster Enclosure. and City Property. Licensee shall take immediate action to collect and dispose ofany such drops and clean any such spills. regardless ol where they may occur. The City reserves the right to charge Licensee for the cost of picking up trash. recycling materials. or waste cooking oil dropped by. or cleaning spills caused directly or indirectly by, the Licensee. m. Licensee shall immediatell' report to the Ci5' via 3l I any damage to. misuse of. or maintenance issues with the Dumpsters. Waste Cooking Oil Container, Dumpster Enclosure. or City Property. n. Licensee shall comply with all city. state, and f'ederal rules and regulations regarding trash. recycling. and waste cooking oil disposal. o. The City reserves the right to impose such other operational requirements as it deems necessary with respect to the use of the Dumpsters. Waste Cooking Oil Container. Dumpster Enclosure, or City Property. in the City's sole discretion. Failure to comply with the operational requirements set fbrth herein shall constitute a breach of this Agreement and be grounds lbr termination of the Agreement. No Interesl in Lantl. Licensee understands. acknowledges and agrees that this Agreement does not create an interest or eslate in Licensee's favor in the Dumpsters. Waste Cooking Oil Container, Dumpster Enclosure, or City Property. The City retains legal possession of the full boundaries ofthe Cit)' Property and this Agreemenl merely grants to Licensee the personal privilege to use the Dumpsters. Waste Cooking Oil Container, and/or Dumpster Enclosure throughout the term ofthis Agreement. No Vested Rr'ghl. Notwithstanding any expenditure of money, time. and/or labor by Licensee in relation to the usage of the Dumpsters or Waste Cooking Oil Container. this Agreement shall in no event be construed to create an assignment coupled with an interesl or any vested rights in tavor of Licensee. Licensee shall expend any time. money. or labor in relation to using the Dumpslers or Waste Cooking Oil Container at Licensee's o*n risk and peril. Non-Trun.sJbrohili0' (t License. The License granted to Licensee b1'this Agreement is a mere personal privilege granted by the City to Licensee and is neither transferable nor assignable by Licensee u'ithout the City's prior nritten consent. ll,luintenunce. The City shall be the sole judge of the quality of the construction and maintenance ol the Dumpsters. Waste Cooking Oil Container. and Dumpster Enclosure. Licensee shall provide written notice to the City regarding concerns about maintenance of the Dumpsters. Waste Cooking Oil Container. and Dumpster Enclosure. ('ontpliunce u it h lzrv,. Licensee shall adhere toand comply with allordinances, laws. rules and regulations that ma)' pertain to or apply 10 the Dumpsters. Waste Cooking Oil Container. and Dumpster Enclosure and the Licensee's use thereof'. Licensee agrees and warrants that it has procured or shall procure any licenses. permits, or like permission required b1, law. if an1'. to conduct or engage in its business and the associated use ofthe Dumpsters, Waste Cooking Oil Container, and Dumpster Enclosure described herein. that 10. ll. 12. 6 13. 14. 15. 16. Licensee will procure all additional licenses, permits, or like permission hereinafter required by law during the term ofthis Agreement. and that Licensee will keep the same in full tbrce and effect during the term of this Agreement at its own cost and expense. Licensee shall perfbrm under this Agreement in accordance with all applicable legal requirements. Release ontl Holtl Harmless. Licensee does hereby and shall to the fullest extent permitted by law waive, release, and hold harmless the City, its oflicials. officers, employees. agents, volunteers. and assigns. and all other related persons or entities. fiom and against any and all claims. suits, judgments. costs, attomey's t'ees, damages, or other liability or reliel whatsoever. arising out of or related to any loss. damage or injury. including death. that may be sustained by the Licensee and/or any property of the Licensee and/or Licensee's officers. agents, employees. dependents. executors, administrators. successors, and assigns. and/or all other related persons or entities, in any way resulting fiom or arising out olthis Agreement and/or Licensee's use of the Dumpsters. Waste Cooking Oil Container. Dumpster Enclosure. or City Propert-v under this Agreement. The provisions of this paragraph shall survive any termination and/or expiration ofthis Agreement. Breach arul Lintitulion on Dumages. If either party violates or breaches any term of this Agreement. such violation or breach shall be deemed to constitute a detault. and the other party shall have the right to seek such administrative. contractual, or legal remedies as may be suitable for such violation or breach: provided. however. that in no event shall the City be liable to Licensee lbr monetary damages ol any kind relating to or arising from any breach of this Agreement. and that no action ofany kind shall be commenced by Licensee against the City tbr monetary damages. In the event any legal action is brought by the Citl tbr the enfbrcement of any of the obligations of Licensee related to or arising from this Agreement and the City is the prevailing parff in such action. the Ci$ shall be entitled to recover from Licensee reasonable interest and attomey's fees. Nolice.r. The City shall use the Contact Person and the associated Contact Address, City, State. and Zip tbr notices to the Licensee required or permitted under this Agreement. The Licensee shall use the contact intbrmation below for the City for notices 1o the City required or permitted under this Agreement. AII such notices shall be in writing and shall be sufficient if personally delivered or mailed by certified mail. retum receipl requested' addressed as follows: To the City: City Director ol Community Development City of Elgin 150 Dexler Court Elgin. IL 60120-5555 With a copy to: Corporation Counsel Cit1, of Elgin I 50 Dexter Court Elgin. IL 60120-5555 7 Notices mailed in accordance u'ith the provisions of this paragraph shall be deemed to have been given on the third business day lbllowing mailing. Notices personally delivered shall be deemed to have been given upon delivery. 17 . No Joint l'anhtre or Purtncrship. This Agreement shall not be construed so as to create a joint venture, partnership. employment. or other agency relationship between the parties hereto. 18. No Personul Liubili0,. 11q official. director. officer. agent or employee of the City shall be charged personally or held contractually liable under any terrn or provision of this Agreement. or because of their execution. approval or attempted execution of this Agreement. 19. .loint arul Colleclive hrk Product This Agreement is and shall be deemed and conslrued to be a joint and collective n'ork product of the City and Licensee. and as such. this Agreemenl shall not be construed against any other parry as the otherwise purported drafter of the same by any court of competent jurisdiction in order to resolve any inconsistency. ambiguiry, vagueness or conflict. ifany. in the terms or provisions contained herein. 20. Severabilily. The terms of this Agreement shall be severable. In the event any ofthe terms or provisions ofthis Agreement are deemed to be void or otheruise unenfbrceable. lbr any reason. the remainder of this Agreement shall remain in full lbrce and eff'ect. 21. Gowrning Lau,. This Agreement shall be subject to and govemed by the laws of the State of Illinois. Venue for the resolution ol any disputes or for the enforcement ol any rights arising out of or in connection with this Agreement shall be in the Circuit Court fbr the Sixteenth .ludicial Circuit. Kane County. Illinois. 22. References in Ag'eenrenl. All ref'erences in this Agreement to the singular shall include the plural where applicable, and all reference to the masculine shall include the feminine and vice versa. If either ref'erence shall be declared invalid. such decision shall not affect the validity of any remaining portion that shall remain in lull fbrce and efl'ect. 23. Multiple Counlerporls. This Agreement may be executed in multiple counterpafis. each of which shall be deemed an original. but all of which together shall constitute one and the same instrument. 24. Parugraph Heatlirgs. Paragraph headings are inserted for convenience only and in no way limit or deflne the interpretation to be placed upon this Agreement. 25. Bintling Ag'eentent on P(lrlies. This Agreement shall be binding on the parties herelo and their respective successors and permitted assigns. 26. Assignmenl. This Agreement and the obligations herein may not be assigned without the express *ritten consent ofeach ofthe parties hereto. The License granted herein is personal to Licensee. Any attempt to assign this License will automatically terminate the license privileges granted to Licensee hereunder. 27. Entirc Agreement. This Agreement and its exhibits constitute the entire agreement and understanding between the parties and supersedes any prior agreement or understanding relating to the subject matter olthis Agreement. 8 28 29. ModiJication. This Agreement may be changed, modified or amended only by a duly- authorized written instrument executed by the parties hereto. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly-authorized and executed amendment hereof. Execution. This agreement may be executed in counterparts, each of which shall be an original and all of which shall constitute one and the same agreement. For the purposes of executing this agreement, any signed copy of this agreement transmitted by fax machine or e-mail shall be treated in all manners and respects as an original document. The signature of any party on a copy of this Agreement transmitted by fax machine or e-mail shall be considered for these purposes as an original signature and shall have the same legal effect as an original signature. Any such faxed or e-mailed copy of this agreement shall be considered to have the same binding legal effect as an original document. At the request ofeither party any fax or e-mail copy of this Agreement shall be re-executed by the parties in an original form. No party to this Agreement shall raise the use of fax machine or e-mail as a defense to this Agreement and shall forever waive such defense. SIGNATURE PAGE TO FOLLOW 9 IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed by its duly authorized representative as of the day and year fust above written. CITYO By: Richard G. Kozal, City Manager ATT d Kimberly Dewis,Clerk LICENSEE Business Name (Same as Page l): tElQa\o Signature Printed Name:Er ic A.ov'r.-\z_ Its: 6 LJ*,t ^p^n ATTEST: Printed Name:4 l0