No preview available
HomeMy WebLinkAboutC18-308 Centennial Recycling LLCAGREEMENT FOR SERVICES BETWEEN EAGLE COUNTY, COLORADO AND CENTENNIAL RECYCLING LLC THIS AGREEMENT (“Agreement”) is effective as of ______________ by and between Centennial Recycling, LLC a Colorado limited liability company (hereinafter “Contractor”) and Eagle County, Colorado, a body corporate and politic (hereinafter “County”). RECITALS WHEREAS, County issued a request for proposals (RFP) seeking qualified service providers to broker and transport baled recycled material from the Eagle County Materials Recovery Facility (MRF) located at 605 Ute Creek Road, Wolcott, Colorado (the "Property") to the commodity mill or end-user; and WHEREAS, County selected Contractor's proposal as the most advantageous regarding price, quality of service, qualifications and capabilities to provide the required services; and WHEREAS, Contractor is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the Services as defined below in paragraph 1 hereof; and WHEREAS, this Agreement shall govern the relationship between Contractor and County in connection with the Services. AGREEMENT NOW, THEREFORE, in consideration of the foregoing and the following promises Contractor and County agree as follows: 1. Services or Work. Contractor agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the services or work described in this Agreement and in Contractor's proposal, attached here to as Exhibit A (“Services” or “Work”) and incorporated herein by reference. The Services shall be performed in accordance with the provisions and conditions of this Agreement. a. Contractor agrees to furnish the Services in a timely and expeditious manner consistent with the applicable standard of care. By signing below Contractor represents that it has the expertise and personnel necessary to properly and timely perform the Services. b. In the event of any conflict or inconsistency between the terms and conditions set forth in Exhibit A and the terms and conditions set forth in this Agreement, the terms and conditions set forth in this Agreement shall prevail. c. Contractor shall be responsible for providing recycled commodities brokerage services to the County pursuant to the terms of this Agreement. Contractor shall additionally be responsible for providing a truck(s) and/or trailer(s) suitable to haul the quantity of recycled commodities specified by the County on a mutually agreed to date and time from the MRF for delivery to the commodity mill or end user. When negotiating the sale of commodities, the Contractor shall endeavor to obtain the best available price, keeping in mind the best interests of the County. DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 10/23/2018 2 Eagle County Landfill General Services Final 5/14 d. The following are recycled commodities (“Commodities”) to be brokered and transported by Contractor: i. #1, #2, #3-#7 plastic containers ii. Tin/Steel Containers iii. Old Corrugated Cardboard (OCC) iv. Used Beverage Cans/Aluminum Cans (UBC) iv. Old News Print/Paper (ONP) e. Eagle County will provide the necessary equipment and staff to load Commodities on outbound trucks or trailers to full visible capacity and will attempt to achieve 44,000 pounds minimum shipping weight. The parties acknowledge that it may not be possible to achieve 44,000 pounds minimum shipping weight on every truck or trailer due to the weight of the truck or trailer. The County will therefore load trucks or trailers to full legal capacity (80,000 pounds), taking into account the weight of the truck or trailer and fuel weight. Trucks or trailers shall be loaded or caused to be loaded in accordance with the most current shipping guide provided by the Contractor. In the event County is unable to achieve 44,000 pounds minimum shipping weight on any truck or trailer for any reason, including, but not limited to, total truck weight is over the legal limit and/or driver will not accept 44,000 pounds onto the truck, the County will contact Contractor as soon as practicable and prior to truck leaving the MRF, to give Contractor an opportunity to maximize the weight on the particular truck or trailer. The trucks and trailers will be arranged for by Contractor and will arrive at the MRF during County’s normal operating hours. County understands that many events can cause delay of trucks and will give as much notice as possible as to when loads will be ready for transport. All commodities shall be weighed before leaving the MRF. Contractor will configure the trucks and trailers according to the type of material being shipped as follows: i. Cardboard – County will load cardboard onto a flatbed trailer (preferred) or into a van trailer arranged for by Contractor; loads must be fully tarped by Contractor or its subcontractor(s) prior to leaving the MRF. ii. Tin/Steel – County will load tin/steel onto a flatbed semi-trailer arranged for by Contractor; loads must be fully tarped by Contractor or its subcontractor(s) prior to leaving the MRF. iii. Plastic – County will load plastic into a van trailer arranged for by Contractor. iv. Aluminum – County will load aluminum into a van trailer arranged for by Contractor. v. Paper – County will load paper into a spot van trailer arranged for by Contractor. Contractor will be required to swap out the van trailer when full. The MRF staff will notify the Contractor when the spot trailer is expected to be full or if there is a request for a truck for another Commodity. f. During the term of the Agreement, Contractor shall be the exclusive provider of the Services with the exception of glass recycling and miscellaneous metals which shall be provided by a vendor other than the Contractor. g. Contractor will ensure that its Commodities transporter has all required permits and licenses in accordance with local, state, and federal regulations for the transportation of Commodities received from the MRF. Contractor shall also ensure that any transporter utilized meets all insurance requirements as required by Eagle County. Contractor will provide the County with proof of such insurance upon request in accordance with Section 7.b.ii below. DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 3 Eagle County Landfill General Services Final 5/14 h. Title to the Commodities provided by County is transferred to Contractor upon Contractor’s receipt of collection of such Commodities unless otherwise provided in this Agreement or by applicable law. Contractor will assume possession of the Commodities once the Commodities are loaded onto Contractor’s vehicles. Contractor will manage all materials received from the County MRF in accordance with all applicable local, state, and federal regulations for the transportation, storage and recycling of said Commodities. 2. County’s Representative. The Solid Waste & Recycling Department’s designee shall be Contractor’s contact with respect to this Agreement and performance of the Services. 3. Term of the Agreement. This Agreement shall commence upon the date first written above, and subject to the provisions of paragraph 11 hereof, shall continue in full force and effect through the 31st day of December, 2019. 4. Extension or Modification. This Agreement may be extended for up to three additional one year terms upon written agreement of the parties. Any amendments or modifications shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services in accordance with County’s internal policies. Accordingly, no course of conduct or dealings between the parties, nor verbal change orders, express or implied acceptance of alterations or additions to the Services, and no claim that County has been unjustly enriched by any additional services, whether or not there is in fact any such unjust enrichment, shall be the basis of any increase in the compensation payable hereunder. In the event that written authorization and acknowledgment by County for such additional services is not timely executed and issued in strict accordance with this Agreement, Contractor’s rights with respect to such additional services shall be deemed waived and such failure shall result in non-payment for such additional services or work performed. 5. Compensation. County shall have no obligation to pay any amount to Contractor for the Services hereunder but Contractor may retain the amounts set forth in Section 5.b. below. Contractor will notify the County of any adjustments and shall provide sufficient documentation and proof of reasons for adjustments. No adjustments to said amounts shall be made without sufficient documentation and proof from Contractor and any adjustment shall require County’s prior written consent and approval. In the event of a dispute concerning any adjustment to the amounts set forth in Section 5.b. below, Contractor shall pay to County the full amount due for the Services as if no adjustment was being claimed by Contractor and the matter may be referred to a mediator in Eagle County Colorado with each party to pay their own costs associated with participating in such mediation. a. Compensation to County shall be determined through Contractor’s payment and monthly activity reports, described in Section 5.c. below. Contractor’s activity reports shall reflect the sale of any Commodities collected from the County. Compensation to County shall be calculated based on the following formula: market price less 5.83%. Market pricing for fiber is defined as the average between low and high for the respective grade. Southwest price per ton reported in the first issue of the PPI Pulp and Paper Week (Price Watch) during that month less 5.83%. The final price paid to Eagle County will be rounded to the nearest cent. Example: June 2018’s OCC pricing was $75.00-$80.00/ton; therefore Eagle County receives $72.98/ton FOB Wolcott. Due to global trade issues, the plastic markets are currently very unstable and are constantly changing. Centennial will obtain pricing from at least three reputable plastic processors both domestic and export and sell to the highest price whenever the County has a load of plastic ready to ship. Eagle County will be paid the sell price less 5.83%. No market publications exist for metals that accurately reflect the local market. The County’s best interest is served in using domestic markets for aluminum and tin; therefore UBC market pricing will be based on posted pricing supplied by Constellium, the end user of aluminum. UBC market pricing is released any time the market changes and not on a set schedule. Tin market pricing will be based on pricing supplied by Conti Metals who represent several end users of tin. Tin market pricing is provided at the beginning of every month based on shipping a flatbed trailer out of DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 4 Eagle County Landfill General Services Final 5/14 Wolcott, Colorado. Contractor shall keep the best interest of the County in mind, based on market pricing, when selling Commodities pursuant to this Agreement. b. Contractor shall pay County by the 25th day of each month for Commodities collected from the County during the prior month. Simultaneously with payment, Contractor shall provide to County activity reports reflecting sales of Commodities during the prior month with a breakdown of weights and Commodity pricing calculations, including the market pricing for each Commodity. County may contact Contractor for a daily market price. Contractor shall pay County for Commodities collected by Contractor based on the weight established at the end user location purchasing the Commodities and using the formula described above in Section 5.b. c. County acknowledges that the value of the Commodities may be negative at times, but in no event shall County owe Contractor for any of the Services performed hereunder. Contractor agrees to maintain accurate business records, books, and account information relating to Commodities sold by Contractor under this Agreement. All such records, books, and information relating to Commodities sold by Contractor under this Agreement may be audited or inspected by County at reasonable times and upon reasonable notice. d. While the Parties agree that County shall have no obligation to pay Contractor for the Services hereunder, the parties acknowledge that County shall have no obligations under this Agreement, nor shall any payments be made to Contractor in respect of any period after December 31 of any year, without an appropriation therefor by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). 6. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the performance of any of the Services or additional services without County’s prior written consent, which may be withheld in County’s sole discretion. Notwithstanding the foregoing, the parties acknowledge that Contractor will hire third party carriers to haul Commodities from the County MRF. County shall have the right in its reasonable discretion to approve all personnel assigned to the subject Project during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the Project. Contractor shall require each subcontractor, as approved by County and to the extent of the Services to be performed by the subcontractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward County. County shall have the right (but not the obligation) to enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor shall be responsible for the acts and omissions of its agents, employees and subcontractors. 7. Insurance. Contractor agrees to provide and maintain at Contractor’s sole cost and expense, the following insurance coverage with limits of liability not less than those stated below: a. Types of Insurance. i. Workers’ Compensation insurance as required by law. ii. Contractor will require all of its subcontractors that haul recycling materials from the Eagle County MRF to maintain auto coverage with limits of liability not less than $1,000,000 each accident combined bodily injury and property damage liability insurance, including coverage for owned, hired, and non- owned vehicles. DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 5 Eagle County Landfill General Services Final 5/14 iii. Commercial General Liability coverage to include premises and operations, personal/advertising injury, products/completed operations, broad form property damage with limits of liability not less than $1,000,000 per occurrence and $1,000,000 aggregate limits. b. Other Requirements. i. Contractor's commercial general liability and all subcontractor automobile coverage shall be endorsed to include Eagle County, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers as additional insureds. Contractor's certificate of insurance consistent with the foregoing requirements is attached hereto as Exhibit B. Contractor shall provide certificates of insurance for any subcontractor providing services pursuant to this Agreement upon County's request. ii. Contractor’s certificates of insurance shall include subcontractors, if any as additional insureds under its policies or Contractor shall furnish to County separate certificates and endorsements for each subcontractor. iii. The insurance provisions of this Agreement shall survive expiration or termination hereof. iv. The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Agreement, the monetary limitations or rights, immunities and protections provided by the Colorado Governmental Immunity Act, as from time to time amended, or otherwise available to County, its affiliated entities, successors or assigns, its elected officials, employees, agents and volunteers. v. Contractor is not entitled to workers’ compensation benefits except as provided by the Contractor, nor to unemployment insurance benefits unless unemployment compensation coverage is provided by Contractor or some other entity. The Contractor is obligated to pay all federal and state income tax on any moneys paid pursuant to this Agreement. 8. Indemnification. The Contractor shall indemnify and hold harmless County, and any of its officers, agents and employees against any losses, claims, damages or liabilities for which County may become subject to insofar as any such losses, claims, damages or liabilities arise out of, directly or indirectly, this Agreement, or are based upon any performance or nonperformance by Contractor its employees, agents or any of its subcontractors hereunder; and Contractor shall reimburse County for reasonable attorney fees and costs, legal and other expenses incurred by County in connection with investigating or defending any such loss, claim, damage, liability or action. This indemnification shall not apply to claims by third parties against the County to the extent that County is liable to such third party for such claims without regard to the involvement of the Contractor. This paragraph shall survive expiration or termination hereof. 9. Ownership of Documents. All documents (including electronic files) and materials obtained during, purchased or prepared in the performance of the Services shall remain the property of the County and are to be delivered to County before final payment is made to Contractor or upon earlier termination of this Agreement. 10. Notice. Any notice required by this Agreement shall be deemed properly delivered when (i) personally delivered, or (ii) when mailed in the United States mail, first class postage prepaid, or (iii) when delivered by FedEx or other comparable courier service, charges prepaid, to the parties at their respective addresses listed below, or (iv) when sent via facsimile so long as the sending party can provide facsimile machine or other confirmation showing the date, time and receiving facsimile number for the transmission, or (v) when transmitted via e-mail with DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 6 Eagle County Landfill General Services Final 5/14 confirmation of receipt. Either party may change its address for purposes of this paragraph by giving five (5) days prior written notice of such change to the other party. COUNTY: Eagle County, Colorado Attention: Jesse Masten 815 Ute Creek Post Office Box 473 Wolcott, CO 81655 Telephone: 970-328-3472 Facsimile: 970-328-3466 E-Mail: jesse.masten@eaglecounty.us With a copy to: Eagle County Attorney 500 Broadway Post Office Box 850 Eagle, Co 81631 Telephone: 970-328-8685 Facsimile: 970-328-8699 E-Mail: atty@eaglecounty.us CONTRACTOR: Centennial Recycling LLC Attention: Jamie Gormley 2600 South Parker Road Suite 3-330 Aurora, CO 80013 Telephone: 303-381-8070 Facsimilie: 303-680-9333 E-Mail: jgormley@centennialrecycling.com 11. Termination. County may terminate this Agreement, in whole or in part, at any time and for any reason, with or without cause, and without penalty therefor with seven (7) calendar days’ prior written notice to the Contractor. Upon termination of this Agreement, Contractor shall immediately provide County with all documents as defined in paragraph 9 hereof, in such format as County shall direct and shall return all County owned materials and documents. County shall pay Contractor for Services satisfactorily performed to the date of termination. 12. Venue, Jurisdiction and Applicable Law. Any and all claims, disputes or controversies related to this Agreement, or breach thereof, shall be litigated in the District Court for Eagle County, Colorado, which shall be the sole and exclusive forum for such litigation. This Agreement shall be construed and interpreted under and shall be governed by the laws of the State of Colorado. 13. Execution by Counterparts; Electronic Signatures. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. The parties approve the use of electronic signatures for execution of this Agreement. Only the following two forms of electronic signatures shall be permitted to bind the parties to this Agreement: (i) Electronic or facsimile delivery of a fully executed copy of the signature page; (ii) the image of the signature of an authorized DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 7 Eagle County Landfill General Services Final 5/14 signer inserted onto PDF format documents. All documents must be properly notarized, if applicable. All use of electronic signatures shall be governed by the Uniform Electronic Transactions Act, C.R.S. 24-71.3-101 to 121. 14. Other Contract Requirements and Contractor Representations. a. Contractor has familiarized itself with the nature and extent of the Services to be provided hereunder and the Property, and with all local conditions, federal, state and local laws, ordinances, rules and regulations that in any manner affect cost, progress, or performance of the Services. b. Contractor will make, or cause to be made, examinations, investigations, and tests as he deems necessary for the performance of the Services. c. To the extent possible, Contractor has correlated the results of such observations, examinations, investigations, tests, reports, and data with the terms and conditions of this Agreement. d. To the extent possible, Contractor has given County written notice of all conflicts, errors, or discrepancies. e. Contractor shall be responsible for the completeness and accuracy of the Services and shall correct, at its sole expense, all significant errors and omissions in performance of the Services. The fact that the County has accepted or approved the Services shall not relieve Contractor of any of its responsibilities. Contractor shall perform the Services in a skillful, professional and competent manner and in accordance with the standard of care, skill and diligence applicable to contractors performing similar services. Contractor represents and warrants that it has the expertise and personnel necessary to properly perform the Services and shall comply with the highest standards of customer service to the public. Contractor shall provide appropriate supervision to its employees to ensure the Services are performed in accordance with this Agreement. This paragraph shall survive termination of this Agreement. f. Contractor agrees to work in an expeditious manner, within the sound exercise of its judgment and professional standards, in the performance of this Agreement. Time is of the essence with respect to this Agreement. g. This Agreement constitutes an agreement for performance of the Services by Contractor as an independent contractor and not as an employee of County. Nothing contained in this Agreement shall be deemed to create a relationship of employer-employee, master-servant, partnership, joint venture or any other relationship between County and Contractor except that of independent contractor. Contractor shall have no authority to bind County. h. Contractor represents and warrants that at all times in the performance of the Services, Contractor shall comply with any and all applicable laws, codes, rules and regulations. i. This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all other agreements or understanding between the parties with respect thereto. j. Contractor shall not assign any portion of this Agreement without the prior written consent of the County. Any attempt to assign this Agreement without such consent shall be void. DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 8 Eagle County Landfill General Services Final 5/14 k. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted assigns and successors in interest. Enforcement of this Agreement and all rights and obligations hereunder are reserved solely for the parties, and not to any third party. l. No failure or delay by either party in the exercise of any right hereunder shall constitute a waiver thereof. No waiver of any breach shall be deemed a waiver of any preceding or succeeding breach. m. The invalidity, illegality or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. n. The signatories to this Agreement aver to their knowledge no employee of the County has any personal or beneficial interest whatsoever in the Services or Property described in this Agreement. The Contractor has no beneficial interest, direct or indirect, that would conflict in any manner or degree with the performance of the Services and Contractor shall not employ any person having such known interests. o. The Contractor, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (i) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (ii) to the extent applicable shall comply with C.R.S. 24-76.5-103 prior to the effective date of this Agreement. 15. Prohibitions on Government Contracts. As used in this Section 15, the term undocumented individual will refer to those individuals from foreign countries not legally within the United States as set forth in C.R.S. 8-17.5-101, et. seq. If Contractor has any employees or subcontractors, Contractor shall comply with C.R.S. 8-17.5-101, et. seq., and this Agreement. By execution of this Agreement, Contractor certifies that it does not knowingly employ or contract with an undocumented individual who will perform under this Agreement and that Contractor will participate in the E-verify Program or other Department of Labor and Employment program (“Department Program”) in order to confirm the eligibility of all employees who are newly hired for employment to perform Services under this Agreement. a. Contractor shall not: i. Knowingly employ or contract with an undocumented individual to perform Services under this Agreement; or ii. Enter into a subcontract that fails to certify to Contractor that the subcontractor shall not knowingly employ or contract with an undocumented individual to perform work under the public contract for services. b. Contractor has confirmed the employment eligibility of all employees who are newly hired for employment to perform Services under this Agreement through participation in the E-Verify Program or Department Program, as administered by the United States Department of Homeland Security. Information on applying for the E-verify program can be found at: https://www.uscis.gov/e-verify c. Contractor shall not use either the E-verify program or other Department Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed. DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 9 Eagle County Landfill General Services Final 5/14 d. If Contractor obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an undocumented individual, Contractor shall be required to: i. Notify the subcontractor and County within three (3) days that Contractor has actual knowledge that the subcontractor is employing or contracting with an undocumented individual; and ii. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to subparagraph (i) of the paragraph (d) the subcontractor does not stop employing or contracting with the undocumented individual; except that Contractor shall not terminate the contract with the subcontractor if during such three (3) days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an undocumented individual. e. Contractor shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority established in C.R.S. 8-17.5-102(5). f. If Contractor violates these prohibitions, County may terminate the Agreement for breach of contract. If the Agreement is so terminated specifically for breach of this provision of this Agreement, Contractor shall be liable for actual and consequential damages to County as required by law. g. County will notify the Colorado Secretary of State if Contractor violates this provision of this Agreement and County terminates the Agreement for such breach. /////REMAINDER OF PAGE INTENTIONALLY BLANK///// DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 10 Eagle County Landfill General Services Final 5/14 IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first set forth above. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS By: ______________________________ Kathy Chandler-Henry, Chair Attest: By: _________________________________ Regina O’Brien, Clerk to the Board CONTRACTOR: By:________________________________ Print Name: _________________________ Title: ______________________________ DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D Jamie Gormley Business Development Manager 11 Eagle County Landfill General Services Final 5/14 EXHIBIT A SCOPE OF SERVICES, SCHEDULE, FEES DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D July 31, 2018 Jesse Masten Eagle County Solid Waste & Recycling 815 Ute Creek Road P.O. Box 473 Eagle, CO 81655 From 2010-2012 and 2015-2018 Centennial Recycling has provided brokerage services to Eagle County for recyclable materials. Over this time Centennial Recycling successfully shipped 14,642.94 tons of material, paid out on time $2,460,178.08 and developed a very successful partnership. Centennial Recycling is interested in continuing our long term recycling relationship with Eagle County. As we have shown in the past, we have the resources, markets and relationships in place to successfully market all materials produced at the Eagle County Material Recovery Facility. Company Profile Centennial Recycling, LLC is a brokerage company whose personnel represent over 200 years of experience in the recycled commodity markets. Centennial Recycling specializes in the marketing of recycled paper and post-consumer plastics and metals. We manage long term purchasing and sales partnerships throughout 20 states across the country, selling recyclable commodities mill direct into both domestic and export markets. Centennial Recycling has been in business for over 16 years and has a reputation for integrity, long term business relationships, prompt payment, and excellent customer service. Centennial Recycling is made up of ten employees, each with their own expertise within the business and industry. Our employees include four former mill buyers and MRF managers. This experience allows us to assist our customers with challenges in MRF operations and also provides market options unavailable to less experienced companies in the industry. Our employees are cross trained and work together as a team so each person knows the specific needs of each account. This means that Eagle County can call Centennial Recycling with any questions or needs and always talk to a person on the phone that has knowledge of their account and can respond to the issue. Payments from Centennial Recycling are made by the 25th of the month following shipment (for example loads that ship in July will be paid no later than the 25th of August). We have been reliable with this payment schedule for Eagle County for 5 years and will continue in the future. 2600 S. Parker Road Suite 3-330 Aurora, CO 80013 (720) 272-1667 DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D Transportation Our experience shipping on the I-70 mountain corridor distinguishes us from our competition. Shipping from many different mountain towns and remote locations throughout Colorado, Centennial Recycling specializes in moving material from suppliers that would create challenges logistically for other shippers. To maximize income, Centennial Recycling will send full truckloads (44,000 pounds) of baled material directly to the mills. Mill direct shipments allow for mill direct pricing without handling fees associated with plants, labor and overhead. Since Centennial ships large volumes of material daily, we have developed strong relationships with large trucking brokers and trucking fleets throughout the United States. This ensures consistent movement of material at competitive prices. The savings of these competitive prices will be passed on to Eagle County. In addition to efficient transportation services, Centennial Recycling will provide a spotted trailer for ONP storage. Markets With multiple markets for each commodity processed by Eagle County, Centennial Recycling ensures consistent movement of materials at competitive market prices. Our past experience with Eagle County provides knowledge of what is in their best interest; Centennial Recycling will continue to search for new markets and processes to improve the recycling program whenever possible. Centennial Recycling always communicates effectively with Eagle County to keep management informed about changes taking place in the recycling industry. In the spring of 2017 Centennial Recycling learned of upcoming changes in regulations and enforcement of export material going to China. Upon receiving this news from partners in the Industry Centennial started exploring domestic markets for all the material that would be affected by these changes and educating Eagle County on the potential changes coming to the industry. As a result, by the time the export ban occurred in January 2018 all material generated in Eagle County was qualified and shipping to domestic markets. Another example of Centennial Recycling working in the best interest of the county is UBC marketing. When Eagle County is close to a full load of aluminum, Centennial Recycling sends frequent updates with current pricing and information so Eagle County can decide the best time to “lock in” the fluctuating price. This ensures the most competitive pricing on a volatile market commodity. Centennial Recycling is the exclusive provider for Newsprint to specific end markets in the Rocky Mountain west. These relationships provide regional outlets for commodities that many companies cannot offer. These markets benefit Eagle County by cutting down on transportation costs, which in turn makes for more competitive pricing and consistent movement. Maintaining several market options allows Centennial Recycling to provide consistent movement to our many domestic or export outlets. If one of these markets were to decline, Eagle County would be assured an alternative option for shipment through Centennial Recycling. Centennial Recycling will continue our commitment to expand end user opportunities and pursue industry knowledge that will benefit Eagle County. DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D Compensation Compensation to the County will be based on the following formula: market price less 5.83%. Market pricing for fiber is defined as the average between high and low for the respective grade. Southwest price per ton reported in the first issue of the PPI Pulp and Paper Week (Price Watch) during that month less 5.83%. The final price paid to Eagle County will be rounded to the nearest cent. Example: June 2018’s OCC pricing is $75-$80/ton; therefore Eagle County receives $72.98/ton FOB Wolcott. Due to global trade issues, the plastic markets are currently very unstable and are constantly changing. Domestic markets are being affected by decisions in Asia with new challenges arising daily. To stay competitive during these market changes Centennial will obtain pricing from at least three reputable plastic processors both domestic and export and sell to the highest price whenever the County has a load of plastic ready to ship. Eagle County will be paid the sell price less 5.83%. No market publications exist for metals that accurately reflect the local market. The County’s best interest is served in using domestic markets for aluminum and tin; therefore UBC market pricing will be based on posted pricing supplied by Constellium, the end user of aluminum. UBC market pricing is released any time the market changes and not on a set schedule. Tin market pricing will be based on pricing supplied by Conti Metals who represent several end users of tin. Tin market pricing is provided at the beginning of every month based on shipping a flatbed trailer out of Wolcott, Colorado. Contractor shall keep the best interest of the County in mind, based on market pricing, when selling Commodities pursuant to this Agreement. References Envirocycle – James Ruder – 303-434-7753 Waste-Not Recycling – John Newman – 970-669-9912 Nebraskaland Recycling – Lance Brown – 402-210-3642 For over five years Centennial Recycling has successfully marketed recyclable commodities for the Eagle County MRF. We look forward to a continued partnership with Eagle County and continuing to grow your recycling program to its fullest potential. Sincerely, Jamie Gormley Business Development Manager (970) 381-8070 jgormley@centennialrecycling.com DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D 12 Eagle County Landfill General Services Final 5/14 EXHIBIT B INSURANCE CERTIFICATE DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D The ACORD name and logo are registered marks of ACORD CERTIFICATE HOLDER © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) AUTHORIZED REPRESENTATIVE CANCELLATION DATE (MM/DD/YYYY)CERTIFICATE OF LIABILITY INSURANCE LOCJECTPRO-POLICY GEN'L AGGREGATE LIMIT APPLIES PER: OCCURCLAIMS-MADE COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence)$DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $RETENTIONDED CLAIMS-MADE OCCUR $ AGGREGATE $ EACH OCCURRENCE $ UMBRELLA LIAB EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSRLTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)LIMITS PERSTATUTE OTH-ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNEDAUTOSAUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSD ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) OTHER: THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: INSURED PHONE(A/C, No, Ext): PRODUCER ADDRESS:E-MAIL FAX(A/C, No): CONTACTNAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 2/5/2018 Colorado Insurance Professionals,Inc. 13693 E Iliff Ave,Suite 115 Aurora CO 80014 Robin Muckey 303-755-8600 303-751-9195 robinm@colorado-insurance.com Travelers Property Casualty Co 19070 CENTE-6 Markel General AgencyCentennialRecycling,LLC 2600 S Parker Rd,Suite 3-330 Aurora CO 80014 590747524 B X 1,000,000 X 100,000 5,000 1,000,000 1,000,000 X Y 3AA155966 12/14/2017 12/14/2018 INCLUDED A UB0K894147 2/3/2018 2/3/2019 X 100,000 100,000 500,000 Eagle County,its associated or affiliated entities,its successors and assigns,elected officials,employees,agents and volunteers are Additional Insured under the commercial general liability policy of insurance. Eagle County MRF PO Box 453 Wolcott CO 81655 DocuSign Envelope ID: EB51EB32-60E2-4B8E-B30A-6990ED1DBD6D