R-21-03
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COMMERCIAL SOLID WASTE SERVICES FRANCHISE AGREEMENT
BETWEEN
VILLAGE OF DEERFIELD
AND
LAKESHORE RECYCLING SYSTEMS
DATED: JANUARY 19, 2021
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TABLE OF CONTENTS
Page
PREAMBLE 1
ARTICLE I DEFINITIONS
Section 1.1 Definitions 1
Section 1.2 Rules of Construction 3
ARTICLE II SCOPE OF SERVICES
Section 2.1 Commercial Services 3
Section 2.2 Private Services 3
Section 2.3 Revenue Collection 3
Section 2.4 Excluded Services 3
Section 2.5 Exempted Services 4
Section 2.6 Modification of Required Services 4
ARTICLE III TERM OF SOLID WASTE & RECYCLING SERVICES AGREEMENT
Section 3.1 Term of Agreement 4
Section 3.2 Assignment 5
ARTICLE IV SOLID WASTE COLLECTION AND DISPOSAL
Section 4.1 Commercial Service 5
Section 4.2 Private Service 5
Section 4.3 Schedule and Location of Collection 5
Section 4.4 Disposal 6
Section 4.5 Solid Waste Collection Data 7
ARTICLE V COMPENSATION
Section 5.1 Commercial Service 7
ARTICLE VI REVENUE COLLECTION
Section 6.1 Billing of Accounts 8
Section 6.2 Commercial Service 8
Section 6.3 Private Service 9
ARTICLE VII TITLE TO COMMERCIAL MATERIALS
Section 7.1 Title to Commercial Materials 9
ARTICLE VIII RECYCLABLE MATERIALS
Section 8.1 Recyclable Materials Collection Service 9
Section 8.2 Recycling Marketing and Education 9
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ARTICLE IX CUSTOMER SERVICE STANDARDS
Section 9.1 Service Options; Changes in Service 10
Section 9.2 Office and Telephone 10
Section 9.3 Minimum Customer Service Standards 10
Section 9.4 Cleanliness………………………………………………………………. 11
Section 9.5 Customer Service Survey 12
Section 9.6 Liaison 12
ARTICLE X BREACH; EVENTS OF DEFAULT AND REMEDIES
Section 10.1 Breach by Contractor 12
Section 10.2 Events of Default and Remedies of Village 12
Section 10.3 Force Majeure 14
ARTICLE XI INSURANCE AND INDEMNIFICATION
Section 11.1 Insurance 14
Section 11.2 Indemnification 14
ARTICLE XII MISCELLANEOUS
Section 12.1 Non-Assignability 14
Section 12.2 Equal Employment Opportunity 15
Section 12.3 Prevailing Wages 16
Section 12.4 Performance Bond 16
Section 12.5 Equipment to be Used by Contractor 17
Section 12.6 Compliance with Laws 17
Section 12.7 Care and Performance 17
Section 12.8 No Alcohol or Drugs 18
Section 12.9 Governing Law 18
Section 12.10 Severability 18
Section 12.11 Entire Agreement 18
Section 12.12 Notices 18
Section 12.13 Publicity 19
Section 12.14 No Interpretation against Drafter 19
Section 12.15 Independent Contractor 19
EXHIBITS
EXHIBIT A Pricing Sheets
EXHIBIT B Insurance Provisions
EXHIBIT C Form of Performance Bond
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This COMMERCIAL SOLID WASTE & RECYCLING SERVICES FRANCHSE
AGREEMENT ("Agreement") is made and entered into as of the 19th day of January, 2021 by and
between LAKESHORE RECYCLING SYSTEMS LLC, (the "Contractor") and the Village of Deerfield ,
Illinois (the "Village").
PREAMBLE
WHEREAS, the Village, in order to protect the public health and welfare of its residents and
commercial, industrial, and institutional entities, has deemed it necessary to collect, transport and dispose
of Commercial Materials; and
WHEREAS, the Village is authorized pursuant to the provisions of Section 11-19-1 of the Illinois
Municipal Code (65 ILCS 5/11-19-1) to provide for the method or methods of collection, transportation
and disposal of municipal waste located within its boundaries and to provide that the method chosen may
be the exclusive method to be used within its boundaries; and
WHEREAS, the Village desires to provide municipal waste collection, transportation and disposal
services to its residential, commercial, industrial, and institutional entities, and to impose on its commercial,
industrial and institutional entities rates and charges relating to such services; and
WHEREAS, the Village has determined that it is in the best interests of its commercial, industrial,
and institutional entities to contract with a single waste hauler to collect, transport and dispose of (or sell)
Commercial Materials at a facility or facilities mutually agreed upon by the Village and the Contractor; and
WHEREAS, the Contractor, pursuant to the terms of this Agreement and on behalf of the Village,
is willing to collect, transport and dispose of (or sell) Commercial Materials at a facility or facilities
mutually agreed upon by the Village and the Contractor.
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions herein
contained:
ARTICLE I
DEFINITIONS
Section 1.1 Definitions
Whenever used in this Agreement, the following terms shall have the following meanings unless a
different meaning is required by the context:
a) “Agency” means the Solid Waste Agency of Lake County, known as SWALCO.
b) “Blocked Container” means a container that requires emptying pursuant to the terms of this
Agreement, but which cannot be emptied, through no fault of the Contractor, due to
physical obstruction impeding ingress or egress around the container.
c) "Breach" means a breach of this Agreement by either the Village or the Contractor, in a
manner described in Sections 10.1 or 10.2 of this Agreement.
d) "Commercial Customer" means an individual commercial, industrial, or institutional entity
that is not otherwise receiving garbage, recycling, and/or organic material hauling services
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through a Village franchise agreement and that is authorized by law to receive such
franchise services from the Village.
e) "Commercial Materials" means Municipal Waste, Recyclable Materials, Organic Material
and any other similar materials.
f) "Commercial Service" has the meaning set forth in Section 2.1 of this Agreement.
g) "Contractor" means LAKESHORE RECYCLING SYSTEMS LLC, an Illinois
corporation, and its successors and assignees.
h) "Event of Default" means a declaration of default by either the Village or the Contractor,
as described in greater detail in Sections 10.3 and 10.4 of this Agreement.
i) “Food Scraps” mean garbage that is capable of being composted and as further defined in
415 ILCS 5/3.197.
j) "Landscape Waste" means all accumulations of grass or shrubbery cuttings, leaves, tree
limbs, aquatic weeds, and other material accumulated as the result of the care of lawns,
shrubbery, vines and trees, and as otherwise described at 415 ILCS 5/3.270.
k) "Municipal Waste" means garbage, refuse, industrial, lunchroom or other waste, and other
material described at 415 ILCS 5/3.290 resulting from operation of residential, municipal,
commercial or institutional establishments and from community activities; provided,
however, that "Municipal Waste" shall not include Recyclable Materials or Organic
Material.
l) “Organic Material” means food scraps as described at 415 ILCS 5/3.197, and Landscape
Waste as defined herein.
m) “Prior Rate” shall mean the rate paid by a Customer in the calendar month prior to the date
on which the Contractor commenced the provision of Commercial Services to that
Customer, for services similar to the Commercial Services.
n) "Private Service" means the collection of refuse and waste by the Contractor from
Customers, pursuant to separate agreements or arrangements between a Customer and the
Contractor.
o) "Recyclable Materials" means aluminum cans, tin, steel and bi-metal cans; clear, green and
brown glass bottles and jars; newspapers, magazines, and mixed papers (junk mail,
chipboard, white and colored paper, brown Kraft paper bags); corrugated cardboard, #1
PETE plastic containers and #2 HPDE plastic containers, #3-#5 plastic containers and bags,
aseptic beverage containers, and any other material or materials which the Village and
Contractor mutually identify as a "Recyclable Material" subsequent to the execution of this
Agreement, pursuant to Section 8.1(d) of this Agreement.
p) “Recycling Contamination” means when at least 10% of the contents of the recycling
container includes material that is not included in the definition of Recyclable Materials.
q) "State" means the State of Illinois.
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r) "Village" means the Village of Deerfield, Illinois.
s) "Village Code" means "The Deerfield Municipal Code" as amended.
Section 1.2 Rules of Construction
a) Grammatical Usage and Construction. In construing this Agreement, feminine or neuter
pronouns shall be substituted for those masculine in form and vice versa, and plural terms
shall be substituted for singular and singular for plural, in any place in which the context
so requires.
b) Defined Terms. All capitalized words and phrases throughout this Agreement shall have
the meanings set forth in Section 1.1 and the other provisions of this Agreement.
c) Headings. The headings, titles, and captions in this Agreement have been inserted only for
convenience and in no way define, limit, extend, or describe the scope or intent of this
Agreement.
d) Calendar Days. Unless otherwise provided in this Agreement, any reference in this
Agreement to “day” or “days” shall mean calendar days and not business days. If the date
for giving of any notice required to be given, or the performance of any obligation, under
this Agreement falls on a Saturday, Sunday, or federal holiday, then the notice or obligation
may be given or performed on the next business day after that Saturday, Sunday, or federal
holiday.
ARTICLE II
SCOPE OF SERVICES
Section 2.1 Commercial Services
Pursuant to this Agreement, the Contractor shall provide complete service for designated collection
from commercial, industrial, or institutional entities as well as transportation and disposal (or sale) of
collected Commercial Materials at one or more facilities as determined by the Village (for the landfilling
of Municipal Waste) or as potentially determined by the Village (for Recyclable Materials and Organic
Material) from Customers (collectively, the "Commercial Services"). The Contractor shall be the sole and
exclusive provider Commercial Services to Commercial Customers under this Agreement.
Section 2.2 Private Services
The Contractor shall, on its own behalf (and not on behalf of the Village), provide for the collection,
transportation and disposal of all Private Service waste in accordance with the provisions of Section 4.2 of
this Agreement.
Section 2.3 Revenue Collection
The Contractor shall provide revenue collection services in accordance with Article VI for all
Commercial Services provided under this Agreement.
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Section 2.4 Excluded Services
Notwithstanding any provision of this Agreement to the contrary, the following services are not
included within this Agreement:
a) In general, solid waste collection, transportation and disposal from all single-family, multi-
family and townhome dwellings within the Village. The Contractor should assume that any addresses not
included in Appendix E of the Commercial Solid Waste RFP dated November 23, 2020, are excluded.
b) Temporary roll-off services;
c) Temporary construction/demolition debris collection and disposal services; and
d) Commercial Services otherwise exempt from this Agreement by the Village Code, as it
may be amended from time to time.
Section 2.5 Exempted Services
Solid waste collection, transportation and disposal from any commercial, industrial and
institutional customers within the Village are not included within this Agreement if the Village approves
the exemption of any such services under the terms of the applicable provisions of the Village Code.
Section 2.6 Modification of Required Services
The Village reserves the right to adjust or expand the scope of the Commercial Services required
under this Agreement to accommodate changes in the definition of Commercial Materials or changes in the
scope of services provided by SWALCO upon thirty (30) days written notice to the Contractor. The Village
and the Contractor agree to negotiate an equitable adjustment to the Contractor's compensation under this
Agreement required as a result of any adjustment or expansion of the scope of the Commercial Services.
Section 2.7 Integration of RFP
The terms of the Request for Proposals issued November 23, 2020 ("RFP") are hereby incorporated
as if fully set forth herein. Should any terms of the RFP directly conflict with the terms of this Agreement,
the terms of this Agreement shall control.
ARTICLE III
TERM OF SOLID WASTE & RECYCLING SERVICES AGREEMENT
Section 3.1 Term of Agreement
The initial term of this Agreement shall commence on April 1, 2021 ("Commencement Date"), and
end on March 31, 2026. Upon the mutual written consent of both parties, this Agreement may be extended
for up to five additional one-year renewal terms.
At the end of any contract term the Village reserves the right to extend this Agreement for a period
of up to ninety (90) days for the purpose of transitioning to a new collection service provider.
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Section 3.2 Assignment
This rights and obligations under this Agreement may not be assigned or transferred by the
Contractor to any other party, without the written consent of the Village, which shall not be unreasonably
withheld. Any assignee or transferee must demonstrate to the Village's satisfaction that: (i) it is capable of
providing the Commercial Service identified herein and otherwise abiding by the terms of this Agreement,
and (ii) such assignee or transferee has the financial wherewithal to comply with the obligations and terms
set forth herein.
ARTICLE IV
SOLID WASTE COLLECTION AND DISPOSAL
Section 4.1 Commercial Service
a) Commercial Materials shall be collected by the Contractor in accordance with the schedule
provided in Section 4.3 of this Agreement and transported in accordance with Section 4.4
of this Agreement.
b) Beginning on the Commencement Date, the Contractor shall provide Commercial Services
to all Customers within the Village which have not been approved for an exemption in
accordance with Section 2.5 of this Agreement.
c) Beginning on the Commencement Date and at any time during which this Agreement is in
force, the Contractor shall provide Commercial Services to previously exempted
commercial properties within the Village that have elected to receive service under this
Agreement and have been approved by the Village’s representative, at its sole discretion,
to join the Agreement. Should such a property desire to join after the Commencement
Date, the Contractor shall provide Commercial Services to that property beginning on the
date to be mutually agreed by the Village and Contractor.
Section 4.2 Private Service
a) In addition to the Commercial Services provided by the Contractor under Section 4.1 of
this Agreement, the Contractor may also make available to all Customers, Private Service
for all types of solid waste not otherwise covered by this Agreement, including, but not
limited to, Hazardous Waste as defined by the Resource Conservation and Recovery Act,
42 U.S.C. §§6901-6992k.
b) For services provided pursuant to this Section 4.2, the Contractor agrees to keep available
tractor loaders, trailers and other necessary equipment. Upon the request of a Customer,
the Contractor shall furnish an estimate for the cost of removal of any materials in
connection with Private Services to be provided by the Contractor.
c) Nothing in this Agreement provides for exclusive rights of the Contractor to provide
Private Service in the Village.
Section 4.3 Schedule and Location of Collection
a) Commercial Materials shall be collected in compliance with all applicable provisions of
the Village Code, including, without limitation, Chapter 7 of the Village Code. The
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Contractor acknowledges that the Village may amend certain provisions of Chapter 7 of
the Village Code in conjunction with the Village’s consideration of the award of this
Agreement, and agrees to comply with Chapter 7 and the other applicable provisions of the
Village Code, as may be amended.
b) Private Service waste shall be collected in accordance with the provisions of Section 4.2
of this Agreement on days to be mutually agreed upon by the respective Customer and the
Contractor.
c) The Village agrees to cooperate in providing information, if any, relating to property
vacancies or any other information that will assist the Contractor in the performance of its
obligations under this Agreement.
d) The Contractor shall make its best effort to provide the level of service and the timing of
that service as requested by the Customer.
Section 4.4 Disposal
a) Municipal Waste.
1) Municipal Waste shall be removed from the Village at the close of each day of
collection and shall be disposed of at one or more SWALCO -designated lawfully
operated pollution control facilities at the Contractor’s sole cost and expense.
2) The Contractor acknowledges that the SWALCO-designated facilities in operation
as of the effective date of this Agreement are the Countryside Landfill in
Grayslake, the Veolia/Zion Landfill in Zion, the Livingston Landfill in Livingston
County, Illinois, the Lee County Landfill in Lee County, Illinois, and the Newton
County Landfill in Newton County, Indiana. Notwithstanding the foregoing, the
Village reserves the right to direct the Contractor to dispose of all Municipal Waste
at an alternate pollution control facility.
3) The Contractor may request authorization to deliver Municipal Waste collected
pursuant to this Agreement to another pollution control facility. The Contractor
shall be required to present to the Village sufficient information relating to such
other pollution control facility to demonstrate that its operations and experience
are comparable in terms of environmentally effective practices and cost to the
pollution control facilities designated from time -to-time pursuant to Section
4.4(a)(2). The Village shall exercise its reasonable judgment in determining
whether such other pollution control facility satisfied the environmental and
economic objectives of the Village as they may be established from time-to-time.
b) Recyclable Materials.
1) All Recyclable Materials shall be collected, separated and otherwise treated so as
to facilitate the sale of Recyclable Materials to end-use markets or to Recyclable
Material brokers. All collected Recyclable Materials shall be recycled regardless
of the income received or the cost to the Contractor resulting from the sale of the
Recyclable Materials.
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2) The Contractor shall deliver all collected Recyclable Materials to a recycling
facility of its choice and shall notify the Village in writing of the designation of
such facility and shall further notify the Village in writing if a new recycling
facility is selected to receive the Village’s Recyclable Materials. Notwithstanding
the foregoing, the Village reserves the right to designate an alternate recycling
facility that, in the sole opinion of the Village, provides greater financial benefits
to the Village.
3) No Recyclable Materials may be deposited in a landfill or waste incinerator.
c) Organic Material.
1) All Organic Material shall be disposed of in a lawful manner.
2) Not less than 60 days prior to the date on which the Contractor commences
disposal of Organic Material at a particular location, the Contractor shall notify the
Village in writing of the designation of such location. Notwithstanding the
foregoing, the Village reserves the right to reject any proposed location, or to direct
the location of disposal to an alternate Organic Material facility that, in the sole
opinion of the Village, is more cost effective than the facility previously being used
by the Contractor under this Agreement.
3) No Organic Material may be disposed of at a landfill or solid waste incinerator,
unless otherwise authorized by the Illinois Environmental Protection Act (415
ILCS 5/1 et seq.) and approved in advance and in writing by the Village.
d) In the event that the Village directs the disposal of any Commercial Materials to any
alternate facility pursuant to this Section 4.4, the Village and the Contractor agree to
establish an equitable adjustment to the Contractor’s compensation under this Agreement
as a result of an increase or decrease in realized costs.
Section 4.5 Solid Waste Collection Data
e) The Contractor shall provide to the Village and SWALCO, on a quarterly basis broken
down by month, a report on: (i) the quantity (in tons) of all commercial solid waste
collected within the Village; (ii) recycling diversion data, including the quantity (in tons)
of commercial recyclables and organic material recycled and composted, and the number
of business accounts that have recycling containers; and (iii) a breakdown of the number
of Customers.
f) The Contractor shall prepare and deliver to the Village, at least once every 12 calendar
months, a service matrix, which shall include, without limitation: the name, service
address, billing address (if different), contact person, telephone number and fax number of
each Customer; the type and quantities of containers located on each Customer's site; the
frequency of collections from each site; and an itemization of the days of collections and
the current service rate applicable to each Customer.
g) The Contractor acknowledges and agrees that program data and other public information
will be provided by the Village to each Customer upon request.
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h) Failure to report the data required by this Section 4.5 may result in the Village fining the
Contractor up to $100 per day the required data is not submitted to the Village or
SWALCO.
ARTICLE V
COMPENSATION
Section 5.1 Commercial Service
a) For providing for, pursuant to this Agreement, the collection, transportation and disposal
(or sale) of commercial refuse and recyclables at a facility or facilities determined by the
Village, and for providing revenue collection services, the Contractor shall receive as
compensation from each Customer the rates set forth in Exhibit A attached to this
Agreement, except as provided in Section 5.1(b) of this Agreement, and as adjusted
pursuant to Section 5.1(c) of this Agreement. The Contractor shall not impose or assess
any fuel surcharges, administrative fees, environmental fees or charge Customers any
amounts in excess of the charges permitted in Exhibit A.
b) On April 1, 2022 and on each twelve-month anniversary date thereafter (the “Adjustment
Date”), the charges as identified in Exhibit A shall increase by two (2%) percent over the
prior period’s charges; provided that if the percentage increase in the CPI (as measured
below) shall exceed two (2%), then the charges identified in Exhibit A shall increase by
the percentage increase in the CPI, up to a maximum three and one-half (3.5%) percent
increase in the CPI, and any percentage increase in the CPI over three and one-half (3.5%)
percent shall be disregarded. That is, the charges identified in Exhibit A shall increase by
a minimum of two (2%) and a maximum of three and one-half (3.5%) percent on each
Adjustment Date. The percentage increase in the CPI on each Adjustment Date shall be
determined by comparing the CPI from July preceding the Adjustment Date (“Most Recent
CPI”) to the CPI reported by the U.S. Department of Labor for July in the year immediately
preceding the year of the Most Recent CPI. The CPI means the Chicago-Naperville-Elgin
Consumer Price Index for all Urban Consumers, All Items, Issued by the Bureau of Labor
Statistics of the United States Department of Labor (1982-84=100).
c) Notwithstanding the rates set forth in Exhibit A to this Agreement, if a Customer's Prior
Rate is lower than the applicable rate set forth in Exhibit A, that Customer shall not be
charged more than its Prior Rate for the Commercial Services during the period through
and including March 31, 2022. Beginning on April 1, 2022, all Customers shall pay the
applicable rate set forth in Exhibit A, as adjusted pursuant to Section 5.1(c) of this
Agreement.
d) The Contractor shall notify the Village in writing at least thirty (30) days prior to the
effective date of any proposed increase in charges, and such increase shall not be effective
until approved by the Village in writing as complying with the terms of the Agreement.
e) The Contractor acknowledges and agrees that pursuant to Exhibit A of this Agreement,
there shall be no charge for the weekly collection of Recyclable Materials from any
individual Customer using one 4 cubic yard container or smaller with once per week
service. If Customers are sharing containers for Municipal Waste disposal or are part of a
larger building or strip mall that has multiple Customers, each individual Customer within
the building or strip mall shall be provided one 65-gallon toter, one 96-gallon toter or one
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1, 1.5, 2 or 4 cubic yard container for recycling if requested. All other collections of
Recyclable Materials shall be charged at the rates set forth in Exhibit A of this Agreement,
including, without limitation, collections from Customers using multiple toters or
containers.
f) The Contractor is responsible for determining if each Customer is receiving sufficient
service in terms of frequency of collection and on-site containers. If the Contractor deems
that the capacity of on-site storage at the site of a Customer is exceeded regularly, it shall
recommend to the Customer an increase in collection frequency or an upgrade of the
container size and notify the Village of this recommendation. If a Customer leaves
Municipal Waste outside of the Municipal Waste container, the Contractor may charge an
excess Municipal Waste fee as sort forth in Exhibit A (this does not apply to the Recyclable
Materials or Organics containers). If a Cust omer decides to change container size, such
change shall be made at no cost to the Customer. If the Customer decides to change
containers and not the size of the container it may be charged a delivery fee as set forth in
Exhibit A.
g) All containers utilized for the collection of Commercial Materials shall be properly labeled
to indicate what materials are and are not accepted in the container. The labels to be used
for the containers shall be prior approved by the Village.
h) If the Contractor encounters Recycling Contamination in the recycling container, the
Contractor is responsible for photographing (with a stamp identifying the date and time the
photograph was taken) the contamination and notifying the Customer of the contamination
issue and what items are not acceptable. After identifying five separate instances of
Recycling Contamination within a calendar year, the Contractor may charge a Recycling
Contamination fee as set forth in Exhibit A.
i) In the event the Contractor is unable to provide collection services for any Commercial
Materials container due to a Blocked Container, Contractor shall photograph the Blocked
Container (with a stamp identifying the date and time the photograph was taken). If the
Contractor encounters a Blocked Container three times with one year at the same
Customer, the Contractor may notify the Village, providing the photographs required by
this section. The Village will then notify the Customer of the Blocked Container concern
and work with the Customer to avoid having a Blocked Container in the future.
j) In the event that a Customer is unable to utilize any of the containers identified in Exhibit
A of this Agreement, the Contractor shall charge that Customer pro-rated rates for the
provisions of the Commercial Services, based upon the size and type of containers utilized
by that Customer.
ARTICLE VI
REVENUE COLLECTION
Section 6.1 Billing of Accounts
Commercial Services provided under Section 4.1 of this Agreement are provided by the Contractor,
pursuant to this Agreement. The Contractor shall perform, on a monthly basis in advance of services
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provided and pursuant to this Agreement, the billing and collection of Customers of all rates and charges
relating to such Commercial Services.
Section 6.2 Commercial Service
The Contractor shall, on a monthly basis, bill each Customer, an amount payable for the collection,
transportation and disposal (or sale) of Commercial Service waste and recycling for the following month.
Each bill shall be payable by the Customer within thirty (30) days.
Section 6.3 Private Service
The Contractor may, but is not required to, include as an item on each Customer's bill an amount
payable to the Contractor for the collection, transportation, and disposal of Private Service waste. The
Contractor shall retain all amounts collected from each commercial entity pursuant to this Section 6.3.
Alternatively, the Contractor may bill Customer separately for Private Service.
ARTICLE VII
TITLE TO COMMERCIAL MATERIALS
Section 7.1 Title to Commercial Materials
The Contractor shall retain title to all Commercial Materials collected pursuant to this Agreement.
ARTICLE VIII
RECYCLABLE MATERIALS
Section 8.1 Recyclable Materials Collection Service
a) Commercial Recycling Service. The Contractor shall collect, transport, and manage
Recyclable Materials in accordance with Article IV of this Agreement.
b) Recyclable Materials Collection Data. The Contractor shall provide to the Village and
SWALCO a quarterly report, broken down by month, on the weight (in tons) of all
Recyclable Materials collected from Customers under this Agreement. The report shall
also contain an approximate count of the number of Customers from which Recyclable
Materials have been collected, in order to determine participation and diversion rates.
Failure to report the data required by this Section may result in the Village fining the
Contractor up to $100 per day the required data is not submitted to the Village or
SWALCO.
c) The Village shall have the right to add materials to the list of Recyclable Materials listed
in Section 1.1(o) of this Agreement, pending the availability of disposal or resale markets
for the added materials and the prior approval of the Contractor.
d) The Contractor, pursuant to this Agreement, shall ensure that all Recyclable Materials
collected are properly processed and marketed. No collected Recyclable Materials shall
be landfilled or incinerated, unless advance authorization to do so is given by the corporate
authorities of the Village.
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e) The Contractor shall sell all Recyclable Materials, other than Organic Material, that are
collected under this Agreement. If changes in the market for the sale of any particular
Recyclable Material makes continued collection of such Recyclable Material not
economically feasible, the Contractor shall consult with the Village regarding the market
changes of the affected Recyclable Material. The Village may, in its discretion, agree to
remove from the list of Recyclable Materials any economically infeasible item upon such
market change.
f) The Contractor agrees to meet periodically with representatives from the Village and the
Deerfield business community to: (1) review the provision of commercial recycling
pursuant to this Agreement; and (2) discuss the implementation of alternative approaches,
programs and partnerships to improve the quality, quantity, and efficiency of commercial
recycling and other sustainability initiatives within the Village.
Section 8.2 Recycling Marketing and Education
The Contractor shall make reasonable efforts to encourage all Customers to participate in the
weekly collection of Recyclable Materials and/or Organics. Such reasonable efforts shall include without
limitation meeting personally with representatives of each eligible Customer to provide each such Customer
with information regarding Recyclable Materials and Organics services under this Agreement. It is
expected that: (a) by May 1, 2022 and at the end of each service year thereafter, at least 60% of all
Customers will be receiving services from Contractor for the weekly collection of Recyclable Materials
and/or Organics, and (b) by May 1, 2024 at least 75% of all Customers will be receiving services from
Contractor for the weekly collection of Recyclable Material and/or Organics. In the event that the Customer
participation rate in the service providing weekly collection of Recyclable Materials does not average at
least 75% [as reflected in the quarterly reports to be provided pursuant to Section 8.1(b)], then Contractor
shall meet with the Village on a quarterly basis to review recycling participation among Customers and
identify additional steps and programs that Contractor shall undertake to enhance participation among
Customers in the collection of Recyclable Materials.
ARTICLE IX
CUSTOMER SERVICE STANDARDS
Section 9.1 Service Options; Changes in Service
The Contractor at its expense, shall be required to develop, print and distribute to all existing
Customers, prior to the Commencement Date, and to all new Customers establishing regular service during
the term of this Agreement, a brochure approved by the Village explaining the solid waste and recycling
programs provided under this Agreement and the procedures for the Customers to modify or cancel the
services provided by the Contractor. The brochure shall be updated and distributed whenever there is a
change in the service or programs provided, or as directed by the Village.
Section 9.2 Office and Telephone
The Contractor shall maintain an office and toll-free telephone number for receipt of service calls
or complaints, and shall be available for such calls on all business days from 7:00 a.m. to 5:00 p.m. The
Contractor shall retain the services of at least one temporary full -time customer service representative to
handle the addition of Customers to the Contractor’s service base during the first ninety days of the term of
this Agreement. Additional customer service representatives shall be added as necessary to meet the
minimum customer service standards set forth in Section 9.3 of this Agreement.
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Section 9.3 Minimum Customer Service Standards
a) Complaints Generally. The Contractor shall cooperate with the Village in minimizing
complaints from the Customers. A consistent pattern of failure to address complaints, or
violations of Sections 9.3(a) through 9.3(h) of this Agreement (defined as having two or
more complaints per month that is referred to the Village per Section 9.3(c)), shall entitle
the Village to exercise the remedies provided to it pursuant to Section 9.3(h) and/or Article
X of this Agreement.
b) Initial Response. The Contractor shall give prompt and courteous attention to all Customer
complaints that it may receive. The Contractor shall respond personally to every Customer
from whom a complaint is received within twenty-four (24) hours; except that if the
Contractor receives a complaint about a missed scheduled collection, then the Contractor
shall immediately investigate such complaint and, if such scheduled collection was not
made in accordance with the terms of this Agreement, then the Contractor shall cause such
collection to be made within twenty-four (24) hours after receipt of such complaint. If the
Contractor does not respond within the twenty-four (24) hour timeframe, the Village may
hire a private hauler to perform the service and the Contractor shall be liable for
compensating the Village for the costs associated with the private hauler’s services.
Where any dispute arises between a Customer and the Contractor as to the manner of
placing waste or the nature of the contents or the like, the Contractor shall, and does hereby
agrees in the specific instance to, remove the waste even though, in its opinion, it is
improperly placed or contained. Thereafter, the Contractor may seek resolution of any
dispute through court, mediation, or arbitration proceedings, at its election.
c) Referral to Village. If the Contractor is unable to resolve a complaint in a manner
satisfactory to both the Contractor and the Customer, then the Contractor, within forty-
eight (48) hours after receipt of such complaint, shall deliver notice of such complaint to
the Village Administrator or his/her designee, which notice shall include the name and
address of the Customer, the date and hour the complaint was received, the nature of the
complaint, and the Contractor’s response to the complaint. The Village Administrator or
his or her designee shall arbitrate each such complaint, and the Village Administrator’s or
his or her designee’s decision concerning each such complaint shall be final and binding
on the Contractor and the Customer.
d) Answering Calls. During normal business hours and under normal operating conditions, a
customer service representative employed by the Contractor shall answer the telephone
access line. Ninety percent (90%) of the calls made to the customer service center shall be
answered within thirty (30) seconds. The thirty (30) second maximum includes wait time
or time spent ‘holding’ for a customer service representative.
e) Busy Signals. Customers placing calls to the customer service center shall receive a busy
signal no more than five percent (5%) of the time.
f) Transferring Calls. During normal business hours, if after initially addressing a Customer’s
concern, the customer service representative determines that the call should be transferred
to another representative of the Contractor, the Customer shall be connected with a
customer service representative within thirty (30) seconds thereof.
{00117640.1} 13
g) Hang-ups. Incoming telephone calls from Customers shall not exceed an abandonment
rate of five percent (5%).
h) Compliance Rate. During normal business hours, the minimum standards set forth in this
Section 9.3 shall be met no less than ninety percent (90%) of the time, measured on a
monthly basis. Reports shall be provided to the Village on a monthly basis providing a log
of inquiries received and action taken to address each complaint and call. The Contractor
shall also distribute to the Village a log providing data which tracks the customer service
representatives’ adherence to the standards set forth in Section 9.3(a) through 9.3(g) of this
Agreement, as the Village may request in its discretion, on a monthly basis. The Village
reserves the right to audit the Contractor’s complaint procedures as required by this Section
9.3.If the records and/or audit indicate a clear failure of the Contractor to comply with the
minimum standards set forth in Sections 9.3(a) through 9.3(g) of this Agreement, then the
Village reserves the right to require the Contractor to implement modifications to its
customer service center to bring it into compliance with the requirements of this Section
9.3.
Section 9.4 Cleanliness
a) Generally. Contractor shall perform the work in a clean and orderly fashion and shall not
cause to be deposited, or allow to remain, any Solid Waste, Landscape Waste, or
Recyclable Materials at any pick-up area during performance of the Work. Contractor
shall replace all container covers and shall replace all containers to their proper locations.
b) Cleanup of Spills. Contractor shall immediately clean up any Solid Waste, Landscape
Waste, or Recyclable Materials that it may have caused to spill onto private premises,
parkways, streets, alleys or other public places, in a neat and workmanlike manner.
Section 9.5 Customer Service Survey
The Contractor will, every other calendar year, conduct a Customer service survey to assess the
Contractor’s service performance under the Agreement, in a form, of a content, and administered in a
manner to be approved in advance by the Village.
Section 9.6 Liaison
The Contractor shall designate in writing a person to serve as agent for the Contractor and liaison
between the Contractor and the Village.
ARTICLE X
BREACH; EVENTS OF DEFAULT AND REMEDIES
Section 10.1 Breach by Contractor
Each of the following shall constitute a Breach on the part of the Contractor:
a) A consistent pattern of failure by the Contractor to respond timely to and address Customer
complaints in keeping with the customer service standards in Article IX and as further
defined in Section 9.3(a).
{00117640.1} 14
b) Failure of the Contractor to pay, within thirty (30) days after notice from the Village of
nonpayment, amounts which are undisputed or which are due to the Village under this
Agreement;
c) Repeated failure of the Contractor to comply with Section 9.3(h) of this Agreement;
d) Failure of the Contractor to perform in a timely fashion any obligation under this
Agreement not referenced within Sections 10.1(a) or 10.1(b) of this Agreement, except that
such failure shall constitute a Breach only if such failure remains uncured for seven (7)
business days after notice to the Contractor from the Village of such failure; provided
however, that this seven (7) day notice with opportunity to cure shall not be required in the
event of persistent and repeated failure to perform; or
e) Any of the following: (1) The Contractor's being or becoming insolvent or bankrupt or
ceasing to pay its debts as they mature or making an arrangement with or for the benefit of
its creditors or consenting to or acquiescing in the appointment of a receiver , trustee or
liquidator for a substantial part of its property, (2) a bankruptcy, reorganization, insolvency,
arrangement or similar proceeding being instituted by the Contractor under the laws of any
jurisdiction, (3) a bankruptcy, reorganization, insolvency, arrangement or similar
proceeding being instituted against the Contractor under the laws of any jurisdiction, which
proceeding has not been dismissed within one hundred twenty (120) days, (4) any action
or answer by the Contractor approving of, consenting to or acquiescing in any such
proceeding, or (5) the levy of any distress, execution or attachment upon the property of
the Contractor which shall (or which reasonably might be expected to) substantially
interfere with its performance under this Agreement.
Section 10.2 Events of Default and Remedies of Village
a) If a Breach occurs under Section 10.1 of this Agreement, the Village may declare an Event
of Default or Breach and may thereafter exercise any one or more of the following
remedies:
1) The Village may terminate this Agreement immediately, upon notice to the
Contractor. Subject to the provisions of subparagraph (5) below, upon such
termination, the Contractor shall cease providing all services under this
Agreement.
2) The Village may seek and recover from the Contractor any unpaid amounts due
the Village along with all of its substantiated costs for the failure of the Contractor
to perform any obligation under this Agreement, and all damages, whether based
upon contract, work stoppage, strike, Contractor negligence (including tort),
warranty, delay or otherwise, arising out of the performance or non-performance
by the Contractor of its obligations under this Agreement, and whether incidental,
consequential, indirect or punitive, resulting from the Breach.
3) The Village may (A) call upon the sureties to perform their obligations under the
performance bond, or (B) in the alternative, after releasing the sureties from their
obligations under the performance bond, take over and perform the required
services by its own devices, or may enter into a new agreement for the required
{00117640.1} 15
services, or any portion thereof, or may use such other methods as shall be required
in the opinion of the Village for the performance of the required services.
4) The Village shall have the power to proceed with any right or remedy granted by
federal laws and laws of the State as it may deem best, including any suit, action
or special proceeding in equity or at law for the specific performance of any
covenant or agreement contained herein or for the enforcement of any proper legal
or equitable remedy as the Village shall deem most effectual to protect the rights
aforesaid, insofar as such may be authorized by law.
5) Upon any such termination of this Agreement, the Contractor shall, for a period to
be determined by the Village in its sole and absolute discretion, but not longer than
six (6) months, continue to perform the contractual services during which period
the businesses shall pay the Contractor its scheduled compensation.
b) No remedy by the terms of this Agreement conferred upon or reserved to the Village is
intended to be exclusive of any other remedy, but each and every such remedy shall be
cumulative and shall be in addition to any other remedy given to the Village. No delay or
omission to exercise any right or power accruing upon any Event of Default or Breach shall
impair any such right or power or shall be construed to be a waiver of any such Event of
Default or Breach or acquiescence therein, and every such right and power may be
exercised from time to time and as often as may be deemed expedient. No waiver of any
Event of Default or Breach shall extend to or shall affect any subsequent default or Event
of Default or Breach or shall impair any rights or remedies consequent thereto.
c) If the Contractor misses a collection under the Commercial Service, the collection must be
corrected within 24 hours of the reported missed collection, or a charge of $50 per missed
collection will be charged to the Contractor; provided, however, that the Contractor shall
not be charged under this Section 10.2(c) for collections missed due to a labor dispute
involving the Contractor’s labor force if the missed collection is rectified within seven (7)
days after the missed collection. All charges levied against the Contractor under this
Section 10.2(c) shall be credited to the affected Customer's account within 30 days after
receipt of an invoice therefore.
d) In the event of a strike or other labor stoppage, Contractor shall notify the Village within
24 hours after commencement of the strike or labor stoppage. If such strike or labor
stoppage does not end within seven (7) business days of such notification, the Contractor
will provide the Village with refuse collection dumpsters located in at least four (4)
geographic locations for commercial customer drop-offs, which locations shall be mutually
acceptable to the parties. In the event of a strike, that does not end within 14 days of
notification, the Contractor will agree to meet with the Village and negotiate the potential
provision of a credit for commercial customers under the agreement due to non-collection;
provided however that any credit given, if any, shall be mutually agreed to by both parties.
e) This Section 10.2 shall survive the termination of this Agreement.
Section 10.3 Force Majeure
. Neither the Contractor nor Village shall be liable for failure to perform their duties or for any
resulting damage or loss if such failure is caused by a catastrophe, terrorism, riot, war, fire, accident, act of
{00117640.1} 16
God, or other similar contingency that is beyond the reasonable control of the Contractor or the Village
including without limitation: extraordinary inclement weather; explosion; widespread lack of adequate fuel,
power, raw materials, labor or transportation facilities; material changes in governmental laws, regulations,
requirements, orders, or actions, the impact of which is unrelated to Contractor, the Village, or Contractor's
or the Village's performance, or failure to perform; national defense requirements; injunctions or restraining
orders; and labor trouble and strike. In the event the Contractor asserts a right to suspend performance
under this Section, the Contractor shall (i) within twenty-four (24) hours after it has knowledge of the
effective cause, notify the Village of the cause for suspension, the performance suspended and the
anticipated duration of suspension and (ii) advise the Village when the suspending event has ended and
when performance will be resumed. Once the suspending event ends, the Contractor shall promptly resume
performance. Changes in recycling markets or market prices are specifically excluded from the above force
majeure contingencies contemplated in this section.
ARTICLE XI
INSURANCE AND INDEMNIFICATION
Section 11.1 Insurance
a) The Contractor shall maintain for the duration of this Agreement and any extensions
thereof, insurance issued by a company or companies qualified to do business in the State
of Illinois and that meet the requirements set forth in Exhibit B. The Contractor shall
provide the Village with a certificate of insurance indicating that such insurance coverage
meets the requirements contained in Exhibit B. The Contractor shall also provide
Customers with a certificate of insurance upon request by the Customer.
b) Insurance premiums shall be paid by the Contractor and shall be without cost to the Village.
Section 11.2 Indemnification
a) The Contractor agrees to indemnify, defend and hold harmless the Village, its elected and
appointed officials, employees, agents, representatives and attorneys, in both their official
and individual capacities, from and against any and all injuries, deaths, claims, losses,
damages, suits, demands, actions and causes of actions, expenses, fees, including attorneys'
fees, and costs which may accrue against the Village in consequence of entering into or
performance or breach of this Agreement or which may result from or arise out of any
action or omission of the Contractor, its officers, employees, agents or subcontractors,
including, without limitation, any action or omission related to the disposal of any
Commercial Materials in a landfill.
b) In the event that the Contractor does not undertake to defend or indemnify the Village
unconditionally from and against any and all injuries, deaths, claims, losses, damages,
suits, demands, actions and causes of actions, expenses, fees, including attorneys' fees, and
costs which may accrue against the Village in consequence of entering into this Agreement
(or in the event that the Contractor does not deliver written confirmation to the Village of
such unconditional undertaking within 15 days after written request from the Village), the
Village shall have the right to terminate this Agreement; provided, however, that the
Contractor's obligations under Section 11.2(a) shall survive any such
termination.
{00117640.1} 17
ARTICLE XII
MISCELLANEOUS
Section 12.1 Non-Assignability
The Contractor shall not assign this Agreement or any part thereof without the prior written consent
of the Village. Approval, if any, for such assignment shall be made by the corporate authorities of the
Village. The Contractor shall not assign or subcontract this Agreement or the work hereunder, or any part
thereof, to any other person, firm, or corporation without prior written consent of the Village, but the
Contractor may perform its obligations hereunder through its subsidiaries or divisions. Such assignment
shall not relieve the Contractor from its obligations or change the terms of Agreement.
Section 12.2 Equal Employment Opportunity
a) In the event of the Contractor's noncompliance with the provisions of this Section 12.2, the
Illinois Human Rights Act or the Illinois Department of Human Rights Rules and
Regulations, the Contractor may be declared ineligible for future contracts or subcontracts
with the State or any of its political subdivisions or municipal cor porations, and this
Agreement may be canceled or voided in whole or in part, and such other sanctions or
penalties may be imposed or remedies invoked as provided by statute or regulation.
b) During the performance of this Agreement, the Contractor agrees as follows:
1) That it will not discriminate against any employee or applicant for employment
because of race, color, religion, sex, national origin, ancestry, age, order of
protection status, marital status, physical or mental disability, military status,
sexual orientation, or unfavorable discharge from military service; and further, that
it will examine all job classifications to determine if minority persons or women
are underutilized and will take appropriate affirmative action to rectify any such
under-utilization.
2) That, if it hires additional employees in order to perform this Agreement or any
portion hereof, it will determine the availability (in accordance with the Illinois
Department of Human Rights Rules and Regulations) of minorities and women in
the area(s) from which it may reasonably recruit and it will hire for each job
classification for which employees are hired in such a way that minorities and
women are not under-utilized.
3) That, in all solicitations or advertisements for employees placed by the Contractor
or on the Contractor's behalf, the Contractor will state that all applicants will be
afforded equal opportunity without discrimination because of race, color, religion,
sex, national origin, ancestry, age, order of protection status, marital status,
physical or mental disability, military status, sexual orientation, or unfavorable
discharge from military service.
4) That the Contractor will send to each labor organization or representative thereof
with which it is bound by a collective bargaining or other agreement or
understanding, a notice advising such labor organization or representative of the
Contractor's obligations under the Illinois Human Rights Act and the Illinois
Department of Human Rights Rules and Regulations. If any such labor
{00117640.1} 18
organization or representative fails or refuses to cooperate with the Contractor in
its efforts to comply with such Act and Rules and Regulations, the Contractor will
promptly notify the Illinois Department of Human Rights and the Village, and will
recruit employees from other sources when necessary to fulfill the Contractor's
obligations thereunder.
5) That the Contractor shall submit reports as required by the Illinois Department of
Human Rights Rules and Regulations, furnish all relevant information as may from
time to time be requested by the Illinois Department of Human Rights or the
Village, and in all respects comply with the Illinois Human Rights Act and the
Illinois Department of Human Rights Rules and Regulations.
6) That the Contractor shall permit access to all relevant books, records, accounts and
work sites by personnel of the Village and the Illinois Department of Human
Rights for purposes of investigation to ascertain compliance with the Illinois
Human Rights Act and the Illinois Department of Human Rights Rules and
Regulations.
7) That the Contractor shall include, verbatim or by reference, the provisions of this
Section 12.2 in every subcontract it awards under which any portion of the
Agreement obligations are undertaken or assumed, so that such provisions will be
binding upon each subcontractor. The Contractor will promptly notify the Village
and the Illinois Department of Human Rights in the event any subcontractor fails
or refuses to comply therewith. In addition, the Contractor will not utilize any
subcontractor ineligible for contracts or subcontracts with the State or any of its
political subdivisions or municipal corporations.
c) During the term of this Agreement, the Contractor shall comply in all respects with the
Equal Employment Opportunity Act. The Contractor shall have a written equal
employment opportunity policy statement declaring that it does not discriminate on the
basis of race, color, religion, sex, national origin, ancestry, age, order of protection status,
marital status, physical or mental disability, military status, sexual orientation, or
unfavorable discharge from military service. Findings of non-compliance with applicable
State or federal equal employment opportunity laws and regulations may be sufficient
reason for revocation or cancellation of this Agreement.
Section 12.3 Prevailing Wages
a) To the extent the Prevailing Wage Act or similar laws apply, not less than the prevailing
rate of wages, as determined by the Village or the Illinois Department of Labor, or
determined by a court on review, shall be paid to all laborers, workers and mechanics
performing work under this Agreement. The Contractor and each subcontractor shall keep
an accurate record showing the names and occupations of all laborers, workers, and
mechanics employed by them on this Agreement and showing the actual hourly wages paid
to each such person.
b) To the extent applicable, the Contractor shall comply with all applicable provisions of the
Illinois Prevailing Wage Act, 820 ILCS 130/0.01 et seq. In addition, the Contractor and
each subcontractor shall preserve their weekly payroll records for a period of three (3) years
after the date of termination of this Agreement.
{00117640.1} 19
Section 12.4 Performance Bond
The Contractor shall furnish a performance bond for the faithful performance of this Agreement,
in substantially in the form attached to this Agreement as Exhibit C, to be executed by a responsible surety
company and to be in the penal sum of $500,000. Such performance bond shall be furnished annually by
the Contractor for the following contract year and shall indemnify the Village against any loss resulting
from any failure of performance by the Contractor. The initial bond shall be posted on or before the
Commencement Date, and each successive bond shall be posted not later than January 1 of each successive
calendar year.
Section 12.5 Equipment to be Used by Contractor
a) Contractor shall furnish, and maintain in a neat, clean, and sanitary condition, enclosed
modern collection equipment approved by the Village for use in performing the Work.
Contractor may use replacement, open trucks on a temporary basis in case of emergency,
but only with the prior express written approval of the Village. No vehicle used in the
performance of this contract shall have a gross vehicle weight rating (GVWR) of greater
than 55,000 pounds. All vehicles shall be maintained in good working order and
appearance, free of rust, and shall be clean at the start of each collection day. In the event
that any vehicle is not properly operable, a substitute vehicle shall immediately be provided
that complies with the terms herein. All vehicles shall display the name of the Contractor,
a local phone number, and a vehicle identification number that is clearly visible on both
sides. No vehicle shall be operated on a Village street that leaks any fluids from the engine
or compaction mechanism. All vehicles shall be fully enclosed and operated in such a way
that no Solid Waste leak, spill or blow off the vehicles. Should any Solid Waste leak, spill
or blow off a vehicle due to the vehicle operator’s failure to properly monitor the load or
to close opening, or due to failure of any mechanism, the Contractor shall be responsible
for collecting or cleaning up such litter or fluids. If such litter or fluids are not cleaned up
after notice (verbal or written) from the Village, the Village may clean up same, and the
Village may bill the cost to the Contractor for services rendered. Drain plugs, if available,
shall be kept closed except during collections in rainy weather. All vehicles shall be made
available for inspection during regular business hours at the request. Contractor may use
replacement, open trucks on a temporary basis in case of emergency, but only with the
prior express written approval of the Village
b) Containers used in connection with the provision of Residential Services by the Contractor
pursuant to this Agreement shall be operable, safe and free of graffiti. Contractor shall
replace any container in disrepair of this sort within three (3) days of notification by the
Village or the customer. Containers with plastic lids that are ill-fitted or warping shall be
replaced within three (3) days of notification by the Village, in order to maintain a tight-
fitting seal to prevent access by pests. All containers will be adequately demarcated with
the Contractor’s logo. Each container will have an inventory control number demarcated
on each container that is cross-referenced to the service matrix. Contractor is encouraged
to install RFID tags on Residential Customer carts and containers to assist with collection
tracking.
c) All equipment used by Contractor for the provision of Residential Services and Private
Services pursuant to this Agreement shall be properly licensed by the State and shall
conform to all federal and State equipment safety standards.
{00117640.1} 20
Section 12.6 Compliance with Laws
a) Notwithstanding any other provisions in this Agreement, the Contractor shall comply at all
times with all applicable federal, State and municipal laws, ordinances and regulations at
any time applicable to the Contractor's operations under this Agreement, with no increase
to the Contractor's compensation as set forth in this Agreement.
b) The Contractor shall obtain, at its own expense, all permits and licenses required by law or
ordinance and maintain the same in full force and effect.
Section 12.7 Care and Performance
a) The Contractor shall undertake to perform all services rendered hereunder in a neat,
thorough and competent manner, without supervision by the Village, and to use care and
diligence in the performance of all specified services and to provide neat, orderly,
uniformed and courteous employees and personnel on its crews.
b) The Contractor shall be liable to the Village for damage to Village rights-of-way caused in
connection with the provision of the Commercial Services or Private Services, ordinary
wear and tear excepted.
c) To the extent that the Contractor or its employees or agents violate any provisions on the
Village Code, the Contractor shall be liable for fines due under the Village Code arising in
the course of its provision of services under this Agreement.
d) The Contractor acknowledges, and the Parties agree that, with respect to the Commercial
Services to be provided to Customers under this Agreement, the Customers are third-party
beneficiaries of this Agreement.
Section 12.8 No Alcohol or Drugs
The Contractor shall prohibit and use its best efforts to enforce the prohibition of any drinking of
alcoholic beverages or use of illegal drugs by its drivers and employees while on duty or in the course of
performing their duties under this Agreement.
Section 12.9 Governing Law
This Agreement and the rights of the Village and the Contractor under this Agreement shall be
interpreted according to the internal laws, but not the conflict of laws rules, of the State of Illinois.
Section 12.10 Severability
The provisions of this Agreement shall be interpreted when possible to sustain their legality and
enforceability as a whole. In the event any provision of this Agreement shall be held invalid, illegal, or
unenforceable by a court of competent jurisdiction, in whole or in part, neither the validity of the remaining
part of such provision, nor the validity of any other provisions of this Agreement, shall be in any way
affected thereby. The unenforceability of any provision of this Agreement in a specific situation shall not
affect the enforceability of that provision in any other situation.
Section 12.11 Entire Agreement
{00117640.1} 21
This Agreement sets forth the entire agreement of the Village and the Contractor with respect to
the provision of the Commercial Services and compensation therefore, and there are no other
understandings or agreements, oral or written, between the Village and the Contractor with respect to the
Commercial Services and the compensation therefore, nor was the making and execution of this Agreement
induced by any representation, statement, warranty, agreement, or action other than those expressed or
explicitly referenced herein.
Section 12.12 Notices
All notices required or permitted to be given under this Agreement shall be in writing and shall be
delivered (i) personally, (ii) by a reputable overnight courier or (iii) by certified mail, return receipt
requested, and deposited in the U.S. mail, postage prepaid. Unless otherwise expressly provided in this
Agreement, notices shall be deemed received upon the earlier of (a) actual receipt; (b) one business day
after deposit with an overnight courier as evidenced by a receipt of deposit; or (c) three business days
following deposit in the U.S. mail, as evidenced by a return receipt. By notice complying with the
requirements of this Section, each party shall have the right to change the address or addressee, or both, for
all future notices and communications to the other party but no notice of a change of address or addressee
shall be effective until actually received.
Notices and communications to the Village shall be addressed to, and delivered at, the following address:
Village of Deerfield
850 Waukegan Road
Deerfield IL 60015
Attention: Village Manager
Notices and communications to the Contractor shall be addressed to, and delivered at, the following
address:
Lakeshore Recycling Systems
6132 W. Oakton Street
Morton Grove, IL 60053
Attention: Joshua Connell, Managing Partner
Section 12.13 Publicity
The Village’s name, insignia or associated marks; photographs of the Village or any other publicity
pertaining to the provision of the Commercial Services shall not be used in any magazine, trade paper,
newspaper, or other medium without the express written consent of the Village.
Section 12.14 No Interpretation against Drafter
This Agreement has been negotiated by all Parties and shall not be construed against any Party as
the drafter of this Agreement.
Section 12.15 Independent Contractor
Contractor acknowledges and agrees that the relationship of the parties hereunder shall be that of
independent contractor and that neither Contractor nor its employees shall be deemed to be an employee of
{00117640.1} 22
the Village for any reason whatsoever. Neither Contractor nor Contractor's employees shall be entitled to
any Village employment rights or benefits whatsoever. Contractor is only authorized to operate pursuant
to this Agreement and shall not be deemed an Agent of the Village when engaging in the activities
authorized hereunder.
[Signature page to follow]
{00117640.1} Exhibit A
EXHIBIT A
PRICING SHEETS
VILLAGE OF DEERFIELD
COMMERCIAL SOLID WASTE HAULING & DISPOSAL SERVICES
PRICE MATRIX EFF: APRIL 1, 2021 TO MARCH 31, 2022
TRASH
Container Size Freguency of Service
1xWk 2xWk 3xWk 4xWk SxWk � 7xWk
65 gallon $ 17.75 $ 35.51 $ 53.26 $ 71.01 $ 88.75 $ 108.73 $ 139.79
95 gallon $ 17.75 $ 35.51 $ 53.26 $ 71.01 $ 88.75 $ 108.73 $ 139.79
1 cy $ 31.06 $ 62.14 $ 93.19 $ 133.15 $ 171.97 $ 210.80 $ 266.27
*1 cy compact ed $ 49.94 $ 98.00 $ 145.00 $ 190.00 $ 235.00 $ 325.00 $ 370.00
1.5 cy $ 35.51 $ 71.01 $ 110.95 $ 155.33 $ 199.71 $ 244.09 $ 288.47
*1.5 cy compacted $ 72.12 $ 150.00 $ 235.00 $ 325.00 $ 415.00 $ 500.00 $ 620.00
2 cy $ 39.93 $ 82.10 $ 122.04 $ 160.88 $ 205.26 $ 255.18 $ 299.57
*2 cy compacted $ 83.21 $ 160.00 $ 250.00 $ 340.00 $ 430.00 $ 520.00 $ 635.00
4 cy $ 68.79 $ 137.58 $ 208.59 $ 288.47 $ 360.58 $ 438.25 $ 521.47
6 cy $ 96.52 $ 190.83 $ 286.25 $ 372.48 $ 465.99 $ 560.30 $ 682.34
*6 cy compacted $ 249.64 $ 499.27 $ 748.92 $ 1,054.02 $ 1,331.39 $ 1,636.50 $ 1,969.34
8 cy $ 130.92 $ 255.18 $ 382.78 $ 532.56 $ 660.15 $ 787.73 $ 954.15
10 cy $ 147.56 $ 288.47 $ 432.71 $588.03 $ 732.26 $ 876.51 $ 1,054.02
20 yard roll off $ 399.41 per haul **S ton limit
30 yard roll off $ 438.25 per haul **6ton limit
40 yard roll off $ 499.27 per haul **7ton limit
Qollection Only-Leas�d Servi�
20 yard compaction equipment $ 416.06 per haul **5 ton limit $ 375.00 per month
25 yard compaction equipment $ 438.25 per haul **5 ton limit $ 375.00 per month
30 yard compaction equipment $ 477.09 per haul **6 ton limit $ 375.00 per month
40 yard receiver bo x $ 477.09 per haul **6 ton limit $ 95.00 per month
2 yard stationary compactor rental only $ 195.00 per month
6 yard rear load compactor rental only $ 195.00 per month
*Rental/Lease/Purchase of Apartment style compactor and receiver boxes will be the responsibility
of the individual customer, and not the responsibility of the Village.
-Roll-off loads will be charged an additional $55.00 per ton for each ton over the stated tonnage limit.
Solid Waste Cost Proposal Prepared by Lakeshore Recycling Systems LLC
VILLAGE OF DEERFIELD
COMMERCIAL SOLID WASTE HAULING & DISPOSAL SERVICES
PRICE MATRIX EFF: APRIL 1, 2021 TO MARCH 31, 2022
RECYCLING
Container Size
1xWk 2xWk
65 gallon $ $ 50.00
95 gallon $ $ 50.00
1 cy $ $ 50.00
1.5 cy $ $ 55.00
2 cy $ $ 60.00
4 cy $ $ 100.00
6 cy $ 60.00 $ 120.00
8 cy $ 90.00 $ 180.00
10 cy $120.00 $ 240.00
20 yard roll off $ 399.41 per haul
30 yard roll off $ 438.25 per haul
40 yard roll off $ 499.27 per haul
Please list all items included for recycling pick-up:
All items listed on SWALCO's website including:
-Glass jars and bottles
-Plastic bottles and containers (#1 -#7)
-Aluminum
-Tin & metal cans
Fregyencll of Service
3xWk 4xWk 5xWk
$ 75.00 $100.00 $ 125.00
$ 75.00 $ 100.00 $ 125.00
$ 75.00 $ 100.00 $ 125.00
$ 88.00 $ 115.00 $ 145.00
$ 90.00 $ 120.00 $ 150.00
$ 150.00 $ 200.00 $ 250.00
$ 180.00 $ 240.00 $ 300.00
$ 270.00 $ 360.00 $ 450.00
$ 360.00 $480.00 $ 600.00
**S ton limit
**6ton limit
**7 ton limit
6xWk 7xWk
$ 150.00 NIA
$ 150.00 NIA
$ 150.00 NIA
$ 175.00 NIA
$ 180.00 NIA
$ 300.00 NIA
$ 360.00 NIA
$ 540.00 NIA
$ 720.00 NIA
-Cardboard & Paper (chip board, newspaper, magazines, junk mail, catalogs, paper bags, telephone books,
of fice paper, file folders and paper towel rolls)
-Asceptic packaging (milk and certain beverage containers)
Cost Proposal Prepared by Lakeshore Recycling Systems LLC
VILLAGE OF DEERFIELD
COMMERCIAL SOLID WASTE HAULING & DISPOSAL SERVICES
PRICE MATRIX EFF: APRIL 1, 2021 TO MARCH 31, 2022
ORGANICS
Description of Service: Organic material container service on an "As-Needed" or "Per Pull" basis.
Organic material includes food scraps and landscape waste as defined In the Illinois Environmental
Protection Act.
Container Size
65 gallon cart
95 gallon cart
1 cubic yard
1.5 cubic yard
Cost "Per Pull"
$ 16.65
$ 21.33
$ 32.00
$ 37.32
If any of the above pricing on a per pull basis would be lowered based on volume (i.e. one location
having a need for multiple containers) please explain:
Cost Proposal Prepared by Lakeshore Recycling Systems LLC
{00117640.1} Exhibit B
EXHIBIT B
INSURANCE PROVISIONS
A. Insurance Requirements
The Contractor shall procure and maintain the following insurance during the entire term of the agreement
described in Section 3.1:
Type of Insurance Required Minimum Coverage
1. Workers' Compensation Statutory
2. Employers' Liability $1,000,000 per accident
$1,000,000 disease (policy limit)
$1,000,000 disease (each employee)
3. Commercial General Liability, including
"occurrence" coverage for: premises and
operations, independent Contractors protective,
contractual liability, broad form property
damage and XCU hazards, products and
completed operations (including broad form
property damage), personal injury liability, and
owner's protective liability.
$3,000,000 per person per occurrence for bodily
injury
$5,000,000 per occurrence for bodily injury
$1,000,000 per occurrence for property damage.
4. Business Auto liability (including owned, non-
owned and hired vehicles and coverage for
environmental liability)
$3,000,000 per person
$5,000,000 per accident for bodily injury
$1,000,000 per accident for property damage
5. Umbrella/Excess liability (to apply as excess
over 2, 3 and 4 above)
$5,000,000 per occurrence
$5,000,000 annual aggregate
B. Miscellaneous Provisions
1. The insurance policies set forth in Sections A3 and A5 of this Exhibit B shall continue to
be maintained for a period of two (2) years following the termination of the Agreement.
2. Equivalent insurance must be maintained by each subcontractor of the Contractor.
3. All insurance companies must be reasonably acceptable to the Village and may include
self-insurance obtained by the Contractor. Minimum insurance carrier requirements
include a current rating from A.M. Best Co., Inc. (or any successor publication of
comparable standing within the industry) of "A VIII" and a license to do business in the
State of Illinois.
4. All liability coverages shall be written on an occurrence basis.
{00117640.1} Exhibit B
5. Prior to commencing Services under the agreements, the Contractor shall deliver, or cause
to be delivered, to the Village certificates of insurance (and other evidence of insurance
requested by the Village) which the Contractor is required to purchase and maintain
pursuant to this Schedule. The Contractor shall deliver certificates of renewal or
replacement policies or coverage no less than ten (10) days prior to the effective date of
each renewal or replacement policy or coverage.
6. All insurance coverage required to be purchased and maintained shall contain a provision
or endorsement providing that the coverage afforded will not be cancelled, materially
reduced or altered or renewal refused until at least thirty (30) days' prior written notice has
been given to the Village by certified mail.
7. The Contractor shall be responsible for promptly reporting all claims to the appropriate
insurer on behalf of itself, the Village and the additional insured’s set forth below.
8. The insurance policies set forth in Sections A3, A4, and A5 of this Exhibit B shall be
endorsed to include the Village, the directors, officers, employees, agents and members of
the Village, SWALCO and the directors, officers, employees, agents and members of
SWALCO as additional named insured’s for all activities of the Contractor in the
performance of the Agreement. Such insurance is to be primary and non-contributory with
any insurance secured and maintained by such additional named insureds.
{00117640.1} Exhibit C
EXHIBIT C
FORM OF PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS: that
[insert full name and address of proposer here:] ____________________________________________
__________________________________________________________________________________
as Principal (hereinafter called the “Contractor”),
and [insert full name and address of surety here:] __________________________________________
__________________________________________________________________________________
(hereinafter called the “Surety”),
as Surety, a corporation organized and existing under the laws of the State of
,
hereinafter called Surety, are held and firmly bound unto the Village of Deerfield, IL as Obligee, hereinafter
called the Village, in the full and just sum of FIVE HUNDRED THOUSAND DOLLARS ($500,000),
for the payment of which sum of money well and truly to be made, the CONTRACTOR and Surety bind
themselves, and their heirs, executors, administrators, successors, and assigns, jointly and severally, firmly
by these presents, said amount to include payment of actual costs and damages and for attorneys' fees,
engineering fees, accounting fees, consulting fees, court costs, interest, and any other fees and expenses
resulting from or incurred by reason of the CONTRACTOR’s failure to promptly and faithfully perform its
contract with the Village, said contract being more fully described below, and to include attorneys' fees,
court costs, and other expenses necessarily paid or incurred in successfully enforcing performance of the
obligation of Surety under this bond.
WHEREAS, the CONTRACTOR has entered into a written agreement dated , 2021,
with the Village entitled “COMMERCIAL SOLID WASTE COLLECTION SERVICES AGREEMENT”
(the “Contract”), the terms and conditions of which are by this reference incorporated herein as though fully
set forth herein.
NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH THAT if the
CONTRACTOR shall well, truly, and promptly perform all the undertakings, covenants, terms, conditions,
and agreements of the said CONTRACTOR under the Contract, including, but not limited to, the
CONTRACTOR’s obligations under the Contract: (1) to provide and perform, in the manner specified in
the Contract, all necessary work, labor, services, transportation, materials, equipment, apparatus,
machinery, tools, fuels, information, data, and other means and items necessary for the collection of all
municipal waste, landscape waste, and recyclable materials from all Customers, as provided in the Contract;
(2) to procure and furnish all permits, licenses, and other governmental authorizations necessary in
connection therewith and to comply with the laws of the State of Illinois and ordinances and regulations of
the Village in connection therewith; (3) to procure and furnish the Performance Bond and all certificates
and policies of insurance specified in the Contract; (4) to pay all applicable federal, state, and local taxes;
(5) to indemnify the Village against any loss resulting from any breach or failure of performance by the
CONTRACTOR under the Contract; (6) to do all other things required of the CONTRACTOR by the
Contract; and (7) to provide, perform, and complete all of the foregoing in a proper and workmanlike
manner and in full accordance and compliance with, and as required by, the Contract; all of which is herein
referred to as the "Work," then this obligation shall be null and void; otherwise it shall remain in full force
and effect.
{00117640.1} Exhibit C
For purpose of this bond, a claimant is defined as one having a direct contract with CONTRACTOR or with
a subcontractor of Contractor to provide, perform, or complete any part of the Work.
CONTRACTOR and Surety hereby jointly and severally agree that every claimant who has not had all just
claims for the furnishing of any part of the Work paid in full, including, without limitation, all claims for
amounts due for materials, lubricants, oil, gasoline, rentals of or service or repairs on machinery, equipment,
and tools consumed or used in connection with the furnishing of any part of the Work, may sue on this bond
for the use of such claimant, may prosecute the suit to final judgment for such sum or sums as may be justly
due such claimant, and may have execution therein; provided, however, that Village shall not be liable for
the payment of any costs or expenses of any such suit. To the extent applicable, the provisions of 30 ILCS
550/1 and 30 ILCS 550/2 shall be deemed inserted herein, including the time limits within which notices
of claim must be filed and actions brought under this bond.
CONTRACTOR and Surety hereby jointly agree that Village may sue on this bond if Village is held liable
to, or voluntarily agrees to pay, any claimant directly, but nothing in this bond shall create any duty on the
part of Village to pay any claimant.
Surety, for value received, hereby stipulates and agrees that no changes, modifications, alterations,
omissions, deletions, additions, extensions of time, or forbearance on the part of either the Village or the
CONTRACTOR to the other in or to the terms of said Contract; in or to the schedules, plans, drawings, or
specifications; in or to the method or manner of performance of the Work; or in or to the mode or manner
of payment therefore shall in any way release the CONTRACTOR and Surety or either or any of them, or
any of their heirs, executors, administrators, successors, or assigns, or affect the obligations of Surety on
this bond, all notice of any and all of the foregoing changes, modifications, alterations, omissions, deletions,
additions, extensions of time, or forbearance, and notice of any and all defaults by the CONTRACTOR or
of the Village’s termination of the CONTRACTOR, being hereby waived by Surety.
Notwithstanding anything to the contrary in the foregoing paragraph, in no event shall the obligations of
Surety under this bond in the event of the CONTRACTOR’s default be greater than the obligations of the
CONTRACTOR under the Contract in the absence of such CONTRACTOR default.
In the event of a default or defaults by the CONTRACTOR, the Village shall have the right to reimburse
itself from the proceeds of this bond for any and all costs, expenses, losses, damages, liquidated damages,
liabilities, suits, judgments, awards, attorneys’ fees, and administrative expenses incurred, suffered, or
sustained by the Village and/or chargeable to the CONTRACTOR under the Contract or this bond. In
addition, the Village shall have the right to take over and complete the Contract upon 30 calendar days’
written notice to Surety, in which event Surety shall pay the Village all costs incurred by the Village in
taking over and completing the Contract or, at its option, the Village may instead request that Surety take
over and complete the Contract, in which event Surety shall take reasonable steps to proceed promptly with
completion no later than 30 calendar days from the date on which the Village notifies Surety that the Village
wants Surety to take over and complete the Contract.
The Village shall have no obligation to actually incur any expense or correct any deficient performance of
the CONTRACTOR in order to be entitled to receive the proceeds of this bond.
No right of action shall accrue on this bond to or for the use of any person or corporation other than the
Village or the heirs, executors, administrators, or successors of the Village.
{00117640.1} Exhibit C
Signed and sealed this day of __________, 2020.
Attest/Witness: _________________________________________
CONTRACTOR
By: __________________________________ By: ____________________________________
Title: __________________________________ Title: ____________________________________
Attest/Witness: _________________________________________
SURETY
By: __________________________________ By: ____________________________________
Title: __________________________________ Title: ____________________________________
{00117635.5}
RESIDENTIAL SOLID WASTE & RECYCLING COLLECTION SERVICES AGREEMENT
BETWEEN
VILLAGE OF DEERFIELD
AND
LAKESHORE RECYCLING SYSTEMS
DATED: January 19, 2021
{00117635.5} i
TABLE OF CONTENTS
Page
PREAMBLE 1
ARTICLE I DEFINITIONS
Section 1.1 Definitions 1
Section 1.2 Rules of Construction 3
ARTICLE II SCOPE OF SERVICES
Section 2.1 General Services 3
Section 2.2 Revenue Collection 4
Section 2.3 Right-of-Way Services 4
Section 2.4 Modification of Required Services 4
Section 2.5 Brochure 4
ARTICLE III TERM OF AGREEMENT
Section 3.1 Term of Agreement 5
ARTICLE IV SOLID WASTE COLLECTION AND DISPOSAL
Section 4.1 Municipal Waste 5
Section 4.2 Landscape Waste 6
Section 4.3 Recyclable Materials 7
Section 4.4 Private Services 8
Section 4.5 Vacant Properties 9
Section 4.6 Disposal 9
Section 4.7 Solid Waste Collection Data 10
ARTICLE V COMPENSATION
Section 5.1 Residential Service 11
ARTICLE VI REVENUE COLLECTION
Section 6.1 Billing of Accounts 11
Section 6.2 Private Service 11
ARTICLE VII TITLE TO RESIDENTIAL MATERIALS
Section 7.1 Title to Residential Materials 12
ARTICLE VIII RECYCLABLE MATERIALS
Section 8.1 Recyclable Materials Collection Service 12
{00117635.5} ii
ARTICLE IX CUSTOMER SERVICE STANDARDS
Section 9.1 Office and Telephone 13
Section 9.2 Minimum Residential Customer Service Standards 13
Section 9.3 Liaison 15
ARTICLE X BREACH; EVENTS OF DEFAULT AND REMEDIES
Section 10.1 Breach by Contractor 15
Section 10.2 Breach by Village 15
Section 10.3 Events of Default and Remedies of Village 16
Section 10.4 Events of Default and Remedies of Contractor 17
Section 10.5 Force Majeure……………………………………………………………. 17
ARTICLE XI INSURANCE AND INDEMNIFICATION
Section 11.1 Insurance 18
Section 11.2 Indemnification 18
ARTICLE XII MISCELLANEOUS
Section 12.1 Non-Assignability 19
Section 12.2 Equal Employment Opportunity 19
Section 12.3 Prevailing Wages 20
Section 12.4 Performance Bond 21
Section 12.5 Equipment to be Used by Contractor 21
Section 12.6 Compliance with Laws 22
Section 12.7 Care and Performance 22
Section 12.8 No Alcohol or Drugs 22
Section 12.9 Governing Law 22
Section 12.10 Severability 22
Section 12.11 Entire Agreement 23
Section 12.12 Notices 23
Section 12.13 Publicity 23
EXHIBITS
EXHIBIT A Pricing Sheet
EXHIBIT B Insurance Provisions
EXHIBIT C Village Collection Sites
EXHIBIT D Designated Condominiums Included in Residential Service
EXHIBIT E Sample Food Scraps Brochure
{00117635.5} 1
This SOLID WASTE & RECYCLING COLLECTION SERVICES AGREEMENT
("Agreement") is made and entered into January 19, 2021 by and between LAKESHORE
RECYCLING SYSTEMS, LLC, an Illinois limited liability company (the "Contractor") and the
VILLAGE OF DEERFIELD, an Illinois home rule municipal corporation (the "Village").
PREAMBLE
WHEREAS, the Village, to protect the public health and welfare of its residents has deemed it
necessary to collect, transport and dispose of Residential Materials (as defined in Section 1.1 of this
Agreement); and
WHEREAS, the Village is authorized pursuant to the provisions of Section 11-19-1 of the
Illinois Municipal Code (65 ILCS 5/11-19-1) to provide for the method or methods of collection,
transportation and disposal of municipal waste located within its boundaries and to provide that the
method chosen may be the exclusive method to be used within its boundaries; and
WHEREAS, the Village desires to enter into this Agreement to provide Residential Materials
collection, transportation and disposal services from all residential single-family dwellings with two units
or less, and four (4) condominium properties (the “Designated Condominiums” listed in Exhibit D) as
well as Village-owned/public facilities, and to set the rates and charges relating to such services; and
WHEREAS, the Village has determined that it is in the best interests of its residents to contract
with a single waste hauler to collect, transport and properly manage Residential Materials at a facility or
facilities selected in accordance with the terms of this Agreement; and
WHEREAS, the Contractor, pursuant to the terms of this Agreement and on behalf of the
Village, is willing to collect, transport and properly manage Residential Materials at a facility or facilities
selected in accordance with the terms of this Agreement.
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions herein
contained:
ARTICLE I
DEFINITIONS
Section 1.1 Definitions
Whenever used in this Agreement, the following capitalized terms shall have the following
meanings unless a different meaning is required by the context:
a) “Agency” means the Solid Waste Agency of Lake County, known as SWALCO.
b) “Breach” means a breach of this Agreement by either the Village or the Contractor, in a
manner described in Article X of this Agreement.
c) “Bulk Items” means household items of such size as to render them unsuitable for
deposit in a refuse container but which one person can lift into a refuse truck, such as
furniture, mattresses, box springs, toilets, storm doors and windows, metal and lumber
products and machine parts.
{00117635.5} 2
d) “Condominium” means a multi-family building, containing more than two dwelling units
which has been submitted to the provisions of the Illinois Condominium Property Act.
e) “Container”, when used in connection with the term “Containerized Collection Service,”
shall mean a covered, leak-proof, large capacity container or dumpster owned and
provided by the Contractor with sufficient volume to contain all garbage and refuse
placed for disposal at either the Village Collection Sites or by the occupants of the
Designated Condominiums between regularly scheduled collections
f) “Containerized Collection Service” means garbage and refuse collection service
provided to the owners and occupants of Units in a Condominium in Containers provided
by the Contractor.
g) “Contractor” means Lakeshore Recycling Systems, LLC, and its successors and
assignees.
h) “Curbside” means no closer than two feet (2') nor farther than five feet (5') from the
street pavement edge.
i) “Designated Recycling Facility” means a materials recovery facility designated by the
Village as a facility to which Recyclable Materials are transported for processing.
j) “Event of Default” means a declaration of default by either the Village or the Contractor,
as described in greater detail in Article X of this Agreement.
k) “Food Scraps ” mean garbage that is capable of being composted and as further defined
in 415 ILCS 5/3.197.
l) “Hazardous Waste” shall have the meaning attributed to it in Section 3.220 of the Illinois
Environmental Protection Act (415 ILCS 5/3.220).
m) “Landscape Waste” means all accumulations of grass or shrubbery cuttings, leaves, tree
limbs, aquatic weeds, and other material accumulated as the result of the care of lawns,
shrubbery, vines and trees, and as otherwise described at 415 ILCS 5/3.270.
n) “Landscape Waste Sticker” means a sticker or tag to be sold by the Contractor or its
agents and that is to be affixed to Landscape Waste designated for collection from a
Residential Customer who places for collection on a given pick-up day cans, bags or
bundles of Landscape Waste.
o) “Residential Service" has the meaning set forth in Section 2.1 of this Agreement.
p) “Municipal Waste” means garbage, refuse, industrial, lunchroom or other waste, and
other material described at 415 ILCS 5/3.290 resulting from operation of single-family
and multi-family residential properties and from community activities; provided,
{00117635.5} 3
however, that "Municipal Waste" shall not include Recyclable Materials or Landscape
Waste.
q) “Private Service” means the collection of refuse and waste by the Contractor from
Residential Customers, pursuant to separate agreements or arrangements between a
Residential Customer and the Contractor.
r) “Recyclable Materials” means aluminum cans, tin, steel and bi-metal cans; clear, green
and brown glass bottles and jars; newspapers, magazines, and mixed papers (junk mail,
chipboard, white and colored paper, brown kraft paper bags); corrugated cardboard, #1
PETE plastic containers and #2 HPDE plastic containers, #3 - #5 plastic containers and
any other material or materials which the Village identifies as a "Recyclable Material"
subsequent to the execution of this Agreement, pursuant to Section 8.1(e) of this
Agreement.
s) “Residential Customer" means the owner or occupant of a single-family dwelling,
townhome and multi-family dwellings of 2 or less units and Designated Condominiums
listed in Exhibit D to whom the Contractor furnishes services pursuant to the Agreement.
t) “Residential Materials” means Municipal Waste, Recyclable Materials, Landscape
Waste, and any other similar materials.
u) “State” means the State of Illinois.
v) “Curbside” means within four (4) feet of the curb or edge of street pavement in front of a
Residential Customer's property.
w) “Unit” when used in connection with the term “Condominium”, shall mean an individual
dwelling unit in a Condominium intended for independent ownership, occupancy and
use.
x) “Village” means Deerfield Village, Illinois.
y) “Village Collection Sites” means those public areas owned or maintained by the Village
or other public entity from which the Contractor is required to collect Residential
Materials pursuant to this Agreement, as identified in Exhibit C to this Agreement.
z) “Village Code” means "The Deerfield Municipal Code" as amended.
aa) “Village Container” means a front-loading container suitable for automated waste and
recycling collection by private waste haulers from a Municipal Collection Site.
bb) “Wheeled Cart” means a two-wheel durable, plastic, lidded container suitable for
curbside automated waste and recycling collection by private waste haulers. A Large
Wheeled Cart shall have a capacity of approximately 95 gallons, a Medium Wheeled Cart
shall have a capacity of approximately 65 gallons, and a Small Wheeled Cart shall have a
capacity of approximately 35 gallons. “White Goods” means all discarded refrigerators,
ranges, water heaters, freezers, air conditioners, humidifiers and other similar domestic
and commercial large appliances as defined by section 22.28 of the Illinois
Environmental Protection Act.
{00117635.5} 4
cc) “White Goods” means all discarded refrigerators, ranges, water heaters, freezers, air
conditioners, humidifiers and other similar domestic and commercial large appliances as
defined by section 22.28 of the Illinois Environmental Protection Act.
Section 1.2 Rules of Construction
a) Grammatical Usage and Construction. In construing this Agreement, feminine or neuter
pronouns shall be substituted for those masculine in form and vice versa, and plural terms
shall be substituted for singular and singular for plural, in any place in which the context
so requires.
b) Headings. The headings, titles, and captions in this Agreement have been inserted only
for convenience and in no way define, limit, extend, or describe the scope or intent of this
Agreement.
c) Calendar Days. Unless otherwise provided in this Agreement, any reference in this
Agreement to “day” or “days” shall mean calendar days and not business days. If the
date for giving of any notice required to be given, or the performance of any obligation,
under this Agreement falls on a Saturday, Sunday, or federal holiday, then the notice or
obligation may be given or performed on the next business day after that Saturday,
Sunday, or federal holiday.
ARTICLE II
SCOPE OF SERVICES
Section 2.1 General Services
The Contractor shall provide the following solid waste hauling, collection and disposal services in
accordance with the provisions of this Agreement:
a) Municipal Waste. Collection and transportation and disposal of Municipal Waste as
more particularly described in Section 4.1 of this Agreement.
b) Landscape Waste and Food Scraps . Collection, transportation and disposal of Landscape
Waste and Food Scraps as more particularly described Section 4.2 of this Agreement.
c) Recyclable Materials. Collection, transportation and disposal of Recyclable Materials as
more particularly described in Section 4.3 of this Agreement.
d) Containers for Residential Customers. The Contractor shall provide refuse carts and
containers as follows:
(i) For each Residential Customer, the Contractor shall provide one (1) Large
Wheeled (95 gallon) Cart for Municipal Waste, at the cost of the Contractor.
(ii) For each Residential Customer, the Contractor shall provide one (1) Medium
Wheeled Cart for Recyclable Materials, at the cost of the Contractor.
(iii) The Contractor shall furnish at no separate cost to the Residential Customer a
shared container for Condominiums.
{00117635.5} 5
The Contractor on behalf of the Village shall furnish the services described in Sections 2.1(a), (b),
(c) and (d) (the "Residential Services") and bill the Village for such services under this Agreement. The
Contractor shall be the sole and exclusive franchisee of the Village to provide the Residential Services.
e) Village Site Collection. The Contractor shall, without cost to the Village: (i) furnish
Village Containers for the collection of Municipal Waste and Recyclable Materials at each Village
Collection Site; and (ii) collect, transport, and dispose of such Municipal Waste and Recyclable Materials,
at dates and times and subject to such additional conditions as set forth this Agreement.
f) Electronic Device Recycling Collection Events. The Contractor shall provide drop-off
collection of electronic devices (as defined by the Illinois Consumer Electronics Recycling Act 415 ILCS
151/1 et seq.) no less than twice annually for a seven-day period per collection. The Contractor shall
supply as many 20 cubic yard roll-off containers as necessary during each seven-day collection event to
satisfy drop-off demand. The Village shall instruct the Contractor where to locate the requested roll-off
containers during each seven-day collection event.
g) Shredding Event. The Contractor shall provide and pay for one shredding event per year,
with the date and location to be determined by the Village, with reasonable notice to the Contractor.
h) Books and Records; Audits. Contractor shall permit access to all relevant books, records,
accounts and work sites by personnel of the Village. In addition, the Village shall have the right, upon
reasonable notice to Contractor, to undertake appropriate audits to ensure compliance by Contractor with
the terms of this Agreement.
Section 2.2 Revenue Collection
The Village shall provide revenue collection services in accordance with Article VI for all
Residential Services provided under this Agreement. Contractor shall not be required to participate in
billing or collecting services fees from Village Customers.
Section 2.3 Right-of-Way Services
The Contractor shall clear debris accumulated on public rights-of-way during inclement weather
events, upon receipt of a request therefor by the Village and at a rate to be mutually determined by the
Village and the Contractor.
Section 2.4 Modification of Required Services
The Village reserves the right to adjust or expand the scope of the Residential Services required
under this Agreement, upon thirty (30) days prior written notice to the Contractor, to accommodate
changes in the definition of “Residential Materials” or changes in the scope of services provided by
SWALCO. The Village and the Contractor agree to negotiate an equitable adjustment to the Contractor's
compensation under this Agreement required as a result of any adjustment or expansion of the scope of
the Residential Services.
Section 2.5 Customer Education; Website
A. Customer Brochure. Upon execution of this Agreement, the Contractor, at its expense, shall be
required to develop, print and distribute to all residential customers, and all new customers a
brochure, approved by the Village, explaining the Municipal Waste, Recyclable Materials and
{00117635.5} 6
Landscape Waste/Food Scraps programs covered under this Agreement. The brochure will
include a method for customers to change their waste, recycling and/or landscape waste/Food
Scraps services. The brochure shall be updated and distributed only if there is a change in
services that warrants distributing a new brochure.
B. Website. During the term of the Agreement, the Contractor will maintain a publicly accessible
website with the following components:
i. Information on service levels offered by Contractor to the Residential Customers and
corresponding rates;
ii. Contractor regulations and requirements for collection of Municipal Waste, Recyclable
Materials, and Landscape Waste;
iii. On-line bill payment for all services offered by Contractor to Residential Customers;
iv. Submission of Cart size selection and Cart Change-Out/Replacement requests; and
v. Scheduling of special collections and other service requests by Customers.
ARTICLE III
TERM OF AGREEMENT
Section 3.1 Term of Agreement
The initial term of this Agreement shall commence on April 1, 2021 (“Commencement Date”),
and end on March 31, 2026. Upon the mutual written consent of both parties, this Agreement can be
extended for up to five additional one-year renewal periods.
At the end of any contract term, the Village reserves the right to unilaterally extend this
Agreement for a period of up to ninety (90) days for the purpose of arranging to place a new contract in
effect.
ARTICLE IV
SOLID WASTE COLLECTION AND DISPOSAL
Section 4.1 Municipal Waste
The Contractor shall collect, transport, and dispose of Municipal Waste in accordance with the
following:
a) Residential Customer Selection of Service. Each Residential Customer shall receive
“Unlimited Service” from the Contractor, which shall consist of one of the following
(i) Once-per-week subscription service which provides for collection by the
Contractor of Municipal Waste from one Large Wheeled Cart and an unlimited
number of approved containers, and for which the Residential Customer shall pay
to the Contractor a flat monthly rate in accordance with the Schedule of Rates
and Prices attached as Exhibit A of this Agreement.
{00117635.5} 7
(ii) Once a week containerized services which provides for collection by the
Contractor of Municipal Waste from shared containers from Designated
Condominiums listed in Exhibit D, and for which the Residential Customer shall
pay to the Contractor a flat monthly rate in accordance with Exhibit A of this
Agreement.
Each Residential Customer shall have the right, within 45 days of Commencement Date, to
downsize their Large Wheeled Cart to a Medium or Small Wheeled Cart, at no additional charge. If the
Cart size is changed after the first 45 days the Contractor may charge the Residential Customer a change
of service charge as set forth in Exhibit A of this Agreement.
b) Location of Service. The Contractor shall collect all Municipal Waste from single-family
homes and townhomes that is placed by Residential Customers Curbside in front of the Residential
Customer’s property. The Contractor shall collect Municipal Waste from Designated Condominiums that
is placed in designated shared refuse containers.
c) Time of Collection. Residential Customers are required to place containers Curbside no
later than 6:00 a.m. on the designated day for collection. All Municipal Waste shall be collected from
each Residential Customer no later than 7:00 p.m. on the designated day of collection, except as
otherwise agreed between the Village and the Contractor.
d) Transport and Disposal. All Municipal Waste collected pursuant to this Section 4.1 shall
be transported and disposed of in accordance with Section 4.6 of this Agreement.
e) Containers. The Contractor shall furnish, at no additional cost to the Residential
Customer, an acceptable container for Municipal Waste, which shall be a Large Wheeled Cart, unless the
Residential Customer opts to select a Medium or Small Wheeled Cart. If a Residential Customer chooses
to use his own container for excess Municipal Waste, it must be a container of standard waterproof
construction of durable metal or plastic material, with a tight-fitting cover and handles, not exceeding a
capacity of approximately thirty-two (32) gallons. The Contractor shall, at a Residential Customer’s
request and the Contractor’s sole cost and expense, provide an additional Medium Wheeled Cart or Large
Wheeled Cart to the Residential Customer. All Wheeled Carts for Municipal Waste must be of the same
style, color, and configuration, to insure uniformity of appearance. All Wheeled Carts will be owned and
maintained by the Contractor. The Contractor will furnish, at no separate cost to the Residential
Customers, shared Containers for Designated Condominiums.
f) Bulk Item and White Good Service. Bulk item pick-up at Curbside is included as part of
Municipal Waste collection. Such pick-up will be made once per week and will be conducted on the same
day as the Municipal Waste pick-up and will include one Bulk Item per pick-up. White Goods collection
will be on four days per year on dates mutually agreeable to the Village and Contractor. Residential
Customers must call or email prior to the collection date to schedule a pick-up with Contractor on these
designated days.
g) Village Site Collection; Annual Free Disposal Volume; and Special Events. The
Contractor shall, without cost to the Village, at Village Collection Sites (see Exhibit C): (i) furnish
Village Containers for the deposit of Municipal Waste at each Village Collection Site; and (ii) collect,
transport, and dispose of such Municipal Waste and at dates and times mutually agreeable to the Village
and the Contractor.
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The Contractor shall collect, transport and furnish the Village with containerized services for
garbage and refuse at special events in accordance with the following:
• Fine Arts Festival (June) - One (1) 20 cu. yd. container and 50 cardboard containers
• Harvest Fest (September) - One (1) 20 cu. yd. container and 50 cardboard containers
• Family Days (3rd and 4th of July) – Two (2) 20 cu. yd. container and 150 cardboard
containers
• Holiday Tree Sale – One (1) 6 cu. yd. container
• Miscellaneous – 50 additional cardboard containers
Section 4.2 Landscape Waste/Food Scraps Collection
The Contractor shall collect, transport, and dispose of commingled Landscape Waste and Food
Scraps in accordance with the following:
a) Year-Round Containerized Landscape Waste/Food Scraps Collection. Each Residential
Customer will, at no additional charge or cost, receive year-round weekly collection of Landscape Waste
and Food Scraps by Contractor from a sealable 35-gallon container to be provided by Contractor
(“Containerize Collection Service”). Contractor will only be obligated to collect any Landscape
Waste/Food Scraps outside of the sealable 35-gallon container provided by the Contractor if the
Residential Customer purchases one of the supplemental collection service options described in Section
4.2(b).
b) Supplemental Residential Customer Landscape Waste/Food Scraps Collection. In
addition to the Containerized Collection Service for Landscape Waste/Food Scraps, from April 1st
through December 15th of each year (“Supplemental Collection Season”), each Residential Customer
shall have the right to select one of the following supplemental Landscape Waste/Food Scraps Collection
services:
(i) Supplemental Collection Subscription. Each Residential Customer shall have the
right to subscribe to a Landscape Waste/Food Scraps collection service from the
Contractor for a flat annual rate set forth in Exhibit A that includes collection of
an unlimited number of acceptable containers or bundles during the
Supplemental Collection Season.
(ii) Pay-per-Bag/Sticker System: A once-per-week volume-based system, for which
the Residential Customer shall pay to the Contractor only in proportion to the
quantity of Landscape Waste/Food Scraps actually collected from the Residential
Customer. Contractor will collect all Landscape Waste/Food Scraps placed in
acceptable containers or bundles affixed with a Landscape Waste Sticker during
the Supplemental Collection Season. Contractor shall have no obligation to
collect Landscape Waste/Food Scraps from any container or bundle which is not
affixed with Landscape Waste Sticker.
c) Containers/Bundles. The Contractor shall have no obligation to collect any Landscape
Waste/Food Scraps unless such waste is either:
(i) Placed in the sealable 35-gallon container provided by the Contractor; or
{00117635.5} 9
(ii) Placed in biodegradable paper “kraft”-type bags of a capacity not to exceed 32
gallons; or BPI certified compostable liner bags (plastic bags will not be
accepted).
(iii) Placed in metal or plastic cans of a capacity not to exceed 32 gallons; or
(iv) If the Landscape Waste cannot reasonably be placed in bags or cans, securely
tied with biodegradable string or twine, in bundles not to exceed four feet in
length and 24 inches in diameter.
d) Christmas Trees. For all Residential Customers (whether or not subscribers for
Landscape Waste/Food Scraps collection services), the Contractor shall collect, transport, and dispose of
any Christmas tree left curbside by any Residential Customer between January 2 and January 25, at no
cost to the Residential Customer.
e) Location of Collection. The Contractor shall collect Landscape Waste/Food Scraps that
is placed by each Residential Customer Curbside in front of the Residential Customer's property.
f) Time of Collection. Residential Customers are required to place Landscape Waste/Food
Scraps containers at street-side by 6:00 a.m. on the designated day for collection. All Landscape
Waste/Food Scraps shall be collected from each Residential Customer no later than 7:00 p.m. on each
designated day of collection, except as otherwise agreed between the Village and the Contractor.
Landscape Waste/Foods Scraps placed out for pick-up through one of the Supplemental Residential
Landscape Waste/Food Scraps Collection options will only be collected April 1 st through December 15th
of each calendar year. The Contractor shall collect Landscape Waste/Food Scraps on the same day as the
Contractor collects Municipal Waste and Recyclable Materials from the Residential Customer.
g) Transport and Disposal. All Landscape Waste collected pursuant to this Section 4.2 shall
be transported and disposed of in accordance with Section 4.6 of this Agreement.
h) Food Scraps Collection Education and Awareness. Contractor will make all
commercially reasonable efforts to encourage participation by Residential Customers in the Containerized
Collection Service and to educate Residential Customers on appropriate materials to be disposed of with
this service. Contractor will provide all Residential Customers with an educational brochure detailing
those materials that are eligible for Food Scraps collection, in substantially the form attached to this
Agreement as Exhibit E. Contractor will provide the Village with quarterly reports of volumes of
Landscape Waste/Foods Scraps collected through the Containerized Collection Service.
Section 4.3 Recyclable Materials
The Contractor shall collect, transport, and manage Recyclable Materials in accordance with the
following:
a) Location of Collection from Residential Customers. The Contractor shall collect all
Recyclable Materials from single-family homes and townhomes that are placed by Residential Customers
Curbside in front of the Residential Customer’s property. The Contractor shall collect Recyclable
Materials from Condominiums that are placed in designated shared Recyclable Materials containers.
b) Time of Collection from Residential Customers. Residential Customers are required to
place Recyclable Materials containers at street-side no later than 6:00 a.m. on the designated collection
{00117635.5} 10
day. All Recyclable Materials shall be collected from each Residential Customer no later than 7:00 p.m.
on each designated collection day, except as otherwise agreed between the Village and the Contractor.
The Contractor shall collect Recyclable Materials from each Residential Customer once per week, on the
same day as the Contractor collects Municipal Waste from the Residential Customer.
c) Containers. The Contractor shall furnish a Medium Wheeled Cart for Recyclable
Materials to the Residential Customer at no additional cost. Once a year, beginning in 2021, and during
the entire month of May, Residential Customers will be allowed to upgrade the cart, at no charge, from a
Medium Wheeled Cart to a Large Wheeled Cart one time during the term of this Agreement.
If the Residential Customer chooses to use his own container for Recyclable Materials that
exceed the capacity of the Cart provided by the Contractor , it shall be a container of standard waterproof
construction of durable metal or plastic material, with a tight-fitting cover and with handles, not
exceeding a capacity of approximately thirty-two (32) gallons. The Contractor shall provide an additional
Medium Wheeled Cart or Large Wheeled Cart, at the Residential Customer’s option, at a cost as listed in
Exhibit A.
All Wheeled Carts for Recyclable Materials shall be of the same style, color, and configuration,
to insure uniformity or appearance. In addition, all Wheeled Carts for Recyclable Materials shall have a
different color lid than the Municipal Waste Wheeled Carts, shall have a recycling sticker or permanent
stamp on the cart lid showing what items are accepted in the recycling program, and shall be approved by
the Village prior to being ordered and used in the Village. Wheeled Carts shall be owned and maintained
by the Contractor. The Contractor shall furnish at no separate cost to the Residential Customer a shared
container for Condominiums.
d) Village Sites Collection. The Contractor shall, without cost to the Village, at Village
Collection Sites: (i) furnish Village Containers for the deposit of Recyclable Materials at each Village
Collection Site; and (ii) collect, transport, and dispose of such Recyclable Materials, at dates and times
mutually agreeable to the Village and the Contractor.
e) Transport and Disposal. All Recyclable Materials collected pursuant to this Section 4.3
shall be transported and disposed of in accordance with Section 4.6 of this Agreement.
f) Electronic Devices Recycling. The Contractor shall provide drop-off collection of
electronic devices (as defined by the Illinois Consumer Electronics Recycling Act 415 ILCS 151/1 et
seq.) on at least twice annually for a seven-day period each event. The Contractor shall supply as many
20 cubic yard roll-offs as necessary during each seven-day period. The Village shall instruct the
Contractor where to locate the 20 cubic yard roll-offs during each seven-day collection event.
g) Shredding Event. The Contractor shall provide and pay for one shredding event per year,
with the date and location to be determined by the Village, with reasonable notice to the Contractor.
Section 4.4 Private Services
a) In addition to the Residential Services provided by the Contractor under Sections 4.1
through 4.3 of this Agreement, the Contractor shall also make available, to all Residential Customers,
Private Service for collection of all types of solid waste not otherwise covered by this Agreement,
including, but not limited to: White Goods; auto parts (excluding Hazardous Waste); large amounts of
building materials (including lumber, structural steel, concrete, bricks and stones); heavy appliances;
pianos; and such other bulky items that require more than one person to handle.
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b) For services provided pursuant to this Section 4.4, the Contractor agrees to have available
tractor loaders, trailers, and other necessary equipment. Upon the request of a Residential Customer, the
Contractor shall furnish an estimate for the cost of removal of any materials in connection with Private
Services to be provided by the Contractor and shall provide the Private Services within one week of
acceptance of the cost estimate.
c) The Contractor shall charge Residential Customers the cubic yard rate as set forth in
Exhibit A for Private Services.
d) The Contractor, upon receipt of a notice from the Village, shall provide any Residential
Customer in the Village a special emergency pick-up for garbage, refuse and miscellaneous waste materials,
in circumstances requiring prompt disposition of the waste materials and where a delay in pick-up until the
next regularly scheduled pick-up day would or might be injurious or detrimental to the health or welfare of
the community. Any such special emergency service shall be completed at the direction of the Village. This
provision does not and is not intended to provide free waste hauling service to the Village and its residents
in the event of a natural disaster, such as tornado, wind storm, flooding or another similar occurrence. The
Contractor shall charge for emergency services as set forth in Exhibit A. In the case of a natural disaster, if
the Village decides it is necessary to provide disposal services to its residents the Contractor shall charge for
such services as set forth in Exhibit A.
Section 4.5 Vacant Properties
The Village agrees to cooperate in providing information in its possession related to property
vacancies or any other similar information that will assist the Contractor in the performance of its
obligations under this Agreement.
Section 4.6 Disposal
a) Municipal Waste.
i) Municipal Waste shall be removed from the Village at the close of each day of
collection and shall be disposed of at one or more SWALCO-designated lawfully
operated pollution control facilities at the Contractor’s sole cost and expense. The
SWALCO-designated facilities in operation as of the Effective Date of this
Agreement are the Countryside Landfill in Grayslake, the Zion Landfill in Zion,
the Livingston Landfill in Livingston County, Illinois, the Lee County Landfill in
Lee County, IL, and the Newton County Landfill in Newton County, Indiana.
ii) Notwithstanding the foregoing, the Village reserves the right to direct the
location of disposal to another pollution control facility.
b) Landscape Waste/Food Scraps.
i) All Landscape Waste/Food Scraps shall be disposed of in a lawful manner, at a
properly permitted landscape waste composting facility or facilities.
ii) Not less than 30 days prior to the date on which the Contractor commences
disposal of Landscape Waste/Food Scraps at a particular location(s), the
Contractor shall notify the Village in writing of the designation of such location.
Notwithstanding the foregoing, the Village reserves the right to reject any
{00117635.5} 12
proposed location, or to direct the location of disposal to an alternate Landscape
Waste facility.
iii) No Landscape Waste/Food Scraps may be disposed of at a landfill or solid waste
incinerator, unless otherwise authorized by the Illinois Environmental Protection
Act (415 ILCS 5/1 et seq.) and approved in advance and in writing by the
Village.
c) Recyclable Materials.
i) All Recyclable Materials shall be collected, separated and otherwise treated to
facilitate the sale of Recyclable Materials to end-use markets or to Recyclable
Material brokers. All collected Recyclable Materials shall be recycled regardless
of the income received or the cost to the Contractor resulting from the sale of the
Recyclable Materials.
ii) As of the Commencement Date of this Agreement, SWALCO does not have an
agreement in place with a designated recycling facility (the “Designated
Facility”), therefore the Contractor shall choose its own facility to take the
Village’s Recyclable Materials to and notify the Village within 30 days of such
location. Notwithstanding the foregoing, the Village reserves the right to
designate an alternate Designated Facility. In the event that SWALCO does
develop a Designated Facility, the Contractor shall delivery all collected
Recyclable Material to the Designated Facility or, alternatively, the Contractor
and the Village may mutually agree to allow the Contractor to continue using its
own facility but the Contractor shall pay the equivalent economic benefit to the
Village and Lake County that would have otherwise been derived from such
Designated Facility.
iii) No Recyclable Materials may be deposited in a landfill or waste incinerator,
unless approved in advance and in writing by the Village. The Contractor shall
abide by the Rules and Regulations set forth by the Designated Facility. The
Village may terminate this Agreement if the Contractor fails to abide by the
Rules and Regulations set forth by the Designated Facility used for the
processing of collected Recyclable Materials.
d) In the event that the Village directs the disposal of any Municipal Waste, Landscape
Waste or Recyclable Materials to any alternate facility pursuant to this Section 4.6, the
Village and the Contractor agree to negotiate an equitable adjustment to the Contractor’s
compensation under this Agreement because of an increase or decrease in realized costs.
Section 4.7 Solid Waste Collection Data
a) The Contractor shall provide to the Village and SWALCO, on a quarterly basis, a report
on the quantity, in tons, of: (i) Municipal Waste collected within the Village, (ii)
Recyclable Materials collected within the Village, and (iii) Landscape Waste/Food
Scraps collected within the Village. The Contractor shall also provide data to the Village
on the amount of electronic devices collected from the Village’s drop-off program.
{00117635.5} 13
b) The Contractor shall prepare and deliver to the Village, at least once every 12 calendar
months, a breakdown, by number and type, of the Residential Customers in the Village.
c) The Contractor acknowledges and agrees that the Village will provide program data and other
public information to each Residential Customer upon request.
ARTICLE V
COMPENSATION
Section 5.1 Residential Service
a) For providing the services described in this Agreement, the Contractor shall receive as
compensation from each Residential Customer the flat rates and volume rates set forth in
Exhibit A attached to this Agreement, as adjusted pursuant to Section 5.1(b) of this
Agreement. The Contractor shall not impose or assess any fuel surcharges , administrative
fees, environmental fees, recycling contamination fees or charge Residential Customers
any amounts in excess of the charges derived solely from the rates set forth in Exhibit A.
b) On April 1, 2022 and on each twelve-month anniversary date thereafter (the “Adjustment
Date”), the charges as identified in Exhibit A shall increase by two (2%) percent over the
prior period’s charges; provided that if the percentage increase in the CPI (as measured
below) shall exceed two (2%), then the charges identified in Exhibit A shall increase by
the percentage increase in the CPI, up to a maximum three and one-half (3.5%) percent
increase in the CPI, and any percentage increase in the CPI over three and one-half
(3.5%) percent shall be disregarded. That is, the charges identified in Exhibit A shall
increase by a minimum of two (2%) and a maximum of three and one-half (3.5%) percent
on each Adjustment Date. The percentage increase in the CPI on each Adjustment Date
shall be determined by comparing the CPI from July preceding the Adjustment Date
(“Most Recent CPI”) to the CPI reported by the U.S. Department of Labor for July in the
year immediately preceding the year of the Most Recent CPI. The CPI means the
Chicago-Naperville-Elgin Consumer Price Index for all Urban Consumers, All Items,
Issued by the Bureau of Labor Statistics of the United States Department of Labor (1982-
84=100).
c) The Contractor shall notify the Village in writing at least thirty (30) days prior to the
effective date of any proposed increase in charges, and such increase shall not be
effective until approved by the Village in writing as complying with the terms of the
Agreement.
d) Contractor will offer hardship service, defined as backdoor service for Municipal Waste
and Recyclable Materials collection charged the same rate as Curbside service to no more
than 30 Residential Customers determined by the Village Manager to meet certain
standards for hardship including all of the following: (1) physically unable to bring his or
her refuse and recycling cart and containers to the curb, (2) no other individual living in
the dwelling unit is physically able to bring the refuse and recycling cart to the curb, and
(3) has provided a tax return documenting that Residential Customer’s income level is at
or below poverty income level established for Lake County by the Illinois Department of
Labor or the US Census Bureau. Contractor will not be required to provide hardship
service to a Residential Customer unless and until the Village has identified the customer
as eligible for such service.
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ARTICLE VI
REVENUE COLLECTION
Section 6.1 Billing of Accounts
Residential Services provided under this Agreement are provided by the Contractor on behalf of
the Village. The Contractor shall bill the Village on behalf of the Residential Customers, no less
frequently than once every four (4) months. Each invoice shall be payable by the Village within thirty
days after the date of the invoice, but in no event earlier than the date that is halfway through the service
period for which the invoice is submitted.
Section 6.2 Private Service
The Contractor may, but is not required to, include as an item on each Residential Customer's bill
an amount payable to the Contractor for the collection, transportation, and disposal of Private Service
waste. The Contractor shall retain all amounts collected from each Residential Customer pursuant to this
Section 6.2. Alternatively, the Contractor may bill each Residential Customer separately for Private
Service.
ARTICLE VII
TITLE TO RESIDENTIAL MATERIALS
Section 7.1 Title to Residential Materials
The Contractor shall retain title to all Residential Materials collected pursuant to this Agreement.
ARTICLE VIII
RECYCLABLE MATERIALS
Section 8.1 Recyclable Materials Collection Service
a) Residential Recycling Service. The Contractor shall collect and manage Recyclable
Materials in accordance with Article IV of this Agreement.
b) Disposition of Recyclable Materials. The Contractor shall retain all income (and fully
bear all losses) resulting from the disposition of Recyclable Materials. Contractor
acknowledges that the Solid Waste Agency of Lake County may in the future have a
rebate program whereby the Agency receives certain funds from the Designated
Recycling Facility and distributes a portion of these funds to its members, including the
Village, and Contractor waives any claim to any portion of the funds collected by the
Agency through this program.
c) Recyclable Materials Collection Data. The Contractor shall provide to the Village and
SWALCO a quarterly report on the weight (in tons) of all Recyclable Materials collected
from Residential Customers under this Agreement. The report shall also contain an
approximate count of the number of Residential Customers from which Recyclable
Materials have been collected, to determine participation and diversion rates.
{00117635.5} 15
d) Recycling Education and Awareness. In addition to the brochure required pursuant to
Section 9.1 and the cart sticker or stamp required pursuant to Section 4.3(c), the
Contractor and Village agree to disseminate the recycling guidelines provided by
SWALCO on their websites and social media in a coordinated manner. At least once per
year during the term of this Agreement, the Contractor and Village agree to publicize
and/or distribute the recycling guidelines to the Residential Customers to reinforce good
recycling practices.
e) Recycling Wheeled Cart Contamination. To address contamination of a Residential
Customer’s Wheeled Cart for recycling the Contractor and Contractor agree as follows:
(i) The Contractor may refuse to service a recycling Wheeled Cart if a Residential
Customer does not properly segregate recyclable materials. At the time of
refusal to provide service, the Contractor shall issue a notice to the Residential
Customer that contains instructions for the proper segregation of Recyclable
Materials, and the specific violation(s) made by the Residential Customer. If a
Residential Customer receives two such notices within a 30-day period, the
Contractor may exercise its right to not provide recycling service for a period of
30 days. This 30-day suspension shall be made in writing to the Residential
Customer with a copy to the Village.
(ii) If the Village and Contractor determine it is necessary to implement a formal
recycling Wheeled Cart inspection program or a tag and educate program, it
shall include a detailed program for educating Residential Customers prior to
and during the implementation of the program. Key program elements that need
to be agreed to by the Village and Contractor prior to implementing the tag and
educate program are: 1) what procedures will be followed when a Wheeled Cart
is determined to be contaminated, and 2) what are the ultimate steps to be taken
for Residential Customers who continue to contaminate the Wheeled Cart.
f) The Village and the Contractor shall mutually agree to add or subtract materials to or
from the list of items included in the definition of Recyclable Materials as set forth in
Article I of this Agreement.
g) The Contractor shall ensure that all Recyclable Materials collected are properly processed
and marketed. No collected Recyclable Materials shall be landfilled or incinerated,
unless advance authorization to do so is given by the corporate authorities of the Village.
h) The Contractor agrees to meet periodically with representatives from the Village to: (1)
review the provision of residential recycling pursuant to this Agreement; and (2) discuss
the implementation of alternative approaches, programs and partnerships to improve the
quality, quantity, and efficiency of residential recycling and other sustainability initiatives
within the Village.
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ARTICLE IX
CUSTOMER SERVICE STANDARDS
Section 9.1 Office and Telephone
The Contractor shall maintain an office and toll-free telephone, for receipt of service calls or
complaints, and shall be available for such calls on all business days from 7:00 a.m. to 5:00 p.m. The
Contractor shall retain the services of at least one temporary customer service representative to handle the
addition of Residential Customers to the Contractor’s service base during the first ninety days of the term
of this Agreement. Additional customer service representatives shall be added as necessary to meet the
minimum customer service standards set forth in Section 9.2 of this Agreement.
Section 9.2 Minimum Customer Service Standards
a) Complaints Generally. The Contractor shall cooperate with the Village in minimizing
complaints from the Residential Customers. A consistent pattern of failure to address
complaints, or violations of Sections 9.2(a) through 9.2(h) of this Agreement, shall entitle
the Village to exercise the remedies provided to it pursuant to Section 9.2(h) and/or
Article X of this Agreement.
b) Initial Response. The Contractor shall give prompt and courteous attention to all
Residential Customer complaints that it may receive. The Contractor shall respond
personally to every Residential Customer from whom a complaint is received within
twenty-four (24) hours or the next business day after receipt of such complaint; except
that if the Contractor receives a complaint about a missed scheduled collection, then the
Contractor shall immediately investigate such complaint and, if such scheduled collection
was not made in accordance with the terms of this Agreement, then the Contractor shall
cause such collection to be made within twenty-four (24) hours or the next business day
after receipt of such complaint.
Where any dispute arises between a Residential Customer and the Contractor as to the
manner of placing waste or the nature of the contents or the like, the Contractor shall, and
does hereby agrees in the specific instance to, remove the waste even though, in its
opinion, it is improperly placed or contained. Thereafter, the Contractor shall
immediately report the controversy to the Village for settlement before additional
collection becomes necessary to avoid further disputes or disagreements between
Residential Customers and the Contractor.
c) Referral to Village. If the Contractor is unable to resolve a complaint in a manner
satisfactory to both the Contractor and the Residential Customer, then the Contractor,
within forty-eight (48) hours after receipt of such complaint, shall deliver notice of such
complaint to the Village, which notice shall include the name and address of the
Residential Customer, the date and hour the complaint was received, the nature of the
complaint, and the Contractor’s response to the complaint. The Village shall arbitrate
each such complaint, and the Village’s decision concerning each such complaint shall be
final and binding on the Contractor and the Residential Customer.
d) Answering Calls. During normal business hours and under normal operating conditions,
a customer service representative employed by the Contractor shall answer the telephone
access line. Ninety percent (90%) of the calls made to the customer service center shall
{00117635.5} 17
be answered within thirty (30) seconds. The thirty (30) second maximum includes wait
time or time spent ‘holding’ for a customer service representative.
e) Busy Signals. Residential Customers placing calls to the customer service center shall
receive a busy signal no more than five percent (5%) of the time.
f) Transferring Calls. During normal business hours, if after initially addressing a
Residential Customer’s concern, the customer service representative determines that the
call should be transferred to another representative of the Contractor, the Residential
Customer shall be connected with a customer service representative within thirty (30)
seconds thereof.
g) Hang-ups. Incoming telephone calls from Residential Customers shall not exceed an
abandonment rate of five percent (5%).
h) Compliance Rate. During normal business hours, the minimum standards set forth in this
Section 9.2 shall be met no less than ninety percent (90%) of the time, measured on a
monthly basis. Upon request, reports shall be provided to the Village providing a log of
inquiries received and action taken to address each complaint and call. The Contractor
shall also distribute to the Village a log providing data which tracks the customer service
representatives’ adherence to the standards set forth in Section 9.2(a) through 9.2(g) of
this Agreement, as the Village may request in its discretion. If the records indicate a
clear failure of the Contractor to comply with the minimum standards set forth in
Sections 9.2(a) through 9.2(g) of this Agreement, then the Village reserves the right to
require the Contractor to implement modifications to its customer service center to bring
it into compliance with the requirements of this Section 9.2.
Section 9.3 Liaison
The Contractor shall designate in writing the person to serve as agent for the Contractor and
liaison between the Contractor and the Village.
Section 9.4 Cleanliness
A. Generally. Contractor shall perform the work in a clean and orderly fashion and shall not cause
to be deposited, or allow to remain, any Solid Waste, Landscape Waste, or Recyclable Materials
at any pick-up area during performance of the Work. Contractor shall replace all container covers
and shall replace all containers to their proper locations.
B. Cleanup of Spills. Contractor shall immediately clean up any Solid Waste, Landscape
Waste, or Recyclable Materials that it may have caused t o spill onto private premises, parkways,
streets, alleys or other public places, in a neat and workmanlike manner.
ARTICLE X
BREACH; EVENTS OF DEFAULT AND REMEDIES
Section 10.1 Breach by Contractor
Each of the following shall constitute a Breach on the part of the Contractor:
{00117635.5} 18
a) Repeated failure of the Contractor to comply with Section 9.2(h) of this Agreement;
b) Failure of the Contractor to perform in a timely fashion any obligation under this
Agreement not referenced within Section 10.1(a) of this Agreement, except that such
failure shall constitute a Breach only if such failure remains uncured for seven (7) days
after notice to the Contractor from the Village of such failure; provided however, that this
seven (7) day notice with opportunity to cure shall not be required in the event of
persistent and repeated failure to perform; or
c) Any of the following: (1) The Contractor's being or becoming insolvent or bankrupt or
ceasing to pay its debts as they mature or making an arrangement with or for the benefit
of its creditors or consenting to or acquiescing in the appointment of a receiver, trustee or
liquidator for a substantial part of its property, (2) a bankruptcy, reorganization,
insolvency, arrangement or similar proceeding being instituted by the Contractor under
the laws of any jurisdiction, (3) a bankruptcy, reorganization, insolvency, arrangement or
similar proceeding being instituted against the Contractor under the laws of any
jurisdiction, which proceeding has not been dismissed within one hundred twenty (120)
days, (4) any action or answer by the Contractor approving of, consenting to or
acquiescing in any such proceeding, or (5) the levy of any distress, execution or
attachment upon the property of the Contractor which shall (or which reasonably might
be expected to) substantially interfere with its performance under this Agreement.
Section 10.2 Breach by Village
Each of the following shall constitute a Breach on the part of the Village:
a) The Village's being or becoming insolvent or bankrupt or ceasing to pay its debts as they
mature or making an arrangement with or for the benefit of its creditors or consenting to
or acquiescing in the appointment of a receiver, trustee or liquidator for a substantial part
of its property;
b) A bankruptcy, reorganization, insolvency, arrangement or similar proceeding being
instituted by the Village under the laws of any jurisdiction;
c) A bankruptcy, reorganization, insolvency, arrangement or similar proceeding being
instituted against the Village under the laws of any jurisdiction, which proceeding has not
been dismissed within one hundred twenty (120) days;
d) Any action or answer by the Village approving of, consenting to or acquiescing in any
bankruptcy, reorganization, insolvency, arrangement or similar proceeding; or
e) The levy of any distress, execution or attachment upon the property of the Village which
shall (or which reasonably might be expected to) substantially interfere with the Village’s
performance hereunder.
Section 10.3 Events of Default and Remedies of Village
a) If a Breach occurs under Section 10.1 of this Agreement, the Village may declare an
Event of Default and may thereafter exercise any one or more of the following remedies:
{00117635.5} 19
(i) The Village may terminate this Agreement immediately, upon notice to the
Contractor. Subject to the provisions of subparagraph (v) below, upon such
termination, the Contractor shall cease providing all services under this
Agreement.
(ii) The Village may seek and recover from the all of its substantiated costs for the
failure of the Contractor to perform any obligation under this Agreement, and all
damages, whether based upon contract, work stoppage, strike, Contractor
negligence (including tort), warranty, delay or otherwise, arising out of the
performance or non-performance by the Contractor of its obligations under this
Agreement, and whether incidental, consequential, indirect or punitive, resulting
from the Breach. In the Event of Default by the Contractor and notwithstanding
that Contractor receives payment from Residential Customers, any costs incurred
by the Village in obtaining alternative Residential Service shall be deemed
damages suffered by the Village.
(iii) The Village may (A) call upon the sureties to perform their obligations under the
performance bond, or (B) in the alternative, after releasing the sureties from their
obligations under the performance bond, take over and perform the required
services by its own devices, or may enter into a new agreement for the required
services, or any portion thereof, or may use such other methods as shall be
required in the opinion of the Village for the performance of the required
services.
(iv) The Village shall have the power to proceed with any right or remedy granted by
federal or State law as it may deem best, including any suit, action or special
proceeding in equity or at law for the specific performance of any covenant or
agreement contained herein or for the enforcement of any proper legal or
equitable remedy as the Village shall deem most effectual to protect the rights
aforesaid, insofar as such may be authorized by law.
(v) Upon any such termination of this Agreement, the Contractor shall, for a period
to be determined by the Village in its sole and absolute discretion, but not longer
than six (6) months, continue to perform the contractual services during which
period the businesses shall pay the Contractor its scheduled compensation.
b) No remedy by the terms of this Agreement conferred upon or reserved to the Village is
intended to be exclusive of any other remedy, but each and every such remedy shall be
cumulative and shall be in addition to any other remedy given to the Village. No delay or
omission to exercise any right or power accruing upon any Event of Default shall impair
any such right or power or shall be construed to be a waiver of any such Event of Default
or acquiescence therein, and every such right and power may be exercised from time to
time and as often as may be deemed expedient. No waiver of any Event of Default shall
extend to or shall affect any subsequent default or Event of Default or shall impair any
rights or remedies consequent thereto.
c) If the Contractor misses a collection under the Residential Service, the collection must be
corrected within 24 hours of the reported missed collection, or a charge of $10 per missed
collection will be charged to the Contractor; provided, however, that the Contractor shall
not be charged under this Section 10.3(c) for collections missed due to a labor dispute
{00117635.5} 20
involving the Contractor’s labor force if the missed collection is not rectified within
seven (7) days after the missed collection. All charges levied against the Contractor
under this Section 10.3(c) shall be remitted to the Village within 30 days after receipt of
an invoice therefor.
d) This Section 10.3 shall survive the termination of this Agreement.
Section 10.4 Events of Default and Remedies of Contractor
a) If a Breach occurs under Section 10.2 of Agreement, the Contractor may declare an Event
of Default and terminate this Agreement immediately, upon notice to the Village. In such
event, the Contractor's sole remedy shall be to seek and recover from the Village any
unpaid amounts due the Contractor and any damages, whether incidental, consequential,
indirect, or punitive, resulting from the Breach. The Contractor shall not be entitled to
specific performance or any other equitable remedies.
b) This Section 10.4 shall survive termination of this Agreement.
Section 10.5 Force Majeure
Neither the Contractor nor the Village shall be liable for the failure to perform their
duties nor for any resulting damage or loss, if such failure is caused by a catastrophe, terrorism,
riot, war, strike, fire, accident, act of God, including inclement weather, or similar contingency
beyond the reasonable control of the Contractor or the Village, as the case may be; provided,
however, that in the event of a strike that renders the Contractor unable to provide Residential
Services as required by this Agreement, the Contractor shall cooperate in good faith with the
Village to establish a location for the centralized drop-off by Residential Customers, and
collection by the Contractor, of Residential Materials. Changes in recycling markets or market
prices are specifically excluded from the above force majeure contingencies contemplated in this
section.
ARTICLE XI
INSURANCE AND INDEMNIFICATION
Section 11.1 Insurance
a) The Contractor shall maintain for the duration of t his Agreement, and any extensions
thereof, insurance issued by a company or companies qualified to do business in the State of
Illinois and that meet the requirements set forth in Exhibit B. The Contractor shall provide the
Village with a certificate and policies of insurance indicating that such insurance coverage meets
the requirements contained in Exhibit B.
b) Insurance premiums shall be paid by the Contractor and shall be without cost to the
Village.
{00117635.5} 21
Section 11.2 Indemnification
Contractor agrees, at its sole cost and expense, to unconditionally indemnify and hold
harmless and defend the Village and the Village’s former, current and future elected and
appointed officials, trustees, agents, contractors, employees, representatives, attorneys and
insurers and/or successors in interest of any kind (the “Village Indemnitees”) for and from any
and all claims, actions, omissions, losses, injuries, lawsuits, counterparts, debts, dues, obligations,
judgments, awards, demands, liens, costs, expenses, attorneys’ fees and liability for damages of
any kind and causes of action of any kind and nature (including but not limited to all liabilities,
claims, suits, costs and expenses which the Village or Village Indemnitees may hereafter incur,
become responsible for, or pay out as a result of death or bodily injuries to any person,
destruction or damage to any property, contamination of or adverse effects on the environment),
whether known or unknown at this time, whether present or future or contingent, that are brought
or filed against the Village, and/or the Village Indemnitees, by any person or entity arising out of,
relating to, connected with, or in any way associated with the following: (a) Contractor’s breach
of any term or provision of this contract; (b) any negligent or willful act or omission of
Contractor, its employees, agents, or subcontractors in the performance of this Agreement; (c) the
violation or alleged violation by Contractor, it employees, agents, or subcontractors of any
federal, state or local law, regulation, statute, ordinance, license, or permit and (d) the release,
threatened release or presence of contaminants (which shall include but not limited to hazardous
waste, hazardous substances and any material which any governmental agency or unit having
appropriate jurisdiction shall determine from time to time is harmful, toxic, or dangerous) which
occurs during the performance (or failure to perform) of this Agreement, including transportation
and/or disposal of the Residential Materials and/or from or on the site(s) or facility(ies) utilized
for disposal of the Residential Materials. In the event that any such claim, action, cause of action
or lawsuit is brought or filed, the Village and Village Indemnitees shall have the right to
determine the attorney(s) of its choice to represent and defend their interests in any legal or
administrative action in the event that a conflict exists which prevents the same defense counsel
from representing the Contractor and the Village or Village Indemnitees, all at the Contractor’s
expense pursuant to this Agreement. Notwithstanding any other provision in this Agreement to
the contrary, the duration of the indemnification hereunder shall be indefinite and survive the
expiration of this Agreement.
ARTICLE XII
MISCELLANEOUS
Section 12.1 Non-Assignability
The Contractor shall not assign this Agreement or any part thereof or subcontract this
Agreement or the work hereunder, or any part thereof, in either case to any other person, firm, or
corporation without the prior written consent of the corporate authorities of the Village, who shall
withhold or grant such approval at a regular meeting of the Village’s Board of Trustees. Nothing
in this Agreement shall prevent the Contractor from performing its obligations hereunder through
its subsidiaries or divisions but the performance by any such subsidiary or division shall not
relieve the Contractor from its obligations or change the terms of Agreement.
{00117635.5} 22
Section 12.2 Equal Employment Opportunity
a) In the event of the Contractor's noncompliance with the provisions of this Section 12.2,
the Illinois Human Rights Act or the Illinois Department of Human Rights Rules and
Regulations, the Contractor may be declared ineligible for future contracts or
subcontracts with the State or any of its political subdivisions or municipal corporations,
and this Agreement may be canceled or voided in whole or in part, and such other
sanctions or penalties may be imposed or remedies invoked as provided by statute or
regulation.
b) During the performance of this Agreement, the Contractor agrees as follows:
(i) That it will not discriminate against any employee or applicant for employment
because of race, color, religion, sex, marital status, national origin or ancestry,
age, physical or mental handicap unrelated to ability, or an unfavorable discharge
from military service; and further, that it will examine all job classifications to
determine if minority persons or women are underutilized and will take
appropriate affirmative action to rectify any such under-utilization.
(ii) That, if it hires additional employees in order to perform this Agreement or any
portion hereof, it will determine the availability (in accordance with the Illinois
Department of Human Rights Rules and Regulations) of minorities and women
in the area(s) from which it may reasonably recruit and it will hire for each job
classification for which employees are hired in such a way that minorities and
women are not under-utilized.
(iii) That, in all solicitations or advertisements for employees placed by the
Contractor or on the Contractor's behalf, the Contractor will state that all
applicants will be afforded equal opportunity without discrimination because of
race, color, religion, sex, marital status, national origin or ancestry, age, physical
or mental handicap unrelated to ability, or an unfavorable discharge from military
service.
(iv) That the Contractor will send to each labor organization or representative thereof
with which it is bound by a collective bargaining or other agreement or
understanding, a notice advising such labor organization or representative of the
Contractor's obligations under the Illinois Human Rights Act and the Illinois
Department of Human Rights Rules and Regulations. If any such labor
organization or representative fails or refuses to cooperate with the Contractor in
its efforts to comply with such Act and Rules and Regulations, the Contractor
will promptly notify the Illinois Department of Human Rights and the Village
and will recruit employees from other sources when necessary to fulfill the
Contractor's obligations thereunder.
(v) That the Contractor shall submit reports as required by the Illinois Department of
Human Rights Rules and Regulations, furnish all relevant information as may
from time to time be requested by the Illinois Department of Human Rights or
the Village, and in all respects comply with the Illinois Human Rights Act and
the Illinois Department of Human Rights Rules and Regulations.
{00117635.5} 23
(vi) That the Contractor shall permit access to all relevant books, records, accounts
and work sites by personnel of the Village and the Illinois Department of Human
Rights for purposes of investigation to ascertain compliance with the Illinois
Human Rights Act and the Illinois Department of Human Rights Rules and
Regulations.
(vii) That the Contractor shall include, verbatim or by reference, the provisions of this
Section 12.2 in every subcontract it awards under which any portion of the
Agreement obligations are undertaken or assumed, so that such provisions will be
binding upon each subcontractor. The Contractor will promptly notify the
Village and the Illinois Department of Human Rights in the event any
subcontractor fails or refuses to comply therewith. In addition, the Contractor
will not utilize any subcontractor ineligible for contracts or subcontracts with the
State or any of its political subdivisions or municipal corporations.
c) During the term of this Agreement, the Contractor shall comply in all respects with the
Equal Employment Opportunity Act. The Contractor shall have a written equal
employment opportunity policy statement declaring that it does not discriminate on the
basis of race, color, religion, sex, national origin, disability, or age. Findings of
non-compliance with applicable State or federal equal employment opportunity laws and
regulations may be sufficient reason for revocation or cancellation of this Agreement.
Section 12.3 Performance Bond
The Contractor shall furnish a performance bond for the faithful performance of this Agreement,
in a form acceptable to the Village, to be executed by a responsible surety company and to be in the penal
sum of Five Hundred Thousand Dollars ($500,000). Such performance bond shall be furnished annually
by the Contractor for the following year of this Agreement and shall indemnify the Village against any
loss resulting from any failure of performance by the Contractor. The initial bond shall be posted on or
before the Commencement Date, and each successive bond shall be posted not later than January 1 of
each successive calendar year. In lieu of furnishing a performance bond, the Proposer may demonstrate its
ability top furnish an unconditional letter of credit to be delivered at Closing in favor of the Village, in the
amount of Five Hundred Thousand Dollars ($500,000) drawn on a national or state-chartered bank
acceptable to the Village. Any performance security required under this Section shall be in such form and
with such provisions as are acceptable to the Village, in the Village’s sole discretion.
Section 12.4 Equipment to be Used by Contractor
a) Contractor shall furnish, and maintain in a neat, clean, and sanitary condition, enclosed
modern collection equipment approved by the Village for use in performing the Work.
Contractor may use replacement, open trucks on a temporary basis in case of emergency,
but only with the prior express written approval of the Village. No vehicle used in the
performance of this contract shall have a gross vehicle weight rating (GVWR) of greater
than 55,000 pounds. All vehicles shall be maintained in good working order and
appearance, free of rust, and shall be clean at the start of each collection day. In the event
that any vehicle is not properly operable, a substitute vehicle shall immediately be
provided that complies with the terms herein. All vehicles shall display the name of the
Contractor, a local phone number, and a vehicle identification number that is clearly
visible on both sides. No vehicle shall be operated on a Village street that leaks any fluids
from the engine or compaction mechanism. All vehicles shall be fully enclosed and
{00117635.5} 24
operated in such a way that no Solid Waste leak, spill or blow off the vehicles. Should
any Solid Waste leak, spill or blow off a vehicle due to the vehicle operator’s failure to
properly monitor the load or to close opening, or due to failure of any mechanism, the
Contractor shall be responsible for collecting or cleaning up such litter or fluids. If such
litter or fluids are not cleaned up after notice (verbal or written) from the Village, the
Village may clean up same, and the Village may bill the cost to the Contractor for
services rendered. Drain plugs, if available, shall be kept closed except during collections
in rainy weather. All vehicles shall be made available for inspection during regular
business hours at the request. Contractor may use replacement, open trucks on a
temporary basis in case of emergency, but only with the prior express written approval of
the Village
b) Containers used in connection with the provision of Residential Services by the
Contractor pursuant to this Agreement shall be operable, safe and free of graffiti.
Contractor shall replace any container in disrepair of this sort within three (3) days of
notification by the Village or the customer. Containers with plastic lids that are ill-fitted
or warping shall be replaced within three (3) days of notification by the Village, in order
to maintain a tight-fitting seal to prevent access by pests. All containers will be
adequately demarcated with the Contractor’s logo. Each container will have an inventory
control number demarcated on each container that is cross-referenced to the service
matrix. Contractor is encouraged to install RFID tags on Residential Customer carts and
containers to assist with collection tracking.
c) All equipment used by Contractor for the provision of Residential Services and Private
Services pursuant to this Agreement shall be properly licensed by the State and shall
conform to all federal and State equipment safety standards.
Section 12.5 Compliance with Laws
a) The Contractor shall comply at all times with all applicable federal, State and municipal
laws, ordinances and regulations at any time applicable to the Contractor's operations
under this Agreement, with no increase to the Contractor's compensation as set forth in
this Agreement. Specifically, but without limitation of the foregoing, the Contractor shall
comply with any amended Village ordinances or regulations imposed in the discretion of
the Village to protect the public health, safety, and welfare.
b) The Contractor shall obtain, at its own expense, all permits and licenses required by law
or ordinance and maintain the same in full force and effect.
Section 12.6 Care and Performance
The Contractor shall undertake to perform all services rendered hereunder in a neat, thorough and
competent manner, without supervision by the Village, and to use care and diligence in the performance
of all specified services and to provide neat, orderly, uniformed and courteous employees and personnel
on its crews.
The Contractor shall be liable to the Village for damage to Village rights-of-way caused in
connection with the provision of the Residential Services or Private Services, ordinary wear and tear
excepted.
{00117635.5} 25
Section 12.7 No Alcohol or Drugs
The Contractor shall prohibit and use its best efforts to enforce the prohibition of any drinking of
alcoholic beverages or use of illegal drugs by its drivers and employees while on duty or during
performing their duties under this Agreement.
Section 12.8 Governing Law
This Agreement and the rights of the Village and the Contractor under this Agreement shall be
interpreted according to the internal laws, but not the conflict of laws, rules, of the State of Illinois.
Section 12.9 Severability
The provisions of this Agreement shall be interpreted when possible to sustain their legality and
enforceability as a whole. In the event any provision of this Agreement shall be held invalid, illeg al, or
unenforceable by a court of competent jurisdiction, in whole or in part, neither the validity of the
remaining part of such provision, nor the validity of any other provisions of this Agreement, shall be in
any way affected thereby. The unenforceability of any provision of this Agreement in a specific situation
shall not affect the enforceability of that provision in any other situation.
Section 12.10 Entire Agreement
This Agreement sets forth the entire agreement of the Village and the Contractor with respect to
the provision of the Residential Services and compensation therefor, and there are no other
understandings or agreements, oral or written, between the Village and the Contractor with respect to the
Residential Services and the compensation therefor, nor was the making and execution of this Agreement
induced by any representation, statement, warranty, agreement, or action other than those expressed or
explicitly referenced herein.
Section 12.11 Notices
All notices required or permitted to be given under this Agreement shall be in writing and shall be
delivered (i) personally, (ii) by a reputable overnight courier or (iii) by certified mail, return receipt
requested, and deposited in the U.S. mail, postage prepaid. Unless otherwise expressly provided in this
Agreement, notices shall be deemed received upon the earlier of (a) actual receipt; (b) one business day
after deposit with an overnight courier as evidenced by a receipt of deposit; or (c) three business days
following deposit in the U.S. mail, as evidenced by a return receipt. By notice complying with the
requirements of this Section, each party shall have the right to change the address or addressee, or both,
for all future notices and communications to the other party but no notice of a change of address or
addressee shall be effective until received.
Notices and communications to the Village shall be addressed to, and delivered at, the following address:
Deerfield Village
850 Waukegan Road
Deerfield, Illinois 60015
Attention: Village Adminstrator
{00117635.5} 26
Notices and communications to the Contractor shall be addressed to, and delivered at, the
following address:
Lakeshore Recycling Systems
6132 W. Oakton Street
Morton Grove, IL 60053
Attention: Joshua Connell, Managing Partner
Section 12.12 Publicity
The Village’s name or insignia, photographs of the Village, or any other publicity pertaining to
the provision of the Residential Services shall not be used in any magazine, trade paper, newspaper, or
other medium without the express written consent of the Village.
[SIGNATURES ON FOLLOWING PAGE]
{00117635.5}
EXHIBIT A
SCHEDULE OF INITIAL RATES AND PRICES
{00117635.5}
{00117635.5}
EXHIBIT B
INSURANCE PROVISIONS
A. Commercial General Liability Insurance
Commercial general liability insurance with the following limits:
Coverage Limits of Liability
General Aggregate $5,000,000
Products and Completed Operations Aggregate $2,000,000
Personal & Advertising Injury $1,000,000
Each Occurrence $2,000,000
The policy shall be endorsed so that the general aggregate limit applies separately to each project
and each location. The products and completed operations aggregate shall be maintained for one
year after the final payment.
B. Workers Compensation & Employer’s Liability
Workers Compensation Coverage IL statutory requirements
Employer’s Liability Insurance Coverage Limits of Liability
Bodily Injury by Accident (Each Accident) $1,000,000
Bodily Injury by Disease (Each Employee) $1,000,000
Bodily Injury by Disease (Policy Limit) $1,000,000
All employees who are to provide labor or service under the contract must be insured; no
exclusions shall be allowed for any officer or employee.
C. Business Auto Insurance:
Coverage Limit of Liability
All Owned, Hired, and Non-Owned Autos $1,000,000
D. Pollution Liability Insurance
Coverage Limit of Liability
Each Occurrence/General Aggregate $5,000,000
Pollution liability insurance limits may be modified by the Village, if deemed necessary.
E. Umbrella Liability Insurance
Coverage Limit of Liability
{00117635.5}
Excess over all primary policies $5,000,000
With respect to each of the policies required in this Exhibit B, Contractor shall not have a
deductible higher than $5,000,000 without the express written consent of the Village.
All insurers writing policies pursuant to this Exhibit B shall be licensed by the State of Illinois
and rated A-VII or better by A.M. Best or comparable rating service.
The comprehensive general liability, property damage, auto liability and umbrella insurance
policy shall name the Village and the Village Indemnitees as an additional insured on a primary
noncontributory basis with a waiver of subrogation in favor of the Village (the waiver of
subrogation shall also apply to the workers’ compensation insurance). The Contractor shall
provide the Village with certificates of insurance and policy endorsements acceptable to the
Village evidencing the existence of the coverage described above, including form and
deductibles, during the duration of this Agreement. The failure to provide acceptable insurance
shall be deemed a breach of this Agreement entitling the Village to terminate this Agreement
immediately. All policies of insurance shall provide the en dorsement that no coverage may be
canceled, terminated or reduced by the insuring company without the insuring company having
first given 30 days prior written notice to the Village by certified mail, return receipt requested.
{00117635.5}
EXHIBIT C
VILLAGE COLLECTION SITES
Location, size, frequency and number of Village and other public entity Containers to be furnished and
serviced at no cost:
Site Refuse, Size Recycle, Size Frequency
Village Hall, 2 – 2 yd. containers 10 – 96 Gal carts 1x/week
850 Waukegan Road
Public Recycling, Not Included 12 - 26” D x 41”H containers As Needed
Various Downtown Locations
Public Works, 3 – 2 yd. containers 3 – 96 Gal. cart 1x/week
465 Elm Street
Water Reclamation Facility, 2 – 2 yd. containers 1 – 96 gal cart 1x/week
1045 Hackberry Road
Deerfield High School, Not Included 24 - 96 Gal. carts 2x/week
1959 Waukegan Road 3 – 2 cu. yd. containers 2x/week
West Deerfield Township Not Included 3 – 96 Gal carts 1x/week
601 Deerfield Road
Deerfield-Bannockburn Not Included 5 – 96 Gal carts 1x/week
Fire Protection District,
500 Waukegan Road
Deerspring Pool, Not Included 2 – 96 Gal carts 1x/week
200 Deerfield Road
Mitchell Pool, Not Included 3 – 96 Gal carts 2x/week
951 Wilmot Road
Sachs Recreation Center, Not Included 4 yd. container 1x/week
455 Lake Cook Road
Patty Turner (Senior) Center Not Included 1 – 96 Gal cart 2x/week
375 Elm Street
Jewett Park Community Not Included 3 – 96 Gal cars 1x/week
Center, 836 Jewett Park Drive
{00117635.5}
EXHIBIT D
VILLAGE OF DEERFIELD
DESIGNATED CONDOMINIUMS INCLUDED IN RESIDENTIAL SERVICE
A. Deerfield Crossing Condominiums
Common Address: 451 Elm Street
Number of Units: 63 Condo units
Service Level:
• 2 Yd rel: 6
• 96 Gal toter fel rcy: 12
B. Regency of Deerfield Condominium Association
Common Address: 1001 Deerfield Road
Number of Units: 36 Condo units
Service Level:
• 2 Yd rel: 3
• 96 Gal toter fel rcy: 6
C. South Commons Condos
Common Address: 610 Robert York Avenue
Number of Units: 80 Condo units
Service Level:
• 2 Yd rel: 4
• 96 Gal toter rel rcy: 6
D. Coromandel Condos
Common Address: 375 Kelburn Road
Number of Units: 316 Condo units
Service Level:
• 2 Yd rel: 20
• 64 Gal toter fel rcy: 116
• 96 Gal toter rel: 84
{00117635.5}
EXHIBIT E
FOOD SCRAPS COLLECTION EDUCATIONAL BROCHURE