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HomeMy WebLinkAbout2014.09.16_OPWA AgendaPUBLIC NOTICE OF THE MEETING OF THE OWASSO PUBLIC WORKS AUTHORITY Regular Meeting September 16, 2014 6:30 pm Council Chambers, Old Central Building 109 N Birch, Owasso, OK 74055 1. Call to Order Chairman Jeri Moberly 2. Roll Call RECEIVED 5` Y27014J City Clerkk,, office 3. Consideration and appropriate action relating to a request for approval of the Consent Agenda. All matters listed under "Consent" are considered by the Trustees to be routine and will be enacted by one motion. Any Trustee may, however, remove an item from the Consent Agenda by request. A motion to adopt the Consent Agenda is non - debatable. A. Approve minutes: • September 2, 2014 Regular Meeting • September 9, 2014 Joint Regular Meeting B. Approve claims C. Receive monthly budget status report 4. Consideration and appropriate action relating to items removed from the Consent Agenda 5. Consideration and appropriate action relating to a budget amendment for FY 2013 -14 Budget Carryover for re- appropriation in the FY 2014 -15 budgets Linda Jones Staff recommends approval of FY 2015 budget amendments to increase the estimated revenues by $1,386,992 and the expenditures by $1,946,142 in the Owasso Public Works Authority fund. 6. Consideration and appropriate action relating to a contract for solid waste disposal services Tim Doyle Staff recommends approval of a contract for solid waste disposal services with Covanta Tulsa Renewable Energy, LLC. 7. Report from OPWA Manager 8. Report from OPWA Attorney 9. New Business (New Business is any item of business which could not have been foreseen at the time of posting of the agenda) Owasso Public Works Authority September 16, 2014 Page 2 10. Adjournment Notice of Public Meeting filed in the office of the City Clerk and Agenda posted at City Hall bulletin board at 6:00 pm on Friday, September 12, 2014. Sherry Bishop, %City Clerk OWASSO PUBLIC WORKS AUTHORITY MINUTES OF REGULAR MEETING Tuesday, September 2, 2014 The Owasso Public Works Authority met in regular session on Tuesday. September 2, 2014 in the Council Chambers at Old Central per the Notice of Public Meeting and Agenda filed in the office of the City Clerk and posted on the City Hall bulletin board at 6:00 pm on Friday, August 29, 2014. 1. Call to Order Chairman Jeri Moberly called the meeting to order at 7:50 pm. 2. Roll Call Present Absent Chairman - Jeri Moberly None Vice- Chairman - Lyndell Dunn Trustee - Doug Bonebrake Trustee - Bill Bush Trustee - Chris Kelley A quorum was declared present. Staff: Authority Manager - Warren Lehr Authority Attorney - Julie Lombardi 3. Consideration and appropriate action relating to a request for approval of the Consent Agenda. All matters listed under "Consent" are considered by the Trustees to be routine and will be enacted by one motion. Any Trustee may, however, remove an item from the Consent Agenda by request. A motion to adopt the Consent Agenda is non - debatable. A. Approval of minutes of the August 19, 2014 Regular Meeting B. Approval of claims Mr. Bush moved, seconded by Mr. Bonebrake to approve the Consent Agenda with claims totaling $758,850.57. Also, included for review was the payroll report for 8/23/14. YEA: Bonebrake, Bush, Dunn, Kelley, Moberly NAY: None Motion carried: 5 -0 4. Consideration and appropriate action relating to items removed from the Consent Agenda None 5. Consideration and appropriate action relating to a bid for the purchase of water meters Travis Blundell presented the item, recommending award of the bid to HD Supply Waterworks of Owasso, Oklahoma, and authorization for the Chairman to execute the contract for the purchase of water meters as follows: 5/8" x 3/4" AMR meters at $181.50 each, 1" AMR meters at $282.35 each, 1 -1/2" AMR meters at $516.25 each, 2" AMR meters at $553.00 each, 2" compound AMR meters at $1,464.00 each, 3" compound AMR meters at $2,014.00 each, OPWA Minutes September 2, 2014 Page 2 4" compound AMR meters at $2,644.00 each, 6" compound AMR meters at $4,305.00 each, 5/8" x 3/4" direct read water meters at $36.00 each, and 5/8" x 3/4" Integrated Register only at $156.00 each. After discussion, Mr. Bush moved, seconded by Mr. Dunn to award the bid and authorize the Chairman to execute the contract, as recommended. YEA: Bonebrake, Bush, Dunn, Kelley, Moberly NAY: None Motion carried: 5 -0 6. Report from OPWA Manager None 7. Report from OPWA Attorney None 8. New Business None 9. Adjournment Mr. Bonebrake moved, seconded by Dr. Kelley to adjourn the meeting. YEA: Bonebrake, Bush, Dunn, Kelley, Moberly NAY: None Motion carried 5 -0 and the meeting adjourned at 7:58 pm. Jeri Moberly, Chairman Juliann M. Stevens, Minute Clerk OWASSO CITY COUNCIL, OPWA, AND OPGA MINUTES OF JOINT REGULAR MEETING Tuesday, September 9, 2014 The Owasso City Council, Owasso Public Works Authority, and Owasso Public Golf Authority met in joint regular meeting on Tuesday, September 9, 2014 in the Council Chambers at Old Central, 109 N Birch Street, per the Notice of Public Meetings filed in the City Clerk's office on December 15, 2014 and the Agenda posted on the City Hall bulletin board at 6:00 pm on Friday, September 5, 2014. ITEM 1: CALL TO ORDER Mayor Jeri Moberly called the meeting to order at 6:00 pm. PRESENT Jeri Moberly, Mayor /Chairman Lyndell Dunn Vice Mayor /Vice Chairman Doug Bonebrake, Councilor /Trustee Chris Kelley, Councilor /Trustee A quorum was declared present. ABSENT Bill Bush, Councilor /Trustee ITEM 2: PRESENTATION BY BKL INCORPORATED AND DISCUSSION RELATING TO ARCHITECTURAL AND ENGINEERING RENOVATIONS FOR THE NEW CITY HALL FACILITY John Feary presented the item and introduced Kim Reeves with BKL Incorporated. Mr. Reeves presented the proposed renovations and cost estimates for the New City Hall Renovation Project. Discussion was held. It was explained that an item would be placed on the October 7, 2014 City Council agenda for consideration and appropriate action relating to an amendment to the engineering services contract with BKL, Incorporated. ITEM 3: DISCUSSION RELATING TO COMMUNITY DEVELOPMENT ITEMS A. Final Plat - Lake Valley V, Phase II (The Shores) B. Planned Unit Development - northeast corner of 3rd Street & N Birch Street Bronce Stephenson presented items A and B and discussion was held. It was explained that item B would be placed on the September 16, 2014 City Council agenda for consideration and appropriate action and item A may be delayed pending additional case review. ITEM 4: DISCUSSION RELATING TO A PROPOSED RESOLUTION - SURFACE TRANSPORTATION FUNDS FOR THE E 16TH STREET NORTH AND N 129TH EAST AVENUE INTERSECTION IMPROVEMENTS Dwayne Henderson presented the proposed resolution and discussion was held. It was explained that an item would be placed on the September 16, 2014 City Council agenda for consideration and appropriate action. ITEM 5: DISCUSSION RELATING TO A FY 2013 -14 BUDGET CARRYOVER FOR RE- APPROPRIATION IN THE FY 2014 -15 CITY AND OPWA BUDGETS Linda Jones presented the proposed budget carryover items and discussion was held. It was explained that an item would be placed on the September 16, 2014 City Council and Owasso Public Works Authority agendas for consideration and appropriate action. September 9, 2014 Page 2 ITEM 6: DISCUSSION RELATING TO IT DEPARTMENT PROPOSED PURCHASE OF STORAGE AREA NETWORK (SAN) SYSTEMS Teresa Willson presented the proposed purchase and discussion was held. It was explained that an item would be placed on the October 7, 2014 City Council agenda for consideration and appropriate action. ITEM 7: DISCUSSION RELATING TO CITY MANAGER ITEMS • Monthly Sales Tax Report • City Manager report Linda Jones presented the monthly sales tax report and discussion was held. Under the City Manager Report, Mr. Lehr commented on the Annual Block Parties recently held. He reminded that the Owasso Reporter would be running a story regarding the '/2 Penny Initiative for Police, Fire, and Streets in the September 11 th edition. In addition, he commented that a under the City Manager's budget transfer authority, there will be an additional transfer from the general fund to the OPGA for FY 2014. ITEM 8: DISCUSSION RELATING TO THE CODE OF ETHICS AND CONDUCT FOR ELECTED AND APPOINTED CITY COUNCIL MEMBERS Mayor Moberly presented the item and discussion was held. Mayor Moberly requested Ms. Lombardi draft proposed amendment language in the form of a Resolution for consideration and appropriate action during the September 16, 2014 City Council meeting. ITEM 9: CITY COUNCIL/TRUSTEE COMMENTS AND INQUIRIES None ITEM 10: ADJOURNMENT Councilor Kelley moved, seconded by Councilor Bonebrake to adjourn the meeting. YEA: Bonebrake, Kelley, Dunn, Moberly NAY: None Motion carried 4 -0 and the meeting adjourned at 9:15 pm. Jeri Moberly, Mayor /Chairman Juliann M. Stevens, Minute Clerk Claims List 9/16/2014 Budget Unit Title Vendor Name Payable Description Payment Amount OPWA ADMINISTRATION JPMORGAN CHASE BANK CHARACTER TRAINING 203.69 JPMORGAN CHASE BANK RED BUD SERVICE- FILTERS 53.83 JPMORGAN CHASE BANK CHARACTER TRAINING 24.33 TREASURER PETTY CASH PARKING EXPENSE 4.00 TREASURER PETTY CASH BUG SPRAY 10.28 TREASURER PETTY CASH TAG 10.00 ONEOK, INC OKLAHOMA NATURAL GAS NATURAL GAS USAGE 83.32 UNIFIRST HOLDINGS LP UNIFORM CLEANING 44.26 UNIFIRST HOLDINGS LP UNIFORM CLEANING 44.16 CITY GARAGE LABOR/OVERHEAD - 1 ST QTR 750.00 JPMORGAN CHASE BANK CHARACTER TRAINING 40.60 BLUE ENERGY FUELS, LLC CNG FUEL PURCH -AUG, 201 121.45 AT &T CONSOLIDATED PHONE BILL 110.75 TOTAL OPWA ADMINISTRATION 1,500.67 UTILITY BILLING TECHNICAL PROGRAMMING SERVICES INC BILLING SERVICES 1,349.51 TODD C. KIMBALL METER READER 477.90 KATHLEEN A BALSIGER METER READER 566.55 TYRONE EUGENE DINKINS METER READER 295.50 JPMORGAN CHASE BANK OFFICE DEPOT - SUPPLIES 2.61 JPMORGAN CHASE BANK OFFICE DEPOT - SUPPLIES 39.99 TOTAL UTILITY BILLING 2,732.06 WATER VERDIGRIS VALLEY ELECTRIC COOP WATER CONTROL ELECTRIC 30.60 JPMORGAN CHASE BANK BROWN FARMS-SOD 90.00 JPMORGAN CHASE BANK BROWN FARMS-SOD 90.00 JPMORGAN CHASE BANK TRANSCO SUPPLY -PPE 57.06 JPMORGAN CHASE BANK MILL CREEK - SUPPLIES 48.23 JPMORGAN CHASE BANK MILL CREEK - SUPPLIES 6.31 JPMORGAN CHASE BANK MILL CREEK - SUPPLIES 5.82 JPMORGAN CHASE BANK HACH- REAGENTS 115.74 JPMORGAN CHASE BANK ACCURATE ENV - TESTING 1,480.00 JPMORGAN CHASE BANK LOWES- TORQUE WRENCH 89.96 JPMORGAN CHASE BANK FASTENAL -BOLTS 23.50 JPMORGAN CHASE BANK FASTENAL -BOLTS 104.59 JPMORGAN CHASE BANK INTERSTATE - BATTERY 141.40 JPMORGAN CHASE BANK BLACK & DECKER -TOOLS 131.99 JPMORGAN CHASE BANK GELLCO -BOOTS 130.00 UNIFIRST HOLDINGS LP UNIFORM CLEANING 60.82 JPMORGAN CHASE BANK ATWOODS- SUPPLIES 6.99 UNIFIRST HOLDINGS LP UNIFORM CLEANING 60.82 JPMORGAN CHASE BANK LOWES -DRILL BIT 10.18 JPMORGAN CHASE BANK GRAINGER -PPE 29.83 JPMORGAN CHASE BANK HD SUPPLY -METER CANS 1,009.13 Page 1 Claims List WA RIPAY, Fl! Budget Unit Title Vendor Name Payable Description Payment Amount WATER... CITY OF TULSA UTILITIES WATER 113,486.03 CITY OF TULSA UTILITIES WATER 197,003.30 LENOX WRECKER SERVICE INC TOW SERVICE 75.00 OWASSO TOP SOIL LOAD YARD DIRT 40.00 GREEN COUNTRY SHIRT -N -SIGN UNIFORM T- SHIRTS 182.80 JPMORGAN CHASE BANK LOWES -PARTS 18.93 FLEETCOR TECHNOLOGIES FUELMAN - AUGUST, 2014 1,601.88 CITY GARAGE LABOR /OVERHEAD - 1 ST QTR 5,253.73 TOTAL WATER 321,384.64 WASTEWATER TREATMENT JPMORGAN CHASE BANK OREILLYS -AIR CHUCKS 11.68 FLEETCOR TECHNOLOGIES FUELMAN - AUGUST, 2014 1,158.89 CITY GARAGE LABOR/OVERHEAD - 1ST QTR 1,085.33 GREEN COUNTRY SHIRT -N -SIGN UNIFORM T- SHIRTS 182.80 KTURBO USA, INC FILTERS FOR KTURBO BLOWER 450.00 SCHREIBER, LLC PARTS FOR HEADWORKS 417.00 JPMORGAN CHASE BANK GRAINGER- RETURN -78.30 JPMORGAN CHASE BANK GRAYBAR- RETURN - 255.66 JPMORGAN CHASE BANK DALE & LEES -A /C SERVICING 324.20 JPMORGAN CHASE BANK TULCO -OIL 753.75 VERIZON WIRELESS WIRELESS CONNECTION 80.02 AT &T CONSOLIDATED PHONE BILL 54.00 CITYGARAGE VEHICLE PARTS PURCH -AUG 247.55 JPMORGAN CHASE BANK NCL OF WISCONSIN- SUPPLIES 252.33 JPMORGAN CHASE BANK GRAINGER- GAUGES 57.60 JPMORGAN CHASE BANK HOME DEPOT -TOOL 8.47 JPMORGAN CHASE BANK HOME DEPOT -TOOLS 11.98 JPMORGAN CHASE BANK GRAINGER -PPE 29.83 JPMORGAN CHASE BANK GRAINGER -PPE 130.06 JPMORGAN CHASE BANK GRAINGER -PPE 188.02 JPMORGAN CHASE BANK GREEN COUNTRY -LAB TESTS 50.00 JPMORGAN CHASE BANK SCHNEIDER ELECT - SOFTWARE 1,508.80 KTURBO USA, INC DIGESTOR BLOWER REPAIR 3,332.00 UNIFIRST HOLDINGS LP UNIFORM CLEANING 61.19 UNIFIRST HOLDINGS LP UNIFORM CLEANING 218.11 JPMORGAN CHASE BANK GENERAL RUBBER - SUPPLIES 3,552.00 JPMORGAN CHASE BANK NCL - SUPPLIES 245.83 JPMORGAN CHASE BANK WASTE MGMT- SLUDGE REMOVAL 3,460.34 JPMORGAN CHASE BANK WASTE MGMT- SLUDGE REMOVAL 1,748.61 JPMORGAN CHASE BANK UEI WATER - TRAINING COURSE 50.00 JPMORGAN CHASE BANK GRAYBAR- CONTACTORS 235.59 JPMORGAN CHASE BANK HACH - SUPPLIES 421.89 JPMORGAN CHASE BANK HACH CO -LAB SUPPLIES 300.74 JPMORGAN CHASE BANK HACH CO -LAB SUPPLIES 204.97 Page 2 Claims List 9/16/2014 Budget Unit Title Vendor Name Payable Description Payment Amount WASTEWATER TREATMENT.. JPMORGAN CHASE BANK HACH -PARTS 79.79 JPMORGAN CHASE BANK TRANSCO SUPPLY -PPE 57.06 JPMORGAN CHASE BANK STD SUPPLY -LEAF BLOWER 275.68 TOTAL WASTEWATER TREATMENT 20,912.15 WASTEWATER COLLECTION; VERDIGRIS VALLEY ELECTRIC COOP COFFEE CREEK ELECTRIC 636.86 JPMORGAN CHASE BANK TRANSCO SUPPLY -PPE 57.06 VERDIGRIS VALLEY ELECTRIC COOP GARRETT CREEK ELECTRIC 162.72 VERDIGRIS VALLEY ELECTRIC COOP GARRETT CREEK ELECTRIC 246.09 JPMORGAN CHASE BANK LOWES - MATERIALS 32.15 UNIFIRST HOLDINGS LP UNIFORM CLEANING 33.10 UNIFIRST HOLDINGS LP UNIFORM CLEANING 33.10 JPMORGAN CHASE BANK GRAINGER -PPE 29.83 ONEOK, INC OKLAHOMA NATURAL GAS NATURAL GAS USAGE 149.67 JPMORGAN CHASE BANK HD SUPPLY -PARTS 44.40 JPMORGAN CHASE BANK HD SUPPLY- SUPPLIES 196.50 JPMORGAN CHASE BANK LOWES -PARTS 38.23 BLUE ENERGY FUELS, LLC CNG FUEL PURCH -AUG, 201 303.31 JPMORGAN CHASE BANK OREILLYS- CLEANING SUPPLIE 9.99 JPMORGAN CHASE BANK AUTO ENGINEER -FLOW RINGS 651.66 URGENT CARE OF GREEN COUNTRY, P.L.L VACCINESIDENNIS 137.00 GREEN COUNTRY SHIRT -N -SIGN UNIFORM T- SHIRTS 182.80 OWASSO TOP SOIL LOAD YARD DIRT 40.00 CITY GARAGE LABORIOVERHEAD - 1 ST QTR 2,510.58 FLEETCOR TECHNOLOGIES FUELMAN - AUGUST, 2014 904.70 JPMORGAN CHASE BANK OREILLY -PARTS 6.29 JPMORGAN CHASE BANK li & R EQUIP- CAMERA REPAIR 260.99 TOTAL WASTEWATER COLLECTIONS 6,667.03 RANCH CREEK INTERCEPTOI ROSETTA CONSTRUCTION, LLC ICONSTRUCTION SERVICES 191,461.95 TOTAL RANCH CREEK INTERCEPTOR 191,461.95 REFUSE COLLECTIONS CITY GARAGE LABOR /OVERHEAD -1ST QTR 12,166.75 FLEETCOR TECHNOLOGIES FUELMAN - AUGUST, 2014 8,865.02 CITY GARAGE VEHICLE PARTS PURCH -AUG 6,805.94 JPMORGAN CHASE BANK CRANE CARRIER -PARTS 34.42 JPMORGAN CHASE BANK CRANE CARRIER -BRAKE VALVE 348.82 COVANTA LANCASTER, INC REFUSE TIPPING FEES 4,759.43 BLUE ENERGY FUELS, LLC CNG FUEL PURCH -AUG, 201 482.95 AT &T CONSOLIDATED PHONE BILL 9.00 VERIZON WIRELESS WIRELESS CONNECTION 29.65 JPMORGAN CHASE BANK GRAINGER -PPE 29.85 TREASURER PETTY CASH TOOL 5.98 Page 3 Claims List 9/16/2014 Budget Unit Title Vendor Name Payable Description Payment Amount REFUSE COLLECTIONS... UNIFIRST HOLDINGS LP UNIFORM CLEANING 45.31 UNIFIRST HOLDINGS LP UNIFORM CLEANING 45.31 JPMORGAN CHASE BANK BUMPER TO BUMPER- SUPPLIES 18100 JPMORGAN CHASE BANK TULSA NORTH -CNG FUEL 32.94 JPMORGAN CHASE BANK TRANSCO SUPPLY -PPE 57.06 TOTAL REFUSE COLLECTIONS 33,921.43 RECYCLE CENTER JPMORGAN CHASE BANK WASTE MGMT -REC TIP FEES 2,349.92 UNIFIRST HOLDINGS LP UNIFORM CLEANING 10.98 UNIFIRST HOLDINGS LP UNIFORM CLEANING 10.98 JPMORGAN CHASE BANK LOWES -KEY 1.97 AT &T CONSOLIDATED PHONE BILL 9.00 CITY GARAGE VEHICLE PARTS PURCH -AUG 201.12 CITY GARAGE LABOR/OVERHEAD - 1ST QTR 143.12 TOTAL RECYCLE CENTER 2,727.09 581,307.0 FUND GRAND TOTAL OPWA GRAND TOTAL $581,307.02 Page 4 Department OPWA Administration Utility Billing Water Wastewater Wastewater Collection Ranch Creek Interceptor Refuse Recycle Center OWASSO PUBLIC WORKS AUTHORITY PAYROLL PAYMENT REPORT PAY PERIOD ENDING DATE 09/06114 Payroll Expenses Total Expenses 9,381.48 4,906.41 14,495.77 10,629.77 8,661.42 1,462.50 12,621.07 1,223.60 13,569.93 8,677.57 23, 211.47 17,930.56 13, 941.82 1,627.48 19,200.25 2,214.19 FUND TOTAL 63,382.02 100,373.27 OWASSO PUBLIC WORKS AUTHORITY - OPERATING FUND FISCAL YEAR 2014 -2015 Budgetary Basis Statement of Revenues & Expenses As of August 31, 2014 MONTH TO -DATE OPERATING REVENUES: Water Wastewater Refuse & recycle Otherfees Interest & other TOTAL OPERATING REVENUES OPERATING EXPENSES: Personal services Materials & supplies Other services Capital outlay Debt service TOTAL OPERATING EXPENSES OPERATING REVENUES OVER EXPENSES NONOPERATING REVENUES (EXPENSES) Intergovernmental Revenue Transfers in Transfers out TOTALTRANSFERS YEAR TO -DATE BUDGET $ 485,845 $ 943,995 $ 5,050,000 302,191 600,733 3,653,950 170,222 330,891 1,854,000 37,951 83,830 571,400 1,735 203,919 218,937 $ 997,945 $ 2,163,367 $ 11,348,287 $ 251,953 $ 3 346,245 $ 2 2,415,517 315,736 5 594,855 4 4,011,010 105,527 3 346,845 1 1,690,292 21,154 3 30,892 9 967,950 487,813 7 704,222 3 3,629,697 $ 1,182,183 $ 2 2,023,058 $ 1 12,714,466 (184,238) $ 140,308 $ (1,366,179) 248,734 (400,000) $ $ $ (151,266) OWRB PROCEEDS AND EXPENDITURES Proceeds of OWRB debt $ - $ - $ Expenditures of OWRB Debt (303,195) (304,781) TOTAL OWRB PROCEEDS AND EXPENDITURES $ (303,195) $ (304,781) $ NET INCOME (LOSS) $ (487,433) $ (164,473) $ (1,517,445) WORKING CAPITAL - Beginning Balance $ 2,734,294 $ 2,734,294 WORKING CAPITAL - Ending Balance $ 2,569,821 $ 1,216,849 PERCENT OF BUDGET 18.69% 16.44% 17.85% 14.67% 93.14% 19.06% 14.33% 14.83% 20.52% 3.19% 19.40% 15.91% 0.00% 0.00% PERCENT OF BUDGET 18.69% 16.44% 17.85% 14.67% 93.14% 19.06% 14.33% 14.83% 20.52% 3.19% 19.40% 15.91% 0.00% 0.00% n—Tity Wit out Limits. TO: The Honorable Chairwoman and Trustees Owasso Public Works Authority FROM: Linda Jones, Finance Director SUBJECT: Supplemental Appropriation Carryover Projects DATE: September 12, 2014 BACKGROUND: Every year at the June 30 fiscal year end, there are open projects, contracts, and purchase orders where the goods or services have not yet been received or performed. While the appropriation of these items was included in the FY 2014 budget, the actual expenditure for all or part of these open items will occur during FY 2015. One example is the Ranch Creek sewer line. It was approved by Council for expenditure from the FY 2014 budget. However, the construction will not be complete for many months. Because both the loan proceeds and the construction costs were appropriated and encumbered in FY 2014, it was not included in the FY 2015 Budget. In order to keep from having purchase orders open for multiple years, past practice of Council is to close prior year purchase orders at the end of September and reappropriate the funds to the subsequent year along with authorizing the City to re -issue the purchase orders in the new year. Because the FY 2015 budget was prepared prior to yearend, before it was known whether projects would be completed or not, fund balances used to develop the budget were projected as though all projects and purchase orders would be completed and expended by yearend. Therefore, approval of carryover budgets does not reduce estimated June 30, 2015, fund balances. Furthermore, since Generally Accepted Accounting Principles (GAAP) do not recognize encumbrances, closing out old encumbrances where goods and services have not been received, will enable the City's budgetary financial statements to more closely align with audited GAAP statements. RECOMMENDATION: Staff recommends approval of FY 2015 budget amendments to increase the estimated revenues by $1,386,992 and appropriation for expenditures by $1,946,142 in the Owasso Public Works Authority. The City Wit out Limits. TO: The Honorable Chair and Trustees Owasso Public Works Authority FROM: Tim Doyle General Services Superintendent SUBJECT: Refuse Disposal DATE: September 12, 2014 BACKGROUND: Until May of 2013, the Refuse Division had been disposing of municipal solid waste at the Quarry Landfill under a contract with Waste Management since May 1, 2000. This contract was a perpetual contract that would automatically be renewed each year unless either party provided written notice of cancellation at least thirty (30) days in advance. Staff was approached by Covanta Energy in late 2012 with a proposal to reduce disposal costs by utilizing their "Trash to Energy" plant in Tulsa, Oklahoma. Staff decided to conduct a 60 -day temporary trial period with Covanta to determine the feasibility, operational effect, and cost savings of utilizing their facility. Staff notified Waste Management and cancelled the disposal contract effective April 31, 2013. On May 31, 2013, the Refuse Division began disposal at Covanta under a temporary agreement. During the first 60 days, staff experienced some delays and extended waiting times to dispose, resulting in personnel overtime. Covanta was in the process of upgrading their facility and routing to reduce these delays. They anticipated completing these upgrades in October 2013. In order to accurately assess the cost savings and operational effect of solid waste disposal at Covanta and before entering an annual contract, staff required additional data to analyze the results of the upgrades and potential reduction in personnel overtime. On September 3, 2013 staff requested and received authorization from the Owasso Public Works Authority to continue disposal services at Covanta, so as to obtain and analyze sufficient data to conduct an accurate assessment and provide a recommendation. ANALYSIS: Current disposal costs at Covanta are $10.83 per ton with an additional Oklahoma Department of Environmental Quality Solid Waste Fee of $1.25 per ton, for a total disposal cost of $12.08 per ton. Current disposal costs at Waste Management Quarry Landfill are $17.62 per ton with an additional Oklahoma Department of Environmental Quality Solid Waste Fee of $1.25 per ton, plus a fuel /environmental charge of $1.60, for a total disposal cost of $20.47 per ton. The Refuse Division disposed of 9,499.25 tons in the last year. A disposal cost savings of $79,698.71 was realized through utilizing Covanta. This cost savings is reduced by an estimated $45,534 in additional fuel costs to drive the extra 25.2 miles round trip to the Covanta facility. The estimated annual additional overtime incurred for delays in disposal at Covanta is $4,405. The estimated annual savings by utilizing Covanta is $29,760. Staff anticipates an additional reduction in overtime costs due to the improvements Covanta has made in their operations. Staff also anticipates additional cost savings through the use of CNG fueled refuse vehicles. City of Owasso Code of Ordinances 7 -105 allows the use of a purchase price set by competitive bid by another city with at least 50,000 population. The City of Tulsa competitively bid and awarded their solid waste disposal contract to Covanta on May 17, 2012. Covanta has offered to extend this bid award rate to the City of Owasso. The contract terms run through June, 2022 with a potential annual consumer price index escalation not to exceed 5 %. The contract extension has been reviewed for form and content by the city attorney. FUNDING: Funding for solid waste disposal is included the FY 2015 Refuse Division budget. RECOMMENDATION: Staff recommends approval of a contract for solid waste disposal services to Covanta Tulsa Renewable Energy, LLC. ATTACHMENTS: Covanta Tulsa Renewable Energy, LLC Contract Extension Amendment Effective July 1, 2014. ATTACHMENT A MUNICIPAL SOLW WAS'T'E DISPOSAL ANn ENERGY RECOVERY_AGREElvIENT This Municipal Solid Waste Disposal and Energy Recovery Agreement (this "AgreelnenP) is entered into as of May Ist, 2013 (the "Effective Date "), by and between Covanta Tulsa Renewable Energy, LLC, a Delaware limited liability company ("covamita "), and the Owasso Public Works Authority ( "0IVa850 "). Covanta and Owasso are sometimes referred to individually as a "Party," and collectively as the "Parties." Recitals Covanta operates an energy - from -waste facility located at 2122 South Yukon Avenue, Tulsa, Oklahoma 74107 (the " Recoveo Tacilky "); Covanta has entered into that certain agreement with the Tulsa Authority for Recovery of Energy as of May 17, 2012 (the, `TARE Agreement'); and Owasso desires to deliver, and Covanta desires to accept for disposal and energy recovery at the Recovery Facility, certain quantities of Acceptable Recovery Facility Waste (hereinafter defined), in accordance with and subject to the Provisions of this Agreement, and with pricing terms the some as those in that certain TARE, Agreement. Agreem oil NOW,'1REREFORE, in consideration of tite premises and of the mutual obligations undertaken ltcrcin, and intending to be legally bound, the parties hereby agree as follows: ARTICLE I - CERTAIN DEFINITIONS As used in this Agreement, the following terms shall have Foe meanings set forth below: "Accelifable RecovetyTaclNT MUM" means mixed household solid waste generated within the boundaries of Owasso by residents and (i) which has Clio characteristics of solid waste normally collected or disposed of by residences, schools, churches and municipal offices and (ii) which is permitted under Applicable Law to be accepted at and processed by the Recovery Facility and which is not Unacceptable Recovery Facility Waste. Acceptable Recovery Facility Waste must be of a size and composition such that the Recovery Facility is able to process it. "Acceptance Fee" means, from the Effective Date $10.49 per ton of Acceptable Recovery Facility Waste (tile "Base AccepttnceFee ") plus applicable ODEQ (hereinafter defined) fees, and all applicable costs attributable to any Change in Law that come Into effect miler the Effective Date. The Base Acceptance Fee shall be escalated annually on July 2 of each year during the Tenn. Theatrical rate adjustment shall be based on the most recent December CPI -All Urban Consumers, Unadjusted 12 months ended October, hem: All items. The annual rate of adjustment shall not exceed 5% trxtimple. Assrntle that 1110 CPI I Urban Cansrnrters, Ifent; All items xurtr jasfert "lutes for November 2013 is 114.5 amt on November 2012 It ivas 105.5. The calerrlatle"for the artatial rate dtgrrshilent to be inyrlcntaided on Decenrher 1, 20131s as follorvs; 114.5 -105.5 105,S =8.06% and Total Atnrtrtrl iltl asttrrerrt = 5.00% Then Total Arilrtlal Arl asinrent = 5.00% applied to rates as of December lst, M3 l0 he effective November 301h, 2014. "Affiliate" shall mean Covanta Holding Corporation and /or any entity, fifty percent (50"/0) or more of which is owned, directly or, indirectly, or controlled by Covanta Holding Corporation. "Applicable Lard" means eaell and every applicable Federal, state, county, city or local law, statute, charter, ordinance, rule, regulation, order, Consent, permit, license or approval of any governmental, quasi - governmental, regulatory or adminisirruive agency or authority or court or other tribunal having jurisdiction. "B1111ag Perlod" means each calendar month during the Delivery "Tenn, "Change in Law" means (A) die adoption, promulgation, issuance, modification, or official change in interpretation, after the Effective Date, of any federal, state, or local law, by- law, ordinance, code, regulation, rule, or ruling; (B) the imposition, after the Effective Date, of any condition on the issuance, reissuance, or continued effectiveness of any permit, license, or approval relating to the Recovery Facility which establishes requirements more burdensome than those (i) imposed as of the Effective Date or (ii) proposed in any Application for permits, licenses, or approvals relating to the Recovery Facility or the pending before any regulatory authority on the Effective Date; or (C) the order or judgment or other action of nny federal, state or local cottrl, administrative agency, or governmental body relating to the Recovery Facility, including the suspension, termination, hiterntption, or non - renewal of any Permit, license, consent, authorization, or approval ufibcting We acquisition, design, construction, eduipping, start -up, operation, maintenance, ownership, use, or possession of any part of the Recovery Facility, if not Elie result of Covanta's' willful or negligent action or the failure of Covanta to act in accordance with this Agreement or applicable law in effect as of the Effective Date; provided, however, that the contesting in good faith of any such suspension, termination, interruption or non- renewal shall not constitute or be construed to constitute a willful or negligent action or Inaction; .provided, further, that for purposes of clause (A) above, no pending legislation or proposed or draft law, by -law, ordinance, code, regulation, rule, or ruling circulated or published for review and comment; or official announcement of anticipated changes in rules, regulations or interpretive position, which by its terms or by operation Of law is not immediately effective, shall be considered to have been adopted, promulgated, ur issued, Had no announced modification or official chaege in interpretation sinifinrly act immediately effective shall be deemed to have occurred, prior to the date that it becomes effective, either temporarily a• permanently, notwithstanding the existence or provisions therein purporting to mince such law, by -law, ordinance, code, regulation, role or ruling or modification or change in iuterprotndon thereof effective retroactively as of some earlier data. "Change in .Lmv Casts" means, for any twelve -month period, the sum of (i) the amount, if any, of the estimated decreased revenues - from: (A) the sale of steam or electricity generated by the Recovery Facility, (B) the disposal of solid waste at the Recovery Facility, and (C) the sale Of metals recovered by the Recovery Facility, resulting from a Change in Law, and the amount, if any, of the estimated increased operating and capital costs of the Recovery Facility resulting from a Change in Law, provided, however, that Change in Law Costs shall not include any costs resulting from increases in the amount of any income tax payable by or on behalf of Covanta or any affiliated entity (other than a now a' increased tax specifically imposed upon or home by solid waste disposal facilities, electric generation facilities, resource recovery facilities or other similar facilities, or by 'the owners or operators of any such facilities). ; For purposes of this definition, the annual amount of increased capital costs shall include the projected mutual debt service on indebtedness incurred to finance such capital costs and, to the extent Covanta financed the cost thereof without incurring debt, amortization of the cost thereof at an assumed interest rate equal to the Prime Rate at the time the capital cost is incurred over the useful life of Ilia improvements vridr respect to which such capital costs were incurred. "Couseri" means any consent, approval, authorization, waiver, permit, grant, fl- anchise, concession, agreement, license, exemption or order of, registration, certificate, decimation or filing with, or report or notice to, any governmental, quasi - governmental, regulatory or judicial body, entity, authority or tribunal. "Coastraetiotr and Demolition write" means wastes from construction and demolition operations and shall include, but shall not be limited to concrete, bricks, phunbing fixtures, Plastics, and lumber, "Delivery Tenn" means the period of time commencing on May 1, 2013 and ending at 11:59 pm on June 30, 2013.; provided, however, that: (i) the Delivery Period shall not occur if I his Agreement is terminated by Covanta pursuant to Section 6.03(b)(iv) or Section 6.03(b)(v) hereof. "Bffecdve Date" means the first date above written. "Eligible Disaster Debris "means Eligible Disaster Debris shall menu vegetative waste, qualifying for and meeting the most current stipulated requirements for debris removal reimbursement as stipulated by Federal Emergency Management Agency. "FOB" means freight on board. "Hazardous Waste" shall have the meaning set forth in Oklahoma Statutes §27A -2 -7. 103, ns amended from time to time. "Indain roiug Parly," "latlenrrry7ed Party, "and `7ndemn yred Parties" have the meanings speeiffied in Section 5.02 hereof, "Lass" and "Losses" have the meanings specified in Section 5.02 hereof. "ODBQ" means the Oklahoma Department of Environmental Quality " 1?ec0veUr'00 1V Receiving Times" means Monday through Friday fr•orn 5:30am to 5:30pm CENTRAL TIME, exclusive of Holidays, or such other times as specified by Covanta upon tldrly (30) days prior written notice. For the purpose of this Agreement, a Holiday means the following: a. New Year's Day; b. Memorial Day; c, hidependenceDay; d. Labor Day; e. Thanksgiving Day; and f. Christmas Day. If a Holiday occurs on a Monday through Friday, Covanta shall operate the Recovery Facility ea Saturday from 6:00am, Central Time to 2:00pm PM, CENTRAL'1'1ME. Notwithstanding the previous, the Recovery Facility shall not receive Acceptable Solid Waste during scheduled Recovery Facility outages for which Coveutta has given the Owasso at least thirty (30) days advance written notice. Owasso will he assigned Driver Assisted Terminal (DAT) cards for each vehicle which will allow twenty-four (24) hour per day access to the Recovery Facility. "Terin" has the meaning specified in Section 7.01 hereof. "Tore" means a "short ton" of 2,000 pounds. " Unacceptable Recovery racillty MUM" means: Unacceptable Waste shall mean F,ligible Disaster Debris; Hazardous Waste; Construction and Demolition Waste; poisons; acids; caustics; explosives; body wastes; automobile frames; materials which may cause damage to the Recovery Facility or Recovery Facility personnel; animal excreta or any article or substances soiled by Itutnan or animal excreta that has not been wrapped and lightly sealed in moisture proof Mar or vmapping; refuse which has been combined or mixed with any of the above- mentioned i tems; and any materials which cannot be processed at the Recovery Facility, which can cause the Recovery raellity operations problems, which would have a reasonable possibility of causing injury to health, safety, or properly, or are prohibited by Applicable Law or Recovery Facility Consent requirements. "URCOirL•oIJaGJe GYrcrotrstwece" or "UCC" means any act, event or condition, occurring on or after the Effective Date, that has had, or may reasonably be expected to have, a material adverse effect on the rights or the obligations of Party under this Agreement, or a material adverse effect on the Recovery Facility, if such act, event or cofiditimli is beyond the reasonable control of the Party retying thereon as justification for not performing an obligation or complying with any condition required of such Petty under this Agreement. UCCs may include, bill shall not be limited to, the following: (a) an act of Ciod, landslide, lightning, earthquake, fire, explosion, flood, sets of a public enemy, war, blockade, insurrection, riot or civil disturbance or any similar occurrence; (b) the order andlor judgment of a federal, state or local court, administrative agency or governmental body; (c) the suspension, termination, interruption, denial or Failure of renewal of any Consent essential to the operation of lire Recovery Facility; (d) a labor dispute, strike, work slowdown or work stoppage involving essential employees or contractors; (e) a Change in Law; (h) the partial or entire loss of, inability to obtain, or delay in the provision of any utility services, including water, sowerage, fossil fuels and electric power, necessary for operation of the Recovery Facility or blockage of access to the Recovery racility; (g) the inability of Covaota to obtain required supplies from anywhore within the continental United States; or (h) the condeoiantion, tatting, seizure, involuntary conversion or requisition of title to or use of tite Recovery Facility Or' ny portion thereof by action of any federal, state, county or local governmental, quasi - governmental or regulatory agency or authority. ARTICLE II - DELIVERY AND ACCEPTANCE OR WAS7'C 2.01 Aceentabie Rccovery Facility Waste. Subject to the provisions of Section 2.05, during the Delivery Term, Owasso may deliver or cause to be delivered FOB the Recovery Facility, and COvallle shall accept, Acceptable Recovery Facility Waste generated within the municipal boundaries of Owasso; provided, that, if, for any reason, Covanta Is unable to accept Acceptable Recovery Facility Waste generated within the boundaries of Owasso for disposal at the Recovery Facility during a calendar year during the Delivery Term, Covanta may divert, and Owasso may deliver, at its own cost, such Acceptable Recovery Facility Waste to an alternative location of Owasso's choosing. Owasso. On or before July l e of each calendar year during the Delivery Term, Owasso shall provide to Covanta it written estimate of the aggregate amount of Tons of Acceptable Recovery Facility Waste to be delivered to the Recovery Facility by or on behalf of Owasso during the next succeeding calendar year, and Owasso shall use commercially reasonable efforts to cause all such Acceptable Recovery Facility Waste to be delivered to the Recovery Facility approximately ratably throughout the year, subject to seasonal fluctuations in waste flow. Owasso shall deliver or cause to be delivered Acceptable Recovery Facility Waste to the Recovery Facility during Recovery Facility Receiving Times, and shall comply with the hauler's rules and regulations or die Recovery Facility, as those rules and regulations are generally applied and are amended from time to time by Covanta, in the delivery and disposal of Acceptable Recovery Facility Waste at the Recovery Facility, 2.02 Weiehina of Waste Deliveries. Covanta shall cause to be maintained weighing facilities at the Recovery Facility for the purpose of determining the total tonnage of Acceptable Recovery Facility Waste delivered to the Recovery Facility. The weighing facilities at the Recovery Facility shall be tested for accuracy at least once each calendar year, at the expense of the Recovery Facility of such weighing facilities, and a copy of the most recent test results shall be disclosed to die other Patty upon request. 2.03 Inadvertent Deliveries of Unacccntable Reeovmy Facility Waste Removal of Same; Till. Covanta may inspect each delivery to the Recovery Facility made by or on behalf of Owasso and may weigh the delivery vehicle both before and after it is unloaded, Subject to Applicable Law, Covanta may reject any portion of a delivery by or on belialf of Owasso diet Covanta determines does not constitute Acceptable Recovery Facility Waste, either before or rifler said delivery has been emptied from the delivery vehicle, and lit conjunction with such rejection, Covanta may also reject the entire contents of delivery vehicle if Covanta determines that a portion is Unacceptable Recovery Facility Waste. Covanta further may remove from the Recovery Facility, transport and dispose of all Unacceptable Recovery Facility Waste delivered by or on behalf of Owasso, as Owasso's agent and at Owasso's expense. Removal, transport and disposal of Unacceptable Recovery Facility Waste shall be accomplished in accordance with Applicable Taws. 'title to Unacceptable Recovery Facility Waste never shell pass to Covanta; title to Acceptable Recovery Facility Waste shall pass to Covanta after inspection and acceptance at the Recovery Facility by Covanta. AR'T'ICLE III - SERVICE AND TIP FEE PAYMENTS 3.01 Service and Tin Pees. As compensation for the services to be rendered hereunder, for which Covanta shall invoice Owasso on a monthly basis us provided in Section 3.02: Owasso shall pay to Covanta the Acceptance Pee as written herein. 3.02 Billint_. Covanta shall provide to Owasso an invoice for each calendar month during the Term for any amounts owed hereunder by Owasso to Covanta within ten (10) days of the end of such calendar month, and Owasso shall pay, reasonably dispute or partially pay and partially reasonably dispute the invoice within thirty (30) days alter its receipt thereof. Covanta shall invoice Owasso at the address set forth in Article VII in accordance with the following procedures, (a) The invoice shall set forth the total tannage of Acceptable Recovery Facility Waste delivered by or on behalf of Owasso to the Recovery Facility as weighed upon delivery to the Recovery Facility. (b) The invoice shall set forth a calculation showing the Acceptance Fee multiplied by the number of Tons of Acceptuble Recovery Facility Waste and the calculation and a reasonably - detailed description of any other amounts claimed to be due to Covanta from Owasso,horcundor. (c) All suoh invoices submitted shall be generated an the basis of the official weigh scale records or ticicots as of the delivery to the Recovery Facility. (d) The Parties shalt provide to each other copies of all delivery and weight records in their possession and control of tilt hauling vehicles used in the performance of the services hereunder and a tnonthiy data fife oral] transuctions, Copies ofall such daily delivery and weight records shall be maintained by the Parties for at least one (1) year beyond the termination or expiration of this Agreement. (e) Covanta shalt provide any other documentation reasonably requested by Owasso to substantiate each invoice. 3.03 Iloolcs and Records. Each Party shall cause those of its books and records relating to the quantity of Acceptable Recovery Facility Waste delivered by or an behalf of Owasso and accepted by Covanta to be available to representatives of the other party for inspection upon reasonable notice and during normal business hours, All such inspections shall be conducted in such manner as not to cause interference with the operation of the Recovery Facility and such representatives shall comply with all reasonable rules adopted by the Patty whose books and records are being inspected, or the owners or operators of (he location where such books and records are made available, including rules relating to maintaining the safety of those persons present on the site where the boots and records are located, Each Party shall cause such books and records described in this Section 3.03 for a period of one (1) year following termination or expiration of this Agreement. ARTICLE m REPRCSE, NTATIONS AND COVE, HANTS 4.01 Owasso Representations. Owasso hereby represents and warrants to Covanta as follows: (a) Owasso has developed the requisite expertise for performing the work required of it hereunder (including but not limited to the delivery of Acceptable Recovery Facility Waste to the Recovery Facility), has adequate resources and equipment in good working order together with fully trained and experienced personnel capable of performing tine services required of it hereunder in a good and professional manner and in accordance with this Agreement, and exhibits the standard of care and skill normally exercised by professional contractors performing the same type of services. Owasso has obtained all Consents required to comply with all Applicable Law in the performance of the services required of it hereunder, and such Consents are valid and in fill force and effect, (b) Neithar the execution nor the delivery by Owasso of this Agreement nor the Performance by Owasso of its obligations hereunder (1) conflicts with, violates or results hl a breach of any Applicable Law, or (2) conflicts with, violates or results in a breach of any term or condition of any judgment, decree, agreement, order• or instrument to which Owasso is a patty or by which Owasso is bound, or constitutes a default tinder any such judgment, decree, agreement, order or instrument, 4,02 Covanta Representations. Covanta hereby represents and warrants to Owasso as follows: (a) Covanta is engaged in the solid waste disposal business, has developed the requisite expertise for perforating that work, has adequate resources and equipment in good working order together with fully trained and experienced personnel capable of performing the services required of it hereunder Ill a good and professional manner and it accordance with this Agreement, and exhibits the standard ofcarc and skill nornally exercised by professional contractors performing the some typo of services. Covanta has obtained all Consents required to comply with all Applicable Law to the performance of tine services requited of it hereunder, and such Consents are valid and in full force and effect, (b) . The Recovery Facility is in compliance in all material respects with all Applicable Law, Covanta has obtained all Consonts required to comply with nil Applicable Law applicable to the Recovery Facility and the performance of the services required of Covanta hereunder and such Consents are valid and in full force and effect. (c) Neither the execution nor the delivery by Covanta of this Agreement nor the performance by Covanta of its obligations hereunder (1) conflicts with, violates or results in a breach of any Applicable Law, or (2) conillets with, violates or results in a breach of any term or condition of wryjudgment, decree, agreement, order or instrument to which Covautu is a party or by which Covantu is bound, or constitutes a default under any suet) judgment, decree, agreement, order or instrument, 4.03 Qw.•raSn Covenants. In addition to acrd without restricting in any way any other obligations or covenants set forth herein, Owasso covenants and agrees us follows: (a) Owasso shall perform its obligations hereunder in a good, safe and workmanlike runner and in accordance with sound environmental pruelices, (b) Upon reasonable written notice, Owasso shall provide to Covanta copies of all Consents issued to Owasso which are applicable to the scrv]ocs to be provided by Owasso hereunder, (c) Owasso shall comply with all Applicable Law applicable to the services to be provided by Owasso hereunder, (d) Owasso shall promptly notify Covanta of the occurrence of any event, condition, or occurrence, or legal, judicial, or regulatory proceedings that may result in: (1) the material noncompliance with any Applicable Law, but only if such noncompliance materially affects the ability of Owasso to provide the services to be provided by Owasso hereunder; (2) any material inaccuracy of, or material noncompliance with, any representations, warranties or covenants by Owasso in this Agreement; or (3) a material adverse effect upon the business, operations or affairs of Owasso or that may materialty adversely affect the ability of Owasso to supply tine services to be provider! by Owasso hereunder. 4.04 Covanta Covenants. In addition to and without restricting in any way any other obligations or covenants set forth herein, Covanta covenants and agrees as follows: (a) Covanta shall perform Its obligations hereunder in a good, safe and workmanlike manner and in accordance with sound environmental practices. (b) Upon reasonable written notice, Covanta shall provide to Owasso copies oral] Consents Issued to Covanta which Are applicable (o the Recovery Facility or the set-vices to be provided by Covanta hereunder. (o) Covanta shall (and shall cause the Recovery Facility to) comply with all Applicable Law applicable to the services to be provided by Covanta hereunder, (d) Covanta shall promptly notify Owasso of the occurrence of any event, condition, or occurrence, or legal, judicial, or regulatory proceedings that may result in: (1) the material noncompliance with any Applicable Law, but only if such noncompliance materially affects the ability ofCovunlu to provide (tic services to buprovidcd by Covanta hereunder; (2) any material inaccuracy of, or material noncompliance with, any representations, warranties or covenants by Covanta in this Agreement; or (3) a material adverse effect upon the business, operations or affairs of Covanta that materially affects the ability of Covanta to provide the services to be provided by Covanta hereunder, ARTICLE V ^ ❑ S RANCE & INDEMNITY 5.01 Insurance. (a) Each Party shall obtain and maintain continuously at its own expense through the DelivenyTcrm, insurance in the amounts shown below, Covanta understands the City of Owasso and the Owasso Public Works Authority are self- insured entities and hereby accepts Owasso's representation that its self - insurance reserves are sufficient to ensure coverage in the following amounts: provided such self - insurance shall provide the same protection to City of Owasso and Covanta (as an additional insured) as would otherwise be provided under the required insurance: (i) Workers' Compensation Insurance as prescribed or permitted by Applicable Law; Employers liability in it,e amount of $1,000,000 well accident (it) Commercial General Liability and property Damage Insurance, with Contractual Liability and Products /Completed Operations coverage, will, primary limits of liability of $1,000,000, combined occurrence, for bodily injtuy aad properly damage. (M) Commercial Automobile Liability Insurance as required by Applicable Law, but with limits of not less than $1,000,000 per occurrence for bodily injury and property damage, combined single limit (iv) Commercial Pollution Legal Liability Insurance with limits of liability as follows: Covanta - $5,000,000 per claim; and Owasso - $3,000,000 per claim including transportation risk.. (v) Excess Liability Insmvnce with limits of not less than $5,000,000 per occurrence, supplementing tile primary insurances required by (i), (ii) and (iii) above. (c) Each Party shall cause the aforementioned policies of insurance, unless such party is self - insured, (other than the workers' compensulion insurance and employers liability) to be duly and property endorsed by the insurance underwriter to (i) provide an endorsement naming as additional insureds, and waiving subrogation in favor of, the other Party, its affiliates, and their respective owners, directors, employees and agents. Each Party shrill provide (30) days prior written notice to the other if any of the policies are cancelled or non - renewed. If any of such insurance policies are written on a "claims- made" basis, upon termination or cancellation of such policy, whether during or after the Term, the Party shall be responsible for purchasing "tail" insurance coverage for acts and omissions occurring during the Delivery Term. Such tail insurance coverage must remain In place for three (3) years following completion of the Term, Each Patty shall provide the other Party with a certificate of insurance issued by the insurance carrier or its agent evidencing that all insurance coverage. From time to ihne, as reasonably requested by the other Party and upon each change in the insurance carried by a Party, such Party will provide the other Party with evidence that the insurance required hereunder is in place. Owasso shall provide certification of its self - insured status to Covanta upon request. Nothing in this Article V shall be construed to in any way limit Owasso, liability under Section 5,02, or any other obligation of Owasso tinder this Agreement. 5.02 Indemnity. To the fullest extent permitted by Applicable Law, each Patty (the "Indermt(/J*tg Par4y") shall indemnify, defend and hold harmless the other Party, its parent companies, partners, affiliates and subsidiary companies and their respective directors, officers, employees, agents, contractors, subcontractors, representatives, successors and assigns (each of the foregoing, an "Fililearu ferl Pm7p" and, collectively, the "Iudeuruifred Parties"), from and against any mid all claims, tosses, liabilities, damages, finos,penaltics, taxes, interest, fees, costs, or expenses (including, without limitation, reasonable attorneys' fees) (each; a "Loss" and collectively the "Losses") to die extent resulting or arising Prom (i) the acts, errors or omissions of file Indemnifying Party, its employees, agents, directors, officers, contractors or subcontractors; (ii) the breach of any representation, warranty, covenant or agreement of the Indemnifying Party under this Agreement; and /or (iii) the enforcement of this indemnity; provided, however, thut the Indemnifying Party shall not be obligated to provide the indemnification hereunder to the extent that a Loss is caused by the negligence or willful misconduct of the Indemnified Party seeking indemnification, Neither Party shall have any liability to the other tinder this Agreement for any special, consequential, punitive, indirect or incidental damages, including loss of use, loss or delayed receipt or revenues, loss of anticipated Profits, cost of capital toss of goodwill or similar damages. ARTICLE VI - DE, EPAULT AND TERMINATION 6.01 COValtta Events of Default. rack of the following shall constflute an ".,bent of Default" by Covanta: (a) Covanta strait fait to nccept from Owasso the Acceptable Recovery Facility Waste Covanta has committed to accept hereunder; (b) Covanta shall breach any material representation, warranty, eovetmnt or agreement under this Agreement or shalt fail to timely perform any other material obligation under Otis Agreement; or (c) (i) Covantu shall be or become bankrupt or make an arangenrent with or for the benefit of its creditors or consent to or acquiesce in the appointment of a receiver, trustee or liquidator for it substantial part of its property, or (H) a bankruptcy, winding up, reorganization, insolvency arrangement or similar proceeding shall be instituted by or against Covanta under the laws of any jurisdiction, which proceeding has not been dismissed within ninety (90) days, or (iii) any action or answer shall be falcon or filed by Covanta approving o£, consenting lo, or acquiescing in, any such proceeding, or (iv) the levy of any distress, execution or attachment Upon the property of Covanta which shall substantially interfere with its performance hereunder. 6.02 Owasso Events of Default. Each of the following shall constitute an "Event of Default' by Owasso: (a) Owasso shall fail to pay amounts owed to Covanta under this Agreement within thirty (30) days following receipt of an invoice from Covanta therefor; (b) Owasso shall breach any material representation, warranty, covenant or agreement tinder this Agreement or shall fill to timely perform any other material obligation under this Agreement; or (c) (f) Owasso shall be or become bankrupt or matte an arrangement with or for the benefit of its creditors or consenting to or acquiescing in the appointment of n receiver, trustee or liquidator for a substantial part of its property, or (ff) it bankruptcy, winding up, reorganization, insolvency arrangement or similar proceeding shall be instituted by or against Owasso under the laws of may jurisdiction, which proceeding has not been dismissed within ninety (90) days, or (iii) any action or answer shall be taken or filed by Owasso approving of, consenting to, or acquiescing in such proceeding, or (Iv) the levy of any distress, execution or attachment neon the Property of Owosso which shall substantially interfere with its performance hereunder. 6.03 Remedies. An Event of Default described in Section 6.01 and 6.02 shall become a "Defrutlf' under this Agreement if not cured within forty -five (45) days after written notification to the defaulting Patty from the other Party describing in reasonable detail the nature of the Event or Default; provided, however, that such forty -five -day period shall be extended for up to an additional ninety (90) days so long as the breaching Party is actively and continuously pursuing good faith efforts to cure the Event of Default; provided, further, that an Event of Default of the character described in Sections 6.01(c) and 6,02(c) shall be a "Default' immediately, with or without delivery of such notice, (a) Termination by Owasso. Owasso shall have the right to terminate this Agreement by delivering written notice to COyanta if: (i) Covanta shall be in Default under Sections 6.01 and 6.03 (Owasso shall also be permitted to recover actual damages resulting front any such Default); or (ii) there is one or more Changes in Law, or a surcharge or surcharges based upon one or more Changes in Law (but only if the aggregate amount of the surcharge($) over the Term would total at least two hundred thousand dollars ($200,000)), affecting Owasso, by delivering a written notice to Covanta. This Agreement shall terminate on tite forty -fifth (45a') day following the date of such notice; provided, however, that a Default described in Section 6.01(c) shall not require notice by Owasso and shall terminate this Agreement forthwith. (b) Termination by Covanta, Covanta shall have the right to terminate this Agreement by delivering written notice to Owasso if.. (i) Owasso shall be in Default under Sections 6.02 and 6.03 (Covanta shall also be permitted to recover actual damages resulting from any such Default); (ii) there is a UCC affecting Covanta, the Recovery Facility, and /or the Affiliates; or (iii) #bete is a Change in Law affecting Covanta, the Recovery Facility, and/or the Affiliates, This Agreement shalt terminate on the forty-fifth (45"i) day following the date of such notice; provided, however, that a Default described in Section 6.02(c) hereof sball not require notice by Covanta and shalt terminate this Agreement forthwith. (c) Dnmages. Except as otherwise provided in this Article VI, neither Party shall have the right to terminate this Agreement or to require Specific performance by the other Party and damages shall ordinarily be considered an adequate remedy for a Default by either Party under thus Agreement. 6.04 General. (a) Section 3.03 and Articles V, VI and VII shall survive the termination or expiration of this Agreement. (b) The waiver of any Default by either Party, or the failure to give notice of any Event of Default in accordance with the first patagr•aph of Section 6.03, with respect to any Default or Event of Default shall nut constitute a waiver of that or any subsequent Default or Event of Default or be deemed to be a failure to give such notice with respect to any subsequent Event of Default. 6.05 No Liability for UCC. Except for any obligation to pay money, neither Party shall be liable to the other for any failure or delay in perfomnance of any obligation under this Agreement due to the occurrence of a UCC, The Party whose performance under this Agreement has been affected by a UCC shall provide prompt notice of the commencement and the cessation of such UCC to the other Party. Whenever n UCC shalt occur, the Party claiming to be adversely affected thereby shall perform in accordance with this Agreement to the extent not adversely affected by such UCC (subject to the requirements of other contracts effective prior to the date hereof) and shalt, as quickly as reasonably possible, attempt to cihninate the cause therefor, reduce costs and resume performance under this Agreement, ARTICLE VII — MISCELLANEOUS 7,01 Term. Unless sooner terminaNd in accordance with the terms hereof, this Agreement shall commence on the Effective Date and shall continue in effect until the end of the Delivery Term (the "Term"). 7.02 Asslirnment and Subeontractina. This Agreement may not be assigned by either Party without the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that either Party may assign this Agreement, without the prior written consent of the other Party, whether by operation of law, merger or otherwise, to any Affiliate, subsidiary, parent, or successor; provided, further, that no such assibmunent shall release the assigning Party from its obligations under this Agreement, unless the other Party expressly releases the assigning Party in uniting. 7.03 Further Assurances. Each Party agrees to execute and deliver any instrument and to perform any acts that may be necessary or reasonably requested in order to give full effect to this Agreement. 7.04 RClntlanahin of the Parties. Except as otherwise explicitly provided herein, no Party shall have any responsibility whatsoever with respect to services provided or conitactual obligations assumed by the other Party and nothing in this Agreement shall be deemed to constitute any Party a partner, agent or legal representative of any other Party nor to create any fiduciary rclutionship between or among the Parties. 7.05 Notices. Except as otherwise expressly provided in this Agreement, any notices or communication required or permitted hereunder shall be in writing and sufficiently given if delivered in person or sent by certified or registered mail, postage prepaid, by commercial overnight courier, by telecopy (receipt confirmed) or by electronic mail as follows: If to Covanta: Covanta Tulsa Renewable Energy, LLC Tulsa, OK 74107 Phone: 918- 699 -0011 Pax: 918 -699 -0017 Attn: Matthew Newman, Director, Business Development Email: MNewman@CovaniiiEnei-gy.com CovuntnEnergy.com With a copy to: Covanta Energy Corporation 445 South Street Morristown, New Jersey 07960 Phone; (862) 345 -5148 Pax: (862) 345 -5140 Attn: Christopher Cunico Email: ccunico @CovautaEnergy.com If to Owasso via United States Postal Service mail/telecopy /electronic mail: City of Owasso Pubtie Works Department 301 West 2nd Avenue Owasso, Oklahoma 74055 Phone: 918-272-4959 Pax: 918.272 -4996 Attn: Tim Doyle, General Services Superintendent Email: tdoyle@cityofowasso,com With a copy to: City of Owasso P.O. Box 18o Owasso, OIC 74055 Attn: Julie Trout Lombardi — City Attorney Phone: 918 -376 -1511 Email: Jiombardi @cRyofowasso.con Changes in the respective addresses to which such notices may be directed may be made from time to time by any Party by written notice to the other Party. 7.06 Waiver. 'fhe waiver by either Party of a default or a breach of any provision of this Agreement by the other Party shall not operate or be construed to operate as a waiver of any other provision or subsequent default or breach. The making or the acceptance of a payment by either Party with knowledge of the existence of n default or breach shall not operate or be construed to operate its a waiver of that or any subsequent default or breach. 7.07 M- 0diflcatlons, The provisions of this Agreement shall (a) constitute the entire agreement between the Parties, and (b) be modified only in writing duty executed by the Party to be bond, 7.08 ReadingS. Captions and headings in this Agreement are for ease of reference only and do not constitute it pnrt of this Agreement. 7.49 Governing Law/Dispute Resolution. This Agreement and any question concerning its validity, construction or performance shall be governed by Oklahoma law, irrespective of the principles of conflicts of law. The Parties agree that any controversy, dispute or claim arising ont of or relating to this Agreement or a breach of tiny of the terms or conditions of this Agreement, which cannot be resolved by the Parties within thirty (30) clays after written notice by either patty, shall be submitted to non - binding arbitration by a single arbitrator in Tulsa, OK as provided by the American Arbitration Association or, if mutually agreed to by the Parties, other organization or body. The cost of any arbitration proceeding under this provision shall be shared equally by the patties, and each Party shall be responsible for its own attorney's fees, The Parties agree that all of tite negotiations mad arbitration proceedings relating to such disputes and all testimony, transcripts and o0rer documents relating to such arbitration shall be treated as confidential and will not be disclosed or otherwise divulged to any otherperson except as necessary in connection with such negotiations and arbihation proceedings. Notwithstanding anything to the contrary in this Section, the Parties shall have the right to seek temporary, proliminary and permanent equitable relief including, without limitation, injunctive relief and specific perfommnce, to prevent any breach or threatened breach of this Agreement. 7.10 Cormternarts. This Agreement may be executed in more than one counterpart, each of which shall be deemed to be an original, but all of which shall be deemed the same instrument, Facsimile and portable document format (PDF) copies of signatures shall be deemed original signatures. 7.11 Severabitity. If any provision of this Agreement shall for any reason be determined to be invalid, illegal, or unenforceable in any respect, the Parties hereto shall negotiate in good faith and agree to such amendments, modifications, orsupplements of or to this Agreement or such other appropriate acti ons as shall, to tire maximum extent practicable in light of such determination, implement and give effect to the intentions of the Parties as reflected herein, and the other provisions of this Agreement shall, as so amended, modified, or supplemented, or otherwise affected by such action, remain in full force and effect. 7.12 Interest on Overdue Paynients. Ali payments to be made under this Agreement outstanding after the applicable due date shall bear interrst at the maximum lawful rate, or 1.5% per month, whichever rate is lower. (Signature page to follow.) IN WITNESS WI'IERBOP, the Ponies hereto have caused this Agreement to be executed as an instrument under seal by their duly authorized representatives as of the day and year first above written. OVAN'I A TUL A REN`E) ABLR ENUIZGY, LLC By, 9 /�r!(Irl 'tea [Name] Sikh [Title] LVP,Chre j rctnc� Aic�r OWASSO P C- WORICS AU n TY [ at IIy:_ Mg Ra [ u By:, ......,,..j w+N'y wsuop I [Title] Authority See, c iy ¢ [Slgnalure page 10 Nuniciprd Solid PPaste Disposal Agreement doled as ofAPHI 29, 2013. ATTACHMENT s AMENDMENT 141 TO MUNICIPAL SOLID WASTE DISPOSAL AND ENERGY RECOVERY AGREEMENT This Amendment #1 dated as of July 1, 2014 amends the MUNICIPAL SOLID WASTE DISPOSAL AND ENERGY RECOVERY AGREEMENT' dated May 1, 2013 (the "Agreement ") by and between Covanta Tulsa Renewable Energy, LLC ( "Covanta ") and the Owasso Public Works Authority ( "Owasso "). The terms used herein with the initial letter capitalized, unless otherwise defined herein, shall have the meanings therefore set forth in the Agreement. THEREFORE, in consideration of the mutual promises set forth below and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, the parties hereby agree to amend the Agreement as follows: 1. The Effective Date of the Agreement shall be July 1, 2014. 2. ARTICLE I — CERTAIN DEFINITIONS, Acceptance Fee shall be deleted in its entirety and replaced with the following language: "Acceptance Tee" means the rates and adjustments contained within that certain TARE Agreement. The Acceptance Fee includes an annual escalation rate substantially similar to the example below plus applicable ODF,Q (hereinafter defined) fees, and all applicable Change in Law Costs (hereinafter defined) that come into effect after the Effective Date. Example: Assume that the CPI -All Urban Consumers, Item: All items unadjusted index for December 2014 is 114.5 and on December 2013 it was 105.5. The calculation for the annual rate adjttstrnent to be implemented on July 1, 2015 is as follows: 114.5 -105.5 105.5 = 8.O6 and Total Annual Adjustment = 5.00% Then Total Annual Adjustment = 5.00% applied to Acceptance Fee on June 30, 20X5 to be implemented July 1, 2015. 3. ARTICLE I - CERTAIN DEFINITIONS, Deiivery'fenn shall be deleted in its entirely and replaced with the following language: "Delivery Term" means the period of time commencing on the Effective Date and ending on 11:59 p.m. of the day immediately preceding the tenth (8th) anniversary of the Effective Date, or, if extended by Owasso in accordance with the terms of Section 2.04 on 11 :59 p.m. of the day immediately preceding the tenth (10'h) anniversary of the Effective Date, or, if further extended by Owasso in accordance with the terms of Section 2.04 on 11:59 p.m. of the day immediately preceding the twelfth (12r") anniversary of the Effective Date; provided, however, that: (i) the Delivery Period shall not occur if this Agreement is terminated by Covanta pursuant to Section 6.03(b) hereof. In no event, shall the Delivery Term exceed fourteen (14) years. 4. ARTICLE II — DELIVERY AND ACCEPTANCE OF WASTE shall be amended by adding the following language: 2.04 Optional Renewal. After the eighth (8 °i) anniversary of the Effective Date, Owasso shall have the option to renew this Agreement for up to two (2) additional two (2) year optional renewal terns, provided that the TARE Agreement has been so renewed. Covanta may prohibit Owasso from exercising an optional renewal tens by providing written notice to Owasso to reject a renewal or additional renewal on or before twelve (12) months preceding the date written above in this Section 2.04, or if this Agreement has been renewed, the then current optional renewal term of this Agreement. If Covanta does not provide such written notice to Owasso on or before twelve (12) months preceding the scheduled date of expiration of the term written in the first sentence of this Section 2,04 or the then current optional renewal term of this Agreement prohibiting Owasso from exercising the optional renewal term, Owasso may upon written notice to Covanta not later than one hundred twenty (120) calendar days preceding such date or the then current optional renewal term of this Agreement exercise such optional renewal tern by such notice. All terms and conditions set forth in the Agreement not specifically amended hereby shall remain in full force and effect. [SIGNATURES APPEAR ON NEXT PAGE] IN WITNESS WHEREOF, the parties hereto have entered into this Amendment 41 to Municipal Solid Waste Disposal and Energy Recovery Agreement as of the date first above written. COVANTA TULSA RENEWABLE ENERGY, LLC By: Name: Title: OWASSO PUBLIC WORKS AUTHORITY; OWASSO,OKLAHOMA ATTEST: Jeri Moberly, Chairperson Sherry Bishop, Authority Secretary APPROVED AS TO FORM & CONTENT: Julie Trout Lombardi, Authority Attorney