HomeMy WebLinkAboutAgreement A-16-541 with Selma Disposal & Recycling LLC.pdf1
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16-1034
Agreement No. 16-541
AGREEMENT FOR ASSIGNMENT OF RIGHTS
AND DELEGATION OF DUTIES
3 This Agreement for Assignment of Rights and Delegation of Duties
4 ("Assignment") is made and entered into this~!:>~ day of August, 2016, by and
5 between Selma Disposal & Recycling LLC, a Limited Liability Company (hereinafter
6 "ASSIGNOR") and USA Waste of California, Inc. (hereinafter "ASSIGNEE"), subject to
7 the approval and consent of the County of Fresno, a political subdivision of the State of
8 California ("County"), with reference to the following facts:
9 A. WHEREAS, ASSIGNOR is among the current ten (10) Designated
10 Contractors providing solid waste collection and recycling services under the County's
11 Exclusive Service Area Program ("ESAP") for solid waste collection in the
12 unincorporated area of Fresno County, pursuant to agreements between the County
13 and each of those Designated Contractors and in accordance with Chapter 8.21 of the
14 Fresno County Ordinance Code; and
15 B. WHEREAS, the principals of ASSIGNOR have determined that they
16 desire to cease engaging in the solid waste collection business, while ASSIGNEE's
17 principals are interested in assuming ASSIGNOR's obligations under the ESAP
18 pursuant to an assignment of ASSIGNOR's agreement with the County; and
19 c. WHEREAS, the County's consent is required as a precondition of the
20 effectiveness of any such assignment of ASSIGNOR's contractual duties under the
21 subject agreement between ASSIGNOR and the County.
22 NOW, THEREFORE, the parties hereby agree as follows:
23 1. ASSIGNMENT:
24 In consideration of the foregoing, and for value received, the sufficiency of which
25 is hereby acknowledged, ASSIGNOR hereby assigns to ASSIGNEE all of
26 ASSIGNOR's rights and interests in and to that certain agreement dated August 30,
27 2005, by and between ASSIGNOR and the County of Fresno, entitled "Exclusive
28 Service Area Agreement for Solid Waste, Recyclable Materials and Green Waste
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Services” (and denominated as Fresno County Agreement No. 05-411, hereinafter
“Subject Agreement”); and by this assignment, ASSIGNOR further delegates to
ASSIGNEE all of ASSIGNOR’s duties and obligations of performance under the
Subject Agreement, concerning the provision of solid waste collection and recycling
services to customers pursuant to the terms thereof, on an exclusive basis within the
territory described in Subject Agreement as Exhibit “C” thereto.
2. ACCEPTANCE:
ASSIGNEE hereby accepts assignment of the Subject Agreement, subject to all
of the terms and conditions thereof (including the requisite consent by County to such
assignment, which if given shall be evidenced by the execution hereof on the County’s
behalf by the Chairman of its Board of Supervisors); and by its acceptance of said
assignment, ASSIGNEE hereby agrees to assume and perform all duties and
obligations of ASSIGNOR under the Subject Agreement, and further to hold ASSIGNOR
harmless from any liability for performance or nonperformance of such obligations, from
and after the effective date of this assignment throughout the remaining term of the
Subject Agreement.
3. AUTHORIZATION:
Each person executing this agreement in a representative capacity hereby
warrants and represents that he or she is authorized to do so and that his or her
signature shall be binding on that party.
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1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement, to
2 be effective as of the date first above written.
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Selma Disposal & _Recycling, LLC as "Assignor"
5 By:
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7 USA Waste of California Inc., as "Assignee"
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By:
The County of Fresno hereby acknowledges its consent, by and through
appropriate action of its Board of Supervisors, to the foregoing assignment.
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COUNTY OF FRESNO APPROVED AS TO ACCO
18 REVIEWED AND RECOM NDED
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FOR APPROVAL
21 STEVEN E. WHIT, I DIRECTOR
Department of Public Works and
22 Planning
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FORM
ATIEST:
BERNICE E. SEIDEL, Clerk
Boar of Supervisors
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Exhibit C
1. Beginning at the intersection of the northeast comer of the Selma city limits and Dinuba Ave.,
proceeding east on the south side of Dinuba Ave. to Bethel Av~ .• south on both sides of Bethel
Ave., to Saginaw Ave., west on both sides of Saginaw Ave. to the southeast comer of the Selma
city limits and Saginaw Ave. Then proceeding north along the easterly side of the Selma city
;
2. Beginning at Fwy. 99, going west on both sides of Mountain View Ave. to Dockery Ave., north
on both sides of Dockery Ave. to f'W"J. 99 and southeast along the west s(de of f'W"J.99 to the
3. That portion of the unincorporated area of fresno County located south of Dinuba Ave., west
of the McCall Ave. alignment, and east of Mitchell Ave.