HomeMy WebLinkAbout2023-09-14 MSWMA PacketPage 1 of 2
MENDOCINO SOLID WASTE MANAGEMENT AUTHORITY (MSWMA)
Board of Commissioners Regular Meeting
AGENDA
Ukiah Civic Center Chamber ♦ 300 Seminary Avenue ♦ Ukiah, CA 95482
Willits City Hall Chamber ♦ 111 E. Commercial Street ♦ Willits, CA 95490
Fort Bragg City Hall, Downstairs Conference Room ♦ 416 N. Franklin Street ♦ Fort Bragg, CA 95437
To participate or view the virtual meeting, go to the following link: https://us06web.zoom.us/j/85470132549
Or you can call in using your telephone only:
• Call (toll free) 1-669-444-9171
• Enter the Access Code: 854 7013 2549
• To Raise Hand enter *9
• To Speak after being recognized: enter *6 to unmute yourself
Alternatively, you may view the meeting (without participating) by clicking on the name of the meeting at
www.cityofukiah.com/meetings.
September 14, 2023 - 9:00 AM
1. CALL TO ORDER
2. AB 2449 NOTIFICATIONS AND CONSIDERATIONS
3. APPROVAL OF MINUTES
3.a. Approval of the Minutes for the June 8, 2023, Regular Meeting.
4. GENERAL MANAGER AND FINANCIAL REPORTS
4.a. Report and Discussion of Grant Items.
Recommended Action: Receive report.
Attachments:
1. MSWMA Grant Update
4.b. Report and Discussion of Budget Status.
Recommended Action: Receive report.
Attachments:
1. YTD Budget Report, 8-31-23
5. COMMISSIONER REPORTS AND ANNOUNCEMENTS
6. AUDIENCE COMMENTS ON NON-AGENDA ITEMS
The Mendocino Solid Waste Management Authority Board of Commissioners (Commissioners) welcomes input from the
audience. In order for everyone to be heard, please limit your comments to three (3) minutes per person and not more than ten
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(10) minutes per subject. The Brown Act regulations do not allow action to be taken on audience comments on non-agenda
items. If you wish to submit written comments, please provide information to MSWMA, located at 3200 Taylor Drive, Ukiah,
California.
7. DISCUSSION AND ACTION ITEMS
7.a. Discussion Regarding Possible HazMobile and Remote Event Dates for First Quarter of FY
23/24.
Recommended Action: Receive report and discussion of HazMobile and remote event dates.
Attachments:
1. HazMobile Schedule
7.b. Notification of Fully Executed Agreements.
Recommended Action: Receive Notification of Fully Executed Agreements.
Attachments:
1. Administrative Agreement Fully Executed
2. Lease Agreement Fully Executed
3. Service Agreement Fully Executed
7.c. Review and Possible Approval of Leased Equipment Agreement.
Recommended Action: Approve Leased Equipment Agreement.
Attachments:
1. Equipment Lease Agreement
2. Units Lease List
8. SET NEXT MEETING DATE
8.a. Discussion, Consideration, and Scheduling of Next Meeting Date; and Possible Cancellation of
Regular Meeting of October 12, 2023; All Meetings to be Held at the Ukiah Civic Chamber, and
Virtually at the Fort Bragg City Hall.
Recommended Action: Discussion, Consideration, and Scheduling of Next Meeting Date; and
Possible Cancellation of Regular Meeting of October 12, 2023.
Attachments: None
9. CLOSED SESSION - MAY BE HELD AT ANY TIME DURING THE MEETING
Closed Session may be held at any time during the meeting. Any public reports of action taken in closed session will be made
in accordance with Government Code section 54957.1
10. ADJOURNMENT
Please be advised that the Mendocino Solid Waste Management Authority (MSWMA) needs to be notified 24 hours in advance of a
meeting if any specific accommodations or interpreter services are needed in order for you to attend. MSWMA complies with ADA
requirements and will attempt to reasonably accommodate individuals with disabilities upon request. Materials related to an item on
this Agenda submitted to the MSWMA Commissioners after distribution of the agenda packet are available for public inspection at the
front counter at the Ukiah Civic Center, 300 Seminary Avenue, Ukiah, CA 95482, during normal business hours, Monday through
Friday, 8:00 am to 5:00 pm.
I hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the bulletin
board at the main entrance of the City of Ukiah City Hall, located at 300 Seminary Avenue, Ukiah, California, not less than 72 hours
prior to the meeting set forth on this agenda.
Kristine Lawler, CMC
Dated: 9/7/23
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AGENDA ITEM 3a
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MENDOCINO SOLID WASTE MANAGEMENT AUTHORITY (MSWMA)
Board of Commissioner MINUTES
Regular Meeting
CIVIC CENTER CHAMBER
300 Seminary Avenue, Ukiah, CA 95482
416 N. Franklin Street, Fort Bragg, CA 95482
Virtual Meeting Link: https://us06web.zoom.us/j/85470132549
June 8, 2023
9:00 a.m.
1. CALL TO ORDER
The Mendocino Solid Waste Management Authority (MSWMA) Board of Commissioners met at a
Regular Meeting on June 8, 2023, having been legally noticed on June 2, 2023. The meeting was
held in person and virtually at the following link: https://us06web.zoom.us/j/85470132549. Chair
Mulheren called the meeting to order at 9:01 a.m. Roll was taken with the following Commissioners
Present: Douglas F. Crane, Jason Godeke (attending virtually from Fort Bragg location), Madge
Strong, Dan Gjerde (attending virtually from Fort Bragg location), and Maureen Mulheren. Staff
Present: Tim Eriksen, MSWMA General Manager, and Kristine Lawler, MSWMA Secretary.
CHAIR MULHEREN PRESIDING.
The Pledge of Allegiance was led by Chair Mulheren.
2. AB 2449 NOTIFICATIONS AND CONSIDERATIONS
No notifications or considerations were presented.
3. APPROVAL OF MINUTES
a. Approval of the Minutes for the May 11, 2023, Special Meeting.
Motion/Second: Crane/Gjerde to approve the minutes of May 11, 2023, a special meeting, as
submitted. Motion carried by the following roll call votes: AYES: Crane, Godeke, Strong, Gjerde,
and Mulheren. NOES: None. ABSENT: None. ABSTAIN: None.
4. GENERAL MANAGER AND FINANCIAL REPORTS
Presenter: Tim Eriksen, MSWMA General Manager.
Status of Operations – Bruce McCracken, C&S Waste Solutions District Manager.
MSWMA Grant Program – Jim Robbins, Grants Manager
5. COMMISSIONER REPORTS AND ANNOUNCEMENTS
No Commissioner reports were received.
6. AUDIENCE COMMENTS ON NON-AGENDA ITEMS
No public comments were received.
7. DISCUSSION AND ACTION ITEMS
a. Consideration and Possible Adoption of FY23/24 Budget.
Presenters: Tim Eriksen, MSWMA General Manager and Dan Buffalo, Ukiah Finance Director.
C&S Waste Solutions Comment: Bruce McCracken, District Manager and Michelle Goodwin.
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MSWMA Minutes for June 8, 2023, Continued:
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Motion/Second: Strong/Godeke to adopt the budget - as a working document - for the Fiscal Year
23/24. Motion carried by the following roll call votes: AYES: Crane, Godeke, Strong, Gjerde, and
Mulheren. NOES: None. ABSENT: None. ABSTAIN: None.
b. Discussion Regarding Existing Equipment Approach.
Presenter: Tim Eriksen, MSWMA General Manager.
C&S Waste Solutions Comment: Bruce McCracken, District Manager.
Report was received and direction given to Staff.
c.Discussion Regarding HazMobile and Remote Event Dates for First Two Quarters of
FY23/24.
Presenter: Tim Eriksen, MSWMA General Manager.
C&S Waste Solutions Comment: Bruce McCracken, District Manager.
Commissioner Consensus directs staff to email schedule of events to Commissioners.
8. SET NEXT MEETING DATE
a.Discussion and Consideration on Changing the Regular Meeting Schedule, and Setting
the Next Regular Meeting for a Date To-Be-Determined; All Meetings to be Held at the
Ukiah Civic Chamber, the Willits City Hall Chamber, and the Fort Bragg City Hall.
Presenter: Chair Mulheren.
Commission Consensus to move the Regular Meeting Date/Time to bi-monthly meetings held on
the Second Thursdays of the Month, at 9:00 a.m., and set the next Commission meeting for August
10, 2023, at 9:00 a.m. in the Ukiah Civic Chamber, and virtually at Willits City Hall, and Fort Bragg
City Hall.
Chair Directive to the clerk to poll for alternative dates that work for both commissioners and
locations.
15.CLOSED SESSION
No Closed Session was held.
16.ADJOURNMENT
There being no further business, the meeting adjourned at 10:12 a.m.
________________________________
Kristine Lawler, MSWMA Secretary
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List of Grants, MSWMA CalRecycle Grants and Funding Sources Updated: 9/8/2023
Cycle Code Program Award #Date Subm.$ Amount Spend Dead.
HD35 Household Hazardous Waste Discretionary Grant HD35-20-0003 74,011.00 9/1/2024
TCU18 Local Gov Waste Tire Cleanup TCU18-20-0023 9,497.00 9/28/2023
TCU19 Local Gov Waste Tire Cleanup TCU19-22-0039 10,310.00
FY 2020-21 City/County Pmnt Prog, Beverage Container Recycling 1/19/2021 30,140.00 4/1/2023
FY 2021-22 City/County Pmnt Prog, Beverage Container Recycling 30,088.00 4/1/2024
OPP12 Used Oil Payment Program, FY 2021-22 OPP12-21-0248 5/28/2021 30,000.00 8/15/2023
TA6 Waste Tire Amnesty Program TA6-21-0032 3/30/2021 90,000.00 10/31/2023
OTHER PROGRAMS
Ongoing Used Oil Recycling Incentive Program
Ongoing Paint Care - Reimbursement Program
GRANT SERIES
Illegal Disposal Site Abatement Grant Program
Farm and Ranch Program
Local Government Waste Tire Amnesty Grant Program (FY 2023-24)
Community Composting for Green Spaces
Caltrans Clean California
County of Mendocino CDBG Grant Application MSMW is not participating in this grant program.
AGENDA ITEM 4A - ATTACHMENT 1
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09/12/2023 10:55 |P 1
dbuffalo
|City of Ukiah
|YEAR-TO-DATE BUDGET REPORT, THROUGH AUGUST 31, 2023 |glytdbud
FOR 2024 02
ORIGINAL TRANFRS/ REVISED AVAILABLE PCT
APPROP ADJSTMTS BUDGET YTD ACTUAL ENCUMBRANCES BUDGET USED____________________________________________________________________________________________________________________________________
920 MSWMA OPERATIONS _________________________________________
43209 GRANTS -150,000 0 -150,000 .00 .00 -150,000.00 .0%
44795 DISPOSAL SITE SURCHARGE -410,000 0 -410,000 -64,076.95 .00 -345,923.05 15.6%
44796 HAZARDOUS WASTE COLLECTION -33,000 0 -33,000 .00 .00 -33,000.00 .0%
44940 OTHER PROGRAM REVENUE -143,886 0 -143,886 .00 .00 -143,886.00 .0%
46110 INTEREST ON INVESTMENTS -500 0 -500 -14.88 .00 -485.12 3.0%
52100 CONTRACTUAL SERVICES 30,000 0 30,000 .00 .00 30,000.00 .0%
52134 GENERAL ADMIN 144,000 0 144,000 334.99 .00 143,665.01 .2%
52153 AUDIT SERVICES 9,900 0 9,900 .00 .00 9,900.00 .0%
52170 UKIAH WASTE SOLUTIONS 383,947 0 383,947 85,109.40 .00 298,837.60 22.2%
52173 ILLEGAL DUMP CLEANUP 120,000 0 120,000 .00 .00 120,000.00 .0%
54700 FINES & PENALTIES 0 0 0 315.74 .00 -315.74 100.0%
TOTAL MSWMA OPERATIONS -49,539 0 -49,539 21,668.30 .00 -71,207.30 -43.7%
TOTAL REVENUES -737,386 0 -737,386 -64,091.83 .00 -673,294.17
TOTAL EXPENSES 687,847 0 687,847 85,760.13 .00 602,086.87
GRAND TOTAL -49,539 0 -49,539 21,668.30 .00 -71,207.30 -43.7%
AGENDA ITEM 4B - ATTACHMENT 1
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09/12/2023 10:53 |P 1
dbuffalo
|City of Ukiah
|BALANCE SHEET, AUGUST 31, 2023 |glbalsht
NET CHANGE ACCOUNT
FUND: 920 MSWMA OPERATIONS FOR PERIOD BALANCE__________________________________________________________________________________________________________
ASSETS
92000000 10101 POOLED CASH 70,668.74 58,426.71
92000000 10250 SAVINGS BANK OF MENDOCINO COUN -5,434.80 166,245.49
92000000 10251 SBMC MONEY MARKET .00 27,805.44
92000000 10410 ACCOUNTS RECEIVABLE -46,737.10 109,693.56
92000000 10499 MISCELLANEOUS RECEIVABLES 185.41 260.41___________________ ____________________
TOTAL ASSETS 18,682.25 362,431.61___________________ ____________________
LIABILITIES
92000000 20100 ACCOUNTS PAYABLE 9,670.40 .00
92000000 20507 P/R DEDUCT.-DEFERRED COMP .00 -3,177.44
92000000 20520 P/R DEDUCT.- MEDICAL INS -4,584.74 .00___________________ ____________________
TOTAL LIABILITIES 5,085.66 -3,177.44___________________ ____________________
FUND BALANCE
92000000 30005 REVENUE CONTROL -24,295.68 -64,091.83
92000000 30006 EXPENDITURE CONTROL 527.77 85,760.13
92000000 30007 FUND BALANCE .00 -380,922.47___________________ ____________________
TOTAL FUND BALANCE -23,767.91 -359,254.17___________________ ____________________
TOTAL LIABILITIES + FUND BALANCE -18,682.25 -362,431.61=================== ====================
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2023 Hazmobile Schedule
HazMobile Base Facility, 3200 Taylor Drive in Ukiah
Base Facility Hours: Wednesdays from 9AM-1PM
DATE LOCATION ADDRESS
September 8th & 9th, 2023 Willits 350 Franklin Ave. Willits, CA 95490
October 5th & 6th, 2023 Caspar 14000 Prairie Way, Mendocino, CA 95460
November 3rd & 4th, 2023 Willits 350 Franklin Ave. Willits, CA 95490
December 7th & 8th, 2023 Caspar 14000 Prairie Way, Mendocino, CA 95460
Collections may be cancelled due to severe rain and wind. (* indicates Residencial Appointments needed)
Free to households, with daily load limit of 15 gallons per vehicle per day, measured by container size.
Items accepted: motor oil, oil filters, antifreeze, gasoline, solvents, paint thinner, oil-based paint, latex
ballasts, acids, bases, pesticides, herbicides, pool chemicals and medication. There is a charge for compressed
gas cylinders. Not accepted: explosives, ammunition, radioactive wastes, medical waste , and compressed gas
cylinders larger than 5 gallons.
For more information or to make an appointment, call the Recycling Hotline at 468-9704.
A Service of: Mendocino Solid Waste Management Authority
www.MendoRecycle.org
Agenda Item 7a
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Agenda Item 7b - Attachment 1
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Agenda Item 7b - Attachment 2
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Agenda Item 7b - Attachment 3
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1
{00109790.DOCX.3}
LEASE
THIS LEASE is made on August __, 2023 (the “Effective Date”), by and between the
Mendocino Solid Waste Management Authority (“Lessor”), a joint powers agency under the
California Joint Exercise of Powers Act (“Lessor”) and Ukiah Waste Solutions, Inc., a California
corporation in good standing (“Lessee”) (Lessor and Lessee may be referred to hereafter as “Party”
and collectively as “Parties”), with reference to the following:
A.Lessor and Lessee have entered a Services Agreement, dated April 1, 2023
(the “Agreement”), a true and correct copy of which is attached hereto as Exhibit 1, pursuant to
which Lessee has agreed to provide various services previously provided by Lessor, in part, using
trucks, trailers, vehicles and equipment as more particularly depicted and described in the attached
Exhibit 2 (the “Units”).
B.Capitalized terms used herein have the meaning stated in the Agreement, unless
otherwise expressly stated herein.
C.The services to be provided under the Agreement include the operation of the Units.
D.Lessor agrees to lease the Units to Lessee for the purpose of performing under the
Agreement.
E.Lessor has the authority under the JPA to lease property it owns to further its
purposes.
NOW, THEREFORE, in consideration of the above-recitals and the mutual covenants
described below, and other good and valuable consideration, the receipt and adequacy of which
are hereby acknowledged, Lessor and Lessee agree as follows:
1.Lease. Lessor hereby leases the Units to Lessee on the terms and conditions as
stated in this Lease. The Units include all those items scheduled in Exhibit 2 as of the Effective
Date. The Units scheduled in Exhibit 2 may be modified or updated as necessary during the Term
by the written approval of both Lessor and Lessee. Signed and dated amendments of Exhibit 2,
shall be attached to the original Lease with copies provided to each Party.
2.Term. The term of this Lease shall be the same as the term of the Agreement, subject
to the removal of Units from Exhibit 2 as provided in Section 1 (“Unit Term”). Any Units removed
shall be subject to disposition as directed by Lessor.
3.Rent. The rent for the Units shall be a non-refundable One Dollar ($1.00) for each
Unit scheduled in Exhibit 2 for the Unit Term. Such rent shall be paid to Lessor within ten (10)
business days following the Effective Date. Rent shall be paid to Lessor and delivered to Finance
Department, City of Ukiah, 300 Seminary Ave., Ukiah, California 95482, or to such other place
as may be designated by Lessor from time to time.
4.Condition of Leased Units. The Units are leased “as is, where is” at the Premises
on the Effective Date.
Agenda Item 7c - Attachment 1
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{00109790.DOCX.3}
5. Use. The Units are to be used exclusively to provide the services under the
Agreement as it now reads or may be amended in the future. Lessee shall comply with normal
maintenance and operation requirements needed to safely operate the Units.
6. Uses Prohibited. Lessee shall not use the Units for purposes other than those
specified herein and in Exhibit 1.
7. Assignment and Subletting. Lessee shall not assign this Lease or sublet any Units
without the prior written consent of Lessor, which shall be in Lessor’s sole and absolute discretion
to give or deny. Any such assignment or subletting without such consent shall be void and, at the
option of Lessor, may terminate this Lease. “Assignment,” as used herein, includes any change in
the ownership or control of Lessee or any sale of substantially all of its assets.
8. Ordinances and Statutes. Lessee shall comply with all statutes, ordinances and
requirements of all municipal, state and federal authorities now in force, or which may hereafter
be in force, applicable or pertaining to the operation, use or possession of the Units.
9. Maintenance, Repairs, Alterations. Lessee acknowledges that, the Units are leased
“as is where is” at the Premises. Lessee shall, at all times, maintain the Units in good order and
repair, normal wear and tear excepted, as required to operate them safely and in compliance with
all applicable laws and regulations to perform the Services. During the Term, Lessee will charge
Lessor the applicable annual agreed to milage rate under the Agreement on Lessee’s monthly
invoice to cover all costs of operation and maintenance of the Units. Lessee shall surrender the
Units, at termination or expiration of this Lease, in serviceable working condition consistent with
the individual unit’s age and prior use, normal wear and tear excepted. After termination of a
scheduled unit by the mutual written consent of Lessor and Lessee, the unit will be disposed of in
a manner mutually agreed to by the parties, proceeds of the disposition, if any, will be credited to
Lessor on Lessee’s next monthly invoice(s) presented under the Agreement.
10. Entry and Inspection. Lessee shall permit Lessor or Lessor’s agents to enter upon
the Premises without prior notice during hours when the Premises are open to the public and at
other reasonable times upon reasonable notice for the purpose of inspecting the Units.
11. Quiet Enjoyment. Lessor covenants that Lessee shall and may, at all times during
the Term, peaceably and quietly have, hold, use, and enjoy the Units.
12. Indemnification of Lessor. Lessee shall indemnify and defend Lessor against,
reimburse Lessor for, and hold Lessor harmless from any and all losses, costs, liabilities, suits,
actions, damages, injuries, or expenses (including reasonable legal fees and costs of expert
witnesses) to the extent caused by, resulting from, connected with, or related to any claim of
damages, whether or not suit has been filed: (i) occurring as a result of Lessee’s possession and
use of the Units by Lessee or its agents, contractors, subcontractors, employees or invitees; or (ii)
occurring as a result of Lessee’s breach of this Lease or any of its representations or warranties
contained herein; except to the extent resulting from Lessor’s negligence or willful misconduct, or
the negligence or willful misconduct of Lessor’s agents, contractors, subcontractors, or employees.
13. Insurance. Lessee, at its expense, shall maintain public liability insurance, including
bodily injury and property damage, in accordance with the terms of Section 7.C. of the Agreement
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{00109790.DOCX.3}
and collision insurance for highway vehicles in an amount sufficient to cover the fair market value
of the Unit.
14. Registration and Fees. For any Units Lessee intends to operate on public streets,
roads or highways, Lessee shall comply with all laws applicable to that use, including the
requirements of the State of California Department of Motor Vehicles to register Units in its name
within seventy-five (75) days of the Effective Date so that the Lessee may operate such Units
legally on public highways. Lessee shall be responsible for the payment of all licenses and
registrations fees during the Term hereof and for satisfying all applicable financial responsibility
and insurance requirements.
15. Abandonment of Units. Lessee shall not abandon the Units at any time during the
Term, and if Lessee shall abandon the Units, or be dispossessed by process of law, or otherwise,
any Units left upon the Premises shall be deemed to be abandoned, at the option of Lessor.
16. Destruction of Units. In the event of a whole or partial destruction of one or more
Units during the Term from any cause, Lessor shall forthwith repair the same provided that the
insurance proceeds are sufficient for such purpose and provided that such repairs can be made
within one hundred twenty (120) days under existing governmental laws and regulations, but such
partial destruction shall not terminate this Lease, If such repairs cannot be made with the available
insurance proceeds or within said one hundred twenty (120) days, Lessor or Lessee, at their option,
may agree in writing to a different action.
17. Insolvency. In the event a receiver is appointed to take over the business of Lessee,
or in the event Lessee makes a general assignment for the benefit of creditors or Lessee takes or
suffers any action under any insolvency or bankruptcy act, the same shall constitute breach of this
Lease by Lessee.
18. Remedies of Lessor on Default. Lessee shall be deemed in default in the event
Lessee defaults in the performance of any of the duties to be performed by it under the terms of
this Lease and fails to cure the default as further provided in this Section 18. Lessor shall give
Lessee written notice as provided in Section 21 setting forth the default. Lessee shall correct such
default within thirty (30) days after receipt of such notice unless th e default cannot, by its nature,
be cured within said period, in which case the cure period shall be extended for such additional
time as is reasonably necessary to effect a cure, provided that Lessee shall commence efforts to
effect a cure as soon as practicable and shall diligently pursue the cure to completion. In the event
of any default of this Lease by Lessee, Lessor may, at its option, terminate this Lease and pursue
all other remedies in law or equity available to Lessor. Nothing contained herein shall be deemed
to limit any other rights or remedies which Lessor may have.
19. Attorney’s Fees. In case suit should be brought to enforce or interpret this Lease,
including, but not limited to the recovery of any Units, or any sum due hereunder, or because of
any act or omission arising out of the possession of the Units, the prevailing party shall be entitled
to recover from the other Party all costs incurred in connection with such action, including
reasonable attorney’s fees.
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20. Waiver. No failure of Lessor to enforce any term hereof shall be deemed to be a
waiver of such term.
21. Notices. Whenever a notice or document is required or permitted to be served or
given hereunder, it shall be deemed given or served when received if delivered by email (with
acknowledgment of receipt), certified U.S. Mail, overnight courier (such as UPS or Federal
Express), or 48 hours after deposit in the U.S. Mail with first class postage affixed. Any such
document or notice shall be addressed as follows:
TO LESSOR:
Mendocino Solid Waste Management Authority
Attention: [_________________________]
3200 Taylor Drive
Ukiah, California 95482
Email: [__________________]
TO LESSEE:
Ukiah Waste Solutions, Inc.
Attention: Bruce McCracken, District Manager
3515 Taylor Drive
Ukiah, California 95482
Email: bruce.mccracken@wasteconnections.com
WITH A COPY TO:
Waste Connections US Holdings, Inc.
Attention: Legal Department
3 Waterway Square Place, Suite 110
The Woodlands, Texas 77380
Email: robert.cloninger@wasteconnections.com
or to such other person or address as may be specified from time to time in writing by either
party in accordance with this Section.
22. Time. Time is of the essence of this Lease.
23. Heirs, Assigns, Successors. This Lease is binding upon and shall inure to the benefit
of the respective heirs, assigns and successors in interest to each of the Parties.
24. Property Taxes. Lessee shall pay all Property Taxes on the Units, including any
improvements thereon. For purposes of this Lease, “Property Taxes” shall mean: (a) all personal
property taxes for property that is owned by Lessor and used in connection with the services
provided under the Agreement (b) all governmental charges attributable to the Units (such as
business license taxes and fees).
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25. Estoppel Certificate.
(a) Upon ten (10) days notice from Lessor, Lessee shall execute, acknowledge
and deliver to Lessor a statement in writing (i) certifying that this Lease is unmodified and in full
force and effect (or, if modified, stating the nature of such modification and certifying that this
Lease, as so modified, is in full force and effect), the amount of any security deposit, and the date
to which the rent and other charges are paid in advance, if any, and (ii) acknowledging that there
are not, to Lessee’s knowledge, any uncured defaults on the part of Lessor hereunder, or specifying
such defaults if any are claimed. Any such statement may be conclusively relied upon by any
prospective purchaser or encumbrancer to the Units.
(b) At Lessor’s option, Lessee’s failure to deliver such statement within such
time shall be a material breach of this Lease or shall be conclusive upon Lessee (i) that this Lease
is in full force and effect, without modification except as may be represented by Lessor, (ii) that
there are no uncured defaults in Lessor’s performance, and (iii) that not more than one month’s
rent has been paid in advance or such failure may be considered by Lessor as a default by Lessee
under this Lease.
(c) If Lessor desires to finance, refinance or sell the Units, or any part thereof,
Lessee hereby agrees to deliver to any lender or purchaser designated by Lessor such financial
statements of Lessee as may be reasonably required by such lender or purchaser. Such statements
shall include the past three years’ financial statements of Lessee. All such financial statements
shall be received by Lessor and such lender or purchaser in confidence and shall be used only for
the purposes herein set forth.
26. Entire Agreement. The foregoing (including, where applicable, the Agreement)
constitutes the entire agreement between the parties with respect to the Units and may be modified
only by a writing signed by both parties. Capitalized terms used, but not defined, herein shall have
the respective meanings given them in the Agreement.
27. Governing Law; Forum. This Lease shall be construed in accordance with the
internal laws of the State of California (irrespective of choice of law principles). Any dispute
hereunder shall be resolved in the state courts in Mendocino County and state appellate courts.
The parties waive any right to a jury trial.
[Remainder of page intentionally left blank;
Signature page follows.]
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IN WITNESS WHEREOF, the parties have executed this Lease as of the date first above
written.
LESSOR:
MENDOCINO SOLID WASTE MANAGEMENT AUTHORITY
By: __________________________
Name:
Title:
LESSEE:
UKIAH WASTE SOLUTIONS, INC.
By: __________________________
Name:
Title:
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EXHIBIT 1
SERVICES AGREEMENT
Attached hereto.
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8
{00109790.DOCX.3}
EXHIBIT 2
UNITS
[To be provided.]
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Scheduled Units
Estimated
Unit Equipment VIN or Fair Market
Number Type Year Make Model Serial Number Value Description
Agenda Item 7c - Attachment 2
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