5. Change to summer meeting schedule 5. Modification du calendrier estival de réunions

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1 COUNCIL-IN-COMMITTEE OPEN MEETING COMITÉ PLÉNIER SÉANCE OUVERTE AU PUBLIC Date : Location : Monday, June 6, 2016, 7:00 p.m. Second Floor Committee Room, City Hall, Fredericton Date : le lundi, 6 juin 2016, 19 h 00 Endroit : Salle des comités au 2e étage, l hôtel de ville de Fredericton Pages 1. Administer the Oath of Office to Councillorelect Stephen Chase 2. Verbal Update - Imagine Fredericton preview Juan Estepa, Manager of Heritage and Urban Design 1. Serment d entrée en fonction du conseiller élu Stephen Chase 2. Compte rendu oral Imagine Fredericton, un avant-goût Juan Estepa, gestionnaire, Patrimoine et design urbain 3. Assignment of Domestic Garbage Collection Contract Administrative Report: 3. Cession du contrat de collecte des ordures ménagères Rapport administratif : 1 Peter Adams, Q.C., Legal Counsel Peter Adams, c.r., conseiller juridique 4. Saint Mary s First Nation Water and Sanitary Sewage Services Funding Agreement Administrative Report: Tina Tapley, Director of Finance and Administration/City Treasurer 4. Entente de financement des services d approvisionnement en eau et de traitement des eaux usées pour la Première Nation de Saint Mary s Rapport administratif : Tina Tapley, directrice, Finances et administration, et trésorière municipale Change to summer meeting schedule 5. Modification du calendrier estival de réunions

2 ADMINISTRATIVE REPORT CIC open meeting June 6, 2016 To: From: His Worship Mayor Michael G. O Brien and Members of City Council Peter J. Adams, Q.C., Legal Division Date: May 27, 2016 Title: Assignment Term Extension and Consolidation Agreement Tender #T11-53, Domestic Garbage and Curbside Recycle Collection Services and Spring Yard Waste Clean-up and Request for Quotation #Q13-27 Fall Leaf Pick-up Description: [] OPEN OR CLOSED SESSION: This item is for consideration during an open meeting of Council-in-Committee. ISSUE: Council authorization is required with respect to the Assignment of the Term Extension and Consolidation Agreement Tender #T11-53, Domestic Garbage and Curbside Recycle Collection Services and Spring Yard Waste Clean-up; and Request for Quotation #Q13-27, Fall Leaf Pick-up, (the Extension Agreement ). BACKGROUND: City Council, at its regular meeting held on January 25, 2016, adopted the following resolution: BE IT RESOLVED that the Council of the City of Fredericton hereby approves the Term Extension and Consolidation Agreement for Tender #T11-53, Domestic Garbage and Curbside Recycle Collection Services and Spring Yard Waste Cleanup, with Trius Disposal Systems Ltd. for Option A: a two (2) year period starting January 1, 2017 to December 31, 2018 at a cost of One Million Seven Hundred Two Thousand Four Hundred Twenty-Nine Dollars ($1,702,429.00), HST included and Fall Leaf Pick Up included for 2017; and One Million Six Hundred Forty-Nine Thousand Three Hundred Nineteen Dollars ($1,649,319.00), HST included and Fall Leaf Pick Up included for 2018; and BE IT FURTHER RESOLVED that the Mayor and City Clerk are hereby authorized to execute the necessary legal documents as required to facilitate this transaction. On January 29, 2016, the Extension Agreement between the City and Trius Disposal Systems Ltd. was duly executed by the Parties. A copy of the Extension Agreement is attached for your information. DISCUSSION: Subsequent to the Extension Agreement being duly executed by the Parties, Trius Disposal Systems Ltd. was sold to Fero Waste & Recycling Inc. on March 28, Fero Waste & Recycling has assumed and has been performing the work under Extension Agreement since that time. In accordance with Clause 7 of the Extension Agreement, Sale of the Contractor s Business, the City must now formally consent to the assignment of the Term Extension and Consolidation Agreement from Trius Disposal Systems Ltd. to Fero Waste & Recycling Inc.

3 2 COUNCIL POLICY: Council authorization is required for the Assignment of the Extension Agreement in accordance with COR-POL-033, Legislative Development and Interpretation FINANCIAL CONSIDERATION (Immediate Impact on Approved Budget): As this matter deals with the assignment of an existing contract/agreement, the Legal Division has determined that there are no financial considerations associated with this matter. The City Treasurer was not specifically consulted with respect to this Administrative Report. LEGAL CONSIDERATION: Staff of the Legal Division, in conjunction with staff of the Department of Engineering & Operations have prepared the Assignment Agreement appropriate for this matter and Solicitors representing Trius Disposal Systems Ltd. and Fero Waste & Recycling Inc. have agreed with the content of the Assignment Agreement. A copy of the Assignment Agreement is attached for your information, consideration and approval. SUSTAINABILITY DUE DILIGENCE: This section should identify and explain the issue s impact on the economy, the environment and our community, as follows: the economic impact: n/a the environmental impact: n/a the social impact n/a COMMUNICATION PLAN: This does not represent a major service level change to customers. As such, no communication plan is required at this time. SPOKESPERSON: Peter J. Adams, Q.C., Legal Division OPTIONS: 1. That the City of Fredericton approve and consent to the Assignment Agreement between Trius Disposal Systems Ltd. and Fero Waste & Recycling Inc. and authorize the Mayor and City Clerk to execute the Assignment Agreement and such other legal documents as required to facilitate the resolution. 2. That the City of Fredericton not consent to the Assignment Agreement between Trius Disposal Systems Ltd. and Fero Waste & Recycling Inc.. RECOMMENDATION: It is recommended that the following resolution be forwarded to City Council for consideration: BE IT RESOLVED that the Council of the City of Fredericton hereby approves and consents to the Assignment Agreement between Trius Disposal Systems Ltd. and Fero Waste & Recycling Inc.; and that Form No.: GOV-FRM-002 Service: Community Leadership Issue No.: 1.8 Issue Date: May 19, 2015 Printed On: June 3, 2016 May 25, 2001

4 3 the Mayor and City Clerk be authorized to execute the Assignment Agreement and such other legal documents as required to facilitate this resolution. Prepared by: Peter J. Adams, Q.C., Legal Division Approved by: Michelle S. Brzak, City Solicitor /Attachments: (1) Term Extension and Consolidation Agreement Tender #T11-53, Domestic Garbage and Curbside Recycle Collection Services and Spring Yard Waste Clean-up; and Request for Quotation #Q13-27, Fall Leaf Pick-up; (2) Draft Assignment Agreement between Trius Disposal Systems Ltd., Fero Waste & Recycling Inc., and the City of Fredericton Form No.: GOV-FRM-002 Service: Community Leadership Issue No.: 1.8 Issue Date: May 19, 2015 Printed On: June 3, 2016 May 25, 2001

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11 THIS ASSIGNMENT made effective as of and from the 1 st day of April, BETWEEN: TRIUS DISPOSAL SYSTEMS LTD., a company incorporated and existing under the laws of New Brunswick (hereinafter called the Assignor ) OF THE FIRST PART and: FERO WASTE & RECYCLING INC., a company amalgamated and existing under the laws of New Brunswick (hereinafter called the Assignee ) OF THE SECOND PART and: THE CITY OF FREDERICTON, a municipal corporation by virtue of the Municipalities Act, R.S.N.B. 1973, C. M-22, having its head office at 397 Queen Street, Fredericton, New Brunswick, E3B 1B5 (hereinafter called the City ) OF THE THIRD PART BE IT RECITED AND IT IS AGREED AS FOLLOWS: A. By a Contract dated January 1, 2012, expiring on December 31, 2016, (the Garbage Collection Contract ), the Assignor, agreed with the City to provide Garbage Collection Services, Curbside Pick-Up of Recyclable Materials and Spring Yard Waste Clean-Up Services as outlined in Tender #T11-53, (the Tender Document ); B. The Assignor also provides Fall Leaf Pick-Up Services, as outlined in Request for Quotation #Q13-27, (the Leaf Quote ), which Leaf Quote expires on December 31, 2016; C. The Tender Document and the Leaf Quote each contain provisions allowing for the extension of the Garbage Collection Contract and the Leaf Quote upon mutual agreement of the City and the Assignor; D. The Garbage Collection Contract, the Leaf Quote and Tender Document are hereinafter sometimes collectively referred to as the Contract Documents ; E. The City and the Assignor consolidated the terms and conditions of the Contract Documents by entering into a Term Extension and Consolidation Agreement dated as of January 29, 2016, (the Contract Extension ), a copy of which Contract Extension is annexed hereto as Schedule A ;

12 - 2 - F. The Contract Extension defines the services to be provided by the Assignor to the City during the Contract Extension as the Waste Management Services, G. Clause 7 of the Contract Extension provides that: 7. SALE OF CONTRACTOR S BUSINESS (the BUSINESS ) During the Contract Extension, the Contractor shall not sell the Business without the prior written consent of the City. In the event the City consents, in writing, to the sale of the Business, any purchaser of the Business shall enter into a written agreement with the City, the terms and conditions of which agreement, including Performance Bonding, shall first be subject to the approval of the City s Director of Engineering & Operations. H. By an Asset Purchase and Sale Agreement (the Asset Agreement ) dated as of March 28, 2016, the Assignee acquired the Business of the Assignor; I. Clause 2.2 of Asset Agreement provides, interalia, that: 2.2 Assumption of Obligations... the Assignee shall assume,... and shall pay, discharge and perform, as the case may be... all obligations to be performed by the Assignor... under the Contracts and the Licenses, which by the terms and conditions thereof are to be observed, paid, discharged or performed... J. By assuming the obligations of the Assignor as provided for in the Clause 2.2 of the Asset Agreement, the Assignee has agreed to provide the Waste Management Services to the City. NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the premises and of the covenants herein contained, the sum of One Dollar ($1.00) paid by each party to the other and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. With respect to the purchase of the Business by the Assignee from the Assignor, the Assignor hereby assigns to the Assignee all of the Assignor s interest in the Contract Documents and the Contract Extension and all rights of action including the right to enforce the performance of the Contract Documents and Contract Extension. 2. With respect to the purchase of the Business pursuant to the Asset Agreement, the Assignee hereby assumes all obligations and liabilities of the Assignor for the provision of Waste Management Services to the City and shall and will, as and from the date hereof, perform the Assignor s obligations under the Contract Documents and the Contract Extension.

13 With respect to the Business and the provision of Waste Management Services to the City, the Assignee reconfirms and acknowledges to the City all of the obligations of the Assignee pursuant to the Asset Agreement. 4. All defined terms in the Contract Documents and the Contract Extension shall have the same meaning and effect ascribed to them when used in this Agreement. 5. This Agreement shall enure to the benefit of and be binding upon the parties hereto. IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written. TRIUS DISPOSAL SYSTEMS LTD. FERO WASTE & RECYCLING INC. I have authority to bind the Corporation. I have authority to bind the Corporation. CONSENT The City of Fredericton does hereby consent to the within Assignment of the Contract Extension from the Assignor to the Assignee. THE CITY OF FREDERICTON Michael G. O Brien, Mayor Jennifer Lawson Murray, City Clerk

14 - 4 - PROVINCE OF NEW BRUNSWICK COUNTY OF YORK AFFIDAVIT OF CORPORATE EXECUTION I, Jennifer Lawson Murray, of the City of Fredericton, in the County of York and Province of New Brunswick, MAKE OATH AND SAY AS FOLLOWS THAT: 1. I am the City Clerk of the City of Fredericton, one of the parties named in the foregoing instrument and as such I have personal knowledge of the matters herein deposed to. 2. The seal affixed to the foregoing instrument purporting to be the seal of the City of Fredericton is the Corporate Seal of the City of Fredericton and was so affixed by order of the City Council. 3. The signature "Brad Woodside" subscribed to the foregoing instrument is the signature of Brad Woodside, the Mayor of the City of Fredericton, and the signature "Jennifer Lawson Murray" subscribed thereto is my signature. 4. The Mayor and City Clerk are the officers of the City of Fredericton duly authorized to execute the foregoing instrument. SWORN TO BEFORE ME at the ) City of Fredericton, in the County ) of York and Province of New ) Brunswick, this day of ), ) ) ) ) ) Michelle S. Brzak ) Jennifer Lawson Murray A Commissioner of Oaths ) Being a Solicitor )

15 ADMINISTRATIVE REPORT CIC meeting June 6, 2016 To: From: His Worship, Mayor Michael O Brien and Members of City Council Tina Tapley, Director of Finance/City Treasurer Date: May 16, 2016 Title: SMFN Water and Sanitary Sewage Services Funding Agreement Description: [] OPEN OR CLOSED SESSION: This item is for consideration is the Open Session ISSUE: A Funding Agreement between Her Majesty the Queen in Right of Canada, as represented herein by the Minister of Indian Affairs and Northern Development ( Government of Canada ), and the City of Fredericton ( City ) for provision of residential water and sanitary sewage services to residents of Saint Mary s First Nation ( SMFN ) requires City Council approval.. BACKGROUND: This funding agreement covers a one year period from March 1, 2016 to March 31, The agreement covers the full cost of water and sewer billings for SMFN residential properties. Water and sewer services for SMFN commercial properties are billed and paid directly by SMFN. COUNCIL POLICY: Council authorization is required for the execution of the Funding Agreement in accordance with Policy No. GOV-OP-159 (preparation and interpretation of contracts & agreements) FINANCIAL CONSIDERATION (Immediate Impact on Approved Budget): The one year agreement is for an amount up to $286, and payment is provided based on actual invoice amounts. If the invoice amounts are more or less than the agreement amount, the City receives payment for the actual invoice amount. LEGAL CONSIDERATION: Staff from the Finance and Administration Department and Legal Division have reviewed the Funding Agreement and have determined that it contains standard contract provisions which are acceptable for this matter. A copy of the Funding Agreement is attached for your review, consideration and approval.

16 2 SUSTAINABILITY DUE DILIGENCE: the economic impact: There is no long-term financial impact to the City. The Federal government pays for the cost of residential water & sewer services for SMFN directly to the City. the environmental and social impact: SMFN receives the same level of water and sewer services as received by other City residents. COMMUNICATION PLAN: None required. OPTIONS: RECOMMENDATION: (1) To approve and authorize the execution of the Funding Agreement; (2) To not approve or authorize the execution of the Funding Agreement, or (3) To provide staff with other direction. Option #1 is recommended and the following resolution go forward to City Council for consideration: BE IT RESOLVED THAT the Council of the City of Fredericton hereby approves and authorizes the Funding Agreement between Government of Canada being Her Majesty the Queen in Right of Canada, as represented by the Minister of Indian Affairs and Northern Development and the Recipient being the City of Fredericton regarding the provision of water and wastewater (sewage) services to residents of the Saint Mary s First Nation (Devon Indian Reserve No. 30) in the Province of New Brunswick for the oneyear period commencing March 1, 2016 and expiring March 31, 2017 in the amount of $286,045.09; and BE IT FURTHER RESOLVED THAT the Mayor and City Clerk are authorized to execute the Funding Agreement and such other legal documents as required to facilitate this resolution. Prepared by: Tina Tapley, Director of Finance & Administration/City Treasurer Approved by: Chris MacPherson, Chief Administrative Officer Attachments (1) Funding Agreement City of Fredericton Water and Sewage Sanitary Services Devon Indian Reserve/Saint Mary s Band Form No.: GOV-FRM-002 Service: Community Leadership Issue No.: 1.8 Issue Date: May 19, 2015 Printed On: June 3, 2016 May 25, 2001

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