HomeMy WebLinkAbout08 - Assign Rainbow Disposal's Agreement - AmendedOctober 14, 2014
Agenda Item No. 8
CITY OF NEWPORT BEACH'S
CONSENT TO ASSIGN RAINBOW DISPOSAL'S
COMMERCIAL SOLID WASTE NONEXCLUSIVE FRANCHISE AGREEMENT
THIS CONSENT TO ASSIGN A COMMERCIAL SOLID WASTE
NONEXCLUSIVE FRANCHISE AGREEMENT ( "Consent ") is made and entered into as
of October 15, 2014, by the City of Newport Beach, a California municipal corporation
and Charter City ( "City") at the request of Rainbow Disposal Co., Inc., a California
corporation ( "Rainbow").
Recitals
A. The City and Rainbow entered into a Commercial Solid Waste Collection
Nonexclusive Franchise Agreement for commercial solid waste handling services dated
March 1, 2007 ( "Franchise Agreement "),
B. Rainbow desires to sell the entirety of
a Delaware corporation ( "Republic "), pursuant
Agreement, dated August 26, 2014, by and among. F
parties contemplated thereby ( "Purchase Agreeme
contemplated by the Purchase Agreement 77 control of Rainbow.
C. The conveyance of a maj(
interest requires the consent of the City C
Agreement.
its stock td Republic Services, Inc.,
to jthfit acrtain Stock Purchase
pirib'w,, epublic, and certain other
I V
T,, a result of the transaction
, there will be a change in
lRainbow's stock to a new controlling
pursuant to Section 19 of the Franchise
D. The City Council Considered Rainbow's request for consent to the change
of control for Rainbow at a,'regylai`t1r' %scheduled City Council meeting held on October
14, 2014.:
NOW, THEREFORE,. =the City agrees and certifies to Rainbow and Republic as
follows:
1. Consent to Assignment. Pursuant to Section 19 of the Franchise
Agreement, the City Council hereby consents to the Transaction and the change of
control of Rainbow.
2. Effective Date. This Consent shall not be effective unless and until the
closing of the Transaction contemplated by the Purchase Agreement. Notwithstanding
anything herein to the contrary, in the event that the Transaction fails to close, this
Consent shall be of no force and effect.
3. Level of Service, Nothing in this Consent shall be deemed to waive or
alter the level of service Rainbow or Republic is required to provide the City, its
businesses, and its residents under the Franchise Agreement.
4. Authority. The undersigned are duly authorized to execute this Consent
on behalf of the City.
EXECUTED as of the date first written above.
APPROVED AS TO FORM:
CITY ATTO NEY'S OFFICE
DaXAaron. /1
By:
City Attorney
ATTEST:
Date:
By:
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH:
0
Rush N. Hill, II
Mayor
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