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Resolution 2017-03
Resolution No. 2017- A RESOLUTION APPROVING A CONTRACT FOR GARBAGE, REFUSE, RECYCLING AND YARD WASTE COLLECTION SERVICES WITH ADVANCED DISPOSAL SERVICES SOLID WASTE MIDWEST,LLC WHEREAS, the United City of Yorkville (the "City") is a duly organized and validly existing non home-rule municipality created in accordance with the Constitution of the State of Illinois of 1970 and the laws of the State; and, WHEREAS, the City issued a Request for Proposal for solid waste and recyclable collection services; and, WHEREAS, the City received Requests for Proposals and reviewed said proposals to determine the proposal that is in the best interest of the City; and, WHEREAS, the City Council has determined that to enter into a contract based on the submitted proposal with Advanced Disposal Services Solid Waste Midwest, LLC as further described herein and attached hereto is in the best interest of the City. NOW THEREFORE, BE IT RESOLVED, by the City Council of the United City of Yorkville, Kendall County, Illinois, as follows: Section 1: That the CONTRACT FOR GARBAGE, REFUSE, RECYCLING AND YARD WASTE COLLECTION with Advanced Disposal Services Solid Waste Midwest, LLC attached hereto and made a part hereof by reference as Exhibit A, be and is hereby approved, and Gary J. Golinski, Mayor, and Beth Warren, City Clerk, be and are hereby authorized to execute said Contract on behalf of the United City of Yorkville. Section 2: This Resolution shall be in full force and effect upon its passage and approval as provided by law. Resolution No.2017-0'5 Page 1 Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this Do day of ' 92017. CITY CLERK til CARLO COLOSIMO KEN KOCH JACKIE MILSCHEWSKI JOEL FRIEDERS CHRIS FUNKHOUSER DIANE TEELING SEAVER TARULIS Approved by me, as Mayor of the United City of Yorkville, Kendall County, Illinois, this 3 day of F�r--6Ru q oe , 2017. - V r 6R Resolution No.2017-03 Page 2 UNITED CITY OF YORKVILLE CONTRACT FOR GARBAGE, REFUSE, RECYCLING AND YARD WASTE COLLECTION THIS CONTRACT made this a4� day of j AqwlWT2017, by and between the United City of Yorkville, an Illinois municipal corporation hereinafter called the "City" and Advanced Disposal Solid Waste Midwest, LLC, located at 1660 Hubbard Avenue, Batavia, Illinois, 60510, hereinafter called the "Contractor". WITNESSETH: WHEREAS, the City issued a Request for Proposal for solid waste and recyclable collection services; and, WHEREAS, the City received Requests for Proposals and reviewed said proposals to determine the proposal that is in the best interest of the City; and, WHEREAS, the City Council has determined that to enter into a contract with Advanced Disposal Solid Waste Midwest, LLC as further described herein and attached hereto is in the best interest of the City. NOW, THEREFORE, for and in consideration of their mutual promises and agreements, the parties hereto do hereby agree as follows: 1. The Contractor agrees to furnish all materials, supplies, tools, equipment, labor and other services necessary to commence and complete the Village's request for garbage, refuse, recycling and yard waste collection services in accordance with the terms and conditions stated in the: REQUEST FOR PROPOSAL, including Terms and Conditions, and Detailed Specifications with Appendixes 1 through 5 and Exhibits A and B and the Bid Proposal TABS 1 through 8 submitted by Advanced Disposal Services Solid Waste Midwest, LLC all attached hereto and made a part hereof of this Contract by reference as Exhibit A, except as amended hereinafter in this Contract. 2. That Appendix 1, General Price Quotation Sheet, is amended by changing the per unit/per month price for a 96 gallon tote to be the same as a 65 gallon tote for the entire term of this Contract. 3. That the recycling of electronic waste shall begin upon approval of this Contract and shall be performed at no additional cost by the Contractor for the term of this Contract. 1 IN WITNESS WHEREOF, the parties hereto have executed, or caused to be executed by their duly authorized officials, this Contract as of the day and year first above written: UNITE CITY OF YORKVILLE By: Mayor Attest: City Clerk CONTRACTOR: By: .1 ,✓ S, S IPG coo Print Name and Title Attest: Print Name and Title k. 2 REQUEST FOR PROPOSAL Name of Proposing Company: Project Name: Yorkville Solid Waste Collection Services Proposal Due: November 3, 2016 @ 10:00am Proposal Opening: November 3, 2016 @ 10:01 am Required of All Proposers: Deposit: $5,000.00 deposit Letter of Capability of Acquiring Performance Bond: Not Required Required of Awarded Contractor: Performance Bond/Letter of Credit: $500,000.00 Certificate of Insurance: Required Legal Advertisement published: October, 2016 Date Issued: October 3, 2016 This document consists of 46 pages. Return original and two duplicate copies of proposal along with one compact disc/flash drive with proposal information contained on it in a*.doc (Microsoft Word) or *.pdf(Abode Acrobat) version in a sealed envelope marked with the Proposal Number as noted above to: BART OLSON CITY ADMINISTRATOR UNITED CITY OF YORKVILLE 800 GAME FARM ROAD YORKVILLE, IL 60560 PHONE: 630-553-4350 www.vorkville.il.us 1 The UNITED CITY OF YORKVILLE will receive proposals Monday thru Friday, 8:00 A.M. to 4:30 P.M. at City Hall, 800 Game Farm Road,Yorkville, IL 60560. SPECIFICATIONS MUST BE MET AT THE TIME THE PROPOSAL IS DUE. The Yorkville City Council,reserves the right to accept or reject any and all proposals, to waive technicalities and to accept or reject any item of any proposal. The documents constituting component parts of this contract are the following: L REQUEST FOR PROPOSALS II. TERMS &CONDITIONS III. DETAILED SPECIFICATIONS IV. PROPOSAL/CONTRACT FORM DO NOT DETACH ANY PORTION OF THIS DOCUMENT. INVALIDATION COULD RESULT. Proposers MUST submit an original,two additional paper copies and one compact disc/flash drive of the total proposal. Upon formal award of the proposal,the successful Proposer will receive a copy of the executed contract. i 2 I. REQUEST FOR PROPOSALS 1. GENERAL 1.1 Notice is hereby given that United City of Yorkville will receive sealed proposals up to Wednesday,November 3, 2016 at 10:00am. 1.2 Proposals will be opened and read aloud in the City Council Chambers at Yorkville City Hall, 800 Game Farm Road, on Wednesday,November 3,2016 at 10:01 am. 1.3 Proposals must be received at the United City of Yorkville by the time and date specified. Proposals received after the specified time and date will not be accepted and will be returned unopened to the Proposer. 1.4 Proposal forms shall be sent to the United City of Yorkville, ATTN: Bart Olson, in a sealed envelope marked "SEALED PROPOSAL". The envelope shall be marked with the name of the project, date, and time set for receipt of proposals. 1.5 All proposals must be submitted on the forms supplied by the City and signed by a proper official of the company submitting proposal. Telephone, email and fax proposals will not be accepted. 1.6 By submitting this proposal,the proposer certifies under penalty of perjury that they have not acted in collusion with any other proposer or potential Proposer. 1.7 For purposes of this RFP, all references to the "City" shall mean the United City of Yorkville. 2. PREPARATION OF PROPOSAL 2.1 It is the responsibility of the proposer to carefully examine the specifications and proposal documents and to be familiar with all of the requirements, stipulations, provisions, and conditions surrounding the proposed services. 2.2 No oral or telephone interpretations of specifications shall be binding upon. All requests for interpretations or clarifications shall be made in writing and received by the City of Yorkville by Tuesday, October 25 at 10:00am. All changes or interpretations of the specifications shall be made by the City of Yorkville in a written addendum to our proposer's of record. 2.3 In case of error in the extension of prices in the proposal, the hourly rate or unit price will govern. In case of discrepancy in the price between the written and numerical amounts, the written amount will govern. 2.4 All costs incurred in the preparation, submission, and/or presentation of any proposal including any proposer's travel or personal expenses shall be the sole responsibility of the proposer and will not be reimbursed by the City. 2.5 The proposer hereby affirms and states that the prices quoted herein constitute the total cost to the City for all work involved in the respective items and that this cost also includes all insurance,royalties, transportation charges,use of all tools and equipment, 3 superintendence, overhead expense, all profits and all other work, services and conditions necessarily involved in the work to be done and materials to be furnished in accordance with the requirements of the Contract Documents considered severally and collectively. 3. MODIFICATION OR WITHDRAWAL OF PROPOSALS 3.1 A Proposal that is in the possession of the City may be altered by a letter bearing the signature or name of person authorized for submitting a proposal,provided that it is received prior to the time and date set for the bid opening. Telephone, email, or verbal alterations of a proposal will not be accepted. 3.2 A Proposal that is in the possession of the City may be withdrawn by the proposer,up to the time set for the proposal opening,by a letter bearing the signature or name of person authorized for submitting proposals. Proposals may not be withdrawn after the proposal opening and shall remain valid for a period of ninety(90) days from the date set for the proposal opening, unless otherwise specified. 4. SECURITY FOR PERFORMANCE 4.1 The awarded contractor,within thirteen(13) calendar days after acceptance of the proposer's proposal by the City, shall furnish security for performance acceptable to the municipality when required under the documents. Such security shall be either a satisfactory performance bond(bonding company must be licensed to do business in Illinois) or a letter of credit on the form provided by the municipality and available from the municipality's attorney. NOTE: As evidence of capability to provide such security for performance, each proposer shall submit with the proposal either a letter executed by its surety company indicating the proposer's performance bonding capability, or a letter from a bank or savings and loan within twenty-five miles of the corporate boundaries of the City indicating its willingness and intent to provide a letter of credit for the proposer. 5. DELIVERY 5.1 All proposal prices are to be quoted, and delivered to the City of Yorkville, 800 Game Farm Road, Yorkville, IL 60560. 6. TAX EXEMPTION 6.1 The City is exempt from Illinois sales or use tax for direct purchases of materials and supplies. A copy of the Illinois Sales Tax Exemption Form will be issued upon request. Federal identifications will also be provided to selected vendor. 7. RESERVED RIGHTS 7.1 The municipality retains autonomy in decision making for this RFP, and reserves the exclusive right to waive sections,technicalities, irregularities and informalities and to accept or reject any and all proposals and to disapprove of any and all subcontractors as may be in the best interest of either municipality. Time and date requirements for receipt of proposal will not be waived. II. TERMS AND CONDITIONS 4 8. MUNICIPAL ORDINANCES 8.1 The successful proposer will strictly comply with all ordinances of the awarding municipality and laws of the State of Illinois. 9 USE OF MUNICIPAL NAME 9.1 The proposer is specifically denied the right of using in any form or medium the name of the City for public advertising unless express permission is granted by the respective municipality. 10. INDEMNITY AND HOLD HARMLESS AGREEMENT 10.1 To the fullest extent permitted by law,the Proposer shall indemnify, keep and save harmless the City and its agents, officers, and employees, against all injuries, deaths, losses, damages, claims, suits, liabilities,judgments, costs and expenses, which may arise directly or indirectly from any negligence or from the reckless or willful misconduct of the Proposer, its employees, or its subcontractors, and the Proposer, its employees, or its subcontractors, and the Proposer shall at its own expense, appear, defend and pay all charges of attorneys and all costs and other expenses arising therefrom or incurred in connection therewith, and, if any judgment shall be rendered against the City in any such action, the Proposer shall, at its own expense, satisfy and discharge the same. This Agreement shall not be construed as requiring the Proposer to indemnify the City for its own negligence. The Proposer shall indemnify, keep and save harmless the City only where a loss was caused by the negligent, willful or reckless acts or omissions of the Proposer, its employees, or its Subcontractors. 11. NONDISCRIMINATION 11.1 Proposer shall, as a party to a public contract: (a) Refrain from unlawful discrimination in employment and undertake affirmative action to assure equality of employment opportunity and eliminate the effects of past discrimination; (b) By submission of this proposal,the Proposer certifies that he is an "equal opportunity employer" as defined by Section 2000(e)of Chapter 21, Title 42, U.S. Code Annotated and Executive Orders#11246 and#11375,which are incorporated herein by reference. The Equal Opportunity clause, Section 6.1 of the Rules and Regulations of the Department of Human Rights of the State of Illinois, is a material part of any contract awarded on the basis of this proposal. 11.2 It is unlawful to discriminate on the basis of race, color, sex,national origin, ancestry, age, marital status, sexual orientation,physical or mental handicap or unfavorable discharge for military service. Proposer shall comply with standards set forth in Title VII of the Civil Rights Act of 1964, 42 U.S.C. Secs. 2000 et seq., The Human Rights Act of the State of Illinois, 775 ILCS 511-101 et. seq., and The Americans With Disabilities Act, 42 U.S.C. Secs. 12101 et. seq. 12. SEXUAL HARASSMENT POLICY 12.1 The proposer, as a party to a public contract, shall have a written sexual harassment policy that: 5 12.1.1 Notes the illegality of sexual harassment; 12.1.2 Sets forth the State law definition of sexual harassment; 12.1.3 Describes sexual harassment utilizing examples; 12.1.4 Describes the Proposer's internal complaint process including penalties; 12.1.5 Describes the legal recourse, investigative and complaint process available through the Illinois Department of Human Rights and the Human Rights Commission and how to contact these entities; and 12.1.6 Describes the protection against retaliation afforded under the Illinois Human Rights Act. 13. EQUAL EMPLOYMENT OPPORTUNITY 13.1 In the event of the Proposer's non-compliance with the provisions of this Equal Employment Opportunity Clause,the Illinois Human Rights Act or the Rules and Regulations of the Illinois Department of Human Rights ("Department"),the Proposer may be declared ineligible for future contracts or subcontracts with the State of Illinois or any of its political subdivisions or municipal corporations, and the contract may be canceled or voided in whole or in part, and such other sanctions or penalties may be imposed or remedies invoked as provided by statute or regulation. During the performance of this contract,the Proposer agrees as follows: 13.1.1 That it will not discriminate against any employee or applicant for employment because of race, color, religion, sex, marital status, national origin or ancestry, age,physical or mental handicap unrelated to ability, sexual orientation, sexual identity or an unfavorable discharge from military service; and further that it will examine all job classifications to determine if minority persons or women are underutilized and will take appropriate affirmative action to rectify any such underutilization. 13.1.2 That, if it hires additional employees in order to perform this contract or any portion thereof, it will determine the availability(in accordance with the Department's Rules and Regulations) of minorities and women in the area(s)from which it may reasonably recruit and it will hire for each job classification for which employees are hired in such a way that minorities and women are not underutilized. 13.1.3 That, in all solicitations or advertisements for employees placed by it or on its behalf, it will state that all applicants will be afforded equal opportunity without discrimination because of race, color,religion, sex,marital status,national origin or ancestry, age,physical or mental handicap unrelated to ability, or an unfavorable discharge from military services. 13.1.4 That it will send to each labor organization or representative of workers with which it has or is bound by a collective bargaining or other agreement or understanding, a notice advising such labor organization or representative of the Proposer's obligations under the Illinois Human Rights Act and the Department's Rules and Regulations. If any such labor organization or representative fails or refuses to cooperate with the Proposer in its efforts to comply with such Act and Rules and Regulations,the Proposer will promptly so notify the Department and the contracting agency and will recruit employees from other sources when 6 necessary to fulfill its obligations thereunder. 13.1.5 That it will submit reports as required by the Department's Rules and Regulations, furnish all relevant information as may from time to time be requested by the Department or the contracting agency, and in all respects comply with the Illinois Human Rights Act and the Department's Rules and Regulations. 13.1.6 That it will permit access to all relevant books, records, accounts and work sites by personnel of the contracting agency and the Department for purpose of investigation to ascertain compliance with the Illinois Human Rights Act and the Department's Rules and Regulations. 13.1.7 That it will include verbatim or by reference the provisions of this clause in every subcontract it awards under which any portion of the contract obligations are undertaken or assumed, so that such provisions will be binding upon such subcontractor. In the same manner as with other provisions of this contract,the Proposer will be liable for compliance with applicable provisions of this clause by such subcontractors; and further it will promptly notify the contracting agency and the Department in the event any subcontractor fails or refuses to comply therewith. In addition, the Proposer will not utilize any subcontractor declared by the Illinois Human Rights Commission to be ineligible for contracts or subcontracts with the State of Illinois or any of its political subdivision or municipal corporations. 14. DRUG FREE WORK PLACE 14.1 Proposer, as a party to a public contract, certifies and agrees that it will provide a drug free workplace by: 14.2 Publishing a statement: (1)Notifying employees that the unlawful manufacture, distribution, dispensation,possession or use of a controlled substance, including cannabis, is prohibited in the City's and proposer's workplace. (2) Specifying the actions that will be taken against employees for violations of such prohibition. (3)Notifying the employee that, as a condition of employment on such contact or grant, the employee will: (A) abide by the terms of the statement; and(B)notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five(5) days after such conviction. 14.3 Establishing a drug free awareness program to inform employees about: (1)the dangers of drug abuse in the workplace; (2)the City's, or proposer's policy of maintaining a drug free workplace; (3) any available drug counseling,rehabilitation and employee assistance programs; (4)the penalties that may be imposed upon employees for drug violations. 14.4 Providing a copy of the statement required above to each employee engaged in the performance of the contract or grant and to post the statement in a prominent place in the workplace. 14.5 Notifying the contracting or granting agency within ten(10) days after receiving notice of any criminal drug statute conviction for a violation occurring in the workplace no later than five(5)days after such conviction from an employee or otherwise receiving actual 7 notice of such conviction. 14.6 Imposing a sanction on, or requiring the satisfactory participation in a drug abuse assistance or rehabilitation program by any employee who is so convicted as required by section 5 of the Drug Free Workplace Act. 14.7 Assisting employees in selecting a course of action in the event drug counseling, treatment and rehabilitation is required and indicating that a trained referral team is in place. I 14.8 Making a good faith effort to continue to maintain a drug free workplace through implementation of the Drug Free Workplace Act. 15. PREVAILING WAGE ACT 15.1 Proposer agrees to comply with the Illinois Prevailing Wage Act, 820 ILCS 130/1 et seq., for all work completed under this contract. Proposer agrees to pay the prevailing wage and require that all of its subcontractors pay prevailing wage to any laborers, workers or mechanics who perform work pursuant to this contract or related subcontract. 15.2 Proposer and each subcontractor shall keep or cause to be kept an accurate record of names, occupations and actual wages paid to each laborer,workman and mechanic employed by the Proposer in connection with the contract. This record shall be open to inspection at all reasonable hours by any representative of the City or the Illinois Department of labor and must be preserved for four(4)years following completion of the contract. 16. INSURANCE REQUIREMENTS— 16.1 Prior to the beginning of the contract period, Contractor and any Subcontractors shall procure, maintain and pay for such insurance as will protect against claims for bodily injury of death, or for damage to property, including loss of use,which may arise out of operations by the Contractor or Subcontractor or any Sub-Sub Contractor or by anyone employed by any of them, or by anyone for whose acts any of them may be liable. Such insurance shall not be less than the greater of coverages and limits of liability specified below for each municipality or any coverages and limits of liability specified in the Contract Documents or coverages and limits required by law unless otherwise agreed to by the City. (All amounts listed are per municipality) Workers Compensation $500,000 Statutory Employers Liability $1,000,000 Each Accident $1,000,000 Disease Policy Limit $1,000,000 Disease Each Employee Comprehensive General Liability $2,000,000 Each Occurrence $2,000,000 Aggregate (Applicable on a 8 Per Project Basis) Commercial Automobile $1,000,000 Each Accident Liability Umbrella Liability $ 5,000,000 16.2 Commercial General Liability Insurance required under this paragraph shall be written on an occurrence form and shall include coverage for Products/Completed Operations, Personal Injury with Employment Exclusion(if any) deleted, Blanket XCU and Blanket Contractual Liability insurance applicable to defense and indemnity obligations and other contractual indemnity assumed under the Contract Documents. 16.3 Comprehensive Automobile Liability Insurance required under this paragraph shall include coverage for all owned, hired and non-owned automobiles. 16.4 Workers Compensation coverage shall include a waiver of subrogation against the City. 16.5 Comprehensive General Liability, Employers Liability and Commercial Automobile Liability Insurance may be arranged under single policies for full minimum limits required, or by a combination of underlying policies with the balance provided by Umbrella and/or Excess Liability policies. 16.6 Contractor and all Subcontractors shall have their respective Comprehensive General Liability(including products/completed operations coverage), Employers Liability, Commercial Automobile Liability, and Umbrella/Excess Liability policies endorsed to add the "City of Yorkville,their officers, officials, employees and volunteers" as "additional insureds"with respect to liability arising out of operations performed; claims for bodily injury or death brought against City by any Contractor of Subcontractor employees, or the employees of Subcontractor's subcontractors of any tier, however caused, related to the performance of operations under the Contract Documents. Such insurance afforded to the City shall be endorsed to provide that the insurance provided under each policy shall be Primary and Non-Contributory. 16.7 Contractor and all Subcontractors shall maintain in effect all insurance coverages required by the Contract Documents at their sole expense and with insurance carriers licensed to do business in the State of Illinois and having a current A. M. Best rating of no less than A-VIII. In the event that the Contractor or any Subcontractor fails to procure or maintain any insured required by the Contract Documents, the City may, at its option,purchase such coverage and deduct the cost thereof from any monies due to the Contractor or Subcontractor, or withhold funds in an amount sufficient to protect the City, or terminate this Agreement pursuant to its terms. 16.8 All insurance policies shall contain a provision that coverages and limits afforded hereunder shall not be canceled,materially changed,non-renewed or restrictive modifications added, without thirty (30)days prior written notice to the City. Renewal certificates shall be provided to the City not less than five(5)prior to the expiration date of any of the required policies. All Certificates of Insurance shall be in a form acceptable to City and shall provide satisfactory evidence of compliance with all insurance 9 requirements. The City shall not be obligated to review such certificates or other evidence of insurance, or to advise Contractor or Subcontractor of any deficiencies in such documents, and receipt thereof shall not relieve the Contractor or Subcontractor from, nor be deemed a waiver the right to enforce the terms of the obligations hereunder. The City shall have the right to examine any policy required and evidenced on the Certificate of Insurance. 17. COPYRIGHT/PATENT INFRINGEMENT 17.1 The Proposer agrees to indemnify,defend, and hold harmless the City against any suit, claim, or proceeding brought against the City for alleged use of any equipment, systems, or services provided by the Proposer that constitutes a misuse of any proprietary or trade secret information or an infringement of any patent or copyright. 18. COMPLIANCE WITH OSHA STANDARDS 18.1 Equipment supplied to the City must comply with all requirements and standards as specified by the Occupational Safety and Health Act. All guards and protectors as well as appropriate markings will be in place before delivery. Items not meeting any OSHA specifications will be refused. 19. CERCLA INDEMNIFICATION 19.1 In the event this is a contract that has environment aspects,the Awarded Proposer shall, to the maximum extent permitted by law, indemnify, defend, and hold harmless the City, their officers, employees, agents, and attorneys from and against any and all liability, including without limitation, costs of response,removal,remediation, investigation, property damage,personal injury, damage to natural resources, health assessments,health settlements, attorneys' fees, and other related transaction costs arising under the Comprehensive Environmental Response, Compensation, and Liability Act(CERCLA) of 1980, 42 U.S.C.A. Sec. 9601, et seq., as amended, and all other applicable statutes, regulations, ordinances, and under common law for any release or threatened release of the waste material collected by the Awarded Proposer,both before and after its disposal. 20. SUBLETTING OF CONTRACT 20.1 No contract awarded by the City shall be assigned or any part sub-contracted without the written consent of the City Administrator. In no case shall such consent relieve the Awarded Proposer from their obligation or change the terms of the contract. 21. [Section purposefully left blank] 22. TERMINATION OF CONTRACT 22.1 The City reserves the right to terminate the whole or any part of this contract,upon ten (10) days' written notice to the Awarded Proposer, in the event of default by the Awarded Proposer. Default is defined as failure of the Awarded Proposer to perform any of the provisions of this contract or failure to make sufficient progress so as to endanger performance of this contract in accordance with its terms. In the event that the Awarded Proposer fails to cure the default upon notice, and the City declares default and termination, the City may procure,upon such terms and in such manner as the City may deem appropriate, supplies or services similar to those so terminated. The Awarded Proposer shall be liable for any excess costs for such similar supplies or services unless acceptable evidence is submitted to the City that failure to perform the contract was due 10 to causes beyond the control and without the fault or negligence of the Awarded Proposer. Any such excess costs incurred by the City may be set-off against any monies due and owing by the City, respectively,to the Awarded Proposer. 23. BILLING& PAYMENT PROCEDURES 23.1 Separate invoices shall be sent to the City, for the City's customers. Payment will be made by the City upon receipt of an invoice. Once an invoice has been verified,the invoice will be processed for payment in accordance with the municipality's payment schedule,policy and procedures. 23.2 The City shall review, in a timely manner, each bill or invoice after its receipt. If the City determines that the bill or invoice contains a defect making it unable to process the payment request,the City shall notify the Proposer requesting payment as soon as possible after discovering the defect pursuant to rules promulgated under 50 ILCS 50511 et seq. The notice shall identify the defect and any additional information necessary to correct the defect. 23.3 Please send all invoices for the City to the attention of City of Yorkville, Accounts Payable, 800 Game Farm Road,Yorkville, IL 60560. 24. RELATIONSHIP BETWEEN THE PROPOSER AND THE CITY 24.1 The relationship between the City and the Proposer is that of a buyer and seller of professional services and it is understood that the parties have not entered into any joint venture or partnership with the other. 25. STANDARD OF CARE 25.1. Services performed by Proposer under this Agreement will be conducted in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions. No other representations express or implied, and no warranty or guarantee is included or intended in this Agreement, or in any report, opinions, and documents or otherwise. 25.2 If the Proposer fails to meet the foregoing standard, Proposer will perform at its own cost, and without reimbursement from the City, the professional services necessary to correct errors and omissions caused by Proposer's failure to comply with the above standard and reported to Proposer within one (1)year from the completion of Proposer's services for the Project. 26. GOVERNING LAW 26.1 This Agreement will be governed by and construed in accordance with the laws of the State of Illinois without regard for the conflict of laws provisions. Venue is proper only in the County of Kendall and the Northern District of Illinois. 27. SUCCESSORS AND ASSIGNS 27.1 The terms of this Agreement will be binding upon and inure to the benefit of the parties and their respective successors and assigns;provided, however,that neither party will assign this Agreement in whole or in part without the prior written approval of the other. 11 The Proposer will provide a list of key staff, titles,responsibilities, and contact information to include all expected sub Proposers. 28. WAIVER OF CONTRACT BREACH 28.1 The waiver by one party of any breach of this Agreement or the failure of one parry to enforce at any time, or for any period of time, any of the provisions hereof will be limited to the particular instance and will not operate or be deemed to waive any future breaches of this Agreement and will not be construed to be a waiver of any provision except for the particular instance. 29. AMENDMENT 29.1 This Agreement will not be subject to amendment unless made in writing and signed by all parties. 30. CHANGE ORDERS 30.1 The contract price is a"not-to-exceed"cost. At any time additional work is necessary or requested, and the not-to-exceed price is increased thereby, any change, addition or price increase must be agreed to in writing by all parties. The appropriate authorizing signature for the City is the City Administrator. 31. SEVERABILITY OF INVALID PROVISIONS 31.1 If any provisions of this Agreement are held to contravene or be invalid under the laws of any state, country or jurisdiction, contravention will not invalidate the entire Agreement, but it will be construed as if not containing the invalid provision and the rights or obligations of the parties will be construed and enforced accordingly. 32. NOTICE 32.1 Any notice will be in writing and will be deemed to be effectively served when deposited in the mail with sufficient first class postage affixed, and addressed to the parry at the party's place of business. Notices shall be addressed to the City as follows: To City: City Administrator City of Yorkville 800 Game Farm Road. Yorkville,IL 60560 And to the Proposer as designated in the Contract Form. III. DETAILED SPECIFICATIONS 33. DEFINITIONS 33.1 For the purpose of the Contract, definitions of certain terms are listed below. Certain words or phrases, when used in the Contract shall have the same meaning given to them 12 in this section. Other terms shall be defined within applicable subsections and appendices. Attached Single-Family Dwelling(Group, Row, Townhouse)A building originally designed and constructed to accommodate two (2)or more dwelling units, with dwelling units joined together by party wall or walls and being not more than two (2) stories in height. Each unit shall have its own ground floor entrance and living space. Biodegradable shall mean chemically structured material that decomposes rapidly primarily through the action of living soil-borne microorganisms(bacteria, fungi, and actinomycetes) or macro-organisms(crickets, slugs, snowbugs,millipedes, etc.). Brown Kraft 2-Ply Paper Bags shall mean a two-layer brown product container comprised of kraft paper most often used to contain groceries. Chipboard shall mean a single-layer cardboard used for packaging cereal, crackers, tissues, and other similar products. Compost(ing) shall mean a biological process by which microorganisms decompose the organic fraction of waste,producing a humus-like material that may be used as a soil conditioner. Contract shall mean the agreement created by and consisting of the Contract Documents. Contract Documents shall include the Request for Proposals, Terms and Conditions, Detail Specifications and the Proposal/Contract Form. Contractor shall mean the firm with which the City has executed the Contract for Solid Waste Collection and Disposal Services Corrugated Cardboard shall mean a sturdy paper product commonly used as a packaging consisting of two paper grades—a wavy inner portion and an outside liner. Curbside shall mean adjacent to the street pavement, alley pavement and gutter and within five feet thereof. Customer shall mean the resident party,property owner of a dwelling unit in Yorkville's corporate boundary participating in the scavenger collection service. Day shall mean Calendar Day unless otherwise stated. Detached Dwelling shall mean a single-family dwelling entirely surrounded by open space. Disposal Unit shall have different meanings as follows: For the purposes of refuse collection, a"disposal unit" shall mean one (1) 64-gallon, 33-gallon, or 96-gallon tote or one(1)water-tight metal, or plastic reusable waste container,no larger than thirty-two (32) or thirty-three (33) gallons in capacity, containing refuse, yard-waste, organics or household construction and demolition debris as herein defined; or a securely tied, 13 bundle of refuse or debris which is not placed in a container that does not exceed three (3) feet in diameter, six(6) feet in length, and fifty(50)pounds in weight, or one(1) single miscellaneous or odd-shaped item of refuse or debris that does not exceed fifty (50)pounds in weight. A large household item, as herein defined, is to be considered a disposal unit. Household construction and demolition debris, as is herein defined, is to be considered a disposal unit. For the purpose of yard-waste collection, a"disposal unit" shall mean a biodegradable two-ply fifty(50)pound wet-strength kraft paper bag designed for yard-waste collection,not to exceed thirty-three(33) gallons in capacity and fifty (50)pounds in weight, containing"yard-waste" as herein defined, or securely tied, bundles of brush or branches using biodegradable cord, string,rope or twine that does not exceed fifty(50)pounds in weight,two(2) feet in diameter, and four(4) feet in length and is manageable by one(1)person. For purpose of recycling collection, a "disposal unit" shall mean one (1) 64 gallon, 33 gallon, or 96 gallon tote. Envelope shall mean a flat, folded paper container for a letter or smaller object. E-Recycling shall mean the use, collection, and remanufacture of electronic materials as feedstock for the production of new materials or products. Electronic Waste shall mean electronic items banned from Illinois landfills by State Law. These items include,but are not limited to, Televisions, Monitors, Printers, Computers (laptop,notebook, netbook, tablet, desktop), Electronic Keyboards, Facsimile Machines,Videocassette Recorders, Portable Digital Music Players, Digital Video Disc, Players, Video Game Consoles, Small Scale Servers, Scanners, Electronic Mice, Digital Converter Boxes, Cable Receivers, Satellite Receivers, Digital Video Disc Recorders, Cell Phones, Portable Digital Assistant(PDA), Computer Cable,Zip Drive. Frozen Food Packages shall mean paperboard containers with special coatings to prevent tearing of the packages or smearing of the ink from moisture when refrigerated or frozen. Garbage or Rubbish shall mean discarded materials resulting from the handling, cooking, spoilage, and leftovers of food, discarded food or food residues, and paper necessarily used for wrapping same, and all types and kinds of waste materials from housekeeping activities, including,but not limited to ashes,metal cans bottles,books, glass,plastic, newspapers,boxes, cartons, and small amounts of earth,rock or sod, small automobile parts and building materials waste from residential type do-it-yourself projects provided that all such materials are of a size sufficiently small to permit being placed in an approved refuse container, except those items which are banned from direct disposal into a landfill. HDPE shall mean high-density polyethylene. Household Construction and Demolition Debris shall mean waste materials from interior and exterior household construction,remodeling and repair projects, including but not limited to: drywall,plywood and paneling pieces, lumber and other building materials; windows and doors, cabinets, carpeting, disassembled bathroom and kitchen fixtures; and small amounts of sod, earth, clay, sand, concrete, rocks and similar materials. Such debris shall conform to the following: loose small items shall be placed in suitable disposable containers not exceeding fifty(50)pounds in weight, or in bundles 14 not exceeding two (2) feet in diameter, four(4) feet in length, and fifty(50)pounds in weight. Household Garbage shall mean garbage and rubbish as collected from the residents of the City of Yorkville, currently receiving curbside scavenger service or on-site dumpster service. Household Garbage—Large Items shall mean any items set forth under"Garbage and Rubbish"above if such item is too large to fit in an approved Disposal Unit including, but not limited to boxes,barrels, crates, furniture,refrigerators, carpets,mattresses,box springs,hot water heaters, stoves and other household appliances, except those items which are banned from direct disposal into a landfill. Large Items shall not include waste from manufacturing processes, construction materials,broken concrete, lumber, large rocks, automobile parts other than tires or dangerous substances which may create a danger to the health, safety, comfort or welfare of the residents of the City of Yorkville or items which are banned from direct disposal into a landfill. Industrial Wastes shall mean any and all debris and waste products generated by canning, manufacturing, food processing, restaurant, land clearing,building construction or alteration and public works type construction projects whether performed by a governmental unit or by Contract. Juice Boxes shall mean aseptic cartons consisting of a high-grade paperboard coated with polyethylene plastic and aluminum foil, excluding milk cartons. Junk Mail shall mean brochures, advertisements, flyers,post cards, greeting cards, window envelopes, and other similar correspondence. Landscape Waste(also referred to as Yard-waste) shall mean hard landscape waste and soft landscape waste. Large Household Item (also known as"Bulk Item"), shall mean any discarded and unwanted large household appliance such as freezers, stoves, trash compactors, washers, dryers, dishwasher,humidifiers, dehumidifiers, microwaves, water softeners, televisions, pianos, organs,tables, chairs,mattresses,box springs,bookcases, sofas and similar furniture. All "white goods" including those containing CFC's (chlorofluorocarbons), shall fit into this definition. White goods containing switches containing mercury, and PCB's(polychlorinated biphenyls) shall not fit into this definition. LDPE shall mean low density polyethylene. Magazines shall mean periodical publications,usually glue bound. Mixed Papers shall mean stationary,various office papers such as; computer paper, xerox paper, note paper, letterhead, and other similar papers. Multiple-Family Dwelling shall mean a dwelling containing three(3)or more dwelling units,with one or both of the following: (a)More than one(1)dwelling unit connecting to a common corridor or entrance-way; or, (b) Dwelling unit vertically connected to 15 neighboring dwelling units through shared floors and ceilings. PET shall mean polyethylene terephthalate. Performance Bond shall mean the form of security approved by the City and furnished by the Contractor as a guarantee that the Contractor will execute the work in accordance with the terms of the Contract and will pay all lawful claims. Processing Center shall mean a location to be maintained or utilized by the Contractor for the purpose of sorting,preparing, and marketing of recyclable materials. Properly-Prepared shall mean materials prepared according to the disposal program restrictions for refuse,yard-waste, and recycling. Processing Costs shall mean all reasonable costs incurred by the Contractor with respect to the collection of recyclables from residents currently receiving curbside scavenger services. Public Awareness Program shall mean a program developed and provided by the Contractor and the City to inform and encourage residents to use the recycling collection services and other waste collection and disposal services of the City. Recyclables or Recyclable Material(s) shall mean, at a minimum,those materials listed on Appendix 2. Recycling shall mean the use, collection, and remanufacture of secondary materials as feedstock for the production of new materials or products. Recycling Containers (bins) shall mean a 64 gallon tote, or a 33-gallon or 94-gallon tote if so acquired by the customer in the manner prescribed in the recycling collection program Refuse shall mean all discarded and unwanted household and kitchen wastes, including but not limited to: food, food residues, and materials necessarily used for packaging, storing,preparing and consuming same, usually defined as "garbage"; and all combustible and non-combustible waste materials resulting from routine domestic housekeeping, including but not limited to: aluminum and steel cans, glass containers, plastic containers, crockery and other containers,metal,paper(of all types), including newspapers, books,magazines, catalogs,boxes and cartons, cold ashes, furniture, furnishings and fixtures, household appliances(all kinds),textiles and leathers,toys and recreational equipment and similar items. For the purposes of this Agreement, the terms "garbage", "refuse", "rubbish", and "waste" shall be synonymous unless otherwise more specifically defined(for example: "yard-waste"). Refuse Sticker shall mean a biodegradable paper stamped with the City name and the Contractor's name and telephone number providing the solid waste services for the City. The sticker shall represent proof of payment for collection and disposal services to be rendered by the Contractor. 16 Residence shall mean all attached single family and detached single family dwelling. Single-Family Dwelling shall mean a detached dwelling containing accommodations for and occupied by one(1) family only. Specifications shall mean specifications identified in the Contract. Tote(also referred to as a Toter)A plastic wheeled container in size of 64 gallon, 33 gallon, or 96 gallon with tight-fitting cover,requiring semi-automatic lifting mechanism for collection. Waste shall mean refuse, recyclables, yard or landscape waste and white goods. Wet-strength Carrier Stock shall mean rectangular-shaped paperboard containers with special coatings to prevent tearing of the containers or smearing of the ink from moisture when refrigerated. White Goods shall mean refrigerators,ranges or stoves(electric or gas), freezers, room air conditioners, water heaters and other similar domestic large appliances. Yard-waste container/unit shall mean a container or unit and may be a kraft paper bag not exceeding thirty(34) gallons of capacity weighing up to fifty(50)pounds. The kraft paper bag shall be of the type specifically intended for landscape waste,being specifically biodegradable and not chemically treated; or a waste container(excluding plastic bags)not exceeding thirty-four(34)gallons of capacity weighing up to fifty(50) pounds; or bundles of hard landscape waste not exceeding two (2) feet in diameter and four(4) feet in length weighing up to fifty(50)pounds. Said bundle to be securely tied with biodegradablenatural fiber twine. Securing with plastic or wire is prohibited. Yard-waste (also known as"landscape waste") shall mean grass clippings, leaves, branches and brush, other yard and garden trimmings, vines, garden plants and flowers, weeds, tree droppings(for example: pine cones and crabapples), and other similar organic waste materials accumulated as the result of the cultivation and maintenance of lawns, shrubbery, vines, trees and gardens. Sod, dirt, Christmas trees, and greenery from wreathes and garlands shall not be considered yard-waste and shall be disposed of as refuse,unless the composting facility will accept it. 34. DESCRIPTION OF THE BASE SOLID WASTE PROGRAM 34.1 Refuse, yard-waste, and curbside recycling services are provided to residences located within the City on a once-per-week basis. 34.2 A modified volume based program,based on a monthly fee for pickup of all refuse, consisting of one 33-gallon, 64-gallon tote, or 96-gallon tote, and a$1 charge for each refuse disposal unit beyond the tote,unlimited yard waste and unlimited recycling. As part of program,the contractor shall supply the customer with a tote of a size of the customer's choosing for a cost outlined in Appendix 1. 34.3 Bulk items as herein defined, are considered subject to collection by the 17 CONTRACTOR, according to the terms and definitions of this contract. Residents with additional material or home improvement projects may contract separately with the CONTRACTOR. The CONTRACTOR will make available 6, 10, 15, 20, and 30 cubic yard containers for this purpose. Bulk item collection shall be for the collection of one(1) large household item per week from residential units at no additional cost to the resident. 34.5 Yard-waste collection shall begin each year on the 1St collection day in April and end the last collection day in November. 35. SCOPE OF WORK 35.1 The Contractor shall be responsible for performing all work as outlined in the specifications herein and shall provide and furnish all labor,materials, equipment and supplies, vehicles, transportation services, and landfill and compost facility space required to perform and complete the collection and disposal of refuse and yard waste. The Contractor shall also make necessary arrangements with processors required to perform and complete the collection and marketing of recyclables. 35.2 The collection of refuse, yard waste, and recyclable materials shall be a joint program awarded to one firm and cannot be quoted or operated as separate programs. 36. COLLECTION UNITS 36.1 The base unit of service shall be known as a"Collection Unit or Stop". The Contractor shall collect, remove and dispose from every residential building unit, as defined herein, in the City of Yorkville, all refuse,yard-waste and curbside recyclables that may be set out for collection one(1)time each week. 37. GARBAGE AND REFUSE COLLECTION; PREPARATION AND PLACEMENT OF DISPOSAL UNITS 37.1 Toter or can production: The CONTRACTOR agrees to provide, at its own expense, one 33-gallon, 64 gallon, or 96-gallon totes to each single-family residence in the City for thepurposes of garbage collection. The carts will remain the property of the CONTRACTOR and the CONTRACTOR will be responsible for replacement of carts that become worn or damaged through normal usage. 37.2 All GARBAGE and REFUSE as herein defined that is designated for collection and disposal hereunder must be placed in one of the following containers: 1) the provided totes 2) a water-tight metal or plastic reusable waste container no larger than thirty-three(33) gallons in capacity and no smaller than fifteen (15)gallons in capacity 3) a heavy duty bag no more than 33-gallons in capacity and less than 50 pounds in weight,which is securely fastened 37.3 Cans, containers, and/or heavy duty bags must be placed at the curb or roadway or in the alley(if designed by the CONTRACTOR). 18 37.4 All residences receiving the aforementioned services shall be required to prepare all materials for collection and/or disposal into proper"disposal units". The CONTRACTOR will be required to collect only properly prepared disposal units. 37. 5 Residents will be allowed to place unlimited amounts of disposal units at the curb for collection and disposal provided that a disposal sticker has been attached to each unit above and beyond the disposal units covered in the monthly fee. 37.6 Properly prepared refuse shall be placed as close to the roadway as practicable without interfering with or endangering the movement of vehicles or pedestrians or snow plowing operations. The CONTRACTOR shall return all containers at each pick-up location to the curbside or adjacent to the right-of-way of paved or traveled City roadways. Containers will be placed,not thrown, and securely placed in such a manner that they are not left lying on their sides or in a manner that would allow roadway interference of vehicle and/or pedestrian traffic. Any contents spilled by CONTRACTOR on the parkways,premises, or streets are to be cleaned up in a workmanlike manner. 38. ACCEPTABLE/UNACCEPTABLE MATERIAL 38.1. UNACCEPTABLE MATERIAL: Residents shall not set out for disposal and the CONTRACTOR shall refuse to accept for regular collection: hazardous waste materials, radioactive materials,poisons, liquid waste,paint or similar products, acids,used motor oils, or any other material that the CONTRACTOR is legally unable to accept. 38.2 ACCEPTABLE MATERIAL: All refuse normally produced by residential properties shall be accepted for regular collection including but not necessarily limited to: bulk items,household fixtures, appliances, furniture and yard-waste. 39. EXAMINATION OF SERVICE AREA 39.1 It is the responsibility of the Contractor to be completely informed of all conditions under which service is to be performed,the service area, and all other relevant matters pertaining to the collection services as specified herein, including,but not limited to,type of housing,population density,roads,traffic patterns,required collection procedure, labor requirements, and any other factor which would effect the execution and/or completion of the work covered by the contract. 40. ALTERNATIVES AND DEVIATIONS 40.1 The specifications included in this package describe existing services which the City believes are necessary to meet performance requirements and shall be considered the minimum standards expected of the Contractor. 40.2 Other alternatives from the specifications in Section III may be indicated if the proposed alternatives are equal to or greater than what is required by these specifications. All alternatives shall be separately listed, and a justification for each shall be stated. The Contractor shall use Appendix 3, Schedule of Alternatives and Deviations, for listing other alternatives. 40.3 If the Contractor is unable to meet any of the specifications as outlined herein, it shall also separately list all requested deviations from the specifications,with justifications attached for each deviation. The Contractor shall use Appendix 3, Schedule of 19 Alternatives and Deviations, for listing proposed deviations. 40.4 If the Contractor does not indicate alternatives to or deviations from the specifications, the City shall assume it is able to fully comply with these specifications. The City, individually, shall be the sole and final judge of compliance with all specifications. 40.5 The City, individually, further reserves the right to determine the acceptability or unacceptability of any and all alternatives or deviations The City, individually, shall also be the sole and final judge as to whether any alternative or deviation is of an equivalent or better quality of service. 41 CHRISTMAS TREE COLLECTION 41.1 The CONTRACTOR will provide curbside collection service of live Christmas trees two (2)weeks during the I st and 2nd full week in January each contract year. It will be the responsibility of the CONTRACTOR to either recycle or correctly dispose of live Christmas trees. There will be no cost to the City for this service. The CONTRACTOR and the City will work together to educate the public with respect to the condition of the trees before they will be collected. Christmas trees will be accepted provided they are free of all ornamentation, including tinsel, garland and lights. If disposable tree bags are used, a refuse sticker must be affixed to the plastic bag. Christmas trees placed at the curb during the two-week special collection period shall be recycled. Recycling shall consist of taking the Christmas trees to a compost site to be chipped,mulched or composted. The CONTRACTOR shall provide the name and location of the compost site in accordance with Appendix 5. 42. YARD-WASTE/BUNDLED BRUSH COLLECTION 42.1 Yard-waste collection programs As a part of yard-waste collection, all eligible households located within the City's corporate boundaries shall be provided weekly yard-waste and bundled brush collection in an unlimited amount. All yard waste materials must be placed in"Kraft"paper bags designed and sold specifically for the collection and disposal of yard waste. All bundled brush must not exceed four(4) foot length, with each individual bundle not to exceed excess weight of fifty(50)pounds. Resident customers placing bundled brush out for collection will be required to bundle brush with biodegradable natural fiber twine(plastic or wire is prohibited). Bundled brush will be collected on regular refuse service days during the yearly period of time established, (April 1 st through the last collection day in November). 43. RECYCLABLE MATERIAL PROGRAM 43.1 The CONTRACTOR agrees to provide, at its own expense, one 33-gallon, 64-gallon, or 96-gallon tote to each single-family residence in the City for the purposes of recycling collection. The carts will remain the property of the CONTRACTOR and the CONTRACTOR will be responsible for replacement of carts that become worn or damaged through normal usage. 43.2 The City's recyclable material program shall remain voluntary on the part of any person receiving residential scavenger service as covered under this contract. The Contractor shall,however,provide for the collection and disposal of all recyclable material placed 20 United City of Yorkville for collection in accordance with the terms of this Contract. The Contractor shall provide for the collection and disposal of recyclable material at no additional cost to customers receiving residential scavenger service as covered under this contract. The cost of recycling collection and disposal services has been built into the rates and charges otherwise provided for in the Contract for collection of refuse and yard-waste. 43.3 All revenue collected from the sale of recyclable material shall be the property of the Contractor. 43. 4 The Contractor shall have representatives available to participate in community- sponsored events promoting environmental awareness. 43.5 The method in which the recyclables are to be generally sorted for collection by the household shall be commingled within the recycling container(s). 43.6 The Contractor shall specify the manner in which the recyclables are to be collected and sorted by the Contractor at the curbside; i.e. curb-sort, sorting at an intermediate processing facility, and the like. The Contractor will be responsible for cleaning up any material that has spilled as a result of the collection process. 43.7 The Contractor shall allow for a tagging system for recyclables not collected and must provide a simple explanation as to why the recyclable material(s)were not picked up, including,but not limited to,the following: contaminants, improper preparation; materials not accepted in program: refuse and/or yard-waste mixed with recyclables; or some combination thereof. The Contractor shall submit an example of the tagging system to be used. Recyclable materials that were rejected shall be returned to the container and not left on the street or parkway areas. 43.8 The Contractor shall purchase and maintain a reasonable supply of recycling totes, for residential scavenger service to cover replacement for lost, damaged and stolen containers, and for customers desiring additional recycling capacity. The City, individually, reserves the right to approve the type of containers purchased by the Contractor. 43.9 The Contractor shall pick up all recyclable material placed in the recycling totes, the recycling containers supplied by the Contractor, or any other recycling containers used by the customer. If, for operational purposes,the Contractor has difficulty identifying recycling containers used for recycling purposes, the Contractor shall provide free of charge, a recycling sticker or other identification mechanism to be placed on the various recycling containers used for collection of recyclable material. 43.10 The Contractor shall provide the name and location of the processing facility, as well as the proposed buyer/market for recyclable materials as set forth in Appendix 5 In the event that an alternative site is preferred by the City, the Contractor shall use the alternative site location provided that any changes in the costs for collection and processing created by the use of such site will be negotiated between the City and the 21 United City of Yorkville Contractor prior to its use. 43.11 The City, reserves the right to accept or reject any or all suggested categories, which may be offered for collection in the residential recycling program. The City, also reserves the right to phase in at a later date, any material(s)which the Contractor has indicated an ability to collect but which the City has determined not to add to the collection program, or to phase in any material(s)that the Contractor may not presently offer but will be able to offer sometime during the term of the Contract. The basis for determining cost of adding materials at a later date will be based on evidence supplied by the Contractor specifically justifying additional cost due to collection, administration,profit, and processing(minus revenue) only. 44. ELECTRONIC WASTE MANAGEMENT 44.1 The CONTRACTOR shall allow for the collection of Electronic Waste as defined herein. Residents must contact the CONTRACTOR to schedule a date and time for collection. There shall be no cost associated with this service. All Electronic Waste shall be placed at the curb. Items that require more than one person to collect may require an additional fee as determined by the CONTRACTOR. 45. CURBSIDE COMPOSTING PROGRAM 45.1 The CONTRACTOR agrees to provide, at its own expense, one 33-gallon or one 64- gallon tote to each single-family or detached residence in the City that opt-in to the optional organics collection. The carts will remain the property of the CONTRACTOR and the CONTRACTOR will be responsible for replacement of carts that become worn or damaged through normal usage. 45.2 The City's curbside composting program shall remain voluntary on the part of any person receiving residential scavenger service as covered under this contract. The Contractor shall, however,provide for the collection and disposal of all organic material placed for collection in accordance with the terms of this Contract. The Contractor shall provide for the collection and disposal of organic material at an additional monthly cost to customers receiving residential scavenger service as covered under this contract. 45.3 The Contractor shall provide the name and location of the processing facility, as well as the proposed buyer/market for organic materials as set forth in Appendix 5 In the event that an alternative site is preferred by the City,the Contractor shall use the alternative site location provided that any changes in the costs for collection and processing created by the use of such site will be negotiated between the City and the Contractor prior to its use. 45.4 Yard waste may also be co-mingled in with the organic compost material. 45.5 The City, reserves the right to accept or reject any or all suggested categories, which may be offered for collection in the residential composting program. The City, also reserves the right to phase in at a later date, any organic material(s)which the Contractor has indicated an ability to collect but which the City has determined not to add to the 22 United City of Yorkville collection program, or to phase in any material(s)that the Contractor may not presently offer but will be able to offer sometime during the term of the Contract. 46. AMNESTY DAY 46.1 The CONTRACTOR shall provide for a spring and fall curbside collection of additional refuse, yard-waste and bulk items as defined herein, on a date(s)that is mutually agreed upon between the CONTRACTOR and the CITY. In addition, the CONTRACTOR will collect WHITE GOODS and up to 4 automobile tires during the scheduled Amnesty Day. All rims must be removed from the tires prior to collection. There shall be no additional charge to the residents for the clean up and additional BULK ITEMS and WHITE GOODS that will be accepted during the designated clean-up week and stickers will not be required. 47 COLLECTION FROM MUNICIPAL FACILITIES 47.1 At no additional cost,the Contractor shall collect, transport, and dispose of all refuse, yard-waste and recyclables from all municipal-owned facilities as set forth in Exhibit B. The Contractor shall furnish, at no additional cost to the City, at each municipal building served, containers for refuse, yard-waste and recyclables as requested by the municipality's Designated Representative, with the size to be agreed upon. The City reserves the right to request such containers, in addition to, or increase the size of normal containers, on a permanent or temporary basis. If requested by the City, any and all containers furnished by the Contractor shall be equipped with non-removable hinged covers or lids. Collection and disposal services by the Contractor will be as often as necessary each week, as set forth in Exhibit B. 48 STICKER DESIGN AND DISTRIBUTION 48.1 The CITY, individually, have the sole authority to approve or disapprove the design and construction of the CONTRACTOR's stickers. Stickers must be of an approved color, which should be clearly visible at dawn or at dusk by drivers, and which said color should be changed periodically to prevent counterfeiting. The paper used shall be biodegradable and shall contain glue backing that will adhere in sub-zero temperatures as well as in extreme heat. The stickers shall contain the CONTRACTOR's name and telephone number, state the name of the municipality and be consecutively numbered for record keeping and balancing purposes. The CONTRACTOR will deliver stickers to retail outlets and the CITY upon request. 48.2 The CONTRACTOR shall be responsible for the printing, distribution, and sale of an ample and always available supply of waste stickers. The CONTRACTOR shall arrange for local retail outlets to aid in the sale of the stickers. The CITY also may act as a disposal sticker retailer for the CONTRACTOR. 49. [Section purposefully omitted] 50. BILLING PROCEDURES 50.1 The CONTRACTOR shall bill the City individually for all serviced UNITS within the respective municipality. The City shall provide the contractor with the number of 23 United City of Yorkville occupied UNITS within the municipality on a monthly basis. 51. MONTHLY REPORTING 51.1 The Contractor shall prepare and submit to the City a monthly refuse, yard- waste,recycling material, electronic material and organic material report, due by the 25`'' of the following month. The report shall include the following information for all residential scavenger service in each municipality covered under this contract: 51.2 Refuse-Total weight in tons and total volume in compacted cubic yards of refuse land- filled each month;Number of white goods collected each month; Tipping fee charge per ton at the landfill site;Name and location of the landfill facility and/or transfer station used by the Contractor; and, Copy of all complaints filed by the City customers during the month. 51.3 Yard-waste-Total volume, in compacted cubic yards, of yard-waste collected; Tipping fee charge per compacted cubic yard at the compost facility;Name and location of the compost facility used by the Contractor; and, Copy of all complaints filed by the City customers during the month. 51.4 Recyclable Material -Weekly set-out rate; Monthly participation rate(total number of set-outs divided by the number of homes/dwelling units included in the collection service); Total weight, in pounds, of recyclable materials collected; Revenue received by the Contractor for the sale of recyclables; Tipping fee savings(total weight of recyclable materials collected in tons multiplied by the tipping fee charge per ton at the landfill site);Name and location of processing facility used by the Contractor; and, Copy of all complaints filed by the City customers during the month. 51.5 Electronic Waste—Total weight in pounds and total volume of materials collected. Number of goods collected every month. Name and location of processing facility used by the Contractor; and, Copy of all complaints filed by the City customers during the month. 51.6 Organics Material—Weekly set-out rate in months April-November and bi-weekly set out rate in months December-March; monthly participation rate(total number of set-outs divided by the number of homes/dwelling units included in the collection service); Total weight, in pounds, of organic materials collected;Name and location of the compost facility used by the Contractor; and Copy, of all complaints filed by the City customers during the month. 52. CONSUMER EDUCATION 52.1 Upon request,the Contractor agrees to provide City residents with such educational materials as the City, individually,deems necessary. Educational materials may include notices to be left at resident's property as well as literature describing in detail the refuse, recycling and yard-waste collection program. There shall be no cost to the City or its residents for the printing and distribution of any consumer education materials. 24 United City of Yorkville 53. TITLE TO WASTES 53.1 All refuse, yard-waste, and curbside recyclables collected shall belong to the Contractor as soon as the same is placed in the Contractor's vehicle. 53. DISPOSAL 53.1 All refuse and yard-waste collected shall be removed from the City by the Contractor as soon as it has been collected; but in any event,not later than noon of the date following collection, and shall not be disposed of in violation of any state, federal or county laws or regulations. 54. RATES AND SPECIAL RATES 54.1 For any services required to be performed under this Contract,the charge shall not exceed the rates as fixed by the Contract and set forth in Appendix 1 attached hereto and made a part hereof. For items not otherwise provided for by the Contract document, and requiring special handling due to size, weight,type of material or method of placement, the charges are to be negotiated between the Contractor and the resident customer for collection and disposal into a landfill or processing facility. 55. SPECIAL &EMERGENCY COLLECTIONS 55.1 The Contractor shall offer special curbside collection service for large quantities of refuse including,but not limited to, construction and demolition debris, and move-in or move- out clean-up rubbish. Such services shall be an advance arrangement with the Contractor at the resident customer request. The collection cost for such services shall be based upon cubic yards and the resident customer shall make payment directly to the Contractor. The Contractor agrees to provide free dumpsters(sizes 1 yard through 30 yard as requested by the City)for refuse and recycling collection during the City's annual Hometown Days, 4a'of July Parade and celebration in the park, and other City managed special events.. The City and the Contractor may mutually agree to emergency pick-up services for disasters including,but not limited to, flood,wind and snow. For items not otherwise provided for by this AGREEMENT, and requiring special handling due to size,weight, type of material or method of placement, the charges are to be negotiated between the CONTRACTOR and the resident customer for collection and disposal into a landfill or processing facility. 56. SCHEDULE AND TIME OF COLLECTIONS 56.1 The City shall be divided into collection areas and a regular weekday collection shall be assigned to each area. A map of the City, designating collection areas shall be made a part of this contract and attached hereto as Exhibit A. For the subscriber-based(opt-in) organic materials collection, collection will occur on the regular weekday collection day in the months April-November and every other regular weekday collection day in the months December-March. 56.2 The schedule shall not be changed without first obtaining consent from the City Administrator, and not without giving a minimum of thirty(30)days written notice to all parties affected by the change. The City may, at its discretion, waive the minimum time limits required. This waiver must be in writing and signed by the City designee. The 25 United City of Yorkville Contractor will be required to publish an advertisement twice per week in two separate weekly issues of the local newspapers,no earlier than 60 days prior to the change, with the last advertisement to be no later than fifteen(15) days prior to the schedule change. Failure of the Contractor to maintain said collection schedule shall be considered a breach and default of the contract and grounds for immediate termination of the contract. 56.3 In no case shall collection commence prior to 6:00 a.m. or continue past 7:00 p.m. on any day during the term of the contract. The collection schedule shall not include Saturday or Sunday as a regular collection day for any area in the City. 57. HOLIDAYS 57.1 Collection normally falling on the following holidays may be rescheduled for the first working day following the legal holiday, or on Saturday, as necessary, for that week only: New Year's Day Memorial Day Independence Day Labor Day Thanksgiving Day Christmas Day 57.2 The Contractor agrees to inform the City and its residents of changes in normal collections due to holidays by notification through at least two local media outlets or establish a permanent holiday schedule or plan to be printed within the refuse literature. 58. SCHEDULE ADHERANCE 58.1 If, at any time during the term of this contract,the Contractor shall collect any section of the City on a day other than the scheduled day, the Contractor shall immediately notify the respective municipality that he is in violation of the contract. If a similar violation should occur more than once within the three week period following the week of the original violation,the City will notify the Contractor by certified mail and withhold any further payment that may be due under the contract until the Contractor has furnished evidence satisfactory to the City that the Contractor has taken necessary actions and precautions to prevent further violations. The City may determine that this second or subsequent collection violation as a breach of contract, and therefore the City reserves the right to terminate the contract. Delays that are occasioned by holidays, or by daily (any 24-hour period)precipitation of four(4) inches or more of rain, or eight(8) inches or more of snow,may not be considered as violations. The City Administrator shall be the judge of whether delays constitute a violation, or not. 59. PLACE OF PICK-UP 59.1 The Contractor is responsible for the public streets, or properly wavered private street curbside pick-up of all residential locations as well as designated locations as requested by the City. 60. REPLACEMENT DAMAGE 60.1 The Contractor is responsible for damages resulting from its careless handling of any receptacle. The Contractor at no extra charge to the user shall replace all containers, which suffer damage caused by the Contractor. If the original container was supplied by 26 United City of Yorkville the CONTRACTOR,the containers so supplied shall remain the property of the CONTRACTOR. If the original container was supplied by the resident,then the replacement container shall be the property of the resident. 61. COLLECTION VEHICLES 61.1 All vehicles used for collection purposes, except those exempted by other provisions of these specifications, shall have fully enclosed bodies with self-contained mechanisms to load and compress the material collected. These vehicles must be modern, neat, rear, front, or side-loading packer-type motor trucks, have entry for refuse into the vehicle's collecting body. All vehicles shall be kept watertight to prevent leaking, shall be kept closed except during collections along collection route. All equipment used by the Contractor shall be painted with no rust showing on the cab, chassis or body. Vehicles must be kept in clean, sanitary and quiet operating condition. Vehicles must at all times be supplied with brooms and necessary items to provide for immediate clean up of any litter or mess, which may result from leaking, spilling or blowing during collection procedures. Vehicles shall be clearly labeled with the firm's name, address, and telephone number and have a vehicle identification number printed clearly on each and every vehicle. However, if the Contractor desires to use a vehicle of larger capacity, specific written approval of the specific vehicle shall be required from the City's Designated Representative, after an actual demonstration of the vehicle on the streets of the respective municipality. Overweight vehicles are the responsibility of the Contractor. Contractor is required to comply with weight requirements and safety requirements as established by Illinois Law or City Ordinances for vehicles,vehicle operators and specialty equipment. 62. EMPLOYEES 62.1 The Contractor shall undertake to perform all disposal services rendered in a neat, orderly and efficient manner; to use care and diligence in the performance of this contract; and to provide neat, orderly and courteous personnel on its crews. The Contractor shall agree to prohibit any drinking of alcoholic beverages or use of illegal drugs or drugs which impair the ability of the employee or agent to safely and adequately perform his or her(drivers and crew members)job while on duty or in the course of performing their duties under this contract. The Contractor shall also agree to ensure that each employee driving a vehicle shall at all times carry a valid operator's license for the type vehicle he/she is driving. The Contractor's employees will be attired, at all times, in a professional-type manner. These specifics will be agreed upon between representatives from the Contractor and the City Designated Representative. 63. ACCIDENT PREVENTION 63.1 Precaution shall be exercised at all times for the citizens, employees and property. The safety provisions of all applicable laws and building and construction codes shall be observed. Machinery, equipment and all hazards shall be guarded or eliminated in accordance with the safety provisions of the manual of Accident Prevention in Construction,published by the Associated General Contractors of America, to the extent that such provisions are not in contravention of applicable law. 27 United City of Yorkville 64. COMPLAINT PROCEDURE 64.1 All complaints received by the Contractor shall be given prompt and courteous attention. The City, individually and the Contractor will agree upon a formalized complaint form to be filled out by the Contractor each and every time a customer contacts the Contractor with a complaint. It will be the Contractor's responsibility to have the complaint forms, on NCR(no carbon required)paper,printed and available for use by the Contractor prior to the commencement of this Contract. The Contractor will supply the City with sufficient NCR forms for logging of complaints by City staff. Any complaint received by the City shall be immediately communicated to the contractor. The Contractor is required to supply the City with copies of all complaint forms within five(5)business days of a complaint being made, indicating thereon the resolution thereof. 64.2 The Contractor shall provide the City with name,phone number, and email address for an individual to serve as point person for purposes of City staff contact with the Contractor. 65. COMPLAINTS 65.1 Where any dispute arises between a resident/customer and the Contractor, as to the manner or placing of containers for collection or preparation of recyclable materials, or the nature of the Contract or the like,the Contractor agrees that in the specific instance collection will be immediately made even though in its opinion, the customer is in error; and that it will immediately report the same to the City's Designated Representative so that the City and the Contractor may resolve the dispute, if possible,before additional collection becomes necessary. The intent of this paragraph is to avoid disputes/disagreements between the customers and the Contractor's employees, and to permit disputes/disagreements to be handled by mutual discussion between the Contractor and the City. If a missed pick up is reported by the City or a customer to the Contractor, the Contractor shall collect the refuse,recyclable material or yard-waste from such customer within on(1)business day of notification. All complaints other than missed pickups shall be resolved to the satisfaction of the City within two (2)business days. As noted above, the Contractor shall supply to the City a NCR copy of the complaint form for each and every complaint and on which the nature of the complaint and the disposition is clearly noted. The Contractor shall cooperate with the City in minimizing complaints from customers. Continued unreasonable complaint levels, as determined by the City, or failure of the Contractor to carry out any of its contractual obligations such as,but not limited to,rude treatment,messy pickups, damage to persons or property and early start-up may be due cause for the City to terminate this Contract after notice and an opportunity to be heard. 66. CUSTOMER VIOLATIONS OF MUNICIPAL CODE 66.1 The Contractor shall have the right to notify any customer of noncompliance with the applicable Yorkville code provisions concerning the handling or disposal of solid waste as those same may apply to such customers. The Contractor shall report any continuance of any such noncompliance to the respective City. 67. NEW CUSTOMERS 28 United City of Yorkville 67.1 The Contractor agrees to provide service immediately to all new customers, even if the new customer neglected to first notify or request collection services. The City agrees to make every effort possible to alert the new customer to the collection procedure for refuse,recycling and yard-waste. 68. EXCLUSIVE GRANTANTENT 68.1 The City agrees that in consideration of the faithful performance of the obligations herein undertaken by the Contractor,the City does,by execution of this Contract pursuant to City Code, give and grant to the respective Contractor, for the term of this Contract only, the sole and exclusive Class A License to collect and dispose of all residential solid wastes. The Contract shall include all residences (attached single-family and detached single-family as defined herein) and municipal facilities as required within the corporate boundaries of the City of Yorkville. This grant expressly includes the right and duty to service any land annexed to the City where new residences or municipal buildings have been constructed during the term of this Contract. Service will be provided on the same terms as set forth herein. The City shall communicate any changes to the corporate boundaries or service area resulting from annexations, zoning actions, site plan approvals, construction, etc.,to the Contractor. It is the intent of this Contract to obtain, throughout its term, clean, courteous, well scheduled, and well-executed collection and disposal or processing of refuse, recycling and yard-waste from properties in the City of Yorkville. While the City recognizes that any collection service involves minor customer operating problems,the intent of this Contract is to ensure that any such operating problems are minimized to the extent possible and corrected as soon as possible. 69. QUALIFICATIONS/REFERENCES 69.1 The Contractor shall provide at least five (5)references of"like"public agencies with current contacts in accordance with Appendix 4 and shall indicate if appropriate, which municipality has implemented a volume-based program. Contractor shall complete the attached Appendix 6 listing its qualifications. 70. PROPOSAL SECURITY 70.1 Each proposal shall be accompanied by proposal security, which shall be in the form of a certified check or a bank cashier's check in the amount of five thousand dollars ($5,000), made payable to the City of Yorkville. Proposals submitted without the required security shall be rejected. After formal written notification by the City that a contract award decision has been made,the proposal security of the successful Contractor shall be forfeited to the City in the event that the Contractor shall withdraw its proposal, or neglect or refuse to enter into a contract and required bond, and the Contractor shall be liable for any damages the City may thereby suffer. 70.2 Proposal securities shall be released as follows: (1) The successful Contractor's security shall be retained until the required performance bond($500,000.00)has been furnished;(2) Proposal securities of the proposing Contractors shall be held until the successful Contractor's performance bond has been furnished, at which time the checks will be promptly returned to the unsuccessful Contractors 29 United City of Yorkville 71. TERM OF CONTRACT 71.1 The term of the Contract will be Five(5)years, and shall commence at 12:01 a.m. on May 1, 2017 and shall remain in full force and effect through termination at 11:59 p.m. on April 30, 2022. Upon request, the City may exercise an option to extend the contract term for an additional one(1)year period ending at 11:59 p.m. on April 30, 2023. The Contractor may negotiate in good faith, on request of the City, for an extension to the contract,provided that the contract extension is approved by the City Council no later than one hundred twenty(120) days before the termination of the existing contract. 72. STICKER REFUND 72.1 At the end of the Contract term, should the City select a different scavenger service,the Contractor agrees to refund to all customers, retailers and the City, the full purchase price of all refuse/yard-waste stickers returned to the Contractor within one hundred twenty (120)days after the end of such term. 73. PERFORMANCE BOND 73.1 The Contractor shall provide a performance bond issued by a surety in an amount of $500,000 to the City. 74. EMERGENCIES 74.1 The Contractor agrees that should any emergency arise by reason of storm,tornadoes, or other act of God which require additional hauling equipment by the City, the Contractor's equipment shall be placed at the disposal of the City upon request for such temporary use,provided that upon such use the City shall pay the operating cost of such equipment and labor as it is used. The City reserves the right to direct which disposal sites are to be used during an emergency. 75 LOCAL IMPROVEMENTS 75.1 The City of Yorkville reserves the right to construct any improvement or to permit any construction in any street,which may have the effect for a time of preventing the Contractor from traveling his accustomed route or routes for collection. The Contractor shall, however,by an acceptable method, continue to collect the refuse,yard-waste and recyclables to the same extent as though no interference existed upon the streets formerly traveled. This shall be done without extra cost to the City of Yorkville. 76. TAXES,LICENSES &PERMITS 76.1 The Contractor shall pay all sales,use,property, income, and other taxes that are lawfully assessed against the City or the Contractor in connection with the Contractor's facilities and the work included in this Contract, and shall obtain and pay for all licenses,permits, certificates of authority, and inspections required for the work. The Contractor shall furnish to the City satisfactory evidence that it has all permits, licenses, and certificates of authority required to operate for the term of this contract. 77. DEFAULT 77.1 If the Contractor fails to observe the established schedule for more than two(2) 30 United City of Yorkville consecutive working days, and in the opinion of the City's Designated Representative, there has not been sufficient cause to justify such lack of observance,the City, respectively, shall serve notice, either personally or by affixing such notice to the local premises of the Contractor, that this contract shall be in default if the Contractor does not take action to re-establish the schedule within twenty-four(24)hours of said notice. If at the end of the twenty-four(24)hour period, the Contractor has not made the necessary corrections, the City shall take such steps as are necessary,to provide services according to the collection schedule submitted by the Contractor. The Contractor will be liable for any costs of such steps from the date of the notice of default. If deemed necessary by the City's Designated Representative,the City shall have the right to take over all equipment and facilities of the Contractor for a period of up to one-hundred-twenty(120)days from the date of notice of default. 78. STRIKES/FORCE MAJEURE 78.1 The Contractor shall be required to file proof with the City Administrator, or their designee that it has a"no strike" provision for the duration of all collective bargaining agreements with its workers. Upon execution of any new agreement, the Contractor shall forward to the City Administrator within thirty(30)days thereafter,proof that said agreement also contains a "no strike" clause. 78.2 In the event that the Contractor shall fail to collect, remove and properly dispose of the waste in accordance with the terms of this contract, for a period of five(5)business days or more, the City,may, at its option, cause such waste to be collected and disposed of by any reasonable means available to the City, and the cost thereof may be charged against the Contractor and the performance bond furnished by the Contractor. The foregoing option shall not be available to the City, if the Contractor's failure so to collect and remove waste for the period was due to unusual weather conditions, or some other "act of God," which rendered such collection and removal impossible to perform. The Contractor shall not be liable for the failure to perform its duties if such failure was caused by a catastrophe,riot,war, government order or regulation, fire, accident or any similar contingency beyond the reasonable control of the Contractor. "Act of God" does not include any strike, sympathy strike, slowdown, sit-down, stoppage of work, refusal to perform overtime, mass absenteeism, refusal to cross a picket line or any other similar concerted action or intentional interruption or disruption of the operations of the Contractor by Contractor's own employees(the foregoing collectively referred to as "labor dispute"),provided,however, that in the event that the City exercises its option under this Article to collect and dispose of waste by other reasonable means because of the Contractor's failure to perform due to a labor dispute,the total amount charged against the Contractor by the City can only be an amount which is in excess of the total amount that the City would have otherwise paid to the Contractor for collection over the duration of the labor dispute. The CONTRACTOR shall promptly notify the City in writing of any event covered by this Section and the date, nature and cause thereof. Such notice shall indicate the anticipated extent of such delay and the obligations under this Agreement to be affected thereby. 31 United City of Yorkville 32 United City of Yorkville IV. PROPOSAL/CONTRACT FORM ***THIS PROPOSAL,WHEN ACCEPTED AND SIGNED BY AN AUTHORIZED SIGNATORY OF THE CITY OF YORKVILLE, SHALL BECOME A CONTRACT BINDING UPON BOTH PARTIES. Entire Block Must Be Completed When A Submitted Bid Is To Be Considered For Award PROPOSER: Date: Company Name Email Address Street Address of Company Contact Name(Print) City, State,Zip 24-Hour Telephone Business Phone Signature of Officer, Partner or Fax Sole Proprietor Print Name&Title ATTEST: If a Corporation Signature of Corporation Secretary CITY OF YORKVILLE ATTEST: Authorized Signature Signature of City Clerk Title Date Date In compliance with the specifications,the above-signed offers and agrees, if this Proposal is accepted within 90 calendar days from the date of opening, to furnish any or all of the services upon which prices are quoted, at the price set opposite each item, delivered at the designated point within the time specified above. 33 United City of Yorkville VENDOR W-9 REQUEST FORM The law requires that we maintain accurate taxpayer identification numbers for all individuals and partnerships to whom we make payments,because we are required to report to the I.R.S. all payments of$600 or more annually. We also follow the I.R.S. recommendation that this information be maintained for all payees including corporations. Please complete the following substitute W-9 letter to assist us in meeting our I.R.S. reporting requirements.The information below will be used to determine whether we are required to send you a Form 1099. Please respond as soon as possible, as failure to do so will delay our payments. BUSINESS(PLEASE PRINT OR TYPE): NAME ADDRESS: CITY: STATE: ZIP: PHONE: FAx: TAX ID#(TIN): (If you are supplying a social security number, please give your full name) REMIT TO ADDRESS(IF DIFFERENT FROM ABOVE): NAME: ADDRESS: CITY: STATE: ZIP: TYPE OF ENTITY(CIRCLE ONE): •Individual -Sole Proprietor -Government Agency -LLP(Limited Liability Partnership) -LLC(Limited Liability Corporation) •Medical -Partnership -Charitable/Nonprofit •Incorporated -Other(Please describe) SIGNATURE: DATE: 34 United City of Yorkville PROPOSER'S CERTIFICATION (page 1 of 3) With regard to ,proposer hereby certifies (Name of Project) (Name of Proposer) the following: 1. Proposer is not barred from bidding this contract as a result of violations of Section 720 ILCS 5/33E-3 (Bid Rigging)or 720 ILCS 5/33E-4 (Bid-Rotating); 2. Proposer certifies that it has a written sexual harassment policy in place and is in full compliance with 775 ILCS §12-105(A)(4); 3. Proposer certifies that not less than the prevailing rate of wages as determined by the City of Yorkville, Kendall County or the Illinois Department of Labor shall be paid to all laborers, workers and mechanics performing work for the respective municipality. All bonds shall include a provision as will guarantee the faithful performance of such prevailing wage clause. Proposer agrees to comply with the Illinois Prevailing Wage Act, 820 ILCS 130/1 et seq., for all work completed. Proposer agrees to pay the prevailing wage and require that all of its subcontractors pay prevailing wage to any laborers, workers or mechanics who perform work pursuant to this contract or related subcontract. Proposer and each subcontractor shall keep or cause to be kept an accurate record of names, occupations and actual wages paid to each laborer,workman and mechanic employed by the Proposer in connection with the contract. This record shall be sent to the City on a monthly basis along with the invoice and shall be open to inspection at all reasonable hours by any representative of the City or the Illinois Department of Labor and must be preserved for four(4)years following completion of the contract. Proposer certifies that proposer and any subcontractors working on the project are aware that filing false payroll records is a class B misdemeanor and that the monetary penalties for violations are to be paid pursuant to law by the proposer, contractor and subcontractor. The City shall not be liable for any underpayments. If applicable: Since this is a contract for a fixed public works project, as defined in 820 ILCS 130/2, Contractor agrees to post at the job site in an easily accessible place, the prevailing wages for each craft or type of worker or mechanic needed to execute the contract or work to be performed. 4. Proposer certifies that it is in full compliance with the Federal Highway Administrative Rules on Controlled Substances and Alcohol Use and Testing, 49 C. F.R. Parts 40 and 382 and that all employee drivers are currently participating in a drug and alcohol testing program pursuant to the Rules. 5. Proposer further certifies that it is not delinquent in the payment of any tax administered by the Department of Revenue, or that Proposer is contesting its liability for the tax delinquency or the amount of a tax delinquency in accordance with the procedures established by the appropriate Revenue Act. Proposer further certifies that if it owes any tax payment(s)to the Department of Revenue, Proposer has entered into an agreement with the Department of 35 United City of Yorkville PROPOSER'S CERTIFICATION (page 2 of 3) Revenue for the payment of all such taxes that are due, and Proposer is in compliance with the agreement. BY: Proposer's Authorized Agent FEDERAL TAXPAYER IDENTIFICATION NUMBER or Social Security Number Subscribed and sworn to before me this day of , 20_. Notary Public) (Fill Out Applicable Paragraph Below) (a) Corporation The Proposer is a corporation organized and existing under the laws of the State of which operates under the Legal name of and the full names of its Officers are as follows: President: Secretary: Treasurer: and it does have a corporate seal. (In the event that this bid is executed by other than the President, attach hereto a certified copy of that section of Corporate By-Laws or other authorization by the Corporation which permits the person to execute the offer for the corporation.) (b) Partnership Signatures and Addresses of All Members of Partnership: 36 United City of Yorkville PROPOSER'S CERTIFICATION (page 3 of 3) The partnership does business under the legal name of: which name is registered with the office of in the state of (c) Sole Proprietor The Supplier is a Sole Proprietor whose full name is: and if operating under a trade name, said trade name is: which name is registered with the office of in the state of 5. Are you willing to comply with the City's preceding insurance requirements within 13 days of the award of the contract? Insurer's Name Agent Street Address City, State, Zip Code Telephone Number I/We affirm that the above certifications are true and accurate and that I/we have read and understand them. Print Name of Company: Print Name and Title of Authorizing Signature: Signature: Date: 37 United City of Yorkville APPENDIX 1 GENERAL PRICE QUOTATION SHEET See attached spreadsheet 38 United City of Yorkville APPENDIX 2 REQUIRED RECYCLABLES TO BE COLLECTED The City requires that the Contractor shall collect the following recyclable material for the entire term of the contract. Additionally,the Contractor is encouraged to identify additional items they will be collecting,not on the current list. Required Recyclable Materials • brown paper bags • corrugated cardboard • boxes and cartons • chipboard/paperboard (to include brown or gray box board or paperboard, cereal boxes, shoe boxes, &paper towel cores) • magazines and catalogues • mixed paper, glossy & non-glossy (to include stationary, notebook paper, post-it notes, computer paper, typing paper, flyers, greeting cards, file folders and all envelopes,with and without windows) • newspaper(including all supplements) • telephone books • wet strength carrier stock (to include paper board used for refrigerated and frozen items) • frozen food packages • aerosol cans • aluminum cans and foil • formed aluminum containers and wraps • aseptic packaging and gable top containers • formed steel containers • glass bottles and jars (brown, green, and clear) • plastic containers (colored or cloudy white HDPE milk,juice and/or water bottles, jars and jugs) • all plastic containers#1 through#5 and plastic containers#7 • LDPE and HDPE soft plastic six(6) and twelve(12)pack rings • steel cans • steel paint cans and lids • household batteries Other Recyclable Materials Proposed by Contractor LJ 39 United City of Yorkville APPENDIX 3 SCHEDULE OF ALTERNATIVES AND DEVIATIONS Please list any proposed alternative or deviation to the minimum standards outlined in the specifications section of this document. (Please attach additional sheets if necessary.) Section Paragraph ExplanationAlternative/Deviation 40 United City of Yorkville APPENDIX 4 SCHEDULE OF ILLINOIS MUNICIPALITIES SERVED Please list municipal references. (Please attach additional sheets if necessary) Municipality Contact Name& Service Explanation of Collection and Telephone Number Dates Disposal Program 41 United City of Yorkville APPENDIX 5 LOCATION OF DISPOSAL FACILITIES Please provide below information concerning the facilities,which are intended to be used for the disposal of refuse,yard waste, organics and recyclable materials collected at the curbside. (Please attach additional sheets if necessary.) REFUSE Name of Facility Facility Address Disposal Limitations RECYCLING Name of Facility Facility Address Disposal Limitations YARD WASTE Name of Facility Facility Address Disposal Limitations I 42 United City of Yorkville ELECTRONIC WASTE Name of Facility Facility Address Disposal Limitations ORGANIC MATERIAL Name of Facility Facility Address Disposal Limitations i APPENDIX 6 CONTRACTOR QUALIFICATIONS Name of Business: Business Address: Mailing Address: Business Number: Emergency Number: Fax Number: Ownership: Individual Partnership Corporation Franchise or Parent Company(if applicable): j List all Partners, Managers, and Corporate Officers: Name Title Residence Phone 43 United City of Yorkville Days of Operation: Business Hours: Number of Employees: Supervisors: Drivers: Office Personnel: Signature: Date: 44 United City of Yorkville EXHIBIT A SOLID WASTE COLLECTION DAY MAP See attached 45 United City of Yorkville EXHIBIT B SERVICES FOR MUNICIPAL AND PUBLIC FACILITIES Location Service Type Size Frequency Yorkville Library Refuse 1-1.5 yd lx/wk 902 Game Farm Road Recycling 1-1.5 yd lx/wk Yorkville City Hall and Refuse 1-6 yd 2x/wk Police Department Recycling 1-2 yd cardboard lx/wk 800 Game Farm Road Recycling(paper) 6-96 gallon toters lx/wk Yorkville Public Works Recycling 1-2 yd cardboard lx/wk 610 Tower Lane Refuse 1-20 yd open lx/wk Yorkville Administration Refuse 1-20 yd open lx/wk and Recreation Center Recycling 2-96 gallon toter lx/wk Building Recycling 1-1 yd cardboard Ix/wk 201 W.Hydraulic Avenue Yorkville Parks Refuse 1-20 yd open lx/wk Maintenance Building Recycling 1-96 toter lx/wk 185 Wolf Street Yak Shack Refuse 1—2 yd lx/wk 131 E Hydraulic Recycling 1—96 gallon toter lx/wk Ice Cream Shop Refuse 1—2 yd lx/wk 301 E.Hydraulic Recycling 2—96 gallon toters lx/wk Bridge Park Refuse 1—2yd lx/wk 3651 Kennedy Road Rec clin 10—96 gallon toters Ix/wk Yorkville Beecher Center Refuse 1-4yd refuse lx/wk 908 Game Farm Road Recycle 1-2yd recycle lx/wk All City Rentals When Refuse 96 gal.toters, 33 gal. toters, 18 Required gal.toters 30 yd open dumpster (Exhibit B continued) The location of the facilities, the number of facilities, their bin/tote size, and pickup schedule are subject to change throughout the lift of the contract. The Contractor shall provide, at no cost to the City, the collection and disposal of all refuse, recycling, and yard waste, or more often if requested by the City. A comprehensive recycling program shall also be provided at no cost for the municipal facilities listed above(new or additional facilities may be added at any time during the Contract term). The Contractor shall be responsible for supplying all service equipment associated with totes and containers/dumpsters to said facilities as set forth in the Contract. All special events to have port-a-potties and hand washing stations and 2yd dumpsters. 46 Advanced Disposal w Y ISI ` TAB 1: Cover Letter fable of Contents TAB 2: Company Profile TAB 3: Bid Bond TAB 4: Proof of Insurance TAB 5: Audited Financial Statements TAB 6: Proposal Narrative TAB 7: Bid Submittals 1. Company Brochure 2. Recycling Education&Community Outreach 3. Proposer's Certification and W-9 Request Form 4. Appendix 3 —Alternatives and Deviations 5. Appendix 4 — Illinois Municipalities Served 6. Appendix 5 — Disposal Facilities 7. Non-Collusive Affidavit 8. Bidder's Representation TAB 8: Proposal Form and Price Sheets �I Solid Waste Collection Services for the City of Yorkville ,Advanced Disposal44 1> 4� November 3, 2o16 City of Yorkville 800 Game Farm Road Yorkville, IL 6056o Dear Yorkville City Council, Advanced Disposal Services Solid Waste Midwest, LLC. ("Advanced Disposal")is pleased to submit the attached response to your Request for Proposal for Solid Waste Collection Services. I am the Chief Operating Officer and I am authorized to sign and submit the attached RFP response. I have also attached a Secretary's Certificate for your reference. If requested, Bob Pfister,Municipal Marketing Manager is available to meet with you or your representatives concerning this RFP response. Bob's contact information is listed below: i Bob Pfister Municipal Marketing Manager Advanced Disposal Services Solid Waste Midwest, LLC 166o Hubbard Avenue Batavia,Illinois 60510 Phone: (630)313-1119 Fax: (630)4o6-7784 Email: bob.ofister6i)advanceddisposal.com We are strong stewards of the environment and work with our surrounding neighborhoods to become part of the community.We view our services as vital infrastructure needs that all cities and counties must be able to provide through public-private partnerships,contractual agreements,and the like. Through this proposal process,we look forward to continuing to be the choice solid waste provider for the City of Yorkville. Thank you for your consideration of Advanced Disposal's proposal for Solid Waste Collection Services. Please see the following pages that address your proposal requirements and present details on Advanced Disposal's company profile and sound solutions for collection and disposal programs. I am confident that you will look favorably upon the response that we have provided.If after reviewing our response,you have any questions or require any additional information,we would be pleased to meet with you.Thank you for allowing Advanced Disposal the opportunity to present this RFP response. Sincer y, JoHn Spegal Chief Operating Officer I ya I Solid Waste Collection Services for the City of Yorkville Advanced Disposal ` Company Profile Advanced Disposal Services, Inc. and its subsidiaries, is the fourth largest environmental services company in the U.S. We are a full-service, vertically integrated waste management company, providing non-hazardous solid waste collection, recycling and landfill disposal solutions to commercial, industrial, municipal and residential customers throughout 16 states and the Bahamas. We pride ourselves on our strong partnerships between our employees and the customers we serve. And we have a strong commitment to personalized and friendly customer service Community Commitment No one understands the needs of a community better than those who live and work in it. Our philosophy of decentralized operations allows our local teams to give back to their communities in ways that best meet the needs of their communities. This location-specific approach to good corporate citizenship results in an array of outreach programs, contributions and support that serve and benefit thousands of people across the Advanced Disposal footprint. It is our goal to hire within the communities we serve and locally purchase supplies, equipment and fuel. We don't just sign a contract with a city, county or municipality...we become a part of the community. Forward Thinking Advanced Disposal is deeply committed to ensuring a clean and safe environment for our employees, our customers, and our communities. We consider environmental stewardship of utmost importance and believe that our true business is making the world a cleaner, more beautiful place to live, work and play. We approach all of our operations with a keen eye on safety and environmental care. Our landfills are built with state-of-the-art engineering designs and materials. We use extreme caution when constructing these sites to ensure the integrity of the design and materials are maintained. Daily operations are just as important as construction. Advanced Disposal uses only state certified, experienced equipment operators and a certified landfill operator is always on site when the facilities are accepting waste. We fully comply with all local, state and federal regulations, and our sites are inspected annually at a minimum. With 39 landfills to maintain, operate and potentially expand, we will always remain vigilant to the protection of our natural environment while providing an integral infrastructure asset for the safe and healthy disposal of the community's waste. Environmental compliance is equally important in our collection operations. Advanced Disposal operates a fleet of more than 3,100 trucks that must be operated and maintained in an environmentally sound manner. Advanced Disposal follows all local, state and federal regulations in regards to its operating fleet. The trucks are maintained nightly with rotating schedules to make sure all parts of the truck are operating in a safe and proper rY way. Only approved fuels are used including alternative fuels such as compressed natural gas (CNG). Currently about twelve percent of our fleet runs on CNG, and we are Solid Waste Collection Services for the City of Yorkville Alf J Advanced Disposal always looking for opportunities to grow that number. All waste generated in the maintenance of our fleet are disposed of in a proper manner with the necessary documentation of proper disposal. In a business where the end results are clean and safe communities, Advanced Disposal takes its environmental stewardship responsibilities very seriously. Our employees, our neighbors and our families live in the communities we service. We believe it is our primary job to ensure that these communities are clean, safe and healthy for many years to come. Our Operations We operate 90 collection facilities, 72 transfer stations, 39 MSW and C&D landfills, 21 material recycling facilities and 16 landfill gas-to-energy facilities. Our operations are focused in 16 states including: Alabama, Florida, Georgia, Illinois, Indiana, Kentucky, Louisiana, Maryland, Michigan, Minnesota, Missouri, North Carolina, Pennsylvania, South Carolina, Tennessee, Wisconsin and the Bahamas. Today, through the dedication of more than 5,400 employees, Advanced Disposal has a fleet of more than 3,100 vehicles running routes on a daily basis. We service more than 2.5 million residential customers including more than 800 exclusive city and county contracts. Solid Waste Collection Services for the City of Yorkville THE AMERICAN INSTITUTE OF ARCHITECTS AIA Document A310 Bid Bond KNOW ALL MEN BY THESE PRESENTS, THAT WE Advanced Disposal Services Solid Waste Midwest,LLC 1660 Hubbard Avenue, Batavia, IL 60510 as Principal, hereinafter called the Principal, and RLI Insurance Company 9025 N. Lindbergh Drive, Peoria. IL 61615 a corporation duly organized under the laws of the State of IL as Surety, hereinafter called the Surety, are held and firmly bound unto City of Yorkville 800 Game Farm Road, Yorkville, IL 60560 as Obligee, hereinafter called the Obligee, in the sum of Five Thousand Dollars and 001100 Dollars($ $5,000 ), for the payment of which sum well and truly to be made, the said Principal and the said Surety, bind ourselves, our heirs, executors,administrators, successors and assigns,jointly and severally,firmly by these presents. WHEREAS,the Principal has submitted a bid for Solid Waste Collection Services NOW, THEREFORE, if the Obligee shall accept the bid of the Principal and the Principal shall enter into a Contract with the Obligee in accordance with the terms of such bid, and give such bond or bonds as may be specified in the bidding or Contract Documents with good and sufficient surety for the faithful performance of such Contract and for the prompt payment of labor and materials furnished in the prosecution thereof, or in the event of the failure of the Principal to enter such Contract and give such bond or bonds, if the Principal shall pay to the Obligee the difference not to exceed the penalty hereof between the amount specified in said bid and such larger amount for which the Obligee may in good faith contract with another party to perform the Worts covered by said bid, then this obligation shall be null and void, otherwise to remain in full force and effect. Signed and sealed this 3rd day of November 2016 Advanced Disposal Services Solid Waste Midwest, LLC "not 1) (S"I)) (Miness) j}f JOHN .c t(�rae).� RLI Insurance Company V"' = 'God ►Ata+ -.- _ (SuIaty) {Seal) Autumn Schneider (Iffitness) tINo��''��c Ano ey n Fact Janice Fennell (Tile) AIA DOCUMENT A310•BID BOND•AIA rr FEBRUARY 1970 ED.•THE AMERICAN INSTITUTE OF ARCHITECTS,1735 N.Y.AVE.,N.W.,WASHINGTON,D.C.20006 i RU Surety POWER OF ATTORNEY 902 9025 N.Lindbergh Dr.�Peoria,IL 61615 Phone:(800)645-2402 Fax:(309)689-2036 RLI Insurance Company www.riicorp.com Know All Men by These Presents: That this Power of Attorney is not valid or in effect unless attached to the bond which it authorizes executed, but may be detached by the approving officer if desired. I That RLI Insurance Company,an Illinois corporation,does hereby make,constitute and appoint: Janice Fennell,WgbAW C. o5e.Jeremy C.Rose.Kerinn Smith.Aiza Lopez.Aimee R.Perondine.Stacy Rivera.Jennifer M.Garten. Joshua Sanford,jointly or severally in the City of Knoxville State of Tennessee its true and lawful Agent and Attorney in Fact, with full power and authority hereby conferred, to sign, execute, acknowledge and deliver for and on its behalf as Surety, the following described bond. Any and all bonds provided the bond penalty does not exceed Twenty Five Million Dollars($25,000,000.00). The acknowledgment and execution of such bond by the said Attorney in Fact shall be as binding upon this Company as if such bond had been executed and acknowledged by the regularly elected officers of this Company. The RLI Insurance Company further certifies that the following is a true and exact copy of the Resolution adopted by the Board of Directors of RLI Insurance Company,and now in force to-wit: "All bonds,policies,undertakings,Powers of Attorney or other obligations of the corporation shall be executed in the corporate name of the Company by the President,Secretary,any Assistant Secretary,Treasurer,or any Vice President,or by such other officers as the Board If Directors may authorize. The President, any Vice President, Secretary, any Assistant Secretary, or the Treasurer may appoint Attorneys in Fact or Agents who shall have authority to issue bonds,policies or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds,policies,undertakings,Powers of Attorney or other obligations of the corporation. The signature of any such officer and the corporate seal may be printed by facsimile." IN WITNESS WHEREOF, the RLI Insurance Company has caused these presents to be executed by its Vice President with its corporate seal affixed this 2nd day of August 2016 RLI Insurance Company Zee B // All. .X l SEAL.i y ' Barton W.Davis Vice President State of Illinois } SS County of Peoria )) CERTIFICATE On this 2nd day of August 2016 before me,a Notary Public, I, the undersigned officer of RLI Insurance Company, a stock personally appeared Barton W. Davis who being by me duly sworn, corporation of the State of Illinois,do hereby certify that the attached acknowledged that he signed the above Power of Attorney as the aforesaid Power of Attorney is in full force and effect and is irrevocable; and officer of the RLI Insurance Company and acknowledged said instrument to furthermore, that the Resolution of the Company as set forth in the be the voluntary act and deed of said corporation. Power of Attorney, is now in force. In testimony whereof, I have here to et my h' d and the seal f e RLI Insurance Company thismday ofOYlmhcr , By: fs>.�.� Jacque ' e M.Bockler Notary Public RLI Insurance Company "OFFICIAL SEAL" � norAHr vus1Muc JACQUELINE M. BOCKLER By: ff ` COMMISSION EXPIRES 01114/18 Barton W.Davis Vice President 11Lt 0133278020212 A0058514 RLI RLI Insurance Company I Commercial Surety Division 2475 Northwinds Park%-ay,suite 300 1 Alpharetta,GA 30004 Phone:770-754-0100 i Fax 770-576-3474 ,w w w. r I c r p . c 0 'M November 3,20I6 City of Yorkville 800 Game Farm Road Yorkville,IL 60560 RE: Solid Waste Collection Services To Whom It May Concern: This is to advise you that RLI Insurance Company,("RLI"),provides suretyship on behalf of Advanced Disposal Services Solid Waste Midwest,LLC.RLI is licensed in all fifty states,A+(superior)rated by A.M.Best,Class XI,and US.Department of Treasury listed. It is the intent of RLI Insurance Company to provide the required performance and payment bonds. It is understood that any arrangement for a performance and/or payment bond is a matter between Advanced Disposal Services Solid Waste Midwest, LLC and RLI, as Surety, and will be subject to RLI's standard underwriting conditions at the time of any performance and/or payment bond request We value our relationship with Advanced Disposal Services Solid Waste Midwest,LLC and have the utmost confidence in their ability. If you have any questions or need any further assistance,please feel free to contact our office at (86S-588-8101) and ask for the individual listed below. Thank you. RLI Insurance Company j, Fennell,Attorney-in-Fact i =v n 1`IONia-t 1,ve ® RLI Surety POWER OF ATTORNEY RL' 9025 N.Lindbergh Dr,I Peoria,IL 61615 Phone:(800)645-24021 Fax:(309)689-2036 RLI Insurance Company www.rlicorp.com Know All Men by These Presents.- That resents:That this Power of Attorney is not valid or in effect unless attached to the bond which it authorizes executed, but may be detached by the approving officer if desired. That RLI Insurance Company,an Illinois corporation,does hereby make,constitute and appoint: Janice Fennell Richard C Rose Jeremy C Rose Keri Ann Smith Aiza LoRezZ,Aimee R Perondine„Stacy Rivera Jennifer M Garten Joshua Sanford.iointly or scvgmlly in the City of Knoxville , State of Tennessee its true and lawful Agent and Attorney in Fact, with full power and authority hereby conferred, to sign, execute, acknowledge and deliver for and on its behalf as Surety, the following described bond. Any and all bonds provided the bond penalty does not exceed Twenty Five Million Dollars($25,000,000.00). The acknowledgment and execution of such bond by the said Attorney in Fact shall be as binding upon this Company as if such bond had been executed and acknowledged by the regularly elected officers of this Company. The RLI Insurance Company further certifies that the following is a true and exact copy of the Resolution adopted by the Board of Directors of RLI Insurance Company,and now in force to-wit: "All bonds,policies,undertakings,Powers of Attorney or other obligations of the corporation shall be executed in the corporate name of the Company by the President,Secretary,any Assistant Secretary,Treasurer,or any Vice President,or by such other officers as the Board If Directors may authorize. The President, any Vice President, Secretary, any Assistant Secretary, or the Treasurer may appoint Attorneys in Fact or Agents who shall have authority to issue bonds,policies or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds,policies,undertakings,Powers of Attorney or other obligations of the corporation. The signature of any such officer and the corporate seal may be printed by facsimile." IN WITNESS WHEREOF, the RLI Insurance Company has caused these presents to be executed by its Vice President with its corporate seal affixed this 2nd day of August 2016 1,w, c,r RLI Insurance Company , 4►?! c0 SEAL I�. Barton W.Davis Vice President State of Illinois L I N pt°�,** SS County of Peoria CERTIFICATE On this 2nd day of August 2016 ,before me,a Notary Public, I, the undersigned officer of RLI Insurance Company, a stock personally appeared Barton W. Davis , who being by me duly sworn, corporation of the State of Illinois,do hereby certify that the attached acknowledged that he signed the above Power of Attorney as the aforesaid Power of Attorney is in full force and effect and is irrevocable; and officer of the RLI Insurance Company and acknowledged said instrument to furthermore, that the Resolution of the Company as set forth in the be the voluntary act and deed of said corporation. Power of Attorney, is now in force. In testimony whereof, I have hereunto Set my1d and he seal f e RLI Insurance Company this t13A day of yi 1', to By: > , Jacque' c M.Bockler Notary Nublic RLI Insurance Company "OFFICIAL SEAL" evyfy k1.�� FU`�Y r , >ur�r`a JACQUELINE M.BOCKLER By COMMISSION EXPIRES Dt/74!18 Barton W.Davis .� Vice President 4133278020212 A0058514 Advanced Disposal : D ADSWAST-01 MCKEAGEJE A�O�RO` CERTIFICATE OF LIABILITY INSURANCE °A'9/17712712001616 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the policy(les)must be endorsed. H SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this cerlificats does not confer rights to the certificate holder In lieu of such endorsement(s) PRODUCER ... CONTACT Wi NAME: llis Towers Watson Certificate Center Willa of Virginia,Inc. PHONE FA% clo 26 Century Blvd (AM,Nq E.,(877)946.7378 (Arc Not:(888)467-2378 P.O.Bon 305191 E-MAIL r: certificates(�willis.com Nashville.TN 37'230.5191 ADORE$ INSURERS)AFFORDING COVERAGE MAIC e INSURER A:Arch Insurance Company 11150 INSURED INSURER a:Allied World National Assurance Company 10690 Advanced Disposal Services,Inc. INSURER c:Illinois Union Insurance Company 27960 (See Attached List of Named Insureds) - - 90 Fort Wade Rd, INSURER D Ponte Vedra,FL 32081 INSURER E INSURER F: . COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POUCY PERIOD INDICATED NOTWI FHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR ADOL SUBR POLICY EFF POLICY ESP LTN TYPE OF INSURANCE ,NSD WVD POLICY NUMBEN IM.MIDSYYYYY)(Mxk"O YYI LIMITS A X COMMERCIAL GENERAL LIABILITY —`f EACH OCCURRENCE 2,000,OQO CLAINIS•NIADE X OCCUR 31GPP4985403 11!20!2016 11120120161 DAMAGE TO RENTED 1,000,000, 1 PREMISES(Enner„rrmce) MED EXP(A.Y G+Ie wE ,,) b j PERSONAL S ADV INJURY i 2,000,0001 G EN'L AG GREGATE LIMIT APPLIES PER GENERAL A{3rIREt*ATE 5 2,000,000, POLICY PRO- JECT LOC PRODUCTS-COMPYOP AGO w 2,000,00Q; OTHER fi I AUTOMOBILE LIABILITY — GOI�IIr' SfFtiuE LIMI��S 5,000,000 (Ea accidaNl A X ANY AUTO 31CAD4985503 11/2012015 11/2012016 BODILY INJURY(P¢r.,w) c AALL UTOS TOWNED I SCTHOESULED ) BODILY INJURY(Per—dem S NON-OWNED PROPERTY DAMAGE HIRED AUTOS AUTOS (Peramdenti 5 )( UMBRELLALIAR X OCCUR EACH OCCURRENCE S 1S,OO B EXCESS LIAB CLAM&M ACE 03098718 11120!2016 11/2012016 AGr,REc;E,TE s 15,000,OQO DEO X RETENTIONS 10,000 S WORKERS COMPENSATION X ;E TUTE FRNTH AND EMPLOYERS'LIABILITY A ANY PROPRIETORIPARTNE/EXECI-IT VE YIN 31WC14985303 11/20/2015 11120/2016 E L EACH ACCIDENT S 11000,000 OFFICERIMEMDER EXCLUOE01 NIA --- --- - (Mandatu,y h,NUI E L DISEASE EA FMP(OYFF S 1,000,000. II�'s,.desn�be urger DESCRIPTK)N OF OPERA(IDN:NI" E l DISEASE-f*DI-ICY LIMIT S 11000,000 C Pollution Liability PPL027060066002 11/20/2015 1112012018 Aggregate/Oocurrence 25,000000. A Business Auto 31CAB05023D3 11/2012015 11/2012016 See Attached DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,AddlUoml Remarks schedule,may be attached K more space Is required) THIS CERTIFICATE VOIDS AND REPLACES THE PREVIOUSLY ISSUED CERTIFICATE DATED:9126/2016 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZEDD REPRESENTATIVE For IntormatiOnal Purposes Only f Y 01988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD Solid Waste Collection Services for the City of Yorkville Advanced Disposal ADDITIONAL COVERAGE SCHEDULE COVERAGE _ - LIMITS POLICY TYPE:Automobile Liability Automobile Liability -Any Auto CARRIER:Arch Insurance Company Combined Single Limit-$4,000,000 POLICY TERM:11@012016-11120/2016 SIR-$1,000,000 POLICY NUMBER:31CAS0602303 Solid Waste Collection Services for the City of Yorkville I Advanced Disposal .` Named insured: Advanced Disposal Services Oak Ridge Landfill,Inc. Advanced Disposal Services,Inc. Advanced Disposal Services Orchard Hills Landfill,Inc, Advanced Disposal Waste Holdings Corp. Advanced Disposal Services Pasco County,LLC Advanced Disposal Services South,LLC Advanced Disposal Services Pecan Row Land fill,LLC HWStar Holdings Corp, Advanced Disposal Services Pontiac Landfill,Inc. Advanced Disposal Services East,Inc. Advanced Disposal Services Prattville C&D Landfill,LLC Advanced Disposal Services Midwest,LLC Advanced Disposal Services Renewable Energy,LLC Advanced Disposal Recycling Services Affanta,LLC ADS Renewable Energy—Eagle Point,LLC Advanced Disposal Recycling Services Gulf Coast,LLC ADS Renewable Energy—Stones Throw,LLC Advanced Disposal Services Alabama CATS,LLC ADS Renewable Energy—Wolf Creek,LLC Advanced Disposal Services Alabama EATS,LLC Advanced Disposal Services Rogers Lake,LLC Advanced Disposal Services Alabama Holdings,LLC Advanced Disposal Services Rolling Hills Landfill,Inc. Advanced Disposal Services Alabama,LLC Advanced Disposal Services Selma Transfer Station,LLC Advanced Disposal Services Arbor Hills Landfill,Inc. Advanced Disposal Services Seven Mile Creek Landfill,LLC Advanced Disposal Services Atlanta,LLC Advanced Disposal Services Smyrna Transfer Station,LLC Advanced Disposal Services Augusta,LLC Advanced Disposal Services Solid Waste Leasing Corp. Advanced Disposal Services Biloxi MRF,LLC Advanced Disposal Services Solid Waste Midwest,LLC Advanced Disposal Services Birmingham,Inc. ADS Solid Waste of NJ,Inc. Advanced Disposal Services Blackfoot Landfill,Inc. Advanced Disposal Services Western PA,Inc. Advanced Disposal Services Blue Ridge Landfill,Inc. Advanced Disposal Services South Carolina,LLC Advanced Disposal Services Carolinas,LLC Advanced Disposal Services Star Ridge Landfill,Inc. Advanced Disposal Services Cedar Hili Landfill,Inc. Advanced Disposal Services Stateline,LLC Advanced Disposal Services Solid Waste Southeast,Inc. Advanced Disposal Services Sumner Landfill,Inc. Advanced Disposal Services Central Florida,LLC Advanced Disposal Services Taylor County Landfill,LLC Advanced Disposal Services Chestnut Valley Landfill,LLC Advanced Disposal Services Tennessee Holdings,Inc. Advanced Disposal Services Cobb County Recycling Facility, Advanced Disposal Services Tennessee,LLC LLC Advanced Disposal Services Valley Meadows Landfill,LLC Advanced Disposal Services Cobb County Transfer Station,LLC Advanced Disposal Services Valley View Landfill,Inc. Advanced Disposal Services Cranberry Creek Landfill,LLC Advanced Disposal Services Vasko Rubbish Removal,Inc. Advanced Disposal Services Cypress Acres Landfill,Inc. Advanced Disposal Services Vasko Solid Waste,inc. Advanced Disposal Services Eagle Bluff Landfill,Inc. Advanced Disposal Services Wayne County Landfill,Inc. Advanced Disposal Services Emerald Park Landfill,LLC Advanced Disposal Services Zion Landfill,Inc, Advanced Disposal Services Evergreen Landfill,Inc. Baton Rouge Renewable Energy,LLC Advanced Disposal Services Glacier Ridge Landfill,LLC Burlington Transfer Station,Inc. Advanced Disposal Services Greentree Landfill,LLC Cartersville Transfer Station,LLC Advanced Disposal Services Gwinnett Transfer Station,LLC Caruthers Mill C&D Landfill,LLC Advanced Disposal Services Gulf Coast,LLC Champion Transfer Station,LLC Advanced Disposal Services Hancock County,LLC Diller Transfer Station,LLC Advanced Disposal Services Hickory Meadows Landfill,LLC Community Refuse Service,LLC Advanced Disposal Services Hoosier Landfill,Inc. Doraville Transfer Station,LLC Advanced Disposal Services Jackson,LLC Eagle Point Landfill,LLC Advanced Disposal Services Jacksonville,LLC Eco-Safe Systems,LLC Advanced Disposal Services Jones Road,LLC Hall County Transfer Station,LLC Advanced Disposal Services Eastern PA,Inc. Harmony Landfill,LP Advanced Disposal Services Lancaster Landfill,LLC Highstar Royal Oaks I,Inc. Advanced Disposal Services Lfthonia Transfer Station,LLC Highstar Royal Oaks ll,Inc. Advanced Disposal Services Macon,LLC Hinkle Transfer Station,LLC Advanced Disposal Services Magnolia Ridge Landfill,LLC IWStar Waste Holdings Corp. Advanced Disposal Services Mallard Ridge Landfill,Inc. Jones Road Landfill and Recycling,Ltd Advanced Disposal Services Maple Hill Landfill,Inc. Land and Gas Reclamation,Inc. Advanced Disposal Services Middle Georgia,LLC Landsouth,Inc. Advanced Disposal Services Milledgeville Transfer Station,LLC Moretown Landfill,Inc. Advanced Disposal Services Mississippi,LLC Mostoller Landfill,LLC Advanced Disposal Services Mississippi Holdings,Inc. Nassau County Landfill,LLC Advanced Disposal Services Mobile Transfer Station,LLC NEWS North East Holdings,Inc. Advanced Disposal Services Morehead Landfill,Inc. NEWS MA Holdings,Inc. Advanced Disposal Services North Alabama Landfill,LLC NEWS Mid-Atlantic Holdings,Inc. Advanced Disposal Services North Georgia,LLC NEWStar Waste Holdings Corp. (46 0A Solid Waste Collection Services for the City of Yorkville Advanced Dl North East Waste Services,Inc. Old Kings Road,LLC Old Kings Road Solid Waste,LLC Parker Sanitation Il,Inc. Pasco Lakes Inc. PDC Disposal Co.,Inc. St.Johnsbury Transfer Station,Inc. Advanced Disposal Services Somerset,Inc South Hadley Landfill,LLC South Suburban,LLC SSI Southland Holdings,Inc. Stone's Throw Landfill,LLC Summit,Inc. Superior Waste Services of New York City,Inc. Tallassee Waste Disposal Center,Inc. Turkey Trot Landfill,LLC Vermont Hauling,Inc. Waltsffeld Transfer Station,Inc. W8LF Acquisition Company,LLC Welcome All Transfer Station,LLC Western Maryland Waste Systems,LLC Wolf Creek Landfill,LLC WSI Medical Waste Systems,Inc. WSI of New York,Inc. WSI Sandy Run Landfill,LLC Advanced Disposal Services National Accounts,Inc. Advanced Disposal Services National Accounts Holdings,Inc. F.D.S.Disposal II,LLC i North East Waste Transport,Inc. i Solid Waste Collection Services for the City of Yorkville Advanced Disposal �u R. January 28,2016 To Whom It May Concern: For the policy period 11/20/2015—11/2012016,Advanced Disposal Services, Inc.and all of its entities self-insure medical payments coverage.Should you have any questions,please contact the Risk Management Specialist listed below: Charity Douglas (904)493-7281 charfty.douglas@advanceddisposal.com Sincerely, Marti Dickman Vice President, Risk Management 90 Fort Wade Rd.,Suite 240 Ponte Vedra,Fl 32081 Tel(904)737-7900 Fax(904)636-0699 AdvancedDisposai.com i Solid Waste Collection Services for the City of Yorkville lid— M Advanced Disposal Advanced OlWposal January 28, 2016 To Whom It May Concern: For the policy period 11/20/2015—11/20/2016,Advanced Disposal Services, Inc. and all of its entities are self-insured for physical damage of vehicles.Should you have any questions,please contact the Risk Management Specialist listed below: Charity Douglas (904)483-7281 charity.douglas@advanceddisposal.com Sincerely, '{`fib��-, t6 m n Marti Dickman Vice President, Risk Management i 90 Fort Wade Rd.,Suite 200 Ponte vedra,Ft.32081 Tel(944)737-7900 Fax(904)636-0699 AdvancedDisposal.com Solid Waste Collection Services for the City of Yorkville Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON,D.C.20549 FORM 10-K (Mark One) * ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OFTHE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31,2015 OR ❑ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file no:333-191109 Advanced Disposal Services, Inc. (Exact name of registrant as specified in its charter) Delaware 90-0875845 (State or other jurisdiction of (IRS Employer incorporation) Identification No.) 90 Fort Wade Road Ponte Vedra,Florida 32081 (Address of principal executive offices)(Zip Code) Registrant's telephone number,including area code:(904)737-7900 Securities registered pursuant to Section 12(b)of the Act:None Securities registered pursuant to Section 12(g)of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act. Yes ❑ No 19 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Exchange Act. Yes 9 No ❑ Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period(hat the registrant was required to file such reports),and(2)has been subject to such filing requirements for the past 90 days. Yes ❑ No D Note:While the Registrant is a voluntary filer not subject to the requirements of Section 13 or 15(d)of the Securities Exchange Act of 1934(the"Exchange Act"),the Registrant has filed all required reports to be filed by Section 13 or 15(d)of the Exchange Act during the preceding 12 months. Indicate by check whether the registrant has submitted electronically and posted on its corporate web site,if any,every Interactive Data File required to be submitted and posted pursuant to Rule 405 ot'Regulation S-T(§232.405 of this chapter)during the preceding 12 months(or for such shorter period that the registrant was required to submit and post such files). Yes 19 No ❑ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K(§229.405 of this chapter)is not contained herein,and will not be contained,to the best of registrant's knowledge,in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ❑O Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,or a smaller reporting company.See the definitions of"large accelerated filer,""accelerated filer"and"smaller reporting company"in Rule 12b-2 of the Exchange Act.(Check one): Large accelerated filer ❑ Accelerated filer ❑ Non-accelerated filer IN (Do not check if a smaller reporting company) Smaller reporting company ❑ Indicate by check mark whether the registrant is a shell company(us defined in Rule 12b-2 of the Exchange Act). Yes ❑ No x❑ The number of shares of Common Stock,$0.01 par value,of the registrant outstanding at March 4,2016 was 1,000 shares. Documents Incorporated by Reference: None Table of Contents PART I DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS This report contains forward-looking statements within the meaning of the U.S.federal securities laws.All statements other than statements of historical facts in this document,including,without limitation,those regarding our business strategy, financial position,results of operations,plans,prospects and objectives of management for future operations(including development plans and objectives relating to our activities),are forward-looking statements.Many,but not all,of these statements can be found by looking for words like"expect,""anticipate,""goal,""project,""plan,""believe,""seek,""will," "may,""forecast,""estimate,""intend"and"future"and similar words. Statements that address activities,events or developments that we intend,expect or believe may occur in the future are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933,as amended,and section 21E of the Securities&Exchange of 1934,as amended. Forward-looking statements do not guarantee future performance and may involve risks,uncertainties and other factors which could cause our actual results,performance or achievements to differ materially from the future results,performance or achievements expressed or implied in those forward-looking statements. Examples of these risks,uncertainties and other factors include,but are not limited to: • risks relating to our history of losses; • risks relating to operating in a highly competitive industry and the inability to compete effectively with larger and better capitalized companies and governmental service providers; • risks relating to results being vulnerable to economic conditions; • risks that we may lose contracts through competitive bidding,early termination or governmental action; • risks that some of our customers,including governmental entities,have suffered financial difficulties affecting their credit risk,which could negatively impact our operating results; • risks that our financial and operating performance may be affected by the inability in some instances to renew landfill operating permits,obtain new landfills or expand existing ones; • risks that the cost of operation and/or future construction of our existing landfills may become economically unfeasible causing us to abandon or cease operations; » risks that we could be precluded from entering into or maintaining permits or certain contracts if we are unable to obtain sufficient third-party financial assurance or adequate insurance coverage; • risks that our accruals for our landfill site closure and post-closure costs may be inadequate; • risks that our business requires a high level of capital expenditures; • risks relating to our acquisitions,including our ability to integrate acquired businesses,or that the acquired businesses will have unexpected risks or liabilities; • risks relating to the seasonal nature of our business and"event-driven"waste projects that could cause our results to fluctuate; • risks that we may be subject in the normal course of business to judicial,administrative or other third-party proceedings that could interrupt or limit our operations,result in adverse judgments,settlements or fines and 1 create negative publicity; ` kt • risks relating to fuel supply and prices that may fluctuate significantly and that we may not be able to pass on -.� t� cost increases to our customers or effectively hedge such costs; • risks relating to fluctuations in the prices of commodities; 3 Table of Contents ITEM 1.BUSINESS (All dollar amounts are presented in millions,unless otherwise noted) Advanced Disposal Services,Inc.(formerly"ADS Waste Holdings Inc."hereafter referred to as the"Company")is a leading integrated provider of non-hazardous solid waste collection,transfer,recycling and disposal services operating primarily in secondary markets or under exclusive arrangements.We have a presence in 17 states across the Midwest,South and East regions of the United States as well as in the Commonwealth of the Bahamas,serving approximately 2.8 million residential and 202,000 commercial and industrial("C&I")customers through our extensive network of 93 collection operations,76 transfer stations,21 owned or operated recycling facilities and 39 owned or operated landfills. Our headquarters are located in Ponte Vedra,Florida. Our Strategy We seek to drive financial performance in markets in which we own or operate a landfill or in certain disposal-neutral markets, where the landfill is owned by our municipal customer. In markets in which we own or operate a landfill,we aim to create and maintain vertically integrated operations through which we manage a majority of our customers'waste from the point of collection through the point of disposal,a process we refer to as internalization. By internalizing a majority of the waste in these markets,we are able to deliver high quality customer service while also ensuring a stable revenue stream and maximizing profitability and cash flow from operations. In disposal-neutral markets,we focus selectively on opportunities where we can negotiate exclusive arrangements with our municipal customers,facilitating highly-efficient and profitable collection operations with lower capital requirements. Geographically,we focus our business principally in secondary,or less densely populated non-urban,markets where the presence of large national providers is generally more limited.We also compete selectively in primary,or densely populated urban,markets where we can capitalize on opportunities for vertical integration through our high-quality transfer and disposal infrastructure and where we can benefit from highly-efficient collection route density. Operations Our vertically integrated environmental services operations can be broadly classified into three lines of business: (i)collection services; (ii)disposal services,which include transfer stations and landfills;and(iii)recycling services.The solid waste management business is locally executed where the geographic footprint,density of collection routes,degree of vertical integration,and regional demographic trends drive success.We serve both primary(densely populated)and secondary(less populated)markets.While primary markets typically offer highly efficient route densities,secondary markets provide other important advantages,such as less competition,greater opportunities to gain market share through new business and consolidation,and generally higher and more stable pricing. Our operations are managed through three regional offices located in the South,Midwest and East regions of the United States. Each of the regions has a diversified portfolio of collection,transfer,landfill and recycling operations.The collection,transfer, landfill,and recycling operations within each of these operating regions are supervised by regional vice presidents with extensive experience in growing,operating and managing solid waste management companies within their local markets. Each regional vice president works with and supervises several district and general managers who manage facilities and operations. The services we provide include non-hazardous solid waste collection,transfer,recycling and disposal services for residential, commercial and industrial customers,as described below.The following table shows revenues contributed by these services for each of the three years presented: Year ended December 31, 2015 2014 2013 Collection $ 971.4 69.6% $ 950.8 67.8 % $ 897.3 68.0 % Disposal 499.0 35.7 % 492.8 35.1 % 453.8 34.4 % Sale of recyclables 24.8 1.8 % 33.5 2.4% 35.9 2.7 % Fuel fees and environmental fees 85.8 6.1 % 92.8 6.6 % 81.5 6.2 % Other 82.2 5.9 % 95.5 6.8% 95.2 7.2 % t Intercompany eliminations (266.8) (19.1)% (262.4) (18.7)% (244.6) (18.5)% 6 Total $ 1,396.4 100.0 % $ 1,403.0 100.0% $ 1,319.1 100.0 % 5 Table of Contents likelihood of obtaining an expansion.To satisfy future disposal demand,we are currently seeking to expand permitted capacity at certain of our landfills. However,we cannot assure you that all proposed or future expansions will be permitted as designed. We also have responsibility for 3 C&D and 2 MSW closed landfills,for which we have associated closure and post-closure obligations. As part of our vertically integrated solid waste disposal services,we operate 76 transfer stations.Transfer stations receive, consolidate and transfer solid waste to landfills and recycling facilities.Transfer stations enable us to: • increase the operational reach of our landfill operations; • increase the volume of revenue-generating disposal at our landfills; • achieve greater leverage in negotiating more favorable disposal rates at landfills that we do not operate; • improve efficiency of collection,personnel and equipment;and • build relationships with municipalities and other operators that deliver waste to our transfer stations,leading to additional growth and acquisition opportunities, Revenue at transfer stations is primarily generated by charging tipping or disposal fees.Our collection operations deposit waste at these transfer stations,as do other private and municipal haulers,for compaction and transfer to disposal sites or material recycling facilities("MRFs").Transfer stations provide collection operations with a cost-effective means to consolidate waste and reduce transportation costs while providing our landfill sites with an additional"gate"to extend the geographic reach of a particular landfill site with the goal of increased internalization. Recycling Services We are focused on opportunistically developing our base of recycling facilities.There has been a growing interest in recycling, which is driven by public and private markets that are placing environmental stewardship as a top priority.This is evidenced by requests for proposals that incorporate alternate methods to manage the collection,processing and disposal of waste.Despite this growing interest,revenue from recyclables has decreased since 2013 primarily due to the decline in average commodity prices. We have a network of 21 recycling facilities that we manage or operate.These facilities generate revenue through the collection,processing and sale of old corrugated cardboard,old newspaper,mixed paper,aluminum,glass and other materials. These recyclable materials are internally collected by our residential and industrial collection operations as well as third-party haulers. Fuel and Environmental Fees The amounts charged for collection,disposal,transfer,and recycling services may include fuel fees and environmental fees. Fuel fees and environmental fees are not designed to be specific to the direct costs to service an individual customer's account, but rather are designed to help recover changes in our overall cost structure and to achieve an acceptable operating margin. Other Services Other revenue is comprised of ancillary revenue-generating activities,such as landfill gas-to-energy operations at MSW landfills,management of third-party owned landfills,customer service charges relating to overdue payments and customer administrative fees relating to customers who request paper copies of invoices rather than opting for electronic invoices,and broker revenue(which we divested in 2015). Customers We provide services to a broad base of commercial,industrial,municipal and residential customers.No single customer individually accounted for more than 2%of our consolidated revenue in 2015. Competition Although we operate in a highly competitive industry,entry into our business and the ability to operate profitably require substantial amounts of capital and managerial experience.Competition in the non-hazardous solid waste industry comes from a few large,national publicly owned companies, several regional publicly and privately owned solid waste companies,and thousands of small privately owned companies. In any given market,competitors may have larger operations and greater resources. In addition to national and regional firms and numerous local companies,we compete with municipalities that maintain waste collection or disposal operations.These municipalities may have financial advantages due to the availability of tax revenue and tax-exempt financing. 7 Table of Contents means for addressing such releases is to impose strict liability for cleanup of certain contaminated or disposal sites upon current and former site owners and operators,generators of the hazardous substances at the site and transporters who selected the disposal site and transported substances thereto. Liability under CERCLA is strict,joint and several and not dependent on the intentional release of hazardous substances; it can be based upon the release or threatened release,even as a result of lawful, unintentional and non-negligent action,of hazardous substances as the term is defined by CERCLA and other applicable statutes and regulations.The EPA may issue orders requiring responsible parties to perform response actions at sites,or the EPA may seek recovery of funds expended or to be expended in the future at sites. Liability may include contribution for cleanup costs incurred by a defendant in a CERCLA civil action or by an entity that has previously resolved its liability to federal or state regulators in an administrative or judicially-approved settlement.Liability under CERCLA could also include obligations to a potentially responsible party that voluntarily expends site clean-up costs. Further,liability for damage to publicly-owned natural resources may also be imposed.We are subject to potential liability under CERCLA as an owner or operator of facilities at which hazardous substances have been disposed and as an arranger,generator or transporter of hazardous substances disposed of at other locations. The Federal Water Pollution Control Act of 1972,as amended,known as the Clean Water Act,regulates the discharge of pollutants into streams,rivers,groundwater,or other surface waters from a variety of sources,including solid and hazardous waste disposal sites.If run-off from our operations may be discharged into surface waters,the Clean Water Act requires us to apply for and obtain discharge permits,conduct sampling and monitoring,and,under certain circumstances,reduce the quantity Of pollutants in those discharges.In 1990,the EPA issued additional standards for management of storm water runoff that require landfills and other waste-handling facilities to obtain storm water discharge permits. In addition,if a landfill or other facility discharges wastewater through a sewage systetn to a publicly-owned treatment works,the facility must comply with discharge limits imposed by the treatment works.Also,before the development or expansion of a landfill can alter or affect wetlands,a permit may have to be obtained providing for mitigation or replacement wetlands.The Clean Water Act provides for civil,criminal and administrative penalties for violations of its provisions. The Clean Air Act provides for increased federal,state and local regulation of the emission of air pollutants. Certain of our operations are subject to the requirements of the Clean Air Act,including large MSW landfills and landfill gas-to-energy facilities.In 1996 the EPA issued new source performance standards("NSPS")and emission guidelines("EG")controlling landfill gases from new and existing large landfills. In January 2003,the EPA issued Maximum Achievable Control Technology ("MACT")standards for MSW landfills subject to the NSPS.These regulations impose limits on air emissions from large MSW landfills,subject most of our large MSW landfills to certain operating permit requirements under Title V of the Clean Air Act and,in many instances,require installation of landfill gas collection and control systems to control emissions or to treat and utilize landfill gas on-or off-site.The EPA entered into a settlement agreement with the Environmental Defense Fund to evaluate the 1996 NSPS for new landfills as required by the Clean Air Act every eight years and revise them if deemed necessary.The EPA initially published a proposed landfill NSPS rile July 17,2014.The new NSPS would apply to new or modified landfills,and impose requirements on independent operators of landfill gas and renewable natural gas facilities.On August 14,2015,as part of the Obama Administration's Climate Action Plan-Strategy to Reduce Methane Emissions,the EPA issued a supplemental NSPS proposal for reducing emissions from new and modified landfills and, in a separate action,the EPA proposed updates to its 1996 Emission Guidelines for existing MSW landfills that would further reduce methane emissions. If implemented,these regulations would also require both new,modified and existing landfills to install pollution controls if nonmethane organic compounds emissions of landfill gas exceed 34 metric tons per year;closed landfills under the rule would remain subject to the current threshold of 50 metric tons per year.When the EPA issues the final NSPS rule,we will re-assess the capital and operating cost impact to our operations.If the EPA were to adopt more stringent requirements,capital expenditures and operating costs would increase.However,we do not believe that the regulatory changes would have a material adverse impact on our business as a whole. In 2010,the EPA issued the Prevention of Significant Deterioration("PSD")and Title V Green House Gases("GHG")Tailoring Rule,which expanded the EPA's federal air permitting authority to include the six GHGs,including methane and carbon dioxide.The rule sets new thresholds for GHG emissions that define when Clean Air Act permits are required.The requirements of these rules have not significantly affected our operations or cash flows,due to the tailored thresholds and exclusions of certain emissions from regulation. In June 2013,the U.S. Supreme Court issued a decision that significantly limited the applicability and scope of EPA permitting requirements for GHGs from stationary sources,concluding that the EPA may not treat GHGs as an air pollutant for purposes of determining whether a source is required to obtain a PSD or Title V permit,although the court also concluded that the EPA can continue to require that PSD permits,which are otherwise required based on emissions of conventional pollutants,contain limitations on GHG emissions based on Best Available Control Technology. In May 2015,the D.C. Circuit upheld the EPA's authority to continue regulating GHG emissions at sources already subject to Title V permitting requirements for other pollutants. In November 2014,the EPA issued a policy memorandum advising that it intends to propose exempting biogenic 9 Table of Contents obligations as well as disclosure and procedural requirements.Various standards for notices of hazards,safety in excavation and demolition work and the handling of asbestos,may apply to our operations.The Department of Transportation and OSHA, along with other federal agencies,have jurisdiction over certain aspects of hazardous materials and hazardous waste,including safety,movement and disposal. Various state and local agencies with jurisdiction over disposal of hazardous waste may seek to regulate movement of hazardous materials in areas not otherwise preempted by federal law. State and Local Regulation Each state in which we operate has its own laws and regulations governing solid waste disposal,water and air pollution,and, in most cases,releases and cleanup of hazardous substances and liabilities for such matters. States also have adopted regulations governing the design,operation,maintenance and closure of landfills and transfer stations. Some counties,municipalities and other local governments have adopted similar laws and regulations. In addition,our operations may be affected by the trend in many states toward requiring solid waste reduction and recycling programs. For example,several states have enacted laws that require counties or municipalities to adopt comprehensive plans to reduce,through solid waste planning,composting,recycling or other programs,the volume of solid waste deposited in landfills.Additionally,laws and regulations restricting the disposal of certain waste in solid waste landfills,including yard waste,newspapers,beverage containers,unshredded tires,lead-acid batteries,electronic wastes and household appliances,have been adopted in several states and are being considered in others. Legislative and regulatory measures to mandate or encourage waste reduction at the source and waste recycling also have been or are under consideration by the U.S.Congress and the EPA. To construct,operate and expand a landfill,we must obtain one or more construction or operating permits,as well as zoning and land use approvals.These permits and approvals may be burdensome to obtain and to comply with,are often opposed by neighboring landowners and citizens' and environmental groups,may be subject to periodic renewal,and are subject to denial, modification,non-renewal and revocation by the issuing agency.Significant compliance disclosure obligations often accompany these processes.In connection with our acquisition of existing landfills,we may be required to spend considerable time,effort and money to bring the acquired facilities into compliance with applicable requirements and to obtain the permits and approvals necessary to increase their capacity.While we typically take into account the costs to bring an asset into compliance with applicable requirements during the acquisition process,we may incur costs beyond those estimated in the pre- acquisition stage. 011ier Regulations Many of our facilities own and operate above ground or underground storage tanks that are generally used to store petroleum- based products.These tanks are subject to federal,state and local laws and regulations that mandate their periodic testing, upgrading,closure and removal.In the event of leaks or releases from these tanks,these regulations require that polluted groundwater and soils be remediated.While we believe that all of our underground storage tanks currently meet applicable regulatory requirements in all material respects,there can be no guarantee that some tanks will not fail to meet such requirements in the future.We maintain a storage tank liability policy which,subject to limitations and exclusions,provides coverage for first-party remediation and third-party claims. With regard to our solid waste transportation operations,we are subject to the jurisdiction of the Surface Transportation Board and are regulated by the Federal Highway Administration,Office of Motor Carriers,and by regulatory agencies in states that regulate such matters.Various state and local government authorities have adopted,or are considering adopting,laws and regulations that would restrict the transportation of solid waste across state,county,or other jurisdiction lines. In 1978,the U.S. Supreme Court ruled that a law that restricts the importation of out-of-state solid waste is unconstitutional;however,states have attempted to distinguish proposed laws from those involved in and implicated by that ruling. In 1994,the U.S. Supreme Court ruled that a flow control law,which attempted to restrict solid waste from leaving its place of generation, imposes an impermissible burden upon interstate commerce and is unconstitutional. However,in 2007,the U.S. Supreme Court upheld the right of a local government to direct the flow of solid waste to a publicly owned and publicly operated waste facility.A number of county and other local jurisdictions have enacted ordinances or other regulations restricting the free movement of solid waste across jurisdictional boundaries.Other governments may enact similar regulations in the future.These regulations may,in some cases,cause a decline in volumes of waste delivered to our landfills or transfer stations and may increase our costs of disposal. Emissions from Natural Gas Fueling and Infrastructure We operate a fleet of 372 CNG vehicles and we plan to continue to transition a portion of our collection fleet from diesel fuel to CNG,in locations where it is cost beneficial.We have constructed and operate natural gas fueling stations.Concerns have been raised about the potential for emissions from the fueling stations and infrastructure that serve natural gas-fueled vehicles. Additional regulation of,or restrictions on,CNG fueling infrastructure or reductions in associated tax incentives could increase our operating costs.We are not yet able to evaluate potential operating changes or costs associated with such regulations,but we do not anticipate that such regulations would have a material adverse impact on our business as a whole or our current plan to continue transitioning to CNG vehicles. 11 Table of Contents ITEM IA. RISK FACTORS We have a history of losses and may not achieve or sustain profitability in the fixture. We incurred net losses of$33.6,$17.1 and$117.8 for the years ending December 31, 2015,2014 and 2013,respectively.We may not achieve profitability in the foreseeable future,if at all. We operate in a highly competitive industry and may not be able to compete effectively with larger and better capitalized companies and governmental service providers. Our industry is highly competitive and requires substantial labor and capital resources. Some of the markets in which we compete or plan to compete are served by one or more large,national companies,as well as by regional and local companies of varying sizes and resources,some of which may have accumulated substantial goodwill in their markets. Some of our competitors may also be better capitalized than we are,have greater name recognition than we do or be able to provide or be willing to bid their services at a lower price than we may be willing to offer. Our inability to compete effectively could hinder our growth or adversely impact our operating results. We also compete with counties,municipalities and solid waste districts that maintain or could in the future choose to maintain their own waste collection and disposal operations,including through the implementation of flow control ordinances or similar legislation.These operators may have financial advantages over its because of their access to user fees and similar charges,tax revenues,tax-exempt financing or government subsidies We may lose contracts through competitive bidding,early termination or governmental action. We derive a significant portion of our revenues from markets in which we have exclusive arrangements,including municipal contracts.Our municipal contracts are for a specified term and are or will be subject to competitive bidding in the future. Although we intend to bid on additional municipal contracts in our target markets,we may not always,or ever,be the successful bidder. In addition,some or all of our customers,including municipalities,may terminate their contracts with us prior to their scheduled expiration dates. Similar risks may affect contracts that we are awarded to operate municipally owned assets,such as landfills. Governmental action may also affect our exclusive arrangements.Municipalities may annex unincorporated areas within counties where we provide collection services.As a result,our customers in such annexed areas may be required to obtain services from competitors that have been franchised by the annexing municipalities to provide those services. In addition, municipalities in which we provide services on a competitive basis may elect to franchise those services.Unless we are awarded franchises by these municipalities,we will lose customers.Municipalities may also decide to directly provide services to their residents,on an optional or mandatory basis,which may cause its to lose customers. If we are not able to replace lost revenues resulting from unsuccessful competitive bidding,early termination or the renegotiation of existing contracts with other revenues within a reasonable time period,our results of operations and financial condition could be adversely affected. Our results are vulnerable to economic conditions. Our business and financial results would be harmed by downturns in the general economy,or in the economy of the regions in which we operate as well as other factors affecting those regions. In an economic slowdown,we experience the negative effects of decreased waste generation,increased competitive pricing pressure,customer turnover,reductions in customer service requirements,and customer business closings and bankruptcies.Two lines of business that could see a more immediate impact would be 1)construction and demolition and 2)special waste disposal.In addition,a weaker economy may result in declines in recycled commodity prices.Worsening economic conditions or a prolonged or recurring economic recession could adversely affect our operating results and expected seasonal fluctuations.Further,we cannot assure you that any improvement in economic conditions after such a downturn will result in positive improvement in our operating results or cash flows. Some of our customers,including governmental entities,have suffered financial difficulties affecting their credit risk,which could negatively impact our operating results. We provide service to a number of governmental entities and municipalities,some of which have suffered significant financial difficulties due to the downturn in the economy,reduced tax revenue and/or high cost structures.Some of these entities could be unable to pay amounts owed to us or renew contracts with us at previous or increased rates.Many non-governmental customers have also suffered serious financial difficulties,including bankruptcy in some cases.Purchasers of our recyclable commodities can be particularly vulnerable to financial difficulties in times of commodity price volatility.The inability of our customers to pay us in a timely manner or to pay increased rates,particularly large national accounts,could negatively affect our operating results. 13 Table of Contents favorable to us or at all.In addition,we may be unable to obtain the necessary regulatory approvals to complete potential acquisitions.The integration of acquired businesses and other assets may require significant management time and resources that would otherwise be available for the ongoing management of our existing operations. Furthermore,acquired assets may be subject to liabilities and risks that were not identified at the time they were acquired. A portion of our growth and future frnancia/performance depends on our ability to integrate acquired businesses and the success of our acquisitions. One component of our growth strategy involves achieving economies of scale and operating efficiencies by growing through acquisitions.We may not achieve these goals unless we are able to effectively combine the operations of acquired businesses with our existing operations. Similar risks may affect contracts that we are awarded to operate municipally-owned assets,such as landfills, In addition,we are not always able to control the timing of our acquisitions. Our inability to complete acquisitions within the time frames that we expect may cause our operating results to be less favorable than expected. Even if we are able to make acquisitions on advantageous terms and are able to integrate them successfully into our operations and organization,some acquisitions may not fulfill our anticipated financial or strategic objectives in a given market due to factors that we cannot control,such as the price of crude oil,market position,competition,customer base,loss of key employees,third-party legal challenges or governmental actions. In addition,we may change our strategy with respect to a market or acquired businesses and decide to sell such operations at a loss,or keep those operations and recognize an impairment of goodwill and/or intangible assets. Similar risks may affect contracts that we are awarded to operate municipally owned assets,such as landfills. Each business that we acquire or have acquired may have liabilities or risks that we fail or are unable to discover,or that become more adverse to our business than►ve anticipated at the time of acquisition. It is possible that the operations or sites we have acquired in the past,or which we may acquire in the future,have liabilities or risks with respect to former or existing operations or properties,or otherwise,which we have not been able to identify and assess through our due diligence investigations.As a successor owner,we may be legally responsible for those liabilities that arise from businesses that we acquire.Even if we obtain legally enforceable representations,warranties and indemnities from the sellers of such businesses,they may not cover the liabilities fully or the sellers may not have sufficient funds to perform their obligations. Some environmental liabilities,even if we do not expressly assume them,may be imposed on us under various regulatory schemes and other applicable laws regardless of whether we caused or contributed to any conditions that result in such liabilities. In addition,our insurance program may not cover such sites and will not cover liabilities associated with some environmental issues that may have existed prior to attachment of coverage.A successful uninsured claim against us could harm our financial condition or operating results. Furthermore,risks or liabilities of which we are unaware or we judge to be not material or remote at the time of acquisition may develop into more serious risks to our business.Any adverse outcome resulting from such risks or liabilities could harm our operations and financial results and create negative publicity,which could damage our reputation and competitive position. The seasonal nature of our business and"event-driven"waste projects cause our results to fluctuate. Based on historic trends,we expect our operating results to vary seasonally,with revenues typically lowest in the first quarter, higher in the second and third quarters,and lower in the fourth quarter than in the second and third quarters.This seasonality reflects the lower volume of solid waste generated during the late fall,winter and early spring because of decreased construction and demolition activities during the winter months in the U.S.and reduced drilling activity during harsh weather conditions.Conversely,mild winter weather conditions may reduce demand for oil and natural gas,which may cause our customers to curtail their drilling programs,which could result in production of lower volumes of waste. Our business is located mainly in the Southern,Midwestern and Eastern United States.Therefore,our business,financial condition.and results of operations are susceptible to downturns in the general economy in these geographic regions and other factors affecting the regions,such as state regulations and severe weather conditions. Adverse winter weather conditions slow waste collection activities,resulting in higher labor and operational costs.Greater precipitation in the winter increases the weight of collected waste,resulting in higher disposal costs,which are calculated on a per ton basis, and increased leachate disposal costs. Certain weather conditions,including severe storms,may result in temporary suspension of our operations,which can significantly impact the operating results of the affected areas.Conversely, weather-related occurrences and other"event-driven"waste projects can boost revenues through heavier weight loads or additional work for a limited time period.These factors impact period-to-period comparisons of financial results. We may be subject in the normal course of business to judicial,administrative or other third-party proceedings that could interrupt or limit our operations, result in adverse judgments,settlements or fines and create negative publicity. Individuals,citizens groups,trade associations,community groups or environmental activists may bring actions against us in connection with our operations that could interrupt or limit the scope of our business. Many of these matters raise difficult and 15 Table of Contents resale and purchase prices of,and market demand for,recyclable materials fluctuate due to changes in economic conditions and numerous other factors beyond our control.These fluctuations may affect our financial condition,results of operations and cash flows. Increases in labor and disposal and related transportation costs could impact our financial results. Our continued success will depend on our ability to attract and retain qualified personnel.We compete with other businesses in our markets for qualified employees.From time to time,the labor supply is tight in some of our markets.A shortage of qualified employees,such as truck drivers or mechanics,would require us to enhance our wage and benefits packages to compete more effectively for employees,to hire more expensive temporary employees or to contract for services with more expensive third-party vendors. Labor is one of our highest costs and relatively small increases in labor costs per employee could materially affect our cost structure.If we fail to attract and retain qualified employees,control our labor costs during periods of declining volumes or recover any increased labor costs through increased prices we charge for our services or otherwise offset such increases with cost savings in other areas, our operating margins could suffer.Disposal and related transportation costs are a significant cost category for its. If we incur increased disposal and related transportation costs to dispose of solid waste and if we are unable to pass these costs on to our customers,our operating results would suffer. Efforts by labor unions could divert management attention and adversely affect operating results. From time to time,labor unions attempt to organize our employees. Some groups of our employees are represented by unions, and we have negotiated collective bargaining agreements with most of these groups.We are currently engaged in negotiations with other groups of employees represented by unions.Additional groups of employees may seek union representation in the future.From time to time,we are subject to unfair labor practice charges,complaints and other legal,administrative and arbitration proceedings initiated against us by unions,the National Labor Relations Board or our employees,which could negatively impact our operating results.Negotiating collective bargaining agreements could divert management attention, which could also adversely affect operating results. If we are unable to negotiate acceptable collective bargaining agreements, we may be subject to labor disruptions,such as union-initiated work stoppages,including strikes.Depending on the type and duration of any labor disruptions,our operating expenses could increase significantly,which could adversely affect our financial condition,results of operations and cash flows. We could face significant withdrawal liability if we withdraw either individually or as part of a mass withdrawal from participation in any underfunded multiemployer pension plans in which we participate. We participate in a number of"multiemployer"pension plans administered by employer and employee trustees.We make periodic contributions to these plans pursuant to our various contractual obligations to do so. In the event that we withdraw from participation in or otherwise cease our contributions to one of these plans,then applicable law regarding withdrawal liability could require us to make additional contributions to the plan if it is underfunded,and we would have to reflect that as an expense in our consolidated statement of operations and as a liability on our consolidated balance sheet.Our withdrawal liability that would be paid to any multiemployer plan would depend on the extent of the plan's funding of vested benefits. In the ordinary course of our renegotiation of collective bargaining agreements with labor unions that participate in these plans, we may decide to discontinue participation in a plan,and in that event,we could face a withdrawal liability.Some multiemployer plans in which we participate may from time to time have significant underfunded liabilities. Such underfunding could increase the size of our potential withdrawal liability. Increases in insurance costs and the amount that we self-insure for various risks could reduce our operating margins and reported earnings. We maintain high deductible insurance policies for automobile,general,employer's,environmental,directors'and officers', employment practices and fiduciary liability as well as for employee group health insurance,property insurance and workers' compensation.We cavy umbrella policies for certain types of claims to provide excess coverage over the underlying policies and per incident deductibles.The amounts that we self-insure could cause significant volatility in our operating margins and reported earnings based on the occurrence and claim costs of incidents,accidents,injuries and adverse judgments.Our insurance accruals are based on claims filed and estimates of claims incurred but not reported and are developed by our management with assistance from our third-party actuary and our third-party claims administrator.To the extent these estimates are inaccurate,we may recognize substantial additional expenses in future periods that would reduce operating margins and reported earnings. From time to time,actions filed against us include claims for punitive damages,which are generally excluded from coverage under all of our liability insurance policies.A punitive damage award could have an adverse effect on our reported earnings in the period in which it occurs. Significant increases in premiums on insurance that we retain also could reduce our margins. 17 'fable of Contents regulators and the public.While our financial statements have been prepared in accordance with GAAP,we cannot predict the impact of future changes to accounting principles or our accounting policies on our financial statements in the future. We are subject to substantial governmental regulation and failure to comply with these requirements,as well as enforcement actions and litigation arising from an actual or perceived breach of such requirements,could subject us to fines,penalties and judgments,and impose limits on our ability to operate and expand. We are subject to potential liability and restrictions under environmental laws and regulations, including those relating to the transportation,recycling,treatment,storage and disposal of wastes,discharges of pollutants to air and water,and the remediation of contaminated soil,surface water and groundwater.The waste management industry has been and will continue to be subject to regulation,including permitting and related financial assurance requirements,as well as attempts to further regulate the industry,including efforts to regulate the emission of GHG.Our operations are subject to a wide range of federal, state and,in some cases,local environmental,odor and noise and land use restrictions. Further restrictions could include: • limitations on siting and constructing new waste disposal,transfer,recycling or processing facilities or on expanding existing facilities; • regulations or levies on collection and disposal prices,rates and volumes; • limitations or bans on disposal or transportation of out-of-state waste or certain categories of waste; • mandates regarding the management of solid waste,including requirements to recycle,divert or otherwise process certain waste,recycling and other streams; or • limitations or restrictions on the recycling,processing or transformation of waste,recycling and other streams. Regulations affecting the siting,design and closure of landfills could require us to undertake investigatory or remedial activities,curtail operations or close landfills temporarily or permanently.Future changes in these regulations may require us to modify,supplement or replace equipment or facilities.The costs of complying with these regulations could be substantial.In order to develop,expand or operate a landfill or other waste management facility,we must have various facility permits and other governmental approvals,including those relating to zoning,environmental protection and land use.These permits and approvals are often difficult,time consuming and costly to obtain and could contain conditions that limit our operations. We also have significant financial obligations relating to final capping,closure,post-closure and environmental remediation at our existing landfills.We establish accruals for these estimated costs,but we could underestimate such accruals.Environmental regulatory changes could accelerate or increase capping,closure,post-closure and remediation costs,requiring our expenditures to materially exceed our current accruals. Legislation allowing restrictions on interstate transportation of out-of-state or out-of-jurisdiction waste and certain types of flow control,or judicial interpretations of interstate waste and flow control legislation,could adversely affect our solid and hazardous waste management services. Additionally,regulations establishing extended producer responsibility("EPR")are being considered or implemented in many places around the world,including in the U.S.EPR regulations are designed to place either partial or total responsibility on producers to fund the post-use life cycle of the products they create.Along with the funding responsibility,producers may be required to take over management of local recycling programs by taking back their products from end users or managing the collection operations and recycling processing infrastructure.There is no federal law establishing EPR in the U.S.;however, state and local governments could,and in some cases have,taken steps to implement EPR regulations.If wide-ranging EPR regulations were adopted,they could have a fundamental impact on the waste streams we manage and how we operate our business,including contract terms and pricing.A significant reduction in the waste,recycling and other streams we manage could have a material adverse effect on our financial condition,results of operations and cash flows. Enforcement or implementation of foreign regulations can affect our ability to export products.In 2013,the Chinese government began to strictly enforce regulations that establish limits on moisture and non-conforming materials that may be contained in imported recycled paper and plastics.The higher quality expectations resulting from initiatives such as Operation Green Fence can drive up operating costs in the recycling industry,particularly for single stream MRFs.Single stream MRFs process a wide range of commingled materials and tend to receive a higher percentage of non-recyclables,which results in increased processing and residual disposal costs. If Operation Green Fence or other similar initiatives or new regulations increase our operating costs in the future,and we are not able to recapture those costs from our customers,such regulations could have a material adverse effect on our results of operations. If we are not able to comply with the requirements that apply to a particular facility or if we operate without the necessary approvals or permits,we could be subject to administrative or civil,and possibly criminal,fines and penalties,and we may be 19 Table of Contents We generally seek to work with the authorities or other persons involved in these proceedings to resolve any issues raised. If we are not successful,the adverse outcome of one or more of these proceedings could result in,among other things,material increases in our costs or liabilities as well as material charges for asset impairments. The adoption of climate change legislation or regulations restricting emissions of GHGs could increase our costs to operate. Our landfill operations emit methane,which is identified as a GHG.There are a number of legislative and regulatory efforts at the state,regional and federal levels to curtail the emission of GHGs to ameliorate the effect of climate change.On August 3, 2015,the EPA finalized the Clean Power Plan rule,which regulates CO2 emissions from existing power plants,and the Carbon Pollution Standards for new,modified,and reconstructed power plants.Also,on January 14,2015,the Obama Administration announced the goal of limiting methane emissions via a host of proposed and anticipated regulations directed at the oil and gas industry.On August 18,2015,the EPA proposed updated methane emissions standards for new and modified oil and gas emissions sources. On August 14,2015,the EPA proposed updates to its 1996 Emission Guidelines for existing MSW landfills that would further reduce methane emissions,and,in a separate action,the EPA issued a supplemental proposal for reducing methane emissions from new and modified landfills. Comprehensive federal climate change legislation could impose costs on our operations that might not be offset by the revenue increases associated with our lower-carbon service options,the materiality of which we cannot predict. In 2010,the EPA published a PSD and Title V GHG Tailoring Rule,which expanded the EPA's federal air permitting authority to include the six GHGs.The rule sets new thresholds for GHG emissions that define when the Clean Air Act of 1970,as amended(the"Clean Air Act"),permits are required.In June 2015,the EPA and the Department of Transportation's National Highway Traffic Safety Administration proposed a national program that would establish the next phase of GHG emissions and fuel efficiency standards for medium and heavy-duty vehicles.The current requirements of these rules have not significantly affected our operations or cash flows,due to the tailored thresholds and exclusions of certain emissions from regulation. However,if certain changes to these regulations were enacted,such as lowering the thresholds or the inclusion of biogenic emissions,then the amendments could have an adverse effect on our operating costs. Future changes in laws or renewed enforcement of laws regulating the flow of solid waste in interstate commerce could adversely affect our operating results. Various state and local governments have enacted,or are considering enacting,laws and regulations that restrict the disposal within the jurisdiction of solid waste generated outside the jurisdiction. In addition,some state and local governments have promulgated,or are considering promulgating,laws and regulations which govern the flow of waste generated within their respective jurisdictions.These"flow control"laws and regulations typically require that waste generated within the jurisdiction be directed to specified facilities for disposal or processing,which could limit or prohibit the disposal or processing of waste in our transfer stations and landfills.Such flow control laws and regulations could also require us to deliver waste collected by us within a particular jurisdiction to facilities not owned or controlled by us,which could increase our costs and reduce our revenues. In addition,such laws and regulations could require us to obtain additional costly licenses or authorizations to be deemed an authorized hauler or disposal facility. ,The waste management industry is undergoing firndamental change as traditional waste streams are increasingly viewed as renewable resources and changes in laws and environmental policies may limit the items that enter the waste stream,any of which may adversely impact volumes and tipping fees at our landfills.Alternatives to landfill disposal may cause our revenues and operating results to decline. As we have continued to develop our landfill capacity,the waste management industry has increasingly recognized the value of the waste stream as a renewable resource and new alternatives to landfilling are being developed that seek to maximize the renewable energy and other resource benefits of waste.We are increasingly competing with companies that seek to use parts of the waste stream as feedstock for renewable energy supplies. In addition, environmental initiatives,such as product stewardship and EPR,which hold manufacturers or other actors in the product life cycle responsible for the disposal of manufactured goods, may reduce the volume of products that enter the waste stream.Further,there may be changes in the laws that reclassify items in the waste stream as hazardous or that prohibit the disposal of certain wastes in our landfills.These alternatives and changes in laws may impact the demand for landfill space,which may affect our ability to operate our landfills at full capacity,as well as the tipping fees and prices that we can charge for utilization of landfill space.As a result,our revenues and operating margins could be adversely affected. r Counties and municipalities in which we own and operate landfills may be required to formulate and implement comprehensive plans to reduce the volume of solid waste deposited in landfills through waste planning,composting,recycling or other programs. Some state and local governments prohibit the disposal of certain types of wastes,such as yard waste,at landfills. Such actions have reduced and may in the future further reduce the volume of waste going to landfills in certain areas,which may affect our ability to operate our landfills at full capacity and could adversely affect our operating results. 21 Table of Contents • pay dividends on,repurchase or make distributions in respect of capital stock or make other restricted payments; • place limitations on distributions from restricted subsidiaries; • issue or sell capital stock of restricted subsidiaries; • guarantee certain indebtedness; • make certain investments; • sell or exchange assets; • enter into transactions with affiliates; create certain liens;and • consolidate,merge or transfer all or substantially all of our assets and the assets of our subsidiaries on a consolidated basis. A breach of any of these covenants could result in a default under one or more of these agreements,including as a result of cross default provisions,and,in the case of our existing revolving credit facility,permit the lenders to cease making loans to us. We may utilize derivative financial instruments to reduce our exposure to market risks from changes in interest rates on our variable rate indebtedness and we will be exposed to risks related to counterparty credit worthiness or non-performance of these instruments. We may enter into pay-fixed interest rate swaps to limit our exposure to changes in variable interest rates. Such instruments may result in economic losses should exchange rates decline to a point lower than our fixed rate commitments, We will be exposed to credit-related losses which could impact the results of operations in the event of fluctuations in the fair value of the interest rate swaps due to a change in the credit worthiness or non-performance by the counterparties to the interest rate swaps. See Note 8,Derivative Instruments and Hedging Activities,to our audited consolidated financial statements included elsewhere in this Form 10-K. ITEM IB. UNRESOLVED STAFF COMMENTS None, ITEM 2.PROPERTIES Our corporate headquarters is located at 90 Fort Wade Rd,Ponte Vedra,Florida 32081,where we currently lease approximately 63,000 square feet of office space under a lease expiring through 2020.We also maintain regional administrative offices in North Carolina,Georgia and Illinois. Our principal property and equipment consists of land,landfills,buildings,vehicles and equipment.We own or lease real property in the states in which we conduct operations.At December 31,2015,we owned or operated 93 collection operations, 76 transfer stations,39 active solid waste landfills and 21 recycling facilities in 17 states and the Bahamas. In aggregate,our active solid waste landfills total approximately 21,000 acres,including approximately 11,700 permitted and expansion acres. "Expansion acreage"consists of unpermitted acreage where the related expansion efforts meet our criteria to be included as expansion airspace.A discussion of the related criteria is included within the Management's Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates and Assumptions section included herein.We also own or have responsibilities for five closed landfills.We believe that our property and equipment are adequate for our current needs. ITEM 3.LEGAL PROCEEDINGS Information regarding our legal proceedings can be found under the"Commitments and Contingencies"section of Note 20 of -t our consolidated financial statements included in Item 8 of this report and is incorporated herein by reference. 23 i Table of Contents PART 11 ITEM 5.MARKET FOR REGISTRANT'S COMMON EQUITY,RELATED STOCKHOLDER MATTERSAND ISSUER PURCHASES OF EQUITY SECURITIES Not applicable. ITEM 6.SELECTED FINANCIAL DATA The information below was derived from the audited Consolidated Financial Statements included in this report and in previous reports we filed with the SEC.This information should be read together with those Consolidated Financial Statements and the notes thereto.The adoption of new accounting pronouncements,changes in certain accounting policies and certain reclassifications impact the comparability of the financial information presented below.These historical results are not necessarily indicative of the results to be expected in the future. (Irt milhons of dollars) For the Year Ended December 31, 2015 2014 2013 2012 2011 Consolidated Statement of Operations Data(a): Service revenues S 1,396.4 S 1,403.0 S 1,319.1 S 537.9 S 427.4 Costs and expenses: Operating 866.6 896.1 832.8 336.7 261.8 Selling,general and administrative(b) 152.6 154.9 170.9 101.0 61.6 Depreciation and amortization 259.1 271.4 278.9 104.1 76.5 Acquisition and development costs 1.4 0.1 1.2 1.2 3.5 Loss on disposal of assets and asset impairments(c) 21.6 6.5 3.2 45.8 14.1 Restructuring 4.6 10.0 9.9 1,301.3 1,333.6 1,297.0 598.7 417.5 Operating income(loss) 95.1 69.4 22.1 (60.8) 9.9 Interest expense (138.0) (141.5) (163.1) (49.4) (24.5) Other(expense)/income,net(d) (10.1) (25.9) 0.3 (8.1) (4.3) (Loss)income before income taxes (53.0) (98.0) (140.7) (118.3) (18.9) (Benefit)provision for income taxes(e) (19.4) (80.6) (45.4) (13.5) 3.5 Net loss from continuing operations (33.6) (17.4) (95.3) (104.8) (22.4) Income(loss)from discontinued operations,net of tax(f) 0.3 (22.5) (89.2) 0.2 Net loss from continuing operations (33.6) (17.1) (117.8) (194.0) (22.2) Less: net loss attributable to non-controlling interest - - - (1.4) (0.2) Net loss $ (33.6) S (17.1) S (117.8) S (192.6) S (22.0) Consolidated Statement of Cash Flows Data: Net cash provided by operating activities S 244.5 S 243.2 S 180.3 S 55.2 S 86.8 Net cash used in investing activities S (197.4) S (201.2) S (154.8) S (1,980.5) S (133.7) Net cash(used in)/provided by financing activities S (47.5) S (53.0) S (32.3) S 1,937.2 S 40.7 Consolidated Balance Sheet Data: Total assets(h) S 3,422.3 S 3,489.5 S 3,554.2 S 3,725.2 $ 1,371.0 Debt,including current portion(g)(h) S 2,247.1 S 2,243.0 $ 2,259.3 S 2,272.5 S 435.8 Total stockholders' equity S 489.8 S 528.9 S 551.5 S 662.5 S 721.5 (a) We completed the Veolia Acquisition on November 20,2012 and the results of operations have been consolidated from the date of acquisition. 25 Table of Contents ITEM 7.MANAGEMENT'S DISCUSSIONAND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS The following discussion should be read in conjunction with the"Selected Financial Data"included in Item 6 of this Annual Report on Form 10-K,our consolidated financial statements and the related notes included elsewhere in this report. Overview We are a leading integrated provider of non-hazardous solid waste collection,transfer,recycling and disposal services, operating primarily in secondary markets or under exclusive arrangements.We have a presence in 17 states across the Midwest, South and East regions of the United States,serving approximately 2.8 million residential and 202,000 C&I customers through our extensive network of 93 collection operations,76 transfer stations,21 owned or operated recycling facilities and 39 owned or operated landfills. We seek to drive financial performance in markets in which we own or operate a landfill or in certain disposal-neutral markets,where the landfill is owned by our municipal customer.In markets in which we own or operate a landfill,we aim to create and maintain vertically integrated operations through which we manage a majority of our customers' waste from the point of collection through the point of disposal,a process we refer to as internalization.By internalizing a majority of the waste in these markets,we are able to deliver high quality customer service while also ensuring a stable revenue stream and maximizing profitability and cash flow from operations.In disposal-neutral markets,we focus selectively on opportunities where we can negotiate exclusive arrangements with our municipal customers,facilitating highly-efficient and profitable collection operations with lower capital requirements. Geographically,we focus our business principally in secondary,or less densely populated non-urban,markets where the presence of large national providers is generally more limited. We also compete selectively in primary,or densely populated urban,markets where we can capitalize on opportunities for vertical integration through our high-quality transfer and disposal infrastructure and where we can benefit from highly-efficient collection route density.We maintain an attractive unix of revenue from varying sources,including residential collections,C&I collections,landfill gas and special waste streams,and fees charged to third parties for disposal in our network of transfer stations and landfills,with limited exposure to commodity sales. We also benefit from a high degree of customer diversification,with no single customer accounting for more than 2%of revenue for the twelve months ended December 31,2015. Our business mix and large and diverse customer base,combined with our long term contracts and historically high renewal rates,provide us with significant revenue and earnings stability and visibility. We intend to grow our business and expand the scope of our operations by adding new C&I customers,securing additional exclusive municipal contracts and executing value enhancing,tuck-in acquisitions,while maintaining a relentless focus on prudent cost management and pricing discipline.To this end,we are committed to investing in strategic infrastructure including the development and enhancement of our landfills,the conversion of our residential collection fleet to automated vehicles and the conversion of our collection fleet to CNG-fueled vehicles in certain markets in which we can achieve an attractive return on our investment.In addition to our focus on growing revenues and enhancing profitability,we remain financially disciplined through our careful management of returns on equity and capital deployed. Our fiscal year ends December 31 of each year and we refer to the fiscal year ended December 31,2015 as "fiscal 2015,"the fiscal year ended December 31,2014 as"fiscal 2014"and the fiscal year ended December 31,2013 as"fiscal 2013". How We Generate Revenue Through our subsidiaries,we generate revenue primarily by providing collection and disposal services to commercial, industrial,municipal and residential customers. Our remaining revenue is generated from recycling,fuel fees and environmental fees,landfill gas-to-energy operations and other ancillary revenue-generating activities.Revenues from our collection operations consist of fees we receive from municipal,subscription,residential and C&I customers and are influenced by factors such as collection frequency,type of collection equipment furnished,type and volume or weight of the waste collected,distance to the recycling,transfer station or disposal facilities and our disposal costs.Our standard C&I service agreement is a five-year renewable agreement.Management believes we maintain strong relationships with our C&I customers, which is supported by an approximate 10%commercial customer churn rate since we started tracking this information eight quarters ago.Our municipal customer relationships are generally supported by exclusive contracts ranging from three to ten years in initial duration,with subsequent renewal periods,and we have historically achieved a renewal rate of approximately 84%with these customers.Certain of our municipal contracts have annual price escalation clauses that are tied to changes in an underlying base index such as the consumer price index.We provide commercial front load and temporary and permanent rolloff service offerings to our customers.While the majority of our rolloff services are provided to customers under long-term service agreements,we generally do not enter into contracts with our temporary rolloff customers due to the relatively short- term nature of most C&D projects. 27 Table of Contents Adverse winter weather conditions can slow waste collection activities,resulting in higher labor and operational costs. Greater precipitation in the winter increases the weight of collected waste,resulting in higher disposal costs,which are calculated on a per ton basis and increased leachate disposal costs.Certain weather conditions,including severe storms,may result in temporary suspension of our operations,which can significantly impact the operating results of the affected areas. Conversely, weather related occurrences and other"event driven"waste projects can boost revenues through heavier weight loads or additional work for a limited time period.These factors impact period to period comparisons of financial results. Results of Operations The following table sets forth for the periods indicated our consolidated results of operations and the percentage relationship that certain items from our consolidated financial statements bear to revenue(in millions and as a percentage of our revenue). Year ended December 31, 2015 2014 2013 Service revenues S 1,396.4 100.0% S 1,403.0 100.0% S 1,319.1 100.0% Operating costs and expenses Operating 866.6 62.1% 896.1 63.9% 832.8 63.1% Selling,general and administrative 152.6 10.9% 154.9 11.0% 170.9 13.0% Depreciation and amortization 259.1 18.6% 271.4 19.3% 278.9 21.1% Acquisition and development costs 1.4 0.1% 0.1 -% 1.2 0.1% Loss on disposal of assets and asset impainnents 21.6 1.5% 6.5 0.5% 3.2 0.2% Restructuring charges -% 4.6 0.3% 10.0 0.8% Total operating casts and expenses 1,301.3 93.2% 1,333.6 95.1% 1,297.0 98.3% Operating income S 95.1 6.8% S 69.4 4.9% S 22.1 1.7% Operating income increased in fiscal 2015 from fiscal 2014 due to the favorable net impact of acquiring higher margin businesses while divesting of lower margin operations,pricing gains,lower net fuel costs,which is defined as fuel expense less fuel recovery fees,reduced depreciation and amortization expense,lower risk management expense,decreased selling,general and administrative costs due to completion of the rebranding and integration efforts associated with the Veolia Acquisition, partially offset by lower special waste volumes,reduced revenue from sale of recyclables and higher repairs and maintenance costs. Operating income increased$47.3,or 214.0%,in fiscal 2014 to S69.4 from 522.1 in fiscal 2013 as a result of organic growth, the full year impact of acquisitions,decreased selling,general and administrative costs,and lower restructuring charges. Revenue The following table sets forth our consolidated revenues for the periods indicated(in millions and as a percentage of our total revenue). Year ended December 31, 2015 2014 2013 Collection S 971.4 69.6 % S 950.8 67.8 % S 897.3 68.0 % Disposal 499.0 35.7 % 492.8 35.1 % 453.8 34.4 % Sale of recyclables 24.8 1.8 % 33.5 2.4 % 35.9 2.7 % Fuel fees and environmental fees 85.8 6.1 % 92.8 6.6 % 81.5 6.2 % Other 82.2 5.9 % 95.5 6.8 % 95.2 7.2 % Intercompany eliminations (266.8) (19.1)% (262.4) (18.7)% (244.6) (18.5)% y Total S 1,396.4 100.0 % S 1,403.0 100.0 % S 1,319.1 100.0 % Quv 29 Table of Contents • Other expenses,which include expenses such as facility operating costs,equipment rent,leachate treatment and disposal,and other landfill maintenance costs. • Accretion expense related to landfill capping, closure and post-closure is included in"Operating Expenses"in our consolidated income statements,however,it is excluded from the table below(refer to discussion below"Accretion of Landfill Retirement Obligations"for a detailed discussion of the changes in amounts). The following table summarizes the major components of our operating expenses,excluding accretion expense on our landfill retirement obligations(in millions and as a percentage of our revenue): Year ended December 31, 2015 2014 2013 Labor and related benefits $ 286.7 20.5% S 281.3 20.0% $ 261.7 19.8% Transfer and disposal costs 195.2 14.0% 207.8 14.8% 189.1 14.3% Maintenance and repairs 123.7 8.9% 114.9 8.2% 102.5 7.8% Fuel 66.6 4.8% 101.3 7.2% 99.7 7.6% Franchise fees and taxes 67.1 4.8% 64.8 4.6% 57.1 4.3% Risk management 25.9 1.9% 28.4 2.0% 23.5 1.8% Other 88.3 6.3% 84.1 6.0% 85.5 6.5% I Total operating expenses $ 853.5 61.1% S 882.6 62.9% $ 819.1 62.1% The cost categories shown above may not be comparable to similarly titled categories used by other companies. Fiscal Year Ended December 31,2015 compared to 2014 Operating expenses decreased by$29.1,or 3.3%,to$853.5 for 2015 from$882.6 in 2014.Operating expenses,as a percentage of revenue,decreased by 180 basis points in 2015 from 2014.The change was due to the following: • Labor and related benefits increased by S5.4,or 1.9%,to$286.7,which was primarily attributable to merit increases and acquisition activity partially offset by disposal of certain businesses,as discussed in Note 1 to the audited consolidated financial statements • Transfer and disposal costs decreased by$12.6,or 6.1%,to$195.2. The decrease was primarily attributable to divestitures of certain businesses(Note 1 to the audited consolidated financial statements),decreased fuel surcharges from vendors,decreased trucking costs as a result of decreased special waste volumes and reduced sub contract costs. • Maintenance and repairs expense increased by$8.8,or 7.7%,to$123.7. The increase was driven primarily by the implementation of a standardized preventative maintenance plan on our collection fleet and landfill equipment which resulted in increased labor and material costs and increased container repair costs related to increased collection volumes.Additionally,costs increased as a result of acquisition activity. • Fuel costs decreased$34.7,or 34.3%,to$66.6 primarily resulting from decreases in fuel prices per gallon,less severe weather,and converting trucks to compressed natural gas fuel which is cheaper than diesel fuel. • Franchise fees and taxes increased$2.3,or 3.5%,to$67.1 for 2015 primarily due to changes in the mix of waste in disposal volumes. • Risk management expenses decreased$2.5,or 8.8%,to 525.9 in 2015 primarily due to favorable settlements of prior year claims and an improvement in the development of existing claims compared to the same period in the prior year. • Other operating costs increased$4.2,or 5.0%,to$88.3 in 2015 as a result of increases in leachate costs due to wet weather,increased gas system costs,and increased costs to operate our facilities. Fiscal Year Ended December 31,2014 compared to 2013 Operating expenses increased by$63.5,or 7.8%,to 5882.6 for fiscal 2014 from$819.1 in fiscal 2013.Operating expenses,as a percentage of revenue, increased by 80 basis points in fiscal 2014 over fiscal 2013.The change was due to the following: 31 Table of Contents Rebranding and integration costs are mainly comprised of professional fees,including legal,accounting,and rebranding costs and relate to rebranding all of the acquired and merged businesses'trucks and containers and those costs expended to align the corporate and strategic operations of the acquired and merged businesses.The decrease of STI in fiscal 2015 compared to 2014 is a result of the completing the overall programs associated with the rebranding and integration of the Veolia Acquisition. Other selling,general and administrative expenses decreased by S2.2,or 4.5%,due to lower travel expenses and lower facility costs as a result of cost control measures. Fiscal Year Ended December 31,2014 compared to 2013 Salaries expenses increased by 50.4 in 2014 compared to 2013,but decreased 40 basis points as a percentage of revenue. The increase was primarily due to merit increases in fiscal 2014 offset by lower salaries expense related to a reduction in force that occurred in August 2014 and the resignation of an executive in the first quarter of 2014. Legal and professional fees increased by 52.0 in 2014 compared to 2013 primarily as a result of increased fees related to defense of a legal matter. Refer to Note 20"Commitments and Contingencies"in the audited consolidated financial statements included in Item 8 for further details regarding the legal matter. Rebranding and integration costs were primarily related to the costs associated with the integration program from the acquisition of Veolia and other entities.The decrease of S 18.7 in 2014 from 2013 is primarily a result of efforts to complete the integration program in fiscal 2014. Other selling,general and administrative expenses increased by 50.3 but decreased 20 basis points as a percentage of revenue mainly due to an increase in bank charges and payroll processing costs. Depreciation and Amortization The following table summarizes the components of depreciation and amortization expense by asset type(in millions and as a percentage of our revenue). For a detailed discussion of depreciation and amortization by asset type refer to the discussion included in the following two sections herein. Year ended December 31, 2015 2014 2013 Depreciation,amortization and depletion of property and equipment S 216.3 15.5% S 229.1 16.3% S 236.7 17.9% Amortization of other intangible assets and other assets 42.8 3.1% 42.3 3.0% 42.2 3.2% Depreciation and amortization S 259.1 18.6% S 271.4 19.3% S 278,9 21.1% Depreciation,Amorti ati n and Depletion of Prop ert} and Equipment Depreciation,amortization and depletion expense includes depreciation of fixed assets over the estimated useful life of the assets using the straight-line method,and amortization and depletion of landfill airspace assets under the units-of-consumption method.We depreciate all fixed assets to a zero net book value,and do not apply salvage values. The following table summarizes depreciation,amortization and depletion of property and equipment for the periods indicated (in millions and as a percentage of our revenue): Year ended December 31, 2015 2014 2013 Depreciation and amortization of property and equipment S 127.5 9.1% S 122.8 8.7% S 141.8 10.7% Landfill depletion and amortization 88.8 6.4% 106.3 7.6% 94.9 7.2% Depreciation,amortization and depletion expense S 216.3 15.5% S 229.1 16.3% S 236.7 17.9% 33 i Table of Contents operations have been included in discontinued operations in the accompanying consolidated statements of operations for all periods presented. Losses from discontinued operations before income tax for fiscal 2015,2014 and 2013 was$0.0,$0.7 and$29.6,respectively. The decreases in the loss from 2015 to 2014 and 2014 to 2013 were due to the completion of the sale of the businesses that were classified within discontinued operations. Restructuring Charges In fiscal 2015,no new restructuring plans were adopted and no restructuring costs were incurred. In fiscal 2014,we recognized approximately$0.4 of severance costs,$0.6 of lease termination costs and$0.3 of relocation costs in the Midwest region;$0.4 of severance costs and$0.3 of relocation costs in the East region;$0.2 of severance costs and S0.8 of relocation costs in the South region;as well as S 1.6 of primarily relocation costs for Corporate. In fiscal 2013,we recognized approximately S2.5 of severance costs,S 1.7 of lease termination costs and$2.3 of relocation costs in the Midwest region;$0.6 of lease termination costs in the East region;S0.3 of lease termination costs in the South region and$0.3 of other expenses;as well as$2.3 of severance costs for Corporate. Other,Net Changes in the fair value and settlements of the fuel derivative instruments are recorded in other(expense)income,net in the audited consolidated statements of operations and amounted to an expense of$15.4 and$29.0 for fiscal 2015 and 2014, respectively.Income from equity investee for fiscal 2015,2014 and 2013 was$1.3,$1.2 and S0.8,respectively.We realized a gain on sale of$2.5 from the disposition of an investment security in fiscal 2015. Interest Expense The following table provides the components of interest expense for the periods indicated(in millions and as a percentage of our revenue): Year ended December 31, 2015 2014 2013 Interest expense on debt and capital lease obligations $ 119.4 8.6% $ 123.1 8.8 % $ 140.1 10.6% Accretion of original issue discounts and loan costs 19.5 1.4 % 20.0 1.4 % 17.6 1.3% Amortization of terminated interest rate swaps -% --- -% 6.0 0.5% Less: Capitalized interest (0.9) (0.1)% (1.6) (0.1)% (0.6) -% Total Interest Expense S 138.0 9.9% $ 141.5 10.1 % $ 163.1 12.4% Interest expense decreased in fiscal 2015 from fiscal 2014 due to the benefit from lower debt levels on the Term Loan B Facility(as defined below)in fiscal 2015 compared to fiscal 2014. Interest expense decreased in fiscal 2014 from fiscal 2013 as a result of refinancing the Term Loan B Facility,which lowered the overall interest rate on the Term Loan B Facility by 50 basis points. Additionally,we benefited from lower debt levels on the Term Loan B Facility in fiscal 2014 compared to fiscal 2013. Debt Modifications We modified our Term Loan B Facility in February 2014 and 2013 and incurred approximately$1.3 and$22.5,respectively of costs in connection with the modifications,which were recorded as a reduction to long-term debt and are being amortized as and adjustment to interest expense using the effective interest rate method.The modification in February 2014 lowered the interest rate floor by 50 basis points and the modification in February 2013 lowered the margin by 100 basis points. No gain or loss was recorded upon consummation of the transaction,as it was treated as a modification of debt in accordance with current accounting guidance. 35 'Table of Contents Reportable Segments Our operations are managed through three geographic regions(South,East and Midwest)that we designate as our reportable segments. Revenues and operating income/(loss)for our reportable segments for the periods indicated,is shown in the following tables(in millions): Depreciation Services Operating and Revenue Income(Loss) Amortization For the Year Ended December 31, 2015 South $ 488.7 $ 66.9 S 73.2 East 366.3 25.0 74.0 Midwest 541.5 61.1 103.8 Corporate (0.1) (57.9) 8.1 $ 1,396.4 $ 95.1 S 259.1 For the Year Ended December 31, 2014 South S 493.7 S 72.2 S 70.3 East 364.3 8.7 85.1 Midwest 545.2 51.2 108.1 Corporate (0.2) (62.7) 7.9 $ 1,403.0 $ 69.4 $ 271.4 For the Year Ended December 31, 2013 South $ 475.4 S 66.4 $ 79.0 East 331.1 7.7 78.7 Midwest 512.6 39.6 112.6 Corporate - (91.6) 8.6 $ 1,119.1 $ 22.1 $ 278.9 Comparison of Reportable Segments-Fiscal 2015 compared to Fiscal 2014 South Segment Revenue for fiscal 2015 decreased$5.0 or 1.0%from fiscal 2014.Approximately$14.0 of the decline was due to the divestiture of businesses(see Note 1 "Business Operations"in the audited consolidated financial statements),$2.2 was due to declines in commodity revenue,and$1.3 was due to declines in fuel fee revenue.The decrease was partially offset by a$12.5 increase in disposal revenue impacted by stronger volumes and pricing gains. Operating income from our South Region decreased by$5.3 or 7.3%from fiscal 2014.The decrease in operating income was driven by an increase in the loss on disposal of assets of S 12.7,higher franchise fees of$3.9,higher repair and maintenance expense of$3.2,higher wages of$3.2,and increased sub contract costs of$2.2.The decreases were partially offset by a reduction in fuel expense of$13.7 and increases due to disposal volumes and pricing gains discussed above. East Segment Revenue for fiscal 2015 increased$2.0,or 0.5%from fiscal 2014.The segment's revenue increase was driven by new contract wins and acquisitions,which accounted for approximately$12.3 and higher environmental fees of$2.6.The increase was partially offset by lower rolloff volume of$5.3,lower fuel recovery fees of$3.7,and lower disposal volume of$2.3. Operating income from our East Region increased by$t 6.3,or 187%,from fiscal 2014 to$25.0 in fiscal 2015,which was primarily the result of lower depreciation and amortization of$I I.I due to an increase in landfill densities,lower fuel fees of $8.2,and reduced disposal costs of$1.7."The increase was partially offset by higher wages of$3.1 and higher repairs and maintenance expense of$2.8. 37 Table of Contents Term Loan B Facility and Revolving Credit Facility in the fourth quarter of fiscal 2014.We expect to have a working capital deficit for the foreseeable future as excess cash flows from operations are utilized to either complete acquisitions or pay additional amounts on our Term Loan B Facility. We have more than adequate availability under our Revolving Credit Facility,which was$222.1,$241.9 and$221.3 at December 31,2015,2014 and 2013,respectively,to fund short term working capital requirements. Summary of Cash and Cash Equivalents,Restricted Cash and Debt Obligations The table below presents a summary of our cash and cash equivalents,restricted cash and debt balances as of December 31, 2015 and 2014(in millions): December 31, 2015 2014 Cash and cash equivalents $ 0.6 $ 1.0 Total restricted funds $ - $ 0.2 Debt: Current portion $ 49.1 $ 25.3 Long-term portion 2,198.0 2,217.7 Total debt $ 2,247.1 $ 2,243.0 Long-term debt decreased due to scheduled payments on the Term B Loan as well as prepayments of$15.5.The current portion of debt increased due to borrowings of$32.0 on the Revolving Credit Facility to fund acquisitions in the fourth quarter of fiscal 2015. Suintnary of Cash Flow Activity The following table sets forth for the periods indicated a summary of our cash flows(in millions): For the Years Ended December 31, 2015 2014 2013 Net cash provided by operating activities $ 244.5 $ 243.2 $ 180.3 Net cash used in investing activities $ (197.4) $ (201.2) $ (154.8) Net cash used in financing activities $ (47.5) $ (53.0) $ (32.3) Cash Flows Provided by Operating Activities In fiscal 2015,we generated$244.5 of cash flows from operating activities compared to$243.2 in fiscal 2014,representing an increase of$1.3.The increase in 2015 is the result of a decrease in accounts receivable as a result of increased emphasis on collections offset by the impact of an increase in capping,closure and post closure expenditures as a result of several large capping projects during 2015. In 2014,we generated$243.2 of cash flows from operating activities compared to$180.3 in 2013,representing an increase of$62.9. The increase in 2014 is a result of lower integration and restructuring costs of approximately$18.7 and a focus on days sales outstanding as well as organic and acquisition growth year over year. Cash Flows Used in Investing Activities We used$197.4 of cash in fiscal 2015 for investing activities,of which$179.7 was utilized to acquire property and equipment and for landfill cell construction and development and$50.0 was utilized for acquisitions. Further,we divested certain businesses and received$14.7 in cash and we redeemed an investment and received$15.0 in proceeds. We used$201.2 of cash in fiscal 2014 in investing activities,of which$196.4 was utilized to acquire property and equipment and for landfill cell construction and development and$9.9 was utilized for acquisitions. Further,we divested certain } businesses and received$2.1 in cash related to those divestitures. We used$154.8 of cash in investing activities in fiscal 2013,of which$158.1 was utilized to acquire property and equipment and for landfill construction and development,$29.8 was utilized to acquire new businesses and$20.6 was paid to settle the net 39 Table of Contents Fiscal Quarter Ending Maximum Total Leverage Ratio December 31,2014 through December 30,2015 7.50:1.00 December 31,2015 through December 30,2016 7.00:1.00 December 31,2016 and thereafter 6.50:1.00 The actual total leverage ratio at December 31, 2015 and 2014 was 6.11:1.00 and 6.12:1.00,respectively. 8 1/4%Senior Notes due 2020 On October 9,2012,the Company issued$550 aggregate principal amount of 8 1/4%Senior Notes,which mature in October 2020,pursuant to the Indenture between the Company and Wells Fargo Bank,National Association,as trustee.In December 2013,we exchanged all of the outstanding notes for registered notes with identical terms.As of December 31,2015,we were in compliance with the covenants tinder the Indenture. See Note 13, Long-Term Debt,to our consolidated financial statements for additional details regarding the notes. Off-Balance Sheet Arrangements As of December 31,2015,we had no off-balance sheet debt or similar obligations,other than financial assurance instruments and operating leases,which are not classified as debt.We do not guarantee any third-party debt. Liquidity Impacts of Income Tax Items Uncertain Tax Positions—As of December 31,2015,we have$7.3 of liabilities associated with unrecognized tax benefits. These liabilities are primarily included as a component of"Other long-term liabilities"in our consolidated balance sheets because we generally do not anticipate that settlement of the liabilities will require payment of cash within the next 12 months. We are not able to reasonably estimate when we would make any cash payments required to settle these liabilities,but we do not believe that the ultimate settlement of our obligations will materially affect our liquidity. Financial Assurance We must provide financial assurance to governmental agencies and a variety of other entities under applicable environmental regulations relating to our landfill operations for capping,closure and post-closure costs,and related to our performance under certain collection,landfill and transfer station contracts.We satisfy these financial assurance requirements by providing surety bonds,letters of credit or trust deposits,which are included in restricted cash and marketable securities.The amount of the financial assurance requirements for capping,closure and post-closure costs is determined by applicable state environmental regulations.The financial assurance requirements for capping,closure and post-closure costs may be associated with a portion of the landfill or the entire landfill.Generally,states require a third-party engineering specialist to determine the estimated capping,closure and post-closure costs that are used to determine the required amount of financial assurance for a landfill.The amount of financial assurance required can, and generally will,differ from the obligation determined and recorded under GAAP. The amount of the financial assurance requirements related to contract perfonnance varies by contract.Additionally,we must provide financial assurance for our insurance program and collateral for certain performance obligations.We do not expect a material increase in financial assurance requirements in the foreseeable future,although the mix of financial assurance instruments may change. These financial instruments are issued in the normal course of business and are not considered company indebtedness.Because we currently have no liability for these financial assurance instruments,they are not reflected in our consolidated balance sheets. However,we record capping,closure and post-closure liabilities and self-insurance liabilities as they are incurred.The underlying obligations of the financial assurance instruments,in excess of those already reflected in our consolidated balance sheets,would be recorded if it is probable that we would be unable to fulfill our related obligations.We do not expect this to occur. Contractual Commitments We have various contractual obligations in the normal course of our operations and financing activities.The following table summarizes our contractual cash obligations as of December 31,2015 (in millions): 41 Table of Contents Final Capping—Includes installing flexible membrane and geosynthetic clay liners,drainage and compact soil layers, and topsoil,and is constructed over an area of the landfill where total airspace capacity has been consumed and waste disposal operations have ceased.These final capping activities occur in phases as needed throughout the operating life of a landfill as specific areas are filled to capacity and the final elevation for that specific area is reached in accordance with the provisions of the operating permit.Final capping asset retirement obligations are recorded on a units-of-consumption basis as airspace is consumed related to the specific final capping event with a corresponding increase in the landfill asset.Each final capping event is accounted for as a discrete obligation and recorded as an asset and a liability based on estimates of the discounted cash flows and capacity associated with each final capping event. Closure and post-closure—These activities involve methane gas control,leachate management and groundwater monitoring,surface water monitoring and control,and other operational and maintenance activities that occur after the site ceases to accept waste.The post-closure period generally runs for 30 years after final site closure for landfills. Landfill costs related to closure and post-closure are recorded as an asset retirement obligation as airspace is consumed over the life of the landfill with a corresponding increase in the landfill asset.Obligations are recorded over the life of the landfill based on estimates of the discounted cash flows associated with performing closing and post-closure activities. Annually we update our estimates for these obligations considering the respective State regulatory requirements,input from our internal engineers,operations,and accounting personnel and external consulting engineers.The closure and post-closure requirements are established under the standards of the EPA's Subtitle D regulations as implemented and applied on a state-by- state basis.These estimates involve projections of costs that will be incurred as portions of the landfill are closed and during the post-closure monitoring period. Capping,closure and post-closure costs are estimated assuming such costs would be incurred by a third party contractor in present day dollars and are inflated by the 25-year average change in the historical Consumer Price Index("CPI")(consistent historical rate which approximates historical CPT per government website of 2.50%from 1990 to 2015)to the time periods within which it is estimated the capping,closure and post-closure costs will be expended.We discount these costs to present value using the credit-adjusted,risk-free rate effective at the time an obligation is incurred,consistent with the expected cash flow approach.Any change that results in an upward revision to the estimated cash flows are treated as a new liability and discounted at the current rate while downward revisions are discounted at the historical weighted-average rate of the recorded obligation.As a result,the credit-adjusted,risk-free discount rate used to calculate the present value of an obligation is specific to each individual asset retirement obligation.The range of rates utilized within the calculation of our asset retirement obligations at December 31,2015 is between 6.4%and 10.5%. We record the estimated fair value of the final capping,closure and post-closure liabilities for our landfills based on the capacity consumed in the current period.The fair value of the final capping obligations is developed based on our estimates of the airspace consumed to date for each final capping event and the expected timing of each final capping event.The fair value of closure and post-closure obligations is developed based on our estimates of the airspace consumed to date for the entire landfill and the expected timing of each closure and post-closure activity.Because these obligations are measured at estimated fair value using present value techniques,changes in the estimated cost or timing of future final capping,closure and post- closure activities could result in a material change in these liabilities,related assets and results of operations.We assess the appropriateness of the estimates used to develop our recorded balances annually,or more often if significant facts change. Changes in inflation rates or the estimated costs,timing or extent of future final capping,closure and post-closure activities typically result in both(i)a current adjustment to the recorded liability and landfill asset;and(ii)a change in liability and asset amounts to be recorded prospectively over either the remaining capacity of the related discrete final capping event or the remaining permitted and expansion airspace(as defined below)of the landfill.Any changes related to the capitalized and future cost of the landfill assets are then recognized in accordance with our amortization policy,which would generally result in amortization expense being recognized prospectively over the remaining capacity of the final capping event or the remaining permitted and expansion airspace of the landfill,as appropriate.Changes in such estimates associated with airspace that has been fully utilized result in an adjustment to the recorded liability and landfill assets with an immediate corresponding adjustment to landfill airspace amortization expense. Interest accretion on final capping,closure and post-closure liabilities is recorded using the effective interest method and is recorded in operating expenses in the consolidated statements of operations. Amortization of Landfill Assets—The amortizable basis of a landfill includes(i)amounts previously expended and capitalized; (ii)capitalized and projected landfill final capping,closure and post-closure costs;(iii)projections of future acquisition and I I 43 Table of Contents of tons.We calculate per ton amortization rates for each landfill for assets associated with each final capping event,for assets related to closure and post-closure activities and for all other costs capitalized or to be capitalized in the future.These rates per ton are updated annually,or more often,as significant facts change. It is possible that our estimates or assumptions could ultimately be significantly different from actual results. In some cases we may be unsuccessful in obtaining an expansion permit or we may determine that an expansion permit that we previously thought was probable has become unlikely.To the extent that such estimates,or the assumptions used to make those estimates, prove to be significantly different than actual results,or the belief that we will receive an expansion permit changes adversely in a significant manner,the costs of the landfill,including the costs incurred in the pursuit of the expansion,may be subject to impairment testing and lower profitability may be experienced due to higher amortization rates,higher capping,closure and post-closure rates,and higher expenses or asset impairments related to the removal of previously included expansion airspace. The assessment of impairment indicators and the recoverability of our capitalized costs associated with landfills and related expansion projects require significant judgment due to the unique nature of the waste industry,the highly regulated permitting process and the estimates involved. During the review of a landfill expansion application,a regulator may initially deny the expansion application although the permit is ultimately granted.In addition,management may periodically divert waste from one landfill to another to conserve remaining permitted landfill airspace,or a landfill may be required to cease accepting waste, prior to receipt of the expansion permit.However,such events occur in the ordinary course of business in the waste industry and do not necessarily result in an impairment of our landfill assets because,after consideration of all facts,such events may not affect our belief that we will ultimately obtain the expansion permit.As a result,our tests of recoverability,which generally make use of a cash flow estimation approach,may indicate that an impairment loss should be recorded.No landfill impairments were recorded for fiscal 2015,2014 and 2013. Self-Insurance Reserves and Related Costs Our insurance programs for workers' compensation,general liability,vehicle liability and employee-related health care benefits are effectively self-insured.Accruals for self-insurance reserves are based on claims filed and estimates of claims incurred but not reported.We maintain high deductibles for commercial general liability,vehicle liability and workers'compensation coverage at$0.5,$1.0 and$0.8,respectively as of December 31,2015. Accruals for self-insurance reserves are based on claims filed and estimate of claims incurred but not reported and are recorded gross of expected recoveries.The accruals for these liabilities could be revised if future occurrences of loss development differ significantly from our assumptions. Loss Contingencies We are subject to various legal proceedings,claims and regulatory matters,the outcomes of which are subject to significant uncertainty.We determine whether to disclose or accrue for loss contingencies based on an assessment of whether the risk of loss is remote,reasonably possible or probable,and whether it can be reasonably estimated.We analyze our litigation and regulatory matters based on available information to assess the potential liabilities.Management's assessment is developed based on an analysis of possible outcomes under various strategies.We record and disclose loss contingencies pursuant to the applicable accounting guidance for such matters. We record losses related to contingencies in cost of operations or selling,general and administrative expenses,depending on the nature of the underlying transaction leading to the loss contingency. Asset Impairment We monitor the carrying value of our long-lived assets for potential impairment and test the recoverability of such assets whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable.These events or changes in circumstances,including management decisions pertaining to such assets, are referred to as impairment indicators. Typical indicators that an asset may be impaired include(i)a significant adverse change in legal factors in the business climate, (ii)an adverse action or assessment by a regulator,and(iii)a significant adverse change in the extent or manner in which a long-lived asset is being utilized or in its physical condition.If an impairment indicator occurs,we perform a test of recoverability by comparing the carrying value of the asset or asset group to its undiscounted expected future cash flows.If cash flows cannot be separately and independently identified for a single asset,we will determine whether an impairment has occurred for the asset group for which we can identify the projected cash flows.If the carrying values are in excess of undiscounted expected future cash flows,we measure any impairment by comparing the fair value of the asset or asset group to its carrying value. Fair value is generally determined by considering:(i)an internally developed discounted projected cash flow 45 Table of Contents valuation allowances.For a public entity,the amendments in this update are effective for annual reporting periods beginning after December 15,2016, including interim periods within that reporting period. Early adoption is permitted for financial statements not previously issued.We elected to prospectively adopt the accounting standard in the beginning of our fourth quarter of fiscal 2015. Prior periods in our Consolidated Financial Statements were not retrospectively adjusted. In August 2015,the FASB issued ASU No.2015-15, "Interest-Imputation of Interest(Sub-Topic 835-30):Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements".Given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements,the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement,regardless of whether there are any outstanding borrowings on the line-of-credit arrangement.As with ASU No.2015-03,for a public entity,the amendments in this ASU are effective for annual reporting periods beginning after December 15,2015,including interim periods within that reporting period. Early application is permitted for financial statements that have not been previously issued.The standard should be adopted retrospectively to each prior reporting period presented and adjusted to reflect the period-specific effects of applying the new guidance.We elected to adopt the accounting standard in the beginning of our fourth quarter of fiscal 2015.Prior periods in our Consolidated Financial Statements were not impacted by the adoption of this standard. In April 2015,the FASB issued ASU 2015-03,Interest-Imputation of Interest,which changes the financial statement presentation of debt issuance costs to be a direct reduction to long-term debt,rather than presented as a long-tenn asset.The amortization of debt issuance costs will continue to be included in interest expense.This standard is effective for annual reporting periods beginning after December 15,2015 with early adoption permitted.We elected to adopt the accounting standard in the beginning of our fourth quarter of fiscal 2015.Prior periods in our Consolidated Financial Statements have been retrospectively adjusted. In May 2014,the FASB issued ASU 2014-09,Revenue from Contracts with Customers,which supersedes previous revenue recognition guidance.The new standard requires that a company recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration the company expects to receive in exchange for those goods or services.Companies will need to use more judgment and estimates than under the guidance currently in effect,including estimating the amount of variable revenue to recognize over each identified performance obligation.Additional disclosures will be required to help users of financial statements understand the nature,amount and timing of revenue and cash flows arising from contracts.In July 2015,the FASB approved a one-year deferral of the effective date.This standard will now become effective for the Company beginning with the first quarter of fiscal 2018 and can be adopted either retrospectively to each prior reporting period presented or as a cumulative effect adjustment as of the date of adoption.The Company is currently evaluating the impact of adopting this new guidance on the consolidated financial statements. 47 Table of Contents Over the last several years,regulations have been adopted mandating changes in the composition of fuels for motor vehicles. The renewable fuel standards that the EPA sets annually affect the type of fuel our motor vehicle fleet uses.Pursuant to the Energy Independence and Security Act of 2007,the EPA establishes annual renewable fuel volume requirements and separate volume requirements for four different categories of renewable fuels(renewable fuel,advanced biofuel,cellulosic biofuel and biomass-based diesel).These volume requirements set standards for the proportion of refiners'or importers'total fuel volume that must be renewable and must take into account the fuels'impact on reducing GHG emissions.These regulations are one of many factors that may affect the cost of the fuel we use. At our current consumption levels,a one-cent per gallon change in the price of diesel fuel changes our direct fuel costs by approximately$0.3 on an annual basis,which would be partially offset by a smaller change in the fuel fees charged to our customers and the impact of changes in fair value of our fuel derivative instruments.Accordingly,a substantial rise or drop in fuel costs could have a material effect on our revenue,cost of operations and operating margin. Our operations also require the use of certain petrochemical-based products(such as liners at our landfills)whose costs may vary with the price of petrochemicals.An increase in the price of petrochemicals could increase the cost of those products, which would increase our operating and capital costs.We also are susceptible to(1)fuel fees charged by our vendors,and (2)other pricing from our vendors due to their increases in indirect fuel costs. Commodities Prices We market recycled products such as cardboard and newspaper from our materials recovery facilities.Market demand for recyclable materials causes volatility in commodity prices.At current volumes and mix of materials,we believe a ten dollar per ton change in the price of recyclable materials will change revenue and operating income by approximately$6.0 and$4.7, respectively,on an annual basis. Inflation and Prevailing Economic Conditions To date,inflation has not had a significant impact on our operations.Consistent with industry practice,most of our contracts allow us to recover certain costs,including increases in landfill tipping fees and,in some cases,costs.Competitive factors may require us to absorb at least a portion of these cost increases,particularly during periods of high inflation.Our business is located mainly in the Southern,Midwestern and Eastern United States.Therefore,our business,financial condition and results of operations are susceptible to downturns in the general economy in these geographic regions and other factors affecting the regions,such as state regulations and severe weather conditions.We are unable to forecast or determine the timing and/or the future impact of a sustained economic slowdown. UE 49 Table of Contents Management Report on Internal Control Over Financial Reporting Management of the Company,including the principal executive and financial officers,is responsible for establishing \ and maintaining adequate internal control over financial reporting,as defined in Rules 13a-15(f)and 15d-15(f)of the Securities Exchange Act of 1934,as amended.Our internal controls are designed to provide reasonable assurance as to the reliability of our financial reporting and the preparation of the consolidated financial statements for external purposes in accordance with accounting principles generally accepted in the United States and includes those policies and procedures that: i.pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the issuer; ii.provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles,and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management and directors of the issuer;and iii.provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition,use or disposition of the issuer's assets that could have a material effect on the financial statements. Because of its inherent limitations,internal control over financial reporting may not prevent or detect misstatements. Also,projections of any evaluation of effectiveness to future periods are subject to risk that controls may become inadequate because of changes in conditions,or that the degree of compliance with the policies or procedures may deteriorate. Management of the Company assessed the effectiveness of our internal control over financial reporting as of December 31, 2015 based on the Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission(2013 framework).Based on its assessment,management has concluded that our internal control over financial reporting was effective as of December 31,2015. 51 Table of Contents Consolidated Financial Statements Advanced Disposal Services,Inc,and Subsidiaries Consolidated Balance Sheets December 31,2025 and 2014 (In millions oj'dollars, except shares) 2015 2014 Assets Current assets Cash and cash equivalents $ 0.6 S 1.0 Accounts receivable,net of allowance for doubtful accounts of 54.4 and$5.0, respectively 177.5 188.0 Prepaid expenses and other current assets 33.4 34.2 Deferred income taxes -- 14.6 Total current assets 211.5 237.8 Restricted cash - 0.2 Other assets,net 22.9 40.8 Property and equipment,net 1,649.9 1,663.9 Goodwill 1,173.5 1,166.9 Other intangiblc assets,net 364.5 379.9 Total assets $ 3,422,3 S 3,489.5. Liabilities and Stockholder's Equity Current liabilities Accounts payable S 98.1 $ 94.7 Accrued,expenses 135.7 130.7 Deferred revenue 63.1 60.0 Current maturities of landfill retirement obligations 30.2 29.2 Current maturities of long-term debt 49.1 25.3 Total current liabilities 376.2 339.9 Other long-term liabilities 55.8 61.2 Long-term debt,less current maturities 2,198.0 2,217.7 Accrued landfill retirement obligations,less current maturities 163.5 171.9 Deferred income taxes 139.0. 169.9 , Total liabilities 2,932.5 2,960.6 Stockholder's equity Common stock: S.01 par value, 1,000 shares authorized, 1,000 shares issued and outstanding - - Additional paid-in capital 1,101.0 1,105.0 Accumulated other comprehensive income -- 1.5 Accumulated deficit (611.2) (577.6) Total stockholder's equity 489.8 528.9 Total liabilities and stockholder's equity $ 3,422.3 $ 3,489.5 The accompanying notes are an integral part of these consolidated financial statements. I Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Consolidated Statements of Comprehensive Loss (In millions of dollars) Year Ended December 31, 2015 2014 2013 Net loss S (33:6) S (17.1) S (117.8) Other comprehensive(loss)income,net of tax Market value adjustments for hedges (1.5) (1.0) 4.7 Other comprehensive(loss)income (1.5) (1,0) 4.7 Comprehensive loss $ (35.1) $ (18,1) $ (113.1) i i i The accompanying notes are an integral part of these consolidated financial statements. 55 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Consolidated Statements of Cash Flows (ht millions Uf dollars) Year Ended December 3l, 2015 2014 2013 Cash flows from operating activities Net loss S (33.6) ; (17.1) S (117.8) Adjustments to reconcile net loss to net cash provided by operating activities Depreciation and amortization 259.1 271.7 284.8 Amortization of option/interest rate cap premium 1.5 2,11 1.3 Amortization of terminated derivative contracts -- 6.0 Interest accretion loss contracts,other debt and long-term liabilities 2.7 2.2 2.7 Amortization of debt issuance costs 14.4 15.1 12.6 Accretion of original issue discount 5.1 4.9 5.0 Accretion on landfill retirement obligations 13.1 13.5 15.0 Provision for doubtful accounts 4.0 4.2 7.7 Loss on sale of property and equipment 4.7 0.8 2.6 Gain on redemption of security (2.5) Share based compensation 3.1 4.5 4.6 Change in fair value of derivative instruments (11.1) 27.3 - Amortization of other long-tern assets 0.3 - Deferred tax benefit (21.6) (84.5) (57.0) Earnings in equity investee (1.3) (0.1) (0.3) Asset impairment 6.4 5.3 25.5 Loss on disposition of business 10.5 Changes in operating assets and liabilities,net of businesses acquired Decrease(increase)in accounts receivable 8.3 1.7 (5.1) Decrease(increase)in prepaid expenses,parts and supplies,and other current assets 1.1 1.3 (2.8) Decrease(increase)in other assets 3.9 2.9 (l.l) (Decrease)increase in accounts payable (2.8) 3.8 5.7 Increase(decrease)in accrued expenses 3.9 (6.6) (0.3) (Decrease)increase in unearned revenue (0.5) (1.7) 4.6 (Decrease)increase in other long-term liabilities (3.5) 5.4 (1.4) Capping,closure and post-closure expenditures (20.4) (13.8) (12:0) Net cash provided by operating activities 244.5 243.2 180.3 Cash flows from investing activities Purchases ofproperty and equipment and construction and development (179.7) (196.4) (158.1) Proceeds from sale of property and equipment 2.6 3.0 3.4 Proceeds from redemption of securities 15.0 5.0 Repayments of notes receivable - 0.1 Acquisition of businesses,net of cash acquired (50.0) (9.9) (50.4) Proceeds from disposition of businesses 14.7 2.1 45.2 Net cash used in investing activities (197.4) (201.2) (154.8) Cash flows from financing activities Proceeds from borrowings on debt instruments 114.0 95.0 184.0 Repayments on debt instruments (153.4) (141:3) (196.8) Deferred financing charges (0.2) (1.3) (22.9) Bank overdraft 1.2 L4 (3.3) Return of capital (7.5) (9.0) -- Capital contributions from parent 0.4 - - Other financing activities (2.0) 2.2 6.7 Net cash used in financing activities (47.5) (53.0) (32.3) Net decrease in cash and cash equivalents (0.4) (11.0) (6.8) Cash and cash equivalents,beginning of year 1.0 12.0 18.8 Cash and cash equivalents,end of year S 0.6 S 1.0 S 12.0 The accompanying notes are an integral part of these consolidated financial statements. 57 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless otheiivise indicated) Parts and Supplies Inventory Parts and supplies consist primarily of spare parts,fuel,tires, lubricants and processed recycled materials.Parts and supplies are stated at the lower of cost or market value utilizing an average cost method and arc included in prepaid expenses and other current assets in the accompanying consolidated balance sheets. Revenue Recognition The Company recognizes revenues as the services are provided.Revenue is recognized as waste is collected,as tons are received at the landfill or transfer stations,as recycled commodities are delivered to a customer, or as services are rendered to customers.Certain customers are billed and pay in advance and,accordingly,recognition of the related revenues is deferred until the services are provided.Revenues are reported net of applicable state landfill taxes. Trade Receivables The Company records trade receivables when billed or when services are performed,as they represent claims against third parties that will generally be settled in cash.The carrying value of receivables,net of the allowance for doubtful accounts, represents the estimated net realizable value.The Company estimates losses for uncollectible accounts based on an evaluation of the aged accounts receivable and the likelihood of collection of the receivable based on historical collection data and existing economic conditions. If events or changes in circumstances indicate that specific receivable balances may be impaired,further consideration is given to the collectability of those balances. Insurance Reserves The Company uses a combination of insurance with high deductibles and self-insurance for various risks including workers compensation,vehicle liability,general liability and employee group health claims.The exposure for unpaid claims and associated expenses,including incurred but not reported losses,is estimated by factoring in pending claims and historical trends data and other actuarial assumptions. In estimating our claims liability,we analyze our historical trends,including loss development and apply appropriate loss development factors to the incurred costs associated with the claims.The discounted estimated liability associated with settling unpaid claims is included in accrued expenses and other long-term liabilities in the consolidated balance sheets. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash,accounts receivable and derivative instruments.The Company maintains cash and cash equivalents with banks that at times exceed applicable insurance limits.The Company reduces its exposure to credit risk by maintaining such deposits with high quality financial institutions.The Company has not experienced any losses in such accounts. The Company generally docs not require collateral on its trade receivables.Credit risk on accounts receivable is minimized as a result of the large and diverse nature of the Company's customer base and its ability to discontinue service,to the extent allowable,to non-paying customers.No single customer represented greater than 5%of total accounts receivable at December 31,2015 and 2014,respectively. Asset Impairments The Company monitors the carrying value of its long-lived assets for potential impairment and test the recoverability of such assets whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable.These events or changes in circumstances,including management decisions pertaining to such assets, are referred to as impairment indicators. Typical indicators that an asset may be impaired include(i)a significant adverse change in legal factors in the business climate, (ii)an adverse action or assessment by a regulator,and(iii)a significant adverse change in the extent or manner in which a long-lived asset is being utilized or in its physical condition.If an impairment indicator occurs,the Company performs a test of recoverability by comparing the carrying value of the asset or asset group to its undiscounted expected future cash flows.If cash flows cannot be separately and independently identified for a single asset,the Company will determine whether an impairment has occurred for the asset group for which it can identify the projected cash flows. If the carrying values are in excess of undiscounted expected future cash flows,the Company measures any impairment by comparing the fair value of the asset or asset group to its carrying value. Fair value is generally determined by considering(i)internally developed discounted projected cash flow analysis of the asset or asset group;(ii)third-party valuations;and/or(iii)information available regarding the current market for similar assets. If such assets are considered to be impaired,the impairment to be recognized is measured as the amount by which the carrying value exceeds the fair value of the asset. 59 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (Lr millions, unless othertivise indicated) permits are not obtained,costs are charged to operations.The cost basis of our landfill assets also includes asset retirement costs,which represent estimates of future costs associated with landfill final capping,closure and post-closure activities. Final Capping, Closure and Post-Closure Costs—The following is a description of the Company's asset retirement activities and related accounting: Final Capping ---Includes installing flexible membrane and geosynthetic clay liners,drainage and compact soil layers,and topsoil,and is constructed over an area of the landfill where total airspace capacity has been consumed and waste disposal operations have ceased.These final capping activities occur in phases as needed throughout the operating life of a landfill as specific areas are filled to capacity and the final elevation for that specific area is reached in accordance with the provisions of the operating permit.Final capping asset retirement obligations are recorded on a units-of-consumption basis as airspace is consumed related to the specific final capping event with a corresponding increase in the landfill asset. Each final capping event is accounted for as a discrete obligation and recorded as an asset and a liability based on estimates of the discounted cash flows and capacity associated with each final capping event. Closure and post-closure—These activities involve methane gas control,leachate management and groundwater monitoring, surface water monitoring and control,and other operational and maintenance activities that occur after the site ceases to accept waste.The post-closure period generally runs for 30 years or longer after final site closure for landfills.Landfill costs related to Closure and post-closure are recorded as an asset retirement obligation as airspace is consumed over the life of the landfill with a corresponding increase in the landfill asset.Obligations are recorded over the life of the landfill based on estimates of the discounted cash flows associated with performing the closure and post-closure activities. The Company annually updates its estimates for these obligations considering the respective State regulatory requirements, input from our internal engineers,operations,accounting personnel and external consulting engineers.The closure and post- closure requirements are established under the standards of the U.S. Environmental Protection Agency's Subtitle D regulations as implemented and applied on a state-by-state basis.These estimates involve projections of costs that will be incurred as portions of the landfill are closed and during the post-closure monitoring period. Capping, closure and post-closure costs are estimated assuming such costs would be incurred by a third party contractor in present day dollars and are inflated by the 25-year average change in the historical Consumer Price Index("CPI")(consistent historical rate which agrees to historical CPI per government website of 2.50%from 1990 to 2015)to the time periods within which it is estimated the capping,closure and post-closure costs will be expended.The Company discounts these costs to present value using the credit-adjusted,risk-free rate effective at the time an obligation is incurred,consistent with the expected cash flow approach.Any change that results in an upward revision to the estimated cash flows are treated as a new liability and discounted at the current rate while downward revisions are discounted at the historical weighted-average rate of the recorded obligation.As a result,the credit-adjusted,risk-free discount rate used to calculate the present value of an obligation is specific to each individual asset retirement obligation.The range of rates utilized within the calculation of the asset retirement obligations at December 31,2015 is between 6.4%and 10.5%. The Company records the estimated fair value of the final capping,closure and post-closure liabilities for its landfills based on the capacity consumed in the current period.The fair value of the final capping obligations is developed based on the Company's estimates of the airspace consumed to date for each final capping event and the expected timing of each final capping event.The fair value of closure and post-closure obligations is developed based on the Company's estimates of the airspace consumed to date for the entire landfill and the expected timing of each closure and post-closure activity.Because these obligations are measured at estimated fair value using present value techniques,changes in the estimated cost or timing of future final capping,closure and post-closure activities could result in a material change in these liabilities,related assets and results of operations.The Company assesses the appropriateness of the estimates used to develop our recorded balances annually,or more often if significant facts change. Changes in inflation rates or the estimated costs,timing or extent of future final capping,closure and post-closure activities typically result in both(i)a current adjustment to the recorded liability and landfill asset;and(ii)a change in liability and asset i amounts to be recorded prospectively over either the remaining capacity of the related discrete final capping event or the remaining permitted and expansion airspace(as defined below)of the landfill.Any changes related to the capitalized and future cost of the landfill assets are then recognized in accordance with the Company's amortization policy,which would generally result in amortization expense being recognized prospectively over the remaining capacity of the final capping event or the 61 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless otherwise indicated) post-closure period are adjusted prospectively. In addition,any amounts related to the probable expansion are charged to expense in the period in which it is determined that the criteria are no longer met. Once the remaining permitted and expansion airspace is determined in cubic yards,an airspace utilization factor("AUF")is established to calculate the remaining permitted and expansion capacity in tons.The AUF is established using the measured density obtained from previous annual surveys and is then adjusted to account for future settlement.The amount of settlement that is forecasted will take into account several site-specific factors including:current and projected mix of waste type,initial and projected waste density,estimated number of years of life remaining,depth of underlying waste,anticipated access to moisture through precipitation or recirculation of landfill leachate and operating practices. In addition,the initial selection of the AUF is subject to a subsequent multi-level review by our engineering group,and the AUF used is reviewed on a periodic basis and revised as necessary.The Company's historical experience generally indicates that the impact of settlement at a landfill is greater later in the life of the landfill when the waste placed at the landfill approaches its highest point tinder the permit requirements. After determining the costs and remaining permitted and expansion capacity at each of its landfills,the Company determines the per ton rates that will be expensed as waste is received and deposited at the landfill by dividing the costs by the corresponding number of tons.The Company calculates per ton amortization rates for each landfill for assets associated with each final capping event,for assets related to closure and post-closure activities and for all other costs capitalized or to be capitalized in the future.These rates per ton are updated annually,or more often,as significant facts change. It is possible that the Company's estimates or assumptions could ultimately be significantly different from actual results. In some cases the Company may be unsuccessful in obtaining an expansion permit or the Company may determine that an expansion permit that it previously thought was probable has become unlikely.To the extent that such estimates,or the assumptions used to make those estimates,prove to be significantly different than actual results,or the belief that the Company Will receive an expansion permit changes adversely in a significant manner,the costs of the landfill,including the costs incurred in the pursuit of the expansion,may be subject to impairment testing and lower profitability may be experienced due to higher amortization rates,higher capping,closure and post-closure rates,and higher expenses or asset impairments related to the removal of previously included expansion airspace. The assessment of impairment indicators and the recoverability of the Company's capitalized costs associated with landfills and related expansion projects require significant judgment due to the unique nature of the waste industry,the highly regulated permitting process and the estimates involved.During the review of a landfill expansion application,a regulator may initially deny the expansion application although the permit is ultimately granted.In addition,the Company may periodically divert waste from one landfill to another to conserve remaining permitted landfill airspace,or a landfill may be required to cease accepting waste,prior to receipt of the expansion permit.However, such events occur in the ordinary course of business in the waste industry and do not necessarily result in an impairment of the landfill assets because,after consideration of all facts,such events may not affect the belief that the Company will ultimately obtain the expansion permit.As a result,the Company's tests of recoverability,which generally make use of a cash flow estimation approach,may indicate that an impairment loss should be recorded.No landfill impairments were recorded for the years ended December 31,2015,2014 and 2013. Capitalized Interest The Company capitalizes interest on certain projects under development, including landfill construction projects. For the years ending December 31,2015,2014 and 2013,total interest cost was$13$.0,$141.5 and$163.1,respectively,after capitalized interest of$0.9,$1.6 and$0.6,respectively. Derivative Financial Instruments The Company uses interest rate caps to manage interest rate risk on its variable rate debt.The Company uses commodity futures contracts as an economic hedge to reduce the exposure of changes in diesel fuel and natural gas prices.The instruments qualifying for hedge accounting treatment have been designated as cash flow hedges for accounting purposes with changes in fair value,to the extent effective,recognized in accumulated other comprehensive income within the equity section of the consolidated balance sheets.Amounts are reclassified into earnings when the forecasted transaction affects earnings.Any ineffectiveness for those instruments that do not qualify for hedge accounting,the amount of ineffectiveness or change in market value,respectively is recognized into earnings immediately without offset.The commodity futures contracts do not qualify for hedge accounting and as such changes in fair value are recognized in other(expense)income,net in the consolidated 63 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In nii"llions, unless othem,ise indicated) The Company performs its annual assessment as of December 31 of each year.The impairment test indicated the fair value of each reporting unit exceeded the carrying value. If the Company does not achieve its anticipated disposal volumes,our collection or disposal rates decline,costs or capital expenditures exceed forecasts,costs of capital increase,or the Company does not receive landfill expansions,the estimated fair value could decrease and potentially result in an impairment charge in the fiuture.Refer to Note 4 for information regarding impairment charges recorded in connection with discontinued operations. The Company recorded no goodwill impairment charges for fiscal 2015,2014 and 2013 in connection with the assessments. Intangible Assets,Net Intangible assets are stated at cost less accumulated amortization and consist of noncompete agreements,tradenames,customer contracts and customer lists and are amortized over their estimated usefiil lives.The carrying values of intangibles are periodically reviewed by the Company to determine if the facts and circumstances suggest that they may be impaired.If the carrying value exceeds estimated fair value,an impairment charge would be recognized in the amount of the excess.Fair value is typically estimated using an income approach for the respective asset,as described above.The Company recorded impairment charges of$0.0,$2.7 and$0.6 for fiscal 2015,2014 and 2013,respectively.The impairments in both fiscal 2014 and 2013 were related to the discontinuance of trade names and certain customer lists.Refer to Note 4 for information regarding impairment charges recorded in connection with discontinued operations. Income Taxes The Company is subject to income tax in the United States. Current tax obligations associated with the provision for income taxes are reflected in the accompanying consolidated balance sheets as a component of accrued expenses and the deferred tax obligations are reflected in deferred income tax asset or liability.Deferred income taxes arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes in different periods, Deferred income taxes are classified as noncurrent as discussed in"New Accounting Standards"below.Significant judgment is required in assessing the timing and amounts of deductible and taxable items.The Company establishes reserves for uncertain tax positions,when despite its belief that its tax return positions are fully supportable,the Company believes that certain positions may be challenged and potentially disallowed. When facts and circumstances change,the Company adjusts these reserves through its provision for income taxes.To the extent interest and penalties may be assessed by taxing authorities on any underpayment of income tax,such amounts have been accrued and are classified as a component of tax expense in the consolidated statements of operations. Contingencies The Company is subject to various legal proceedings,claims and regulatory matters,the outcomes of which arc subject to significant uncertainty.In general,the Company determines whether to disclose or accrue for loss contingencies based on an assessment of whether the risk of loss is remote,reasonably possible or probable,and whether it can be reasonably estimated. The Company assesses its potential liability relating to litigation and regulatory matters based on information available.The Company develops its assessment based on an analysis of possible outcomes under various strategies.The Company accrues for loss contingencies when such amounts are probable and reasonably estimable. If a contingent liability is only reasonably possible,the Company discloses the potential range of the loss,if estimable. New Accounting Standards In November 2015,the Financial Accounting Standards Board("FASB")issued ASU 2015-17 Income Taxes(Topic 740), Balance Sheet Classification of Deferred Taxes,requiring all deferred tax assets and liabilities,and any related valuation allowance,to be classified as non-current on the balance sheet.The classification change for all deferred taxes as non-current simplifies entities'processes as it eliminates the need to separately identify the net current and net non-current deferred tax asset or liability in each jurisdiction and allocate valuation allowances. For a public entity,the amendments in this update are effective for annual reporting periods beginning after December 15,2016,including interim periods within that reporting period. Early adoption is permitted for financial statements not previously issued.The Company elected to prospectively adopt the accounting standard in the beginning of the fourth quarter of fiscal 2015.Prior periods in the Consolidated Financial Statements were not retrospectively adjusted. In August 2015,the FASB issued ASU No.2015-15,"Interest-Imputation of Interest(Sub-Topic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements". Given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements,the SEC staff would 65 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless otherwise indicated) 2015 2014 Current assets $ 2.8 $ 0.5 Property and equipment 20.4 2.6 Goodwill 12.0 1.3 Other intangible assets 31.2 5.5 Total assets acquired 66.4 9.9 Current liabilities 4.3 1.3 Total liabilities assumed 10.1 1.3 Net assets acquired $ 56.3 $ 8.6 The following table presents the allocation of the purchase price to other intangible assets: 2015 2014 Customer lists and contracts $ 27.8 S 4.3 Noncompete 2.6 1.2 Other 0.8 - $ 31.2 S 5.5 The amount of goodwill recorded related to 2015 acquisitions for the South Segment, East Segment,and Midwest Segment was S 1.6,$1.4,and$9.0,respectively.The amount of goodwill deductible for tax purposes related to acquisitions in fiscal 2015 and fiscal 2014 was S4.1 and S 1.3,respectively.The total amount of goodwill deductible for tax purposes was$100.8 and$113.7 at December 31,2015 and 2014,respectively. 1 The weighted average life of other intangible assets in years is as follows: Customer lists and contracts 15 Noncompete 5 Goodwill and intangible assets increased by$0.1;$0.1 and$26.6,for the years ended December 31,2015,2014 and 2013, respectively,as a result of purchase price adjustments of acquisitions from the previous year.The increases were primarily related to working capital adjustments as a result of finalizing the purchase accounting for the acquisitions. 4. Discontinued Operations The Company completed the sale of certain assets and liabilities in Oxford,MA for approximately$3.7 in December 2013 and recorded a loss of$11.1 in connection with the sale,as the selling price was less than the carrying value.The loss on the sale in 2013 and the results of operations have been included in discontinued operations in the accompanying consolidated statements of operations for the applicable periods presented. The Company entered into a letter of intent in December 2013,to sell certain assets in Panama City,FL for approximately$2.0 and in connection with the planned divestiture recorded an impairment charge of$3.6 for the year ended December 31,2013,as the fair value determined through the selling price was less than the carrying value.The sale was completed in January 2014. The impairment charge has been included in discontinued operations in the accompanying consolidated statement of operations for fiscal 2013. In connection with the acquisition of Veolia ES Solid Waste division,the Company was required by the United States Department of Justice to divest certain businesses.The Company completed the divestitures in 2013,as required for those businesses in Georgia and New Jersey and recorded no additional impairment charge upon sale for the year ended December 31,2013. 67 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (/n nnfflons, unless otherwise indicated) 2015 2014 2013 Balance at January 1, $ 96.1 S 141.6 S 128.1 Decrease in valuation allowance for tax provision for continuing operations (0.9) (51.4) - Increase in valuation allowance for tax provision for continuing operations - 5.9 7.6 Additions from purchase accounting - - 5.9 Balance at December 31, S 95.2 S 96.1 S 141.6 7. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following at December 31: 2015 2014 Prepaid insurance S 5.6 S 6.3 Prepaid expenses 15.4 15.8 Other receivables and current assets 4.2 3.0 Parts and supplies inventory 8.2 9.1 S 33.4 S 34.2 8. Derivative Instruments and Hedging Activities The following table summarizes the fair value of derivative instruments recorded in our consolidated balance sheets. Derivatives Designated as Hedging Instruments Balance Sheet Location 2015 2014 Interest rate caps Other current assets 0.2 2.7 Derivatives Not Designated as Hedging Instruments Fuel commodity derivatives Other current liabilities 16.2 20.6 Fuel commodity derivatives Other long-term liabilities - 6.7 Total derivatives S 16.0 S 24.6 We have not offset fair value amounts recognized for our derivative instruments. Interest Rate Cap In December 2012,the Company entered into four interest rate cap agreements to hedge the risk of a rise in interest rates and associated cash flows on the variable rate debt.The interest rate caps expire in various tranches through 2016. The Company recorded the premium of S5.0 in other assets in the consolidated balance sheet and amortizes the premium to interest expense based upon decreases in time value of the caps.Amortization expense was approximately S 1.5,S2.1,and$1.3 for fiscal 2015, 2014,and 2013,respectively.The aggregate notional amounts of the contracts were approximately 5695.2 at December 31, 2015 and expire in tranches through 2016. Commodity Futures Contracts The Company utilizes fuel derivative instruments(commodity futures contracts)as economic hedges of the risk that fuel prices Will fluctuate. The Company has used financial derivative instruments for both short-term and long-term time frames and Utilizes fixed swap price agreements to manage the identified risk. The Company does not enter into derivative financial instruments for trading or speculative purposes. Changes in the fair value and settlements of the fiiel derivative instruments are recorded in other(expense)income,net in the consolidated statements of operations. The market price of diesel fuel is unpredictable and can fluctuate significantly. 69 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless otherwise indicated) 11. Other Intangible Assets,Net and Goodwill Intangible assets,net consist of the following at December 31: 2015 Weighted Average Gross Net Remaining Carrying Accumulated Carrying Life Value Amortization Impairment Value (Years) Noncompete agreements $ 19.0 $ (14.6) $ - $ 4.4 2.9 Tradenames 17.2 (7.8) - 9.4 15.5 Customer lists and contracts 510.6 (163.1) - 347.5 13.6 Operating permits 2.9 - 2.9 N/A Above/below market leases 0.4 (0.1) - 0.3 10.6 $ 550.1 $ (185.6) $ - 364.5 2014 Weighted Average Gross Net Remaining Carrying Accumulated Carrying Life Value Amortization Impairment Value (Years) Noncompete agreements $ 16.9 $ (12.5) $ (0.1) $ 4.3 2.3 Tradenames 17.0 (7.1) -- 9.9 16.6 Customer lists and contracts 491.3 (125.6) (2.5) 363.2 14.6 Operating permits 2.2 2.2 N/A Above/below'market leases 0.4 (0.1) - 0.3 11.6 $ 527.8 S (145.3) S (2.6) S 379.9 Amortization expense recorded on intangible assets for the years ended December 31,2015,2014 and 2013 was$42.8,$42.3 and$42.2,respectively. Future amortization expense for intangible assets for the year ending December 31 is estimated to be: 2016 44.4 2017 40.9 2018 38.1 2019 29.4 2020 29.0 Thereafter 182.7 $ 364.5 71 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless otherwise indicated) Annual aggregate principal maturities at December 31,2015 are as follows: 2016 $ 49.1 2017 29.6 2018 24.8 2019 1,649.3 2020 552.4 Thereafter 10.5 $ 2,315.7 In October 2012,the Company placed$1,800.0 in term B loans,$550.0 in bonds and a$300.0 revolving credit facility ("Revolver"). The proceeds were used to finance the acquisition of Veolia ES Solid Waste division and repay borrowings under its previously outstanding revolving credit facility and extinguish term loans and notes payable. Substantially all of the Company's assets collateralize the loans,bonds and credit facility and each of the agreements restrict further indebtedness and payment of dividends in excess of certain predefined amounts. All bonfowings under the term B loan and the Revolver are guaranteed by each of the Company's current and future U.S. subsidiaries(which also guarantee the 8.25%bonds),subject to certain agreed-upon exemptions.The Company has one non- guarantor foreign subsidiary that is minor,as its assets and income from continuing operations are less than 3%of the Company's consolidated amounts.All guarantors are jointly and severally and fully and unconditionally liable.The parent company has no independent assets or operations and each of the subsidiary guarantor is 100%owned by the Company.There are no significant restrictions on the Company or any guarantor to obtain funds from its subsidiaries by dividend or loan. The Revolver is a syndicated revolving credit facility that is available for general corporate purposes including working capital, equipment purchases and business acquisitions and collateralized by the real property of the Company. It is due at maturity in October,2017.At December 31,2015,the Revolver had$32.0 of borrowings outstanding and$45.9 in letters of credit outstanding.At December 31,2014,the Revolver facility had no borrowings outstanding and$58.1 in outstanding letters of credit.An annual commitment fee equal to 0.50%per annum on the daily unused amount is due quarterly.The amount of fees for 2015,2014 and 2013 were not significant. The term B loan is due in September 2019 and has payments due quarterly of$4.5 with mandatory prepayments due to the extent net cash proceeds from the sale of assets exceed$25.0 in any fiscal year and are not reinvested in the business within 365 days from the date of sale,upon notification of the Company's intent to take such action or in accordance with excess cash flow,as defined.The term B loan is collateralized by certain real property of the Company.Further prepayments are due when there is excess cash flow,as defined. On October 1,2016 and 2017,the bonds may be redeemed for a call premium of 104.125%and 102.063°/x,respectively. Subsequent to October 1,2018,the notes are redeemable at par.The bonds bear interest at 8.25%and are due in October 2020. The term B loan bears interest at a base rate(alternate base rate or LIBOR base rate)plus an applicable margin.The alternate base rate is defined as the greater of the prime rate or federal funds rate phis 50 basis points and the LIBOR base rate is subject to a 0.75%floor. The Revolver loan bears interest at a base rate(alternate base rate or LIBOR base rate)plus an applicable margin.The alternate base rate is defined as the greater of the prime rate or federal funds rate plus 50 basis points and the LIBOR base rate is subject to a 1.25%floor. The applicable margin for the term B loan is based on the total leverage ratio of the Company as follows: 73 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless othemvise indicated) 15. Stockholders' Equity and Stock Options (Share amounts not in millions) The Company's equity consists of one thousand shares of authorized,issued and outstanding common stock. In October 2012,the Parent's Board of Directors adopted the 2012 Stock Incentive Plan(the"Plan")under which an aggregate of 150,000 shares of the Parent's common stock was reserved for issuance.The Plan provides for employees of the Company to participate in the plan and provides that the options or stock purchase rights have a term of ten years and vest equally over four years at a rate of 20%with 20%of the options being vested at the date of grant for all options except the Strategic grants which vest 100%after five years.All options of the Strategic Plan issued prior to 2010 vest upon a change of control.All other options vest in 20%tranches from the date of issuance upon a change of control. These options have an assumed forfeiture rate ranging from 5.7%-14.8%for 2015 and 2014. Stock Option Plans The fair value of the options granted is estimated using the Black-Scholes option pricing model using the following assumptions: 2015 2014 2013 Average expected term(years) 6.9 6.0 6.0 Risk-free interest rate 1.76%- 1.93% 1.83%-2.10% 0.93% Expected volatility 30.0% 30.0% 20.0% Since the Company does not have any historical exercise data that is indicative of expected future exercise performance, it has elected to use the"simplified method"to estimate the options expected term by taking the average of each vesting-tranche and the contractual term.The Company used the average weekly historical volatility for public companies in the solid waste sector to estimate historical volatility used in the Black-Scholes model.The risk-free rate used was based on the US Treasury security rate estimated for the expected term of the option at the date of grant.The Company has applied a discount for lack of marketability ranging from 9%to 10%for shares issued in 2015,2014 and 2013,to the option value as the shares being valued are privately held and not readily marketable.No dividends are expected to issued. Annual Stock Options A summary of the Annual Stock Options and Senior Management Stock Options outstanding for the year ended December 31, 2015 (in millions,except share and per share amounts)is as follows: Weighted- Average Weighted- Remaining Number of Average Contractual Shares Exercise Price Term Outstanding at January 1,2015 38,928 $ 659 Granted 4,750 896 Exercised (1 I 7) 409 Expired or forfeited (1,925) 676 Outstanding at December 31,2015 41,636 686 6.08 Exercisable at December 31,2015 30,667 $ 628 5.45 l The weighted-average grant-date fair value of options granted per share was S291, $268 and$268 during 2015,2014,and 2013, respectively. The total fair value of options vested was S 1.0,$1.6 and$1.8 during fiscal 2015,2014,and 2013,respectively.The 75 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless other ivise indicated) Of the above amounts,S 19.2 and S 19.6 is included in accrued expenses and the remainder is included in other long-term liabilities at December 31,2015 and 2014,respectively. 17. Benefit Plans The Company has 401(k) Savings Plans("401(k)Plan") for the benefit of qualifying full-time employees who have more than 90 days of service and are over 21 years of age. Employees make pre-tax contributions to the 401(k)Plan with a partial matching contribution made by the Company.The Company's matching contributions to the 401(k)Plan were$3.2,S2.8 and S2.8 for fiscal 2015,2014 and 2013,respectively.Contributions by the Company are included in operating costs and expenses in the accompanying consolidated statements of operations. The Company is a participating employer in a number of trustee-managed multiemployer,defined benefit pension plans for employees who participate in collective bargaining agreements.Approximately 13%of the Company's workforce is subject to a collective bargaining agreement and two of the collective bargaining agreements expire within one year.The risks of participating in the multiemployer plans are different from single-employer plans in that(i)assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers;(ii)if a participating employers stops contributing to the plan,the unfunded obligations of the plan may be required to be assumed by the remaining participating employers;and(iii) if the Company chooses to stop participating in any of the multiemployer plans, it may be required to pay those plans a withdrawal amount based on the underfunded status of the plan.The total contributions made to all plans for fiscal 2015 was S4.7, of which S0.2 is related to plans that are not individually significant. The following table outlines the Company's participation in multiemployer plans considered to be individually significant: Pension Protection Expiration 1 Act Zone Status FIP/RP Contributions Date of Status Pending/ Collective- EIN/Pension Implemented Bargaining Pension Fund Plan Number 2014 2013 (B) 2015 2014 2013 Agreement Suburban Teamsters of 36-6155778-001 implemented S 0.6 S 0.5 S 0.4 1/31/2019 Northern IL Pension Fund Critical as of Critical as of I/I/2014 1/1/2013 Pension Fund of 36-6042061-001 Implemented S 0.2 S 0,2 S 0.2 12/31/2018 Automobile Mechanics Local No.701 Critical as of Critical as of 1/1/2014 1/1/2013 Local 731 Private 36-6513567-001 Implemented $ 1.8 :S 1.7 S 1.6 9130/2018 Scavengers and Garage Not Attendants Pension Fund Endangered as Endangered as (A) of 10/1/2014 of 1011/2013 Midwest Operating 36-6140097-001 implemented S 0.6 S 0.6 S 0.5 9/30/2016 Engineers Pension Fund Endangered as Endangered as of4/l/14 of4/1/12 Teamsters Local Union 36-6492992-001 No S 0.9 S 0.8 S 0.6 9/30'2016 No.301 Union Pension Fund(A) Not endangered Not endangered or critical as of or critical as of 111/14 1/1/13 Central Slates Southeast 36-6064560-001 Implemented S 0.2 S 0.2 S 0.2 1/31/2015 and Southwest Areas Critical as of Critical as of Pension Fund 1/1/2014 1/1/2013 Local 705lnt'I 36-6492502-001 implemented S 0.2 S 0.2 S 0.2 9/30/2018 Brotherhood of Teamsters Pension TR. Critical as of Critical as of FD. 1/1/2014 1/1/2013 (A) The employers'contributions to the plan represent greater than 5%of the total contributions to the plan for the most recent plan year available, 77 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless otherwise inclicateel) 2015 2014 Deferred tax assets Allowance for doubtful accounts S 1.7 S 2.0 Insurance reserve 16.8 17.5 Net operating loss 176.5 178.3 Capital loss carryforward 69.1 69.1 Accrued bonus and vacation 9.0 7,7 Stock compensation 1.9 1.8 Other comprehensive income - 0.6 Tax credits 7.2 6.9 Other 21.4 21.1 Total deferred tax assets 303.6 305.0 Valuation allowance (95.2) (96.1) Deferred tax assets less valuation allowance 208.4 208.9 Deferred tax liabilities Fixed asset basis (110.8) (117.8) Intangible basis (123.7) (127.2) Landfill and environmental remediation liabilities (109.8) (113.8) Other (3.1) (5.4) Deferred tax liabilities (347.4) (364.2) Net deferred tax liability $ (139.0) S (155.3) The amounts recorded as deferred tax assets as of December 31,2015 and 2014 represent the amounts of tax benefits of existing deductible temporary differences or net operating and capital loss carryforwards. Realization of deferred tax assets is dependent upon the generation of sufficient taxable income prior to expiration of any loss carryforwards.A valuation allowance has been recorded against deferred tax assets as of December 31,2015 in the amount of S95.2.The valuation allowance for the year ended December 31,2014 was$96.1.The Company has established valuation allowances for uncertainties in realizing the benefit of certain tax loss and credit carryforwards.While the Company expects to realize the deferred tax assets,net of the valuation allowances,changes in estimates of future taxable income or in tax laws may alter this expectation. The Company had available federal NOL carryforwards from continuing operations of approximately$417.4 and$432.5 at December 31,2015 and 2014 respectively.The Company's federal net operating losses have expiration dates beginning in the year 2019 through 2033 if not utilized against taxable income. The capital losses of S 182.9 expire in 2017 and 2018,if not previously utilized against capital gains. In 2014,the Company recognized a decrease in valuation allowance of S51.4,which was primarily related to the completion of a legal entity restructuring that was undertaken in order to drive administrative and legal efficiencies.As a result of the operational restructuring,during the fourth quarter of 2014,the Company was able to project and support its ability to utilize certain federal net operating losses that were previously limited under the Seperate Return Limitation Year("SRLY")tax rales. The Company has grown through a series of acquisitions and mergers and has had change of control events that resulted in limitations on the utilization of NOLs pursuant to Section 382 of the Internal Revenue Code("IRC").Approximately S 169.8 of the NOLs from continuing operations are limited under the SRLY rules of the IRC.These NOLs are only available to be utilized against taxable income of the HWStar Waste Holdings,Corp.and subsidiaries thereof, a wholly-owned Subsidiary of r, the Company. At this time,the Company expects to utilize these NOLs,as a result of the operational restructuring discussed above. 79 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless othervt4se indicated) Cost approach Amount that would be required to replace the service capacity of an asset(i.e.,replacement cost);and; Income approach Techniques to convert future amounts to a single present amount are based on market expectations(including present value techniques,option-pricing models,and lattice models). The Company's financial assets and liabilities recorded at fair value on a recurring basis include derivative instruments and certain investments included in cash equivalent money market funds.The Company's fuel derivative instruments and interest rate caps are recorded at their estimated fair values based on quotes received from financial institutions that trade these contracts and a current forward fixed price swap curve,respectively.The Company verifies the reasonableness of these quotes using similar quotes from another financial institution as of each date for which financial statements are prepared. For the Company's fuel derivative instruments,the Company also considers the Company's and counterparty's credit worthiness in its determination of the fair value measurement of these instruments in a net liability position.The Company's restricted cash measured at fair value is invested primarily in U.S.government and agency securities. All instruments were valued using the market approach.The Company's interest rate caps are valued using a third-party pricing model that incorporates information about LIBOR yield curves,which is considered observable market data,for each instrument's respective term.Counterparties to the Company's interest rate caps are financial institutions who participate in the term B loan.Valuations of those interest rate caps may fluctuate significantly from period to period due to volatility in valuation interest rates which are driven by market conditions and the scheduled maturities of the caps.The Company's assets and liabilities that are measured at fair value on a recurring basis approximate the following: 81 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless otherlvise indicated) In February 2009,the Company and certain of its subsidiaries were named as defendants in a purported class action suit in the Circuit Court of Macon County,Alabama. Similar class action complaints were brought against the Company and certain of its subsidiaries in 2011 in Duval County, Florida and in 2013 in Quitman County,Georgia and Barbour County,Alabama,and in 2014 in Chester County,Pennsylvania.The Georgia complaint was dismissed in March 2014.The plaintiffs in those cases primarily allege that the defendants charged improper fees(fuel,administrative and environmental fees)that were in breach of the plaintiffs'service agreements with the Company and seek damages in an unspecified amount.The Company believes that it has meritorious defenses against these purported class actions,which it will vigorously pursue.Given the inherent uncertainties of litigation,including the early stage of these cases,the unknown size of any potential class,and legal and factual issues in dispute,the outcome of these cases cannot be predicted and a range of loss,if any,cannot currently be estimated. In November 2014,the Attorney General of the State of Vermont filed a complaint against the Company relating to the Moretown,Vermont landfill regarding alleged odor and other environmental-related noncompliances with environmental laws and regulations and environmental permits.In the complaint,the Attorney General requested that the State of Vermont Superior Court find the Company liable for the alleged noncompliances,issue related civil penalties,and order the Company to reimburse the State of Vermont for enforcement costs.While the complaint does not specify a monetary penalty,prior correspondence from the Attorney General of the State of Vermont indicates that it may seek a penalty relating to the alleged noncompliances which are not expected to be material.Given the inherent uncertainties of litigation,including the early stage of this case,the outcome cannot be predicted and a range of loss,if any,cannot currently be estimated. The Company is subject to various other proceedings,lawsuits,disputes and claims and regulatory investigations arising in the ordinary course of its business.Many of these actions raise complex factual and legal issues and are subject to uncertainties. Actions filed against the Company include commercial,customer,and employment-related claims.The plaintiffs in some actions seek unspecified damages or injunctive relief,or both.These actions are in various procedural stages,and some are covered in part by insurance.Although the Company cannot predict the ultimate outcome and the range of loss cannot be currently estimated,the Company does not believe that the eventual outcome of any such action could have a material adverse effect on its business, financial condition,results of operations,or cash flows, The Company has an obligation as part of the purchase of one of its C&D landfills for payments of 6%of net revenue that began at the commencement of landfill operations and continues through the life of the landfill. 21. Restructuring For fiscal 2015,no new restructuring plans were adopted and no restructuring costs were incurred. For fiscal 2014,the Company recognized approximately$0.4 of severance costs,$0.6 for lease termination costs and S0.3 for relocation costs in the Midwest region;$0.4 for lease termination costs and$0.3 for relocation in the East region;$0.2 for lease termination costs and$0.8 for relocation costs in the South region,as well as S 1,6 of severance costs for Corporate. For fiscal 2013,the Company recognized employee severance and benefits restructuring charges of approximately 52.5,$1.7 for lease termination costs and$2.3 for relocation costs in the Midwest region;$0.6 for lease termination costs in the East region,50.3 for lease termination costs in the South region and$0.3 for other expenses,as well as$2.3 of severance costs for Corporate. 2015 2014 2013 Restructuring charges S — 4.6 S 10..0 Total pre-tax and restructuring charges $ — S 4.6 S 10.0 83 Table of Contents Advanced Disposal Services,Inc.and Subsidiaries Notes to Consolidated Financial Statements (In millions, unless otheilvise indicated) 23. Supplemental Cash Flow information Supplemental cash flow information for the years ended December 31 is as follows: 2015 2014 2013 Cash paid for interest $ 116.4 $ 119.7 $ 119.1 Cash paid for taxes $ 2.4 S 3.2 $ 0.6 24. Accumulated Other Comprehensive Income The changes in the balances of each component of accumulated other comprehensive income,net of tax,which is included as a component of stockholders'equity,are as follows: Gains and Losses on Derivative Instruments Balance,December 31,2012 (2.2) Other comprehensive loss before reclassifications,net of tax 2.3 Amounts reclassified from accumulated other comprehensive income 2.4 Net current period other comprehensive loss 4.7 Balance,December 31,2013 2.5 Other comprehensive income before reclassifications,net of tax (1.0) Net current period other comprehensive income (1.0) Balance, December 31,2014 1.5 Other comprehensive income before reclassifications,net of tax (1.5) Net current period other comprehensive income (1.5) Balance,December 31,2015 The significant amounts either added to or reclassified out of each component of accumulated other comprehensive income are included in the tables below: Amount of Derivative Gain(Loss) Recognized in OCI-Effective for the Years Ended December 31, Derivatives Designated as Cash Flow Hedges 2015 2014 2013 Interest rate caps (2.0) (1.4) 2.6 Other $ - $ --- $ 0.5 Total before tax (2.0) (1.4) 3.1 Tax benefit(expense) 0.5 0.4 (0.8) Net of tax S (1.5) $ (1.0) $ 2.3 85 Table of Contents ITEM 9.CHANGES INAND DISAGREEMENTS WITHACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE Not applicable. ITEM 9A.CONTROLS AND PROCEDURES Effectiveness of Controls and Procedures Our management,with the participation of our principal executive and financial officers,has evaluated the effectiveness of our disclosure controls and procedures in ensuring that the information required to be disclosed in reports that we file or submit under the Securities Exchange Act of 1934,as amended,is recorded,processed,summarized and reported within the time periods specified in the SEC's rales and forms,including ensuring that such information is accumulated and communicated to management(including the principal executive and financial officers)as appropriate to allow timely decisions regarding required disclosure. Based on such evaluation,our principal executive and financial officers have concluded that such disclosure controls and procedures were effective as of December 31,2015(the end of the period covered by this Annual Report on Form 10-K). Management's Report on Internal Control Over Financial Reporting Management's report on our internal control over financial reporting can be found in Item 8,Financial Statements and Supplementary Data,of this report. Changes in Internal Control over Financial Reporting Management,together with our CEO and CFO,evaluated the changes in our internal control over financial reporting during the quarter ended December 31,2015.We determined that there were no changes in our internal control over financial reporting during the quarter ended December 31,2015 that have materially affected,or are reasonably likely to materially affect,our internal control over financial reporting. ITEM 913.OTHER INFORMATION None. 87 Table of Contents John Spegal-Mr. Spegal has served as the Chief Operating Officer of Advanced Disposal since 2014.Mr. Spegal joined Advanced Disposal in 2013 as the Vice President of Business Development in 2013.Prior to joining Advanced Disposal, Mr. Spegal spent more than six years with AIR-sery Group LLC,a tire inflation and vacuum specialist company,as Regional Vice President and was responsible for their East Coast operations. Prior to that,he was at Allied Waste Industries/Browning Ferris Industries,a waste management company,for more than 20 years serving in various management roles throughout the Mid-Atlantic,Southeast and Southern regions,including Puerto Rico. Mr. Spegal holds a Bachelor's degree from the University of South Carolina. Steven R. Carn-Mr. Carrs has served as the Chief Financial Officer,Treasurer,and a Director of Advanced Disposal since 2012. Mr.Cam joined ADS Inc.,a historical business of Advanced Disposal,in April 2001 and served as Chief Accounting Officer until August 2006,when he became the Chief Financial Officer of ADS Inc.Prior to joining ADS Inc.,Mr. Carrs served for three years as Chief Financial Officer for Town Star Food Stores,LLC,a chain of convenience stores,from 1998 to 2001. Prior to his service with Town Star,Mr.Carrs served as Senior Consultant with CFO Services,Inc.,a company engaged primarily in providing temporary chief financial officer services to emerging companies in the Jacksonville, Florida area.He began his career as an auditor with Ernst&Young in 1987.Mr.Cam graduated from The Ohio State University with a Bachelor's degree in Business Administration in 1987. Mr.Cara is a certified public accountant in Ohio.Mr. Cam's qualifications to sit on our board of directors include his substantial experience in the area of corporate strategy,accounting and finance. Matthew Gunnelson-Mr.Gunnelson has served as the Chief Accounting Officer and Assistant Treasurer of Advanced Disposal since 2012. Prior to becoming our Chief Accounting Officer and Assistant Treasurer in 2012,Mr. Gunnelson served as Corporate Controller and Assistant Secretary of Veolia ES Solid Waste,Inc.from 2005 to 2012.Prior to joining Veolia ES Solid Waste,Inc., Mr.Gunnelson served as Division Controller for Tecumseh Products-Engine and Transmission Group,a manufacturer of refrigeration and cooling products,from 1999 through 2005.Prior to his service with Tecumseh Products- Engine and Transmission Group,Mr.Gunnelson held various finance positions with Giddings&Lewis,Inc.,a machine tool manufacturer.He began his career as an auditor with Ernst&Young in 1986.Mr.Gunnelson is a certified public accountant and holds a Bachelor's of Business Administration degree in accounting and finance from the University of Wisconsin- Madison. Michael K Slattery-Mr.Slattery has served as the Senior Vice President,General Counsel and Secretary of Advanced Disposal since July 2014.He also serves as corporate secretary.Prior to joining Advanced Disposal,Mr. Slattery most recently served as Senior Vice President and General Counsel for Veolia Environmental Services North America Corp. from 2004 to 2012 with responsibility for the management of the law department and all legal affairs in North America. Prior to joining the Veolia group,Mr.Slattery served as Vice President&Deputy General Counsel for Fruit of the Loom,Inc.,a clothing manufacturer,with responsibility for the management of legal affairs throughout North America,Canada,Europe,North Africa and Latin America.Prior to joining Fruit of the Loom,Mr. Slattery served as Vice President and General Counsel for Wheelabrator Technologies,Inc.,a solid waste management firm,and as General Counsel for several major North and Latin American operating divisions for Waste Management,Inc.Mr.Slattery is a graduate of the John Marshall Law School in Chicago,where he was an assistant editor of the John Marshall Law Review and earned his Bachelor's degree in Economics from St.Joseph's College in Rensselaer,Indiana. William Westrate-Mr. Westrate has served as the Chief Administrative Officer of Advanced Disposal since 2014.In this role, Mr. Westrate is responsible for Advanced Disposal's administrative functions,including human resources,procurement and information technology.Mr.Westrate had previously served as Vice President of Information Technology for Advanced Disposal since 2013.Prior to that post,he served as the Chief Information Officer at Veolia Environmental Services North America Corp. from 2010 to 2013 and was instrumental in leading a number of significant technology changes and service offerings. Mr.Westrate has over 17 years of executive IT leadership experience with companies including Aramark,a food and facilities management services company, ServiceMaster,a residential and commercial services company, Interdent,a dental services support company,and Van Kampen Funds,a mutual fund,and holds a Bachelor's degree in Computer Science and Business Administration from Taylor University, Mary O'Brien-Ms. O'Brien has served as the Chief Marketing Officer of Advanced Disposal since 2012.Ms.O'Brien previously served as the Chief Marketing Officer of ADS Inc.from 2001 to 2012,overseeing all marketing and communication efforts of ADS Inc.and its subsidiaries. Ms.O'Brien's responsibilities include branding,municipal market development, advertising, government relations and public relations. In addition,her duties include incorporating new market research development and entry strategy,database management,state and local legislative permitting political efforts,internet presence management and industry networking.Ms.O'Brien received her Bachelor's degree in Business Administration,Marketing and a minor in English from James Madison University. 89 Table of Contents Sergio Pedreiro-Mr.Pedreiro joined Advanced Disposal as a Director on January 29,2016 as the designated director of BTGI Equity Investments LLC("BTGI Equity"),a stockholder and an affiliate of BTG Pactual. Since May 2015,Mr. Pedreiro has served as CEO of Estre Ambiental,a Brazilian waste management company,where he has also served as Director since 2011. He has also served as a Director of ALL-American Latina Logistica SA.,a Brazilian logistics company mainly focused on the railway line logistics in Brazil,from 2005 to 2011.Since April 2014,Mr.Pedreiro has been an Associate Partner and a Portfolio Management Team member of BTG Pactual,an investment bank and asset and wealth manager based in Brazil.Prior to joining BTG Pactual,Mr.Pedreiro served as the Chief Financial Officer of Coty, Inc.,an American beauty products manufacturer based in New York,from 2009 to 2014.Prior to joining Coty Inc.,Mr.Pedreiro served as Chief Financial Officer of ALL- America Latina Logystica S.A. from 2002 to 2008.Mr.Pedreiro received a Bachelor's Degree with honors in Aeronautical Engineering from ITA-Instituto Tecnol6gico de Aerondutica,and has a Master of Business Administration degree from Stanford University Graduate School of Business. As a privately-held company with no equity securities listed on a national securities exchange we are not required to have independent directors on our board of directors or any committees of the board of directors.Accordingly,we have not made any determinations of independence with respect to any of our outside directors. Committees of the Board Our Board of Directors has an Audit Committee and a Compensation Committee.Our Board of Directors may also establish from time to time any other committees that it deems necessary and advisable. Audit Committee Our Audit Committee is comprised of John Miller,Bret Budenbender,and Jared Parker.The Audit Committee is responsible for assisting our Board of Directors with its oversight responsibilities regarding:(i)the integrity of our financial statements;(ii)our compliance with legal and regulatory requirements;(iii)our independent registered public accounting firm's qualifications and independence;and(iv)the performance of our internal audit function and independent registered public accounting firm.Our Board of Directors has designated Mr.John Miller from Highstar Capital an Audit Committee financial expert. Compensation Committee Our Compensation Committee is comprised of Bret Budenbender,John Miller,and Richard Burke.The Compensation Committee is responsible for assisting our Board of Directors with its oversight responsibilities regarding:(i)Review and approval of corporate goals and objectives relevant to CEO and other executive officers'compensation,including annual performance objectives,if any;(ii)Evaluating the performance of the CEO in light of such goals and objectives and,either as a committee or together with the other directors,determine and approve the annual salary,bonus,equity-based incentive and other benefits,direct and indirect,of the CEO;(iii)Making recommendations to the board with respect to non-CEO executive officer compensation,and incentive-compensation and equity-based plans that are subject to board approval;and(iv)Preparing the disclosure required by Item 407(e)(5)of Regulation S-K. ITEM 11.EXECUTIVE COMPENSATION As described in more detail below,the material elements of our executive compensation program for our named executive officers("NEO's")include base salary,cash bonus opportunities,a long-term equity incentive opportunity,a deferred compensation opportunity and other retirement benefits and welfare benefits.The NEOs may also receive severance payments and other benefits in connection with certain terminations of employment or a change in control of Advanced Disposal Services,Inc. or Advanced Disposal Services,Corp,our Parent Company.We believe that each element of our executive compensation program helps us to achieve one or more of our compensation objectives,as illustrated by the table below. i t 91 Table of Contents We sponsored a management incentive plan(the "MIP")in fiscal 2015 as set forth in formal individualized plan term sheets. All of our NEOs were eligible to participate in the MIP in fiscal 2015.In general,the primary purpose of the MIP is to focus management on key measures that drive financial performance and provide competitive bonus opportunities tied to the achievement of our financial and strategic growth objectives. Fiscal 2015 MIP A target annual bonus,expressed as a percentage of base salary(between 0%and 100%),is established within each NEO's employment agreement. This percentage may be adjusted from time to time by the Compensation Committee in connection with a NEO's promotion.The MIP award,which is a cash bonus,is tied to our(i)overall financial results(the "Business Performance Factor")and(ii)a combination of individual,financial and/or strategic goals appropriate for each position(the "Individual Performance Factor").The Business Performance Factor determines 75%of the total MIP award and the Individual Performance Factor determines the remaining 25%. With respect to the NEOs,financial performance is measured at the Company-wide level.Financial performance relative to specified financial perfornance targets set annually by the Board of Directors determines the aggregate funding level of the bonus pool and the Business Performance Factor for the MIP.If the financial performance target set by the Board of Directors is met,the aggregate bonus pool amount will be set at 100%of the target amount in the annual operating budget and the specified financial performance target payout percentages will be set at 100%,subject to the Compensation Committee's discretion for all NEOs.The Compensation Committee has the discretion to adjust the MIP aggregate bonus pool amount and the Business Performance Factor upwards or downwards to address special situations.Special situations may include,but are not limited to,items such as the divestiture of businesses,restructuring programs or unusual items in connection with a significant acquisition. We believe that tying the NEOs'bonuses to Company-wide performance goals encourages collaboration across the executive leadership team.We attempt to establish the financial performance target(s)at challenging levels that are reasonably attainable if we meet our performance objectives.The Business Performance Factor is determined based on achievement of adjusted EBITDA(representing 50%of each NEO's bonus calculation),as well as free cash flow(representing 25%of each NEO's bonus calculation).We believe that these factors provide reliable indicators of our strategic growth and the strength of our cash flow and overall financial results. For each of our NEOs,achievement of less than 90%of the EBITDA measure or the cash flow measure results in no amounts being paid in connection with that respective component of the Business Performance Factor.With respect to Messrs. Burke,Cam and Spegal, if achievement of the EBITDA measure or the cash flow measure is greater than or equal to 90%and less than or equal to 110°/x,the respective component of the Business Performance Factor will be pro-rated ratably,provided that the total MIP award cannot exceed a stated maximum.With respect to Messrs. Slattery and Westrate,if achievement of the EBITDA measure or the cash flow measure is greater than or equal to 90%and less than 92.5%, 40%of the respective component of the Business Performance Factor will be paid;if achievement of the EBITDA measure or the cash flow measure is greater than or equal to 92.5%and less than 95%,60%of the respective component of the Business Performance Factor will be paid;finally,if achievement of the EBITDA measure or the cash flow measure is greater than or equal to 95%and less than or equal to 110%,the respective component of the Business Performance Factor will be pro-rated ratably,provided that the total MIP award cannot exceed a stated maximum. After setting the Business Performance Factor,the compensation committee determines the actual bonuses paid to the NEOs based on an assessment of each NEO's Individual Performance Factor.The Individual Performance Factor payout percentage (which impacts 25%of a NEO's MIP award)can range from 0%to 110%for Messrs.Burke,Cam and Spegal and from 0%to 70%for Messrs. Slattery and Westrate,provided that the total MIP award cannot exceed a stated maximum.The Compensation Committee performs the assessment of Mr.Burke's Individual Performance Factor after reviewing the written assessments of his performance against the specific goals and objectives that Mr. Burke provided to the board of directors.The CEO performs the assessment of the other NEOs' Individual Performance Factors and makes a recommendation to the Compensation Committee based upon his assessment of their achievement of the goals and objectives as set forth by him. The Individual Performance Factors for Messrs.Burke,Cam,Spegal,Slattery and Westrate are based upon their respective contributions towards achievement of the following:(1)completion of the integration of acquired and merged companies; (2) achieving estimated synergy targets;(3)institutionalizing culture;(4)positioning us for maximum value creation;(5) completing acquisitions and development projects;and(6)formalizing policies and procedures related to internal controls and governance. Sign-on Bonuses 93 Table of Contents for life insurance benefits in an amount equal to the NEOs' base salary plus bonus potential.The NEO may designate a beneficiary of their choosing under the life insurance. Severance and Other Benefits Payable Upon Termination of Employment or Change in Control We believe that severance protections can play a valuable role in attracting and retaining high caliber talent. In the competitive market for executive talent,we believe severance payments and other termination benefits are an effective way to offer executives financial security to offset the risk of foregoing an opportunity with another company.Consistent with our objective of using severance payments and benefits to attract and retain executives,we generally provide each NEO with amounts and types of severance payments and benefits that we believe will permit us to attract and/or continue to employ the individual NEO. The severance benefits provided under the NEO employment agreements are generally more favorable than the benefits payable under our general severance policy.For example,the NEO employment agreements provide for a severance benefit payable upon a termination by us without cause or by the NEO for"good reason".Details on NEO severance arrangements can be found below under"-Summary of NEO Employment Agreements." Section 162(m)of the Code Section 162(m)of the Internal Revenue Code("Section 162(m)")generally disallows a tax deduction for compensation over S 1,000,000 paid for any year to a corporation's principal executive officer or an individual acting in such a capacity and the three most highly compensated executive officers(not including the principal executive officer or the principal financial officer). Section 162(m)applies to corporations with any class of common equity securities required to be registered under Section 12 of the Securities Exchange Act of 1934,as amended(the"Exchange Act").Because we do not currently have any publicly held common stock,Section 162(m)'s restrictions do not currently apply to us. The following table provides summary information concerning the compensation of our CEO,our Chief Financial Officer ("CFO")and each of our other NEOs for the 2013-2015 fiscal years. i Summary Compensation Table Non-equity incentive plan Option Award compensation Total All Other Year Salary (1) (2) Compensation(3) Total Richard Burke Chief Executive Officer 2015 S 557,000 $ - S 548,924 S 42,306 S 1,148,230 2014 S 520,698 S - S 530,880 S 490,344 S 1,541,922 2013 S 465,000 $ 3,425 $ $ 318,131 S 786,556 Steven Cam Chief Financial Officer 2015 S 392,923 S - $ 391,156 S 30,834 $ 814,912 2014 S 381,750 $ $ 370,756 $ 20,204 S 772,710 2013 S 375,000 S 5,635 S 361,726 $ 34,774 S 777,135 John Spegal Chief Operating Officer 2015 S 378,133 $ 55,405 $ 365,088 S 21,508 S 820,134 2014 S 297,038 S 175,423 S 349,632 S 190,694 $ 1,012,787 Michael K.Slattery Senior Vice President,General Counsel 2015 $ 306,000 S 288,320 $ 182,774 $ 98,784 S 875,878 William Wesuate Chief Administrative Officer 2015 S 280,800 S 183,729 S 165,089 S 20,886 $ 650,504 (1)Represents options granted under the 2012 Plan by the Parent to each NEO Amounts reported reflect the aggregate grant date fair value computed in accordance with FASB ASC Topic 718.For a discussion of the assumptions and methodologies used to calculate the amounts reported in fiscal 2015,see the discussion of nonqualified option awards contained in Notes I and 15 to our audited consolidated financial statements for the period ended December 31,2015. s (2)Figures represent awards paid under our Management Incentive Plan(MIP)in respect of the year earned See"Executive Compensation-Executive Compensation Program Elements-Cash Bonus Opportunities-Fiscal 2015 MIP"above for a description of our MIP. 95 Table of Contents (2)Reflects the aggregate grant date fair value computed in accordance with FASB ASC Topic 718.Exercise priced based upon third-party valuation or third- party transaction price. For a discussion of the assumptions and methodologies used to calculate the amounts reported,please see the discussion of option awards contained in Note 15 to our Consolidated Financial Statements for the period ended December 31,2015. Summary of NEO Employment Agreements This section describes employment agreements in effect for our NEOs daring fiscal 2015. In addition,the terms with respect to grants of stock options described above under"Long-Term Equity Incentive Awards"are further described below for our NEOs in the section entitled"Outstanding Equity Awards at December 31,2015."Severance agreements and arrangements are described below in the section entitled"Potential Payments upon Termination or Change in Control." Employment Agreement of Richard Burke We entered into an employment agreement with Mr. Burke(the'Burke Agreement"),effective as of November 20,2012,for a three-year initial term which will be automatically extended for successive one-year periods thereafter unless one of the parties provides the other with written notice of non-renewal at least sixty days prior to the end of the applicable term.The agreement was subsequently modified in connection with Mr. Burke's appointment as CEO effective July 1,2014.The financial terms of the Burke Agreement,as modified for salary,include(1)an annual base salary of$525,000,subject to increases not less than 100%of the CPI,(2)participation in our MIP,with a target annual cash bonus amount tip to 100%of his annual base salary, and(3)a pool of options established by the compensation committee for which Mr.Burke may earn tip to 1,333 options per year for fiscal 2014,2015 and 2016 if certain EBITDA targets are met. We must maintain a long teen disability plan which provides benefits in an amount at least equal to 66 2/3%of Mr.Burke's annual base salary then in effect,up to a maximum of$9,000 per month.Further,Mr. Burke is entitled on a tax grossed-up annual basis daring each calendar year of his employment,to: (1)a Company automobile or allowance for an automobile, (2)participation in the incentive stock option award program,(3)participation in the group medical,dental,health and pension or profit-sharing plans which we make available to senior level employees,(4)six weeks'vacation,(5)short term disability benefits,(6)life insurance benefits in an amount equal to 51,000,000 for which we must pay the premiums and for which he may designate a beneficiary and(7)reimbursement of certain relocation expenses. Mr.Burke is also entitled to a seat on our Board of Directors.We retain the right to remove Mr.Burke from the Board of Directors in connection with any restructuring of the Board of Directors in connection with a public offering. In such an event, no payments would be due to Mr. Burke. Severance benefits are payable to Mr.Burke in connection with his termination without cause or his resignation for"good reason,"which is defined as either a breach of the Burke Agreement by the Company,a relocation of Mr. Burke's principal place of business to a location that represents a material change(50 miles from principal place of business)in geographic location or a material diminution in his authority,duties,responsibilities,reporting position or compensation. Such severance payments are provided in an amount equal to two times his base salary and bonus received during the preceding fiscal year, paid out in 24 equal monthly installments,and a pro-rata portion of his bonus as earned through the termination date,and an additional$36,000 cash payment payable in 24 equal monthly installments.Mr.Burke is subject to non-competition,non- solicitation and non-interference with employees provisions for two years following termination of employment for any reason and to indefinite confidentiality provisions. In the event that any payments or benefits due to Mr.Burke constitute parachute payments under Section 28OG of the Internal Revenue Code(the"Code"),and will be subject to the excise tax imposed by Section 4999 of the Code,then the Company will pay Mr. Burke a gross-up payment so as to put him in the same after-tax position as if the Section 4999 excise tax was not imposed. Employment Agreement of Steven R.Carn We entered into an employment agreement with Mr.Cam(the"Carp Agreement"),effective as of November 20,2012 for a three-year initial term which will be automatically extended for successive one-year periods thereafter unless one of the parties provides the other with written notice of non-renewal at least sixty days prior to the end of the applicable term.Pursuant to the Cam Agreement,Mr. Cam serves as our Chief Financial Officer. 97 Table of Contents provides the other with written notice of non-renewal at least sixty days prior to the end of the applicable term.Pursuant to the Slattery Agreement,Mr. Slattery serves as our Senior Vice President,General Counsel. The financial terms of the Slattery Agreement include:(1)an annual base salary of$306,000,subject to annual increases; and (2)continued participation in our MIP,with a target annual cash bonus amount up to 60%of his salary.In addition,Mr. Slattery is entitled to: (a)vacation of up to four weeks,(b)participation in the group medical,dental,health and pension or profit- sharing plans which we make available to senior level employees,(c)short-term disability benefits,(d)a long-term disability plan which provides benefits in an amount at least equal to 40%of Mr.Slattery's annual base salary then in effect up to a maximum of$11,000 per month,(e)participation in the Company's current equity compensation plan, as amended from time to time,(f)payment by the Company of premiums on a life insurance policy in an amount equal to two times Mr. Slattery's base salary,and(g)reimbursement of direct and reasonable business expenses. Severance benefits are provided under the Slattery Agreement if Mr. Slattery's employment terminates without cause or for "good reason," subject to the execution and non-revocation of a general release. "Good Reason"has the same meaning as in the Spegal Agreement.Upon such termination,Mr.Slattery is entitled to severance payments in(i)an amount equal to two times his annual base salary then in effect,payable in 24 equal monthly installments;(ii)a pro-rata portion of his bonus as earned through the termination date;and(iii)an amount equal to two times the greater of(1)his bonus received during the fiscal year immediately preceding the year of termination and(2)the average of the bonuses paid to Mr. Slattery in the two years immediately preceding the year of termination,payable in 24 equal monthly installments.Mr. Slattery is subject to a non- competition covenant for two years following termination of employment for any reason,a non-solicitation and non- interference with employees covenant for two years following termination of employment for any reason and indefinite confidentiality provisions. Employment Agreement of William Westrate We entered into an employment agreement with Mr. Westrate(the"Westrate Agreement"),effective as of May 1,2015 for a three-year initial term which will be automatically extended for successive one-year periods thereafter unless one of the parties provides the other with written notice of non-renewal at least sixty days prior to the end of the applicable term.Pursuant to the Westrate Agreement,Mr.Westrate serves as our Chief Administrative Officer. The financial terms of the Westrate Agreement include:(1)an annual base salary of$270,000,subject to annual increases;and (2)continued participation in our MIP,with a target annual cash bonus amount up to 60%of his salary. In addition, Mr.Westrate is entitled to:(a)vacation of up to four weeks,(b)participation in the group medical,dental,health and pension or profit-sharing plans which we make available to senior level employees,(c)short-term disability benefits,(d)a long-term disability plan which provides benefits in an amount at least equal to 40%of Mr. Westrate's annual base salary then in effect up to a maximum of$11,000 per month,(e)participation in the 2012 Plan,as amended from time to time,at Level I of the 2012 Plan,(f)payment by the Company of premiums on a life insurance policy in an amount equal to two times Mr.Slattery's base salary,and(g)reimbursement of direct and reasonable business expenses. Severance benefits are provided under the Westrate Agreement if Mr.Westrate's employment terminates without cause or for "good reason," subject to the execution and non-revocation of a general release. "Good Reason" has the same meaning as in the Spegal Agreement.Upon such termination,Mr.Westrate is entitled to severance payments in(i)an amount equal to two times his annual base salary then in effect,payable in 24 equal monthly installments;(ii)a pro-rata portion of his bonus as earned through the termination date;and(iii)an amount equal to two times the bonus received during the fiscal year immediately preceding the year of termination,payable in 24 equal monthly installments.Mr.Westrate is subject to a non-competition covenant for two years following termination of employment for any reason,a non-solicitation and non-interference with employees covenant for two years following termination of employment for any reason and indefinite confidentiality provisions. Outstanding Equity Awards at December 31,2015 The following table sets forth information concerning outstanding stock options to purchase shares of Parent common stock held by each of our NEOs as of December 31,2015. 99 Table of Contents Involuntary Termination Termination Termination Termination Termination Upon Item of Upon Upon Not for Cause for Voluntary Change in Control Name Compensation Death/Disability Retirement or Reason Cause Resignation(2) (3) Richard Burke Bonus $ 548,924 $ -- S 548,924 S s 548,924 S 548,924 Additional Severance(1) S 36,000 S S 36,000 S - S 36,000 S 36,000 Unvested Stock Options $ 3,527 S - s - $ - $ - E 3,527 Multiple of Salary and Bonus S 2,211,848 S -- $ 2,211,848 S -- $ 2,211,848 S 2,211,848 Total Payments S 2,800,299 S s 2,796,772 S $ 2,796,772 S 2,800,299 Steven Cam Bonus $ 391,155 5 -- S 391,155 S S 391,155 S 391,155 Unvested Stock Options S 163,286 S S - s - S - S 163,286 Multiple of Salary and Honus S 1,568,157 S S 1,568,157 $ -- S 1,568,157 S 1,568,157 Total Payments $ 2,122.598 S - $ 1,959,312 S - S 1.959312 S 2,122,598 John Spegal Bonus S 365,088 S - S 365,088 S S 365,088 S 365.088 Unvested Stock Options $ - s - s - 5 - S - S 334,004 Multiple of salary and Bonus S 743,221 5 S 1A86,443 S S 1.486,443 S 1,486,443 Total Payments $ 1,108,309 $ - S 1,851,531 S - $ 1.851,531 $ 2,185,535 Michael K Slattery Bonus S 182,774 S S 182,774 S - S 182,774 S 182,774 Unvested Stock Options s E - $ - S $ - S 293,230 Multiple of Salary and Bonus S 488,774 S - S 977,548 S S 977,548 S 977,548 Total Payments $ 671,548 S - $ 1,160,322 S S 1,160,322 S 1,453,552 William Westrate Bonus S 165,089 S S 165,089 S 165,089 S 165,089 Unvested Stock Options $ - S $ - $ S $ 309,682 Multiple of Salary and Bonus S 445,889 S - S 891,778 S $ 891,778 S 891,778 Total Payments S 610,978 S - s 1,056,867 S S 1,056,867 $ 1,366,549 (1)Paid in 24 equal monthly installments, (2)Voluntary resignation payments are based upon resignation for"good reason,".Details of the definition of"good reason"applicable to each of our named executive officers are provided above under"Compensation Discussion&Analysis-NEO Employment Agreements." (3)For Mr.Burke and Mr.Cam,options outstanding as of December 31,2015 would have automatically vested upon a change in control had one occurred as of that date.In that case,the value received by Mr.Burke on account of the acceleration of his unvested stock options would have been 53,527,and the value received by Mr.Cam on account of the acceleration of his unvested stock options would have been 5163,286. All NEOs are subject to non-competition covenants for two years following termination of employment,non-solicitation and non-interference with employees provisions for two years following termination of employment for any reason and indefinite confidentiality provisions. Non-Employee Director Compensation During the fiscal year ending in 2015,we did not provide any compensation to our directors on account of their service to the Company as non-employee directors.The only directors who received compensation from the Company were Mr,Appleby in connection with consulting services that he provides to the Company,and Messrs.Burke and Cam in connection with their service as officers of the Company.As of April 30,2016,Mr.Appleby will no longer be providing consulting services to the Company. Payments to Messrs. Burke and Cam are set forth in the Summary Compensation Table.Payments to Mr. Appleby are described below and are set forth in the director compensation table included in the section labeled"Compensation Arrangements of Charles Appleby." 101 Table of Contents ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENTAND RELATED STOCKHOLDER MATTERS Not applicable. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS,AND DIRECTOR INDEPENDENCE Promissory Notes(in millions)Relating to Exercise of Advanced Disposal Stock Options On December 31,2008,the Parent issued to Charles Appleby,Walter Hall,Steven Cam,Mary O'Brien,Steven Del Corso and Christian Mills,executive officers of Advanced Disposal,promissory notes in an aggregate principal amount of$28.0 in connection with the exercise of stock options by such officers.Each of the borrowers pledged the shares purchased with the proceeds of the full recourse notes as collateral for the notes.The promissory notes accrued interest semi-annually at a rate of 2.83%through November 19,2012 and.89%from November 20,2012 and thereafter,which is payable on the due date of the notes.All loans mature at the earlier of six years from the date of re-issuance on November 20,2012,upon termination of employment or upon sale of stock. The loan amounts consisting of unpaid principal and interest as of December 31,2015 are as follows:Mr. Appleby for 57.2; Mr.Hall for$2.9;Mr.Cam for$5.4,Mr. DelCorso for$2.2,Ms.Mills for$0.7 and Ms.O'Brien for$4.3.The loans were distributed by Advanced Disposal Services,Inc.to its parent Company,Advanced Disposal Waste Holdings Corp.in November 2012.The loans are not obligations of the Company or any of its subsidiaries.Subsequent to December 31,2015,these loans were settled by all individuals with the exception of Ms.Mills who is no longer an executive officer of the Company. Employment Relationships Certain related party employment relationships exist within the Company.Two of Mr.Appleby's immediate family members are employed by the Company and total compensation,excluding stock options granted for fiscal 2015 was$141,734 and S 165,682,respectively.They were awarded options during 2015 with a fair market value of$10,053 and$6,568. ITEM 14.PRINCIPAL ACCOUNTING FEES AND SERVICES Audit Fees Fees for audit services totaled approximately S 1.6 and$1.0 for the fiscal years ended December 31,2015 and 2014, respectively,including fees associated with the annual audits,reviews of our quarterly reports on Form 10-Q and assistance with the review of documents filed with the SEC. Audit-Related Fees None. Tax Fees Fees for tax services totaled approximately 50.2 and$0.5 for the fiscal years ended December 31,2015 and 2014, respectively, for tax planning advice primarily related to legal entity restructuring. All Other Fees Fees for acquisition related due diligence services totaled$0.2 for the fiscal year ended December 31,2015. Audit Committee Pre-Approval Policies The duties and responsibilities of our Audit Committee include the pre-approval of all audit,audit related,tax,and other services permitted by law or applicable SEC regulations(including fee and cost ranges)to be performed by our independent registered public accounting firm.Any pre-approved services that will involve fees or costs exceeding pre-approved levels will also require specific pre-approval by the Audit Committee. Unless otherwise specified by the Audit Committee in pre- approving a service,the pre-approval will be effective for the 12-month period following pre-approval.The Audit Committee will not approve any non-audit services prohibited by applicable SEC regulations or any services in connection with a 103 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d)of the Securities Exchange Act of 1934,the Registrant has duly caused this report to be signed on its behalf by the undersigned,thereunto duly authorized. Advanced Disposal Services,Inc. By: Isl Richard Burke Richard Burke Chief Executive Officer and Director Date: March 4,2016 Pursuant to the requirements of the Securities Exchange Act of 1934,this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated. Each person signing below also hereby appoints Steven R.Carn,Matthew Gunnelson,Michael Slattery,and Richard Burke,and each of them singly,his or her lawful attorney-in-fact with full power to execute and file any and all amendments to this report together with exhibits thereto and generally to do all such things as such attorney-in-fact may deem appropriate to enable Advanced Disposal Services, Inc. to comply with the provisions of the Securities Exchange Act of 1934 and all requirements of the Securities and Exchange Commission. Signature Title Date Isl Richard Burke Chief Executive Officer and Director March 4,2016 Richard Burke (Principal Executive Officer) IslSteven R. Carn Chief Financial Officer,Treasurer and Director March 4,2016 Steven R.Carn (Principal Financial Officer) Isl Matthew Gunnelson Chief Accounting Officer,Assistant Treasurer March 4,2016 Matthew Gunnelson (Principal Accounting Officer) A/Christopher Beall Director March 4,2016 Christopher Beall Is/John Miller Director March 4,2016 John Miller Isl Bret Budenbender Director March 4,2016 Bret Budenbender Isl Jared Parker Director March 4,2016 Jared Parker I 105 Table of Contents Exhibit Number Description of Exhibits 3.1 Certificate of Incorporation of ADS Waste Holdings,Inc. (Incorporated by reference to Exhibit 3.1 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 3.la Certificate of Amendment of Certification of Incorporation of ADS Waste Holdings, Inc. 3.2 Bylaws of ADS Waste Holdings, Inc. (Incorporated by reference to Exhibit 3.2 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 4.1 Indenture,dated as of October 9,2012,between ADS Waste Escrow Corp.and Wells Fargo Bank,National Association,as trustee (Incorporated by reference to Exhibit 4.1 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 4.2 Supplemental Indenture,dated as of November 20,2012 between ADS Waste Holdings,Inc.,and Wells Fargo Bank,National Association,as trustee (Incorporated by reference to Exhibit 4.2 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 4.3 Supplemental Indenture,dated as of November 20,2012 among certain subsidiaries of ADS Waste Holdings, Inc.,as guarantors,and Wells Fargo Bank,National Association,as trustee (Incorporated by reference to Exhibit 4.3 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 4.4 Registration Rights Agreement,dated as of October 9,2012,between ADS Waste Escrow Corp.and Deutsche Bank Securities,Inc.,as representative of the initial purchasers (Incorporated by reference to Exhibit 4.4 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 10.1 Senior Secured Credit Agreement,dated as of October 9,2012,among ADS Waste Escrow Corp.11,as escrow borrower,ADS Waste Holdings,Inc.,as borrower upon the acquisition date,Advanced Disposal Waste Holdings Corp.,as intermediate holdings upon the acquisition date,the lenders party thereto,Deutsche Bank Trust Company,Americans,as administrative agent and collateral agent,Deutsche Bank Securities Inc., Macquarie Capital(USA)Inc.,UBS Securities LLC,Barclays Bank PLC and Credit Suisse Securities(USA) LLC,as joint bookrunners and joint lead arrangers,Macquarie Capital(USA)Inc.and UBS Securities LLC, as co-syndication agents,and Barclays Bank PLC and Credit Suisse Securities(USA)LLC,as co- documentation agents (Incorporated by reference to Exhibit 10.1 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013,as amended and/or supplemented by(i) Exhibit 10.1 of the Company's Amendment No. 1 to the Registration Statement on Form S-4 filed with the Securities and Exchange Commission on October 16,2013,(ii)Exhibit 10.1(a)of the Company's Amendment No.5 to the Registration Statement on Form S-4 filed with the Securities and Exchange Commission on November 1,2013 and(iii) Exhibit 10.I(a)of the Company's Amendment No.6 to the Registration Statement on Form S-4 filed with the Securities and Exchange Commission on November 6, 2013) 107 Table of Contents Exhibit !Number Description of Exhibits 10.11 Executive Employment Agreement for Steven Carn,dated November 20,2012 (Incorporated by reference to Exhibit 10.9 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 10.12 Executive Employment Agreement for John Spegal,dated May 1,2014 (Incorporated by reference to Exhibit 10.12 of the Company's Annual Report on Form l OK filed with the Securities and Exchange Commission on March 10,2015) 10.13 Reserved 10.14 2012 ADS Waste Holdings Corp. Stock Incentive Plan (Incorporated by reference to Exhibit 10.12 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 10.15 Amended and Restated Share Price Protection Agreement,between the Company and Charles Appleby,dated December 20,2012 (Incorporated by reference to Exhibit 10.13 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 10.16 Form of Senior Management Stock Option Award Agreement(for Substituted Option)under the Advanced Disposal Waste Holdings Corp.2012 Stock Incentive Plan (Incorporated by reference to Exhibit 10.14 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 10.17 Form of Management Stock Option Award Agreement,Annual Award(for Substituted Option)under the Advanced Disposal Waste Holdings Corp.2012 Stock Incentive Plan (Incorporated by reference to Exhibit 10.15 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 10.18 Form of Management Stock Option Award Agreement,Strategic Performance Award(Post-2009)(for Substituted Option)under the Advanced Disposal Waste Holdings Corp.2012 Stock Incentive Plan (Incorporated by reference to Exhibit 10.16 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 10.19 Form of Management Stock Option Award Agreement/Strategic Performance Award(Pre-2010)(for Substituted Option)under the Advanced Disposal Waste Holdings Corp.2012 Stock Incentive Plan (Incorporated by reference to Exhibit 10.17 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 10.20 Form of Senior Management Stock Option Award Agreement under the Advanced Disposal Waste Holdings Corp.2012 Stock Incentive Plan (Incorporated by reference to Exhibit 10.18 of the Company's Registration Statement on Form S-4 filed with the Securities and Exchange Commission on September 11,2013) 109 PROPOSAL NARRATIVE Executive Summary Advanced Disposal Services Solid Waste Midwest, LLC. (Advanced Disposal)has read and understands the specifications in preparation for our RFP response for the City of Yorkville. Advanced Disposal is particularly well suited to provide residential refuse, recycling, and yard waste collection to Yorkville because among other reasons, we have been providing service for the past ten years are located close to the City. Advanced Disposal has a hauling operation and transfer station in Batavia, Illinois. The trucks and equipment that will be used for the refuse, recycling, and yard waste collection in Yorkville will be housed and dispatched out of our Batavia facility. The close proximity of our location to the City means that in the event of a breakdown,where the truck is inoperable, Advanced Disposal can have a replacement vehicle in place in a maximum of 3 hours. In addition to these facilities,Advanced Disposal has set up a comprehensive internal network of hauling locations,transfer stations and disposal facilities to insure cost effective, long term solid waste and recycling collection as well as processing and disposal for our municipal customers. By selecting Advanced Disposal to continue to provide the residential collection in the City of Yorkville,the real potential of a problematic transition to a new hauler will be completely avoided. We feel that Advanced Disposal currently provides exemplary collection service to the residents of Yorkville and to the municipalities we serve and better than any other provider in our field. Service to the residents is the most important aspect of residential collection. To that end,Advanced Disposal is extremely customer service oriented. As an example,when the City of Wilmette was hit with the violent storms,Advanced Disposal responded with full force to the City's request for extraordinary service to clean-up the massive storm damage throughout the City. Advanced Disposal was able to call in trucks from all over the Chicagoland area as well as from out of state to provide the service required. This type of service and mobilization response is not possible from a smaller independent hauler. Advanced Disposal has proven that we can and will be available when the City calls on us for service. Included No Cost Website Access and Links Should Advanced Disposal be awarded the new collection contract, a new brochure will be developed specifically for the City and residents of Yorkville. In addition Advanced Disposal operates a web site: w%%1v.Advanced Disposal.com. On this website,Advanced Disposal provides information about the refuse,recycling and yard waste programs in each of the municipalities we serve in the Chicagoland area including Yorkville. Upon award of the contract,Advanced Disposal will immediately update the website to include the new service options in Yorkville. In addition,we will have this site linked with the municipality's website, if requested, in order to provide residents the easiest access to the site and program information.Advanced Disposal maintains the site and the information contained in it so there is no burden placed on the City to keep the site current and up to date. We do all of that for you. Please feel free to browse our website to get an idea of } just how easy it is for your residents to access information and have questions answered without having to call the City offices. Safety & Training Programs Advanced Disposal has in a number comprehensive safety programs in place at our Batavia facility to ensure that the employees we use to service the City are well trained and perform their duties in the safest manner possible. There is nothing more important to Advanced Disposal than the safety of our employees, our customer and the public. It is clearly summed up in our motto; "Service First, Safety Always". A list of some of these programs is provided below. 1. Pre-employment Screening Policy All potential new employees are put through a thorough screening process to ensure that Advanced Disposal is hiring the best possible candidates for a job. The pre-employment screening, among other things, includes a background check, physical examination/functional evaluation, drug and alcohol screening, and caliper/DPAS evaluation. 2. New Hire Training Policy This is a comprehensive training program that Advanced Disposal has instituted to ensure that the drivers of our vehicles receive the proper training for the job they will be performing and the vehicle they will be driving. The three week program encompasses both classroom and behind the wheel training with the opportunity for the new hire to interact with an experienced trainer. 3. Driver Qualification Policy The purpose of this program is to ensure that all employees who operate commercial motor vehicles know their responsibilities required to comply with the Federal Motor Safety regulations pertaining to safe operating practices, and requirements related to inspection and reporting. 4. Alcohol& Substance Abuse Policy The purpose of this program is to establish uniform procedures in compliance with all applicable laws and regulations to ensure that Advanced Disposal will have a safe,productive, drug and alcohol free workplace. 5. Personal Protective Equipment Policy Advanced Disposal has developed a Personal Protective Equipment Program in order to minimize exposure to a variety of hazards that can cause injury 2 6. Accident& Injury Repeater Policy This policy establishes a consistent, progressive and systematic mechanism to correct the unsafe behaviors that result in accidents, injuries, and losses; or to remove those individuals who demonstrate repeated unsafe behavior from the workforce. 7. Driver/Operator Distraction Policy All employees are prohibited from the unauthorized use of cell phones and communications devices while operating company vehicles or equipment. Smoking, eating, drinking, load music or using devices with earphones are also prohibited while operating company vehicles or equipment. 8. Seatbelt Use Policy For safety reasons, Advanced Disposal requires that all employees operating, or riding in, a company owned, leased, or rented vehicle that is equipped with seatbelts,wear seatbelts while the vehicle is in motion. 9. I Care Policy The purpose of this policy is to observe and evaluate an employee's performance during a normal workday. Management will conduct random, unannounced observations of employees rating their work skills, personal safety, service standards and vehicle/equipment condition. The results of these observations will help management assess, address and correct any safety concerns. 10. Safety Always— 10 Primary Safety Rules Policy This policy is in place to ensure all employees follow prescribed guidelines and generally accepted safe practices, that when not followed may be a contributing cause to accidents causing serious injury or death: a. Safety Devises b. Container Safety Latches c. Snaking/ZigZagging/Criss-crossing d. Vehicle Backing e. Secure vehicle and equipment safely f. Seat belts g. Speed limits h. Dual drive (right side)secondary position vehicles i. Disposal/recycling/transfer station rules j. Certain accidents 3 11. DriveCam DriveCam is an excellent tool which as one can surmise from the title entails placing a camera in the truck and when deployed appropriately, it will prevent accidents The Use of DriveCam The effective use of DriveCam gives management and employees the ability to capture and review bad driving habits. These coaching sessions enable the employees with an ability to recognize,correct,and improve before the risky habits lead to an accident. Certain repeated activities are known to be more likely to cause an accident before others. Moreover,risky driving statistics prove that drivers,who are consistently inattentive,follow to close, fail to look far enough ahead, or don't leave themselves an out, are several times more likely to be involved in an auto accident than drivers without these habits. In many cases, DriveCam enables self-coaching by the employee while in the cab. This is evident in events reviewed where the driver is involved in a risky maneuver and apologizes to the camera after the event takes place. This extremely effective by-product helps to retrain drivers' habits that could hurt them or others. Management has a responsibility to their employees,the public,and the company to make sure that known risky driving activities stop. If management does not address known risky activity,they have failed the employees,public, and company. If an employee is unresponsive to continued coaching,management has an obligation to stop the activity before something tragic occurs. The Need for DriveCam To ensure adherence with the company's policies and safe work procedures,the waste industry has commonly used employee observations. While these observations are effective and must remain a part of our daily management,they can be subjective and difficult to measure. DriveCam offers metrics that are easy to apply to several different driving situations. A driver who has difficulty maintaining four seconds of following distance may be misjudged on an ICARE. Where DriveCam has the ability to define to a 'A of a second how much following distance is between the vehicle ahead and our driver. This is just one simple instance where the DriveCam gives us a solid metric to measure performance. DriveCam also allows the local management to capture more information out in the field than the traditional ICARE. In several instances we find our employees performing well and reacting to prevent accidents and near misses caused by poor drivers out on the road. With this information we are able to recognize the driver 4 for outstanding performance,where this would not have been feasible previously. With the driver's permission,we are able to present his or her exemplary performance in safety meetings to increase awareness around specific situations, effectively promoting prevention of accidents through awareness. Additionally,DriveCam has the ability to capture events which may exonerate drivers accused of causing accidents on the road. In several instances across the company,our DriveCam footage has given us the ability to deny and uphold the driver's innocence in collisions and damage. Without DriveCam,the ability to fortify the employee and deny a claim is degraded. Achievements Using DriveCam Many divisions across the company have achieved outstanding results the last two years. Much of this success can be credited to the appropriate deployment of the DriveCam program. An orderly approach to the program has led many divisions to see accident frequencies and reduced claims costs never seen previously. Major decreases in accidents have also decreased the amount of dollars spent in claims. This has increased the stability of the local division and afforded them the ability to be more competitive,thus ensuring jobs during these difficult economic times. Maintenance Programs Advanced Disposal has in a number comprehensive maintenance programs in place at our Batavia division to ensure that the collection vehicles we use to service the City are well maintained, safe and dependable. A brief summary of some of these programs is provided below. 1. Tire program,mounting& dismounting This maintenance program is in place to ensure that the tires are put on and taken off the on the truck safely and properly. This program is aimed at eliminating the possibility injuries while changing tires. 2. Torque&Re-torque program This program is in place to ensure that the lug nuts used to keep the tires on the truck do not work themselves looses while the truck is on the road. This is a very important maintenance and safely program because if wheels are not re-torqued 24 hours after they are put on there is a possibility that the lug nuts could work themselves loose and the wheel could come off the truck while moving. The Re- Torque program is also followed throughout our routine PM program, done during every PM. 5 3. Wheel Stud &Nut replacement program This program is in place to ensure that the wheel studs and nuts used to secure the wheel to the truck are periodically replaced. This is necessary because over time a studs can become stretched and nuts can become stripped therefore creating a safety hazard. 4. RTA,our full maintenance tracking program. This program is our computerized record tracking program used for scheduling our PM's and preventive maintenance for all of our vehicles and equipment. Each of our vehicles receives preventative maintenance at scheduled intervals based on the number hours each vehicle has operated. 5. Brake S.O.P. This program is in place to ensure that the brakes on all of our vehicles are fully functional at all times. This program is especially important to the residential collection vehicles due to the number of stops each makes daily. 6. Multi-Seal program, eliminating flat tires while on route This program is in place to reduce the downtime of our collection vehicle due to flat tires that may be caused by the frequent trips into landfills to dump. Advanced Disposal uses a multi-seal inside each tire that seals leaks thus preventing the need to change the tire. This translates to less route downtime and therefore ensuring more predicable timely route collection. 7. Parker Hydraulic Hose program This program is in place and is aimed at reducing and eliminating blown hydraulic hoses and leaks that may occur on the residential routes. 8. Fleet replacement Program The fleet replacement program is a measure that we follow on replacing our collection trucks, making sure we keep the fleet as new as possible. We have a schedule that we follow for each line of business 9. Our Advanced Disposal Maintenance Managers, are a member of the TMC Technology &Maintenance Council The TMC is a group of members that are testing new products,testing the products that we are using today to see that the product is safe,testing to see if it is productive,and once a product or issue finishes it testing,the product or issue is placed under a R.P. (Recommended Practice) 6 TMC not only tests new products,they also take the maintenance on a fleet truck, and they study the way it is maintained. Building better ways to achieve a safe way to repair, maintain,and simply make sure it is safe to perform the function of the repair. Customer Care Proeram Customer Care is a priority at Advanced Disposal. We feel that we manage the contract for the municipality. We do our best and focus our efforts on ensuring that the municipalities are not spending resources on managing the refuse collection contract. Advanced Disposal has trained Customer Care representatives who are very familiar with requests posed by residential customers. These Customer Care representatives are available to assist the residents of Yorkville during normal business hours. Advanced Disposal has an intensive Customer Care training program that each Customer Care representative(CCR)must go through. Advanced Disposal has undertaken the task of using an outside Customer Care training company; StataPile to assist and compliment the training of our Customer Care representatives. In using a company like StataPile we have realized a great success in the improvement of our Customer Care departments since we began the program four years ago. Our improved Customer Care translates into the City residents having their questions answered and problems addressed in a prompt and courteous manner. Below are some of the aspects of the CCR training program: Audits Every Advanced Disposal location receives reviews from StataPile who listen to recorded actual CCR/customer interactive calls test the effectiveness and helpfulness of their Customer Care and sales staff. Those calls and evaluations are reviewed with the individual CCR promptly to address any concerns or training needs. The guidelines that Advanced Disposal has established are the toughest in the Environmental Services industry. Our philosophy of"One Call Does It All"empowers the person who answers the phone to help the customer with anything he/she may need. There is a big focus on voice,attitude and wording, and the impact a Customer Care representative can have on a customer. Equal importance is given to the accuracy in setting up new orders and service issue resolution. New Hire Training All newly hired CCR's go through an 8 hour classroom training session that focuses on: • Voice, attitude and wording • Industry education on residential, commercial and roll-off services • Review of scripts for effective handling of sales and service issues • Role-playing Upon completion of the training each participant receives a certificate. 7 On-Going.Customer Care Training Advanced Disposal continually strives to provide the best Customer Care in the industry. To that end, each CCR receives ongoing training in either half and/or full-day classroom training session customized for each location to continue the development of each CCR. In addition, StataPile conducts 90 minute webinars when needed to address market specific issues or changes We will make available to municipal staff the phone numbers of key individuals to be contacted in the event that a member of the municipal staff needs to contact them. We are currently in the process of developing an email process and an online process that allows residents to use an email or the internet to forward questions, comments and service issues. Once the process is finalized we will roll it out to the municipalities. Advanced Disposal's Customer Care department is local and housed in Batavia. We have attached a copy of the forms we will use internally in our Customer Care department to address the calls and questions from Yorkville residents. New Hire Orientation Below are the highlights of Advanced Disposal's New Hire Training Program.As you can see this New Hire Training Program is quite comprehensive and extensive. This program ensures that our employees that will be responsible for this residential contract will be fully capable of performing all duties and tasks required to meet the needs of the municipality. Purpose/Objectives • To prepare new employees to safely perform their job duties • To provide the company with competent and capable new employees as quickly as possible • To introduce new employees to Advanced Disposal +• To make a good first impression and establish a sense of pride in working for Advanced Disposal • To establish safety expectations for new employees • To meet OSHA and DOT requirements • To ensure a consistent level of training is provided across the entire company Overview • Attendance is required by all new employees. A new employee is not to perform any safety sensitive duties until training is complete • Required topics are listed by job classification • The training is divided into 4 modules plus OJT • Specialized training topics(confined space entry, forklift, special waste, etc.)are covered on an as needed basis • The topics are sequenced to get new employees on the job as quickly as possible • Content is company and industry specific and includes text,pictures,video, hands-on demonstration, and Smith System Training for drivers • Training sessions are led by Training Managers who are certified in the Smith System, Reasonable Suspicion,and experienced in OSHA and DOT regulations 8 • Quizzes are administered after each topic • A comprehensive test is administered after each module • New employees must score 90%or better to proceed New employees can retake a test a second time if they score below 90% on the first test • A sign off sheet is used to ensure required topics are covered for each new employee • Both the new employee and the Training Manager must initial the form beside each required topic • Feedback forms are completed by each new employee • Training Managers complete an evaluation form for each new employee—Trainee Scorecard. This form is provided to the hiring manager/supervisor. • Duration of classroom portion: — Administrative—half day — MRF— 1 day — LF, TS— 1.5 days — Helper, Mechanics—2 days — Drivers—2.5 days (Smith System) • After completing the classroom portion of the training the next step is OJT, excluding administrative employees — OJT consists of a supervisor or their designee or driver trainers observing a new employee safely perform key aspects of their job e.g. 10 days behind the wheel for drivers — A form is used to document that the new employee demonstrated the ability to perform key aspects of their job safely. • All documentation(tests, OJT,etc.)is filed in employee personnel file/training files • Once OJT piece is complete the new employee is observed once a week for one month as part of coaching program Attached is an example of the Phone Training and StataPile Program our Customer Care representatives complete as well as the monthly reports we provide to the City of Yorkville. These reports will be modified to include all of the additional information requested by the City of Yorkville and provided on a monthly basis. Omrational Annr©ach Advanced Disposal understands all of the requirements for providing refuse, recycling and yard waste service to the City of Yorkville with respect to the specifications contained in this RFP. As you are aware Advanced Disposal has been providing refuse, recycling and yardwaste collection service for the City of Yorkville for the past 10 years. 9 Because of this,we have set up the collection routes to provide the most efficient collection routes possible. This means less wear and tear on the City streets. We also have all of the refuse and recycling carts currently in place so there will be no need to have a potentially disruptive transition by remaining with Advanced Disposal. Refuse, Recycling and Yard Waste Program Refuse Collection For refuse collection,Advanced Disposal currently has divided the City into five sections,providing refuse collection on the same day of the week to each residence. Advanced Disposal will not be changing any days of service for the residents of Yorkville. Advanced Disposal is currently using three front loading CNG refuse collection vehicles for each day. We use a unique collection routing scheme in Yorkville where by Advanced Disposal commits three refuse collection vehicles daily to Yorkville. That is an extra truck in the City so that there is additional coverage ensuring that all of the refuse collected by the end of the day when the vehicles leave town. The normal routine routing scheme would only provide two refuse collection vehicles daily in the City We would anticipate that the other competitors will only provide two refuse trucks daily. In order for any service provider to meet the high quality of service Advanced Disposal provides, another company would have to have extensive experience in providing cart collection services to a municipality the size of Yorkville along with providing the extra collection vehicle daily. Each Yorkville resident has received what we feel has been exceptional, individual service for the past ten years and they have come to expect that level of service. There is a real probability of a turbulent transition period until the new hauler understands the service expectations of the City and its residents. All of our vehicles collecting refuse is equipped with an automated mechanical tipper. This mechanism is used to collect the refuse carts that are utilized by the residents. As an attachment to this response,Advanced Disposal can provide pictures and specifications for the refuse carts we currently use. We can have an example of each of these carts delivered to the City Hall for inspection upon request. Advanced Disposal already has all of the men and vehicles on hand,trained and providing residential refuse,recycling, and yard waste collection service to the residents of Yorkville so there is no possibility of transition problems with a new vendor. The City of Yorkville along with Advanced Disposal has already established a collection schedule for weekly collection service Monday-Friday of each week. Even with the City adding an option of residents being able to choose additional size carts other than the current 65-gallon refuse cart, it will not be necessary to adjust any of the collection schedule to fit the new program. We understand that a collection program change, such as the option to choose different size refuse carts, can potentially become a problem if not instituted correctly. We feel 10 communication to the residents is of the utmost importance during this time and we can assure the City that the communication provided to the residents will provide a smooth transition with minimal impact and no service disruption. To insure that service is maintained at the highest level and to be able to respond quickly to any request by the City or a resident, Advanced Disposal has an assigned residential route manager for the residential accounts in the City of Yorkville. The residential route manager is in contact with the designated representative from the City on a daily basis to react quickly to any request that the City might have. This system is working very well. We have attached an example from the Village of Streamwood,of the literature that Advanced Disposal has used to provide residents with a easy and convenient way to choose their cart size if the City wishes to give residents that option. White Goods and Bulk Items Collection of White Goods and Bulk Items poses no problem for Advanced Disposal in the performance of this contract. White Goods and Bulk Items are collected separately on the same day as normal collection with the proper number of prepaid stickers attached. Electronics Collection Collection of electronics poses no problem for Advanced Disposal in the performance of this contract. Electronics will be collected separately at the curb. Recycling Collection As with refuse collection,Advanced Disposal currently has divided the City into five sections,providing recycling collection on the same day of the week as refuse to each residence. For the new contract,Advanced Disposal will be using three front loading CNG recycling vehicles/day to provide the required recycling collection to the residents. All of our vehicles collecting recycling are equipped with an automated mechanical tipper used to collect the recycling carts currently used by the residents. In order for any service provider to meet the high quality of service Advanced Disposal provides,at a minimum a semi-automated collection vehicle will have to be utilized. Advanced Disposal is currently using three front loading CNG recycling collection vehicles for each day. We use a unique collection routing scheme in Yorkville where by Advanced Disposal commits three recycling collection vehicles daily to Yorkville. That is an extra truck in the City so that there is additional coverage ensuring that all of the recycling collected by the end of the day when the vehicles leave town. The normal routine routing scheme would only provide two recycling collection vehicles daily in the City We would anticipate that the other competitors will only provide two recycling trucks daily. We can have an example of the recycling carts delivered to the City Hall for inspection upon request. At the start of the new contract, ll As part of the education of the residents to the new program we will provide each resident with a brochure outlining the new program. We have provided as an attachment, copies of the new brochures that we have distributed in other communities. As you know, we used one of these brochures with great success at the start of the first contract. The brochure outlines the requirements for the preparation of recyclables as well as what recyclables are accepted in the program. Other important aspects of the refuse,recycling, and yard waste collection program are also outlined in the brochure. As you can see, these brochures are tailored to the unique program in each community. Each residence covered by the collection contract is given one of these brochures at the start of the new contract as well as each new resident that moves into the community. The initial brochure will be mailed to each resident. During this contract,Advanced Disposal will collect an unlimited amount of properly prepared recyclables using 65-gallon recycling carts. There is no limit. Yard Waste and Leaf Collection For yard waste collection,Advanced Disposal has divided the City into five sections and provides yard waste and leave collection on the same day of the week as refuse and recycling. Advanced Disposal will provide yard waste collection in the performance of this contract. Advanced Disposal will provide rear loading packing trucks for the collection of yard waste. Residents may place out for collection an unlimited amount of properly prepared yard waste for collection during the yard waste season each year. Advanced Disposal understands the Yard Waste Stacks and has no problem with this service. Organics Collection Collection of food scraps does not pose a problem but rather a change in both collection methods and set out by the residents. We anticipate that food scraps will be able to be mixed with the"normal"landscape waste for collection,however, it is unclear as to whether or not the use of biodegradable Kraft paper bags will be advisable. This is due to the moisture content of the food scraps and the potential to blow the bottom out of the bag before it can be collected. We feel the use of carts or cans is the preferred method of collection for obvious reasons. Advanced Disposal would like to make organics composting available to all Yorkville residents with as little increased cost as possible. Therefore, Advanced Disposal will collect organics mixed with yardwaste in both Kraft paper bags and customer owned cans in addition to Advanced Disposal supplied 35- gallon and 65-gallon organics carts. Each resident may use the 35-gallon or 65-gallon cart for both landscape waste and organics collection. We believe that this value added option will give residents the convenience of using a cart just like refuse and recycling service. 12 Special Collection Service for Emergency Damage Advanced Disposal is prepared to take all of the steps necessary to ensure that in the unfortunate event of a disaster,the City of Yorkville will receive the service it requires. We ask that you contact the Village of Wilmette as a testimony of the manpower we can bring together to assist a municipality in a time of need. Yorkville should have every confidence that Advanced Disposal will be there when you need us. Upon request, we can provide our corporate structure, operating locations and size to show the City we are in the best position to secure resources when we need them. You will not find that ability in a smaller corporation or independent. Special Collection Service Advanced Disposal currently offers Special Collection service to the residents of Yorkville and will continue to do so under the new contract. A resident may call when the resident has a large amount of refuse and/or debris that is too large for the use of stickers and/or needs to be collected on a day other than their normal collection day. Advanced Disposal will send the route supervisor out to the address and provide the resident with an estimate prior to providing the collection. The resident must be in agreement with the price prior to the collection being made therefore there will be no "surprises"to the resident. Backdoor Collection Advanced Disposal understands the requirements of backdoor collection. We currently offer backdoor refuse collection service in cases where the resident is unable to get the refuse to the curb because of for example an injury,and has no other residents in the household such as children who can get the refuse to the curb. We can provide this service on a case by case basis in agreement with the City. Advanced Disposal has no problem providing backdoor collection to residents that request the service. "Green Fleet=CNG" Advanced Disposal is committed to the sustainability of the environment and the use of alternate fuels for our collection operations. We are in the process of converting our fleet to CNG(compressed natural gas)from conventional diesel. We have already completed the installation of our on-site fueling infrastructure at our Batavia hauling location and have begun switching out or fleet to GNG powered vehicles. As we replace worn vehicles at that facility, Advanced Disposal will be purchasing strictly vehicles that run on CNG. We have already begun the conversion at our Batavia hauling division. All front line refuse and recycling collection vehicles serving the City of Yorkville will be powered by CNO. 13 Servicing Location Advanced Disposal Services Batavia Hauling Co 1660 Hubbard Road Batavia, Illinois 60510 Location of disposal facilities Refuse Disposal Advanced Disposal Batavia Transfer Station 766 Hunter Avenue Batavia, Illinois 60510 Advanced Disposal Orchard Hills Landfill 8290 HWY 251 South Davis Junction, IL 61020 Recycling Processing Advanced Disposal Batavia Transfer Station 766 Hunter Avenue Batavia, Illinois 60510 Resource Management Co 10111 Andersen Avenue Chicago Ridge, IL 60415 Yardwaste& Organics Composting; Facility Address: Compost Supply, Inc. 2970 Route 52 Newark, IL 60541 Electronics Recycling Facility Address: Com2 Recycling Solutions 140 Fullerton Ave Carol Stream IL 60188 14 Advanced Msposal i. Company Brochure Solid Waste Collection Services for the City of Yorkville OAdvancedDLVosal ra Axa; 1 x x <F �d 3JlfOU J w- . Solid Waste Collection Services for the City of Yorkville Advanced Disposal " } 061 "START FRESH , AN tt i 3 r Pi i, " Solid Waste Collection Services for the City of Yorkville Advanced Disposal it When you choose Advanced Disposal as your we serve a community,we become part of it. solid waste and recycling provider,something Earth is a precious resource that deserves our remarkable happens. constant care and attention.To ensure that we all have a chance to do our part to help preserve To start,you get a cleaner business,a greener and protect our treasured natural resources, community and a city that shines.At Advanced Advanced Disposal offers comprehensive Disposal,our drive to do things better means environmental solutions that balance your needs creating an enhanced environment for all of us. for environmental responsibility and a strong And that's something of which we're proud. bottom line. Because a cleaner environment means a better world and a brighter future for individuals, MAKE YOUR businesses and governments alike. TH E R • We take more than garbage. PROUD • We take pride in our work and have a strong sense of values. • We take care of our customers. They are our highest priority. The first step in a clean and healthy community Is ensuring discarded materials are picked up in • We take ownership.We act as owners, a timely,efficient and safe manner-something not just employees. our Advanced Disposal environmental heroes do } every day. Second Is effectively managing these • We take care of the environment. materials for ultimate reuse,recycling and/or • We work smart. disposal in a sustainable and realistic manner to truly make Mother Earth proud. Our company was founded on the belief that customer service is paramount,that it is every employee's responsibility to care for our customers with unfailing responsiveness and reliability.More importantly,we believe that when a Solid Waste Collection Services for the City of Yorkville WAdvancedDNxpsal yY; IJ s � f 4 4a a ----------------- .J AdvaaceAOis�roMsal.com {p�j .y k :,t Solid Waste Collection Services for the City of Yorkville if Advanced Disposal h , COMMERCIAL SERVICES FRONT/REAR LOAD COLLECTION SPECIAL WASTE COLLECTION The majority of businesses choose to use While every customer is special to us,most commercial containers,commonly known as waste streams are similar in makeup and dumpsters,as their primary means of disposing disposal requirements.But for those customers waste. But not all commercial services are created who truly generate specialized waste,requiring equal.Advanced Disposal invests in our customer waste profiling,customized handling,heightened relationships by using the best equipment safety measures or unique disposal practices, possible,consistently maintaining it,and Advanced Disposal has the capability and supporting it with a highly trained support team experience to handle it-and then some. of professional drivers,dispatchers,sales and customer care representatives,mechanics and COMMERCIAL RECYCLING managers.You'll see the difference from day one. We have recycling and sustainability solutions for companies and organizations both large ROLL-OFF COLLECTION and small. For those who generate larger volumes of waste, . Businesses Advanced Disposal has the solution for a perfect • Industries fit Whether you are a construction company, . Cities and Counties industrial manufacturer,large retailer or any . Schools other type of large waste generator,our roll-off • Hospitals containers of various sizes-including enclosed . Churches and Other Nonprofits compactors-can serve your unique needs.Our top-quality equipment is surpassed only by our industry-leading customer service,making sure that we respond to your needs with unfailing timeliness and courtesy. SERVICE FIRST. SAFETY ALWAYS. It's our commitment to you.From safe and proper collection and transportation,to,environmentally sound treatment and disposal,Advanced Disposal is committed to our safety and yours. a Solid Waste Collection Services for the City of Yorkville AF A Advanced Disposal COMMERCIAL SERVICE STANDARDS-OUR PROMISE TO YOU. Delivery of New Containers Blocked Containers • All containers will be clean,fresh and Driver will attempt to service blocked clearly marked with company decals and containers by speaking to someone on-site phone numbers. or calling the Advanced Disposal dispatch • Delivery will be made on the due date. office to notify the customer of the blocked container. • Delivery paperwork turned in by 5 p.m.may be scheduled for next-day delivery. Extra Pickups and Overloaded Containers Roll-Off Haul Requests • Guaranteed next-day service;however, Guaranteed next-day service;however, same-day service will be given if possible. • same-day service will be given if possible. • Driver will call the Advanced Disposal dispatch office and ask dispatch to notify the customer Emptying Containers and Spillage of an overloaded container and educate the customer regarding safe capacity levels. • If waste comes out of a container while it is being emptied,the driver will pick it up. FOCUSED ON ENVIRONMENTAL INTEGRITY Advanced Disposal is deeply committed to ensuring a clean and safe environment for our employees,our customers and our communities.When it corms to your environmental responsibility,we can give you the peace of mind you need.We limit your liability by employing qualified professionals and complying with all local,state and federal regulations.So you can be sure that your waste will be cared for in a safe and compliant manner. s Solid Waste Collection Services for the City of Yorkville Advanced Disposal CONTAINER SERVICE Fi• S yalu { S iF- b4 5 S i 1 rA Sb' 4 yard 8 Yalu ROLL-OFF SERVICE r: 20 yard 2T 40 yard 27 #' 30yard CftUeis¢esauaibbl.imselect,madeb, i Solid Waste Collection Services for the City of Yorkville van Disposal rpX §r. GOVERNMENTAL SERVICES Advanced Disposal has a lot to offer local governments. For starters,when we assume ,. responsibility for solid waste and recycling Ina Community,the local government 1 saves money,reduces liability and gains job opportunities for their em ployees.Not to mention peace of mind—equipment. costs are no longer the responsibility of the government;Advanced Disposal assumes all costs, even for new and depreciating equipment.Plus,we've never faltered on a municipal corrtract, ever. Whether your government is Interested in outsourcing collection and/or disposal services or has a need for a long-term partner for processing recyclables or disposal of nonhazardous waste,Advanced Disposal has the experience and resources to beyour environmental services partner of choice. To learn more about our municipal partnerships,visit AdvancedDisposal comt f or-governmentlprivatizat ion. Solid Waste Collection Services for the City of Yorkville Advanced Disposal i ; RESIDENTIAL SERVICES j Like you,we value safe and clean communities where residents don't notice j the garbage truck,but instead are impressed by cleaner streets and neighborhoods that ' they can be proud to call home.That's why Advanced Disposal provides residential solid waste and recycling services to thousands of families and neighborhoods every day. But we take more than garbage • We take time—to deliver consistent service to those who depend on us. • We take precautions —to ensure the safety of those around us. • Wetake pride—in being quiet and respectful on our routes. • And we take care—to leave our streets and communities clean er than we found them. WE KEEP OUR CUSTOMERS INFORMED All customers can sign up to receive email and text alerts so they can get the most up-to-date ` information regarding service interruptions due to holidays,weather delays,etc Sign up at AdvancedDisposal.comPServiceAlertSignup. w " J Solid Waste Collection Services for the City of York-011e Advanced Disposal is lk ry fi 4 t+Xs, r Solid Waste Collection Services for the City of Yorkville Advanced Disposal i MATERIAL RESOURCE MANAGEMENT At Advanced Disposal,we consider environmental performing their operations in an economical stewardship of utmost importance and strive anis efficient manner. to make the world a cleaner,more beautiful Most of our facilities accept the following materials: place for our employees,our customers and our . Paper(ail grades including newspaper, communities.Our holistic approach to resource magazines,office paper,etc.) management is both environmentally and . Fiber(cardboard,fiberboard) economically conscious. • Plastics(#1 -#7) LANDFILLS • Aluminum Our commitment runs deep,literally.Our landfills • Steel are impressive engineering structures that offer However,some have unique capabilities such as: the environment state-of-the-art protection • Beverage destruction while providing a vital service to governments, • Document destruction businesses and individuals alike.Our landfills are • Processing high-grade office paper managed and operated correctly so that they are • Specialty plastics true assets to their communities and are backed by positive environmental records and significant Check with your Advanced Disposal civic involvement. representative to confirm which items can be recycled in your area. To learn more about how modem landfills are TRANSFER STATIONS constructed and operated,visit our website at AdvancedDisposal.comlDisposal. We operate transfer stations in the majority of our markets to serve as consolidation centers for MATERIAL RECOVERY FACILITIES solid waste.Traditional collection vehicles transfer At Advanced Disposal,our Material Recovery and consolidate their waste to large tractor- Facilities(MRFs)are much more than simple trailers for long-distance trips to an Advanced sorting operations.Instead,they are thriving Disposal landfill.This allows solid waste collection business units and necessary community vehicles to do what they do best—serve our j infrastructures.They provide a vital need to customers in a timely manner while reducing preserve our natural resources while travel distances,alleviating traffic congestion and minimizing air emissions. io I Solid Waste Collection Services for the City of Yorkville Advanced Disposal sj TRASHTIMONIALS: OUR CUSTOMERS SAY IT BEST "Driver Bany Barclay was spoken hrghly of at the Boonville City C:«rrruil nteeting. Tie resulerrta of Mapla "They are 1 the the cutting edge Strewt told their conacrl representative about Barry's always lookingfor work ethic.Specifically,Barry was noted Ila his polite„ do , kind derneanor and attention to the snit'dlest details of [us job.Thank yon for a job well done." Brian Gollot M.L Cauthon III t Director,Public Works,Boonville,Missouri "Thank you foo-supporting[he 2013 LUahuorth ' never been s1 impressed— Courcy Clean Sweep event.All of the containers were with a waste disposal delivered on tinne, on the dates requested! We cannot tell you how reassuring it is to knoty the carr count on They have gone above and beyond— Advanced Disposal to fulfill ow needs for theseeaaaa 1 take care of our needs, 1 sennces and containers. We were very pleased with 1 1 1 1 I and the effncicat and courteous senlice provided by your- always container delivery personnel," such a pleasant attitude." Larry Price and Janet Cline Datron Brown Director of Operations,Walworth County Public Works Solid Waste Division Elkhorn,Wisconsin "Our-preschool alas,loves when thegautage Hurn "They are always available comes every Hueck. Tyre kids run out to the plcrygronnul and wand i Ji-onn the fence,As lie leaves, he blows the need them and have courteous horn,and the kids ivaee and shout bye until he is out 1 dependable people." of sight" God's Little Acre Learning Center Randy Engram Murphy,North Carolina FSG Oljetafiors,Inc,Macon.G�-otqiz We invite you to seam more AdvancedDisposai.com Solid Waste Collection Services for the City of Yorkville AF A Advanced DNx sal , 2. Recycling Education &Community Outreach Solid Waste Collection Services for the City of Yorkville N, Advanced DLsposal � Community Outreach&Environmental Education Activities Advanced Disposal is deeply committed to ensuring a clean and safe environment for our employees, our customers, and our communities. We consider environmental stewardship of utmost importance and believe that our true business is making the world a cleaner, more beautiful place to live,work and play. Advanced Disposal has always demonstrated support for the communities in which we operate. In the Midwest, our employees are actively engaged in community outreach and environmental education throughout the year.With a focus on education and partnership,we seek opportunities to work with local municipalities, schools and civic and business groups to educate and educate people so they carry forth the message of conservation and sustainability. The following outlines the various programs and tools Advanced Disposal implements to build community connections and share information that empowers individuals to help protect the planet. I. COMMUNITY OUTREACH EVENTS A. Car Seat Recycling B. Electronics Recycling C. Wreaths for Soldiers D. America Recycles Day E. Presentations to various groups and organizations F. Supporting Charitable Organizations II. SCHOOL PROGRAMS A. Bringing Environmental Education to Schools i. School age programs 2. College programs B. Landfill and Recycling Facility Tours C. Landfill Open Houses, D. Scholarships E. Earth Day F. Waste in Place,Keep America Beautiful Curriculum Guide G. "I Love My World"Coloring Book III. MUNICIPAL PARTNERSHIPS A. Make Your Mother Proud recycling cart program COMMUNITY OUTREACH EVENTS Advanced Disposal works within each of our communities to develop or participate in events where we have the opportunity to highlight the services we provide and demonstrate our community commitment. Events are tailored to ensure the message resonates with residents. Solid Waste Collection Services for the City of Yorkville Advanced Disposal Car Seat Recycling - Advanced Disposal works with Safe Kids Wisconsin to hold car seat recycling events throughout the state giving parents the opportunity to discard outdated and unsafe car seats.All car seats have an expiration date ' that can be found on the manufacturer's label. If there is not an exact expiration date listed, a general rule is to dispose of the car seat six years from the manufacture date. Seats used after their expiration date may not be safe or hold up in a crash. Seats more than six years old, purchased at a garage sale or thrift store, or involved in a crash are collected and dismantled to be disposed of properly.During the 2014 event, nearly 2,000 dangerous car seats were collected. Electronics Recycling Advanced Disposal holds electronic or e-recycling events to give residents and businesses the opportunity to discard unwanted electronics, such as computers,printers,faxes,televisions,phones,etc. In this day and age,electronics are obsolete and thus are often replaced at a rapid rate. These items have to be discarded in a cautious manner in order to protect natural resources. Illinois bans the disposal of any electronics in landfills as does Wisconsin and Minnesota. y At the e-cycling events, Advanced Disposal partners with a preferred vendor that is responsible for recycling the materials. We will only partner with those vendors that provide written proof that the collected electronics are not sent overseas to be broken apart. With this proof, we can rest assured that the electronics are being recycled in a manner that is safe to the environment. Advanced Disposal Decatur and Charleston(Ill.) along with Valley View Landfill collected more than 26,000 pounds of electronics when they partnered with Macon County's Environmental Management Department, Progress City USA/Richland Community College and Advanced Technology Recycling(ATR). 6 I Holiday Wreaths for Veterans u Employees at our Green Bay, Wis., were inspired by an area veteran who took it upon himself to place holiday wreaths on the veterans' graves a local memorial park. When he needed corporate sponsorship to turn the a.. practice into an annual tradition, Advanced Disposal jumped at the chance to offer financial support to honor deceased veterans who had proudly served their country. It is truly a privilege for the company to not only provide r support but also to be involved in the assembly held before the wreath placement each November. Solid Waste Collection Services for the City of Yorkville Advanced Disposal a � America Recycles Day Since 1997, communities across the country have come together on . November 15 to celebrate America Recycles Day. America Recycles Day is the only nationally recognized day dedicated to the promotion of recycling ,. in the United States. One day to educate and motivate. One day to get our neighbors, friends and community leaders excited about what can be accomplished when we all work together. One day to make recycling bigger and better 365 days a year. Every year, Advanced Disposal celebrates America Recycles Day by hosting or participating in community events throughout our operating footprint. We might hold a paper shredding event, provide recycling containers at a festival,or bring a recycling truck to a community-wide recycling celebration, so people can see up close how their recyclable materials are collected from their homes. We hope to make each year's America Recycles Day bigger than the last. Presentations to Various Groups and Organizations Advanced Disposal employees will regularly speak to various groups about the importance of sustainability and recycling and how we, as a company, are working to make a difference. We speak to rotary and chamber groups,leadership organizations, garden clubs, economic development committees, and the list goes on. We make sure we have a presence and provide information at community events such the Blaine Green Expo in St. Paul, Minn., and the Northbrook, Ill., Farmer's Market Art of Recycling Day. Presentations are targeted to our audiences'knowledge and interest with the same goal—to raise awareness. Supporting Charitable Organizations Throughout the year and the Midwest Region, our employees get dirty, get cold, get walking and get collecting for various charitable organizations. In Muskego, a team of employees took part in the Wisconsin area"Tough Mudder", a competition that held across the country and throughout the world that challenges participants to conquer hardcore obstacle courses designed to test their all around strength, stamina, mental grit and camaraderie. The Wisconsin team of four raised $720 for the Froedert Hospital Foundation Child Life Program. Our Decatur, Ill., office is one of the most active taking part in fundraisers throughout the year including the"Polar Plunge".Team "Trash Talkers" endured the 35-degree waters of Decatur Lake this year to benefit the Special Olympics.Advanced Disposal-Rockford and Orchard Hills Landfill have partnered with Marengo (Ill.) High School softball players to "Run Out Hunger" in the community. Advanced Disposal agreed that for every run the team scored at home during the 2013 season, the company would donate $10 to the M.O.R.E. Center(Marengo area OutReach Enterprises),an organization which aides needy individuals and families in the Marengo area.The team's tremendous effort resulted in$72o being raised.In addition,most of our divisions hold annual food and blood drives,collect toys at the holidays and coats in the winter.We have several who field Racefor the Cure and Relay j Solid Waste Collection Services for the City of Yorkville g Advanced Disposal for Life teams. Our employees live and work in the communities we serve and feel strongly about #0 giving back whenever they can. I NO 1 ti K=: SCHOOL PROGRAMS Advanced Disposal is committed to educating g students on the benefits of recycling. We believe that the future of our Earth rests with our students so the younger we can teach kids to make recycling a habit, the better we all are. i Solid Waste Collection Services for the City of Yorkville Advanced Disposal Bringing Environmental Education to Schools School-age programs Throughout the Midwest,Advanced Disposal employees visit schools,speaking with students and providing age-appropriate activities such as reading to preschoolers about where their garbage goes(Muskego,Wis.); teaching elementary-age learners about the technology behind landfills by having them construct edible versions layer by delicious layer (Northern Missouri);; and challenging high-school students to compete to create environmental projects with positive environmental impact(Minocqua,Wis.). College-programs Advanced Disposal-Eau Claire has provided trash and recycling service for the University of Wisconsin-Stout and University of Wisconsin-Eau Claire for many years. Both universities were strategic partners when the company developed source-separated organics collection and composting program and we continue to work closely with them to find ways to recycle more and send less to the landfill. So it was a natural fit for Advanced Disposal to sponsor a competition between the two universities to see which campus places higher in Recyclemania, an annual nationwide college campus recycling competition. In 2014, UW-Stout took the prize—a $2,500 donation to the winning school's general scholarship fund,by cutting its landfill waste by 43 tons compared to the previous year; the school also produced more compost than trash,and led all 14 Wisconsin colleges competing in Recyclemania.Advanced Disposal is proud to support initiatives like these. Landfill and Recycling Facility Tours Advanced Disposal offers guided tours of its Midwest Landfills as well as our Material Recycling Facilities to school groups on a regular basis. The hands-on experience provides students a better understanding of what happens to waste and how material is sorted and processed for the next phase.At our Emerald Park Landfill in Muskego, Wis., elementary through college-age students visit our Wildlife Habitat Council Corporate Lands for Learning wetlands preservation site.This outdoor classroom offers us the opportunity to foster environmental awareness and a sense of shared responsibility regarding conservation. By engaging local students,scouts and community groups through educational sessions and hands-on projects that focus on stewardship of habitats near to them,we hope to use our site to foster a lifelong appreciation for and commitment to the environment as well as a sense of empowerment that as individuals they can make a difference. 4x Landfill Open Houses Solid Waste Collection Services for the City of Yorkville Advanced Disposal to Every Advanced Disposal landfill operated in Minnesota, Missouri, Illinois and Wisconsin ; hosts a community open house annually. - These one-day events present us with the opportunity to speak with residents about how landfills operate and why are they important to a community. We also share information regarding how we ensure safe operations. Our sites all make sure the day is a fun, family outing by mixing in age- appropriate activities, games and prizes with food, drinks and landfill tours. Scholarships k� . . Advanced Disposal provides support for academic scholarships across its company footprint for those pursuing a variety of career goals. In St. Charles, Ill., Advanced Disposal provides two annual scholarships to students who choose to pursue careers in the Industrial Arts.We work with the St. Charles Chamber of Commerce to identify and award these scholarships to deserving candidates. Earth Day Advanced Disposal often looks to partner with schools and the community around Earth Day.Advanced Disposal-Horicon and Glacier Ridge Landfill (Wis.) hosted a landfill tour to 51 sophomore students from the Mayville High School's Physical Science and Geology class. These students also helped plant mature pine trees on the property. In Omro, (Wis.) Advanced Disposal employees have s provided kindergarten and first-grader students with white paper bags to decorate with environmental messages. On Earth Day, employees spent time at a local grocery store putting customers'purchases in the bags. Solid Waste Collection Services for the City of Yorkville Advanced Disposal to And many of our sites distribute sapling to customers, encouraging them to keep the Earth green and growing. Waste in Place, Keep America Beautiful Curriculum Guide Advanced Disposal believes it is, in part, our responsibility to assist with recycling curriculum in schools. We often provide our partnering schools and educators with the "Waste in Place" elementary school guide published by Keep America Beautiful. This informative guide provides lessons and activities on topics ranging from how we manage garbage to the plastic container identification code system. Armed with this knowledge, students will undoubtedly become advocates for recycling. CP A copy of the curriculum can be provided upon request. Kees MO.Beemiful,Ince t1wiermy mmm=guide for teaching Utter P--tion."I wa..reduction X20/tt "I Love My World"Coloring Book I Love My World Advanced Disposal often provides the "I Love My World" coloring book to schools, during facility tours and at community events with children in attendance. This activity book is a great tool to reach our youngest environmentalists. A copy of the coloring book can be provided upon request. t Solid Waste Collection Services for the City of Yorkville Or Advanced | ~ � MUNICIPAL PARTNERSHIPS-Recycling Advanced Disposal kproud mprovide recycling services m746 ^• cities or counties acrossour opeailn footprint. As part of thoe partnerships, weare always looking for ways mincrease recycling partldp 60. � � Solid Waste Collection Services for the City of Yorkville toAdvanced Disposal 3. Proposer's Certification and W-9 Request Form Solid Waste Collection Services for the City of Yorkville United City of Yorkville VENDOR W-9 REQUEST FORM The law requires that we maintain accurate taxpayer identification numbers for all individuals and partnerships to whom we make payments,because we are required to report to the I.R.S. all payments of$600 or more annually. We also follow the I.R.S. recommendation that this information be maintained for all payees including corporations. Please complete the following substitute W-9 letter to assist us in meeting our I.R.S. reporting requirements.The information below will be used to determine whether we are required to send you a Form 1099. Please respond as soon as possible, as failure to do so will delay our payments. BUSINESS(PLEASE PRINT OR TYPE): NAME: Advanced Disposal Services Solid Waste Midwest,LLC ADDRESS: 1660 Hubbard Avenue CITY: Batavia STATE: Illinois ZIP: 60510 PHONE: 630-587-8282 FAX: 630-761-0077 TAX 1D#(TIN): 76-0839612 (If you are supplying a social security number, please give your full name) REMIT TO ADDRESS(IF DIFFERENT FROM ABOVE): NAME: ADDRESS: CITY: STATE: ZIP: TYPE OF ENTITY(CIRCLE ONE): •Individual Sole Proarietor 'Government Agency -LLP(Limited Liability Partnership) LC(_Limited Liability Corporation) •Medical -Partnership ian a fi NotSpro�� •Incorporated -Other(Please describe) �n SIGNATURE: C)AIWtk r✓�' r `����-�{. DATE: I 1/3/ 016 34 United City of Yorkville PROPOSER'S CERTIFICATION (page I of 3) Advanced Disposal Services With regard to Solid Waste Collection , proposer Solid Waste Midwest,LLC hereby certifies (Name of Project) (Name of Proposer) the following: 1. Proposer is not barred from bidding this contract as a result of violations of Section 720 ILCS 5/33E-3 (Bid Rigging) or 720 ILCS 5/33E-4 (Bid-Rotating); 2. Proposer certifies that it has a written sexual harassment policy in place and is in full compliance with 775 ILCS §12-105(A)(4); 3. Proposer certifies that not less than the prevailing rate of wages as determined by the City of Yorkville, Kendall County or the Illinois Department of Labor shall be paid to all laborers, workers and mechanics performing work for the respective municipality. All bonds shall include a provision as will guarantee the faithful performance of such prevailing wage clause. Proposer agrees to comply with the Illinois Prevailing Wage Act, 820 ILCS 130/1 et seq., for all work completed. Proposer agrees to pay the prevailing wage and require that all of its subcontractors pay prevailing wage to any laborers, workers or mechanics who perform work pursuant to this contract or related subcontract. Proposer and each subcontractor shall keep or cause to be kept an accurate record of names, occupations and actual wages paid to each laborer, workman and mechanic employed by the Proposer in connection with the contract. This record shall be sent to the City on a monthly basis along with the invoice and shall be open to inspection at all reasonable hours by any representative of the City or the Illinois Department of Labor and must be preserved for four(4)years following completion of the contract. Proposer certifies that proposer and any subcontractors working on the project are aware that filing false payroll records is a class B misdemeanor and that the monetary penalties for violations are to be paid pursuant to law by the proposer, contractor and subcontractor. The City shall not be liable for any underpayments. If applicable: Since this is a contract for a fixed public works project, as defined in 820 ILCS 130/2, Contractor agrees to post at the job site in an easily accessible place, the prevailing wages for each craft or type of worker or mechanic needed to execute the contract or work to be performed. 4. Proposer certifies that it is in full compliance with the Federal Highway Administrative Rules on Controlled Substances and Alcohol Use and Testing, 49 C. F.R. Parts 40 and 382 and that all employee drivers are currently participating in a drug and alcohol testing program pursuant to the Rules. 5. Proposer further certifies that it is not delinquent in the payment of any tax administered by the Department of Revenue, or that Proposer is contesting its liability for the tax delinquency or the amount of a tax delinquency in accordance with the procedures established by the appropriate Revenue Act. Proposer further certifies that if it owes any tax payment(s)to the Department of Revenue, Proposer has entered into an agreement with the Department of 35 United City of Yorkville PROPOSER'S CERTIFICATION (page 2 of 3) Revenue for the payment of all such taxes that are due, and Proposer is in compliance with the agreement. BY: rop s s Authorized Agent 9 6111 2 FEDERAL TAXPAYER IDENTIFICATION NUMBER or Social Security Number Subscribed and sworn to before me ,r JAIME S MARIN! this 3rd day of November ,2016. "`�n_ ty(ti i MY COMMISSION#FF024866 Q, p tn�4 EXPIRES June 6.2017 ,{x. 12,�� i.L��-" L�; tAtf7)398-Oi53 I"IntlrluNiln ySe vfce.com Not ry Public) (Fill Out Applicable Paragraph Below) (a) Corporation The Proposer is a corporation organized and existing under the laws of the State of Wisconsin , which operates under the Legal name of Advanced Disposal Services Solid Waste Midwest,LLC , and the full names of its Officers are as follows: R'jDEj3jM: Richard Burke CEO Secretary: Michael K.Slattery Treasurer: Steve Carn and it does have a corporate seal. (In the event that this bid is executed by other than the President, attach hereto a certified copy of that section of Corporate By-Laws or other authorization by the Corporation which permits the person to execute the offer for the corporation.) (b) Partnership Signatures and Addresses of All Members of Partnership: 36 United City of Yorkville PROPOSER'S CERTIFICATION (page 3 of 3) The partnership does business under the legal name of: which name is registered with the office of in the state of (c) Sole Proprietor The Supplier is a Sole Proprietor whose full name is: and if operating under a trade name, said trade name is: which name is registered with the office of in the state of 5. Are you willing to comply with the City's preceding insurance requirements within 13 days of the award of the contract? Insurer's Name Please see our Proof of Insurance under"TAB 4. We have different carriers for different lines of business. Agent Street Address City, State, Zip Code Telephone Number I/We affirm that the above certifications are true and accurate and that I/we have read and understand them. Print Name of Company: Advanced Disposal Services Solid Waste Midwest, LLC Print Name and Title of Authorizin1 Signature: John Spegal Signature: Date: November 3, 20 6 37 J Advanced Disposal 4. Appendix 3 -Alternatives and Deviations Solid Waste Collection Services for the City of Yorkville United City of Yorkville APPENDIX 3 SCHEDULE OF ALTERNATIVES AND DEVIATIONS Please list any proposed alternative or deviation to the minimum standards outlined in the specifications section of this document. (Please attach additional sheets if necessary.) Section Paragraph Explanation ol'Alternative/Deviation NON 40 Advanced DLsposal s y. Appendix 4 - Illinois Municipalities Served t Solid Waste Collection Services for the City of Yorkville Advanced Disposal • i9,000 Residential Units Village of Wilmette 25 years of continuous service 1200 Wilmette Avenue Once per week curbside pick up Wilmette,IL 600gi Solid waste,recyclables and yard waste 847-251-2700 frenzert@wilmette.com City of North Chicago Tim Frenzer,Village Manager Argonne Drive&Lewis Avenue North Chicago,IL 60064 • 8,50o Residential Units 847-578-7750 • 13 years of continuous service Leon Rockingham,Mayor • Once and twice per week back door or alley pick up 4,00o Residential Units • Solid waste,recyclables and yard waste 10 years continuous service • Once per week curbside pick up City of Zion Solid waste,recyclables,and yard waste 2828 Sheridan Road Zion,IL 60099 village of Northbrook 847-746-4000 1225 Cedar Lane RonC@zion.il.us Northbrook,IL 60062 Ron Colangelo,Director of Public Works 847-272-5050 nahrstadt@northbrook.il.us 5,90o Residential Units Rich Nahrstadt,Asst.Village Manager • 20 years of continuous service • Once per week curbside pick up io,000 Residential Units • Solid waste,recyclables and yard waste 43 years of continuous service • Once and twice per week curbside and Village of Winnetka backdoor 510 Green Bay Road Solid waste,recyclables and yard waste Winnetka,IL 60093 847-501-600o Village of Hainesville Ssaunders@winnetka.org 83-1 W Belvidere Road Steve Saunders,Dir.of Public Works Hainesville,IL 847-223-2032 • 4,00o Residential Units lindasoto@hainesville.org • 11 years of continuous service Linda Soto,Mayor Once per week curbside pick up • Recyclables 70o residential units • 9 years continuous service • Once per week curbside pick up • Solid waste,recyclables and yard waste City of Waukegan 106 North Utica Waukegan,IL 60085 847-599-2500 Tom Hagerty, Director of Public Works Solid Waste Collection Services for the City of Yorkville 1 Advanced DMsposal City of St. Charles Cfty of Highwood 2 East Main Street 17 Highwood Avenue St.Charles IL,6o174 Highwood,IL 60040 630-377-4405 847-432-1924 jlamb@stcharlesil.gov scott.hartman@cityofhighwood.org John Lamb,Environmental Services Manager Scott Coren,City Manager • 12,000 residential units • i,loo residential units 3 years of continuous service • 8 years of continuous service Once per week curbside service • Once per week pick up Solid waste,recyclables and yard waste • Solid waste,recyclables and yard waste Village of Oak Lawn Village of Deerfield 9446 Raymond Drive 850 Waukegan Road Oak Lawn,Illinois 60453 Deerfield,IL,60045 (708)499-7739 847-945-5000 jquinlan@oaklawn-il.gov Kent Street,Village Manager Jane Quinlan,Village Clerk • 5,5oo residential units 15,000 residential units • 5 years of continuous service Began service May 1,2007 • Once and twice per week backdoor Once per week curbside service service Solid waste,recyclables and yard waste • Solid waste,recyclables and yard waste City of Highland Park Village of Vernon Hills 1707 St.Johns Avenue 290 Evergreen Drive Highland Park IL,60035 Vernon Hills IL,60061 847-432-0800 847-945-5000 Ghida Neukirch,Deputy City Manager Mikea@vhills.org Joe Carey,Asst.Village Manager 1o,000 residential units • 2 years of continuous service • 6,50o residential units Once and twice per week service • 3 years of continuous service Solid waste,recyclables and yard waste • Once per week curbside service • Solid waste,recyclables and yard waste City of Batavia loo North Island Avenue Batavia IL,60510 630-879-1424 bill@cityofbatavia.net Bill McGrath,City Administrator • 6,50o residential units • 5 year contract • Once per week service • Solid waste,recyclables and yard waste Solid Waste Collection Services for the City of Yorkville Advanced Disposal n Village of Streamwood Various service levels 301 E.Irving Park Road Solid Waste,recycling(both"blue bag Streamwood,Illinois 6o107 and containerized) 630-887-0200 Mary Johnson,Director of Finance City of Wheaton 303 West Wesley • 13,000 residential units PO Box 727 • 5 year contract Wheaton,Illinois 6o189-0727 • Once per week service (630)260-2033 • Solid waste,recyclables and yard waste MDzugan@wheaton.il.us Mike Dzugan,Asst.City Manager City of Yorkville 800 Game Farm Road 15,000 residential units Yorkville,Illinois 6056o 5 year contract (630)553-4350 Once per week service bolson@yorkville.il.us • Solid waste,recyclables and yard waste Bart Olsen,City Administrator City of Darien 4500 residential units 1702 Plainfield Road • 5 year contract Darien,Illinois 6o661 • Once per week service (630)353-8104 • Solid waste,recyclables and yard waste scoren@darienil.gov Bryan Vana,City Manager Mill Creek Special Service Area County of Kane Population-22,241 719 Batavia Road Service April 1,2011—Current Geneva,Illinois 6o185 Once per week curbside service (630)208-3841 Refuse—Volume-based,Pay-by-the-Bag recycle@co.kane.il.us • Recycling—Unlimited,included in the Jennifer Jarland,Recycling Coordinator sticker price • Yard waste—Volume-based,Pay-by- • 1,800 residential units the-Bag • 5 year contract • Once per week service City of Rolling Meadows • Solid waste,recyclables and 3600 Kirchoff Road Rolling Meadows,Illinois 60008 Village of Skokie (847)394-89oo (Commercial Franchise) Hartnett@cityrm.org 5127 W.Oakton Street Fred Vogt,Public Works Director Skokie,Illinois 60077 (847)933-8427 Population—24,205 max.slankard@skokie.org Service January 1,2012—Current Max Slankard,Public Works Director. Once per week curbside recycling service • Recycling—Unlimited,65-gallon • >1,000 Businesses recycling cart • 7 year contract Rate,Unlimited can/bags Solid Waste Collection Services for the City of Yorkville I Advanced t3ispos.,al � r. Village of Gary_ Village of Cherry VaH 655 Village Hall Drive 806 E Cherry St Cary,IL 60013 Cherry Valley,IL 61016 (847)639-0003 ($15)-332-3441 epapierniak@caryillinois.com publicivorkso rherryvallo.M Cris Clark,Village Administrator Chuck Freeman, Public Works Director Population—18,281 865 Units • Service began December 1,2012— Service May 1,2013—Current Current Once per week service • Once per week curbside recycling service Weekly solid waste,recycling and yard • Refuse—Modified Volume Based;cans, waste service 65 or 95-gallon carts+stickers • Recycling—Flat Rate,Unlimited,65- Village of Durand Gallon Recycling Cart 306 W.Main St • Yard waste—Flat Durand,IL 61024 815-248-2201 City of Geneva durandadmin0mchsi.com City of Geneva Public Works Department Mike Sweet,Superintendent of Public Works 180o South Street Geneva,IL 60134 - 464 Units (630)232-1501 • Service October 1,2013—Current ddin "!ji geneva.il.us Once per week service Dan Dinges,Director of Public Works Weekly solid waste and recycling • Population—19,00o Village of Beach Park • Service July 1,2013—Current 11270 W Wadsworth Rd • Once per week Volume Based refuse Beach Park,IL 60099 • Recycling Unlimited,65-gallon recycling (847)746- cart jon,kindsethtawillageoflaeachhark.c o�1� • Stickers for refuse and yard waste Jon Kindseth,Village Administrator » 5,000 Units • Service June 1,2014—Current • Once per week service • Fully Automated Refuse and Recycling Service • Modified Volume-based Refuse Option • Volume-based yard waste collection Solid Waste Collection Services for the City of Yorkville Advanced Disposal 6. Appendix 5 - Disposal Facilities Solid Waste Collection Services for the City of Yorkville APPENDIX 5 LOCATION OF DISPOSAL FACILITIES Refuse Disposal Organics Composting: Advanced Disposal Batavia Transfer Station Facility Address: 766 Hunter Avenue Compost Supply, Inc. Batavia, Illinois 60510 2970 Route 52 Newark,IL 60541 Advanced Disposal Orchard Hills Landfill 8290 HWY 251 South Mailing Address: Davis Junction, IL 61020 Compost Supply, Inc. P.O. Box 3328 Recycling Processing Glen Ellyn, IL 60138-3328 Advanced Disposal Batavia Transfer Station Attention: Lynn Herlein 766 Hunter Avenue (630)858-8070 Batavia, Illinois 60510 Electronics Recycling Resource Management Co Com2 Recycling Solutions 10111 Andersen Avenue Corporate Office and Processing Facility: Chicago Ridge, IL 60415 140 Fullerton Ave Carol Stream IL 60188 Tel 877-977-2662 Yardwaste Composting: Local 630-653-2662 Facility Address: Fax 630-690-2662 Compost Supply,Inc. Email: info!it)com2comnuter.com 2970 Route 52 Newark, IL 60541 Mailing Address: Compost Supply, Inc. P.O. Box 3328 Glen Ellyn, IL 60138-3328 Attention: Lynn Herlein (630)858-8070 Advanced Disposal Vis, t 7. Non-Collusive Affidavit i i Solid Waste Collection Services for the City of Yorkville NON-COLLUSIVE AFFIDAVIT STATE of FLORIDA) COUNTY of Saint Johns) JohnSpegal, being first duly sworn, deposes and says: That he/she is Chief Operating Officer, of Advanced Disposal Serxices Solid Waste Midwest. LLC. the party making the foregoing proposal or bid; that such proposal or bid is genuine and not collusive or sham; that said bidder has not colluded, conspired, connived or agreed, directly or indirectly, with any bidder or person to put a sham bid or to refrain from bidding, and has not in any manner, directly or indirectly, sought by agreement of collusion, or communication or conference, with any person, to fix the bid price of affiant or of any other bidder, or to fix any overhead, profit or cost element of said bid price, or of that of any other bidder, or to secure any advantage against the Cily of Yorkx ille.. IL or any person interested in the proposed contract; and that all statements in said proposal or bid are true. Advanced Disposal Services Solid Waste Midwest, LLC (Company/Vendor Name) 166o Hubbard Avenue*Batavia,IL 60510 )(Business Address) (Signature) (Title: Individual Principal) (Signature) (Title: Partnership Principal) Chief Operating Officer (Si ture) (Title: Corporate Principal) Subscribed and sworn to before me this '"`.f day of ��*) ti� , 20 l�' STATE of 'r—uc�q 61 a JAIME S MARINI ss MY COMMISSION#FF024866 COUNTY of l/ 1 ' t`�-'' ) r`o , a EXPIRES June 6,2011 M07)398.0163 PIoroalloWiySwy u:cgrri SECRETARY'S CERTIFICATE On behalf of AiD1f ANCF-tJ I`ll S PCCAL `�V"i CSS S(_)C t D � LLA . -. (the "Company"),the undersigned does hereby certify in his/her capacity as Secretary/Assistant Secretary of the Company that: The officers shown below are duly elected or appointed,qualified and acting officers of the Company holding the office indicated below, and each of them is authorized to execute and deliver agreements, documents and written instruments necessary or required in connection with the RFP and all related agreements,documents,certificates and instruments on behalf of the Company. Name Title Richard Burke Chief Executive Officer John Spegal Executive Vice President and Chief Operating Officer Steven R.Cain Executive Vice President and Chief Financial Officer,Treasurer William Westrate Executive Vice President and Chief Administrative Officer Michael Slattery Executive Vice President,General Counsel and Secretary Matthew Gunnelson Chief Accounting Officer,Assistant Treasurer Randy Arnold Senior Vice President of Operations&Landfills William Soffera Senior Vice President-Special Projects Tammy Wilson Senior Vice President of Sales&Marketing Dave Lavender East Regional Vice President Charlie Gray South Regional Vice President Dan DeWaard Midwest Regional Vice President Mark Nighbor Vice President of Marketing and Communications Marti Dickman Vice President of Risk Management Glenn Guest Vice President of Corporate Human Resources Chad Mark Vice President of Procurement and Technology Melissa Bachhuber Vice President,Associate General Counsel,Assistant Secretary Megan Ourts Vice President,Associate General Counsel Jeffrey Everett Vice President,Associate General Counsel,Assistant Secretary Don Neukam Vice President of Business Development&Strategic Planning Bob Chizmar Vice President of Tax Brian Beaudrie Vice President of Maintenance Matthew Nelson Vice President of Finance&Investor Relations Zachary Salata,CPA Vice President of Financial Reporting Alan Lovett Vice President of Internal Audit Rocky Gupta Vice President of Information Technology Matthew Morrell Vice President of Financial Planning&Analysis Jay Warzinski Vice President of Landfill Operations Chris Diaz Controller and Director of Finance and Accounting The principal place of business of the Company is 90 Fort Wade Road,Ponte Vedra,Florida 32081. IN WITNESS WHEREOF,I have executed this Secretary's Certificate on Secretary/Assistant,ecreta STATE OF FLORIDA ) COUNTY OF ST.JOHNS ) ,� � The foregoing instrument was acknowledged before me this day of !*1J a V 2016 by Michael Slattery. He/She is personally known to me or has produced a driver's license as identification.- Notary: � � NOTARY SEAL Print Name: Jai ie S.Marini Notary Public,State of FLORIDA JAIME S MARINI } My COMMISSION#FFO?4866 r pr EXPIRES June 6,2017 1407)398-0153 Phrldn Nv;nryFun 11.,r,,i., Advanced Disposal 2rx 8. Bidder's Representation I Solid Waste Collection Services for the City of Yorkville United City of Yorkville IV. PROPOSAL/CONTRACT FORM ***THIS PROPOSAL,WHEN ACCEPTED AND SIGNED BY AN AUTHORIZED SIGNATORY OF THE CITY OF YORKVILLE, SHALL BECOME A CONTRACT BINDING UPON BOTH PARTIES. Entire Block Must Be Completed When A Submitted Bid Is To Be Considered For Award PROPOSER: Advanced Disposal Services Solid Waste Midwest,LLC Date: 11/3/2016 Company Name Bob.Pfistcr@AdvanccdDisposal.com 1660 Hubbard Avenue Email Address Street Address of Company Bob Pfister Batavia,IL 60510 Contact Name(Print) City, State, Zip 708-774-2586 630.587.8282 24-Hour Telephone Business Phone 630.761.0077Si ture of fficer a ner or Fax So a Proprietor John Spegal,Chief Operating Officer Print Name&Title ATTEST: I Corporation Signature o orp> ecretary CITY OF YORKVILLE ATTEST: Authorized Signature Signature of City Clerk Title Date Date In compliance with the specifications,the above-signed offers and agrees, if this Proposal is accepted within 90 calendar days from the date of opening, to furnish any or all of the services upon which prices are quoted, at the price set opposite each item, delivered at the designated point within the time specified above. 33 United City of Yorkville APPENDIX 1 GENERAL PRICE QUOTATION SHEET See attached spreadsheet i 38 J Advanced Disposal APPENDIX 1 GENERAL PRICE QUTATION SHEET (per unit/per month) Plan Discription May 1,2017-April 30,2018 May 1,2018-April 30,2019 May 1,2019-April 30,2020 May 1,2020-April 30,2021 May 1,2021-April 30,2022 33-Gallon Tote: $15.95 33-Gallon Tote: $16.35 33-Gallon Tote: $16.76 33-Gallon Tote: $17.18 33-Gallon Tote: $17.61 Yorkville 65-Gallon Tote: $16.50 65-Gallon Tote: $16.91 65-Gallon Tote: $17.34 65-Gallon Tote: $17.77 65-Gallon Tote: $18.21 96-Gallon Tote: $16.95 96-Gallon Tote: $17.37 96-Gallon Tote: $17.81 96-Gallon Tote: $18.25 96-Gallon Tote: $18.71 United City of Yorkville APPENDIX 2 REQUIRED RECYCLABLES TO BE COLLECTED The City requires that the Contractor shall collect the following recyclable material for the entire tern of the contract. Additionally,the Contractor is encouraged to identify additional items they will be collecting,not on the current list. Required Recyclable Materials • brown paper bags • corrugated cardboard • boxes and cartons • chipboard/paperboard (to include brown or gray box board or paperboard, cereal boxes, shoe boxes,&paper towel cores) • magazines and catalogues • mixed paper, glossy & non-glossy (to include stationary, notebook paper, post-it notes, computer paper, typing paper, flyers, greeting cards, file folders and all envelopes,with and without windows) • newspaper(including all supplements) • telephone books • wet strength carrier stock(to include paper board used for refrigerated and frozen items) • frozen food packages • aerosol cans • aluminum cans and foil • formed aluminum containers and wraps • aseptic packaging and gable top containers • formed steel containers • glass bottles and jars(brown,green, and clear) • plastic containers (colored or cloudy white HDPE milk,juice and/or water bottles, jars and jugs) • all plastic containers 41 through#5 and plastic containers#7 • LDPE and HDPE soft plastic six(6)and twelve(12)pack rings • steel cans • steel paint cans and lids • household batteries Other Recyclable Materials Proposed by Contractor 0 0 LJx 39 United City of Yorkville APPENDIX 5 LOCATION OF DISPOSAL FACILITIES Please provide below information concerning the facilities,which are intended to be used for the disposal of refuse,yard waste,organics and recyclable materials collected at the curbside. (Please attach additional sheets if necessary.) REFUSE Name of Facility Facility Address Disposal Limitations RECYCLING Name of Facili Facility Address Disposal Limitations pl�os F sFF 4 77ct4,cl YARD WASTE Name of Facility Facility Address Disposal Limitations pe'ASF .sce�t7C�f 42 United City of Yorkville ELECTRONIC WASTE Name of Facility Facility Address Disposal Limitations ORGANIC MATERIAL Name of Facility Facility Address Disposal Limitations 101e,6_1,.3`eE ,41iA-c 4 e d APPENDIX 6 CONTRACTOR QUALIFICATIONS Name of Business: _ Advanced Disposal Services Solid Waste Midwest,LLC Business Address: Mailing Address: 1660 Hubbard Avenue* Batavia, IL 60510 Business Number: 630.587.8282 Emergency Number: Fax Number: 630.761.0077 Ownership: Individual Partnership orparation Franchise or Parent Company(if applicable): Advanced Disposal Services,Inc. List all Partners, Managers, and Corporate Officers: Please see attached list of Corporate Officers Name Title Residence Phone 43 United City of Yorkville Days of Operation: ;9'10 Y,30 ct - / dA Business Hours: _ ':ZO,40- S"•ddj!" Number of Employees:Advanced Disposal Services Solid Waste Midwest, LLC has 0 employees. All employees are employed under our parent entity Advanced Disposal Services,Inc. Supervisors: .� Drivers: Y7 Office Personnel: i Signature: Date: November 3,2016 44 Advanced Disposal CORPORATE OFFICERS &BOARD OF DIRECTORS Advanced Disposal Services,Inc.(including all wholly-owned subsidiaries) Location of Officers: 90 Fort Wade Road,Suite 200,Ponte Vedra,FL 32081(904)737-7900 Directors(Parent Company Only Audit Committee Nominating&Governance Committee Richard Burke(chair) B.Clyde Preslar(chair) Richard Burke(chair) Bret Budenbender(lead outside director) John Miller Sergio Pedreiro John Miller Michael Koen Michael Koen Matthew Rinklin Jared Parker Compensation Committee Sergio Pedreiro Bret Budenbender(chair) Michael Koen Sergio Pedreiro B.Clyde Preslar B.Clyde Preslar Officers Title Richard Burke Chief Executive Officer John Spegal Executive Vice President and Chief Operating Officer Steven R.Carn Executive Vice President and Chief Financial Officer,Treasurer William Westrate Executive Vice President and Chief Administrative Officer Michael K.Slattery Executive Vice President,General Counsel&Secretary Matthew Gunnelson Chief Accounting Officer& Assistant Treasurer Randy Arnold Senior Vice President of Operations and Landfills William Soffera Senior Vice President—Special Projects Tammy Wilson Senior Vice President of Sales and Marketing Dave Lavender East Regional Vice President Charlie Gray South Regional Vice President Dan DeWaard Midwest Regional Vice President Mark Nighbor Vice President of Marketing and Communications Marti Dickman Vice President of Risk Management Glen Guest Vice President of Corporate Human Resources Chad Mark Vice President of Procurement and Technology Melissa Bachhuber Vice President,Associate General Counsel,Assistant Secretary Megan Ourts Vice President,Associate General Counsel Jeffrey Everett Vice President,Associate General Counsel,Assistant Secretary Don Neukam Vice President of Business Development&Strategic Planning Bob Chizmar Vice President of Tax Brian Beaudrie Vice President of Maintenance Matthew Nelson Vice President of Finance&Investor Relations Zachary Salata,CPA Vice President of Financial Reporting Alan Lovett Vice President of Internal Audit Rocky Gupta Vice President of Information Technology Matthew Morrell Vice President of Financial Planning&Analysis Jay Warzinski Vice President of Landfill Operations Chris Diaz Controller and Director of Finance and Accounting Director of Subs(except Bahamas) Directors of the Bahama Joint Venture Companies Michael K.Slattery Patricia Bloom;Lady Henrietta St.George;Sarah St.George; John Spegal Ian B.A.Rolle;Charlie Gray;Richard Burke;Randall Bergeson;Michael Slattery United City of Yorkville EXHIBIT A SOLID WASTE COLLECTION DAY MAP See attached i 45 Legend ruw-It Veolla Pickup Da _NOW7L. 'F Monday ANOOO STuesdayThursday �I Wednesday Friday 00.. Oro r t ►� � � ,_ low# �i s .o } m r United City of Yorkville EXHIBIT B SERVICES FOR MUNICIPAL AND PUBLIC FACILITIES Location Service Type Size Frequency Yorkville Library Refuse 1-1.5 yd lx/wk 902 Game Farm Road Recycling 1-1.5 yd lx/wk Yorkville City Hall and Refuse 1-6 yd 2x/wk Police Department Recycling 1-2 yd cardboard Ix/wk 800 Game Farm Road Recycling(paper) 6-96 gallon toters Ix/wk Yorkville Public Works Recycling 1-2 yd cardboard 1x/wk 610 Tower Lane Refuse 1-20 yd open lx/wk Yorkville Administration Refuse 1-20 yd open Ix/wk and Recreation Center Recycling 2-96 gallon toter lx/wk Buildine Recycling I-1 yd cardboard Ix/wk 201 W.Hydraulic Avenue Yorkville Parks Refuse 1-20 yd open lx/wk Maintenance Buildin¢ Recycling 1-96 toter Ix/wk 185 Wolf Street Yak Shack Refuse 1 —2 yd Ix/wk 131 E H draulic Recycling 1 —96 Sal Ion toter Ix/wk lee Cream Shop Refuse 1 —2yd 1x/wk 301 E.Hydraulic Recycling 2—96 gallon toters 1x/wk Bridge Park Refuse 1—2yd lx/wk 3651 Kennedv Road Recycling 10—96 gal Ion toters Ix/wk Yorkville Beecher Center Refuse 1-4yd refuse Ix/wk 908 Game Farm Road Recycle 1-2yd recycle lx/wk All City Rentals When Refuse 96 gal.toters, 33 gal. toters, 18 Required gal.toters 30 yd open dumpster (Exhibit B continued) The location of the facilities,the number of facilities,their bin/tote size,and pickup schedule are subject to change throughout the lift of the contract. The Contractor shall provide, at no cost to the City, the collection and disposal of all refuse,recycling, and yard waste,or more often if requested by the City. A comprehensive recycling program shall also be provided at no cost for the municipal facilities listed above(new or additional facilities may be added at any time during the Contract term). The Contractor shall be responsible for supplying all service equipment associated with totes and containers/dumpsters to said facilities as set forth in the Contract. All special events to have port-a-potties and hand washing stations and 2yd dumpsters. 46