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USER AGREEMENT
FOR
SOLID WASTE DISPOSAL
THIS AGREEMENT, made and executed this the ayegay day wreauaey 2024
by and between the COUNTY OF DICKENSON, Virginia, the COUNTY OF BUt \NAN,
Virginia, and the COUNTY OF RUSSELL, Virginia, political subdivisions of the
COMMONWEALTH OF VIRGINIA, hereinafter referred to as “Users,” and the
CUMBERLAND PLATEAU WASTE MANAGEMENT AUTHORITY, a body politic and
corporate and a political subdivision of the COMMONWEALTH OF VIRGINIA, an Authority
created by the aforesaid Users, pursuant to the Virginia Water and Sewer Authorities Act,
hereinafter referred to as “Authority.”
ARTICLE I - BASIC INTENT AND PURPOSE.


This Agreement is entered into as authorized by the Virginia Water and Waste
Authorities Act, Va. Code Ann. § 15.2-5100 ef seq, (hereinafter the “Act”),


The Authority has all the powers, rights and duties as described in the Act and as
specified in its Articles of Incorporation and may exercise the same in the
performance of its functions as set out in the Act.


The purposes for which the Authority was created are to acquire, purchase, lease
as lessee, construct, reconstruct, improve, extend, operate, maintain and finance a
Garbage and Refuse Collection and Disposal System, as that term is defined in the
Act, within, without, or partly within and partly without the Counties of


Buchanan, Dickenson and Russell, Virginia.


The Authority, subject to the terms and conditions hereinafter set out, desires to
maintain a safe, sanitary and environmentally sound Disposal System (hereinafter
defined) and for and by such Disposal System to accept and dispose of the
Disposable Solid Waste (as the term is defined herein, and hereinafter referred to
as DSW) of the Users.


The Users, subject to the terms and conditions hereinafter set out, desire to use the
Authority’s Disposal System for the disposal of DSW generated within, collected
by, or otherwise under the control of the User.


USER AGREEMENT
Page| t
. The Disposal System shall be established, operated and maintained in accordance
with the Authority’s Plan of Operation, attached hereto and made a part hereof,
which is intended to be effective upon the date of execution of this Agreement,
and which may be amended by the Authority from time to time.
ARTICLES II - DEFINITIONS
. Disposable Solid Waste (hereinafter DSW) — Any Solid Waste other than
Hazardous Waste, specifically including Processible Solid Waste, Special Waste
(approved, as set forth in the Plan of Operation) and Non-Processible Solid Waste
(as such terms are defined in the Plan of Operation).
Disposal System — All those facilities owned, leased or operated by the Authority
designed to collect, manage and/or dispose of Solid Waste and those designed to
accomplish recycling and/or volume waste reduction by methods other than
DSW; and the land, structures, vehicles and equipment for use in connection
therewith.
|. Hazardous Waste — a Solid Waste or combination of Solid Waste which, because
of its quantity, concentration or physical, chemical or infectious characteristics
may: (a) cause or significantly contribute to an increase in mortality or an increase
in serious irreversible, or incapacitating reversible, illness; or (b) pose a
substantial present or potential hazard to human health, the Disposal System, or
the environment when improperly treated, stored, transported, disposed of or
otherwise managed. The foregoing definition is intended to include any waste
now or hereafter designated as “hazardous” by State or Federal agencies
(including the United States Environmental Protection Agency) with jurisdiction
and authority to promulgate and enforce rules and regulations for the handling and
disposal of hazardous and other wastes,
. Non-Conforming Waste ~ (a) Any waste excluded from the definition of Solid
Waste and (b) Special Waste (as defined in the Plan of Operation) which has not
been approved by the Authority.
. Plan_of Operation — A plan adopted by the Authority, as amended or
supplemented, setting forth the types of material acceptable to the Authority for
USER AGREEMENT
Page |2
disposal, the times and places where material will be received by the Authority,
the methods of collecting fees charged by the Authority for disposal service, and
such other information as will describe operational procedures, control use of the
Disposal System and provide instruction and guidelines to users of the Disposal
System. The Plan of Operation shall be marked as Exhibit
by reference into this User Agreement. Said Plan of Operation shall be subject to
“A” and incorporated
annual review at the same time this User Agreement is subject to annual review.
If any changes are made to the Plan of Operation by the parties, such changes
shall also be subject to the approval of the Department of Environmental Quality.
. Solid Waste ~ Any garbage, trash, brush, refuse, sludge (as defined in the Plan of
Operation) and other discarded material, including solid, liquid, semi-solid or
contained gaseous material, resulting from industrial, commercial, mining and
agricultural operations and from community activities and residences, but does
not include: (i) solid and dissolved materials in domestic sewage; (ii) solid or
dissolved material in irrigation return flows or in industrial discharges which are
sources subject to permit from the State Water Control board; (iii) source, special
nuclear, or by-product material as defined by the Federal Atomic Energy Act of
1954, as amended; (iv) to the extent such Solid Waste is transported from the
‘Transfer Stations to any landfill operated by an entity other than the Authority,
and other materials not allowed under the permits, licenses and approvals relating
to such landfill; or (v) asbestos.
Tipping Fee ~ The charge made by the Authority for the disposal of DSW (as set
forth in the Plan of Operation). The Tipping Fee shall be calculated by
determining the total of: (a) the disposal fee charged by any landfill operator with
whom the Authority may contract for the ultimate disposal of any Solid Waste
delivered hereunder; (b) the amount of principal premium, if any, and interest or
any other amounts due, or to become due, with respect to any indebtedness of the
Authority or required to avoid a default with respect to such indebtedness; and ©
all expenses of the Authority relating to the operation and maintenance of the
Disposal System as per the line item budget approved annually by the Authority
Board, excluding administrative costs defined below) including any reserves
USER AGREEMENT
Page |3
required by Authority. This amount shall be divided by the tonnage projected to
be received to derive a cost per ton to be charged for use of the Disposal System.
‘The tipping fee is the same for all three member counties per the components of
this paragraph. However, transportation costs for each member county is
determined by mileage from the county’s transfer station to the landfill. The cost
per mile will be uniform for each county with only the actual mileage varying.
The Authority will invoice each county separately for its transportation costs.
The parties agree to annually review the component costs making up the tipping
fee and transportation costs to make appropriate annual adjustment to said tipping.
fee and transportation costs (costs per mile). The annual adjusted tipping fee and
transportation costs are subject to the approval of the Board of Supervisors of
each of the Users and the Board of the Authority. Once the User Agreement is
approved either initially or upon subsequent annual reviews, said approved User
jing on all the parties. It is acknowledged by all the
parties that the landfill charge is based on a five year contract that is procured
Pursuant to 15.2-5136. The parties further acknowledge that the Authority is
contractually bound by this five year contract in regard to the landfill charge and
‘Agreement shall be bi
bound by another contract for transportation charges. The parties agree that such
contracts are binding upon the Authority and while in effect restrict the
Authority’s ability to make any adjustments to landfill contract costs and
transportation contract costs. However, the parties further agree that the
contract for access to the landfill and the contract for transportation services to
transport the solid waste from the transfer stations to the landfill are subject to
review and approval of the Board of Supervisors of the three Users.
. Administrative Fee—The Authority has administrative costs that include items in
the current Authority fiscal line item budget as approved by the Authority Board.
These costs include, but are not limited to, IT support, bookkeeping costs, salary
and fringe benefits of Authority employees, legal costs, office rental, and VACO
insurance. The Authority will present its proposed line item annual budget for
the upcoming year to the member County Administrators annually on or before
USER AGREEMENT
Page |4
March 15 to be included in each County Board of Supervisor’s next monthly
meeting agenda for review and approval .
‘The total monthly administrative costs of the Authority shall be divided equally
among the Users and paid through monthly invoices submitted to the Users by the
Authority.
ARTICLE III - TERM OF AGREEMENT


This Agreement shall become effective and operations hereunder shall commence on
or about July 1st, 2024. This Agreement shall be binding upon the parties,
commencing upon the execution hereof, and extending for a period of one (1) year.
Prior to the end of the one-year term, any further extensions must be approved by the
Board of Supervisors of each of the User and the Authority Board annually.
ARTICLE IV - DELIVERY CONDITIONS.


The Users hereby agree to deliver or cause to be delivered to the Disposal System
in accordance with the Plan of Operation substantially all (at least 95 percent per
year) of the DSW which is generated or collected by or within or under the
control of each of the Users from the effective date of this Agreement. Each of the
Users will also use best efforts to enter into contractual agreements with each
locality, generator and commercial hauler of DSW in their respective counties for
their use of the Disposal System.


Subject to the terms and conditions of this Agreement and the Plan of Operation,
the Authority hereby agrees to receive and accept all DSW delivered to the
Disposal System by each of the Users after the effective date of this Agreement
and throughout the remaining term of this Agreement.


The Authority shall provide one or more Transfer Stations to each of the Users for
the disposal of DSW. The location of all Transfer Stations shall be specified in the
Plan of Operation. The Authority shall have the right to designate a separate point
or points of delivery for any grades or categories of DSW which in its opinion
require special handling or methods of disposal.


4, The Users hereby agree not to build or, to the extent of their legal authority, allow
to be built any facilities that would compete with the Disposal System during the
duration of the term of this Agreement.
USER AGREEMENT
Page |5
ARTICLE V —- CHARGES AND FEES FOR USE OF
AUTHORITY DISPOSAL SYSTEM
. The Users agree to pay to the Authority rates, fees, and other charges as approved
by the Authority’s Board of Directors in compliance with Va. Code Ann. §15.2-
5136 subject to approval of the Board of Supervisors of each User. The Authority
agrees to comply with § 15.2-5136 when fixing rates, fees, and other charges. .
Each of the Users shall have the right to set the fees to be charged to the public at
each transfer station in their respective county for the disposal of DSW.
. The Authority shall invoice each User for the Tipping Fees on a monthly basis
(within ten (10) days after the end of the month). Such invoices will show the
total tonnage received by the Authority attributable to the User during the billing
period of all DSW. Such invoices shall be due and payable without offset within
Thirty (30) days of the date of the invoice.
. The DSW delivered to the Disposal System will be weighed for the purpose of
determining the actual tonnage reccived. Fractions of tons actually received shall
be invoiced on an accumulated basis each month. In the event of malfunction of
the Authority’s weighing scales or other measuring device, an estimate of the
amount of DSW received will be computed based on the average amount received
per vehicle, when dumping records for such vehicle for the six (6) months
immediately preceding are available, or when such records are not available, will
be computed based on the average amount received per vehicle of like size and/or
compaction ratio.
. The Authority shall keep proper books and records in accordance with generally
accepted accounting principles which shall be available for inspection by the User
at all reasonable times.
. Any proposed amendment of rates, fees or other charges imposed by the
Authority on the Users pursuant to this Agreement is subject to approval by the
USER AGREEMENT
Page | 6
Users after the Authority has provided adequate documentation to demonstrate
that an increase or decrease is necessary under § 15.2-5136.
ARTICLE VI - TITLE TO SOLID WASTE; LIABILITY FOR SOLID WASTE
1, Title to all DSW delivered to the Disposal System by each of the Users shall pass
to the Authority when recorded by the Authority’s weighing scales or other
measuring devices at the Authority’s facilities, EXCEPT that title to Hazardous
Waste and Non-Conforming Waste shall not vest or pass to the Authority, even if
Hazardous Waste and Non-Conforming Waste is delivered to and unknowingly
accepted by the Authority. Inoperability or unavailability of the Authority’s
measuring devices shall not alter the transfer of title to DSW delivered to and
accepted by the Authority.

In the event that Hazardous Waste is inadvertently or unknowingly delivered to
and/or accepted by the Authority, it is understood and agreed between the parties
that liability for any environmental contamination, adverse effects, penalties or
damages resulting from, and necessary costs of correction, may be imposed upon
the Users by any regulatory bodies with adequate jurisdiction.

ARTICLE VII - DEFAULT


In the event of default, the non-defaulting party shall have the right, but not the
obligation, to cure such default and to charge the defaulting party for the cost of
curing said default, and to obtain reimbursement thereof.


Upon the occurrence of a default by the Authority hereunder, any of the Users,
after giving notice of such default to the Authority, may bring appropriate legal
proceedings to require the Authority to perform its duties under the Act and this
Agreement or to enjoin any acts in violation of the Act or this Agreement.
However, prior to any of the Users initiating legal action against the Authority,
the User(s) must give the Authority written notice of the default and provide the
Authority thirty (30) days to cure said default.


USER AGREEMENT
Page |7
. Upon the occurrence of a default by any User, the Authority, after giving notice of
such default to all parties, may bring appropriate legal action to require the User
to perform its duties under the Act and this Agreement or to enjoin any acts in
violation of the Act or this Agreement. However, prior to the Authority initiating
legal action against a User, the Authority must give the User written notice of the
default and provide the User thirty (30) days to cure said default,
}. No remedy in this Agreement conferred upon or reserved to the parties is intended
to be exclusive of any other remedy, and each remedy is cumulative and in
addition to every other remedy given under this Agreement or now or hereafter
existing as provided by law.
ARTICLE VIII - NO PARTNERSHIP
Nothing herein shall be construed to constitute a joint venture between the
Authority and the Users or the formation of a partnership.
ARTICLE IX - FORCE MAJEURE.
. Failure of any party to perform hereunder, including failure of any User to deliver
or cause to be delivered DSW, or inability of the Authority to accept DSW, by
reason of Force Majeure (as defined in the Plan of Operation) shall not constitute
a default or be cause for termination of this Agreement. However, the party so
failing to perform shall immediately notify the other party of the failure, including
reasons thereof, and shall make reasonable efforts to correct such failure to
perform at the earliest possible date.
. If, by reason of Force Majeure, the Authority cannot accept DSW at the Transfer
Station located within the User’s region, the Authority shall immediately provide
for and notify the User of an alternate delivery points(s).
. Solely in the event that no facilities of the Authority are available for disposal of
DSW the User shall have the right, but not the obligation, to dispose of or cause to
be disposed of DSW at locations other than the Transfer Station located within the
User’s region until the cause of the Authority’s inability to accept the User’s
DSW is cured, but not thereafter.
USER AGREEMENT
Page | 8
ARTICLE X - EXTENT OF AGREEMENT
This Agreement, together with the Plan of Operation, represents the entire
agreement between the parties hereto and supersedes all prior negotiations,
representations or agreements, cither written or oral. This Agreement shall not be
modified, altered or amended unless in writing and signed by the parties.
ARTICLE XI - GENERAL


In the event that any provisions of this Agreement shall be held to be invalid, the
remaining provisions shall be valid and binding upon the parties.


One or more waivers by either party hereto of performance of any obligation
and/or covenant hereunder shall not be construed as a waiver of subsequent
breach of any obligation and/or covenant.


Neither the Users nor the Authority shall delegate or assign duties under this
Agreement without the written consent of the other.


The construction and performance of this Agreement shall be in accordance with
the laws of the Commonwealth of Virginia. In the event of a dispute between the
Authority and a User, the venue for resolution of that dispute shall lie in the
Circuit Court of the User. In the event a dispute between the Authority and two
or more Users occurs or a dispute occurs between or among Users, the Chief
Judge of the 29" Judicial Circuit shall determine the venue and appoint a judge to
hear the case.


Any notices hereunder shall be in writing addressed to the party as set forth below
or at such other address as may be designated in writing to the other parties
hereto,


Inthe event the Authority has an adi trative fee surplus at the end of any
fiscal year and at the end of audit of said fiscal year, such surplus amounts shall
be divided equally among the three (3) member counties, based on a review and
vote of the Authority Board.


IN WITNESS WHEREOF, the parties hereto have caused this Agreementgo be
properly executed and attested by duly authorized officials as of this the [day of
aS » 2024,
USER AGREEMENT
Page |9
id u Regional Waste Mani Ai
By LEA, (SEAL)
CPRWMA Chairman, Ron Peters
135 Highland Drive, Suite C
Lebanon, Virginia 24266
Telephone: (276) 883-5403
ATTEST:
(SEAL)
CPRWMA Secretary
APPROVED AS TO FORM ONLY:
(SEAL)
’ RJ. Thornbury, Esq. Counsel for the CPRWMA
COMMONWEALTH OF VIRGINIA,
AT LARGE, to wit:
The foregoing contract was subscribed and acknowledged before me by Ron Peters, Chairman of the
CPRWMA Board, rt cS ‘Secretary of ¢ CRRWMA. and RJ. Thornbury, Counsel
i for CPWRMA this the
i
f My Commission expires: [3 =
My Registration # is :
My orp. Ears 7902
USER AGREEMENT
Page | 10
a
Dickenson County Bc rvisors
By. (Shot Crnbhw (SEAL)
Shelby Willis, Chairman
P.O. Box 1098
Clintwood, Virginia 24228
Telephone: (276) 926-1676
Fax: (276) 926-1649
(SEAL)
n… County Administrator
APPROVED 4S TO FORM:
LZ: eo
Ts yf: Le ___ (SEAL)
Williten Sturgill, Esq. a
County Attorney of Dickenson County, Va.
COMMONWEALTH OF VIRGINIA,
AT LARGE, to wit:
The foregoing contract was subscribed and acknowledged before me by Shelby Willis, Chairman of the
Dickenson County Board of Supervisors, Larry Barton, County Administrator the Dickenson County, Va.
and William Sturgill, County Attomey of Dickenson County, Va., this the 2Zday of
2024 in De kensore County, Va.
My Commission expires: 07-3/- 2024
My Registration # is
USER AGREEMENT
Page | 11
Count of!
By. oe. (SEAL)
Roser Re, Chaim :
P.O. Drawer 950
Grundy, Va. 24614
Telephone: 276-935-6503
Fax: 276-935-4479
ATTEST:
Pith C te (SEAL)
Robert Craig Hom ”
County Administrator
APPROYED AS TO FORM:
LLaanae LE, 00
Lawrence L. Moise III, Esq.,
County Attomey
COMMONWEALTH OF VIRGINIA,
AT LARGE, to wit:
The foregoing contract was subscribed and acknowledged before me by Roger Rife, Chairman of the
Buchanan County Board of Supervisors, Robert Craig Horn, County Administrator-gnd Lawrence L.
Moise Ill, County Attomey this the £3 day of yee 2024 in
County, Va.
My Commission expi
My Registration # is
USER AGREEMENT
Page | 12
Russell County Board of Supervisors
(SEAL)
Steve Breeding, Chairman
137 Highland Drive
Lebanon, Va. 24266
Telephone: 276-889-8000
Fax: 276-889-801 |
(SEAL)
County Administrator
APPROVED AS TO FORM:
= _ (SEAL)
Terry Kilgore, Esq.,
County Attorney
COMMONWEALTH OF VIRGINIA,
AT LARGE, to wit:
‘The foregoing contract was subscribed and acknowledged before me by Steve Breeding, Chairman of the
Russell County Board of Supervisors, Lonzo Lester, County Admipistrator and Terry Kilgore, Esq.
County Attorney, this the /# day of Rossel County, Va.
My Commission expi
My Registration # is
USER AGREEMENT
Page |13,
Fee Schedule
Schedule II
Disposal for all Three Counties |
Oct 27, 2023 to Oct 26, 2024 $27.00 per ton
Oct 27, 2024 to Oct 26, 2025 $28.08 per ton
Oct 27, 2025 to Oct 26, 2026 $29.20 per ton
Oct 27, 2026 to Oct 26, 2027 $30.36 per ton
Oct 27, 2027 to Oct 27, 2028 $31.57 per ton
Transportation Rate (Different for each County-Milage)
2024 2025 2026 2027 2028
BC $22.31 $22.98 $23.67 $24.38 $25.11
DC $22.04 $22.70 $23.38 $24.08 $24.80
RC $20.27 $20.88 $21.51 $22.16 $22.82