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HomeMy WebLinkAboutSUS 06-23Report to Council Report Number: SUS 06-23 Date: June 26, 2023 From: Kyle Bentley Director, City Development & CBO Subject: Diabetes Canada Textile Drop Box License Agreement -Council Resolution #121/23 -File: D-7001-027 Recommendation: 1.That the Mayor and City Clerk be authorized to execute a Textile Recycling Bin License Agreement between the City of Pickering and National Diabetes Trust Corp., in its capacity as Trustee for the National Diabetes Trust, to install textile drop boxes on three City of Pickering properties, for a term of one-year, as set out in the draft License Agreement contained in Appendix I to this report, subject to minor revisions as may be required by the Director, Corporate Services & City Solicitor, Director, Finance & Treasurer, and/or Chief Administrative Officer; and 2.That the appropriate officials of the City of Pickering be authorized to take the necessary actions as indicated in this report. Executive Summary: At the Council meeting of March 27, 2023, Council approved Report SUS 03-23 which directed staff to take the necessary actions to prepare a License Agreement for Council’s consideration that would enable the City of Pickering to enter into a one-year pilot project with Diabetes Canada to install textile drop boxes on municipally-owned properties (see Attachment #1, Resolution #121/23). The three City of Pickering properties identified as locations for the pilot project are listed below: i)the southeast corner of the South Esplanade municipal parking lot; ii)the southwest side of the gravel arena parking lot at Chestnut Hill Developments Recreation Complex; and iii)Dunmoore Park. As requested, staff from City Development, Community Services, Operations, Finance and Legislative Services have reviewed and revised the draft License Agreement provided by Diabetes Canada. (Note that the License Agreement will be executed by the National Diabetes Trust Corp., in its capacity as Trustee for the National Diabetes Trust. The Diabetes National Trust operates a textile recycling program throughout Canada for the sole benefit of Diabetes Canada.) The purpose of this report is to seek Council’s authorization for the Mayor and City Clerk to execute the attached one-year License Agreement, provided in Appendix I to this report. SUS 06-23 June 26, 2023 Subject: Diabetes Canada Textile Drop Box License Agreement Page 2 As per Resolution #121/23 staff will report back to Council in Q2 2024 with the results of the 2023 pilot project, and provide recommendations for next steps. The merits of whether or not to extend the License Agreement will form part of staff’s recommendations to Council. In addition, as per Resolution #121/23, staff will implement a community education and outreach program pertaining to textile diversion within the City of Pickering. Financial Implications: Not applicable to this report. Discussion: At the Council meeting of March 27, 2023 (Resolution #121/23), staff were directed to prepare a License Agreement for Council’s consideration, through which the City of Pickering would enter into a one-year pilot project with Diabetes Canada to install textile drop boxes in the following three City of Pickering properties: i)the southeast corner of the South Esplanade municipal parking lot; ii)the southwest side of the gravel arena parking lot at Chestnut Hill Developments Recreation Complex; and iii)Dunmoore Park. The draft License Agreement is provided as Appendix I to this report. Schedule “A” to the agreement illustrates the specific locations for the textile drop boxes. Operationally, the draft License Agreement reflects considerations that were detailed in Report SUS 03-23, including that: •The units be serviced seven days a week and that servicing includes the removal of all debris and materials inside and outside of the bin, and that the area around the bin is left free of any materials or debris. Over time, the number of service days may be adjusted to reflect the actual need. •Language is embedded to enable the municipality to remove units at no expense to the City, should Diabetes Canada neglect to provide adequate servicing of their bins. Should a site be regularly problematic, an alternate arrangement or removal of the units may need to be explored. •The City is to work with Diabetes Canada to revise bin branding to include Diabetes Canada contact information that residents can use to report an issue directly, without needing to contact the municipality. As per Resolution #121/23, staff undertook steps to prepare a draft License Agreement, for Council’s consideration, to participate in the Diabetes Canada Textile Drop Box Initiative. Subject to Council’s endorsement of Report SUS 06-23, staff will take the necessary steps to execute the License Agreement and initiate the program. Further, staff will undertake the required community education and outreach program regarding the use of the textile drop boxes. In Q2 2024, staff will report back to Council with the results of the 2023 Pilot Project and provide recommendations regarding next steps. SUS 06-23 June 26, 2023 Subject: Diabetes Canada Textile Drop Box License Agreement Page 3 Appendix: Appendix I Draft License Agreement Attachment: 1.Resolution #121/23 Prepared By: Original Signed By Kristy Gagen Coordinator, Environmental Engagement Original Signed By Chantal Whitaker, BESc (Hons), CSR-P Manager, Sustainability & Strategic Environmental Initiatives CW :ld Approved/Endorsed By: Original Signed By Kyle Bentley, P. Eng. Director, City Development & CBO Recommended for the consideration of Pickering City Council Marisa Carpino, M.A. Chief Administrative Officer Original Signed By Appendix I to Report SUS 06-23 Draft Licence Agreement 1 RECYCLING BIN LICENSE AGREEMENT THIS LICENCE AGREEMENT made as of the 10th day of July 2023 BETWEEN The City of Pickering (the “Licensor”) AND NATIONAL DIABETES TRUSTEE CORP. In its capacity as Trustee for NATIONAL DIABETES TRUST (the “Licensee”) WHEREAS the Licensor is the owner of certain properties on which the Licensee proposes to place textile recycling bins (the “Bins”): AND WHEREAS the Licensee operates a textile recycling program throughout Canada for the sole benefit of Diabetes Canada; AND WHEREAS the Licensor encourages textile recycling programs in order to divert these items from the waste stream and to benefit from any applicable diversion credit programs; AND WHEREAS the Licensor has accordingly agreed to grant the Licensee a licence to place Bins in the location or locations described in greater detail in Schedule “A” on the terms and conditions contained herein (the “Licensed Space”). NOW THEREFORE, in consideration of the mutual covenants and agreements herein and other good and valuable consideration, the Licensor and the Licensee agree as follows: ARTICLE 1 GRANT OF LICENCE 1.1 The Licensor hereby grants to the Licensee a licence to use the Licensed Space for the purpose of placing, accessing and maintaining its Bins. 1.2 The Licensee acknowledges that it has inspected the Licensed Space and agrees to accept same on an “as is-where is” basis. 2 ARTICLE 2 TERM 2.1 Subject to earlier termination as forth herein, the term of this agreement (the “Term”) shall be for one year commencing on the date of this agreement (the "Commencement Date"), with automatic one-year renewals thereafter. Notwithstanding the foregoing, this agreement may be terminated by either party on 30 days’ notice at any time after the first year of the Term. The Licensor shall not be liable for any liabilities, losses or expenses of the Licensee arising out of the termination of this Licence. ARTICLE 3 LICENCE FEE 3.1 The Licensor agrees not to charge any fee for the Licensed Space so long as the Licensee continues to operate its Bins for the benefit of Diabetes Canada and pays for any costs associated with the placement of the Bins on the Licensed Space. ARTICLE 4 LICENSEE’S COVENANTS 4.1 The Licensee covenants and agrees with the Licensor as follows: 4.1.1 to secure, at the expense of the Licensee, all license, permits and authorizations required by any competent governmental body; 4.1.2 to abide by and ensure its agents, contractors and employees abide by all applicable laws and regulations, and to conduct its affairs in conformity with the law; 4.1.3 not to assign or transfer this Licence or in any way part with or share possession of the Licensed Space; 4.1.4 to maintain and keep the Licensed Space in good order and condition and free of garbage and debris on a regular basis and, to this end, to check and empty the Bins daily, seven days a week (over time, the number of service days may be adjusted to reflect actual need), and ensure that there is no overflow of recycled items in the Licensed Space; servicing must include, but not be limited to, removal of all debris and materials inside and outside of the bin, such that the area around the bin is left free of any materials or debris. 4.1.5 the licensee agrees to maintain the bin at all times, including making certain that the bin has the proper signage, has no rust, graffiti or other forms of damage. Should damage occur, the licensee will either have the bin fixed and or replaced in a timely manner. 4.1.6 in an effort to address security concerns, the licensee shall put forth best efforts in providing additional security, by administering regular bin checks for any harmful materials and remove those materials should they be found. 3 4.1.7 After a snow fall or in icy conditions the licensor will make sure the approach to the bins on the licensor’s premises /site(s) listed in “Schedule A” are clear and safe. Any bin which is completely snowed under should be reported by the licensor to the licensee’s local operations via phone or email. The licensor will ensure snowed under bin will be cleared within 48 hours (or agreed upon timeframe by both the licensor and licensee), so the licensee can access the bin for service. See “Schedule B” for operation and organization contact information. 4.1.8 to maintain commercial liability insurance throughout the Term in an amount of not less than $5,000,000 per occurrence and, upon request, to provide evidence of such insurance coverage to the Licensor. The Licensor must also be added as “an Additional Insured” with respect to the commercial liability insurance. 4.1.9 The Licensee acknowledges that the Licensor shall not bear any responsibility for any damage occurring to any property on the Licensed Space during any maintenance activity undertaken by the Licensor on or in the vicinity of the Licensed Space. 4.2 The Licensee will provide all necessary contact details to the licensor, including the direct line to appropriate staff, should a pickup of materials be required. The licensee will respond to a service call within 24 hours. See “Schedule B” for necessary contact details for direct line to staff for service bin service and maintenance related inquiries. Should a site be found by the Licensor’s staff to be repeatedly left in a condition which violates this Agreement, then the City may, in its sole and unfettered discretion, terminate this Agreement. 4.2.1 The Licensor will work with the Licensee to revise bin branding to include Diabetes Canada contact information that residents can use to report an issue at a site. 4.2.2 In the event that the condition of any one or more Bins, or of the area around any one or more Bins violates this Agreement then the Licensor may provide to the Licensee written notice to bring the Bin(s) into compliance with this Agreement within three (3) days, failing which the Licensor may remove such Bin(s). In such event, the Licensee forfeits all rights to the Bin(s) and is responsible for, and shall pay on demand, all costs incurred by the City in removing the Bin(s). 4.2.3 In the event the Licensor requires use of or access to the Licensed Space, then the Licensee shall on three (3) days written notice and at is own expense, move such Bin(s) as and for such time as reasonably required by the Licensor. ARTICLE 5 INDEMNITY 5.1 The Licensee shall indemnify and save the Licensor harmless, including the Licensor's elected officials, officers, employees, agents and contractors, from and against any loss, cost, demand, action or claim brought against the Licensor as a result of any loss of or damage to property, personal injury or death, or any other losses or damages, both direct or indirect, including such other costs and expenses, howsoever and whatsoever incurred, arising from or in 4 relation to the Licensee’s use of the Licensed Space, except to the extent any of the foregoing result from the Licensor’s negligence or deliberate actions. 5.2 The Licensee, including its officers, directors, members, guests, servants, employees, agents and contractors and all others having access to the Licensed Space by reason of this License, shall do so at his, her and their own risk and under no circumstances shall the Licensor be liable for any personal injury (including personal injury causing death or psychological trauma) and for any property damage, loss or theft suffered by any person, firm or corporation while upon the Licensed Space or the approaches or appurtenances thereto, it being understood and acknowledged that all such liability, if any, is assumed by the Licensee. 5.3 The Licensor shall indemnify and save the Licensee harmless, including the Licensee’s officers, employees, agents and contractors, from and against any loss, cost, demand, action or claim brought against the Licensee as a result of any loss of or damage to property, personal injury or death, or any other losses or damages, both direct or indirect, including such other costs and expenses, howsoever and whatsoever incurred, arising from or in relation to the Licensee’s use of the Licensed Space to the extent any of the foregoing result from the Licensor’s negligence or deliberate actions. ARTICLE 6 TERMINATION 6.1 If the Licensee breaches the terms of this Agreement and fails to correct such breach within 30 days of notice from the Licensor, this Licence may be immediately cancelled by written notice from the Licensor to the Licensee. 6.2 This Agreement may be terminated by either party on 90 days’ notice if material change in the market economics make the continuation of the Agreement impractical. ARTICLE 7 MISCELLANEOUS PROVISIONS 7.1 The parties agree to take all necessary precautions to maintain the confidentiality of the terms and conditions contained herein. The parties each acknowledge that this Licence and any information or documents that are provided to the other party may be released pursuant to the provisions of the Municipal Freedom of Information and Protection of Privacy Act. This acknowledgment shall not be construed as a waiver of any right to object to the release of this agreement or of any information or documents. 7.2 Any notice required or permitted to be given hereunder may be given by personal delivery, delivered by courier, mailed by registered prepaid post, electronic mail (e-mail), or by facsimile transmission (“fax”) to the parties at the following addresses: (a) if to the Licensor: One The Esplanade, Pickering, ON L1V6K7 (b) if to the Licensee: 1300-522 University Avenue, Toronto ON M5G 2R5 5 or to such other address or fax number as any party may from time to time notify the other. Any such notice given in accordance with the above requirements shall be deemed to have been given, if mailed, on the fifth day following the date of such mailing or, if delivered or e-mailed, on the day on which it was delivered or e-mailed so long as such delivery was prior to 4:30 p.m. on a business day (and, if after 4:30 p.m. or if any such day is not a business day, then it shall be deemed to have been delivered on the next business day). Either party may from time to time by notice change the address to which notices to it are to be given. Notwithstanding the foregoing, during any interruption or threatened interruption in postal services, any notice shall be personally delivered or delivered by courier. 7.3 No waiver by any party hereto of any breach by any other party of any of its covenants, agreements or obligations contained in this License shall be or be deemed to be a waiver of any subsequent breach thereof or the breach of any other covenants, agreements or obligations and, notwithstanding any statute to the contrary, any forbearance by any party hereto to seek a remedy for any breach by any other party be a waiver by the party so forbearing of its rights and remedies with respect to such breach or any subsequent breach. 7.4 This agreement shall ensure to the benefit of and be binding upon the parties and their respective heirs, executors, successors and permitted assigns. The Licensee may not assign its rights or obligations under this agreement without the prior written consent of the Licensor. 7.5 This agreement shall be governed by the laws of the Province of Ontario and the laws of Canada applicable therein. 7.6 This agreement and any schedules hereto contain the entire understanding between the parties relating to the subject matter hereof. No amendment to this Licence shall be valid unless in writing and signed by each of the parties hereto. 7.7 If any section or sections or part or parts of a section or sections in this agreement are determined by any court or tribunal of competent jurisdiction to be illegal or unenforceable, it or they shall be considered separate and severable from this agreement and the remaining provisions of this agreement shall remain in full force and effect and shall be binding upon the parties hereto as though the said section or sections or part or parts of a section or sections had never been included. 7.8 The Licensee agrees that it shall not register this license or any notice or reference in respect of this Licence against the title to the Licensed Space. 6 IN WITNESS WHEREOF the parties have duly executed this agreement. NATIONAL DIABETES TRUSTEE CORP. In its capacity as Trustee for NATIONAL DIABETES TRUST The City of Pickering per: per: _________________________ ___________________________ Name: Naeem Mahmood Name: Kevin Ashe: Title: Executive Director Title: Mayor (I have the authority to bind the Corporation) (I have the authority to bind the Corporation) ___________________________ Name: Susan Cassel Title: Clerk (I have the authority to bind the Corporation) 7 SCHEDULE “A” DESCRIPTION OF LICENSED SPACE 1. southeast corner of the South Esplanade municipal parking lot (adjacent to One The Esplanade); 2. southwest side of the gravel arena parking lot at Chestnut Hill Developments Recreation Complex (adjacent to 1867 Valley Farm Road), and 3. Dunmoore Park (680P Callahan Street). See below images for each site Site 1 Site 2 Site 3 8 SCHEDULE “B” CONTACT DETAILS City of Pickering Contact information: Kristy Gagen Coordinator, Environmental Engagement Phone: 905.420.4660 ext. 2043 Email: kgagen@pickering.ca Kevin Hayes Manager, Facilities Maintenance, Community Services Phone: 905.420.4660 ext. 3250 Email: khayes@pickering.ca Diabetes Canada Contact information: Ailish Dunn Associate, Government and Strategic Partnerships M: 416-834-0171 E: ailish.dunn@diabetes.ca Simon Langer National Manager, Government and Strategic Partnerships M: 416-315-9936 E: simon.langer@diabetes.ca Gail Chapman Market Director, Operations M: 905-259-8277 E: gail.chapman@diabetes.ca $WWDFKPHQWWR5HSRUW686 Legislative Services Division Clerk’s Office Directive Memorandum March 30, 2023 To: Kyle Bentley Director, City Development & CBO From: Susan Cassel City Clerk Subject: Direction as per Minutes of the Meeting of City Council held on March 27, 2023 Director, City Development & CBO, Report SUS 03-23 Re-examination of Diabetes Canada Textile Drop Box Initiative - Council Resolution #223/20 Council Decision Resolution #121/23 Please take any action deemed necessary. Susan Cassel Copy: Chief Administrative Officer 1. That Report SUS 03-23 regarding the Diabetes Canada Textile Drop Box Initiative be received; 2. That the City of Pickering does enter into a partnership agreement with Diabetes Canada for a Textile Drop Box Initiative and that staff be directed to draft a partnership agreement for Council’s consideration that includes: i. a one-year pilot project whereby Diabetes Canada Textile Drop Boxes will be installed on the following three City of Pickering properties: i) the southeast corner of the South Esplanade municipal parking lot; ii) the southwest side of the gravel arena parking lot at Chestnut Hill Developments Recreation Complex; and iii) Dunmoore Park; and, ii. that staff be directed to report back to Council in Q2 2024 with results of the pilot project and provide recommendations for next steps; 3. That staff be directed to develop and implement a community education and outreach program pertaining to textile diversion within the City of Pickering; and, 4. That the appropriate officials of the City of Pickering be authorized to take the necessary actions as indicated in this report.