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Home My WebLink About1985-06-27 Board of Public Works Minutes � ' / Board of Public Works Mccting of June 27, 1986 Page 1 ' � A special meeting of the Board of Public Works convened in Room i0i � \ 16, Municipal Building at 5: 40 P.M. Present were Chairman Barker, � Secretary Hampson, Board Members Polychrones, Griffin and Boucher, and Superintendent A.V. Fletcher, P.E. � � Also present were H. Theodore Cohen, Town Counsel, Mr. Patrick McCann, Counsel for Vining Disposal Co. , Messrs. Vining, Mr. Donald Hiltz ' of Hiltz Co. and the Press was represented by Mr. Mark Pillsbury. � k Chairman Barker turned the meeting over to Ted Cohen. Mr. Cohen made a statement that the purpose of the meeting was a final resolution of the Vining problem and that in principle, the Law Committee and Selectmen had previously agreed to the settlement to be brought forth to the Board. ` This matter was to settle o civil matter and that whatever other action in � 4 this case might come forth could be up to the District Attorney. Mr. � , L � ^ Cohen then gave a comprehensive presentation of the four documents to be x � � filed. These documents are included and are made part of the record. " � Mr. Cohen further explained that of the + $37,000.00 held by the Town, Vining Co. had agreed that $2S,000.00 would be returned to the B.P.W. in the form of damages. Vining Company further agrees to assign the remainder of the trash collection contract to the Hiltz Co. and the Vining Company acknmwledes that they will not pursue any further claims or court action individually or collectively against the Board of Public � � Works of the Town of Rc�ding. « � ' Hiltz Co. has agreed to accept the assignment as signed by Vining � ' } and the Town of Reading and has agreed to amendments to the original ` contract and has provided a prepaid performance and payment bond to the � Town of Reading. Mr. Cohen submitted the first of the items to be approved and i explained its terms. / ! / � », ^ ~� ' ( / Board of Public Works Meeting of June 27, 1985 Page 2 � . � . � ' k Mr. Polychrones asked for a clearer definition of employee and � equipment relationship rogarding that agreement, and Mr. Cohen � satisfactorily explained these conditions. � | | On the motion of Mr. Hampson, seconded by Mr. Polychrones, the � � Board voted S: O to accept the "Agreement" as presented by Mr. Cohen. � The Chairman requested Mr. Cohen submit each item separately and i � discuss each item separately. ` Mr. Cohen agreed to do so. � At that time Mr. Cohen pointed out that it might be possible that � i though these papers were executed this evening, he would hold them in escrow until satisfactory proof of the bond is presented by Hiltz. Mr. Cohen then presented the second paper. ' On the motion of Mr. Hampson, seconded by Mr. Boucher, the Board � ! ' accepted S| O the Assignment, and acceptance of the assignment of the � 0 � contract. � � On the motion of Mr. Hampson, seconded by Mr. Polychroncs, the � � � Board voted S:O to accept the bond for a period of one year including the � � terms as stated in the Acceptance of Assignment. � , � On the motion of Mr. Boucher, seconded by Mr. Polychrones, the � Board voted S:O that the Hiltz Co. be allowed to use equipment of Vining " ! Company through July 31, 1985. ` Mr. Cohen then presented the third item. � ` � ! On the motion of Mr. Hampson, seconded by Mr. Boucher, the Board ' voted 6� O to authorize Town Counsel to execute voluntary dismissal of the ; / ^ { action brought by Vining as it relates to the Board of Public Works. � � Mr. Cohen pointed out that the Law Committee has approved a \ similar document , � . � � ` On the motion of Mr. Hampson, seconded by Mr. Polychrones, the ' ^ Board approved the motion to execute a Release of All Demands against � ' ^ �r � Board of Public Works Meeting of June 27, 198S Page 3 , � ' , ^ Vining, except those matters as agreed and stipulated in the Agreement � signed today and for possible property damage and liability occuring prior � ' � ' to December 13, 1984. ' ` Atty. Cohen presented Atty. McCann with a check for the amount due to the Vining Company and requested of Mr. McCann that this check be � } � held in escrow until such time that Mr. Cohen verified the bond. Mr. � Cohen felt that the bond coo]d be verified as early as Friday, June 28th. . * Following execution of all documents, Mr. Cohen made the � statement that he felt this conclusion was in the best interests of the / u ' community and the community had thus served notice that it will actively ` pursue any and all violations suffered by the Town. L . Atty. Cohen further stated that this agreement was a result of r prompt action on the part of the Board and its staff and that this action � ' was concluded without any deals or collusion among the parties. K ` � � Mr. Hampson supported Mr. Cohen's statements and wanted to go on ' record as saying he felt the solution was equitable and just. Mr. Griffin made a statement that the public should know the � � � Board at all times was kept aware of progress by its staff and its legal � � 0 counsel and that at no time did the Board entertain entering into any / collusive agreement. Mr. Griffin further expressed his appreciation and the Board's � � for the role of the Police Department in investigating the charges. � i Mr. Cohen also supported Mr. Griffin's comments concerning the � � V / Police Department. � y ' x At the conclusion of the signing, the Chairman brought forth to ! the Board the action taken by a Mr. LeBlanc at Town Meeting concerning an ' instructional motion to the Board on the so-called "Dubitzky Property" and � u asked for suggestions and comments from the other Board members and i suggested th,7t Mr. LcB]anc be requested to come to the next Board � � * Board of Public Works Meeting of June 27, 190'.5 Page 4 � � Meeting to state his reasons and to get a c]arification on thc motion. �mw � � In discussions, Mr. Boucher said he felt it was not necessary to � / have Mr. LeBlanc come before the Board and that he was not concerned about � / i Mr. LeBlanc's motives. He felt that the Facility Reloration Committee . report was complete and thorough and that this property was one of the � [ final sites studied. He added that he felt Mr. LeBlanc's motion also » ) included renovating the existing buildings on the Dubitzky property. i � | . Mr. Boucher felt that the Board of Public Works should not be � alone in conducting any further study as the F.R.C. and other Boards were � � involved in the original study and that the Board certainly will � | � investigate any site made available to the Board. ^ Mr. Pnlychrones reinforced Mr. Bouchcr's statements, particularly , in that he felt the F.R.C. study had been very thoroughly conducted. � / The Chairman instructed the Superintendent to make an intensive � review of the Dubitzky property and it was the concensus of the Board that ` the Superintendent write a letter to Mr. Dubitzky informing him of the � recent action and inquiring as to the availability and price of the land. � � � Further discussion ensued concerning the structure of a possible presentation. f � � The meeting adjourned at 7: 10 P.M. � ( Respectfully submitted, � � ��en^etan�� ^ � - } � � � . � � � , : � s t ASSIGNMENT AND ACCEPTANCE OF ASSIGNMENT OF TOWN OF READING MASSACHUSETTS CONTRACT FOR RUBBISH COLLECTION AND DISPOSAL CONTRACT 84-1 , AS AMENDED f Agreement dated this 27th day of June , 1985 by and among the Town of Reading, 16 Lowell Street, Reading, Middlesex County, Massachusetts by its Board of Public Works, without personal liability for any of the members thereof, Vining Disposal Service, Inc. of 66 Gaston Street, Medford, Middlesex County, Massachusetts and Robert C. Hiltz , Inc. of Cape Ann Industrial Park, Kondelin Road, Gloucester, Essex County, Massachusetts. In consideration of the mutual covenants contained herein, the parties hereto agree as follows: 1) Vining Disposal Service, Inc. acting pursuant to E: Articles 12 and 23 of the General Conditions of the "Town of Reading Massachusetts Contract For Rubbish Collection } And Disposal Contract 84-1 , " as amended by Agreement dated t June 18, 1984 (the "Contract As Amended" ) hereby assigns 4' f all rights, powers , duties and obligations of Vining Disposal P Service, Inc. , also known as the "Contractor," under the Contract As Amended, including all rights to receive payment b under the Contract As Amended, to Robert C. Hiltz , Inc. for the balance of the term of the Contract As Amended. 2) Robert C. Hiltz , Inc. agrees to and does hereby accept the assignment of the Contract As Amended together with the further provisions that all collection vehicles F 4 i 4 -2- will be inspected at the Town of Reading Public Works Garage each morning prior to collection at 7: 00 A.M. and that each vehicle will also report "out" prior to departure for RESCO. With those additions Robert C. Hiltz , Inc. agrees to all the terms and conditions, including the payment terms , set forth in the Contract As Amended. ` Robert C. Hiltz, Inc. also agrees to provide a performance bond, pre-paid, in a form acceptable and from a bonding company acceptable to the Town of Reading Board of Public Works to ensure full completion and performance of the Contract As Amended and the provisions of this Assignment and Acceptance of Assignment . The Town of Reading Board of Public Works, at its sole option, may accept in lieu thereof a pre-paid performance bond from an acceptable bonding company for a period less than the remaining balance of the Contract As Amended provided that at least 30 days prior to the expiration of the period of coverage of such bond an acceptable pre- paid performance bond for the balance of the term of the Contract As Amended is delivered to the Town of Reading Board of Public Works ensuring full completion of the Contract As Amended and the terms of this Assignment and Acceptance of Assignment. 3) Robert C. Hiltz , Inc. warrants and represents to the Town of Reading that the officers , directors and employees of Robert C. Hiltz, Inc. have no working or economic relationship with and are not officers, directors or employees of Vining Disposal Service, Inc. , and that except with the written s: -3- consent of the Town of Reading Board of Public Works no equipment or employees of Vining Disposal Service, Inc. will be used by Robert C. Hiltz , Inc. in the performance of the Contract As Amended. A breach of this warranty and representation shall be considered a substantial breach of the Contract As Amended for which the Town of Reading shall have all remedies as provided by law or the Contract As Amended. 4) The Town of Reading Board of Public Works hereby assents to the assignment of the Contract As Amended with the additional terms set forth in Paragraphs 2 and 3 hereof f to Robert C. Hiltz, Inc. for the balance of the term of the Contract As Amended. IN WITNESS WHEREOF the parties hereto have executed this document and set their hands and seals this 27th day of June, 1985. s VINING DISPOSAL SERVICE, INC. ROBERT C. HILTZ, INC. BY: v' V . BY: Michael P. Vining Donald R. /H�ilttz , . President and Treasurer rf's Pre-'s[ kms 4 f -4- 4 S ,t BY: TOWN OF READING Da P. Vi ing BY: Its Board of Public Works Vice President 2 i BY: C�C� Dou ss/ L. arker, Chairman Approved as to form: r/y .,LOS T ER & REYNOLDS Professional Corporation Town Counsel { t RELEASE OF ALL DEMANDS f June;? -, 1985 ' In consideration of the terms of an Agreement dated June -, 1985 and in consideration of one dollar and other j good and valuable consideration to Vining Disposal Service, r f- Inc. paid by the Town of Reading, Vining Disposal Service, Inc. and its officers and directors hereby remise, release and forever discharge the said Town of Reading, the Board of Public Works of the Town of Reading and their officers and board members of and from all debts, demands, actions, 4 causes of action, suits, accounts, covenants, contracts, agreements, damages , and any and all claims, demands and liabilities whatsoever of every name and nature, both in Arm LAW and in EQUITY, which against the said Town of Reading, the Board of Public Works of the Town of Reading and their officers and board members or their heirs, successors and assigns which Vining Disposal Service, Inc. , its officers and directors now have or ever had from the beginning of the world to this date and more especially on account of all claims arising under Town of Reading Massachusetts Contract For Rubbish Collection And Disposal Contract 84- 1 as amended June 18, 1984, the suspension of Vining Disposal Service, Inc. from said Contract as amended, the assignment of said Contract as amended to another party, all claims for damages arising under said Contract as amended and all matters set forth in the case pending in Middlesex Superior Court as Civil Action No. 84-7177. F t r E t' Witness our hands and seals i VINING DISPOSAL SERVICE, INC. , BY: Michael P. Vining, Presidi n the n o and Treasurer — BY: D d P. Vin' ng Vice Presid t ARM i I t s I' RELEASE OF ALL DEMANDS June 27 , 1985 In consideration of the terms of an Agreement dated June��] , 1985 and in consideration of one dollar and other I good and valuable consideration to the Town of Reading Board of Public Works paid by Vining Disposal Service, Inc. , the receipt whereof is hereby acknowledged, the Town of Reading Board of Public Works and the Town of Reading hereby remise, release and forever discharge the said Vining Disposal Service, Inc. , its officers and directors of and from all f debts, demands , actions , causes of actions , suits, accounts, covenants, contracts , agreements, damages , and any and all claims , demands and liabilities whatsoever both in LAW and EQUITY, which against the said Vining Disposal Service, Inc. its officers and directors or their heirs , successors and assigns the Town of Reading or its Board of Public Works s now have or ever had from the beginning of the world to this date on account of alleged violations of law and improprieties in the handling of Town of Reading Massachusetts Contract For Rubbish Collection And Disposal Contract 84-1, as amended June 18, 1984 , except with regard to the matters and obligations k set forth in the Agreement dated June 27, 1985 by and between Vining Disposal Service , Inc. and the Town of Reading by its Board of Public Works and except with regard to any claims for personal injury or property damage which may be alleged against the Town of Reading, its Board of Public Works or Vining Disposal Service, Inc. arising out of Vining s 6 Disposal Service, Inc. ' s performance of the aforesaid contract as amended which matters specifically survive this release and are not released hereby. Witness our hands and seals. Town of Reading By its Board of public Works Signed in the Presence of By Dou91Ass L. Barker, Chairman �- as toall zf.e��11 s 4 t s 4 AGREEMENT Agreement dated this d,7" �day of June, 1985 by and between the Town of Reading, 16 Lowell Street, Reading, Middlesex County, Massachusetts , acting by its Board of Public Works without personal liability for any of the members thereof, ("Reading") and Vining Disposal Services , Inc. of 66 Gaston Street, Medford, Middlesex County, Massachusetts ("Vining" ) . WHEREAS Reading and Vining entered into a contract for the collection and disposal of rubbish dated February 16, 1984 entitled "Town of Reading Massachusetts Contract For Rubbish Collection and Disposal Contract 84-1, " which contract was amended by Agreement dated June 18 , 1984 (hereinafter referred to as the "Contract As Amended" ) ; and WHEREAS the Contract As Amended remains in effect until June 30 , 1987; and WHEREAS as a result of a police investigation into suspected violations of law and improprieties by Vining in the performance of the Contract As Amended, on December 13, 1984 Reading suspended Vining from performing any activities pursuant to the Contract As Amended until further notice; and WHEREAS Vining has brought suit against the Town of Reading and Board of Public Works as Civil Action No. 84- 7177 pending in the Middlesex Superior Court; and Y -2- WHEREAS Reading is holding the sum of $37,203. 66 which was due to Vining prior to the December 13 , 1984 suspension; and WHEREAS Reading believes it is owed money damages due to the alleged improprieties by Vining; and WHEREAS the parties are desirous of resolving the issues pending between the parties and terminating the contractual relationship between them; NOW, THEREFORE, in consideration of the mutual covenants contained herein, Reading and Vining agree as follows: 1 . Pursuant to Article 9 of the General Conditions of the Contract As Amended relating to Reading' s power to terminate the Contract As Amended and pursuant to Article 12 and Article 23 of the Contract As Amended relating to assignment of the Contract As Amended, Vining agrees to assign the Contract As Amended together with all its powers , rights, duties and obligations (including the right to collect all monies due thereunder) from the date of this Agreement for the balance of the term of the Contract As Amended to Robert C. Hiltz , Inc. of Cape Ann Industrial Park, Kondelin Road, Gloucester, Massachusetts 01930 , or to such other alternative Contractor as Reading shall agree to in writing by its Board of Public Works. By execution of this Agreement, Reading by its Board of Public Works hereby gives its written assent to the assignment of the Contract As Amended for the -3- balance of its term to Robert C. Hiltz , Inc. subject to Reading entering into an acceptance of the assignment by said Robert C. Hiltz , Inc. 2. Vining acknowledges that Reading acting pursuant to Article 9 of the General Conditions of the Contract As Amended has caused the work to be performed under the Contract As Amended from December 14 , 1984 to the date of the execution of this Agreement to be performed by parties other than Vining, and Vining waives all claims for any monies which may be alleged to be due to Vining under the Contract As Amended from Reading or any other party from December 14, 1984 to the date of the execution of this Agreement. 3. Vining agrees that of the $37 ,203. 66 being held by Reading and due and owing to Vining under the Contract As Amended, Reading shall retain the sum of $25 ,000 which shall be considered a payment in the nature of restitution for damages suffered by Reading. The balance of $12 ,203. 66 will be paid by Reading to Vining upon execution of this Agreement and the execution of the acceptance of the assignment specified in Paragraph 1 hereof. 4. Vining and Reading shall enter into a Stipulation of Dismissal which will dismiss the case currently pending in Middlesex Superior Court as Civil Action No. 84-7177 which t will provide for dismissal with prejudice and for the payment of no costs or damages by Reading. r -4- 5. Vining and the officers and directors of Vining shall execute releases releasing the Town of Reading, and its Board of Public Works and all officers and board members thereof from any liability of any nature whatsoever arising from the Contract As Amended, the actions taken by Reading with relationship to Vining to the date of execution of said release and with regard to the facts alleged in Middlesex Superior Court Civil Action No. 84-7177. A copy of such release is attached hereto as Exhibit 1. Reading shall execute a release releasing Vining, its officers and directors from claims which Reading and its Board of Public Works may have against Vining up to the date of the execution of said release, except with regard to any claims which may accrue pursuant to the obligations , duties and liabilities of Vining under this Agreement and the acceptance of assignment referred to in paragraph 1 hereof and except with regard to any claims for personal injury or property damage which may be alleged against the Town or Vining arising out of Vining' s performance of the Contract As Amended. A copy of said release is attached hereto as Exhibit 2. IN WITNESS WHEREOF the parties hereto have executed this Agreement and set their hands and seals as of the day and year first-above written by their duly authorized officers. -5- VINING DISPOSAL SERVICE, INC. , TOWN OF READING By its Board of Public Works By Michael P. Vining Its President and Treasuar and By a-v—icT T. Vin' 9 By Yo-u Pass L. Barker Vice Preside t Chairman Approved as to form: TYLER & REYNOLDS Professional Corporation Town Counsel COMMONWEALTH OF MASSACHUSETTS MIDDLESEX, SS. SUPERIOR COURT CIVIL ACTION NO. 84-7177 VINING DISPOSAL SERVICE, INC. , ) Plaintiff ) 1 V. ) VOLUNTARY STIPULATION OF DISMISSAL TOWN OF READING, BOARD OF ) PUBLIC WORKS OF THE TOWN OF ) READING, ) Defendants ) Pursuant to Mass. R. Civ. P. 41 (a) (1) (ii) , the parties, by their duly authorized attorneys, hereby stipulate and agree that the above-entitled action may be and hereby is dismissed with 1 prejudice and without costs, and all rights of appeal are hereby waived. Plaintiff, Defendants, VINING DISPOSAL SERVICE, INC. TOWN OF READING, BOARD OF PUBLIC WORKS OF THE TOWN OF READING, By its Attorneys, By their Attorneys, uomas C. Troy, Esquire HTeodore Cohen ene Patrick McCann, Esquire TYLER S REYNOLDS 270 Main Street Professional Corporation Reading, MA 01867 One Boston Place (617) 942-1800 Boston, MA 02108 (617) 523-6550 Dated: June 27, 1985