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1993-06-24 SPECIAL TOWN BOARD MEETING JUNE 24, 1993 5:30 P.M. MTG. #47 RES. 372 TOWN BOARD MEMBERS PRESENT Supervisor Michel Brandt Councilman Betty Monahan Councilman Susan Goetz Councilman Nick Caimano Councilman Pliney Tucker Attorney Paul Dusek Attorney Dusek-Reviewed with the Town Board a resolution entitled RESOLUTION APPROVING AND ADOPTING REVISED INVESTMENT POLICY FOR THE TOWN OF QUEENSBURY and RESOLUTION AUTHORIZING THIRD-PARTY CUSTODIAN AGREEMENTS Re: Investment policy See Appendix A That indicates what are the authorized investments that the Town will allow, the State Comptroller Office and the New York State Laws says you can allow investments for all of these items ... ....what I would recommend, if you want them all just say in the resolution that there will be an X put down in all of them, if you do not want all of them and you only want certain ones just identify by separate voice vote which ones you do not want. re: Third Party Agreements This deals with the Banks agreements, these are the collateralization agreements whereby if you have a deposit in excess of the insured amount at the Banks of $100,000 the banks are going to put collateral in place so you are protected in case there is ever a problem with the Bank that we are doing business with. Noted at the end of each agreement Exhibit B Schedule of Eligible Securities....in the case of First National Bank of Glens Falls they have indicated in here which ones they wanted...as long as you do not have any problem with the ones they want ... Glens Falls National did not indicate any... all you have to do is select what you want and pass a resolution... Councilman Monahan-Page 18 Authorized persons that can sign stuff...what can they sign? How many signatures is it going to take? Attorney Dusek-Right now anyone of them can sign... .for transfer of securities, transfer of accounts etc. .. Supervisor Brandt-I would like one officer of the corporation plus one from Accounting... Attorney Dusek-I would recommend what you do Mike is to have E.J. contact the bank and make sure we get a clear understanding of what these signatures stand for and how they want it set up on the certificate. ... On these agreements there was some concern about option B and how your money would be collateral each agreement there are two options, A & B Option A was the Town's responsibility to go each month and list what you anticipated what you would have in unsecured deposits at the bank, Option B would put the obligation on the bank, you will secure our money any day that it is not secured. The problem with Option B was M&T Bank said they will only go through their collateral once a month and the other bank also said once a month...the concern I had was that the Comptroller's Office was saying that this stuff ought to be collateralized on a daily basis and yet everything here in here indicates monthly. I spoke with E.J. and with the Comptroller Office and as a practical matter the banks were saying this is what we are going to do and it is up to negotiation, I added in an addendum to the agreement which I sent to both banks and I have spoken with Glen Falls National and he has indicated that he has no problem with this. This agreement says we will follow Option B, which is also what E.J. wants, in number 2 I added further obligations of the bank it says the Town can call up anytime it is going to expect a larger than usual inflow of money into the Bank because or taxes or something else, E.J. can call up and he can ask how much collateral they have on hand and it goes on and says the Bank further agrees that the Town may notify the Bank of the amount of anticipated funds to be deposited on any given day and upon receiving such notice one day in advance the bank will have in place sufficient eligible collateral. DISCUSSION C&D WASTE CONTRACTS Attorney Dusek-Mr. Coughlin found some problems with our existing contract and some concerns he had at the landfill and upon re-evaluation a couple of things came to mind. First of all in contract everywhere the contractor will be referred to as disposers...the biggest change on the next page subject to the provisions and terms of this contract the disposer may deliver certain quantities and then under neigh it says the Town of Queensbury shall not be obligated and this agreement shall not be interpreted guaranteeing that the Town of Queensbury will accept a specific quantity of C&D waste from disposer. The Town of Queensbury will agree to accept qualified C&D waste prior to October 1993 and subject to the terms of the agreement at $4.50 per cubic yard. What this is saying as long as we have room and as long as we do not have a reason to terminate i.e. we have 150,000 we will accept the C&D waste. If you notice if you look at the next page I took out the guarantee clause altogether, that would guarantee space in the landfill. There is a correlating change in paragraph A and similar changes that get made to number 1 and onto page 4,5 and 6 all dealing with basically saying that this is not a guarantee we may close earlier, we may be filled up earlier and whatever you have delivered to us we are not obligated to guarantee anything. Councilman Monahan-You keeping talking about 150,000 yards ofC&D we don't, as I understand it, we have 150,000 cubic yards that has got to be filled up but it won't be filled up with just C&D because a lot of it is going to be cover. Attorney Dusek-That is why I added language that says, to address that concern, is considered full for closure purposes by the Town and or DEC that is on page 5 or received 150,000 cubic yards, which ever event is earlier. I have got that covered Betty, in terms of either or, that was based on Jim's concerns that he had raised. Mr. Coughlin-There is nothing wrong with that. Attorney Dusek-In other words we are using the 150, as what the engineers had represented to us but I have given you a little out saying our obligation will terminate at the time we are considered full for closure purposes by DEC or the Town. Councilman Monahan-We only have a part of this thing here, I have had second thoughts about some of the rest of it, if we are going to have, some guy wants to get rid of a whole slue of material I as a Town Board Member want to have a chance to know about it and make sure we investigate that person properly before they start putting material up there. I do not want this a blanket thing so that the Town Board is by passed from now on. I am not concerned about four or five loads from IP or something, I am concerned about 1000 loads coming up from Albany. Supervisor Brandt-Why don't we as a Board give you that authority to stay over there and oversee it. Councilman Monahan-No, Mike, I am saying not to inspect, the Town Board should know when a big quantity is coming in ahead of time, where it is coming from, who is going to handle it as a hauler and everything else to make sure that we know what is going on in this town, as a Board, the buck is going to stop with us. Mr. Coughlin-Encon made an inspection at the landfill today at 11:30, quarter to 12:00 and told me that any hauler that is bring in excess amount of cubic yards for me to let them know and they will take care of the handling of it they will make inspections. Councilman Goetz-Will they come before it comes in? Mr. Coughlin-Yes Councilman Monahan-What I am saying is that I am a little concerned to be tied up to an agreement, it may be some agreement that we should not be signing in the first place, because then they are hard to get out of and they could take you to court and you got all the whole mess. I would like to see them investigated first before we sign the agreement. Attorney Dusek-First of all, if you look at it the agreement no longer makes guarantees to the haulers that is in your best interest as the Town if it passes as I suggested, the second thing is as a practical matter, you do not know who it is the Town is going to have contract by, foreinstance Springer Waste was in yesterday, Waste Management was in today looking to sign the contract. Springer indicated that he doesn't know how much he will be able to bring in under the course of this agreement but he will give us a reasonable ball park figure and that will be put into the agreement and he will sign it. If you have to wait until the Town Board can meet to sign each one of these agreements it will severely delay in terms of dealing with everybody. Councilman Monahan-Somewhere or other I want to get a handle, I am not concerned about Springer, I am not concerned about local waste, I am ... Supervisor Brandt -Springer might be handling illegal things. Councilman Monahan-I am talking about locally here, I am concerned when somebody down below coming up with such an amount that you can't stay on top of it. Mr. Coughlin-The way this contract is written I can handle it. Attorney Dusek-The only time I think you have, what I am seeing and this is another reason for the changes in the agreement, anybody is going to be coming in with anything sizable in that regard they are going to want a guarantee, they do not just, cause this is like when we are filled, we are filled we cannot take anymore. This is what this resolution says, and this is what might address your concerns, this resolution says that the Town Supervisor working with the Superintendent of landfills when he determines that it is in the best of the Town to negotiate an agreement including the price a quantity to guarantee an amount..in the second resolved clause it says the Supervisor can arrange to guarantee that a certain quantity will be accepted by the Town of Queensbury. However, in the next clause the Board can limit what the Supervisor can guarantee, if you will notice there is a blank in total cubic yards that he can guarantee? That is up to this Board to set forth that guarantee as to a maximum amount will be totally. So, in other words if someone comes up to Mike and says Mike I do not like this agreement with this Town here because it does not give me any guarantee that I will be able to bring down my full 8,000 cubic yards from Lake Placid for instance, I want a guarantee from the Town of Queensbury that over the next few months I will be able to bring this. This resolution says to Mike you can do this but you can only maximize to a certain amount. The minimum among that you can say you will take for such a guarantee is for 50 cubic yards. It can give Mike the flexibility to act as basically a CEO of the Town and say ok, I have been given the authority and if you are going to guarantee me 8000 at 5.50 a cubic yard we will take it. Supervisor Brandt-Morse, I talked to this afternoon and threw this whole question at him after Jim expressed his concern. Morse told me that, that landfill will hold somewhere between a 130,000 and 150,000 cubic yards as the design is submitted. That in his estimation that even with cover material it will probably come close to that but you can go for a period of weeks or months and watch it very closely and estimate how you are making out. He felt that if you guarantee if someone wanted to bring in a guaranteed amount and like to pay extra for that you could go 80,000, 85,000 yards of guaranteed space without any problem with your other people. We can get some experience and test that and feel our way. Run a few weeks, don't go for big guarantees to start with and see how it runs and it is an opportunity to get the most out of it and get the material in that we need. Attorney Dusek-The other thing I might point out if you have no agreements whatsoever you would have no control over what is going in that landfill, this way at least you are required to have an agreement, people will be giving you estimates and they will be bring it up and that will be going, using the basic form agreement it is almost as close as not having an agreement except you get all the protections, to make guarantees, allow inspections, allow refusal of loads. So, in my opinion, it is like just above having no agreement in terms of freedom of waste to move in there with you ultimately being able to shut the door off once you got enough except you get all the guarantees. The only other way a guarantee allotment will be done for people bring solid waste up will be is if Mike by way of separate agreement with the parameters that the board has set that you will only allow him to guarantee space up to a certain amount of cubic yards. I think it builds the Town with lots of protections that you do not get trapped by somebody trying to make a claim against you say that you told me I could bring up 20,000 cubic yards and now I can't. That was my concern Betty, the biggest concern I had out of this. Councilman Monahan-The other concern I had too is if they want it, the paper mills that need a place to put their sludge, there are local jobs and all that kind of stuff and I do not want to see us let some honcho come up from Albany, take advantage of this place up here at a cheap price that he cannot do it anyplace else and close out coming from local mills that need it to support the job picture in this area. Attorney Dusek-I think this is going to help to control exactly that thing. Mr. Coughlin-I can live with this Betty, I can work with that Mike. Councilman Tucker-What kind of action are you getting, are there a lot of people interested? Supervisor Brandt-A lot of people are interested you bet. Mr. Coughlin-BFI wants to start hauling, Springer wants to start hauling and the fellow from Lake Placid wants me to mail him an agreement, tomorrow. Attorney Dusek-Everybody will have a fair shot at bring stuff up with this agreement except for when Mike specifically guarantees to somebody but he will have full control over that, that you do not get somebody who locks up your landfill and prevents everybody else from bring stuff in from up here. Councilman Tucker-There might be a case that we have enough people interested that we do not have to guarantee to anyone. Mr. Coughlin-That is correct. Attorney Dusek-That is where it leaves the flexibility you do not get locked in, the old agreement does put you in a position where you might not be guaranteed, that is why I want to eliminate that. Mr. Coughlin-Are we ready to go once the contractor signs this, are we ready to start dumping? Supervisor Brandt-That has to be approved by DEC yet. Mr. Coughlin-That is all we have to do. Supervisor Brandt-If this Board approves it then DEe... Attorney Dusek-If the Board agrees, what I would do have my Secretary first thing in the morning, make these changes to the agreement, this is your final form agreement then you could have somebody sign it and send it up to DEC and ask them to approve it. Once you do you are in business. Mr. Coughlin-It has to go to DEC before anybody signs it, hauler signs it. Attorney Dusek - I think Waste Management was here tonight looking for a copy of it. Supervisor Brandt-How do we adopt your recommendations here? Attorney Dusek-I would just simply say here where it says; Resolved, that the following amendments are made to the standard form agreement to say as written in the attached agreement pages one through six. Councilman Monahan-We have to fill in some more... Supervisor Brandt-Start it at 50,000 and lets see how things work out. Councilman Caimano-50,000 cubic yards? Supervisor Brandt-Yes. That is very, very safe, I think we could go to 80,000 without any problem. Mr. Coughlin-I think you and I Mike can run it on a week to week basis and make an evaluation and see what is going on. Supervisor Brandt-We will keep you informed. Mr. Coughlin-We will do it, there is no problems with this agreement. Supervisor Brandt-We can show you weekly what our, how much material is coming in what we are getting paid for what the income is, what the theoretical space left, the engineers said that this calculation is correct and he said his neck is on the line with that calculation and he stands behind it. So we will take it at 130,000. I will tell you part of my concern is what goes on after October 8th, I think that there is certainly a chance that we have an extension of this and we have been thinking about that, I think we have a game plan prepared in case an extension is available. We have addressed it and we are going to have to baby sit this thing without any question from now to closing day, no matter what that closing date is. Councilman Monahan-Jim, 50,000 cubic yards would probably take, and I realize this is an estimate because we do not know what kind of stuff is coming, what do you think that is going to take in cover, how many more cubic yards? Mr. Coughlin-I do not know, but with this agreement if we start having problems with cover, like he says we can shut him down at 50,000 yards. Councilman Caimano- The question is, I gather this is what Betty's question is, whether it is you or any other Supervisor, now or at any time in the future, does this resolution as written and as authorized preclude oversight responsibility from the rest of the Board? Attorney Dusek-What would happen is, once you pass this resolution you would be in a situation where say, he goes out, say you pick 50,000, he goes out and locks up 50,000 in guarantees then somebody else comes in, Waste Management comes in and says we want 20 and somebody else comes in and says we want X number Y whatever and you have a few of these people coming in with the various agreements, 50,000 will be locked up there is nothing you can do about that, that much C&D is definitely coming in from that particular source, then other people will be allowed to bring in as long as you have the remaining space of 100 left over, and Waste Management says I want 50, and they put it in there as long as nobody else has filled it up then they can bring it in, you cannot stop that. Supervisor Brandt-Why don't you substitute and put two people on that. Councilman Caimano-I was thinking even more generically, something to be added somehow, I do not want to prolong this, simply says at the end of this resolution, another resolved clause, regardless of all this the Board does not give up its right to oversite responsibility or something like that, that is all. Attorney Dusek-The only thing I am concerned about, as you sign these, you are asking them to sign this agreement, right? A hauler to sign the C&D Agreement. He comes in and signs this in order to have an agreement you have got to get something from him he has to give something to you. He is giving to you all of these assurances that we have requested of him, that it comes from, that's he liable, he has got to use certain roads, we have got him covered on all the things he has given to you. In return what you are saying to him as long as we are not filled up to 150,000 we will take your 20,000 up to $4.50 per cubic yard. Councilman Caimano- What were you thinking? Supervisor Brandt-I was thinking put two signatures down there, I don't need the full responsibility of this I am glad to do it if that is what you want to do, if you do not want to do it share it. Councilman Caimano-How about the Supervisor and any other Board Member. ...the point is he may have to jump onto something and he may not be able to get a hold of me or Sue or Pliney, he needs to get ahold, if we are going to have two signatures one needs to be open. Attorney Dusek-This is on the guarantee part of it. Councilman Caimano- Y es Councilman Monahan-Paul, you confused me, because I read this that Mike and whoever it is can only take orders for up to 50,000 cubic yards without coming back to the Board and you are saying that he can keep going forever. Attorney Dusek-Here is what I am saying to you is that there are two phases to what you are doing here, one phase is you are basically saying ok, anybody that is willing to sign our basic agreement if you are willing to sign it you bring it up, like you always have been, but you now have an agreement. The landfill has always been such that anybody what's to come can come up and dump stuff. Councilman Monahan-With restrictions. Attorney Dusek-Now, what we are saying is alright as far as C&D waste is concerned anybody who is willing to sign this agreement can come up and dump stuff, up to 150,000. Supervisor Brandt-The guarantee is, where we guarantee space we limit that to 50,000 of the 150,000. Attorney Dusek-There is a difference between guaranteeing and when somebody signs this agreement all they are getting is the right to bring stuff up on the other hand... Councilman Monahan-Excuse me, but they could be shut off by this Town at any time the way this agreement is now, is that correct? Attorney Dusek-Not unless they are in violation of something in the agreement or you have reached your capacity. Councilman Monahan-Here is the whole point, and this is what concerns me, Paul, the way these are written, come October if the Federal Government and New York State back away and we unloaded that thing right to the gills and we are going to be open five more years trying to find places to Albany and we are going to be paying 10-12 dollars a cubic yard and we are going to pay for it to be hauled down to land and I do not want that to happen. I want some guarantee in there so, some escape clause that, that doesn't happen. Supervisor Brandt -Our engineer told me that if DEC backs off and if the Federal Government backs off and we are allowed to continue we can put up to 450,000 cubic yards in that landfill and meet the closure requirements. Councilman Monahan-But this is the thing I was going to ask I know there was a height determination on that at one time. Supervisor Brandt-That is correct, he said in fact you can do more than that but you can do at least that. Councilman Monahan-I also know the neighborhood up there is having a fit about how high it is going also. Councilman Tucker-You know you are talking about guarantees I read an article after you had spoke about Lake Placid wanting to bring material to our landfill about Long Lake and Long Lake was quoting them a price of $40.00 a cubic yard. Councilman Monahan-It seems like we are giving this landfill away. Councilman Tucker-Wait a minute though, I do not think we are going to have any problem getting material and you are not going to have to guarantee anything to anybody. Supervisor Brandt-The point is this Pliney, if you have a contract that is going to bid a big construction and demolition job and he knows that he is going to have 10,000 yards to get rid of and he wants to tie it up and know what the price is going to be absolutely certain maybe he will pay $6.00 per yard to get rid of it, now we sign him up at $6.00 per yard guaranteed 10,000 yards and we can make more money than if we do not guarantee it, and you are really giving him a service that he knows he can get rid of his whole job that is the idea. Councilman Monahan-There is also in that Lake Placid Club Member some people were saying that, that was not the waste that should go to a local landfill, the part of materials out of there. Councilman Tucker-DEC is the one that is pushing it. Attorney Dusek-That is the guarantee part of it, I think that was best explained just like it was the other side of this agreement if you approve it is basically saying anybody who has anything that they want to bring up can bring it up now you got to keep in mind that when I drafted these agreements I drafted them with the understanding that, that was the Boards goal you wanted 150,000 as soon as you could as fast as you could and you are willing to take it from anybody as long as it is qualified. Councilman Monahan-But I thought now the way you rewrote this that we can stop somebody if we say that it is necessary. Attorney Dusek-Only when you reach the maximum that you are allowed to fill or 150,000 cubic yards other wise you are not going to be able, I want that clear, if Waste Management comes up over the next ten days and brings you 150,000 you cannot stop that. Councilman Caimano- Y es that is true, but the first order of this Board is to fill up that landfill. Councilman Monahan-Well, I don't agree...our first order is to protect jobs in this area. Councilman Caimano- I cannot buy that. Attorney Dusek-Let me say something as far as the paper companies you should know that we conducted extensive negotiations with IP of Corinth gave them first debs they have a contract and I spoke to them back awhile ago and it looks like they are not going to take advantage of what we have offered them. So, I think if that is your concern we have made a good faith... Supervisor Brandt-Encor, that is also true of Finch Pruyn, Finch Pruyn is not interested in any of this. Mr. Coughlin-That is true. Councilman Caimano-But we also, if we played cat and mouse and worry about that aspect first we could wind up with a situation where the landfill isn't filled and we have to fill it with something it is a tough call anyway. Councilman Tucker-I think what has changed the paper company is the mill that is going in over in South Glens Falls. Supervisor Brandt - I would move this, we have a lot of road inspections to make and we can't sit here. Councilman Monahan-The other thing I was concerned about is when without...I agreed to Ridge Road going in the other night, I am not saying Ridge Road couldn't be used, by God, I know what happened to Ridge Road when Finch Pruyn was going up there and when Ciba Geigy was, living along that road was impossible for those people, they couldn't have their windows open, they couldn't carry on conversations, their houses were getting cracked and everything else. What happened with the clause that we had with the rest of the counties and the routes were to be determined by the Town Board and we didn't put a definite route in so we could stagger them around if we had to. Attorney Dusek-That was because with the other communities we could have that flexibility the problem is that here these people want to sign a contract and they want to start delivering tomorrow they have got to know what routes they can use that is why we put them in now so they know it right away. I do not know how else you can get to the landfill from Quaker to Route 9L or... Supervisor Brandt -You wanted to add that the Town Supervisor and one other Board member had to sign how would we do that? Attorney Dusek-On the guarantee clause part of it? add (3) Any agreement authorized or approved by the Town Supervisor in accordance with the provisions of this part of the resolution shall be a written agreement, signed by one other Board Member in addition to the Town Supervisor, the form of which to be approved by the Town Attorney and the form of which is to include the basic provisions that are contained within the Agreement that has already been approved by the Town, ...before you move that part of it in the other resolved where the lines were it is going to say: Resolved, that the following amendments are made to the standard form C&D Agreement those amendments as handwrittten in on pages 1-6 of the agreement attached to and then it will say the Supervisor is authorized to use this standard form agreement to accept C&D Waste at the Landfill as he determines to be in the best interest of the Town of Queensbury...so we are giving him a little bit of a latitude to control the flow of this agreement... Supervisor Brandt-And further you want the figure of 50,000 cubic yards here....that is on the second page..... I will move it Councilman Tucker-I will second it... Supervisor Brandt-Is there any discussion...vote taken RESOLUTION AUTHORIZING AMENDMENTS TO C&D AGREEMENT RESOLUTION NO. 372, 93 INTRODUCED BY: Mr. Michel Brandt WHO MOVED FOR ITS ADOPTION SECONDED BY: Mr. Pliney Tucker WHEREAS, the Town Board of the Town of Queensbury previously authorized the use of a C&D Agreement, on or about June 21, 1993, and WHEREAS, the Town Board of the Town of Queensbury is desirous of making further revisions in the authorization to use the Agreement, as well as in the Agreement, NOW, THEREFORE, BE IT RESOLVED, that the following amendments are made to the standard form C&D Agreement: Those amendments as handwritten in on pages 1-6 of the agreement attached and, the Supervisor is authoirzed to use this standard form agreement to accept C&D Waste at the Landfill as he determines to be in the best interest of the Town of Queensbury, and BE IT FURTHER RESOLVED, that the Town Board of the Town of Queensbury also authorizes the Town Supervisor, working with the Town Superintendent of the Landfill, to, when he determines that it would be in the best interest of the Town of Queensbury, negotiate and agree upon such terms and conditions, including price and quantity, as the Town Supervisor shall, in his sole discretion, deem appropriate, to modify the Agreement to authorize accepting a specific amount of C&D waste and, in essence, guarantee that the quantity will be accepted by the Town of Queensbury, and BE IT FURTHER RESOLVED, that the Town Supervisor's aforesaid authority to so modify the Agreement is limited as follows: (l). The maximum amount of C&D waste that the Town Supervisor may guarantee will be accepted from all sources is 50,000 cubic yards. (2). The price the same may be accepted at shall not be less than $4.50 per cubic yard. (3). Any agreement authorized or approved by the Town Supervisor in accordance with the provisions of this part of the Resolution shall be a written Agreement, signed by one other Board Member in addition to the Town Supervisor, the form of which to be approved by the Town Attorney and the form of which is to include the basic provisions that are contained within the Agreement that has already been approved by the Town, and BE IT FURTHER RESOLVED, that, unless the Town Supervisor specifically agrees in a separate written agreement to accept a specific amount of C&D waste, the Town of Queensbury will not guarantee that a specific amount of C&D waste will be accepted under any other agreement, and BE IT FURTHER RESOLVED, that the Town Supervisor is authorized to execute the C&D Agreement as modified and all C&D Waste Agreements entered into by the Town and signed by the Town Supervisor shall comply with the Resolution and any Resolutions adopted previously authorizing C&D Waste Agreements are accordingly superseded or amended. Duly adopted this 23rd day of June, 1993, by the following vote: AYES : Mrs. Goetz, Mr. Caimano, Mr. Tucker, Mr. Brandt NOES : Mrs. Monahan ABSENT: None Supervisor Brandt-I would like to take this meeting now to join the Superintendent of Highways, Paul Naylor for a tour of the roads to settle on what our paving schedule will be for this year... ROAD TOUR HELD On motion the meeting was adjourned. Respectfully submitted, Miss Darleen M. Dougher Town Clerk-Queensbury