1997 AGN OCT 21 I24 - Laserfiche WebLink

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MEMORANDUM Office of the City Attorney October 9, 1997 Page 6 As noted above, to date, no evidence or information has been given to this office indicating a violation of Jack's franchise agreement that would permit notice of termination. Upon receipt of such evidence, of course, action may be taken to put Jack's on notice of violation, but time to cure must still be allowed prior to termination of the franchise agreement. Rights of Taormina under the Taormina Franchise Agreement The Taormina franchise agreement provides as follows:' "1.03 Integration. This Agreement contains the entire agreement between the parties with respect to the transactions contemplated 'hereby. This Agreement shall completely and fully supersede all prior understandings and agreements between the Parties with respect to such transactions, including those contained in the City's Request for Qualifications dated December 20 1995, and the Contractor's response thereto dated January 23, 1996; the City's Request for Proposals dated March 18, 1996 together with the Addenda thereto dated March 22, 1996 and Contractor's proposal dated April 1,1, 1996; the City's Request for Clarifications dated April 16, 1996 together with Contractor's response thereto dated (by facsimile transmission) April 1'7,1996; the City's Discussion Issues for First Negotiation Session dated April 26, 1996 and Contractor's responses thereto in such negotiation session the afternoon of April 29,1996 and written responses hand delivered April 30, 1996; Contractor's Presentation to Negotiation Committee on May 1, 1996; Contractor's matrix of Contractor Items per R.W. Beck at 8:10 p.m. and 10:25 p.m., respectively, on May 1, 1996; the City's guidelines regarding Request for Contract Waste Haulers' Best and Final Offers dated May 8, 1996 and Contractor's Best and Final Offer dated May 10 1996; and in all negotiating sessions, telephone calls, field trips and City Council sessions. This rather extensive integration provision makes it clear that unless a representation, promise or understanding is set forth in the franchise agreement, it does not exist. With regard to the scope of collection services covered by the franchise agreement, Section 4.02(b) reads as follows: "b. Scope of Regular Collection Service. Contractor shall be obligated to timely and fully provide Collection Services described in Exhibit 4Alb#1 in accordance with the provisions of this Agreement during the Term. Contractor shall have the