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Via Certified Mail
January 15, 2019
City of Miami
Emilio T Gonzalez, City Manager
3500 Pan American Drive
Miami, Florida 33130
With Copy to:
City of Miami
Mario F Nunez, Director
Director, Department of Solid Waste
Director's Office
1290 NW 20'" Street
Miami, Florida 33142
Re: Assignment of City of Miami Non -Exclusive Commercial Solid Waste
Franchise Agreement dated as of March 14, 2016 by and between
the City of Miami and World Waste Recycling, Inc.
Mr. Gonzalez,
I am writing to inform the City of Miami (the "Contract Party") that on
January 7, 2019 World Waste Recycling, Inc. ("World") entered into a Stock
Purchase Agreement with Coastal Waste & Recycling Holdco, LLC ("Coastal")
whereby Coastal will acquire all of the issued and outstanding stock World (the
"Transaction"). This letter is to inform you that upon the closing of the Transaction,
Coastal will become the parent entity, and sole shareholder, of World. Pursuant
to the terms and conditions of the Transaction, Coastal will thereafter have an
interest in World and Big Apple's customer and vendor agreements, including the
following agreement with the Contract Party (the "Agreement"):
1. City of Miami Non -Exclusive Commercial Solid Waste Franchise
Agreement dated as of March 14, 2016 by and between the City of
Miami and World Waste Recycling, Inc.
Pursuant to Section 13.1 of the Agreement, World is providing the Director
of the Department of Solid Waste with this request for the assignment of the
Agreement to Coastal. Furthermore, the completion of the Transaction, will serve
Page 2
as Coastal's assumption of the Agreement in accordance with terms of Section
13.1 of the Agreement. Attached hereto as Exhibit A are the required reports,
outlined in Section 13.1 of the Agreement, reflecting that all payments due to the
Contract Party have been paid through the date of this letter.
In connection with the assignment of the Agreement, the Contract Party
agrees and acknowledges that:
1. The Contract Party hereby acknowledges the assignment of the
Agreement to Coastal pursuant to the Transaction and agrees that the
Agreement shall remain in full force and effect following the consummation of
the Transaction.
2. As of the date hereof, there is no default or event of default under
the Agreement and no set of facts or circumstances exists which would, but for
the passage of time, or the giving of notice, or both, constitute a default under
the Agreement.
3. There are no other representations, warranties, agreements,
concessions, commitments or other understandings between World and the
Contract Party, other than as set forth in the Agreement.
4. Neither the Contract Party nor World has commenced any action or
given or received any notice for the purpose of terminating the Agreement.
5. The Agreement is in full force and effect, and has not been
amended, modified, or supplemented in any way.
[Remainder of Page Intentionally Leff Blank]
4818-6776-6149, v.2
Page 3
Please sign the enclosed copy of this letter in the space provided below,
and return it to me by scan and email to Eileen Damaso,
edamaso(t,)worldwasterecyclingconi acknowledge your consent to the
assignment of the Agreement by World to Coastal.
Sincerely,
World Waste Recycling, Inc.
By:
Name: E een Damaso
Title: Vice President
AGREED AND ACKNOWLEDGED:
The City of Miami
By:
Name:
Title:
4818-6776-6149. v. 2
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R E C Y C L I N G
January 25, 2019
Eduardo J. Falcon, CPPB
Procurement Contracting Manager
City of Miami
444 S.W. 2nd Ave 6th Floor
Miami, FL 33130-1910
Re: Assignment of City of Miami Non -Exclusive Commercial Solid Waste
Franchise Agreement dated as of March 14, 2016 by and between
the City of Miami and World Waste Recycling, Inc.
Mr. Falcon,
Per our conversation, World Waste Recycling, Inc. had a change of majority
ownership and will still be doing business under the corporate entity of World
Waste Recycling, Inc and the FEIN of 01-0586987.
As agreed, should the name and FEIN number change in the future, the City of
Miami will be notified.
Thank you for your attention in this matter.
Sincerely,
G' T
Eileen Damaso
Vice President
4701 NW 35 Avenue, Miami, Florida 33142.305-635-5144 • www.worldwasterecycling.com
February 13, 2019
Via Certified Mail
City of Miami
c/o City Manager
3500 Pan American Drive
Miami, Florida 33130
With Copy to:
City of Miami
Director, Department of Solid Waste
Director's Office
1290 NW 20ti, Street
Miami, Florida 33142
Coastal
Waste & Recyc'.ing
Re: Assignment of City of Miami Non -Exclusive Commercial Solid Waste Franchise
Agreement dated as of March 14, 2016 by and between the City of Miami and
World Waste Recycling, Inc.
To Whom It May Concern:
Pursuant to Section 13.1 of the City of Miami Non -Exclusive Commercial Solid Waste
Franchise Agreement (the "Agreement") dated as of March 14, 2016 by and between the City of
Miami (the "Contract Party") and World Waste Recycling, Inc ("World"), I am writing to inform
the Contract Party that on February 8, 2019, Coastal Waste & Recycling Holdco, LLC ("Coastal")
acquired all of the issued and outstanding stock of World. This letter is to inform you that effective
as of the closing of the transaction on February 8, 2019, Coastal is now the parent entity, and sole
shareholder, of World. By acquiring all of the issued and outstanding stock of World, Coastal is
now the owner of these entities (including without limitation, the corporate names of such entities)
and will continue to operate World under the name "World Waste Recycling, Inc." for purposes
of the Agreement.
Sincerely,
Coastal Waste & Recycling Holdco, LLC
By-
Name: Brendon Pantano
Title: Chief Executive Officer