Orange County NC Website
environmental or other liability directly on a Party (as, for example, any liability accruing to the <br />current owners of the Existing System Assets as a result of their status as owners prior to the <br />Closing). <br />(d) The County shall not assume any indebtedness of Carrboro or Chapel Hill. <br />Furthermore, by this Agreement and the County's agreement to acquire assets and assume <br />liabilities as provided in Section 2.01, the County does not assume any indebtedness of Carrboro <br />or Chapel Hill. <br />2.05. Delivery of Solid Waste and Recyclables. (a) As additional consideration <br />for the Parties' respective and mutual undertakings under this Agreement and the Transfer <br />Agreement, the County and the Towns all agree to deliver, or cause to be delivered, to System <br />Management Facilities for disposal or processing, respectively, all Solid Waste and County <br />Recyclables under their respective control, including (without limitation) all Solid Waste and <br />County Recyclables collected by any Party's employees, solid waste collection contractors, solid <br />waste collection licensees or solid waste collection franchisees; provided, however, that there <br />shall be no such obli gation to deliver Other Recyclables to System Management Facilities. <br />(b) All Solid Waste and County Recyclables delivered to System Management <br />Facilities, or to County employees, solid waste collection contractors, solid waste collection <br />licensees or solid waste collection franchisees, shall be the property of the County upon such <br />delivery. After Recyclables have been placed in a designated container at a convenience center, <br />the Recyclables are the County's property. <br />2.06. Treatment of Solid Waste Syjtem Employees. (a) All of the System <br />Employees will be transferred to the County and become County employees subject to the <br />supervision of the County Manager in the same fashion as other County employees. <br />(b) - The Parties acknowledge that it is an important objective of this Agreement that <br />the current total compensation package for System Employees be maintained at a substantially <br />equivalent level through the Transfer, although the combination of salary and benefits for any <br />employee may change. The Parties recognize that all components of compensation to System <br />Employees after the Transfer will be subject to changes in salaries and benefits in the same <br />fashion as other County employees. The County and Chapel Hill shall develop a detailed <br />schedule comparing the total pre - Transfer and post - Transfer compensation for each System <br />Employee in connection with the Transfer Agreement. Chapel Hill shall send a copy of such <br />schedule to Carrboro when the schedule is complete. <br />2.07. Closing Procednre. (a) The Transfer Agreement shall provide for the <br />appropriate parties to execute and deliver at the Closing the documents and instruments listed on <br />Exhibit C to carry out the Transfer, all of which documents and instruments shall be in form and <br />substance reasonably acceptable to the County, Carrboro and Chapel Hill. <br />(b) The Transfer Agreement shall transfer all Existing System Assets on an as -is, <br />where -is basis, without warranty of title, condition or any other kind; provided, however, (i) that <br />