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2400 - Consolidated Disposal Service ( Republic Services ) Agreement - Solid Waste DisposalCERTIFICATE OF SECRETARY RELATING TO THE AGREEMENT FOR THE PROVISION OF INTEGRATED SOLID WASTE HANDLING SERVICES WITH THE CITY OF ROSEMEAD IN THE STATE OF CALIFORNIA The undersigned, Secretary of CONSOLIDATED DISPOSAL SERVICE, L.L.C., a Delaware limited liability company (the "Company"), hereby certifies that the following is a true and correct copy of the resolution which was duly adopted by REPUBLIC SERVICES, INC., a Delaware corporation, the sole member of the Company (the "Member") by written consent of the Member on August 23, 2021, that such resolution has not been rescinded, amended or modified in any respect, and is in full force and effect on the date hereof: RESOLVED, that (i) any individual at the time holding the position of General Manager or Area Director, Finance; and in connection with environmental solutions transactions only, General Manager; Division President; or Division Vice President Finance be, and each of them hereby is, appointed as an Authorized Agent, to act in the name and on behalf of the Company and to include the execution of related documents, in connection with the day-to-day business activities of the Company, and further, that (ii) in addition to any one of the foregoing positions, any individual at the time holding the position of Area Director, Business Development; Area Director, Operations; Market Vice President; Vice President, Environmental Services be, and each of them hereby is, appointed as an Authorized Agent to execute any bid and proposal, and if awarded, any related contract for services to be performed by the Company and any bond required by such bid, proposal or contract, all in accordance with the existing Levels of Authority and other relevant policies and procedures. I further certify that JASON BOND holds the title of General Manager and in such capacity has full authority to act in the name and on behalf of the Company as set forth in the foregoing resolution. WITNESS MY HAND, this 181 day of July, 2023. Lauren McKeon, Secretary AGREEMENT FOR THE PROVISION OF INTEGRATED SOLID WASTE HANDLING SERVICES Executed Between the City of Rosemead and Consolidated Disposal Services, L.L.C. d/b/a Republic Services This 04 day of July 2023 Integrated Solid Waste Handling Services Agreement Table of Contents Article1. Definitions...................................................................................................................5 Article2. Term of Agreement..................................................................................................18 Article 3. Conditions Governing Services Provided by Contractor..........................................19 Article 4. Franchise Fees and Payments.................................................................................20 Article 5. General Requirements.............................................................................................22 Article 6. Collection Service Rates..........................................................................................28 Article 7. Collection Service Billing..........................................................................................33 Article 8. Diversion Requirements...........................................................................................36 Article 9. Service Unit Types...................................................................................................38 Article 10. Residential Service.................................................................................................39 Article11. MFD Service...........................................................................................................45 Article 12. Commercial Service...............................................................................................52 Article 13. Mixed Use Dwelling Service (MXD).......................................................................59 Article14. City Services..........................................................................................................59 Article 15. Additional Services.................................................................................................60 Article16. Collection Routes...................................................................................................62 Article 17. Minimum Performance Standards..........................................................................62 Article 18. Collection Equipment.............................................................................................64 Article 19. Contractor's Office..................................................................................................68 Article 20. Contractor Support Services..................................................................................69 Article 21. Emergency Service................................................................................................73 Article 22. Record Keeping and Reporting Requirements.......................................................74 Article 23. Nondiscrimination...................................................................................................79 Article 24. Service Inquiries and Complaints...........................................................................79 Article 25. Quality of Performance of Contractor.....................................................................80 Article 26. Performance Bond.................................................................................................81 Article27. Insurance................................................................................................................82 Article 28. Hold Harmless and Indemnification........................................................................86 Article 29. Default of Agreement.............................................................................................89 Article 30. Modifications to the Agreement..............................................................................92 Article 31. Legal Representation.............................................................................................93 Article 32. Conflict of Interest..................................................................................................93 Article 33. Contractor's Personnel...........................................................................................93 Article34. Exempt Waste........................................................................................................95 Article 35. Independent Contractor..........................................................................................95 Article 36. Laws to Govern......................................................................................................95 Article 37. Consent to Jurisdiction...........................................................................................96 Article38. Assignment.............................................................................................................96 Page 2 of 185 Article 39. Compliance with Laws............................................................................................96 Article 40. Permits and Licenses.............................................................................................97 Article 41. Ownership of Written Materials..............................................................................97 Article42. Waiver....................................................................................................................97 Article 43. Prohibition Against Gifts.........................................................................................97 Article 44. Point of Contact......................................................................................................97 Article45. Notices...................................................................................................................97 Article 46. Transition to Next Contractor.................................................................................98 Article 47. Contractor's Records..............................................................................................98 Article 48. Entire Agreement.................................................................................................100 Article49. Severability...........................................................................................................100 Article 50. Right to Require Performance ..............................................................................100 Article 51. All Prior Agreements Superseded........................................................................100 Article52. Headings..............................................................................................................100 Article53. Exhibits.................................................................................................................100 Article 54. Attorney's Fees....................................................................................................100 Article 55. Effective Date.......................................................................................................101 Exhibits Exhibit 1 City Approved Service Rates................................................................................103 Exhibit 2 City Sponsored Events..........................................................................................104 Exhibit 3 List of City Properties and Current Service Levels................................................105 Exhibit 4 Collection Container Specifications.......................................................................108 Exhibit 5 Transition Plan......................................................................................................111 Exhibit 6 Administrative Charges and Penalties..................................................................124 Exhibit 7 Customer Service Plan..........................................................................................126 Exhibit 8 Collection Service Operations Plan.......................................................................134 Exhibit 9 City -Approved Processing and Disposal Facilities ................................................159 Exhibit 10 Sustainability and Compliance Plan....................................................................161 Exhibit 11 Outreach and Education Plan.............................................................................176 Exhibit 12 Acceptable Recyclable Materials........................................................................185 Page 3 of 185 This Integrated Solid Waste Handling Service Agreement ("Agreement") is hereby entered into by and between the City of Rosemead, a general law city existing under the laws of the State of California ("City") and Consolidated Disposal Services, L.L.C. d/b/a Republic Services ("Contractor') as of August 1, 2023 under the terms and conditions set forth herein. RECITALS A. The Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1989 (the "Act") and subsequent additions and amendments (codified at California Public Resources Code Section 40000 at seq.), has declared that it is in the public interest to authorize and require local agencies to make adequate provisions for garbage collection within their jurisdiction. B. The State of California has found and declared that the amount of garbage generated in California, coupled with diminishing landfill space and potential adverse environmental impacts from landfilling and the need to conserve natural resources, have created an urgent need for State and local agencies to enact and implement an aggressive integrated waste management program. The State has, through enactment of the Act, directed the responsible State agency, and all local agencies, to promote disposal site diversion and to maximize the use of feasible garbage reduction, re -use, recycling, and composting options to reduce the amount of garbage that must be disposed of in disposal sites. C. Pursuant to its Municipal Code and California Public Resources Code Section 40059(a) as may be amended from time to time, City has determined that the public health, safety, and well-being require that an exclusive right be awarded to a qualified contractor to provide for the collection of garbage, recyclable materials, and organic waste materials, except for collection of materials excluded in City's Municipal Code, and other services related to meeting the Act's 50 percent diversion goal and other requirements of the Act. D. City further declares its intent to regulate and set the maximum rates Contractor may charge Service Recipients for the collection, transportation, processing, recycling, composting, and/or disposal of garbage, recyclable materials, and organic waste materials. E. The City Council has determined that Contractor, by demonstrated experience, reputation, and capacity, is qualified to provide for the collection of garbage, recyclable materials, and organic waste materials within the corporate limits of City, the transportation of such material to appropriate places for processing, recycling, composting and/or disposal; and City Council desires that Contractor be engaged to perform such services on the basis set forth in this Agreement; and, Contractor has represented that it has the ability and capacity to provide for the collection of garbage, recyclable materials, and organic waste materials within the corporate limits of City; the transportation of such material to appropriate places for processing, recycling, composting and/or disposal; and the processing of materials. F. By Resolution No. 2023-27, the City Council of City duly approved this Agreement, together with the Franchise Fee, Contractor payments to City, and other City -imposed fees provided for in the Agreement (collectively "City Imposed Fees"), and found and determined that such City Imposed Fees were both necessary and reasonably reflect, or are less than, the actual costs City that will incur in the administration of the contracted services, compliance with mandatory state laws and regulations related to the contracted services, and to mitigate the of impacts provision of the contracted services will have on City streets, Support for these findings is provided in both Resolution No. 2023-27 and the accompanying staff report dated May 91', 2023. Page 4 of 185 Now, therefore, in consideration of the mutual covenants, agreements and consideration contained in this Agreement, City and Contractor agree as follows: Article 1. Definitions For the purpose of this Agreement, the definitions contained in this Article apply unless otherwise specifically stated. When not inconsistent with the context, words used in the present tense include the future, words in the plural include the singular, and words in the singular include the plural. Use of the masculine gender includes the feminine gender. The meaning of terms or words not defined in this Article will be as defined in the Integrated Waste Management Act, or if not defined therein, then as commonly understood in the Integrated Solid Waste Handling Services industry when the common understanding is uncertain. 1.01 AB 341. "AB 341" means State of California Assembly Bill No. 341 approved October 5, 2011. AB 341 requires businesses, defined to include commercial or public entities that generate more than 4 cubic yards of commercial solid waste per week or multifamily residential dwellings of 5 units or more, to arrange for recycling services and requires jurisdictions to implement a commercial solid waste recycling program. 1.02 AB 827. "AB 827" means State of California Assembly Bill No. 827 approved October 02, 2019. AB 827 requires businesses that are mandated to recycle under AB 341 ("MCR") and/or mandated to recycle organics under AB 1826 ("MOR") or SB 1383 and that provide customers access to the business, to provide customers with a recycling bin and/or organics collection bin for those waste streams that is visible, easily accessible, and adjacent to each bin or container for trash. 1.03 AB 939. "AB 939" or "The Act" means "The California Integrated Waste Management Act of 1989" codified in part in Public Resources Code §§ 40000 at seq, and such regulations adopted by. California Department of Resources Recycling and Recovery (CalRecycle) for implementation of the Act, or its successor agency, including but not limited to, the Jobs and Recycling Act of 2011 (AB 341), SB 1016 (Chapter 343, Statues of 2008 [Wiggins, SB 1016]), the Mandatory Commercial Organics Recycling Resources Code § 40000 and following as it may be amended and as implemented by the regulations of CalRecycle. 1.04 AB 1594. "AB 1594" means State of California Assembly Bill No. 1594 approved September 28, 2014. AB 1594 provides that as of January 1, 2020, the use of green material as Alternative Daily Cover does not constitute diversion through recycling and would be considered disposal. 1.05 AB 1669. "AB 1669" means State of California Assembly Bill No. 1669 approved September 30, 2016 which amends California Labor Code Sections 1070 through 1076 with respect to the hiring of displaced employees under service contracts for the collection and transportation of solid waste. 1.06 AB 1826. "AB 1826" means State of California Assembly Bill No. 1826 approved September 28, 2014. AB 1826 requires each jurisdiction, on and after January 1, 2016, to implement an Page 5 of 185 organic waste recycling program to divert from the landfill organic waste from businesses. Each business meeting specific organic waste or solid waste generation thresholds phased in from April 1, 2016 to January 1, 2020, is required to arrange for organic waste recycling services. 1.07 AB 3036. "AB 3036" means State of California Assembly Bill No. 3036 approved September 27, 2018. AB 3036 prohibits a County, City, District, or local government agency from subjecting the hauling of certain byproducts from the processing of food or beverages to an exclusive franchise, contract, license, or permit. 1.08 Agreement. "Agreement" means the written Integrated Solid Waste Handling Services agreement between the City and the Contractor covering the work to be performed and all contract documents attached to the agreement and made a part thereof. 1.09 Agreement Administrator. "Agreement Administrator" means the City Manager, or his or her designee, designated to administer and monitor the provisions of the Agreement. 1.10 Agreement Year. "Agreement Year" means each twelve (12) month period from August 1st to July 30th during the term of this Agreement. 1.11 Alternative Fuel Vehicle. "Alternate Fuel Vehicle" means a vehicle whose engine uses a fuel other than gasoline or diesel fuel, such as compressed natural gas (CNG) or other fuel with comparably low emissions of air pollutants regulated under the California Clean Air Act, Health and Safety Code Section 39000 at seq. or the South Coast Air Quality Management District's rules and regulations including Rule 1193. 1.12 Applicable Law. "Applicable Law" shall mean all federal, state, county, and local laws, regulations, rules, orders, judgments, decrees, permits, approvals, or other requirements of any governmental agency having jurisdiction over an aspect of this Agreement that are in force on the Effective Date, and as may be enacted, issued or amended thereafter, including without limitation, to the City's Municipal Code, the California Integrated Waste Management Act of 1989 (Public Resources Code section 40000 at seq.), as amended as of the Effective Date, inclusive (without exclusion to other amendments not referenced here) of AB 939, AB 341, AB 1826, AB 1594, SB 1383, and inclusive of all regulations implementing same adopted as of the Effective Date. 1.13 Best Management Practice. "Best Management Practice" means the schedule of activities, prohibition of practices, maintenance procedures, and other management practices to prevent or reduce, to the maximum extent that is technologically and economically feasible, the discharge of pollutants in the storm drain system. 1.14 Bin. "Bin" means a metal or plastic waste container designed or intended to be mechanically serviced by a commercial front-end loader vehicle. It shall be designed to hold from one (1) to six (6) cubic yards of material with the lid properly closed. The specifications for Contractor -provided Bins are set forth in Exhibit 4. 1.15 Biohazardous or Biomedical Waste. "Biohazardous" or "Biomedical Waste" means any waste which may cause disease or reasonably be suspected of harboring pathogenic organisms; included Page 6 of 185 are waste resulting from the operation of medical clinics, hospitals, and other facilities processing wastes which may consist of, but are not limited to, human and animal parts, contaminated bandages, pathological specimens, hypodermic needles, sharps, contaminated clothing and surgical gloves. 1.16 Box. "Box" means a large open -top rectangular metal containers used to store and transport MSW, Recyclable Materials, Green Waste, Construction and Demolition Debris, or other materials, collected using a special vehicle equipped with hooks and a winch to pull the box onto the flat bed of the truck for transport. 1.17 Brown Goods. "Brown Goods" means electronic equipment such as stereos, televisions, computers, VCR's and other similar items collected from SFD Service Units. 1.18 Bulky Waste. "Bulky Waste" means furniture, household appliances, automobile tires, shipping crates and containers carpets, mattresses, oversized yard waste such as tree trunks and large branches if no larger than two feet in diameter and four feet in length, and similar large bulky or heavy items not normally discarded on a regular basis at a residential, commercial, or business establishment. "Bulky Items" do not include Construction and Demolition Debris or Electronic Waste, which are regarded as Universal Waste, the disposal of which is governed by the Department of Toxic Substances Control. 1.19 Business Day. "Business Day" means any Monday through Friday, excluding any holidays as defined in Section 5.03. 1.20 Calendar Year. "Calendar Year" means each twelve (12) month period from January 1 to December 31. 1.21 Cart. "Cart" means a heavy plastic receptacle with a rated capacity of at least twenty (20) and not more than one hundred (100) gallons, having a hinged tight -fitting lid and wheels, that is provided by the Exclusive Franchise Solid Waste Contractor, approved by the City, and used by Service Recipients for collection, accumulation, and removal of solid waste from commercial, industrial, or residential premises in connection with Exclusive Franchise Integrated Solid Waste Handling Services. The specifications for Contractor -provided Carts are set forth in Exhibit 4. 1.22 CERCLA. The Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. Sections 9601 and following, as may be amended and regulations promulgated thereunder. 1.23 Change in Law. "Change in Law" means the occurrence of any of the following events after the Effective Date, when such event has a material and adverse effect on the Parties' responsive obligations or the performance of their respective obligations under this Agreement (except for any payment obligations): (i) the enactment, adoption, promulgation, amendment, repeal, judicial interpretation, or formal administrative interpretation of any Applicable Law; (ii) the issuance of any order or judgment of any federal, state, or local court or agency in a proceeding to which a Party is a party, but not to the extent such order or judgment finds the Party asserting there to have been a Change in Law to have been negligent or otherwise at fault; or (iii) the denial, suspension, or termination of any govemment permit or other entitlement, but not to the extent Page 7 of 185 such denial, suspension, or termination is the result of any act or omission of the Party asserting there to have been a Change in Law. 1.24 City. "City" means the City of Rosemead, California, including any unincorporated areas of the County that may be annexed by the City during the Initial Term and all extensions. 1.25 City Collection Service. "City Collection Service" means City Garbage Collection Service, City Organic Waste Collection Service, City Recycling Service, City Clean-up Services, City -Sponsored Events Services, and Bulky Item Collection Services. A. City Clean-up Services. "City Clean-up Services" means on-call City requested Collection from Agreement Administrator to support City services and operations. B. City Garbage Collection Service. "City Garbage Collection Service" means the Collection of Garbage, by Contractor, from City Service Units in the Service Area and the delivery of that Garbage to a Disposal Facility. C. City Bulky Waste Collection Service. "City Bulky Waste Collection Service" means the periodic on-call Collection of Bulky Waste, by Contractor, from City Service Units in the Service Area and the delivery of those Bulky Waste to a Disposal Facility, Materials Recovery Facility or such other facility as may be appropriate under the terms of this Agreement. D. City Organic Waste Collection Service. "City Organic Waste Collection Service" means the Collection of Organic Waste, by Contractor, from City Service Units in the Service Area, the delivery of those Organic Waste materials to an Organic Waste Processing Facility and the processing and marketing of those Organic Waste materials, and the disposal of all City Organic Waste Processing Residue. E. City Recycling Service. "City Recycling Service" means the Collection of Recyclables Materials by the Contractor from City Service Units in the Service Area, the delivery of those Recyclable Materials to a Materials Recovery Facility and the processing and marketing of those Recyclable Materials, and the disposal of all City Recyclables Materials Processing Residue. F. City Soonsored Event Services. "City Sponsored Event Services" means on-call Collection Services at City -Sponsored Events. 1.26 City Facility. City Facility(ies) means any building or other site that the City owns, leases, or occupies that are listed in Exhibit 3. 1.27 City Manager. "City Manager" means the City Manager of the City of Rosemead, or his or her designated representative, or any employee of the City who succeeds to the duties and responsibilities of the City Manager. 1.28 Collect and Collection and Collected. "Collect' "Collection" and "Collected" means the removal of Solid Waste from a Service Unit and transportation to a Disposal Facility, Organic Waste Processing Facility, Materials Recycling (or Recovery) Facility, or Transfer Station as appropriate. Page 8 of 185 1.29 Collection Container. "Collection Container" means a Bin, Cart, Debris -Box or Roll -Off Container that is approved by the Agreement Administrator for use by Service Recipients for Collection Services under this Agreement. 1.30 Collection Services. "Collection Services" means Contractor's obligations under this Agreement to Collect Solid Waste within the Service Area. Collection Service includes Residential Collection Service, Commercial Collection Service, and City Collection Service. 1.31 Collection Vehicle. "Collection Vehicle" means a licensed vehicle that has all required licenses to provide Collection Service and that has been approved by the Agreement Administrator for use under this Agreement. 1.32 Commencement Date. "Commencement Date" has the meaning specified in Section 2.01 of this Agreement. 1.33 Commercial Collection Service. "Commercial Collection Service" means Collection Service provided to Commercial Service Units. Commercial Collection Service includes Commercial Garbage Collection Service, Commercial Organic Waste Collection Service, and Commercial Recycling Collection Service. Commercial Collection Service specifically includes the following: A. Commercial Garbage Collection Service. "Commercial Garbage Collection Service" means the Collection of Garbage by Contractor, from Commercial Service Units in the Service Area and the delivery of that Garbage to a Disposal Facility. B. Commercial Organic Waste Collection Service. "Commercial Organic Waste Collection Service" means the Collection of Organic Waste, by Contractor, from Commercial Service Units in the Service Area, the delivery of those Organic Waste materials to an Organic Waste Processing Facility and the processing and marketing of those Organic Waste materials, and the disposal of all Commercial Organic Waste Processing Residue. C. Commercial Recycling Collection Service. "Commercial Recycling Collection Service" means the Collection of Recyclable Materials, by Contractor, from Commercial Service Units in the Service Area, the delivery of those Recyclable Materials to a Materials Recovery Facility and the processing and marketing of those Recyclable Materials, and the disposal of all Commercial Recyclable Materials Processing Residue. 1.34 Comgactor. "Compactor" means any Collection Container which has a compaction mechanism, whether stationary or mobile. 1.35 Compost. "Compost" means the act or product of the controlled biological decomposition of Organic Wastes that are Source Separated or are separated at a centralized facility. Compost may also include the product of anaerobic digestion or other conversion technologies. 1.36 Construction and Demolition Debris. "Construction and Demolition Debris" means discarded materials removed from premises, resulting from construction, renovation, remodeling, repair, deconstruction, or demolition operations on any pavement, house, commercial building, or other structure or Page 9 of 185 from landscaping. Such materials include but are not limited to "inert wastes" as defined in Public Resources Code Section 41821.3(a)(1) (rock, concrete, brick, sand, soil, ceramics and cured asphalt), gravel, plaster, gypsum wallboard, aluminum, glass, plastic pipe, roofing material, carpeting, wood, masonry, trees, remnants of new materials, including paper, plastic, carpet scraps, wood scraps, scrap metal, building materials, packaging and rubble resulting from construction, remodeling, renovation, repair and demolition operations on pavements, houses, commercial buildings, and other structures. 1.37 Consumer Price Index (CPD, "Consumer Price Index" means the index sets published by the Unites States Department of Labor, Bureau of Labor Statistics. Consumer Price Index series CUSROOOOSEHG, water and sewer and trash collection services in U.S. city average, all urban consumers, seasonally adjusted. 1.38 Container. "Container" means a Collection Container. 1.39 Contaminant. "Contaminant" means any material or substance placed into or found in a Collection Container other than the type of Source Separated material for which that Collection Container is intended or reserved. For example, anything that is not Recyclable Materials is a Contaminant if placed into or found in a Recyclable Materials Collection Container. Similarly, anything that is not Organic Waste is a Contaminant if placed into or found in an Organic Waste Collection Container. 1.40 Contractor. "Contractor" means Consolidated Disposal Services, L.L.C. d/b/a Republic Services, which has entered into this Agreement. 1.41 County. "County" means Los Angeles County, California. 1.42 Customer. "Customer" means the owner, occupant or user of premises at which MSW or recyclable materials are generated and then collected by Contractor. Customers include Residential Customers, Multifamily Customers, and Commercial Customers. City is also a receiver of Collection Services but not a Customer. 1.43 Dispose or Disposal. "Disposal" or "Dispose" means the final disposition of Solid Waste at a permitted Landfill or other permitted Solid Waste disposal facility, as defined in California Public Resources Code 40192(b). 1.44 Disposal Facility. "Disposal Facility" means the place or places listed in Exhibit 9 as City -approved locations for the Disposal of Garbage or other materials as appropriate and acceptable. 1.45 Diversion or Divert. "Diversion" or "Divert" means the programs and activities that reduce or eliminate the Disposal of Solid Waste in landfills, which can include source reduction, reuse, salvage, Recycling, and Composting. 1.46 Diversion Compliance. "Diversion Compliance" means Compliance with Diversion requirements under the Act and applicable CalRecycle regulations. Should there be a Change in Law for Diversion Compliance, Contractor may request a rate adjustment pursuant to Section 30.01.1. Page 10 of 185 1.47 Dwelling Unit. "Dwelling Unit" means a building or part of a building designed for residential use by a single independent housekeeping unit and having separate exterior access, toilet, and facilities for cooking and sleeping. 1.48 Edible Food. "Edible Food" has the same meaning as found in Section 8.32.020 of the Municipal Code. Edible Food means food intended for human consumption. For purposes of this Agreement, Edible Food is not Solid Waste if it is recovered and not discarded. Nothing in this Agreement requires or authorizes the recovery of food that does not meet the food safety requirements of the California Retail Food Code. 1.49 Edible Food Recovery. "Edible Food Recovery" means the actions to collect and distribute Edible Food and distributing it to local food recovery organizations from places where it would otherwise go to waste such as, but not limited to, restaurants, grocery stores, produce markets, school cafeterias, or dining facilities. 1.50 Effective Date. "Effective Date of Agreement" shall mean the date on which the Agreement is signed by the duly authorized representatives and the parties and delivered by the last of the parties to sign and deliver. 1.51 Electronic Waste (E -Waste). "E -Waste" means electronic equipment such as stereos, televisions, computers, and other similar items collected from SFD Service Units. 1.52 Exempt Waste. "Exempt Waste" means "Excluded Waste" as defined in Section 8.32.020 of the Municipal Code and Biohazardous or Biomedical Waste, Hazardous Waste, Sludge, automobiles, automobile parts, boats, boat parts, boat trailers, internal combustion engines, lead -acid batteries, dead animals, and those wastes under the control of the Nuclear Regulatory Commission. 1.53 Food Waste "Food Waste" means (1) food scraps including all edible or inedible food such as, but not limited to, fruits, vegetables, meat, poultry, seafood, shellfish, bones, rice, beans, pasta, bread, cheese, coffee grounds, and eggshells. Food Scraps excludes fats, oils, and grease when such materials are Source Separated from other Food Scraps; and (2) food -soiled paper, which is compostable paper material that has come in contact with food or liquid, such as, but not limited to, compostable paper plates, paper coffee cups, napkins, and pizza boxes. 1.54 Reserved. 1.55 Franchise Fee. "Franchise Fee" means the fee stated in Section 4.03.1 of this Agreement that Contractor has voluntarily agreed to pay in consideration of the exclusive rights granted by the City under this Agreement. 1.56 Garbage. "Garbage" means all putrescible and non-putrescible solid, semi-solid and associated liquid waste generated or accumulated through the normal activities of a premises. Garbage does not include Recyclable Materials, Organic Waste, or Bulky Waste, that is source -separated and set out for purposes of collection and recycling. Page 11 of 185 1.57 Green Waste. "Green Waste" means grass clippings, leaves, landscape and prunings waste, wood materials from trees and shrubs, and other forms of organic materials generated from landscapes or gardens. 1.58 Gross Revenue. "Gross Revenue" means all monetary amounts actually collected or received by Contractor for the provision of Integrated Solid Waste Handling Services pursuant to this Agreement, including but not necessarily limited to: all receipts from Service Recipients, inclusive of late charges, contamination charges, Franchise Fees or any other cost of doing business. "Gross Revenue", for purposes of this Agreement, does not include any fee or charge levied by the City directly on Service Recipients to mitigate costs incurred by City which is billed, collected and remitted to City by Contractor, or revenues generated from the sale of Recyclable Material, Compost or energy, grants, cash awards, State of California Department of Conservation payments, or rebates resulting from the performance of this Agreement. 1.59 Hazardous Waste. "Hazardous Waste" has the same meaning as set forth in Section 8.32.020 of the Municipal Code. Hazardous Waste shall have the meaning set forth in California Code of Regulations, Title 14 §17225.32 and Health and Safety Code §25117, or successor laws and regulations as may be amended from time to time. 1.60 Holiday. "Holiday" means New Year's Day, President's Day, Memorial Day, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, Christmas Day, and any other day recognized by resolution of the City Council as a day on which waste Collection Service will not be provided until the following day, excluding Sunday. 1.61 Home Compost Bin. "Home Compost Bin" means a portable durable container purchased by the Contractor, and distributed to SFD or MFD/MXD Service Recipients as requested, and stored and distributed by the Contractor to SFD or MFD/MXD Service Recipients for use by those Service Recipients to compost Organic Waste at their premises. 1.62 Household Hazardous Waste. "Household Hazardous Waste" means that waste resulting from products purchased by the general public for household use which, because of its quantity, concentration or physical, chemical or infectious characteristics, may pose a substantial known or potential hazard to human health or the environment when improperly treated, disposed or otherwise managed, or, in combination with other Solid Waste, may be infectious, explosive, poisonous, caustic, toxic, or exhibit any of the characteristics of ignitability, corrosivity, reactivity, or toxicity as per California Code of Regulations Title 22, Division 4.5, Chapter 11, Section 66261.3. 1.63 Integrated Solid Waste Handling Services. "Integrated Solid Waste Handling Services" means the collection of Garbage, Recyclable Materials, and Organic Waste within the corporate limits of City; the transportation of such material to appropriate places for processing, recycling, composting and/or disposal; and the processing of materials. Page 12 of 185 1.64 Kitchen Food Waste Pail. "Kitchen Food Waste Pail" means a plastic receptacle with a rated capacity not exceeding two and one-half (2.5) gallons, having a hinged lid, suitable for use in a SFD Service Unit for temporary storage of SFD Organic Waste that is approved for such purpose by City. 1.65 Manure. "Manure" means stable bedding and other waste matter normally accumulated and associated with stables or in livestock. 1.66 Materials Recovery Facility. "Materials Recovery Facility (MRF)" means a facility listed in Exhibit 9 to which commingled Solid Waste, Organic Waste and Recyclable Materials are brought for separation into marketable Recyclable Materials. 1.67 Maximum Service Rate. "Maximum Service Rates" means the maximum amount that Contractor may charge Service Recipients for Integrated Solid Waste Handling Services, as listed in Exhibit 1, and as may be adjusted in accordance with the provisions of this Agreement. 1.68 Mixed Waste Processino Facility. "Mixed Waste Processing Facility" means a State - permitted commercial Solid Waste facility listed in Exhibit 9 which accepts and processes Unicycling for diversion from landfill disposal. The City reserves its Flow Control Rights over the Mixed Waste Processing Facility. 1.69 Multi -Family Dwelling (MFD) Collection Service. "Multi -Family Dwelling (MFD) Collection Service" means MFD Solid Waste Collection Service serves a Multi -Family Dwelling, and specifically includes the following, MFD Garbage Collection Service, MFD Bulky Item Collection Service, MFD Organic Waste Collection Service, and MFD Recycling Service: A. MFD Garbage Collection Service. "MFD Garbage Collection Service" means the Collection of Garbage, by Contractor, from MFD Service Units in the Service Area and the delivery of that Garbage to a Disposal Facility. B. MFD Bulky Waste Collection Service. "MFD Bulky Waste Collection Service" means the periodic on-call Collection of Bulky Waste, by Contractor, from MFD Service Units in the Service Area and the delivery of those Bulky Waste to a Disposal Facility, Materials Recovery Facility or such other facility as may be appropriate under the terms of this Agreement. MFD Bulky Waste Collection Service may include the Collection of Bulky Waste using Roll -Off Containers. C. MFD Organic Waste Collection Service. "MFD Organic Waste Collection Service" means the Collection of Organic Waste, by Contractor, from MFD Service Units in the Service Area, the delivery of those Organic Waste materials to an Organic Waste Processing Facility and the processing and marketing of those Organic Waste materials, and the disposal of all MFD Organic Waste Processing Residue. D. MFD Recycling Service. "MFD Recycling Service" means the Collection of Recyclables Materials by the Contractor from MFD Service Units in the Service Area, the delivery of those Recyclable Materials to a Materials Recovery Facility and the processing and marketing of those Recyclable Materials, and the disposal of all MFD Recyclables Materials Processing Residue. Page 13 of 185 1.70 Municipal Code. "Municipal Code" means the City of Rosemead Municipal Code. 1.71 Non -Collection Notice. "Non -Collection Notice" means a written notice approved by the Agreement Administrator that notifies a Service Recipient of the reason Contractor did not Collect Solid Waste set out for Collection. 1.72 Organic Waste. "Organic Waste" has the same meaning as set forth in Section 8.32.020 of the Municipal Code and means Food Waste, Green Waste, Wood Waste, and food -soiled paper waste that is mixed in with Food Waste. 1.73 Organic Waste Collection Service. "Organic Waste Collection Service" means the Collection of Organic Waste from Service Units and processing at an Organic Waste Processing Facility, and the disposal of all Organic Waste Processing Residue. 1.74 Organic Waste Processing Facility. "Organic Waste Processing Facility" means any facility designed, operated, and legally permitted for the purpose of receiving and processing Food Waste, Green Waste, and Organic Waste listed in Exhibit 9. The City shall designate the Organic Waste Processing Facility for the Contractor to deliver Collected Organic Waste material under this Agreement. 1.75 Overage. "Overage" means Solid Waste set out for Collection either on top of or outside of a Container or in any manner that prevents the Container lid from completely closing or potentially cause Solid Waste to spill during Collection by Contractor's vehicles. 1.76 Premises. "Premises" means any land or building in the City where waste is generated or accumulated. 1.77 Prohibited Container Contaminants. 'Prohibited Container Contaminants" means any of the following but does not include Organic Waste specifically allowed for Collection in a Container that is required to be transported to a high diversion organic waste processing facility if the waste is specifically identified as acceptable for Collection in that Container in a manner that complies with the requirements of 14 CCR Section 18984.1, 18984.2, or 18984.3. (A) Non -Organic Waste placed in a Collection Container designated for Organic Waste provided pursuant to 14 CCR Section 18984.1 or 18984.2; (B) Organic Wastes that are, carpet, hazardous wood waste, or non-compostable paper placed in the Collection Container that is part of an Organic Waste Collection Service provided pursuant to 14 CCR Section 18984.1 or 18984.2; (C) Organic Wastes, placed in a Collection Container designated for Garbage, that pursuant to 14 CCR Section 18984.1 or 18984.2 were intended to be Collected separately in a Collection Container designated for Organic Waste or Recyclable Materials; (D) Organic Wastes placed in the Collection Container designated for Recyclable Materials shall be considered Prohibited Container Contaminants when those wastes were specifically identified in this Agreement, or through local ordinance for Collection in the Container designated for Organic Waste, or mutually agreed to and promulgated by the City and Contractor. Paper products, printing and writing paper, wood and dry lumber may be considered acceptable and not considered Prohibited Container Contaminants if they are placed in Collection Container designated for Recyclable Materials; and (E) Exempt Waste placed in any Collection Container. Page 14 of 185 1.78 Quarter. "Quarter" means a three-month period during a calendar year. The first Quarter is January through March. The second Quarter is April through June. The third Quarter is July through September. The fourth Quarter is October through December. 1.79 Rate Year. "Rate Year" means the period July V to June 30th, for each year during the Term of this Agreement, except the first year which begins on August 1, 2023. 1.80 Recyclable Materials. "Recyclable Materials" means those materials that are separated from Solid Waste prior to disposal to be recycled consistent with the requirements of the Act. Recyclable Materials that can be placed in the Recycling Container are listed in Exhibit 12, and any other items as determined by the Agreement Administrator. 1.81 Recycling. "Recycling" means the process of collecting, sorting, cleansing, treating and/or marketing Recyclable Materials that would otherwise become Garbage, and returning them to the economic mainstream in the form of raw material for new, reused, or reconstituted products which meet the quality standards necessary to be used in the marketplace. The collection, transportation or disposal of Solid Waste not intended for, or capable of, reuse is not Recycling. "Recycling" does not include transformation as defined in Public Resource Code Section 40201. 1.82 Residential Collection Service. "Residential Collection Service" means ongoing regularly scheduled collection of Solid Waste by an Exclusive Franchise from Residential Service Units and MFD Service Units and the delivery of that Solid Waste to a Disposal Facility, Recycling Facility, and/or Organics Processing Facility. 1.83 Residential Premises. "Residential Premises" means: (i) any building or structure, or portion thereof, that is used for residential housing purposes and has four (4) or fewer distinct living units; and (ii) any multiple unit residential complex which, with the prior written approval of the City Manager, receives Integrated Solid Waste Handling Services using standard residential Containers. 1.84 Residual or Residuals. "Residual" or "Residuals" means Solid Waste that is not Diverted from landfill Disposal after it has been delivered to an Organic Waste Processing Facility or a Recyclables Processing Facility for processing for Diversion from landfill Disposal. Residual does not include Recyclable Materials or Organic Material that is processed for Diversion but lacks an available market. 1.85 Roll -Off Container. "Roll -Off Container" means a metal container with a capacity of ten (10) or more cubic yards that is normally loaded onto a specialized Collection vehicle and transported to an appropriate facility. 1.86 SB 1383. "SB 1383" means State of California Senate Bill 1383 Short-lived Climate Pollutants: Organic Waste Reductions, approved September 19, 2016. 1.87 Self -Haul. "Self -Haul" means collection of Solid Waste by the resident, owner, or occupant of the Premises on which the Solid Waste was generated pursuant to a City -issued permit and in accordance with the requirements of the Municipal Code. Page 15 of 185 1.88 Service Area. "Service Area" means that area within the city limits of the City of Rosemead designated by City as the Service Area. Service. 1.89 Service Recioient. "Service Recipient" means an individual or entity receiving Collection 1.90 Service Unit. "Service Unit" means a single subscriber to Contractor's Integrated Solid Waste Handling Services. SFD Service Units, MFD Service Units, MXD Service Units, City Service Units or Commercial Service Units. Service Unit specifically includes the following: A. City Service Unit. "City Service Unit" means a City Facility(ies) that utilize a Bin, Cart, or Roll -Off Container(s) for the accumulation and set -out of Solid Waste. City Service Units are the properties set forth in Exhibit 3 and may be modified by written notice to Contractor by the City. B. Commercial Service Unit. "Commercial Service Unit" means all retail, professional, wholesale, and industrial facilities, and other commercial enterprises offering goods or services to the public that utilize a Garbage Bin, Cart, Compactor, Roll -Off Container for the accumulation and set -out of Commercial Solid Waste. C. Multi -Family Dwelling and MFD Service Unit. "Multi -Family Dwelling" and "MFD" shall mean any building or structure, including but not limited to Mobile Home Parks, or portion thereof, used for residential purposes having five (5) or greater distinct living units. D. MXD (Mixed-use Develooment) Service Unit. "MXD (Mixed-use Development) Service Unit" means a mix of Commercial Service Units and five (5) or greater Dwelling Units in the Service Area utilizing any combination of Collection Containers for the accumulation of and set out of Solid Waste. E. SFD Service Unit. "SFD Service Unit" means any Single -Family Dwelling Unit in the Service Area utilizing a Cart for the accumulation and set out of Solid Waste originating from SFD Residential Premises. 1.91 SFD Collection Service. "SFD Collection Service" means SFD Garbage Collection Service, SFD Recycling Service, SFD Organic Waste Collection Service, and SFD Bulky Item Collection Service. A. SFD Garbaoe Collection Service. "SFD Garbage Collection Service" means the Collection of Garbage, by Contractor, from SFD Service Units in the Service Area and the delivery of that Garbage to a Disposal Facility. B. SFD Bulky Waste Collection Service. "SFD Bulky Waste Collection Service" means the periodic on-call Collection of Bulky Waste, by Contractor, from SFD Service Units in the Service Area and the delivery of those Bulky Waste to a Disposal Facility, Materials Recovery Facility or other such facility as may be appropriate under the terms of this Agreement. SFD Bulky Waste Collection Service does not include the Collection of Bulky Waste using Roll -Off Containers. C. SFD Organic Waste Collection Service. "SFD Organic Waste Collection Services" means the Collection of Organic Waste, by Contractor, for SFD Service Units in the Service Area, the delivery of those Organic Waste Materials to an Organic Waste Processing Facility and the processing Page 16 of 185 and marketing of those Organic Waste materials, and the disposal of all SFD Organic Waste Processing Residual. D. SFD Recycling Service. "SFD Recycling Service" means the Collection of Recyclable Materials, including dry cell household batteries when set out by the Service Recipient in heavy duty plastic bags and placed on the Recycling Cart, by the Contractor from SFD Service Units in the Service Area, the delivery of those Recyclable Materials to a Materials Recovery Facility and the processing and marketing of those Recyclable Materials. 1.92 Single-family Dwelling or SFD. "Single-family/duplex dwelling" or "SFD" means any residential premises with fewer than five (5) units single attached dwelling units, each designed for use by one bona fide housekeeping group. 1.93 Sludge. "Sludge" means the accumulated solids, residues, and precipitates generated as a result of waste treatment or processing, including wastewater treatment, water supply treatment, or operation of an air pollution control facility, and mixed liquids and solids pumped from septic tanks, grease traps, privies, or similar disposal appurtenances or any other such waste having similar characteristics or effects. 1.94 Solid Waste. "Solid Waste" means all putrescible and non-putrescible solid, semisolid, and liquid wastes, including garbage, trash, refuse, paper, rubbish, ashes, industrial wastes, demolition and construction wastes, abandoned vehicles and parts thereof, discarded home and industrial appliances, dewatered, treated, or chemically fixed sewage sludge which is not hazardous waste, Manure, vegetable or animal solid and semisolid wastes, and other discarded solid and semisolid wastes, as set forth in California Public Resources Code Section 40191(a)(b), as amended from time to time. Solid Waste includes Recyclable Materials but does not include (1) Hazardous Waste; (2) radioactive waste regulated pursuant to the Health and Safety Code Section 114960 at seq.; and (3) medical waste regulated pursuant to the Health and Safety Code Section 117600 at seq. 1.95 Source Seoarated. "Source Separated" means materials that have been kept separate in the Solid Waste stream, at the point of generation, for the purpose of additional sorting or processing in order to return them to the economic mainstream in the form of raw material for new, reused, or reconstituted products, which meet the quality standards necessary to be used in the marketplace, or as otherwise defined in 14 CCR Section 17402.5(b)(4). 1.96 SRRE (Source Reduction and Recycling Element). "SRRE" means a formal planning document that demonstrates how the City will comply with the Acts diversion goals. 1.97 Term. "Term" means the time period or duration which the Agreement is in effect. 1.98 Transfer Station. "Transfer Station" means the place or places listed in Exhibit 9 as City - approved locations conveyance of Solid Waste Collected by Contractor into larger vehicles prior to transportation of the Solid Waste to a Disposal Facility or Processing Facility. Page 17 of 185 1.99 Unicvcling. "Unicycling" means a method of separating trash and recyclable materials in a single Collection Container. Trash materials are collected in bags and deposited into the Collection Container and recyclable materials are deposited into the Collection Container loose and unbagged. 1.100 Universal Waste or U -Waste. "U -Waste" means electronic devices, dry -cell batteries, non - empty aerosol cans, fluorescent lamps, and fluorescent bulbs, mercury thermostats, and other mercury containing equipment. 1.101 Waste. "Waste" means the useless, unused, unwanted, or discarded material and debris resulting from normal residential and commercial activity or materials which, by their presence, may injuriously affect the health, safety, and comfort of persons or depreciate property values in the vicinity thereof. 1.102 Waste Generator. "Waste generator" means any person, as defined by the most current version of the Public Resources Code, whose act or process produces solid waste as defined in that same code, or whose act first causes solid waste to become subject to regulation. 1.103 Waste Reporting System (WRS). "Waste Reporting System" means the electronic data recording and reporting system that Contractor uses to provide data and reports that this Agreement requires Contractor to give to the City. 1.104 White goods. "White goods" means enamel -coated major appliances, such as washing machines, clothes dryers, hot water heaters, stoves, and refrigerators. 1.105 Work Day. "Work Day" means any day, Monday through Saturday, that is not a Holiday as set forth in Section 5.03 of this Agreement. 1.106 Wood Waste. "Wood waste" means Solid Waste consisting of stumps, large branches, tree trunks, and wood pieces or particles that are generated from the manufacturing or production of wood products, harvesting, processing or storage of raw wood materials, or construction and demolition activities. Article 2. Term of Agreement 2.01 Term of Agreement. The term of this Agreement will be for a ten (10) year period beginning August 1, 2023, and terminating on June 30, 2033. Contractor shall commence performance of its Collection Service obligations under this Agreement on August 1, 2023 ("Commencement Date"). Page 18 of 185 Article 3. Conditions Governing Services Provided by Contractor 3.01 Grant of Exclusive Agreement. City hereby grants to Contractor, on the terms and conditions set forth herein including the limitations set forth in sections 3.02 and 3.03, the exclusive franchise, right and privilege to collect, remove and dispose of, in a lawful manner, Solid Waste, Recyclable Materials, and Organic Materials accumulating in the City's Service Area that are required to be accumulated and offered for collection to the Contractor in accordance with the City's Municipal Code, for the Tenn of and within the scope set forth in this Agreement. 3.02 Recyclable Materials Organic Waste. and Bulky Waste Discarded by Service Recipients. This Agreement shall not prohibit any person from selling Recyclable Materials or Organic Waste or giving Recyclable Materials or Organic Waste away to persons or entities other than Contractor. However, in either instance: (1) the Recyclable Materials or Organic Waste must be source separated from and not mixed with other Solid Waste; and (2) the seller/donor may not pay the buyer/donor any consideration for collecting, processing, or transporting such Recyclable Materials or Organic Waste. A discount or reduction in the price for collection, disposal and/or recycling services for any form of un -segregated or segregated Solid Waste is not a sale or donation of Recyclable Materials or Organic Waste and such Solid Waste does not qualify for this exception. However, once the Recyclable Materials or Organic Waste have been placed in the Collection Container and the Container set out for Collection, the Recyclable Materials or Organic waste become the property of Contractor. 3.03 Exclusions to Exclusivity. 3.03.1 Specialized Recyclable Materials. If Contractor is unable or unwilling to Collect and process for diversion specialized materials, including, but not limited to, Organic Waste, metals, Construction and Demolition Debris, laboratory waste, pallets and others, and which a third party is able to re -use or Recycle, Service Recipients shall have the right to engage the third -party recycler to collect and Recycle those Source -Separated Recyclable Materials provided that the diversion is verified by the City. 3.03.2 Recyclable Materials Sold By Commercial Generator. If the Waste Generator at a Commercial Service Unit has source separated Recyclable Material, the Waste Generator is entitled to sell that Recyclable Material or be otherwise compensated in a manner resulting in a net positive payment to the Waste Generator, when such collector is permitted as appropriate under the City Municipal Code. 3.03.3 Byproducts of Food and Beverage Processing. Under AB 3036 (2018), certain byproducts from the processing of food or beverages from agricultural or industrial sources, provided they do not include animal, including fish, processing byproducts, they are Source -Separated, they are not discarded (meaning the generator may not pay the recipient any consideration, or accept a discount or reduction in price for collecting, processing, or transporting such material), and they are used as animal feed, are exempted from this Exclusive Franchise Agreement. Entities requesting exemption must apply to the City and be any of the following: registered pursuant to Section 110460 of the Health and Safety Code, or be exempted from registration pursuant to Section 110480 of the Health and Safety Code, or be a beer manufacturer as defined in Section 23012 of the Business and Professions Code, or a distilled spirits manufacturer, as defined in Section 23015 of the Business and Professions Code. Page 19 of 185 3.03.4 Donated Solid Waste. Recyclable Materials, Organic Waste, or Bulky Waste which is Source Separated at any premises by the waste generator and donated to youth, civic or charitable organizations qualified as such pursuant to Federal law. 3.03.5 Gardening or Landscape Services. Green Waste removed from a premises by a gardening, landscaping, or tree trimming company as an incidental part of a total service offered by that company rather than as a hauling service. 3.03.6 Self -haul. Service Recipients may choose to self -haul Solid Waste to Disposal or Processing Facilities, to the extent authorized by the Municipal Code. 3.04 Responsibility for Service Billing and Collection. Contractor is responsible for the billing and collection of payments for Integrated Solid Waste Handling Services within the Service Area. Article 4. Franchise Fees and Payments 4.01 Contractor's Payments to City. The Parties agree that all fees and any payments owed by Contractor to City under this Agreement are the product of extensive negotiations and constitute valid consideration for the rights and privileges granted to Contractor under this Agreement. 4.02 Reimbursement for the Cost of Procurement/Negotiation Process. Contractor shall reimburse the City a one-time fee for the cost of the Franchise Agreement solicitation, evaluation, negotiation, and award process in an amount of Two Hundred Twenty Thousand dollars and no cents ($220,000.00) due and payable on the thirty (30) day after the Effective Date of the Agreement. 4.03 Quarterly Fees and Payments. The following quarterly fees and payments shall be due and payable on the last day of the month following the end of each Quarter for which the Integrated Solid Waste Handling Services were provided; first such payment being due on October 31, 2023. The City Council may adjust the Quarterly Fees by resolution, in which case Contractor shall be entitled to a rate adjustment as a City -directed change in accordance with Section 30.01. The Quarterly Fees shall be accompanied at the time of payment by a written report, in a format acceptable to the City, setting forth the calculations Contractor used to determine the amount due and the basis for those calculations. Figures used in the report shall be taken from Contractor's general books of account, and Contractor shall retain all supporting documentation in accordance with the records retention requirements in Section 22.01. 4.03.1 Franchise Fee. Contractor shall pay the City a quarterly Franchise Fee equal to ten percent (10%) of the Gross Revenue received by the Contractor from Integrated Solid Waste Handling Services provided in the City pursuant to this Agreement. The amount of the Franchise Fee may be adjusted by mutual agreement of the City and Contractor through a written amendment to this Agreement. If the City and Contractor agree to an adjustment to the amount of the Franchise Fee during the term of this Agreement, Contractor may, in its sole discretion, include an amount equal to the adjustment in compensation via payment of Maximum Service Rates by Service Recipients as set forth in Article 6 and Exhibit 1. Page 20 of 185 4.04 Annual Fees and Payments. On each anniversary of the Commencement Date, each of the annual fees and payments shall increase by the same percentage that the Maximum Service Rate increases for that same Calendar Year. 4.04.1 SB 1383 Fees and Payments. The SB 1383 annual fees and payments of Two Hundred Sixty -Five Thousand Dollars ($265,000) shall be due and payable on August 1 of each calendar year; the first such payments being due on August 1, 2023. City reserves the right to adjust this fee from time to time. 4.04.2 Mitigation Fees and Payments. The City hereby reserves the right to adopt and levy a fee to mitigate any unreimbursed cost of administering the Agreement, or costs incurred by City to ameliorate impacts from Integrated Solid Waste Handling Services on the City, whether from negative impacts to aesthetics, noise, pollution, contamination, or other reasonable and necessary costs incurred by City related to Integrated Solid Waste Handling Services. In the event a mitigation fee is adopted by City in compliance with California Constitution Article XIII D (Proposition 218) or other Applicable Law, then Contractor shall include such fee in its monthly billing beginning in July or such other date as agreed upon by the Parties, and Contractor shall collect such fee and remit the amount to City monthly thereafter. City reserves the right to adjust this fee from time to time. 4.05 Time and Method of Payment. Contractor shall pay all amounts owed under this Article without prior notice or demand and without abatement, deduction, offset or credit in lawful money of the United States, on or before the applicable due date, unless the due date lands on a weekend or Holiday, in which case the due date shall be the next Business Day. If sent by U.S. mail, the remittance must be post -marked on or before the due date. If hand -delivered, Contractor must request and receive a date-stamped receipt from the City by 5:00 p.m. on the due date. 4.06 Late Payments. In the event Contractor fails to pay the City any amounts owed under this Article on or before the applicable due date, then in addition to the amounts already owed, Contractor shall pay a penalty as specified in Exhibit 6, except to the extent that such lateness is due to extenuating circumstances. Contractor must submit any request for approval of a late payment in writing at least five (5) Business Days prior to the date on which fees are due, and the request must be accompanied by a written explanation of the extenuating circumstances and adequate supporting documentation. The City shall not unreasonably withhold its approval and shall notify Contractor within three (3) business days of receiving the request whether and to what extent the request has been approved. 4.06.1 Taxes and Utility Charges. The Contractor shall pay all taxes lawfully levied or assessed upon or in respect of the operating assets or the Integrated Solid Waste Handling Services, or upon any part thereof of upon any revenues necessary for the operation of the operating assets and the provision of the Integrated Solid Waste Handling Services, when the same shall become due. 4.06.2 Franchise Fee Disputes. In the event of any disputes between the Contractor and the City with respect to the fees described in this Article 4, the City shall provide the Contractor with written objection within 180 days of the receipt of the written report described in Section 4.03, encompassing the dispute amount. The City shall state its objections in writing with reference to the applicable portion(s) of the Page 21 of 185 report and its reasons then known for its dispute. The Parties agree to meet and confer regarding any such dispute. 4.07 In the event any City imposed fee is determined by a court to be excessive, invalid or unenforceable (hereinafter "CIF"), then: (i) Contractor shall not charge or collect the future portion of such CIF; (ii) to the extent the Customers are entitled to a reimbursement of any portion of such CIF, and City is required to reimburse Contractor in the amount of such CIF previously remitted to City, thereafter, Contractor shall directly reimburse all Customers entitled to reimbursement in the amount attributable to each Customer account. In no event shall Contractor retain any portion of the fees reimbursed by City; (iii) to the extent the Customers are entitled to a reimbursement of such CIF, and City is required by a court to directly reimburse Customers, Contractor shall assist City in identifying all Customers entitled to a reimbursement, quantifying the reimbursement amount attributable to each Customer account, and obtaining and providing to City any other information needed to satisfy the obligations imposed by a court; and (iv) City and Contractor will, within thirty (30) days following such court decision meet and confer to negotiate in good faith and using reasonable efforts to attempt to agree on modifications to the Agreement. Article 5. General Requirements 5.01 Service Standards. Contractor must perform all Integrated Solid Waste Handling Services under this Agreement in a thorough and professional manner as described in Article 25, while meeting the minimum performance and diversion standards listed in Article 17 according to the Sustainability, and Compliance Plan (Exhibit 10) developed by the Contractor and approved by the City. 5.02 Labor and Eauipment. Contractor must provide and maintain all labor, equipment, tools, facilities, and personnel supervision required for the performance of Contractor's obligations under this Agreement. Contractor must always have sufficient backup equipment and labor to fulfill Contractor's obligations under this Agreement. No compensation for Contractor's services or for Contractor's supply of labor, equipment, tools, facilities or supervision will be provided or paid to Contractor by City or by any Service Recipient except as expressly provided by this Agreement. 5.03 Holiday Service. The City observes New Year's Day, President's Day, Memorial Day, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, and Christmas Day as legal holidays. Contractor is not required to provide Integrated Solid Waste Handling Services or maintain office hours on the designated holidays. In any week in which one of these holidays falls on a Work Day, SFD Collection Services for the holiday and each Work Day thereafter will be delayed one Work Day for the remainder of the week with normally scheduled Friday SFD Collection Services being performed on Saturday. Commercial Collection Services will be adjusted as set forth in Article 12 but must meet the minimum frequency requirements of one (1) time per week. Integrated Solid Waste Handling Services will not take place on Sundays, unless previously authorized by the Agreement Administrator. 5.04 Inspections. The City has the right to inspect Contractor's facilities or Collection Vehicles and their contents used to provide services pursuant to this Agreement at any reasonable time while operating inside or outside the City without advance notice to the Contractor. Page 22 of 185 5.05 Commingling of Materials. 5.05.1 SFD Materials Collected in Rosemead. Contractor may not at any time commingle any SFD materials Collected pursuant to this Agreement with any other material Collected by Contractor inside or outside the City of Rosemead without the express prior written authorization of the Agreement Administrator. ' 5.05.2 Commercial Garbage Materials Collected in Rosemead. Contractor may commingle Commercial garbage materials collected pursuant to this Agreement with other materials collected outside the City of Rosemead, provided that Contractor tracks the tonnage of Commercial material collected inside the City of Rosemead separately using a City -approved allocation methodology. Changes to the allocation methodology may only be made with the express prior written authorization of the Agreement Administrator. 5.05.3 Recyclable Materials. Subject to Sections 10.08.2 and 12.04.4, Contractor may not at any time commingle SFD or Commercial Recyclable Materials Collected pursuant to this Agreement with any other material type Collected by Contractor without the express prior written authorization of the Agreement Administrator. 5.05.4 Organic Waste. Subject to Sections 10.09.4 and 12.05.7, Contractor may not at any time commingle SFD or Commercial Organic Waste Collected pursuant to this Agreement with any other material type Collected by Contractor, without the express prior written authorization of the Agreement Administrator. 5.05.5 Commingled Garbage and Recvclables. Only in special circumstances in which separate Collection Containers pose a challenge due to space or logistical constraints, and with prior written authorization of the Agreement Administrator, Contractor may Collect Commercial Garbage and Recyclable Materials in the same Collection Container, using a Split -bin or Unicycling, for the purposes of processing Recyclable Materials for diversion. 5.06 Recyclable Materials and Organic Waste Contamination. Contractor must offer the Service Recipients the correct combination of Cart and Bin sizes and collection frequency beyond the minimum bundled service requirements as necessary, that matches their unique service needs to reduce contamination of Recyclable Materials and Organic Waste, and provide service at least cost to Service Recipient. To support City's diversion goals and Contractor's Diversion Requirements as set forth in Section 8.02, Contractor is only required to collect and process Recyclable Materials if they have been separated by the Service Recipient from Garbage and Organic Waste and will only be required to collect Organic Waste if it has been Source Separated by the Service Recipient from Garbage and Recyclable Materials. As part of Contractor's Public Education Services under Section 20.02, Contractor has agreed to provide outreach and support to Service Recipients as described in the Contractor's Sustainability and Compliance Plan provided as Exhibit 10 and Outreach and Education Plan provided as Exhibit 11. Additionally, Contractor's route collection personnel will report to Contractor's supervisors if they observe potential contamination problems, and/or insufficient collection capacity. For purposes of determining if Recyclable Materials or Organic Waste are deemed to be contaminated, if, by visual or digital inspection, Recyclable Materials are commingled with ten percent (10%) by weight or volume of Garbage or Organic Waste, or if, by Page 23 of 185 visual inspection, Organic Waste is commingled with three percent (3%) by volume of Garbage or Recyclable Materials, then Recyclable Materials and/or Organic Waste will be deemed to be contaminated and Contractor may take the following steps: 5.07 Violations by Service Recipients. The following provisions will apply to all Commercial, MFD, MXD, and SFD Service Recipients. 5.07.1 First and Second Occurrence. For the first and second occurrence within any rolling 12 -month period of contamination for a particular container (i.e., Recyclable Materials or Organic Waste), Contractor must collect the contaminated container (as Solid Waste) and must affix a Contamination Violation Notice to the contaminated container which contains instructions on the proper procedures for sorting Recyclable Materials or Organic Waste, and must notify the Service Recipient by phone, U.S. mail, e-mail, or in person (which may be a container tag), that for the third and subsequent incidents of excess contamination, the Service Recipient may be charged a contamination fee for the contaminated container, and Contractor may increase the Collection Container size, or require an additional Collection Container. Contractor's representative must also contact the Service Recipient by phone, U.S. mail, e-mail, or in person (which may be a container tag) to ensure that they have the appropriate level of service for proper collection of Recyclable Materials and/or Organic Waste. Contractor must also document the contamination issue in the Waste Reporting System provide digital/visual documentation to the Service Recipient that clearly documents the Service Recipient's on-going contamination problems. 5.07.2 Third Occurrence. For the third or subsequent occurrence within any rolling 12 - month period of contamination for a particular container (i.e., Recyclable Materials or Organic Waste), Contractor must collect the contaminated Container (as Solid Waste) and must charge the Service Recipient a contamination fee as set forth in Exhibit 1. Contractor must continue providing the Recyclable Materials or Organic Waste Collection Services. Contractor must provide (or have provided) digital/photographic documentation to the Service Recipient that clearly documents the Service Recipient's on-going contamination problems and written Notices of contamination as described above. Contractor may increase the Container size or collection frequency and impose a contamination surcharge on the account for a period of six months or until the Service Recipient has demonstrated no contamination for a period of three consecutive months. Contractor must document contamination issue and surcharge in Waste Reporting System and notify City within five (5) Business Days if Contractor increases the Container size or collection frequency for excessive contamination or imposes the contamination surcharge to the account. City will consult with Contractor and consider, and pursue as applicable, appropriate legal remedies against offending Service Recipients to secure discontinuance of the contamination. 5.08 Tracking Occurrences of Contamination. Regarding Section 5.07, each Contamination occurrence is tracked annually per Calendar Year, and resets at the start of each Calendar Year if contamination occurrences are not active and consecutive. Where contamination is occurring, and occurrences are consecutive and unremedied their count shall continue across Calendar Years until remedy occurs. In this case, once the Service Recipient has demonstrated no contamination for a period of three consecutive months the tracking calendar will reset. Page 24 of 185 5.09 Disputes Over Excess Contamination Charges. If Service Recipient disputes a contamination charge (which must be within 30 days of them being assessed), Contractor will temporarily halt any contamination charge and/or increased Maximum Service Rate resulting from increasing the Collection Container size, or collection frequency, and Contractor may request a ruling by the City Manager to resolve the dispute. During the pendency of any request, Contractor may restore Container size or number, or collection frequency to the prior levels. A request by Contractor to the City Manager to rule on any such dispute must be filed within ten (10) Business Days of Contractor's halting of contamination charge, or increased Maximum Rate, and must include written documentation and digital/visual evidence of ongoing overall problems. The City Manager may request a meeting (in person or phone) with both the Service Recipient and Contractor to resolve the dispute. Following such a meeting, the City Manager will rule on the dispute within ten (10) Business Days, and the City Manager's decision on resolving the dispute between and Service Recipient will be final. If the City Manager rules in favor of the Service Recipient, Contractor will credit the disputed contamination charges or increased Maximum Service Rate. If the City Manager rules in favor of Contractor, Contractor may charge Service Recipient the prior halted contamination charge and/or increased Maximum Service Rate resulting from increasing the Collection Container size or collection frequency and may follow the steps in Section 7.07 for collection of delinquent accounts. 5.10 Container Overage and Correction Procedures. If a Customer is found to habitually overflow their Collection Container(s), i.e., lid will not close, and/or material not contained within Container Contractor may take the steps as listed below to correct Customers' on-going overflow of material. All customers will be notified of Collection Overages. Contractor shall notify the City regarding Commercial, MFD, and MXD customers that habitually overflow their Containers so that the City can take appropriate action with such customers to secure discontinuance of the overages. 5.11 Overaae and Correction Procedures. Contractor shall provide the Service Recipients the correct combination of Collection Containers and collection frequency that matches each Service Recipient's unique service needs to enable clean, efficient, and cost-effective collection of Solid Waste, Recyclable Materials, and Organic Waste. City and Contractor agree that overflow of Solid Waste that is not properly in the Service Recipient's Solid Waste Collection Containers negatively impacts public health and safety. Contractor has also agreed to conduct recycling audits and provide outreach and support to Service Recipient accounts receiving the correct service level. However, if Service Recipients are found to habitually overflow their Solid Waste Collection Containers, Contractor may take the steps as listed below to correct Service Recipient's on-going overflow of Solid Waste. 5.12 Prior Arrangements For Collection. If the Service Recipient has made prior arrangements with Contractor for Collection of Solid Waste Overages, Contractor must collect such Overages as arranged, and may charge the Service Recipient the Solid Waste Overage fee (prior arrangement) rate set forth in Exhibit 1. 5.13 No Prior Arrangements. If the Service Recipient has not made prior arrangements with Contractor for Collection of Solid Waste Overage, (i) Contractor may collect such Solid Waste Overage at no additional charge as a courtesy, (ii) Contractor may not Collect the Solid Waste Overage and leave a Non - Collection Notice explaining the reason for non -collection of the Solid Waste Overage, (iii) Contractor may Collect the Solid Waste Overage (up to two lifts) and charge the Service Recipient the Solid Waste Overage Page 25 of 185 fee (no prior arrangement) rate set forth in Exhibit 1 as provided below, or increase the capacity or frequency of Collection of the existing Collection Container(s) to match documented service needs as provided below. In managing Solid Waste Overages, the following apply: 5.13.1 SFD Service Recipients — Each Occurrence. For each occurrence Contractor will not collect the Solid Waste Overage if the Collection Container could not be serviced by normal operating procedures or cause spillage upon servicing and Contractor must provide the following written notice via e- mail, U.S. mail, or in person (which may be by Non -Collection Notice) to the Service Recipient: (i) the date, description and photograph of the Solid Waste Overage and document in the Waste Reporting System. Contractor's Non -Collection Notice for SFD Service Recipients shall also contain instructions on (a) how to schedule a Bulky Item Collection or (b) request an additional Collection Container to eliminate future Overages. 5.13.2 Commercial and MFD/MXD Service Recipients — Each Occurrence. Contractor must provide a written notice on the Container and may provide a copy of the notice via e-mail, U.S. mail, or in person (which may be by Non -Collection Notice) to the Service Recipient with the date, description, and photograph of the Solid Waste Overage. Contractor may collect the Solid Waste Overage and may charge the Service Recipient a Solid Waste Overage fee as set forth in Exhibit 1, and increase the capacity, or collection frequency of the Collection Container to match documented service needs. At least ten (10) Business Days prior to increasing the Collection Container size, or frequency of Collection, Contractor's representative must also contact the Service Recipient by phone, U.S. mail, e-mail or in person (which may be by Non -Collection Notice) to ensure that Service Recipient has the appropriate level of service. Contractor must document overage issue in the Waste Reporting System and notify City within ten (10) Business Days of any changes in Service Recipient's Collection Container size or collection frequency. The increased capacity or collection frequency will remain in effect until Contractor determines that it is no longer needed to prevent overages, which may be longer than the one Calendar Year stated above. Such determination will be in Contractor's sole but reasonable discretion and will be subject to the dispute resolution procedure set forth below. City will consider, and pursue as applicable, appropriate legal remedies against offending Service Recipients to secure discontinuance of the overages. 5.14 Tracking Occurrences of Solid Waste Overage. Regarding Sections 5.11 — 5.13 after twelve (12) months have passed from the last applicable Solid Waste Overage occurrence, the next Solid Waste Overage occurrence will be deemed a first Solid Waste Overage occurrence. 5.15 Disputes Over Container Overflow Charges. If Service Recipient disputes a Solid Waste Overage charge or container size or collection frequency change within 30 days of the disputed action, Contractor must temporarily halt Solid Waste Overage charge and/or increased Maximum Service Rate resulting from increasing the Collection Container size or collection frequency, and Contractor may request a ruling by the City Manager to resolve the dispute. During the pendency of any request, Contractor may restore Container size or number, or collection frequency, to the prior levels. A request by Contractor to the City Manager to rule on any such dispute must be filed within ten (10) Business Days of Contractor's halting of Solid Waste Overage charge, or increased Maximum Rate, and must include written documentation and digital/visual evidence of ongoing overall problems. The City Manager may request a meeting (in person or phone) with both the Service Recipient and Contractor to resolve the dispute. Following such a meeting, the Page 26 of 185 City Manager will rule on the dispute within ten (10) Business Days, and the City Manager's decision on resolving the dispute between and Service Recipient will be final. If the City Manager rules in favor of the Service Recipient, Contractor must credit the disputed charge or increased Maximum Service Rate. If the City Manager rules in favor of Contractor, Contractor may charge Service Recipient the prior halted Solid Waste Overage charge and/or increased Maximum Service Rate resulting from increasing the Solid Waste Collection Container size or collection frequency and may follow the steps in Section 7.07 for collection of delinquent accounts. 5.16 Ownership of Materials. Except as provided otherwise under Applicable Law, title to Residential Waste, Commercial Solid Waste, Recyclable Materials, and Organic Waste will pass to Contractor at such time as said materials are set out for Collection. 5.17 Spillane and Litter. Contractor may not litter premises in the process of providing Integrated Solid Waste Handling Services or while its vehicles are on the road. Contractor must transport all materials Collected under the terms of this Agreement in such a manner as to prevent the spilling or blowing of such materials from Contractor's vehicles. Contractor must exercise all reasonable care and diligence in providing Integrated Solid Waste Handling Services to prevent spilling or dropping of Residential Waste, Commercial Solid Waste, Recyclable Materials, or Organic Materials and must immediately, at the time of occurrence, clean up such spilled or dropped Residential Waste, Commercial Solid Waste, Recyclable Materials, or Organic Materials. 5.17.1 Except as provided in Section 12.03.3, Contractor is not responsible for cleaning up sanitary conditions caused by the carelessness of the Service Recipient; however, Contractor must clean up any material or residue that is spilled or scattered by Contractor or its employees. 5.17.2 Equipment oil, hydraulic fluids, spilled paint, or any other liquid or debris resulting from Contractor's operations or equipment repair must be covered immediately with an absorptive material and removed from the street surface. Contractor must document spillage in the Waste Reporting System and notify City's stormwater compliance coordinator within ninety (90) minutes of any spills resulting from Contractor's operations or equipment. When necessary, Contractor must apply a suitable cleaning agent and cleaning technique to the street surface to provide adequate cleaning as approved by the City's stormwater compliance coordinator to be compliant with the City's stormwater permit. 5.17.3 The above paragraphs notwithstanding, Contractor must clean up any spillage or litter caused by Contractor within ninety (90) minutes upon notice from the City. If City deems necessary, Contractor must engage third -party environmental clean-up specialist to remove any equipment oil, hydraulic fluids, or any other liquid or debris that remains on street after Contractor's own clean-up efforts. If clean-up is not conducted to satisfaction of City, City has right to engage environmental clean-up specialist to perform additional clean-up work at the expense of Contractor. In the event of Contractor's spill or release of a Hazardous Substance, Contractor is responsible for promptly notifying any federal, State, County, or local governmental agency having jurisdiction over same as maybe be required under federal, State, County or local law or regulation. Page 27 of 185 5.17.4 In the event where damage to City streets is caused by a hydraulic fluid spill (i.e., any physical damage more than a simple cosmetic stain caused by the spill), Contractor shall be responsible for all repairs to return the street to the same condition as that prior to the spill. Contractor shall be responsible for all clean-up activities related to the spill. Repairs and clean-up shall be performed in a manner satisfactory to the City and at no cost to the City. 5.17.5 To facilitate immediate cleanup, Contractor's vehicles must always carry enough petroleum absorbent materials along with a broom and shovel. 5.18 Green and Organic Waste Capacity. Contractor shall use commercially reasonable efforts to secure guaranteed capacity for all City Green and Organic Waste for the term of the Agreement using a facility listed in Exhibit 9. 5.19 Regulations and Record Keeping. Contractor must comply with emergency notification procedures required by Applicable Laws and regulatory requirements. All records required by regulations must be maintained at Contractor's facility. These records must include waste manifests, waste inventories, waste characterization records, inspection records, incident reports, and training records. Article 6. Collection Service Rates 6.01 Collection Service Rates. Contractor is solely responsible for determining the rates it will charge for providing the Integrated Solid Waste Handling Services, provided that Contractor shall not charge any Service Recipient an amount that exceeds the applicable Maximum Service Rate set forth in Exhibit 1, which may only be adjusted as provided in this Agreement. 6.02 Senior/ Low -Income Discount as Contractor's Good Will. In exchange for the goodwill of the City and the general public, Contractor voluntarily agrees to discount the rate it charges for Integrated Solid Waste Handling Services provide to eligible Service Recipients (the "Discount") and that the Discount shall neither impact the Maximum Service Rates nor be otherwise paid for or subsidized by any other Service Recipients. Contractor shall make the Discount available to any person who demonstrates through appropriate documentation that they are: (i) 60 years of age or older; or (ii) a person of low, lower, or extremely low income, and enrolled in a discounted utility program; and (iii) the service account holder; and (iv) the head of household and occupant at the Service Unit address. Within thirty (30) days of the Effective Date, Contractor shall provide educational materials describing and explaining the availability and how to qualify for and receive the Discount to all persons in the City currently subscribed to a discount rate program. Contractor shall thereafter advertise the availability of the Discounted services on its website throughout the Term of this Agreement and at least once per year by direct notice to all SFD Service Recipients. Adjustments to Maximum Service Rates using CPI. Beginning on July 1, 2024, and annually thereafter, Contractor shall, subject to compliance with all provisions of this Section, receive an annual adjustment to the Maximum Service Rates as set forth in Exhibit 1 to this Agreement. 6.03 Maximum Service Rate Adiustment / Prop 218 Process. The Maximum Service Rates in Exhibit 1 shall be adjusted on July 1, 2024, and annually thereafter in accordance with this Section 6.04. No other adjustments shall be made except as provided in Sections 6.06 or 30.01. Contractor understands and Page 28 of 185 agrees that City may elect to or be required to comply with California Constitution Article XIII D (Proposition 218) or other Applicable Law before approving any new maximum service rate or any maximum service rate increase. City shall not be in breach of this Agreement if its residents lawfully delay or prevent City from raising or imposing the rates. In such event, City and Contractor shall meet in good faith to consider alternatives and options, which may include permitting Contractor to terminate the Agreement without cause. All costs incurred in providing notices required under California Constitution Article XIII D or other applicable law in connection with a rate adjustment shall be paid by Contractor. 6.03.1 CPI Adjustment Calculation. For Rate Year 2025, beginning on July 1, 2024, and for subsequent years thereafter, the rates shalt be adjusted based on one hundred percent (100%) of the 12 -month average change in the CPI for the 12 -month period published immediately prior to the rate application. Therefore, the first rate adjustment effective July 1, 2024, will be based on the percentage change between the 12 -month average of the CPI from January 1, 2022 through December 31, 2022, and the 12 -month average of the CPI from January 1, 2023 through December 31, 2023. The index to be used shall be the Consumer Price Index series CUSROOOOSEHG, water and sewer and trash collection services in U.S. city average, all urban consumers, seasonally adjusted. 6.03.2 Annual Rate Cao on Maximum Service Rates. In any Rate Year that the calculation of the CPI exceeds four percent (4%), the total adjustment for that year will equal four percent (4%) and the rollover amount will be added to the rate adjustment percentage in the following year, or any subsequent year. If the CPI is negative (after accounting for any applicable rollover percentages from prior years), there will be no CPI adjustment for that year. 6.03.3 Rounding. Adjustments to the overall Service Rates shall be made only in units of one cent ($0.01). Fractions of less than one cent ($0.01) shall not be considered in making adjustments. All CPI indices shall be rounded at two (2) decimal places for the adjustment calculations. 6.03.4 Maximum Service Rate Adjustment Report. On or before March 1 of each year of the Term, Contractor shall deliver to City a report on its proposed adjustment to the Maximum Service Rates for the subsequent calendar year (the "Adjustment Report"). The Adjustment Report shall be in a format as may be mutually agreed on between the City and Contractor and must contain or be accompanied by Contractor's adjustment calculations for the specific services performed under this Agreement during the preceding Agreement Year in Microsoft Excel or other electronic format acceptable to the City. Contractor shall be solely responsible for the cost of preparing the Adjustment Report. 6.03.4.1 Corrections. In the event the City determines the Adjustment Report contains substantial errors or omissions, Contractor shall, at its sole cost, provide a corrected report to the City. A corrected report submitted after March 1, shall be treated as a late report. 6.03.4.2 Late Reoort. If Contractor fails to submit the Adjustment Report by March 1, the City may: (1) accept and consider the late Adjustment Report if the City, in its sole and reasonable discretion, deems there is sufficient time to review and approve the proposed adjustment in time for it to be implemented on July 1; or (2) accept and consider the late Adjustment Report at its earliest Page 29 of 185 convenience, in which case any approved rate adjustment shall only go into effect prospectively thirty (30) days after the City's approval. In no event shall Contractor apply any rate adjustment retroactively. 6.03.4.3 No Report. If Contractor fails to provide any Adjustment Report, the Maximum Service Rate shall remain unchanged for the next calendar year. 6.04 City Aooroval. If Contractor provides a timely Adjustment Report, the City Manager shall notify Contractor on or before June 1 whether the City has approved the requested adjustments to the Maximum Service Rates for the next Rate Year. Approval of the City Council shall be required for any requested rate adjustment of more than four percent (4%) which shall only be permitted pursuant to Section 6.06 [Extraordinary Adjustment] below. The City Manager may approve all other requests or refer them to the City Council at his or her discretion. 6.05 Contractor payment for CPI review. Contractor shall be responsible for paying the cost of reviewing or correcting the annual CPI adjustment if the City determines that Contractor has made substantial errors and has not properly submitted or correctly calculated the CPI adjustment. 6.06 Extraordinary Adjustments. Contractor and City acknowledge that there may be infrequent extraordinary events, including Change of Law, which, although they do not prevent either party from performing, and thus do not implicate the force majeure provisions hereof, nevertheless increase the cost of providing services above the Section 6.03 Maximum Service Rate Adjustment. The obligation of the parties in such event is to act reasonably toward each other in arriving at an appropriate adjustment in rates. Accordingly, at its option, Contractor may apply to the City not more frequently than once annually, for an extraordinary rate adjustment should an event or circumstance arise which negatively impacts the economic operation of Contractor and which is in excess of the rate adjustment resulting from the application of Section 6.03. An extraordinary adjustment in rates will be deemed justified if it is necessary for the Contractor to make a substantial change in its operations, or substantial capital expenditure or investment to perform its obligations under this Agreement due to the occurrence of an event or circumstance which is beyond the reasonable control of Contractor. Extraordinary rate adjustments shall only be effective after approval by the City Council. 6.06.1 Contractor's Burden. In the event of such an application for an extraordinary rate increase, it is understood that the Contractor shall have the burden of demonstrating to the reasonable satisfaction of the City the basis for the extraordinary increase cost. Contractor shall bear the burden of justifying its request and shall be solely responsible for the cost of preparing and submitting sufficient documentation in support of its request. City in its sole reasonable discretion may request Contractor to provide any additional information it deems necessary to fully evaluate the request, and Contractor shall be solely responsible for the cost to of providing such additional information. Contractor shall allow City to review a report of its annual revenues and expenses for the services provided in the City prepared by a Certified Public Accountant or a licensed public accountant, which shall have been prepared in compliance with Rule 58 of the "Rules and Regulations of the State Board of Accountancy," as established by the California Code of Regulations, Title 16, Chapter I ("Financial Statements"). Such Certified Public Accountant or licensed public accountant shall be entirely independent of the Contractor and shall have no financial interest whatsoever in the business of the Contractor. City shall have the right to review this information in connection Page 30 of 185 with the City's review of Contractor's extraordinary rate adjustment request. With respect to any Financial Statements or any other non-public information ("Confidential Information"), City agrees that: (a) it will hold in confidence all Confidential Information; (b) it will restrict the disclosure of Confidential Information within its own organization and to its agents or representatives who need to know the Confidential Information for the purposes of the request; (c) it will not disclose Confidential Information to any third party, excepting those subject to subsection (b), without the prior written consent of the Disclosing Parties; (d) it will not possess, copy and/or reproduce any written or electronically stored Confidential Information without the prior written approval of the Contractor; and (e) it will not use Confidential Information except as required for consideration of the request. City may consider increases or decreases in Contractors total revenues and total cost of services when reviewing an extraordinary rate adjustment request. The City will inform the Contractor upon receiving a California Public Records Act request or a subpoena for the Confidential Information by written notice delivered to the Contractor ("Notice"). The Contractor will have five (5) days from the date of the Notice to inform the City in writing of its intent to assert its confidentiality rights under this Agreement. The Contractor will have fifteen (15) days from the date of the Notice to seek judicial assistance to prevent the disclosure of the Confidential Information. If the Contractor fails to act within the five (5) or fifteen (15) day windows described above, the City may disclose the requested Confidential Information to the requestor or subpoenaing party. In the event Contractor seeks a court order to stay or enjoining the disclosure of the Records, Contractor agrees to indemnify and hold harmless the City, its Council, elected and appointed board or commission members, officers, employees, volunteers and agents (collectively, "Indemnitees") from and against any and all loss, liability, penalty, forfeiture, claim, demand, action, proceeding or suit in law or equity of any and every kind and description, whetherjudicial, quasi-judicial or administrative in nature, arising or resulting from or in any way connected with the subject CPRA or FOIA request for the Records. For the purposes of this Section 6.06.1, "Records" shall mean records created or maintained by Contractor in accordance with this Agreement, including those records that may include Financial Statements or Confidential Information of Contractor. This Indemnity shall survive the expiration or termination of this Agreement. 6.06.2 Review Costs. At the time of its request, Contractor shall also submit a payment to the City of Twenty -Five Thousand Dollars ($25,000) to defray the City's costs to review the request. In the event the City's reasonable costs exceed that amount, Contractor shall reimburse the City for any documented amount in excess. 6.06.3 Meet and Confer. The City and Contractor agree to meet and confer regarding the request and to negotiate in good faith regarding the appropriateness of the requested adjustment. 6.06.4 City Review: Approval. City shall review the Contractor's request and, in the City's sole and reasonable judgment, make the final determination as to whether an adjustment to the Maximum Service Rates will be made, and, if an adjustment is permitted, the appropriate amount of the adjustment. Approval of the City Council shall be required for any Extraordinary Adjustments. The City shall notify Contractor of its decision within ninety (90) calendar days regarding whether it accepts Contractor's request. Except as provided herein, any such change approved by the City shall not be implemented until January 1 of the next Rate Year unless a different time frame is approved by the City Council. Page 31 of 185 6.07 Five Year Meet and Confer. The City and Contractor agree to meet and confer on or about five (5) years from the Commencement Date regarding material changes in the cost of providing services that are substantially more than the rate adjustments resulting from the application of Sections 6.03 and 6.06. If it is determined that there have been material changes in the cost of providing services, then the City and Contractor agree to negotiate in good faith regarding appropriate adjustments to the rate. The process for demonstrating material changes in the cost of providing services shall follow the same process as outlined in Section 6.07.1. 6.08 Procedures in Event of Invalidation of Rate Adiustment. In the event that City is unable by operation of Applicable Law to approve or implement a rate increase under this Article 6, or some or all of the Maximum Service Rates are disallowed by operation of Applicable Law, Contractor will have the right, within thirty (30) days after notice of any such inability to approve or invalidation of an approved rate increase, to request, in writing, that City negotiate in good faith regarding reductions in programs, services, or fees to compensate for any negative impact from the unapproved or invalidated rate increase. If City fails to commence negotiations in good faith or negotiations are not completed within forty-five (45) days following the date of receipt of Contractor's request, either party may terminate this Agreement no earlier than one hundred and eighty (180) days after written notice to the other. 6.09 Market Rate Review. Commencing on or about August 1, 2028, and then not more than once every five (5) years thereafter, the city shall have the right to conduct a Market Rate Review (MRR) for purposes of comparing the City's Residential and Commercial rates, net of franchise fees, to the jurisdictions set forth below, which have been agreed upon by the Parties. • Alhambra • Temple City • Monterey Park • EI Monte • Whittier • West Covina • Baldwin Park • Pasadena • Arcadia Within sixty (60) days of Contractor's receipt of a letter from City initiating the MRR, Contractor will gather the necessary records and will perform the following calculations and report the results to the City. Contractor shall make all records used to make the calculation available for review and verification by City or City's consultant. 6.09.1 Residential Weiahted Average Rate Comoarison 1. Adjust the residential rates for the City and the Comparative Jurisdictions to back out the portion of the rates associated with franchise fees. Page 32 of 185 2. Calculate the weighted average residential rate for the City and the Comparative Jurisdictions. 3. Compare the City's weighted average residential rate to the weighted average residential rates of the Comparative Jurisdictions. 4. If the City's weighted average residential rate is less than or equal to the weighted average residential rate of the Comparative Jurisdictions, then the City's residential rate may be adjusted as authorized provided for in this Agreement. 5. If the City's weighted average residential rate is more than the weighted average residential rate of the Comparative Jurisdictions, then City's residential rates may not be adjusted as otherwise provided for in this Agreement until the City's weighted average residential rate is less than or equal to the weighted average residential rate of the Comparative Jurisdictions. 6.09.2 Commercial 3 -Yard Bin Serviced One Time per Week Rate Comparison 1. Compare the City's rate for a 3 -yard trash bin rate serviced one time per week to the rate for a 3 -yard trash bin serviced one time per week in each of the Comparable Jurisdictions. 2. If the City's rate for a 3 -yard trash bin serviced one time per week is less than or equal to the highest rate for a 3 -yard trash bin serviced one time per week in the Comparative Jurisdictions, then City's commercial rates may be adjusted as otherwise provided for in this Agreement. 3. If the City's rate for a 3 -yard trash bin serviced one time per week is more than the highest rate for a 3 -yard trash bin serviced one time per week in the Comparative Jurisdictions then City's Commercial rates may not be increased as otherwise provided for in this Agreement until the City's rate for a 3 -yard trash bin serviced one time per week is less than or equal to the highest rate for a 3 -yard trash bin serviced one time per week in the Comparative Jurisdictions. Article 7. Collection Service Billing 7.01 Responsibility for Collection Service Billing and Collection. Contractor shall be solely responsible for the billing and collecting payments for the Integrated Solid Waste Handling Services it provides within the Service Area. 7.02 Invoices. Contractor shall prepare and send out invoices, by either U.S. mail or electronic mail, to each Service Recipient in advance of all services provided by Contractor under this Agreement. If sent by mail, invoices for each billing period shall be placed in a separate envelope accompanied by a self- addressed return envelope. All invoices shall include Contractor's e-mail address include directions for payment by payment by check, credit card, or Automated Clearing House (ACH) debit, and shall include or be accompanied by a complete billing statement showing all charges and all services provided. City shall have the right to direct Contractor to revise the format of all invoices and billing statements upon reasonable notice to Contractor. Page 33 of 185 7.03 Timing: Frequency. Contractor shall not initiate billing to any Service Unit sooner than the first day of the service period of Collections Services covered by the invoice. Contractor shall invoice Service Recipients once every month for Commercial Service Units, MFD Service Units and MXD Service Units and once every Quarter for SFD Service Units. No invoice shall be due and payable sooner than the last day of the respective month or Quarter for which Integrated Solid Waste Handling Services are provided. 7.04 Partial Month Service. If, during a month, a Service Unit is added to or deleted from Contractor's Service Area, Contractor shall pro -rate billing to the Service Recipient on a weekly basis, meaning one-fourth of the applicable rate found in Exhibit 1 multiplied by the number of weeks of service provided by Contractor. 7.05 Overpayments. Contractor shall refund or issue a service credit for overpayments by Service Recipients no later than 30 days after Contractor discovers or is notified of the overpayment. Contractor shall refund every overpayment that: (1) exceeds two hundred dollars ($200.00) or the amount of Service Recipient's typical invoice, whichever is less; or (2) is due to the Service Recipient closing the account prior to the end of the billing period. Contractor may issue a service credit of no more than two (2) years against future invoices for all other overpayments. 7.06 Delinquent Service Accounts. Contractor shall report all Service Recipients whose accounts are delinquent by more than ninety (90 days) to the Agreement Administrator on a monthly basis. 7.07 Contractor's Reservation of Legal Rights and Remedies. Notwithstanding any other provision of this Article, Contractor reserves its right to, and may take such action as is legally available to Contractor, to collect or cause collection of past due invoice amounts; provided, however, that Contractor shall never discontinue Integrated Solid Waste Handling Services to any Service Unit except upon thirty (30) days prior written notice to both the Service Recipient and the Agreement Administrator. Contractor may send a written notice to Service Recipient regarding payments of Billings during the billed service period. 7.08 City Rights to Lien Delinguent Accounts: Residential Delinquencies. 7.08.1 Delinquent SFD and MFD Service Accounts. For health and safety reasons, Contractor shall not discontinue service to SFD Service unit or MFD Service Unit Customers or a Residential property that is not Unoccupied as provided above. City is authorized to collect delinquent Integrated Solid Waste Handling fees in the manner provided by section 25831 and 38790.1 of the Government Code. 7.08.2 Upon the written request of Contractor, the City authorizes and agrees to assist Contractor in submitting account delinquency information to the Los Angeles County Assessor's Office for placement on the tax roll. By submitting a written request, Contractor assigns its right to collect the delinquencies to the City. 7.08.3 Contractor agrees not to discontinue service to SFD Service Unit or MFD Service Unit Customers. SFD Service Unit or MFD Service Unit Customers (owners or tenants) who have not remitted required payment within one hundred twenty (120) days after the date of billing shall be notified by Contractor on forms that contain a statement that if payment is not received within fifteen (15) days from the Page 34 of 185 date of the notice, a ten percent (10%) penalty and one point five percent (1.5%) monthly interest will begin to accrue and the City will be informed of the delinquency in an annual report. Contractor will deliver a report of the delinquencies by no later than April 30th of each year with a request that the City place the delinquencies on the tax roll. City is authorized to collect delinquent solid waste fees or charges in the manner provided in sections 38790.1 and 25831 of the Government Code. To implement Contractor's request, City will set a time, date and place for hearing the report and any objections and protests to the report. As determined in the sole discretion of the City, Contractor shall mail notice of the hearing to the SFD Service Unit or MFD Service Unit Customers listed on the report not less than ten (10) days prior to the date of the hearing. At the hearing, City shall hear any objections or protests of SFD Service Unit or MFD Service Unit Customers liable to be assessed for delinquent fees. The City may make revisions or corrections to the report as it deems just, after which, by resolution, the report shall be confirmed. 7.08.4 The delinquent fees set forth in the report as confirmed, shall constitute special assessments against the respective parcels of land and are a lien on the property for the amount of the delinquent fees. A certified copy of the confirmed report shall be filed with the Los Angeles County Auditor for the amounts of the respective assessments against the respective parcels of land as they appear on the current assessment roll. The lien created attaches upon recordation, in the office of the Los Angeles County Recorder, of a certified copy of the resolution of confirmation. The assessment may be collected at the same time and in the same manner as ordinary ad valorem property taxes are collected and shall be subject to the same penalties and the same procedure and sale in case of delinquency as provided for those taxes. Contractor understands and agrees that the City has no obligation to foreclose on the lien for any delinquency. Contractor shall pay all fees charged by Los Angeles County in connection with the establishment of this secured tax roll billing and collection program and shall pay all direct and indirect costs incurred by the City in processing delinquent and unpaid assessments through the secured property tax roll procedure. City shall remit to Contractor within thirty (30) days of receipt from the Los Angeles County Assessor of amounts collected pursuant to this process. Contractor shall notify the City in the event any delinquency on the report or for which a lien has been created is paid or otherwise resolved. 7.08.5 With respect to placement of account delinquencies on the tax roll made in accordance with the above provisions, Contractor, upon demand of the City, made by and through the City Attorney, shall indemnify, hold harmless, protect City and appear in and defend the City and its elected officials, officers, employees and agents, in and against any claims or actions by third parties, whether judicial, administrative or otherwise, including, but not limited to disputes and/or litigation challenging the placement on the tax roll, levy, collection, or remittance of any delinquent rate, fee, charge, interest, penalty, or other amount on the tax roll or any lien associated with the foregoing, as impermissible general tax, special tax, assessment, or fee requiring compliance with any provision of Article XIII of the California Constitution, the various enabling and implementing statutes, or as being an ultra vires act, or is invalid under or otherwise contrary to any federal, state, or local law, ordinance, regulation, or decision of a court of competent jurisdiction; and/or challenging the certification, implementation, imposition, adjustment, levy or collection of any rate, fee, charge, interest, penalty or other amount under the Agreement. This provision shall survive the expiration of the period during which collection services are to be provided under this Agreement. In the event of an adverse legal determination or settlement of such action, the parties agree to cooperate and Page 35 of 185 work in good faith to prepare such amendments or alternatives to the Agreement that will implement the original intent of the Parties while complying with any adverse legal determination or settlement. Article 8. Diversion Requirements 8.01 Warranties and Representations. Contractor warrants that it is aware of and familiar with City's waste stream, and that it has the ability, and shall use commercially reasonable efforts to provide and employ sufficient programs and services to ensure City will meet or exceed City's Diversion goals requirements (including, without limitation, amounts of Solid Waste to be Diverted, time frames for Diversion, and any other requirements) as set forth in this Article, Applicable Law, and CalRecycle Regulations, and that Contractor will do so without imposing any costs or fees other than those set forth in Exhibit 1, except as provided in Section 30.01.1. Contractor hereby agrees to assist the City to meet or exceed, on an annual basis the Diversion Compliance by undertaking the actions set forth in Section 8.02. 8.02 Contractor Reauired Actions. Contractor shall take all of the following actions to assist the City in meeting, on an annual basis, Diversion Compliance: 8.02.1 Except for Organic Waste collected from homeless encampments or material subject to quarantine by the California Department of Food & Agriculture, and except as provided in Sections 5.06 and 5.10, collect and deliver all Organic Waste to an approved Organics Processing Facility for processing and Diversion. 8.02.2 Except as provided in Sections 5.06 and 5.10, Collect and deliver all Recyclable Materials to an approved MRF, or other certified recycling facility, for processing Collect and deliver all Garbage to an approved Disposal Facility. 8.02.3 Collect and deliver all Construction and Demolition Debris to an approved MRF (or other certified C&D facility that meets California requirements of 65% minimum diversion) for processing and diversion. 8.02.4 Deliver all material set out for collection in Cart, Bins or Roll -Off Containers identified as containing source separated Recyclable Material to an approved MRF for processing and diversion. 8.02.5 Deliver all material set out for collection in Cart, Bins or Roll -Off Containers identified as containing source separated Organic Waste to an approved Organic Waste Processing Facility for processing and diversion. 8.02.6 Only Residual or material in Garbage Carts or Garbage Bins will be delivered to the approved landfill for disposal. All other material must go to the designated facility for full processing and diversion, with Residual only going to the landfill after the processing. 8.02.7 Contractor must take all commercially reasonable and lawful actions to maximize diversion of materials from landfills. Page 36 of 185 8.02.8 Contractor must develop and provide sufficient accurate information and data as necessary to ensure that Contractor and City annually demonstrate Diversion Compliance to CalRecycle. 8.02.9 Contractor must implement public education and outreach programs as required under this Agreement. 8.03 Annual Reoortina. Contractor shall calculate the Diversion Compliance Rate on an annual basis and shall deliver a written report regarding the same to the City no later than February 14 of the year following the reporting period as set forth in Section 22.04. 8.04 Failure of Recvclables Market. Notwithstanding any other provision of this Agreement to the contrary, where CalRecycle has determined that there are no commercially viable markets for a specific type of Recyclable Materials, or with written notice to City, Contractor is unable to identify a market for one or more Recyclable Materials despite the exercise of commercially reasonable efforts to process and market the material, and determines to dispose of the Recyclable Material(s), such a determination shall not constitute a failure to implement service, a failure to implement a program, or an event of default hereunder. 8.05 Failure to Meet Franchised Diversion Rate. If CalRecycle determines that City has failed to meet the Diversion Compliance due to Contractor's failure to undertake the actions described in this Section, Contractor must prepare, at Contractor's cost and expense, and submit a corrective action plan to City sufficient to demonstrate good faith efforts by City to comply with Diversion Compliance and that is otherwise acceptable to CalRecycle, and shall be subject to Administrative Charges as allowed under Article 25 and specified in Exhibit 6. Contractor must also submit a written corrective action plan to the City before March 15 of the year following the missed minimum Diversion requirement. Contractor's corrective action plan must specify all actions Contractor will take to ensure it will meet Diversion Compliance Rates in the future, and shall be subject to the review and approval by the Agreement Administrator. Contractor must implement all measures identified in the corrective action plan at its sole cost and expense, unless the failure to meet Diversion Compliance was due to a Change in Law or due to the negligent acts or omissions of the City. If Contractor fails to submit an adequate corrective action plan or to fully implement a City -approved corrective action plan, it shall subject Contractor to Administrative Charges as allowed under Article 25 and specified in Exhibit 6 in addition to any other remedies available to the City. 8.06 Reoresentations and Warranties. Contractor represents and warrants that it is aware of and familiar with the Diversion Compliance, the Applicable Laws and City's waste stream. Contractor represents and warrants that it has the capacity, skill and ability to undertake the actions identified in Section 8.02 above without imposing any costs or fees other than those set forth in the Schedule of Service Rates, as may be adjusted as provided for in this Agreement. Where the Diversion Compliance is modified by a Change in Law, Contractor agrees to develop and implement such actions, programs and measures as are necessary to bring City into compliance with the modified Diversion Compliance and City agrees that it will meet and confer with Contactor for a period not to exceed ninety (90) days regarding such actions, programs and measures, their implementation, and adjustments to rates reasonably necessary to effectuate same in accordance with Section 30.01. Page 37 of 185 8.07 Mutual C000eration. City and Contractor shall each reasonably cooperate in good faith with all efforts of the other Party to meet City's Diversion requirements under Applicable Law and the Contractor's obligations under this Article. City's obligations in this regard shall include, without limitation, making such petitions and applications as may be reasonably requested by Contractor for time extensions in meeting Diversion goals, or other exceptions from the terms of Applicable Laws, and to agree to authorize such changes to Contractor's Recycling, Organic Waste, or Solid Waste programs as may be reasonably requested by Contractor to achieve the minimum requirements of this Article. 8.08 Contractor's Diversion Programs. Contractor shall implement the Diversion programs required under this Agreement to ensure that City and Contractor comply with all Diversion requirements under Applicable and the City meets or exceeds all minimum Diversion requirements under Applicable Law. Contractor shall furthermore, at its sole cost and expense, (1) assist the City to respond to inquiries from, or prepare for and attend any hearing before, CalRecycle or any other regulatory agency relating to the City's compliance with Applicable Law; prepare for and participate in CalRecycle' s review of the City's SRRE.; apply for any extension available under Applicable Law; develop and implement a public awareness and education program consistent with the City's SRRE and Household Hazardous Waste Element and any related requirements of Applicable Law; (2) Provide the City with Recycling, source reduction, and other technical assistance as may be needed to comply with Applicable Law; and (3) advise the City of additional programs or measures Contractor can, if authorized by the City, implement to increase compliance with the Diversion requirements of Applicable Law. 8.09 New Diversion Programs. If Contractor fails to meet any Diversion Compliance requirement or the City fails to meet any CalRecycle Diversion requirement notwithstanding Contractor's implementation of all Diversion and public education programs as required by this Agreement, the City may direct Contractor to modify its Diversion and public education programs or implement new programs. Such modifications may constitute a City -Directed Change under Section 30.01. Contractor shall not implement new Diversion programs not described in this Agreement without the City's prior consent. 8.10 Nothing contained herein shall prohibit Contractor from meeting its diversion requirements by any alternative methods or procedures, provided it complies with Applicable Law, as may be amended from time to time. Contractor's ability to meet its diversion requirements by alternative methods per this Section 8.05 is subject to Agreement Administrator review and approval. Article 9. Service Unit Types 9.01 Service Units. Service Units include all the following categories of premises which are in the Service Area as of August 1, 2023, and all such premises which may be added to the Service Area by means of annexation, new construction, or as otherwise set forth in this Agreement during term of this Agreement: 9.01.1 SFD Service Units. Services are specified in Article 10. 9.01.2 MFD Service Units. Services are specified in 10.12.1. Page 38 of 185 9.01.3 Commercial Service Units. Services are specified in Article 12. 9.01.4 Mixed-use Development (MXD) Service Units. Services are specified in Article 13. 9.01.5 City Service Units. Services are specified in Article 14. 9.01.6 Any question as to whether a premise falls within one of these categories will be determined by the Agreement Administrator and the determination of the Agreement Administrator will be final. 9.02 Service Unit Changes. City and Contractor acknowledge that during the term of this Agreement it may be necessary or desirable to add or delete Service Units for which Contractor will provide Service. 9.02.1 Additions and Deletions. Contractor must provide services described in this Agreement to new Service Units in Contractor's Service Area within five (5) Work Days of receipt of notice from City or the new Service Unit to begin such Service. 9.03 Annexation. If during term of the Agreement, additional territory within or adjacent to the Contractor's Service Area is acquired by City through annexation, subject to the requirements of Public Resources Code section 49520, Contractor agrees to provide Integrated Solid Waste Handling Services in such annexed area in accordance with the provisions and Maximum Service Rates set forth in this Agreement after termination of former contractor's rights to provide service have been exhausted. Such Integrated Solid Waste Handling Services must begin within five (5) Work Days of receipt of written notice from City. Contractor may not begin Collection Service without written authorization from City. 9.04 Route Map Update. Contractor must revise the Service Unit route maps to show the addition of Service Units added due to annexation and must provide such revised maps to the Agreement Administrator as requested. Article 10. Residential Service 10.01 SFD Conditions of Service. Except as set forth below, Contractor must provide SFD Collection Services to all SFD Units in the Service Area, including all MFD Units subscribed to Cart or Bin Collection Service. The SFD Services are governed by the following terms and conditions: 10.01.1 Curb Service. Except for those Service Recipients that choose to receive Bins for service, Contractor must provide SFD Collection Service to all SFD Service Units in the Service Area whose SFD Solid Waste is properly containerized in Garbage Carts, Recyclable Materials are properly containerized in Recycling Carts, except as set forth in Section 10.08.1; Organic Wastes are properly containerized in Organic Waste Carts, except as set forth in Section 10.09.3, where the Garbage, Recycling, and Organic Waste carts have been placed within three (3) feet of the curb, swale, paved surface of the public roadway, closest accessible roadway, or other such location agreed to by Contractor and Service Recipient, that will provide safe and efficient accessibility to Contractor's Collection crew and vehicle. Page 39 of 185 10.01.2 Bundled SFD Cart Service. Contractor will use a weekly Bundled SFD Solid Waste Collection Service system with one (1) 96 -Gallon Black or Grey Garbage Cart, one (1) 96 -Gallon Blue Recycling Cart, and one (1) 96 -Gallon Green Organic Waste Cart as part of the base SFD Solid Waste Collection Service. SFD Service Recipients shall receive additional Recycling Carts and additional Organic Waste Carts to be included at no additional cost, if requested. Garbage, Recycling, and/or Organic Waste Carts with a capacity of 32 -Gallon or 64 -Gallon may be requested by Customers that have space constraints. Pricing for downsizing Carts, or additional Carts, relative to the base Bundled Service are included in Exhibit 1. 10.01.3 On -Premises Service. Notwithstanding any term or definition set forth in this Agreement, Contractor must provide Collection of SFD Garbage, Recycling, and Organic Waste on the SFD Service Recipients premises to an SFD Service Unit as follows. 10.01.3.1 At no additional cost to the SFD Service Unit. SFD Service Units where all adult Service Recipients residing therein have disabilities that prevent them from setting their Garbage, Recycling or Organic Waste Cart at the curb for Collection, and if a request for on -premises service has been made. 10.01.3.2 At an additional cost to the SFD Service Unit. A. SFD Service Units where topography, steep driveways, below grade dwellings, or limited access to public streets that prevents the SFD Service Recipient from setting their Garbage, Recycling or Organic Waste Cart at the curb for Collection, as determined by the City and agreed by the Contractor, and if a request for on -premises service has been made. B. SFD Service Units inaccessible by standard 3 or 4 axel Collection Vehicles as determined by the Contractor and agreed by the City. Stinger/scout truck services shall be provided for the retrieval of Collection Containers from locations with accessibility constraints that make Containers difficult or impossible to access using regular trash collection trucks. C. Contractor must offer "push services" to SFD Service Recipients other than those listed above on a subscription basis upon request for the Service Rate set forth in Exhibit 1. Push services include, but are not limited to, dismounting from the Collection Vehicle, moving the Collection Containers from their storage location for Collection and returning the Collection Containers back to their storage location. 10.01.3.3 Contractor must provide on -premises Collection Service on the same Work Day that curbside Collection would otherwise be provided to the SFD Service Unit. 10.02 Frequency and Schedulinq of Service. Except as set forth in Section 10.10, SFD Collection Service must be provided one (1) time per week on a scheduled route basis. SFD Collection Service must be scheduled so that all Service Units receive Garbage Collection Service, Recycling Collection Service, and Organic Waste Collection Service on the same Work Day. SFD Collection Service must be provided, commencing no earlier than 7:00 a.m. and terminating no later than 7:00 p.m., Monday through Friday, except for Holidays in accordance with Section 5.03. The hours, day, or both of Collection may be extended due to Page 40 of 185 extraordinary circumstances or conditions with the prior verbal or written consent of the Agreement Administrator. 10.03 Manner of Collection. The Contractor must provide Collection Service with as little disturbance as possible and must leave any Garbage, Recycling or Organic Waste Cart in an upright position at the same point it was Collected without obstructing alleys, roadways, driveways, sidewalks, or mailboxes. Contractor's employees providing Collection Service must follow the regular walk for pedestrians while on private property and may not trespass nor cross property to the adjoining premises unless the occupant or owner of both properties has given permission. Care should be taken to prevent damage to property, including flowers, shrubs, and other plantings. 10.04 New Carts and Kitchen Food Waste Pails. At the start of this Agreement, Contractor must supply new Carts and Kitchen Food Waste Pails that comply with Collection Container specifications in Exhibit 4. If any changes to these specifications are adopted after the Effective Date that results in Contractor being required to replace Collection Containers before they have been fully depreciated, Contractor will be eligible for additional compensation in accordance with Exhibit 1. 10.05 Replacement of Carts. Contractors employees must take care to prevent damage to Carts by unnecessary rough treatment. However, any Cart damaged by the Contractor must be replaced by Contractor, at Contractor's expense, within five (5) Work Days at no cost or inconvenience to the Service Recipient. 10.05.1 Upon notification to Contractor by City or a Service Recipient that the Service Recipient's Cart(s) has been stolen or damaged beyond repair through no fault of Contractor, Contractor must deliver a replacement Cart(s) to such Service Recipient within five (5) Work Days. Contractor must maintain records documenting all Cart replacements occurring and report through the Waste Reporting System monthly. 10.05.2 Each Service Recipient is entitled to the replacement of one (1) lost, destroyed, or stolen Cart every ten (10) years during the life of this Agreement at no cost to the Service Recipient. Except in the case of a Cart that must be replaced because of damage caused by Contractor or in the case where Contractor elects to replace a Cart rather than repair it on-site, Contractor will be compensated for the cost of those replacements in excess of one (1) per type of Cart per Service Recipient during the term of the Agreement, in accordance with the "Cart Exchange" Service Rate set forth in Exhibit 1, or as may be adjusted by the City from time to time as provided under this Agreement. 10.05.3 Contractor understands and agrees that this provision is intended to be applied on a per Cart type, individual Service Recipient basis and accordingly each Service Recipient could receive up to three (3) replacement Carts, one (1) of each type, every ten (10) years during the term of the contract. 10.05.4 Repair of Garbage. Recycling and Organic Waste Carts. Contractor is responsible for the repair of Carts, including but not be limited to, hinged lids, wheels, and axles. Within five (5) Work Days of notification by the City or a Service Recipient of the need for such repairs, Contractor must repair the Cart or if necessary, remove the Cart for repairs and deliver a replacement Cart to the Service Recipient. Page 41 of 185 10.05.5 Cart Exchange. Upon notification to Contractor by City or a Service Recipient that a change in the size of a Cart is requested, Contractor must deliver such Cart to such Service Recipient within five (5) Work Days. Each SFD Service Unit is eligible to receive one (1) free Cart exchange per Calendar Year during the term of this Agreement for moving to a larger Cart size. Each SFD Service Unit is eligible to receive unlimited Cart exchanges per Calendar Year during the term of this Agreement for moving to a smaller Cart size. Accordingly, Contractor will be compensated only for the cost of those exchanges in excess of one (1) per Calendar Year for those Service Units receiving larger Cart sizes, in accordance with the "Cart Exchange" service rate as set forth in Exhibit 1 or as may be adjusted this Agreement. 10.05.6 Additional Cart Request. Upon notification to the Contractor by City or a Service Recipient that additional Black or Grey Carts for Garbage, Blue Carts for Recyclable Materials, or Green Carts Organic Waste are requested, Contractor shall deliver such Carts to such Service Recipient within five (5) Work Days, at the rate set forth in Exhibit 1. 10.05.7 Ownership of Carts. Ownership of Carts is vested in the Contractor. 10.06 Cleaning of Collection Containers. Once each Calendar Year, if requested by the SFD Service Recipient, Contractor must replace the dirty Collection Containers with clean Collection Containers. Any Collection Container cleanings done at a Contractor facility must be done in such a manner that results in no water entering the City's storm drain system. This service must be provided at no charge to the Service Recipient, so long as the service is not requested more than once per Calendar Year. In addition, regardless of whether this cleaning is requested by the Service Recipient, Contractor will ensure that all Collection Containers are cleaned on an as -needed basis so as to maintain a clean appearance and proper function. Additional cleanings beyond once each Calendar Year will be subject to the Service Rate set forth in Exhibit 10.07 SFD Garbage Collection Service. This service is governed by the following terms and conditions: 10.07.1 Non -Collection. Contractor is not required to Collect any Garbage that is not placed in a Garbage Cart. In the event of non -collection, Contractor will follow the steps set forth in Section 5.10. 10.07.2 Disposal Facility. Except as set forth below, all Garbage Collected as a result of performing Integrated Solid Waste Handling Services must be transported to, and disposed of, at the Disposal Facilities listed in Exhibit 9. In the event the Disposal Facility is closed on a Work Day, Contractor must transport and dispose of the Garbage at another legally permitted Disposal Facility. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 6 and may result in Contractor being in default under this Agreement. 10.08 SFD Recycling Service. This service is governed by the following terms and conditions: 10.08.1 Overages. Corrugated cardboard that will not fit inside the Recycling Cart may be placed beside the Recycling Cart if flattened. Page 42 of 185 10.08.2 Recycling - Improper Procedure. The Contractor is not required to Collect Recyclable Materials if the Service Recipient does not segregate the Recyclable Materials from Solid Waste or Organic Waste. Furthermore, Contractor is not required to Collect Recyclable Materials that are contaminated through commingling with Solid Waste or Organic Waste. To address contamination, Contractor must follow the steps set forth in Section 5.07. 10.08.3 Materials Recovery Facility. Except as provided in Section 5.07, all Recyclable Materials collected as a result of performing recycling services must be delivered to the Materials Recovery Facility listed in Exhibit 9. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 6 and may result in Contractor being in default under this Agreement. All expenses related to materials processing and marketing will be the sole responsibility of Contractor. City has the right to designate Materials Recovery Facility. 10.08.4 Move In/Out Collection Service. Within three (3) months of opening a new account, at no additional charge, each SFD customer may request that Contractor provide one on-call Move-In/Out Recyclable Material Collection Service for recyclable packaging materials such as flattened cardboard boxes, and bundled newspaper and packaging foam. This will be offered as a one-time service for each new account. This service shall only include Recyclable Materials, and if the Service Recipient includes Garbage in the materials set out for Collection by Contractor, this service shall be counted as one of the SFD Service Recipient's free annual Bulky Item Collections as set forth in Section 10.10. 10.08.5 Recycling - Changes to Services. Should changes in Applicable Law arise that necessitate any additions or deletions to the services described in this Section 10.08, including the type of items included as Recyclable Materials, the parties will negotiate any necessary cost changes and will enter into an Agreement amendment covering such modifications to the services to be performed and the compensation to be paid in accordance with Section 30.01.1 before undertaking any changes or revisions to such services. 10.09 SFD Oroanic Waste Collection Service. This service is governed by the following terms and conditions: 10.09.1 Organic Waste Processing Services. Contractor must ensure that all Organic Waste Collected pursuant to this Agreement is diverted from the landfill in accordance with Applicable Law. Contractor must ensure that the Organic Waste Collected pursuant to this Agreement is not disposed of in a landfill, except for residue resulting from processing. If the organics processing facility accepts bagged organic waste (where bags are biodegradable or otherwise), then Contractor is obligated to accept bagged Organic Waste. 10.09.2 Organic Waste Processing Facility. Contractor must deliver all Collected Organic Waste to a fully permitted Organic Waste Processing Facility or a fully permitted Transfer Station, that has been listed in Exhibit 9 and agreed upon by the City. All expenses related to Organic Waste processing and marketing will be the sole responsibility of Contractor. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 6 and may result in Contractor being in default under this Agreement. City has the right to designate Organic Waste Processing Facility. Page 43 of 185 10.09.3 Holiday Tree Collection. Contractor must Collect Holiday Trees set out at the curb for Collection during the three-week period beginning December 2V each year during the term of this Agreement. Contractor must deliver the Collected Holiday Trees to an appropriate Organic Waste Processing Facility for Diversion through uses other than Alternative Daily Cover or Beneficial Use. This annual service will be provided at no additional charge to the Service Recipient. Contractor is not required to divert Holiday Trees with tinsel, flocking or ornaments. 10.09.4 Non -Collection. Contractor is not required to Collect Organic Waste if the Service Recipient does not segregate the Organic Waste from Solid Waste or Recyclable Materials. Furthermore, Contractor is not required to Collect Organic Wastes that are contaminated through commingling with Solid Waste or Recyclable Materials. Contractor will address contamination in accordance with Section 5.07. 10.09.5 Home Compost Bins. Contractor shall store, promote, and distribute a maximum of 500 Home Compost Bins per Calendar Year to be used by Service Recipients to compost Organic Waste. Contractor is responsible for purchase of Home Compost Bins delivered to Contractor's place of storage. 10.10 SFD Bulky Waste Collection Service. This service is governed by the following terms and conditions: 10.10.1 Conditions of Service. Contractor must provide SFD Bulky Waste Collection Service, including the collection of E -Waste and U -Waste, to all SFD Service Units in the Service Area whose Bulky Waste, E -Waste, and U -Waste have been placed within three (3) feet of the curb, swale, paved surface of the public roadway, closest accessible roadway, or other such location agreed to by Contractor and Service Recipient, that will provide safe and efficient accessibility to Contractor's Collection crew and vehicle. Up to five (5) times per Calendar Year each Service Recipient is entitled to receive Bulky Item disposal amounting to a combined annual maximum of the equivalent of (a) five (5) Bulky Items, or (b) ten (10) 32 - gallon bags at no additional cost and expense. For subsequent collection in any Calendar Year, the Contractor shall receive compensation from the customer at the rate for such service as set in Exhibit 1. 10.10.2 Frequency of Service. Bulky Waste Collection Service will be provided on the next regular Collection day if the request is received at least two (2) Work Days in advance of the next regular Collection day. The Service Recipient may not intentionally commingle residential Bulky Waste with other Residential Waste. 10.10.3 Bulky Waste Containing Freon. In the event Contractor Collects Bulky Waste that contain Freon, Contractor must handle such Bulky Waste in a manner such that the Bulky Waste are not subject to regulation as hazardous waste under applicable State and Federal laws or regulations. 10.10.4 Maximum Reuse and Recycling. Contractor must dispose of Bulky Waste collected from Service Units pursuant to this Agreement in accordance with the following hierarchy: 10.10.4.1 Reuse as is (where energy efficiency is not compromised) 10.10.4.2 Disassemble for reuse or Recycling Page 44 of 185 10.10.4.3 Recycle 10.10.4.4 Disposal 10.10.5 Disposal of Bulky Waste. Contractor may not landfill such Bulky Waste unless the Bulky Waste cannot be reused or recycled. 10.10.6 City Direction of Bulky Waste. City reserves the right to direct Contractor to take specific types of Bulky Waste Collected pursuant to this Section to designated sites not more than twenty (20) miles from any City boundary for the purpose of reuse or recycling at no cost. Contractor has no obligation to dispose of the Bulky Item residue remaining at the directed site or sites after scavengers and recyclers have removed reusable or recyclable Bulky Waste. 10.11 Shams Collection Program. Home generated sharps, such as needles, syringes, and lancets shall be placed in a sharps container and removed from the regular waste stream to minimize exposure to Solid Waste workers and Recyclable Materials processors. To ensure sharps are handled in an appropriate manner, Contractor shall provide, upon request, each SFD Service Recipient with up to one postage -paid mail -back sharps container per year at no additional cost. Seniors shall be provided with up to two postage -paid mail -back sharps containers per year at no additional cost. In addition, Contractor shall promote this program in newsletters and in other forms of outreach as determined by City. Additionally, Contractor shall provide to the City on an annual basis not less than 200 postage -paid mail -back Sharps containers for City staff to distribute at special events. 10.12 Extended Producer Responsibility Diversion Program. Contractor shall provide a minimum of two City-wide electronic waste, textile, carpet, and mattress collection drives on an annual basis. Contractor will schedule collection events with City approval and advertise the drop-off events not less than one week prior to the scheduled collection event, but no more than one month prior to the scheduled collection event. All textile, carpet and mattresses Collected through this program shall be diverted from the landfill either through donation to a local non-profit organization or through other means of Diversion. 10.12.1 Temporary Bin and Box Service. Contractor shall provide temporary Bin and Box service, including Construction and Demolition Debris Bins, to SFD Service Recipients. Contractor shall deliver such Bin or Box within one Business Day of request. The Contractor shall receive compensation for Temporary Bin and Box Service from the customer at the rate for such service as set in Exhibit 1. Article 11. MFD Service 11.01 MFD Conditions of Service. Except as set forth below, Contractor must provide MFD Collection Services to all MFD Units in the Service Area. The MFD Services are governed by the following terms and conditions: 11.01.1 Bundled MFD Cart Service. Except for those Service Recipients that choose to receive Bins for service, Contractor must provide MFD Collection Service to all MFD Service Units in the Service Area whose MFD Solid Waste is properly containerized in Black/Grey Garbage Carts, Blue Page 45 of 185 Recyclable Materials are properly containerized in Recycling Carts, except as set forth in Section 11.08.1; Organic Wastes are properly containerized in Green Organic Waste Carts, except as set forth in Section 11.09.5, where the Garbage, Recycling, and Organic Waste carts have been placed within three (3) feet of the curb, swale, paved surface of the public roadway, closest accessible roadway, or other such location agreed to by Contractor and Service Recipient, that will provide safe and efficient accessibility to Contractor's Collection crew and vehicle. 11.01.2 Bundled MFD Bin Service. Contractor must provide MFD Solid Waste Collection Service to MFD Service Units in the Service Area that choose to receive Bins for service. MFD Collection Service shall be provided in Garbage Bins at the size and frequency as requested by the MFD Service Recipient, and including at no additional cost one (1) 96 -Gallon Blue Recycling Cart and one (1) 32 -Gallon Green Organic Waste Cart as part of the base bundled MFD Collection Service. Additional services may be requested by the MFD Service Recipient. To be exempted from MFD Recycling Service or MFD Organic Waste Collection Service, Service Recipient must apply for exemption to the Contractor. All such exemption applications must be reported in the Waste Reporting System and approved by the City. Additional Collection Containers or different size Collection Containers are subject to the applicable Service Rate set forth in Exhibit 1. 11.01.3 On -Premises Service. Notwithstanding any term or definition set forth in this Agreement, Contractor must provide Collection of MFD Garbage, Recycling, and Organic Waste on the MFD Service Recipients premises to an MFD Service Unit as follows. 11.01.3.1 At no additional cost to the MFD Service Unit. MFD Service Units where all adult Service Recipients residing therein have disabilities that prevent them from setting their Garbage, Recycling or Organic Waste Cart at the curb for Collection, and if a request for on -premises service has been made. 11.01.3.2 At an additional cost to the MFD Service Unit. a. MFD Service Units where topography, steep driveways, below grade dwellings, or limited access to public streets that prevents the MFD Service Recipient from setting their Garbage, Recycling or Organic Waste Cart at the curb for Collection, as determined by the City and agreed by the Contractor, and if a request for on -premises service has been made. b. MFD Service Units inaccessible by standard 3 or 4 axel Collection Vehicles as determined by the Contractor and agreed by the City. Stinger/scout truck services shall be provided for the retrieval of Collection Containers from locations with accessibility constraints that make Containers difficult or impossible to access using regular trash collection trucks. C. Contractor must offer "push services" to MFD Service Recipients other than those listed above on a subscription basis upon request for the Service Rate set forth in Exhibit 1. Push services include, but are not limited to, dismounting from the Collection Vehicle, moving the Collection Containers from their storage location for Collection and returning the Collection Containers back to their storage location. Page 46 of 185 11.01.3.3 Contractor must provide on -premises Collection Service on the same Work Day that curbside Collection would otherwise be provided to the MFD Service Unit. 11.02 Freauencv and Scheduling of Service. This service must be provided as deemed necessary and determined between Contractor and the MFD Service Unit, but such service must be received no less than one (1) time per week with no exception for holiday(s) as set forth herein, except that Collection service scheduled to fall on a holiday may be rescheduled as determined between the Service Unit and Contractor as long as the minimum frequency requirement is met. The size of the container and the frequency (above the minimum) of Collection will be determined between the MFD Service Unit and Contractor. However, size and frequency must be sufficient to provide that no Solid Waste need be placed outside the Collection Container. Contractor must provide containers as part of the Commercial Collection Maximum Service Rates set forth in Exhibit 1. Service Recipients may own and provide their own Compactor provided that the Service Recipient is completely responsible for its proper maintenance, and such Compactor is of a type that is compatible with Contractor's equipment. All other Collection Containers used by Service Recipients must be owned and supplied by Contractor. 11.03 Manner of Collection. The Contractor must provide Collection Service with as little disturbance as possible and must leave any Garbage, Recycling or Organic Waste Cart in an upright position at the same point it was Collected without obstructing alleys, roadways, driveways, sidewalks or mailboxes. Contractor's employees providing Collection Service must follow the regular walk for pedestrians while on private property and may not trespass nor cross property to the adjoining premises unless the occupant or owner of both properties has given permission. Care should be taken to prevent damage to property, including flowers, shrubs, and other plantings. 11.04 New Carts and Kitchen Food Waste Pails. At the start of this Agreement, Contractor must supply new Carts and Kitchen Food Waste Pails that comply with Collection Container specifications in Exhibit 4. If any changes to these specifications are adopted after the Effective Date that results in Contractor being required to replace Collection Containers before they have been fully depreciated, Contractor will be eligible for additional compensation in accordance with Section 6.07. 11.05 Replacement of Carts. Contractor's employees must take care to prevent damage to Carts by unnecessary rough treatment. However, any Cart damaged by the Contractor must be replaced by Contractor, at Contractor's expense, within five (5) Work Days at no cost or inconvenience to the Service Recipient. 11.05.1 Upon notification to Contractor by City or a Service Recipient that the Service Recipient's Cart(s) has been stolen or damaged beyond repair through no fault of Contractor, Contractor must deliver a replacement Cart(s) to such Service Recipient within five (5) Work Days. Contractor must maintain records documenting all Cart replacements occurring and report through the Waste Reporting System monthly. 11.05.2 Each Service Recipient is entitled to the replacement of one (1) lost, destroyed, or stolen Cart every ten (10) years during the life of this Agreement at no cost to the Service Recipient. Except in the case of a Cart that must be replaced because of damage caused by Contractor or in the case where Page 47 of 185 Contractor elects to replace a Cart rather than repair it on-site, Contractor will be compensated for the cost of those replacements in excess of one (1) per type of Cart per Service Recipient during the term of the Agreement, in accordance with the "Cart Exchange" Service Rate set forth in Exhibit 1, or as may be adjusted by the City from time to time as provided under this Agreement. 11.05.3 Contractor understands and agrees that this provision is intended to be applied on a per Cart type, individual Service Recipient basis and accordingly each Service Recipient could receive up to three (3) replacement Carts, one (1) of each type, every ten (10) years during the term of the contract. 11.05.4 Reoair of Garbage. Recycling and Organic Waste Carts. Contractor is responsible for the repair of Carts, including but not be limited to, hinged lids, wheels, and axles. Within five (5) Work Days of notification by the City or a Service Recipient of the need for such repairs, Contractor must repair the Cart or if necessary, remove the Cart for repairs and deliver a replacement Cart to the Service Recipient. 11.05.5 Cart Exchange. Upon notification to Contractor by City or a Service Recipient that a change in the size of a Cart is requested, Contractor must deliver such Cart to such Service Recipient within five (5) Work Days. Each MFD Service Unit is eligible to receive one (1) free Cart exchange per Calendar Year during the term of this Agreement for moving to a larger Cart size. Each MFD Service Unit is eligible to receive unlimited Cart exchanges per Calendar Year during the term of this Agreement for moving to a smaller Cart size. Accordingly, Contractor will be compensated only for the cost of those exchanges in excess of one (1) per Calendar Year for those Service Units receiving larger Cart sizes, in accordance with the "Cart Exchange" service rate as set forth in Exhibit 1 or as may be adjusted this Agreement. 11.05.6 Additional Cart Reguest. Upon notification to the Contractor by City or a Service Recipient that additional Carts for Garbage, Recyclable Materials, or Organic Waste are requested, Contractor shall deliver such Carts to such Service Recipient within five (5) Work Days, at the rate set forth in Exhibit 1. 11.05.7 Ownership of Carts. Ownership of Carts is vested in the Contractor. 11.06 Cleaning of Collection Containers. Once each Calendar Year, if requested by the MFD, Contractor must clean all Collection Containers or must replace the dirty Collection Containers with clean Collection Containers. Any Collection Container cleanings done at a Contractor facility must be done in such a manner that results in no water entering the City's storm drain system. This service must be provided at no charge to the Service Recipient, so long as the service is not requested more than once per Calendar Year. In addition, regardless of whether this cleaning is requested by the Service Recipient, Contractor will ensure that all Collection Containers are cleaned on an as -needed basis so as to maintain a clean appearance and proper function. Additional cleanings beyond once each Calendar Year will be subject to the Service Rate set forth in Exhibit 1. 11.07 MFD Garbage Collection Service. This service is governed by the following terms and conditions: Page 48 of 185 11.07.1 Non -Collection. Contractor is not required to Collect any Garbage that is not placed in a Garbage Cart. In the event of non -collection, Contractor will follow the steps set forth in Section 5.10. 11.07.2 Disoosal Facility. Except as set forth below, all Garbage Collected as a result of performing Integrated Solid Waste Handling Services must be transported to, and disposed of, at the Disposal Facilities listed in Exhibit 9. In the event the Disposal Facility is closed on a Work Day, Contractor must transport and dispose of the Garbage at another legally permitted Disposal Facility. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 6 and may result in Contractor being in default under this Agreement. 11.08 MFD Recycling Service. This service is governed by the following terms and conditions: 11.08.1 Conditions of Service. Contractor must provide MFD Recycling Service to all MFD Service Units in the Service Area whose Recyclable Materials are properly containerized in Recycling Collection Containers except as set forth below, where the Recycling Collection Containers are accessible. The Maximum Service Rates for Contractor's MFD Recycling Services are set forth in Exhibit 1. 11.08.2 Base MFD Recycling Service. All MFD Service Recipients subscribing to MFD Solid Waste Collection Service must receive weekly collection of Recycling Materials with a minimum of at least one 96 -gallon Recycling Cart per Service Recipient and included in the Bundled Rate set forth in Exhibit 1. The actual configuration of Recycling Collection Container sizes to be provided will be based on the total equivalent volume and configured in a manner determined by the Service Recipient in consultation with Contractor. 11.08.3 Overages. Corrugated cardboard that will not fit inside the Recycling Cart may be placed beside the Recycling Cart if flattened. 11.08.4 Recycling - Improper Procedure. The Contractor is not required to Collect Recyclable Materials if the Service Recipient does not segregate the Recyclable Materials from Solid Waste or Organic Waste. Furthermore, Contractor is not required to Collect Recyclable Materials that are contaminated through commingling with Solid Waste or Organic Waste. To address contamination, Contractor must follow the steps set forth in Section 5.07. 11.08.5 Materials Recovery Facility. Except as provided in Section 5.07, all Recyclable Materials collected as a result of performing recycling services must be delivered to the Materials Recovery Facility listed in Exhibit 9. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 6 and may result in Contractor being in default under this Agreement. All expenses related to materials processing and marketing will be the sole responsibility of Contractor. City has the right to designate Materials Recovery Facility. 11.08.6 Move In/Out Collection Service. Within three (3) months of opening a new account, at no additional charge, each MFD customer may request that Contractor provide one on-call Move-In/Out Recyclable Material Collection Service for recyclable packaging materials such as flattened cardboard boxes, and bundled newspaper and packaging foam. This will be offered as a one-time service for each new Page 49 of 185 account. This service shall only include Recyclable Materials, and if the Service Recipient includes Garbage in the materials set out for Collection by Contractor, this service shall be counted as one of the MFD Service Recipient's free annual Bulky Item Collections as set forth in Section 11.10. 11.08.7 Recycling - Changes to Services. Should changes in Applicable Law arise that necessitate any additions or deletions to the services described in this Section 11.08, including the type of items included as Recyclable Materials, the parties will negotiate any necessary cost changes and will enter into an Agreement amendment covering such modifications to the services to be performed and the compensation to be paid in accordance with Section 30.01.1 before undertaking any changes or revisions to such services. 11.09 MFD Organic Waste Collection Service. This service is governed by the following terms and conditions: 11.09.1 Base MFD Organic Waste Service. All MFD Service Recipients subscribing to MFD Garbage Collection Service must receive weekly collection of the equivalent volume of at least one (1) 32 - gallon Green Organic Waste Cart per Service Recipient included in the Bundled Service rate. The actual configuration of Organic Waste Collection Container sizes to be provided will be based on the total equivalent volume and configured in a manner determined by the Service Recipient in consultation with Contractor. Contractor may charge for MFD Organic Waste Collection as set forth in Exhibit 1 for MFD Organic Waste Service greater than the base 32 -gallon Organic Waste Cart. 11.09.2 Size and Frequency of Service. This service will be provided as deemed necessary and determined between Contractor and the Service Recipient, but such service must be received no less than one (1) time per week with no exception for holiday(s) as set forth herein, except that Collection Service scheduled to fall on a holiday may be rescheduled as determined between the Service Recipient and Contractor as long as the minimum frequency requirement is met. Service may be provided by Bin or Cart at the option of the Service Recipient. The size of the container and the frequency (above the minimum) of Collection will be determined between the customer and Contractor. However, size and frequency must be sufficient to provide that no Organic Waste needs be placed outside the Collection Container. Service Recipients may own and provide their own Compactor provided that the Service Recipient is completely responsible for its proper maintenance, and such Compactor is of a type that is compatible with Contractor's equipment. All other Collection Containers used by Service Recipients must be owned and supplied by Contractor. 11.09.3 Organic Waste Processing Services. Contractor must ensure that all Organic Waste Collected pursuant to this Agreement is diverted from the landfill in accordance with Applicable Law. Contractor must ensure that the Organic Waste Collected pursuant to this Agreement is not disposed of in a landfill, except for residue resulting from processing. If the organics processing facility accepts bagged Organic Waste (where bags are biodegradable or otherwise), then Contractor is obligated to accept bagged Organic Waste. 11.09.4 Organic Waste Processing Facility. Contractor must deliver all Collected Organic Waste to a fully permitted Organic Waste Processing Facility or a fully permitted Transfer Station, that has Page 50 of 185 been listed in Exhibit 9 and agreed upon by the City. All expenses related to Organic Waste processing and marketing will be the sole responsibility of Contractor. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 6 and may result in Contractor being in default under this Agreement. City has the right to designate Organic Waste Processing Facility. 11.09.5 Holiday Tree Collection. Contractor must Collect Holiday Trees set out at the curb for Collection during the three-week period beginning December 26' each year during the term of this Agreement. Contractor must deliver the Collected Holiday Trees to an appropriate Organic Waste Processing Facility for Diversion through uses other than Alternative Daily Cover or Beneficial Use. This annual service will be provided at no additional charge to the Service Recipient. Contractor is not required to divert Holiday Trees with tinsel, flocking or ornaments. 11.09.6 Non -Collection. Contractor is not required to Collect Organic Waste if the Service Recipient does not segregate the Organic Waste from Solid Waste or Recyclable Materials. Furthermore, Contractor is not required to Collect Organic Wastes that are contaminated through commingling with Solid Waste or Recyclable Materials. Contractor will address contamination in accordance with Section 5.07. 11.10 MFD Bulky Waste Collection Service. This service is governed by the following terms and conditions: 11.10.1 Conditions of Service. Contractor must provide MFD Bulky Waste Collection Service, including the collection of E -Waste and U -Waste, to all MFD Service Units in the Service Area whose Bulky Waste, E -Waste, and U -Waste have been placed within three (3) feet of the curb, swale, paved surface of the public roadway, closest accessible roadway, or other such location agreed to by Contractor and Service Recipient, that will provide safe and efficient accessibility to Contractor's Collection crew and vehicle. Upon property manager request, up to five (5) times per Calendar Year each Service Recipient is entitled to receive Bulky Item disposal amounting to a combined annual maximum of the equivalent of (a) six (6) Bulky Items or (b) ten (10) 32 -gallon bags at no additional cost and expense. For subsequent collection in any Calendar Year, the Contractor shall receive compensation from the customer at the rate for such service as set in Exhibit 1. 11.10.2 Frequency of Service. Bulky Item Collection Service will be provided on the next regular Collection day if the request is received at least two (2) Work Days in advance of the next regular Collection day. The Service Recipient may not intentionally commingle residential Bulky Waste with other Residential Waste. 11.10.3 Bulky Waste Containing Freon. In the event Contractor Collects Bulky Waste that contain Freon, Contractor must handle such Bulky Waste in a manner such that the Bulky Waste are not subject to regulation as hazardous waste under applicable State and Federal laws or regulations. 11.10.4 Maximum Reuse and Recycling. Contractor must dispose of Bulky Waste collected from Service Units pursuant to this Agreement in accordance with the following hierarchy: 11.10.4.1 Reuse as is (where energy efficiency is not compromised) Page 51 of 185 11.10.4.2 Disassemble for reuse or Recycling 11.10.4.3 Recycle 11.10.4.4 Disposal 11.10.5 Disposal of Bulky Waste. Contractor may not landfill such Bulky Waste unless the Bulky Waste cannot be reused or recycled. 11.10.6 City Direction of Bulky Waste. City reserves the right to direct Contractor to take specific types of Bulky Waste Collected pursuant to this Section to designated sites not more than twenty (20) miles from any City boundary for the purpose of reuse or recycling at no cost. Contractor has no obligation to dispose of the Bulky Item residue remaining at the directed site or sites after scavengers and recyclers have removed reusable or recyclable Bulky Waste. Article 12. Commercial Service 12.01 Commercial Conditions of Service. Except as set forth below, Contractor must provide Commercial Collection Services to all Commercial Service Units in the Service Area, including MXD Service Units and those City Service Units listed in Exhibit 3. MFD Units serviced with Bins will abide by the guidelines listed in this Section but are serviced as part of the Residential Collection Service. This service is governed by the following terms and conditions: 12.01.1 Provision of Service. Contractor must provide Commercial Garbage Collection Service, Commercial Recycling Service and Commercial Organic Waste Collection Service to all Commercial Service Units Service Units in the Service Area whose Solid Waste, Recyclable Materials, and Organics Waste are properly containerized in Collection Containers as appropriate where the Collection Containers are accessible as set forth in Section 12.01.4. Contractor must offer Garbage, Recyclable Materials, and Organic Waste Carts in 32, 64, and 96 -gallon sizes. Contractor must offer Garbage and Recyclable Materials Bins in 1, 2, 3, 4, and 6 -cubic yard sizes and 1, 2, and 3 -cubic yard sizes for Organic Waste Bins. Contractor may offer Roll -off Containers in 10, 20, 30, and 40 -cubic yard sizes, and Collection from Compactors. The size of the container and the frequency (above the minimum) of Collection will be determined between the Service Recipient and Contractor. However, the size and frequency must be sufficient to provide that no Garbage, Recyclable Materials, or Organic Waste need be placed outside the Collection Container. The base Commercial Collection Service will include Commercial Recycling Service as described in Section 12.04.2 below, and Commercial Organic Waste Collection Service as described in Section 12.05.5 below. 12.01.2 Bundled Service. For the Commercial Solid Waste Collection Service system, Contractor shall provide Garbage Bins as requested by the Commercial Service Recipient, and including at no additional cost one (1) 96 -Gallon Blue Recycling Cart and one (1) 32 -Gallon Green Organic Waste Cart service as part of the base bundled Commercial Collection Service. Additional services may be requested by the Commercial Service Recipient. To be exempted from Commercial Recycling Service or Commercial Page 52 of 185 Organic Waste Collection Service, Service Recipient must apply for exemption to the Contractor. All such exemption applications must be reported in the Waste Reporting System and approved by the City. 12.01.3 Hours of Collection. Commercial Collection Service must be provided commencing no earlier than 6:00 a.m., and terminating no later than 7:00 p.m., Monday through Saturday, except for Holidays. If the Commercial Collection Service is adjacent to Residential Premises, then collection service will be provided no earlier than 7:00 a.m. Monday through Friday and 8:00 a.m. on Saturday. The hours, day, or both of Collection may be extended due to extraordinary circumstances or conditions with the prior verbal or written consent of the Agreement Administrator. 12.01.4 Accessibility. Contractor must Collect all Collection Containers that are readily accessible to Contractor's crew and vehicles and not blocked. However, Contractor must provide "push services" and "stinger/scout truck services" as necessary upon request during the provision of Commercial Collection Services for the Service Rate set forth in Exhibit 1. Push services include, but are not limited to, dismounting from the Collection Vehicle, moving the Collection Containers from their storage location for Collection and returning the Collection Containers back to their storage location. Stinger/scout truck services provide for the retrieval of Collection Containers from locations with accessibility constraints that make Containers difficult or impossible to access using regular trash collection trucks. 12.01.5 Manner of Collection. Contractor must provide Commercial Collection Service consistent with Section 8.36.030 of the City Municipal Code with as little disturbance as possible and must leave any Collection Container at the same point it originally located without obstructing alleys, roadways, driveways, sidewalks or mailboxes. 12.02 New Containers. At the start of this Agreement, Contractor must supply new Carts and newly painted Bins and Roll -off Containers in good condition that comply with Collection Container specifications in Exhibit 4. If any changes to these specifications are adopted after the Effective Date that results in Contractor being required to replace Collection Containers before they have been fully depreciated, Contractor will be eligible for additional compensation in accordance with Section 30.01.1. 12.02.1 Purchase and Distribution of Collection Containers for New Commercial Service Units. Contractor must also distribute newly painted Collection Containers as specified in Exhibit 4 to new Commercial and MFD/MXD Service Units that are added to Contractor's Service Area during the term of this Agreement. The size and mix of the Collection Containers will be in accordance with the service agreement obtained by Contractor as set forth in this Agreement and the distribution must be completed within five (5) Work Days of receipt of the request for service. 12.02.2 Replacement of Collection Containers. Contractor's employees must avoid damage to Collection Containers by unnecessary rough treatment. Any Collection Container damaged by the Contractor must be replaced by Contractor, at Contractor's expense, within five (5) Work Days at no cost or inconvenience to the Service Recipient. 12.02.2.1 Each Commercial Service Unit is entitled to the replacement of one (1) lost, destroyed, or stolen Garbage, Recycling, and Organic Collection Container during the initial Page 53 of 185 term of this Agreement at no cost to the Service Unit. Accordingly, Contractor will be compensated for the cost of those replacements in excess of one (1) Garbage, Recycling, and Organic Collection Container per Commercial Service Unit during the initial term of the Agreement, in accordance with the "Collection Container Exchange" Service Rate, as appropriate, set forth in Exhibit 1. Contractor must deliver a replacement Collection Container to such Service Unit within five (5) Work Days. 12.02.3 Repair of Collection Containers. Contractor is responsible for repair of Collection Containers. Within five (5) Work Days of notification by City or a Service Recipient of the need for such repairs, Contractor must repair the Collection Container or if necessary, remove the Collection Container for repairs and deliver a replacement Collection Container to the Service Recipient. Collection Container repair also includes the removal of graffiti from the Collection Container. 12.02.4 Collection Container Exchange. Upon notification to Contractor by City or a Service Recipient that a change in their Collection Containers is required, Contractor must deliver such Collection Containers to such Service Recipient within five (5) Work Days. Each Commercial Service Unit is eligible to receive one (1) free Collection Container exchange per Calendar Year during the term of this Agreement. Contractor is allowed to charge the Service Unit for the cost of those exchanges in excess of one (1) Collection Container exchange per Calendar Year, in accordance with the appropriate "Collection Container Exchange" service rate set forth in Exhibit 1 as may be adjusted by City under this Agreement. Additional Collection Containers or different size Collection Containers are subject to the applicable Service Rate set forth in Exhibit 1. 12.02.5 Ownership of Collection Containers. Ownership of Collection Containers distributed by Contractor is vested in Contractor. 12.02.6 Cleanina of Collection Containers. Once each Calendar Year, if requested by the Commercial Service Unit, Contractor must clean all Collection Containers or must replace the dirty Collection Containers with clean Collection Containers. Any Collection Container cleanings done at Contractor facility must be done in such a manner that results in no water entering the City's storm drain system. This service must be provided at no charge to the Service Unit, so long as the service is not requested more than once per Calendar Year. In addition, regardless of whether this cleaning is requested by the Service Unit, Contractor will ensure that all Collection Containers are cleaned on an as -needed basis so as to maintain a clean appearance and proper function. Additional cleanings beyond once each Calendar Year will be subject to the Service Rate set forth in Exhibit 1. 12.03 Commercial Garbage Collection Service. 12.03.1 Conditions of Service. Contractor must provide Commercial Garbage Collection Service to all Commercial Service Units in the Service Area whose Garbage is properly containerized in Garbage Collection Containers, where the Garbage Collection Containers are accessible. 12.03.2 Size and Frequency of Service. This service must be provided as deemed necessary and determined between Contractor and the Commercial Service Unit, but such service must be received no less than one (1) time per week with no exception for holiday(s) as set forth herein, except that Page 54 of 185 Collection service scheduled to fall on a holiday may be rescheduled as determined between the Service Unit and Contractor as long as the minimum frequency requirement is met. The size of the container and the frequency (above the minimum) of Collection will be determined between the Commercial Service Unit and Contractor. However, size and frequency must be sufficient to provide that no Solid Waste need be placed outside the Collection Container. Contractor must provide containers as part of the Commercial Collection Maximum Service Rates set forth in Exhibit 1. Service Recipients may own and provide their own Compactor provided that the Service Recipient is completely responsible for its proper maintenance, and such Compactor is of a type that is compatible with Contractor's equipment. All other Collection Containers used by Service Recipients must be owned and supplied by Contractor. 12.03.3 Non -Collection. Contractor is not required to Collect any Commercial Solid Waste that is not placed in a Garbage Collection Container unless such Commercial Solid Waste is outside the Garbage Collection Container because of overflow. In the event of non -collection or overflow, Contractor must follow the steps as set forth in Section 5.13. 12.03.4 Disposal Facility. All Solid Waste collected as a result of performing Commercial Solid Waste Integrated Solid Waste Handling Services must be transported to, and disposed of, at the Disposal Facility. In the event the Disposal Facility is closed on a Work Day, Contractor must transport and dispose of Solid Waste at another legally permitted disposal facility. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 6 and may result in Contractor being in default under this Agreement. City has the right to designate Disposal Facility and agrees to adjust Maximum Service Rates to reflect City's exercise of flow control rights. 12.04 Commercial Recycling Service. This service is governed by the following terms and conditions: 12.04.1 Conditions of Service. Contractor must provide Commercial Recycling Service to all Commercial Service Units in the Service Area whose Recyclable Materials are properly containerized in Recycling Collection Containers except as set forth below, where the Recycling Collection Containers are accessible. The Maximum Service Rates for Contractor's Commercial Recycling Services are set forth in Exhibit 1. 12.04.2 Base Commercial Recycling Service. All Commercial Service Recipients subscribing to Commercial Solid Waste Collection Service must receive weekly collection of Recycling Materials with a minimum of at least one 96 -gallon Blue Recycling Cart per Service Recipient at no additional cost as part of the base service and included in the Bundled Rate set forth in Exhibit 1. The actual configuration of Recycling Collection Container sizes to be provided will be based on the total equivalent volume and configured in a manner determined by the Service Recipient in consultation with Contractor. 12.04.3 Size and Frequency of Service. This service will be provided as deemed necessary and determined between Contractor and the Service Recipient, but such service must be received no less than one (1) time per week with no exception for holiday(s) as set forth herein, except that Collection service scheduled to fall on a holiday may be rescheduled as determined between the Service Recipient and Contractor as long as the minimum frequency requirement is met. Service may be provided by Collection Page 55 of 185 Container at the option of the Service Recipient. The size of the Collection Container and the frequency (above the minimum) of Collection will be determined between the Service Recipient and Contractor. However, size and frequency must be sufficient to provide that no Recyclable Materials need be placed outside the Collection Container. Contractor may charge for Commercial Recycling Services above the weekly trash volume equivalent and must provide Recycling Collection Containers as a part of the Bundled Service with rates set forth in Exhibit 1. Service Recipients may own and provide their own Compactor provided that the Service Recipient is completely responsible for its proper maintenance, and such Compactor is of a type that is compatible with Contractor's equipment. All other Collection Containers used by Service Recipients must be owned and supplied by Contractor. 12.04.4 Recycling - Improper Procedure. Contractor is not required to Collect Recyclable Materials if the Service Recipient does not segregate the Recyclable Materials from Commercial Solid Waste and Organic Waste. Furthermore, Contractor is not required to collect Recyclable Materials that are contaminated through commingling with Solid Waste or Organic Waste. To address contamination, Contractor must follow the steps as set forth in Section 5.07. 12.04.5 Materials Recovery Facility. All Recyclable Materials Collected as a result of performing Recycling Services must be delivered to the Materials Recovery Facility listed in Exhibit 9. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 6 and may result in Contractor being in default under this Agreement. All expenses related to materials processing and marketing will be the sole responsibility of Contractor. City has the right to designate Materials Recovery Facility and agrees to adjust Maximum Service Rates to reflect City's exercise of flow control rights. 12.04.6 Recycling - Changes to Work. Should changes in law arise that necessitate any additions or deletions to the work described herein including the type of items included as Recyclable Materials, the parties will negotiate any necessary cost changes and will enter into an Agreement amendment covering such modifications to the work to be performed and the compensation to be paid in accordance with Section 30.01.1 before undertaking any changes or revisions to such work. 12.04.7 Compliance with AB 341 & SB 1383. Contractor will develop and maintain its Commercial Recycling Service in a manner designed to assist City and the Service Recipients to achieve and maintain compliance with the Applicable Law, inclusive of AB 341 and SB 1383. Contractor will notify Commercial Service Recipients of the requirements to comply with the laws by November 2023, and not less than annually thereafter. Contractor must provide the necessary volume of Collection Service to Commercial Service Units to be in full compliance with the Applicable Law. In conjunction with the City's ordinance supporting full compliance with the Applicable Law, inclusive of AB 341 and SB 1383 by Commercial Service Units (i.e., "generators"), Contractor will conduct in-person outreach to all non- participating commercial covered generators a minimum of once per calendar year. Failure to conduct such outreach will result in a penalty as specified in Exhibit 6. 12.04.8 Additional Recycling Collection containers. Contractor must provide additional Recycling Collection Containers to Commercial Service Recipients above the minimum requirements within five (5) days of request and may charge for such additional capacity set forth in Exhibit 1 provided that Page 56 of 185 additional Collection Containers are used by Service Recipients for the purposes of setting out additional Recyclable Materials for regular weekly Commercial Recycling Service. 12.05 Commercial Organic Waste Collection Service. This service is governed by the following terms and conditions: 12.05.1 Conditions of Service. Contractor must provide Commercial Organic Waste Collection Service to all Commercial Service Units in the Service Area whose Organic Waste is property containerized in Organic Collection Containers, where the Organic Waste Collection Containers are accessible. Contractor will conduct a site visit with each non-exempt Service Recipient to determine the specific materials to be included the Service Recipient's Organic Waste Collection (i.e., Food Waste, Green Waste, combined Food and Green Waste). Contractor will charge for collection of Organic Waste within the Bundled Service rate specified in Exhibit 1. For Organic Waste collected in Collection Containers beyond the size specified in the Bundled Service rate, Contractor will charge at the rate set forth in Exhibit 1. Contractor agrees that not all Service Units will elect to receive Organic Waste Collection Service in Carts, and that Contractor will provide Organic Waste Collection Bins upon request and as necessary. Service Recipients may elect to add Green Waste only Collection Bins to their service at pricing included in Exhibit 1. Contractor will provide a sufficient number of Collection Containers and at a collection frequency to allow for any such Service Unit to utilize the collection of Organic Waste. Commercial Organic Waste Collection will occur Monday through Saturday upon request and as necessary. City shall provide Contractor a list of the names and addresses of Commercial Service Units that are approved by City for exemption from Organic Waste Collection. 12.05.2 Oraanic Waste Processing Services. Contractor must ensure that all Organic Waste Collected pursuant to this Agreement is diverted from the landfill in accordance with Applicable Law. Contractor must ensure that the Organic Waste Collected pursuant to this Agreement is not disposed of in a landfill, except for residue resulting from processing. If the organics processing facility accepts bagged organic waste, then Contractor is obligated to accept bagged Organic Waste. 12.05.3 Organic Waste Processing Facility. Contractor must deliver all Collected Organic Waste to a fully permitted Organic Waste Processing Facility or a fully permitted Organic Waste transfer station listed in Exhibit 9. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 6 and may result in Contractor being in default under this Agreement. All expenses related to Organic Waste processing and marketing will be the sole responsibility of Contractor. City has the right to designate Organic Waste Processing Facility and agrees to adjust Maximum Service Rates to reflect City's exercise of flow control rights. 12.05.4 Organic Waste Collection Frequency. Contractor must comply with CalRecycle collection frequency requirements as they may apply during the term of this Agreement. If any such changes to collection frequency are adopted after Effective Date that result in Contractor being allowed to reduce the frequency of Garbage or Organic Waste Collection, or otherwise cause Contractor to reduce its collection costs as a result in a change in Garbage or Organic Waste collection frequency, Contractor must provide City with its estimate of its reduced costs and shall make adjustments to the Maximum Service Rates. Page 57 of 185 12.05.5 Base Commercial Organic Waste Service. All Commercial Service Recipients subscribing to Commercial Garbage Collection Service must receive weekly collection of the equivalent volume of at least one (1) 32 -gallon Green Organic Waste Cart per Service Recipient at no additional cost as part of the base service included in the Bundled Service rate. The actual configuration of Organic Waste Collection Container sizes to be provided will be based on the total equivalent volume and configured in a manner determined by the Service Recipient in consultation with Contractor. Contractor may charge for Commercial Organic Waste Collection as set forth in Exhibit 1 for Commercial Organic Waste Service greater than the base 32 -gallon Organic Waste Cart. 12.05.6 Size and Freouencv of Service. This service will be provided as deemed necessary and determined between Contractor and the Service Recipient, but such service must be received no less than one (1) time per week with no exception for holiday(s) as set forth herein, except that Collection service scheduled to fall on a holiday may be rescheduled as determined between the Service Recipient and Contractor as long as the minimum frequency requirement is met. Service may be provided by Bin or Cart at the option of the Service Recipient. The size of the container and the frequency (above the minimum) of Collection will be determined between the customer and Contractor. However, size and frequency must be sufficient to provide that no Organic Waste needs be placed outside the Collection Container. Service Recipients may own and provide their own Compactor provided that the Service Recipient is completely responsible for its proper maintenance, and such Compactor is of a type that is compatible with Contractor's equipment. All other Collection Containers used by Service Recipients must be owned and supplied by Contractor. 12.05.7 Organic Waste - Improper Procedure. Contractor is not required to Collect Organic Waste if the Service Recipient does not separate the Organic Waste from Solid Waste and Recyclable Materials. Furthermore, Contractor is not required to collect Organic Waste that is contaminated through commingling with Solid Waste or Recyclable Materials. To address contamination, Contractor must follow the steps set forth in Section 5.07. 12.05.8 Organic Waste - Changes to Services. Should changes in law arise that necessitate any additions or deletions to the services described in this Section including the type of items included as Organic Waste, the parties will negotiate any necessary cost changes and will enter into an Agreement amendment covering such modifications to the services to be performed and the compensation to be paid in accordance with Section 30.01.1 before undertaking any changes or revisions to such services. 12.05.9 Compliance with AB 1826 & SB 1383. Contractor will develop and maintain its Commercial Organic Waste Collection Service in a manner designed to assist City and Service Recipients to achieve and maintain compliance with Applicable Law inclusive of AB 1826 and SB 1383. Contractor will notify non-exempt covered businesses of the requirements to comply with the Applicable Law in November 2023, and no less than annually thereafter. Contractor will offer to provide the volume of collection service that covered businesses require to be in compliance with the law. In conjunction with the City's ordinance supporting full compliance with the Applicable Law inclusive of AB 341, SB 1383 and AB 827 by Commercial Service Units (i.e., "generators"), Contractor will conduct in-person outreach to all non -participating non- exempt commercial covered generators as specified in Section 20.02. Failure to conduct such outreach will result in a penalty as specified in Exhibit 6. Page 58 of 185 12.05. 10 Additional Organic Waste Collection Containers. Contractor must provide additional Organic Waste Collection Containers to Service Recipients at the rates listed in Exhibit 1 provided that additional Collection Containers are used by Service Recipients for the proposes of setting out additional Organic Waste materials for regular weekly Organic Waste Collection Service. Article 13. Mixed Use Dwelling Service (MXD) 13.01 MXD Collection Service. As in Section 12.01. 13.02 MXD Solid Waste Collection Service. As in Section 12.03. 13.03 MXD Recycling Service. As in Section 12.04. 13.04 MXD Move In/Out Collection Service. As in Section 10.08.4. 13.05 MXD Organic Waste Collection Service. As in Section 12.05. 13.06 MXD Bulky Waste Collection Services. As in Section 10.10; Contractor may charge Service Recipients for Bulky Waste Collections subject to the Maximum Service Rate in Exhibit 1. Article 14. City Services 14.01 City Collection Services. 14.01.1 Contractor shall provide Garbage, Recycling, and Organic Waste Collection Services to all City Service Units set forth in Exhibit 3, or as City may designate in the future (and where applicable, subject to the conditions in this Section), where the Containers are not blocked and are accessible by Contractor's Collection Vehicles. 14.01.2 Bulky Waste Collection Service. Contractor shall collect Bulky Waste, including E - Waste and Universal Waste, from City Services Units as listed on Exhibit 3 on an on-call basis on the same terms and conditions as are provided to SFD Service Units per Section 10.10. 14.01.3 City Transit Shelters. Contractor shall provide Garbage collection services to public trash cans and City -owned bus stops not less than three (3) days per week. Collection service at City Transit Shelters shall include power washing public trash cans and maintaining cleanliness in and around the trash cans on an annual basis. City Transit Shelter Garbage collection service areas are specified in Exhibit 3. 14.01.4 Development Review. Contractor, upon City's request, shall assist the City in the review of applicants' plans for projects covered by Public Resources Code § 42911, including commercial and multi -family projects, to provide for effective and economical accumulation and collection of Solid Waste. 14.02 City Collection Conditions of Service. City Collection Services shall be governed by the following terms and conditions: Page 59 of 185 14.02.1 Contractor's Good Will. In exchange for the good will of the City and the general public, Contractor voluntarily agrees to provide Integrated Solid Waste Handling Services under this Article at no cost to the City excepting excess service as provided in this Article, and warrants that such service shall neither impact the Maximum Service Rates nor be otherwise paid for or subsidized by any other Service Recipients. 14.02.2 Contractor shall receive written permission from the City before placing any Collection Containers on City owned property for service, except that no such permission shall be needed to place Collection Containers at locations specified for such Containers in Exhibit 3. 14.02.3 Contractor shall limit the number of trips and the path of travel for Collection Vehicles in City parking lots. 14.02.4 Container Service. City Facilities shall be provided Integrated Solid Waste Handling Services generally subject to the same terms and conditions as similar Service Units regarding Container specifications, repair, replacement, cleanings, and exchange; provided the City shall not be charged for any requests for such services. 14.02.5 Frequency of Service. The frequency of collection may be designated by the City, but not to exceed six (6) times per week per container. City may change the City Service Units receiving service, and the container volume and Collection frequency provided to any City Service Unit, by written notice to Contractor. Article 15. Additional Services 15.01 Good Corporate Citizenship Programs. Contractor will provide the following good corporate citizenship programs, partnerships, and collaboration efforts to the Rosemead community. 15.01.1 Collection for City Sponsored Events. Contractor will provide Garbage, Recycling, and Organic Waste Collection Services at all City sponsored events, including, but not limited to the 4th of July Event, Moon Festival Event, and Fall Fiesta Event. 15.01.2 Compost Giveaways. At no cost to City, Contractor shall provide, at a minimum, 60 tons of compost or mulch, or a combination of the two, for compost giveaways twice per year. City Manager and Contractor shall agree upon the times and location for these two giveaways. Compost or mulch that satisfies the definition of recovered organic waste products under SB 1383 shall be used to satisfy the City's SB 1383 procurement requirements. 15.01.3 Paper Shred Days. Two times per Calendar Year, at no additional cost to the City or its residents, Contractor shall conduct a free paper shredding event at a location and time agreed upon by the Parties. At each event, all City residents will be permitted to deliver an unlimited amount of paper for shredding free of charge by Contractor. Contractor shall arrange for all shredded paper generated by each event to be processed in such a manner to ensure the diversion of this material from landfilling. Page 60 of 185 15.01.4 Public Education and Outreach. Contractor shall provide public education and outreach to residents and businesses in the City through quarterly newsletters, semi-annual billing inserts, commercial and multi -family recycling workshops, and technical assistance. Outreach and education services are further described in Exhibit 11. 15.01.5 Rosemead High School Scholarship Program. Contractor shall develop a school outreach program including, at a minimum, the sponsorship of five (5) annual scholarships of one thousand dollars ($1,000) each for high school students that reside in the City and are interested in environmental sciences and sustainability issues. The scholarships shall be awarded based on an essay contest which shall be judged jointly by Contractor and City. 15.01.6 "Serve Rosemead" Community Quality of Life Cleanup Events. Contractor shall be committed to volunteer a minimum of one "Serve Rosemead" landscaping, clean-up, or beautification projects annually over the Agreement term. 15.01.7 Annual Dumpster Day. Contractor shall host an annual, "Dumpster Day," at no additional cost to the City or its residents. Contractor shall conduct a the "Dumpster Day" event at a location and time agreed upon by the Parties. 15.01.8 Software Tracker. Contractor shall provide City with access to a software, such as Recyclist, that (a) allows City to readily access and download the information that Contractor has provided, (b) Contractor pays for the cost of the licensing or contracting for use of the system by City, including at least one (1) license for a City user, and (c) the software vendor enters into an agreement with Contractor reasonably acceptable to Contractor that requires the vendor (and its affiliates, successors and any future acquiror) to: maintain adequate data security and indemnify City to the same extent as it indemnifies Contractor. 15.01.9 Public Outreach Fund. Funds provided by Contractor for the Public Outreach Program shall be at least $20,000 annually for sponsorships and charitable giving to community organizations. 15.01.10 Unlimited and High Diversion Bulky Item and Street Litter Abatement Program. Contractor shall provide unlimited and high diversion of all Bulky Waste and a street litter abatement program. Within one Work Day of a request from the Contractor Administrator, Contractor shall provide unlimited abandoned waste removal services Contractor shall collect, transport, and deliver abandoned waste to a Disposal Facility, the Materials Recovery Facility, or Organics Processing Facility, as appropriate given the characteristics of the abandoned waste. Contractor shall provide unlimited collection, transportation, and processing of the abandoned waste identified by the City each year at no charge to the City. Within one Work Day of a request from the Contractor Administrator, Contractor shall provide unlimited number of Roll -Off Containers to support City's Enforcement Clean-up Services in the Service Area. City shall be responsible for loading or arranging for loading of each Roll -Off Container. Contractor shall collect, transport, and deliver City Code Enforcement Clean-up Services Garbage, Recyclable Materials, and Organic Waste to a Disposal Facility, the Materials Recovery Facility, or Organics Processing Facility, as appropriate given the characteristics of the load at no additional cost to the City. Page 61 of 185 Article 16. Collection Routes 16.01 Service Routes. Contractor must provide City with maps and digital mapping data precisely defining Collection routes, together with the days and the times at which Collection will regularly commence. 16.02 Initial Route Changes. Contractor agrees not to change any Residential Integrated Solid Waste Handling Services routes in effect as of the Effective Date of this Agreement prior to July 1, 2024, except for limited route changes that may be necessary for new development, and subject to review and approval by the City. After July 1, 2024, if any re-routing of Residential Integrated Solid Waste Handling Services is necessary for collection efficiency, Contractor may submit to City, in writing, proposed route changes (including maps thereof) not less than sixty (60) calendar days prior to the proposed date of implementation. Any such initial routing change may not affect more than ten percent (10%) of SFD Service Units in the City and is subject to City review and approval. 16.03 Future Service Route Changes. Contractor must submit to City, in writing, any proposed route change (including maps thereof) not less than sixty (60) calendar days prior to the proposed date of implementation. Contractor may not implement any route changes without the prior review of the Agreement Administrator. If the change will change the Collection day for a Service Recipient, Contractor must notify those Service Recipients in writing of route changes not less than thirty (30) days before the proposed date of implementation. 16.04 Collection Route Audits. City reserves the right to conduct audits of Contractor's Collection routes. Contractor must cooperate with City in connection therewith, including permitting City employees or agents, designated by the Agreement Administrator, to ride in the Collection Vehicles to conduct the audits. Contractor has no responsibility or liability for the salary, wages, benefits or worker compensation claims of any person designated by the Agreement Administrator to conduct such audits. Article 17. Minimum Performance Standards 17.01 Billing Audit and Performance Reviews. 17.01.1 Contractor Shall Review its Billings to all Customers. The purpose of the review is to determine that the amount which the Contractor is billing each Customer is correct regarding the level of service (i.e., frequency of collection, size of container, location of container) at the rates approved by City Council resolution. The Contractor shall review Customer accounts not less than annually and provide a written certification to the City that all such billing is correct. The documentation of the review, as well as verification that any errors have been corrected should be provided to the City annually. 17.01.2 Selection and Cost. City may conduct billing audit and performance reviews (together, "reviews") of Contractor's performance during the term of this Agreement, as provided herein. The reviews will be performed by the City or a qualified firm under contract to City. City will have the final responsibility for the selection of the firm. City may conduct reviews at any time during the term of the Agreement. City and Contractor agree to each pay one hundred percent (100%) of the cost of the audits and performance reviews provided for under Section 17.01. Page 62 of 185 17.01.2.1 Full Reviews During Term. City may conduct two (2) full reviews with costs apportioned as stated in Section 17.01.2 during the I Term of this Agreement. The purpose of these full reviews will be as described in Section 17.01.3 below. 17.01.3 Purpose. The reviews will be designed to verify that customer billing rates have been properly calculated and they correspond to the level of service received by the customer, verify that Contractor is correctly billing for all services provided, Franchise Fees and other fees required under this Agreement have been properly calculated and paid to City, verify Contractor's compliance with the reporting requirements and performance standards of this Agreement, verify the diversion percentages reported by Contractor, and verify any other provisions of the Agreement. City (or its designated consultant) may utilize a variety of methods in the execution of this review, including, but not limited to, analysis of relevant documents, on-site and field observations, and interviews. City (or its designated consultant) will review and document the items in the Agreement that require Contractor to meet specific performance standards, submit information or reports, perform additional services, or document operating procedures, that can be objectively evaluated. This information will be documented and be formatted in a "compliance checklist" with supporting documentation and findings tracked for each of the identified items. The review will specifically include a determination of Contractor's compliance with the diversion requirements of Article 8, and the public outreach and education requirements of Article 20. City (or its designated consultant) may review the customer service functions and structure utilized by Contractor. This may include Contractor's protocol for addressing customer complaints and service interruption procedures. Complaint logs may be reviewed, along with procedures and systems for tracking and addressing complaints. On-site and field observations by City (or its designated consultant) may include, but are not necessarily limited to: 17.01.3.1 Interviews and discussions with Contractor's administration and management personnel; 17.01.3.2 Review and observation of Contractor's customer service functions and structure; 17.01.3.3 Review of public education and outreach materials; 17.01.3.4 Interviews and discussions with Contractor's financial and accounting personnel; 17.01.3.5 Interviews with route dispatchers, field supervisors and managers; 17.01.3.6 Interviews with route drivers; 17.01.3.7 Interviews with vehicle maintenance staff and observation of maintenance practices; and 17.01.3.8 Review of on -route Integrated Solid Waste Handling Services, including observation of driver performance and collection productivity and visual inspection of residential routes before and after collection to evaluate cart placement and cleanliness of streets. Page 63 of 185 17.01.4 Contractor's Cooperation. Contractor shall cooperate fully with the review and provide all requested data, including operational data, financial data, and other data reasonably requested by City within fifteen (15) Work Days of the request. 17.01.5 Additional Billing Audit and Performance Review. If the Billing Audit and Performance Review concludes that Contractor is not in compliance with all terms and conditions of this Agreement and such non-compliance is material, Contractor is subject to administrative fees and penalties as described in Exhibit 6 as well as reimbursement to the City for the full cost of the audit plus any underpayments discovered during the Audit. Additionally, City may conduct an Additional Billing Audit and Performance Review beyond the two (2) specified in Section 17.01.2, to ensure that Contractor has cured any such area of non-compliance. Contractor will be responsible for the cost of any such Additional Billing Audit and Performance Review for a maximum cost of One -hundred Twenty Thousand Dollars ($120,000) (starting on July 1, 2024 and each January 15' thereafter, with the maximum cost for the review adjusted annually by the change in the CPI). For the purposes of a determination of non-compliance under this Agreement, Audit findings which result in underpayments of $100,000 or more shall be deemed material. 17.01.6 City Requested Program Review. City reserves the right to require Contractor to periodically conduct reviews of the Garbage, Recycling, and Organic Waste Collection Service programs, provided that such reviews are reasonable and can be accomplished at no additional cost to Contractor and without interfering with Contractor's operations. Such reviews could assess one or more of the following performance indicators: average volume of Recyclable Materials per setout per customer, average volume of Organic Waste per setout per customer, participation level, contamination levels, etc. Prior to the program evaluation review, City and Contractor will meet and discuss the purpose of the review and agree on the method, scope, and data to be provided by Contractor. 17.02 Cooperation with Other Program Reviews. Contractor shall cooperate with City and/or its agent(s) as reasonably requested to collect program data, perform field work, conduct route audits to investigate customer participation levels and setout volumes and/or evaluate and monitor program results related to Garbage, Recyclable Materials and Organic Waste collected in City by Contractor, provided that such cooperation can be accomplished at no additional cost to Contractor and without interfering with Contractor's operations. Article 18. Collection Equipment 18.01 General Provisions. All equipment used by Contractor in the performance of services under this Agreement must be of a high quality and meet all Federal, State, and local regulations and air quality standards, including all applicable provisions of Air Quality Management District. Collection vehicles must be designed and operated so as to prevent collected materials from escaping from the vehicles. Hoppers must be closed on top and on all sides with screening material to prevent collected materials from leaking, blowing or falling from the vehicles. All trucks and containers must be watertight and must be operated so that liquids do not spill during Collection or in transit. Page 64 of 185 18.02 Bulky Waste. Vehicles used for Collection of Bulky Waste may not use compactor mechanisms or mechanical handling equipment that may damage reusable goods or release Freon or other gases from pressurized appliances. 18.03 Collection Vehicles. Contractor must use Collection Vehicles as listed in the schedule included in Exhibit 5 and may not use any Collection Vehicle that is more than fifteen (15) years old during the term of the Agreement. Contractor shall register all new Collection Vehicles under this Agreement to its address within the City, and shall report all purchases of Collection Vehicles under this Agreement as attributable to the City for sales tax purposes. Collection Vehicles must utilize low carbon ("alternative") fuel, which must be renewable natural gas, LNG, CNG, or electric unless otherwise pre- authorized by the City in writing. Contractor shall transition all of its franchise residential and commercial collection vehicles to renewable natural gas (RING) by December 31, 2025. If during the term of the Franchise Agreement, new technologies are available such as hybrid or electric powered collection vehicles, the City or the Contractor may request/negotiate implementation of such new collection vehicles, with a corresponding change to the Maximum Service Rates to reflect additional cost or savings. During the Term, to the extent required by law, Contractor shall provide its Collection Vehicles to be in full compliance with all Applicable Laws, including State and Federal clean air requirements that are adopted or proposed to be adopted, including, but not limited to, the California Air Resources Board Heavy Duty Engine Standards as currently proposed to be contained in California Code of Regulations, title 13, sections 2020 at seq., the Federal EPA's Highway Diesel Fuel Sulfur regulations and all other applicable air pollution control laws. 18.04 Collection Vehicle Technology. Contractor must use Collection Vehicles fitted with GPS tracking devices that can be used to record start and stop times, vehicle locations, and maximum speed. Contractor shall furnish to the City at no additional cost or expense any software and equipment necessary for City to track the location of Collection Vehicles in real time and to generate reports as needed. By no later than August 1, 2025, Collection Vehicles must also be fitted with cameras that are programmed to take photos, date and location stamped, to document violations, including contamination, overfilling, and lids not closed. GPS and camera data must be accessible by City. 18.05 Collection Vehicle Size Limitations / Overweigh Vehicle Charge. Contractor may not use any Collection Vehicle in violation of weight limitations in Applicable Law including any weight limitation placed on any public roadway or alley as adopted and posted by City. The Contractor may exceed the Collection Vehicle size limitation for a limited time due to extraordinary circumstances or conditions with the prior written consent of the Agreement Administrator. The limited time may not exceed 120 days. Contractor must report all instances of overweight vehicles to City as part of its quarterly Franchise Fee submittal described in Section 4.03, and as part of its Annual Reports to the City described in Section 22.03. Contractor may be assessed administrative charges as specified in Exhibit 6 as a result of exceeding an overweight vehicle rate of five percent (5.00%) in any Calendar Year during the term of the Agreement. The overweight vehicle rate will be calculated as the total number of overweight Collection Vehicle instances during the Calendar Year, divided by the total number of Collection Vehicle loads transported during the Calendar Year. Prior to collecting administrative charges for overweight vehicles, the City shall afford Contractor a reasonable opportunity to provide the Agreement Administrator documentation of the extraordinary circumstance that caused the overweight vehicles. Extraordinary circumstances in this particular case include, but may be limited to, heavy Page 65 of 185 rains or high winds that caused excess Green Waste to be generated, rain to accumulate in open Collection Containers, or normal Collection routes to be delayed or shortened to extreme weather conditions. The Agreement Administrator shall have authority to consider Contractor's documentation and uphold and collect the assessed charge, to reduce the charge, or waive and dismiss the charge. The Agreement Administrator shall also have the authority to waive charges in advance of an anticipated, or in response to and actual, emergency event. 18.06 Registration: Inspection. All vehicles used by Contractor in providing Integrated Solid Waste Handling Services underthis Agreement, except those vehicles used solely on Contractor's premises, are to be registered with the California Department of Motor Vehicles. In addition, each such vehicle must be inspected by the California Highway Patrol in accordance with Applicable Law. Within two (2) Work Days of a request from the Agreement Administrator, Contractor must provide City a copy of its vehicle maintenance log and any safety compliance report, including, but not limited to, any report issued under California Vehicle Code sections 34500 and following, as well as the biennial "BIT" inspections conducted by the California Highway Patrol. 18.07 Safety Markings. All Collection equipment used by Contractor must have appropriate safety markings including, but not limited to, highway lighting, flashing, and warning lights, clearance lights, and warning flags. All such safety markings must be in accordance with the requirements of the California Vehicle Code, as may be amended from time to time. 18.08 Vehicle Signage and Painting. Collection Vehicles must be painted and numbered without repetition and must have Contractor's name, Contractor's customer service telephone number, and the number of the vehicle painted in letters of contrasting color, at least four (4) inches high, on each side and the rear of each vehicle. All Collection Vehicles shall display the words "Servicing the City of Rosemead" in letters no less than two inches (2") high and the City Seal. No advertising is permitted other than the name of Contractor, its logo and registered service marks, except promotional advertisement of the Recyclable Materials and Organic Waste programs, which is encouraged. City to approve any promotional material of the Recyclable Materials and Organic Waste Programs affixed to or painted on Contractor's Collection Vehicles and may require such promotion to be utilized from time to time to encourage correct recycling, reduce contamination, and provide relevant education. Contractor must repaint all vehicles (including vehicles striping) during the term of this Agreement on a frequency as necessary to maintain a positive public image as reasonably determined by the Agreement Administrator, but not less often than once every five years. 18.09 Bin and Roll -off Signage, Painting. and Cleaning. All metal bins and Roll -offs of any service type furnished by Contractor must be either painted or galvanized. All metal or plastic bins and Roll -offs must display Contractor's name, Contractor's customer service telephone number, and the number of the Bin or Roll -off and must be kept in a clean and sanitary condition. Bins and Roll -offs should be free of dents and graffiti, new at the start of this Agreement, and painted as needed to maintain an orderly appearance throughout the term of the Agreement, but not less frequently than once every three years. Bins and Roll -offs may be subject to periodic, unscheduled inspections by City and determination as to sanitary condition will be made by City. Page 66 of 185 18.10 Vehicle Certification. For each Collection Vehicle used in the performance of services under this Agreement, Contractor must obtain a certificate of compliance (smog check) issued pursuant to Part 5 of Division 26 of the California Health and Safety Code (Section 43000 and following) and regulations promulgated thereunder and/or a safety compliance report issued pursuant to Division 14.8 of the California Vehicle Code (Section 34500 and following) and the regulations promulgated thereunder, as applicable to the vehicle. Contractor must maintain copies of such certificates and reports and must make such certificates and reports available for inspection upon request by the Agreement Administrator. 18.10.1 No later than annually, Contractor must submit to the Agreement Administrator verification that each of the Contractor's Collection Vehicles has passed the California Heavy Duty Vehicle Inspection. Thereafter, Contractor must cause each vehicle in Contractors Collection fleet to be tested annually in the California Heavy Duty Inspection Program and must, upon request, submit written verification to City within ten (10) Work Days of the completion of such test. Contractor may not use any vehicle that does not pass such inspection. 18.11 Eauipment Maintenance. Contractor must maintain Collection equipment in a clean condition and in good repair at all times. All parts and systems of the Collection equipment must operate properly and be maintained in a condition satisfactory to City. Contractor must wash all Collection Vehicles at least once a week. 18.12 Maintenance Loa. Contractor must maintain a maintenance log for all Collection Vehicles. The log must at all times be accessible to City by physical inspection upon request of Agreement Administrator, and must show, at a minimum, each vehicle Contractor assigned identification number, date purchased or initial lease, dates of performance of routine maintenance, dates of performance of any additional maintenance, and description of additional maintenance performed. 18.13 Equipment Inventory. On or before January 1, 2024, Contractor shall provide to City an inventory of Collection Vehicles and major equipment used by Contractor for Collection or transportation and performance of services under this Agreement. The inventory must indicate each Collection Vehicle by Contractor assigned identification number, DMV license number, the age of the chassis and body, type of fuel used, the type and capacity of each vehicle, the number of vehicles by type, the date of acquisition, the decibel rating and the maintenance and rebuild status. Contractor must submit to the Agreement Administrator, either by fax or e-mail, an updated inventory annually to the City or more often at the request of the Agreement Administrator. Each inventory must also include the tare weight of each vehicle as determined by weighing at a certified scale used by Contractor. Each vehicle inventory must be accompanied by a certification signed by Contractor that all Collection Vehicles meet the requirements of this Agreement. 18.14 Reserve Equipment. Contractor shall have available to it, at all times, reserve Collection equipment which can be put into service and operation within one (1) hour of any breakdown. Such reserve equipment must correspond in size and capacity to the equipment used by the Contractor to perform the contractual duties. 18.15 RNG Fuel Procurement Credits. Contractor agrees to coordinate and cooperate with the City to meet its Recovered Organic Waste Product procurement target, as defined in and required by Page 67 of 185 Applicable Law. In support of that objective the City will receive any applicable SB 1383 Recovered Organic Waste Product procurement credits for all RNG used by the Contractor to power Contractors Collection vehicles as allowed by the Applicable Law and within the time provided therein. Article 19. Contractor's Office 19.01 Contractor's Office. Contractor shall maintain an office in the City of Rosemead, California that is accessible to persons with disabilities as required by the Americans with Disabilities Act (ADA). The office must be open and have responsible persons in charge during 10:00 a.m. to 3:00 p.m. on Mondays through Thursdays. Contractor must provide either a local or toll-free telephone number that connects to the call center described in Section 19.02, and a telephone answering service or mechanical device to receive Service Recipient inquiries during those times when the office is closed. Calls received after normal business hours must be addressed the next Work Day morning. In addition, Recycling Coordinators assigned to City will be equipped with cellular phones to respond to direct notifications and requests from City staff or to make outbound calls to Customers to provide assistance with Collection Service matters during normal business hours. 19.02 Customer Service Call Center. Contractor must maintain a Customer Service call center within the United States. Such office must be equipped with enough telephones that all customer service - related calls received during normal business hours, 7:00 a.m. to 6:00 p.m. on Monday through Friday and Saturday during Collection Service hours from 8 a.m. to 12 p.m., are answered by an employee within five (5) rings. 19.03 Emergency Contact. Contractor must provide the Agreement Administrator with an emergency phone number where the Contractor can be reached outside of the required office hours. 19.04 Multilingual/TDD Service. Contractor must always maintain the capability of responding to telephone calls in English, Spanish, Mandarin, Vietnamese, and such other languages as City may direct. Contractor must always maintain the capability of responding to telephone calls through Telecommunications Device for the Deaf (TDD) Services. 19.05 Service Recipient Calls. During office hours, Contractor must maintain a telephone answering system capable of accepting at least five (5) incoming calls at one time. Contractor must record all calls including any inquiries, service requests and complaints into a customer service log. 19.05.1 All incoming calls will be answered at the local office or call center within 5 rings. Any call "on -hold" in excess of 1.5 minutes must have the option to remain "on -hold" or request a "call-back" from a customer service representative. Contractor's customer service representatives must return Service Recipient calls. For all messages left before 3:00 p.m., all "call backs" must be attempted a minimum of one time prior to 5:00 p.m. on the day of the call. For messages left after 3:00 p.m., all "call backs" must be attempted a minimum of one time prior to noon the next Work Day. Contractor must make minimum of three (3) attempts within one (1) Work Day of the receipt of the call. If Contractor is unable to reach the Service Recipient on the next Work Day, Contractor must send a postcard, email or text, as indicated by the Service Page 68 of 185 Recipient to the Service Recipient on the second Work Day after the call was received, indicating that the Contractor has attempted to return the call. Article 20. Contractor Support Services 20.01 Sustainability/Compliance Representative. Contractor will hire staff, including at least two dedicated full-time Sustainability/Compliance Representatives as of the Commencement Date, to conduct site visits and provide outreach and education in support of meeting Franchise and CalRecycle Diversion requirements and to meet State mandates associated with Applicable Law and all amendments and related subsequent legislation. The Sustainability/Compliance Representatives shall be available as needed to meet with the City and conduct site visits to implement Recycling and Organics programs in the Service Area at least four days a week throughout the year. City may request monthly meetings with Contractor to discuss problems or issues such as Collection or Recycling programs, Billing or Service Recipient service issues, and day to day operations. City and Contractor agree to meet and confer to reevaluate the ongoing need for two dedicated full-time Sustainability/Compliance Representatives on or around August 1, 2025. 20.02 Sustainability and Compliance Plan. Contractor, at its own expense, must prepare, submit and implement an annual (Calendar Year) Sustainability and Compliance Plan ("Plan"), which will guide Contractor's staffs' work efforts. This Plan will include measures to meet diversion targets, increase diversion, and increase participation of Service Recipients in recycling and organics diversion programs, and should target certain Recyclable Materials or "problem" areas, including recycling and organics sorting and contamination, within Contractor's Service Area where improvements can be maximized. Planned outreach and education services, and outreach materials should be included as part of the Plan and updated annually. Targets of outreach should be based on local trends and recycling patterns from data obtained by both the City and Contractor. Contractor will maintain current and state-of-the-art public outreach and education services throughout the term of this Agreement by providing outreach materials to Service Recipients electronically (via email and social media). Contractor must submit first year draft Plan to the City prior to the Commencement Date and by July 1st each year thereafter for the term of the Agreement. City shall review and provide revisions to draft Plan within thirty (30) days of receipt. Contractor must revise and submit final Plan to City by September 1, 2023, for first year and then each year thereafter for the term of the Agreement. Contractor's Plan is provided in Exhibit 10. The Sustainability and Compliance Plan must include the following: 20.02.1 City -Specific Website. Contractor shall maintain a City -specific website that fully explains the Contractor's current services and rates, the diversion options available, and allows Service Recipients to submit service changes, inquiries, complaints, or queries. The website must describe and promote the use of the available Recyclable Materials and Organics services. Contractor's local website must provide information specific to the City's programs. Contractor will ensure that information provided on the website is maintained and up to date. Content will include proper container set out, educational materials, newsletters, and program descriptions. Website shall be in English, Spanish, Mandarin, and Vietnamese. 20.02.2 Recycling Resources. Contractor shall maintain accurate list of recyclable materials on its website, and promote proper recycling to all Service Recipients. Contractor shall consult, collaborate, Page 69 of 185 and coordinate its recycling outreach and educational materials and activities with the City and incorporate the City's input on the Contractor's recycling resources and programs. 20.02.3 School Education and Outreach. Contractor shall develop and utilize a program to educate on proper recycling that offers tools to assist with proper recycling for all ages. Educational information should include brochures, school resources such as recycling curriculums, kid's activity flyers, posters, myth busters, and recycling art activities. Contractor shall develop and distribute educational material and conduct onsite outreach annually to all school campuses in the franchise area. Materials must be approved by City before distribution. Examples include: Recyclable Materials list, Recycling tips, battery and bulb education, Food Waste collection and donation, and HHW education. Educational material shall be distributed to campuses by mail and/or in person on or before September 30'^ annually, and site visits must be completed by November 30°i. 20.02.4 MORe Compliance Notices. Contractor shall send Mandatory Organics Recycling (MORe) compliance notices quarterly to all eligible Commercial entities and MFDs/MXDs that do not subscribe to Organic Waste Collection Service with the Contractor, and/or do not provide an alternate method for Diverting Organic Waste, in conformance with Applicable Law, including SB 1383 and AB 1826. These notices shall also notify businesses of requirements under AB 827. Contractor shall mail notifications quarterly on or before the last day of the month following the end of the quarter. 20.02.5 MCR Compliance Notices. Contractor shall send Mandatory Commercial Recycling (MCR) compliance notices quarterly to all eligible Commercial entities and MFD's that do not subscribe to recycling collection service with the Contractor, and/or do not provide an alternate method for diverting recyclable materials, in conformance with AB 341. These notices shall also notify businesses of requirements under AB 827. Contractor shall mail notifications quarterly on or before the last day of the month following the end of the quarter. 20.02.6 MORe Site Visits. Contractor shall conduct site visits to all eligible Commercial entities and MFDs/MXDs once per year for the first three years and thereafter every other year for businesses that subscribe to Organics Collection Service and every year for businesses that do not subscribe to organics collection service in conformance with SB 1383 and AB 1826. Contractor shall conduct visits on or before June 30th. 20.02.7 MCR Site Visits. Contractor shall conduct site visits to all eligible Commercial entities and MFDs/MXDs once per year for the first three years and thereafter every other year for businesses that subscribe to Recycling Collection Service and every year for businesses do not subscribe to Recycling Collection Service with the Contractor. Contractor shall conduct visits on or before June 301. 20.02.8 Waste Audits. Contractor shall complete Recycling and Solid Waste audits for twenty (20) Commercial or MXD Service Recipients per month and provide recommendations to customers on how to improve overall resource efficiency. 20.02.9 Compliance Reoortinq. Contractor shall report contaminations and overage issues via the City's Waste Reporting System. Page 70 of 185 20.02.10Right-sizing Containers. Contractor must right -size Collection Containers to maximize diversion from SFD, MFD, MXD and Commercial Service Recipients. 20.02.11 Education and Outreach Materials. Contractor must implement public education and outreach in conformance with Applicable Law and in coordination with the City. Contractor shall attend public events and host booths to promote recycling education and awareness. Contractor will work with City to identify which special events will be attended. Contractor, together with City, shall work with local media to ensure information on new programs, events, recycling, organics etc. is communicated to the community. Contractor shall use a variety of options such as local paper, news, websites, social media, Homeowners Associations, schools, and civic groups to distribute information and education about City solid waste and recycling programs, and events. Contractor shall distribute educational material to Service Recipients a minimum of once a quarter by mail or electronically. All educational and outreach materials shall be provided in English, Vietnamese, Chinese, and Spanish Languages. These materials should include tips on recycling properly, use of organics containers, composting, battery and electronics education, prevention of contamination issues, proper Collection Container placement, resource information, and HHW education. 20.02.12Service Recioient Personnel Training. Contractor shall advise and educate appropriate personnel (management, employees, janitors, etc.) at MFD/MXD and Commercial Service Units on methods and recommendations to increase recycling and decrease landfilling including best practices for recycling, waste reduction and availability and use of in-house recycling containers. 20.02.13 Available Services Notice and Information. At least annually Contractor must publish and distribute (by mail or electronically) a notice to all Service Units regarding the full range of services offered. The notice must contain at a minimum (i) definitions of the materials to be Collected, (ii) procedures for setting out materials, (iii) the days when Garbage Integrated Solid Waste Handling Services, Recycling Services, and Organic Waste Integrated Solid Waste Handling Services will be provided, (iv) Contractor's local customer service phone number, (v) instructions on the proper filling of Containers, (vi) instructions as to what materials may or may not be placed in Recyclable Materials or Organic Waste Containers, (vii) how to select Container sizes to maximize diversion, (viii) participation in Recycling and Organic Waste programs, (ix) the fees for overage and Contamination in the event of non-compliance, (x) the availability of on -premises Integrated Solid Waste Handling Services, including the availability of no - charge on -premises Integrated Solid Waste Handling Services for qualified persons, (xi) Bulky Waste Integrated Solid Waste Handling Services, (xii) the dates and locations of Neighborhood Cleanup days, and (xiii) the dates and locations of Free Bulky Item Drop-off days. The notice must be provided in English, and other languages as directed by the City, and must be distributed by Contractor no later than February 1st of each year. 20.02.14 Approach to Meeting City's Diversion Requirements. Contractor must document approach to meeting City's diversion requirements by specific diversion program type (SFD, MFD, Commercial, Recyclable Material, Organic Waste, Bulky Waste, etc.) and must be tied to both specific and public education programs. This must include an implementation schedule showing the specific programs and tasks, milestones, and time frames for meeting the diversion requirements. Page 71 of 185 20.02.15Tonnage Table. Contractor must provide as part of the Plan, a tonnage table segregated by SFD, MFD, MXD, Commercial, and Additional Services that estimates tonnages for Recyclable Material and Organic Waste delivered and processed, and the estimated residual tonnages for each calendar year of the Franchise Agreement. 20.02.16 Environmental Stewardship. Contractor must describe all environmental management policies and activities related to the solid waste collection service, including the use of alternative fuel vehicles, reduction of air emissions and wear and tear on the City's streets, use of recycled products throughout operations, internal waste reduction and reuse protocol, water and resource conservation activities within facilities (design, construction and operation), compliance with laws governing e -waste, HHW, and u -waste, and use of non-toxic products when possible. 20.03 News Media Relations. Contractor will work with local media to ensure information is communicated to community (new programs, events, recycling information, etc.). Contractor to use options, such as local Newspaper, Radio/TV News outlets, Websites and Social Media. Contractor will notify the Agreement Administrator by e-mail or phone of all requests for news media interviews related to the services covered under this Franchise Agreement within one (1) Work Day of Contractor's receipt of the request. When practicable, before responding to any inquiries involving controversial issues or any issues likely to affect participation or customer's perception of services, Contractor will discuss Contractor's proposed response with the City Agreement Administrator. 20.04 Annual Recycling Awards. Contractor will recognize outstanding participation in Recycling and/or Organic Waste programs by identifying "recycling all-stars" for recognition at a City Council meeting during each November, beginning November 2024. 20.05 News Media Requests. Contractor will notify the Agreement Administrator by e-mail or phone of all requests for news media interviews related to the services covered under this Agreement within one (1) Work Day of Contractor's receipt of the request. When practicable, before responding to any inquiries involving controversial issues or any issues likely to affect participation or Service Recipient's perception of services, Contractor will discuss Contractor's proposed response with the Agreement Administrator. 20.05.1 Copies of draft news releases or proposed trade journal articles that use the name of City or relate to the services provided hereunder must be submitted to the Agreement Administrator for prior review and approval at least five (5) working days in advance of release, except where Contractor is required by any Applicable Law to submit materials to any regulatory agency in a shorter period of time, in which case Contractor must submit such materials to City simultaneously with Contractor's submittal to such regulatory agency. 20.05.2 Copies of articles resulting from media interviews or news releases that use the name of City or relate to the services provided hereunder must be provided to the City within five (5) days after publication. Page 72 of 185 20.06 Acceptable Materials Labeling. Contractor must affix to each Recycling and Organics Collection Container a sticker that clearly lists Acceptable materials to be placed in these containers. Stickers must be replaced annually and include any updates in the list of Acceptable materials (Exhibit 12). 20.07 Edible Food Recovery Support. At no cost to the City, Contractor must provide support to the City's Edible Food Recovery program as required under SB 1383. Contractor support may include educating commercial edible food generators, providing records of site visits, conducting education efforts, and providing lists of food recovery organizations. Contractor will assist the City in conducting Food Waste and Green Waste surveys and diversion programs by providing accurate and timely service data, conducting site visits, and distributing materials. 20.08 Programs and Services. Contractor must provide additional educational and outreach services and programs as requested by City at a price to be mutually agreed upon between the Contractor and the Agreement Administrator. In the event Contractor and the Agreement Administrator cannot reach a mutually agreed upon price for the requested service or program, City has the right to procure the service of other vendors or contractors to provide the requested service. 20.09 Operations Plans. Contractor must adhere to the Transition Plan included as Exhibit 5, Customer Service Plan included as Exhibit 7, and Collection Service Operations Plan included as Exhibit 8 that present the specific collection and processing programs that will be implemented in the City. Article 21. Emergency Service 21.01 Revised Services During an Emergency. In the event of a major storm, earthquake, fire, flood, tomado, other natural or man-made disaster, or other such emergency event (collectively "Emergency Event), the Agreement Administrator may grant the Contractor a variance from regular routes and schedules, which will not be withheld unreasonably. As soon as practicable after such Emergency Event, Contractor must advise the Agreement Administrator when it is anticipated that normal routes and schedules can be resumed. The Agreement Administrator will try through the local news media to inform the public when regular services may be resumed. The clean-up from some Emergency Events may require that Contractor hire additional equipment, employ additional personnel, or work existing personnel on overtime hours to clean debris resulting from the event. Contractor will receive additional compensation, above the normal compensation contained in this Agreement, to cover the costs of rental equipment, additional personnel, overtime hours and other documented expenses based on the rates set forth in Exhibit 1 provided Contractor has first secured written authorization and approval from City through the Agreement Administrator. City will be given equal priority and access to resources as with other franchise jurisdictions held by Contractor or its affiliates. 21.02 Emergency Event Planning. Within sixty (60) days from a request by City, Contractor shall prepare a draft Emergency Event plan that sets forth procedures for maintaining regular Collection service and Collection of debris following an Emergency Event. The Emergency Event plan shall address arrangements to provide needed vehicles and personnel, priorities for cleanup at critical facilities, and procedures for reimbursement for costs, describe communication plans, list key contact persons, and provide maps showing proposed sites for stockpiling of disaster debris that cannot be transported to the landfill. Page 73 of 185 Contractor shall coordinate the plan with City's emergency service teams. The draft plan shall be presented to the City Manager for consideration and approval. The final plan shall be distributed to those employees of Contractor and City who would have a role in implementing upon the occurrence of an Emergency Event. 21.03 Emergency Event Recovery Su000rt. In the event of an Emergency Event, Contractor agrees to provide recovery support upon request by Agreement Administrator. This may include additional hauling of debris, special handling such as wrapping waste in plastic (i.e., "burrito wrapping"), temporary storage of debris where feasible, additional disposal, use of different transfer and disposal facilities, and documentation of debris type, weight, and diversion. Contractor should follow protocol laid out in the County's Operational Area Mass Debris Management Plan (Annex to the Operational Area Emergency Response Plan) and any subsequent County or City Disaster Debris Plans, as applied to solid waste hauling and handling. Article 22. Record Keeping and Reporting Requirements 22.01 Record Keening. Notwithstanding Article 47 herein: 22.01.1 Accounting Records. Contractor must maintain full, complete and separate financial, statistical and accounting records, pertaining to cash, billing, and provisions of all Integrated Solid Waste Handling Services, prepared on an accrual basis in accordance with generally accepted accounting principles. Such records will be subject to audit, copy, and inspection for the purposes set forth in Section 17.01.3. Gross Revenues derived from provision of the Integrated Solid Waste Handling Services, whether such services are performed by Contractor or by a subcontractor or subcontractors, will be recorded as revenues in the accounts of Contractor. The Contractor shall keep and preserve, during the Term of this Agreement, and for a period of not less than four (4) years following expiration or other termination hereof, full, complete and accurate records, including all cash, billing and disposal records, as indicated in the Agreement. 22.01.1.1 City reserves the right to request audited, reviewed, or compiled financial statements prepared by an independent Certified Public Accountant, or as may be provided by Contractor or its parent company. In the event that Contractor does not maintain separate financial or accounting records prepared specifically for services provided under this Agreement, Contractor may use industry standard allocation methods to provide financial information as applicable to the service provided under this Agreement. 22.01.2 Agreement Materials Records. Contractor must maintain records of the quantities of (i) Residential, MFD, MXD and Commercial Solid Waste Collected and disposed under the terms of this Agreement, (ii) Recyclable Materials, by type, Collected, purchased, processed, sold, donated or given for no compensation, and residue disposed under the terms of this Agreement, and (iii) Organic Waste by type, Collected, purchased, processed, sold, donated or given for no compensation, and residue disposed under the terms of this Agreement 22.01.3 Other Records. Contractor must maintain all other records reasonably related to provision of Integrated Solid Waste Handling Services, whether or not specified in this Agreement. Page 74 of 185 22.01.4 Failure to Report. The refusal of Contractor to file any of the reports required, or the inclusion of any materially false or misleading statement or representation made knowingly by Contractor in such report, shall be deemed a material breach of this Agreement and shall subject Contractor to all remedies, legal or equitable, which are available to City under this Agreement or otherwise. 22.01.5 Report Format. All reports to be submitted in a format approved by the City, including electronic data submission in the City's Waste Reporting System and in a format specified by the City. 22.02 Quarterly Reporting. 22.02.1 General. Quarterly reports must be submitted no later than 5 p.m. PT on the last day of the month following the end of Quarter in which the receipts are collected and must be provided electronically using software acceptable to the City. If the last day of the month falls on a day that City is closed or a holiday, then the reportwill be due on the next business day. Failure to submit complete quarterly reporting by the due date will result in penalties as specified in Exhibit 6. 22.02.2 City Reports. Quarterly reports to City must include: 22.02.2.1 Quarterly Payment Reporting. The payment report must include an accounting of Contractor's Gross Revenues received during the preceding Quarter, and the calculated Franchise Fee and Marketing and Sales of Recyclable Materials Payment. 22.02.2.2 Franchised Tonnaae and Service Data. Contractor must report the number of unique SFD and MFD accounts serviced, the number of unique Commercial, MXD, and City accounts serviced, tonnage of Garbage, Recyclable Materials and Organic Waste collected and processed for diversion broken down by Container type, Residual amounts from Recycling and Organic Waste Diversion operations that are landfilled. Quantities should be broken down by SFD, MFD, MXD, Commercial, and City Service Integrated Solid Waste Handling Services. MXD properties must have tonnage assigned appropriately to Residential and Commercial generators. 22.02.2.3 Overweight Vehicle Reporting. The quarterly report must include a summary total of all instances of overweight Collection Vehicles. This summary must include the number of overweight vehicle instances expressed as a percentage of the total number of Collection Vehicle loads transported during the reported quarter. 22.02.2.4 Non -Collection. The quarterly report must include a summary of each Service Unit receiving a Non -Collection Notice in the previous quarter along with a description for the Non -Collection Notice. 22.02.2.5 On -hold. The quarterly report must include each Service Unit that was not billed in the previous quarter. 22.02.2.6 Collection Overage Charges. The quarterly report must include each Service Unit incurring a charge for a Solid Waste Overage in the previous quarter. Page 75 of 185 22.02.2.7 Contamination Reportinq. To the extent required by Applicable Law, the quarterly report must include a summary of all instances of qualifying contamination under the procedures in Section 5.08. This summary must include the total number of accounts where contamination occurred, the total number of Contamination Violation Notices issued by Contractor to Service Recipients, a list of accounts where such notices occurred, and the total number of instances where Collection Container size or Collection frequency was increased specifically due to contamination. Within twenty (20) Work Days of request by City, Contractor will provide copies of the Contamination Violation Notices and the digital documentation of contamination. 22.02.2.8 Service Recipient Complaint Log. The quarterly report must include the Service Recipient call log collected from the previous quarter. 22.03 Annual Reporting. 22.03.1 General. An annual report must be submitted no later than 5 p.m. PT on January 31, 2024, and each January 3151 thereafter for the previous Calendar Year. If January 315' falls on a day that City is closed, then the report will be due on the next business day. Annual reports must be submitted electronically in software acceptable to the City. Failure to submit complete annual reporting by the due date will result in penalties as specified in Exhibit 6. Annual reports to City must include: 22.03.1.1 Financial Statements. Contractor must submit annual financial statements for the local operation. Statements need not be reviewed or audited statements. 22.03.1.2 Annual Sustainability and Compliance Report. Contractor must complete and submit data sections within their Sustainability and Compliance Plan to document education and outreach conducted, public event participation, school visits, compliance notices mailed, site visits, waste audits completed, information distributed, and media used, and community events hosted. This must include public education activities undertaken during the year, including distribution of bill inserts, collection notification tags, community information and events, tours and other activities related to the provision of Integrated Solid Waste Handling Services, and must discuss the impact of these activities on recycling program participation and include amounts collected from SFD, MFD, MXD, Commercial, and City Service Units. The report should include a complete list of all non-exempt commercial accounts, which includes each non-exempt account's status as a "covered generator" under AB 341, AB 1826 and SB 1383, the date and status of Contractor's outreach efforts at each non-exempt account, and the current level of Recycling and Organics program participation at each non-exempt account. 22.03.1.3 Summary of Programs. An analysis of any Recycling and Organic Waste Collection, processing and marketing issues or conditions (such as participation, setouts, contamination, etc.) and possible solutions, discussed separately for Residential and Commercial programs. 22.03.1.4 Solid Waste Data. The number of SFD, MFD, MXD, Commercial, and City Service Units and the number of Collection Containers distributed by size and Service Unit type. Page 76 of 185 22.03.1.5 Waste Characterization Data. A breakdown of Solid Waste (Garbage, Recycling, and Organics) by material type as per CalRecycle material classifications. 22.03.1.6 Recycling Data. Gross tons Collected daily on average by material type by route for SFD, MFD, MXD, Commercial, and City Recycling service, with map of routes. The average participation rates by quarter relative to the total number of Service Units by Service Unit type. Indicate, by material type (and grade where appropriate), annual totals of Recyclable Materials processed including facility name and location, average cost or price received per ton and total recycling cost or revenue received for the year. Indicate any quantities, by material type, donated or otherwise disbursed without compensation. Indicate number of Recycling Collection Containers distributed by size and Service Unit type. Also provide annual totals and location for residue disposed. 22.03.1.7 Organic Waste Data. Include average daily gross tons Collected by route, separated by Green Waste and Food Waste, with map of routes. Include the total number of generators that receive each type of Organic Waste Collection Service provided by the Contractor. Indicate average daily number of set -outs by route. Indicate average participation rates relative to the total number of Service Units in terms of weekly set -out counts. Indicate number of Organic Waste Collection Containers distributed by size and Service Unit type. Indicate, by material type, annual totals of Organic Materials processed including facility name and location, average cost or price received per ton and total organics cost or revenue received for the year. Provide totals and location for Residue Disposed. Include the number of route reviews conducted for prohibited contaminants and the number of Non -Collection Notices issued to Service Recipients. 22.03.1.8 Customer Service Log. A copy of the customer service log, including a summary of the type and number of complaints and their resolution. Copies of a written record of all calls related to missed pickups and responses to such calls. 22.03.1.9 Customer Service Information Sheet. A copy of Contractor's most recent Customer Service Information Sheet (i.e., customer call center "cheat sheet") for the City or the equivalent information used by customer service representatives. 22.03.1.10 Overweight Vehicle Data. A summary of all instances of overweight Collection Vehicles. This summary must also include the number of overweight vehicle instances as a percentage of the total number of Collection Vehicle loads transported during the Calendar Year. 22.03.1.11 Summary Narrative. A summary narrative of problems encountered with Collection and processing activities and actions taken. Indicate type and number of Non - Collection Notices left at Service Recipient locations. Indicate instances of property damage or injury, significant changes in operation, market factors, publicity conducted, needs for publicity. Include description of processed material loads rejected for sale, reason for rejection and disposition of load after rejection. 22.03.1.12 Collection Container and Vehicle Inventory. An updated complete inventory of Collection Containers by type and size, and an updated complete inventory of Collection Page 77 of 185 Vehicles including for each vehicle: truck number, route number, date purchased, vehicle type, tare weight, license plate number, fuel type and vehicle make and model. 22.03.1.13 Diversion Rate. Contractor must provide documentation acceptable to City in its reasonable judgment stating and supporting the Calendar Year's Franchise Diversion Rate, as calculated in accordance with the provisions of Article 8. Any tonnages diverted and disposed from large venues and events during the reporting period will be counted towards the calculated diversion rate. 22.03.1.14 AB 341 AB 1826 and SB 1383 Compliance Data. Contractor must report the total number of Commercial and MFD/MXD Service Units serviced and the number of containers, container sizes and frequency of collection for Garbage, Recyclable Materials and Organic Waste for each non-exempt Commercial and MFD/MXD Service Unit. Contractor must also provide the following information separately for both AB 341 and AB 1826: 22.03.1.15 The total number of non-exempt Commercial, MFD, and MXD Service Units that fall under the AB 341 or AB 1826 thresholds, and the total number of those non-exempt Commercial, MFD, and MXD Service Units that are not subscribed to Commercial, MFD, or MXD Recycling Collection Service or Commercial, MFD, or MXD Organics Collection Service. 22.03.1.16 A summary of the type of follow-up outreach that was provided to those non-exempt Commercial, MFD, and MXD Service Units that are not subscribed to Commercial, MFD, or MXD Recycling Collection Service or Commercial, MFD, or MXD Organics Collection Service. 22.03.1.17 Contractor shall provide proof of training records for Service Recipient personnel, emergency procedures, Customer Service Courtesy, and how to recognize Illicit Discharges and stormwater pollution sources. 22.04 Diversion Calculation and Data. By 5 p.m. PT on February 14 and annually thereafter during the term of this Agreement, Contractor must deliver to City, in the format specified by City, the Calendar Year's Franchised Diversion Rate, as calculated in accordance with the provisions of Article 8. Any tonnages Diverted and disposed from large venues and events during the reporting period will be counted towards the calculated Diversion rate. 22.05 CalRecycle Reports. Contractor will provide reasonable assistance to City in preparing annual reports to CalRecycle (the "Electronic Annual Report" or EAR), including but not limited to supplying required data for preparation of the reports, and completing all required data input in the Waste Reporting System. 22.05.1 In the event that CalRecycle requires City to report an Implementation Schedule to comply with AB 341, AB 1826, SB 1383, SB 1594 and other Applicable Laws, Contractor will provide assistance to City in preparing a report, including Contractor's policies and procedures related to compliance with AB 341, AB 1826, SB 1383, and other Applicable Laws and how Recyclable Materials or Organic Waste are collected, a description of the geographic area, routes, list of addresses served and a method for tracking Page 78 of 185 contamination, copies of route audits, copies of notice of contamination, copies of notices, violations, education and enforcement actions issued, and copies of educational materials, flyers, brochures, newsletters, website, and social media. 22.06 Waste Characterization Audit. Contractor must conduct statistically valid waste audits of Residential and Commercial Service Recipients' waste once annually, including Recycling, Garbage, and Organic Waste, and provide characterization data to the City as part of its Annual Report (Section 22.03). Material types and guidance should follow CalRecycle requirements and/or recommendations. 22.07 Additional Reporting. Contractor must furnish City with any additional reports as may reasonably be required, such reports to be prepared within a reasonable time following the reporting period. Article 23. Nondiscrimination 23.01 Nondiscrimination. In the performance of all work and services under this Agreement, Contractor may not discriminate against any person based on such person's race, sex, gender, gender identity, color, national origin, religion, marital status, or sexual orientation. Contractor must comply with all applicable local, State and Federal laws and regulations regarding nondiscrimination, including those prohibiting discrimination in employment. Article 24. Service Inquiries and Complaints 24.01 Contractor's Customer Service. All service inquiries and complaints will be directed to Contractor. A representative of Contractor must be available to receive the complaints during normal business hours. Contractor is required to use the City's Resident Service Center (RSC) or any customer Relationship Management System put in place by the City in the future for handling of customer complaints received by the City for hauling, illegal dumping, and any other services under this Agreement. Contractor must participate in mandatory RSC training before using system and at least annually thereafter. Customer Service training shall include Service Recipient courtesy, shall prohibit the use of loud or profane language, and shall instruct Collection crews to perform the work quietly. Contractor shall use its best efforts to assure that all employees present a neat appearance and conduct themselves in a courteous manner. All service complaints will be handled by Contractor in a prompt and efficient manner. RSC cases must be addressed and resolved within three (3) Work Days. In the case of a dispute between Contractor and a Service Recipient, the matter will be reviewed, and a decision made by the Agreement Administrator. 24.01.1 Contractor will utilize the Customer Service Log to maintain a record of all inquiries and complaints in a manner prescribed by City. 24.01.2 For those complaints related to missed Collections, where Containers are properly and timely set out, that are received by 12:00 noon on a Work Day, Contractor will return to the Service Unit address and Collect the missed materials before leaving the Service Area for the day. For those complaints related to missed Collections that are received after 12:00 noon on a Work Day, Contractor will have until the end of the following Work Day to resolve the complaint. For those complaints related to repair or replacement of Collection Containers, the appropriate Sections of this Agreement will apply. Page 79 of 185 24.01.3 Contractor agrees that it is in the best interest of City that all Garbage, Recyclable Materials, and Organic Waste be collected on the scheduled Collection day. Accordingly, missed Collections will normally be Collected as set forth above regardless of the reason that the Collection was missed. However, in the event a Service Recipient requests missed Collection service more than two (2) times in any consecutive two (2) month period the Agreement Administrator will work with Contractor to determine an appropriate resolution to that situation. In the event Contractor believes any complaint to be without merit, Contractor will notify the Agreement Administrator, by e-mail. The Agreement Administrator will investigate all disputed complaints and render a decision. 24.01.4 Contractor's service and emergency telephone numbers must be accessible by a local (City) phone number or toll-free number. The service telephone number(s) must be listed in the area's telephone directories under Contractor's name in the White Pages and available through an online search and listed on the Contractor's website. Article 25. Quality of Performance of Contractor 25.01 Intent. Contractor acknowledges and agrees that one of City's primary goals in entering into this Agreement is to ensure that the Integrated Solid Waste Handling Services are of the highest caliber, that Service Recipient satisfaction remains at the highest level, that maximum diversion levels are achieved, and that materials Collected are put to the highest and best use to the extent possible. 25.02 Administrative Charges and Penalties. Quality performance by the Contractor is of primary importance. In respect of this, Contractor agrees to pay City administrative charges and penalties as detailed in Exhibit 6 should Contractor fail to meet its responsibilities under this Agreement. Should Contractor be in breach of the requirements set forth in this Agreement, it is mutually understood and agreed that the public will necessarily suffer damages and that such damages, from the nature of the default in performance will be extremely difficult and impractical to fix. City finds, and the Contractor agrees, that as of the time of the execution of this Agreement, it is impractical, if not impossible, to reasonably ascertain the extent of damages which will be incurred by City as a result of a breach by Contractor of its obligations under this Agreement. The factors relating to the impracticability of ascertaining damages include, but are not limited to, the fact that: (i) substantial damage results to members of the public who are denied services or denied quality or reliable service; (ii) such breaches cause inconvenience, anxiety, frustration and deprivation of the benefits of this Agreement to individual members of the general public for whose benefit this Agreement exists, in subjective ways and in varying degrees of intensity which are incapable of measurement in precise monetary terms; (iii) services might be available at substantially lower costs than alternative services, and the monetary loss resulting from denial of services or denial of quality or reliable services is impossible to calculate in precise monetary terms; and (iv) the termination of this Agreement for such breaches, and other remedies are, at best, a means of future correction and not remedies which make the public whole for past breaches. 25.03 Procedure for Review of Administrative Charges. The Agreement Administrator may assess administrative charges and penalties as specified in Exhibit 6 pursuant to this Agreement quarterly. At the end of each quarter during the term of this Agreement, the Agreement Administrator will issue a written notice to Contractor ("Notice of Assessment") of the administrative charges assessed and the basis for each assessment. Page 80 of 185 25.03.1 The assessment will become final unless, within ten (10) calendar days of the date of the notice of assessment, Contractor provides a written request for a meeting with the City Manager to present evidence that the assessment should not be made. 25.03.2 The Agreement Administrator will schedule a meeting between Contractor and the City Manager as soon as reasonably possible after timely receipt of Contractor's request. 25.03.3 The City Manager will review Contractor's evidence and render a decision sustaining or reversing the administrative charges as soon as reasonably possible after the meeting. Written notice of the decision will be provided to Contractor. 25.03.4 In the event Contractor does not submit a written request for a meeting within ten (10) calendar days of the date of the Notice of Assessment, the Agreement Administrator's determination will be final. 25.03.5 City's assessment or collection of administrative charges will not prevent City from exercising any other right or remedy, including the right to terminate this Agreement, for Contractor's failure to perform the work and services in the manner set forth in this Agreement. 25.04 Uncontrollable Circumstances. 25.04.1 If either party is prevented from or delayed in performing its duties under this Agreement by circumstances beyond its control, whether or not foreseeable, including, without limitation, acts of terrorism, landslides, lightning, forest fires, storms, floods, severe weather, freezing, earthquakes, other natural or man-made disasters, the threat of such natural or man-made disasters, pandemics (or threat of same), quarantines, civil disturbances, acts of the public enemy, wars, blockades, public riots, strikes, lockouts, or other labor disturbances, acts of government or governmental restraint or other causes, whether of the kind enumerated or otherwise, that are not reasonably within the control of the affected party, then the affected party will be excused from performance hereunder during the period of such disability. 25.04.2 The party claiming excuse from performance must promptly notify the other party when it learns of the existence of such cause, including the facts constituting such cause, and when such cause has terminated. 25.04.3 The interruption or discontinuance of services by a party caused by circumstances outside of its control will not constitute a default under this Agreement. Article 26. Performance Bond 26.01 Performance Bond. Within ten (10) Business Days from the date the City Council approves this Agreement, Contractor must fumish to City, and keep current, a performance bond, or irrevocable letter of credit (hereinafter collectively "Performance Bond"), issued or drawn upon a surety, bank, or financial institution reasonably acceptable to City and in a form acceptable to the City Attorney, for the faithful performance of this Agreement and all obligations arising hereunder in an amount as follows: Page 81 of 185 26.01.1 From August 1, 2023, and so long as this Agreement or any extension thereof remains in force, Contractor must maintain a performance bond in the amount of one million dollars ($1,000,000). 26.01.1.1 The performance bond must be executed by a surety company licensed to do business in the State of California; having an "A-" or better rating by A. M. Best or Standard and Poor's; and included on the list of surety companies approved by the Treasurer of the United States. 26.01.1.2 In the event City draws on the bond, all of City's costs of collection and enforcement of the Bond, including reasonable attorney's fees and costs, must be paid by Contractor. 26.01.1.3 The Performance Bond must be renewed annually for the entire term of the Agreement and evidence must be provided to City annually. 26.01.1.4 In the event Contractor shall for any reason (except as otherwise provided in this Agreement) become unable to, or fail in any way, to perform as required by this Agreement, City may declare a portion or all of the Performance Bond, as may be necessary to recompense and make whole the City, forfeited to the City. Upon partial or full forfeiture of the Performance Bond, Contractor shall restore the Performance Bond to its original amount within thirty (30) days of the City's notice to do so. Failure to restore the Performance to its full amount within thirty (30) days shall be a material breach of this Agreement. Article 27. Insurance 27.01 Insurance Policies. Contractor must secure and maintain throughout the term of this Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with Contractors performance of work or services under this Contract. Contractor's performance of work or services includes performance by Contractor's employees, agents, representatives, and subcontractors. 27.02 Minimum Insurance Requirements. 27.02.1 General Liability Insurance. Contractor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office Form CG 00 01, in an amount not less than $5,000,000 per occurrence, $10,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted. 27.02.2 Automobile Liability Insurance. Contractor shall maintain automobile insurance at least as board as Insurance Services Office Form CA 00 01 covering bodily injury and property damages for all activities of the Contractor arising out of or in connection with Work to be performed under this Agreement including any owned, hired, non -owned, or rented vehicles, in an amount not less than $10,000,000 combined single limit for each accident. Page 82 of 185 27.02.3 Umbrella or Excess Liability Insurance Contractor shall obtain and maintain an umbrella liability insurance policy with limits that will provide bodily injury, personal injury, and property damage liability coverage, including commercial general liability, automobile liability, and employer's liability. Such policy or policies shall include the following terms and conditions: • A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason, other than bankruptcy or insolvency of said primary insurer; • "Pay on behalf of working as opposed to "reimbursement;" • Concurrency of effective dates with primary policies. Should Contractor obtain and maintain an excess liability policy, such policy shall be excess over commercial general liability, automobile liability, and employer's liability policies. Such policy or policies shall include working that the excess liability policy follows the terms and conditions of the underlying policies. 27.02.4 Workers' Compensation and Employers Liability: Workers' Compensation limits as required by the California Labor Code and Employers Liability limits of $3,000,000 per accident. Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of Agency, its officers, agents, employees, and volunteers. 27.02.5 Environmental Pollution Liability: Pollution legal liability insurance coverage shall be in an amount no less than $10,000,000 per claim and in the aggregate. Coverage shall be extended a minimum of three (3) years beyond the term of the contract and such insurance shall contain all standard extensions customary for such policy and shall cover prior acts. 27.02.6 Cyber Liability Insurance. Contractor shall maintain either an endorsement to its general liability policy, or a separate policy of insurance covering cyber liability. Said coverage shall be in the amount of not less than Five Million Dollars ($5,000,000) per occurrence, and Five Million Dollars ($5,000,000) in the aggregate. 27.03 Insurance Provisions/Requirements. 27.03.1 Additional Insured Status. General liability, automobile liability, and umbrella/excess liability insurance policies shall provide or be endorsed to provide that City and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies. 27.03.2 Requirements not limitina. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If Contractor maintains higher limits than the minimum shown above, the City requires and shall be entitled to coverage for the Page 83 of 185 higher limits maintained by the Service Provider. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 27.03.3 Self -Insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible, or require proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention through confirmation from the underwriter. 27.03.4 Primary/Non-Contributing. Coverage provided by Contractor shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City before the City's own insurance or self- insurance shall be called upon to protect it as a named insured. 27.03.5 Proof of Insurance. Contractor shall provide certificates of insurance and required endorsements to City as evidence of the insurance coverage required herein. Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City for the contract period and any additional length of time required thereafter. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 27.03.6 Duration of Coverage. Contractor shall procure and maintain for the contract period, and any additional length of time required thereafter, insurance against claims for injuries to persons or damages to property, or financial loss which may arise from or in connection with the performance of the Work hereunder by Contractor, their agents, representatives, employees, or subcontractors. 27.03.7 City's Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement. 27.03.8 Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 27.03.9 Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees, and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor Page 84 of 185 hereby waives its own right of recovery against City and shall require similar written express waivers and insurance clauses from each of its subcontractors. 27.03.10 Enforcement of Contract Provisions (Non Estoppel) Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non- compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. 27.03.11 Notice of Cancellation. Contractor agrees to oblige its insurance agent or broker and insurers to provide the City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. If any of the Contractor's insurers are unwilling to provide such notice, then Contractor shall have the responsibility of notifying the City immediately in the event of Contractor's failure to renew any of the required insurance coverages or insurer's cancellation or non -renewal. 27.03.12 Prohibition of Undisclosed Coverage Limitations None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 27.03.13 Separation of Insureds. A severability of interests provision must apply for all additional insureds ensuring that Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross -liability exclusions. 27.03.14 Pass Through Clause. Contractor agrees to ensure that its subconsultants, subcontractors, and any other party who is brought onto or involved in the projectlservice by Contractor (hereinafter collectively "subcontractor"), provide the same minimum insurance coverage and endorsements required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. However, in the event Contractor's subcontractor cannot comply with this requirement, which proof must be submitted to the City, Contractor shall be required to ensure that its subcontractor provide and maintain insurance coverage and endorsements sufficient to the specific risk of exposure involved with subcontractor's scope of work and services, with limits less than required of the Contractor, but in all other terms consistent with the Contractor's requirements under this agreement. This provision does not relieve the Contractor of its contractual obligations under the agreement and/or limit its liability to the amount of insurance coverage provided by its subcontractors. This provision is intended solely to provide Contractor with the ability to utilize a subcontractor who may be otherwise qualified to perform the work or services but may not carry the same insurance limits as required of the Contractor under this agreement given the limited scope of work or services provided by the subcontractor. Contractor agrees that upon request, all agreements with subcontractors, and others engaged in the project, will be submitted to City for review. 27.03.15Citv's Rights to Revise Specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City and Contractor may renegotiate Contractor's compensation. Page 85 of 185 27.03.16Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. 27.03.17 Additional Insurance. Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Proof of insurance must be mailed to the following address, or any subsequent address as may be directed by the City. City of Rosemead 8838 E. Valley Blvd. Rosemead. CA 91770 27.04 Subcontractors. Contractor must include all subcontractors performing services in the City as insureds under its policies or subcontractors must obtain separate certificates and endorsements. 27.05 Modification of Insurance Requirements. The insurance requirements provided in this Agreement may be modified or waived by City's risk manager, in writing, upon the request of Contractor if City's risk manager determines such modification or waiver is in the best interest of City considering all relevant factors, including exposure to City. 27.06 Rights of Subrogation. All required insurance policies must preclude any underwriters rights of recovery or subrogation against City with respect to matters related to Contractor's performance of its obligations under this Agreement, with the express intention of the parties being that the required insurance coverage protects both parties as the primary coverage for any and all losses covered by the above-described insurance. Contractor must ensure that any companies issuing insurance to cover the requirements contained in this Agreement agree that they will have no recourse against City for payment or assessments in any form on any policy of insurance. The clauses 'Other Insurance Provisions' and 'Insured Duties in the Event of an Occurrence, Claim or Suit' as it appears in any policy of insurance in which City is named as an additional insured will not apply to City. 27.07 Failure to maintain insurance. Should Contractor fail to obtain or maintain insurance as required by this Agreement, Contractor shall have seven (7) days to cure the defect, during which time City shall have the option, but not the obligation to, at Contractor's sole expense: (i) hire replacement waste hauler services to perform Contractors tasks until insurance coverage is resumed; or (ii) obtain replacement insurance coverage during said cure period. Should Contractor fail to correct this defect, City shall have the option to terminate this Agreement immediately. Article 28. Hold Harmless and Indemnification 28.01 Hold Harmless for Consultant's Damages. Contractor holds City, its elected and appointed officials, officers, agents, employees, and volunteers (collectively "City Indemnitees") harmless from all of Page 86 of 185 Contractor's claims, demands, lawsuits, judgments, damages, losses, injuries or liability to Contractor, to Contractor's employees, to Contractor's contractors or subcontractors, or to the owners of Contractor's firm, which damages, losses, injuries or liability occur during the work or services required under this Agreement, or performance of any activity or work required under this Agreement. 28.02 Defense and Indemnity of Third Party Claims/Liability. Contractor shall indemnify, defend with legal counsel approved by City, and hold harmless City Indemnitees from and against all liability including, but not limited to, loss, damage, expense, cost (including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with Contractor's negligence, recklessness, or willful misconduct in the performance of work hereunder or its failure to comply with any of its obligations contained in the Agreement, except such loss or damage which is caused by the active negligence or willful misconduct of City. Should conflict of interest principles preclude a single legal counsel from representing both City and Contractor, or should City otherwise find Contractor's legal counsel unacceptable, then Contractor shall reimburse City its costs of defense, including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation. The Contractor shall promptly pay City any final judgment rendered against City (and its officers, officials, employees, and volunteers) with respect to claims determined by a trier of fact to have been the result of Contractor's negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement. 28.02.1 Contractor's obligations under this Section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee. However, without affecting the rights of City under any provision of this Agreement, Contractor shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City's active negligence accounts for only a percentage of the liability involved, the obligation of the Contractor will be for that entire portion or percentage of liability not attributable to the active negligence of City. 28.03 Nonwaiver. City does not waive, nor shall be deemed to have waived, any indemnity, defense or hold harmless rights under this Section because of the acceptance by City, or the deposit with City, of any insurance certificates or policies described in Article 27. 28.04 Diversion Indemnification. Subject to the requirements of Public Resources Code section 40059.1, which will control in the event of any conflict with the provisions of this Section, Contractor agrees to protect and defend City Indemnitees with counsel selected by Contractor and approved by City, to pay all attomeys' fees, and to indemnify and hold City Indemnitees harmless from and against all fines or penalties imposed by the California Integrated Waste Management Board if the diversion goals specified in California Public Resources Code section 41780, as it may be amended, are not met by City with respect to the Materials Collected by Contractor and if the lack in meeting such goals are attributable to the failure of Contractor to implement and operate the recycling or diversion programs or undertake the related activities required by this Agreement. In the event CalRecycle provides an administrative process to challenge the Page 87 of 185 imposition of a compliance order or a fine or fines, Contractor will be responsible for engaging any consultants or attorneys necessary to represent City in any challenge. Contractor will be responsible for the retention of and payment to any consultants engaged to perform waste generation studies (diversion and disposal). All consultants and attomeys engaged hereunder are subject to the agreement of City and Contractor. 28.05 Hazardous Substances Indemnification. Contractor agrees to indemnify, defend (with counsel reasonably approved by City), protect and hold harmless the City Indemnitees from and against any and all Claims of any kind whatsoever paid, suffered or incurred by or against the City Indemnitees resulting from any repair, cleanup, removal action or response action undertaken pursuant to CERCLA, the Health & Safety Code or other similar Federal, State or local law or regulation, with respect to Solid Waste or Household Hazardous Waste Collected and Disposed of by Contractor. The foregoing indemnity is intended to operate as an agreement pursuant to Section 10€) of CERCLA and Section 25364 of the Health & Safety Code to defend, protect, hold harmless and indemnify the City Indemnitees from all forms of liability under CERCLA, the Health & Safety Code or other similar Federal, State or local law or regulation. 28.06 Proposition 218 Release. City intends to comply with all applicable laws concerning the Maximum Service Rates provided under this Agreement. Upon thorough analysis, the parties have made a good faith determination that the Maximum Service Rates for the Solid Waste Integrated Solid Waste Handling Services provided under this Agreement are not subject to California Constitution Articles XIIIC and XIIID because, among other reasons, such services are provided by a private corporation and not by City pursuant to Article 5, Contractor independently establishes the rates for services within the limits established in this Agreement, the receipt of services is voluntary and not required of any property within City, and any owner or Service Recipient of property within City has the opportunity to avoid the services available under this Agreement either through self -hauling or use of property in such a manner that Solid Waste is not generated. Accordingly, in the event that a third party challenges the Maximum Service Rates as being in violation of Article XIIIC or XIIID of the Califomia Constitution, or otherwise asserting that the Maximum Service Rate are an invalid tax, assessment or fee, Contractor agrees to waive, release and hold harmless the City Indemnitees from and against any and all claims Contractor may have against the City Indemnitees resulting therefrom, and to indemnify and defend City indemnitees, with legal counsel reasonably acceptable to City, from any third party claim, suit, or other action, whether administrative, legal, or equitable challenging the Maximum Service Rates authorized under this Agreement or as being in violation of Article XIIIC or XIIID of the California Constitution, or otherwise asserting that the Maximum Service Rate are an invalid tax, assessment or fee. This Section will survive the expiration or termination of this Agreement for Claims arising prior to the expiration or termination of this Agreement. 28.07 Employment & Labor Practices. Contractor shall indemnify and hold harmless City Indemnitees, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from Contractor's personnel and labor practices, including failure to pay and comply with state or federal prevailing wage laws should such be applicable to Contractor's personnel or labor practices or to one or more of the services is provides pursuant to the Agreement. All duties of Contractor under this paragraph shall survive termination of this Agreement. Page 88 of 185 28.08 Consideration. It is specifically understood and agreed that the consideration inuring to Contractor for the execution of this Agreement consists of the promises, payments, covenants, rights and responsibilities contained in this Agreement. 28.09 Obliaation. This Agreement obligates Contractor to comply with the foregoing indemnification and release provisions; however, the collateral obligation of providing insurance must also be complied with as set forth in this Agreement. The provision of insurance and the coverage limits therein shall not in any way be a limitation on Contractor's indemnification and defense obligations. 28.10 Subcontractors. Contractor must require all subcontractors performing work in the City to enter into a contract containing the provisions set forth in Section 27.01 in which contract the subcontractor fully indemnifies City in accordance with this Agreement. 28.11 Exception. Notwithstanding other provisions of this Agreement, Contractor's obligation to indemnify, hold harmless and defend City, its officers and employees will not extend to any loss, liability, penalty, damage, action, or suit arising or resulting solely from acts or omissions constituting active negligence, willful misconduct, breach of this Agreement, or violation of law on the part of City, its officers or employees. 28.12 Damage by Contractor. If Contractors employees or subcontractors cause any injury, damage, or loss to City property, including but not limited to City streets or curbs, excluding normal wear and tear, Contractor must reimburse City for City's cost of repairing or replacing such injury, damage, or loss. Such reimbursement is not in derogation of any right of City to be indemnified by Contractor for any such injury, damage, or loss. With the prior written approval of City, Contractor may repair the damage at Contractor's sole cost and expense. Any injury, damage or loss to private property caused by the negligent or willful acts or omissions of Contractor to private property must be repaired or replaced by Contractor at Contractor's sole expense. Disputes between Contractor and its Service Recipients or private property owners as to damage to private property are civil matters and complaints of damage will be referred to Contractor as a matter within its sole responsibility and as a matter within the scope of Section 27.01 [Indemnification]. Article 29. Default of Agreement 29.01 Termination. City may cancel this Agreement, except as otherwise provided below in this Section, by giving Contractor thirty (30) calendar days advance written notice, to be served as provided in this Agreement, upon the happening of any one of the following events: 29.01.1 Contractor takes the benefit of any present or future insolvency statute, or makes a general assignment for the benefit of creditors, or files a voluntary petition in bankruptcy (court) or a petition or answer seeking an arrangement for its reorganization or the readjustment of its indebtedness under the Federal bankruptcy laws or under any other law or statute of the United States or any State thereof, or consent to the appointment of a receiver, trustee or liquidator of all or substantially all of its property; or Page 89 of 185 29.01.2 By order or decree of a court, Contractor is adjudged bankrupt or an order is made approving a petition filed by any of its creditors or by any of the stockholders of Contractor, seeking its reorganization or the readjustment of its indebtedness under the Federal bankruptcy laws or under any law or statute of the United States or of any State thereof, provided that if any such judgment or order is stayed or vacated within sixty (60) calendar days after the entry thereof, any notice of default will be and become null, void and of no effect; unless such stayed judgment or order is reinstated in which case, such default will be deemed immediate; or 29.01.3 By, or pursuant to, or under the authority of any legislative act, resolution or rule or any order or decree of any court or governmental board, agency or officer having jurisdiction, a receiver, trustee or liquidator takes possession or control of all or substantially all of the property of Contractor, and such possession or control continues in effect for a period of sixty (60) calendar days; or 29.01.4 Contractor has defaulted, by failing or refusing to pay in a timely manner the administrative charges or other monies due City and such default is not cured within thirty (30) calendar days of receipt of written notice by City to do so; or 29.01.5 Contractor has defaulted by allowing any final judgment for the payment of money owed to City to stand against it unsatisfied and such default is not cured within thirty (30) calendar days of receipt of written notice by City to do so; or 29.01.6 In the event that the monies due City under Section 29.01.3 above or an unsatisfied final judgment under Section 29.01.4 above is the subject of a judicial proceeding, Contractor will not be in default if the sum of money is bonded. All bonds must be in the form acceptable to the City Attorney; or 29.01.7 Contractor has defaulted, by failing or refusing to perform or observe any of the terms, conditions or covenants in this Agreement, including, but not limited to, the maintenance of a performance bond in accordance with Article 26, or any of the rules and regulations promulgated by City pursuant thereto or has wrongfully failed or refused to comply with the instructions of the Agreement Administrator relative thereto and such default is not cured within thirty (30) calendar days of receipt of written notice by City to do so, or if by reason of the nature of such default, the same cannot be remedied within thirty (30) calendar days following receipt by Contractor of written demand from City to do so, Contractor fails to commence the remedy of such default within such thirty (30) calendar days following such written notice or having so commenced fails thereafter to continue with diligence the curing thereof (with Contractor having the burden of proof to demonstrate (a) that the default cannot be cured within thirty (30) calendar days, and (b) that it is proceeding with diligence to cure such default, and such default will be cured within a reasonable period of time). However, notwithstanding anything contained herein to the contrary, for the failure of Contractor to provide Integrated Solid Waste Handling Services for a period of three (3) consecutive Work Days, City may secure Contractor's records on the fourth (4th) Work Day in order to provide interim Integrated Solid Waste Handling Services until such time as the matter is resolved and Contractor is again able to perform pursuant to this Agreement; provided, however, if Contractor is unable for any reason or cause to resume performance at the end of thirty (30) calendar days all liability of City under this Agreement to Contractor will cease and this Agreement may be terminated by City. Page 90 of 185 29.02 Violations. Notwithstanding the foregoing and as supplemental and additional means of termination of this Agreement under this Article, in the event that Contractor's record of performance shows that Contractor has defaulted in the performance of any of the covenants and conditions required herein to be kept and performed by Contractor three (3) or more times in any twenty-four (24) month period, and regardless of whether the Contractor has corrected each individual condition of default, Contractor will be deemed a "habitual violator", will be deemed to have waived the right to any further notice or grace period to correct, and all such defaults will be considered cumulative and collectively will constitute a condition of irredeemable default. City will thereupon issue Contractor a final warning citing the circumstances therefore, and any single default by Contractor of whatever nature, subsequent to the occurrence of the last of such cumulative defaults, will be grounds for immediate termination of the Agreement. In the event of any such subsequent default, City may terminate this Agreement upon giving of written final notice to Contractor, such cancellation to be effective upon the date specified in City's written notice to Contractor, and all contractual fees due hereunder plus any and all charges and interest will be payable to such date, and Contractor will have no further rights hereunder. Immediately upon the specified date in such final notice Contractor must cease any further performance under this Agreement. 29.03 Effective Date. In the event of any the events specified above, and except as otherwise provided in such subsections, termination will be effective upon the date specified in City's written notice to Contractor and upon such date this Agreement will be deemed immediately terminated and upon such termination, except for payment of services rendered up to and including the date of termination, all liability of City under this Agreement to Contractor will cease, and City will have the right to call the performance bond and will be free to negotiate with other contractors for the operation of interim and long-term Integrated Solid Waste Handling Services. Contractor must reimburse City for all direct and indirect costs of providing any interim Integrated Solid Waste Handling Services as a result of Contractor's default in this Agreement. 29.04 Termination Cumulative. City's right to terminate this Agreement is cumulative to any other rights and remedies provided by law or by this Agreement. 29.05 Alternative Service. Should Contractor, for any reason, except the occurrence or existence of any of the events or conditions set forth in Section 25.04 [Uncontrollable Circumstances], refuse or be unable for a period of more than forty-eight (48) hours, to Collect a material portion or all of the Solid Waste which it is obligated under this Agreement to Collect, and as a result, Solid Waste should accumulate in City to such an extent, in such a manner, or for such a time that the City Manager, in the reasonable exercise of the City Manager's discretion, should find that such accumulation endangers or menaces the public health, safety or welfare, then City will have the right to Agreement with another Solid Waste enterprise to Collect any or all Solid Waste which Contractor is obligated to Collect pursuant to this Contract. City must provide twenty-four (24) hours prior written notice to Contractor during the period of such event, before contracting with another Solid Waste enterprise to Collect any or all Solid Waste that Contractor would otherwise collect pursuant to this Agreement for the duration of period during which Contractor is unable to provide such services. In such event, Contractor must undertake commercially reasonable efforts to identify sources from which such substitute Solid Waste services are immediately available and must reimburse City for all of its expenses for such substitute services during period in which Contractor is unable to provide Integrated Solid Waste Handling Services required by this Agreement. Page 91 of 185 29.06 Survival of Certain Contractor Obligations. Notwithstanding the termination of this Agreement by Contractor or City, Contractor's obligation to indemnify, defend and hold City and City Indemnitees harmless as provided in this Agreement shall survive termination for five (5) years from the date of termination. Notwithstanding the termination of this Agreement by Contractor or City, such act shall not automatically invalidate or cancel any insurance policy, letter of credit, performance bond or similar instruments provided by Contractor under this Agreement and such policies, letters of credit, performance bonds and other instruments shall remain in full force and effect for one full year after termination. Article 30. Modifications to the Agreement 30.01 City -Directed Change. City has the power to make changes in this Agreement to impose new rules and regulations on Contractor under this Agreement relative to the scope and methods of providing Integrated Solid Waste Handling Services as may from time -to -time be necessary and desirable for the public welfare. The size of Collection Containers specified herein for Bundled Service are designed to meet the requirements of the Applicable Law, inclusive of the State's recycling mandates including AS 341, AB 1826 and SB 1383, and to be appropriate for the capabilities and capacities of available Materials Recovery Facilities and Organics Waste Processing Facilities at the start of this Agreement. The capabilities and capacities of such facilities may change during the term of this Agreement; as such City reserves the right to redirect materials to alternate facilities and change the designated sizes of Carts and/or Bins in Bundled Services in accordance with any such changes. City will give the Contractor notice of any proposed change and an opportunity to be heard concerning those matters, and agrees to adjust Service Rates to reflect additional costs borne by Contractor. The scope and method of providing Integrated Solid Waste Handling Services as referenced herein will be liberally construed to include procedures, operations, and obligations, financial or otherwise, of Contractor. When such modifications are made to this Agreement, City and Contractor will negotiate in good faith, a reasonable and appropriate compensation adjustment for any increase or decrease in the services or other obligations required of Contractor due to any modification in the Agreement under this Article. City and Contractor will not unreasonably withhold agreement to such compensation adjustment. Should agreement between City and Contractor on compensation adjustment not be reached within six months of the change request, or other period as agreed upon by both parties, City and Contractor agree to submit the compensation adjustment to binding arbitration as described in Section 30.02. 30.01.1 Change in Law. City and Contractor understand and agree that the California Legislature has the authority to make comprehensive changes in Integrated Solid Waste Handling legislation, and that these and other changes in Applicable Law in the future which mandate certain actions or programs for counties, municipalities or Contractor may require changes or modifications in some of the terms, conditions, or obligations under this Agreement. Contractor agrees that the terms and provisions of the City Municipal Code, as it now exists or as it may be amended in the future (in a manner not inconsistent with this Agreement), will apply to all the provisions of this Agreement and the Service Recipients of Contractor located within the Service Area. In the event any future change in the Applicable Law, inclusive of any change in Federal law or regulations, State or local law of regulation, or the City Code that materially alters the obligations of Contractor, then Contractor shall be obligated to, and hereby agrees to, undertake such new or modified services or programs or take such other actions as may be necessary to comply with the Change in Law ("Modified Services"), provided that City and Contractor negotiate in good faith, and Page 92 of 185 agree upon a reasonable and appropriate compensation adjustment for such Modified Services, prior to Contractor being obligated to undertake the Modified Services. City and Contractor will not unreasonably withhold agreement to such compensation adjustment. Should agreement between City and Contractor on compensation adjustment not be reached within six months of the change request, or other period as agreed upon by both parties, City and Contractor agree to submit the compensation adjustment to binding arbitration as described in Section 30.02. Nothing contained in this Agreement will require any parry to perform any act or function contrary to law. 30.02 Arbitration. Arbitration shall be conducted by a single arbitrator. If, within twenty (20) days from the receipt of a request to arbitrate (or such longer period mutually agreed to by the parties), the parties are unable to agree on an arbitrator, then a single arbitrator shall be appointed pursuant to the Commercial Arbitration Rules of the American Arbitration Association, which shall govem any arbitration requested under this provision. Each party shall bear its own costs and expenses of any arbitration. Each party shall pay one- half of the costs of the arbitrator. Article 31. Legal Representation 31.01 Acknowledgement. It is acknowledged that each party was, or had the opportunity to be, represented by counsel in the preparation of and contributed equally to the terms and conditions of this Agreement and, accordingly, the rule that a contract will be interpreted strictly against the party preparing the same will not apply due to the joint contributions of both parties. Article 32. Conflict of Interest 32.01 Financial Interest. Consultant is unaware of any City employee or official that has a financial interest in Consultant's business. During the term of this Agreement and/or as a result of being awarded this Agreement, Consultant shall not offer, encourage or accept any financial interest in Consultant's business by any City employee or official. Article 33. Contractor's Personnel 33.01 Displaced Emolovees. Contractor shall offer employment to all qualified displaced employees of the City's franchisees from the prior Exclusive Solid Waste Franchise Agreement. Contractors must retain these displaced employees for a period of not less than 90 days, as provided for in Chapter 4.6, Sections 1070 through 1076 of the California Labor Code. Contractor shall make information about wage rates, benefits, and job classifications of employees available to the City prior to any subsequent procurement for solid waste collection. 33.02 Personnel Reguirements. Contractor shall assign only qualified personnel to perform all services required under this Agreement and shall be responsible for ensuring its employees comply with this Agreement and all Applicable Laws related to their employment and position. Contractor's employees, officers, agents, and subcontractors shall not identify themselves or in any way represent themselves as being employees or officials of City. City may request the transfer of any employee of Contractor who Page 93 of 185 materially violates any provision of this Agreement, or who is wanton, negligent, or discourteous in the performance of their duties under this Agreement. 33.03 Agreement Manager. Contractor shall designate a qualified employee to serve as its Agreement Manager and must provide the name of that person in writing to City within thirty (30) days prior to the Commencement Date of this Agreement and annually by January 1s' of each subsequent Calendar Year of this Agreement and any other time the person in that position changes. The Agreement Manager must be available to the City through the use of telecommunications equipment at all times that Contractor is providing Integrated Solid Waste Handling Services in the Service Area. The Contract Manager must provide City with an emergency phone number where the Contract Manager can be reached outside of normal business hours. 33.04 Service Supervisor. Contractor shall assign a qualified employee to serve as is Service Supervisor to be in charge of the Collection Service within the Service Area and must provide the name of that person in writing to the Agreement Administrator on or before the Commencement Date, and thereafter annually before January 1s' of each subsequent Calendar Year of the Term, and any other time Contractor changes the employee serving in that position changes. The Service Supervisor must be physically located in the Service Area and available to the Agreement Administrator through the use of telecommunication equipment at all times that Contractor is providing Integrated Solid Waste Handling Services. In the event the Service Supervisor is unavailable due to illness or vacation, Contractor must designate an substitute acceptable to the City who shall be available and shall have the authority to act in the same capacity as the Service Supervisor. 33.05 Key Operations Staff. Contractor shall identify a full-time Key Operations Staff consisting at a minimum of: one (1) Operations Manager; one (1) Route Supervisor; one (1) Lead Mechanical Supervisor; and one (1) Service Recipient Service Supervisor 100% dedicated to the City. Each Key Operations Staff will provide the following to City Staff: email address, phone number, cell phone number and office address. 33.06 Sustainability/Compliance Staff. In accordance with Section 20.01, Contractor shall provide full time Sustainability/Compliance Staff, whose primary duties are dedicated to the City. 33.07 Field Personnel. Contractor's field operations personnel are required to wear a clean uniform shirt bearing Contractor's name. Contractor's employees, who normally come into direct contact with the public, including drivers, must bear some means of individual photographic identification such as a name tag or identification card. Each driver of a Collection vehicle must at all times carry a valid California driver's license and all other required licenses for the type of vehicle that is being operated. 33.08 Labor Certifications. Contractor certifies: (i) it is aware of the provisions of Section 3700 of the California Labor Code that require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code; (ii) in the performance of the Services, Contractor shall not, in any manner, employ any person or contract with any person so that any part of this Agreement is so performed by such person would be subject to the workers' compensation laws of the State of California unless and until Contractor gives City a certificate of consent to Page 94 of 185 self -insure or a certificate of Workers' Compensation Insurance Coverage; and (iii) in the event Contractor hires any subcontractor who has employees to perform the any part thereof, then Contractor shall either require the subcontractor to obtain Workers' Compensation Insurance Coverage, or must obtain Workers' Compensation Insurance Coverage for the subcontractor's employees. Before commencing performance underthis Agreement, Contractor shall provide to the City evidence of any Workers' Compensation Insurance Coverage required by or for this Agreement, and all such coverage shall be endorsed with a waiver of subrogation in favor of City for all work performed by Contractor, its employees, its agents, and its subcontractors. 33.09 Subcontractors. Contractor shall not subcontract any portion of this Agreement without the prior written approval of the City Manager. Contractor is fully responsible to City for the performance of any and all subcontractors, if any, and shall require any subcontractors to maintain all applicable federal, state, and local licenses required for the work they are assigned to perform. Contractor shall require any subcontractors performing work in the City to enter into a written contract that requires such subcontractors to agree they are independent contractors and have no other agency relationship with City. Article 34. Exempt Waste 34.01 Contractor is not required to Collect or dispose of Exempt Waste but may offer such services. All such Collection and disposal of Exempt Waste is not regulated under this Agreement, but if provided by Contractor must be in strict compliance with all Applicable Laws. Article 35. Independent Contractor 35.01 In the performance of services pursuant to this Agreement, Contractor is an independent contractor and not an officer, agent, servant, or employee of City. Contractor will have exclusive control of the details of the services and work performed and over all persons performing such services and work. Contractor is solely responsible for the acts and omissions of its officers, agents, employees, contractors, and subcontractors, if any. Neither Contractor nor its officers, employees, agents, contractors, or subcontractors will obtain any right to retirement benefits, Workers Compensation benefits, or any other benefits which accrued to City employees and Contractor expressly waives any claim to such benefits. 35.02 Subcontractors. Contractor will require all subcontractors performing work in the City to enter into a contract containing the provisions set forth in the preceding subsection in which contract the subcontractor agrees that Contractor and subcontractor are independent contractors and have no other agency relationship with City. Article 36. Laws to Govern 36.01 The law of the State of California governs the rights, obligations, duties and liabilities of City and Contractor under this Agreement and govern the interpretation of this Agreement. Page 95 of 185 Article 37. Consent to Jurisdiction 37.01 The parties agree that any litigation between City and Contractor concerning or arising out of this Contract must be filed and maintained exclusively in the Superior Courts of Los Angeles County, State of California, or in the United States District Court for the Central District of California to the fullest extent permissible by law. Each party consents to service of process in any manner authorized by California law. Article 38. Assignment 38.01 No assignment of this Agreement or any right occurring under this Agreement may be made in whole or in part by Contractor without the express prior written consent of the City. City will have full discretion to approve or deny, with or without cause, any proposed or actual assignment by the Contractor. Any assignment of this Agreement made by Contractor without the express written consent of the City will be null and void and will be grounds for City to declare a default of this Agreement and immediately terminate this Agreement by giving written notice to Contractor, and upon the date of such notice Contract will be deemed immediately terminated, and upon such termination all liability of City under this Contract to Contractor will cease, and City will have the right to call the performance bond and will be free to negotiate with other contractors, for the services that are the subject of this Agreement. In the event of any assignment approved by City, the assignee must fully assume all the liabilities of Contractor by way of an assignment and assumption agreement. A sale or other transfer of more than fifty percent (50%) of the shares, stocks, points, or other indicia of ownership interest in Contractor shall be considered to be an assignment under this Article requiring prior written consent of the City. Upon notification to the City, Contractor shall provide to the City a payment of one hundred fifty thousand dollars ($150,000) for the city to perform its due diligence related to the requested Assignment. 38.02 The use of a subcontractor to perform services under this Contract will not constitute delegation of Contractor's duties if Contractor has received prior written authorization from the Agreement Administrator to subcontract such services and the Agreement Administrator has approved a subcontractor who will perform such services. Contractor will be responsible for directing the work of Contractor's subcontractors and any compensation due or payable to Contractor's subcontractor will be the sole responsibility of Contractor. The Agreement Administrator will have the right to require the removal of any approved subcontractor for reasonable cause. Article 39. Compliance with Laws 39.01 In the performance of this Contractor, Contractor must comply with all Applicable Laws, including, without limitation, the Rosemead Municipal Code. 39.02 City shall provide written notice to Contractor of any planned amendment of the Rosemead Municipal Code that would substantially affect the performance of Contractors services pursuant to this Agreement. Such notice must be provided at least thirty (30) calendar days prior to the City Council's approval of such an amendment. Page 96 of 185 Article 40. Permits and Licenses 40.01 Contractor shall obtain, at its own expense, all permits, and licenses required by law or ordinance and maintain same in full force and effect throughout the tens of this Agreement. Contractor must provide proof of such permits, licenses or approvals and must demonstrate compliance with the terms and conditions of such permits, licenses, and approvals upon the request of the Agreement Administrator. 40.02 The Contractor must have a valid City Business Tax Certificate throughout the term of the Franchise Agreement. Article 41. Ownership of Written Materials 41.01 Contractor hereby grants City a non-exclusive license as to all reports, documents, brochures, public education materials, and other similar written, printed, electronic or photographic materials developed by Contractor at the request of City or as required under this Agreement, and intended for public use, without limitation or restrictions on the use of such materials by City. Contractor may not use such materials that specifically reference City for other purposes without the prior written consent of the Agreement Administrator. This Article 41 does not apply to ideas or concepts described in such materials and does not apply to the format of such materials. Article 42. Waiver 42.01 Waiver by City or Contractor of any breach for violation of any term covenant or condition of this Agreement will not be deemed to be a waiver of any other term, covenant or condition or any subsequent breach or violation of the same or of any other term, covenant, or condition. The subsequent acceptance by City of any fee, tax, or any other monies which may become due from Contractor to City will not be deemed to be a waiver by City of any breach for violation of any term, covenant, or condition of this Agreement. Article 43. Prohibition Against Gifts 43.01 Contractor represents that Contractor is familiar with City's prohibition against the acceptance of any gift by a City officer or designated employee. Contractor may not offer any City officer or designated employee any gifts prohibited by the City. Article 44. Point of Contact 44.01 The day-to-day dealings between Contractor and City will be between Contractor and the Agreement Administrator. Article 45. Notices 45.01 Except as provided in this Agreement, whenever either party desires to give notice to the other, it must be given by written notice addressed to the party for whom it is intended, at the place last Page 97 of 185 specified and to the place forgiving of notice in compliance with the provisions of this Section. For the present, the parties designate the following as the respective persons and places for giving of notice: As to the City: Ben Kim, City Manager (626) 569-2100 bkim@cityofrosemead.org As to the Contractor: Jason Bond, General Manager (682) 215 - 5081 JBond@republieservices.com 45.02 Notices will be effective when received at the address as specified above. Changes in the respective address to which such notice is to be directed may be made by written notice. 45.03 Notice by City to Contractor of a Collection or other Service Recipient problem or complaint may be given to Contractor orally by telephone at Contractor's local office with confirmation sent to Contractor through the Customer Service System by the end of the Workday. Article 46. Transition to Next Contractor 46.01 In the event Contractor is not awarded an extension or new contract to continue to provide Integrated Solid Waste Handling Services following the expiration or early termination of this Agreement, Contractor will cooperate fully with City and any subsequent contractors to assure a smooth transition of services described in this Agreement. Such cooperation will include but not be limited to transfer of computer data, files and tapes; providing routing information, route maps, vehicle fleet information, and list of Service Recipients; providing a complete inventory of all Collection Containers; providing adequate labor and equipment to complete performance of all Integrated Solid Waste Handling Services required under this Agreement; taking reasonable actions necessary to transfer ownership of carts and bins, as appropriate, to City; including transporting such containers to a location designated by the Agreement Administrator; coordinating Collection of Materials set out in new containers if new containers are provided for a subsequent Agreements and providing other reports and data required by this Agreement. Article 47. Contractor's Records 47.01 Contractor shall keep and preserve, during the Term of this Agreement, full, complete, and accurate financial and accounting records, pertaining to cash, billing, and disposal transactions for the franchise area, prepared on an accrual basis in accordance with generally accepted accounting principles. Page 98 of 185 These records and reports are necessary for the City to properly administer and monitor the Agreement and to assist the City in meeting the requirements of the Act. The Contractor shall keep and preserve, during the Tenn of this Agreement, and for a period of not less than four (4) years following expiration or other termination hereof or for any longer period required by law, full, complete, and accurate records as indicated in the Agreement. 47.02 Any records or documents required to be maintained pursuant to this Agreement must be made available for inspection or audit for the purposes set forth in Section 17.01.3, at any time during regular business hours, upon written request by the Agreement Administrator, the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such documents will be provided to City electronically, available to City for inspection at the local Contractor office, or an alternate site if mutually agreed upon. 47.02.1 Contractor acknowledges that City is legally obligated to comply with the California Public Records Act ("CPRA"). City acknowledges that Contractor may consider certain records, reports, or information contained therein, ("Records") which Contractor is required to provide to City under this Agreement, to be of a proprietary or confidential nature. In such instances, Contractor will inform City in writing of which records are considered propriety or confidential and shall identify the statutory exceptions to disclosure provided under the CPRA that legally permit non -disclosure of the Records. At such time as City receives a request for records under the CPRA or Federal Freedom of Information Act ("FOIA") or a subpoena or other court order requesting disclosure of the Records, City will notify Contractor of the request, subpoena or order and of City's obligation and intent to provide a response within ten (10) calendar days. Contractor shall within five (5) calendar days either: (i) consent in writing to the disclosure of the Records; or (ii) seek and obtain, at Contractor's sole cost and expense, the order of a court of competent jurisdiction staying or enjoining the disclosure of the Records. If Contractor fails to timely respond, then City may proceed to disclosure the Records in which event Contractor agrees waives and releases City of any liability for the disclosure of the Records. In the event Contractor seeks a court order to stay or enjoining the disclosure of the Records, Contractor agrees to indemnify and hold harmless the City, its Council, elected and appointed board or commission members, officers, employees, volunteers and agents (collectively, "Indemnitees") from and against any and all loss, liability, penalty, forfeiture, claim, demand, action, proceeding or suit in law or equity of any and every kind and description, whether judicial, quasi-judicial or administrative in nature, arising or resulting from or in any way connected with the subject CPRA or FOIA request for the Records. This Indemnity shall survive the expiration or termination of this Agreement. 47.03 Where City has reason to believe that such records or documents may be lost or discarded in the event of the dissolution, disbandment or termination of Contractors business, City may, by written request or demand of any of the above-named officers, require that custody of the records be given to City and that the records and documents be maintained in City Hall. Access to such records and documents will be granted to any party authorized by Contractor, Contractor's representatives, or Contractor's successor -in - interest. Page 99 of 185 Article 48. Entire Agreement 48.01 This Agreement and the attached Exhibits constitute the entire Agreement and understanding between the parties, and the Agreement will not be considered modified, altered, changed, or amended in any respect unless in writing and signed by the parties. Article 49. Severability 49.01 If any provision of this Agreement or the application of it to any person or situation is to any extent held invalid or unenforceable, the remainder of this Agreement and the application of such provisions to persons or situations other than those as to which it is held invalid or unenforceable, will not be affected, will continue in full force and effect, and will be enforced to the fullest extent permitted by law. Article 50. Right to Require Performance 50.01 The failure of City at any time to require performance by Contractor of any provision of this Agreement will in no way affect the right of City thereafter to enforce same. Nor will waiver by City of any breach of any provision of this Agreement be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself. Article 51. All Prior Agreements Superseded 51.01 This Agreement incorporates and includes all prior negotiations, correspondence, conversations, agreements, and understandings applicable to the matters contained in this Agreement and the parties agree that there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained in this document. Accordingly, it is agreed that no deviation from the terms of this Agreement will be predicated upon any prior representations or agreements, whether oral or written. Article 52. Headings 52.01 Headings in this document are for convenience of reference only and are not to be considered in any interpretation of this Agreement. Article 53. Exhibits 53.01 Each Exhibit referred to in this Agreement forms an essential part of this Agreement. Each such Exhibit is a part of this Agreement, and each is incorporated by this reference. In the event of any conflicts between this Agreement and the Exhibits, then this Agreement shall take priority. Article 54. Attorney's Fees 54.01 If litigation is brought by a party in connection with this Agreement, the prevailing party will be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, Page 100 of 185 incurred by the prevailing party in the exercise of any of its rights or remedies under this Agreement or the enforcement of any of the terms, conditions, or provisions of this Agreement. Article 55. Effective Date 55.01 This Agreement will become effective when it is properly executed by City and Contractor and Contractor will begin Integrated Solid Waste Handling Services under this Agreement as of August 1, 2023. Page 101 of 185 IN WITNESS WHEREOF, City and Contractor have executed this Agreement on the respective date(s) below each signature. CITY OF ROSEMEAD A General Law City By: Ben Kim, Manager ATTEST: Ericka Hernandez, City Clerk APPROVED AS TO FORM P f—'9d'W' ) Rachel Richman, City Attorney Consolidated Disposal Services, LLC. .14 Date: By: Date: Page 102 of 185 Exhibit 1 City Approved Service Rates Page 103 of 185 Proposer's Name: Republic Services Form K, Tab A: Single -Family Dwelling Maximum Service Rates Rate Schedule Effective 8/1/2023 (10 -Year Term) Service Descriptions Billing Frequency Proposed Bundled Rate Standard Single -Family Automated Cart Service (96 -Gallon Trash, 96 -Gallon Recycling, 96 -Gallon Organic Waste per month $24.93 64 -Gallon Single -Family Automated Cart Service (64 -Gallon Trash, 96 -Gallon Recycling, 96 -Gallon Organic Waste per month $24.93 32 -Gallon Single -Family Automated Cart Service (32 -Gallon Trash, 96 -Gallon Recycling, 96 -Gallon Organic Waste per month $24.42 Additional Trash Cart each cart $7.27 Additional Recycling Cart each cart $7.27 Additional Organic Waste Cart each cart $7.27 Restart of Service (Auto -Resume Fee) per occurrence $22.18 Cart Delivery per occurrence $0.00 Cart Removal per occurrence $0.00 Cart Exchange per occurrence $25.00 Residential Cart Replacement Fee per occurrence $60.00 Recycle and Organics Contamination per occurrence $25.00 Extra pickup per occurrence $37.56 Extra Bulky pickup per item $35.00 Walk out Rate per month $35.00 Revised Form K TAB A SFD Rates Proposer'a Nama: Republic Services Form K, Tab B: Multi-Family Dwelling Maximum Service Rates Rate Schedule Effective 8/1/2023 (10-Year Term) Multi-Family Trash (Nate: Proposed bundled rates include 96-Gallon Recycling and 32-Gallon Organic Waste) service Descriptions ih9eek 2/week Collection Frequency 3Aveek 4/week 5lweek 6hvaek 324allon Cart $181.57 $326.83 WA WA NIA WA "-Gallon Cart $181.57 $326.83 WA NIA WA WA 964allon Cart $181.57 $326.83 WA NIA WA NIA 111.5 CY Bin $201.92 $34519 $466.14 5587.34 $722.42 $830.79 2 CY Bin $220.00 $39810 $537.57 $677.34 $833.13 396&09 3 CY Bin $2"94 5156.48 $617.39 $760.87 $964.79 $1,105.11 4 CY Bin $379.90 $551.66 3770.08 $946.65 31,11{9.59 $1,345.00 6 CY Bin 36".34 $903.40 $1,211.62 51,506.35 $1,868.04 52.148.19 Multi-Famlly Dwelling Recycling 32-Ga11on Cart $58.73 $106.31 WA WA WA NIA ".Gallon Cart $58.73 $1011.31 WA WA WA NIA 96-3allon Cart $58.73 $106.31 WA NIA WA WA 111.5 CY Bin $126.37 $216.09 $201.73 $367.57 $452.12 $519.93 2 CY Bin $16041 $290.34 $391.96 $493.57 3607A6 $098.68 3 CY Bin $220.40 $354.85 "79." 36113.59 $742A2 $859.78 4 CY Bin 5264.48 $425.82 $574.85 3724.31 $890.90 $110"." 6 CY W. $317.38 $510.98 $689.82 3889.17 $1,069.08 $1,229.45 Multi-Family Organic Waste (Green Waste and Food Waste) 32-Gallon Can $35.00 $70.00 WA NIA WA NIA "-Gallon Cart $70.00 $140.00 WA NIA WA NIA 96-Gallon can WA NIA WA N/A WA NIA 111.5 CY Bin $202.00 $M2.13 5484.59 NIA WA N/A 2 CY Bin $202.00 $342.73 $484.59 NIA WA NIA Mum-Family Dwelling Yard Waage Only (If apelicablel 324e11on Cad $35.00 $70.00 NIA NIA NIA NIA 6MGallon Cart $70.00 $140.00 WA WA NIA WA 96-Gallon Can NIA WA WA WA WA WA 111.5 CY Bin $202.00 $342.73 3434.59 WA WA WA 2C Bin $20290 $342.73 $484.59 WA WA WA 3 CY Bin $242.00 3389.62 3553.28 WA WA WA 4 CY Bin 5282.00 $48212 3684.75 WA WA WA 6 CY Bin 5322.00 $550.62 $781.88 WA WA WA Multi-Family Dwelling Food Waste Only (if ac0licablel 32-Gallon Cart $35.00 $70.00 WA WA WA NIA "-Gallon Cart $70.00 $140.00 WA WA WA NIA 96-Gallon Cart WA NIA WA WA WA NIA 111.5 CY Bin $202.00 f"2.73 34811.59 WA WA NIA 2 CY Bin $202.00 $342.73 5484.59 WA WA NIA Multi-Family Dwelling Other / Additional services (Insert additional service or containers w/frequency{ Per Occurrence (Insert additional service or containers ent"quency) Per Occurrence $0.00 $0.00 Revised Form K TAB 8 MFD Rates Proposer's Name: Republic Services Form K, Tab C: Commercial Maximum Service Rates Rate Schedule Effective 8/1/2023 (10-Year Term) Commercial Trash (Note: Proposed bundled rates include 96-Gallon Recycling and 32-Gallon Organic Waste) Service Descriptions Collection Frequency 1lweek 2/week 3/week 4/week Slweek 6/week 32-Gallon Cart 9181.57 8326.83 WA WA WA WA 64-Gallon Cart 9181.57 8326.83 N/A WA WA WA 96-Galion Can 9181.57 9326.83 WA WA WA WA 1 11.5 CY Bin 8201.92 9345.29 8466.14 8587.34 8722,42 8830.79 2 CY Bin 8220.00 839830 8537.67 8677.34 8833.13 8958.09 3 CY Bin 8284.94 8458,48 9617.39 9780.87 9964.79 91,105.11 4 CY Bin 8379.90 8551.68 8770.08 8946.65 81169.59 81,345.00 6 CY Bin 9608.34 9903.40 91,211.62 91,508.35 91,868.04 92,148.19 Commercial Trash for Organic Waste Exempt Customers (Note: Proposed bundled rates include 96-Gallon Recycling and no Organic W 32-Gallon Cart 9146.57 9265.29 NIA WA N/A WA 64-Gallon Can 8146.57 828539 NIA N/A WA WA 96-Gallon Cart 8146.57 8265.29 WA WA WA WA 111.5 CY Bin 8166.92 8285.44 8385.34 8485.53 859720 8666.78 2 CY Bin 8185.00 8334.85 9452.05 8569.58 8700.58 8805.67 3 CY Bin 8249.94 8402.40 8543.24 8664,48 8841.91 896830 4 CY Bin 8344.90 9551.68 8749.70 8944.1 81,161.91 81,336.19 6 CY Bin 9573.34 8903.40 91,211.62 81,508.35 81,868.04 82,148.19 Commercial Recycling 32-Gallon Can 958.73 8106.31 WA WA WA N/A 64-Gallon Cart 858.73 8106.31 WA WA N/A NIA 96-Gallon Cart 858.73 8106.31 WA WA N/A WA 1 / 1.5 CY Bin 8126.37 8216.09 8291.73 836757 9452.12 8519.93 2 CY Bin 8160.41 8290.34 8391.96 8493.87 8607,46 8698.58 3 CY Bin 8220.40 8354.85 8479.04 860359 8742.42 8853.78 4 CY Bin 9264,48 8425.82 8574.85 8724.31 8890.90 91,024.56 6 CY Bin 9317.38 9510.98 8689.82 8869.17 81,069.08 81,229.45 Commercial Organic Waste (Green Waste and Food Waste) 32-Gallon Cart 935.00 870.00 WA WA WA NIA 64-Gallon Carr 870.00 8140.00 WA WA WA NIA 96-Gallon Cart WA WA WA WA WA NIA 111.5 CY Bin 8202.00 8342.73 8484.59 WA N/A N/A 2 CY Bin 9202.00 9342.73 8464.59 WA N/A NIA Commercial Yard Waste Only (if applicable) 32-Gallon Cart 835.00 870.00 NIA WA N/A WA 64-Gallon Cart 870.00 8140.00 WA WA WA NIA 96-Gallon Cart WA WA WA WA WA WA 111.5 CY Bin 8202.00 8342.73 8484.59 WA WA WA Revised Form K TAB C Commercial Rates 2 CY Bin 8202.00 $342.73 $484.59 WA WA WA 3 CY Bin $242.00 $389.62 $553.26 WA WA WA 4 CY Bin $282.00 $482.22 $684.75 N/A WA WA 6 CY Bin $322.00 $550.62 $781.88 N/A NIA WA Commercial Food Waste Only (if aoclicable) 32 -Gallon Cart $35.00 $70.00 N/A N/A N/A N/A 64 -Gallon Cart $70.00 $140.00 WA WA NIA WA 96 -Gallon Cart N/A WA WA WA NIA WA 1 11.5 CY Bin $202.00 $342.73 $484.59 NIA N/A WA 2 CY Bin $202.00 $342.73 $484.59 WA NIA WA Commercial Other / Additional Services (insert additional service or containers w/frequency) Per Occurrence (insert additional service or containers wBrequeney) Per O=menoe (insert additional service or ouMainers wlfrequency) Per Occurrence $0.00 $0.00 $0.00 Revised Form K TAB C Commercial Rates Proposer's Name: Republic Services Form K, Tab D: Additional Services Maximum Service Rates Rate Schedule Effective 8/1/2023 (10 -Year Term) Other Services Service Descriptions Frequency Proposed Rate Locking Bin, Lock on Gate monthly $9.75 Trip Charge/Dry Run Per Occurrence $115.00 Restart of Service (auto resume fee) Per Occurrence $25.00 Setup Fee Per Occurrence $0.00 Delivery Charge Per Occurrence $75.00 Delivery Charge Commercial Carts Per Occurrence $25.00 Removal Per Occurrence $75.00 Exchange Fee Per Occurrence $75.00 Stinger / Scout Service fee Per Occurrence $15.00 Recycling Contamination Fee Per Occurrence $63.00 Overage Fee Per Occurrence $45.00 Commercial Manure Collection (64 gallon Cart) weekly NIA Commercial Manure Collection (2 CY Bin) weekly NIA Emergency Services (Section 20.01) Per Occurrence $207.00 Extra Yards Per Occurrence $47.73 Organics Contamination Per Occurrence $80.00 Commercial Bulky Per Item - Max 2 $42.00 Push Rate (Monthly) Push Rate - 25 feet 1 pickup / week $12.00 Push Rate - 25 feet 2 pickups / week $24.00 Push Rate - 25 feet 3 pickups / week $36.00 Push Rate - 25 feet 4 pickups I week $48.00 Push Rate - 25 feet 5 pickups / week $60.00 Revised Form K TAB D Additional Rates Push Rate - 25 feet 6 pickups / week $72.00 Push Rate - 50 feet 1 pickup / week $18.00 Push Rate - 50 feet 2 pickups /week $36.00 Push Rate - 50 feet 3 pickups / week $54.00 Push Rate - 50 feet 4 pickups / week $72.00 Push Rate - 50 feet 5 pickups /week $90.00 Push Rate - 50 feet 6 pickups /week $108.00 Push Rate - 75 feet 1 pickup/ week $24.00 Push Rate - 75 feet 2 pickups / week $48.00 Push Rate - 75 feet 3 pickups / week $72.00 Push Rate - 75 feet 4 pickups / week $96.00 Push Rate - 75 feet 5 pickups / week $120.00 Push Rate - 75 feet 6 pickups / week $144.00 Push Rate - 100 feet 1 pickup / week $30.00 Push Rate - 100 feet 2 pickups / week $60.00 Push Rate - 100 feet 3 pickups / week $90.00 Push Rate - 100 feet 4 pickups / week $120.00 Push Rate - 100 feet 5 pickups / week $150.00 Push Rate - 100 feet 6 pickups / week $180.00 Roll -off Pull Rates (Roll -off Containers billed on a per pull plus process or disposal rate) 10 Cubic Yard Container per pull Per Pull $969.31 20 Cubic Yard Container per pull Per Pull $1,045.07 30 Cubic Yard Container per pull Per Pull $1,045.07 40 Cubic Yard Container per pull Per Pull $1,045.07 Street Sweeping Services Option 3: No Changes to Current Schedule Proposed Hours Per Year $0.00 Revised Form K TAB D Additional Rates Proposed Miles Per Year $0.00 Annual Cost Proposal Per Year $329,070.00 Curb Mile Rate Per Mile $0.00 Street Sweeping Other / Additional Services Roll off extra tonnage - over 7 tons Per Occurrence $104.17 Compactor - max 9 tons Per Occurrence $1,296.49 3 Yd Temp Per Occurrence $248.00 Revised Form K TAB D Additional Rates Exhibit 2 City Sponsored Events 4th of July Event (minimum service level includes two 40 -yd Roll -offs for Garbage; twelve 3 -yd Bins, four each for Garbage, Recyclables, and Organic Waste; and lids & trash liners) Moon Festival Event (minimum service level includes three 40 -yd Roll -offs for Garbage; twelve 3 -yd Bins, four each for Garbage, Recyclables, and Organic Waste; and lids & trash liners) Fall Fiesta Event (minimum service level includes one 20 -yd Roll -offs for Garbage; eight 3 -yd Bins, 3 for Garbage, 3 for Recyclables, and 2 for Organic Waste; and lids & trash liners) Page 104 of 185 Exhibit 3 List of City Properties and Current Service Levels City Facilities - Service Levels Facility Address Garbage Recycling Organic / Green Waste /Food Waste Qty Size Qty Size Qty Size 4343 E ENCINITA AV 4 3 CY 7933 EMERSON PL 3 3 CY 8301 GARVEY AVE 1 3 CY 8471 KLINGERMAN ST 3 3 CY 8838 VALLEY BLVD 2 3 CY 1 3 CY 1 64 Gal 9101 E MISSION DR 7 3 CY 9108 GARVEY AVE 3 3 CY 1 3 CY 1 64 Gal 2714 RIVER AVE 2 3 CY 1 64 Gal Page 105 of 185 City of Rosemead Bus Shelter Trashcans Street Address Existing Trashcan Valley Blvd [Eastbound] 8338 1 8548 1 8800 1 9000 1 9142 1 9338 1 9542 1 9712 1 [Westbound] 1 9701 1 Merwyn C Gill (NW Corner) 1 9403 1 9207 1 9001 1 8779 1 8609 1 935 (NW Corner of Delta Ave) 1 San Gabriel Blvd 1 [Northbound] 1 2106 1 2404 1 2518 1 3000 1 3106 1 3246 1 3366 1 [Southbound] 1 Street Address Existing Trashcan Garvey Ave [Eastbound] 7556 1 7808 1 7822 1 7968 1 8170 n/a 8210 1 8350 1 8526 1 8738 1 8968 1 9094 1 [Westbound] 9105 1 9011 1 8735 1 Walnut Grove Ave (NW Corner 1 8405 1 8117 1 8001 1 7773 1 7603 1 Mission Dr [Eastbound] 8410 1 4545 (WG Ave - SW Corner) 1 8762 1 9016 Trashcan Stop Only 1 Page 106 of 185 City of Rosemead Bus Shelter Trashcans Street Address Existing Trashcan 3367 1 3205 1 3003 1 2722 1 2511 1 2403 1 2139 1 South San Gabriel Blvd 1 [Eastbound] 1 1151 (Delta St - Don Bosco HS 1 Rose Glen Ave (SW Corner) 1 [Westbound] 1 1000 1 Village Ln (NE Corner) 1 Rosemead Blvd [Southbound] 1 4461 1 4251 1 3967 1 3827 1 3675 1 [Northbound] 3706 1 3848 1 4008 1 4242 1 45021 1 Street Address Existing Trashcan [Westbound] 9063 Explorer Stop Only n/a Rosemead Blvd (NW Corner) 1 8807 1 Walnut Grove Ave (NE Corner) 1 Walnut Grove Ave [Southbound] 3365 1 2751 1 Fern Ave (NW Corner) (2605) 1 Klingerman St (SW Corner) 1 1683 Explorer Stop Only 1 Montebello Town Center n/a [Northbound] 2112 Edison Way (NE Corner) 1 2612 (south of) 1 Garvey Ave (SE Corner) 1 Page 107 of 185 Exhibit 4 Collection Container Specifications E4.01 Cart Specifications. E4.01.1 All new or replacement Carts must be manufactured with a minimum twenty percent (20%) post -consumer recycled material content and come with a ten (10) year warranty against defects. E4.01.2 Carts must be constructed with material that resists deterioration from ultraviolet radiation and be incapable of penetration by household pets or small wildlife when lids are fully closed. E4.01.3 Contractor must provide Carts having an approximate volume of 32, 64 and 96 gallons. Actual cart volume may vary by +/- 10% depending on manufacturer. E4.01.4 Carts must include wheels and handles that accommodate ease of movement by able- bodied persons, have heavy duty wheels, attached hinged lids, and be designed to be resistant to inadvertent tipping due to high winds. E4.01.5 Carts must include lids that continuously overlap the Cart body so as to prevent the intrusion of rainwater and minimize odors. The lids would be of a design and weight so as to prevent the Cart body from tilting backward when flipping the lid open. E4.01.6 Carts must be capable of being lifted into the Collection Vehicle without damage or distortion under normal usage. E4.01.7 Carts be hot -stamped, embossed, or labeled/decaled with the company name, a unique identification number (i.e., serial number for carts), weight limit, and images of the type of materials to be Collected. All Carts shall also contain instructions for proper usage. If any of the above is accomplished via labels or decals, such labels or decals must be maintained and/or replaced as necessary throughout the term to maintain a near new appearance. Decals/labels showing types of materials collected in each Cart must be replaced annually. E4.01.8 Cart and lids must meet all applicable colors and labeling specifications as set forth by CalRecycle (i.e., blue = recycle, black/charcoal = trash, green/brown = yard waste/mixed organics, green w/yellow lid or yellow = food waste or other color standards as determined by CalRecycle prior to the start of this Agreement). E4.02 Bin Specifications. E4.02.1 Bins must be constructed of heavy metal or heavy plastic and must be watertight, well painted, in good condition and without rust or dents. E4.02.2 Wheels, forklift slots, and other appurtenances, which are designed for movement, loading, or unloading of the container, must be maintained in good repair. Page 108 of 185 cubic yards. E4.02.3 Contractor must provide Bins having an approximate volume of 1, 2, 3, and 4- E4.02.4 Bins must have the name and phone number of Contractor on the exterior so as to be visible when the Bin is placed for use. E4.02.5 Each Bin must be labeled with a listing of materials that may and may not be placed in a particular Bin type, and each Bin must include a conspicuous warning: "Not to be used for the disposal of hazardous, electronic, or universal waste." Bins must be labelled in English and Spanish. E4.02.6 Bid lids must be constructed of metal or heavy plastic, so as to minimize the intrusion of rainwater and minimize odors. Locking bins will be provided upon request at the rate set forth in Exhibit 1. E4.02.7 Bins must be capable of being lifted into the Collection Vehicle without damage under normal usage. E4.02.8 Bins must meet all applicable colors and labeling specifications as set forth by CalRecycle (i.e., blue = recycle, black/charcoal = trash, green/brown = yard waste/mixed organics, green w/yellow lid or yellow = food waste or other color standards as determined by CalRecycle prior to the start of this Agreement). E4.03 Roll -off Container Specifications. Roll -off specifications shall be the same as Bin specifications E4.02.1 through E4.02.6, and E4.02.8. Roll -offs shall be provided in sizes 10, 20, 30, 40 cubic yards. Compactors shall be available in sizes 10, 20,35, 40 cubic yards. E4.04 Kitchen Food Waste Pails Contractor is responsible for the purchase and distribution of fully assembled and functional Kitchen Food Waste Pails to all SFD, MFD, Mixed -Use Dwelling Units in the Service Area, including to new Dwelling Units that are added to Contractors Service Area during the term of this Agreement. The initial distribution of Kitchen Food Waste Pails must be completed no later than August 1, 2023, along with educational outreach materials as approved by City and will be provided at no additional charge (one (1) pail per Dwelling Unit). The distribution to new Dwelling Units must be completed within three (3) Work Days of receipt of notification from City or the Dwelling Unit. E4.05 Containers End of Life Collection Containers must be recycled at the end of their useful life. Page 109 of 185 E4.06 Containers Purchase Contractor shall report all new Carts and Bins purchased pursuant to this Agreementto its address within the City, and shall report all purchases of Carts and Bins under this Agreement as attributable to the City for sales tax purposes. Page 110 of 185 Exhibit 5 Transition Plan Republic Services has extensive experience in new program rollouts ensuring success for the City of Rosemead franchise implementation. Transition experience includes various conversions and implementations of residential and commercial program including regulatory compliance, information materials development, container delivery and removal, mailings, advertisements, routing, billings, audits, and ongoing education. Vehicles Please reference Exhibit 8, Collection Service Operations Plan for a complete list of vehicles and all specifications as required by the agreement. Containers Commercial, Multi -Family, and Industrial Customer Containers With the bundled-rete/service program outlined within the City's agreement, Rosemead customers will now be automatically set-up with each of the 3-continer types (MSW, recycle, and commingled organics (food and green waste): • MSW container of any size and frequency • 96 -gallon recycling; 1 time per week • 32 gallon organic waste; 1 time per week Any customer requiring additional service capacity and/or frequency of recycle and/or organic waste service will receive a tailored evaluation from Republic's field team to ensure the customer is set-up with the services that best meet their volume needs. These bins/carts will be color and label -compliant with SB 1383. Republic commits to providing all commercial customers with new recycling and organics containers upon their collection program enrollment, and of course, upon customer request. All existing bins for commercial/multi-family customers will be refurbished prior to contract commencement and delivered to the customers as color compliant and affixed with SB 1383 required labels. Containers will be delivered to customers prior to contract commencement on August 1, 2023. Residential Residential customers will receive a full set of three new carts to meet diversion goals and fully comply with SB 1383: • 32-, 64-, or 96 -gallon MSW • 32-, 64-, or 96 -gallon recycling • 32-, 64-, or 96 -gallon organics Any customer requiring alternative service capacity and/or frequency of recycle and/or organics service will receive a tailored evaluation from Republic's field team to ensure the customer is set-up with the services that best meet their volume needs. These carts will be color and label -compliant with SB 1383. Containers will be delivered to customers prior to contract commencement on August 1, 2023 Cart and bin options for Rosemead that are color compliant with SB 1383 requirements Republic has worked collaboratively with Totter (carts) and Waste -Built (bins) to deliver new SB 1383 color and label compliant carts and fully refurbished and/or new bins depending upon customer request and subsequent program/service enrollment in new collection services. However, Republic Services Page 111 of 185 will continue to utilize some existing containers by refurbishing and painting them as needed to meet SB 1383 compliance. Kitchen Pails Upon contract award and in conjunction with delivery of all new residential carts, Republic will provide a kitchen pail at no additional cost to each single-family property, multi -family dwelling unit, and mixed- use dwelling unit for the collection of food waste and transport to their green -organics cart upon request. Republic will purchase these pails and deliver them to each service recipient. Instructions for use will be included in Republic's education and outreach efforts later described within this proposal. Shams Republic will make available up to one postage -paid mail -back sharps container per year at no additional cost to each Rosemead resident upon request. Republic will provide up to two postage -paid mail -back sharps to Rosemead senior citizen residents containers per year at no additional cost. Page 112 of 185 Republic will also provide a minimum of 200 pre -paid postage sharps containers per year to the city for their distribution at city hosted events and programs. Routing/Geographic Information Systems Team • Routing for the conversion to Republic's proposed three -bin solution will be completed by our local routing team and validated by our Rosemead Route Supervisors and Operations Manager. • The GIS team has preliminarily mapped and reviewed current and proposed Rosemead routes to ensure an accurate count of service stops, frequencies, and geographic locations. Distribution and Collection of Containers • Rollout of the three -bin system will be broken down into geographic zones to ensure distribution and replacement by contract commencement. • Republic Services will deliver all new residential carts while simultaneously removing the old carts from the customer's set -out site by July 31, 2023. • Republic will repurpose all commercial bins and deploy new commercial carts/bins for the 3 - container program prior to contract commencement and upon customer right -sizing for new collection service enrollments Employees • Republic's 9 Rosemead drivers and its Route Supervisors have complete familiarity with the City. We currently do not need to hire any new employees to administer and conduct the daily services as required by the new agreement. • Our assigned Municipal Relationship Manager, General Manager, Operations Manager, Operations Supervisor, and Recycling Representatives have established working relationships with City staff. • Only Republic can offer complete City and route familiarity. • Republic's Union work force is paid higher wages and receives better benefits than any of our competitors. Hiring Process Hiring and retaining a workforce that represents the communities we serve is imperative to our success. While creating a best -in -class employee experience, we invite people of all backgrounds to join our team. We are dedicated to creating safe working environments where all employees can grow and thrive. Republic is committed to serving Rosemead with the most qualified and trained staff. In addition to our experienced drivers, please meet Republic's Dedicated Rosemead Leadership Team: • Jason Bond—General Manager • Susan Ayala — Municipal Relationships Manager • Lisa Burney — Municipal Contracts Administrator • Amiss Callender— Operations Manager • Jorge Tolentino — Field Operations Manager • Ruben Martinez—Recycling Coordinator • Janel Bustamante — Recycling Coordinator/Community Outreach Representative • Dawan Scott— Route Auditor Our team of experienced, hands-on team leaders bring over 40 years of transition experience gleaned through largescale, challenging municipal implementation projects Training We are committed to providing our employees with opportunities to develop throughout their careers. Our programs, including new hire onboarding and new leader assimilation, reinforce our Company values, Page 113 of 185 expectations, and business approach. Targeted development experiences support the growth of people in key 6 roles, including Driver Training, Technician Training, Supervisor Training, Sales Acceleration, General Manager Onboarding, and more. We believe these programs provide the fundamental skills necessary to be successful across roles. Our leadership programs are a critical part of growing our people. We remain focused on attracting, hiring, and developing early career leaders. Our rotational training and development programs, including our General Manager Acceleration Program and Leadership Trainee Program, help us attract, develop, and advance a diverse and talented pool of individuals from across our organization. Our Executive Leadership team sponsors these programs, providing visibility and support for the career advancement of our high - potential talent across the organization. We have found that these programs and experiences help ensure that the next generation of leaders build the necessary skills and experiences to be successful in their roles today, and in the future. We continue to leverage innovative training methods using mixed mediums to deliver trainings and instruction to our employees. We remain committed to expanding employee participation in learning programs that are relevant to our business strategy and contribute to career advancement for our employees. Our operations supervisor training programs are second to none. Every supervisor, upon starting employment at Republic Services, attends a rigorous 2 -week boot camp training course. Regardless of prior industry experience, this boot camp level sets all our supervisors on The Republic Services Way of running operations and builds a strong peer network with those who attend the training together. After the initial training boot camp, supervisors engage in regular refresher and new training opportunities, between 2 and 4 times per year. This yields an operations supervisory team that shares best practices and constantly look for ways to improve on the level of service in your community. Additional training for Rosemead drivers includes • One full day of virtual Smith's Driver Training online • 20 days of behind the wheel instructor training • City route knowledge and familiarity • Republic's drivers receive training in the proper handling of containers to minimize damage Rosemead drivers are also committed to Quality Control — To ensure extreme reliability and a consistently high level of customer service, Republic Services has a quality control program called Driver Service Management (DSM). DSM includes an extensive driver -lead reporting process, accompanied by regular auditing, that is focused on safeguarding against procedural failures. DSM standards guarantee that all driver issues will be addressed and completely resolved by supervisors or management within seven days of discovery. Other key benefits of this program include: • Increased driver communication and accountability with Republic Services management • Improved documentation and resolution of driver issues • Improved customer service • Improved on -route safety The program is monitored and conducted by a Driver Service Coordinator responsible for: • Conducting pre -and post -route briefings with drivers • Entering and monitoring DSM issues • Running and distributing reports Drives must observe and record issues while performing collection duties, and report findings to their Driver Service Coordinator. Page 114 of 185 The objective of the pre -route briefing is to ensure all drivers have the necessary tools to run their routes safely, competently, and accurately each day. The Driver Service Coordinator reviews the following topics during the briefing: • Confirms the driver is wearing the proper uniform and gear - PPE • Confirms the driver has the necessary route paperwork: sequenced route sheets and special/extra paperwork • Confirms the driver has completed the pre -trip vehicle inspection report and ensures end of day route completion Emolovee Education All new employees will receive training regarding unpermitted waste identification, safety, and notification procedures. Furthermore, local management, drivers, and customer service representatives will continue to receive annual unpermitted waste screening protocol training. Drivers will be reminded about the importance of unpermitted waste screening protocol at each monthly safety meeting and will receive additional training as needed based on field incidents. Republic includes identification training of unpermitted wastes with special emphasis on hazardous wastes, flammable, combustible, and explosive materials. We recognize that a safe workforce is not simply a discussion with a new hire, but a dedicated plan to review, educate, and verify employee practices throughout their career. Every day, drivers face a multitude of challenges and are required to make decisions that can greatly impact their safety, as well as the safety of those in the communities we serve. Our best -in -class driver training and education programs focus on continual improvement of all our drivers. A transition provides customers with an experience that is reliable, orderly, seamless, and without service interruptions conducted thoroughly and professionally by staff. The transition services may include the following as appropriate: • • Collect solid waste from outgoing contractor's containers • • Allow the outgoing contractor to collect from incoming contractor's containers • • Allow the future contractor to collect from outgoing contractor's containers during the transition • • Service, remove and store outgoing contractor's containers after the transition • Continue customer's services, container quantity and sizes, and applicable discounts from outgoing contractor's customer service list, including not providing containers to addresses not utilizing outgoing contractor's services Communication and Education Republic will use our experienced and extensive team of recycling coordinators, and route auditors, already trained and employed by Republic who will approach every business by explaining the program offerings and requirements, complete onsite assessments, and establish proper services levels. 1 Prior to the Start of Integrated Solid Waste Handling Services 1 a. Transition Team Approach Republic has successfully implemented new or emerging services in its 2,400 municipalities nationwide. As the current provider, we have developed relationships over the last 25 years with City staff and the Rosemead community which ensures a seamless transition and the early achievement of compliance with new regulations. Republic guarantees no service disruption during the implementation of new programs and services. In addition, our incumbency guarantees a seamless implementation on the operations start date since all personnel, equipment, and systems are already in place. As Republic and the City work together to Page 115 of 185 implement new programs to satisfy CA mandates and regulations, The City of Rosemead's existing services will remain intact and unaffected. Republic's incumbency in Rosemead allows ourjoint focus and energy to be on introducing new programs rather than on the complex administrative responsibilities of account set-up, routing, and systems development. Republic's depth of IT, routing, and customer service resources will solidly allow our attention to remain on implementing programs that comply with new regulations as well as zero waste programs over implementation basics. The above fact aside, Republic is a seasoned expert in the low-risk, successful transition of services, whether that requires implementation of new services or programs within a jurisdiction Republic currently serves, or whether it requires rollout of city-wide services for a new contract. Republic successfully implements more than 75 new municipal contracts each year, bringing national strength and local expertise to every one of them. This specific transition, for Republic—the City's incumbent—requires the following elements to create even more success in Rosemead: • Clear and consistent communication, both internally and between Republic and the City. • Scheduled, frequent communication with the City and follow-up status reports, and daily internal team meetings maintain project organization and momentum. • Timely and accurate capital asset procurement and delivery. • Procurement accuracy and frequent communication with vendors supplying trucks—including onboard computers and GPS tracking systems ensures on-time delivery. Because Republic is a major purchaser of equipment nationwide, vendors assign dedicated contacts and assistance to Republic orders. • Refreshed, targeted messaging, outreach, and recycling technical assistance and training. • Timely and appropriate communication with residents and businesses—including direct communication through a variety of channels, events, updated website information, and site visits ensure customer enrollment and participation. • Personnel training relative to new programs and initiatives. • Republic personnel receive updated training to address aspects of the new Agreement. Because Republic already services every resident and business in Rosemead, the City is assured that no customer will go without service as our local team develops, produces, and disseminates a full communication package in sync with the new contract. 1b. Proposal/Negotiation Phase Start Date: January 1, 2023 / Expected Completion Date: May 9, 2023 1c. Start-up/Transition Phase Start Date: May 10, 2023 / Expected Completion Date: July 31, 2023 1 d. Contract Phase Start Date: August 1, 2023 / End Date: July 31, 2033 2 Customer Communications & Selection of Equipment Start Date: June 1, 2023 / Expected Completion Date: July 31, 2023 3 Employee Retention 3a Training Route Drivers Page 116 of 185 Please reference the employee and driver training sections outlined previously within this plan. 3b. Training CSRs The members of the transition team will update its customer service reference materials to incorporate all key program and contract information, issues discussed during transition team meetings, input from the City, and public education and outreach materials. With the onset of this new contract, Republic managers will review these materials and program changes directly with CSRs to ensure their complete knowledge of new contractual programs and service offerings. Again, it's important to note that Republic is the incumbent, which means training is necessary only in the following areas: • Every CSR gets a copy of key contract provisions (contract abstract) relevant to their responsibility and, subsequently, receives training by senior managers. • Information regarding rates, service offerings, billing and payment procedures, pick-up schedules, hours of collection, and container set -out requirements • Procedures regarding additional containers and container replacement, extra pick-ups, special services/bulky item collection procedures, overage allowances, and drop-off programs (if applicable) • Information regarding the proper source separated disposal and materials • preparation, the list of acceptable recycling material, and acceptable (non -contaminated) green/food waste • Qualifications for fee discounts and the application process (if applicable) Customer with Customer Service Needs S•IhSemiee Person to Person i LWebsite Mobile APP 6' — yyryy Agni. luno CSR's are also educated about waste reduction and diversion promotion, re -use programs (and the non- profit organizations involved), commercial/multi-family recycling programs (as applicable), and other related topics. All the above items are also included as part of the ongoing training (including the quarterly training sessions) of CSRs. All CSRs are included in the initial review of all external facing program materials prior to their distribution, including the preparation of the introductory mailer and instructional brochures (as applicable). All CSRs are also supplied with a surplus of mailers and brochures to be distributed to customers upon request. In -Person Customer Service Republic is immensely proud and appreciative of its long-standing partnership with the City of Rosemead and understands how important customer service is to the City. To ensure Rosemead's customers always come first, Republic commits to hiring two full-time dedicated Recycling Coordinators and a Route Auditor dedicated exclusively to the City of Rosemead contract. These Republic employees will oversee and coordinate Rosemead customers' day-to-day service Page 117 of 185 requests, escalations, and field customer questions. The Recycling Coordinators will also provide face-to- face contact, training and education, and onsite service assessments with Rosemead customers. Republic intends to station this employee when needed at the Chamber of Commerce office within the City of Rosemead, enhancing Republic's customer service offerings in a personal and tangible way. Republic views customer service as the reason we are in business—it is not just a standalone function or dedicated department. As such, a laser -like focus on customer experience is woven into all aspects of daily business at Republic. Every employee at Republic Services is viewed as a customer service agent. When a customer calls our Customer Service line, a sophisticated series of actions begin: • Initial questions for the customer help determine the complexity of the request. Simple requests are routed for virtual agents that can handle calls from anywhere in the country from their own home if needed. More complex needs can be routed to more specialized agents with knowledge of the geography and operations if appropriate. • The customer's phone number then associates with known customer details in our database and triggers the integrated system to populate with a map of your service address, level of service, past service requests, and your city -specific contract information. This knowledge-based system even shows the customer's current weather. • The agent confirms the customer's name and service address and begins to assist the customer with the reason for their call. • If the question requires communication with the local operations team (such as, missed pick-up or container exchange), the agent can instantly connect with the local operations team through our national network. • Often, the customer's concern is handled by the time s/he hangs up the phone. For those issues requiring operations support the issue will be addressed in the most -timely manner. • Customers have the option to leave a recorded message or speak to a Supervisor if they choose Republic's customer services programs are based on the following five principles that guide our daily business operations with the goal of providing excellent service. These principles will also pave the way in development of the customer service program for all customers within Rosemead: • Employ the highest quality personnel. We retain highly skilled and experienced personnel and compensate them accordingly. • Ensure easy and immediate access for customers and City staff. Appropriate staffing is critical to ensure easy and streamlined access to our professional staff for both customers and City staff. • Ensure timely and efficient issue resolution and follow-up. We uphold detailed policies/procedures for our customer service systems and controls, which facilitate expeditious issue resolution and follow-up. Our use of appropriate methods, field communication, and same- day resolution goals will translate into a timely and efficient turn -around from point of contact by customer to resolution. • The customer is always right. Our employees are taught to give the benefit of the doubt to every customer even if the facts may imply customer error. • Train all employees in customer service. To ensure a high level of quality service, every Republic employee—whether a driver, administrafive, or managers trained in customer service. This ensures all customer interactions, whether internal or external, are processed efficiently, professionally, and up to Republic's standards. Employees are evaluated annually on their performance in this area. Additional Customer Service Training and Monitoring Republic has developed comprehensive customer service training that has been specifically tailored to the Southern California market and even further tailored to individual communifies where Republic provides service. Page 118 of 185 There are two primary components to this training: 1) training schedule. 2) accompanying materials and resources. As indicated earlier, before new CSRs are allowed to handle phone calls on their own, they undergo an extensive training course that orients them to the general business, to the specific services Republic provides, and to their roles and responsibilities in meeting Republic's commitments to Rosemead and its customers. The training program includes in-depth training modules such as: • Building Strong Customer Relationships • Customer Service Via Phone and E-mail • Excellence in Technical Customer Service. Each module contains several components. Additionally, as indicated previously, all CSRs are monitored for their call quality, where calls are recorded, evaluated, and reviewed with management. During the review, Supervisors coach employees on soft skills including courtesy, how to be more pro -active, and one -call resolution. This strong training foundation is pivotal to Republic's local success at achieving above-average call response and call waiting metrics. All Customer Service staff also receive quality -based performance reviews and ongoing training in the most advanced customer service techniques. Interactive training tools and resources for Customer Service Managers are located on Republic's internal website. 3c. Mechanic's Training To ensure extreme reliability and a consistently high level of knowledge, Republic Services 13 mechanics' go through in-depth training including: • One full day of virtual Smith's Driver Training online • 20 days of behind the wheel instructor training • City route knowledge and familiarity • OSHA compliance • Correct PPE (Personal Protection Equipment) • Accident prevention • Lock out/tag out • Confined space • Hazardous training including flammable and combustible liquids • Heat Stress and Illness Prevention • Becoming certified Brake inspectors • Hydraulic and Systems training for Mcneilus body manufacturers • Power tool training for safety compliance We recognize that a safe workforce is not simply a discussion with a new hire, but a dedicated plan to review, educate, and verify employee practices throughout their career. To maintain a heightened awareness of safety, we have developed monthly training refreshers for our mechanics. Page 119 of 185 2023 monthly mechanics Health and Safety Training Schedule (Jan -June) Health and Safety Training Schedule - Maintenance Safety Meetings 81 Training Republic Services provides weekly, monthly, and annual safety training for all our employees. Safety topics are developed based on subject matter required under OSHA regulation. Republic Services prepares well-developed tailgate sessions, provides translators to engage all employees and encourages open discussion and participation. Meeting topics may include: • Injury and illness prevention/safety rules • Back injury prevention • Emergency responsefre safety • Exposure control plan • Drug and alcohol program • Personal protective equipment • Employee right -to -know • Hearing conservation safety • Lock out and tag out safety Page 120 of 185 Personal Protective Equipment 9 Hazard Communication Awdent Prevention Heat Stress C. Industrial Truck Training Signsyrags ,0 Flammable b g Out Ladders b Mobile Blood Borne Pathogens ComDustaDle Liquids Cranes, idtNS Host, Tireb Rim Safety Scaffolds O CNC✓LPG Wel Personal Prptectin Absolute: Seat Belts EOuimnentlPPEI lock Out Tac Out Unibrms_Absolule Absolute A solute .i Start 90 fla flays of Winter PPE Frontal Assessmens coMun Annual LOTO FirstaldlCPRtremningror Prepare Summer Wary Start 101 Days of Summer. A Seery Ran Obsarvmom desigtutatl atnpbyaas Plain Jukel Forklift Recerutatrona u Drug 6 Alcohol Fire Extinguishers n SWPPP b SPCC Tralning Confined Spaces Respiratory Protettion Awareness E Emergency Response Hearing Conservation Electrical Safety Fall Protection Asbestos Safety Equipment Guarding x WNdingB Cutting 0 Hand b Portable Tools 0 u Mul)I_Vri+un Co. Fleet Security Absdule 0 P-1 a a NRe ewhot Load Sumer- 1010aySd m Review/Concours M Coned Prepare 90 Days of winter mtlu„we umi '.aceedmes Satteufully ComPbted: Spate Evauklona Respoator At Tests Pon Safety Meetings 81 Training Republic Services provides weekly, monthly, and annual safety training for all our employees. Safety topics are developed based on subject matter required under OSHA regulation. Republic Services prepares well-developed tailgate sessions, provides translators to engage all employees and encourages open discussion and participation. Meeting topics may include: • Injury and illness prevention/safety rules • Back injury prevention • Emergency responsefre safety • Exposure control plan • Drug and alcohol program • Personal protective equipment • Employee right -to -know • Hearing conservation safety • Lock out and tag out safety Page 120 of 185 • Slips, trips, and falls • Confined space entry 4. Transition Services 4a. Regular Meetings Republic will host weekly transition meetings with City staff, or more frequently as needed, to ensure all implementation tasks, agreement requirements, and timelines are adhered to in real time. 4b. Activated Phones Lines Customer Service 800-299-4898 Customer Service Local No. 562-347-4000 Ruben Martinez, Recycle Coordinator 562-5274537 Customer Service website: republicservices.com 4c. Determining Routes Please reference the Rosemead route maps included as Attachment 1 in Exhibit 8 "Collections Service Operations Plan." 4d. Vehicle and Container Delivery from Manufacturer Upon contract award, Republic will immediately place an order for all new residential carts. Additionally, Republic will organize a commercial bin replacementtrefurbishment schedule. Republic's Recycling Coordinators will identify all non-compliant customers who will need to receive a new 96 -gallon recycling and 32 -gallon organics cart. These new program enrollment customers will be added to the cart order upon contract award. 5. Public Outreach and Education Activities Please reference Exhibit 11 for a comprehensive approach to our outreach and education activities as part of this transition. • Republic will use our experienced extensive team of Recycling representatives already trained and employed by Republic who will approach every business explaining the program, complete assessments, and establish proper services levels. • We will have a representative located in the City to collect payments, visit with customers and drive diversion. • Republic has a full marketing department producing material specifically for Rosemead. • Customer data will be collected through interactive applications, Republic's website, toll free and local numbers for customers, the Company's zero waste representatives, and mail -back programs. 6. Transition Coordinator Susan Ayala, Municipal Relationship Manager, will be the primary point of contact for a smooth and seamless transition of the new agreement. With over eight years of experience in the industry and managing contracts, Susan possesses the necessary skills and knowledgeable to ensure a seamless transition. Susan can be reached at 562-518-5750 or savalana reoublicservices.com. Susan will be fully supported in all aspects of the transition by General Manager, Jason Bond, and Operations Manager, Amiss Callender. Page 121 of 185 7. Transition Schedule Phase=%A ' " StartDate ' -End'Date 1 PRE -CONTRACTING PHASE a City identifies recommended proposer. 5/9/23 5/9/23 b Order Collection Vehicles N/A 12/31/23 2 CONTRACTING PHASE (a) Contract Award/Execute Agreement 5/9/23 /30/23 b Insurance 5/9/23 /30/23 c Performance Security 5/9/23 /30/23 d Execute Agreement 5/9/23 /30/23 e Contracting Fee 5/9/23 TBD 3 TRANSITION PHASE a Transition Activities: i Transition Planning 5/9/23 /30/23 (ii) Transition Team Meetings(Weekly) 5/16/23 Ongoing (iii) After Action Meeting 5/9/23 Ongoing b Employment Activities: i Invitation to Apply 5/9/23 Ongoing (ii) Recruitment / Family Fair 7/1/23 /1/23 (iii) Employment Start Date Ongoing Ongoing c Equipment Activities: i Collection Vehicles 5/16/23 Ongoing (ii) Residential Cart Production 6/01/23 /31/23 (iii) Commercial Bin Procurement 5/10/23 /31/23 iv Residential Cart Distribution / Removal 6/30/23 /31/23 v Commercial Bin Distribution / Removal 6/1/23 /31/23 d Customer Activities: PhaselA Start Date= End Date i Recycle Coordinators at Rosemead Chamber Office 6/1/23 /1/23 (ii) Customer Service Training 7/1/23 n oin (iii) Residential Account Information 5/16/23 n oin Customer Update & Audit 5/16/23 n oin Initial Billing & Reporting 7/16/23 n oin iv Commercial Account Information 5/16/23 /30/23 Verification & Sustainability Programs 5/16/23 /30/23 Customer Upload & Audit N/A n oin Initial Billing 8/1/23 ongoing v Routing 7/1/23 )ngoing vi City Facilities 8/1/23 n oin Initial Billing & Reporting N/A n oin Initial Billing N/A n oin e Education, Outreach & Diversion Activities i Residential Service Brochure 7/15/23 n oin (ii) Print & Social Media 6/1/23 n oin (iii) Update Website 5/10/23 ongoing iv Community Meeting 7/1/23 n oin v Local Organizations Presentation 7/15/23 3nqoing vi Neighborhood Associations 7/1/23 )ngoing vii Residential Services Selection 7/1/23 n oin Food Recovery Assistance 8/1/23 n oin 4 SERVICE START a Route Adjustments 8/1/23 n oin loonwing b Compliance Review 8/1/23 Page 122 of 185 I (c) Identifv Tier One & Tier Two Customers 8/1/23 lonaoina I 8. Commencement Date of Collection August 1, 2023. Republic guarantees no service disruption during the implementation of new programs and services. In addition, our incumbency guarantees a seamless implementation on the operations start date since all personnel, equipment, and systems are already in place. As Republic and the City work together to implement new programs to satisfy CA mandates and regulations, The City of Rosemead's existing services will remain intact and unaffected. 9. Commercial Generator Transition Plan Supplement + Below is the supplemental transition schedule highlighting major milestones of the process. Gommeraa4�Phasel,Actixity is"- StartDaka FndRD�tet a) Contract Award 05/09/23 ongoing b)Collection Vehicles 6/15/23 /31/23 (c) Compliance Review 06/01/23 ongoing (d) Share Review Results with City Staff 06/01/23 ongoing ( ) Commercial Customer Outreach Im acted (Mos 6/01/23 ongoing e) Commercial Customer Outreach (All Others) 7/01/23 :)ngoing f) Community Meetings 7/01/23 :)ngoing (g) Commercial Bins Added, Replaced or Painted 6/15/23 7/31/23 (h) Recruitment (Additional Commercial Drivers) n/a /a (i) Final Customer Container Selection 6/15/23 7/31/23 (j) Bins Delivered 6/15/23 Ongoing (k) Service Start 8/1/23 Ongoing Page 123 of 185 Exhibit 6 Administrative Charges and Penalties Page 124 of 185 Amount if Not Cured If Cured in 30 Item in 30 Days Days a. Failure to respond to each complaint within three (3) Work $100 per incident per Service Recipient. Days of receipt of complaint. b. Failure to maintain call center hours as required by this $100 per day. -0- Agreement. c. Failure to submit to City all reports by the deadlines $100 per day. -0- required under the provisions of this Agreement. d. Failure to include all parts of quarterly and annual reports specified in Sections 22.02 and 22.03 in the submitted $100 per day. -0- report e. Failure to submit to City all payments by the deadlines 1 % of the total amount due if fees are 1 required under the provisions of this Agreement. —10 days late; and 10% of the total amount due if fees are more than 10 days late. f. Failure for Collection Container to be compliant with $50.00/each Collection specifications of Exhibit 4. Container not -0- compliant. g. Failure for Collection Container to be compliant with SB $50.00/each Collection 1383 labeling requirements. Container not -0- compliant. h. Failure to display Contractor's name and customer $100 per incident per service phone number on Collection Vehicles. day. -0- i. Failure to Collect a missed collection Container by close $1,000 per Calendar of the next Work Day upon notice to Contractor, that year, plus $10 per -0- exceeds twenty (20) in any Calendar Year. incident per day. j. Failure to repair or replace damaged Containers within $1,000 per Calendar year, plus $10 per the time required by this Agreement, that exceeds twenty (20) in any Calendar year. incident per day. k. Failure to maintain collection hours as required by this Agreement. $100 per day. 0- I. Failure to have Contractor personnel in Contractor- $25 per day per provided uniforms. employee. -0- Page 124 of 185 Page 1125 of 185 Amount if Not Cured If Cured in 30 Item in 30 Days Days m Failure of Contractor to follow Recyclable Materials and Submit for Organic Waste Contamination and Overage procedures approval to as set forth under Section 5.07 and 5.13. City and $100/day for failure to implement implement correction plan of plan. correction to City within 30 days. n. Vehicle fluid leak incidents from Contractor Collection $5000 per Vehicles in excess of three (3) during a calendar year. incident in excess of three (3) o. Failure of Contractor to provide proof of performance Agreement Default $500 per day bond as required by this Agreement p. Failure of Contractor to provide proof of insurance as Agreement Default $500 per day required by this Agreement q. Failure to provide City with documentation verifying Submitfor Diversion, as outlined in Section 8.02, was achieved. approval to City and $10,000/Quarter implement plan of correction within 30 days. r. Failure to Collect holiday trees on Collection Days. $25 per day. -0- s. Failure to commence service to a new Service Recipient $150 per day -0- within seven (7) days after order. t. Failure to initially respond to a Service Recipient $50.00 per failure to complaint within one (1) business day. resolve customer 0 - compliant or request Page 1125 of 185 Exhibit 7 Customer Service Plan Overview 1. Service Recipient Billina Republic has extensive experience in residential, multi -family, and commercial billing and currently bills more than 2.4 million customers nationwide on a monthly basis. Republic has the infrastructure and billing system for direct billing to any type of customer along with any special detail or billing messages/informational announcements requested by the City. Republic bills are easy to understand, detailing service levels and corresponding charges, and contain self-addressed envelopes for payment. All billing requests from City residents and commercial accounts will be handled through our state-of- the-art call center. Billing disputes and other complex issues will be escalated to the local team for additional research if our call center cannot resolve during the customer's initial call. Republic bills customers using InfoPro, a fully integrated customer management system. InfoPro has been programmed and is maintained entirely in-house, with a platform of the IBM I -Series platform, relational database DB2-UDB with core programming languages of RPG/ILE, SQL, and Java. Sample bills can be supplied upon request. The system is divided into several modules. Most of the modules within InfoPro are driven by the information within the Customer Maintenance module. This is the main customer database. Billing information, service location, container specification and rate information are the primary components of this module. Accounting controls as well as collection event information is displayed. A direct link to Account Receivable is available. Sales management information including territory, representative, contract information, SIC, and key contacts is stored within in the service location section. The container's routing, disposal and billing schedule is defined. The rate logic allows for multiple rate variations to be applied to the single container group such as; monthly rates, lift rates, volume rates, excess weight disposal, minimum lifts, multiple additional rates and supplemental service rates. Historical rate information is also retained. Each customer account is specific to service type and each line of business is assigned a contract number. There is a high level of data flow and interaction between the different modules thus eliminating duplicate data entries within any area. At the end of the day, the information that has been keyed into InfoPro by the various users of the system is processed. At that point history files are updated, charges are generated for customers, production values are updated, container inventory is updated, and preventative vehicle maintenance values are calculated. All invoices can include a notification message with important reminders, holiday schedules, and any other information the City would like conveyed directly to the customers. A quarterly newsletter or billing inserts can also be included within invoices. Commercial customers will be billed monthly in advance of service and will be itemized by type of service. Commercial bills will comply with the terms of the new franchise agreement. Temporary roll -off box and bin customers are typically required to pay with a credit card upon placing a service request. Permanent roll -off customers will be billed semi-monthly in arrears with payment due 15 days from the invoice date. Additional messaging can be added to these bills as well. 2. Technoloav Network Republic's technology expertise is designed to fully support the customer experience, which is why this detail is included. Republic is grounded by a team of seasoned information technology professionals dedicated to the identification, development, and integration of advanced and appropriate technology solutions to automate data capture and reporting functions to the greatest possible extent. Republic currently uses a sophisticated suite of integrated applications to ensure Republic and its municipal Page 126 of 185 clients have access to accurate data. The brief description of each primary technology component follows. InfoPro Republic's InfoPro software is the backbone of the Company's customer management system, as indicated previously. InfoPro is the main customer database. Billing information, service location, container specification, and rate information are the primary components of this module. Accounting controls as well as collection event information is displayed. A direct link to the Accounts Receivable is available. Sales management information including territory, representative, contract information, SIC, and key contacts is stored in the service location section. The container's routing, processing/disposal, and billing schedule is defined. The rate logic allows for multiple rate variations to be applied to the single container group such as: monthly rates, lift rates, volume rates, excess weight disposal, minimum lifts, multiple additional rates, and supplemental service rates. Historical rate information is also retained. Each service location (site) within the customer account has a unique contract number, each service location can have multiple containers types such as frontload, frontload recycling, or roll -off. Line of business is designated at the container level. There is a high level of data flow and interaction between the different modules, thus eliminating duplicate keying in any area. At the end of the day the information that has been keyed into InfoPro by the various users of the system is processed. At that point, history files are updated, charges are generated for customers, production values are updated, container inventory is updated, and preventive vehicle values are also calculated. InfoPro routing and dispatch modules are fully integrated with Republic's customer portal, My Resource which allows customers to view their accounts and service levels, review and pay invoices, and submit service requests. Trux TRUX Weigh -IT is the industry standard software for ticketing, billing, materials management, and accounts receivable processing in the waste industry. Designed specifically for landfills, transfer stations, and recycling facilities. Weigh -IT is a Windows-based application which uses the .NET platform and Microsoft SQL service technology to organize and securely store data. Weigh -IT is scalable and capable of handling operations and billing processes for any size company, from single - site facilities to multiple scale locations with centralized reporting. Scale ticket entry has been optimized to be as quick and efficient as possible, allowing scale operators to process loads quickly. Dossier At its core, Dossier includes a powerful and flexible relational database that helps users manage fleet assets. Dossier allows for the definition of an unlimited number of asset categories, and each category may have an unlimited number of user defined characteristics. There is no practical limit to the number of assets which may be maintained with the Dossier system. Installed Dossier system sizes ranges from single locations with less than ten assets, to large enterprise systems with hundreds of shops or sites, hundreds of thousands of assets, and thousands of users. Assets can be added or inactivated at any time by user personnel with appropriate program security credentials. Dossier also provides the business management environment for the support of maintenance management, namely cataloging of maintenance, operations, and management personnel along with relevant licenses and certifications, parts, or along with relevant licenses and certifications, parts and inventory management, as well as a purchasing environment for materials and externally sourced services. In addition to characterization of static asset data, Dossier's unique architecture allows for the definition of hierarchical scheduled maintenance activities and equipment and parts warranties based on time and/or utilization. Once assets exist in Dossier, the program tracks all asset activity, including, but not limited to: Scheduled and unscheduled work, including cost, parts, technician, and time spent. Page 1127 of 185 • Work and cost performed by external providers. • The asset utilization in terms of miles and hours. • Fuel and parts inventory and individual asset usage. • Special handling for tires and tracking even if transferred to different assets or sent out for recapping. • Requests for work or repairs reported by drivers and technicians. Data capture functions are automated in Dossier eliminating duplicate entry and associated errors. Some of this automation is achieved within Dossier and some is the result of live interfaces to other business systems. For example, Dossier can electronically import fuel dispensing systems records and external provider work records. The true benefit of Dossier's ability to integrate data from a variety of sources, as in the above example, is the resulting business analysis and decision support, including cost and productivity optimization, compliance, and safety management. Dossier includes management dash -boarding for key fleet metrics such as fuel cost and efficiency, preventive maintenance on-time scorecard, and more. The system containers over 150 built-in reports which allows Republic to get clarity on and so drive improvements and change in its fleet operations. Dossier is a best -in -class fleet management tool designed to optimize maintenance operations. RISE Platform RISE Tablet is a web -based platform that combines a digital route sheet with the power of the tablet. It provides a map view of the day's route and will automatically adjust to any changes you make, while giving near -real-time activity updates to dispatch. It offers tum -by -turn navigation to help with unfamiliar stops, traffic reporting to navigate unexpected issues on the road, and automatically records arrival and departure times. This tool was made by Republic Services. We designed it for our business. It's already in action at some divisions and is working as designed. Mobile App Rosemead residential, multi -family, and commercial customers will have use of the Republic Services app. Modem day customer service is about customer options and simple solutions. Newer generations expect web -based and mobile app -based abilities to self -serve simple needs at any time of the day or night. Certainly, more complex topics may still require a person-to-person interaction, but a vast majority of customer service contacts in this industry are topics that are able to be self -served. For this reason, Republic Services has invested to create a complete service offering that allows customers to request service on their terms. Our customers now have the ability to reach us 24/7 via our website, www.Rei)ublicServices.com, or via our Republic Services mobile app. Our self-service options are designed to improve overall response time, enabling resolution to simple customer inquiries and needs anytime, anywhere with the least amount of customer inconvenience as Website Available 24/7 on web. Updated as needed. The Republic Services website is designed to be a one-stop resource for current and potential customers. Here they will find news updates, collection information and educational tools. The educational program provides in-depth information for both residential and commercial customers, and Page 128 of 185 the programs are downloadable and can be used for outreach and environmental initiatives. When a resident enters their service address, they will find news and resources specific to Rosemead. RepublicServices.com provides in-depth content specific to residential and commercial needs. Residential pages allow the user to enter their address to receive information specific to them, including the ability to schedule pickup, or change service. If the customer is direct billed by Republic Services, they can also inquire into billing related questions or even view and securely pay their bill. Residential customers will also find resources on recycling and environmental needs. Business pages allow users to login and view/pay their bills, view billing history, and schedule pickups. Commercial users will also find resources on how to responsibly dispose of electronics waste, hazardous household material, and other environmentally harmful materials. On the main page of RepublicServices.com, visitors will be able to view a video clip of recycling education that features our "closed loop" recycling collection program. This video can easily be edited to focus on any new initiatives agreed upon with the City of Rosemead. Additionally, a website will be built and maintained specifically for Rosemead, where City -specific content will be available. This will include a description of general services provided, FAQs, rates, guidelines for bulky pickup service, service day map, Republic contact information, and hours of operation. The website will link to the City's webpage. An example of a current city -specific website can be found at hftDS://WWW.reoublicservices.com/muniCiDalitv/rosemead-ca 3. Staffinra Levels Optimal Call Center Hours During a 12 -month period in 2019, we collected and tracked every call that was made to our staffed call centers across America. Over 12.7M calls were received during that timeframe, when our call centers were open from M -F (7am to 6pm), and Saturday (gam-1pm). When analyzing the data, we learned that less than 1.5% of daily calls were received from 7am to 8am, and less than 1% of daily calls were received after 5pm daily. We further learned that less than 2% of the weekly call volume occurred on Saturday. Through the data, the customers were telling us that they were busy during those times, and that it was not necessary for the call centers to be running fully staffed for such a small percentage of the total call volume. This insight allows us to define the best practice for call center hours to be. M -F from 7:30am to 5:OOpm. If calling our customer service department after normal business hours, Rosemead will also be given the option to leave a call-back request. A customer service agent will retrieve the message the next business day and promptly return the customer's call ready to provide solutions to their request. Should a customer service agent be unable to fulfill a customer's request or resolve a particular issue, they will be instructed to contact either the local contract manager or local customer service agents to personally fulfill the customer's needs from there. Access to Live Agents, Virtually When the pandemic of 2020 hit, we learned some powerful lessons regarding optimal customer service models. For years prior, we had invested to consolidate our agents into three national call centers, leveraging technology and training to offer a superior experience to callers. However, in February 2020, as the nation implemented shelter in place orders and moved to work -from -home, we leveraged our years of investment in our customer service technology systems to shift all our call center agents to work -from -home in three days. Over 1800 agents began taking calls from home, completely seamless to the customers who were calling. Throughout the months -long pandemic, we found performance improved, average call metrics improved, and customer satisfaction scores also improved. A new Page 129 of 185 customer service model had been created and proven in the pandemic, whereby agents could take calls from anywhere, so long as they had access to their technology. Leveraging this new proven reality, we now recognize that a vast majority of customer calls are for simple items like clarification or cart repairs, which can be served by virtual agents from any location. This paradigm shift enables far greater staffing with greater flexibility to attracting top talent from across the country, as well as flexible response to call volume surges. When a customer calls our Customer Service line, a sophisticated series of actions begin: • Initial questions for the customer help determine the complexity of the request. Simple requests are routed for virtual agents that can handle calls from anywhere in the country from their own home if needed. More complex needs can be routed to more specialized agents with knowledge of the geography and operations if appropriate. • The customer's phone number then associates with known customer details in our database and triggers the integrated system to populate with a map of your service address, level of service, past service requests, and your city -specific contract information. This knowledge-based system even shows the customer's current weather. • The agent confirms the customer's name and service address and begins to assist the customer with the reason for their call. • If the question requires communication with the local operations team (such as, missed pick-up or container exchange), the agent can instantly connect with the local operations team through our national network. • Often, the customer's concern is handled by the time s/he hangs up the phone. For those issues requiring operations support the issue will be addressed in the most -timely manner. • Customers have the option to leave a recorded message or speak to a Supervisor if they choose Servicing the Southwest area are 174 dedicated agents with a 17 -second average speed of answering Urne. Whenever a new contract is awarded to Republic, local CSRs receive extensive training and receiving written directives on contract distinctions. Again, Republic customer service metrics are tracked internally. Page 130 of 185 Santa 12949 Fe Telegraph Springs Road Center Santa Fe Springs, California 90670 Additional support and oversight is located at Republic's office in Santa Fe Springs which includes our Data Entry and Payment Collections Department. Customer Service Trainina and Monitorina Republic has developed comprehensive customer service training that has been specifically tailored to the Southern California market and even further tailored to individual communities where Republic provides service. There are two primary components to this training: 1) training schedule. 2) accompanying materials and resources. As indicated earlier, before new CSRs are allowed to handle phone calls on their own, they undergo an extensive training course that orients them to the general business, to the specific services Republic provides, and to their roles and responsibilities in meeting Republic's commitments to Rosemead and its customers. The training program includes in-depth training modules such as: • Building Strong Customer Relationships • Customer Service Via Phone and E-mail Excellence in Technical Customer Service. Each module contains several components. Additionally, as indicated previously, all CSRs are monitored for their call quality, where calls are recorded, evaluated, and reviewed with management. Page 131 of 185 During the review, Supervisors coach employees on soft skills including courtesy, how to be more pro- active, and one -call resolution. This strong training foundation is pivotal to Republic's local success at achieving above-average call response and call waiting metrics. All Customer Service staff also receive quality -based performance reviews and ongoing training in the most advanced customer service techniques. Interactive training tools and resources for Customer Service Managers are located on Republic's internal website. 4. Payment Programs Republic's online bill pay feature allows customers to view their Republic Services invoice, view their online payment details, schedule future payments, and sign up for Republic's automatic payment service. When customers register for online billing, they will be prompted to create a user ID and password. If they choose this option account information will be securely stored in their profile for future use. One-time payment is a quick way for customers to pay their bills online. "One -Time Payment" does not require a user ID or password and we will not store payment account information. If customers provide their email address, it will keep it with the customer's payment record, so the company can send an electronic payment confirmation and contact the customer if there is a problem with payment. Web Portal/Mobile Application Rosemead commercial and multi -family customers will have use of the Republic Services app. This is a self-service tool for Republic customers, that also features an easy way to pay bills. Republic Services app provides enhanced customer service, allowing Republic customers to focus on tasks they deem to be of higher value. i This exciting tool gives customers instant access to: • Manage their account. • View invoices. • Pay bills. • Request services, increase/decrease service, or exchange containers. • Get assistance. The Republic Services app empowers customers to manage their own accounts in general as well. New data shows that within a few years nearly 70 percent of all people in the U.S. will be online. As that number grows demand for web -based resources will grow. 1177?7fr All Republic customers can easily find their local web page by logging onto www.republicservices.com. A landing page for Rosemead will be developed based on contract requirements. A direct link to the Rosemead website will be provided in education and outreach materials. Republic's website not only contains comprehensive service information, but there are also educational resources for teachers and students, as well as environmental and sustainability information. Page 132 of 185 Exhibit 8 Collection Service Operations Plan Republic Services' continued growth and extensive experience in collection programs, processing and diversion have situated the company in a position to ensure that necessary resources will be available during the transition period and contract term. 1. Vehicles No newly purchased collection vehicles are on order to service the City in preparation for a contract award, as Republic currently possesses all necessary vehicles to service the City of Rosemead and its customers. Republic will utilize uniquely numbered, new model year vehicles with a useful life expectancy of fifteen (15) years. This will include: a) Automated Collection Vehicles Truck # Type Year Fuel Vin Lic Make/Model 2400 ASL 2016 CNG 3BPDX20X9JF174318 36101 J2 AUTOCAR 2401 ASL 2017 CNG 3BPDX20XOJF174319 36102J2 AUTOCAR 2403 ASL 2017 CNG 3BPDX20X9JF174321 36104J2 AUTOCAR 2404 ASL 2017 CNG 3BPDX20XOJF174322 36105,12 AUTOCAR 2999 ASL 2021 CNG 3BPDL20X1MF110869 33746J3 AUTOCAR 2998 ASL 2021 CNG 3BPDL20XXMF110868 98130F3 AUTOCAR b) Commercial Collection Vehicles Truck # Type Year Fuel Vin Lic Make/Model 8690 FL 2018 CNG 3BPDX20X9JF161262 37288J2 PETERBILT 8537 FL 2018 CNG 3BPDX20X8JF160717 88024G2 PETERBILT 8691 FL 2017 CNG 3BPDX20X5JF161260 88795G2 PETERBILT 8695 FL 2018 CNG 3BPDX20X7JF160708 88019G2 PETERBILT 8694 FL 2018 CNG 3BPDX20X3JF160706 88021 G2 PETERBILT 8697 FL 2017 CNG 3BPDX20X7JF161261 60660K2 PETERBILT 8699 FL 2021 1 CNG3BPDX20XOMF110768 9948063 PETERBILT 8696 FL 2018 CNG 3BPDX20X5JF160707 8802262 PETERBILT Truck # c) Other Vehicles FdriGf•[elzro Page 134 of 185 d) Specialized Equipment All Republic collection vehicles are equipped with the following items to assure both public and employee safety during all on -route and off -route operations • • ABS braking system • • Rear vision camera • • Back-up alarm • • Battery disconnect • • Safety triangles • • Fire extinguisher • • In -cab methane detection monitoring systems • • Dual air hom • • Prutsman 7 x 16" West Coast Mirrors • • Dual convex safety mirror • • Body hoist, arm, rear door warning alarms • • Tag axles • • Rear working strobe warning light • • Right-hand turn safety equipment The back-up cameras, LED lighting, back-up lights audible warning devices, and yellow hazard lights are activated when the vehicle is forced to maneuver in safety sensitive areas, ensuring the highest level of safety on public streets. In addition, each vehicle is equipped with a broom, shovel, spill kit, and emergency equipment to manage most incidents that may occur on -route. e) Vehicle Specifications Automated Side Loaders Front Loaders Roll -Off Fuel Type Natural Gas Chesdc Peterbltt 520 Body: McNedus Zero Radius ASL Capackr. 27 C No. Axles: s GVW: 5'SU Fuel Type:'ialural Gas Chassis: ;ce rbat 520 Body: •-e i real( -Pack Odyssey Capacity: _'e CY No. Axler. a GVW:' - Fuel Type: Natural Gas Chassis: Peterbilt 520 Body: Galbreth Gpacky: N/A No. Atlee 3 GVW: 51.500 Page 135 of 185 The requested vehicle specifications are identified below. f) Reduction of Air Emissions and Wear & Tear on City Streets New and consistently well-maintained CNG -powered collection vehicles greatly cut emissions (and noise), and optimized routes reduce vehicle miles traveled and street wear and tear. Republic has helped its equipment partners design vehicles to increase carrying capacity, which minimizes trips to the transfer station—keeping vehicles on route longer and again, reducing vehicle miles traveled. g) Vehicle Technology RNG Engines All of Republic's frontline collection vehicles will feature renewable natural gas -powered engines utilizing either Compressed Natural Gas (CNG) or Liquid Natural Gas (LNG). For nearly a decade, Republic has provided these fuel types to all of its Southern California divisions, to comply with SCAQMD Air Pollution Control District regulations. Lightweight Body Design Republic and Heil have been strategic partners for about 20 years and have designed a lightweight front loader body allowing Republic to safely run ten -ton legal payloads while still maintaining a durable platform and conforming to the Federal Bridge Weight Standards. The project has been a huge success with over 1,000 Heil lightweight front loaders running in the field. Camera Technology Republic's cab technology integrates with cameras to document service issues on driver's phone. This technology is GIS/GPS-driven. Service Verification Through the use of Republic's Connect application, Republic driver and truck locations are reported at regular time and distance intervals, providing the operations team with the whereabouts and situational awareness of the fleet and all routes during the day. Additionally, Republic utilizes geo-fencing capabilities, to set geographic boundaries for routes, which trigger alerts when vehicles cross a defined geo-fence border. This information assists operation team members in determining whether drivers are on pace for on-time route completion, or whether additional support must be dispatched due to unforeseen circumstances. Vehicle Maintenance Program Page 136 of 185 Fuel Size # of GVWR Capacity # of Collection Type Axles Compartments Side CNG 4 57,500 27 CY 3 Loader Side CNG 4 57,500 27 CY 3 Loader Front CNG 4 57,500 28CY 3 Loader Scout CNG 1 N/A Truck Flat CNG 3 51,500 N/A 4 Bed f) Reduction of Air Emissions and Wear & Tear on City Streets New and consistently well-maintained CNG -powered collection vehicles greatly cut emissions (and noise), and optimized routes reduce vehicle miles traveled and street wear and tear. Republic has helped its equipment partners design vehicles to increase carrying capacity, which minimizes trips to the transfer station—keeping vehicles on route longer and again, reducing vehicle miles traveled. g) Vehicle Technology RNG Engines All of Republic's frontline collection vehicles will feature renewable natural gas -powered engines utilizing either Compressed Natural Gas (CNG) or Liquid Natural Gas (LNG). For nearly a decade, Republic has provided these fuel types to all of its Southern California divisions, to comply with SCAQMD Air Pollution Control District regulations. Lightweight Body Design Republic and Heil have been strategic partners for about 20 years and have designed a lightweight front loader body allowing Republic to safely run ten -ton legal payloads while still maintaining a durable platform and conforming to the Federal Bridge Weight Standards. The project has been a huge success with over 1,000 Heil lightweight front loaders running in the field. Camera Technology Republic's cab technology integrates with cameras to document service issues on driver's phone. This technology is GIS/GPS-driven. Service Verification Through the use of Republic's Connect application, Republic driver and truck locations are reported at regular time and distance intervals, providing the operations team with the whereabouts and situational awareness of the fleet and all routes during the day. Additionally, Republic utilizes geo-fencing capabilities, to set geographic boundaries for routes, which trigger alerts when vehicles cross a defined geo-fence border. This information assists operation team members in determining whether drivers are on pace for on-time route completion, or whether additional support must be dispatched due to unforeseen circumstances. Vehicle Maintenance Program Page 136 of 185 Republic's fleet of vehicles undergoes the most extensive preventive maintenance procedures in the industry, which leads to a safer, more efficient, and environmentally sound collection process. Company vehicles undergo rigorous preventive maintenance procedures and comprehensive pre- and post -trip inspections which exceed industry standards to ensure the highest level of performance and safety while on route and minimal downtime. These procedures, along with Republic's route optimization program and quick disposal tum -around, translates into fewer trucks and truck time on the streets, less air and noise pollution, less wear and tear on the infrastructure, less traffic congestion on public streets, and an enhanced level of safety in the community. Republic has a well-established vehicle maintenance program that includes tracking and recording detailed maintenance history of every piece of rolling stock. The Company keeps accurate and detailed maintenance logs—available to City staff for inspection upon request—identifying each vehicle by identification number, date purchased, dates of routine maintenance, dates of any additional maintenance, as well as a description of the maintenance performed. Engineering Design Partnerships Because Republic purchases over 750 collection vehicles each year, it has considerable design input with its vehicle manufacturers, which has yielded collection vehicles with optimized carrying capacity, significantly reducing emissions and vehicle miles traveled. h) Vehicle Appearance Republic always maintains its solid waste and recycling collection fleet in clean condition and in excellent repair. All vehicle parts and systems are checked by maintenance staff according to Republic's established maintenance procedures and the manufacturer's recommended preventive maintenance schedule to ensure that the vehicles operate properly and safely. Republic's route drivers are required to conduct pre- and post -trip vehicle inspections as part of the daily routine to assure all equipment is operable and safe before use. To maintain a professional brand, Republic adheres to strict standards relative to equipment color and signage. All collection vehicles are washed regularly at a wash station conforming to Best Management Practice guidelines for non -point source pollutants. i) Vehicle Maintenance Program Republic's fleet of vehicles undergoes the most extensive preventive maintenance procedures in the industry, which leads to a safer, more efficient, and environmentally sound collection process. Company vehicles undergo rigorous preventive maintenance procedures and comprehensive pre- and post -trip inspections which exceed industry standards to ensure the highest level of performance and safety while on route and minimal downtime. These procedures, along with Republic's route optimization program and quick disposal turn -around, translates into fewer trucks and truck time on the streets, less air and noise pollution, less wear and tear on the infrastructure, less traffic congestion on public streets, and an enhanced level of safety in the community. Page 137 of 185 Vehicle Appearance - To maintain a professional brand, Republic adheres to strict standards relative to equipment color and signage Republic has a well-established vehicle maintenance program that includes tracking and recording detailed maintenance history of every piece of rolling stock. The Company keeps accurate and detailed maintenance logs—available to City staff for inspection upon request—identifying each vehicle by identification number, date purchased, dates of routine maintenance, dates of any additional maintenance, as well as a description of the maintenance performed. Onel"leet. Our preventive maintenance system contains six pillars. Operating pillars 1 Preventive maintenance (PM) 2 Planning and scheduling 3 workplace organization 4 Repaii quality and training 5 Driver practices 6 Parts management Page 138 of 185 One Fleet Initiative Republic Services is dedicated to operating the best running, safest and most environmentally friendly vehicles in the industry. This goal is achieved through a coordinated vehicular operation maintenance system called OneFleet. With standardized procedures and consistent execution, the OneFleet system improves safety for the fleet, decreases repair downtime and improves customer satisfaction. Vehicle Inspection Reports Key to the preventive maintenance program is daily completion of vehicle inspection reports. This is done by the collection vehicle's assigned driver and includes both a pre - and post -trip inspection. Drivers check fluid levels, lights, tires, and other safety-related areas of their truck and indicate on the inspection report any defects or deficiencies found that day. Shop personnel review the report and check any items marked by the driver as being questionable or problematic. Mechanics then make any needed repairs before the vehicle returns to the route. Furthermore, each vehicle undergoes a thorough and comprehensive preventive maintenance inspection (PMI) every 150 hours of service. This inspection is conducted by a trained and certified brake inspector, according to USDOT requirements. The vehicle is inspected from the top to the bottom and the front to the rear including, but not limited to tires, air pressure, brakes, air system, safety camera system, gauges, engine, cooling system, hydraulic system, batteries, and general overall equipment operation. The vehicle is thoroughly lubricated, and fluids sampled and changed if required. If repairs are needed, all priority repairs are completed prior to the vehicle being returned to service; repairs that can be are scheduled to be completed at the next service. PMIS are set at different levels ranging from PMI -A to PMI -E. Each level represents a more intense inspection and/or requires different fluid levels changed, e.g. oil, hydraulic, coolant, differential, and so forth. j) Vehicle Maintenance Schedule 2. Containers a. Past ExRenence ontainer Dimension ontainer ei ht idth De th 5 Gallon Cart 8.25" 3.75 19.75" 5 Gallon Cart 1.75" 1.50" 4.25 5 Gallon Cart 3.25" 5.50" 9.75" 1 Cubic Yard Bin 8" 4" 2" 1'/z Cubic Yard Bin .5" 9.5" 72" Cubic Yard Bin 1.5" .5" 2" Cubic Yard Bin 0.5 1.5" 2" Cubic Yard Bin 7" 0.5"[72- 16Cubic Yard Bin '10 ULU 59 b. Sufficiency of Capacity Republic will be utilizing its own network of expert container delivery employees to deploy all containers, as it has similarly done in other local implementation projects. Republic utilizes its customer management system, InfoPro for determining efficient and timely container deployment. This application features: • A built-in geocoder for un -coded addresses. Page 139 of 185 The ability to re -sequence order of stops to accommodate traffic patterns and other impactful routing events. The ability to add break points for restocking delivery trucks. If a manual change is entered and results in the truck either exceeding container capacity or running out of containers too soon, all subsequent stops are flagged as having a capacity issue. Once all addresses being scheduled to receive containers are entered and geo-coded, a detailed delivery itinerary is subsequently created and tracked until completion. c. Bin Enclosures and Limited Space Under Republic's primary approach, commercial bin customers will be broken down into two categories: a) commercial businesses and b) multi -family customers since these customer types have unique service and outreach requirements. Each commercial and multi -family customer will receive a tailored site assessment to establish existing and revised services levels, container needs, and document any space restrictions or unique service requirements. These site visits and assessments will be repeated multiple times over the life of the agreement to drive customer satisfaction, education, and program participation in source separated collections. Since Rosemead commercial customers have historically elected to enroll in recycle and organics source separated programs, there are currently moderate participation rates for recycling and/or organics services. In the new contract, a successful source separate collection program is dependent on a mandatory requirement of program participation. d. Container Appearance Republic takes pride in the appearance of its equipment. The condition of all containers is audited annually, on a rolling basis, and scheduled for replacement as needed. 1) ContainerDurability Residential Container Specifications Durable and easy to move carts Please see below information on carts from our selected trade partner, SCHAFER. We have included the technical specifications on the carts that will be delivered to all Rosemead residents and businesses below. Page 140 of 185 • Y.N[tnn mCle.Olp•rr»,.nw.w. ,[MWr.ne a1rr.I>M. • �ti Oi01•DlaeMisy DOI.7Wf..i Q1DFE1 M.MVYCa.en BODY • H.•J-n .ia..0.b„ BAR / UPPER ATTACHMENT Routna rw.nrt.on W. b N,a aa», .fKjrlp ay.N.. «nvla..l E.r ••rDpon• F.,u ... mluv. r W. u..Io• d.�.DAry • F. Wr.aly lnuaW lk Wr br4K ween GeOr /MYM. on OS orbnl f�•MonV.W b,w, • y..,•.D ANr•'•lr.Lr�l, UDS / HANDLES [.n •. /..f �.f _ r ...n ...,f..r YDo.a • 4pwnrtwuEy 4a,9•'- "kara0 p.Df b wN o..N r.0 D.A wufw • Sn.ee:n fu.Nc. w+f, ro D.u•u,cn. • •+e woonorr,<S.S'1A rwWa b•»sv •.-n ro' WHEELS & AXLES • Sew a.N of »mps•W »aeG ar.d Lnc Clvon,w. rw+ • lulaa w.A w..i<�.r...lr•. b_e ro• • Ar.EN nOF[..wla bran •eM.q nwnn • ]I.• .Iwf _N w •l.e 4S rO 91 Orwn W Ila• m W )Sq,Fen BOTTOM • D.YIiA•..ar ,nPblD•.9.•Itla. OWSIDE DIMENSIONS INFECTION MOLOED MANUFACTURING, MANAGED ASSEMBLY • DISTRIIFUFIf AND COMVRENENUVE FLEET SERVICES COLORS. MARKINGS. E. OPTIONS I ! ) 4 S Rlrr/ IMPIL AI i ". `111 aOf ricufr 4M[ I'MIL R rarY .i • . uFn r: fu ui of 1 111. t!W of Nf MI )!L i [N! b IfC Mf N) aL i4 n3 V'V MSh W INFECTION MOLOED MANUFACTURING, MANAGED ASSEMBLY • DISTRIIFUFIf AND COMVRENENUVE FLEET SERVICES COLORS. MARKINGS. E. OPTIONS MANUFACTURING LOCATKINS • Lao Ca.�....0 2) Automated Carts Please see above information on carts from our selected trade partner, SCHAFER. We have included the technical specifications on the carts that will be delivered to all Rosemead residents and businesses above. Residential compliance with existing and emergent regulations is gained logistically through a three -cart system and the distribution of new residential carts that are appropriately colored and labeled, as well as the continued inclusion of commingled food waste with yard waste in the green/organics cart. Republic Services will continue to provide fully automated curbside collection service once per week to all customers of residential single-family properties on their current scheduled collection day. Each residential customer will receive a brand-new set of SB 1383 complaint carts by no later than August 1, 2023. Customers will also be able to select 35 -gallon or 64 - gallon carts as per the draft Agreement to best accommodate their volume needs. Page 141 of 185 MVF MI1Y• 41rtLM WWIa GAR �.nafq 4M[ MANUFACTURING LOCATKINS • Lao Ca.�....0 2) Automated Carts Please see above information on carts from our selected trade partner, SCHAFER. We have included the technical specifications on the carts that will be delivered to all Rosemead residents and businesses above. Residential compliance with existing and emergent regulations is gained logistically through a three -cart system and the distribution of new residential carts that are appropriately colored and labeled, as well as the continued inclusion of commingled food waste with yard waste in the green/organics cart. Republic Services will continue to provide fully automated curbside collection service once per week to all customers of residential single-family properties on their current scheduled collection day. Each residential customer will receive a brand-new set of SB 1383 complaint carts by no later than August 1, 2023. Customers will also be able to select 35 -gallon or 64 - gallon carts as per the draft Agreement to best accommodate their volume needs. Page 141 of 185 The choice of 35-, 64- and 96 -gallon refuse cart options will be given to customers who request reduced volume cart service and will be billed accordingly to the Proposed Rate Schedule 3) Commercial Bins Commercial and Multi -Family Container Specifications Republic Services will offer commercial and multi -family customers both cart and bin (dumpster) services. Republic utilizes standard 1 0 -(heavy) gauge bins. Bins are placed on a rotating system of refurbishment, so that the bin inventory is continually monitored, and repairs and repainting completed as needed. Cart and bin options for Rosemead that are color compliant with SB 1383 requirements. Republic anticipates servicing over 700 commercial bins and dumpsters of various sizes within Rosemead on a weekly basis. The current commercial and multi -family containers are currently SB 1383 color compliant. However, Republic Services will continue to utilize the existing container by refurbishing and painting them and, upon request from the customer or startup of new services, will provide the customer with a refurbished or new SB 1383 compliant container. e. Container Maintenance Program Republic takes pride in the appearance of its equipment. The condition of all containers is audited annually, on a rolling basis, and scheduled for replacement as needed. Containers that require repairs or maintenance will be delivered to Republic's local container repair facility in Long Beach. Container management services may include: • Lid repair/replacement • Wheel repair/replacement • Welding of dent/rust spots • Labeling, if necessary • Sanitizing Page 142 of 185 • Graffiti removal • Repainting and refurbishment When containers are retrieved for maintenance, repair, or cleaning, they are simply exchanged for a container of the identical type/size so that a container is always onsite for the customer. All observed instances of a damaged and/or graffiti -ridden container will be exchanged within 24 -hours upon driver notification or received customer request. Flexible, Tailored Solutions Our dedicated team is available to consult with businesses and communities of any size to conduct a comprehensive on-site waste assessment to determine the needed services, collection frequencies, and dumpster sizes. During the assessment, we will identify dumpster locations and access paths that allow for safe, convenient service. Right -sizing service levels can increase waste diversion, improve collection productivity, and lead to reduced costs for customers. 3. Route Ooerations Great operations come from great people. Republic Services' locally based operations team draws from extensive training and the backing of a seasoned corporate support team. The result is a 99.9% on-time service record, with an emphasis on safety, sustainable practices, and low-risk operations. Operations Overview Successful collection operations begin with a skillful operations supervisor who knows the business as well as your community. Your Republic Services local operations manager is responsible for the day -today collection operations, including development and evaluation of routing (in conjunction with the general manager), training and oversight of drivers, and implementation and enforcement of safety procedures. We ensure our operations supervisors are not overloaded, nor tied to a desk. On average, we maintain a 15:1 ratio of routes to supervisors, which means that items needing attention are dealt with immediately and that the supervisor knows your community intimately. In addition, our supervisors are out on the routes regularly. At least twice per week, they conduct a ride - along with drivers on their routes. This creates great opportunities for driver a) Advantages to Collection Vehicles Chosen Since Republic collection vehicles are co -engineered with the manufacturers and are therefore, purposefully built, the vehicle uptime is improved making the collection to delivery cycle shorter. Our collection arm types and hauling capacity ensure that all Rosemead routes operate efficiently, timely, and capable of collecting the most amount of material before unloading at a local transfer station. b) Driver Responsibilities The driver activity sequence for automated cart collection is: • The driver arrives at the service address and checks the route sheet for any notes pertaining to that customer. • The driver checks for any possible obstructions to making the collection and checks mirrors and cameras as a safety precaution. Page 143 of 185 • The driver utilizes the controls to make the collection, then again, to return the cart to its original position. • After the cart is replaced, the driver checks the serviced area to ensure it is clear of any litter. • The driver continues to the next stop on the route sheet. • Once the truck has reached capacity or the driver has concluded the route, the driver drives directly to the approved transfer station where loads are checked before transferring to a processing or disposal facility. • For recycling and organic waste setouts, Republic drivers, supervisors, and/or the Rosemead Compliance Monitor performs a periodic visual contamination check of the cart contents. Driver Activity Sequencing: Front Loader CommerciaUBin Collection • The driver arrives at the service address and checks the route sheet for any notes pertaining to that customer. • The driver checks for any possible obstructions to making the collection, such as overhead wires, and checks mirrors and cameras as a safety precaution. • The driver dismounts the collection vehicle, if necessary, to unlock/open entrance or enclosure gates. • The driver unlocks the front loader bin, if locked, and opens the lid to perform a visual check for hazardous/unpermitted wastes. • The driver positions the truck or pushes/pulls the container to the truck such that the truck forks are aligned to the bin pockets and ensures there is ample overhead clearance empty to the container. The driver then slowly drives forward to stab the container. • The driver utilizes a control to lift, empty, and return the bin to its previous position. During this process, the driver again checks the container contents, as they are being emptied into the truck hopper, for hazardous/unpennitted wastes • The driver dismounts the vehicle, if necessary, to return the container to its collection point and locks the bin/enclosure gate if necessary. • While out of the vehicle, the driver picks up and disposes of any litter that has fallen during collection. If the driver encounters an enclosure or collection point that is exceedingly/consistently messy due to overflow, the driver will call dispatch to place a call to the manager asking for authorization to issue an extra dump. Should the manager refuse, Republic will report the matter to the City for resolution, along with service suggestions to remedy the situation long-term. • Once the truck has reached capacity, or the driver has concluded the route, the driver goes directly to the approved transfer station where loads are checked before transferring to a processing or disposal facility. c) Anticipated Driver Productivity Page 144 of 185 of ehicle Total ^ otal # of Of asses Route Operations of 0 of # of outs outs Containers ontainers r or rew rucks pates Hours ours Collected ollected / ustomer our or week Residential Trash 3 3 3 12 Ill 10,890 70 3/day Residential 4 12 ll 10,890 70 Recycling Page 144 of 185 Residential 3 3 3 12 11 10,890 70 3/day rganics Of ommercial Trash 3 3 3 12 11 851 TBD 3 /week ommercial 2 2 2 12 11 267 TBD /week Recycling rucks Routes Route Route Containers Collected / d) Operational Communications Republic's Connect application, previously specified, also enables safe, two-way communications between the dispatch team and drivers. Text messages or voice- recorded messages may be sent between the dispatcher and each driver, which can be read or retrieved when the vehicle is stopped at a customer pickup location. Additionally, drivers are able to capture and attach photographic images for specific accounts to document issues, obstructions, or other useful information that can then be shared with the City of Rosemead or the customer. Captured field observations are then attached to customer account records in the InfoPro database. The pdvConnect devices also enable two-way communications between the dispatch team and the drivers, in a safe manner. Text messages or voice recorded messages can be sent between the dispatcher and each driver, which can be read or retrieved when the vehicle is stopped at a customer. Driver Connected Devices. Our drivers are equipped with Sonim XP5 rugged devices offering GPS tracking and 2 -way communications. e) Driver Contamination Monitoring Page 145 of 185 Of of Vehicle of of 4 of Total On otaI # of Containers asses Route Operations Crew rucks Routes Route Route Containers Collected / per Hours Hours Collected Customer Hour per week Commercial 1 1 1 12 11 221 TBD 2/week Organics Bulky Collection 1 1 1 12 11 N/A N/A N/A Barrel / Bin 2 2 2 12 11 N/A N/A N/A Delivery Scout Bin Route 1 1 1 12 11 70-80 Varies Varies d) Operational Communications Republic's Connect application, previously specified, also enables safe, two-way communications between the dispatch team and drivers. Text messages or voice- recorded messages may be sent between the dispatcher and each driver, which can be read or retrieved when the vehicle is stopped at a customer pickup location. Additionally, drivers are able to capture and attach photographic images for specific accounts to document issues, obstructions, or other useful information that can then be shared with the City of Rosemead or the customer. Captured field observations are then attached to customer account records in the InfoPro database. The pdvConnect devices also enable two-way communications between the dispatch team and the drivers, in a safe manner. Text messages or voice recorded messages can be sent between the dispatcher and each driver, which can be read or retrieved when the vehicle is stopped at a customer. Driver Connected Devices. Our drivers are equipped with Sonim XP5 rugged devices offering GPS tracking and 2 -way communications. e) Driver Contamination Monitoring Page 145 of 185 Please see Exhibit 10, Sustainability and Compliance Plan, for a fully outlined contamination monitoring overview of activities and actions. 1) Audit Plan Rosemead and Republic Services are required to monitor containers to minimize prohibited cart contaminants. Monitoring requires annually auditing containers along every collection route to ensure all containers are correctly sorted. A high contamination level requires more processing and negatively affects the quality of the finished product. To achieve a sustainable organic recycling program and meet the law's monitoring requirement, Rosemead and Republic Services must work together to minimize contamination in every container. Rosemead and Republic Services are required to monitor containers to minimize prohibited cart contaminants. Our proposed contamination minimization program will include: • Route Reviews: Carts randomly selected and physically inspected along each route, throughout each year. • Waste Evaluations: once per year, as directed by the City, for each customer and commodity type. • Notify Customers: Cart/bin "Oops," tags will inform customers of proper material separation and reason for non -collection. • Contamination Fees: Contamination fees will be charged to all customers with contaminated carts/bins after the two initial observations and subsequent "warnings," per year to address the added costs to further process and dispose of the contaminated materials. Upon Republic's observation of contaminated materials, a customer service representative or dispatcher will make contact with customer that same day. If returned service is requested by the customer within two business days, Republic will return and provide service the next business day. 2) Route Maps Please see Attachment 1: Route Maps 3) Route Audit Team Republic will deploy its entire internal team of experienced recycling coordinators to assess each commercial/multi-family customer in Rosemead. This effort will commence immediately upon contract execution and will continue through the transition period and beyond the operations start date to ensure the level of personalized attention customers will need to engage with the program and set up all stakeholders for success. 4) Route Audit Team Training Ongoing, our dedicated recycling coordinator will interact daily with customers, drivers, and the Route Supervisors to facilitate movement toward greater customer participation. Regular monitoring and scheduled follow-up auditing will generate the necessary data to guide all ongoing activities. 5) Conducting the Audit To ensure that the City of Rosemead meets all state mandates and diversion targets, Republic will allocate one fulltime Compliance Monitor/Route Auditor solely dedicated to the City of Rosemead to work in conjunction with the two Recycling Coordinators. This new hire will be tasked with driving diversion initiatives, proper program enrollment/participation, route reviews and container audits, and on the ground education/outreach to residents and businesses alike. This new role will ensure that Rosemead receives the very best local customer service — at the comfort of each customer's own address. Page 146 of 185 3) Facilities It is our business to help you and your residents to be environmentally responsible in their homes and workplaces. As you would expect, we strive to be exemplary in our own environmental compliance and responsibility at our facilities. a) Designated Facilities Republic's corporate offices and hauling operations facilities used to service the City are listed below: Facility Location Distance to City Center Hauling Operations Bel -Art Transfer 2495 E 68th 10 miles Material Recovery Facility - St, Long Beach, CA 90805 10 Miles Corporate Offices Long Beach Hauling 10 miles Material Recovery Facility - 2531 E. 67th St. Long Beach, 12 Miles Recyclables CA 90805 Transfer Station East L.A. Transfer 7 miles 1512 N. Bonnie Beach Place Los Angeles, CA 90063 Material Recovery Facility - CVT Regional Materials 17 Miles Recyclables Facility 277 E. Gretta Lane, Anaheim, CA 92806 Landfill - MSW Sunshine Canyon Landfill 35 Miles 14747 San Fernando Road, Sylmar, Sunshine LF (in Los Angeles County), CA 91342 Composting Facility —Green Agromin Onatrio 8292 Edison 30 Miles Waste & processed clean Ave Ontario, CA 91762 food waste Composting Facility— Kochergen Farms 209 Miles commingled green and food Composting waste 33915 Avenal Cutoff Rd, Kettleman City, CA 93239 Composting Facility — 6061 North Wheeler Ridge 127 Miles commingled green and food Road, Lamont, CA 93241 waste Construction and Demolition AIS 11 Miles 5626 Cherry Ave, Long Beach, CA 90805 Alternate Facilities Chart Material Recovery Facility - 2808 S. Workman Mill Road, 6 Miles Recyclables Whittier, CA 90601 Material Recovery Facility - 1501 W. Gladstone Azusa, CA 10 Miles Recyclables 91701 Material Recovery Facility - 9016 Norwalk Blvd Santa Fe 12 Miles Recyclables Springs, CA 90670 Page 147 of 185 Republic proposes delivering solid waste, commingled recyclables, and organics to the facilities listed below. Commodity Disposal Facility Owner Location Distance Facility Capacity Recyclables CVT Regional to city Solid Landfill MSW Republic 14747 San 35 miles Waste/Residue Kochergen Farms Services Fernando 1,000 tons Composting, Inc. Road, Sylmar Organic Waste Agromin-Ontario Composting Facility Estimated 80-90% 200 tons CA 91342 Recyclables Material Republic 277 E. Gretta 17 miles 3,750 tons Recovery Services Lane, Anaheim, Sunshine Canyon Facility CA 92806 Landfill Green Waste Composting Co -owned by Agromin 30 Miles & processed Facility Republic Onatrio 8292 65%+ clean food Services and Edison Ave waste Construction and Agromin Ontario, CA Demolition 91762 Transfer Station —commingled Composting Kochergen 33915Avenal 209 green and food Facility — Farms Cutoff Rd, Miles waste Composting, Kettleman City, Inc CA 93239 commingled Composting Recology 6061 North 127 green and food Facility Blossom Valley Wheeler Ridge Miles waste Organics, Road, Lamont, South CA 93241 Construction Construction American AIS 11 Miles and Demolition and Demolition Industrial 5626 Cherry Services (AIS Ave, Long Beach, CA 90805 b) Estimated Recovery Rates Net of Residue Commodity Disposal Facility Recovery Rate Permitted Capacity Recyclables CVT Regional Composting Facility Estimated 60 -75% 6,000 tons Organic Waste Kochergen Farms Composting Facility— Estimated 85-95% 1,000 tons Composting, Inc. Organic Waste Agromin-Ontario Composting Facility Estimated 80-90% 200 tons Recology Blossom 80% and Valley Organics, Composting Facility 3,750 tons South[] Organic Waste above Sunshine Canyon Landfill LandFill N/A 9,000 tons MSW AIS Construction and 65%+ 175 tons Demolition CWS Construction and 65%+ 1,000 tons Demolition Bel -Art Transfer Station Transfer Station N/A 1,500 tons East LA Transfer Transfer Station N/A 700 ns Station Page 148 of 185 c) Operational Limitations of Recvclina and Orqanic Waste Processin 1) Organic Waste Processing 2) Recyclable Material Processing There are no expected nor anticipated operational limitations of recycling and organic waste processing services offered to the City of Rosemead. d) How Recyclable Materials Will Be Marketed and Sold, Contingencies Republic's Materials Marketing Group (MMG) brings significant value to the City through the leveraging of the nearly five million tons of commodities Republic typically moves annually. MMG is a Republic Services corporate function, meaning that any/all tons processed through the Republic's facilities are marketed and sold through MMG. The MMG is headed by a Director overseeing three managers with responsibilities tied to each of Republic's three regions nationwide. Republic serves as their tons are part of a much larger pool of volume. Republic has very strong relationships with both foreign and domestic markets and is able to move tons during market downturns as well as in up -cycles. Each commodity end market is cyclical. As market pricing fluctuates, the MMG Manager will sell under individual contracts or purchase orders for one-time deliveries over a short period of time, or under longer term contracts with specific tonnage goals per time period, depending on the market forecast. MMG Managers and the Director are in daily communication with global end markets, understanding where pricing is at, and how it is trending. As pricing moves, so does overall demand, which can drive materials movement. MMG Managers are required to understand the complexities of materials marketing which can impact movement, such as steamship schedules, vessel space constraints, and container availability. Also, many factors vary seasonally. Material is sold on a bi-weekly or monthly basis, depending upon market conditions. Republic partners with only reputable end market partners, with whom Republic has been fostering relationships with for decades. These global partnerships allow Republic to maintain market premiums for material as well as consistent movement. Republic leverages the millions of tons it manages each year on a global level, which is a tremendous advantage for each city 4. Safety Safety is Republic Services' highest priority. We adhere to a strict policy of safety protocols with supporting infrastructure, where employees are trained to Think. Choose. Live. Republic Services has an industry leading safety program that has been 39% better than the industry average for the past ten years, based on OSHA data. In addition, we have been recipients of 70% of industry Driver of the Year since 2009. Republic Services maintains strict compliance with all applicable OSHA and Federal, State, and Local safety requirements while performing all work-related functions. We recognize that a safe workforce is not simply a discussion with a new hire, but a dedicated plan to review, educate, and verify employee practices throughout their career. b. Staffing Safety Requirements Please reference driver qualifications on the following pages. Page 149 of 185 REPUBLIC SERVICES Driver Qualifications Purpose: provide guidance on USDOT requirements for maintaining Dnver Qualification Files. Regulatory USDOT 49 CFR 391, Qualifications of Drivers: and References: Applicable State Regulations Applies to: Hauling companies, transfer stations or other locations that employ Commemal Motor Vehicle (CMV) drivers. Procedures: 1. DQF Contents - All CMV dm•ers must have a Driver QuahScation File (DQF) which rill be comprised of 3 separate files: Dnver Qualification, Drug and Alcohol and History File" Contents of the Driver Qualification File: • Driver's application for employment (pemmanent) • Responses of state agencies to the inquiries and investigations required to be made within 30 days of the dirver's employment concerning the dtiser's driving record (MVR - Motor Vehicle Report) for pnor 3 years (maintain initial MVR and 3 years from MVR nm date) Consult MVR Standard for any additional requirements for driver's MVR • Certificate of Road Test issued to the driver, or a copy of the license or certificate (e.g., Commercial Driver's License) that the motor carver accepted as egmisalent to the driver's road test (penninent) • Commercial Driver's License (copy, must be current) • Medical examiner's certificate of the driver's medical (physical) qualification to drive a motor vehicle or a legible photographic copy of the certificate (must be completed every years or as required by medical examiner) (Maintain 3 years firm date of examination). The exanumition long fon should be maintained at the office of the medical examiner. If copies of the long form are currently stored in the DQ file, they should be removed and placed into the employee's HIPAA/Medical file. • Regional Federal Highway" Administr'ator's letter granting a waiver of certain (rnnedical) physical disqualification, if a waiver was issued (maintain 3 years from date of waiver) • annual review of the driver's record to determine if the due. Procedures: continues to meet nvmmu m requirements for safe driving and is Page r or J Page 150 of 185 REPUBLIC SERVICES Driver Qualifications ronriuuedi not disqualified from driving(include name of person performing review and date) (maintain 3 years from date of review) • Annual list or certificate relating to all violations of motor vehicle laws and ordinances (other than violations nwol%W only parking) of winch the driver has been convicted or on account of which the driver has forfeited band or collateral (maintain 3 years from date of certification) • Single license certification in wfiich the driver acknowledges that they can only have one license at a time (pennvnent) • Receipt of FMC'SRs. A copy of the signature page docuunenting proof of receipt of the motor carrier safety regulations (permanent) • A mord of any other matter that relates to the driver's qualifications or ability to drive a motor vehicle safely • Meal Petiod Acknoiiedgement (pemmvneat) • Statement of On Dun• Hours (regmred for all new hire or rehire drivers) Contents of Drug and Alcohol File: • Drug and alcohol test results (pre-enmplo}ument. random post accident, reasonable suspicion) • Avg and alcohol chain of custody copies • Acknowledgement of receipt of Avg and Alcohol Free Workplace handbook Contents of Driver History File • All new employers must investigate and consider, at a minimum, a driver's nnplo}anent verification information accident mord and drug and alcohol information history. • Information must be obtained from all DOT regulated employers who employed the applicant in the past 3 years. This information can be obtained by 1. Personal Interview 2. Telephone Interview 3. Letter or other written correspondence • When requested, DOT regulated employers must provide: Procedures: 1. General driver mformatnm (continued) 2. Employment Verification rlformation Page 2 of 1 Page 151 of 185 REPUBLIC SERVICES Driver Qualifications 3. Information about accidents in which the driver may have been involved 4. Whether the driver violated any of the DOT Alcohol and Drug regulations 5. Whether the driver completed the substance abuse rehabilitation program if required • Any requests from other DOT regulated employers regarding a driver's history as listed above • FCRA Acknowledgement for authorization to complete background investigations. The approved Republic Services driver application and hiring process must be followed when hiring new driven and rehiring drivers. This ensures mandatory DOT information has been received where required. the required information is provided to driver applicants, and the driven sign specific consents necessary to perforin the safety performance check. Forms: • Required forms follow i ithm this section Page 3 of 3 Page 152 of 185 1) Training Republic Services has the lowest occurrence of incidents and crashes in the industry due to our company -wide emphasis on safety, extensive employee training and ongoing educational development programs. Republic Services requires all operations personnel to participate in extensive classroom training and testing, as well as, on -road auditing and policy reinforcement. Republic Services offers full -spectrum safety initiatives and award-winning safety training programs to all employees. We are an industry leader in safety, and we are very proud of our safety track record. Republic Services provides weekly, monthly, and annual safety training for all our employees. Safety topics are developed based on subject matter required under OSHA regulation. Republic Services prepares well-developed tailgate sessions, provides translators to engage all employees and encourages open discussion and participation. Meeting topics may include: • Injury and illness prevention/safety rules • Back injury prevention • Emergency response/fire safety • Exposure control plan • Drug and alcohol program • Personal protective equipment • Employee right -to -know • Hearing conservation safety • Lock out and tag out safety • Slips, trips, and falls • Confined space entry 2) Personal Protective Eguioment Republic Services is committed to providing the safest collection and disposal processes possible. We recognize that effective management of worker safety and health protection is a decisive factor in reducing the extent, severity, and cost of work-related injuries and illnesses. Eye, face, head, hand, and high visibility PPE is required to be worn when applicable. 5. Reporting Rosemead Enforcement By January 1, 2022, Rosemead adopted an enforceable ordinance(s) to mandate organic waste generators, haulers, and other entities to comply with the law's requirements. The law allows Rosemead to designate Republic Services as the responsible agent to fulfill several of its responsibilities under SB 1383. However, Rosemead cannot delegate its authority to Republic Services for the imposing of civil penalties to non-compliant generators. In addition to an ordinance mandating organic collection programs, Rosemead must adopt additional ordinances. One requiring compliance with specific provisions of the California Green Building Standards Code (CalGreen), and another that requires compliance with the Model Water Efficient Landscape Ordinance as outlined in the California Code of Regulations. Starting on January 1, 2024, Rosemead is required to take enforcement action for any generator not in compliance with the law. However, the new Agreement will require all customers to participate in the source separated 3 -container collection program upon contract commencement. Republic Services will conduct compliance and route reviews concurrently with the contamination minimization program and will report any non-compliant generator to Rosemead. Rosemead will Page 153 of 185 ultimately be responsible for subsequent enforcement actions by way of direct customer outreach, site visits, and fines. Again, Republic also requests that mandatory recycling services be added to the enforceable mechanisms established by way of the City's SB 1383 required ordinance a. Detailed monitorina and reoortina Tracking and reporting are required on all aspects of the law by Rosemead and Republic Services. If there is a requirement affiliated with SB 1383, the City must report on it. Through coordination with Rosemead staff, Republic Services will develop methodologies to track and report on all aspects of the law. Our goal is to provide Rosemead with all required data in a manner that makes reporting to CalRecycle effortless. In addition to Republic's use of the "Recyclist," reporting software, we also have a full-time local City Reporting department. Our City Reporting team is tasked with compiling and submitting all reports required by our contracts including monthly reports, annual tonnage reports, customer complaint logs, etc. By October 1, 2022, and August 1 annually thereafter, Rosemead will be required to submit an annual SB 1383 compliance report. Republic Services will support your City by providing the data needed for submitting the annual compliance report. Rosemead is required to report on the following: • Organic Collection Services • Contamination Minimization • Waivers • Education and Outreach • Edible Food Recovery Program • Recycled Organic Waste Procurement • Commercial Edible Food Generators • Inspection & Enforcement Technical Assistance Republic will engage our team of recycling coordinators to conduct onsite opportunity assessments with every commercial customer in Rosemead. These visits will begin upon contract commencement and ongoing through the contract term. Reporting is critical to prove compliance efforts with existing and emergent regulations. Republic Services not only has a dedicated and fully staffed City Reporting Department, but also partners with "Recyclist Program Management," to prove complete automated reporting that ensures compliance with SB 1383. Republic Services primarily handles the materials it collects all the way to its final disposal location. As a result, the City can be assured of data reconciliation. Republic Services' general reporting package is generated through a suite of applications that it is proven to accurately track all data needed for reporting requirements. The chart on the following page represents our data captures for necessary reporting required of the City. All reports can be transmitted electronically to the City's representative on a mutually agreed upon schedule. Republic uses Salesforce to track recycling coordinator activities and Recyclist Data Management to track waste composition. Salesforce provides clear transparency to our management making sure our Coordinators are in the field performing waste assessments and seeing to our customer's needs. Our drivers and trucks are equipped with technology that will provide pictures of any issues directly to our Coordinators and Dispatch. This technology allows us to communicate visually with our customers to address any issues and validate services. Page 154 of 185 Republic will not only educate customers through site visits on contaminations but explain services level options to reduce these concerns. Our education and outreach have proven successful across the Counties we serve. Once implementation activities have concluded, Republic's dedicated recycling coordinators will provide personalized outreach and monitoring throughout the term of the Agreement. Annual Reporting (EAR) On an annual basis, jurisdictions submit a report which describes the progress a jurisdiction has made in achieving the requirements of the Integrated Waste Management Act, (AB 939) and the Per Capita Disposal Measurement. The annual report includes the numbers used to calculate a per capita disposal rate plus all required supporting documentation and attachment of any required documentation to support changes to those numbers. It also includes a status report on planned and implemented solid waste diversion programs and facilities, as well as planned or implemented revisions to approved solid waste planning documents. Republic Services will utilize Mariposa Eco Consulting, Inc. to prepare and submit the annual report for the City of Rosemead before CalRecycle's deadline. b. Method Used to Track Tonnage Trux TRUX Weigh -IT is the industry standard software for ticketing, billing, materials management, and accounts receivable processing in the waste industry. Designed specifically for landfills, transfer stations, and recycling facilities. Weigh -IT is a Windows-based application which uses the .NET platform and Microsoft SOL service technology to organize and securely store data. Weigh -IT is scalable and capable of handling operations and billing processes for any size company, from single -site facilities to multiple scale locations with centralized reporting. Scale ticket entry has been optimized to be as quick and efficient as possible, allowing scale operators to process loads quickly. c. Process for Reporting Complaints Protocols for Receiving Customer Calls and Processing Requests When fielding a customer request, CSRs immediately access the customer's account information in Republic's customer management system, InfoPro. Republic owns the InfoPro application and continues to invest in it. When a new technology must be integrated, Republic's IT team makes the necessary modifications. CSRs can access all pertinent customer information through lnfoPro, including service address, pick-up day, rate, service level, and a complete history of service requests and resolutions. • After determining customer need, CSRs input all required information into the customer's permanent file history and, if necessary, generate an on-line automated work order. • If the inquiry is simply for information or clarification about Republic programs, the CSR will answer the question and close the file. • If the request requires action on the part of Republic, a work order will be generated for the appropriate department address, end the telephone call, and produce an online work order in InfoPro, which must be closed out within two days. When customers contact Republic through the My Resource web portal or mobile application, the process is automated, and information is immediately and directly sent to the proper department for prompt handling. Each time a customer contacts Republic, inquiries and concerns are entered into InfoPro, including date, time, customer name, address, and the nature, date and manner of the resolution is also logged and pushed out to drivers and Supervisors. Dispatch monitors all work orders requiring driver action. Upon receipt of a work order requiring same-day completion, a special alert is generated, and the appropriate driver is instructed as to what is needed to complete the order. In addition, each driver verbally contacts dispatch prior to completion of their assigned route to ensure all outstanding requests are fulfilled prior to returning to the operations base. Page 155 of 185 Republic Route Supervisors spend the majority of their time working in their assigned area(s), which enables them to meet drivers at the customer location to ensure quick, permanent resolution. Drivers document completion of all same-day service orders in the system. Expedient handling of customer requests occurs per the process flow chart located on the following page, with relevant narrative below. Common customer requests and concerns are tracked and reported by Republic business unit company -wide, which has resulted in an exceedingly high level of customer service. Missed Pick -Ups, Late Setouts, Spills, and Litter When a missed collection is reported—whether a miss occurred or not, Republic's operations team takes it seriously and responds immediately as if every incident is actual. The Route Supervisor completes a root cause analysis on each miss and addresses it with the driver. Together they drill down on the incident to permanently resolve issue or the conditions that created it. The final step is to call the customer and apologize for the error and gather customer feedback. This ensures a cycle of continuous improvement. The general procedure for addressing all customer service inquiries and concerns is: • Process a work order for a missed pick-up, late set out, or spills and litter resulting from collection. • Republic's CSR will notify dispatch with specific information regarding the work order. This information, also communicated to the route supervisor, is maintained as an open work order until the task has been completed. Customer Interaction flow chart below, maps Republic's general response to common customer inquiries. Customer Interaction CustomerMason for CRmach call Republic,cl a mined ;1,1A REPUBLIC 4E.ICES Page 156 of 185 7. 7. Scavennina Spot Checks Because of the nature of the collection services being bid, Republic will perform ongoing spot checks as it collects from its regular schedule and illegally dumped waste materials in the service area during its monthly citywide sweep. Republic will additionally utilize its newly assigned recycling coordinator/route auditor to aid our drivers in their ability to screen forthese unpermitted materials at the set -out site of container. Unpermitted Waste and Spill Response Plan If any unpermitted waste or hazardous waste is disposed within the solid waste stream, immediate and appropriate action will be taken to contain and remove it. Operations personnel are trained both in unpermitted/hazardous waste identification and appropriate responses to unpermitted/hazardous waste incidents. Periodic training is provided and recorded to ensure skill proficiency. The following procedure is used for identifying and handling unpermitted/hazardous waste: Notification of unpermitted/hazardous waste disposed of in the waste stream will Spot Checks Because of the nature of the collection services being bid, Republic will perform ongoing spot checks as it collects from its regular schedule and illegally dumped waste materials in the service area during its monthly citywide sweep. Republic will additionally utilize its newly assigned recycling coordinator/route auditor to aid our drivers in their ability to screen for these unpermitted materials at the set -out site of container. Unpermitted Waste and Spill Response Plan • If any unpermitted waste or hazardous waste is disposed within the solid waste stream, immediate and appropriate action will be taken to contain and remove it. Operations personnel are trained both in unpermitted/hazardous waste identification and appropriate responses to unpermitted/hazardous waste incidents. Periodic training is provided and recorded to ensure skill proficiency. The following procedure is used for identifying and handling unpermitted/hazardous waste: • Dispatch will notify field supervisor and management for determination of appropriate response level. • Coordinating instructions will be issued and executed. • Trained personnel will be assigned the task of inspecting any materials suspected of containing unpermitted/hazardous waste. Inspection involves identification of both labeled and unlabeled unpermitted/hazardous waste containers and materials. • An appropriate course of action/customer education based on the seriousness of the waste involved will be decided upon and taken. • Should the driver determine, without any question or doubt, that the unpermitted waste is not hazardous, the following procedure is used: • The unpermitted/nonhazardous item will be removed, placed safely back onto the premises, and tagged with a non -collection notice indicating the reason for non -collection. • The driver will immediately call the dispatch center and report the incident, including street address and time item was detected. • Dispatch relays this information to customer service. • A customer service representative will phone the customer to inform them of the event, why the item was left, direct them to proper alternatives for reuse or disposal of the item, and respond to any questions the customer may have. In addition, since Republic utilizes company-owned transfer stations and landfill facilities for the disposition of material collected on route, the Company has a built-in multi -tier screening process, wherein unpermitted waste that may inadvertently enter the waste stream can be captured and Page 157 of 185 recovered through the mandatory load -check and materials screening processes at these facilities. Labeling Republic will place labels on all containers clearly displaying our company name, phone number, website, and contents for which the container is designated. The labels will also clearly display a warning that the disposal of unpermitted wastes is prohibited. The label will also list what are acceptable and not acceptable contents for each container type. A separate label will be affixed prohibiting any scavenging activities. Should active scavenging be observed by any member of Republic's team, these activities will be notified to the dedicated dispatch team members and forwarded along to Republic management so that it may be documented and shared with City staff. Page 158 of 185 Exhibit 9 City -Approved Processing and Disposal Facilities The City has approved the following Disposal Facilities, Organic Waste Processing Facilities, Material Recycling Facilities, and Transfer Stations to manage the specified services and otherwise assist the Contractor in the performance of the requirements of the Agreement. The Maximum Services Rates in Exhibit 1 assume all material is delivered to the approved facility. Any City -directed changes to any other non -approved facility will be considered a City -directed change in accordance with Section 30.01. The capabilities and capacities of such facilities may change during the term of this Agreement; therefore, the City reserves the right to redirect materials to alternate facilities in accordance with any such changes. Disposal Facility Approved City Facilities is Site Name County Enforcement f(LEorce ent Agency Number A ( ) 19 -AA -2000 Sunshine Canyon Landfill Los Angeles Sunshine Canyon Landfill Jurisdiction Transfer and Processina Facilities Approved City Facilities swis Site Name County EnforcementAgency Number A ( ) 19 -AA -0845 East Los Angeles Recycling and Transfer Los Angeles County of Los Angeles Department of Public Health 19 -AK -0001 Bel -Art Transfer Station Los Angeles County of Los Angeles Department of Public Health 0 -AB -0335 CV7 Regional Material Recovery and TS Orange County of Orange Health Care Agency, Environmental Health Division 6 -AA -0505 Agromin Ontario Green Material Compost San Bernardino County of San Bernardino Aeration Div. of Environmental Health Services 16 -AA -0022 Kochergen Farms Composting Kings County of Kings County Health Department 15 -AA -0307 Recology Blossom Valley Organics- South Kern County of Kem Environmental Health Division 19 -AA -1125 American Industrial Services, Inc. Los Angeles County of Los Angeles Department of Public Health 19 -AA -1043 Puente Hills Materials Recovery Facility Los Angeles ounty of Los Angeles Page 159 of 185 Page 160 of 185 Department of Public Health 19-AA-1127 Azusa Transfer and MRF Los Angeles ounty of Los Angeles Department of Public ealth 19-AA-1140 Universal Waste Systems, Inc. MRF and TS Los Angeles 3ounty of Los Angeles Department of Public Health Page 160 of 185 Exhibit 10 Sustainability and Compliance Plan The Approach to Programs and Facility Requirements a) Proposed Operating Procedures After contract award, Rosemead residential customers will receive all new carts which will be delivered by August 1, 2023. The details of this delivery can be determined further during discussions and planning efforts with the City. At the time of cert deployment, all residential carts will also be affixed with a SB 1383 compliant lid label. Since Rosemead carts are already SB 1383 color compliant, residents will receive a new recycle and/or organics cart in the same color as they currently have. Under Republic's primary approach, commercial bin customers will be broken down into two categories: a) commercial businesses and b) multi -family customers since these customer types have unique service and outreach requirements. Each commercial and multi -family customer will receive a tailored site assessment to establish existing and revised services levels, container needs, and document any space restrictions or unique service requirements. These site visits and assessments will be repeated multiple times over the life of the agreement to drive customer satisfaction, education, and program participation in source separated collections. Since Rosemead commercial customers have historically elected to enroll in recycle and organics source separated programs, there are currently moderate participation rates for recycling and/or organics services. In the new contract, a successful source separate collection program is dependent on a mandatory requirement of program participation. Organics participation is already required through enforceable measures as a component of SB 1383 compliance. Combined, these requirements will ensure that Rosemead commercial customers are compliant with current state law and guarantee that diversion activities are upheld - helping to meet the City's per capita requirements. Should a customer qualify for a waiver from organics collection services, Republic will work with the City and the customer to identify, track, and modify service levels for these locations. Multi -family customers will be assessed and enrolled in source separated collection programs first, followed by the commercial businesses. Given the detailed tasks and extra time required to effectively reach/communicate with commercial/multi-family customers, Republic will ideally complete this implementation within a six-month period—including all outreach as detailed in this proposal to create success and compliance. As provided within the Facilities Section, Rosemead -generated materials will be direct - hauled to Republic's East Los Angeles and Bel -Art Transfer Stations, then transferred to CVT in Anaheim for processing, and residual waste will be disposed of at Republic's Sunshine Canyon Landfill. Commingled organics (green Waste and food waste) will be screened at CVT then transferred to one of Republic's multiple composting sites. Residential Services As previously stated, Republic will implement a SB 1383 compliant three -cart source separated system. Residents will continue to be instructed, through the communication methods outlined later in this section, to deposit food waste commingled with yard waste into their green -colored organics carts. Page 161 of 185 Republic intends to continue servicing all single-family residential cart customers, all material streams using an automated side loader (ASL) truck and carts in specified/tailored sizes to each customer's needs. Bulky Item Collection Services Republic will continue to provide bulky item collection services to its single- and multi- family, and commercial customers per the language provided in the draft Franchise Agreement. All single-family and multi -family (up to 4 -units) residential customers will be entitled to a combination of five (5) Bulky Items or up to ten (10) 32 -gallon bags, up to five (5) times per year. Multi -family customer (5 units or more) will be entitled to (6) Large Items or up to ten (10) 32 -gallon bags, up to five (5) times per year. Once a residential customer has utilized their allotted free pick-ups, a standalone rate per item will be issued for additional collections. Commercial business customers will also be entitled to on-call bulky - item. Republic is committed to reuse and recycle of as much of this waste as is feasibly possible without significantly decreasing efficiency. Republic has developed and will refresh specific instructions for bulky item sellouts which will be included in its service guidelines. Customers will be instructed to refrain from placing household hazardous, or unpermitted wastes of any type, out for collection ensuring only permitted bulky items are collected. To maintain public safety, especially child safety, customers will be required to tape refrgerator and freezer doors tightly closed with duct tape. Republic will maintain wish lists of local charities, and when a clean item in good working condition matching the need of a local charitable organization is found, the item will be offered to the organization prior to recycling. All Bulky Item collections, whether for single-family, multi -family, or commercial customers will be made by appointment -only. When customers call Republic's customer resource center to schedule their pick-up, Republic's customer service representatives will inquire about the items the customer wishes to have removed from their premises and communicate all instructions/parameters at that time. Republic will also provide free curbside household batteries and a -waste collection services. Commercial/Bin Collection Services As stated previously, Republic's primary approach is a three -container system sure to gain compliance with SB 1383. Republic manages millions of tons of recoverable materials each year, nationwide. We have found that the cleanest materials move and command the best pricing even in the most severe commodity market downcycles—as seen for the past several years in the wake of China's enforcement of its "National Sword," initiative. Commodity integrity requires source separation of materials—which is the driving force behind Republic's proposed three -container program for Rosemead. From monthly to daily collections, and containers ranging from carts to dumpsters 1- to 6 - yards in volume, Republic will continue to offer solid waste, recycling, and organictfood waste collection services with a variety of container sizes and service frequencies to meet any need the customer might have. Page 162 of 185 Each collection vehicle is operated by a professionally and continuously trained driver. Vehicles are painted in a uniform manner, as depicted, featuring Republic's logo and company contact information. • All material streams—MSW, recycling, and organictsource separated food waste—will continue to be collected at least once weekly on a service schedule authorized by the business or MF complex owner/manager. • Republic will provide each customer with default commercial 96 -gallon recycling and 35 -gallon organic waste collection service and capacity for all Rosemead commercial/dumpster service units. • Customers with greater volume and service needs for recycling and organics will receive right -sized tailoring by a Recycle Coordinator to meet their disposal needs. Such customers will be charged accordingly for these services above the default bundled rate. City Facilities, Parks, & Events Republic will continue to provide free -of charge collections services to all designated City facilities and Parks owned and operated by the City of Rosemead. Rosemead city staff will work with Republic to determine the appropriate collection equipment sizes and frequency of these collections. Additionally, as an enhancement, Republic will offer free -of -charge source separated collection services to all events hosted by the City of Rosemead. Republic will also collect bulky, e -waste, and abandoned items that are picked -up and stored at the City's Public Works yard at least once per month upon City's request. Industrial Recycling Republic Services excels at helping customers meet their sustainability needs, by identifying disposal locations that can recycle their materials, and by sharing best management practices for on-site commodity separation. Implementation of a successful separation program will both increase commodity values and decrease landfill -bound volumes. Special Waste Republic Services' roll -off fleet is used to meet the special waste needs of our customers. We work with each customer to accurately characterize, and profile disposal needs prior to collection, and then collect and dispose of the waste in a manner that meets all regulatory requirements. b) State Guidelines SB 1383 Requires every municipal jurisdiction to provide organic waste collection services to all residents and businesses. This law requires jurisdictions to contract with their waste hauler, Republic Services, to collect organics, including food waste, and process it as a unique and separate material stream. The organics recycling system is not a one size fits all approach – so the program and solution for processing the material may vary by jurisdiction. To meet full compliance with the law, Republic is committed to supplying Rosemead with the necessary tools (proper containers), resources (educational outreach, technical assistance and training) to its customers, monitoring performance activities, and all necessary reporting on a schedule and in a form acceptable to the City. Page 163 of 185 To meet full compliance with the law, our commitment to Rosemead is simple. Republic will: • Provide all necessary equipment that is properly colored and labeled • Enroll every commercial/multi-family customer in a SB 1383 compliant 3 -container source separated collection program • Continue providing Rosemead residents with a commingled green and food waste collection service utilizing a green -colored cart they are already familiar with • Lead the City's efforts in compliance monitoring and reporting • Design and implement outreach initiatives to achieve full regulatory compliance • Assist Rosemead in the procurement of recycled organic material products • Assist Rosemead in establishing reputable food recovery efforts and help the city collect data from generators SB 1383 is perhaps the most complex regulatory mandate to impact the solid waste industry since AB 939. In its simplest form, the law can be broken down into the following six requirements: • Collection of organic waste — source separated 3 -container collection system from all customer types • Monitoring for contamination and customer compliance • Enforcement and reporting • Establishing an edible food recovery program from food generating businesses • Ongoing education and outreach activities • Procurement of products generated from recycled organic waste c) Think Local Please reference the local facilities included within Exhibit 9, the bulky item program included earlier in this section, and note use of the Rosemead Chamber of Commerce as a local customer service storefront/customer-facing office space. Republic will also maintain membership with the Rosemead Chamber of Commerce and promote a "green business ambassador recognition," program. Republic will also utilize the services of local print and postage opportunities whenever possible and feasible. d) Partnership: Standards Development and Education Waste Audit Team Republic will deploy its entire internal team of experienced recycling coordinators to assess each commercial/multi-family customer in Rosemead. This effort will commence immediately upon contract execution and will continue through the transition period and beyond the operations start date to ensure the level of personalized attention customers will need to engage with the program and set up all stakeholders for success. Customer engagement and diversion objectives will be the ongoing focus of Republic's dedicated recycling coordinators who will be charged with spending approximately 80 percent of their time in the field working with customers. This approach will assist the City in its move towards zero waste. Significantly increasing recycling participation rates from program outset and improving them over the term of the Agreement through a focused understanding of the operations of prevalent business types to create internal programs that shape external results. Page 164 of 185 Service Delivery Teams Ongoing, our dedicated recycling coordinatorwill interact daily with customers, drivers, and the Route Supervisors to facilitate movement toward greater customer participation. Regular monitoring and scheduled follow-up auditing will generate the necessary data to guide all ongoing activities. Priority of Outreach and Technical Assistance Republic will provide ongoing outreach and technical assistance based on the following scale of priorities, which will help direct the effort to increase recycling: 1. Non-Recyclers Republic will always focus first on businesses that either reject, or do not utilize the recycling programs available to them. 2. Business Size Moderate to high volume generators will be targeted to ensure those customers optimize recycling early and throughout the Agreement term. Large businesses and key accounts are already identified in Republic's customer management system and will be continuously monitored because of their volume impacts. 3. Expansion Opportunities Republic will introduce new recycling opportunities for businesses with an already established level of recycling services. Additional opportunities may include identifying markets for atypical materials and establishing new collection programs. Extended Producer Responsibility Diversion Program Republic will provide a minimum of two City-wide electronic waste, textile, carpet, and mattress collection drives on an annual basis. The dates and locations of these events will be determined in collaboration with the City of Rosemead. 2. Meeting Diversion Requirements The City of Rosemead seeks to fulfill its 50% per capita diversion mandate as required by CalRecycle and AB 939. Additionally, the city seeks advanced programs that will assist them getting closer to the State of California's 75% diversion goal. Republic has carefully studied all the current data and effectiveness of its efforts to date to design the program moving forward. We have carefully selected the most effective programs, which we will keep and expand, and we have designed some new programs to implement. The good news is, due to Republic's incumbency, all our efforts can be placed 100 percent on the organics program expansion and new programs, rather than operational logistics and administrative set up. Being an active and engaged partner with Rosemead, all its businesses, personnel, and extended community, Republic understands how challenging meeting the city's goals can be. We are best suited having all of the equipment, systems, and personnel in place to continue to partner with the city in working towards their diversion goals. Republic will reach milestones year by year of this contract. Although the City of Rosemead and Republic have implemented SB 1383 programs citywide, commercial participation has been voluntary and as such, not every customer has mandatory recycling and organics collection today. The same goes for multi -family and industrial customers. Moreover, residential organics collection has only been in effect since March 2022, and participation at the curb has been slow to increase. Additionally, with the onslaught of the pandemic, disposal volumes have been at an all-time high for the past 2+ years. As such, Republic proposes to establish a new baseline in contract Year 1 Page 165 of 185 as a starting point for determining increases in diversion rates, against which to accurately measure year over year progress. 3. Diversion Programs Diversion Programs Ingle Family Multi- Family Commercial city Services Legislative Compliance x x x x 8 1383 Education, Outreach, and Training x x x x Variable Size Container Collection x x x x ource Separated Rec clables x x x x pecial Event Integrated Solid Waste Handling ervices x x x ouroe Separated Organics x x x x ervice Level Selection x x x x Bulky Item Collection x x x ontainer Contamination Minimization x x x x Holiday Tree Collection x x Debris Box Collection x onstruction & Demolition Processingx x x x ompost Deliveryand Give Awa x x x nsits Waste Consultation x x x ource Separated Green Waste x x ource Separated Food Waste x x Man N/A N/A N/A N/A Edibure le Food RecoveryAssistance x x harps Program x x x lean -Up Das x x x Paper Shred -Events x x x Home Composting Units x Electronic Waste, Textile, Carpet, & Mattress Events x x x ity Sponsored Events x Litter Abatement x ode Enforcement Clean -Up x Ille al Dgn in lean -Up x i Park Service x [Additional Programs as Required x x x x 4. Diversion Facilities Disposal and processing facility capacity Republic has guaranteed capacity to process all volumes from the City of Rosemead throughout the term of the Agreement. Republic guarantees capacity at the following company-owned/operated facilities: Republic -Owned • Bel -Art Transfer Station • MSW, Recycling, and Organics • Capacity: 1,500 tons/day Page 166 of 185 • East LA Transfer Station • MSW, Recycling, and Organics • Capacity: 700 tons/day • CVT — Materials Processing Facility • Recycling and Food Waste -only • Capacity: 6,000 tons/day • Sunshine Canyon Landfill MSW Capacity: 9,000 tons/day • Agromin-Ontario Composting Capacity: 200 tons/day Third Party Agreements Through Republic's network of 3"' -party disposal facilities bound via contractual agreements, Republic also guarantees capacity for all of Rosemead's volume at the following sites: • AIS Construction & Demolition Waste Capacity: 175 tons/day • CWS Construction & Demolition Waste Capacity: 1,000 tons/day • Kochergen Farms Commingled organics composting Capacity: 1,000 tons/day • Recology Blossom Valley Organics- South Page 167 of 185 Commingled organics composting Capacity: 3,750 tons/day 5. Proaram Schedule Key: Willestone • M: Monthly • Q: Quarterly • A: Annually • O: Ongoing • CS: Contract Start • UR: Upon Request Sector Willestone 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 ducation & Outreach CS, , O, Q, O, D, O, Q, O, Q, O, Q, O, Q, O, , O, Q, O, O UR UR UR UR UR UR UR UR UR Route Reviews A ontainer Size CS, 0 D, 0, UR D, UR 0, UR 0, UR 0, UR 0, UR D, UR 0, UR djustments R Residential & Multi -Family Record M, Q, M, M, Q, M, Q, M, Q, M, Q, M, Q, M, Q, M, Q, M, Q, Keeping A, UR Q, A, A, UR A, UR A, UR N, UR A, UR A, UR A, UR A, UR Enforcement Support CS, Diversion Programs O O Education & Outreach CS, Q, O, Q, O, a, O, Q, O, , O, Q, O, Q, O, Q, O, Q, O, O UR UR UR UR UR UR UR UR UR Route Reviews A Container Size CS, 0 0, 0, UR 0, UR 0, UR 0, UR 0, UR 0, UR 0, UR 0, UR Adjustments UR Commercial Business CS, O O Commercial Requirements Education includes fixed -use service recipients) Edible Food Recovery ssistance & Education O O Enforcement Support CS, O Record Keeping M, Q, M, M, Q, M, Q, M, Q, M, Q, M, Q, M, Q, M, Q, M, Q, UR II Q,A, IP ,UR ,UR A,UR A,UR A,UR A,UR A,UR A,UR Diversion Programs O O Page 168 of 185 Sector Milestone M, Q, M, M, Q, M, Q, M, Q, M, Q, M, Q, M, Q, M, Q, M, Q, Residential, Reporting A, UR , A, N, UR A, UR A, UR , UR , UR A, UR A, UR A, UR Multi -Family, Diversion Rate contract UR 10% Commercial, Procurement UR UR UR UR UR UR UR UR UR UR Industrial ommunity Meetings CS, UR UR UR UR UR UR UR UR UR UR School Education & O, D, D, UR 0, UR 0, UR D, UR 0, UR O, UR O, UR 0, UR Outreach Programs UR UR City Services Community Event 0, URD UR 0, UR 0, UR 0, UR 0, UR 0, UR O, UR 0, UR Participation UR r, Complaint Investigations 0, UR D, 0, UR 0, UR 0, UR 0, UR 0, UR 0, UR O, UR 0, UR UR Additional Services UR UR UR UR UR UR UR UR UR UR Program Evaluation & O,, UR , UR , UR , UR , UR , UR , UR UR djustment UR UR Sector Milestone 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 Residential, Franchised N/A since 7— 5% % 5% % 5% % 5% Multi -Family, Diversion Rate contract Baseline 10% Commercial, Goal commences Year Industrial ESTIMATED' August, 023 *Percentages estimate the total increase in diversion volumes as compared to the 2024 baseline year of total tons collected. 6. Estimated Tonnages *ESTIMATED* Page 169 of 185 'Estimates for 2028 - 2033 indicate total tonnage and total diversion for each year within this timeframe *It is very important to note that the table below represents only estimates. Actual diversion is contingent on many factors including program participation, volumes properly disposed of incorrect containers, minimized contamination levels, adherence to educational information, etc. 7. Contamination Minimization Waste Characterization Audits Republic will conduct statistically valid waste audits of Residential and Commercial Service Recipients' waste once per year. These audits will include evaluations of recycling, garbage, and organic waste. Collected results will be compiled and Republic will provide characterization data to the City as part of its Annual Report (Outlined in Section 22.03 of the agreement). Material types and guidance will follow CalRecycle requirements and/or recommendations. Minimize Container Contamination Rosemead and Republic Services are required to monitor containers to minimize prohibited cart contaminants. Monitoring requires annually auditing containers along every collection route to ensure all containers are correctly sorted. A high contamination level requires more processing and negatively affects the quality of the finished product. To achieve a sustainable organic recycling program and meet the law's monitoring requirement, Rosemead and Republic Services must work together to minimize Page 170 of 185 Estimates of Annual Tonnage & Diversion Data Commodity Customer Type 2023/2024 2025 2026 2027 2028-2033* SFD 12,659 11,770 11182 10622 9879 Garbage/MSW MFD 1,970 1723 1636 1555 1446 )Black Container Commercial 12,218 11483 10909 10363 9638 Waste) Industrial 4,023 3732 3545 3368 3132 Total 30,870 28,709 27,273 25,909 24,095 SFD 4,522 4,695 4,810 4,919 5,064 MFD 81 341 513 677 895 Recyding(Blue Commercial 501 9331 1220 14931 1856 Container Waste) Industrial 106 106 106 106 106 Total 5,210 6,075 61649 7,195 7,921 SFD 4,811 5,070 5,242 5,406 5,624 MFD 35 554 899 1226 1662 Organim(Green Commercial 219 738 1083 1410 1846 Container Waste) Industrial 16 16 16 16 16 Total 5,081 6,378 7,240 8,058 9,148 Industrial 130 130 130 130 130 C&D Total 130 130 130 130 130 5FD 1696 1,758 1809 1859 1924 MFD 37 286 452 609 818 Residual lCommercial 231 535 737 929 1185 Industrial 32 32 32 32 32 Total 1996 2,611 3,030 3,429 3,959 Total Diversion 8,424 9,972 10,989 11,954 13,240 Total Disposal 32,866 31,320 30,303 29,338 28,054 'Estimates for 2028 - 2033 indicate total tonnage and total diversion for each year within this timeframe *It is very important to note that the table below represents only estimates. Actual diversion is contingent on many factors including program participation, volumes properly disposed of incorrect containers, minimized contamination levels, adherence to educational information, etc. 7. Contamination Minimization Waste Characterization Audits Republic will conduct statistically valid waste audits of Residential and Commercial Service Recipients' waste once per year. These audits will include evaluations of recycling, garbage, and organic waste. Collected results will be compiled and Republic will provide characterization data to the City as part of its Annual Report (Outlined in Section 22.03 of the agreement). Material types and guidance will follow CalRecycle requirements and/or recommendations. Minimize Container Contamination Rosemead and Republic Services are required to monitor containers to minimize prohibited cart contaminants. Monitoring requires annually auditing containers along every collection route to ensure all containers are correctly sorted. A high contamination level requires more processing and negatively affects the quality of the finished product. To achieve a sustainable organic recycling program and meet the law's monitoring requirement, Rosemead and Republic Services must work together to minimize Page 170 of 185 contamination in every container. Rosemead and Republic Services are required to monitor containers to minimize prohibited cart contaminants. Our proposed contamination minimization program will include: • Route Reviews: Carts randomly selected and physically inspected along each route, throughout each year. • Waste Evaluations: Once per year, as directed by the City, for each customer and commodity type. • Notify Customers: Cart/bin "Oops," tags will inform customers of proper material separation and reason for non -collection. • Contamination Fees: Contamination fees will be charged to all customers with contaminated carts/bins after the two initial observations and subsequent "warnings," per year to address the added costs to further process and dispose of the contaminated materials. Upon Republic's observation of contaminated materials, a customer service representative or dispatcher will make contact with customer that same day. If returned service is requested by the customer within two business days, Republic will return and provide service the next business day. Rosemead Enforcement By January 1, 2022, Rosemead adopted an enforceable ordinance(s) to mandate organic waste generators, haulers, and other entities to comply with the law's requirements. The law allows Rosemead to designate Republic Services as the responsible agent to fulfill several of its responsibilities under SB 1383. However, Rosemead cannot delegate its authority to Republic Services for the imposing of civil penalties to noncompliant generators. In addition to an ordinance mandating organic collection programs, Rosemead must adopt additional ordinances. One requiring compliance with specific provisions of the California Green Building Standards Code (CalGreen), and another that requires compliance with the Model Water Efficient Landscape Ordinance as outlined in the California Code of Regulations. Starting on January 1, 2024, Rosemead is required to take enforcement action for any generator not in compliance with the law. However, the new Agreement will require all customers to participate in the source separated 3 -container collection program upon contract commencement. Republic Services will conduct compliance and route reviews concurrently with the contamination minimization program and will report any non-compliant generator to Rosemead. Rosemead will ultimately be responsible for subsequent enforcement actions by way of direct customer outreach, site visits, and fines. Page 171 of 185 8. Air Emission Reduction All of Republic's frontline collection vehicles will feature renewable natural gas -powered engines utilizing either Compressed Natural Gas (CNG) or Liquid Natural Gas (LNG). For nearly a decade, Republic has its Southern California divisions, to comply with SCAQMD Air Pollution Control District regulations. Additionally, as previously cited, Republic is pioneering the deployment of electric collection vehicles beginning in 2022. • Sunshine Canyon Landfill: o Over 20,000 Oak Trees have been grown on-site. Over 7,500 of those trees have been planted on the ridges and in open space surrounding Sunshine Canyon Landfill. o The Oak Trees are donated to local parks, cities and community organizations. o Over 1,200 acres of land were donated for open space and parks. o A proactive and humanely managed bird control program is used at the Landfill. 0 25,000 homes powered by renewable electricity generated by the landfill o Over 950 gas wells harnessing landfill gas, the natural byproduct of decomposing waste, and converting it to energy. The use of landfill gas provides our economy with benefits, including reducing air pollution through the capture and use of methane. 9. Reducing Wear and Tear on City Streets Republic's owned and operated, East Los Angeles and Bel -Art (Long Beach, CA) Transfer Stations are fully permitted and active "Large Volume Transfer Stations" that currently receive waste from the City of Rosemead. They are located within a few miles of Rosemead, thus significantly minimizing Vehicle Miles Traveled (VMT). The close proximity also ensures our trucks are able to unload at the transfer station and quickly return to routes in Rosemead throughout any given collection day. Optimized Routes As indicated previously, Republic utilizes its own sophisticated routing software, Route Editor Plus, which it uses to create and optimize safe routes. Efficient routing cuts down on vehicle miles traveled and street wear and tear. Traditional routing software tools may provide automated sequencing of stops with estimated straight-line distances between stops or use some form of generic vehicle routing programming techniques. A true route optimization tool, such as Route Editor adopts specifically tailored waste industry operations research computation technique as part of its core route optimization algorithm. This makes Republic's route optimization tool one of the most advanced waste collection route optimization software tools available. The route optimization algorithms are tailored for the waste collection industry to take into consideration waste collection constraints such as truck compaction ratios, landfill trips, maximum lifts, maximum yards, maximum weights, and vehicle approach. Engineering Design Partnerships Because Republic purchases over 750 collection vehicles each year, it has considerable design input with its vehicle manufacturers, which has yielded collection vehicles with optimized carrying capacity, significantly reducing emissions and vehicle miles traveled. Since Republic collection vehicles are co -engineered with the manufacturers and are therefore, purposefully built, the vehicle uptime is improved making the collection to delivery cycle shorter. Lightweight Body Design Page 172 of 185 Republic and Heil have been strategic partners for about 20 years and have designed a lightweight front loader body allowing Republic to safely run ten -ton legal payloads while still maintaining a durable platform and conforming to the Federal Bridge Weight Standards. The project has been a huge success with over 1,000 Heil lightweight front loaders running in the field. 10. Environmental Stewardship • 9% reduction in Greenhouse Gas Emissions (GHG's) since 2017 10% reduction goal in GHG's by 2025; 35% reduction goal in GHG's by 2030 • First U.S. environmental services provider with an emissions reduction goal approved by the Science Based Targets initiative (SBTi) • Goal: Electrifying our collection fleet nationwide • Long Beach Hauling Division investing $300k in 2023 for EV infrastructure • 6 specialty disposal facilities for Hazardous Waste Secure Disposal • 87% of our landfill acreage is covered by gas collection systems and converted to renewable energy In 2021, our 71 recycling facilities processed 5 million tons of materials, returning valuable cardboard, paper, plastics, metals and glass to the marketplace for reuse • 3 Commercial food waste preprocessing lines & 12 compost facilities • Bioremediation projects (treatment wetlands and phytoremediation) at 124 closed landfills 11. Use of Local Vendors Republic will continue to seek opportunities to use local purchasing opportunities for disposal, processing, equipment, outreach print and postage, marketing collateral, etc. whenever feasible and available. 12. Innovative "Green Approach" a. Electric Collection Vehicle Technology Republic Services is proud to lead the industry in the push to convert to an all -electric fleet We currently operate one of the largest vocational fleets in the country, with more than 16,000 vehicles in operation daily. For this reason, we have set one of our sustainability goals to reduce our greenhouse gas emissions 35% by 2030. This is an aggressive target, which is backed by the Science Based Targets Initiative (SBTi) and is also in line with the Paris Climate Accord. One of the greatest opportunities of achieving this goal is to advance the state-of-the- art technology for electrification, to enable the conversion of our fleet. Ongoing Pilot Programs In 2022, we have two pilot programs running on real routes. One in Hickory NC, and the other in Boise ID. Each of these locations is using a different platform manufacturer's truck, offering performance feedback to both teams. Long -Term Plans Our long-term plans are aggressive, but achievable. As performance, infrastructure, route dynamics and economics mature for all routes in all geographies, we will implement electric trucks in our fleet as part of our planned replacement and obsolescence program. Before that time, we will continue to implement EV where economic incentives or a willingness to pay exist, as long as the performance and route dynamics are aligned. Page 173 of 185 b. Innovative Facilities Of roughly 14 million tons of North American consumer packaging plastics that are generated every year, 10M tons are landfilled, and 2M tons are incinerated. Of the 2M tons that are recovered through modern recycling programs and centers, 1.7M tons are "downcycled," while only 0.3M tons (2%) can achieve circularity. Filling the Gap Republic Services is uniquely able to close this gap and address the growing demand in the North American CPG plastics market. We achieve this through our unwavering commitment to sustainability and by applying innovation and investment to yield a better future for our planet. In 2023, we will open our first Polymer Center, located in Las Vegas, Nevada. This facility will be the first of its kind in the industry and serve a refined hub -and -spoke model to serve our partner municipalities from the Northwest to Texas. The Polymer Center will be designed to centralize the complex and costly operations to accurately separate the various grades of plastics into high quality commodities that meet CPG manufacturers' target requirements. Because we are the first company to solve this complex challenge, our operational approach and technology designs are patent -pending, and our relationship with the company that manufactures the highly specialized equipment is exclusive. These two realities differentiate Republic Services as the only partner in the industry that can ensure your plastic recyclables have the highest circularity. To complement this, we are in discussions with a growing list of CPG manufacturers who want to partner with Republic to secure a portion of these high-quality plastic commodity tons, as it increases their own ability to meet or exceed their ESG goals to their shareholders. Planned National Coverage The first Polymer Center is intentionally positioned in the West, where legislative requirements for consumer packaging is driving increased demand for recycled plastic content. We have plans to expand this operation to 3 locations across the United States, offering full coverage to all Republic Services municipal recycling partnerships in the 47 states we serve. This expansion of our operations will take place within the contract term duration of many of our municipal contracts, which makes this exciting improvement to the industry relevant for any municipality that is considering the best partner for their environmental service needs today. c. Strategic Partnerships Republic Services Environmental Solutions In May 2022, Republic Services acquired US Ecology, a leading provider of environmental solutions, offering treatment, recycling and disposal of hazardous, non -hazardous and special waste. This acquisition complements our previous acquisitions of ACV Environmental and ECOFLO, in late 2021, and enables Republic Services to provide customers with the most complete set of product offerings across the environmental services space. It expands our geographic footprint across North America and provides vertical integration capabilities for our environmental solutions business. US Ecology adds a national platform of difficult -to -replicate assets and talent to Republic Services. This includes adding nine specialty waste landfills with five hazardous waste landfills, 16 RCRA permitted TSDFs, seven wastewater treatment facilities, and more than 80 environmental services field locations including treatment and recycling centers. Customers with multiple recycling and waste service needs value the ability to consolidate services with a single partner who has a successful track record of safety, compliance and environmental responsibility. Adding US Ecology allows us to provide customers a Page 174 of 185 comprehensive set of environmental services including recycling, solid waste, special waste, hazardous waste, equipment rental and field services. d. Supplier Partnership Republic is a co-owner of Agromin-Ontario which produces compost from collected green and food waste material which is rapidly transformed into rich soil amendment and sold back to the marketplace for use in retail, farming, and other sources. 13. Procurement • Through several strategic partnerships, Republic Services has direct access to ample compost and mulch volumes available to the City for their use and purchase. • All plastic containers are available in 10-30% recycled content. • Republic's Long Beach Hauling Division hosts its own CNG and LNG fueling stations to fuel its entire collection fleet onsite. Page 175 of 185 Exhibit 11 Outreach and Education Plan 1. Prior to Service Start Activities Public education is critical to maintaining an efficient and cost-effective service for recycling and waste in your community. The goal of Republic Services' Public Education and Outreach Program is to educate residents on industry trends and the services offered by Republic Services. We do this by engaging community groups and business associations, educating residents and businesses about the key elements of the program, highlighting customer service, promoting environmental benefits, and emphasizing state requirements. At a minimum, Republic Services will provide the following educational materials and collateral as required by the new agreement: • Annual notice of requirements • Billing inserts upon city request • Multi -family & commercial printed signage & posters • City specific website URL • Instructional service guide revised for any changes throughout contract tens • Educational materials to non-compliant entities • Educational materials for property and business owners/tenants for distribution to all employees The resources are always available for all customers. All printed materials will be sourced from a local print publication shop whenever feasible 2. Implementation Programs As part of the initial program implementation of our ongoing education efforts, we will provide the following materials to ensure that residents are fully aware of the services provided by Republic Services and how to properly use these them: • Annual notice of requirements and service offerings to all lines of business • Billing inserts upon city request • Multi -family & commercial printed collateral, signage & posters • Instructional service guide revised for any changes throughout contract term • Quarterly Informational Newsletters • Quarterly MCR & MORe Educational materials to non-compliant entities • Educational materials for property and business owners/tenants for distribution to all employees • Annual list of edible food recovery organizations to City • Annually provide edible food recovery information to commercial food generators • All education will be available/distributed as both printed and electronic. • Printed materials will be procured from local Rosemead businesses whenever feasible. • Printed materials will be made available in English, Spanish, Mandarin, Vietnamese, and any other language upon city request. a. Schedule of Materials Page 176 of 185 This schedule summarizes Republic's primary education and outreach activities, delineated by generator type: SFD (single-family) and MFD + Comm (multi -family + commercial). Welcome Packet At the commencement of service, Republic Services will provide an initial information packet to residents and businesses. This packet will contain information on the services offered and proper preparation procedures. In addition, the packet will contain information on additional services and products offered by Republic Services as well as a collection day reminder for their specific location. This packet will also be made available to new residents that move into Rosemead and new businesses that set-up service accounts with Republic. • Annual Education Updates Republic Services will mail each household an annual reference guide for collection services. • Corrective Action Notices (Oops Tags) Distribution frequency. As needed. • Residential Service Guide Distribution frequency: Annually, and as needed. • Community Event Notification Distribution frequency. As needed. • Public Service Announcements (PSAs), Advertising (Local Media) Distribution frequency: In accordance with events • Residential Newsletters Distribution frequency. quarterly • Educational presentations to business groups, homeowner associations/HOA, civic organizations, etc. Frequency. Upon request. • Posters and Informational Displays Distribution frequency: As needed. • Multi -Family Service Guide Distribution frequency: Updated annually or as needed. Reprinted as needed. Provided at move -in and during site visits. • Non -Compliant Notices Distribution frequency: quarterly and upon city request. • Collection Point Posters Distribution frequency: As needed and/or requested. • Meetings with Property Manager Conducted as needed or requested. • Multi -Family Property Educational Presentations Distribution frequency: Upon request. • Commercial Service Guide Distribution frequency: Provided annually, at in-person meetings, and upon request. • Commercial Newsletter Distribution frequency., quarteriy. • Non -Compliant Notices Distribution frequency., quarterly and upon city request. • Waste Audits and Recycling Technical Assistance Page 177 of 185 Conducted initially as needed, and annually thereafter. Presentations to Business Organizations Distribution frequency: Upon request. Mandatory Recycling/Organics Service Distribution frequency: Automatically and tailored per customer thereafter. b. Service Brochures Residential Service Guide Welcome packets are mailed to each new customer which include Republic's Residential Service Guide. This service guide outlines sorting of materials for proper disposal shown through both text and images. It will also outline the proper handling of universal and hazardous wastes, proper cart set -out procedures, weekly collection schedule, holiday schedule, and additional resources for customers. Multi -Family Service Guide Produce and distribute Multi -Family Service Guide and other collateral materials designed specifically to reach multi -family residents. These items will describe topics such as: how to prepare and sort materials for disposal collection. The Guide will be printed in sufficient numbers for distribution to all impacted multi -family customers. Commercial Service Guide Design and distribute a Commercial Service Guide containing information on proper sorting for trash, recycle, organics, as well as additional services available for proper disposal of hazardous material, hard -to -recycle material, and large project waste solutions. Annual Education Updates Republic Services will mail each household an annual reference guide for collection services. This reference guide will contain information on collection services as well as any updates for acceptable or unacceptable materials. The reference guide will also contain information on new products and services available to residents and businesses such as bulky item collections, C&D temp services, sharps, collection events, etc. c. Community Meetings Republic may schedule meetings and/or public presentations to HOAs and business and neighborhood groups, volunteer organizations, etc.to provide recycling -related information and encourage compliance with programs/mandatory collection services. Meetings with Property Manager As noted in the Transition Plan, Republic will perform site assessments at each property, initially, and thereafter once annually or as needed. Meetings with property managers are aimed to evaluate services, address concerns, and make service adjustments as necessary. Republic will work with property managers to implement new programs (which will include a waste assessment, training, technical assistance, and initial monitoring upon program implementation). Posters and stickers to clearly label collection containers will also be distributed during these meetings. Educational presentations to business groups, homeowner associations/HOA, civic organizations, etc. Republic may schedule meetings and/or public presentations to HOAs and business and neighborhood groups, volunteer organizations, etc. to provide recycling -related information and encourage compliance with programs/mandatory collection services. Multi -Family Property Educational Presentations Page 178 of 185 Republic will host community events at multi -family complexes, to HOAs, and tenant associations to emphasize the importance of proper sorting and troubleshooting support for residents and property managers. Proposed activities will include short presentations on importance of proper sorting and what materials are permissible in each container, hosting of information tables, provide interactive games, and distribute bags and pails for in-house collection. Presentations to Business Organizations Republic will be available to various business organizations to promote and explain the recycling and food scraps collection programs, mandatory recycling, and organic diversion requirements, as requested by the associations. d. Written Notices and Outreach Material Corrective Action Notices (Oops Tags) Oops tags are our first line of education for residents that have placed unacceptable items at the curb for collection. Drivers and our dedicated Rosemead Compliance Monitor will leave an oops tag with the resident and/or business if a material cannot be picked up. Oops tags will provide the reason why the item was not picked up as well as a phone number to call for further follow- up information. Use of these Corrective Action Notices brings resolution to contamination issues by notifying customers in writing of steps to take to improve collectability of materials, declining to service contaminated containers, and/or imposing charges to customers for excessive contamination. All corrective action and non -collection notices will be recorded and shared with the city. Community Event Notification Republic will prepare and distribute an annual mailer promoting compost giveaways and shred events, citywide collection drives as outlined in the RFP, seasonal community events, including neighborhood clean-up events, Christmas tree collection, and other collection activities. The direct mail piece will include the date and time of each event, regular weekly collection schedule, acceptable materials for collection, and any relevant set -out instructions. Residential Newsletters Republic will prepare and distribute quarterly newsletters to all customers that creatively inform residents and businesses about collection and waste reduction programs. Newsletters will also include educational and topic -specific issues deemed appropriate by the contractor and City. Newsletter articles will address topics such as tips for proper recycling, use of organics containers and kitchen pails, composting, battery and electronics education, prevention of contamination issues, proper Collection Container placement, resource information, and HHW education. Non -Compliant Notices Author and distribute co -branded quarterly notices to non-compliant generators who are not participating in mandatory source separated recycling and/or organics service. These notices will outline state laws, city requirements and enforcement mechanisms, and solutions for promptly taking action to achieve compliance. Commercial Newsletter Prepare and distribute a quarterly commercial newsletter to all commercial customers promoting and explaining recyclables and organics collection and mandatory enrollment programs. This information will be formatted so that it can be easily posted in break rooms and common areas. Mandatory Recycling/Organics Service Page 179 of 185 Republic will demonstrate diligent efforts to ensure that all multi -family and commercial customers are automatically enrolled in services for source separated collection of recyclable materials and organic materials, and knowledgeable about proper participation. Republic will provide appropriate support to all customers to implement recyclable and organic materials collection services to comply with state and county mandates. Republic will provide extra support to customers as requested and will also periodically contact customers to offer technical assistance during each contract year. e. City. School. Facilities. and Business Community Programs Posters and Informational Displays Posters will be available to post at busy local venues and community meeting places, such as City Hall, libraries, and community centers — all with the intent of helping to educate the public on collection and program enrollment initiatives. Collection Point Posters Multi -family tenants are most effectively educated at the collection point, and property managers frequently ask for posters. Information will be presented in colorful graphics. Compliance Inspections Rosemead and Republic Services are required to conduct ongoing inspections of customers to ensure overall compliance with the law and programs. To achieve the robust goals of SB 1383, all organic waste generators are required to participate in an organics program. Republic Services will conduct an annual compliance review and determine who is not in compliance with the law. We will also combine our contamination minimization program with our annual route review to determine customer compliance. Compliance Inspections will consist of the following: Compliance Review: Conduct a review of all commercial businesses that generate two cubic yards or more per week of solid waste. Republic will also assess if customer generates more than 10 -to 20- gallons of organic material per week depending on their service levels. Annual Route Reviews: Review all routes and generate a sufficient number of inspections to determine overall program compliance and participation in the City. Waivers Granted by Jurisdiction A significant change brought on by SB 1383 is that Rosemead is required to provide organic collection to all generators. However, the law does allow for Rosemead to grant waivers on a selective basis. Rosemead may grant one, or more, of the following waivers to generators deemed exempt from the required programs: De Minimis: Businesses generating a minimum amount of organic material (less than 10- to 20 -gallons of organic material per week depending on customer's weekly service level). Physical Space Waiver: Premises lacking adequate space for any organic carts. Collection Frequency: Customers may arrange to collect blue, gray, or both carts once every 14 days. Through commercial route audits and site visits by our Recycling Coordinators and dedicated Compliance Monitor, Republic Services can act as Rosemead's eyes and ears by capturing data and waiver requests. Upon receiving a request, Republic Services will validate the request and forward the request to Rosemead staff. The actual administering of this program can be fully determined and outlined within the final contractual agreement. Page 180 of 185 Investigation of Complaints of Alleged Violations The City of Rosemead and Republic Services are required to establish a procedure for the receipt and investigation of written complaints of alleged violations of the law. Republic Services will coordinate with Rosemead staff to develop a system for conducting such investigations. Edible Food Recovery Outreach The law requires Rosemead to maintain a list of food recovery organizations, and to provide edible food generators, at least annually, with information about the food recovery program. Republic Services will support Rosemead in continuing to develop an edible food recovery and food distribution program by assisting the City in identifying edible food generators and by supplementing the education and outreach program each year of the contract term. The edible food recovery program will be established by assessing the capacity of existing food recovery opportunities, inspecting commercial generators for compliance, and implementing education and outreach to those subject to the requirement. Businesses are required to provide information to their employees, contractors, tenants, and customers about the proper sorting of organic waste. Republic Services will provide downloadable reference guides, posters, and other outreach material targeting commercial businesses that must comply with the law. Commercial businesses will be responsible for accessing the outreach material and distributing it amongst their employee teams as needed. Special Events Republic Services will continue to serve as a true leader in [Keywords], not only because of our dedication to excellence in service, but because we are a proud community partner. We participate in numerous community events on an annual basis and propose to build on these existing efforts by partnering with the [Keywords] in developing and launching a sustainability - themed outreach schedule for public events. The program would involve creating a family of "green" recycling -specific educational hand-outs, and a common, customizable booth design that could be used at local street fairs, art festivals, summer concerts, etc. Republic Services will not only continue to provide service and assistance to community events, but we will also work with event planners to bring additional value. This would include upfront planning for logistics detail, such as placement of dumpsters, providing a full contingent of dumpsters at each collection point with clear messaging to encourage recycling and/or food waste participation, clean-up services, sponsorships, and educational giveaways such as sharps, and backyard compost containers as required by the agreement. We see this as an opportunity to engage with the Rosemead community to become even stronger and more vibrant. The [Keywords] can count on Republic Services to continue serving as a true responsible corporate citizen and community partner in "greening; the [Keywords] service area and educating residents and businesses every step of the way. K-12 School Education Fortunately, Republic Services has also been the longtime solid waste and recycling service provider to the Rosemead School District. In addition to the already established educational Page 181 of 185 programs we offer the School District, we will further promote diversion activities and SB 1383 educational topics to its students so when they go home each day, they can serve as "recycling ambassadors," to their families and friends in Rosemead. Recycling Simplified Republic has established an excellent source for additional customer educational information, which will be promoted in all collateral materials. Information and instructive videos by material type are posted at the website below, along with a full recycling curriculum for grades pre- kindergarten through 12, developed for Republic by educators: https://recyclingsimplified.com/ We believe we have a responsibility to educate our customers when it comes to recycling the right way. We understand recycling can be confusing at time, so we have created a campaign to educate people how and what to recycle. On average, one-third of what consumers put in their recycling carts doesn't belong there. And there aren't enough resources or technology to reverse contamination once it takes place. Some of these items are contaminated with food or another residue. Think of a ketchup bottle — if there's still ketchup inside, it's contaminated and can ruin an entire load of recyclables. We know people want to be responsible and do the right thing to ensure the local recycling programs they know, and love, are sustainable for future generations. Many people are "wish -cycling"— throwing items in their recycling bin that they hope can be recycled. Remember: When in doubt, throw it out. To help consumers know how and what to recycle, we launched our Recycling Simplified campaign. Visit RecyclingSimplified.com for tips, videos, and resources to become a better recycler and reduce contamination rates. We are partnering with communities to help reduce contamination and the best way to do this is through education. We also know that the children are integral in driving behaviors in the home. We are extremely proud to offer a free service to the schools to assist in this effort. The Recycling Simplified Education Program contains everything needed to teach students about recycling. You'll find step-by-step lesson plans and supporting materials including activities, videos, student certificates and handouts for students to bring home. The curriculum is based on grade level. There are four categories — PreK-2, 3rd -5th, 6 -8th and 9 -12th grade. Lessons within each grade range build upon students' understanding and help them gain greater awareness of the broader environmental, sustainability, and societal issues related to recycling and its role in conserving natural resources. Aside from information for educators, other resources on the site include: • Recycling Basics: This provides an overview and basic recycling information by material type. • Expert Tips: This includes tips to avoid common recycling mistakes. • Resources: This is information geared toward generator type other than educational institutions, such as for residents and businesses. • At -Home Learning: Offerings include at-home activities for school age children, again, by grade level. This is a tremendous virtual platform available to all for free; Republic will ensure educators are aware of its presence through existing communications channels and printed materials as advised by them. Page 182 of 185 Instructional Videos Aligned with what has been utilized in our services provided to the Los Angeles Unified School District (LAUSD), as their current solid waste hauler, Republic will provide various instructional videos including a video that demonstrates how to set up and properly use Lunch Time Recycling Waste Stations. This video will be shown to key staff and students alike. The video will go over existing materials needed that can be found on campus as well as a simple walk through for students to understand. Instructional videos will be directed toward the specific school community audiences. These are the groups we continue to interact with and who we continue to value in our program - building efforts: • Food Services Department • Cafeteria Managers • Complex Project & Plant Managers • Principals • Middle and High School Green Team leaders and champions • High School Science Teachers f. City Staff Training 3. Methods to Reduce Contamination Please reference section 2.d written notices as well as Exhibit 10, "Sustainability and Compliance Plan." Page 183 of 185 4. Benefits of Participation Public education is critical to maintaining an efficient and cost-effective service for recycling and waste in your community. The goal of Republic Services' Public Education and Outreach Program is to educate residents on industry trends and the services offered by Republic Services. We do this by engaging community groups and business associations, educating residents and businesses about the key elements of the program, highlighting customer service, promoting environmental benefits, and emphasizing state requirements. At a minimum, Republic Services will provide the following educational materials and collateral as required by the agreement: • Annual notice of requirements • Billing inserts upon city request • Multi -family & commercial printed signage & posters • City specific website URL • Instructional service guide revised for any changes throughout contract term • Educational materials to non-compliant entities • Educational materials for property and business owners/tenants for distribution to all employees We develop and maintain a library of public education programs and materials that our partners can leverage in their communities • Instant access to information via website and the Republic Services app • Facility tours School education and take-home materials • Videos and public service announcements • Community newsletters The resources are always available for all customers. All printed materials will be sourced from a local print publication shop. At Republic, we believe that robust and diversified education efforts will be the most important factor for achieving success with the new contract's requirements and the City's compliance with SB 1383. To ensure compliance driven results, best practices, and collection program participation - we will be offering our Rosemead outreach materials available for electronic distribution. While our Recycling Coordinators are meeting with customers and conducting site visits/waste assessments, we will be collecting electronic contact information and will maintain a database of Rosemead email addresses. Those customers who opt -in to receive their communications electronically will receive quarterly newsletters, service guides, compliance letters, etc. via email. This action will help educate the community through multiple platforms and additionally help reduce paper waste. We realize that people today like options for how they prefer to receive information. Having an electronic distribution option only guarantees that our education efforts more effectively reach as many people in Rosemead as possible. Page 184 of 185 Exhibit 12 Acceptable Recyclable Materials Recyclable Materials include but are not limited to: "Recyclable Materials" means those Discarded Materials that: the Generators set out in Recyclables Containers for Collection for the purpose of Recycling by the Contractor and that exclude Excluded Waste. No Discarded Materials shall be considered Recyclable Materials unless such material is separated from Organic Materials, and Solid Waste. Recyclable Materials shall include, but not be limited to: newspaper (including inserts, coupons, and store advertisements); mixed paper (including office paper, computer paper, magazines, junk mail, catalogs, brown paper bags, brown paper, paperboard, paper egg cartons, telephone books, grocery bags, colored paper, construction paper, envelopes, legal pad backings, shoe boxes, , cereal, and other similar food boxes yet excluding paper tissues, paper towels, paper with plastic coating, paper contaminated with food, wax paper, foil -lined paper and cartons, Tyvex non -tearing paper envelopes); chipboard; corrugated Cardboard; glass containers of any color (including brown, clear, and green glass bottles and jars); aluminum (including beverage containers and small pieces of scrap metal); steel, tin, or bi-metal cans; mixed plastics such as plastic containers (no. one (1) to seven (7)), except plastic six (6) and expanded Polystyrene (EPS); bottles including containers made of HDPE, LDPE, or PET and, those materials added by Republic from time to time. Recyclable Materials does not include any "compostable plastic" items Page 185 of 185 CERTIFICATE OF LIABILITY INSURANCE Page' of I �n, a //Z8/Zo2; THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER 1 CONTACT NAME: CANNON COCHRAN MANAGEMENT SERVICES, INC PHONE (A/C No.Ert): FAX (A/C No.Eeq: 17015 NORTH SCOTTSDAI F ROAD I E-MAIL ADDRESS:certl0cateteamiaccrosl.com SCOTTSDALE, AZ 85255 INSURER(S) AFFORDING COVERAGE NAIC a REPUBLIC SERVICES, INC. INsuREa c: Illinois Union insurance coin an zroou 18500 N. ALLIED WAY INSURER D: ACE Property & Casualty Insurance Company 20699 PHOENIX, AZ 85054 INSURER E: INSURER F: _ Cr1VFRAGFS CFRTIFICATE NIIMRER- 2335529 REVISION NUMBER: 1 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT IMTH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUER W VD POLICY NUMBER POLICY EFF (MM/DDNYYY) POLICY EXP (Mi LIMITS A X I COMMERCIAL GENERAL LIABILITY CLAIMS -MADE M OCCUR ROSEMEAD, CA 91770-1714 ROS HDO G47334433 06130/2023 06/30/2024 EACH OCCURRENCE $ 5,000,000 6AMAGE TO PREMISES R NTEDence) $ 5,000,000 MED EXP (Any one person) GEN'L AGGREGATE LIMIT APPLIES PER: POLICY ❑ PROJECT F7LOC OTHER: PERSONAL & ADV INJURY $ 5,000,000 GENERAL AGGREGATE $ 30,000,000 PRODUCTS-COMP/OP AGG $ 20,000,000 AAUTOMOBILE LIABILITY X ANY AUTO J( OWNED AUTOS SCHEDULED ONLY AUTOS X HIRED AUTOS NON-OVvNED ONLY AUTOS ONLY ISA H10735786 06/30/2023 06/30/2024 COMBINED SINGLE LIMIT (Ea accident) $ 10,000,000 BODILY INJURY(Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident) D JUMBRELLA LIAB rl EXCESS LIAB DED RETENTION OCCUR CLAIMS -MADE 5 G46782148007 06/30/2023 06/30/2024 EACH OCCURRENCE $ 10,000 000 GGREGATE $ 10,000,000 B A A A C WORKERS COMPENSATION YM AND EMPLOYERS' LIABILITY NV CERNEETORI EXCLUDED' IT] FFICERSMEMBER EXCLUDE09 Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N/AMR C50710397 -AOS VJ�R 050710324 - OR SCF C5071049A - WI WCU 050710555 -OH XS TNS 066934172 -TX NS/XS 06130/2023 06130/2023 06/30/2023 06/30/2023 06/30/2023 06/30/2024 06/30/2024 06/30/2024 06/30/2024 06/30/2024 X PER OTHER STATUTE E.L. EACH ACCIDENT $ 3,000,000 E.L. DISEASE -EA EMPLOYEE $ 3,000,000 E.L. DISEASE -POLICY LIMIT $3,OOQ000 Contractors Pollution Liability: See page 2 for details 06/30/2023 06/30/2024 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Division Number: 3840 - Named Insured Includes: Consolidated Disposal Service, L.L.C. - Dba: Republic Services of Los Angeles//Republic Services ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE CITY OF ROSEMEAD VALLEY BLVD ROSEMEAD, CA 91770-1714 ROS United States ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD ACORD Ill AGENCY CUSTOMER ID: LOC #: ADDITIONAL REMARKS SCHEDULE Page 2of3 AGENCY NAMEDINSURED REPUBLIC SERVICES, INC. 18500 N. ALLIED WAY PHOENIX, AZ 85054 POLICY NUMBER See First Page CARRIER See First Page NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM. FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE CERTIFICATE NUMBER: 2335529 The following provisions apply when required by written contract. As used below, the term certificate holder also includes any person or organization that the insured has become obligated to include as a result of an executed contract or agreement. GENERAL LIABILITY: Certificate holder is Additional Insured including on-going and completed operations when required by written contract. Coverage is primary and non-contributory when required by written contract. Waiver of Subrogation in favor of the certificate holder is included when required by written contract. AUTO LIABILITY: Certificate holder is Additional Insured when required by written contract. Coverage is primary and non-contributory when required by written contract. Waiver of Subrogation in favor of the certificate holder is included when required by written contract. WORKERS COMPENSATION AND EMPLOYERS LIABILITY: Waiver of Subrogation in favor of the certificate holder is included when required by written contract where allowed by state law. Stop gap coverage for NO and WA is covered under policy no. WLR C50710397 and stop gap coverage for OH is covered under policy no. WCU C50710555 as noted on page 1 of this certificate. TEXAS EXCESS INDEMNITY AND EMPLOYERS LIABILITY: Insured is a registered non -subscriber to the Texas Workers Compensation Act. Insured has filed an approved Indemnity Plan with the Texas Department of Insurance which offers an alternative in benefits to employees rather than the traditional Workers Compensation Insurance in Texas. The excess policy (#TNS C66934172) shown on this certificate provides excess Indemnity and Employers Liability coverage for the approved Indemnity Plan. Contractual Liability is included in the General Liability and Automobile Liability coverage forms. The General Liability and Automobile Liability policies do not contain endorsements excluding Contractual Liability. Separation of Insured (Cross Liability) coverage is provided to the Additional Insured, when required by written contract, per the Conditions of the Commercial General Liability Coverage form and the Automobile Liability Coverage form. Umbrella/Excess Liability provides additional limits over the underlying General Liability, Automobile Liability and Employer's Liability policies shown on this certificate. Contractor's Pollution Liability Details of Cover: Steadfast Insurance Company (Zurich) (NAIC # 26387) - Policy No. PEC 0792830-00 - $25MM — 06/30/23 - 06/30/24 Applicable to Contractors Pollution Liability Coverage Parts Only: $25,000,000 - Damage Limit for Each Occurrence, Claim or Pollution Condition $25,000,000 - Claims Expense Limit for Each Claim $25,000,000 - General Aggregate Limit $25,000,000 - Claims Expense Aggregate Limit Applicable to Professional Liability Coverage Parts Only: $25,000,000 - Damage Limit for Each Claim or Wrongful Act $25,000,000 - Claims Expense Limit for Each Claim $25,000,000 - General Aggregate Limit Re: City of Rosemead Franchise Agreement ACORD 101 (2008/01) ©1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACORO® 11*� AGENCY CUSTOMER ID: LOC #: ADDITIONAL REMARKS SCHEDULE Page 3 of AGENCY NAMED INSURED REPUBLIC SERVICES, INC. 18500 N. ALLIED WAY PHOENIX, AZ 85054 POLICY NUMBER See First Page CARRIER See First Page NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS CERTIFICATE NUMBER: 2335529 THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM. FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Additional Insured includes: The City of Rosemead, its employees, agents, franchisees and officers, when required by written contract. ACORD 101 (20081011 ©1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD �1 A� H CERTIFICATE OF LIABILITY INSURANCE Page,of,5 DATE(M012023YYY) 0(MMI 023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsementisl_ PRODUCER CANNON COCHRAN MANAGEMENT SERVICES, INC. 17015 NORTH SCOTTSDALE ROAD SCOTTSDALE, AZ 85255 INSURED REPUBLIC SERVICES, INC. 18500 N. ALLIED WAY PHOENIX, AZ 85054 COVERAGES CERTIFICATE NUMBER: 2335529 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSRTYPE LTR OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MMIDD POLICY EXP MIND DIYYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR United States HDO G47334433 06130/2023 06/30/2024 EACH OCCURRENCE $ 5,000,000 DAMAGE TO RENTED PREMISES (Ea occurrence) $ 5,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY ❑ PROJECT E:] LOC OTHER: MED EXP (Anyone person) PERSONAL 8 ADV INJURY $ 5,000,000 GENERAL AGGREGATE $ 30,000,000 PRODUCTS-COMP/OP AGG $ 20,000,000 AAUTOMOBILE X J( X LIABILITY ANY AUTO OWNED AUTOS SCHEDULED ONLY AUTOS HIRED AUTOS X NON -OWNED ONLY AUTOS ONLY ISA H10735786 06/30/2023 06/30/2024 COMBINED SINGLE LIMIT (Ea accident) $ 10,000,000 BODILY INJURY(Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident) UMBRELLA LIAR XCESS LIAB DED RETENTION OCCUR CLAIMS -MADE $ EACH OCCURRENCE AGGREGATE B A A AMandatory C WORKERS COMPENSATION 1,/N ND EMPLOYERS' LIABILITY Nv PROPRIETORRARTNER/EXECUTfVE 0 FFICERMIEMBER EXCLUDED' in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N/A NfLR C50710397 -AOS WLR 050710324 - OR SCF C5071049A- WI WCU C50710555 -OH XS TNS 066934172 - TX NS/XS 06/30/2023 06/30/2023 06/30/2023 06/30/2023 06/30/2023 06/30/2024 06/30/2024 06/30/2024 06/30/2024 06/30/2024 X PER STATUTE OTHER E.L. EACH ACCIDENT $ 3,000,000 E.L. DISEASE -EA EMPLOYEE $ 3,00H E.L. DISEASE -POLICY LIMIT $ 3,000,000 X Contractor's Pollution Liabilit See page 2 for details 06/30/2023 06/30/2024 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Division Number: 3840 - Named Insured Includes: Consolidated Disposal Service, L.L.C. - Dba: Republic Services of Los Angeles//Republic Services CERTIFICATE HOLDER CANCELLATION ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF ROSEMEAD ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE VALLEY BLVD ROSEMEAD, CA 91770-1714 ROS United States ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD ACORDI AGENCY CUSTOMER ID: LOC #: ADDITIONAL REMARKS SCHEDULE Page 2 of 18 AGENCY NAMED INSURED REPUBLIC SERVICES, INC. 18500 N. ALLIED WAY PHOENIX, AZ 85054 POLICY NUMBER See First Page CARRIER See First Page NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM. FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE CERTIFICATE NUMBER: 2335529 The following provisions apply when required by written contract. As used below, the term certificate holder also includes any person or organization that the insured has become obligated to include as a result of an executed contract or agreement. GENERAL LIABILITY: Certificate holder is Additional Insured including on-going and completed operations when required by written contract. Coverage is primary and non-contributory when required by written contract. Waiver of Subrogation in favor of the certificate holder is included when required by written contract. AUTO LIABILITY: Certificate holder is Additional Insured when required by written contract. Coverage is primary and non-contributory when required by written contract. Waiver of Subrogation in favor of the certificate holder is included when required by written contract. WORKERS COMPENSATION AND EMPLOYERS LIABILITY: Waiver of Subrogation in favor of the certificate holder is included when required by written contract where allowed by state law. Stop gap coverage for NO and WA is covered under policy no. WLR C50710397 and stop gap coverage for OH is covered under policy no. WCU C50710555 as noted on page 1 of this certificate. TEXAS EXCESS INDEMNITY AND EMPLOYERS LIABILITY: Insured is a registered non-subscriberto the Texas Workers Compensation Act. Insured has filed an approved Indemnity Plan with the Texas Department of Insurance which offers an alternative in benefits to employees rather than the traditional Workers Compensation Insurance in Texas. The excess policy (#TNS 066934172) shown on this certificate provides excess Indemnity and Employers Liability coverage for the approved Indemnity Plan. Contractual Liability is included in the General Liability and Automobile Liability coverage forms. The General Liability and Automobile Liability policies do not contain endorsements excluding Contractual Liability. Separation of Insured (Cross Liability) coverage is provided to the Additional Insured, when required by written contract, per the Conditions of the Commercial General Liability Coverage form and the Automobile Liability Coverage form. Contractor's Pollution Liability Details of Cover: Steadfast Insurance Company (Zurich) (NAIC # 26387) - Policy No. PEC 0792830-00 - $25MM — 06/30/23 - 06/30/24 Applicable to Contractor's Pollution Liability Coverage Parts Only: $25,000,000 - Damage Limit for Each Occurrence, Claim or Pollution Condition $25,000,000 - Claims Expense Limit for Each Claim $25,000,000 - General Aggregate Limit $25,000,000 - Claims Expense Aggregate Limit Applicable to Professional Liability Coverage Parts Only: $25,000,000 - Damage Limit for Each Claim or Wrongful Act $25,000,000 - Claims Expense Limit for Each Claim $25,000,000- General Aggregate Limit Re: City of Rosemead Franchise Agreement Additional Insured includes: The City of Rosemead, its employees, agents, franchisees and officers, when required by written contract. ACORD 101 (2008101) ©1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD NOTICE TO OTHERS ENDORSEMENT - NOTICE BY INSURED'S REPRESENTATIVE Named Insured Republic Services, Inc. Endorsement Number 210 Policy Symbol Policy Numberdwy Pend Effective Date of Endorsement ISA H10735786 06!30!2023 To 06/30/2024 Issued 6y (Name of Insurance Company) ACE American Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: BUSINESS AUTO COVERAGE FORM A. If we cancel, non -renew, or materially change the Policy prior to its expiration date by notice to the first Named Insured for any reason other than nonpayment of premium, we will, as set out in this endorsement, send written notice of such cancellation, non -renewal or material change, to the first Named Insured and will allow its representative to send such notice to all persons or organizations that the first Named Insured has contractually agreed to provide such notice. B. The notice referenced in this endorsement as provided by your representative is intended only to be a courtesy notification. The failure to provide advance notification of cancellation, non -renewal, or material change will impose no obligation or liability of any kind upon us, our agents or representatives, will not extend any Policy cancellation date and will not negate any cancellation, non -renewal or material change of the Policy. C. We will only be responsible for sending such notice to the first Named Insured who will notify its representative, and its representative will, in tum, send all applicable persons or organizations notice of cancellation, non- renewal, or material change at least 30 days prior to the applicable event date D. This endorsement does not apply in the event that the first Named Insured cancels the Policy. All other terms and conditions of the Policy remain unchanged. MS -35291 (06115) ®Chubb. 2016. All rights reserved. Page 1 of 1 25 NON-CONTRIBUTORY ENDORSEMENT FOR ADDITIONAL INSUREDS Named Insured Republic Services, Inc. Endorsement Number 165 Policy Symbol Policy Number Policy Period Effective Date of Endorsement ISA H70735786 06/3012023 ro 06/30!2024 Issued By (Name of Insurance Company) ACE American Insurance Company isen me pflscy numoar. 1 he rema tiler MIM ,mom,aaM ,s M he cpnpleted onry wren this endorsement is issued subsequent to Me prepa2tion of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM AUTO DEALERS COVERAGE FORM Schedule Organization Additional Insured Endorsement Any additional insured with whom you have agreed to provide such non- DA91-174b contributory insurance, pursuant to and as required under a written contract executed prior to the date of loss. (If no information is tilled in, the schedule shall read: All persons or entities added as additional insureds through an endorsement with the term Additional insured"in the title) For organizations that are listed in the Schedule above that are also an Additional Insured under an endorsement attached to this policy, the following is added to the Other Insurance Condition under General Conditions: If other insurance is available to an insured we cover under any of the endorsements listed or described above (the "Additional Insured") for a loss we cover under this policy, this insurance will appy to such loss on a primary basis and we will not seek contribution from the other insurance available to the Additional Insured. DA -21886b (06/14) Page 1 of 1 Additional Insured Coverage B- Contractor's Pollution Liability a ZURICH Polity No. EF Date of Pol. I Exp. Date of Pal. Eff. Date of End. Producer Add•I Prem. Rehm Prem. PEC -0792830-00 6130/2023 6/3012024 812023 130 9509115 Na Na Named Insured and Mailing Address: REPUBLIC SERVICES INC 18500 N ALLIED WAY PHOENIX, AZ 850546164 Producer: ALLIANT INSURANCE SERVICES, INC. 2000 WEST LOOP S STE 2150 HOUSTON, TX 77027-3571 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following- Professional Environmental Consultant's Liability Insurance Policy Professional Environmental Consultant's Liability Insurance Policy - Claims Made and Reported Coverage Schedule Name of Person or Organization: Blanket where required by written contract Contract or Agreement Title/No.: Blanket where required by written contract In consideration of the payment of premium and the Deductible by you and in reliance upon the statements in the Application made a part hereof, we agree with you, subject to all the terms, exclusions and conditions of the policy and the terms and conditions of this endorsement, that with respect to COVERAGE B: CONTRACTOR'S POLLUTION LIABILITY only, the following changes shall apply: I. Pursuant to DEFINITIONS (Section VIII.) definition of "insured" paragraph 4., the person or organization shown in the Schedule above whom you are required to add as an additional "insured" on this policy under the written contract or written agreement shown in the Schedule above and executed and effective prior to the performance of your "covered operations" which is the subject of such written contract or written agreement is added as an additional 'insured." II. The insurance provided to the additional "insured" person or organization applies only to "claims" arising out of a "pollution event" resulting directly from "covered operations" or "completed operations" of the "covered operations" which are the subject of the written contract or written agreement and only if the "claim" is otherwise covered under the terms and conditions of this policy. III. Regardless of the provisions of paragraphs I. and If. above: A. We will not extend any insurance coverage to the additional "insured" person or organization: 1. That is not provided to you in this policy; or 2. That is broader coverage than you are required to provide to the additional "insured" person or organization in the written contract or written agreement; and B. We will not provide Limits of Liability to the additional "insured" person or organization that exceed the lower of: 1. The Limits of Liability provided to you in this policy; or 2. The Limits of Liability you are required to provide in the written contract or written agreement. IV. The insurance provided to the additional "insured" person or organization does not apply to "claims' as a result of any negligence, act, error or omission, or strict liability of the additional "insured" person or organization. STF-ENVL-1549-A CW (08108) Page 1 of 2 V. The insurance provided by this endorsement is primary insurance and we will not seek contribution from any other insurance available to the person or organization shown in the Schedule unless the other insurance is provided by a contractor other than you for the same "covered operations" or "completed operations" of the "covered operations" and job location. Then we will share with that other insurance by the method described in CONDITIONS (Section VII.) Other Insurance. VI. Both you and the additional "insured" person or organization agree to cooperate with each other and us with respect to all aspects of coverage provided under this policy. In the event that you and the additional "insured" person or organization are named as defendants in a "claim," and are both entitled to defense under this policy for such "claim," we shall provide common counsel to represent you and the additional "insured" person or organization in a joint defense. If you and the additional "insured" person or organization adopt positions materially adverse to each other with respect to the "claim," we shall provide the defense and make payments for "claim expenses," or any other associated costs of defense payable under this policy, only to you from the point of adversity forward. The rights and obligations above shall apply in any proceeding and in any forum in which you and the additional "insured" person or organization are a party to a "claim." ALL OTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED. STF-ENVL-1549-A CW (08108) Page 2 of 2 Endorsement # 02 m Notice to Others of Cancellation or Nonrenewal ZURICH THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Policy No. PEC 0792830-00 Effective Date: 06/30/2023 This endorsement modifies insurance provided under the: Professional Environmental Consultant's Liability Insurance Policy It is agreed that: The following is added to Subsection VIII.F.: A. If we cancel or non -renew this policy by written notice to the first "namiio. j6syMd" shown In (he Declarations, we will mail or deliver a copy of such written notice of cancellation or non -renewal:;:;;:;;, 1. To the name and address corresponding to each person or organization sfioie'rnin the Schedule below; and 2. At least 10 days prior to the effective date of the cancellation or non-renewar; 23:advised in our notice to the first "named insured" shown in the Declarations, or the number of:days' notice, if any; jhdkzted in the Schedule below, ............. .... whichever is longer. B. If notice as described above is mailed, proof of mailing will besufficieht 06a notice. C. If for any reason we do not mail or deliver a copy.of &:i Vntten notk:6'.ft per A. above, the cancellation or non -renewal will still take effect as per the notice to thew"named in%g. d". SCHFkfULE Name and Address.Af Outer Person($)j' Number of Days' Notice: OrganizWon(s): To be determined as r 'Fed by written contract 90 All other terms, conditions, provisions and exclusion's of this policy remain the same. STF-PECO.207•A CW (01110) Page 1 of 1 a Primary and Noncontributory — Other Insurance Provision ZURICH Policy Na- I Eft. Date of Pd. Exp. Date of Pd. Eff. Date of End. Producer Add'I Prem. Return Prem. PEG0792830-00 I wsur2023 6130/024 WW2023 95049115 NIA WA Named Insured and Mailing Address: Producer: REPUBLIC SERVICES INC ALLIANT INSURANCE SERVICES, INC. (8500 N ALLIED WAY 2000 WEST LOOP S STE 2150 PHOENIX, AZ 85054-6164 HOUSTON, TX 77027-3571 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY This endorsement modifies insurance provided under the following: Professional Environmental Consultants Liability Insurance Policy In consideration of the payment of premium and the SIR by you and in reliance upon the statements in the Application made a part hereof, we agree with you, subject to all the terms, exclusions and conditions of the policy that the following applies: I. The following paragraph is added to Other Insurance K. in Section VII. Conditions This insurance is primary insurance to and will not seek contribution from any other insurance available to an additional insured provided that: a. The additional insured is a Named Insured under such other insurance; and b. You are required by a written contractor written agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. 11. The following paragraph is added to paragraph. Other insurance Kin Section VII. Conditions. This insurance is excess over: Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same 'occurrence', offense, claim or "suit. This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis. ALLOTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED. STF-ESP-MAN 08 1012019 Page 1 of 1 Confidential \ Nan Personal Data Waiver of Transfer Rights of Recovery Against Others Blanket as Required by Contract ZURICH Policy No. Eff. Date of Pd. Exp. Date of Pol. Eff. Date of End. Producer Addl Prem. Return Prem. PEC -0792830-00 6!302023 5!3012024 6/30/2023 9509115 Na rVa Named Insured and Mailing Address: REPUBLIC SERVICES INC 18500 N ALLIED WAY PHOENIX, AZ 85054-6164 Producer. ALLIANT INSURANCE SERVICES, INC. 2000 WEST LOOP S STE 2150 HOUSTON, TX 77027-3571 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: Professional Environmental Consultant's Liability Insurance Policy Professional Environmental Consultant's Liability Insurance Policy - Claims Made and Reported Coverage Professional Consultant's Liability Insurance Policy - Claims Made and Reported Coverage Contractor's Pollution Liability Insurance Policy Contractor's Pollution Liability Insurance Policy - Claims Made and Reported Coverage In consideration of the payment of premium and the Deductible by you and in reliance upon the statements in the Application made a part hereof, we agree with you, subject to all the terms, exclusions and conditions of the policy that CONDITIONS, Condition O., Subrogation is amended by the addition of the following: We waive any right of recovery we may have against any person or organization whom you are required to waive your right of subrogation by a written contract or written agreement executed and effective prior to the performance of your services which is the subject of such written contract or written agreement. ALL OTHER TERMS AND CONDITIONS OF THE POLICY SHALL APPLY AND REMAIN UNCHANGED. STF-ENVL•1627-ACW (04/10) Page 1 of 1 57 ADDITIONAL INSURED — DESIGNATED PERSONS OR ORGANIZATIONS Named Insured Endorsement Number Republic Services, Inc. 22 Policy Symbol Policy Number Policy Period ERerdre Date of Endorsement ISA H10735786 I 06/30/2023 to 06/30/2024 Issued By (Name of Insurenos Company) ACE American Insurance Company Insert the policy number. The remainder of [Ire mfomlaoon is b be completed only when this endorsement,; issued subsequent M Me preparation of the polity. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM AUTO DEALERS COVERAGE FORM MOTOR CARRIER COVERAGE FORM EXCESS BUSINESS AUTO COVERAGE FORM EXCESS TRUCKERS COVERAGE FORM Additional Insured(s): Any person or organization whom you have agreed to include as an additional insured under written contract or agreement which include permits and licenses requiring DA9U74b (0614), provided such contract or agreement was executed prior to the date of loss. A. For a covered "auto," Who Is Insured is amended to include as an "insured," the persons or organizations named in this endorsement. However, these persons or organizations are an "insured" only for "bodily injury" or "property damage" resulting from acts or omissions of: 1. You. 2. Any of your "employees" or agents. 3. Any person operating a covered "auto" with permission from you, any of your "employees" or agents. B. The persons or organizations named in this endorsement are not liable for payment of your premium. DA-9U74b (06114) Page 1 of 1 raenot to 10 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS Named Insured Republic Services, Inc. ndasement Number 202 Policy Symbol Policy Number nod Effective Date of Endorsement Insert the policy number. The rema"er of the information is to be completed only rNn Vnrs tes endoe Vent is issued subsequent to Vie preparation of Me polity. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This Endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIERS COVERAGE FORM AUTO DEALERS COVERAGE FORM We waive any right of recovery we may have against the person or organization shown in the Schedule below because of payments we make for injury or damage arising out of the use of a covered auto. The waiver applies only to the person or organization shown in the SCHEDULE. SCHEDULE Any person or organization against whom you have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss. DA -13115a (06114) Page 1 M 1 Pdicy Pe ISA H10735786 06/30/2023 ro 06/30/2024 Issued By (Name of Insurance Company) ACE American Insurance Company POLICY NUMBER: HDO G47334433 14 Endorsement Number. 156 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Locations Of Covered Operations Any Owner, Lessee or Contractor whom you have All locations where you are performing operations for agreed to include as an additional insured under a such additional insured pursuant to any such written written contract requiring CG2010 (0413), provided contract. such contract was executed prior to the date of loss. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 2• 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 0413 All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we ©Insurance Services Office, Inc., 2012 Page 1 of 2 will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; Page 2 of 2 whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. 0 Insurance Services Office, Inc., 2012 CG 20 10 04 13 POLICY NUMBER: HDO G47334433 17 Endorsement Number. 124 COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Any Owner, Lessee or Contractor whom you have All locations where you are performing operations for agreed to include as an additional insured under a such additional insured pursuant to any such written written contract requiring CG2037 (0413), provided contract such contract was executed prior to the date of loss. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by .your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 0413 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. © Insurance Services Office, Inc., 2012 Page 1 of 1 NOTICE TO OTHERS ENDORSEMENT - NOTICE BY INSURED'S REPRESENTATIVE Named Insumd Republic Services, Inc. Endorsement Number 62 Policy Symbol Policy Number Policy Period Effective Date of Endorsement HDO 647334433 06/3012023 TO 06!30!2024 Issued By (Name of Insurance Company) ACE American Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: COMMERCIAL GENERAL LIABILITY COVERAGE FORM A. If we cancel, non -renew, or materially change the Policy prior to its expiration date by notice to the first Named Insured for any reason other than nonpayment of premium, we will, as set out in this endorsement, send written notice of such cancellation, non -renewal or material change, to the first Named Insured and will allow its representative to send such notice to all persons or organizations that the first Named Insured has contractually agreed to provide such notice. B. The notice referenced in this endorsement as provided by your representative is intended only to be a courtesy notification. The failure to provide advance notification of cancellation, non -renewal, or material change will impose no obligation or liability of any kind upon us, our agents or representatives, will not extend any Policy cancellation date and will not negate any cancellation, non -renewal or material change of the Policy. C. We will only be responsible for sending such notice to the first Named Insured who will notify its representative, and its representative will, in tum, send all applicable persons or organizations notice of cancellation, non- renewal, or material change at least 30 days prior to the applicable event date D. This endorsement does not apply in the event that the first Named Insured cancels the Policy. All other terms and conditions of the Policy remain unchanged. MS -35172 (06/20) CChubb.2ols. al dghis reserved. Page 1 of 1 16 NON-CONTRIBUTORY ENDORSEMENT FOR ADDITIONAL INSUREDS Named mlklMd Entlorsement Number Republic Services, Inc. 27 dicy Symbol Polity Numberlicy eriod Effecbw Date d Endorsement HDO G47334433 I 06/30/2023 to 06/30/2024 Issued By (Name of Insurance Company) ACE American Insurance Company Insert me pWoy, number. I ne remar W the mrormauon is to oe cumplew only wnen mrs erworsertlent is issueo subsequern m me preparatnn or me IMICy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY COVERAGE Schedule Organization Additional Insured Endorsement Any additional insured with whom you have agreed to provide CG2026; CG2010; CG2037 such non-contributory insurance, pursuant to and as required under a written contract executed prior to the date of loss. (If no information is filled in, the schedule shall read: "All persons or entities added as additional insureds through an endorsement with the term Additional Insured" in the title) For organizations that are listed in the Schedule above that are also an Additional Insured under an endorsement attached to this policy, the following is added to Section IVA.a: If other insurance is available to an insured we cover under any of the endorsements listed or described above (the "Additional Insured") for a loss we cover under this policy, this insurance will apply to such loss on a primary basis and we will not seek contribution from the other insurance available to the Additional Insured. Authorized Agent LD -20287 (06106) Page 1 of 1 Pa e17 of 18 COMMERCIAL GENERAL LIABILITY Policy Number: HDO G47334433 CG 24 04 05 09 NOTICE: THESE POLICY FORMS AND THE APPLICABLE RATES ARE EX- EMPT FROM THE FILING REQUIREMENTS OF THE NEW YORK INSUR- ANCE LAW AND REGULATIONS. HOWEVER, THE FORMS AND RATES MUST MEET THE MINIMUM STANDARDS OF THE NEW YORK INSURANCE LAW AND REGULATIONS. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: Any person or organization against whom you have agreed to waive your right of recovery in a written contract requiring CG2404 (05109), provided such contract was executed prior to the date of loss. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV —Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products - completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 Clan Code: 2-14037 ra a io or io Workers' Compensation and Employers' Liability Policy Named mur n memem Nurribiv REPUBLIC SERVICES, INC. Policy Number 18500 N. ALLIED WAY PHOENIX AZ 85054 Symbd:WLR Number. 050710397 Policy Penotl Effective Date of Endorsement . 06-30-2023 TO 06-30-2024 06-30-2023 Inued By Nam o lmwar ComDanv) INDEMNITY INS. CO. OF NORTH AMERICA Ireert the policy mrrber. The mminder of the inforrration s to be completed only when this eMwsement is issued subsegmrd to the peparabon of 0V polity. CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. ( ) Specific Waiver Name of person or organization: (X) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL OPERATIONS CONDUCTED BY AN INSURED PURSUANT TO SUCH WRITTEN CONTRACT 3. Premium: The premium charge for this endorsement shall be 1.0 percent of the California premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4. Minimum Premium: $0 Authorized Representative WC 90 03 75 (05118) Page 1 of 2 l ®, A�� o CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDIYYYY) 07/28/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Willis Towers Watson Insurance Services West, Inc. c/o 26 Century Blvd P.D. Box 305191 NAMEACT Willis Towers Watson Certificate Center PHONE 1-877-945-7378 FAX 1-888-467-2378 Exil.AL No: E-MAIL ADDRESS: certificates@willis.com INSURERS AFFORDING COVERAGE NAIC# Nashville, IN 372305191 USA INSURER A: Lloyd's syndicate 2623 (Beazley Furlong Li C2166 COMMERCIAL GENERAL LIABILITY INSURED INSURER B INSURER C: Republic Services, Inc 18500 N Allied Way Phoenix, AS 05054 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: W29759413 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR. rypE OF INSURANCE ADDL SUER POLICY NUMBER MMIDDYriYEFF YY MWDD YY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS -MADE E OCCUR DAMAGE TO RENTED PREMISES Es occurrence $ MED EXP Any one person) $ PERSONAL B ADV INJURY $ GENT, AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY ❑ IRI LOC PRODUCTS-COMP/OP AGG $ 1 $ OTHER AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Ea..dent) BODILY INJURY (Per person) $ ANY AUTO OWNEDSCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Par ..dent) $ PROPERTY DAMAGE $ Per amid m HIRED NON -OWNED AUTOS ONLY AUTOS ONLY UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LAB CLAIMS -MADE DED RETENTION$ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN PEROTH- STATUTE ER ANYPROPRIETORIPARTNEWEXECUTIVE EL EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? ❑ NIA E.L. DISEASE -EA EMPLOYEE S (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT S A Cyber Liability W2F789230301 06/30/2023 06/30/2024 Limit: $5,000,000 Retention $2,500,000 DESCRIPTION OF OPERATIONS/ LOCATIONS IVEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached H more space is required) This Voids and Replaces Previously Issued Certificate Dated 07/26/2023 WITH ID: W29759412. Please note Pollution and Professional Liability requests should be directed to and expected separately from Republic@alliant.com RE: Division Number: 3840 - Named Insured Includes Consolidated Disposal Services, L.L.C. DHA Republic Services of SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Rosemead AUTHORIZED REPRESENTATIVE 8838 Valley Blvd. Rosemead, CA 91770-1714 ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Sit ID: 24480945 aaxcii: 3071159 AGENCY CUSTOMER ID: LOC #: ACCM ® ADDITIONAL REMARKS SCHEDULE Page 2 Of 2 AGENCY NAMED INSURED Willis Towers Watson Insurance Services West, Inc. Republic services, Inc 18500 N Allied Way Phoenix, A2 85054 POLICY NUMBER See Page 1 CARRIER NAIC CODE See Page 1 See Page 1 EFFECTIVE DATE: See Page 1 THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: certificate of Liability Insurance Los Angeles/Republic Services ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD SR ID: 24480945 BATCH: 3071159 CERT: W29759413 All rights reserved. SECOND AMENDMENT TO THE EXCLUSIVE FRANCHISE AGREEMENT FOR COMPREHENSIVE REFUSE SERVICES (CONSOLIDATED DISPOSAL SERVICE, L.L.C) THIS SECOND AMENDMENT TO THE EXCLUSIVE FRANCHISE AGREEMENT FOR COMPREHENSIVE REFUSE SERVICES originally entered into on August 1, 2013, is made and entered into effective the 12th day of January 2022, by and between the City of Rosemead, a municipal corporation, hereinafter referred to as City, and Consolidated Disposal Service, L.L.C., a Limited Liability company DBA Republic Services, hereinafter referred to as Contractor. The City and Contractor agree to amend the Agreement based on the Recitals provided below. WHEREAS, Article XI, Section 7 of the California Constitution authorizes cities to protect public health and safety by taking measures in furtherance of their authority over the police and sanitary matters; and WHEREAS, California Public Resources Code 40059 provides that aspects of Solid Waste handling of local concern include but are not limited to the frequency of collection, means of collection and transportation, level of services, fees, and nature, location, and extent of providing solid waste services, and whether the services are to be provided by means of nonexclusive, partially exclusive or wholly exclusive franchise, contract, license or otherwise which may be granted by a local government under terms and conditions prescribed by the governing body of the local agency; and. WHEREAS, the Rosemead Municipal Code Chapter 8.32 implements Article XI, Section 7 of the California Constitution and California Public Resources Code 40059 in the City; and WHEREAS, Senate Bill 1383, the Short-lived Climate Pollutant Reduction Act of 2016 (SB 1383), requires CalRecycle to develop regulations to reduce organics in landfills as a source of methane. The regulations place requirements on multiple entities including the City of Rosemead and the Contractor to support the achievement of Statewide Organic Waste disposal reduction targets; and WHEREAS, the SB 1383 regulations adopted in 2016 that created 14 California Code of Regulations (CCR), Division 7, Chapter 12 and amended portions of regulations of 14 CCR and 27 CCR require City to implement mandatory Organic Waste reduction programs within the City effective January 12, 2022, and further require amendments to the City's Agreement and the Municipal Code to implement the requirements of SB 1383; and WHEREAS, the current term of the Agreement is ten (10) years from August 1, 2013, through and including July 31, 2023; and WHEREAS, with this Second Amendment, the City will amend the Contractor's Franchise Agreement for comprehensive refuse services to provide additional services to meet the requirements of SB 1383 within the current term of the Agreement. Now therefore; the following Amendment is made to the Agreement: 1 SECTION 1. Section 4, Definitions, is hereby amended by adding the following: "AB 341" means the Assembly Bill approved by the Governor of the State of California on October 5, 2011, which amended Sections 41730, 41731, 41734, 41735, 41736, 41800, 42926, 44004, and 50001 of, and added Sections 40004, 41734.5, and 41780.01 and Chapter 12.8 (commencing with Section 42649) to Part 3 of Division 30 of, and added and repealed Section 41780.02 of, the Public Resources Code, relating to Solid Waste, as amended, supplemented, superseded and replaced from time to time. "AB 827" means the Assembly Bill approved by the Governor of the State of California on October 2, 2019, which amended Sections 42649.2, 42649.2, 42649.8, and 42649.81 of the Public Resources Code, relating to Solid Waste, as amended, supplemented, superseded, and replaced from time to time. "AB 1594" means the Assembly Bill approved by the Governor of the State of California on September 28, 2014, which amended Sections 40507 and 41781.3 of the Public Resources Code, relating to Solid Waste, as amended, supplemented, superseded, and replaced from time to time. "AB 1826" means the Organic Waste Recycling Act of 2014 (Chapter 727, Statutes of 2014 modifying Division 30 of the California Public Resources Code), also commonly referred to as "AB 1826," as amended, supplemented, superseded, and replaced from time to time. "Blue Container" has the same meaning as in 14 CCR Section 18982.2(a) and shall be used for the purpose of storage and Collection of Source Separated Recyclable Materials or SSBCOW. "Brown Container" has the same meaning as in 14 CCR Section 18982.2(a) and shall be used for the purpose of storage and Collection of Source Separated Food Waste. "Commercial Edible Food Generators" includes Tier One Commercial Edible Food Generators and Tier Two Commercial Edible Food Generators, or as otherwise defined in 14 CCR Section 18982(a)(7). For the purposes of this definition, Food Recovery Organizations and Food Recovery Services are not Commercial Edible Food Generators. "Edible Food" means food intended for human consumption. For the purposes of this Agreement, Edible Food is not Solid Waste if it is recovered and not discarded. Nothing in this Agreement requires or authorizes the recovery of Edible Food that does not meet the food safety requirements of the California Retail Food Code. If the definition in 14 CCR Section 18982(a)(18) for Edible Food differs from this definition, the definition in 14 CCR Section 18982(a)(18) shall apply to this Agreement. "Food Recovery" means actions to collect and distribute Edible Food for human consumption which otherwise would be Disposed, or as otherwise defined in 14 CCR Section 18982(a)(24). "Food Recovery Organization" means an entity that primarily engages in the collection or receipt of Edible Food from Commercial Edible Food Generators and distributes that Edible Food to the public for Food Recovery either directly or through other entities, including, but not limited to: A. A food bank as defined in Section 113783 of the Health and Safety Code; B. A nonprofit charitable organization; and, C. A nonprofit charitable temporary food facility as defined in Section 113842 of the Health and Safety Code. If the definition in 14 CCR Section 18982(a)(25) for Food Recovery Organization differs from this definition, the definition in 14 CCR Section 18982(a)(25) shall apply to this Agreement. "Food Recovery Service" means a Person or entity that collects and transports Edible Food from a Commercial Edible Food Generator to a Food Recovery Organization or other entities for Food Recovery; or as otherwise defined in 14 CCR Section 18982(a)(26). "Food Scraps" means all food such as, but not limited to, fruits, vegetables, meat, poultry, seafood, shellfish, bones, rice, beans, pasta, bread, cheese, and eggshells. Food Scraps excludes fats, oils, and grease when such materials are Source Separated from other Food Scraps. "Food -Soiled Paper" means compostable paper material that has come in contact with food or liquid, such as, but not limited to, compostable paper plates, paper coffee cups, napkins, pizza boxes, and milk cartons. "Food Waste" means Source Separated Food Scraps, and Food -Soiled Paper. Food Waste is a subset of Source Separated Green Container Organic Waste (SSGCOW). "Gray/Black Container" has the same meaning as in 14 CCR Section 18982.2(a) and shall be used for the purpose of storage and Collection of Gray/Black Container Waste or Mixed Waste. "Gray/Black Container Waste" means Solid Waste that is collected in a Gray/Black Container that is part of a three -Container Organic Waste Collection service that prohibits the placement of Organic Waste in the Gray/Black Container as specified in 14 CCR Sections 18984.1(a) and (b) or as otherwise defined in 14 CCR Section 17402(a)(6.6). For the purposes of this Agreement, Gray/Black Container Waste includes carpet and textiles. "Green Container" has the same meaning as in 14 CCR Section 18982.2(a) and shall be used for the purpose of storage and Collection of SSGCOW. "Organic Waste" means Solid Wastes containing material originated from living organisms and their metabolic waste products including, but not limited to, food, Yard Waste, organic textiles and carpets, lumber, wood, paper products, printing and writing paper, manure, biosolids, digestate, and sludges, or as otherwise defined in 14 CCR Section. I 8982(a)(46). "SB 1383" means the Short -Lived Climate Pollutants Act of 2016 (an act to add Sections 39730.5, 39730.6, 39730.7, and 39730.8 to the Health and Safety Code, and to add Chapter 13.1 3 [commencing with Section 42652] to Part 3 of Division 30 of the Public Resources Code, relating to methane emissions), also commonly referred to as "SB 1383," as amended, supplemented, superseded, and replaced from time to time. "Source Separated Blue Container Organic Waste" or "SSBCOW" means Source Separated Organic Waste that can be placed in a Blue Container that is limited to the Collection of those Organic Wastes and Non -Organic Recyclables as defined in 14 CCR Section 18982(a)(43); or as otherwise defined by 14 CCR Section 17402(a)(18.7). SSBCOW is a subset of Organic Waste. "Source Separated Green Container Organic Waste" or "SSGCOW" means Source Separated Organic Waste that can be placed in a Green Container that is specifically intended for the separate Collection of Organic Waste by the Generator, excluding SSBCOW, carpets, Non- Compostable Paper, and textiles. SSGCOW is a subset of Organic Waste. "Source Separated Recyclable Materials" means Source Separated Non -Organic Recyclables and SSBCOW. "Tier One Commercial Edible Food Generator" means a Commercial Edible Food Generator that is one of the following, each as defined in 14 CCR Section 18982: A. Supermarket B. Grocery Store with a total facility size equal to or greater than 10,000 square feet. C. Food Service Provider. D. Food Distributor. E. Wholesale Food Vendor. If the definition in 14 CCR Section 18982(a)(73) of Tier One Commercial Edible Food Generator differs from this definition, the definition in 14 CCR Section 18982(a)(73) shall apply to this Agreement. "Tier Two Commercial Edible Food Generator" means a Commercial Edible Food Generator that is one of the following, each as defined in 14 CCR Section 18982: A. Restaurant with 250 or more seats, or a total facility size equal to or greater than 5,000 square feet. B. Hotel with an on-site food facility and 200 or more rooms. C. Health facility with an on-site food facility and 100 or more beds. D. Large Venue. E. Large Event. F. A State agency with a cafeteria with 250 or more seats or total cafeteria facility size equal to or greater than 5,000 square feet. G. A local education agency with an on-site food facility. If the definition in 14 CCR Section 18982(a)(74) of Tier Two Commercial Edible Food Generator differs from this definition, the definition in 14 CCR Section 18982(a)(74) shall apply to this Agreement. SECTION 2. Section 7.8.1, 7.8.2, 7.8.3, and 7.8.4 are hereby added to Section 7.8 4 7.8.1 SB 1383 Contamination Monitoring and Enforcement. (a) Contractor shall institute a contamination minimization program which will include: 1. Route Reviews/Container Inspections: Carts shall be randomly selected and inspected along each route on a periodic basis; 2. Notifications to Customers: Cart tags will be issued to inform Customers of proper material separation requirements and observed contamination; 3. Contamination Fee: A Contamination Fee will be charged to Customers with contaminated carts identified through routine periodic monitoring. (b) Inspection Program. Contractor shall implement a container inspection program in compliance with the requirements of SB 1383. Contractor shall perform contamination inspections with Contractor's personnel on Collection vehicles, and periodic route reviews. Collection vehicle personnel may conduct contamination inspections lifting the Container lid and observing the contents. Additionally, route reviews will be conducted by a dedicated Recycling Coordinator and a dedicated Route Auditor who will perform contamination monitoring, lifting Container lids and observing Container contents for evidence of contamination. (c) Record Keeping. The driver or other Contractor representative shall record each event of identification of Prohibited Container Contaminants in a written log or in the on -board computer system including date, time, Customer's address, type of Container (Blue, Green, or Gray or Black Container); and maintain photographic evidence, if required. Contractor shall submit this record to the Contractor's Customer service department, and Contractor's Customer service department shall update the Customer's account record to note the event, if the documentation of the on -board computer system did not automatically update the Customer's account record. (d) Identification of Excluded Waste. If Contractor's personnel observe Excluded Waste in an uncollected Container, the Contractor's personnel shall record that observation and immediately inform their route supervisor. The route supervisor shall investigate and initiate applicable action within one (1) Business Day or sooner if the Hazardous Waste may cause immediate danger. (e) Courtesy Pick -Up Notices. Upon identification of Prohibited Container Contaminants in a Customer's Container, Contractor shall provide the Customer with a courtesy pick-up notice. The courtesy pick-up notification shall: (i) inform the Customer of the observed presence of Contaminants; (ii) include the date and time the Prohibited Container Contaminants were observed; (iii) include information on the Customer's requirement to properly separate materials into the appropriate Containers, and the accepted and prohibited materials for Containers; (iv) inform the Customer of the courtesy pick-up of the contaminated materials on this occasion with information that on any subsequent instances, Contractor may assess Contamination fees. Contractor shall collect the contaminated Container contents for transport to the appropriate Approved/Designated Facility for Disposal/ Processing. (f) Notice of Assessment of Contamination Fees. On the third issuance of a courtesy notice as 5 set forth in section (e) above, the Contractor may impose a contamination fee. Contractor shall leave a contamination fee notice attached to or adhered to the Generators' contaminated Containers; at the Premises' door or gate; or, may deliver the notice by mail, e-mail or text message. The contamination fee notice shall describe the specific material(s) of issue, explain how to correct future set outs, and indicate that the Customer will be charged a contamination fee on its next bill. 7.8.2 On-going Contamination Monitoring by Route Personnel Contractor shall assist on an on-going basis in minimizing contamination by helping to educate Customers on acceptable and non -acceptable materials through ongoing education and outreach efforts and through on-going monitoring of the contents of Collection Containers. Contractor shall provide education and outreach materials in English, Vietnamese, Chinese, and Spanish languages. The on-going Container monitoring shall be performed by Contractor using the method described in Section 7.8.3. 7.8.3 Prescribed Contamination Monitoring Contractor will implement Physical Container Inspections to comply with the requirements of this Section. (a) Methodology an�quency. Commencing on or after January 12, 2022, the Contractor shall, at its sole expense, conduct hauler route reviews for Prohibited Container Contaminants in Containers in a manner that is deemed safe by the Contractor; is approved by the City; and is conducted in a manner that results in all hauler routes being reviewed annually or more frequently. The Contractor shall conduct hauler route reviews that include inspection of the contents of Blue, Green, and Gray/Black Containers for Prohibited Container Contaminants in a manner that a minimum of five percent (5%) of accounts on each and every hauler route are randomly inspected annually. Contractor shall develop a hauler route review methodology to accomplish the above Container inspection requirements and such methodology shall comply with the requirements of 14 CCR Section 18984.5(b). (b) Noticing of Generators with Contamination, and Disposal of Materials. Upon finding Prohibited Container Contaminants in a Container, Contractor shall follow the contamination noticing procedures and contaminated Container handling protocols set forth in Section 7.8.1. 7.8.4 Inspection and Enforcement (a) Annual Compliance Reviews 1. General. Contractor shall perform compliance reviews described in this Section commencing January 12, 2022, and at least annually thereafter, unless otherwise noted. 2. Commercial Generator Compliance Reviews. The Contractor shall complete a compliance review of all Multi -Family and Commercial Customers that generate two (2) cubic yards or more per week of Solid Waste, including Organic Waste to determine their compliance with: (i) Generator requirements under the City's Collection program; and, (ii) if applicable for the Generator, Self -Hauling requirements per 14 CCR Section 18988.3 and Chapter 8.32 of the Rosemead Municipal Code, including whether a Commercial Business is complying through Self -hauling of SSBCOW and SSGCOW. The compliance review shall mean a "desk" review of records to determine Customers' compliance with the above requirements and does not necessarily require on-site observation of service; however, the City may request that the Contractor perform an on-site observation of service in addition to or in lieu of the desk review if needed to obtain the required information. 3. Annual Hauler Route Review. Beginning April 1, 2022, and annually thereafter, the Contractor shall conduct annual hauler route reviews of Commercial, Multi - Family, and Single Family Generators for compliance with the City's Organic Waste collection program and Container contamination monitoring. These hauler route reviews may be performed concurrently with the contamination monitoring hauler route reviews, provided that Contractor documents a reasonable sampling of Generators for which compliance with the City's Organic Waste collection program during the hauler route review was assessed. 4. Food Recovery Compliance Reviews. Commencing January 12, 2022, and at least annually thereafter, Contractor shall conduct inspections of Tier One Commercial Edible Food Generators, Food Recovery Organizations, and Food Recovery Services to assess compliance with the requirements of 14 CCR Chapter 12 Article 10. (b) Generator Waiver Inspections. Contractor shall verify Commercial Generator de minimis and physical space constraint waivers, if applicable, at least once every five (5) years from the date of issuance of the waiver. (c) Compliance Review Process 1. Number of Reviews. The Contractor shall conduct a sufficient number of compliance reviews, hauler route reviews, and inspections of entities to adequately determine the entities' overall compliance with SB 1383, AB 1826, AB 341, and Chapter 8.32 of the Rosemead Municipal Code. The City reserves the right to require additional inspections, if the City determines that the amount of inspections conducted by the Contractor is insufficient. City may require the Contractor to prioritize inspections of entities that the City determines are more likely to be out of compliance 2. Non -Compliant Entities. From January 12, 2022, through July 31, 2023, when compliance reviews are performed by Contractor, Contractor shall provide educational materials in response to violations. Contractor shall provide these educational materials to the non-compliant Customers and Generators within five (5) working days of determination of non-compliance or immediately upon determination of non-compliance if such non-compliance is determined during an inspection or hauler route review. Contractor shall document the non-compliant Customers and Generators and the date and type of education materials provided 7 and report such information to the City. 3. Documentation of Inspection Actions. The Contractor shall generate a written and/or electronic record and maintain documentation for each inspection, hauler route review, and compliance review conducted. SECTION 3. Section 9 is here by amended and restated as follows: Contractor shall provide refuse collection service to Residential Customers, including Multi - Family Residential Dwellings as set forth in this Section 9 and Exhibit G, "Residential Services." SECTION 4. Section 9.6 is hereby added to Section 9 9.6 SB 1383 Services (a) Containers. Contractor shall provide SB 1383 compliant three (3) container Residential collection services as follows: 1. A Green Container for organic waste (only food waste, yard waste, green waste, and other organic materials). A Blue Container for recyclables (non-organic recyclables, such as bottles, cans, and plastic, and organic waste such as paper and cardboard.) A Gray or Black Container for non-organic waste only (Items that cannot be recycled or composted). 2. Effective January 1, 2022, all Residential customers will maintain their existing containers. Replacement of Residential containers shall be made from existing containers purchased prior to January 1, 2022 until such time as the Contractor's existing inventory of such containers is exhausted. New or replacement containers requested will be SB 1383 color and compliant. New containers purchased by Contractor after January 1, 2022, are required to meet SB 1383 container colorization (Gray/Black, Blue and Green) and labelling requirements. New containers purchased after January 1, 2022, will require SB 1383 compliant graphic -based labels identifying the acceptable materials permitted within each source -separated cart. (b) Outreach. Contractor will implement the following targeted education and outreach efforts to Residential customers regarding SB 1383 required programs. Contractor shall develop educational material to explain program changes and new program implementation. A welcome outreach package for new SB 1383 programs will be sent to all Residential customers after January 1, 2022, and Contractor will also provide Residential customers with four (4) quarterly direct mailed newsletters with SB 1383 program implementation information, in addition to the four Quarterly newsletters to Customers. Contractor shall provide education and outreach materials in English, Vietnamese, Chinese, and Spanish languages. E3 (c) Contractor and City shall annually review the outreach effort and determine if changes to the outreach program may be required, by mutual agreement. SECTION 5. Section 10.4 Waste to Energy is deleted in its entirety. SECTION 6. Section 10.6 is hereby added to Section 10 10.6 SB 1383 Services (a) Containers. Contractor shall provide SB 1383 compliant three (3) container Multi Family and Commercial collection services as follows: 1. A Green Container for organic waste (only food waste, yard waste, green waste, and other organic materials.) A Blue Container for recyclables (non-organic recyclables, such as bottles, cans, and plastic, and organic waste such as paper and cardboard.) A Gray or Black Container for non- organic waste only (Items that cannot be recycled or composted.) 2. Effective January 1, 2022, all Commercial and Multi Family customers will maintain their existing containers. Replacement of Commercial and Multi Family containers shall be made from existing containers purchased prior to January 1, 2022, until such time as the Contractor's existing inventory of such containers is exhausted. New or replacement containers requested will be SB 1383 color and compliant. New containers purchased by Contractor after January 1, 2022, are required to meet SB 1383 container colorization (Gray/Black, Blue and Green) and labelling requirements. New containers purchased after January 1, 2022, will require SB 1383 compliant graphic -based labels identifying the acceptable materials permitted within each source - separated cart. (b) Commercial and Multi Family customers will have options for various sizes of metal bins and carts depending on space restrictions and material types. (c) Outreach. Contractor will implement the following targeted education and outreach efforts to Residential customers regarding SB 1383 required programs. Contractor shall develop educational material to explain SB 1383 program changes and new program implementation. A welcome outreach package for new SB 1383 programs will be sent to all Commercial and Multi Family customers after January 1, 2022, and Contractor will also provide Commercial and Multi Family customers with two (2) direct outreach newsletters with SB 1383 program implementation information. Contractor shall provide education and outreach materials in English, Vietnamese, Chinese, and Spanish languages. (d) Compliance Review. Contractor shall conduct a review of all Commercial businesses that generate 2 cubic yards or more per week of Solid Waste. 9 (e) Physical Space and De Minimis Waivers. Contractor shall assist City in connection with Commercial Customer applications for Physical Space Waivers and De Minimis Quantity Waivers applied for in compliance with the applicable provisions of the Municipal Code. Contractor shall assist City with development of application requirements and protocols, evaluation, and verification of the details in the Customer waiver applications, and provide assistance with preparation of City's written determinations on Customer waiver applications (f) Edible Food Recovery. 1. No later than January 12, 2022, Contractor shall identify all Commercial Customers that meet the definition of Tier One and Tier Two Commercial Edible Food Generators and provide a list of such Customers to the City, which shall include: Customer name; service address; contact information; Tier One or Tier Two classification; and, type of business (as it relates to the Tier One and Tier Two Commercial Edible Food Generator definitions). 2. Commencing January 12, 2022. and at least annually thereafter, Contractor shall cooperate with City and/or its consultants to conduct inspections of Tier One Commercial Edible Food Generators, Food Recovery Organizations, and Food Recovery Services to assess compliance with the requirements of 14 CCR Chapter 1.2 Article 10. 3. At least annually, the Contractor shall provide Commercial Edible Food Generators with the following information: i. Information about the Contractor's and/or City's Edible Food Recovery program; ii. Information about the Commercial Edible Food Generator requirements under 14 CCR Chapter 12 Article 10; iii. Information about Food Recovery Organizations and Food Recovery Services operating within the City, and where a list of those Food Recovery Organizations and Food Recovery Services can be found; and, iv. Information about actions that Commercial Edible Food Generators can take to prevent the creation of Food Waste. 4. The Contractor may provide the education information required by this section by including it with regularly scheduled notices, education materials, billing inserts, or other information disseminated to Commercial Businesses. 5. Contractor shall cooperate with the implementation, expansion, or operation of Food Recovery efforts in the City, Food Recovery Organizations, and/or Food Recovery Services. (g) Site Visits and Waste Assessments. 1. Contractor will include an outreach and technical assistance plan in the AB 341, AB 827, AB 1826, and SB 1383 Implementation Plan identifying the site visit schedule for which to send a Contractor representative to visit each Multi - 10 Family and Commercial Generator's Premises for the purpose of assessing how much Source Separated Recyclable Materials and SSGCOW is being Disposed; assessing Source Separated Recyclable Materials and SSGCOW Collection service level needed to meet the requirements of SB 1383, and encouraging all Generators to establish Source Separated Recyclable Materials and SSGCOW Collection service in advance of January 12, 2022, when mandatory service is required. Contractor shall also notify Customers of opportunities to reduce costs by enrolling in Source Separated Recyclable Materials and SSGCOW Collection service and reducing Gray/Black Container Waste/Mixed Waste Collection service. Contractor shall contact Multi -Family and Commercial Customers and provide site visits according to the City -approved schedule. Contractor will also provide a site visit to any Multi -Family and Commercial Generator that requests a site visit, even if it is ahead of schedule. Any internal Recycling programs or third -parry Recycling programs that the Contractor encounters while conducting Customer site visits shall be documented using a City -approved electronic reporting form and provided in an electronic format such as a cloud -based file -sharing system that can be accessed by the City or its representatives. 2. Beginning July 1, 2022, and annually thereafter, Contractor representative shall follow-up with Multi -Family and Commercial Generators who are required to participate in Source Separated Recyclable Materials and SSGCOW Collection service under Applicable Law, including but not limited to AB 341, AB 1826, and SB 1383. The Contractor shall ensure that these Generators are participating in the Source Separated Recyclable Materials and SSGCOW Collection Service. If the Generator is not in compliance or not participating, the representative shall assist the Customers with selecting appropriate Containers and Container sizing, identifying acceptable Organic Waste collection services as set forth, and attempt to resolve any logistical barriers to providing Source Separated Recyclable Materials and SSGCOW Collection service. 3. Contractor shall provide ongoing, on-site training for Commercial Generators' staff, including, but not limited to: management, kitchen staff, service employees, and janitorial staff; and Multi -Family Customers' staff, including but not limited to: the property manager, janitorial staff, maintenance, and any other on-site staff members or contractors that handle discarded materials processes. 4. For each on-site waste assessment conducted by Contractor, Contractor shall include documentation of the items listed below. City reserves the right to request Contractor's documentation of additional information, and shall authorize the format for required information. i. Pictures of material in all Containers ii. Characteristics of the property, business, and Generator type iii. Written recommendations for the appropriate service Level for each 11 material type iv. Provision of outreach and education materials appropriate to the Generator type V. Determination of signage placement vi. Determination of any on-going training needs vii. Determination of any access needs viii. Documentation of any special service needs, (such as, but not limited to, seasonal, automated on-call compactor, etc.) ix. Documentation of records of communications with the Generator SECTION 7. Section 18. 1.1 and 18.1.2 is hereby added to Section 18. 18.1.1 SB 1383 Customer Compliance Enforcement Data Contractor shall keep and maintain SB 1383 customer compliance enforcement records within a cloud -based system format, and City will be provided access credential to access the customer enforcement action data as may be required for purposes of CalRecycle requests made pursuant to 14 CCR 18995.2. 18.1.2 SB 1383 Customer Outreach Records Contractor shall keep and maintain SB 1383 customer outreach records within a cloud -based system format, and City will be provided access credential to access the customer outreach data as may be required for purposes of CalRecycle requests made pursuant to 14 CCR 18988.4. SECTION 8. Section 19, Integrated waste management Act; Reporting Requirements is amended and restated as follows: Contractor shall cooperate with City in Solid Waste disposal characterization studies and waste stream audits and shall implement measures adequate to achieve the diversion goals set forth in this Agreement utilizing the CalRecycle per capita disposal and goal measurement system, expressed as pounds per person per day. The emphasis will be on program implementation, actual recycling, and other diversion programs in lieu of estimated diversion percentages. During the Term of this Agreement, Contractor, at no expense to City, shall submit to City all relevant information and reports required to meet the reporting obligations imposed by CalRecycle under the Act, as amended. Contractor agrees to submit such reports and information by email or on computer discs, in a format acceptable to City at no additional charge, if requested by City. Contractor shall maintain adequate records, and corresponding documentation, of information required by this Agreement, such that the Contractor is able to produce accurate monthly, quarterly and annual reports, and is able to provide records to verify such reports. Contractor will make these records available and provide to the City any record or documentation necessary for the City to fulfill obligations under Applicable Law including, but not limited to, AB 939, AB 341, AB 1826, AB 901, SB 1383, and other current or future federal, State, or local regulations, as amended. Upon request by the City, Contractor shall provide access to Contractor's requested records in a timely manner, not to exceed ten (10) Business Days from the time of City's request to Contractor. SECTION 9. Section 19.1 is here by added to Section 19. 12 19.1 SB 1383 Data Reporting. (a) Contractor shall assist City with SB 1383 initial CalRecycle compliance reporting by providing compliance data needed for City generated reports to CalRecycle in accordance with 14 CCR 18994.2. (b) Contractor shall assist City with SB 1383 annual CalRecycle compliance reporting by providing compliance data needed for the City -generated Annual compliance report to CalRecycle in accordance with 14 CCR 18994.2. SECTION 10. Exhibit F, Maximum Rate Schedule, is hereby deleted in its entirety and replaced with a revised Exhibit F, Maximum Rate Schedule, attached hereto and incorporated by reference as though fully set forth herein. SECTION 11. Interpretation. In the event of any conflict between this Second Amendment and the Agreement, this Amendment shall govern. Section headings in this Amendment are for convenience only and shall not be used in the interpretation of this Amendment. This Amendment may be executed in counterparts and/or by electronic signature (e.g. DocuSign). As used in this Amendment, "including" and its variants mean "including without limitation." SECTION 12. Future Changes. The parties acknowledge that future changes to this Second Amendment or the Agreement may be desirable to assist the parties with their respective compliance obligations under the SB 1383 Regulations or subsequent amendments thereto or interpretations thereof. The parties agree to negotiate any such proposed changes in good faith. The foregoing shall not be deemed to limit either party's rights or remedies under the Agreement. SECTION 13. Continuing Effect of Agreement. Except as amended by this Second Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement, as amended by this Second Amendment to the Agreement. SECTION 14. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Contractor each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement. Each parry represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation. Contractor represents and warrants to City that, as of the date of this Second Amendment, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the going of notice, or both, would constitute a material default under the Agreement. City represents and warrants to Contractor that, as of the date of this Second Amendment, Contractor is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement. SECTION 15. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Second Amendment. 13 SECTION 16. Authority. The persons executing this Second Amendment on behalf of the respective Parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said party, (iii) by so executing this Second Amendment, such parry is formally bound to the provisions of the Agreement as amended, and (iv) the entering into this Second Amendment does not violate any provision of any other agreement to which said party is bound. SECTION 17. Recitals Material. The Parties agree that the Recitals above are material and are incorporated herein as part of this Second Amendment. IN WITNESS WHEREOF, the Parties have executed this Agreement, as of the date first indicated above. City CITY OF ROSEMEAD A Municipal Corporation By: . Polly' ATTEST: By: _ , :� Ericka Hernandez City Clerk APPJZOYED AS T RM: B Rachel H. Richman City Attorney 14 CONTRACTOR CONSOLIDATED DISPOSAL SERVICE, L.L.C. LIN �ketVwA C-r-K-ttO MM 6e� Print name and Title ot Officer Print Name and Title of Officer n0 o O m m m ° m z ;a � m ori r D m m � p vii � a 3 m n 3 s 0 d mM C i 7 m — D O In � LT N O 7 CL C x m V { d a W N r O O R FW,, A A l0 W W In W J z o G W Oo 00 J � N x n A Lf N lh [n C O V { Vf t/� tR N W ~ p N N A A l0 0o W O w w O Z 0 O W W 00 J lD W X to to an an n O N o� Y� D D D D W� D A O O D V N N W N n m A N Z O A In n0 o O m z ;a M A r r D m m � 3 vp H n v O C D O C x m O N a W N r Z { m m x Vf t/� tR N N N N zZ Z Z N N{ N o� Y� D D D D W� D A O N O V N 07 A N p n In N O 100 lafw O N z z z z z F W � Y Oi W A W N N{ n Ol O A N F' W F+ l0 A Ol W F� In lA A l0 Ot 01 Ol In p d O w F' W W 01 llw A lD W p 00 O N O J W lA J N N J m n a J 01 W A W N { D al A N W 00 C0 Vt A N N :V O O w N w O J lD w W J o w lO O N N Ol 01 VI CG N � N N O 00 J A W D Ol O A N W N to 00 O J J O 00 In N In t!w A A O w W F+ lw lA A O W t0 H p O N O J Ol Ol J W 0", F� H to w N O 00 al A Ol D o f+ N w l0 z z D D z z D D N v O Y W N W F-� W In Ol o ti Ol 00 D r O N O J l0 W l0 J O O A � D r m � vp n v O C 9 v c m O N a W N r < m x lA N W {/f VL Z z Z z N N{ N D D D D W� D A W N N O W V N 07 A N p In N {A Vf N z z z z z F D Y D D D D D y O W N { C. OO J to A W N D d A N N N W lD O O A N Ot A 00 l0 W O W J N O W V N O Ol dt N N N T m w W A VI CG A l0 00 � 01,0<1 N O J F� H to w N O 00 al A Ol D A N f+ N w l0 m to W lD � oo J N in A J N v W N W F-� W In Ol W m N O J l0 W l0 J 00 W Ol z z D D z z D D z D a D N O J O t/t Lf N N N W z z D D z z D D N w w N o b D r N J O O REPUBLIC 2931 E. 67TJ' St, Long Beach CA 90805 SERVICES (800) 299-4898 republicservices.com Consolidated Disposal Service, LLC requests that the rate adjustment of 1.65% is applied uniformly to all Residential, Commercial, and Industrial customers, respectively. Please refer to the attached worksheet for a computation of rates, along with a Residential rate comparison in nearby Cities. The presented rate adjustment for the City of Rosemead continues to preserve one of the lowest rates in marketplace. Consolidated Disposal Service, LLC respectfully requests that the City Manager approve the rate adjustment per contractual direction. If the City Manager wishes to bring our request before Council, we kindly request notification as to when our request will go before Council so a representative from Consolidated maybe present. Should you have any questions regarding this request or any other matter, please do not hesitate to call me at (818)-262-7388. Thank you for your consideration in this matter. As always, is it our great privilege to be the City of Rosemead's dedicated solid waste and recycling partner. Sincerely, Tania R. Castaneda Municipal Relationship Manager Enclosures 1. Residential Rate Comparison in nearby Cities 2. 2020 Rate Adjustment Worksheets am REPUBLIC 2931 E. 67TJ' St, Long Beach CA 90805 SERVICES (800) 299-4898 republicservices.com 1. Residential Rate Comparison in nearby Cities- Rates subject to annual changes County City 2019/2020 $36.95 LA Temple City $36.78 LA Sierra Madre $36.32 LA City of Los Angeles $36.16 LA San Gabriel $36.12 LA West Covina $33.93 LA Covina $33.03 LA Monrovia $30.99 LA EI Monte $29.16 LA Bell Gardens $24.92 LA South Whittier $24.62 LA Whittier $22.50 LA Pico Rivera $20.57* Reflective of 2020/2021 new rate adjustment, still below LA Rosemead market rates. $19.77 LA Monterev Park as City of Rosemead Rates 2020 Residential Rates: Category City of Rosemead Current OYD 7 tons included $ 635.84 $ 646.31 Rate Change Calculation $ 685.54 Single Family Dwelling- Residential Curbside lone 100 Gal Cart) $ 20.24 $ 20.57 2020 $ 20.24 $ 20.57 Each Additional Unit $ 20.24 $ 20.57 Multiple Family Units -Attached Units ( Apartments and Condos)- %change AndMobilhomeParks:FirstUnit May -19 May -20 $ 20.57 Each Additional Unit $ CPI 274.479 276.842 0.86% Service 266.148 274.479 $ 16.59 Special Qualified Handicapped Citizen/ Backyard Collection Rates- Total 0.86 24.62 Disposal tipping fees change Old $ New %change Additional 64 Gallon Cart 64Blue -Recycling- Change in Effective Rate SpecialOne-TimePick-Up Cost For Pick -Up And Disposal Of 3.48% "Average Dump fee calculation 2019 2020 29.62 Increase Residential - Specia I One Time Drop-OffAnd Collection ofA OC Landfill $ 35.05 $ 35.67 3{ubicyard Bin 1.77% Whittier Landfill $ 49.69 $ 52.50 157.64 5.66% Each Dump Sunshine Canyon Landfill $ 27.63 $ 28.46 Trip Charge 3.00% 32.76 $ 33.30 Residential -Special One -Time Drop-0ff And Collection ofA 10 yard $ Averag5M& 3.48% J Residential -Special One -Time Drop-0ff And Collection ofA 40 yard $ Weighted $ 633.05 CPI $ Adjustment $ 73.33 Value $ Increase $ 21.97 Percentage Consumer Price Index 0.7 X 0.86% = 0.60% Disposal Tipping Fee 0.3 X 3.48% - 1.04% Residential Rates: Category Current Rate Current OYD 7 tons included $ 635.84 $ 646.31 Rate $ 685.54 Single Family Dwelling- Residential Curbside lone 100 Gal Cart) $ 20.24 $ 20.57 Multiple Family Dwelling -Detached Units On A Single Lot: First Unit $ 20.24 $ 20.57 Each Additional Unit $ 20.24 $ 20.57 Multiple Family Units -Attached Units ( Apartments and Condos)- AndMobilhomeParks:FirstUnit $ 20.24 $ 20.57 Each Additional Unit $ 20.24 $ 20.57 Special Qualified Senior Citaen Hardship Rate/ For ResidentialCurbside Service $ 16.32 $ 16.59 Special Qualified Handicapped Citizen/ Backyard Collection Rates- ForSingleFamilyResidences: $ 24.62 $ 25.03 Additional 96 Gallon Cart 96 Black -Trash $ 5.86 $ 5.96 Additional 64 Gallon Cart 64Blue -Recycling- SpecialOne-TimePick-Up Cost For Pick -Up And Disposal Of - Appliances, Furniture And Bulky Items $ 29.62 $ 30.11 Residential - Specia I One Time Drop-OffAnd Collection ofA 3{ubicyard Bin Haul & Return w/1 Dump $ 157.64 $ 160.23 Each Dump $ 58.45 $ 59.41 Trip Charge $ 32.76 $ 33.30 Residential -Special One -Time Drop-0ff And Collection ofA 10 yard $ 577.64 $ 587.14 Residential -Special One -Time Drop-0ff And Collection ofA 40 yard $ 622.80 $ 633.05 Overweight 7 Ton Limit $ 72.14 $ 73.33 Daily Rental After Seven Days Without A Dump $ 21.61 $ 21.97 Head Rim S 1nR n6 S 1n9 R4 ermanent Industrial Pricing Current Rate OYD 7 tons included $ 635.84 $ 646.31 OYD 7 Tons included $ 685.54 $ 696.8. ompactor 9 tons included in haul rate $ 850.47 $ 864.41 Commercial Rates 11/2 Cubic Yard Bins Current Rate 1 Day P/U $ 120.33 $ 122.31 2 Day P/U $ 174.77 $ 177.65 3 Day P/U N/A N/A Locking Lids $ 10.57 $ 10.74 Extra Pick Up $ 37.50 $ 38.12 Over the Top Fee $ 40.00 $ 40.00 4 Current Rate $ 226.59 $ 230.32 3 Cubic Yard Bins $ 459.30 $ 466.86 $ 564.61 Current Rate New Rate 1 Day P/U $ 169.94 $ 172.74 2 Day P/U $ 273.46 $ 277.96 161.01 3 Day P/U $ 368.23 $ 374.29 56.64 4 Day P/U $ 465.73 $ 473.39 40.00 5 Day P/U $ 575.43 $ 584.90 6 Day P/U $ 659.11 $ 669.96 627.70 11/2 Cubic Yard Bins Current Rate 1 Day P/U $ 120.33 $ 122.31 2 Day P/U $ 174.77 $ 177.65 3 Day P/U N/A N/A Locking Lids $ 10.57 $ 10.74 Extra Pick Up $ 37.50 $ 38.12 Over the Top Fee $ 40.00 $ 40.00 4 Current Rate $ 226.59 $ 230.32 $ 329.05 $ 334.46 $ 459.30 $ 466.86 $ 564.61 $ 573.90 $ 697.58 $ 709.06 $ 802.19 $ 815.39 64 GL Organics Current Rate $ 33.54 $ 34.09 $ 67.08 $ 68.18 $ 100.62 $ 102.28 6 Current Rate 1 Yard Organics Current Rate $ 80.27 $ 81.59 $ 160.56 $ 163.20 $ 240.83 $ 244.79 $ 362.84 $ 368.81 $ 538.81 $ 547.68 $ 722.65 $ 734.54 $ 899.62 $ 914.42 $ 1,114.15 $ 1,132.48 $ 1,281.25 $ 1,302.33 1 Yard Organics Current Rate $ 80.27 $ 81.59 $ 160.56 $ 163.20 $ 240.83 $ 244.79 3 Yard Current Rate $ 51.60 $ 52.45 Category $ 104.89 Current $ 157.34 $ 206.41 $ 209.81 $ 258.00 Rate $ 304.00 Commercial -One -Time Drop-0ffAnd Collection OfA3{ubicYard Bin Haul & Return w/1 Dump $ 161.01 $ 163.66 Each Dump $ 56.64 $ 57.57 Over the Top $ 40.00 $ 40.00 Commercial - SpecialOne -Time Drop-OffAnd Collection ofA 10 to - 40 Cubic Yard "Roll -Off' Container $ 627.70 $ 638.03 Overweight 7 Ton Limit $ 79.41 $ 80.72 Daily Rental After Seven Day Without A Dump $ 23.79 $ 24.18 Dead Run $ 118.94 $ 120.90 Commercial - SpecialOne -Time Drop-OffAnd Collection OfA 30- CubicYard Compactor Container $ 809.98 $ 822.31 Overweight 9 Ton Limit $ 79.41 $ 80.72 Daily Rental After Seven Days WithoutA Dump $ 23.79 $ 24.18 Dead Run $ 118.94 $ 120.90 Commercial- Special Barrel Service for Qualified Commercial,- LimitedUseCustomers. 64gallon cans 1time perweek $ 39.92 $ 40.58 Commercial -Special Barrel Service for Qualified Commercial, Limited Use Customers. 96 gallon cans 1time perweek $ 39.92 $ 40.58 3 Yard Current Rate $ 51.60 $ 52.45 $ 103.19 $ 104.89 $ 154.79 $ 157.34 $ 206.41 $ 209.81 $ 258.00 $ 262.25 $ 304.00 $ 309.00 VAN FIRST AMENDMENT TO EXCLUSIVE FRANCHISE AGREEMENT FOR COMPREHENSIVE REFUSE SERVICES THIS FIRST AMENDMENT-TO THE EXCLUSIVE FRANCHISE AGREEMENT FOR COMPREHENSIVE REFUSE SERVICES originally entered into on August 28, 2012, is made and entered into effective the 1st day of December 2018, by and between the City of Rosemead, a municipal corporation, hereinafter referred to as City, and Consolidated Disposal Service, L.L.C., a Limited Liability company DBA Republic Services , hereinafter referred to as Contractor. The City and Contractor agree to amend the Agreement based on the Recitals provided for below. WHEREAS the Contractor has made outreach and presentations to the City Council explaining the major shift over the past year relating to recycling markets as a result of the Chinese Government's policy known as "China Sword". WHEREAS this policy change has significantly reduced China's importation of recyclable materials and created a substantial increase in processing costs and decrease in prices paid for recyclables to Contractor. WHEREAS due to the China Sword Policy's impact on the cost of operations, the Contractor has approached the City to ask for a one time recycling rate adjustment of a not to exceed amount $.62 to residential users per month. WHEREAS pursuant to Section 26.2 of the Agreement the Contractor is permitted to ask for an increase due to the occurrence of an extraordinary event or circumstance that substantially increases Contractor's cost of service, or otherwise substantially and negatively impacts Contractor's provision of services. WHEREAS the City Council is permitted to approve amendments to the Agreement. Now therefore the following amendment is made to the Agreement: In addition to the existing Rates for Service increases provided for in Section 8.1, the City and Contractor agree to a one-time not to exceed rate adjustment on residential accounts as follows: 1 • A recycling rate adjustment of up to $.62 per residential account per month; • The above adjustments will be effective no earlier than December 1, 2018 All other terms of the Agreement remain unchanged. IN WITNESS WHEREOF, the Parties have executed this Agreement, as of the date first indicated above. City - CONTRACTOR CITY OF ROSEMEAD CONSOLIDATED DISPOSAL SERVICE, L.L.C. A Municipal Corporation Approved by: ' By: By: 46. .•moi. i Steven Ly, Mayor �`� A 6e4✓'- il%€€/ 0 - Print name and Title of Officer ATTEST:._ , By: ey: 'i - .Ercka Hernandez Print Name and Title of Officer City Clerk APPr/E9 AST OM: By: r-066)0 �(' Rachel H. Richman City Attorney 2 CERTIFICATE OF SECRETARY RELATING TO THE FIRST AMENDMENT TO THE EXCLUSIVE FRANCHISE AGREEMENT FOR COMPREHENSIVE REFUSE SERVICES FOR THE CITY OF ROSEMEAD IN THE STATE OF CALIFORNIA The undersigned, Secretary of CONSOLIDATED DISPOSAL SERVICE, L.L.C., a Delaware limited liability company (the "Company"), hereby certifies that the following is a true and correct copy of the resolution which was duly adopted by REPUBLIC SERVICES, INC., a Delaware corporation, the sole member of the Company '(the - "Membe►") by written consent of the Member-on February 24, 2016, that such resolution has not been rescinded,amended or modified in any respect, and is in full force and effect on the date hereof: RESOLVED, that (i) any individual at the time holding the position of General Manager or Area Director, Finance be, and each of them hereby is, appointed as an Authorized Agent, to act in the name and on behalf of the Company and to include the execution of related documents, in connection with the day-to-day business activities of the Company, and further, that (ii) in addition to the General Manager or Area Director, Finance, any individual at the time holding the position of Area Director, Business Development; Area Director, Operations; or Market Vice President be, and each of them hereby is, appointed as an Authorized Agent to execute any bid and proposal, and if awarded, any related contract for services to be performed by the Company and any bond required by such bid, proposal or contract, all in accordance with the existing Levels of Authority and other relevant policies and procedures. I further certify that DAVE HAUSER holds the title of Market Vice President and in such capacity has full authority to act in the name and on behalf of the Company as set forth in the foregoing resolution. WITNESS MY HAND, this 18'1'day of February, 2019. Adinge n •".. Schuler, Secretary MAYOR: POLLY Low MAYOR PRO TEM: WILLIAM ALARCON COUNCIL MEMBERS: SANDRA ARMENTA MARGARET CLARK STEVEN LY `t August 12, 2013 Mr. James Castro General Manager Consolidated Disposal Services 2395 E. 68th Street Long Beach, CA 90805 Dear James: City of Rosemead 8838 E. VALLEY BOULEVARD P.O BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569 -2100 FAX (626) 307 -9218 Side Letter of Agreement for Comprehensive Refuse Services This letter shall be our Side Letter Agreement regarding the comprehensive refuse services described below ( "Services ") to be provided by Consolidated Disposal Services ( "Contractor ") as an independent contractor to the City of Rosemead ( "City "). The Services to be provided include the following: Comprehensive Refuse Services. The Services will be conducted in accordance with the terms and conditions listed in the Franchise Agreement executed by City and Contractor dated August 28, 2012. The services to be provided are more particularly described in the document attached hereto as Exhibit A and incorporated herein by reference. City and Contractor agree to establish a Side Letter of Agreement for the first year of the Franchise Agreement, from August 1, 2013 to July 31, 2014. The Side Letter of Agreement shall modify the Franchise Agreement as follows: 1. In Year 1 (August 1, 2013 — July 31, 2014) of the Franchise Agreement, Contractor will guarantee the City a minimum franchise fee revenue of $600,000 or 10% of gross receipts, whichever is greater, revised from the amount stated in the franchise agreement of $500,000. This amount shall be disbursed to the City as indicated in the Franchise Agreement. 2. In Years 2 through 10 (August 1, 2014 — July 31, 2023), Contractor will continue to guarantee a minimum franchise fee revenue of $500,000 or 10% of gross receipts, whichever is greater, as described in the Franchise Agreement. 3. Contractor will not provide each residential customer in the City with new automated containers for recyclable materials at the franchise agreement start date of August 1, 2013. Consolidated Disposal Services August 12, 2013 Page 2 of 2 4. Contractor will make available automated containers for recyclable materials at the franchise agreement start date of August 1, 2013 and make them available to residential customers upon request. There shall be no limit to the total number of containers that may be replaced. All other terms and provisions of the Franchise Agreement shall continue to remain in effect, unless otherwise agreed upon by both the City and Contractor. This Side Letter of Agreement constitutes a binding written modification to the Agreement, signed by both parties. City and Contractor agree that Contractor is in compliance with the terms and conditions of the Franchise Agreement as of the date of this Side Letter of Agreement. City and Contractor warrant that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement and bind the City and Contractor, respectively, hereto. Contractor's agreement to the terms of this Side Letter of Agreement is indicated by signing and dating three (3) original copies where indicated below and returning both to the undersigned. Once the documents are fully executed, one original will be returned to you for your records. CITY OF ROSEMEAD CONSOLIDATED DISPOSAL SERVICES Approved City Manager Approyed`bi : Ronald R. Krall Area President Exhibit A: Franchise Agreement for Comprehensive Refuse Services Date / CITY OF ROSEMEAD FRANCHISE AGREEMENT m TABLE OF CONTENTS Page 1. Grant of Franchise ................................................................. ..............................3 1.1 Binding Agreement ...................................................... ..............................3 1.2 Grant of Franchise, Exclusions ................................... ..............................3 1.3 Exclusive Franchise .................................................... ..............................3 1.4 Waiver of Rights .......................................................... ..............................3 1.5 Recycling Agent .......................................................... ..............................3 1.6 Exclusions ................................................................... ..............................3 2. Contractor's Payments and other Considerations to City ....... ..............................4 2.1 Contractor's Payments to City ..................................... ..............................4 3. Term ...................................................................................... ..............................5 3.1 Effective Date .............................................................. ..............................5 3.2 Term of Agreement ..................................................... ..............................5 3.3 Minimum Diversion and Recycling Requirements ....... ..............................5 4. Definitions ............:................................................................. ..............................6 5. Compliance with Laws and Regulations ............................... .............................14 6. Community Work to be Done ................................................ .............................14 6.1 Collection from City Facilities ..................................... .............................14 6.2 Collection of Abandoned Property .............................. .............................14 6.3 Development Review ................................................. .............................15 6.4 Communication with City; Emergency Service ........... .............................15 6.5 Good Corporate Citizenship ....................................... .............................15 7. Customer Service ................................................................. .............................15 7.1 Regular Office Hours, Telephone Access, and Website .........................15 7.2 Emergency / After Hours Telephone Number ............ .............................15 7.3 Multilingual Service .................................................... .............................16 7.4 Accessible Customer Service ..................................... .............................16 7.5 Customer Service and Complaint Logs ...................... .............................16 7.6 Service Responses .................................................... .............................16 7.7 Overflowing Containers/ Bins ...................................... .............................16 7.8 Contaminated Containers / Bins ................................... .............................16 LA #4824 - 2518 -6832 Q m TABLE OF CONTENTS (continued) Page 8. Customer Rates and Billing Procedures ............................... .............................17 8.1 Rates for Service ........................................................ .............................17 8.2 Contractor to Bill ......................................................... .............................18 8.3 City Provided Billing Inserts ........................................ .............................18 8.4 Delinquent Service Accounts ..................................... .............................18 9. Residential Services ............................................................. .............................18 9.1 Weekly Service .......................................................... .............................18 9.2 Temporary Bin and Box Service ................................. .............................19 9.3 Bulky Items Service .................................................... .............................19 9.4 Holiday Tree Collection .............................................. .............................19 9.5 Backyard /Off- Street Collection Option ....................... .............................19 10. Multifamily and Commercial Services ................................... .............................19 10.1 Regular Service .......................................................... .............................19 10.2 Bulky Item Service ..................................................... .............................19 10.3 Recycling .................................................................... .............................20 10.4 Waste to Energy ......................................................... .............................20 10.5 Repositioning of Bins ................................................. .............................20 11. Collection Routes .................................................................. .............................20 11.1 Collection Routes ....................................................... .............................20 11.2 Subsequent Collection Route Changes ..................... .............................20 11.3 Collection Route Audits .............................................. .............................21 12. Public Outreach Services ...................................................... .............................21 12.1 General ...................................................................... .............................21 12.2 Waste Generation and Characterization Studies ....... .............................21 13. Collection Equipment ............................................................ .............................21 13.1 General ...................................................................... .............................21 13.2 Identification ............................................................. ............................... 21 13.3 Alternative Fuels ........................................................ .............................21 13.4 Fully Automated Residential Collection ...................... .............................22 13.5 Registration and Inspection ........................................ .............................22 LA 94824- 2518 -6832 v2 TABLE OF CONTENTS (continued) 13.6 Drivers and Operators ................................................ .............................22 13.7 Litter, Spills ................................................................. .............................22 13.8 Avoiding Damage to Streets ....................................... .............................22 13.9 Communications ........................................................ .............................23 13.10 Equipment Storage .................................................... .............................23 13.11 Equipment Removal ................................................... .............................23 13.12 Equipment Maintenance ............................................ .............................23 13.13 Compliance ................................................................ .............................23 13.14 Private Streets, Alleys and Parking Lots .................... .............................23 13.15 Safety Equipment ....................................................... .............................23 13.16 Vehicle Signage and Painting .................................... .............................24 13.17 Maintenance Log ........................................................ .............................24 13.18 Equipment Inventory .................................................. .............................24 13.19 Reserve Equipment .................................................... .............................24 13.20 Containers .................................................................. .............................24 14. Privacy .................................................................................. .............................25 14.1 General ...................................................................... .............................25 14.2 Mailing Lists ............................................................... .............................25 14.3 Privacy Rights Cumulative ......................................... .............................25 15. Service Exceptions; Hazardous and Universal Waste .......... .............................25 15.1 Hazardous Waste Inspection, Diversion and Reporting ..........................25 15.2 Universal Waste Handling .......................................... .............................25 15.3 Hazardous and Universal Waste Diversion Records .. .............................26 16. Ownership of Solid Waste, Recyclable Materials, Organic Waste and Construction and Demolition Materials ................................. .............................26 17. Marketing and Diversion of Recyclable Materials ................. .............................26 18. Contractor's Books and Records; Audits .............................. .............................26 18.1 Record Retention ....................................................... .............................26 18.2 Underpayment ............................................................ .............................26 19. Integrated Waste Management Act; Reporting Requirements ...........................27 LA #482425186832 v2 TABLE OF CONTENTS (continued) Page 20. Reports ................................................................................. .............................27 20.1 Periodic Reports ......................................................... .............................27 20.2 Reporting Additional Matters ...................................... .............................28 20.3 CERCLA Defense Records ........................................ .............................28 21. Indemnification and Insurance .............................................. .............................28 21.1 Indemnification re Certain Challenges to Agreement . .............................28 21.2 Indemnification Regarding Article XIII C and XIII D .... .............................29 21.3 Environmental Indemnification and Compliance ........ .............................29 21.4 General Indemnification ............................................. .............................30 21.5 Effect of Environmental Indemnification ..................... .............................30 21.6 Compliance with Laws ............................................... .............................30 21.7 Workers' Compensation Insurance ............................ .............................30 21.8 Liability and Vehicle Insurance ................................... .............................31 21.9 Required Language In Policies .................................. .............................31 21.10 Pollution and /or Environmental Impairment Liability Insurance ...............31 21.11 Required Rating ......................................................... .............................32 21.12 Evidence of Insurance Coverage; Insurance Repository ........................32 21.13 Self- Insurance ............................................................ .............................32 21.14 Reduction of CERCLA and Other Liability .................. .............................32 21.15 Performance Bonds ................................................... .............................32 22. Emergency Service ............................................................... .............................33 22.1 Contractors Inability to Provide Service ..................... .............................33 22.2 Assistance in Case of Disaster ................................... .............................33 23. Administrative Remedies; Imposition of Damages; Termination ........................33 23.1 Notice of Deficiencies; Response ............................... .............................34 23.2 Review by Public Works Director; Notice of Appeal ... .............................34 23.3 Review by City Manager; Appeal ............................... .............................34 23.4 City Council Hearing .................................................. .............................35 23.5 City Council Determination ......................................... .............................36 23.6 Reservation of Rights by City ..................................... .............................36 LA #4824- 2518 -6832 Q p TABLE OF CONTENTS (continued) Page 23.7 Cumulative Rights ...................................................... .............................36 24. City's Additional Remedies ................................................... .............................36 24.1 Contracts with Others... ........................................................................... 36 24.2 Damages and /or Injunctive Relief .............................. .............................37 24.3 City's Damages for Failure to Achieve Diversion Goals .......................... 37 24.4 Liquidated Damages .................................................. .............................37 25. Franchise Transfer; City Consent; Fees ............................... .............................38 25.1 No transfer without City Consent ................................ .............................38 25.2 Consent not Unreasonably Withheld .......................... .............................38 25.3 Internal Reorganization .............................................. .............................38 25.4 Deposit for Costs of Review ....................................... .............................38 26. General Provisions ................................................................ .............................39 26.1 Force Majeure ............................................................ .............................39 26.2 Extraordinary Circumstances ..................................... .............................39 26.3 Pavement Damage .................................................... .............................39 26.4 Property Damage ....................................................... .............................39 26.5 Law to Govern; Venue ............................................... .............................40 26.6 Fees and Gratuities..... ............................................................................ 40 26.7 Amendments .............................................................. .............................40 26.8 Notices ..................................................................... ............................... 40 26.9 Savings Clause and Entirety ...................................... .............................41 26.10 Transition to Next Solid Waste Enterprise .................. .............................41 26.11 Incorporation by Reference ........................................ .............................41 Exhibit A Multifamily and Commercial Recycling Program Exhibit B Commercial Food Waste Program Exhibit C City Service Locations Exhibit D Recovery and Disposal Sites Exhibit E Corporate Good Citizenship LA #4824- 2518 -6832 v2 TABLE OF CONTENTS (continued) zim Exhibit F Maximum Permitted Customer Rates Exhibit G Residential Services Exhibit H Commercial and Multi - Family Services Exhibit I Equipment LA #4824- 2518-6832 Q EXCLUSIVE FRANCHISE AGREEMENT FOR COMPREHENSIVE REFUSE SERVICES THIS AGREEMENT is made and entered into effective the 2ff!�"-- day of J�V932 {t2012, by and between the CITY OF ROSEMEAD, a municipal cor ration, hereinafter referred to as City, and Consolidated Disposal Service, a Limited Liability Corporation, hereinafter referred to as Contractor. The City and Contractor agree each with the other, that, for a period of ten (10) years, from and after the 1st day of August, 2013, Franchisee shall have sole right to collect, haul, and dispose of all solid waste and conduct a comprehensive recycling program in the City in accordance with the following terms and conditions. RECITALS WHEREAS, Article XI, § 7 of the California Constitution authorizes cities to protect public health and safety by taking measures in furtherance of their authority over police and sanitary matters; and WHEREAS, the Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1989, ( "AB 939" or the "Act ") established a Solid Waste management process which requires cities and other local jurisdictions to implement plans for source reduction, reuse and recycling as integrated waste management practices for Solid Waste attributed to sources within their respective jurisdictions; and WHEREAS, California Public Resources Code § 40059 provides that aspects of Solid Waste handling of local concern include but are not limited to frequency of collection, means of collection and transportation, level of services, charges and fees, and nature, location and extent of providing solid waste services, and whether the services are to be provided by means of nonexclusive, partially exclusive or wholly exclusive franchise, contract, license or otherwise which may be granted by local government under terms and conditions prescribed by the governing body of the local agency; and WHEREAS, the Rosemead Municipal Code Chapter 8.32 implements Article XI, § 7 of the California Constitution and California Public Resources Code § 40059 in the City; and WHEREAS, City is obligated to protect the public health and safety of the residents and businesses in the City, and arrangements made by solid waste enterprises and recyclers for the collection of residential and commercial Solid Wastes should be made in a manner consistent with the exercise of the City's police power for the protection of public health and safety; and LA 44824- 2518 -6832 v2 -I- WHEREAS, City and Contractor are mindful of the provisions of the laws governing the safe collection, transport, recycling and disposal of residential and commercial Solid Waste, including AB 939, the Resource Conservation and Recovery Act ( "RCRA "), 42 U.S.C. §§ 6901 et seq., the Comprehensive Environmental Response, Compensation and Liability Act ( "CERCLA" ), 42 U.S.C. §§ 9601 et. seq.; the Electronic Waste Recycling Act of 2003 (SB 20, Chapter 526, Statutes of 2003; SB 50, Chapter 863, Statutes of 2004; AB 575 Chapter 59, Statutes of 2011), laws governing Universal Waste, including, but not limited to, Universal Waste Electronics Devices ( "UWED "), non -empty aerosol cans, fluorescent tubes, high intensity discharge lamps, sodium vapor lamps, and any other lamp exhibiting a characteristic of a hazardous waste, batteries (rechargeable nickel- cadmium batteries, silver button batteries, mercury batteries, small sealed lead acid batteries, alkaline batteries, carbon -zinc batteries and any other batteries which exhibit the characteristic of a hazardous waste), mercury thermometers, mercury- containing switches; and WHEREAS, City and Contractor desire to leave no doubts as to their respective roles and to make it clear that by entering into this Agreement, City is not thereby becoming a "generator' or an "arranger' as those terms are used in the context of CERCLA § 107(a)(3) and that it is Contractor, an independent entity, not City, which will arrange to collect Solid Waste from single family dwellings, multiple family dwellings, City and commercial customers in the City of Rosemead, transport for recycling and disposal and dispose of Solid Wastes which may contain small amounts of household products with the characteristics of hazardous wastes, collect and compost Green Waste and collect and recycle Recyclable Materials from single family dwellings, multiple family dwellings, City, and commercial customers in the City of Rosemead, and collect and recycle or dispose of Construction and Demolition Materials (T &D Materials "); and WHEREAS, there are no places within the City limits of the where landfills are located, or which are suitable for the siting of a landfill and therefore Solid Waste must be exported from the City; and WHEREAS, City and Contractor agree that, subject to City's exercise of its reserved flow control right under of this Agreement, it is Contractor, and not City, that will select the landfill or transformation facility destination of the non - recyclable residential and commercial Solid Waste and Construction and Demolition Materials which Contractor will arrange to collect, that City has not, and by this Agreement does not, instruct Contractor on its collection methods, nor supervise Contractor in the collection of waste and nothing in this Agreement or other action of the City shall be construed to give rise to any inference that the City has any title, ownership or right of possession of such Solid Waste; and WHEREAS, Contractor represents and warrants to City that Contractor has the experience and qualifications to conduct recycling and waste diversion programs, to provide City with information sufficient to meet the City's reporting requirements to CalRecycle and other agencies under the Act, to meet City's other requirements under the Act, to arrange with persons in charge of day -to -day activities of Customers' LA #4824- 2518-6832 v2 -2- properties in the City for the collection, safe transport and disposal of Solid Wastes which may contain small amounts of household products with the characteristics of Hazardous Wastes, in a safe manner which shall minimize the adverse effects of collection vehicles on air quality and traffic, and that Contractor has the ability to indemnify City in accordance with this Agreement; and WHEREAS, the City Council finds and determines pursuant to California Public Resources Code § 40059(a)(1) that the public interest, health, safety and well- being, including the minimization of adverse impacts on air quality and traffic from excessive numbers of collection vehicles, the implementation of measures consistent with the City's Source Reduction and Recycling Element, would be served if Contractor were to be awarded an exclusive Franchise for collection, recycling, diversion and disposal of Solid Waste from Customers in the City, NOW, THEREFORE, the City and Contractor agree as follows: GRANT OF FRANCHISE. 1.1 Binding Agreement. In consideration of mutual promises and agreements made by the Parties and contained in this Agreement, the Parties agree to be bound by the terms and conditions of this Agreement and that this Agreement shall be binding upon their successors -in- interest. 1.2 Grant of Franchise, Exclusions. Except as expressly called out in this Agreement, Contractor is hereby granted the exclusive franchise, duty, right and privilege to provide Comprehensive Refuse Services to City and within boundaries of City subject to the terms and conditions set forth in this Agreement. 1.3 Exclusive Franchise. Contractor agrees that this Agreement is an "exclusive franchise" within the meaning of Public Resources Code § 40059. 1.4 Waiver of Rights. Contractor waives any right it may have to challenge the terms of this Agreement under federal, state or local law, or administrative regulation, except as provided in the dispute resolution provisions of Section 23 of this Agreement. 1.5 Recycling Agent. Contractor is hereby designated the City's authorized recycling agent as that term is used in Public Resources Code §41950. 1.6 Exclusions. (a) Construction and Demolition Materials. The collection and disposal of Construction and Demolition Materials from Customers through the use of Debris Boxes or other Bins is within the scope of this Agreement. However, accumulation, collection and recycling or disposal of Construction and Demolition Materials by a licensed contractor, e.g. a roofing contractor, performing work within the LA #4824 -2518 -6832 v2 -3- scope of the contractor's license, using equipment owned or leased by the contractor, is not within the scope of this Agreement. (b) Gardeners and Landscapers. This Agreement shall not prohibit gardeners and landscapers from collecting, transporting and composting or disposing of Green Waste, as long as they transport such Green Waste to an Green Waste Processing Facility, or other site permitted (or exempt from permitting) by CalRecycle, or its successor agency, in accordance with all governing laws and regulations and submit reports required by City. (c) Sale or Gift of Recyclable Materials. This Agreement does not prohibit any person from selling Recyclable Materials or giving Recyclable Materials away to persons or entities other than Contractor; however, in either instance: (1) the Recyclable Materials must be segregated from and not mixed with Solid Waste; and (2) the seller /donor may not pay the buyer /done any consideration for collecting, processing or transporting such Recyclable Materials, or as a consultation or broker's fee for recycling services. A discount or reduction in price for collection, disposal and /or recycling services for any form of unsegregated or segregated Solid Waste is not a sale or donation of Recyclable Materials and such Solid Waste does not qualify for this exception. (d) Self - Hauling. The City of Rosemead is currently drafting a self - hauling ordinance for consideration by the City Council to amend Chapter 8.32 of the Rosemead Municipal Code, permitting self - hauling of Solid Waste, Recyclable Materials, Bulky Waste and. Green Waste by persons subject to issuance of a permit by City and compliance with the conditions imposed by such permit. This Agreement does not prohibit such self - hauling provided the material is transported personally by the owner or occupant of such premises (or by his or her full -time employees but not including construction related employees or subcontractors) to a processing or disposal facility pursuant to a valid City issued self - hauling permit. (e) Other Services: Niche Recycling Services. City reserves the right to enter into agreements with other entities for other collection, diversion and recycling services not provided for in this Agreement, including but not limited to catch basin clean -outs, contract services and "niche' recycling services which Contractor does not currently provide. In the event the City wishes to provide a niche recycling service, e.g., collection of water heaters, in Residential or commercial areas, Contractor shall have the initial opportunity to provide such niche recycling service at an agreed upon rate by the City and the Contractor. 2. Contractor's Payments and other Considerations to City. 2.1 Contractor's Payments to City. In consideration of City's grant of the Franchise, Contractor shall pay, City in good and immediately available funds in United States Dollars: LA #4824 - 2518 -6832 v2 -4- (a) Franchising Payments. For the privileges granted to and conferred upon Contractor by City under the Agreement, Contractor shall pay to City the amounts set forth below ( "Franchising Payments "), over the Term of this Agreement, unless the Agreement is earlier terminated or specifically amended to require otherwise: 1. Initial Payment. Within fifteen (15) days of the Effective Date of this Agreement, Contractor shall pay City One Million Six Hundred Thousand Dollars ($1,600,000). 2. Annual Payments. Contractor shall pay to City each year the greater of Five Hundred Thousand Dollars ($500,000) or Ten Percent (10 %) of Gross Receipts. This amount shall be paid in quarterly installments of One Hundred Twenty Five Thousand ($125,000) or more on November 1st, February 1St, May 151, and August 1st of each year during the term of this Agreement, commencing on November 1, 2013, with the last payment due on November 1, 2023. 3. Services. As further consideration, Contractor shall provide to the City those services described in Section 6 below at no additional charge. 3. Term. 3.1 Effective Date. The Effective Date of this Agreement shall be the date entered on the first page of this Agreement which is the date by which Contractor and City have approved the Franchise Agreement (with all exhibits attached) and their respective authorized representatives have executed the Franchise Agreement. 3.2 Term of Agreement. The term of this Agreement ( "Term ") shall begin on the 1st day of August, 2013 ( "Service Commencement Date ") and expire on July 31, 2023, ( "Term Expiration Date'), subject to early termination or extension as may occur pursuant to this Agreement; certain obligations of the Contractor, including the obligation to make the final franchise payment, continue after the Term Expiration Date, as set forth elsewhere in this Agreement. 3.3 Minimum Diversion and Recycling Requirements. The continued privilege of Contractor to provide Comprehensive Refuse Services to City and within City's boundaries is subject to the satisfaction of each and all of the conditions set forth below, each of which may be waived in whole or in part by City. The Contractor must achieve all of the following Minimum Requirements. Failure to meet one or more of these requirements is a material breach of this Agreement and subjects Contractor to the assessment of liquidated damages, early termination, or other remedies provided for under this Agreement. (a) Diversion Rate. 1. On an annual basis, Contractor must achieve a diversion rate which meets or exceeds sixty percent (60 %) for citywide diversion as calculated using the CalRecycle diversion calculation. The Maximum Permitted LA 44824 -2518 -6832 v2 -5- Customer Rates contemplate this Minimum Diversion Rate. On or before the end of each month following the end of the previous month, Contractor shall provide all documents and information required by the Public Works Director to prove that it has complied with this Section 3.3 and all applicable laws related to recycling and diversions of municipal solid waste. 2. Contractor shall, in the event it cannot meet the City's diversion requirement after exhaustion of all feasible source reduction programs, send a minimum of seventy five percent (75 %) of refuses from commercial or multifamily customers, collected by weight for processing to recover recyclables, with a minimum recovery rate of 25% in accordance with the CalRecycle diversion calculation. (b) Change in Law. Should the law change after the Effective Date of this Agreement and require a higher Minimum Diversion Rate, then Contractor shall comply with such legally required Diversion Rates and may adjust the Maximum Customer Rates, as provided under Section 8.1 (b) "Adjustment Due to Change In Law." (c) Calculation of Diversion Rate. The Diversion Rate will be calculated in accordance with the CalRecycle diversion calculation as the tons of materials collected by Contractor from the provision of collection services that are sold or delivered to a Material Recovery Facility or Green Waste Processing Facility, recycler or re -user, net of all residue, according to the same method used by CalRecycle. (d) Multifamily and Commercial Recycling. Contractor must fully implement the Multifamily and Commercial recycling programs as set forth in Exhibit A in the time required by State and local law. (e) Food Waste Diversion Program. Contractor shall fully implement the program to divert food waste collected from all commercial food - service establishments in the City as set forth in Exhibit B. (f) Failure to Meet Minimum Requirements. Contractors failure to meet the minimum requirements set forth in this Section 3.3 may result in the imposition of liquidated damages and City's exercise of the remedies provided in Sections 23 and 24 below. In determining the appropriate remedy, City will consider the efforts put forth by the Contractor in implementing the required programs to meet Minimum Diversion Requirements and the methods and level of effort of the Contractor to fully implement the work plans attached to and included in this Agreement as Exhibits A, B, C, G and H. 4. Definitions. Whenever any term used in this Agreement has been defined by the Municipal Code of the City of Rosemead ( "Municipal Code') or Division 30, Part 1, Chapter 2 of the California Public Resources Code, the definitions in the Municipal Code or Public LA #4824- 2518 -6832 v2 -6- Resources Code shall apply unless the term is otherwise defined in this Agreement. For purposes of this Agreement the following definitions apply: "Act" or "AB 939" means the California Integrated Waste Management Act of 1989, codified in part at Public Resources Code §§ 40000 et seq., as it may be amended and as implemented by the regulations of the California Department of Resources Recycling and Recovery (CalRecycle), or its successor agency. "Agreement" or "Franchise Agreement" means this written Agreement between the City and Contractor, and all exhibits and documents incorporated by reference. Agreement Year" means each twelve (12) month period from August 1st to July 31 st each year, beginning on the Service Commencement Date. "Alternative Fuel Vehicle" means a vehicle whose engine uses a fuel other than gasoline or diesel fuel, such as compressed natural gas (CNG) or other fuel with comparably low emissions of air pollutants regulated under the California Clean Air Act, Health and Safety Code Section 39000 et seq. or the South Coast Air Quality Management District's rules and regulations including Rule 1193. "Bin" or "Bins" means those open -top rectangular metal containers provided by Contractor, with wheels, with or without plastic or metal lids, used for collection and storage of MSW, Recyclable Materials, Green Waste, Construction and Demolition Debris, or other materials to be collected by Contractor. Typical sizes of bins include 2, 3, 4 and 6 cubic yards. Bins are collected by a front load vehicle equipped with metal forks that are inserted into metal channels on either side of the Bin in order to lift Bin, empty the contents into the body of the vehicle, and return the Bin to the ground. "Box" means a large open -top rectangular metal containers used to store and transport MSW, Recyclable Materials, Green Waste, Construction and Demolition Debris, or other materials, collected using a special vehicle equipped with hooks and a winch to pull the box onto the flat bed of the truck for transport. "Bulky Items" means furniture, household appliances, carpets, mattresses , automobile tires, shipping creates and containers, oversized yard waste such as tree trunks and large branches if no larger than two feet (2) in diameter and four feet (4) in length, and other large bulky or heavy objects not normally discarded on a regular basis at residential, commercial or business establishments. Bulky Items do not include construction /demolition debris or consumer electronics, such as televisions, radios, computers and monitors which are regarded as Universal Waste Electronic Devices, the disposal of which is governed by the Department of Toxic Substances Control. "Business Days" means Monday through Friday, during the hours of 8:00 a.m. through 5:00 p.m., except for holidays recognized by City. LA #4824- 2518 -6832 v2 -7- "Cart" or "Carts" means those 32, 64 or 96- gallon containers with hinged lids provided by Contractor for the collection of Municipal Solid Waste, Solid Waste, Recyclable Material, and Green Waste. "City" means the City of Rosemead, California, and all of the territory lying within the municipal boundaries of the City as presently existing or as such boundaries may be modified during the Term. "City Representative" means the City Manager, or the City Manager's designee, authorized to administer and monitor the provisions of this Agreement. "City Service Sites" means those City properties or locations as set forth in Exhibit C, "City Service Locations," which is attached to and included in this Agreement. "Clean Material Recovery Facility" or "Clean MRF" means a material recovery facility other than a Dirty Materials Recovery Facility. "Collection" means the taking of physical possession of Municipal Solid Waste or Recyclable Materials from Customer premises, and their transport to the Materials Recovery Facility, Compost Facility, Construction Demolition and Debris processing facility, or Landfill. "Commercial Customer" means all premises in the City, other than Residential, Multifamily, or City Service Sites where Solid Waste, Recyclable Materials, and Organic Waste are generated or accumulated. The term "Commercial Customer" includes, but is not limited to, stores; offices; restaurants; rooming houses; hotels; motels; industrial and manufacturing, processing, or assembly shops or plants; hospitals, clinics, convalescent centers and nursing homes (non - medical waste). "Commercial Organic Waste" means Green Waste and Food Waste separated at the source of generation for inclusion in the Commercial Organic Waste Collection Service program. "Comprehensive Refuse Services" means the collection, transportation, processing, recycling, composting, conversion, retention and disposal of all Solid Waste, Organic Waste, (including Commercial Organic Waste, Food Waste, and Green Waste), Recyclable Materials, Construction and Demolition Materials, Bulky Item Materials, Household Hazardous Waste, and Universal Waste, all as defined in this Agreement, produced, generated and /or accumulated within the City. "Construction and Demolition Materials" or "C &D Materials" means discarded building materials, "inert wastes" as defined in Public Resources Code § 41821.3(a)(1) (rock, concrete, brick, sand, soil ceramics and cured asphalt), recyclable construction and demolition materials, packaging, plaster, drywall, rubble resulting from construction, remodeling, repair and demolition operations, LA #48242518-6832 Q -8- but does not include asbestos - containing materials. Construction and Demolition Materials, but not asbestos - containing materials, are within the scope of this Agreement, subject to the licensed contractor exception in Section 1.6 above. "Consumer Price Index" or "CPI' shall have the meaning set forth in Section 8 of this Agreement. "Container" means Cart, Bin, or Debris Box. "Contractor" means Consolidated Disposal, LLC ,a California Limited Liability corporation, a party to this Agreement. "Contamination" means materials which are not specified for collection in particular containers or for processing at either a Clean MRF or Dirty MRF and which would either interfere with such processing or reduce the quality and value of the recovered materials. For example, for purposes of collection, metals and plastics would constitute "contamination" if placed in a green waste container and tree trimmings would constitute "contamination' if placed in a recyclable materials container. "Customer" means the owner, occupant or user of premises at which MSW or recyclable materials are generated and then collected by Contractor. Customers include Residential Customers, Multifamily Customers, and Commercial Customers. City is also a receiver of collection services but not a Customer. "Customer with Disabilities" means a person who meets the eligibility requirements for a parking permit for a person with disabilities of the California Department of Motor Vehicles. "Dirty Materials Recovery Facility" or "Dirty MRF" shall mean a facility or that certain portion of a facility that processes Municipal Solid Waste to separate Recyclable Materials, Green Waste, Construction and Demolition Debris and other materials for sale to end users. In some cases the MSW processed at a Dirty MRF may have been collected in a special manner in order to reduce contamination, such as collecting at commercial premises with relatively dry MSW and routing to avoid collecting at commercial premises where wet MSW is generated, such as restaurants. "Disposal" means the burying of MSW at a permitted landfill or transformation at a permitted facility as further defined in Section 40192 of the California Public Resources Code. "Disposal Site" means such place or places specifically designated by the Contractor in Exhibit D, 'Recovery and Disposal Sites," for the disposal, or processing as appropriate, of Municipal Solid Waste and other materials as appropriate. "Diversion Rate" and "Minimum Diversion Rate" shall have the meaning set LA #4824 - 2518-6832 v2 -9- forth in Section 3.3 above. "Effective Date" means A Z(5 , 2012, the date by which Contractor and City have appr ed the Franchise Agreement (including all attachments) and their respective authorized representatives have executed the Franchise. "Franchise" means the exclusive right and privilege granted by this Agreement "Franchise Payment" means the negotiated payment agreed upon by the City and Contractor in consideration of City's grant of the Franchise to Contractor and which, inter alia, is intended to offset the City's expenses in administering this Franchise and to compensate City for damage to its streets, sidewalks, curbs and gutters and other infrastructure resulting from Contractor's exercise of this Franchise, the expenses of administering the program for the Solid Waste stream, reporting requirements under the Act and other related expenses. "Food Waste" means food scraps and trimmings from food preparation, including but not limited to: meat, fish and dairy waste, fruit and vegetable waste, grain waste, stable matter, and acceptable food packaging items such as pizza boxes, paper towels, waxed cardboard and food contaminated paper products. Food Waste is synonymous with "garbage" as that term is defined by Section 17225.30 of Title 14, California Code of Regulations. "Green Waste" means leaves, grass clippings, brush, branches and other forms of organic materials generated from maintenance or alteration of landscapes or gardens including, but not limited to, yard clippings, leaves, tree trimmings, prunings, brush and weeds and incidental pieces of scrap lumber, separated from the Solid Waste Stream. "Green Waste" does not include stumps or branches exceeding four inches (4 ") in diameter or four feet (4') in length, or palm fronds, or yucca, which are not suitable for composting. "Green Waste" is not a "Recyclable Material" but may be a form of Solid Waste if discarded into the waste stream. "Gross Receipts" means all money, whether paid by cash, check, debit or credit, or other consideration collected from customers by franchisee that relates in any way to solid waste handling services, whether the solid waste handling services occur wholly or partially within the City, including, but not limited to, collection, removal, and /or disposal of garbage, solid waste, construction and demolition debris, green waste, industrial waste, roofing materials, trash, litter, refuse and /or rubbish, as well as fuel surcharges. Gross Receipts shall also include all money received by any person other than the franchisee, where the money was paid to the person to avoid the franchisee's obligations and /or the franchise. Gross Receipts shall not include, or if included there shall be deducted (but only to the extent they have been included), the following: (1) if any sales taxes are levied on the franchisee's solid waste handling services in the City, the amount of State sales taxes collected in connection with the solid waste handling LA #4824- 2518 -6832 v2 -10- services in the City and remitted to the State pursuant to State law; (2) the amount of documented bad debt write -offs due to uncollectible accounts for solid waste handling services in the City, not to exceed three percent of gross receipts; and (3) revenues collected for solid waste handling services provided on behalf of the City through a written contract. "Hazardous Waste" means any waste materials or mixture of wastes defined as a "hazardous substance" or "hazardous waste" pursuant to the Resource Conservation and Recovery Act ( "RCRA "), 42 U.S.C. §§ 6901 et seq., the Comprehensive Environmental Response, Compensation and Liability Act ( "CERCLA "), 42 U.S.C. §§ 9601 et seq., the Carpenter - Presley- Tanner Hazardous Substance Account Act ( "HSAA" ), codified at California Health & Safety Code §§ 25300 et seq.; the Electronic Waste Recycling Act of 2003 (SB 20, Sher, Chapter 526, Statutes of 2003; SB 50, Sher, Chapter 863, Statutes of 2004; AB 575, Wolk, Chapter 59, Statutes of 2011), laws governing Universal Waste, including, but not limited to, Universal Waste Electronics Devices ( "UWED "), non -empty aerosol cans, fluorescent tubes, high- intensity discharge lamps, sodium vapor lamps, and any other lamp exhibiting a characteristic of a hazardous waste, batteries (rechargeable nickel- cadmium batteries, silver button batteries, mercury batteries, small sealed lead acid batteries, alkaline batteries, carbon -zinc batteries and any other batteries which exhibit the characteristic of a hazardous waste), mercury thermometers, mercury- containing switches, and all future amendments to any of them, or as defined by Cal Recycle or the Department of Toxic Substances Control, or by their respective successor agencies. If there is a conflict in the definitions employed by two or more agencies having jurisdiction over hazardous or Solid Waste, the term "Hazardous Waste" shall be construed to have the broader, more encompassing definition. "Household Hazardous Waste" means materials generated at the premises of Residential or Multifamily Customers that cannot be lawfully deposited in a Landfill, such as dry cell household batteries; cell phones and PDAs; used motor oil; used oil filters, fluorescent light bulbs; E- Waste; cleaning products, pesticides, herbicides, insecticides, and certain paints, automotive products, solvents, stripper, adhesives, and Universal Waste. "Maximum Permitted Customer Rates" shall have the meaning set forth in Section 8.1 below. "Material Recovery Facility" or "MRF" means a legally - permitted facility designated by the Contractor in Exhibit D that accepts, sorts, processes and stores MSW, single stream recyclable materials, and /or source separated Recyclable Materials in order to segregate individual commodities for sale "Minimum Diversion Requirements" means the quantitative requirements for diversion of collected material from solid was "Multi- Family Dwelling" or "MFD" means a building, dwelling unit or complex LA #4824-2518 -6832 v2 _11- containing multiple dwelling units that house five (5) or more residences. Apartment complexes, condominiums, townhouses and similar configured housing complexes are included. "Municipal Solid Waste or "MSW" means all fractions of discarded solid, semi- solid and liquid wastes, including garbage, trash, refuse, paper, rubbish, ashes, industrial wastes, construction /demolition debris, discarded home and industrial appliances, manure, vegetable or animal solid wastes, and other discarded substances or materials. "Organic Materials" means Green Waste and, upon approval from City, Food Waste. Organic Waste is a form of Solid Waste when discarded into the waste stream. "Organic Waste Processing Facility" means any facility designated by the Contractor in Exhibit D that is designed, operated and legally permitted for the purpose of receiving and processing Organic Waste. "Qualifying Senior" means a Customer sixty -two years of age or older qualifying as a person of low income under qualifying guidelines as provided by the City. "Recyclable Materials" is a part of the waste stream that can be reused or processed into a form suitable for reuse through reprocessing or remanufacture, consistent with the requirements of AB 939. The following list may be modified, by the mutual agreement of City and Contractor memorialized in writing executed by both Parties. As of the date of execution of this Agreement, Recyclable Materials includes, but is not limited to the following: 1. Aluminum cans; 2. Glass jars and bottles; 3. Steel, bi -metal and tin cans, and empty aerosol containers; 4. Plastic soft drink bottles and other Type #1 containers (PET - polyethylene terephthalate); 5. Plastic milk and water jugs and other Type #2 containers (HDPE- high density polyethylene); 6. Type #3 plastic containers (V- polyvinyl chloride); 7. Type #4 plastic containers (LDPE -low density polyethylene); 8. Type #5 plastic containers (PP- polypropylene); 9. Type #6 plastic containers (PS- polystyrene); LA #4824 -2518 -6832 v2 -12- 10. Type #7 plastic containers (other and commingled); 11. Film plastic, e.g., plastic bags, shrink wrap; plastic toys and tools, and other plastic materials (if readily identifiable as being recyclable); 12. PVC pipe; 13. Juice boxes and milk cartons (aseptic packaging, Tetra Pak®, and waxed cardboard); 14. Detergent containers; 15. Scrap metal, coat hangers and metal foil; 16. Newspapers and telephone books; 17. Mixed paper (e.g., ledger, computer, junk mail, magazines, paperback books, cereal boxes, envelopes, paper shopping bags and non - metallic wrapping paper); 18. Corrugated cardboard and chipboard; 19. Chlorofluorocarbons (when collected as Bulky Items); 20. Tires (when collected as Bulky Items;) and 21. Wood (incidental scrap pieces if set out for collection with Green Waste, and larger quantities when collected as Bulky Items ). "Residential Customer" generally means a Customer at a detached dwelling, or each unit of a duplex, triplex, or quadplex, a townhouse, a condominium unit or a mobile home of permanent character placed in a permanent location. "Scavenging" means the unauthorized removal of Recyclable Materials. Scavenging is prohibited by Public Resources Code § 41950. "Service Commencement Date" means August 1, 2013, the date upon which Contractor becomes solely responsible for providing Comprehensive Refuse Services to City and within City's boundaries. "Solid Waste" means and includes any materials defined as "solid waste" by Section 40191 of the California Public Resources Code, and specifically includes, without limitation, Recyclable Materials, Organic Waste, Bulky Items, and all other non - hazardous materials, excluding Universal Waste, that are discarded into the waste stream by the generator, or collected in exchange for a fee or any other consideration, regardless of form or amount. "Streets" shall mean all dedicated public rights -of -way within the existing or future corporate limits of the City. LA #4824 - 251"832 Q -13- "Term" means the operative life of this Agreement as provided in Section 3. "Transition Period" mean the period of time between the Effective Date and the Service Commencement Date. "Universal Waste" means and includes, but is not limited to, Universal Waste Electronic Devices' or "UWEDs," (i.e., electronic devices subject to the regulation of the Department of Toxic Substances Control, 23 CCR §§ 66273.1, et seq.), and other Universal Wastes, including, but not limited to non -empty aerosol cans, fluorescent tubes, high intensity discharge lamps, sodium vapor lamps, and any other lamp exhibiting a characteristic of a hazardous waste, batteries (rechargeable nickel- cadmium batteries, silver button batteries, mercury batteries, small sealed lead acid batteries [burglar alarm and emergency light batteries] alkaline batteries, carbon -zinc batteries and any other batteries which exhibit the characteristic of a hazardous waste), mercury thermometers, and mercury- containing switches. Also see Section 15 of this Agreement. "Work Days" means the days Monday through Friday, during the hours of 7:00 a.m. to 5:00 p.m., which is the general period Contractor provides regular collection services. 5. Compliance with Laws and Regulations. Contractor warrants that it will comply with all applicable laws, including implementing regulations, as they may be amended, specifically including, but not limited to RCRA, CERCLA, the Act, the Electronic Waste Recycling Act of 2003, laws governing Universal Waste, including, but not limited to, Universal Waste Electronics Devices, mercury thermometers, mercury- containing switches, regulations and orders of the California Department of Toxic Substances Control, the California Air Resources Board, CalRecycle, and their respective successor agencies, and all other applicable laws of the United States, the State of California, the County of Los Angeles, ordinances of the City, the requirements of Local Enforcement Agencies and all other agencies with jurisdiction. 6. Community Work to be Done. As part of the consideration for the grant of an exclusive franchise, Contractor shall provide the following services at no charge to City: 6.1 Collection from City Facilities. Contractor shall collect and dispose of all Solid Waste, Recyclable Materials, and Organic Waste generated at City facilities and at City -owned bus stops /public trash receptacles. Contractor shall also provide City with additional containers as needed in conjunction with City special events and City projects. Such locations, events, and projects are fully described in City Service Locations List (Exhibit C). 6.2 Collection of Abandoned Property. Contractor shall collect and remove abandon items dropped in City public right -of -way areas, at City parks, and other public locations. Collection shall be with a flatbed truck, or other comparable vehicle approved in writing by the Public Works Director, of the type used for Bulky Item collection. LA 44824 - 2518 -6832 v2 -14- Schedule and route shall be directed by the City and take place Monday through Friday, between 6:00 a.m. and noon, with no service on holidays. 6.3 Development Review. Contractor, upon City's request, shall assist the City in the review of applicants' plans for projects covered by Public Resources Code § 42911, including commercial and multi - family projects, to provide for effective and economical accumulation and collection of Solid Waste, Organic Waste and Recyclable Materials. 6.4 Communication with City; Emergency Service. Contractor shall establish and maintain an office and have an authorized supervisor as the point of contact for communications with the City. Contractor will provide cell phone numbers and /or other required contact information to City Staff to be used in case of an emergency. These emergency numbers can be used outside normal business hours and will be kept confidential. The Contractor's office shall have a twenty -four (24) hour telephone service and a responsible person in charge seven (7) days a week to receive all requests for emergency service which are forwarded by the City. Contractor shall respond and provide emergency service within two (2) hours from the time a call is placed by the City. Requests for routine service or complaint issues shall be resolved expeditiously within the following twenty -four (24) hour period. 6.5 Good Corporate Citizenship. Contractor's commitment to good corporate citizenship as the holder of an exclusive franchise in the City is set forth in Exhibit F. 7. Customer Service. 7.1 Regular Office Hours, Telephone Access, and Website (a) Local Office. Contractor shall maintain an office within the City, located at 3953 Muscatel Avenue, Rosemead, CA 91770, staffed for a minimum of twenty (20) hours per week throughout the term of this Agreement, commencing at least two (2) weeks before the Service Commencement Date. Contractor shall make a request to the City, if necessary, in order to change local office location. (b) Customer Calls. The Contractor shall have at all times during the hours between 7:00 a.m. and 6:00 p.m. Monday through Friday and 8:00 a.m. and 12:00 p.m. Saturday an employee available at Contractor's office to promptly answer inquiries and to receive and respond to complaints. Contractor's name shall be listed in Rosemead -area telephone directories under Contractor's name, at Contractor's expense. 7.2 Emergency/ After Hours Telephone Number. Contractor shall have an after -hours message center where customers can leave messages. Contractor will retrieve all voice and email messages the following business day. LA #4824 -2518 -6832 v2 7.3 Multilingual Service. Contractor shall provide customer service by telephone and on its website in English, Spanish, Mandarin, Vietnamese and such other languages that City reasonably determines to be necessary for communication with customers. 7.4 Accessible Customer Service. Customer service shall be provided in a manner that is accessible to persons with disabilities as required by the Americans With Disabilities Act and any other applicable law. 7.5 Customer Service and Complaint Logs. Contractor shall update customer records with any inquiries, service requests and complaints into a customer data base which shall be maintained in a manner that is reasonably available for inspection and review by City upon request. All calls shall be recorded. Contractor shall note the name and address of the complainant, the date and time of the complaint, the nature of the complaint, the name of the Contractor's employee taking the complaint, and the nature and date of Contractor's resolution of the complaint. Contractor shall inform all service recipients that all complaints shall be directed to Contractor. The complaint log shall be maintained on a computerized database format. The complaint log shall be available for inspection and review by City upon request. Contractor shall provide a summary of the complaint log to City monthly during the first (18) year of service and then quarterly thereafter for the duration of the Term at the City's request. 7.6 Service Responses. City and Contractor agree that the protection of public health, safety and well -being require that service complaints be acted on promptly. Contractor shall be responsible for the prompt and courteous attention to, and prompt and reasonable resolution of, all service recipient complaints. (a) Missed Pick -Ups. In the case of a complaint of a missed collection, Contractor shall make the collection on the date of the call if the call is received by 10:00 a.m. and before noon the following collection day if the complaint is received after 10:00 a.m. (b) Other Complaints. Contractor will respond to all complaints from service recipients, other than missed - pickups, within one (1) working day of receiving the complaint. 7.7 Overflowing Containers /Bins. In the event that Customers regularly produce more refuse that their current service level allows, Contractor may initiate a process to increase service levels. In such case, Contractor shall document the incident with a photograph, date, time, and send notice to the Customer. Upon three (3) such incidents in a six (6) month period, the Contractor shall notify the City. If, upon further review, such overflow persists, Contractor may increase service levels to the customer. 7.8 Contaminated Containers /Bins. If Customers dispose of improper materials in recycling containers, Contractor may initiate a process to remove recycling containers. In such case, Contractor shall document the incident with a photograph, LA #48242518 -6832 v2 date, time and send notice to the customer. Upon three (3) such incidents in a six (6) month period, the Contractor shall notify the City. If, upon further review, such contamination persists, Contractor shall be allowed to remove recycling containers that were provided to the customer. 8. Customer Rates and Billing Procedures. 8.1 Rates for Service. (a) Maximum Permitted Customer Rates. Contractor shall not charge rates (or additional charges, fees, or penalties) in excess of the Maximum Permitted Customer Rates specified on Exhibit E attached to this Agreement, including the Qualifying Senior and Customers with Disabilities discounts. (b) Adjustments To Maximum Permissible Service Rates; Five Percent Annual Maximum. On August 1, 2014 and annually thereafter, the Maximum Permissible Rates shall be adjusted by the lesser of Five Percent (5 %) or the "Cost Increase Percentage." Cost Increase Percentage shall mean: [.70(Percentage Change in CPI) + .30 (Percentage Change in Disposal/Tipping Fee.)] 2. 'Percentage Change in CPI' shall mean the percentage change in the All Urban Customers, Los Angeles, Riverside, Orange County index, for the previous 12 -Month period ending in May. (For instance, an August 1, 2014, Percentage Change in CPI would be the change between the CPI index in May 2014 and the CPI index in May 2013.) 3. 'Percentage Change in Disposal/Tipping Fee" shall mean the Average Municipal Disposal Fee charged at landfills within a fifty (50) mile radius of the City, calculated during the previous year. 4. Adjustment Due to Change In Law. As used herein, "Change in Law" means the enactment, issuance, adoption, repeal, amendment or modification of any federal, state or local statute, ordinance or regulation, or a regulatory agency or other administrative agency interpreting a regulation or statute, or a judicial decision interpreting a law, statute, ordinance or regulation, in a manner different than relied upon by municipalities and the solid waste and collection industry. Contractor may adjust the Maximum Customer Rates by an amount equal to the increase or incremental increase, as the case may be, in the reasonable costs (i.e. on any direct or indirect cost, whether fixed or variable) of Contractor's provision of services under this Agreement that are caused by the Change in Law. Contractor shall provide to the City and the public detailed information supporting the proposed increase in Maximum Customer Rates, which may not be retroactive. If within sixty days after receiving LA #4824- 2518 -6832 v2 -17- the notice of adjustment and supporting documents, or upon failure to receive adequate supporting documents, the City concludes that the increase exceeds the reasonable increased costs for providing the new service, City may notify the Contractor that it is in default under this Agreement. 8.2 Contractor to Bill. The Contractor shall be solely responsible for the billing and collection of payments from Customers. Quarterly customer bills for services shall be submitted and collected by the Contractor in advance of the quarters service. A thirty -day grace period shall be allowed prior to the charge of any late fee or penalty. 8.3 City Provided Billing Inserts. City may provide educational and other material to Contractor for inclusion in the invoices mailed by Contractor to Residential, Multifamily and Commercial Customers for collection services. Contractor shall not charge the City for the inclusion of additional educational or other materials in the invoices provided the inclusion of such City requested materials does not exceed the cost for standard postage for any mailing. 8.4 Delinquent Service Accounts. (a) Residential Accounts. Contractor agrees not to discontinue service to Residential customers. Residential Customers (owners or tenants) who have not remitted required payment within one hundred twenty (120) days after the date of billing shall be notified by Contractor on forms that contain a statement that if payment is not received within fifteen (15) days from the date of the notice, the delinquent and unpaid charges, including a 1.5% monthly interest charge. (b) Commercial and Other Accounts. Contractor agrees to not discontinue service to a commercial or debris box customer until customer's account has been delinquent for a period of at least sixty (60) days. If the Contractor terminates service to any non - paying person, corporation or entity, such person, corporation, or entity as a condition precedent to re- establishment of such service, shall comply fully with all of the then billing policies and practices of the Contractor, including, but not limited to, requirement of payment by cash or cash equivalent, prepayment of one full billing cycle, a security deposit, payment of all costs of collection of monies owed to Contractor, and payment of a reinstatement fee. In addition, delinquent accounts shall be charged a 1.5% monthly late fee on the delinquent balance. If the Contractor discontinues service for non - payment, Contractor shall, upon City request, give written notice to the City Manager of any discontinuance of service for nonpayment, giving the name and address of the customer(s). Residential Services. Contractor shall provide refuse collection service to Residential Customers as set forth in this Section 9 and Exhibit G. "Residential Services." 9.1 Weekly Service. Contractor shall provide refuse collection service at an interval not less than once per week to all Residential Customers' properties in the City. LA 44824-2518 -6832 v2 _18- Contractor will provide fully automated Solid Waste, Recyclable Material and Green Waste containers for residential customers. The standard Cart is 96- gallons, but Residential Customers may request a smaller size container, which the Contractor will provide within fourteen (14) days. Extra recycling and green waste containers shall be provided at Residential Customers' request. 9.2 Temporary Bin and Box Service. Contractor shall provide temporary Bin and Box service, including Construction and Demolition Debris Bins, to Residential Customers. Contractor shall deliver such Bin or Box within 24 (twenty-four) hours of request (not including weekends or holidays). 9.3 Bulky Items Service. Contractor shall provide Bulky Items collection to all residential customers upon requests. A Customer shall have the right to twenty- five (25) Bulky Items pickups per year, with up to five (5) items per pickup. Such pickup shall take place on the regularly scheduled collection day. Customers must call in at least forty -eight (48) hours prior to scheduling a pickup. 9.4 Holiday Tree Collection. Contractor shall collect all holiday trees discarded by any residential customer on the first two regularly scheduled collection days after Christmas Day. 9.5 Backyard /Off- Street Collection Option. Contractor shall provide a backyard /off- street collection service to residential customers that request such service. Contractor shall remove all Carts and place them out for collection service and return Carts to the storage area after collection. Contractor may charge Customers for this service up to the amounts set forth in Exhibit F, which includes a discount program for Qualifying Seniors or Customers with Disabilities set forth in that exhibit. This service shall be provided at no additional charge to the extent necessary to comply with the provisions of the Americans with Disabilities Act or any similar state law. 10. Multifamily and Commercial Services. Contractor shall provide refuse collection service to Multi - Family and Commercial Customers as set forth in this Section 10 and Exhibit H, "Commercial and Multi - Family Services." 10.1 Regular Service. Contractor shall provide refuse collection service at an interval of at least once per week to all customers at multi - family /commercial properties in the City. Contractor will provide 1.5, 2, 3, 4 and 6 cubic yard Bins upon request. As an alternative to Multifamily or Commercial Customers that do not have adequate space or generate enough waste to necessitate a Bin, Contractor shall offer customers automated 96- gallon Carts for Solid Waste, Recycling and Green Waste. Such service shall be billed based on the number of Solid Waste containers provided and number of pickups per week. After completion of a waste audit, the City shall make the final determination as to whether a customer will receive an automated collection container. 10.2 Bulky Item Service. Contractor shall provide Bulky Item collection to all Multi- family Customers in the City without any additional charge. Such collection will be LA 1!4824- 2518 -6832 v2 -t 9- limited at four (4) items per pickup, with up to four (4) pickups that may be scheduled each year. Such pickup shall take place on the regularly scheduled collection day. Multi- family Customers must schedule a pickup at least forty -eight (48) hours in advance, excluding weekends and holidays. Other Commercial customers, including the managers of multi - family properties, may participate in this collection program described in Exhibit H, "Commercial and Multi- family Services," paying no more than the Maximum Permitted Customer Rates in Exhibit F. 10.3 Recycling. In compliance with State law, Contractor shall provide recycling collection services to Commercial customers, in compliance with provisions included in Assembly Bill 341 and the City's local commercial solid waste recycling ordinance. Such recycling services will be directed at Commercial customers that generate 4 cubic yards of solid waste per week or multi - family dwellings with 5 or more units. Further, the Contractor shall meet provisions listed in Public Resources Code Section 42649, which include developing a source separation or mixed waste processing program for recyclable materials. Such programs will be established between Commercial customers and Contractor and include outreach programs, reporting requirements, enforcement provisions for meeting requirements established related to commercial recycling. In addition, in the event Contractor cannot meet the City's diversion requirement after exhaustion of all feasible source reduction programs, Contractor shall send a minimum of 75 % of commercial or multifamily refuse collected by weight for processing to recover recyclables, with a minimum recovery rate of 25 %. Contractor shall provide City with written documentation to confirm materials processed. 10.4 Waste to Energy. Contractor shall send a sufficient amount of refuse from which recyclable materials have been removed to a waste -to- energy facility for the City to receive diversion credit for ten percent (10 %) of the total solid waste collected by Contractor per year. Such credit should not be less than five thousand (5,000) tons of diversion credit per year. The City reserves the right to request that additional refuse materials be sent to a waste -to- energy facility if it is necessary to meet Minimum Diversion Requirement. 10.5 Repositioning of Bins. Contractor may not charge additional fees for "scout" or "swamper" services required to position bins for proper collection. If positioning a bin is required, the bin shall not be left in a location that will obstruct traffic or access through the public right -of -way. 11. Collection Routes. 11.1 Collection Routes. The schedule of collections shall be subject to the approval of the Public Works Director. The Contractor shall prepare and file with the Public Works Director a collection schedule, together with a composite map of the routes and a list of all addresses in each route, indicating the collection days for each area. 11.2 Subsequent Collection Route Changes. The Contractor shall submit to the Public Works Director, in writing, any proposed route change (including maps LA #4824 -2518 -6832 v2 -20- thereof) not less than thirty (30) calendar days before the proposed date of implementation. If the route change will change the collection day for a Customer, the Contractor shall, at its expense, provide written notice with postage prepaid and forwarded through the United States mail or by personal service, notify each Customer of the day or days of the week on which service will be provided. The notice shall contain the day or days of the week upon which the collection will be made, the name, address and telephone number of the Contractor, and other information deemed necessary by the Public Works Director. The notice shall be paid or personally served not less than fourteen (14) days before the change. If the Public Works Director so directs, the Contractor shall also publish a notice with the same information in a newspaper of local circulation once each week for two successive weeks immediately prior to the change in the collection schedule. 11.3 Collection Route Audits. The City reserves the right to conduct audits of Contractor's collection routes. The Contractor shall cooperate with the City in connection therewith, including permitting City employees or agents, designated by the City Representative, to follow behind the collection vehicles in order to conduct the audits. The Contractor shall have no responsibility or liability for the salary, wages, benefits or worker compensation claims of any person designated by the City Representative to conduct such audits. 12. Public Outreach Services. 12.1 General. Contractor shall be responsible for providing outreach bill inserts describing programs, services, and events. Contractor shall include such program inserts at least twice annually with the approval of City prior to distribution. 12.2 Waste Generation and Characterization Studies. Contractor acknowledges that City must perform Solid Waste generation and characterization studies periodically to comply with AB 939 requirements. Contractor agrees to participate and cooperate with City and its agents and to perform studies and data collection exercises, as needed, to determine weights, volumes and composition of Solid Waste generated, disposed, transformed, diverted or otherwise processed to comply with AB 939. 13. Collection Equipment. 13.1 General. Contractor warrants that it shall provide adequate numbers of vehicles and equipment for the collection, transportation, recycling and disposal services for which it is responsible under this Agreement. All collection vehicles used by Contractor in the performance of services under this Agreement shall be of a high quality. The vehicles and equipment to be used are specified in Exhibit I. 13.2 Identification. The vehicles used pursuant to this Contract shall have the name of the Contractor, the Contractor's local telephone number, and a unique vehicle identification number for each vehicle prominently displayed on all collection vehicles. The vehicles shall also display a statement as to the type of alternative fuel being used. LA #4824- 2518 -6832 Q -21- 13.3 Alternative Fuels. The Contractor shall use alternative fuel vehicles approved by the South Coast Air Quality Management District for fully automated refuse collection services. Vehicles shall meet all requirements specified per AQMD Rule 1193 as it may be amended from time to time. 13.4 Fully Automated Residential Collection. Vehicles used for Residential collection services shall be fully automated side - loading refuse trucks, using a fully mechanized arm to pick up and dump automated waste collection containers. Drivers shall not be required to exit the vehicle to assist with securing the containers to, or lifting the containers into, the refuse collection truck. 13.5 Registration and Inspection. All vehicles utilized by Contractor in the performance of this Agreement shall be registered with the California Department of Motor Vehicles. All vehicles shall pass the required periodic California Highway Patrol biennial inspection of the terminals ('BIT'). Within fifteen (15) days of the BIT inspection, Contractor shall provide records from all of the terminal(s) responsible for the maintenance and repair of equipment used in the City. All vehicles and equipment used by Contractor in the performance of this Contract shall be subject to inspection by the City upon twenty -four (24) hours notice by the Public Works Director. 13.6 Drivers and Operators. All drivers employed by Contractor and operating equipment in the City shall be properly licensed for the class of vehicle they drive, enrolled in the Department of Motor Vehicles Employee Pull Notice (EPN) program, and abide by all State and federal regulations for driver hours and alcohol and controlled substances testing. 13.7 Litter, Spills. Each of Contractor's vehicles shall be constructed and used in a manner so that no part of the waste stream will blow, fall, or leak out of the vehicle. All waste shall be transported by means of vehicles which are covered in such a manner as to securely contain all waste and to prevent such waste from projecting, blowing, falling or leaking out of the vehicles. Any waste dropped or spilled in collection, transfer or transportation shall be immediately cleaned up by Contractor. A broom and a shovel shall be carried at all times on each vehicle for this purpose. 13.8 Avoiding Damage to Streets. Contractor shall use commercially reasonable efforts to prevent damage to all streets over which its collection equipment may be operated, and Contractor shall obtain all required approvals for operation of its Collection vehicles on private streets and parking lots. Contractor shall use commercially reasonable efforts to prevent spills of fuel, fluids (such as oil, hydraulic fluid, brake fluid, etc.) on streets, and if such a spill occurs, Contractor shall within 1 hour notify the City (including the Public Works Director or his /her designee) and all proper regulatory authorities of said spill and release of fluids, and shall clean, at Contractor's expense, the spilled fluids in coordination with, and to the satisfaction of, City and applicable regulatory agencies. Upon a release of such fluids, the driver shall immediately park the vehicle and it shall remain parked until the leak is repaired. In such event Contractor shall not park the leaking vehicle within two hundred (200) feet of a storm drain and shall utilize absorbent, sand bags or other appropriate means to LA 114824- 2518 -6832 v2 -22- prevent leaking fluids from entering storm drains. In the event of any type of spill or other emergency, Contractor shall be responsible for securing the immediate safety of the vehicle driver, all other employees of Contractor and all persons and property in the surrounding vicinity. Contractor shall not transfer loads from one vehicle to another on any public street or private roadway, unless it is necessary to do so because of mechanical failure or damage to a collection vehicle which renders it inoperable and the vehicle cannot be towed. In addition, each collection vehicle shall be equipped with trash bags, masking tape and notice of non - collection tags for the purpose of separating hazardous waste for return to the generator. 13.9 Communications. A communications device such as a two -way radio or a cellular telephone shall also be maintained on each vehicle at all times. 13.10 Equipment Storage. Contractor shall not store any vehicle or equipment on any public street, public right -of -way or other public property in the City without obtaining a Encroachment Permit from the Public Works Department and prior written consent of the Public Works Director. 13.11 Equipment Removal. Should the Public Works Director at any time give written notification to Contractor that any vehicle does not comply with the standards in this Agreement, the vehicle shall be promptly removed from service by Contractor and not used again until inspected and authorized in writing by the Public Works Director. 13.12 Equipment Maintenance. All vehicles shall be properly maintained, kept clean and in good repair, and shall be uniformly painted. All vehicles used in performance of this Contract shall be maintained and operated in conformance with all applicable laws, statutes, rules and regulations. In performance of this Contract, the issuance of four (4) or more vehicle, driver /operator or other citations that relate in any way to this Contract within a 12 month period shall be deemed to be breach of this Contract. Quarterly reports setting forth information regarding Contractor's vehicles and equipment shall be prepared on such form as required by the Public Works Director. Each quarterly report shall be submitted on or before the 15th day of the month following the end of the previous calendar quarter. 13.13 Compliance. Contractor warrants that it will comply with all measures and procedures promulgated by all agencies with jurisdiction over the safe and sanitary operation of all its equipment. 13.14 Private Streets, Alleys and Parking Lots. Contractor agrees to use its best efforts to prevent damage to private streets, alleys and parking lots over which its collection equipment may be operated, to obtain all required approvals for operation of its collection vehicles on private streets, alleys and parking lots. 13.15 Safety Equipment. All collection equipment used by Contractor shall have appropriate safety markings including, but not limited to, highway lighting, flashing and warning lights, clearance lights, and warning flags. All such safety markings shall be subject to the approval of the City and shall be in accordance with the requirements LA 94824- 2518-6832 v2 -23- of the California Vehicle Code, as may be amended from time to time. All collection vehicles shall be equipped with audible back -up warning devices. 13.16 Vehicle Signage and Painting. Collection vehicles shall have the Contractor's name, Contractor's customer service telephone number, and a vehicle identification number on each side of the vehicle in type that is easily read by the public. 13.17 Maintenance Log. Contractor shall maintain a maintenance log for each collection vehicle. The log shall at all times be accessible to City upon request of City Representative, and shall show, at a minimum, each vehicle's Contractor - assigned identification number, date purchased or initially leased, dates of performance of routine maintenance, dates of performance of any additional maintenance, and description of additional maintenance performed. 13.18 Equipment Inventory. On or before the Service Commencement Date and upon City's request thereafter, Contractor shall provide to City an inventory of collection vehicles and major equipment used by Contractor for collection or transportation and performance of services under this Agreement. The inventory shall indicate each collection vehicle by Contractor assigned identification number, DMV license number, the age of the chassis and body, type of fuel used, the type and capacity of each vehicle, the number of vehicles by type, the date of acquisition, the decibel rating and the maintenance status. Upon City request, Contractor shall submit to the City Representative, either by Fax or e -mail, an updated inventory annually to the City or more often at the request of the City Representative. Each vehicle inventory shall be accompanied by a certification signed by Contractor that all collection vehicles meet the requirements of this Agreement. Vehicles and equipment shall be not more than three years old. 13.19 Reserve Equipment. The Contractor shall have available to it, at all times, reserve collection equipment which can be put into service and operation within one (1) hour of any breakdown. Such reserve equipment shall correspond in size and capacity to the equipment used by the Contractor to perform the contractual duties. 13.20 Containers. (a) Containers (Carts, Bins, and Boxes) provided to Customers of Contractor for storage, collection or transportation of solid wastes shall meet the requirements designated by the Public Works Director as well as State of California minimum standards for solid waste handling established under Public Resources Code Section 43020 and applicable health requirements. The Public Works Director shall have the right to approve the color of containers, manufacturer of containers, and lettering and decals used on containers. Contractor shall repair or replace any container which is damaged, broken, lost or stolen with a container approved by the Public Works Director at no cost. (b) All containers used by Contractor in the performance of solid waste handling services shall be marked with Contractor's name and telephone number in LA #4824 -2518 -6832 v2 -24- letters which are easily read by the general public. All solid waste containers used in the performance of this Contract shall be kept clean and in good repair to the satisfaction of the Public Works Director. Contractor shall also regularly inspect containers and bins and be responsible for the prompt removal of graffiti from such containers /bins. 14. Privacy. 14.1 General. Contractor shall observe and protect the rights of privacy of service recipients. Information identifying individual service recipients, or the composition or contents of a service recipient's Solid Waste, Recyclable Materials, or Organic Waste shall not be revealed to any person, governmental unit, private agency or company, unless upon the authority of a court of law, by statute, or upon valid authorization of the service recipient. This provision shall not be construed to preclude Contractor from preparing, participating in, or assisting in the preparation of waste characterization studies or waste stream analyses which may be required by the Act, or preparing and distributing public awareness materials to service recipients. 14.2 Mailing Lists. Contractor shall not market or distribute mailing lists with the names and addresses of service recipients. 14.3 Privacy Rights Cumulative. The rights accorded service recipients pursuant to this Section shall be in addition to any other privacy rights accorded service recipients pursuant to federal or state law. 15. Service Exceptions; Hazardous and Universal Waste. 15.1 Hazardous Waste Inspection, Diversion and Reporting. Contractor reserves the right and has the duty to inspect Solid Waste put out for collection and to reject Solid Waste observed to be contaminated with Hazardous Waste. Should Contractor find or observe reportable quantities of Hazardous Waste put out for collection with Solid Waste, Contractor shall notify all agencies with jurisdiction, including the California Department of Toxic Substances Control and Local Emergency Response Providers and, if appropriate, the National Response Center, of reportable quantities of Hazardous Waste, found or observed in Solid Waste observed or collected anywhere within the City. In addition to other required notifications, if Contractor observes any substances which it or its employees reasonably believe or suspect to contain Hazardous Wastes unlawfully disposed of or released on City property, including storm drains, streets or other public rights of way, Contractor shall notify the Public Works Director, or the Public Works Director's designee immediately. 15.2 Universal Waste Handling. Contractor shall handle Universal Waste Electronic Devices (UWEDs) and cathode ray tubes (CRTs) and other Universal Wastes, including, but not limited to non -empty aerosol cans, fluorescent tubes, high intensity discharge lamps, sodium vapor lamps, and any other lamp exhibiting a characteristic of a hazardous waste, batteries (rechargeable nickel- cadmium batteries, silver button batteries, mercury batteries, small sealed lead acid batteries [burglar alarm and emergency light batteries] alkaline batteries, carbon -zinc batteries and any other LA #4824- 2518 -6832 v2 -25- batteries which exhibit the characteristic of a hazardous waste), mercury thermometers, mercury- containing switches, and any other Universal Wastes disposed of improperly into the Solid Waste stream in a manner consistent with the applicable regulations of the Department of Toxic Substances Control, or its successor agency. 15.3 Hazardous and Universal Waste Diversion Records. Contractor shall maintain records showing the types and quantities, if any, of Hazardous and Universal Wastes found in Solid Waste and which was collected from service recipients within the City, but diverted from land filling, and the diversion addresses. 16. Ownership of Solid Waste, Recyclable Materials, Organic Waste and Construction and Demolition Materials. Ownership of Solid Waste, Organic Waste, and Recyclable Materials shall pass, by operation of law, to Contractor at such time as said materials are placed for collection in Containers for collection by Contractor. Ownership and the right to possession of Solid Waste, Recyclable Material, Organic Waste and Construction and Demolition Materials placed for collection shall transfer directly from the service recipient to Contractor, by operation of law and not by virtue of this Agreement. At no time does the City obtain any right of ownership or possession of Solid Waste or any Hazardous Waste illicitly placed for collection in a Solid Waste Container, and nothing in this Agreement shall be construed as giving rise to any inference that City has any such rights. 17. Marketing and Diversion of Recyclable Materials Contractor agrees to divert all Mixed Recyclable Material /Solid Waste, Recyclable Materials and Organic Waste from disposal in landfills or transformation facilities, to the extent feasible, and to obtain maximum diversion credit. 18. Contractor's Books and Records; Audits 18.1 Record Retention. In addition to the requirements set forth elsewhere in this Agreement, Contractor shall maintain all records relating to the services provided hereunder during the Term and an additional period of not less than three years, or any longer period required by law. The City shall have the right, upon five business days advance notice, to inspect, copy and audit all records relating to this Agreement, including, but not limited to, service recipient lists, billing records, maps, and customer complaints. Such records shall be made available to City at Contractor's regular place of business, or other place agreed to by City and Contractor, within the County of Los Angeles. 18.2 Underpayment. Should any examination or audit of Contractor records reveal an underpayment of any payment required to be paid to City under this Agreement, the amount of such underpayment, plus interest at the maximum rate permitted under California law, shall become due and payable to City not later than thirty days after written notice of such underpayment is provided to Contractor by City. LA #4824- 2518 -6832 v2 _26_ Should an underpayment of more than five percent (5 %) be discovered, Contractor shall bear the entire cost of the examination or audit. 19. Integrated Waste Management Act; Reporting Requirements. Contractor shall cooperate with City in Solid Waste disposal characterization studies and waste stream audits and shall implement measures adequate to achieve the diversion goals set forth in this Agreement. During the Term of this Agreement, Contractor, at no expense to City, shall submit to City all relevant information and reports required to meet the reporting obligations imposed by CalRecycle under the Act, as amended. Contractor agrees to submit such reports and information by email or on computer discs, in a format acceptable to City at no additional charge, if requested by City. 20. Reports. 20.1 Periodic Reports. Contractor shall submit to City monthly reports setting forth any complaints (e.g. written or oral comments received by Contractor expressing dissatisfaction with Contractor or any services provided by Contractor that relate in any manner to this Contract); the total amount (in tons) of solid waste which Contractor collected in the City of Rosemead during the reportable month; the total weight (in tons) of solid waste disposed of by Contractor at landfills and transfer stations which Contractor collected in the City of Rosemead during the reportable month; the total weight and the weight by material category (in tons) of solid waste disposed of by Contractor at recycling and materials recovery facilities during the reportable month which Contractor collected in the City; the name and location of all solid waste and recycling facilities where City materials were delivered; and such other tonnage or other information as requested by the Public Works Director including, but not limited to, weigh tickets and recycling records. Such monthly reports shall be prepared on such form as required by the Public Works Director. In addition, on a quarterly basis, the Contractor shall submit to the City any equipment, terminal safety, employee safety and inspection reports, citations, records and other documents for all Contractor's operations and activities that relate in any way to this Contract including, but not limited to, periodic California Highway Patrol biennial terminal inspection reports; vehicle citations; California Highway Patrol Incident reports; citations issued to drivers /operators; other citations issued to the Contractor or its employees; California Occupational Safety and Health Administration 300 reports; and Lead Environmental Agency inspection /compliance reports. Each quarterly report and accompanying reports /citations shall be submitted on or before the 15th day of the month following the end of the quarter (i.e. report due January 15 for first quarter after the Effective Date) and submitted to: Public Works Director City of Rosemead 8838 East Valley Blvd Rosemead, CA 91770 LA #4824 -2518 -6832 v2 -27- Contractor shall comply with all recycling and diversion requirements imposed by law, ordinance, or regulation on the City. Monthly reports stating the total amount (in tons) of solid waste which Contractor landfilled, recycled and collected should accurately reflect a sixty percent (60 %) diversion rate as required by the City. At the end of each quarter, monthly reports will be evaluated for AB939 compliance. Failure to comply with the recycling and diversion requirements shall be a material breach of this Contract. 20.2 Reporting Additional Matters. Contractor shall provide City two copies (one to the City Representative, one to the City Attorney) of all correspondence, reports, pleadings, applications, notifications, notices of violation, communications or other material relating specifically to Contractor's performance of services pursuant to this Agreement, submitted by Contractor to, or received by Contractor from, the United States or California Environmental Protection Agency, CalRecycle, or its successor agency, the California Department of Toxic Substances Control, or its successor, the Fair Political Practices Commission, the cognizant Local Enforcement Agency, or its successor, the Securities and Exchange Commission or any other federal, state or county agency, including any federal or state court. Copies shall be submitted to City within a reasonable time subsequent to Contractors filing or submission of such matters with said agencies. Contractors routine correspondence to said agencies need not be routinely submitted to City, but shall be made available to City upon written request. 20.3 CERCLA Defense Records. City views the ability to defend against CERCLA and related litigation as a matter of great importance. For this reason, the City regards the ability to prove where its Solid Waste was taken, as well as where it was not taken, to be matters of concern. Contractor shall maintain data retention and preservation systems, which can establish where Solid Waste collected in the City was landfilled (and therefore establish where it was not landfilled) and a copy or summary of the reports required by Section 15.3 for fifty years after the Term during which collection services are to be provided pursuant to this Agreement and to notify City's Risk Manager and City Attorney before destroying such records. This provision shall survive the expiration of the period during which collection services are to be provided under this Agreement. 21. Indemnification and Insurance. 21.1 Indemnification re Certain Challenges to Agreement. Contractor, upon demand of the City, made by and through the City Attorney, shall indemnify, hold harmless, protect City and appear in and defend the City and its elected officials, officers, employees and agents, ( "Indemnitees ") in any claims or actions by third parties, whether judicial, administrative or otherwise, including, but not limited to disputes and litigation over the definitions of "Solid Waste" or "Recyclable Material," asserting rights under the dormant Commerce Clause or any other federal or state law, including, but not limited to the anti -trust laws with respect to the provision of Comprehensive Refuse Services in the City, and challenges to the certification or implementation, imposition, adjustment or collection of any rate, interest, penalty or other fee under the Agreement. This provision shall survive the expiration of the period during which collection services are to be provided under this Agreement. City and LA #4824 - 2518 -6832 v2 -28- Contractor agree to confer following any trial to decide jointly whether to appeal or to oppose any appeal. In the event City and Contractor agree to appeal, or to oppose any appeal, City and Contractor agree to share equally the costs of appeals. Should either City or Contractor decide to appeal, or to oppose an appeal, and the other decide not to appeal, or to oppose an appeal, the party which decides to appeal, or to oppose an appeal, shall bear all fees and costs of the appeal or the opposition to the appeal. 21.2 Indemnification Regarding Article XIII C and XIII D. City intends to comply with all applicable laws concerning the Maximum Permitted Customer Rates provided under this Agreement. Upon thorough analysis, the Parties have determined and agree that the Maximum Permitted Customer Rates for the Solid Waste Handling Services provided under this Agreement are not subject to California Constitution Articles XIIIC and XIIID because, among other reasons, such services are provided by a private corporation and not by City, Contractor independently establishes, charges and collects the compensation for said services within the limits established in this Agreement, the receipt of said services is voluntary and not required of any property within City, and any owner or occupant of property within City has the opportunity to avoid the services provided under this Agreement either through self - hauling or use of property in such a manner that Solid Waste is not generated as set forth in pursuant to Section 1. Nevertheless, this is a legal determination which is subject to changes in the law and further interpretations of the law. Accordingly, Contractor shall defend, indemnify and hold harmless the Indemnities from and against any and all Claims of any kind whatsoever paid, imposed upon, endured or suffered by or assessed against the Indemnitees resulting in any form from the Maximum Permitted Customer Rates provided for the Solid Waste Handling Services under this Agreement, or the rates actually charged by the Contractor for its services, or from the consideration received by City for the grant of an exclusive franchise. Nothing herein is intended to imply that California Constitution Articles XIIIC and XIIID apply to the provision of Maximum Rates for the Solid Waste Handling Services provided under this Agreement or the Customer Rates, rather this section is provided merely to allocate risk of loss as between the Parties. 21.3 Environmental Indemnification and Compliance. Contractor shall indemnify, defend, protect and hold harmless City, its elected officials, officers, employees, volunteers, agents, assigns and any successor or successors to City's interest from and against all claims, actual damages (including, but not limited to special and consequential damages), natural resource damages, punitive damages, injuries, costs, response, remediation and removal costs, losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties and expenses (including but not limited to attorneys' and expert witness fees and costs incurred in connection with defending against any of the foregoing or in enforcing this indemnity) of any kind whatsoever paid, incurred or suffered by, or asserted against, City or its elected officials, officers, employees, volunteers or agents arising from or attributable to any repair, cleanup or detoxification, or preparation and implementation of any removal, remedial, response, closure or other plan (regardless of whether undertaken due to governmental action) concerning any LA #4824- 2518 -6832 v2 -29- Hazardous Waste (including Household Hazardous Waste and Universal Waste) in any Solid Waste, Recyclable Material or Organic Waste collected by Contractor pursuant to this Agreement, which is or has been transported, transferred, processed, stored, disposed of or which has otherwise been located by Contractor, or its activities pursuant to this Agreement resulting in a release of a Hazardous Waste (including Household Hazardous Waste and Universal Waste) into the environment. 21.4 General Indemnification. Contractor further agrees to indemnify, defend, protect and hold harmless City, its elected officials, officers, employees, volunteers, agents, assigns, and any successor or successors to City's interest from and against all losses, liabilities, claims, actual damages (including but not limited to special and consequential damages), demands, debts, liens, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties and expenses (including but not limited to attorneys' and expert witness fees and costs incurred in connection with defending against any of the foregoing or in enforcing this indemnity) of any kind whatsoever paid, incurred or suffered by, or asserted against, City or its elected officials, officers, employees, volunteers or agents arising from or attributable to any act or omission of Contractor or its officers, employees or agents in the performance or failure to perform the services required under this Agreement, and /or failure by Contractor to fully comply with all applicable laws and regulations with respect to the operation of its collection vehicles, including, but not limited to applicable rules governing clean- burning and alternative fuel vehicles. 21.5 Effect of Environmental Indemnification. This indemnity is intended to operate as an agreement pursuant to § 107(e) of the Comprehensive Environmental Response, Compensation and Liability Act, "CERCLA," 42 U.S.C. § 9607(e), and California Health and Safety Code § 25364, to defend, protect, hold harmless and indemnify City from all forms of liability under CERCLA, RCRA, other statutes or common law for any and all matters addressed in Subsection 21.3. This provision shall survive the expiration of the period during which collection services are to be provided under this Agreement. 21.6 Compliance with Laws. Contractor warrants that it will comply with all applicable laws and implementing regulations, as they may be amended, specifically including, but not limited to RCRA, CERCLA, AB 939, the Electronic Waste Recycling Act of 2003, and all other applicable laws and regulations of the U.S. Environmental Protection Agency, the State of California, the County of Los Angeles, the California Air Resources Board, CalRecycle, the South Coast Air Quality Management District, the California Department of Toxic Substances Control, ordinances of the City and the requirements of Local Enforcement Agencies and all other agencies with jurisdiction. 21.7 Workers' Compensation Insurance. Contractor shall obtain and maintain in full force and effect throughout the entire Term of this Agreement full workers' compensation insurance in accord with the provisions and requirements of the Labor Code of the State of California. Copies of policies and endorsements that implement the required coverage shall be filed and maintained with the City Clerk throughout the term of this Agreement. The policy providing coverage shall be amended LA 44824- 2518 -6832 v2 -30- to provide that the insurance shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty days' .prior written notice by certified mail, return receipt requested, has been given to the City. The policy shall also be amended to waive all rights of subrogation against the City, its elected or appointed officials, employees, or agents for losses that arise from work performed by the named insured for the City. 21.8 Liability and Vehicle Insurance. Contractor shall obtain and maintain, in full force and effect throughout the entire Term of this Agreement, a Broad Form Comprehensive General Liability (occurrence) policy (form CG 0001) and an Insurance Services Office form number CA 0001 (Ed. 1187) covering Automobile Liability, Code 1 (any auto) policy with minimum limits of Ten Million Dollars ($10,000,000.00) aggregate and Five Million Dollars ($5, 000,000.00) per occurrence, per year. Coverage over One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate may be provides though an excess or umbrella policy. Said insurance shall protect Contractor and City from any claims for damages for bodily injury, including accidental death, as well as from any claims for property damage which may arise from this Agreement. Copies of the policies and endorsements evidencing the above required insurance coverage shall be filed with the City Clerk. 21.9 Required Language In Policies. The following language is required to be made a part of all of the insurance policies (except for Workers Compensation Insurance) required by this Section: "The City of Rosemead, its employees, agents, franchisees and officers, are hereby added as additional insured's as respects to liability arising out of activities performed by or on behalf of Contractor. This policy shall be considered primary insurance with respect to any other valid and collectible insurance the City may possess including any self- insured retention the City may have and any other insurance the City does possess shall be considered excess insurance and shall not contribute with it." "This policy shall act for each insured, as though a separate policy had been written for each. This, however, will not act to increase the limit of liability of the insuring company." "Thirty days' prior written notice by certified mail, return receipt requested, shall be given to the City in the event of suspension, cancellation, reduction in coverage or in limits or non - renewal of this policy for whatever reason. Such notice shall be sent to the City Manager, City Attorney and City Clerk." 21.10 Pollution and /or Environmental Impairment Liability Insurance. Contractor shall obtain and maintain in full force and effect for the entire Term of this Agreement, a Pollution and /or Environmental Impairment Liability policy covering liability arising from the release of Hazardous Waste, or other contaminants, pollutants or LA #4824 -2518 -6832 Q -31- irritants with minimum limits of Ten Million Dollars ($10,000,000.00) aggregate and Five Million Dollars ($5,000,000.00) per occurrence, per year. Contractor shall ensure that such coverage shall automatically broaden in its form of coverage to include legislated changes in the definition of Hazardous Waste. The policy shall stipulate that this insurance is primary and no other insurance carried by City will be called upon to contribute to a loss suffered by Contractor hereunder and shall waive subrogation against City and other additional insureds. 21.11 Required Rating. The insurance required by this Agreement shall be with insurers which are Best A: VII -rated and which are California- admitted. The limits of such insurance coverage, and companies, shall be subject to review and approval by the City's Risk Manager every year and may be increased at that time and match the coverage provided by the City's own liability insurance policy. The City shall be included as a named insured on each of the policies. The insurance required by this Agreement is in addition to and not in lieu or limitation of the indemnification provisions above. 21.12 Evidence of Insurance Coverage; Insurance Repository. Contemporaneously with the execution of this Agreement, Contractor shall file copies of the policies or executed endorsements evidencing the above required insurance coverage with the City Clerk. In addition, City shall have the right of inspection of all insurance policies required by this Agreement. Contractor also agrees to maintain copies of insurance policies required pursuant to this Agreement for one hundred years (100 years) after the end of the Term during which collection services were provided pursuant to this Agreement. Contractor shall notify City's Risk Manager and City Attorney before destroying copies of such policies. This provision shall survive the expiration of the period during which collection services are to be provided under this Agreement. 21.13 Self- Insurance. To the extent provided by law, all or any part of any required insurance may be provided under a plan of self- insurance approved by the State of California. 21.14 Reduction of CERCLA and Other Liability_ City and Contractor agree to meet annually in the fourth calendar quarter of each year to discuss ways to reduce potential CERCLA and other liabilities to third parties. 21.15 Performance Bonds. Concurrent with the execution of this Agreement, Contractor shall deposit with City a performance bond or an irrevocable letter of credit or other such document ( "Performance Bond ") in the amount of One Million Dollars ($1,000,000), from an institution satisfactory to City, in a form satisfactory to City's Risk Manager and City Attorney, evidencing an irrevocable commitment to City guaranteeing Contractor's faithful performance of the terms of this Agreement. Such Performance Bond shall be maintained in effect throughout the period during which collection services are to be provided pursuant to this Agreement. Upon Contractor's failure to pay the City an amount owing under this Agreement, the Performance Bond may be assessed by the City, for purposes including, but not limited to: LA #4824- 2518 -6832 v2 -32- (a) Failure of Contractor to pay the City sums due under the terms of the Agreement; (b) Reimbursement of costs borne by the City to correct breaches not corrected by Contractor, after due notice; (c) Monetary remedies or damages assessed against Contractor due to breach of this Agreement; or (d) To satisfy an order of the referee. Contractor shall deposit a sum of money or a replacement instrument sufficient to restore the Performance Bond to the original amount within thirty days after notice from the City of any amount has been withdrawn from the Performance Bond. All of City's costs of collection and enforcement of the provisions relating to the Performance Bond called for by this section, including City's attorneys' fees and costs, shall be paid by Contractor. 22. Emergency Service. 22.1 Contractor's Inability to Provide Service. Should Contractor, for any reason whatsoever, except the occurrence or existence of any of the events or conditions set forth in "Force Majeure," below, refuse or be unable for a period of more than forty -eight (48) hours; to collect a material portion or all of the Solid Waste which it is obligated under this Agreement to collect, and as a result, Solid Waste should accumulate in City to such an extent, in such a manner, or for such a time that the City Manager, in the exercise of the City Manager's sole discretion, should find that such accumulation results in any imminent and substantial threat to the public health, safety or welfare, then City shall have the right to contract with another solid waste enterprise to collect and transport any or all Solid Waste which Contractor is obligated to collect and transport pursuant to this Agreement. City shall provide twenty -four (24) hours prior written notice to Contractor during the period of such emergency, before contracting with another solid waste enterprise to collect and transport any or all Solid Waste which Contractor would otherwise collect and transport pursuant to this Agreement, for the duration of period during which Contractor is unable to provide such services. In such event Contractor shall identify sources from which such substitute Solid Waste services are immediately available, and shall reimburse City for all of its expenses for such substitute services during the period in which Contractor is unable to provide collection and transportation services required by this Agreement. 22.2 Assistance in Case of Disaster. Contractor shall assist City in the event of terrorist attack or major disaster, such as an earthquake, storm, riot or civil disturbance, by providing collection vehicles and drivers normally assigned to the City, at Contractor's actual costs. Contractor shall cooperate with City, county, state and federal officials in filing information related to a regional, state or federally - declared state of emergency or disaster or terrorist attack as to which Contractor has provided equipment and drivers pursuant to this Agreement. LA 94824 -2518 -6832 v2 -33- 23. Administrative Remedies; Imposition of Damages; Termination. 23.1 Notice of Deficiencies; Response. If the Director of Public Works (or other individual designated by the City Manager to perform the duties of the Director under this Section 23) determines that Contractor's performance pursuant to this Agreement may not be in conformity with the provisions of this Agreement, the California Integrated Waste Management Act (including, but not limited to, requirements for diversion, source reduction and recycling as to the waste stream subject to this Agreement) or any other applicable federal, state or local law or regulation, including but not limited to, the laws governing transfer, storage or disposal of solid and Hazardous Waste, the Director may advise Contractor in writing of such suspected deficiencies, specifying the deficiency in reasonable detail. The Director shall set a reasonable time within which Contractor is to respond. Unless the circumstances necessitate correction and response within a shorter period of time, Contractor shall correct any deficiencies it agrees have occurred and in any event shall respond to the written notification of deficiencies within thirty days from the receipt by Contractor of such written notice. Contractor may request additional time to correct deficiencies. City shall approve reasonable requests for additional time. 23.2 Review by Public Works Director; Notice of Appeal. The Public Works Director shall review any written response from Contractor and decide the matter. If the Public Works Director's decision is adverse to Contractor, the Public Works Director may order remedial actions to cure any deficiencies, assess the Performance Bond or invoke any other remedy in accordance with this Agreement and, in the event the Public Works Director determines that there has been a material breach and that termination is the appropriate remedy, terminate the Agreement. The Public Works Director shall promptly inform Contractor of the Public Works Director's decision. In the event the decision is adverse to Contractor, the Public Works Director shall inform Contractor, in writing, of the specific facts found and evidence relied on, and the legal basis in provisions of the Agreement or other laws for the Public Works Director's decision and any remedial action taken or ordered. An adverse decision by the City Representative shall be final and conclusive unless Contractor files a "Notice of Appeal" with the City Clerk (with copies to the City Manager and City Attorney) within 30 days of receipt of the notification of the adverse decision by the Public Works Director. In any "Notice of Appeal," Contractor shall state its factual contentions and include all relevant affidavits, documents, photographs and videotapes which Contractor desires to have considered by City. In addition, Contractor shall include all of its legal contentions, citing provisions of the Agreement or other laws to support its contentions. 23.3 Review by City Manager; Appeal. LA #4824 - 2518 -6892 v2 -34- I . Within thirty days of receipt by the City Clerk of a Notice of Appeal, the City Manager shall decide the matter. If the City Manager's decision is adverse to Contractor, the City Manager may order remedial actions to cure any deficiencies, assess the Performance Bond or invoke any other remedy in accordance with this Agreement and, in the event the City Manager determines that there has been a material breach and that termination is the appropriate remedy, terminate the Agreement. In addition to the foregoing actions, the City Manager may refer the matter to the City Council for proceedings as described below. The City Manager shall promptly inform Contractor of the City Manager's decision. In the event the City Manager's decision is adverse to Contractor, the City Manager shall inform Contractor, in writing, of the specific facts found and evidence relied on, and the legal basis in provisions of the Agreement or other laws for the City Manager's decision and any remedial action taken or ordered. 2. An adverse decision by the City Manager shall be final and conclusive unless Contractor files a "Notice of Appeal to the City Council" with the City Clerk (and serves a copy, by mail, on the City Manager and the City Attorney) within 10 calendar days of receipt of the decision of the City Manager. A "Notice of Appeal to the City Council" shall state the factual basis, the evidence relied on and all legal contentions that Contractor may choose to submit. No new evidence not previously submitted may be submitted. 23.4 City Council Hearing. If a matter is referred by the City Manager to the City Council, or an adverse decision of the City Manager is appealed to the City Council by Contractor, the City Council will set the matter for an administrative hearing and act on the matter. The City Clerk shall give Contractor fourteen (14) days written notice of the time and place of the administrative hearing. At the hearing, the City Council shall consider the administrative record, consisting of the following: (a) A Staff Report by the City Manager, summarizing the proceedings to date and outlining the City Council's options; (b) The Public Works Director's written Notification of Deficiencies; (c) Contractor's response to the Notification of Deficiencies; (d) The Public Works Director's written notification to Contractor of adverse decision; decision; and (e) Contractor's Notice of Appeal to the City Manager; (f) The City Manager's written notification to Contractor of adverse (g) Contractors Notice of Appeal to the City Council. LA #4824- 2518 -6832 v2 -35- No new legal issues may be raised, nor may new evidence be submitted by Contractor at this or at any further point in the proceedings, absent a showing of good cause. Contractor's representatives and other interested persons shall have a reasonable opportunity to be heard. 23.5 City Council Determination. Based on the administrative record, the Council shall determine by resolution whether the decision or order of the City Manager should be upheld. If, based upon the administrative record, the City Council determines that Contractor is in breach of any term of this Agreement or any provision of any applicable federal, state or local statute or regulation, the City Council, in the exercise of its discretion, may order Contractor to take remedial actions to cure the breach or impose any other remedy in accordance with this Agreement. The City Council may not terminate the Agreement unless it determines that Contractor is in material breach of a material term of this Agreement or any material provision of any applicable federal, state or local statute or regulation. Contractor's performance under the Agreement is not excused during the period of time prior to a final determination as to whether or not Contractor's performance is in material breach of this Agreement, or the time set by City for Contractor to discontinue a portion or all of its services pursuant to this Agreement. The decision or order of the City Council shall be final. 23.6 Reservation of Rights by City. City further reserves the right to terminate this Agreement in the event of any material breach of this Agreement, including, but not limited to any of the following: If Contractor practices, or attempts to practice, any fraud or deceit upon the City, or practiced any fraud or deceit or made any intentional misrepresentations in the negotiations which preceded the execution of this Agreement provided that City has provided Contractor with written notice of the alleged fraud or deceit and afforded Contractor a reasonable opportunity to refute and defend itself against such charge or claim. If Contractor is convicted of, or pleads guilty, no contest, or nolo contendere to a felony related to this Agreement. As used in this Section, the term "Contractor' shall mean only the following: (a) the owner(s) of Contractor (whether shareholders, partners, or otherwise), (b) the members of Contractor's Board of Directors; and (c) Contractor's President, Chief Executive Officer, Chief Financial Officer, Chief Operations Officer, and /or Secretary. 23.7 Cumulative Rights. City's rights of termination are in addition to any other rights of City upon a failure of Contractor to perform its obligations under this Agreement. 24. City's Additional Remedies. In addition to the remedies set forth above, City shall have the following rights: LA #4824- 2518 -6832 v2 _36_ 24.1 Contracts with Others. The right to contract with others to perform the services otherwise to be performed by Contractor, in the event Contractor should be in material breach of its duties to provide those services, or is otherwise unable to provide the services addressed by this Agreement. 24.2 Damages and/or Injunctive Relief. Both parties recognize and agree that in the event of a breach under the terms of this Agreement by one Party, the other Party may suffer irreparable injury and incalculable damages sufficient to support injunctive relief to enforce the provisions of this Agreement and to enjoin the breach. 24.3 City's Damages for Failure to Achieve Diversion Goals. Contractor agrees that its failure to achieve the diversion goals set forth in this Agreement, arising from failure to make reasonable efforts to maximize diversion in accordance with the terms and conditions of this Agreement, related to waste diversion, shall be a material breach of this Agreement. If CalRecycle, or its successor agency, were to impose administrative civil penalties against City, then the City's damages for Contractor's material breach in its failure to achieve the diversion goals for the City as required by this Agreement, shall include, but not be limited to such administrative civil penalties, attorneys' costs and fees and City's staff time devoted to the resolution of the administrative civil penalties against City. 24.4 Liquidated Damages. The Parties further acknowledge that consistent and reliable collection service is of utmost importance to City and that City has considered and relied on Contractor's representations as to its quality of service commitment in awarding the Agreement to it. The Parties further recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, or fails to submit required documents in a timely manner, City, and City's residents and businesses will suffer damages and that it is and will be impractical and extremely difficult to ascertain and determine the exact amount of damages. Therefore, in addition to City's right to treat such non - performance as a breach of this Agreement, the Parties agree that any violation of the terms and conditions of this Agreement shall be corrected within the time frame as set forth by the City, in its sole discretion, in the City's written Notice of Deficiency." For each and every violation noted in the Notice of Deficiency that is not corrected within the time frame set forth in the Notice of Deficiency, Contractor shall pay to the City the sum of $250 per calendar day. Execution of this Agreement shall constitute agreement by the Contractor and City that $250 per calendar day is the minimum value of the cost and actual damage caused by the failure of the Contractor to comply with any term or condition of this Agreement, that such sum is liquidated damages and shall not be construed as a penalty, and that sum shall be remitted to the City within thirty (30) days of the City's delivery of a Notice of Uncorrected Deficiency. In placing their initials at the places provided, each party specifically confirms the accuracy of the statements made above and the fact that each Party has had ample opportunity to consult with legal counsel and obtain an explanation of the liquidated damage provisions at the time that the Agreement was made. LA #4824- 2518-6832 v2 -37- Contractor: City: 25. Franchise Transfer; City Consent; Fees 25.1 No transfer without City Consent. Contractor may not convey, assign, sublet, license, hypothecate, encumber of otherwise transfer or dispose of (collectively "Transfer"), this Agreement, the Franchise granted under it or any rights or duties under it, in whole or in part, whether voluntarily or involuntarily, without the City's prior written consent as expressed by written resolution of the City Council. Any dissolution, merger, consolidation, or other reorganization of Contractor, except as provided in Section 25.3 below, any sale or other transfer or change in ownership or control of any of the capital stock or other capital or equity interests, or any sale or transfer of fifty percent (50 %) or more of the value of the assets shall be deemed a Transfer of this Agreement, the Franchise granted under it or any rights or duties under it. Any Transfer or attempted Transfer of this Agreement, the Franchise granted under it or any rights or duties under it made without the City's consent will be a material breach of this Agreement and, at the City's option, may be voided. 25.2 Consent not Unreasonably Withheld. The City will not unreasonably withhold its consent to a Transfer of the Franchise granted by this Agreement. The prospective transferee shall have the burden of demonstrating that it has the financial and technical ability to provide the services required under this Agreement. The City may also require the prospective transferee to demonstrate that it, and its officers and managers do not have criminal records for environmental or public integrity offenses. If the City gives its consent, it may impose conditions, including, without limitation, requiring acceptance of amendments to this Agreement. Without obligating the City to give its consent, the proposed transferee must demonstrate to the City's satisfaction that it has the operational and financial ability to perform the terms of this Agreement. 25.3 Internal Reorganization. Contractor's internal reorganization shall not constitute a Transfer provided that City's consent to the reorganization is sought and received prior to any internal reorganization. An internal reorganization includes any change in control of any of the voting stock through its conveyance to an affiliate of Contractor, or by operation of law. Any request for an internal reorganization must be submitted in writing to the City Manager, no less than one hundred and twenty days prior to the proposed effective date of the internal reorganization. Contractor shall reimburse City for all of its costs to review the request and to determine if it is an internal reorganization. City's expenses may include, but are not limited to, Staff, City Attorney's and Special Counsel's fees and costs and Accountants' fees and costs. Determination by the City Manager shall be final. Any attempt to implement an internal reorganization without the consent of City shall constitute a material breach of this Agreement. 25.4 Deposit for Costs of Review. Any application for a Franchise Transfer shall be made in a manner prescribed by the City Manager. The application shall include a deposit of $150,000 to cover the estimated cost of all direct and indirect expenses, including City staff, consultants' and attorneys' fees, incurred by City to LA #4824- 2518 -6832 v2 -38- adequately analyze the application and the qualifications of the prospective transferee. Any costs incurred by the City in excess of $150,000 shall be reimbursed by Contractor prior to submission of the proposed Transfer to the City Council. In the event that the City's costs are less than $150,000, City shall refund remaining deposit to Contractor. Upon approval of Transfer, the transferee shall pay to City a Transfer fee in the amount of $150,000. 26. General Provisions. 26.1 Force Majeure. Contractor shall not be in breach of this Agreement if the collection, transportation and /or disposal services of Contractor are interrupted temporarily or permanently for any of the following reasons: riots; war or national emergency declared by the President or Congress and affecting the City; acts of terrorists; sabotage; civil disturbance; insurrection; explosion; natural disasters such as floods, earthquakes, landslides and fires; or other catastrophic events which are beyond the reasonable control of Contractor. "Other catastrophic events" does not include the financial inability of Contractor to perform or failure of Contractor to obtain any necessary permits or licenses from other governmental agencies or the right to use the facilities of any public agency where such failure occurs despite the exercise of reasonable diligence by Contractor. In the event a labor disturbance interrupts collection and transportation of Solid Waste and /or disposal of Solid Waste by Contractor as required under this Agreement, City may elect to exercise its rights under Section 23 and Section 24, of this Agreement. Failure by City to exercise its rights under this Section 26 shall be deemed a waiver of its rights. 26.2 Extraordinary Circumstances. Notwithstanding any other term of provision hereof, nothing in this Agreement is intended, nor shall it be interpreted, to prevent or preclude Contractor from contacting City's officials, officers and representatives to request an amendment to, or other modification of, this Agreement due to the occurrence of an event or circumstance that substantially increases Contractor's cost of service, or otherwise substantially and negatively impacts Contractors provision of services, under this Agreement. 26.3 Pavement Damage. Contractor shall be responsible for any extraordinary damage to City's driving surfaces, whether or not paved, resulting from the weight of vehicles providing refuse collection services when it can be demonstrated that such damage is caused by vehicles exceeding the legal maximum weight limits of the State of California or the willful or negligent operation of the vehicle by Contractors employees. Disputes between Contractor and its service recipients as to damage to private pavement are civil matters and complaints of damage will be referred to Contractor as matters within its sole responsibility and as a matter within the scope of this Agreement. 26.4 Property Damage. Any physical damage caused by the negligent or willful acts or omissions of employees of Contractor to City or private property shall be repaired or replaced by Contractor at Contractors sole expense. This Agreement does LA #4524 -2518-6832 v2 -39- not purport to relieve, diminish, reduce, create or increase in anyway, Contractor's civil liability to any third parties. 26.5 Law to Govern; Venue. The law of the State of California shall govern this Agreement without regard to any otherwise governing principles of conflicts or choice of laws. In the event of litigation between the parties, venue in state trial courts shall lie exclusively in the County of Los Angeles. In the event of litigation in a U.S. District Court, exclusive venue shall lie in the Central District of California. 26.6 Fees and Gratuities. Contractor shall not permit any officer, agent or employee to request, solicit, or demand, either directly or indirectly, any gratuity for the collection of Solid Waste, Recyclable Materials, or Organic Waste otherwise required to be collected under this Agreement. 26.7 Amendments. Except as otherwise provided in this Agreement, no other amendment of this Agreement shall be valid unless in writing duly executed by the parties, approved by the City Council by written resolution. Purported oral amendments shall be void and of no force or effect. 26.8 Notices. All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered or sent by telecopy or United States certified mail, postage prepaid, return receipt requested, and by email, addressed as follows: To City: City Manager City of Rosemead 8838 E. Valley Blvd. Rosemead, California 91770 And by email to: jallred @cityofrosemead.org Copy to: Director of Public Works City of Rosemead 8838 E. Valley Blvd. Rosemead, California 91770 And by email to: cmarcarello @cityofrosemead.org And to: City Attorney City of Rosemead Burke Williams & Sorensen LLP 444 South Flower Street, Suite 2400 Los Angeles, CA 90071 -2953 And by email to: rrichman(a)bwslaw.com And to: Consolidated Disposal Service, LLC. Kurt Bratton, President 2531 67th Street Long Beach, CA 90805 LA #48242518-6832 v2 _40_ And by email to: KBratton @republicservices.com or to such other address as either party may from time to time designate by notice to the other given in accordance with this Section. Notice shall be deemed effective on the date personally served or sent by email or telecopier or, if mailed, three (3) business days from the date such notice is deposited in the United States mail. 26.9 Savings Clause and Entirety. If any non - material provision of this Agreement for any reason shall be held to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the validity and enforceability of any of the remaining provisions of this Agreement. 26.10 Transition to Next Solid Waste Enterprise. If, in the final 12 months of the period during which Contractor is to provide collection services under this Agreement, Contractor and City have not entered into a succeeding agreement, Contractor shall cooperate fully with City and all prospective subsequent Solid Waste enterprise(s), franchisee(s), licensee(s), permittee(s) or other persons seeking to provide services similar to the services so as to assure an efficient, orderly, timely and effective transition. In that regard, Contractor agrees to make available to City and to prospective proposers, in any competitive process used by the City to select a successor, route maps, customer lists, and all other records requested by City. 26.11 Incorporation by Reference. Contractor's Proposal, dated January 18, 2012, and the Exhibits are incorporated into this Agreement by this reference. Where Contractor's Proposal conflicts with this Agreement, this Agreement shall prevail.] LA #4824- 2518 -6832 v2 -41- IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. APP OVED AS TO FORM: CITY OF ROSEMEAD, A Munici al C o of n By: City Attorney 6i Van ger for the City of Rosemead for the City of Rosemead ATTEST: CONSOLIDATED DISPOSAL SERVICES: City Clerk orporate Officer) for the City of Rosemead n/� _ Title: 1'iZF.�&kr/ / Print Name;,� 144M I06 By: �CorporaVe Officer) Title: Print Name: hu- /2/ Ze4 / / O/✓ LA #48242518 -6832 v2 _42_ Table of Exhibits. Exhibit A Multifamily and Commercial Recycling Program Exhibit B Commercial Food Waste Program Exhibit C City Service Locations Exhibit D Recovery and Disposal Sites Exhibit E Corporate Good Citizenship Exhibit F Maximum Permitted Customer Rates Exhibit G Residential Services Exhibit H Commercial and Multi - Family Services Exhibit I Equipment LA #4824 -2518 -6832 v2 -43- 1 FOURTH AMENDMENT TO EXCLUSIVE REFUSE COLLECTION AND RECYCLING FRANCHISE AGREEMENT This agreement made and entered into this -_ day of (1 �hwc 2006, by and between the CITY OF ROSEMEAD, a municipal corporation, hereinafter referred to as City and CONSOLIDATED DISPOSAL SERVICE, a subsidiary of REPUBLIC SERVICES, INC., hereinafter referred to as Contractor hereby amends that certain agreement made and entered into effective August 1, 1991, and amended effective January 11, 1994, June 25, 1996, and November 22, 2005, between the parties, hereinafter referred to as Agreement. NOW THEREFORE, the City and the Contractor agree as follows: The effective date of the annual rate adjustment provided for in Paragraph F(2) of the Agreement is hereby changed from the August 1 anniversary date of the franchise to January 1 of each year. This change shall be effective for the August 1, 2006 adjustment, which shall become effective January 1, 2007, and for each subsequent rate adjustment. 2. The annual rate adjustment provided for in Paragraph F(2) of the Agreement may be approved by the City Manager rather than the City Council provided that the requested increase is computed in accordance with the formula set forth therein. IN WITNESS WHEREOF, the City by order of its City Council and the Contractor by order of its Board of Directors, have caused this Fourth Amendment to Agreement to be executed on -C-)�- bo r . [7Zj ATTEST: �p catv ,per City Clerk CITY OF ROSEMEAD By: �%� Gary Tay r, Mayor CONSOLIDATED DISPOSAL SERVICE, a subsidiary of REPUBLIC SERVICES, INC. an THIRD AMENDMENT TO EXCLUSIVE REFUSE COLLECTION AND RECYCLING FRANCHISE AGREEMENT This Agreement made and entered into this 22nd day of November, 2005 by and between the CITY OF ROSEMEAD, a municipal corporation, hereinafter referred to as "City" and CONSOLIDATED DISPOSAL SERVICE, a subsidiary of REPUBLIC SERVICES, INC., hereinafter referred to as "Contractor" hereby amends that certain agreement made and entered into effective August 1, 1991 and amended effective January 11, 1994 and June 25, 1996 between the parties, hereinafter referred to as "Agreement ". NOW THEREFORE, the City and the Contractor agree as follows: 1. Paragraph 2 of Section T - RECYCLING is hereby amended to read as follows: 2. RESIDENTIAL CUSTOMERS' RESPONSIBILITIES. A. Contractor shall deliver, at no additional cost to City or customers, to all residential dwellings on regular curb (i.e. all residences not on bin service) and to all residential dwellings on backyard (handicapped) service two (2) plastic containers for the collection and placement for removal of recyclable materials (newspapers, glass, cans, P.E.T. plastic beverage containers and green waste as follows: 1 minimum 64- gallon container for commingled recyclable materials (glass, aluminum cans, plastic beverage containers and newspaper). 1 minimum 32- gallon container for green waste. [already in use] B. Residents shall place their recyclables and green waste, in the collection containers, at curbside (or backyard for qualified handicapped residents) on their 1 regular scheduled day for trash collection. 2. The following Paragraph 3 of Section T- REVENUE FROM SALES OF RECYCLABLE MATERIALS is hereby amended to read as follows: 3. REVENUE FROM SALES OF RECYCLABLE MATERIALS. Contractor shall maintain records of the amounts of materials collected and sold and the revenue received for same. Contractor, in partial consideration for the series rendered hereunder, shall be entitled to retain 100% of the revenue from the sale of recyclable materials. 3. The final paragraph of Section Z, currently providing: "THESE RATES INCLUDE FOUR (4) CITY -WIDE PICK -UP DAYS FOR LARGE BULKY ITEMS, SUCH AS APPLIANCES AND FURNITURE, WHICH SHALL BE PICKED -UP AND DISPOSED OF ON THE DESIGNATED DAYS, WITHOUT ADDITIONAL CHARGE TO THE CUSTOMER OR CITY." is hereby deleted. 4. A new section CC is hereby added to the Agreement to read as follows: CC. BULKY ITEM PICKUP 1. Definitions. Bulky Items shall mean discarded household furniture, furnishings or appliances, including white goods; carpets; mattresses; large branches; limbs of trees in bundles not exceeding eighteen (18) inches in diameter or four (4) feet in length, tires and other items the size and weight of which precludes or " complicates their handling by normal collection, processing or disposal methods and which can be loaded onto a collection vehicle N by not more than two (2) persons. E -Waste shall mean certain electronic waste defined in California state law and regulated) by the California Integrated Waste Management Board as non - hazardous and unavailable to municipal landfills. 2. Effective on January 1, 2006, Contractor shall implement the following Bulky Item collection program: I On an as- needed, on -call basis, the Contractor will respond to up to twenty - five (25) requests per year from single-, family units on residential service for, collection of Bulky Items on the regular collection day each week at no extra charge. The number of collections for residential properties on commercial collection service shall be determined on a case by case basis as agreed to by the Contractor and Cityli Manager. Each Bulky Item collection will be limited to a maximum of five (5) bulky and or e -waste items. E -waste and tire pick ups shall not be counted toward the 25 item limit. The customer must call Contractor at least twenty -four (24) hours in advance's prior to the regular collection day to schedule a bulky item pickup. Contractor shall pick up Bulky items, that are abandoned or discarded in the public right of way and called in to Contractor by a resident or City staff, by the end of the next collection day following the call to Contractor. 5. Rates. The rates specified in Exhibit A shall take effect as noted on the Exhibit. 3 r 6. Except as provided for in this Third Amendment, the provisionl of the Exclusive Franchise Agreement, as amended, shall remain in full force and effect. IN WITNESS WHEREOF, the City by order of its City Council and the Contractor by order of its Board of Directors, have caused this Third Amendment to Agreement to be executed on November 22, 2005. ATTEST: �L�wj 41AL City Clerk CITY OF ROSEMEAD By: ko I. J T.Imperia Mayor i CONSOLIDATED DISPOSIAL SERVICE, a subsidiary of REPUBLIC SERVICES, INC. By: i SECOND AMENDMENT TO EXCLUSIVE REFUSE COLLECTION AND RECYLCING FRANCHISE AGREEMENT This Agreement made and entered into this 25th day of June, 1996 by and between the CITY OR ROSEMEAD, a municipal corporation, hereinafter referred to as "City" and CONSOLIDATED DISPOSAL SERVICE, INC. hereinafter referred to as "Contractor" hereby amends that certain agreement made and entered into effective August 1, 1991 and amended effective January 11, 1994 between the parties, hereinafter referred to as "Agreement ". NOW THEREFORE, the City and the Contractor agree as follows: 1. The second paragraph of the Agreement is hereby revised to read as follows: The City and Contractor agree each with the other that Contractor shall have sole right to collect, haul and dispose of all refuse and conduct a comprehensive recycling program in the City of Rosemead for a term commencing August 1, 1996 and expiring July 31, 2001, provided however, that commencing August 1, 1997 and every year thereafter, automatic one year extensions shall be applied to said Agreement so that the term of this Agreement shall thereafter remain at a constant five years, subject to the rights of the parties to terminate the Agreement set forth in paragraph P. 2. Paragraph F - Collection Rates and Billing is hereby revised to read as follows: F. COLLECTION RATES AND BILLING 1. The City and Contractor, as part of this Agreement, fix and determine uniform rates that shall be charged by the Contractor for the collection and removal of refuse. The rates thus fixed and determined shall remain in effect for the period prescribed or until changed pursuant to the provisions hereof. The Contractor shall not charge or collect any fees or rates other than the fees or rates thus fixed and determined. 2. The City Council shall, not more frequently than once per year, authorize a rate adjustment by application of the following formula and procedure to then current rates: The total rate paid by customers is comprised of two components: A. Disposal Cost. The disposal cost component consists of tipping fees paid to and established by operators of landfills. The Contractor has no control over the tipping rates established by the County Sanitation District or private landfill operators. B. Collection Cost. The collection cost component consists of the Contractor's costs for the collection and hauling of waste. Collection Cost rate freeze. Contractor agrees that there will be no increase in the collection cost component for residential customers effective prior to August 1, 1997. Except for the rate freeze on the collection cost component for residential customers, the following rate adjustment formula shall apply: Contractor shall be entitled to rate adjustments, effective on the anniversary date of the franchise (August 1) based upon the following formula: .70 x increase in Consumer Price Index, All items, 1982 -84 = 100 (Los Angeles- Anaheim- Riverside) from the base month (commencing June, 1991) to the following year's comparison month (June, 1992, June 1993, etc.) plus .30 x the percentage change in tipping fees to arrive at the percentage adjustment to be applied to all rates herein authorized. Allowable adjustments, based upon tipping fees, shall be based upon the rates as established by the Los Angeles County Sanitation District. Example: FACTOR %CHANGE %OVERALL COSTS TOTALS CPI 4.7% x.70 3.29 DISPOSAL 10.00% x.30 3.00 Adjustment percentage 6.29 City and Contractor agree that the disposal cost component has been increasing as a percentage of the overall costs of waste removal. If the Contractor's disposal costs continue to escalate as a portion of the overall cost, Contractor may apply to the City Council to increase the percentage of rate adjustment, currently 30 %, assigned to disposal costs. Upon the commencement of commercial Material Recovery Facility operations, a separate formula shall be set forth which takes into account the disproportionate disposal costs associated with commercial Materials Recovery Facility serviced accounts. 3. The Contractor shall not make or grant any preference or advantage to any person, nor subject any person to prejudice or disadvantage with respect to rates, fees, charges, service, facilities, rules, regulations, or any other respect. Contractor is specifically authorized to charge a Senior Citizen Hardship rate and a Handicapped rate for those accounts who meet the following eligibility criteria: A. SENIOR CITIZEN HARDSHIP RATE - Those customers, aged 62 and over, who meet the following income limitations, shall be entitled to the Senior Citizen Hardship Rate as listed in this Agreement: Single Income not to exceed $1,098 per month Family (2 or more) Income not to exceed $2,198 per month Contractor is authorized to require proof of age and an affidavit of eligibility signed by the customer. The "not to exceed" income levels listed above shall be increased to reflect cost of living adjustments on August 1 each year of the franchise. B. HANDICAPPED RATE - Those customers, who meet the eligibility requirements of the Department of Motor Vehicles for issuance of a handicapped parking permit, shall be entitled to backyard service, at the regular residential rate. If the handicapped individual also qualifies for the Senior Citizen Hardship Rate, he or she shall be entitled to backyard service at the Senior Citizen Hardship Rate as listed in this Agreement. 4.. Except as otherwise provided herein, Contractor will bill each customer directly for service and will collect from such customer for same. City shall not be responsible for collection or payment for such services. 5. Contractor may not suspend its collection and disposal services hereunder to a customer who has failed to pay a proper billing for services. Contractor shall make all reasonable efforts to diligently pursue and collect all fees and charges due Contractor for rendering such services. In the event of a delinquency, the Contractor shall also notify the owner of the real property of the amount of the delinquency and the possibility of property tax lien collection. Contractor shall provide to City, not more frequently than quarterly, individual letters, postage prepaid, which contain the names of the property owner and occupant (if different from the owner), the address of the owner as shown on the latest updated assessment roll, including the assessor's parcel number and whatever other information is required by the Los Angeles County Tax Collector. Said letters shall state the amount of delinquency, penalties, late charge(s) and collection costs. City shall allow Contractor to use the update assessment roll records available at City Hall. City allows such use as an accommodation only and does not warrant the accuracy of such records. The only responsibility of the City pertaining to notice of and public hearing shall be as follows: The City Manager or his designee shall notify property owners by sending the letter designated in the paragraph next above. Such notice shall further declare that the City Council shall at a regular meeting, review and approve as an assessment against the property the amount delinquent and unpaid, the amount of the penalty and late charge(s), collection costs, including administrative costs incurred. If the total assessment determined and approved by the City Council is not paid within ten (10) days after such determination, then and in that event, there shall be recorded in the Office of the County Recorder a statement of the total balance due together with the legal description of the property affected. From and after the date of such recordation, the balance due shall be a special assessment against the real property. The assessment shall be collected at the same time and in the same manner as are county property taxes and shall be subject to the same penalties and to the same procedure and sale in cases of delinquency as provided for other taxes and assessments appearing on the county property tax bill. All laws applicable to the levy, collection and enforcement of county taxes shall be applicable to such special assessment. Contractor shall be paid the amount actually recovered by the City on an unpaid account less 10% (ten per cent). Said payment to Contractor shall be made within thirty (30) days of the City's receipt of funds. 6. The Contractor shall obtain the written approval of the City Manager as to the billing periods used. 7. Each bill shall contain the name, address, telephone number and office hours of the Contractor, the amount and period being billed, a statement that the Contractor will provide, upon request, a complete list of the rates for the various types of services provided by the contractor, a statement indicating how to file a complaint and how complaints are resolved, as well as the possibilities M of recourse available to customers, the holiday schedule, and any other information necessary to assist residents as determined by the City Manager. At least 30 days prior to any rate change, the Contractor shall mail all customers notice of said rate change. 3. Paragraph I- Refuse Containers is hereby amended to read as follows: I. REFUSE CONTAINERS 1. Contractor shall implement an automated residential container program by December 1. 1996. 2. Each residence will be furnished, at no charge, one automated container with approximately 100 gallon capacity. Additional 100 gallon containers will be provided at a charge of $1.50 per month for those residents who require additional capacity. Smaller containers will be made available for customers with special circumstances justifying a smaller container. 3. Contractor shall submit a detailed implementation plan of the automated collection program to the City for advance approval. 4. Once the automated collection program is fully implemented, customers must place all refuse in the automated container(s) provided. No trash bags, cardboard boxes, loose debris or waste placed in other non - automated containers will be collected with the exception of appropriately sorted and tagged green waste and disposal items on designated quarterly "bulky item" citywide collection days. 5. All refuse containers shall be replaced, upright, with the lids immediately beside the containers. Containers and lids shall not be placed or thrown on the streets, alleys, highways, or on adjoining property. 6. The Contractor, his agents and /or employees, shall not throw refuse containers from the truck to the pavement or parkway, shall not cause damage by striking them against the truck to dislodge contents, or in any other way break or damage or roughly handle the same. 7. All claims for damage of containers, by reason of the misuse or rough handling of said containers by the Contractor, shall be presented to the Contractor by the resident. The Contractor shall make a decision concerning settlement within 48 hours of receipt of such claims. 8. Any contractor supplied refuse container which will no longer hold refuse without spilling, which leaks or is not water tight shall be replaced by the Contractor upon notification of the Contractor by the person from whom refuse is collected, within ten (10) days. 9. The Contractor shall provide large capacity containers (bins) for mechanical loading wherever customers so request their use, and the use thereof shall be in accordance with the rates established herein. Each container provided shall have the Contractor's name, or company name, placed and maintained on one or more locations on the outside in letters not less than three (3) inches in height. The Contractor shall regularly inspect all large capacity containers, repair or replace any damaged containers, and maintain an inventory need to meet the demand of customers. All such containers shall be maintained by Contractor so as not to leak. Upon customer request, containers shall feature tight - sealing lids (the Balanced Lid Systems (or equivalent) bins specified in Exhibit D to the Contractor's proposal) 10. Residents electing to use large capacity containers for mechanical loading shall use such containers exclusively and shall place such container for pickup where they are readily accessible to the Contractor's equipment. 11. The Contractor shall provide sufficient workers and equipment so as to limit the time that the bins are placed in the public right -of -way to a maximum of three (3) hours. 4. Paragraph O- Agreement Term and Renewal is hereby amended to read as follows: The Contractor shall have the exclusive right to collect, haul and dispose of all refuse within the City for a term commencing August 1, 1996 and expiring July 31, 2001, provided however, that commencing August 1, 1997 and every year thereafter, automatic one year extensions shall be applied to said Agreement so that the term of this Agreement shall thereafter remain at a constant five years, subject to the rights of the parties to terminate the agreement set forth in paragraph P. of Agreement. Should either party desire that said automatic one -year renewal and extension term be terminated, such party may give the other written notice of such not later than May 1 of any year of the Agreement. Such notice will terminate the automatic one -year renewal and extension provision, and the Agreement shall remain in effect for the balance of the term outstanding. 5. Paragraph T- Recycling is hereby amended by the addition of the following at the conclusion thereof: 5. Commercial recycling program. The Contractor shall undertake the program described in its Waste Services Franchise Renewal Proposal. Prior to the implementation of Phase II - Materials Recovery Facility, the Contractor and City shall negotiate a rate to be paid by commercial accounts that will reimburse the Contractor for the substantial additional disposal costs associated with Materials Recovery Facilities. An implementation plan and initial rate schedule for commercial accounts with Materials Recovery Facility service shall be subject to the City Council's review and approval. Upon adoption of the initial rate schedule, a separate rate adjustment formula shall be set forth which takes into account the disproportionate disposal costs associated with commercial Materials Recovery Facility serviced accounts. 6. A new paragraph "AA - AB 939 Indemnification" is hereby added to the Agreement as follows: AA. AB 939 Indemnification. Contractor agrees to protect, defend, indemnify and hold harmless the City against 90% (ninety percent) of all fines or penalties imposed by the California Integrated Waste Management Board or its successor due to the failure of the City to divert from landfills at least 25 % (twenty five percent) of the garbage and rubbish including recyclable materials attributable to City, or, commencing no earlier than January 1, 2000, 50% (fifty per cent) of such garbage and rubbish including recyclable materials thereafter, or such lesser percentage equal to the landfill diversion goals imposed on local governments by AB 939 as it may be amended from time to time provided that the City's failure to accomplish the landfill diversion goals shall not result from any negligent or willful act or omission of City. 7. A new paragraph "BB - Hazardous Materials" is hereby added to the Agreement as follows: BB. Hazardous Materials. Contractor shall adopt and adhere to a training program that will assist their employees to identify and properly dispose of any hazardous materials that may come into their possession. Contractor shall reasonably assist City in dissemination of information regarding hazardous materials to local residents and businesses. IN WITNESS WHEREOF, the City by order of its City Council and the Contractor by order of its Board of Directors, have caused this Second Amendment to Agreement to be / executed on 6 .2s -Iy6 , 1996. ATTEST: Cit Jerk CITY OF ROSEMEAD By: 2gg6 a� CACA� Marg t Clark, Mayor CONSOLIDATED DISPOSAL SERVICE, INC. By• �' - John A. Tel io, President/CEO Offl . FIRST AMENDMENT TO FRANCHISE AGREEMENT WITH CONSOLIDATED DISPOSAL SERVICE, INC. THIS FIRST AMENDMENT to AGREEMENT is made and entered into effective, the 11th day of January, 1994, by and between the CITY OF ROSEMEAD, a municipal corporation, hereinafter referred to as City, and CONSOLIDATED DISPOSAL SERVICE, Inc., hereinafter designated as Contractor. The franchise agreement dated August 1, 1991 between the parties hereto is hereby amended as follows: 1. Section B Work to be Done, Paragraph 1, is hereby amended to read as follows: B. WORK TO BE nnME The work to be done under this Agreement shall include the furnishing of all labor, material, equipment and expenses necessary to perform the following minimum services: 1. Collection, hauling and disposal of refuse from the premises of any and all residents and businesses in the City, at the regularly scheduled intervals, and at the rates as provided herein. Said work shall include regularly scheduled pick -up of refuse once a week from curb or alley. Contractor is the exclusive franchise provider and the only hauler authorized to provide regularly scheduled and one -time special container (bin or roll -off) service to any residence or business or construction site requesting such service, provided however that any contractor or other person may haul, in their own trucks, and properly dispose of any debris from a jobsite in the City. If contractor or other person utilizes a waste hauling service, he must utilize the services of the City's franchisee. 2. Section L Performance Bond is hereby amended to read as 1V11V�'I5: L. PERFORMANCE BOND 1. Upon being awarded approval for the collection, removal and disposal of refuse in the City, the Contractor shall file with the City Clerk and shall thereafter during the entire term of the Agreement maintain in full force and effect a corporate surety bond or other adequate surety agreement in a form satisfactory to the City Attorney in the amount of One Hundred Thousand Dollars ($100,000) for the Contractor's faithful performance of this agreement. 2. Said bond shall be so conditioned that in the event that the Contractor shall fail to comply with any one or more of the 1 provisions of the Agreement, then there shall he recoverable jointly and severally from the Contractor and surety any damages or loss, or costs suffered or incurred by the City as a result thereof, including attorney's fees and costs of any action or proceeding, and the full amount of any compensation, indemnification, cost of removal or abandonment of any property or other cost which maybe in default, up to the full principal amount of such bond. 3. Said bond shall not be canceled, altered or allowed to lapse without at least thirty (30) days' prior written notice to the City Clerk by the surety. 4. Failure to file or maintain such a bond shall be deemed a breach of the Agreement, and shall be grounds to terminate the Agreement by the City Council. JN Wl'..4ESS WHEREOF, the City by order of its City Council and the Contractor by order of its Board of Directors, have caused this Agreement to be executed on the day and year first written above. Attest: lieu Gl%a� -w� City Clerk CITY OF % By: / Ro sch. _FYayor CONSOLIDATED DISPOSAL SERVICE, INC. a Cal.i,fgrnia ccrporation BZ���� John A. Telesio, President /CEO EXCLUSIVE REFUSE COLLECTION AND RECYCLING N FRANCHISE AGREEMENT THIS AGREEMENT is made and entered into effective, the 1st day of August, 1991, by and between the CITY OF ROSEMEAD, a municipal corporation, hereinafter referred to as City, and CONSOLIDATED DISPOSAL SERVICE, Inc., hereinafter designated as Contractor. The City and Contractor agree each with the other that, for a period of five (5) years from after'the 1st day of August, 1991, the Contractor shall have sole right to collect, haul and dispose of all refuse and conduct a comprehensive recycling program in the City of Rosemead in accordance with the following terms and conditions: A. DEFINITIONS 1. City shall mean the City of Rosemead, California. 2. City Attorney shall mean the Rosemead City Attorney. 3. City Clerk shall mean the Rosemead City Clerk or her authorized designee. 4. City Council shall mean the Rosemead City Council. 5. City Manager shall mean the Rosemead City Manager or his authorized designee. 6. Contractor shall mean Consolidated Disposal Service, Inc. 7. Handicapped shall identify a person who satisfies the Department of Motor Vehicles requirements for the issuance of a handicapped parking permit. 8. H.D.P.E. plastic shall mean high density polyethylene such as milk jugs, liquid detergent and motor oil bottles. 9. P.E.T. plastic shall mean poly- ethylene terephtalate such as plastic soft drink bottles. 10. Recyclable material means any one or more of the following categories of materials collected and recycled from within the City: A. Newspapers; B. Aluminum cans; C. Glass; D. P.E.T. and H.D.P.E. plastic containers; and E. Such other materials, as, from time to time, as may be commercially reasonable to collect and reuse. 11. Refuse shall mean "garbage" and "combustible and non - combustible rubbish ", "miscellaneous debris" and "combined rubbish' as those terms are defined in Chapter IV, Article V of the Rosemead Municipal Code. 12. Resident shall mean the owner, occupant, tenant or manager of private residential property or other use of private residential property. 13. Senior Citizen shall mean a customer who is at least 62 years old. 14. Tipping charges shall mean the per ton charges, including any surcharges, imposed by the Los Angeles County Sanitation District, for dumping waste. B. WORK TO BE DONE The work to be done under this Agreement shall include the furnishing of all labor, material, equipment and expenses necessary to perform the following minimum services: 1. Collection, hauling and disposal of refuse from the premises of any and all residents and businesses in the City, at the regularly scheduled intervals, and at the rates as provided herein. Said work shall include regularly scheduled pick -up of refuse once a week from curb or alley. Contractor shall also provide regularly scheduled and one -time special container (bin) service to any residence requesting such service. 2. Collection from City facilities as follows: (a) City Hall - Contractor shall, at no charge, furnish sufficient bins and shall pickup and remove the contents of said bins on a schedule approved by the City Manager. 2 (b) Parks and Recreation Department - At the Community Center, 7apopan Park, Garvey Park, Rosemead Park and the City Maintenance Yard, Contractor shall, at no charge, furnish sufficient bins and shall pickup and remove the contents of said bins on a schedule approved by the City Manager. (c) City Litter /Trash Receptacles - City owns approximately 32 litter and trash barrels, located on the sidewalk at fixed locations on major streets. A listing of these trash receptacles was provided on Exhibit "E" to the request for proposals, which is incorporated herein by this reference. Contractor shall empty and remove the contents of said receptacles throughout the City not less than three (3) times per week on a schedule approved by the City Manager. Contractor shall replace the barrel liners at no cost to City. Contractor agrees to pick up, on these terms and conditions, any additional litter and trash barrels acquired by the City up to a maximum of 18 additional barrels (a total of 50), during the term of this Agreement. 3. The Contractor shall not be required to remove waste building materials and other waste materials from the construction, alteration, repair, and moving or demolition of buildings. However, owners ,and tenants of residential premises may put out waste materials for collection by the Contractor if the alteration of repair work is performed individually by the owner or tenant. 4. Unless otherwise directed by the City, the Contractor shall dispose of all collections at a site located outside of the City limits. 5. All work required of the Contractor shall be done in a thorough and workerlike manner to the satisfaction of the City. C. LOCATION OF COLLECTIONS Collection of residential refuse will be made either at curbside or backyard (in the case of qualified handicapped residents). D. COLLECTION HOURS AND DAYS 1. Unless the City Council determines otherwise, the collection of residential refuse in the City shall be confined to Monday through Friday between the hours of 6:00 a.m. and 4:00 p.m. Collection may be made on Saturday if a holiday occurs within the preceding six (6) days. Collection of commercial accounts on Saturdays shall be scheduled so as to not disturb - residential - neighborhoods. 3 2. If, in the judgment of the City Manager, conditions warrant a temporary departure from the regular days and hours of collection, the City Manager may authorize collection of refuse on such days and during such hours as he deems appropriate. Any permanent changes to the collection schedule must be approved by the City Council. 3. To the extent reasonably possible, collections on each route shall commence at the same point, at the same time and follow the same route each time collections are made. 4. The Contractor'shall provide sufficient workers and equipment to complete within one day the collection of all refuse placed for collection in any mutually agreed upon collection district within the City on the given collection day. E. COLLECTION SCHEDULE 1. The schedule of collections shall be subject to the approval of the City Manager. The Contractor shall prepare and file with the City Manager a collection schedule, together with a complete map of the refuse collection districts within the City. He shall indicate thereon in an appropriate and easily understandable manner the days on which collections shall be made. 2. The collection schedule, when approved by the City Manager, shall be maintained unless a change therein is first approved, in writing, by the City Manager. 3. Prior to the start of any new collection schedule, as approved by the City, the Contractor shall, at his own expense, by written notice with postage prepaid and forwarded through the United States mail or by personal service, notify each customer of the day or days of the week on which refuse shall be collected. The notice shall contain the day or days of the week upon which collections will be made, the name, address and telephone number of the Contractor, and other information deemed necessary by the City Manager. Said notice shall be posted in the mail or by personal service to customer served not less than fourteen (14) days prior to the change of collection schedule. The Contractor shall also cause a schedule of collections to be published twice in a newspaper of local circulation once each week for two successive weeks immediately prior to the change in the collection schedule in a district. The published schedule shall contain the same information as the written notice outlined above, and shall clearly indicate the precise area involved in the change. 4. For any given roadway, collections on both sides of the roadway shall be made on the same day. 9 F. COLLECTION RATES AND BILLING 1. The City and Contractor, as part of this agreement, fix and determine uniform rates that shall be charged by the Contractor for the collection and removal of refuse. The rates thus fixed and determined shall remain in effect for the period prescribed or until changed pursuant to the provisions hereof. The Contractor shall not charge or collect any fees or rates other than the fees or rates thus fixed and determined. 2. The City Council shall, not more frequently than once per year, authorize a rate adjustment by application of the following formula and procedure to the then current rates: Contractor shall be entitled to no rate increases whatsoever until the first anniversary of the franchise (August 1, 1992). Effective August 1, 1992 and on subsequent anniversary dates during the term hereof, Contractor shall be entitled to a rate adjustment based upon the following formula: .75 x increase in Consumer Price Index, All items, 1982 -84 = 100 (Los Angeles- Anaheim- Riverside) from the base month (commencing June, 1991) to the following year's comparison month (June, 1992; June, 1993; June, 1994; and June, 1995) plus .25 x the percentage change in tipping fees to arrive at the percentage adjustment to be applied to all rates herein authorized, PROVIDED HOWEVER that Contractor and City agree that any increase authorized by the application of this formula shall be limited to no more than a total of five percent (5 %) for the scheduled rate adiustments effective August 1, 1992 and August 1, 1993. Allowable adjustments, based upon tipping fees, shall be based upon the rates at the Los Angeles County Puente Hills landfill as established by the Los Angeles County Sanitation District. Example: FACTOR % CHANGE PERCENT OF TOTALS OVERALL COSTS CPI 4.70% X .75 3.525 Tipping fees 10.00% X .25 2.500 Adjustment percentage 6.525 5 Thus, the otherwise allowable adjustment percentage of 6.525% is limited by the overall cap of five percent (5 01o). Contractor and City further agree that any allowable rate adjustments in the fourth and fifth years of the franchise shall be based upon the rates effective August 1, 1993 and August 1, 1994 respectively. Contractor shall not be entitled to any increases to make up for otherwise allowable increases in the first three years that were limited by the five percent (5 %) cap. 3. The Contractor shall not make or grant any preference or advantage to any person, nor subject any person to prejudice or disadvantage with respect to rates, fees, charges, service, facilities, rules, regulations, or any other respect. Contractor is specifically authorized to charge a Senior Citizen Hardship rate and a Handicapped rate for those accounts who meet the following eligibility criteria: A. SENIOR CITIZEN HARDSHIP RATE - Those customers, aged 62 and over, who meet the following income limitations, shall be entitled to the Senior Citizen Hardship Rate as listed in this Agreement: Single Income not to exceed $985 per month Family (2 or more) Income not to exceed $1,971 per month Contractor is authorized to require proof of age and an affidavit of eligibility signed by the customer. The "not to exceed" income levels listed above shall be increased to reflect cost of living adjustments on August 1 each year of the franchise. B. HANDICAPPED RATE - Those customers, who meet the eligibility requirements of the Department of Motor Vehicles for issuance of a handicapped parking permit, shall be entitled to backyard service, at the regular residential rate. If the handicapped individual also qualifies for the Senior Citizen Hardship Rate, he or she shall be entitled to backyard service at the Senior Citizen Hardship Rate as listed in this Agreement. 2 4. Except as otherwise provided herein, Contractor will bill each customer directly for service and will collect from such customer for same. City shall not be responsible for collection or payment for such services. 5. Contractor may not suspend its collection and disposal services hereunder to a customer who has failed to pay a proper billing for services. Contractor shall make all reasonable efforts to diligently pursue and collect all fees and charges due Contractor for rendering such services. In the event of a delinquency, the Contractor shall also notify the owner of the real property of the amount of the delinquency and the possibility of property tax lien collection. Contractor shall provide to City, not more frequently than quarterly, individual letters, postage prepaid, which contain the names of the property owner and occupant (if different from the owner), the address of the owner as shown on the latest updated assessment roll, including the assessor's parcel number and whatever other information is required by the Los Angeles County Tax Collector. Said letters shall state the amount of delinquency, penalties, late charge(s) and collection costs. City shall allow Contractor to use the update assessment roll records available at City Hall. City allows such use as an accommodation only and does not warrant the accuracy of such records. The only responsibility of the City pertaining to notice of and public hearing shall be as follows: The City Manager or his designee shall notify property owners by sending the letter designated in the paragraph next above. Such notice shall further declare that the City Council shall at a regular meeting, review and approve as an assessment against the property the amount delinquent and unpaid, the amount of the penalty and late charge(s), collection costs, including administrative costs incurred. If the total assessment determined and approved by the City Council is not paid within ten (10) days after such determination, then and in that event, there shall be recorded in the Office of the County Recorder a statement of the total balance due together with the legal description of the property affected. -From and after the date of such recordation, the balance due shall be a special assessment against the real property. The assessment shall be collected at the same time and in the same manner as are county property taxes and shall be subject to the same penalties and to the same procedure and sale in cases of delinquency as provided for other taxes and assessments appearing on the county property tax bill. All laws applicable to the levy, collection and enforcement of county taxes shall be applicable to such special assessment. Contractor shall be paid the amount actually recovered by the City on an unpaid account less 10% (ten per cent). Said payment to Contractor shall be made - within thirty (30) days of the City's receipt of funds. 7 6. The Contractor shall obtain the written approval of the City Manager as to the billing periods used. 7. Each bill shall contain the name, address, telephone number and office hours of the Contractor, the amount and period being billed, a statement that the Contractor will provide, upon request, a complete list of the rates for the various types of services provided by the contractor, a statement indicating how to file a complaint and how complaints are resolved, as well as the possibilities of recourse available to customers, the holiday schedule, and any other information necessary to assist residents as determined by the City Manager. At least 30 days prior to any rate change, the Contractor shall mail all customers notice of said rate change. G. OFFICE. INQUIRIES AND COMPLAINTS 1. The Contractor shall maintain telephone listings in the directories of the telephone companies servicing the City in the name by which the firm is most commonly known. 2. The Contractor shall have at all times during the hours between 6:00 a.m. and 5:00 p.m., Monday through Friday, an employee at the Contractor's office to answer inquiries and to receive complaints. 3. The Contractor shall maintain a written record of all complaints received, including the name and address of the customer, a description of the complaints, the time the complaint was received, the action taken in response to the complaint, and the time the responsive action was taken. The record shall be kept at the Contractor's office, and shall be available for inspection or duplication at all reasonable times by the City Manager or his designee. 4. In the event that any customer reports to the City Manager that a complaint or claim for a damaged container has not been resolved to the customer's satisfaction, the City Manager may require the Contractor to present a detailed report outlining the nature of the complaint and remedies proposed or action taken to resolve said complaint or claim. If it is the opinion of the City Manager that the Contractor's remedies proposed and action taken are insufficient to adequately resolve the said complainant claim, the City Manager may require the Contractor to carry out an alternative remedy process intended to resolve the complaint or claim, Said remedies will be carried out at no cost whatsoever to the City, unless otherwise specified by the City Manager. 5. The Contractor shall maintain a location, within the City of Rosemead, where bills may be paid and service changes may be initiated. 0 H. VEHICLES AND EQUIPMENT 1. All trucks and other equipment used to collect, haul or dispose of refuse shall at all times be kept clean, in good repair, and well and uniformly painted, to the satisfaction of the City Manager. Contractor shall utilize the equipment specified in its proposal unless the City Manager approves in advance and in writing, equipment substitutions. 2. Each truck shall be constructed, used and maintained so that refuse, oil or grease will not blow, fall or leak out of the truck onto the street. All refuse shall be transported by means of vehicles equipped with water - tight bodies fitted with close fitting metal covers. Should any refuse be dropped or spilled in collecting, transferring or transporting, it shall be immediately cleaned up. A broom and a shovel shall be carried on each truck at all times for this purpose. Contractor shall be notified of and given a reasonable opportunity to cleanup any such spills before the City incurs expenses for such cleanup. All expenses incurred by the City.in the collection and disposal of any such spilled or dropped refuse shall be paid to the City, on demand, by the Contractor. 3. All refuse- conveying truck or trailer - bodies shall be cleaned thoroughly by flushing with water after each day's use. 4. The Contractor's name and telephone number shall be painted on each side of the body of each truck. The letters shall be in a color contrasting sharply with color of the truck, and shall not be less that six (6) inches in height and four (4) inches in width. 5. The brake system of each vehicle used for collecting, hauling or disposing of refuse in the City shall be inspected and certified twice each year by the California Highway Patrol or by a brake inspection station licensed by the California Highway Patrol. Notice of such certification shall be filed with the City Manager each August and February. Failure to submit required notice of such certification may be grounds for terminating this Agreement per the procedure outlined in Paragraph P - Termination. - 6. Each vehicle of three (3) or more axles used for collecting hauling or disposing of refuse in the City shall be maintained in conformance with the Motor Carrier Safety Regulations set forth in Title 13 of the California Administrative Code (Motor Vehicles). 7. The City Manager may -cause any vehicle used for collecting, hauling -or disposing of refuse in the City to be inspected and tested at any time and in such manner as may be appropriate to determine that such vehicle is being maintained in compliance with the provisions of the Rosemead Municipal Code and the I California Vehicle Code. 8. The City Manager may authorize the removal of any vehicle from service if said vehicle is found to be in non - conformance with the Rosemead Municipal Code or the California Vehicle Code. Vehicles shall not be returned.to service until duly authorized by the City Manager. 9. Each vehicle used for collecting, hauling or disposing of refuse shall be equipped with an audible warning device that is activated when the vehicle is backing up. 10. No vehicle used for collecting, hauling or disposing of refuse shall be loaded in excess of the manufacturer's gross vehicle weight rating or in excess of the maximum weight specified by the California Vehicle Code, whichever is less. Evidence of the manufacturer's name and gross vehicle weight rating shall be maintained in, or upon, every vehicle. I. REFUSE CONTAINERS 1. All refuse containers shall be replaced, upright, with the lids immediately beside the containers. Containers and lids shall not be placed or thrown on the streets, alleys, highways, or on adjoining property. 2. The Contractor, his agents and/or employees, shall not throw refuse containers from the truck to the pavement or parkway, shall not cause damage by striking them against the truck to dislodge contents, or in any other way break or damage or roughly handle the same. 3. All claims for damage of containers, by reason of the misuse or rough handling of said containers by the Contractor, shall be presented to the Contractor by the resident. The Contractor shall make a decision concerning settlement within 48 hours of receipt of such claims. 4. Any refuse container which will no longer hold refuse without spilling, which leaks or is not water tight shall be replaced by the person from whom refuse is collected, within ten (10) days after notice from the Contractor stating the condition of such container. Such notice shall be made by attaching a tag to such container and indicating thereon the defective condition thereof. 5. The Contractor shall collect and dispose of all cardboard boxes used for the collection of refuse. 6. The Contractor shall provide large capacity containers (bins) for mechanical loading wherever customers so request their use, and the use thereof shall be in accordance with the rates established herein. Each container provided shall have 10 the Contractor's name, or company name, placed and maintained on one or more locations on the outside in letters not less than three (3) inches in height. The Contractor shall regularly inspect all large capacity containers, repair or replace any damaged containers, and maintain an inventory need to meet the demand of customers. All such containers shall be maintained by Contractor so as not to leak. All such containers utilized in Rosemead shall feature tight- sealing lids (the Balanced Lid Systems (or equivalent) bins specified in Exhibit D to the Contractor's proposal) 7. Residents electing to use large capacity containers for mechanical loading shall use such containers exclusively and shall place such container for pickup where they are readily accessible to the Contractor's equipment. 8. The Contractor shall provide sufficient workers and equipment so as to limit the time that the bins are placed in the public right -of -way to a maximum of three (3) hours. J. STATUS OF REFUSE All refuse collected pursuant to this Agreement shall be deemed to be the property of the Contractor, as of the time the same is received by it, unless otherwise directed by the City Council of City, in its sole discretion. In the event the City's directions regarding disposal transfer or processing increases Contractor's costs, Contractor shall be entitled to a rate increase to recoup these costs. City shall be authorized to require complete financial data, which demonstrate .conclusively the additional costs, before approving such a rate increase. K. CONTRACTOR'S NAME The Contractor shall not use the words "Rosemead ", "City ", "Municipal ", "Community" or other like words in his corporate name or on his equipment. L: PERFORMANCE BOND 1. Upon being awarded approval for the collection, removal and disposal of refuse in the City, the Contractor shall file with the City Clerk and shall thereafter during the entire term of the Agreement maintain in full force and effect a corporate surety bond or other adequate surety agreement in a form satisfactory to the City Attorney in the amount of Three Hundred Thousand Dollars ($300,000) for the Contractor's faithful performance of this agreement 2. Said bond shall be so conditioned that in the event that the Contractor shall fail to comply with any one or more of the provisions of the Agreement, then there shall he recoverable jointly and severally from the Contractor and surety any 11 damages or loss, or costs suffered or incurred by the City as a result thereof, including attorney's fees and costs of any action or proceeding, and the full amount of any compensation, indemnification, cost of removal or abandonment of any property or other cost which maybe in default, up to the full principal amount of such bond. 3. Said bond shall not be canceled, altered or allowed to lapse without at least thirty (30) days' prior written notice to the City Clerk by the surety. 4. Failure to file or maintain such a bond shall be deemed a breach of the Agreement, and shall be grounds to terminate the Agreement by the City Council. M. INSURANCE 1. Contractor shall concurrently furnish to the City and file with the City Clerk, and at all times during the existence of any franchise granted hereunder, maintain in full force and effect, at its own cost and expense, a general comprehensive public liability insurance policy, including coverage for premises - operations, explosion and collapse hazard, underground hazard, contractual insurance, broad form property damage, independent contractors; personal injury and comprehensive automobile liability, comprehensive insurance in protection of the City, its officers, boards, commissioners, agents and employees, with a company approved by the City Manager in a form satisfactory to the City Attorney, protecting the City and all persons against liability for loss or damage for personal injury, death and property damage, occasioned by the operations of the Contractor under this Agreement with a minimum of not less than Five Million Dollars ($5,000,000.00) combined single limit for bodily injury, including accidental death and property damage. 2. The City, its officers, boards, commissions, agents and employees shall be named as an additional insureds in any of said insurance policies. Where such insurance is provided by a policy which also covers Contractor or any other entity or persons, it shall contain the standard cross - liability endorsement. Such policies shall contain a provision that a written notice of cancellation or material alteration in coverage of said policy shall be delivered to the City Clerk thirty (30) days in advance of the effective date thereof. Said insurance Policy shall contain the following endorsements: (a) The naming of an additional insured, as herein - provided, shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured; and 12 (b) The additional insured named herein shall not be held liable for any premium or expense of any nature on this policy or any extension thereof;- and (c) The additional insured named herein shall not; by reason of being so named, be considered a member of any mutual insurance company for any purpose whatsoever; and (d) The provisions of the policy will not be changed, suspended, canceled or otherwise terminated as to the interest of the additional insured named herein without first giving such additional insured thirty (30) days written notice; and (e) Any other insurance held by the additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance which is referred to by the certificate. 3. Failure to file or maintain said policy of insurance shall be deemed a breach of the Agreement, and shall be grounds to terminate the Agreement by the City Council. N. CITY HELD HARMLESS Contractor shall indemnify and hold harmless the City, its officers, boards, commissions, agents and employees against and from any and all claims, demands, causes of actions, actions, suits, proceedings, damages, costs and liabilities (including costs on liabilities of the City with respect to its employees) of every kind and nature whatsoever including, but not limited to, damages for injury and death, or damage to persons or property, and regardless of the merit of any of the same, liability for environmental cleanup or response costs related to the hauling and disposal of the waste and or recyclable materials that are the subjects of this agreement, and against all liability to others and against any loss, cost and expense resulting or arising out of any of the same including any attorney fees, accountant fees, expert witness or consultant fees, court costs, per diem expense, traveling and transportation expense or other cost or expenses arising out of, or pertaining to, the exercise or the enjoyment of this Agreement whether such performance be by the Contractor, his sub- contractor, or anyone directly or indirectly employed by him, and whether such damages accrue or are discovered before or after termination of this Agreement. O. AGREEMENT TERM AND RENEWAL 1. The Contractor shall have the exclusive right to collect, haul and dispose of all refuse within the City for a period of five (5) years from the effective date of this Agreement. 13 2. The Agreement may be renewed for successive five -year periods or any lesser period if the City and the Contractor both consent thereto in writing. Contractor's request for renewal must be submitted no sooner than 3 years and six months after the effective date of this contract and no later than six months prior to the expiration date of the contract. The City may establish conditions for renewal and may require contractor to submit a detailed proposal describing requested terms of renewal and other pertinent information as deemed necessary by the City Council. This provision is not intended to confer any renewal rights to Contractor whatsoever. The City retains the option to seek additional proposals at the conclusion of this term. P. TERMINATION 1. In addition to any other remedy herein provided, or provided by law, the City may terminate this agreement if the contractor is in default of any term or provision hereof, including the requirements that performance shall be in a workerlike manner and otherwise satisfactory to the City; provided, however, that before such right of termination may be exercised by the City, the City shall give to the Contractor written notice of such default, specifying the particulars in which the Contractor is in default, and if such default is cured and satisfactory service rendered by the Contractor as determined by the City, within 15 days after such written notice, the agreement shall not be terminated by the City. During the 15- day period, the contractor may request a hearing before the City Council and submit evidence in accordance with Section 2 below or any other information showing that no default has occurred. The City Council shall afford Contractor a due process hearing during which it considers all pertinent information before its final determination regarding termination or other remedies. 2. Acts of God or acts of other persons or combinations thereof over which the Contractor does not have control are not subject to complaint as matters of unsatisfactory or failure of performance by the Contractor. The Contractor is responsible to show evidence of these conditions to the satisfaction of the City. 3. In the event the Contractor shall for any reason become unable to or fails in any way to collect or remove refuse as provided herein, and Contractor is determined to be in default of its contractual obligations after the opportunity for hearing before the City Council, the City may declare the amount of the performance bond described herein forfeited to the City. 4. Should this Agreement be terminated for any reason, all accounts receivable - records and route records shall immediately become the property of the City. 14 5. In the event of termination of this Agreement due to breach by the Contractor, Contractor shall be liable to the City for all loss, damage or expense for which the City may become liable or indebted to provide replacement service to its residents and businesses. .6. In the event Contractor is not awarded an agreement to continue to provide the services required by this Agreement, at the end of the term hereof, or upon termination for cause prior to the end of the term hereof, then Contractor shall cooperate fully with City and subsequent Contractor to assure a smooth transition. Such cooperation shall include, but not be limited to, the following: A. Providing current and historical records as requested by the City on customer billing (providing computer tapes of all accounts); and B. Maintaining and providing to City as requested Accounts Receivable; and C. Providing operating records needed to provide service to all properties in City (both equipment and staffing requirements). Q. REPORTS REQUIRED 1. The Contractor shall provide the City Manager, at the times and in the form prescribed by the City Manager, such reports with respect to the Contractor's operations as may be reasonably necessary or appropriate to the performance of any of the rights, functions or duties of the City in connection with this Agreement. 2. Such reports shall include, but shall not be limited to the following, which shall be submitted to the City Manager no later than sixty (60) days following the City Manager's request for same: (a) A detailed and complete certified financial statement, of the Contractor, with an opinion prepared by an independent Certified Public Accountant, for the preceding fiscal year. (b) An up -to -date list of all vehicles used for collecting, hauling or disposing of refuse in the City including the make, type; year, license number, identification number -and ownership. (c) The names, titles and addresses of the owners, officers, directors and stockholders of the firm. 15 (d) The names and titles of all employees used in providing refuse service for the City. (e) A description of all cases of property damage and personal injury that have occurred while providing refuse service for the City in the last three years. (f) A description of all traffic citations received in the past three years. (g) Workers' Compensation Experience Modification Factor for the current year. (h) Any reports required in association with Section G (4) of this Agreement. 3. Within thirty (30) days after the end of each fiscal year, Contractor shall provide the City with a written report which shall include: (a) An accurate number of residents receiving curbside service. (b) The total number of multi - family units and number of multi -unit dwellings. (c) The total number of bins in use for both single- family and multi - family 1:. units. - (d) The total number of bins in use for commercial accounts. (e) The total number of roll -off containers delivered and collected during the year. (f) Total tonnage of refuse collected. 4. The Contractor shall cooperate with and provide all information sought by City in connection with the preparation and implementation of the waste characterization study and its recycling and source reduction elements. R. WORKERS' COMPENSATION INSURANCE The contractor shall at all times keep fully insured, at his own expense, all persons employed by him in connection with the performance of this Agreement as required by the provisions of the labor code of the State of California relating to Worker's Compensation and insurance and shall hold the City free and harmless from all liability - arising by reason of injuries of any employee of the Contractor incurred in course of employment hereunder. The Contractor shall file and maintain certificates with the City Clerk showing said insurance to be in full force and effect at all times during the course 16 of the Agreement. No work shall be done by the Contractor during any period when he is not covered by insurance as herein required. S. EQUAL OPPORTUNITY EMPLOYMENT In providing refuse service for the City, the Contractor shall not discriminate against any employee or applicant for employment because of race, creed, color, sex, national origin or physical handicap. 1. The Contractor shall take affirmative action to ensure such non- discrimination: 2. The Contractor shall post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this non - discrimination clause. 3. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, creed, color, sex, national origin or physical handicap. T. RECYCLING . 1. During the term of this Agreement, CONTRACTOR shall conduct a curbside residential recycling program in the City of Rosemead. All residential dwellings on regular curb, alley and backyard service customers for trash pickup shall be part of the program. Such customers shall be provided a once -a -week pickup from curbside of newspapers, glass, cans, P.E.T. and H.D.P.E. plastic containers, placed for collection in the appropriate containers provided by the CITY. Contractor's fees for this service are included in the rates for residential trash collection. Contractor shall provide a program for the separate collection of green waste. 17 2. RESIDENTIAL CUSTOMERS' RESPONSIBILITIES. A. Contractor shall deliver, at no additional cost to City or customers, to all residential dwellings on regular curb (i.e. all residences not on bin service) and to all residential dwellings on backyard (handicapped) service two (2) plastic containers for the collection and placement for removal of recyclable materials (newspapers, glass, cans, P.E.T. plastic beverage containers and green waste as follows: 1 minimum 18- gallon container for commingled recyclable materials (glass, aluminum cans, plastic beverage containers and newspaper) 1 minimum 32- gallon container for green waste B. Residents shall place their recyclables and green waste, in the collection containers, at curbside (or backyard for qualified handicapped residents) on their regular scheduled day for trash collection. 3. REVENUE FROM SALES OF RECYCLABLE MATERIALS. Contractor shall maintain records of the amounts of materials collected and sold and the revenue received for same. Contractor, in partial consideration for the services rendered hereunder, shall be entitled to retain seventy -five per cent (75 %) of the net revenue from the sale of recyclable materials. Contractor shall donate a minimum of twenty -five per cent (25 01o) of the net proceeds from the sale of recyclable materials, collected in the City of Rosemead, to non - profit groups which have service programs in Rosemead and have actively participated in the City's recycling program. Contractor shall provide City with quarterly reports on the program revenue and donations made to community groups. 4. PROMOTION OF PROGRAM. CONTRACTOR shall use its best efforts, in conjunction with CITY, to promote public awareness of and utilization of the program. Contractor shall provide the services of its Educational Resource Specialist as outlined in its proposal. U. ASSIGNMENT 1. Contractor shall not assign any portion of the duties to be performed by it pursuant hereto, to any person, without the prior written consent of the City being first obtained. The City shall not unreasonably withhold its consent to any such proposed assignment, provided that such consent shall not be deemed to have 18 been unreasonably withheld if, after a reasonable investigation, the proposed assignee is found by the City not to be financially responsible , or not possessed of sufficient experience or qualifications to perform the obligations of this Agreement. V: RIGHTS RESERVED TO THE CITY 1. At all reasonable times, the Contractor shall permit the City's authorized representatives to examine all property of the Contractor, and to examine and transcribe any and all records kept or maintained by the Contractor under his control which pertain to this Agreement. 2. Neither this Agreement nor any provision hereof shall constitute a waiver or bar to the exercise of any governmental right or power of the City. 3. The City Council may do all things which are necessary and convenient in the exercise of its jurisdiction under this Agreement, and may determine any question of fact which may arise during the existence of this Agreement. 4. The City Manager is hereby authorized and empowered to adjust, settle, or compromise any controversy or charge arising from the operations of the Contractor under this Agreement, either on behalf of the City, the Contractor, or any customer in the best interest of the public. Either the Contractor, or any member of the public, who may be dissatisfied with any decision of the City Manager, may appeal the matter to the Council for hearing and determination. The Council may accept, reject, or modify the decision of the City Manager, and the Council may adjust, settle, or compromise any controversy or cancel any charge arising from the operations of the Contractor. W. LEGAL REQUIREMENTS & MISCELLANEOUS PROVISIONS 1. The Contractor shall obtain all permits and licenses required by the City, County, State and Federal Governments. The Contractor shall fulfill all reporting requirements to these agencies. 2. Contractor shall comply with all laws, ordinances, rules and regulations of the State, County, City, and all political subdivisions thereof having jurisdiction over work done or to be done under this Contract. Contractor must conform to and abide by all ordinances of the CITY and of the County and of cities through which waste and recyclables are to be hauled or wherein such waste or recyclables may be sold or stored. 3. To the extent not superseded by the specific provisions of this Agreement, the Proposal for The Exclusive Collection, Removal and Disposal of Residential, IR Commercial and Industrial Refuse and An Integrated Recycling Program for the City of Rosemead, submitted by Consolidated Disposal service on March 15, 1991 and modified by correspondence from Consolidated Disposal Service dated April 3, 1991, April 17, 1991, April 25, 1991, April 26, 1991 and April 29, 1991. Copies of these documents are attached hereto, collectively referred to as Exhibit 'W', and made a part hereof by this reference. 4. The provisions of the Rosemead Municipal Code relating to refuse collection and disposal are hereby incorporated into and made a part of this Agreement, and whenever the provisions of the Code conflict with the terms of this Agreement, the terms of said Code shall supersede the provisions of the Agreement. 5. Time shall be of the essence of this Agreement. The Contractor shall not be relieved of his obligation to comply promptly with any of the provisions of this Agreement by any failure of the City to enforce prompt compliance. 6. All notices required to be given under this Agreement shall be given by placing such notices in the United States mail, postage prepaid, addressed as follows: in the case of notice to the City, City of Rosemead, City Hall, 8838 E. Valley Boulevard, Rosemead, California, 91770 Attention: City Manager. In case of notice to Contractor, CONSOLIDATED DISPOSAL SERVICE, INC., 12235 Los Nietos Road, Santa Fe Springs, California 90670 Attention: John A. Telesio, President /CEO. 7. This Agreement shall be binding on, and accrue to the benefit of the heirs, executors, assigns and successors in interest of the parties hereto, subject to the provisions of Section U above. 8. In the event territory is annexed to the City, and if for the three (3) years immediately prior to such annexation, refuse collection services were provided by a refuse collector authorized to perform such services by the local agency having jurisdiction over such territory prior to annexation, then such authorized refuse collector may continue to provide refuse collection service in the territory for up to five (5) years from the date of annexation. Under such circumstances, the annexed territory shall not be deemed a portion of the City for the purpose of this Agreement. If the refuse collector authorized to perform such collection services prior to annexation is the Contractor, then such territory may become a part of the City for purposes of this Agreement. 9. All disputes arising out of this Agreement shall be subject to binding arbitration, conducted in accordance with the provisions -of this paragraph. In the event of a dispute concerning the provisions of this Agreement, City shall submit a list of not less than five (5) retired California Superior Court Judges it deems qualified to act as the arbitrator. Contractor shall select one of the retired judges who shall 20 act as the arbitrator. If the Contractor declines to accept any retired judge on the City's list, the then Presiding Judge of the Superior Court of Los Angeles County, or his or her designee, shall appoint a retired Superior Court Judge who shall act as the arbitrator. The decision of the arbitrator shall be binding on the parties and shall be enforceable as a final judgment of a court of competent jurisdiction. Costs of arbitration incurred pursuant to this section shall be borne equally by the parties. 10. Should litigation including arbitration be reasonably required to enforce any of the provisions of this Agreement, the prevailing party in such litigation shall be entitled to receive an award of the attorney's fees in such amount as may be set in the discretion of the court or arbitrator. The provisions of this paragraph shall survive the termination of this Agreement. 11. Contractor shall provide Cardio- Pulmonary Resuscitation (CPR) training to its on- _ street personnel who serve Rosemead. X. SEVERABILITY If any section, subsection, sentence, clause or phrase of the Agreement is for any reason held illegal, invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions hereof. Y. EFFECTIVE DATE This Agreement shall become effective and operative on August 1, 1991, and on said date shall supersede all prior agreements heretofore executed by and between the parties concerning any portion of the subject matter hereof, and shall operate as a discharge of all obligations incurred by either party under any agreements thus superseded. Z. RATES RATE STRUCTURE- EFFECTIVE AUGUST 1, 1991 1. SINGLE FAMILY DWELLINGS - RESIDENTIAL CURBSIDE SERVICE Monthly cost per unit for regularly scheduled weekly curbside collection and disposal of residential /household waste, weekly curbside collection of recyclable materials (glass, newspaper, aluminum cans, plastic containers) but excluding such items as appliances, furniture. $ 7.85 per month per unit 21 2. SPECIAL QUALIFIED SENIOR CITIZEN HARDSHIP RATE/ FOR RESIDENTIAL CURBSIDE SERVICE: Monthly cost per unit for regularly scheduled weekly curbside collection and disposal of residential /household waste, weekly curbside collection of recyclable materials (glass, newspaper, aluminum cans, plastic containers) but excluding such items as appliances, furniture. $ 5.21 per month per unit [subject to verification of eligibility] 3. SPECIAL QUALIFIED HANDICAPPED CITIZEN /BACKYARD COLLECTION RATES FOR SINGLE FAMILY RESIDENCES: Monthly cost per unit for regularly scheduled backyard collection and disposal of residential /household waste, weekly curbside collection of recyclable materials (glass, newspaper, aluminum cans, plastic containers) but excluding such items as appliances, furniture. $ 7.85 per month per unit $ 5.21 per month per unit if the handicapped individual also qualifies for the senior citizen hardship rate. [subject to verification of eligibility] 4. SPECIAL ONE -TIME PICK -UP COST FOR PICK -UP AND DISPOSAL OF APPLIANCES, FURNITURE AND BULKY ITEMS Not to exceed rate for one -time special pick -up and disposal of appliances, furniture and other bulky items not eligible for regular collection. $10.00 per item. 5. RESIDENTIAL - SPECIAL ONE -TIME DROP -OFF AND COLLECTION OF A 3 -CUBIC YARD BIN Rate for one -time drop -off and collection of a 3 -cubic yard bin at a residential address. $50.95 per bin, provided bin includes one collection and delivery to the landfill and rental of bin for up to seven (7) days. Additional days and collections require additional fees. 6. RESIDENTIAL - SPECIAL ONE -TIME DROP -OFF AND COLLECTION OF A 10 TO 40 -CUBIC YARD "ROLL OFF" CONTAINER Rate for one -time drop -off and collection of a 10 to 40 -cubic yard bin at a residential address. $ 143.59 per load (all sizes), plus tipping fees. (at actual cost). Loads exceeding seven (7) tons net weight will be subject to a $25 /ton surcharge. 7. MULTIPLE- FAMILY DWELLINGS- DETACHED UNITS ON A SINGLE LOT Monthly cost per unit for regularly scheduled weekly curbside collection and disposal of residential /household waste, excluding such items as appliances, furniture. $ 7.85 per month per first unit. $ 6.33 per month per each additional unit S. MULTIPLE FAMILY UNITS - ATTACHED UNITS (APARTMENTS AND CONDOMINIUMS) AND MOBILEHOME PARKS Monthly cost per unit for regularly scheduled weekly curbside collection and disposal of residential /household waste, excluding such items as appliances, furniture. - $ 7.85 per month per first unit. $ 5.14 per month per each additional unit NOTE THAT CUSTOMERS IN MULTIPLE RESIDENTIAL CATEGORIES MAY ELECT TO UTILIZE COMMERCIAL SERVICES AND RATES IN LIEU OF RESIDENTIAL -- SERVICES AND RATES. 23 9. COMMERCIAL ESTABLISHMENTS - REGULAR REFUSE COLLECTION Rate per month for regularly scheduled pick -up and collection of refuse from business, commercial and industrial establishments. Days refer to the number of pick -ups and collections per week. 3 -CUBIC YARD BIN WITHOUT FORKLIFT WITH F/L 1 DAY PICK -UP $56.44/mo. $62.09/mo. 2 DAYS PICK -UP $85.66/mo. $94.23/mo. 3 DAYS PICK -UP $116.22/mo. $127.84/mo. 4 DAYS PICK -UP $147.00 /mo. $161.71 /mo. 5 DAYS PICK -UP $181.62/mo. $199.78/mo. 6 DAYS PICK -UP $208.05/mo. $228.86/mo. 1 1/2 -CUBIC YARD BIN WITHOUT FORKLIFT 1 DAY PICK -UP $37.98/mo. WITH F/L $41.78/mo. 10. COMMERCIAL - ONE-TIME DROP -OFF AND COLLECTION OF A 3 -CUBIC YARD BIN Rate for one -time drop -off and collection of a 3 -cubic yard bin at a commercial address. $68.71 per bin, provided bin includes one collection and delivery to -the landfill and rental - of bin for up to seven (7) days. Additional days and collections require additional fees. 24 11. COMMERCIAL - SPECIAL ONE -TIME DROP -OFF AND COLLECTION OF A 10 TO 40 -CUBIC YARD "ROLL OFF" CONTAINER Rate for one -time drop -off and collection of a 10 to 40 -cubic yard bin at a commercial address. $220.86 per load (all sizes) including tipping charges; 7 ton limit. Over 7 tons net per load, subject to $25.00 per ton surcharge. 12. COMMERCIAL - SPECIAL BARREL SERVICE FOR QUALIFIED COMMERCIAL, LIMITED USE CUS'T'OMERS Indicate rate for once a week pick -up and collection of a maximum of two not -to- exceed 35 gallon barrels. [Note: Only 48 commercial establishments entitled to this reduced - level service) $38.43 per month. THESE RATES INCLUDE FOUR (4) CITY -WIDE PICK -UP DAYS FOR LARGE BULKY ITEMS, SUCH AS APPLIANCES AND FURNITURE, WHICH SHALL BE PICKED -UP AND DISPOSED OF ON THE DESIGNATED DAYS, WITHOUT ADDITIONAL CHARGE TO THE CUSTOMER OR CITY. IN WITNESS WHEREOF, the City by order of its City Council and the Contractor by order of its Board of Directors, have caused this Agreement to be executed on the day and year first written above. CITY OF ROSEMEAD B: / Y Ja T. mperial, Mayor 25 r- , 1 11 �pmmw-• Attest: Ciiy Clerk CONSOLIDATED DISPOSAL SERVICE, INC. a California corporation Y � iJ ' _� Presi John A. Telesio, ent /CEO 26 ROSEMEAD CITY COUNCIL STAFF REPORT TO: THE HONORABLE MAYOR AND CITY COUNCIL FROM: OLIVER CHI, CITY MANAGER &t-� DATE: JANUARY 22, 2008 SUBJECT: CONSOLIDATED DISPOSAL CONTRACT EVERGREEN CLAUSE SUMMARY On December 11, 2007, the City Council approved Consolidated Disposal Services' request for a rate increase effective January 1, 2008. While discussing this item, the Council also reviewed other terms in the City's contract with Consolidated, including service levels and the evergreen provision included in the agreement.. After reviewing these issues, the Council asked staff to bring back more information regarding the City's trash collection contract at a later date. Staff Recommendation Staff recommends that the City Council provide staff with further direction regarding the City's refuse collection contract and collection service levels. DISCUSSION The City's contract with Consolidated includes several service level provisions for trash collection services. Some of the service levels include collection frequencies (day /time of collection, number of cans a house can put out), collection programs (recycling requirements, bulk item collection program, commingled recycling program), and customer service requirements (billing functions, call centers, (senior discount programs). The original contract with Consolidated was first approved in 1991 forla five -year term. Since then, the contract has been amended three times to change terms and service levels. On June 5, 1996, the City Council approved the second 'amendment with Consolidated. Terms changed in this amendment included changing the annual rate increase provision, adding an "evergreen clause" to the contract, adding indemnification provisions from state mandated recycling requirements, and automatiriig the residential collection program, among other changes (Attachment 1). What is an Evergreen Clause? APPROVED FOR CITY COUNCIL AGENDA: 0 City Council Meeting January 22, 2008 Paqe 2 of 3 By definition, an evergreen clause is a contractual provision that allows a contract to be automatically renewed unless given notice by one of the contracting parties. This clause can be beneficial for both sides of a contract including locking in prices for an extended period of time, guaranteeing a revenue stream, or ensuring continuity in services, among others. Although evergreen clauses allow a contract to continue indefinitely, they can still be renegotiated at any time, just like a contract with a definite term. This can benefit parties if a new technology is released that will make existing technology obsolete. For example, a business enters into an evergreen contract with a consulting firm to provide computers. Should a new, more advanced computer be developed, the business can still negotiate with the consulting firm to obtain the newest computer system. The evergreen clause in the City's agreement with Consolidated grants a one -year extension each year so that the term of the agreement remains constant at five years. Per Section "O" in the second amendment, "should either party desire that said automatic one -year renewal and extension term be terminated, such party may give the other written notice of such not later than May 1 of any year of the Agreement. Such notice will terminate the automatic one -year renewal and extension provision, and the Agreement shall remain in effect for the balance of the term outstanding." This clause is valid subject to all other conditions contained in Section "P" of the original agreement between the City and Consolidated. Over the past few months, staff has met with representatives from Consolidated to discuss the City's trash collection contract. In December, staff informed Consolidated that the City Council was interested in further discussing the evergreen provision and further evaluating the City's trash collection program. Should the City Council desire, staff will prepare a letter to Consolidated explaining the City's intention to end the evergreen provision and give notice to bid services in five years. FINANCIAL REVIEW Not applicable ENVIRONMENTAL REVIEW Not applicable LEGAL REVIEW This staff report has been reviewed and approved by the City Attorney. • ROSEMEAD CITY COUNCIL STAFF REPORT TO: THE HONORABLE MAYOR AND CITY COUNCIL FROM: OLIVER C. CHI, CITY MANAGER DATE: DECEMBER 11, 2007 SUBJECT: CONSOLIDATED DISPOSAL APPLICATION FOR RATE INCREASE SUMMARY On Tuesday, December 4, 2007, Consolidated Disposal Services (Consolidated) submitted a letter requesting a rate increase for 2007 -2008 (Attachment A). The proposed rate increase of 5.62% for residential customers and 5.79% for commercial customers are scheduled to take effect on January 1, 2008. In addition to details regarding the proposed rate increase, Consolidated also forwarded a • copy of the Rosemead City Council Agenda from November 14, 2006. That agenda indicates that the City Council granted the City Manager the authority to implement any annual rate increase without holding a public hearing provided that the rate increase does not exceed the formula in the Consolidated contract agreement. • For reference, staff went back and pulled the minutes for the meeting where the action was taken (Attachment B), and it does appear that the City Council granted the City Manager such authority. This means that unless there is any objection from the City Council, the staff will move forward and authorize the rate increase proposed by Consolidated.. Staff Recommendation Staff recommends that the City Council receive and file this report. PUBLIC NOTICE PROCESS This item has been noticed through the regular agenda notification process. Attachment A: Consolidated Disposal Letter Of Request For Rate Increase Attachment B: Minutes From October 24, 2006 City Council Meeting APPROVED FOR CITY COUNCIL AGENDA: 0 ' City Council Meeting January 22, 2008 Page 3 of 3 Prepared by:: C� Chris Marcarello Administrative Services Officer Manager Attachments: (1) City Council Staff Report and Minutes, December 11, 2007 (2) City Council Staff Report and Minutes, June 18, 1996 0 u • CONSOLIDATED DISPOSAL SERVICE AWACMM A A Subsidiary of REPUBLIC SERVICES, INC, December 3, 2007 Mr. Oliver Chi ?495 E. 6e street City Manager Long Beach, CA 90805 City of Rosemead Facsimile (562) 531 -4710 8838 East Valley Blvd. Rosemead, CA 91770 RE: Application for Adjustment of Waste Collection and Disposal Rates for year 2007 -2008 Dear Mr. Chi: Consolidated Disposal Service hereby submits its annual request for adjustment of the waste collection and disposal rates for the City of Rosemead. This application is based on the franchise agreement's formula for rate adjustments based on CPI and disposal fee increases. As per our contract with the City of Rosemead and Consolidated Disposal Service, CDS agreed last year to change the yearly rate adjustment effective date from August I" to January I", due to the fact that in 2004, the County Sanitation District changed their yearly gate fee increase date from July 1st to January 1't. Consolidated Disposal Service requests the following rate adjustment with a new effective date of January 1, 2008. The Consumer Price Index reported by the Department of Labor Bureau of Statistics for the Los Angeles - Anaheim- Riverside area for period September 2006 to September 2007, has increased by 2.76 %. Consolidated Disposal Service, LLC. is not requesting a fuel adjustment at this time. The Los Angeles County Sanitation District increased their gate fee on January 1, 2007 to $26.20 per ton and will increase to $29.42 on January 1, 2008. The Commerce Waste to Energy Facility increased their gate fee from $53.00 ton to $61.00 per ton. We therefore, submit the following rate adjustment for your review and approval. Rate Adjustment Formula Residential The rate adjustments formula to be applied is as follows: • Rate Adjustment Formula Commercial The rate adjustments formula to be applied is as follows: Consolidated Disposal Service requests that the rate adjustment of 5.62% as computed above be applied uniformly to all residential customers and 5.79% to all commercial /industrial customers in the City of Rosemead. Please refer to the attached page for a computation of rates. Consolidated Disposal Service, LLC. respectfully requests that the City Manager approves the rate adjustment per City Council direction at the City Council meeting on November 14, 2006, Item A under Public Hearings. Per the City Managers approval this rate adjustment will take effect January 1, 2008. • Thank you for your consideration in this matter. Should you have any question regarding this application or any other matter, please do not hesitate to call me at (562) 259 -2826. Sincerely, reg oN rdbak / Government Relations Enclosures — Work Sheet, New Rate Sheet & Copy of 11/14/2006 agenda (3). CJ • • [l a O m r ;u = O o c w m 03 v - � N N U rn N O O N A O O _a a o N m n m d m' y y S N n m � m y � � y a W 0 0 O 0 J N O O O rn W 0 0 0 0 0 0 0 0 J W O O 0 0 fly � W rnco m N W l0 0 0 0 2 0 c w n A A c o w y O 0 m - 1 rn m �D�4�2 W rn N O O N A O O _a a o N m n m d m' y y S N n m � m y � � y a W 0 0 O 0 J N O O O rn W 0 0 0 0 0 0 0 0 J W O O 0 0 fly � W rnco m N W l0 0 0 0 2 0 c n A A c o w y 0 t i c m - 0 3 n m �D�4�2 o'cc::t O m 0 M O o < SW n a m 0 '� m W 0 m (D m (D O l.N O `O DJ O C: J t0: d w m � O O 3 N O N N N O N W O N O [O O Ut O fA N O O O 00 O V N' 3 -a 3 m m ci m � n � m n N � N � N N ry o N O 0 0 N N W V O� rn J 0 0 0 V W O O a o �o w rn e o 0 t% • C • New Rates Residential Rates: Category Current Rate New Rate Single Family Dwelling - Residential Curbside one 100 Gal Cart $ 16.25 $ 17.16 Multiple Family Dwelling-Detached Units On A Single Lot: First Unit $ 16.25 $ 17.16 Each Additional Unit $ 1113 $ 13.87 Multiple Family Units - Attached Units ( Apartments and Condos) And Mobilhome Parks: First Unit 6 Day P/U 397.81 437.63 $ 16.25 $ 17.16 Each Additional Unit $ 10.68 $ 11.28 Special Qualified Senior Citizen Hardship Rate / For Residential Curbside Service Dead Run $ 80.73 85.40 $ 10.81 $ 11.42 Special Qualified Handicapped Citizen / Backyard Collection Rates For Single Family Residences: $ 559.41 591.80 Ovenvei ht 9 Ton Limit $ 16.25 $ 17.16 Additional 100 Gallon Cart $ 2.28 Special One -Time Pick -Up Cost For Pick -Up And Disposal Of Appliances, Furniture And Bulk Items 85.40 Commercial - Special Barrel Service for Qualified Commercial, Limited Use Customers. Max 2 -35 gallon cans 1 time per week $ 16.94 Residential - Special One -Time Drop -Off And Collection of A 3 -Cubic Yard Bin Pick U / Delivery Charge $ 58.61 M484.387 Each Dump $ 23.65 Total $ 82.26 Residential - Special One -Time Drop -Off And Collection of A 10 to 40 Cubic Yard "Roll -Off' Container $ 458.62 Overweight 7 Ton Limit $ 56.14 $ 59.29 Daily Rental After Seven Days Without A Dump $ 15.99 $ 16.89 Dead Run $ 79.96 $ 84.45 Commercial Rates 3 Cubic Yard Bins CURRENT RATE NEW RATE Without Forklift Forklift 1 Da P/U 107.93 118.71 2 Da P/U 163.81 180.16 3 Da P/U 222.25 244.45 4 Da P/U 281.09 309.20 5 Da P/U 347.29 382.02 6 Day P/U 397.81 437.63 1 1/2 Cubic Yard Bins Without Forklift Forklift 1 Day P/U 114.18 125.58 2 Da P/U 173.30 190.59 3 Da P/U 235.12 258.60 4 Da P/U 297.37 327.10 5 Da P/U 367.401 404.14 6 Da P/U 420.841 462.97 CURRENT RATE NEW RATE Without Forklift Without Forklift Forklift 1 Day P/U 1 79 621 79.88 Without Forklift Forklift 1 Day P/U 1 16.821 84.51 Category Current Rate New Rate Commercial - One -Time Drop-Off And Collection Of A 3 -Cubic Yard Bin Pick U / Delivery Char e $ 72.44 76.63 Each Dump $ 37.81 40.00 Total $ 110.25 116.63 Commercial - Special One -Time Drop -Off And Collection of A 10 to 40 Cubic Yard "Roll -Off' Container $ 422.31 446.76 Overweight 7 Ton Limit $ 53.95 57.07 Daily Rental After Seven Day Without A Dump $ 16.15 17.09 Dead Run $ 80.73 85.40 Commercial - Special One -Time Drop -Off And Collection Of A 30 Cubic Yard Compactor Container $ 559.41 591.80 Ovenvei ht 9 Ton Limit $ 53.95 57.07 Daily Rental After Seven Days Without A Dump $ 16.15 17.09 Dead Run $ 80.73 85.40 Commercial - Special Barrel Service for Qualified Commercial, Limited Use Customers. Max 2 -35 gallon cans 1 time per week $ 73.48 1 7733 ROSEMEAD CITY COUNCIL AGENDA November 14, 2006 • • CALL TO ORDER— 8:00 PM • PLEDGE OF ALLEGIANCE — Councilmember Clark • INVOCATION — Pastor Ken Fong, Evergreen Baptist Church • ROLL CALL — Councilmembers Clark, Imperial, Tran, Mayor Pro Tern Nunez, Mayor Taylor 1, PUBLIC COMMENT FROM THE AUDIENCE Please refer to public comment guidelines on the first page of this document. 2. PRESENTATIONS A. League of California Cities — Recognition of efforts during the "No on Proposition 90" campaign. 3, PUBLIC HEARINGS A. Consideration of Consolidated Disposal Services Rate Increase for Services during Calendar Year 2007 At the October 24th Council Meeting, a public hearing was scheduled for November 141^ to consider Consolidated Disposal Services request for an increase in their residential rates • of 6.61 % and commercial rates of 7.64% to be effective January 1, 2007. These rates include a, one time only, additional increase to cover the extraordinary increase in gas prices over the past year. At that same meeting the Council approved amendment No. 4 which changed the annual adjustment date from August 15t to January 15t and granted the City Manager authority to implement the annual rate increase, provided it does not exceed the formula in the agreement. Recommendation: That the City Council, after opening the public hearing and taking comments, close the public hearing and approve the rate increase, provided it does not exceed the formula in the agreement. B. Adoption of a New User Fee Schedule On June 13, 2006, the City Council authorized staff to contract with MuniFinancial for the purpose of examining and updating the City's existing user fee schedule. The intent of the exercise was to examine the true cost of providing certain municipal services and has resulted in the creation of an updated user fee schedule for the City Clerk's Office, the Community Development Department, the Engineering Department, and the Finance Department. MuniFinancial has since completed their study and have provided an updated user fee schedule for City Council consideration. The new schedule was created only after gaining • an understanding of the fully burdened cost for city personnel involved in providing certain services. By taking the total salary and benefit costs for employees in each department Page 2 of 5 ATTACHMENT B • MINUTES OF THE REGULAR MEETING ROSEMEAD CITY COUNCIL October 24, 2006 The regular meeting of the Rosemead City Council was called to order by Mayor Taylor at 8:00 p.m. in the Council Chambers of the City Hall, 8838 E. Valley Boulevard, Rosemead, California. The Pledge to the Flag was led by Mayor Taylor. The Invocation was delivered by Pastor Daniel Kwok from Branches Christian Ministries. ROLL CALL OF OFFICERS: Present: Councilmembers Clark, Imperial, Tran, Mayor Pro Tem Nunez and Mayor Taylor Absent: None • 1. PUBLIC COMMENT FROM THE AUDIENCE Juan Nunez, residing at 2702 Del Mar Ave, inquired if there is an ordinance to keep kids from harassing people on sidewalks in the evening. He indicated there is a problem in his neighborhood between 2634 and 2714 Del Mar. Mayor Taylor asked Mr. Nunez to file a complaint and turn in a log to the sheriffs department so the monitoring process can begin. Jim Clouet, residing at 3719 Ivar Ave, spoke about the successful International Fall Festival and extended his appreciation to the City for hosting the event. Desiree Lee, Rosemead Library Manager, spoke about the "FESTIVAL OF AUTHORS" event on Saturday November Oat the library. There will be two keynote speakers: Denise Hamilton, a crime novel writer and Dr. Lucy Ching from mainland China, together with more than 40 authors at the Mission Inn from 11 to 2 p.m. Ms. Lee invited the Council and public to attend. Fred Herrera, residing at 3879 Delta Ave., commended the City's Vietnam War Memorial and asked the Council to consider adding the names of resident soldier casualties from other wars. Mayor Taylor agreed with the idea and indicated staff has already been looking • into it. CCMIN: 10 -24 -06 Page 1 of 10 • Ken Pike, residing at 9220 Steele St., requested an ordinance be passed to allow the conduct of internet business from R -1 zoned homes. He referenced an article from the San Gabriel Valley Tribune stating that % of home based businesses are conducted via the internet. Mr. Pike advocated that Rosemead should change with the times, as neighboring cities have. In addition, he also requested the bus stop be relocated to the East of Hart Street (at the original location) as this will provide additional parking for his customers. Mayor Taylor stated staff will look into the bus stop issue. 2. CONSENT CALENDAR The following items were put forth before the City Council (H and L were pulled for discussion purposes): A. Resolution No. 2006 -29 Claims and Demands Recommendation: Adopt Resolution No. 2006 -29, for payment of City expenditures in the amount of $911,872.94 for demands 54798 through 54996. B. Minutes • September 26, 2006 — Regular Meeting r�L CCNIIN: 10 -24 -06 Page 2 of 10 C. Resolution No. 2006 -30 — A Resolution of the City Council of the City of Rosemead, California, Calling and Giving Notice of the Holding of a General Municipal Election to be held on Tuesday, March 6, 2007, for the Election of Certain Officers as required by the provisions of the State of California relating to General Law Cities. This resolution calls for an election to be held on March 6, 2007, and makes provisions for the conduct of the election in accordance with the California Elections Code. Recommendation: Adopt Resolution No. 2006 -30. D. Resolution No. 2006 -31 — A Resolution of the City Council of the City of Rosemead, California, requesting the Board of Supervisors of the County of Los Angeles to render specified services to the City relating to the conduct of a General Municipal Election to be held on Tuesday, March 6, 2007. • This resolution calls for an election to be held on March 6, 2007, and makes provisions for the conduct of the election in accordance with the California Election Code. Recommendation: Adopt Resolution No. 2006 -31. E. Release of Bond — Parcel Map 60159 — 4623 Earle Avenue A Faithful Performance Bond and a Labor and Material Bond were required to guarantee construction of public improvements for Parcel Map 60159. In lieu of bonds, a Cash Deposit was issued to the City in amount of $10,650. Recommendation: That the City Council accept the public improvements and refund the Cash Deposit including interest. F. Approval of Tract Map No. 63143 - 4433 Walnut Grove Avenue Tract Map No. 63143 is being submitted for consideration and approval along with an Undertaking Agreement to guarantee construction of public improvements subsequent to the recordation of the tract map. • Recommendation: That the City Council approve Tract Map No.. 63143 and the Undertaking Agreement, and direct the City Clerk to arrange for the recordation of the map. G. Resolution No. 2006 -32: Supporting Propositions 1A— 1 E In May 2006, the California State Legislature placed Proposition 1A — 1 E on the statewide November 2006 ballot for voter consideration. Combined, these measures embody and represent a $37.3 billion package of fiscal bond measures to provide funding for housing, transportation, levee /flood control projects, and educational facilities. Proposition 1A will close a loophole and ensure that gas tax revenue from Proposition 42, passed by voters in 2002, is only spent on transportation improvement projects, as originally intended. Proposition 1B will provide up to $20 billion on various transportation projects to rebuild California, of which $1 billion will go to cities and $1 billion to counties for local streets and roads • improvement projects. CCMIN: 10 -24-06 Page 3 of 10 • Proposition 1C will provide $2.8 billion for housing projects, including $1.35 billion that helps cities address housing - related infrastructure issues, consisting of $850 million in grants for development of public infrastructure projects that facilitate or support infill housing construction, $200 million for parks, and $300 million for development near public transportation. Proposition 1D will improve California's weakening school system by providing $10 billion for performing school building repairs and providing innovative learning facilities for Californian students, including seismic retrofitting and classroom repairs. Proposition 1E will provide $4 billion for critical river levee repair and construction, as well as flood control projects and the updating and repair of old water mains and sewage systems. Recommendation: That the City Council adopt Resolution No. 2006 -32 Supporting the approval of Propositions 1A —1 E. League Legislative Briefing The League Legislative Briefing will take place on November 15 in • Sacramento and on November 16 in Anaheim. Tentative session topics will include: Perspectives on the Results of Other Ballot Measures, the Governor's Race and Mood of the Voters; The Fate of Proposition 90, Employee Relations and Workers Compensation; Legislation Affecting Redevelopment, Flood Control, Environmental Issues, Housing and Land Use. Recommendation: That the City Council authorize the attendance for any Councilmember, the City Manager and staff designee. J. Authorization to Attend 2007 City Manager's Department Meeting The League of California Cities 2007 City Manager's Department Meeting is scheduled to take place from February 7 — 9, 2007 in San Francisco, California. Meeting sessions will include: Politicization of Local Government; Employment Contracts and Separation Agreements; CalPers; How to Cope with Rising Health Care Costs; GASB 45; and Building Public Trust in Uncertain Times. Recommendation: That the City Council authorize the attendance • of the City Manager and staff designee. CCMIN: 10 -24-06 Page 4 of 10 • K AB 1234 Meeting Reports AB 1234 requires that City Council members and staff provide a brief report on meetings attended at City expense at the next regular City Council meeting. The City Clerk has received a,written report filed by Councilman Imperial, Councilman Tran, and staff. Recommendation:, That the City Council receive and file said reports. A MOTION WAS MADE BY COUNCILMEMBER TRAN, WITH A SECOND BY COUNCILMEMBER NUNEZ to approve the aforementioned items on the Consent Calendar. Vote resulted: Yes: Clark, Imperial, Nunez, Taylor, Tran No: None Absent: None Abstain: None The Mayor declared said motion duly carried and so ordered. • H. Consideration of Request from Consolidated Disposal for a Cost of Living Increase Effective January 1, 2007 and Amendment No. 4 to Existing Agreement Consolidated Disposal Services (CDS) is requesting an increase in their residential rates of 6.61 % and commercial rates of 7.64°x6 to be effective January 1, 2007. These rates include a, one time only, additional increase to cover the extraordinary increase in gas prices over the past year. Furthermore they are requesting that the contract be amended to change the annual adjustment date from August 1 st to January 1 't to coincide with the change in the effective date of the Sanitation District's annual tipping fee increase. Staff is also requesting that the City Manager be provided the authority to implement the annual rate increase, provided it does not exceed the formula in the agreement. These two changes would be included in Amendment No. 4 to the contract. Recommendation: That the City Council approve amendment No. 4 to the agreement and schedule the hearing for the rate increase for the November 14, 02006 meeting. Mayor Taylor stated that he would prefer to defer the vote on this item until after the November 14 public hearing on the CDS rate increase. He also asked if approval of the • staff recommendation would give the City Manager authority to implement annual cost CCMIN: 10.2406 Page 5 of 10 • of living increases without conducting a public hearing. City Attorney Wallin indicated that the City Manager would not have to conduct a public hearing to approve cost of living increases. If the Council is asked to vote to increase fees (outside of the cost of living increases), a public hearing must be conducted. Mayor Taylor asked what the difference was between the item before the Council currently and the public hearing on the 14th. Assistant City Manager Wagner explained the hearing needs to be conducted because the rate increase requested is above and beyond what is specified in the contract. In addition, approval of the item currently would change the effective date of the increase and grant the City Manager the authority to implement the annual increase as long as it does not exceed the formula in the agreement. COUNCILMEMBER TRAN MADE A MOTION, WITH A SECOND BY COUNCILMEMBER NUNEZ to approve Amendment No. 4 to the Consolidated Disposal Services agreement and schedule a rate increase hearing for the November 14, 2006 meeting. Vote resulted: Yes: Clark, Imperial, Nunez, Tran No: Taylor Absent: None • Abstain: None The Mayor declared said motion duly carried and so ordered. Mayor Taylor explained he voted "no" because of his preference to wait for the public hearing on the issue. • Mayor Taylor asked how many abandoned and bulk items were picked up after January 1, 2006. Mr. Fierro of Consolidated Disposal Services reported that from January 2006 to September 2006, CDS picked up 39 bulky abandoned items at no charge to the city or to residents. This is a remarkable difference from the year prior, when more than 500 abandoned items were picked up. There were 11 customers that called for pick -ups on a day other than regular pick -up dates from January, 2006 to September, 2006. Mr. Fierro also reported that since the City started the automated blue recycle bin program, the City has increased its recyclable materials by 35% averaging 120 tons per month. Mayor Taylor pointed out the increase is lower than what CDS projected last year. Mayor Pro Tern Nunez was surprised to learn CDS had less pick -ups on record for his residence, when he called to check. Mr. Fierro explained scavengers sometime go out in advance of the pick -up to get items they can sell, such as steel. CCMIN: 10 -24 -06 Page 6 of 10 • Councilmember Clark pointed out scavenged items are reused and thus good for the environment. Mr. Fierro clarified scavenged items do not hurt the City, but do not help the City either. The aim is to increase recyclable items and keep disposal items down. L. Early Retirement Incentive Package In an effort to better facilitate a reorganization of City operations and responsibilities, discussions with the Assistant City Manager regarding the possibility of taking an early retirement have been initiated. Based on City Council direction and conversations that have occurred to date, an agreement has been reached whereby the Assistant City Manager would retire this year effective December 3, 2006, contingent on the City purchasing him 1.404 additional years of service credit. Recommendation: That the City Council authorize the City Manager or his designee to execute an early retirement incentive agreement and any related documentation to finalize the agreement with the Assistant City Manager. • Mayor Taylor requested additional information and a written breakdown of costs, prior to voting on the item, since this is the 3b time the agreement has changed. City Manger Lazzaretto clarified the recommended agreement is based on what the Council authorized at the closed session on October 10, 2006. COUNCILMAN TRAN MADE A MOTION, WITH A SECOND BY COUNCILMEMBER NUNEZ to authorize the City Manager or his designee to execute an early retirement incentive agreement and any related documentation to finalize the agreement with the Assistant City Manager. Vote resulted: Yes: Clark, Imperial, Nunez, Taylor, Tran No: None Absent: None Abstain: None The Mayor declared said motion duly carried and so ordered. 3. MATTERS FROM MAYOR & CITY COUNCIL Mayor Taylor asked for feedback regarding the proposal to have the City Council only meet once next month, on December 19. All the Councilmembers were in agreement • with the proposal. CCMIN: 10 -74-06 Page 7 of 10 • 4. MATTERS FROM CITY MANAGER & STAFF A. China Bistro Occupancy Permit Update As requested by Mayor Taylor, the following is an update of the progress of the outstanding correction items that the City is tracking with regard to the temporary certificate of occupancy issued to the business owner of the China Bistro Restaurant located at 8310 E. Valley Boulevard. Recommendation: That the City Council receive and file the report. Director of Planning Brad Johnson informed the City Council that staff inspected the site and all of the outstanding issues have been completed. A final Occupancy Permit will be issued on October 25. B. Wal -Mart Construction Update Staff will provide an update to the City Council at its meeting on the outstanding construction related items for the Wal -Mart Supercenter. • Recommendation: That the City Council receive and file the information. • Director of Engineering Rukavina reported Wal -Mart has made great strides in completing the remaining items as outlined below. Item numbers refer to the punch list submitted by staff. Planning Items: • Landscaping has not been completed; a meeting has been scheduled for Thursday. • Installation of green screens will be done the following day. • Additional cameras will be installed on Thursday. • Item 8 under this section on the punch list submitted by staff is complete. Building Items: CCM [N: 10 -24-06 Page 8 of 10 All Garden Center items are completed, except for one item. • Public Works Items: • Sidewalk -West sidewalk is complete; sidewalk on Rush St. will be completed tomorrow. Walnut Grove sidewalk will start on Thursday. • Manhole on Delta Ave. has been lowered and the sidewalk there has been patched. • The crossing sign will be completed in conjunction with other projects; the plans have been approved and signed. • Work for Item 5 will start tomorrow. • Items 7, 8, and 9 pertaining to tree issues will be handled along with the sidewalk work. Item 10 (restaking of trees) is underway currently. • Item 11 goes along with a Planning item; a meeting has been scheduled for Thursday. • Item 12 is complete. Item 13 needs further review. Mr. Rukavina assured good progress is being made to complete all remaining projects. • Mayor Pro Tern Nunez requested clarification about Item 13 and discussed handicap accessibility. Todd Kunioka, residing at 8400 Wells St., commented new trees on Rush Street would provide better shading if they were placed on the south side of the street. Mayor Taylor thanked him for the suggestion but indicated plant will not be changed. City Attorney Wallin reported the Council authorized the execution of two employment termination agreements at the Closed Session on October 10, 2006. Mr. Wallin reported the action at this point since the agreements have now been signed and finalized. C. Closed Session The City Council will recess to a closed session pursuant to Government Code Section 54956.9 Conference with Legal Counsel — Anticipated Litigation — zoning action Initiation of litigation pursuant to subdivision(c) of Section 54956.9: • One Case CCNffN: 10 -2406 Page 9 of 10 • • • The council recessed into closed session at 9:05 pm, and returned at 9:45 pm. City Attorney Wallin announced no reportable action was taken. 5. ADJOURNMENT There being no further action to be taken at this time, the meeting was adjourned at 9:45pm. The next regular meeting will be held on November 14, 2006, at 8:00 p.m. Respectfully submitted: AI J-116 - City Clerk CCMIN: 10 -24-06 Page 10 of 10 APPROVED: MAYOR 0 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS. CITY OF ROSEMEAD ) I, Nina Castruita, City Clerk of the Rosemead City Council, do hereby certify that the minutes from October 24, 2006 were duly and regularly approved and adopted by the Rosemead City Council on the 14th of November 2006, by the following vote to wit: Yes: CLARK, IMPERIAL, NUNEZ, TAYLOR, TRAN No: NONE Absent: NONE Abstain: NONE k4h-3a aA:� Nina Castruita City Clerk •