Brisbane City Council
November 21, 2024

- 1 -
CITYof BRISBANE
Thursday, November 21, 2024 at 7:30 PM ● Hybrid Meeting 50 Park Place, Brisbane, CA The public may observe/participate in City Council meetings using remote public comment options or attending in person. City Council members shall attend in person unless remote participation is permitted by law. The City Council may take action on any item listed in the agenda.

TO ADDRESS THE COUNCIL

IN PERSON
Location: 50 Park Place, Brisbane, CA 94005, Community Meeting Room Councilmember Davis will join via teleconference at 251 Mendocino St. Brisbane, CA.

Masking is not required but according to the California Department of Public Health guidelines, people at higher risk for severe illness should consider masking. To help maintain public health and safety, we respectively request that people not attend in-person if they are experiencing symptoms associated with COVID-19 or are otherwise ill and likely contagious (e.g., respiratory illnesses).

To address the City Council on any item – whether on the posted agenda or not – please fill out a Request to Speak Form located in the Community Meeting Room Lobby and submit it to the City Clerk. Speakers are not required to submit their name or address.

REMOTE PARTICIPATION
Members of the public may participate in the City Council meeting by logging into the Zoom Webinar listed below. City Council meetings may also be viewed live and/or on-demand via the City’s YouTube Channel, youtube.com/brisbaneca, or on Comcast Ch. 27. Archived videos may be replayed on the City’s website, brisbaneca.org/meetings. Please be advised that if there are technological difficulties, the meeting will nevertheless continue if remote participation is available.

The agenda materials may be viewed online at brisbaneca.org at least 72 hours prior to a Regular Meeting, and at least 24 hours prior to a Special Meeting.

Remote Public Comments:

Remote meeting participants may address the City Council via Zoom Webinar. Aside from commenting personally while in the Zoom Webinar, you can also use the call in number. The public comments received will be noted for the record during Oral Communications 1 and 2 or during an agenda item. We encourage you to email comments on or not on agenda items in advance of the meeting to [email protected].

That email address, however, will not be monitored during the meeting and emails received during the meeting will not be responded to or brought to the attention of the City Council during the meeting.

Join Zoom Webinar: zoom.us (please use the latest version: zoom.us/download) brisbaneca.org/cc-zoom
Webinar ID: 991 9362 8666
Call In Number: 1 (669) 900-9128
Note: Callers dial *9 to “raise hand” and dial *6 to mute/unmute.

City Council Meeting Agenda
1 November 21, 2024 - 2 - 7:30 PM

SPECIAL ASSISTANCE
If you need special assistance to participate in this meeting, please contact the City Clerk at (415) 508- 2113. Notification in advance of the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.

WRITINGS THAT ARE RECEIVED AFTER THE AGENDA HAS BEEN POSTED Any writings that are received after the agenda has been posted but before 4pm of the day of the meeting will be available for public inspection at the front lobby in City Hall and on the internet (brisbaneca.org/meetings). Any writings that are received after 4pm of the day of the meeting will be distributed to the Council and made available for public inspection at the front lobby and on the internet the day after the meeting (brisbaneca.org/meetings).
7:30 P.M. CALL TO ORDER – PLEDGE OF ALLEGIANCE

ROLL CALL
A. Consider any request of a City Councilmember to attend the meeting remotely under the “Emergency Circumstances” of AB 2449

ADOPTION OF AGENDA
ORAL COMMUNICATIONS NO. 1

AWARDS AND PRESENTATIONS
B. Native American Heritage Month
C. Brisbane Building Efficiency Program Awarded a 2024 Helen Putnam Award for Excellence

CONSENT CALENDAR
D. Approve Minutes of City Council Meeting of October 3, 2024 E. Approve Minutes of City Council Meeting of October 17, 2024 F. Approve Investment Report as of September 2024
G. Approve Award of Contract to Angelina Duckett and McGrath Arts for the Alvarado to San Benito Stairway Public Art Project
(It is being recommended to award contracts to two artists for the Alvarado to San Benito stairway public art project. Award contract to Angelina Duckett in the amount of $80,000.

Award contract to McGrath Arts in the amount of $120,150. Funding of this project has no impact to the General Fund.)
H. Approve Co-sponsorship of Silverspot Cooperative Nursery Event on January 2025 2 November 21, 2024 - 3 - 7:30 PM
I. Approve Co-sponsorship of Silverspot Cooperative Nursery Event on February 2025 J. Authorize the City Manager to sign the Peninsula Clean Energy Incentive and Loan Contracts for Pool Electrification
(The total project cost is currently estimated at $1,761,778. The proposed PCE incentive and loan would cover 65% of the total cost.)
K. Approve a Resolution Amending the Franchise Agreement Between the City of Brisbane and Recology Effective December 1, 2024
(The purpose of this item is to extend the franchise agreement for collection of solid waste in Solid Waste Collection Zone 3 for a period of five years.) L. Approve a Resolution, “Amending the Franchise Agreement Between the City of Brisbane and South San Francisco Scavenger Co., Inc. Effective December 1, 2024” (The purpose of this item is to extend the franchise agreement for collection of solid waste in Solid Waste Collection Zone 2 for a period of five years.) M. Adopt an Ordinance, Waiving a Second Reading, Approving a Zoning Text and Map Amendment 2024-RZ-1, Overlay to R-1 Residential District and the R-BA Brisbane Acres Residential District in Entirety
(It is being recommended to adopt an ordinance approving a zoning text and map amendment 2024-RZ-1 amending regulations within Title 16 and 17 of the Brisbane Municipal Code to add the R-TUO residential two unit overlay district as new chapter

17.05 and related amendments; and finding that this project is exempt from environmental review under CEQA Guidelines Sections 15061(b)(1) & (3), Section 15183.)

STAFF REPORTS
N. City Manager’s Report on Upcoming Activities

MAYOR/COUNCIL MATTERS
O. Ad Hoc Quarry Subcommittee Creation
P. Countywide Assignments and Subcommittee Reports
Q. Written Communications
ORAL COMMUNICATIONS NO. 2

ADJOURNMENT
3 File Attachments for Item:

D. Approve Minutes of City Council Meeting of October 3, 2024 4 BRISBANE CITY COUNCIL

ACTION MINUTES

CITY COUNCIL MEETING AGENDA
THURSDAY, OCTOBER 3, 2024
HYBRID MEETING, 50 PARK PLACE, BRISBANE, CA 94005
7:30 P.M. CALL TO ORDER – PLEDGE OF ALLEGIANCE
Mayor O’Connell called the meeting to order at 7:41 P.M. and led the Pledge of Allegiance.

ROLL CALL
A. Consider any request of a City Councilmember to attend the meeting remotely under the “Emergency Circumstances” of AB 2449
No Councilmembers made a request under the Emergency Circumstances of AB 2449. Councilmember Davis will join via Teleconference at 251 Mendocino St. Brisbane, California. Councilmember Cunningham will join via Teleconference at 1826 Birdie Lane, Henderson, Nevada.

Councilmembers present: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Councilmembers absent: None
Staff Present: City Manager Dennis, City Clerk Padilla, City Attorney McMorrow, Finance Director Yuen, Economic Development Director Bull, Assistant to the City Manager Cheung, Parks and Recreation Director Leek, Inspector Preston and Administrative Management Analyst Ibarra

ADOPTION OF AGENDA
Councilmember Lentz made a motion, seconded by Councilmember Mackin, to approve the City Council Meeting agenda as it stands. The motion passed unanimously by all present.

Ayes: Councilmembers Cunningham, Davis, Lentz, Mackin, and Mayor O’Connell.

Noes: None

Absent: None
Abstain: None
5 D.

City Council Meeting Minutes
October 3, 2024

AWARDS AND PRESENTATIONS
B. Declaring October 6-11, 2024 as Fire Prevention Week Mayor O’Connell proclaimed October 6th – 12th, 2024, as Fire Prevention Week throughout this city. Urging all the people of Brisbane to be aware of their surroundings, look for available ways out in the event of a fire or other emergency, respond when the smoke alarm sounds by exiting the building immediately, and support the many public safety activities and efforts of North County Fire Authority and emergency services during Fire Prevention Week 2024.

Inspector Preston accepted the proclamation on behalf of the North County Fire Authority.

C. Presentation: Overview of the Public Art Master Plan Survey Results Parks and Recreation Director Leek provided an overview community engagement activities, the Public Art Master Plan Survey results, the Mission and Vision and Selection Criteria for public art and next steps.

According to the survey, 94% want more public art, 81% don’t understand the public art selection and funding process, 79% believe public art strengthens identity, and 81% want art in parks.

Parks and Recreation Director Leek added that in November 2024, a draft Master Plan will be forwarded to the Public Art Advisory Committee for review and revisions and in December of 2024 – January of 2025 a draft Master Plan will come before the City Council for consideration, revisions, and adoption.

ORAL COMMUNICATIONS NO. 1
No members of the public wished to make public comment.

CONSENT CALENDAR
D. Approve Investment Report as of August 2024
E. Approve City Council Closed Session Meeting Minutes of August 28, 2024 F. Approve City Council Closed Session Meeting Minutes of September 5, 2024 G. Approve City Council Meeting Minutes of September 5, 2024 H. Approve City Council Closed Session Meeting Minutes of September 19, 2024 I. Approve City Council Meeting Minutes of September 19, 2024 J. Approve the Brisbane Lions Club Worldwide Candle Lighting as a Cosponsored Event K. Adopt an Ordinance of the City of Brisbane, Waiving Second Reading, Amending Chapter 3.24 of the Brisbane Municipal Code Concerning Voluntary Collection Agreement with Hosting Platforms for the Collection and Payment of Transient Occupancy Taxes
6 D.

City Council Meeting Minutes
October 3, 2024

Staff proposed to pull Consent Calendar Item G due to a request from a member of the public. It will be reagendized at a future City Council meeting.

Councilmember Cunningham made a motion, seconded by Councilmember Lentz, to approve the Consent Calendar Items D-F and H-K. The motion passed unanimously by all present.

Ayes: Councilmembers Cunningham, Davis, Lentz, Mackin, and Mayor O’Connell.

Noes: None

Absent: None
Abstain: None

NEW BUSINESS
L. Consider Recommendations of Use of State and Local Fiscal Recovery Funds (SLFRF) Finance Director Yuen reported that the purpose of this item is for Council to provide a list of recommended projects to review and consider on how to use remaining funds received through the State and Local Fiscal Recovery Funds program (SLFRF). Staff is recommended that City Council consider recommendations on how to use remaining funds from the SLFRF program and, if there is an interest in one or more projects, direct staff to return such projects to Council for further consideration.

Finance Director Yuen added that she forwarded a correspondence to the Council earlier in the day, reporting that the Fiscal Impact Section of the attached report should have clarified that a selection of a new project will increase expenses to the extent of any new projects selected for FY2025, potentially increasing our budgeted deficit. If we were to use the full remaining award in FY2025, the General Fund budgeted deficit will grow from $2.699 Million to $3.589 Million. Any increase would be offset by savings found during the budget year.

After Council questions, Michael Barnes advocated for the Crocker Trail CEQA plan to be prioritized for the SLFRF program. He added that it is important to provide active recreation to the community such as exercise stations and bicycle skills features.

After further Council discussion, Councilmember Lentz made a motion, seconded by Councilmember Davis, to recommend the Crocker Trail CEQA plan ($150,000) and the Mission Blue Center Renovation designs ($45,000) for the SLFRF program and if needed, to spend the funds in Fiscal Year 2025 with the rest of the funds to be used as revenue replacement for Fiscal Year 2025. The motion passed with a 3 to 2 vote.

Ayes: Councilmembers Cunningham, Davis, and Lentz
Noes: Councilmember Mackin and Mayor O’Connell

Absent: None
Abstain: None
Staff was directed to spend the funds in Fiscal Year 2025 for the Crocker Trail CEQA plan to avoid losing grants and other sources of funding for Crocker Trail improvements and for the Mission Blue Center Renovation designs so that the City can find other sources of funding for improvements and the City could be ready to move more quickly with design proposals in place.
7 D.

City Council Meeting Minutes
October 3, 2024

STAFF REPORTS
M. City Manager’s Report on Upcoming Activities
City Manger Dennise reported on the latest news and upcoming City events.

MAYOR/COUNCIL MATTERS
N. Countywide Assignments and Subcommittee Reports
Councilmembers reported on their countywide assignment meetings.

O. Written Communications
Council received the following correspondence:

Yuen (10/3/24) Fiscal Impact on SLFRF and ARPA Funds
Follien (10/3/24) SLFRF Item l
ORAL COMMUNICATIONS NO. 2
Chris Florkowski, in response to previous commenter, expressed her appreciation for the work of the Council and staff.

ADJOURNMENT
Mayor O’Connell congratulated Councilmember Davis on the birth of her son.

Mayor O’Connell adjourned the meeting at 8:35 P.M.

_______________________
Ingrid Padilla
City Clerk
8 D.

File Attachments for Item:

E. Approve Minutes of City Council Meeting of October 3, 2024 9 BRISBANE CITY COUNCIL

ACTION MINUTES

CITY COUNCIL MEETING AGENDA
THURSDAY, OCTOBER 17, 2024
HYBRID MEETING, 50 PARK PLACE, BRISBANE, CA 94005
7:30 P.M. CALL TO ORDER – PLEDGE OF ALLEGIANCE
Mayor O’Connell called the meeting to order at 7:31 P.M. and led the Pledge of Allegiance.

ROLL CALL
A. Consider any request of a City Councilmember to attend the meeting remotely under the “Emergency Circumstances” of AB 2449
No Councilmembers made a request under the Emergency Circumstances of AB 2449. Councilmember Davis joined via Teleconference at 251 Mendocino St. Brisbane, California.

Councilmembers present: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Councilmembers absent: None
Staff Present: City Manager Dennis, City Clerk Padilla, Legal Counsel Roush, City Engineer Breault, Community Development Director Swiecki, Human Resources Director Partin, Senior Planner Johnson, Associate Planner Robbins, Communications & Digital Media Coordinator Ordoña and Administrative Management Analyst Ibarra

ADOPTION OF AGENDA
It was requested to adjourn the meeting in memory of the lives lost in the 1989 Loma-Prieta earthquake.

Councilmember Lentz made a motion, seconded by Councilmember Cunningham, to adopt the agenda as amended. The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None
ORAL COMMUNICATIONS NO. 1
Peter Sutherland announced he was present in the meeting but did not wish to speak at this time.

AWARDS AND PRESENTATIONS
B. Proclamation for Domestic Violence Prevention Month
10 E.

City Council Meeting Minutes
October 17, 2024

Mayor O’Connell proclaimed October 2024 as Domestic Violence Awareness and Prevention Month, to raise awareness about and encourage all residents to do their part to help rid our community of intimate partner violence.

Accepting the proclamation was Lynn Schuette from CORA, a community based nonprofit organization that provides safety, support and healing for individuals who experience abuse in an intimate relationship and educates the community to break the cycle of domestic violence.

C. The Great Shake Out-- Earthquake Preparedness Update City Engineer Randy Breault provided an earthquake preparedness update noting that today’s date was the anniversary of the 1989 Loma-Prieta earthquake.

CONSENT CALENDAR
D. Approve Minutes of City Council Meeting of October 3, 2024 E. Approve Minutes of City Council Special Meeting of October 3, 2024 F. Approve Minutes of City Council Meeting of September 5, 2024 G. Approve the “Amended and Restated Emergency Intertie Agreement” and Authorize the City Manager to Sign the Document on the City’s Behalf
(The environmental documents for development at 800-1800 Sierra Point Parkway and 3000-3500 Marina Boulevard both required mitigations to modify an existing water intertie agreement between the City of Brisbane and the California Water Service Company, and the need to modify the existing 16” interconnection. The cost of constructing the modified interconnection is borne by the two developments. The proposed agreement and the foreseen modification of the existing intertie were both reviewed and previously received CEQA clearance. No further review is required.) H. Adopt the Resolution to Revise the Start Date for a Trial Residential Parking Permit Program on Thomas Ave on November 1, 2025
I. Adopt a Resolution to Revise the Conflict of Interest Code to Include New Classifications or Categories of Public Officials
J. Adopt a Resolution to Amend the Master Pay Schedule to Meet the New Minimum Wage Requirement
Mayor O’Connell shared that staff has requested to pull Consent Calendar Item D for edits and will bring back the item at a future Council meeting and a correction for Item H.

Councilmember Cunningham made a motion, seconded by Councilmember Mackin, to approve Consent Calendar Items E-G, and I-J. The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None
11 E.

City Council Meeting Minutes
October 17, 2024

City Manager Dennis reported that staff has an amendment to Item H. Item H’s title on the agenda had indicated the wrong year – it should be 2024 instead of 2025. The recommendation section also repeated the incorrect date.

Councilmember Cunningham made a motion, seconded by Councilmember Mackin, to approve Consent Calendar Item H with that correction. The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None

OLD BUSINESS
K. City Council Consideration of R-BA Zoning District Issues Including Protection of City-Owned Open Space, Public Street Standards and Related Development Standards, Ownership of Non-Public Roadways, And Solar Shading
(These issues were raised in the City Council's consideration of 2024-RZ- 1 on September 5, 2024 but the issues were largely collateral to the item itself; City staff has placed these issues on the agenda for Council consideration.)
Community Development Director Swiecki presented on the following R-BA Zoning district issues:
• Mechanisms for protection of city owned open space lots in Brisbane Acres • Limits of public vs. private streets in the Brisbane Acres • Street standards & safety for emergency ingress/egress • Solar Shading Protection
After Council questions, Sherry Goodwin made a public comment with a slide presentation on acres development and fire danger.

Paul Bouscal commented that open space just means public property and is concerned that 5 councilmembers can change the property distinction.

Peter Sutherland asked staff to research status of ownership for the easement on Beatrice and who will be responsible for the retaining wall and safety corridors.

Councilmembers wanted to continue their discussion of Old Business Item K after Public Hearing Item L.

PUBLIC HEARING
L. Consider Introducing an Ordinance Approving a Zoning Text and Map Amendment 2024-RZ-1, Overlay to R-1 Residential District and the R-BA Brisbane Acres Residential District in Entirety (It is being recommended to introduce an ordinance approving a zoning text and map amendment 2024- RZ-1 amending regulations within Title 16 and 17 of the Brisbane Municipal Code to add the R-TUO residential two unit overlay district as new chapter 17.05 and related amendments; and finding that this project is exempt from environmental review under CEQA Guidelines Sections 15061(b)(1) & (3), Section 15183. This item was on and discussed at the City Council Meeting of September 5, 2024; the public hearing was closed but the item continued to a future date.) 12 E.

City Council Meeting Minutes
October 17, 2024

Community Development Director Swiecki discussed the issue of evaluating the timing of the courtesy Notice for SB 9 applications. Adding that given the ministerial nature of SB 9 applications, regardless of the timing, any notice will clearly specify the nature of the application and that the notice is for informational purposes only. He added that staff is recommending to introduce the ordinance amending the zoning text and zoning map to establish the R-TUO Residential Two Unit Overlay district and related code amendments. The draft ordinance, text and map, were provided in the staff report.

After council questions, Mayor O’Connell presented an amended Zoning Map to provide more protection for the City-owned properties. She then opened the public hearing. After no public comments, Councilmember Lentz made a motion, seconded by Councilmember Cunningham, to close the public hearing. The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None
After council discussion, Councilmember Cunningham made a motion, seconded by Councilmember Lentz, to introduce an Ordinance Approving a Zoning Text and Map Amendment 2024-RZ-1, Overlay to R-1 Residential District and the R-BA Brisbane Acres Residential District in Entirety with an amended zoning map for the 2024- RZ-1 zoning amendment based on Mayor O’Connell’s drawing. The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None
In terms of Old Business Item K, Councilmembers directed staff to explore two avenues to protect critical habitat in the Brisbane Acres: 1) Declaration of Restrictions on City-Owned property in the Brisbane Acres, and 2) Zoning changes to the City-Owned lots to an open space designation. And Councilmembers directed staff to explore options to ensure that residents can install solar systems from shading from adjacent developments.

M. Consider Adoption of a Resolution of the City Council of the City of Brisbane Amending the Community Health and Safety Element of the General Plan to Incorporate the City of Brisbane’s 2021 Local Hazard Mitigation Plan into the Element
(To purpose of this item is to amend the Community Health and Safety Element of the General Plan to reflect the most recently adopted Local Hazard Mitigation Plan to comply with State Assembly Bill 2140.This project is exempt from environmental review under CEQA Guidelines Section 15061(b)(3).) Community Development Director Swiecki reported that this resolution needs to be passed to comply with State Assembly Bill 2140. If passed, the resolution will amend the Community Health and Safety Element of the General Plan to reflect the most recently adopted Local Hazard Mitigation Plan. After Council questions, Mayor O’Connell opened the public hearing. After no public comments, Councilmember Cunningham made a 13 E.

City Council Meeting Minutes
October 17, 2024

motion, seconded by Councilmember Lentz, to close the public hearing. The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None
Councilmember Cunningham made a motion, seconded by Councilmember Lentz, to adopt a resolution amending the Community Health and Safety Element of the General Plan to Incorporate the City of Brisbane’s 2021 Local Hazard Mitigation Plan into the Element. The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None
N. Consider Introducing an Ordinance Approving a Zoning Text Amendment 2024-RZ-2, City-wide (It is being recommended to introduce an ordinance approving omnibus zoning amendments to modify the development standards for multifamily and residential mixed use zoning districts consistent with California Senate Bill SB 478 (“housing opportunity act”) and as provided in the 2023-2031 Housing Element; and finding that this project is exempt from environmental review under CEQA Guidelines Sections 15061(b)(3), Section 15183. This item was on the City Council Meeting of September 5, 2024 but not discussed at this time.)
Senior Planner Johnson outlined the contents of the ordinance. The purpose of this ordinance, if adopted, is to approve omnibus zoning amendments to modify the development standards for multifamily and residential mixed use zoning districts consistent with California Senate Bill SB 478 (“housing opportunity act”) and as provided in the 2023-2031 Housing Element.

After Council questions, Councilmember Mackin made a motion, seconded by Councilmember Lentz, to extend the meeting until 11:00 P.M. The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None
Mayor O’Connell opened the public hearing. After no public comments, Councilmember Lentz made a motion, seconded by Councilmember Cunningham, to close the public hearing. The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None
14 E.

City Council Meeting Minutes
October 17, 2024

During discussion, Council discussed the Planning Commission’s recommendation that the height limits in the R-1 and R-BA single family residential zoning districts should also be increased to 36 feet. Council also discussed other amendments proposed in the draft ordinance would help streamline permitting related to both new housing development and improvements to existing homes including the role of the Zoning Administrator.

After further Council discussion, Mayor O’Connell made a motion, seconded by Councilmember Cunningham, continue the public hearing item to a future meeting and receive more information from staff on RZ-2 issues.

The motion was carried unanimously by all present.

Ayes: Councilmembers Cunningham, Davis Lentz, Mackin, and Mayor O’Connell Noes: None
Abstain: None

Absent: None

STAFF REPORTS
O. City Manager’s Report on Upcoming Activities
City Manager Dennis reported on city events and latest news.

MAYOR/COUNCIL MATTERS
P. Countywide Assignments and Subcommittee Reports
After Council reports, Councilmember Mackin asked for the item on the use of State and Local Fiscal Recovery Funds be placed on a future agenda to formalize the revenue replacement for Fiscal Year 2025.

Councilmember Cunningham reported on the Home Electrification Tour. Councilmember Lentz asked Guadalupe Quarry Development Project EIR review to educate the public about the process.

Q. Written Communications
No written communication was received.

ORAL COMMUNICATIONS NO. 2
No member of the public wished to speak.

ADJOURNMENT
Mayor O’Connell adjourned the meeting at 11:00 P.M. in honor of the lives lost at the 1989 Loma-Prieta earthquake.

_______________________
Ingrid Padilla
City Clerk
15 E.

File Attachments for Item:

F. Approve Investment Report as of September 2024
16 FACE CARRY MARKET COUPON

INVESTMENT DATE OF VALUE OF VALUE OF VALUE OF INTEREST MATURITY RATING/ NAME OF DEPOSITORY TYPE INVESTMENT INVESTMENT INVESTMENT INVESTMENT RATE % DATE COLLATERAL WELLS FARGO Checking A/C $ 3,243,710 $ 3,243,710 $ 3,243,710 0.000 110% collateral STATE FUND (LAIF) Deposit on call continuous $ 598,096 $ 598,096 $ 598,096 4.580 on call no rating Other Investments
FHLB 3/24/2022 $ 1,000,000 $ 1,000,000 $ 988,610 2.000 03/24/2025 FHLB 4/22/2022 $ 1,000,000 $ 1,000,000 $ 990,820 2.750 04/22/2025 FHLB 7/28/2022 $ 1,000,000 $ 1,000,000 $ 996,350 4.050 07/28/2025 FHLB 12/31/2021 $ 1,000,000 $ 1,000,000 $ 975,850 1.300 09/30/2025 FHLB 10/27/2022 $ 1,000,000 $ 1,000,000 $ 1,010,990 4.750 10/27/2025 FFCB 9/12/2022 $ 1,000,000 $ 1,000,000 $ 1,000,000 4.125 12/12/2025 FHLM 10/30/2023 $ 1,000,000 $ 1,000,000 $ 998,630 5.550 10/30/2026 FFCB 12/1/2023 $ 1,000,000 $ 1,000,000 $ 1,008,870 5.060 12/01/2026 FHLB 3/25/2022 $ 1,000,000 $ 1,000,000 $ 972,070 2.600 03/25/2027 FHLB 5/26/2022 $ 1,000,000 $ 1,000,000 $ 997,140 4.000 05/26/2027 FHLB 5/26/2022 $ 1,000,000 $ 1,000,000 $ 994,030 3.750 05/26/2027 FHLB 7/30/2024 $ 1,000,000 $ 1,000,000 $ 999,440 5.500 12/30/2027 FFCB 8/6/2024 $ 1,000,000 $ 1,000,000 $ 1,001,830 5.340 11/06/2028 FHLM 6/12/2024 $ 1,000,000 $ 1,000,000 $ 1,000,390 5.750 06/12/2029 FHLM 6/25/2024 $ 1,000,000 $ 1,000,000 $ 1,008,310 5.500 06/25/2029 FHLB 7/29/2024 $ 1,000,000 $ 1,000,000 $ 1,006,590 5.150 07/25/2029 BNY Mellon Treasury Obligations continuous $ 7,737,727 $ 7,737,727 $ 7,737,727 4.880 on call 110% collateral Sub-total $ 23,737,727 $ 23,737,727 $ 23,687,647
U.S. Bank 2014 BGPGA Bond (330) Improvements Fed Treas Obl $ - 10031 Reserve Fund Fed Treas Obl $ 1 10032
Revenue Fund Fed Treas Obl $ - 10034
Expense Fund Fed Treas Obl $ - 10035
Principal Fed Treas Obl $ 1 10036
Interest Fund Fed Treas Obl $ 0 10037
U.S. Bank 2015 Utility Capital (545) Improvements Fed Treas Obl - $ 10031 Reserve Fed Treas Obl 421 $ 10032
Expense Fund Fed Treas Obl - $ 10035
BNY Mellon 2023 BGVMIDFA Bond (328) Improvements Fed Treas Obl 33 $ 10031 Reserve / Project Fed Treas Obl 1,783,243 $ 10032
Expense Fund Fed Treas Obl 5 $ 10035
Principal Fed Treas Obl - $ 10036
Interest Fund Fed Treas Obl - $ 10037
PARS OPEB Trust Trust Cash Investments $ 4,382,772 13050 PARS Retirement Trust Trust Cash Investments $ 1,704,345 13050 Sub-total Cash with Fiscal Agents $ 7,870,821
Total other investments $ 31,608,548 $ 31,608,548 $ 23,687,647 TOTAL INVESTMENTS & CASH BALANCES $ 35,450,354 35,450,354 $ 27,529,453 $ Outstanding Loans to Department Heads
Date of loan Amount Amount Remaining Interest Rate
Stuart Schillinger 4/1/2002 318,750 $ 318,750 Variable, LAIF + 1% Clay Holstine (1) 7/8/2008 300,000 $ - Paid off Dec 2016 Clay Holstine (2) 9/10/2008 200,000 $ - Paid off Feb 2024 FFCB - Federal Farm Credit Bank
FHLB - Federal Home Loan Bank
FHLM - Federal Home Loan Mortage Corporation
FNMA -Federal National Mortgage Association
Two year Treasury 3.66%
Weighted Interest 3.90%
Weighted maturity 1.69 Years

TREASURER'S CERTIFICATE
These are all the securities in which the city funds, including all trust funds and oversight agencies funds, are invested and that (excluding approved deferred compensation plans) all these investments are in securities as permitted by adopted city policy.

It is also certified that enough liquid resources (including maturities and anticipated revenues) are available to meet the next six months' cash flow.

Carolina Yuen

CITY TREASURER

CITY OF BRISBANE

CASH BALANCES & INVESTMENTS

SOURCE OF FUNDING
September 30, 2024
17 F.

File Attachments for Item:

G. Approve Award of Contract to Angelina Duckett and McGrath Arts for the Alvarado to San Benito Stairway Public Art Project
(It is being recommended to award contracts to two artists for the Alvarado to San Benito stairway public art project. Award contract to Angelina Duckett in the amount of $80,000.

Award contract to McGrath Arts in the amount of $120,150. Funding of this project has no impact to the General Fund.)
18 Award of Contracts for Stairway Public Art Project Page 1 of 2

CITY COUNCIL AGENDA REPORT
Meeting Date: November 21, 2024
From:Noreen Leek, Parks & Recreation Director
Subject: Award of Contract to Angelina Duckett and McGrath Arts for the Alvarado to San Benito Stairway Public Art Project Community Goal/Result
Community Building
Purpose
To increase citizens’ appreciation of art, improve quality of life, and to enhance Brisbane’s identity as a unique community within the greater Bay Area.

Recommendation
Award contracts to two artists for the Alvarado to San Benito stairway public art project. Award contract to Angelina Duckett in the amount of $80,000. Award contract to McGrath Arts in the amount of $120,150.

Background
As outlined in the City’s Art in Public Places Ordinance, public art has the power to energize our public spaces, arouse our thinking, and transform the places where we live, work, and play into more welcoming and beautiful environments that invite interaction. By its presence alone, public art can heighten our awareness, question our assumptions, transform a landscape, or express community values, and for these reasons it can have the power, over time, to transform a city's image. Public art helps define a community's identity and reveal its unique character.

In September 2024, the City Council approved the Public Art Committee’s recommendation to publish an RFP soliciting proposals for a public art project at the stairway between Alvarado and San Benito.

Staff published the project RFP to the City website and posted the RFP to sites hosting calls for artists including publicartist.org, artcall.org, artshow.com, and codaworx.com. Staff also conducted direct outreach to over 600 artists nationwide. A total of nineteen (19) responsive proposals were received from a variety of artists.

Discussion
On October 8, 2024, the Public Art Advisory Committee met to review the proposals. Given that this was a qualifications-based selection process (which requires a public agency to hire art professionals based on their qualifications and competence), cost estimates for services were not considered as part of the selection process. Committee members considered the issues of long-term conservation and maintenance of the art to ensure that the designs were durable, safe, and high-quality. Artists will work closely with City staff to ensure that the art complies with City building codes and the City’s dark-sky ordinance.
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Award of Contracts for Stairway Public Art Project Page 2 of 2 The Committee also considered the mission statement and selection criteria that were drafted as part of the master planning process when they reviewed proposals. They voted unanimously to recommended two artists for the project: Angelina Duckett and McGrath Arts. Angelina Ducket would be responsible for creating a mosaic on the risers of the stairway. McGrath Arts would be responsible for designing lighting, handrails, and stairway landing panels that are artistic in nature. Their conceptual proposals are incorporated as Attachment 1. The Public Art Advisory Committee will welcome public input during the design process and will bring final designs back to the City Council for approval. The draft artist agreement is incorporated as Attachment 2.

Fiscal Impact
The cost of Angelina Duckett’s proposed art is $80,000. The cost for McGrath Arts is $120,150. The Committee is also recommending a 20% contingency be applied to draw from as needed to support the project. Pending the engineers estimate, approximately $20k-$50k will be funded by C/CAG’s Transportation Development Act grant fund for the construction portion of the stairway. Funds to support the remainder of the project are available within the Public Art Fund (Fund 275). There is no impact to the general fund.

Attachments

1. Angelina Duckett & McGrath Arts Conceptual Proposal and Cost Estimate

2. Angelina Duckett & McGrath Arts DRAFT Artist Agreement ___________________________________ ___________________________________ Noreen Leek, Parks & Recreation Director Jeremy Dennis, City Manager 20 G.

City of Brisbane Alvarado to San Benito Stairway Public Art Project I am captivated by the breathtaking mosaic stairways in San Francisco, often gazing at plain staircases and envisioning my own artistic designs. As a public art mosaicist, I understand that opportunities for mosaic projects are limited, especially those that involve stairways. Therefore, I am incredibly excited to submit my application for the Alvarado to San Benito Stairway project! The dedication, skill, and patience needed to craft a mosaic can deter many artists from exploring this medium. However, mosaics are ideal for public spaces, as they can endure the elements and abuse while bringing vibrant color, interest, and energy to any location.

My journey into mosaic art began in my teenage years through a city-sponsored art program. I spent my summers as a mosaic apprentice and eventually rose to the role of Lead Mosaic Artist after graduating from Santa Clara University. Building on this experience, I established my own business dedicated to public art and have collaborated with various city and county agencies to create public art mosaics across the Bay Area.

I have had a diverse range of experiences in public art. In 2017, I launched a community project that allowed families to contribute to mosaics in memory of a loved one they lost. This ongoing initiative has involved hundreds of participants, all of whom have discovered the healing power of art. Located in Spring Lake Regional Park in Santa Rosa, California, the Children's Memorial Grove has transformed into a significant healing space for grieving families in our community.

In 2019, the Kincade Fire left a profound mark on our community, destroying popular Foothill Regional Park.

This was just one of the many wildfires that impacted my family, having lost a home to the Tubbs Fire in 2017. I was asked to collaborate with the Latino Service Providers on a wildfire restoration initiative designed to create a mosaic that chronicled our community's experience. Drawing from my own encounter of wildfire loss, I facilitated mosaic workshops that encouraged sharing, learning, and healing through the transformative power of art. The outcome is “Resilience,” a striking 100-foot circular mosaic at the park's entrance, illustrating our collective journey from devastation to recovery. It now serves as a testament to the resilience of nature and the human spirit in the face of adversity.

In 2020, I teamed up with Catholic Charities to create a mosaic for their new homeless housing campus, Caritas Village. They sought a design that was inclusive, uplifting, and engaging, aimed at welcoming individuals who have faced personal trauma. I created a mosaic featuring vibrant wildflowers reaching toward the sun, utilizing stained glass to capture and reflect light. This artwork invites deeper contemplation and peaceful reflection, becoming a favorite gathering place for residents, staff, and visitors alike.

My dedication to enhancing public spaces and involving the community in the creative process is central to my work. I would be honored to partner with the City of Brisbane to create a stunning mosaic stairway and appreciate this incredible opportunity.

ATTACHMENT 1
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Angelina Duckett Mosaics
www.angelinaduckett.com [email protected] (707) 494-9085 Bus. Lic. #06509201 Professional Experience
Angelina Duckett Mosaics Owner Santa Rosa, CA 2015 - Present Design, produce and install site-specific, architectural mosaics, public art, community projects and private commissions
Program Development & Lead Mosaic Artist Instructor Santa Rosa, CA 2014 -2020 Taught the process and techniques for the production and installation of public art mosaics Education
Santa Clara University Santa Clara, CA 2009-2013
BA Communication, Minor Art
Public Installations
2024 Mega Flora: Santa Rosa, CA
Commissioned by Children’s Museum of Sonoma County
20 sqft curved bench
2024 Resilience: Windsor, CA
Commissioned by Latino Service Providers Organization
100 sqft curved seat walls for Foothill Regional Park
2023 Vibrant Vistas: Santa Rosa, CA
Commissioned by Kaiser Permanente Medical Center
40 sqft stained glass surround for atrium skylight
2023 Catch a Fish: Santa Rosa, CA
Commissioned by Children’s Museum of Sonoma County
70 sqft retaining walls
2022 Waterway Walkway: Santa Rosa, CA
Commissioned by Children’s Museum of Sonoma County
120 sqft mosaic path
2022 Bloom: Santa Rosa, CA
Commissioned by Catholic Charities
90 sqft stained glass mosaic mural for Caritas Village
2021 Orchards: Mountain View, CA
Commissioned by City of Mountain View
90 sqft curved seat walls and circular benches for Mora Park 2021 Wayfinding Wildflower Sidewalk Medallions: Santa Rosa, CA Commissioned by City of Santa Rosa
Series of 6 wayfinding sidewalk medallions for city center 2020 Mersea Restaurant: Treasure Island, CA
Commissioned by Mersea Restaurant
48 sqft stained glass frame
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2020 Recology Sign: Santa Rosa, CA
Commissioned by Recology Waste Management
16 sqft heart entrance sign
2019 Rohnert Park Bench: Rohnert Park, CA
Commissioned by City of Rohnert Park
24 sqft curved bench
2019 Spring Lake Regional Park Mosaic Sign: Santa Rosa, CA Commissioned by Sonoma County Regional Parks
24 sqft rectangular sign
2018 Hearts in San Francisco Sculpture: San Francisco, CA Commissioned by San Francisco General Hospital Foundation 6 sqft heart sculpture, vitreous glass, mirror
2017 ongoing Spring Lake Park Children’s Memorial Grove Mosaics: Santa Rosa, CA Commissioned by Sonoma County Parks Foundation
400 sqft circular seat walls for Spring Lake Regional Park 2015 Prince Memorial Greenway Park Breakout Quote: Santa Rosa, CA Commissioned by City of Santa Rosa
57 sqft circular inset of mosaic wording for Prince Memorial Park 2015 Dahlia: Santa Rosa, CA
Commissioned by Children’s Museum of Sonoma County
20 sqft exterior mural
2015 Swallowtail: Santa Rosa, CA
Commissioned by Children’s Museum of Sonoma County
20 sqft exterior mural
2014 Prince Memorial Greenway Soundscape: Santa Rosa, CA Commissioned by County of Sonoma
110 sqft curved seat wall mural
Professional References:

Melissa Kelley
Executive Director
Sonoma County Regional Parks Foundation [email protected] Rebecca Kendall
Chief Philanthropy Officer
Santa Rosa Memorial Hospital Foundation [email protected] 23 G.

Stairway Art Budget Proposal
ARTIST: Angelina Duckett Mosaics DATE: October 4, 2024
655 32nd Avenue
San Francisco, Ca 94121
RE: City of Brisbane Stairway Art Budget Proposal
1) PROJECT DESCRIPTION
Located in the City of Brisbane a new stairway will be constructed (Alvarado to San Benito) along a 12’ wide property. The mosaic artwork will cover the concrete risers of the stairway which is expected to be 96 risers of 7” each in height with a variety of widths (12”/18”/24”). 2) MATERIALS
Materials include:

Tile, adhesive, fiberglass mesh, tile tape, safety equipment supplies, thin set, grout.

All material used in the mural will be appropriate for exterior use. Professional grade cement based, polymer modified adhesive will be used to set the mosaic and all joints will be grouted with sanded, polymer modified grout intended for exterior applications.

A selection of vibrant colors is presented below, with a broader range to be integrated into the design elements, and subject to availability.
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3) MOSAIC DESIGN
The design draws its inspiration from the vibrant hues of flowers, the undulating ocean waves, and the lush green hills characteristic of Brisbane. At the pinnacle, a starry sky represents the "City of Stars," honoring a holiday tradition that has its roots in the 1930s. 25 G.
4) MOSAIC SPECIFICS
96 risers of 7” each in height with a variety of widths (12”/18”/24”).

Mosaic will be produced offsite with double direct method and transported to site for installation. Surface must be suitable for mosaic installation. 5) PROJECT BUDGET
Ordering, pick up and processing of materials, design enlargements (life size) of murals, coloring and coding scale drawings, transferring designs for fabrication, cutting, fitting, and setting of mosaic mural on fiberglass mesh/face-mounting on tile tape, transportation of mural sections to site, installation of mural sections, and on-site setting, grouting, cleaning and polish.

Budget includes Labor and Materials:
$69,717.40
Production (120@ 250) $30,000
Install (150 @ 85) $12,750
Grout (150 @85) $12,750
$55,500
Tile (12 @ 32) $3,840
Install Materials $850
Tax $434
$5,123.83
Insurance and overhead $9.093.57
* Proposed budget is approximate, prices may change based on availability and/or inflation. 26 G.

CITY OF BRISBANE
Public Art Advisory Committee
Dear Committee Members,
Thank you for selecting us as a finalist for the artist for the staircase project! We are pleased to submit an amended proposal including the two luminary signpost features, six floral pathway lights, 175’ of type I handrails, and 150 square feet of type II handrails. We have included conceptual drawings with notes. These show materials and finishes and the plan for attaching to the concrete steps, but more detailed specs will follow when we are awarded this contract.

Please, enjoy our submission. As you look it over, you might be interested in our YouTube channel which has footage of our process. Let us know if you would like a closer look at specific areas that you would like clarification on.

At McGrath Arts, we bring art to your environment!
Sincerely,
27 G.
● Type I Railings 36” height are 1.25”
Hammer twist tube
● Curved posts constructed from .25”
plate, welded t post style.
● Posts are spaced 48” apart
● Children’s grab bars constructed from
1” hammer twist with rolled ends,
placed intermittently
● All posts are fascia mounted with
stainless steel hardware with
epoxy/anchor bolts
● Luminary Sign Post 9’ tall made from 4” steel tubing
and textured metal
● Mounted to ⅜ steel plate with gussets with artist
signature and date
● South entrance is Morning Glory on the right, sign says “San Benito Rd.” and arrow
● North entrance is Buckeye on the right says “Alvarado St.” and arrow
● 24” footing with wet set anchor bolts - we will provide mounting template/ bracket
● DC transformer compartment
● 2700 K LED lights (facing down)
● Sign will be made from textured metal with mounted
letters
● Type II Railings 42” tall have three
zones and themes: Bay Laurel, Coast
Live Oak, and Lupine
● Constructed of a combination of cut
and textured 10 ga sheet metal with
some forged elements attached
● Will have the names of the plants/
butterflies cut out
● All metal work will be
smoothed to dull sharp
protrusions/hazards
● Hot dip galvanizing
● Color will be durable enamel
● Coated with clear epoxy
● Floral Pathway Lights are 40” tall
● Proximity detector is a possibility
● Unique plants: CA Poppy, CA Fuschia,
CA Wild Rose, Blue Nightshade,
Douglas Iris, and Yarrow
● Mounted to 18-20” granite boulders
● 2700 LED downcast, or if facing up,
there will be a butterfly on it to block
the light.
● Prefab steps Type II
rail
● Made from cut out
sheet metal and some
forged elements
● continued hammer
twist hand rail on East
Side.
● Will need specs prior
to designing how we
would mount it to the
stairs
28 G.

Cost Proposal
Type II Railings
Laurel 7.5 x 3 = 22 square Feet = $4500
Coast Live Oak 18 x 3 = 54 sq. ft x 2 = $21,600
Lupine 24 x 3 = 72 sq ft. x 2 = $28,800
Type 1 Railings
Bottom 65 feet, Middle 65 feet, Upper 45 feet = $26,250 Luminary Sign Posts
x 2 = $30,000
Floral Pathway Lights
x 6 = $9000
Total: $120,150
29 G.

Fabrication, iNSTALLATION AND pAYMENT TENTATIVE

SCHEDULE
NOV/DEC Jan/FEB MAR/APR MAY/JUNE JUL/AUG
Award of Contract
Finalize Designs
Installation complete
6/30
Invoice for 25% Invoice for 35% Invoice for 45%
30 G.

AGREEMENT FOR THE DESIGN, FABRICATION, AND INSTALLATION OF

PUBLIC ART WORK

THIS AGREEMENT for the design, fabrication, and installation of Public Art Work is entered into this ____ day of _______________, 20___, between the City of Brisbane (“City”), McGrath Arts (“Artist”), with offices at _______________ .

WHEREAS, City requires the services of an artist to design, fabricate and install a work of art, namely a stairway project (“the Artwork”) on public property located between Alvarado and San Benito ___ (“the Project Site”); and
WHEREAS, the Artwork shall include Type I handrails, Type 2 handrails, luminary signposts, and floral pathway lights; and
WHEREAS, Artist is a professional artist whose work and qualifications make the Artist well qualified to create the Artwork; and
WHEREAS, Artist has developed a proposal to design, fabricate, and install the Artwork at the Project Site, as more particularly described in the Art Work Proposal submitted by the Artist pursuant to that certain proposal described in Exhibit A; and WHEREAS, the City’s Public Art Committee reviewed the Art Work Proposal and recommended to the City Council that it enter this Agreement; and WHEREAS, City has allocated funds from money it has received under its Public Art Ordinance for the design, fabrication, and installation of the Artwork at the Project Site; and WHEREAS, on _____________ the Brisbane City Council approved the recommendation of the Public Art Committee to select Artist and authorized this Agreement with Artist; and NOW, THEREFORE, in consideration of the above-stated premises and subject to the conditions of this Agreement, the parties agree as follows:

Article 1 Scope of Services

1.1 Artist’s Obligations
a. The Artist shall perform all services and furnish all supplies, material and/or work equipment as necessary for the design, fabrication, and installation of the Artwork. Services shall be performed in a professional manner and in strict compliance with all terms and conditions in this Agreement. b. The Artist shall determine the artistic expression, design, dimensions and materials of the Artwork, subject to review and acceptance by the City and any regulatory agencies with project oversight, as set forth in this Agreement.

ATTACHMENT 2
31 G.

c. The Artist shall prepare the design concept described in Section 1.3 of this Agreement.
d. The Artist shall complete the fabrication, and installation of the Artwork by the scheduled dates as provided in Section 1.5 of this Agreement. e. The Artist shall secure any and all required licenses, permits and similar legal authorizations at the Artist’s expense as may be necessary for the installation of the Artwork at the Project Site.
f. The Artist shall arrange for the installation of the Artwork in coordination with the City. If the Artist does not install the Artwork itself, Artist shall supervise and approve the installation. Prior to the installation of the Artwork, Artist shall inspect the Project Site to ensure that it is ready to accept the Artwork and compliant with the specifications provided by the Artist. Artist shall notify the City of any perceived conflict, defect or non-compliance with specifications and resolve, at no expense to the City, all such conflicts, defects or non-compliance with the specifications before installing the Artwork. All work shall be performed by qualified professionals and by licensed contractors as required by law. g. Artist shall provide required insurance in amounts and limits specified in Article 5 and Exhibit C.
h. Artist shall provide a list of all subcontractors along with a copy of the agreement between the Artist and each subcontractor.
i. Artist shall provide a set of “as built” drawings if there is significant deviation from approved and permitted construction documents.
j. Artist shall provide a list of all final materials used including the manufacturer name and supplier and for each material, a Product Data Sheets (PDS), Technical Data Sheets (TDS), and Safety Data Sheets (SDS).
k. Artist shall provide a maintenance manual with the expected lifetime of the Artwork, a description of all materials, processes and products to be used for maintaining the Artwork, the required care and upkeep involved, and the recommended procedures in the event of necessary conservation intervention.

The maintenance plan is subject to review by a professional conservator. l. Artist shall provide photographic documentation of the Artwork in a format acceptable to Artist and the City.
m. Artist shall be available with reasonable advance notice for a reasonable number of meetings required to coordinate design and project implementation, ceremonies and the like, as necessary.
n. The Artist shall be responsible for researching whether there are any required permits, building and municipal code regulations, or any other policies, guidelines or approvals required by regulatory or oversight agencies that may impact the Artwork and/or the installation of the Artwork.
o. Consistent with plaque guidelines provided by the City, the Artist shall design and install a plaque on or near the Artwork containing a credit to the Artist and a copyright notice substantially in the following form: Copyright © [Artist’s name, date of publication]. The plaque design and installation plans must be approved by City staff prior to installation.
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1.2 City’s Obligations
a. The City shall perform all obligations in strict compliance with all terms and conditions in this Agreement.
b. The City shall not knowingly permit any use of the Artist’s name or misuse of the Artwork which would reflect discredit on the Artist’s reputation as an artist or which would violate the spirit of the Artwork, should such use or misuse be within the City’s control.

1.3 Final Design, Budget and Related Documents Phase
Artist shall submit to the City for its review the Final Design Documents as described in subsections a. and c. of this Section 1.3, and any revisions as required by the City. Once the City has approved the Final Design Documents, the Final Budget and Schedule of Deliverables, and the Artist has all required licenses, permits and similar legal authorizations for the installation of the Artwork at the Project Site, the Artist is authorized to proceed with the Fabrication Phase as described in Section 1.5. a. Final Design
Artist shall proceed with the Final Design Documents of the Artwork which shall include the following: presentation quality materials, which shall include colored drawings or computer-generated color images (in plan and elevation) and/or 3- dimensional models that accurately reflect the Artwork and how it will be installed at the Project Site, mock-ups, final color and materials samples, proposed fabrication methods, feasibility studies and final cost estimates at design completion. When used in reference to the proposed Artwork, Final Design Documents shall fix and describe the size and character of the Artwork with respect to its relationship to the Project Site, including architectural, structural, mechanical and electrical systems, materials and other elements as may be appropriate.
b. Construction Documents and Maintenance Plan
i. Artist shall, if Construction Drawings are required for construction and installation of the Artwork, submit Construction Documents to the City Permit Center for construction and/or installation of the proposed Artwork as approved, which must be signed and stamped by design professionals licensed in the State of California, as required by the California Building Code and any local government amendments to the Building Code.
ii. Artist shall deliver computer-generated (or otherwise as agreed to by both parties) color and material design samples.
iii. Artist shall review Architect’s Design Development and/or Construction Documents for accuracy of the integration of Artist’s Proposal within the Site and provide the City with written comments and/or corrections. iv. Artist shall provide a list of all proposed materials including the manufacturer name and supplier and for each material, a Product Data Sheets (PDS), Technical Data Sheets (TDS), and Safety Data Sheets (SDS). v. Artist shall provide a detailed description of future maintenance requirements for the Artwork, including the lifetime of the Artwork (“the Maintenance Plan”).
vi. City may appoint a conservator to review the Final Design Documents and the Maintenance Plan. Based on comments provided by the conservator, Artist may need to revise the Design and/or the Maintenance Plan. In addition, City 33 G.

may require the Artist to present the Design and/or the Maintenance Plan to a qualified conservator for that conservator to provide to the City recommendations as to the Design and Maintenance Plan. Based on those recommendations, City may require the Artist to revise the Design and/or the Maintenance Plan.
c. Final Budget and Schedule of Deliverables
i. The Artist shall prepare a Budget, not to exceed $_______, which shall include all goods, services and materials related to the Artwork, with such costs itemized.
ii. Budget shall mean a specific and detailed document identifying the cost of completion of all work under this Agreement, including all modifications.

The Budget shall include the costs for all design fees and costs; preliminary and final engineering requirements; materials and labor for fabrication, including Artist and subcontractors’ costs; consultants, including engineers and specifications writers; transportation of Artwork; installation of Artwork, including any necessary permits; permits and licenses; required insurance; any sales tax; and 10% contingency allowance, which contingency allowance may be used only with written permission of the City. Calculation of the Budget will take into consideration the possible inflation of service and material costs between the date of execution of this Agreement and the anticipated completion date. If the Artist incurs costs in excess of the amount in the approved Budget, including the contingency, the Artist shall pay such excess from the Artist’s own funds unless the Artist obtain approval in writing from the City for such additional costs or such costs were the result of actions or inaction of the City.
iii. The Artist shall notify the City of the anticipated schedule for the fabrication and installation of the Artwork, including a schedule for the submission of progress reports and inspections if any required by the City (“the Schedule of Deliverables”). The Schedule of Deliverables must identify a specific date or timeframe for the completion of the Artwork. The Schedule of Deliverables may be amended by written agreement.

1.4 Payment Schedule and Progress Reports
a. Artist’s completion milestones and payment schedule is as set forth in Exhibit B, Payment Schedule, which is incorporated herein by reference. b. The Artist shall inform the City of the progress of each phase of work completed under the Agreement.

1.5 Fabrication Phase
Following City’s approval of all Design Phase documents described in Section 1.3:
a. The Artist shall fabricate the Artwork in substantial conformity with the Final Design.

The Artist may not deviate from the approved design without written approval of the City.
b. If the Artwork is being constructed on site, the Artist shall avoid creating nuisance conditions arising out of the Artist’s operations.
c. The City shall have the right to review the Artwork at reasonable times during the fabrication thereof upon reasonable notice.
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d. If the City, upon review of the Artwork, determines that the Artwork does not conform to the approved Final Design, the City reserves the right to notify the Artist in writing of the deficiencies and that the City intends to withhold the next budget installment within 5 business days of the determination as in paragraph (g) below. e. The Artist will have thirty days to cure the City’s objections and will notify the City in writing of completion of the cure. The City shall promptly review the Artwork, and upon approval shall release the next budget installment. If the Artist disputes the City’s determination that the Artwork does not conform, the Artist shall promptly submit reasons in writing to the City within 5 business days of the City’s prior notification to the contrary. The City shall make reasonable efforts to resolve the dispute with the Artist in good faith. However, final determination as to whether the Artist has complied with the terms of this Agreement shall remain with the City. f. The Artist shall notify the City in writing when fabrication of the Artwork has been completed, and that the Artwork is ready for delivery and installation at the Project Site if the Artwork was fabricated off-site.
g. Prior to the installation of the Artwork, the City shall inspect the Artwork within 10 business days after receiving notification pursuant to paragraph (f) to determine that the Artwork conforms with the Final Design: give final approval of the fabricated Artwork and; authorize the installation of the Artwork at the Project Site. The City shall not unreasonably withhold final approval of the fabricated Artwork. In the event that the City does withhold final approval, the City shall submit the reasons for such disapproval in writing within 5 business days of examining the fabricated Artwork.

The Artist shall then have 30 days from the date of the City’s notice of the disapproval to make the necessary adjustments to the fabricated Artwork in accordance with such writing. The Artist shall not be penalized for any delay in the delivery and installation of the Artwork to the Project Site unless the Artist has willfully and substantially deviated from the Final Design without the prior approval of the City. The Artist shall then be held responsible for any expenses incurred in correcting such deviation.
h. The City shall promptly notify the Artist of any delays impacting installation of the Artwork. Any additional storage and insurance costs incurred by the Artist shall be borne by the City in the event that the delay is caused by the City. i. The Artist shall be required to inspect the Project Site prior to the installation of the Artwork and shall notify the City of any adverse Project Site conditions that will impact the installation of the Artwork and which are in need of correction. Failure to do so by the Artist shall be deemed as an acceptance of the Project Site conditions. j. The Artist shall take reasonable measures to protect or preserve the integrity of the Artwork with the application of a protective sealant, patina or anti-graffiti coating, if applicable, unless the City specifically disapproves of such.

1.6 Installation Phase
a. Upon the City’s final approval of the fabricated Artwork as being in conformity with the Final Design, the Artist shall install the completed Artwork to the Project Site in accordance with the schedule provided for in Section 1.3. 35 G.

b. The Artist will coordinate closely with the City to ascertain that the Project Site is prepared to receive the Artwork. Artist must notify the City of any adverse conditions at the Project Site that would affect or impede the installation of the Artwork.
c. The Artist is responsible for timely installation of the Artwork. Artist may not install the Artwork until authorized to do so by the the City. d. Artist shall install the artwork in compliance with all local, regional and national safety regulations such as OSHA. The installation site is to be protected for safety of the public and workers at all times.
e. The Artist shall be present to supervise the installation of the Artwork. f. Upon installation, the Artwork shall be deemed to be in the custody of the City for purposes of Article 3 and Article 5 of this Agreement.
g. Upon completion of the installation of the Artwork, the Artist shall provide the City with written instructions for the future maintenance and preservation of the Artwork.

1.7 Approval and Acceptance
a. The Artist shall notify the City in writing when all services as required by this Agreement prior to this paragraph have been completed in substantial conformity with the Final Design and contract documents.
b. The City shall promptly notify the Artist in writing of its final acceptance of the Artwork within 7 business days after the Artist submitted written notice pursuant to paragraph (a) above. The effective date of final acceptance shall be the date the City submits written notice to the Artist of its final acceptance of the Artwork.

The final acceptance shall be understood to mean that the City acknowledges completion of the Artwork in substantial conformity with the Final Design, and that the City confirms that all services as required by this Agreement prior to paragraph (c) of this section have been completed. Title to the Artwork to the City passes upon final acceptance of the Artwork and final payment by City to Artist.

If a regulatory agency must approve the completed artwork, the City should move promptly to gain such approval as it will be a precondition to the City’s ability to accept and approve the finished Artwork from the Artist. c. If the City disputes that all the services have been performed, the City shall notify the Artist in writing of those services the Artist has failed to perform within 7 business days after the Artist submitted written notice pursuant to paragraph (a) above. The Artist shall promptly perform those services indicated by the City. d. If the Artist disputes the City’s determination that not all services have been performed, the Artist shall submit reasons in writing to the City within 7 business days of the City’s prior notification to the contrary. The City shall make reasonable efforts to resolve the dispute with the Artist in good faith. However, final determination as to whether all services have been performed shall remain with the City.
e. Upon the resolution of any disputes that arise under paragraphs (c) and (d) of this Section, the City shall notify the Artist of its final acceptance of the Artwork pursuant to paragraph (b).
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Article 2. Terms of Agreement
a. Duration
i. This Agreement shall be effective on the date that this contract has been signed by both parties, and, unless terminated earlier pursuant to such provisions in the Agreement, shall extend until final acceptance by the City under Section 1.7(b), or submission of final payment to the Artist by the City under Exhibit B, whichever is later. Extension of time of performance hereunder may be granted upon the request of one party and the consent of the other thereto, which consent shall not be unreasonably withheld. Such extension shall be in writing, signed by both parties, and attached to the schedule described in Section 1.3.
b. Force Majeure
i. The City shall grant to the Artist a reasonable extension of time in the event that conditions beyond the Artist’s control render timely performance of the Artist’s services impossible or unduly burdensome.

All such performance obligations shall be suspended for the duration of the condition. Both parties shall take all reasonable steps during the existence of the condition to assure performance of their contractual obligations when the condition no longer exists. Failure to fulfill contractual obligations due to conditions beyond either Party’s reasonable control will not be considered a breach of contract, provided that such obligations shall be suspended only for the duration of such conditions.

Article 3. Risk of Loss
The Artist shall bear the risk of loss or damage to the Artwork until the installation of the Artwork. The Artist shall take such measures as are reasonably necessary to protect the Artwork from loss or damage. The City shall bear the risk of loss or damage to the Artwork prior to final acceptance only if, during such time, the partially or wholly completed Artwork is in the custody, control or supervision of the City or its agent(s) for the purposes of performing services to the Artwork.

Article 4 Artist’s Representations and Warranties

4.1 Warranties of Title
The Artist represents and warrants that:
a. the Artwork is solely the result of the artistic effort of the Artist; b. except as otherwise disclosed in writing to the City, the Artwork is unique and original and does not infringe upon any copyright or the rights of any person; c. the Artwork (or duplicate thereof) has not been accepted for sale elsewhere; d. the Artist has not sold, assigned, transferred, licensed, granted, encumbered or utilized the Artwork or any element thereof or any copyright related thereto which may affect or impair the rights granted pursuant to this Agreement; e. the Artwork is free and clear of any liens from any source whatsoever; 37 G.

f. all Artwork created by the Artist under this Agreement, whether created by the Artist alone or in collaboration with others shall be wholly original with the Artist and shall not infringe upon or violate the rights of any third party; g. the Artist has the full power to enter into and perform this Agreement and to make the grant of rights contained in this Agreement;
h. all services performed hereunder shall be performed in accordance with all applicable laws, regulations, ordinances, etc. and with all necessary care, skill, and diligence;
i. these representations and warranties shall survive the termination or other extinction of this Agreement.

4.2 Warranties of Quality and Condition
a. The Artist represents and warrants that all work will be performed in accordance with professional “workmanlike” standards and free from defective or inferior materials and workmanship (including any defects consisting of “inherent vice,” or qualities that cause or accelerate deterioration of the Artwork) for 2 years after the date of final acceptance by the Cityr under Section 1.7(b). b. The Artist represents and warrants that the Artwork and the materials used are not currently known to be harmful to public health and safety. c. The Artist represents and warrants that reasonable maintenance of the Artwork will not require procedures substantially in excess of those described in the maintenance and preservation recommendations submitted by the Artist pursuant to Section 1.6(g).
d. If within one year the City observes any breach of warranty described in this Section 4.2, the Artist shall cure the breach promptly, satisfactorily and consistent with professional conservation standards, at no expense to the City. The City shall give notice to the Artist of such breach with reasonable promptness. However, if Artist did not disclose this risk of breach in the Proposal and Maintenance and Conservation manual, and if breach is not curable by Artist, the Artist is responsible for reimbursing the City for damages, expense and loss incurred by the City as a result of the breach of warranty. However, if the Artist disclosed the risk of this breach in the Proposal and maintenance and conservation manual and the City accepted that it may occur, as indicated by the written final acceptance of the artwork, it shall not be deemed a breach for purposes of this Section 4.2 of this Agreement.
e. If after one year the City observes any breach of warranty described in this Section 4.2 that is curable by the Artist, the City shall contact the Artist to make or supervise repairs or restorations at a reasonable fee during the Artist’s lifetime.

The Artist shall have the right of first refusal to make or supervise repairs or restorations. Should the Artist be unavailable or unwilling to accept reasonable compensation under the industry standard, the City may seek the services of a qualified restorative conservator and maintenance expert. f. The foregoing warranties are conditional, and shall be voided by the failure of the City to maintain the Artwork in accordance with the Artist’s specifications and the applicable conservation standards. If the City fails to maintain the Artwork in good condition, the Artist, in addition to other rights or remedies the Artist may 38 G.

have in equity or at law, shall have the right to disown the Artwork as the Artist’s creation and request that all credits be removed from the Artwork and reproductions thereof until the Artwork’s condition is satisfactorily repaired.

Article 5 Insurance

5.1 General
a. The Artist acknowledges that until installation of the Artwork under Section

1.6(e), any injury to property or persons caused by the Artist’s Artwork or any damage to, theft of, vandalism to, or acts of God affecting the Artist’s Artwork are the sole responsibility of the Artist, including, but not limited to, any loss occurring during the creation, storage, transportation or delivery of the Artist’s Artwork, regardless of where such loss occurs.
b. Terms for the procurement and duration of insurance are provided in Exhibit C. c. Required insurance policies are described in Exhibit C.

5.2 Indemnity
a. The Artist shall indemnify the City, its respective officers, agents, and employees, from any claims brought arising out of the breach of this Agreement or any negligent occurrence which occurs pursuant to the performance of this Agreement by the Artist, its subcontractors, agents or employees. b. The City shall indemnify the Artist, Artist’s subcontractors, agents or employees from any claims brought arising out of the breach of this Agreement or any negligent occurrence which occurs pursuant to the performance of this Agreement by the City, its respective officers, agents, and employees. c. Each Party shall immediately notify the other of any written claim regarding any matter resulting from or relating to the Party’s obligations under this Agreement.

Each Party shall cooperate, assist, and consult with the other in the defense or investigation of any such claim arising out of or relating to the performance of this Agreement.
d. The indemnification shall include reasonable attorneys’ fees and costs. e. This indemnification shall survive the termination or expiration of this Agreement.
f. Notwithstanding any provision of this Agreement to the contrary, no Party shall recover from a Party to this Agreement in an action, of whatever nature, in contract or tort, any consequential or incidental damages, lost profits, or any type of expectancy damages.

Article 6 Ownership and Intellectual Property Rights

6.1 Title
Title to the Artwork shall pass to the City upon the City’s written final acceptance and payment for the Artwork pursuant to Section 1.7(b) and Exhibit B.

39 G.

6.2 Ownership of Documents
One set of presentation materials prepared by Artist and submitted to City under this Agreement shall be retained by the City.

6.3 Copyright Ownership
The Artist retains all rights under the Copyright Act of 1976, 17 U.S.C. §101 et seq., as the sole author of the Artwork for the duration of the copyright.

6.4 Reproduction Rights
a. In view of the intention that the final Artwork shall be unique, the Artist shall not make any additional exact duplicate [three]-dimensional reproductions of the final Artwork, nor shall the Artist grant permission to others to do so except with the written permission of the City. However, nothing shall prevent the Artist from creating works in the Artist’s manner and style of artistic expression. b. The Artist grants to the City and its assignees an irrevocable license to make twodimensional reproduction of the Artwork for non-commercial purposes, including, but not limited to, reproductions used in brochures, media publicity, and exhibition catalogues or other similar publication provided that these rights are exercised in a tasteful and professional manner.
c. All reproductions by the City shall contain a credit to the Artist and a copyright notice in substantially the following form: © [Artist’s name, date of publication]. d. The Artist shall not reproduce nor replicate the Artwork without the City’s express written permission which the City in its sole discretion may give except for the use of photographs of the Artwork for purposes of the Artist’s resume, in which case the Artist must provide acknowledgment to the City in substantially the following form: “An original artwork owned and commissioned by the City of Brisbane.”
e. If the City wishes to make reproductions of the Artwork for commercial purposes including, but not limited to, tee shirts, post cards and posters, the Parties shall execute a separate agreement to address the terms of the license granted by the Artist and the royalty the Artist shall receive.

Article 7 Artist’s Rights

7.1 General
a. The Artist retains all rights under state and federal laws including §106A of the Copyright Act of 1976.
b. The City will not intentionally alter, modify, change, destroy or damage the Artwork without first obtaining permission from the Artist. The City shall take reasonable measures to avoid these from occurring from the gross negligence of the City, its representatives, or employees pursuant to the federal Visual Artists’ Rights Act.
c. If any alteration or damage to the Artwork occurs, the Artist shall have the right to disclaim authorship of the Artwork in addition to any remedies the Artist may 40 G.

have in law or equity under this Agreement. Upon written request, the City shall remove the identification plaque and all attributive references to the Artist at its own expense within 60 days of receipt of the notice. No provision of this Agreement shall obligate the City to alter or remove any such attributive reference printed or published prior to the City’s receipt of such notice. The Artist may take such other action as the Artist may choose in order to disavow the Artwork. d. Artist shall on an ongoing basis provide to the City the Artist’s contact information, such as address, email address, phone number, etc., City shall have no obligation other than to make reasonable efforts to notify the Artist. e. If the Artist is deceased or becomes mentally incapacitated, City shall make reasonable efforts to notify the Artist’s heirs, successors, assigns or conservator.

7.2 Alteration of Site or Removal of Artwork
a. Subject to paragraphs d and e of Section 7.1, the City shall notify the Artist in writing upon adoption of a plan of construction or alteration of the Project Site which would entail removal or relocation of the Artwork which might result in the Artwork being destroyed, distorted or modified. The Artist shall be granted the right of consultation regarding the removal or relocation of the Artwork. If the Artwork cannot be successfully removed or relocated as determined by the City, the Artist may disavow the Artwork.
b. The Artwork may be removed or relocated or destroyed by the City should the Artist and the City not reach mutual agreement on the removal or relocation of the Artwork after a period not to exceed [90] days after written notice to the Artist.

During the [90] day period, the parties shall engage in good faith negotiations concerning the Artwork’s removal or relocation.
c. In the event of changes in building codes or zoning laws or regulations that cause the Artwork to be in conflict with such codes, laws or regulations, the City may authorize the removal or relocation of the Artwork without the Artist’s prior permission. In the alternative, the City may commission the Artist by a separate agreement to make any necessary changes to the Artwork to render it in conformity with such codes, laws or regulations.
d. If the City reasonably determines that the Artwork presents an imminent hazard to the public, other than as a result of the City’s failure to maintain the Artwork as required under this Agreement, the City may authorize the removal of the Artwork without the prior approval of the Artist.
e. This clause is intended to replace and substitute for the rights of the Artist under the Visual Artists’ Rights Act to the extent that any portion of this Agreement is in direct conflict with those rights. The Parties acknowledge that this Agreement supersedes that law to the extent that this Agreement is in direct conflict therewith.

Article 8 Artist as an Independent Contractor
41 G.

The Artist shall perform all work under this Agreement as an independent contractor and not as an employee of the City. The Artist acknowledges and agrees that the Artist shall not hold itself out as an authorized agent of the City with the power to bind in any manner.

The Artist shall provide the City with the Artist’s Tax Identification number and any proof of such number as requested by the City. The Artist shall provide the City with a copy of the Artist’s City business license.

Article 9 Assignment of Artwork
The work and services required of the Artist are personal and shall not be assigned, sublet or transferred. Any attempt by the Artist to assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect unless prior written consent is given by the City. The City shall have the right to assign or transfer any and all of the City’s rights and obligations under this Agreement, subject to the Artist’s consent, if ownership of the Project Site is transferred; if the Artist refuses to give consent, this Agreement shall terminate.

Article 10 Termination
a. Either Party may terminate this Agreement without recourse by the other where performance is rendered impossible or impracticable for reasons beyond such Party’s reasonable control such as, but not limited to, acts of nature; war or warlike operation; superior governmental regulation or control; public emergence; or strike or other labor disturbances. Notice of termination of this Agreement shall be given to the non-terminating party in writing not less than 30 days prior to the effective date of termination.
b. The City may terminate this Agreement without cause upon [60] days written notice to the Artist. The City shall pay the Artist for services performed and commitments made prior to the date of the termination, consistent with the schedule of payments set forth in Exhibit B of this Agreement. The Artist shall have the right to an equitable adjustment in the fee for services performed and expenses incurred beyond those for which the Artist has been compensated to date under Exhibit B with allowance for documented lost opportunities, unless the parties come to a settlement otherwise. The Artist shall retain possession and title to the studies, drawing, designs, maquettes, and models already prepared and submitted or prepared for submission to the City by the Artist under this Agreement prior to the date of termination.
c. If either party to this agreement shall willfully or negligently fail to fulfill in a timely and proper manner, or otherwise violate any of the covenants, agreements or stipulations material to this Agreement, the other party shall thereupon have the right to terminate this Agreement by giving written notice to the defaulting party of its intent to terminate specifying the grounds for termination. The defaulting party shall have 30 days after the effective date of the notice to cure the default. If it is not cured by that time, this Agreement shall terminate. d. If the Artist defaults for cause other than death or incapacitation, the Artist shall return to the City all funds provided by the City in excess of the expenses already incurred. The Artist shall provide an accounting of these expenses. All finished and unfinished drawings, sketches, photographs and other work products prepared 42 G.

and submitted or prepared for submission by the Artist under this Agreement shall be retained by the Artist.
e. Upon notice of termination, the Artist and the Artist’s subcontractors shall cease all services affected.

Article 11 Death or Incapacity
a. If the Artist becomes unable to complete this Agreement due to death or incapacity, such death or incapacity will not be deemed a breach of this Agreement or a default on the part of the Artist for purposes of Article 10. b. In the event of incapacity, the Artist’s conservator shall assign the Artist’s obligations and services under this contract to another artist provided that the City approves of the new artist and so agrees in writing. If the City does not agree, the City may elect to terminate this Agreement. The Artist shall retain all rights under Article 6 and Article 7. The Artwork and any reproductions thereof shall contain a credit to the Artist and a copyright notice in substantially the following form: © [Artist’s name, date of publication].
c. In the event of death, this Agreement shall terminate effective the date of death.

The Artist’s heirs shall retain rights under Article 6 and Article 7.

Article 12 Notices and Documents
Notices under this Agreement shall be delivered personally or through the [registered or certified mail, return receipt requested] mail, postage prepaid, to the addresses stated below, or to any other address as may be noticed by a Party:

For the City:

City Manager
City of Brisbane
50 Park Place
Brisbane, CA 94005
For the Artist:

Notice shall be deemed effective on the date personally delivered or, if mailed, [three (3) days] after the postmarked date.

Article 13 Waiver
The Parties agree that a waiver of any breach or violation of any term or condition of this Agreement shall not be deemed to be a waiver of any other term or condition contained herein or a waiver of any subsequent breach or violation of the same or any other term or condition. 43 G.

Article 14 Conflict of Interest
The Artist and Owner shall avoid all conflicts of interest or appearance of conflicts of interest in the performance of this Agreement
Article 15 Amendments
No alteration, change or modification of the terms of this Agreement shall be valid unless made in writing and signed by both Parties.

Article 16 Conflict with the Law
If any term, covenant, condition or provision of this Agreement, or the application thereof to any person or circumstance, shall be held by a court of competent jurisdiction or arbitration panel to be in conflict with the laws, rules and/or regulations of the United States or the State of California, invalid, void or unenforceable, the remainder of the terms, covenants, conditions or provisions of this Agreement, or the application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired, or invalidated thereby to the extent the remainder of the terms, covenants, conditions or provisions of this Agreement are capable of execution.

Article 17 Choice of Law
This contract shall be governed by the laws of the State of California both as to interpretation and performance and any legal action shall be filed in San Mateo County, California.

Article 18 Entire Agreement
This Agreement, including the exhibits, comprises all of the covenants, promises, agreements and conditions between the Parties. No verbal agreements or conversation between the Parties prior to the execution of this Agreement shall affect or modify any of the terms or obligation.

McGRATH ARTS

CITY OF BRISBANE
A Municipal Corporation
Jeremy Dennis, City Manager
Approved as to form
Michael Roush, Legal Counsel 44
G.

Exhibit A
Description of Project
(Will be incorporated when final contracts are administered.)

45 G.

Exhibit B
Payment Schedule
(Will be incorporated when final contracts are administered.)

46 G.

Exhibit C
Insurance
General
a. The Artist shall procure and maintain for the duration of this Agreement, at the Artist’s expense, insurance in the kinds and amounts as provided in this Exhibit with insurance companies authorized to do business in California. Such insurance shall cover the Artist’s agents, contractors, subcontractors or employees. The City, its officials, employees, agents and contractors shall be named as additional insureds.

The coverage shall contain no special limitations on the scope of protection afforded to the City its officials, employees, agents and contractors. b. The Artist and the Artist’s subcontractors’ insurance coverage shall be the primary insurance as respects the City, its officials, employees, agents and contractors. Any insurance or self-insurance maintained by the City, its officials, employees, agents and contractors shall be in excess of the Artist’s or the Artist’s subcontractor’s insurance and shall not contribute to the Artist’s or the Artist’s subcontractor’s insurance. The coverage shall state that the Artist’s or the Artist’s subcontractors’ insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer’s liability. c. Prior to undertaking any work under this Agreement, the Artist, at no expense to the City, shall furnish to the City a certificate of insurance with original endorsements affecting coverage for each of the insurance policies provided in this Exhibit. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates must be current and the Artist must submit replacement or renewal certificates of insurance for all the policies expiring during the term of this Agreement. Each certificate shall clearly indicate that the Artist has obtained insurance in the type, amount and classification as specified in this Exhibit and that no material changes, cancellation, suspension or reduction in limits of insurance shall be effective except after [30] days prior written notice to the City. Each certificate shall indicate that the subcontractors are additionally insured or the Artist shall furnish separate certificates for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated in this Agreement, including, but not limited to, naming the parties as additional insureds.
d. Any deductibles or self-insured retentions must be declared to, and approved by, the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officials, employees, agents and contractors.
e. Despite any changes to or cancellation of insurance, the Artist remains responsible for maintaining the required insurance coverage for the duration of the Agreement. f. Failure of the Artist to comply with any of the terms of Article 6 of the Agreement shall be considered a material breach of this Agreement and cause for its immediate termination.
47 G.

Insurance Policies
a. Commercial General Liability insurance policy, written on an occurrence form, including all the usual coverage known as:

1. premises/operations liability

2. products/completed operations

3. personal/advertising injury

4. contractual liability

5. [broad-form property damage]

6. [independent contractor’s liability]
Said policy must provide the following minimum coverage:

1. $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage.

2. $2,000,000 annual aggregate
b. Automobile liability insurance policy, including coverage for owner, non-owner, leased or hired vehicles, providing the following minimum coverage:

1. $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage;

2. $2,000,000 annual aggregate
The Artist agrees to keep in good standing a valid driver’s license at all times during the term of this Agreement.
c. Transportation/Cartage insurance all risk. Coverage must include loading, transportation and unloading of the Artwork. If the Artwork is to be loaded, transported or unloaded by a person or entity other than the Artist, the insurance coverage must cover that person or entity. The minimum limit shall be the total amount of compensation paid to Artist through the date of loading under Exhibit B. d. All Risk Installation insurance which covers physical damage to or destruction of the Artwork. If the Artwork is to be installed by a person or entity other than the Artist, the insurance coverage must cover that person or entity. The minimum limit shall be the total amount of compensation paid to the Artist through the date of the beginning of the installation of the Artwork under Exhibit B.
e. Worker’s Compensation and Employers’ Liability insurance in accordance with the statutory requirements of the State of California, providing coverage for any and all employees of Artist. The Artist shall require all subcontractors to carry this coverage also. The minimum coverage for the Worker’s Compensation and Employers’ Liability insurance shall be $[100,000].
f. If, however, the Artist does not have any employees as defined by state statutes and regulations and does not wish to cover him/her/itself for Worker’s Compensation, the Artist shall sign the following statement:

[“I do not have, nor intend to have for the full term of this Agreement, any employees. Furthermore, I do not wish to obtain or be covered under any Worker’s Compensation insurance coverage and, therefore, am signing this statement in lieu of providing the above require Worker’s Compensation coverage.”

48 G.

___________________________
(Artist’s signature)
___________________________
(Print Artist’s name)]
The requirement for Worker’s Compensation and Employers’ Liability insurance shall be waived in writing upon submission of this signed statement by the Artist to the Owner. 49 G.

File Attachments for Item:

H. Approve Co-sponsorship of Silverspot Cooperative Nursery Event on January 2025 50 Application for event cosponsorship Page 1 of 2

CITY COUNCIL AGENDA REPORT
Meeting Date: 11/21/2024
From: Jeff Franco, Recreation Coordinator
Noreen Leek, Parks & Recreation Director
Subject: Application for Event Cosponsorship
Community Goal/Result
Community Building & Fundraising
Purpose
Promote cultural and social events that encourage community engagement and provide assistance to local non-profit organizations.

Recommendation
Approve Silverspot Cooperative Nursery Preschool’s Family Breakfast and Movie Mixer as a cosponsored event.

Background
Silverspot Cooperative Nursery Preschool a is Non-profit 501(c)(3) organization established in 2002.

Silverspot Cooperative Nursery Preschool is a parent-run, non-profit co-operative nursery school working to create a community of encouragement and learning for families. The goal at Silverspot is to provide a safe and secure environment in which children learn through play to develop their social and language skills. The school is an active member of California Council of Parent Participation Nursery Schools and enrolls children between the ages of 2.5 years and 5 years 11 months.

Discussion
Silverspot’s Family Breakfast and Movie Mixer will be held at the Mission Blue Center on Saturday, January 18, 2025, from 9:30am-2:00pm. Any funds raised at the event will benefit the school. The event will include a prepared breakfast bar followed by a family movie. Meeting the Group II requirements with the event open to the general public qualifies them for free use of the facility and waives the deposit requirement.

Fiscal Impact
Silverspot Cooperative Nursery Preschool is requesting support from the City as summarized in the table below. They have requested use of the Mission Blue Center for the aforementioned event. Although use of the facility and the deposit are waived as part of their Group II designation, they are also asking the City to waive costs associated with event insurance. 51 H.

Application for event cosponsorship Page 2 of 2

FINANCIAL IMPACT SUMMARY BASED ON APPLICATION
Hourly Rental of Mission Blue
Center
Approximately 8 hours @
$371/hour = $2,968
(including set up/clean up)
Waived per City policy for Nonprofit use
Mission Blue Rental Deposit
$500
(Typically refundable absent
damages)
Waived per City policy for Nonprofit use
Indoor Event Insurance
Approximately $100-
$250/event. (Renters are typically
required to procure insurance on
their own and provide a copy to the
city.)
Requesting requirement be
waived
Promotional and Marketing
Support
Waived
Attachments

1. Cosponsorship application
Jeff Franco
Jeff Franco, Recreation Coordinator
___________________________________ ___________________________________ Noreen Leek, Parks & Recreation Director Jeremy Dennis, City Manager 52 H.

Name of Contact Person: ___________________________________ Contact Person’s Email: _____________________________________________________________________ Name of Organization: _____________________________________ Organization’s Address or P.O. Box: ________________________________________________________________________ Circle ONE of the following items below that best describes your organization. a. Brisbane Non-Profit Organization
b. Non-resident, Non-Profit Organization (Outside of Brisbane) c. School District, School, or School Affiliated Group (ex. PTO) d. Private Group, Club, or Organization
What year did your organization begin serving the Brisbane community? _________________ How has your organization contributed to the Brisbane community in the past 2 years? _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ What is your organization’s mission and/or purpose?
_________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ This application must be submitted to the Parks & Recreation Department at least (90) working days prior to the requested event.

Phone: 415-508-2140 | Email: [email protected] | Office: 50 Park Place, Brisbane, CA 94005 City of Brisbane

CO-SPONSORSHIP APPLICATION

APPLICANT INFORMATION
Contact Person’s Phone: ___________________________________ Organization’s Website: ___________________________________

EVENT DETAILS
Name of Event: _______________________________________________ Event Date (mm/dd/yy): ________________________________________ Event Day of Week: ____________________________________________ Event Location: _______________________________________________ Reservation Permit Number (if applicable): _________________________ Describe what can be expected from this event? (ex. Performance, shopping, activities, etc.) ______________________________________________________________________________________________ Will there be any fundraising at this event? ______ If yes, what will the funds raised be used for? ______________________________ Are there any admission fees for this event? ______ If yes, please list them here: ____________________________________________ If this event is NOT open to the general public, what are the restrictions for who may attend? (ex. Age, membership, residency, etc.) ________________________________________________________________________________________________

Event Set-up Start Time: _______________
Event Start Time: ________________
Event Close Time: ________________
Nina Ricci 415-654-7314
[email protected]
Silverspot Nursery School Silverspotcoop.com
4 Solano St., Brisbane, CA 94005
2002
We have been provding a positive, safe, healthy environment in which children learn thorugh a play-based curriculum. We strive for a close connection with parents, teachers and teh commuity at large.

Silverspot is a parent-run, non-profit cooperative nursery school working to create a community of encouragement and learning for families.

Silverspot Breakfast & Movie Mixer
01/18/2025
Saturday
Mission Blue Center
7:00am
9:30am
2:00pm
The morning will start with a prepared brekfast bar and lead into a movie viewing.

YES
YES
Silverspot Expenses
Donation amount is TBD for a Breakfast & Movie Ticket
Event will be advertised to Brisbane Community, Silverspot familes, Alumni families and friends of silverspot. 53 H.

City Staff must be present to accommodate the use of any of our indoor facilities. The following schedule will be used to ensure someone will be available when you need access. (If you are not requesting indoor facility use, you may skip to the next section) Date of Facility Access (mm/dd/yy):___________________________ Opening Time: ______________ Closing Time: ______________ Date of Facility Access (mm/dd/yy):___________________________ Opening Time: ______________ Closing Time: ______________ Date of Facility Access (mm/dd/yy):___________________________ Opening Time: ______________ Closing Time: ______________

INDOOR FACILITY ACCESS REQUEST

PERMITS
Food & Beverage Permits
Will any food or non-alcoholic beverages be sold at your event? ______ If yes, this permit is required smchealth.org/food-program Will alcoholic beverages be served or sold at your event? _____ If yes, you must attach a copy of an Alcoholic Beverage Permit *Full Liquor Liability: If beer or wine is available for consumption and money is transacted in any form (i.e. for donation, for a ticket, for a meal, for entry to the event, for the beverage) then full liquor liability premiums are necessary.

Traffic Permits
Will this event require any street or parking closures? _____ If yes, you must obtain a Brisbane Encroachment Permit Amplified Sound Permits
Do you wish to use amplified sound at this event? ____ If yes, you must submit an Brisbane Amplified Sound Permit Application

EQUIPMENT USE REQUEST
<Insert Equipment Use Liability Notice>
Indicate the equipment you wish to borrow for this event.

Bluetooth Speaker? ______ with Microphone? ______
Projector & Screen? (Mission Blue Only) ______
Theater Risers? (Mission Blue Only) ______
Theatrical Lighting? (Mission Blue Only) ______ Lighting Technician? _______ Other: ____________________________________________________________

ADDITIONAL SUPPORT
Quantity: Item:
____________ 6ft Long Rectangle Tables
____________ 5ft Diameter Round Tables
____________ Chairs
____________ 10ft x 10ft Canopy/Pop-up Tent
____________ Weighted Sandbags
Do you need any promotional support for this event?
Signboards?
Digital Graphics / Flyers?
Other: ____________________________

USE AGREEMENT & LIABILITY RELEASE
To the fullest extent allowed by law, I agree to indemnify and defend the City of Brisbane, its directors, officers, agents, employees and volunteers and hold them harmless from and against any and all loss, liability, expense, claims, costs, suits, and damages, including attorneys’ fees, arising out of the use or occupancy described in this application. I agree to waive all rights of subrogation against the City, its elected or appointed officers, officials, agents and employees for losses paid under the terms of any policy which arise from the use or occupancy described in this application.

Social Media?
Programs?
Applicant Signature______________________________________ Date________________ 01/18/2025 7:00am 3:00pm
X X
X
NO
NO
NO
NO
08/20/2024
54 H.

File Attachments for Item:

I. Approve Co-sponsorship of Silverspot Cooperative Nursery Event on February 2025 55 Application for event cosponsorship Page 1 of 2

CITY COUNCIL AGENDA REPORT
Meeting Date: 11/21/2024
From: Jeff Franco, Recreation Coordinator
Noreen Leek, Parks & Recreation Director
Subject: Application for Event Cosponsorship
Community Goal/Result
Community Building & Fundraising
Purpose
Promote cultural and social events that encourage community engagement and provide assistance to local non-profit organizations.

Recommendation
Approve Silverspot Cooperative Nursery Preschool’s Valentine & craft event as a cosponsored event.

Background
Silverspot Cooperative Nursery Preschool a is Non-profit 501(c)(3) organization established in 2002.

Silverspot Cooperative Nursery Preschool is a parent-run, non-profit co-operative nursery school working to create a community of encouragement and learning for families. The goal at Silverspot is to provide a safe and secure environment in which children learn through play to develop their social and language skills. The school is an active member of California Council of Parent Participation Nursery Schools and enrolls children between the ages of 2.5 years and 5 years 11 months.

Discussion
Silverspot’s Valentine and craft event will be held at the Mission Blue Center on Saturday, February 8, 2025, from 10:00am-4:00pm. Any funds raised at the event will benefit the school. The event will include families bringing donated baked goods and designing cookies with their children. Flower grams will also be created for the community to pick up. Meeting the Group II requirements with the event open to the general public qualifies them for free use of the facility and waives the deposit requirement.

Fiscal Impact
Silverspot Cooperative Nursery Preschool is requesting support from the City as summarized in the table below. They have requested use of the Mission Blue Center for the aforementioned event. Although use of the facility and the deposit are waived as part of their Group II designation, they are also asking the City to waive costs associated event insurance.
56 I.

Application for event cosponsorship Page 2 of 2

FINANCIAL IMPACT SUMMARY BASED ON APPLICATION
Hourly Rental of Mission Blue
Center
Approximately 7 hours @
$371/hour = $2,597
(including set up/clean up)
Waived per City policy for Nonprofit use
Mission Blue Rental Deposit
$500
(Typically refundable absent
damages)
Waived per City policy for Nonprofit use
Indoor Event Insurance
Approximately $100-
$250/event. (Renters are typically
required to procure insurance on
their own and provide a copy to the
city.)
Requesting requirement be
waived
Promotional and Marketing
Support
Waived
Attachments

1. Cosponsorship application
Jeff Franco
Jeff Franco, Recreation Coordinator
___________________________________ ___________________________________ Noreen Leek, Parks & Recreation Director Jeremy Dennis, City Manager 57 I.

Name of Contact Person: ___________________________________ Contact Person’s Email: _____________________________________________________________________ Name of Organization: _____________________________________ Organization’s Address or P.O. Box: ________________________________________________________________________ Circle ONE of the following items below that best describes your organization. a. Brisbane Non-Profit Organization
b. Non-resident, Non-Profit Organization (Outside of Brisbane) c. School District, School, or School Affiliated Group (ex. PTO) d. Private Group, Club, or Organization
What year did your organization begin serving the Brisbane community? _________________ How has your organization contributed to the Brisbane community in the past 2 years? _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ What is your organization’s mission and/or purpose?
_________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ _________________________________________________________________________________________________________________ This application must be submitted to the Parks & Recreation Department at least (90) working days prior to the requested event.

Phone: 415-508-2140 | Email: [email protected] | Office: 50 Park Place, Brisbane, CA 94005 City of Brisbane

CO-SPONSORSHIP APPLICATION

APPLICANT INFORMATION
Contact Person’s Phone: ___________________________________ Organization’s Website: ___________________________________

EVENT DETAILS
Name of Event: _______________________________________________ Event Date (mm/dd/yy): ________________________________________ Event Day of Week: ____________________________________________ Event Location: _______________________________________________ Reservation Permit Number (if applicable): _________________________ Describe what can be expected from this event? (ex. Performance, shopping, activities, etc.) ______________________________________________________________________________________________ Will there be any fundraising at this event? ______ If yes, what will the funds raised be used for? ______________________________ Are there any admission fees for this event? ______ If yes, please list them here: ____________________________________________ If this event is NOT open to the general public, what are the restrictions for who may attend? (ex. Age, membership, residency, etc.) ________________________________________________________________________________________________

Event Set-up Start Time: _______________
Event Start Time: ________________
Event Close Time: ________________
Nina Ricci 415-654-7314
[email protected]
Silverspot Nursery School Silverspotcoop.com
4 Solano St., Brisbane, CA 94005
2002
We have been provding a positive, safe, healthy environment in which children learn thorugh a play-based curriculum. We strive for a close connection with parents, teachers and the community at large.

Silverspot is a parent-run, non-profit cooperative nursery school working to create a community of encouragement and learning for families.

Family & Friends of Silverspot Valentines Mixer 9:00am
10:00am
4:00pm
02/08/2025
Saturday
Brisbane Community Center (Old Library)
Silverspot Families will bring baked items to decorate with their kids. Families will prepare a flower gram/Valentines Day Craft for the Community to come by and pick up for a donation.

YES School expenses
NO
Event is opent to the Brisbane Community to come by and pick up Flower Gram/Crafts. 58 I.

City Staff must be present to accommodate the use of any of our indoor facilities. The following schedule will be used to ensure someone will be available when you need access. (If you are not requesting indoor facility use, you may skip to the next section) Date of Facility Access (mm/dd/yy):___________________________ Opening Time: ______________ Closing Time: ______________ Date of Facility Access (mm/dd/yy):___________________________ Opening Time: ______________ Closing Time: ______________ Date of Facility Access (mm/dd/yy):___________________________ Opening Time: ______________ Closing Time: ______________

INDOOR FACILITY ACCESS REQUEST

PERMITS
Food & Beverage Permits
Will any food or non-alcoholic beverages be sold at your event? ______ If yes, this permit is required smchealth.org/food-program Will alcoholic beverages be served or sold at your event? _____ If yes, you must attach a copy of an Alcoholic Beverage Permit *Full Liquor Liability: If beer or wine is available for consumption and money is transacted in any form (i.e. for donation, for a ticket, for a meal, for entry to the event, for the beverage) then full liquor liability premiums are necessary.

Traffic Permits
Will this event require any street or parking closures? _____ If yes, you must obtain a Brisbane Encroachment Permit Amplified Sound Permits
Do you wish to use amplified sound at this event? ____ If yes, you must submit an Brisbane Amplified Sound Permit Application

EQUIPMENT USE REQUEST
<Insert Equipment Use Liability Notice>
Indicate the equipment you wish to borrow for this event.

Bluetooth Speaker? ______ with Microphone? ______
Projector & Screen? (Mission Blue Only) ______
Theater Risers? (Mission Blue Only) ______
Theatrical Lighting? (Mission Blue Only) ______ Lighting Technician? _______ Other: ____________________________________________________________

ADDITIONAL SUPPORT
Quantity: Item:
____________ 6ft Long Rectangle Tables
____________ 5ft Diameter Round Tables
____________ Chairs
____________ 10ft x 10ft Canopy/Pop-up Tent
____________ Weighted Sandbags
Do you need any promotional support for this event?
Signboards?
Digital Graphics / Flyers?
Other: ____________________________

USE AGREEMENT & LIABILITY RELEASE
To the fullest extent allowed by law, I agree to indemnify and defend the City of Brisbane, its directors, officers, agents, employees and volunteers and hold them harmless from and against any and all loss, liability, expense, claims, costs, suits, and damages, including attorneys’ fees, arising out of the use or occupancy described in this application. I agree to waive all rights of subrogation against the City, its elected or appointed officers, officials, agents and employees for losses paid under the terms of any policy which arise from the use or occupancy described in this application.

Social Media?
Programs?
Applicant Signature______________________________________ Date________________ 02/08/2024 9:00am 4:00pm
NO
NO
NO
NO
08/30/2024
59 I.

File Attachments for Item:

J. Authorize the City Manager to sign the Peninsula Clean Energy Incentive and Loan Contracts for Pool Electrification
(The total project cost is currently estimated at $1,761,778. The proposed PCE incentive and loan would cover 65% of the total cost.)
60 PCE pool funding contracts Page 1 of 2

CITY COUNCIL AGENDA REPORT
Meeting Date: November 21, 2024
From: Adrienne Etherton, Sustainability Manager
Subject: Peninsula Clean Energy Contracts for Pool Electrification Award of Contracts is Exempt from Environmental Review (CEQA Guidelines, Section 15061 (b)(3) Community Goal/Result
Ecological Sustainability; Fiscally Prudent
Purpose
Receive council approval on funding contracts with Peninsula Clean Energy (PCE) for the Community Pool Electrification Project.

Recommendation
Authorize the City Manager to sign the PCE incentive and loan contracts.

Background
In 2018, city sustainability staff participated in a Zero Net Energy (ZNE) Study through BayREN (Bay Area Renewable Energy Network) for the Community Pool, as it represents the City’s largest use of fossil fuels. The study indicated that pool heating needs could primarily be met with electric heat pump water heaters with an ultimately reduced energy cost. In late 2021, staff engaged with Willdan Energy Solutions (WES), implementers of the PG&E GK12 (Government & K-12 Schools) and San Mateo County Energy Watch programs, for technical assistance. In July 2022, utilizing CA Government Code 4217, a Design-Build Contract with WES was approved by the City Council.

In September 2022, WES and staff learned that the CA Public Utilities Commission (CPUC) had not approved the PG&E incentive that was a key part of the project funding plan due to the retention of the pool’s existing gas boiler for back-up heat when temperatures drop below 50°F. The team set about revising the project to meet the CPUC’s requirements and sought additional funding to meet the escalated project cost.

Discussion
The project will install three electric air-source heat pumps as the primary heating system for the pool, replacing the existing gas-fired pool heater currently in use as the primary heating source. Due to the CPUC decision, a small gas-fired condensing “pony” boiler will be installed to provide supplemental heating to the heat pump systems when outdoor temperatures fall. The project will require the installation of a new 800-amp PG&E electrical service and associated site changes to accommodate a transformer as well as the new switchboard and equipment.

Electrifying the pool’s primary heating source will eliminate a projected 34,274 therms of natural gas per year, or 86% of the City’s annual municipal natural gas usage across all facilities.

Using current energy costs, it is expected to reduce operational utility costs $15,034 per year.

In response to Brisbane and other cities’ requests for funding to complete building electrification projects at local government facilities, PCE introduced the Government Building 1 of 34 61
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PCE pool funding contracts Page 2 of 2
Electrification, or GovBE program offering incentives and loans. Staff applied for and was awarded the maximum project incentive of $548,384 ($16/therm methane reduced x estimated 34,274 therms per year) and maximum loan of $600,000. The proposed contracts were reviewed by sustainability staff, Public Works Director, and Legal Counsel before application.

WES has included an estimated PG&E cost based on their recent experience with other projects in the total project cost, but we will not have a final confirmed cost until PG&E completes their engineering design process for the new service required. Upon completion, likely in spring 2025, staff expects to return to Council with a Construction Amendment to the existing DesignBuilding Contract with WES, as anticipated in that contract. Construction is expected to take approximately 12 months and is largely dependent on long lead times for new switchgear and PG&E’s construction.

Fiscal Impact
The total project cost is currently estimated at $1,761,778. The proposed PCE incentive and loan would cover 65% of the total cost.

Source Amount
PCE incentive $548,348
PCE loan (7-year term, 1% interest rate, to be paid out of general fund – anticipated quarterly payments of $22,214)
$600,000
PG&E incentive (CPUC-approved) $230,000
County Measure K Funds directed by Supervisor Canepa $200,000 City Capital Improvement Plan Funds approved in July 2022 $183,394 Total $1,761,778
Environmental Review
Awarding these contracts is exempt from environmental review because the California Environmental Quality Act applies only to projects that have the potential for causing a significant effect on the environment and it is certain that there is no possibility that the activity here may have a significant effect on the environment. Indeed, the activity will have a positive effect on the environment. CEQA Guidelines, Section 15061 (b)(3).

Measure of Success
Heat pump water heaters installed to provide primary heating for the community pool with a significant reduction of GHG emissions and long-term cost savings.

Attachments

1. PCE GovBE Incentive Agreement

2. PCE GovBE Loan Agreement
___________________________________
Adrienne Etherton, Sustainability Manager
___________________________________ ___________________________________ Randy Breault, Public Works Director Jeremy Dennis, City Manager 2 of 34 62
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INCENTIVE AGREEMENT

BETWEEN THE PENINSULA CLEAN ENERGY AUTHORITY AND
City of Brisbane
This Agreement is entered into this [day] day of [month], [year], by and between the Peninsula Clean Energy Authority, a joint powers authority of the state of California, hereinafter called “PCEA,” and City of Brisbane hereinafter called “Customer Agency.” * * *
WHEREAS, PCE was formed on February 29, 2016; and
WHEREAS, PCE was formed to support decarbonization, provide local electricity services, and to reduce the adverse public wellbeing and economic impacts of climate change in its member jurisdictions; and
WHEREAS, PCE has created a program to incentivize its Customer Agencies, those being served by an electric meter and currently receiving electricity as a PCEA customer, to undertake projects that replace fossil fuel equipment with electric equipment; and
WHEREAS, PCE invited Customer Agencies to apply for PCE-provided funding for such projects in the form of its GovBE Loan Program; and WHEREAS, PCE has selected projects from the Customer Agency applicants that have applied for funding based on urgency, shovel-readiness, total fossil fuel savings, community visibility, and Diversity Equity and Inclusion (DEAI) benefit; and, if required, these Agreements have been approved by the PCEA Board of Directors; and ATTACHMENT 1
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NOW, THEREFORE, in consideration of the mutual promises and benefits set forth herein, the sufficiency of which is hereby acknowledged, it is agreed by the Parties to this Agreement as follows:

1. Exhibits and Attachments
The following exhibits and attachments are attached to this Agreement and incorporated into this Agreement by this reference:

Exhibit A—Program Terms & Conditions
Exhibit B—Funding
Exhibit C—Project Description

2. Project Performance by Customer Agency
In consideration of the funding set forth in this Agreement and in Exhibit B, Customer Agency shall perform the Project defined in Exhibit C in accordance with the terms, conditions, and specifications set forth in this Agreement and in Exhibit A.

3. Funding
For each Project PCEA shall make incentive payments to Customer Agency as specified in Exhibit B. The total not to exceed amount for this Agreement shall not exceed five hundred forty-eight thousand, three hundred eight four dollars ($548,384). In the event that the PCEA makes any advance payments, Customer Agency agrees to refund any amounts in excess of the amount owed by the PCEA at the time of contract termination or expiration. PCEA reserves the right to withhold payment if PCEA determines that the Customer Agency has not complied with the provisions of this Agreement, inclusive of all Exhibits.

4. Term
Subject to compliance with all terms and conditions, the term of this Agreement shall be from November 22, 2024, through November 22, 2027.

5. Termination; Availability of Funds
This Agreement may be terminated by Customer Agency or by the Chief Executive Officer of the PCEA or his/her designee at any time in the event that Customer Agency terminates the Project or Customer Agency exceeds the timeline to complete the Project.

PCEA may terminate this Agreement or a portion of the services referenced in the Attachments and Exhibits in the event of unavailability of PCEA funds by providing written 4 of 34
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notice to Customer Agency as soon as is reasonably possible after PCEA learns of said unavailability funding.

6. Relationship of Parties
Customer Agency understands and agrees that it is solely responsible for all aspects of the Project, including, but not limited to, design, consultation, maintenance, and operations. Customer Agency is responsible for securing industry professionals for all aspects of their Project and PCEA shall not provide, select, or hire professional staff for the completion of the Project. In addition, Customer Agency agrees and understands that the work services performed under this Agreement are performed as an independent contractor and not as an employee of PCEA and that neither Customer Agency nor its employees acquire any of the rights, privileges, powers, or advantages of PCEA employees.

7. Hold Harmless
a. General Hold Harmless
Customer Agency shall indemnify and save harmless PCEA and its officers, agents, employees, and servants from all claims, suits, or actions of every name, kind, and description resulting from this Agreement, the performance of any work or services required of Customer Agency under this Agreement, or payments made pursuant to this Agreement brought for, or on account of, any of the following:
(A) injuries to or death of any person, including Customer Agency or its employees/officers/agents;
(B) damage to any property of any kind whatsoever and to whomsoever belonging; (C) any sanctions, penalties, or claims of damages resulting from Customer Agency’s failure to comply, if applicable, with the requirements set forth in the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and all Federal regulations promulgated thereunder, as amended; or (D) any other loss or cost, including but not limited to that caused by the concurrent active or passive negligence of PCEA and/or its officers, agents, employees, or servants. However, Customer Agency’s duty to indemnify and save harmless under this Section shall not apply to injuries or damage for which PCEA has been found in a court of competent jurisdiction to be solely liable by reason of its own negligence or willful misconduct.

The duty of Customer Agency to indemnify and save harmless as set forth by this Section shall include the duty to defend as set forth in Section 2778 of the California Civil Code. 5 of 34
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8. Payment of Permits/Licenses
Customer Agency bears responsibility to obtain any license, permit, or approval required from any agency for work/services to be performed under this Agreement at Customer Agency’s own expense prior to commencement of said work/services. Failure to do so will result in forfeit of any right to compensation under this Agreement.

9. Insurance
PCE shall not be responsible for the provision of any insurance policy on behalf of the Customer Agency.

The parties understand and agree that Customer Agency shall not commence work without insurance coverage appropriate to its specific project and as reviewed by Grantee’s own legal counsel and/or Risk Manager.

10. Goodwill and Publicity
Either Party may make any press release or public announcement of the specific terms of this Agreement or the Project including, but not limited to, regarding the financing or building systems thereunder (except for filings or other statements or releases as may be required by applicable law) without the prior written consent of the other Party. Both Parties shall make reasonable efforts to coordinate with the other regarding publicity under this paragraph. The Customer Agency shall credit Peninsula Clean Energy in any and all publicity, notices, and announcements regarding the Project and/or this Agreement.

11. Right to Inspect
Peninsula Clean Energy has a right to inspect the physical location of the Project upon twenty-four (24) hours written notice to the Customer Agency.

12. Compliance With Laws
The Project to be performed by Customer Agency pursuant to this Agreement shall be performed in accordance with all applicable Federal, State, County, and municipal laws, ordinances, and regulations, including but not limited to the Americans with Disabilities Act of 1990, as amended, and Section 504 of the Rehabilitation Act of 1973, which prohibits discrimination on the basis of disability in programs and activities receiving any Federal or County financial assistance. The Project shall also be performed in accordance with all applicable ordinances and regulations, including but not limited to appropriate licensure, certification regulations, provisions pertaining to confidentiality of records, and applicable quality assurance regulations. In the event of a conflict between the terms of this Agreement and any applicable State, Federal, County, or municipal law 6 of 34
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or regulation, the requirements of the applicable law or regulation will take precedence over the requirements set forth in this Agreement.

13. Retention of Records; Right to Monitor and Audit
(a) Customer Agency shall maintain all required records relating to services provided under this Agreement for three (3) years after PCEA makes final payment and all other pending matters are closed, and Customer Agency shall be subject to the examination and/or audit by PCEA, a Federal grantor agency, and the State of California. (b) Customer Agency shall comply with all program and fiscal reporting requirements set forth by applicable Federal, State, and local agencies and as required by PCEA. (c) Customer Agency agrees upon reasonable notice to provide to PCEA, to any Federal or State department having monitoring or review authority, to PCEA’s authorized representative, and/or to any of their respective audit agencies access to and the right to examine all records and documents necessary to determine compliance with relevant Federal, State, and local statutes, rules, and regulations, to determine compliance with this Agreement, and to evaluate the quality, appropriateness, and timeliness of services performed.

14. Merger Clause; Amendments
This Agreement, including the Exhibits and Attachments attached to this Agreement and incorporated by reference, constitutes the sole Agreement of the parties to this Agreement and correctly states the rights, duties, and obligations of each party as of this document’s date. In the event that any term, condition, provision, requirement, or specification set forth in the body of this Agreement conflicts with or is inconsistent with any term, condition, provision, requirement, or specification in any Exhibit and/or Attachment to this Agreement, the provisions of the body of the Agreement shall prevail.

Any prior agreement, promises, negotiations, or representations between the parties not expressly stated in this document are not binding. All subsequent modifications or amendments shall be in writing and signed by the parties.

15. Controlling Law; Venue
The validity of this Agreement and of its terms, the rights and duties of the parties under this Agreement, the interpretation of this Agreement, the performance of this Agreement, and any other dispute of any nature arising out of this Agreement shall be governed by the laws of the State of California without regard to its choice of law or conflict of law rules.

Any dispute arising out of this Agreement shall be venued either in the San Mateo County Superior Court or in the United States District Court for the Northern District of California. 7 of 34
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16. Notices
Any notice, request, demand, or other communication required or permitted under this Agreement shall be deemed to be properly given when both: (1) transmitted via facsimile to the telephone number listed below or transmitted via email to the email address listed below; and (2) sent to the physical address listed below by either being deposited in the United States mail, postage prepaid, or deposited for overnight delivery, charges prepaid, with an established overnight courier that provides a tracking number showing confirmation of receipt.

In the case of PCEA, to:

Name/Title: Shawn Marshall, Chief Executive Officer
Address: 2075 Woodside Road, Redwood City, CA 94061
Telephone: 650-474-5002
Email: [email protected]
In the case of Customer Agency, to:

Name/Title: Adrienne Etherton, Sustainability Manager
Address: 50 Park Place, Brisbane, CA 94005
Telephone: 415.508.2118
Email: [email protected]

17. Electronic Signature
PCEA and Customer Agency wish to permit this Agreement, and future documents executed pursuant to this Agreement, to be digitally signed in accordance with California law. Any party that agrees to allow digital signature of this Agreement may revoke such agreement at any time in relation to all future documents by providing notice pursuant to this Agreement.

18. No Recourse Against PCEA’s Member Agencies
Customer Agency acknowledges and agrees that PCEA is a Joint Powers Authority, which is a public agency separate and distinct from its member agencies. All debts, liabilities, or obligations undertaken by PCEA in connection with this Agreement are undertaken solely by PCEA and are not debts, liabilities, or obligations of its member agencies. Customer Agency waives any recourse against PCEA’s member agencies. * * *
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In agreement with this Agreement’s terms, the parties, by their duly authorized representatives, affix their respective signatures:

PENINSULA CLEAN ENERGY

AUTHORITY
__________________________________
Chief Executive Officer, Peninsula Clean
Energy Authority
Date:__________________________
City of Brisbane
__________________________________

Title: City Manager, City of Brisbane______
Date: ________________________

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Exhibit A
Terms and Conditions

1. Definitions
• Customer Agency – For the GovBE Program, a Local Government Agency Customer (Agency) is defined as an agency or county, or local government, within the jurisdiction of PCE, that is governed by publicly elected officials. Such Customers may include but are not limited to, city or town offices and facilities, County of San Mateo offices and facilities, public schools, and public libraries. • Project – a planned electrification retrofit construction project at an Agency’s building, facility, or group of buildings and/or facilities. • Project Site – The physical address or addresses, and/or facilities where the Project will occur.
• Therm – a unit of measure for the sale of methane gas is equivalent to 100,000 British Thermal Units.
• Fossil Fuel – a greenhouse gas emitting fuel, including methane gas, propane, fuel oil, diesel, or gasoline
• GHG – greenhouse gasses

2. Customer and Project Eligibility
Eligible Projects must meet the following criteria:

1. Projects must be located at facilities currently served by PCE, and the proposed equipment must be served by electric meters which are served by PCE.

2. Projects must be located at an existing local government building, facility, or group of buildings and/or facilities.

3. Project construction may not have commenced prior to the date of application of the project,

4. The Project must replace fossil fuel equipment on-site used for space heating, water heating, cooking, clothes drying, pool heating, lab processes, or other use types with heat pump or electric equipment. Replacement of backup gas generators or cogeneration systems is an ineligible measure.

5. The Project must be past the concept phase and can feasibly begin construction in the 18-month period following submission of the application.

3. Customer Eligibility
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Customer Agency must meet the following criteria:

1. Is a current Peninsula Clean Energy customer

2. The customer must be a, county or local government Agency (see Definitions)

3. The Customer currently receives service from Peninsula Clean Energy at the location of the retrofit project and meters to serve the equipment to be installed.

4. The Customer must be in good credit standing from when the Customer’s program application is approved through the funding of the loan. A Customer’s credit standing will be determined according to a Payment History Screening, which may be based upon the existence of any 24-hour disconnection notices and payment plans in the last 12 months.

4. Eligible Costs
Eligible electrification project costs that may be covered under the incentive or loan may include projects costs may include:
• Electrification equipment costs
• Implementation costs, such as material costs, labor, lift rentals, etc. • Engineering and Design
• Costs associated with building code compliance which must be addressed in direct relation to electrification measures
• Initial and ongoing Measurement & Verification (M&V) expenses, only if paid upfront
• under the loan disbursement
• Training, if paid upfront under the loan disbursement • Quality Assurance (QA) Provider costs
The following charges are not eligible for project funding • In-house labor or project management costs for electrification measure installation
• Equipment installed prior to project application
• Efficiency projects that save electricity usage but do not result in fuel switching or reduce methane gas usage
• User behavioral activities: behavioral measures, e.g., customer staffing or occupant behavior programs
• Add-ons to existing renovation projects
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Exhibit B
In consideration of the project by Customer Agency described in Exhibit C and subject to the terms of the Agreement and Exhibit A, PCEA shall pay Customer Agency based on the following fee schedule and terms:

GovBE incentive amount and therm savings
GovBE program incentives
• Maximum incentive based on projected methane savings at a rate of $16 per therm saved per year
• The maximum amount of incentive support available for each jurisdiction is $600,000 per year
• Must meet minimum 25% match requirements
Project fossil fuel savings and associated incentive
• Estimated Therm Savings: 34,274 therms per year
• GovBE incentive value: $548,384
Project cost and match funding
• Total project cost: $1,761,778
• Match funding amount from non-PCEA dollars: $623,934 (35%) • Source of match funding: PG&E incentive: $230,000, Canepa Measure K Funds:
$200,000, City Capital Improvement Plan Funds: $183,394. [Note that the City may utilize the PCE Local Agency Grant for contingencies, if the full $205,664 allocated to Brisbane were used for the project, it would bring the PCE funding to ~69%.

Payment schedule and invoicing
• Payments will be made upon completed project installation • Invoicing will be initiated by Customer Agency via email to PCEA to email address as determined by PCEA. Invoice will include verification of completed installation as signified by ribbon-cutting, certificate of occupancy, final invoice from contractor, or other verification as determined by PCEA. • Customer Agency EFT/ACH details for transfers:
o [account name]
o [financial institution]
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o [routing number]
o [account number]
o [account type]
Documentation of Therms savings calculation

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Exhibit C
Project scope of work and timeline
Project Description
The City of Brisbane’s Community Pool Electrification Project will tackle the largest source of municipal operations greenhouse gas emissions for the City. The outdoor pool, located at 2 Solano Street in Brisbane, is approximately 4,000 square feet, and an average depth of approximately six feet. It is heated to approximately 80°F year-round, with a pool cover in use during non-operating hours.

The project will install three electric air-source heat pumps as the primary heating system for the pool, replacing the existing gas-fired pool heater currently in use as the primary heating source. A small gas-fired condensing pony heater will be installed to provide supplemental heating to the heat pump systems when outdoor temperatures fall below 50°F. The project will require the installation of a new 800 amp PG&E electrical service and associated site changes to accommodate a transformer as well as the new switchboard and equipment.

The project was originally conceived through a 2018 BayREN Zero Net Energy Study. It is a high priority due to the existing gas boiler being beyond its expected useful life, and the emissions impact of the equipment. Electrifying the primary heating source will eliminate a projected 34,274 Therms of natural gas per year, or 86% of the City of Brisbane’s annual municipal natural gas usage across all facilities. Using today’s energy costs, it is expected to reduce operational utility costs $15,034 per year. As one of the first projects of its kind, this project will help inform local governments and other pool operators pursuing electrification of existing swimming pool water heating systems.
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Project Timeline

MILESTONE DATE
PG&E Design/Cost Estimate Start* 10/11/2024
PG&E Design/Cost Estimate Complete 4/11/2025
Council Approval/Notice to Proceed 4/17/2025
Permitting/100% Construction Documents/Equipment Submittals 4/21/2025 Equipment Procured/Start Installation 6/21/2025
Substantial Completion Oct 2026
Final Completion Nov 2026
*actual, all subsequent dates estimated accordingly – PG&E has estimated 6 months to complete the design/engineering and cost estimate, with a total time to completion of 12-14 months 17 of 34
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LOAN AGREEMENT

BETWEEN PENINSULA CLEAN ENERGY AND
City of Brisbane
This Agreement (“Agreement”) is entered into as of the Effective Date (defined herein) by and between the Peninsula Clean Energy Authority (“PCEA”), and City of Brisbane (PCEA and Borrower may be collectively referred to herein as “Parties” and individually as “Party”).
* * *
WHEREAS, PCE was formed on February 29, 2016; and
WHEREAS, PCE was formed to support decarbonization, provide local electricity services, and to reduce the adverse impacts of climate change in its member jurisdictions; and
WHEREAS, PCE has created a program to incentivize its Customer Agencies, those entities served by an electric meter and currently receiving electricity as a PCEA customer, to undertake projects that replace fossil fuel equipment with electric equipment; and
WHEREAS, PCE invited Customer Agencies to apply for PCE-provided funding for such projects in the form of its GovBE Loan Program; and WHEREAS, PCE has selected projects from the Customer Agency applicants that have applied for funding based on urgency, shovel-readiness, total fossil fuel savings, community visibility, and Diversity Equity and Inclusion (DEAI) benefit; and, if required, these Agreements have been approved by the PCEA Board of Directors; and ATTACHMENT 2
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NOW, THEREFORE, in consideration of the mutual promises and benefits set forth herein, the sufficiency of which is hereby acknowledged, it is agreed by the Parties to this Agreement as follows:

1. Exhibits and Attachments
The following exhibits and attachments are attached to this Agreement and incorporated into this Agreement by this reference:

Exhibit A—Program Terms & Conditions
Exhibit B—Project Scope of Work
Exhibit C—Budget Summary

2. Loan
Subject to the terms and conditions specified herein and the Loan Documents (defined herein), PCEA shall loan to Borrower the principal amount of Six Hundred Thousand ($600,000) (the “Loan”) which amount is to be repaid by Borrower at interest on unpaid principal from the date set forth Loan herein until paid in full, at the rate of one percent (1%) per annum for a maximum loan term of seven (7) years, provided that (i) in no event shall PCE’s total fiscal obligation under this Agreement exceed the amount of the Loan; and (ii) Borrower shall only use the Loan for the Loan Purpose, as defined below.

3. Loan Purpose
The Parties agree that the purpose of the Loan is to fund City of Brisbane Pool Electrification in accordance with the Project Description contained in Exhibit A, dated by Borrower on June 21, 2024 (“Loan Purpose”). The Loan shall not be used for any other purpose without the prior written consent of PCE.

4. Term
Subject to compliance with all terms and conditions, the term of this Agreement shall commence November 22, 2024 and shall extend through November 22, 2027. This Agreement will not automatically renew, be assigned in any manner by Borrower, nor shall it create any reliance on the possibility of future loans. Borrower understands and agrees that, if Borrower does not proceed with the Project, Borrower must promptly return 19 of 34
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all Loan funds to PCE, and any unexpended or undisbursed funds at the time of termination shall be forfeited and returned to PCE.

5. Termination
PCEA may suspend and/or terminate this Agreement if Borrower fails to comply with the terms of this Agreement (including breach of any representation and warranty provided herein) and may, at its sole discretion, withhold or cancel pending and future disbursements of funds and/or require Borrower to return some or all funds disbursed under this Agreement.

6. Loan Disbursement
a. Fund availability and distribution
Loan funds will be available upon contract execution. Funds will be provided upon written request by the Agency. In order to avoid instances of repayment due to cancelled projects, the Agency should consider waiting to request funds until the project is assured to move forward.
b. Loan terms
Loans will be based on the terms as described in Section (1) above and as described in Exhibit A to this Agreement.
c. Quarterly loan repayments
Loans repayments will commence once funds have been transferred from PCE to the Borrower (see Exhibit A Terms and Conditions.) Loan payments shall be transmitted to PCE by Borrower on a quarterly basis. PCE will provide an invoice in advance of the first day of each quarter. Funds will be paid to PCE within 30 days of the date of invoice and shall be submitted via Electronic Funds Transfer (ETF) or another mutually agreed upon method.
d. Early repayment
Early repayments can be made in part or in full at any time during the loan period. If the Agency seeks to repay the loan in its entirety before the end of the term, please request 20 of 34
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an early repayment calculation from PCE in advance of making the full payment. Contact [email protected].
e. Return of funds for cancelled projects
If funds have been distributed to a participating agency, but the project has been cancelled due to unforeseen circumstances, the funds shall immediately be returned to PCE. If any funding has spent on project costs, and can no longer be returned to PCE, the agency shall provide an itemized documentation of spending.

7. Borrower’s Representations and Warranties
Borrower represents and warrants the following:
a. Borrower shall use the Loan for purposes consistent with its filing status under the United States Internal Revenue Code during the term of this Agreement. b. Borrower agrees that at no time will any Loan funds be used: (i) to attempt to influence the outcome of any specific public election, or to participate in, or intervene in (including the publishing or distributing of statements) any political campaign on behalf of (or in opposition to) any candidate for public office; (ii) to attempt to influence the selection, nomination, election or appointment of any individual to any public office or office in a political organization within the meaning of Internal Revenue Code Section 527(e)(2); and/or (iii) for any activity that is in violation of federal, state, or local law or any effort to induce or encourage violations of law or public policy.
c. Borrower shall ensure that the Loan is expended in compliance with applicable law and regulations.
d. Borrower has full power, authority, and legal right to execute and deliver this Agreement and all other agreements, documents, and instruments contemplated hereby or thereby and to incur and perform its obligations hereunder and thereunder.
e. Borrower is not in default under or in violation of any indenture or agreement to which it is a party or by which it is bound, or any order, regulation, ruling, or requirement of a court or other public body or authority. No creditor has given Borrower a notice or threatened to give it any notice of default under any material agreement. No event has occurred and is continuing and no condition exists that would constitute an event of default or an event which, with the lapse of time or the giving of notice, or both, would become an event of default. 21 of 34
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f. No action, suit or proceeding (and to its knowledge, no investigation) is pending against Borrower before any court or administrative agency, (i) the outcome of which, by itself or taken together with other such litigation, would be reasonably expected to have a material adverse effect on Borrower’s business, assets, operations, or financial condition, or (ii) which purports to affect the legality, enforceability, or validity of this Agreement.
g. Borrower is in material compliance with all federal, state and local laws, rules, regulations, ordinances, and orders applicable to it, including, without limitation, all applicable health and safety, environmental, and building and zoning laws. h. Borrower will submit an IRS W-9 Form to PCE and such other documentation as reasonably requested by PCE to facilitate disbursement of the Loan.

Borrower agrees to provide records sufficient to substantiate its representations and warranties upon PCE’s request. Borrower understands and agrees that the foregoing representations and warranties are material to PCE’s approval of the Loan.

8. Reporting Requirements
Borrower shall provide PCE with annual reports to the attention of the person identified by PCE in Section 18 of this Agreement, or their designee(s), providing: (a) documentation of any reporting reasonably requested by PCE to effectuate the terms and conditions of the Agreement.

9. Repayment Compliance
In the event that Borrower violates the terms this Agreement, including but not limited to Exhibit A and the responsibility of the Borrower to make timely repayments to PCE for a period of six (6) months or longer, Customer authorizes PCE to issue a charge or charges for the full amount due on the Loan on the Customer’s utility bill and/or submission of the debt to a collection’s agency.

Borrower is solely responsible for repayment of the Loan and termination of this Agreement does not discharge or negate the obligation of Borrower to repay its debt to PCE.
a. Acceleration of Loan Repayment
In the event that the Borrower breaches any of the terms and conditions of the Loan Documents, Borrower shall be in default of the terms and conditions of the Loan and the 22 of 34
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remaining unpaid principal balance and any accrued interest shall become due immediately at the option of PCE.

10. Non-Liability, Duty to Defend, Indemnify and Hold Harmless PCEA shall not be liable for damage associated with the Loan or to any damage or injury of any kind alleged by Borrower or any third party in relation to the Loan, including any damage or injury alleged to be caused by a dangerous condition of property or improvements funded by or other otherwise associated with the Loan.

Borrower shall indemnify and save harmless PCEA and its officers, agents, employees, and servants from all claims, suits, or actions of every name, kind, and description resulting from this Agreement, the performance of any work or services funded under this Agreement, or payments made pursuant to this Agreement brought for, or on account of, any of the following:
a. injuries to or death of any person, including as to Borrower or its respective employees/officers/agents;
b. damage to any property of any kind whatsoever and to whomsoever belonging; c. any sanctions, penalties, or claims of damages resulting from the Borrower’s failure to comply, if applicable, with the requirements set forth in the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and all Federal regulations promulgated thereunder, as amended; or
d. any other loss or cost, including but not limited to that caused by the concurrent active or passive negligence of PCEA and/or its officers, agents, employees, or servants. However, Borrower’s duty to indemnify and save harmless under this Section shall not apply to injuries or damage for which PCEA has been found in a court of competent jurisdiction to be solely liable by reason of its own negligence or willful misconduct.

The duty of Borrower to indemnify and save harmless as set forth by this Section shall include the duty to defend as set forth in Section 2778 of the California Civil Code.

11. Payment of Permits/Licenses
Borrower bears responsibility to obtain any license, permit, or approval required from any agency for activity to be funded under this Agreement prior to commencement of said work/services. Failure to do so will result in forfeit of any right to reimbursement under this Agreement.
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12. Insurance
PCE shall not be responsible for the provision of any insurance policy on behalf of the Customer Agency.

The parties understand and agree that Customer Agency shall not commence work without insurance coverage appropriate to its specific project and as reviewed by Grantee’s own legal counsel and/or Risk Manager.

13. Assignability and Subcontracting
Borrower shall not assign this Agreement or any portion of it to a third party. Any such assignment or subcontract without PCEA’s prior written consent shall give PCEA the right to automatically and immediately terminate this Agreement without penalty or advance notice and PCE shall have the right to a refund of all funds disbursed under this Agreement.

14. Compliance With Laws
Borrower agrees that its activities funded under this Agreement shall be performed in accordance with all applicable Federal, State, PCEA, and municipal laws, ordinances, and regulations. including but not limited to the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and the Federal Regulations promulgated thereunder, as amended (if applicable), the Business Associate requirements set forth in Attachment H (if attached), the Americans with Disabilities Act of 1990, as amended, and Section 504 of the Rehabilitation Act of 1973, which prohibits discrimination on the basis of disability in programs and activities receiving any Federal or PCEA financial assistance. Utilization of the Grant shall also be performed in accordance with all applicable ordinances and regulations, including but not limited to appropriate licensure, certification regulations, and provisions pertaining to confidentiality of records. In the event of a conflict between the terms of this Agreement and any applicable State, Federal, PCEA, or municipal law or regulation, the requirements of the applicable law or regulation will take precedence over the requirements set forth in this Agreement. Borrower will timely and accurately complete, sign, and submit all necessary documentation of compliance. 24 of 34
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15. Retention of Records/Right to Monitor and Audit
a. Borrower shall maintain all required records relating to this Agreement for three (3) years after PCEA makes final payment and all other pending matters are closed, and Borrower shall be subject to the examination and/or audit by PCEA, a Federal grantor agency, and the State of California.
b. Borrower shall comply with all program and fiscal reporting requirements set forth by applicable Federal, State, and local agencies and as required by PCEA. c. Borrower agrees upon reasonable notice to provide to PCEA, to any Federal or State department having monitoring or review authority, to PCEA’s authorized representative, and/or to any of their respective audit agencies access to and the right to examine all records and documents necessary to determine compliance with relevant Federal, State, and local statutes, rules, and regulations, to determine compliance with this Agreement, and to evaluate the quality, appropriateness, and timeliness of the Project work.

16. Merger Clause/Amendments
The Agreement, including any exhibits to the Agreement and incorporated by reference and including the Loan Documents, constitutes the sole Agreement of the parties to the Agreement and correctly states the rights, duties, and obligations of each party as of the Agreement’s date. In the event that any term, condition, provision, requirement, or specification set forth in the body of the Agreement conflicts with or is inconsistent with any term, condition, provision, requirement, or specification in any exhibit and/or attachment to the Agreement, the provisions of the body of the Agreement shall prevail.

Any prior agreement, promises, negotiations, or representations between the Parties not expressly stated in this document are not binding. All subsequent modifications or amendments shall be in writing and signed by the Parties.

17. Controlling Law; Venue
The validity of this Agreement and of its terms, the rights and duties of the parties under this Agreement, the interpretation of this Agreement, the performance of this Agreement, and any other dispute of any nature arising out of this Agreement shall be governed by the laws of the State of California without regard to its choice of law or conflict of law rules.

Any dispute arising out of this Agreement shall be venued either in the Superior Court or in the United States District Court for the Northern District of California. In the event of 25 of 34
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breach or other dispute arising out of this Agreement, PCEA reserves the right to pursue all remedies, legal, contractual, administrative or otherwise against Borrower, including the recovery of any sanctions and penalties authorized by law.

18. Notices
Any notice, request, demand, or other communication required or permitted under this Agreement shall be deemed to be properly given when both: (1) transmitted via email to the email address listed below; and (2) sent to the physical address listed below by either being deposited in the United States mail, postage prepaid, or deposited for overnight delivery, charges prepaid, with an established overnight courier that provides a tracking number showing confirmation of receipt.

In the case of PCEA, to:

Name/Title: Shawn Marshall, Chief Executive Officer
Address: 2075 Woodside Road, Redwood City, CA 94061
Telephone: 650-474-5002
Email: [email protected]
In the case of Borrower, to:

Name/Title: Adrienne Etherton, Sustainability Manager
Address: 50 Park Place, Brisbane, CA 94005
Telephone: 415.508.2118
Email: [email protected]
The Parties may change their contact information in this section by giving the other Party written notice of the change in the manner permitted under this section.

19. Dispute Resolution/Governing Law
The validity of this Agreement (including the Loan Documents) and of its terms, the rights and duties of the parties under this Agreement, the interpretation of this Agreement, the performance of this Agreement, and any other dispute of any nature arising out of this Agreement shall be governed by the laws of the State of California without regard to its choice of law or conflict of law rules. Any dispute arising out of this Agreement shall be venued either in the Superior Court or in the United States District Court for the Northern District of California. In the event of breach or other dispute arising out of this Agreement, 26 of 34
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PCEA reserves the right to pursue all remedies, legal, contractual, administrative or otherwise against Borrower, including the recovery of any sanctions and penalties authorized by law.

20. Electronic Signature
PCEA and Borrower wish to permit this Agreement, and future documents executed pursuant to this Agreement, to be digitally signed in accordance with California law. Any party that agrees to allow digital signature of this Agreement may revoke such agreement at any time in relation to all future documents by providing notice pursuant to this Agreement.

21. No Recourse Against PCEA’s Member Agencies
Borrower acknowledges and agrees that PCEA is a Joint Powers Authority, which is a public agency separate and distinct from its member agencies. All debts, liabilities, or obligations undertaken by PCEA in connection with this Agreement are undertaken solely by PCEA and are not debts, liabilities, or obligations of its member agencies. Borrower waives any recourse against PCEA’s member agencies.

22. Effective Date
This Agreement shall be effective upon the date that all signatories have executed the Agreement (the “Effective Date”).
* * *
THIS AGREEMENT IS NOT VALID UNTIL SIGNED BY ALL PARTIES. NO GRANT

FUNDS WILL BE DISTRIBUTED UNTIL THIS DOCUMENT HAS BEEN SIGNED BY PCE’S AUTHORIZED DESIGNEE.
[Signatures on following page]
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PENINSULA CLEAN ENERGY

AUTHORITY
__________________________________
Chief Executive Officer, Peninsula Clean
Energy Authority
Date:__________________________

CITY OF BRISBANE
__________________________________

Title: City Manager, City of Brisbane_____
Date: ________________________
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Exhibit A
Terms and Conditions

1. Definitions
• Customer Agency – For the GovBE Program, a Local Government Agency Customer (Agency) is defined as an agency or county, or local government, within the jurisdiction of PCE, that is governed by publicly elected officials. Such Customers may include but are not limited to, city or town offices and facilities, County of San Mateo offices and facilities, public schools, and public libraries. • Project – a planned electrification retrofit construction project at an Agency’s building, facility, or group of buildings and/or facilities. • Project Site – The physical address or addresses, and/or facilities where the Project will occur.
• Therm – a unit of measure for the sale of methane gas is equivalent to 100,000 British Thermal Units.
• Fossil Fuel – a greenhouse gas emitting fuel, including methane gas, propane, fuel oil, diesel, or gasoline
• GHG – greenhouse gasses

2. Customer and Project Eligibility
Eligible Projects must meet the following criteria:

1. Projects must be located at facilities currently served by PCE, and the proposed equipment must be served by electric meters which are served by PCE.

2. Projects must be located at an existing local government building, facility, or group of buildings and/or facilities.

3. Project construction may not have commenced prior to the date of application of the project,

4. The Project must replace fossil fuel equipment on-site used for space heating, water heating, cooking, clothes drying, pool heating, lab processes, or other use types with heat pump or electric equipment. Replacement of backup gas generators or cogeneration systems is an ineligible measure.

5. The Project must be past the concept phase and can feasibly begin construction in the 18-month period following submission of the application. 29 of 34
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3. Customer Eligibility
Customer Agency must meet the following criteria:

1. Is a current Peninsula Clean Energy customer

2. The customer must be a, county or local government Agency (see Definitions)

3. The Customer currently receives service from Peninsula Clean Energy at the location of the retrofit project and meters to serve the equipment to be installed.

4. The Customer must be in good credit standing from when the Customer’s program application is approved through the funding of the loan. A Customer’s credit standing will be determined according to a Payment History Screening, which may be based upon the existence of any 24-hour disconnection notices and payment plans in the last 12 months.

4. Eligible Costs
Eligible electrification project costs that may be covered under the incentive or loan may include projects costs may include:
• Electrification equipment costs
• Implementation costs, such as material costs, labor, lift rentals, etc. • Engineering and Design
• Costs associated with building code compliance which must be addressed in direct relation to electrification measures
• Initial and ongoing Measurement & Verification (M&V) expenses, only if paid upfront
• under the loan disbursement
• Training, if paid upfront under the loan disbursement • Quality Assurance (QA) Provider costs
The following charges are not eligible for project funding • In-house labor or project management costs for electrification measure installation
• Equipment installed prior to project application
• Efficiency projects that save electricity usage but do not result in fuel switching or reduce methane gas usage
• User behavioral activities: behavioral measures, e.g., customer staffing or occupant behavior programs
• Add-ons to existing renovation projects
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5. Loan Funding
• Loan funding will be issued electronically following execution of the agreement • Customer Agency EFT/ACH details for transfers:
o [account name]
o [financial institution]
o [routing number]
o [account number]
o [account type]
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Exhibit B
Project scope of work and timeline.

Project Description
The City of Brisbane’s Community Pool Electrification Project will tackle the largest source of municipal operations greenhouse gas emissions for the City. The outdoor pool, located at 2 Solano Street in Brisbane, is approximately 4,000 square feet, and an average depth of approximately six feet. It is heated to approximately 80°F year-round, with a pool cover in use during non-operating hours.

The project will install three electric air-source heat pumps as the primary heating system for the pool, replacing the existing gas-fired pool heater currently in use as the primary heating source. A small gas-fired condensing pony heater will be installed to provide supplemental heating to the heat pump systems when outdoor temperatures fall below 50°F. The project will require the installation of a new 800 amp PG&E electrical service and associated site changes to accommodate a transformer as well as the new switchboard and equipment.

The project was originally conceived through a 2018 BayREN Zero Net Energy Study. It is a high priority due to the existing gas boiler being beyond its expected useful life, and the emissions impact of the equipment. Electrifying the primary heating source will eliminate a projected 34,274 Therms of natural gas per year, or 86% of the City of Brisbane’s annual municipal natural gas usage across all facilities. Using today’s energy costs, it is expected to reduce operational utility costs $15,034 per year. As one of the first projects of its kind, this project will help inform local governments and other pool operators pursuing electrification of existing swimming pool water heating systems.
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Project Timeline

MILESTONE DATE
PG&E Design/Cost Estimate Start* 10/11/2024
PG&E Design/Cost Estimate Complete 4/11/2025
Council Approval/Notice to Proceed 4/17/2025
Permitting/100% Construction Documents/Equipment Submittals 4/21/2025 Equipment Procured/Start Installation 6/21/2025
Substantial Completion Oct 2026
Final Completion Nov 2026
*actual, all subsequent dates estimated accordingly – PG&E has estimated 6 months to complete the design/engineering and cost estimate, with a total time to completion of 12-14 months 33 of 34
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Exhibit C
Project Budget Summary
• Total project cost: $1,761,778
• Match funding amount from non-PCEA dollars: $623,934 (35%) • Source of match funding: PG&E incentive: $230,000, Canepa Measure K Funds:
$200,000, City Capital Improvement Plan Funds: $183,394. [Note that the City may utilize the PCE Local Agency Grant for contingencies, if the full $205,664 allocated to Brisbane were used for the project, it would bring the PCE funding to ~69%.
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File Attachments for Item:

K. Approve a Resolution Amending the Franchise Agreement Between the City of Brisbane and Recology Effective December 1, 2024
(The purpose of this item is to extend the franchise agreement for collection of solid waste in Solid Waste Collection Zone 3 for a period of five years.) 95 CITY COUNCIL AGENDA REPORT
Extension of Zone 3 Franchise Agreement Page 1 of 2
Meeting Date: November 21, 2024
From: Director of Public Works/City Engineer
Subject: Extension of Franchise Agreement with Recology Brisbane This work is exempt from CEQA per CCR Title 14 §15061(b)(3).

Community Goal/Result Ecological Sustainability
Purpose
To extend the franchise agreement for collection of solid waste in Solid Waste Collection Zone 3 (see attached map) for a period of five (5) years.

Recommendation
Approve a Resolution, “Amending the Franchise Agreement Between the City of Brisbane and Recology Brisbane Effective December 1, 2024”.

Background
The city originally entered into a franchise agreement for solid waste collection in the area covering a significant portion of the “Baylands” in November 2014. The term of that agreement for this solid waste collection zone expires November 30, 2024. At present, less than ten (10) customers are serviced by Recology in this zone.

Discussion
With no imminent development changes pending in the refenced waste collection zone, staff recommends the franchise to provide solid waste collection in the referenced zone be extended as envisioned in the 2014 Franchise Agreement.

Fiscal Impact None anticipated as a direct result of the recommended action.

Environmental Review
This work is exempt from the provisions of CEQA in that the proposal is to continue the term of an existing agreement with no anticipated changes to the services provided; therefore, it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. (California Code of Regulations, Title 14, Division 6, Chapter 3, Article 5, §15061(b)(3), the “common sense exemption”).

Attachments

1. Solid Waste Collection Zone 3 Map

2. Proposed Resolution
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Extension of Zone 3 Franchise Agreement Page 2 of 2

3. 2014 Franchise Agreement
___________________________________ ___________________________________ Randy Breault, Public Works Director Jeremy Dennis, City Manager 2 of 56
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�
City of Brisbane
·-I Feet
.; 250 500 1,000 Solid Waste Collection Zone
3 3 of 56
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RESOLUTION NO. 2024-__

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BRISBANE AMENDING THE FRANCHISE

AGREEMENT BETWEEN THE CITY OF BRISBANE AND BRISBANE RECOLOGY EFFECTIVE DECEMBER 1, 2024
WHEREAS, Brisbane Recology provides collection and disposal of recyclable materials, organic materials and solid waste services in franchise zone 3 pursuant to the Franchise Agreement with the City of Brisbane dated November 20, 2014; and WHEREAS, service coverage for Zone 3 expires on November 30, 2024; and WHEREAS, the City of Brisbane and Brisbane Recology are mutually agreeable to extend the term of Zone 3 as provided in Section 3.1 of the Franchise Agreement; and WHEREAS, the City of Brisbane has proposed to amend the current agreement as outlined in attached Amendment No. 1 to extend the term of Zone 3 service coverage for an additional five (5) years, effective December 1, 2024 to November 30, 2029; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Brisbane approves and authorizes the Mayor to sign Amendment No. 1 of the Franchise Agreement, which is attached hereto and incorporated as though set forth in full, to be effective December 1, 2024.
________________________________
Terry O’Connell, Mayor
* * * *
PASSED AND ADOPTED at a regular meeting of the City Council of the City of Brisbane held on the twenty-first day of November, 2024, by the following vote:
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AYES: ATTEST:

NOES:

ABSENT:

ABSTAIN: ________________________________
Ingrid Padilla, City Clerk
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AMENDMENT NO. 1 TO FRANCHISE AGREEMENT WITH BRISBANE

RECOLOGY
This Amendment No. 1 (the “First Amendment”) is made November 21, 2024 between the City of Brisbane (“City”) and Brisbane Recology (“Recology”).

RECITALS
A. City and Recology entered into a Franchise Agreement for the Collection and Disposal of Recyclable Materials, Organic Materials and Solid Waste in the City, dated November 20, 2014 (the “Franchise Agreement”).

B. The term for the franchise of Zone 3 expires November 30, 2024.

C. Representatives of Recology have requested that the term of the franchise for Zone 2 be extended.

D. City staff has reviewed such request and recommends that the term be extended for five years, i.e., to November 30, 2029.

E. It is in the best interest for the maintenance of public health, safety and welfare to extend the term of the franchise for Zone 3.

NOW, THEREFORE, in consideration of the mutual promises in the Franchise Agreement and this First Amendment, City and Recology agree as follows:

1. As provided in Section 3.1 of the Franchise Agreement, the term of the franchise for Zone 3 shall be extended until November 30, 2029.

2. Except as set forth in this First Amendment, as well as any other resolutions adopted by the City Council of the City concerning Service Rates, the terms of the Franchise Agreement remain in full force and effect.

CITY OF BRISBANE BRISBANE RECOLOGY
Terry O’Connell Mayor Evan Boyd, Vice President & Region Manager Approved as to form:

Thomas McMorrow, City Attorney
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FRANCHISE AGREEMENT BETWEEN THE CITY OF BRISBANE AND

RECOLOGY BRISBANE FOR THE COLLECTION AND DISPOSAL OF RECYCLABLE

MATERIALS, ORGANIC MATERIALS, AND SOLID WASTE IN THE CITY OF

BRISBANE
This Agreement, dated as of this day of , 2014, by and between the City of Brisbane, a municipal corporation (hereinafter "City"). and Recology Brisbane, a California corporation (hereinafter "Recology").

RECITALS
WHEREAS, the State of California has, through enactment of the California Integrated Waste Management Act of 1989, determined that management of solid waste is a shared responsibility of the State and local governments and that it is in the public interest for local governments to be authorized and required to provide adequate solid waste handling services; and
WHEREAS, the amount of solid waste generated in California, coupled with diminishing landfill space, potential adverse environmental impacts from landfilling solid waste, 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; and WHEREAS, the Act directs local agencies to maximize the use of feasible waste reduction, recycling and composting options in order to reduce the amount of solid waste that must be disposed of in landfills and requires that City continue to divert fifty percent (50%) of its waste stream from landfills; and
WHEREAS, City and Recology have determined that the primary method for City to satisfy this requirement will be to increase the recycling and reuse of materials otherwise disposed of in landfills; and
WHEREAS, City is subject to prescribed Waste Discharge Requirements ordered by the San Francisco Bay Regional Water Quality Control Board, including a reduction of waste trash loads from the municipal separate storm sewer system entering receiving waters; and WHEREAS, City intends to meet a portion of these requirements by entering into an agreement that requires Recology to establish a Trash Container Management Policy and to provide in Solid Waste Collection Zone 3 (a) manual cleanup of litter on a scheduled basis along the frontage of certain properties, (b) on-call pickup service for abandoned waste and illegal dumping subject to a tonnage limitation, (c) collection of solid waste on a scheduled basis at specified City facilities, and (d) disposal (at no additional cost) at a Recology facility of solid waste that otherwise City would take to its facilities to be collected there by Recology; and 1 Franchise Agreement Between the City of Brisbane and Recology Brisbane 7 of 56
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WHEREAS. contemporary public education and recycling programs will be needed to accomplish such result; and
WHEREAS Recology can meet these requirements and provide solid waste handling services including collection of recyclable and organic materials in a manner and on terms which are in the best interests of City, its residents and businesses, taking into account the qualifications and experience of Recology and the cost of providing such services; and WHEREAS, City desires for Recology to assume, and Recology is willing to assume, the obligation to ensure that compliance with certain requirements of the Act continue to be achieved, subject to the terms and conditions in this Agreement and applicable law; and WHEREAS, City desires to assure City's residents and businesses of service rates that are competitive with those charged in neighboring communities; and WHEREAS, City in 2013 amended Municipal Code Section 8.24 to provide for the establishment by resolution of two or more separate geographic zones in City for solid waste collection services, and the Brisbane City Council has established by resolution three solid waste collection zones in City; and
WHEREAS, City has determined that Recology is the best provider of solid waste collection services in Solid Waste Collection Zone 3; and WHEREAS, no residential properties or multiple-unit residential properties presently exist in Solid Waste Collection Zone 3 or are anticipated to be constructed during the term of this Agreement;
WHEREAS, the parties wish to assure the health, safety and public welfare of City's businesses in Solid Waste Collection Zone 3 by providing efficient services for recycling and the collection and disposal of all solid waste generated in City pursuant to the terms of a long-tei ni agreement providing for competitive service rates; and
WHEREAS, Recology has participated in the development of this Agreement and is ready, willing and able to perform the services which the Agreement requires; NOW, THEREFORE, the parties agree as follows:

Franchise Grant
City hereby grants to Recology, and Recology hereby accepts from City, the exclusive franchise, right and privilege, subject only to Section 1.4 below, to collect, remove, transport, recycle, compost and dispose of all solid waste (including recyclable and organic materials) generated in City Solid Waste Collection Zone 3, as shown in the Solid Waste Collection Zone Map attached to Resolution 2013-14, and Recology agrees to provide such services on the terms 2 Franchise Agreement Between the City of Brisbane and Recology Brisbane 8 of 56
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and conditions set forth herein and in accordance with the provisions of City's laws and regulations pertaining to the accumulation, collection and removal thereof and any applicable State and Federal statutes or administrative rules.

1.2 All solid waste collected by Recology pursuant to this Agreement shall become the property of Recology upon its possession thereof; provided that nothing in this section shall be deemed a waiver by City of its rights and duties under this Agreement.

1.3 To the extent permitted by applicable law, City agrees to take such steps as may be reasonably necessary to protect Recology's ownership of solid waste, including recyclable materials, placed at the curbside or designated collection location for collection by Recology under the terms of this Agreement. City and Recology shall also cooperate to protect Recology's exclusive rights to collect all solid waste, including recyclable materials, in accordance with the terms hereof, to the extent permitted by applicable law.

1.4 The franchise to collect, remove, transport, recycle, compost and dispose of solid waste (including recyclable materials) granted to Recology hereunder shall, throughout the term hereof and in all respects, be exclusive, except as required by State or Federal law and except as follows:
(a) Recyclable materials and salvageable materials generated at any commercial and industrial or institutional property that are source separated may be transported personally by the generating person for donation or sale to a licensed processing facility that has been duly approved and authorized as such by a governmental or other appropriate authority, including beverage containers recycled at authorized facilities under the California Beverage Container Recycling Litter Reduction Act, provided that the generating person is paid (or receives CRV value) for such materials; (b) Recyclable materials and salvageable materials generated at any commercial and industrial or institutional property that are source separated may be put out for collection at the generating person's property for donation to any charitable entity or sale to any other third party that, to the extent required by applicable law, has been duly approved and authorized by a governmental or other appropriate authority to accept or purchase such materials, provided that the generating person is not charged a fee, directly or indirectly, for such materials;
(c) Solid waste generated at any commercial and industrial or institutional property may be personally transported by the person generating same to any licensed transfer station or materials recovery facility; 3 Franchise Agreement Between the City of Brisbane and Recology Brisbane 9 of 56
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(d) Yard waste removed from a commercial and industrial or institutional property by a gardening, landscaping or tree trimming contractor using its own employees and equipment as an incidental part of a comprehensive service offered by such contractor, rather than as a hauling service, may be disposed of by such contractor at any licensed landfill, transfer station or materials recovery facility;
(e) Yard waste collected by the City for re-use on property owned, leased, operated or controlled by the City;
(f) Construction debris and demolition debris removed from a commercial and industrial or institutional property by a licensed construction or demolition contractor using its own employees and equipment as an incidental part of a comprehensive service offered by such contractor, rather than as a hauling service, may be disposed of by such contractor at any licensed transfer station or materials recovery facility; and
(g) Hazardous waste may be disposed of in any lawful manner.

1.5 Notwithstanding any other provision of this Agreement, Recology shall have no obligations under this Agreement with respect to any territory outside Zone 3 as it exists on the date hereof.

2. Definitions
As used herein, the following terms (whether or not capitalized) shall have the following meanings:

2.1 "Act" or "the Act" means the California Integrated Waste Management Act of 1989, as amended.

2.2 "Applicable law" means all applicable federal, State, and local laws, regulations, rules, orders, judgments, decrees, decisions, permits, approvals, or other requirements of any governmental body (including any court).

2.3 Reserved.

2.4 "Charitable entity" means any 501(c)(3) not-for-profit organization or entity maintained for community service, education or the public good, including service clubs, scouting organizations, religious and educational organizations and recognized charities.

2.5 "Collect" or "collection" means the collection, transportation, and removal of solid waste within and from City.
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2.6 "Commercial and industrial property" means property upon which business activity is conducted, including but not limited to retail sales, services, wholesale operations, charitable activities, manufacturing and industrial operations, but excluding businesses conducted upon residential properties or multiple-unit residential properties which are permitted under applicable zoning regulations and are not the primary use of the property.

2.7 "Construction debris" means used or discarded construction materials generated during the construction or renovation of a commercial and industrial or institutional property.

2.8 "Containers" means any and all types of solid waste receptacles including but not limited to carts, rectangular bins, debris boxes or cylindrical containers, which shall be provided by Recology as set forth herein. The types of containers provided by Recology shall be approved by City as appropriate for City's physical environment, including but not limited to hillside topography, wind conditions and presence of wildlife. Recology shall initially use the following container types, which have been approved by City: Toter brand wheeled, lidded plastic carts, provided in 32-, 64- and 96-gallon sizes; front loader bins consistent with National Waste & Recycling Association standards, provided in 1 cubic yard increments up to 7 cubic yards, as well as 1.5- and 2.5-cubic yard sizes; and opentop debris boxes consistent with National Waste & Recycling Association standards, provided in 10-, 15-, 20-, 30- and 40-yard sizes. Recology and City shall work cooperatively to monitor "state of the art" containers that are commercially available in the industry for wind and wildlife conditions, and shall work cooperatively to adopt improved container types if they become commercially available during the term of this Agreement (it being understood that the cost of any containers that City directs Recology to adopt shall be recovered by Recology through the ratemaking process).

2.9 "Customer" means the person to whom (or to which) Recology submits billing invoices for services provided hereunder. The customer may be the owner, occupant or property manager of a premises, provided that the owner shall be responsible for payment if an occupant or property manager fails to pay.

2.10 "Demolition debris" means used construction materials or debris generated during the razing or renovation of a commercial and industrial or institutional property.

2.11 "Hazardous waste" means all substances defined or regulated as a pollutant, toxic waste, toxic substance, hazardous substance, hazardous material, hazardous waste, acutely hazardous waste or extremely hazardous waste or words of similar import, under applicable federal or state laws or regulations. Hazardous waste 5 Franchise Agreement Between the City of Brisbane and Recology Brisbane 11 of 56
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also includes medical waste within the meaning of the California Medical Waste Management Act.

2.12 Reserved.

2.13 "Institutional property" means the premises or site of any governmental entity, including city, county, state and/or federal buildings, public schools, colleges, and public recreational sites.

2.14 "Multiple-unit residential property" means property used for residential purposes, irrespective of whether such dwelling units are rental units or owner-occupied, where there are five or more units, whether in a single structure. or connected structure, or series of structures.

2.15 "Organic materials" means Yard Waste, food scraps, paper contaminated with food scraps, biodegradable plastic food service ware, pieces of unpainted and untreated wood, and pieces of unpainted and untreated wallboard. No discarded material shall be considered organic materials unless such material is source separated.

2.16 "Person" means an individual, corporation, partnership, limited liability company, trust, association or other entity.

2.17 "Recyclable materials" means solid waste which may be reused (including as a raw material) or processed into a form suitable for reuse through reprocessing or remanufacture consistent with the requirements of the Act, and which has been source separated. "Recyclable materials" include, without limitation, paper, newsprint, printed matter, pasteboard, paper containers, cardboard, glass, aluminum, PET, HDPE, and other plastics, and beverage containers.

2.18 "Residential property" means property used for residential purposes, irrespective of whether such dwelling units are rental units or are owner-occupied, with no more than four units in a single structure, connected structure, or series of structures.

2.19 "Salvageable materials" means used articles capable of being restored or resold for reuse, in either case without reprocessing or remanufacture, including antiques, used building supplies and automobiles and automobile parts, and which have been source separated.

2.20 "Solid waste" means all solid waste as defined in Public Resources Code Section 40191, including, without limitation, for the purposes of this Agreement, construction debris, demolition debris, recyclable materials, organic materials and salvageable materials, but excluding hazardous waste.
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2.21 "Solid Waste Collection Zone" means the specific geographic area of City designated in a franchise agreement with a scavenger as the territory for which solid waste collection services shall be provided by that scavenger pursuant to Brisbane Municipal Code Section 8.24.010 and as shown in the Solid Waste Collection Zone Map.

2.22 "Solid Waste Collection Zone Map" means that Detailed Zone Map attached to Resolution No. 2013-14 adopted on June 3, 2013, and establishing Zones 1, 2 and 3 for solid waste collection services. A more detailed version of the Solid Waste Collection Zone Map is attached hereto as Exhibit A.

2.23 "Source separated"
(a) as to recyclable materials, means recyclable materials (other than organic materials and yard waste) that have been separated from solid waste that is not recyclable material by the person generating such solid waste or recyclable materials at the commercial and industrial or institutional property where such solid waste or recyclable materials are generated. (b) as to salvageable materials, means salvageable materials that have been separated from solid waste that is not salvageable material by the person generating such solid waste or salvageable materials at the commercial and industrial or institutional property where such solid waste or salvageable materials are generated.
(c) as to organic materials, means organic materials that, to the extent City permits, directs or requires them to be source separated, have been separated from solid waste that is not organic materials by the person generating such solid waste or organic materials at the commercial and industrial or institutional property where such solid waste or organic materials are generated.

2.24 "Yard waste" means tree trimmings, grass cuttings, dead plants, leaves, branches and dead trees (not more than six (6) inches in diameter) and similar materials.

3. Term

3.1 The term of the franchise for Zone 3 shall be for a period of ten (10) years, commencing on the effective date of December 1, 2014 (the "Effective Date") and ending November 30, 2024. The term may also be extended for up to two (2) successive five (5) year terms by the mutual agreement of the parties. 7 Franchise Agreement Between the City of Brisbane and Recology Brisbane 13 of 56
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4. Franchise Fee

4.1 Recology is obligated to pay City, on or before April 30th of each year during the term of this Agreement, a franchise fee in an amount equal to fourteen percent (14%) of Recology's annual gross revenues from the collection and disposal of all solid waste collected from within Solid Waste Collection Zone 3 during the preceding calendar year in consideration of the provisions of such Agreement and the exclusive contract, right and privilege herein granted to Recology (the "Franchise Fee"). In the event of any future increase in the Franchise Fee, or the direct or indirect imposition on Recology of any new government fees, the maximum rates hereunder shall be increased to cover the cost to Recology of all such increases or additional fees.

5. Services

5.1 Solid Waste. Recology shall collect and dispose of all solid waste (other than source separated recyclable and organic materials, which are subject to Section

5.2 below) generated by any person at every commercial and industrial and institutional property within Solid Waste Collection Zone 3 at least once each week on a regularly scheduled day in accordance with this Agreement. Collection shall be from curbside, where collection containers are placed on the street or alley against the face of the curb, or where no curb exists placed not more than five (5) feet from the outside edge of the street or alley, provided that collection containers may be placed at greater distances from curbside with the mutual agreement of Recology and the customer, which agreement may include pullout fees.

No later than 90 days after the effective date of this Agreement, Recology shall develop a Trash Container Management Policy, which will be submitted to the City's Director of Public Works/City Engineer for review and approval. Said policy shall contain procedures for notification to the owner or user of trash containers (i.e. Solid Waste, Recyclable Materials and Organic Materials containers) when such containers are filled beyond their maximum closed-lid capacity, and after first-time warnings and provision of outreach material on alternatives to overfilling containers, may include charging an additional fee for the collection and disposal of materials from containers that are filled beyond maximum capacity and require Recology to manually mitigate ensuing safety or litter issues.

5.2 Recyclable and Organic Materials. Recology shall collect all source separated recyclable materials and source-separated organic materials generated by any person at every commercial and industrial and institutional property within Solid 8 Franchise Agreement Between the City of Brisbane and Recology Brisbane 14 of 56
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Waste Collection Zone 3 upon a schedule established between. Recology and the customer, but not less frequently than is required to expeditiously collect such recyclable or organic materials, without creating storage, health, or safety hazards.

Recology may refuse to collect recyclable or organic materials generated by, and shall not be obligated to continue to provide any recycling or organic materials container to, any person who after reasonable warning, fails to sort recyclable or organic materials properly, or fails or refuses to allow Recology to collect. on an exclusive basis, said person's recyclable or organic materials. Recology shall report to City any warning notices issued by Recology for this purpose, and City shall investigate same to determine whether the person receiving the notice has violated the applicable ordinance.

5.3 Reserved.

5.4 Changes; Missed Pick-Ups. Recology shall not alter or adjust weekly collection service days without providing prior notice to all affected service addresses, and any schedule modifications shall not result in reduced service frequency to any customer. Recology shall collect and remove solid waste and recyclable materials from any premises -missed" or "skipped" during the regularly scheduled time, within one (1) working day after request for collection is made by the customer.

5.5 Containers-Standards. Recology shall collect solid waste from containers of a size and weight customary for the service being provided, provided that such containers (other than debris boxes) have lids capable of preventing solid waste from spilling out under normal circumstances. Containers shall be resistant to wind, and to animal intrusion, as described in Section 2.8. Nothing in this section or Section 5.6 shall be deemed to preclude the use of bins or other containers of a size and shape acceptable to Recology that are not owned by Recology. In the event City and Recology shall institute new programs hereunder which require bins or other containers of a particular size and shape different from the containers originally provided by Recology, customers shall be required to use bins or other containers meeting such requirements, provided that the cost of such bins or other containers is not charged directly to any customer but is recovered by Recology through the ratemaking process.

5.6 Containers-Provision and Replacement
(a) Reserved.
(b) Replacement of Containers. Within five (5) business days of the customer's request, Recology shall repair or replace all Recology-provided carts that have been stolen, destroyed or damaged so as to become unusable. The cost 9 Franchise Agreement Between the City of Brisbane and Recology Brisbane 15 of 56
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of such repair or replacement shall be at no additional cost to the customer, except that it shall be charged to the customer if (i) two (2) of a customer's carts have been repaired or replaced at no cost within the previous two (2) years (and in both cases the damage was not caused by Recology collection operations), or (ii) the cart damage resulted from customer abuse or neglect (not including normal wear and tear).
(c) Commercial and Institutional. Recology shall provide containers for each new commercial and industrial and each new institutional property, within Zone 3 of a size and shape suitable for the service level subscribed for by the customer. The cost of supplying such containers shall be borne by Recology, subject to the last sentence of Section 5.5.
(d) Ownership. The ownership of all containers purchased by Recology under this Agreement shall be and remain with Recology.
(e) Reserved.

5.7 Personnel and Equipment. Recology shall furnish the personnel, labor and equipment required for the collection, removal, handling and disposal of all solid waste generated within Zone 3.

5.8 Disposal Facilities. Recology shall haul all solid waste collected by it in Solid Waste Collection Zone 3 to a licensed and suitable disposal facility (i.e., landfill) located outside City selected by Recology, except that Recology shall haul all recyclable material and organic material collected by it in Solid Waste Collection.

Zone 3 to licensed and suitable processing facilities selected by Recology.

5.9 Local Office. Recology shall maintain an office where service may be applied for and complaints made. The address and telephone number of such office shall regularly be included in customer billings and service information distributed to the public. Recology's office shall have a responsible individual available daily between the hours of eight o'clock a.m. and four-thirty p.m., excepting Saturday, Sunday and holidays. Calls for "missed" collections shall be received in person or by voicemail 24 hours per day, seven days per week.

5.10 Service to City Facilities. Recology shall remove, without charge, solid waste generated at City facilities within Solid Waste Collection Zone 3, when such facilities are owned, leased, operated or controlled by City and are set forth on.

Exhibit C. Such service shall be provided by Recology at least once each week for the number and volume of containers set forth on Exhibit C. In the event that City shall request Recology to provide services at more City locations than are set forth on Exhibit C, for a greater number or volume of containers than are set forth 10 Franchise Agreement Between the City of Brisbane and Recology Brisbane 16 of 56
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on Exhibit C, or more frequently than is set forth above in this Section 5.10, then Recology shall charge City for all such excess services at the corresponding rates set forth on Exhibit B as then in effect; provided, however, that Recology and City may agree to have Recology recover fees for such excess services though the next annual rate adjustment.

In addition, Recology authorizes City to deliver or cause its contractors to deliver to the Recology San Francisco transfer station located at 501 Tunnel Avenue up to four hundred (400) tons of solid waste per year at no cost to City or such contractors, provided that such solid waste (i) is delivered for disposal, (ii) meets the facility's requirements for "general refuse" as in effect from time to time, (iii) is generated within City, and (iv) is collected as a public service by City or by City's contractors pursuant to a contract with City. City will not deliver or permit its contractors to deliver any load that is or contains material not meeting the above requirements, and Recology reserves the right to reject any such load. In addition, the City and its contractors may only deliver such solid waste during the transfer station's normal operating hours, and subject to such limitations as ordinarily apply to third parties using the facility.

5.11 Institutional Customers. Certain institutional customers, including federal, state and local government facilities and public schools, are not required, by statute, to subscribe for or accept services from Recology. However, if any such customers do subscribe for such services, Recology may charge at the same rates and provide service on the same terms as for commercial customers hereunder unless such institutional customers enter into separate written agreements with Recology that provide different terms. Recology may charge all other institutional properties for services rendered at the same rates and on the same basis as commercial and industrial properties are charged for similar services.

5.12 Reserved.

5.13 Reserved.

5.14 Abandoned Waste Cleanup Collection Service. Recology shall provide abandoned waste and illegal dumping cleanup collection service on the public right of way within Zone 3 (excluding that portion of Tunnel Avenue between 1020 Tunnel Avenue and the southernmost boundary of 601 Tunnel Avenue) within one (1) business day of being notified by City of the occurrence of material quantities of abandoned waste or illegal dumping, at no additional cost to City up to the following annual limit: fifty (50) pick-ups. This service shall require Recology to collect all abandoned or illegally dumped solid waste, recyclable materials, and organic materials, provided that Recology shall not be required to collect 11 Franchise Agreement Between the City of Brisbane and Recology Brisbane 17 of 56
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materials from homeless encampments, police activity, or fires or to perform manual litter collection services (except as provided in Section 5.15). The volumes of abandoned waste so collected shall be provided annually to the Director of Public Works. To the extent reasonable, Recology shall determine the person who abandoned the waste or dumped the waste illegally, e.g., by a cursory examination of the contents of the waste as to printed or other material that might indicate the source of the waste, and shall advise the City of its determination.

For abandoned materials. Recology shall dispatch appropriate employees in appropriate vehicles. In the case of special circumstances, such as where the abandoned waste is not accessible from the roadway or is oversized or overweight, either City will provide reasonable assistance as required to place the waste in Recology's vehicles (for example, by providing its backhoe and an operator for up to two hours) or City will reimburse Recology for the rental cost of any special equipment required for such purpose with notice to City and authorization for special equipment. For items such as hazardous waste and sharps, Recology shall not collect such materials but instead shall promptly notify City.

All abandoned or illegally dumped materials collected by Recology shall be transported for processing, and all related diversion statistics will be included in the appropriate reports to City for all materials collected.

5.15 Litter Cleanup for City Properties. At no additional cost to City. Recology shall provide manual cleanup of litter along the frontage of properties along the following streets within Zone 3, at the frequencies indicated below:

Weekly:

Beatty Avenue
Alana Way
Monthly:

Lagoon Way
Tunnel Avenue (excluding that portion of the roadway between 1020 Tunnel Avenue and the southernmost boundary of 601 Tunnel Avenue) The foregoing service shall not require Recology to provide litter cleanup on private property.

5.16 Excess Abandoned Waste and Litter Cleanup Services. If City requests and.

Recology provides abandoned waste or illegal dumping collection services in 12 Franchise Agreement Between the City of Brisbane and Recology Brisbane 18 of 56
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excess of the limits in Section 5.14, or provides litter cleanup services in excess of the level of service set forth in Section 5.15, Recology shall charge City for all such excess services at the corresponding rates set forth on Exhibit B as then in effect; provided, however, that Recology and City may agree to have Recology recover fees for such excess services through the next annual rate adjustment.

5.17 Hazardous Waste Inspection and Handling. Recology shall inspect solid waste, recyclable materials, yard waste, organic materials, or other materials put out for collection that appear to contain or be contaminated with hazardous waste.

Recology shall develop or maintain a hazardous waste training program for its employees that includes the following components: (i) personnel and training; (ii) load checking activities; (iii) management of wastes; and (iv) recordkeeping and emergency procedures.

Recology's load checking personnel, including its collection vehicle drivers, shall be trained in: (i) the effects of Hazardous Wastes on human health and the environment; (ii) identification of prohibited materials; and (iii) emergency notification and response procedures. Collection vehicle drivers shall inspect containers before collection when practical.

Upon City's request, Recology shall provide City with a copy of its hazardous waste training program, the name of its environmental technician, and the frequency of its training sessions.

Under no circumstances shall Recology's employees knowingly collect hazardous waste or remove unsafe or poorly containerized hazardous waste from a collection container. If Recology determines that material placed in any container for collection is hazardous waste or other material that may not legally be accepted or safely processed at the designated transfer and processing facility or presents a hazard to Recology's employees, or those at the designated transfer and processing facility, Recology shall refuse to accept such material. The generator shall be contacted by Recology and requested to arrange proper disposal. If the generator cannot be reached immediately, Recology shall, before leaving the premises, leave a non-collection notice, which indicates the reason for refusing to collect the material and lists the phone number for a hazardous waste facility, or other resources as directed by City. Either the non-collection notice or a Recology environmental technician shall inform the generator how to safely containerize the hazardous waste and shall explain the generator's options for proper disposition of such material.

If hazardous waste is found in a collection container or collection area that could possibly result in imminent danger to people or property, Recology shall 13 Franchise Agreement Between the City of Brisbane and Recology Brisbane 19 of 56
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immediately notify City's Fire Department using the nine-one-one (911) emergency telephone number. Recology shall notify City of any reportable quantities of hazardous waste identified in containers or left at any premises within twenty-four (24) hours of identification of such material.

Recology shall provide suitable operational and safety training for all of its employees who operate Collection vehicles or equipment or who are otherwise directly involved in such Collection. Recology shall train its employees involved in Collection to identify, and not to Collect, Hazardous Waste.

Recology shall comply with emergency notification procedures for hazardous waste required by applicable law and regulatory requirements. Recology shall notify all appropriate agencies, including the California Department of Toxic Substances Control and Local Emergency Response Providers and the National Response Center, of reportable quantities of hazardous waste found or observed by Recology in solid waste, recyclable materials, yard waste, organic materials, electronic waste and construction and demolition debris anywhere within Solid Waste Collection Zone 3. In addition to other required notifications, if Recology observes any substances which it or its employees reasonably believe or suspect to contain hazardous wastes unlawfully disposed of or released on any City property, including storm drains, streets or other public rights of way, Recology will immediately notify City.

Recology shall retain at its offices all records of hazardous materials required by law to be maintained. These records shall include: waste manifests, waste inventories, waste characterization records, inspection records, incident report and training records. Recology shall maintain records showing the types and quantities, if any, of hazardous waste found in solid waste, recyclable materials, yard waste and organic materials which was inadvertently collected from customers within Solid Waste Collection Zone 3, but diverted from landfilling.

5.18 Additional Services. Recology shall provide additional services upon request of City, or upon the proposal of Recology as approved by City, subject, if the costs incurred by Recology to provide such services increase, to the establishment by mutual written agreement of a reasonable rate therefor or an increase in existing rates.

Recology shall provide emergency services at City's request in the event of major accidents, disaster, or natural calamities. Emergency services may include, but are not limited to: assistance handling, salvaging, processing, composting, or recycling materials; or disposing of solid waste following a major accident, disruption, or natural calamity. Recology shall be capable of providing emergency 14 Franchise Agreement Between the City of Brisbane and Recology Brisbane 20 of 56
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services within twenty-four (24) hours of notification by City or as soon thereafter as is reasonably practical in light of the circumstances. Emergency services as described herein shall be compensated by City in accordance with Exhibit B. If Recology cannot provide the requested emergency services, City shall have the right to temporarily take possession of Recology's equipment for the purposes of providing emergency services.

The City of Brisbane shall have the option of purchasing CNG for City-owned vehicles that use CNG at the Sunset Scavenger facility located at 501 Tunnel Avenue, at the same cost per gallon that Sunset Scavenger incurs for such CNG (inclusive of fuel, transport, equipment and other associated costs). The City may exercise such option only during the fueling facility's normal operating hours, without interference with Sunset Scavenger's operations, and subject to reasonable limitations based on Sunset Scavenger's operational requirements.

5.19 Permits and Licenses. Recology shall obtain and maintain throughout the term of the franchise all permits, licenses and approvals necessary or required for Recology to perform the work and services described herein. City shall cooperate with Recology in connection with such permits, licenses and approvals, and shall renew all such permits, licenses and approvals issued by City, provided that Recology is not in material breach of this Agreement and provided Recology shall have fulfilled all then existing requirements for the renewal of such permits, licenses and approvals.

6. Rates. Recology shall bill customers for its services under this Agreement at the rates set forth in Exhibit B to this Agreement, as adjusted under Section 4.1 above, Sections 6.2 and 6.3 below and other relevant provisions of this Agreement. All customers shall be billed monthly in arrears. Recology shall be entitled to charge commercially reasonable late charges and/or interest on overdue accounts, and may stop service if an account remains overdue for more than ninety (90) days. Recology shall report to the City the name and address of any customer if it stops service because the customer's account remains overdue for more than ninety (90) days.

6.1 Establishment of Rates. The maximum service rates specified in Exhibit B to this Agreement have been agreed upon by City and Recology and shall take effect on the effective date of the franchise as set forth in Section 3 above. Such maximum service rates shall be subject to review and revision as set forth in Section 4.1 above, Sections 6.2 and 6.3 below and other relevant provisions of this Agreement. Recology shall not charge any amount in excess of the approved rates for services required by or permitted under this Agreement. 15 Franchise Agreement Between the City of Brisbane and Recolos,ry Brisbane 21 of 56
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6.2 Modification Based on Refuse Rate Index.
(a) The maximum rates specified under this Agreement shall be adjusted July 1st every year (beginning in 2016) by a percentage amount equal to the RRI Adjustment Percentage, which shall be calculated as follows:

Step 1: For each Source/Index listed in Table 1 below, calculate the annual percentage change in the Source/Index over the most recent 12- month period for which data are available at the time Recology submits the Notice of Intention described in Section 6.2(c) below.

Step 2: For each Cost Category listed in Table 1 below, multiply the Weighting for such Cost Category set forth in Table 1 below by the percentage change in the Source/Index for such Cost Category calculated in Step 1 above.

Step 3: Add the percentages calculated in Step 2 above. The result is the RRI Adjustment Percentage.

For example, if the annual percentage change is 3.0% for CPI(U).

9.0% for the Fuel Index, and 4.0% under the CBAs, then the RRI Adjustment Percentage equals 3.60% H (.60 x 4.0%) + (.25 x 3.0%) + (.05 x 9.0%) ).

Table 1. Refuse Rate Index
Cost Category Weighting Source/Index
Fixed Labor 0.60 As per CBAs
Variable/Processing Costs 0.25 CPI(U)
Biodiesel Fuel 0.05 Fuel Index
Total: 0.90
(b) For purposes of this Section 6.2:
(i) "CBAs" means the collective bargaining agreement(s) in effect from time to time applicable to the employees performing collection services under this Agreement. In connection with any adjustment under this Section 6.2, the annual percentage change calculations shall be based on the changes in wage rates required by the CBAs, and Recology shall make available to the City Manager the portions of the CBAs necessary to confirm such changes.
(ii) "CPI(U)" means the Consumer Price Index, All Urban Consumers, San Francisco-Oakland-San Jose, Not Seasonally Adjusted, Series ID:
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CUURA422SAO, published by the U.S. Department of Labor, Bureau of Labor Statistics.
(iii) "Fuel Index" means the Total G-NGV1 Charge set forth in Schedule G-NGV1, Natural Gas Service for Compression on Customers' Premises, published by Pacific Gas & Electric Company.
(c) The procedure for rate adjustments under this Section 6.2 shall be as follows:
(i) Not later than March 31st of each year that is subject to a rate adjustment under this Section 6.2, Recology shall file with City a written Notice of Intention to increase each of the then current rates effective as of July 1st of the same year in accordance with the abovespecified formula, if Recology believes such an increase to be called for, or City shall provide to Recology a written Notice of Intention to decrease each of the then current rates effective as of July 1st of the same year in accordance with the above-specified formula, if City believes such a decrease to be called for.
(ii) Within thirty (30) days of the filing of the Notice of Intention, the City Manager shall review the Notice of Intention with Recology, and either confirm that the proposed rates are within the limit of Section

6.2(a) above or establish by mutual agreement with Recology any necessary changes to the proposed maximum rates to make such confirmation.
(iii) The City Manager shall immediately inform the City Council in writing of the new maximum rates determined in accordance with this Section 6.2 and, not later than June 30th of the year of the Notice of Intention, the City Council shall act upon the new maximum rates as appropriate, with any new maximum rates to become effective on July 1st of the same year.

In the event that CPI(U) or the Fuel Index shall be discontinued or materially modified during the term of the franchise, the parties shall use their best efforts to substitute a replacement index and/or otherwise change Section 6.2(a) above so as to replicate, as nearly as possible, the mutual intention of the parties to rely on the results of the CPI(U) or the Fuel Index as in effect on the date hereof.

6.3 Extraordinary items. In addition to adjustments under Sections 4.1 and 6.2 above and other relevant provisions of this Agreement, the maximum rates hereunder 17 Franchise Agreement Between the City of Brisbane and Recology Brisbane 23 of 56
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shall be subject to increase or decrease to reflect extraordinary increases or decreases in Recology's costs of providing services hereunder, such as landfill or disposal costs, costs mandated by governmental action or judicial decisions or otherwise required in order to comply with applicable law, franchise fees and similar items. Increases or decreases in maximum rates pursuant to this Section

6.3 shall take effect so as to eliminate, to the maximum extent possible, Recology's loss or gain of profit resulting from the extraordinary increase or decrease in costs from the date(s) such increase or decrease first occurred.

6.4 Potential Rate Constraints. The parties recognize that, as of the date this Agreement is entered into, there is no authoritative judicial determination of whether Articles XIII C or XIII D of the California Constitution apply to charges imposed by private enterprises for solid waste handling and recycling services when those charges are regulated by a local government.

The City will not be in default of this Agreement if (i) a majority protest or referendum prevents the initial maximum rates or a proposed maximum rate increase from being adopted, (ii) a court rules that maximum rates adopted by City are not consistent with Article XIII C or D, or (iii) a voter initiative not endorsed by City reduces maximum rates from those in effect. After the occurrence of any event referred to in clauses (i)-(iii) above, the parties shall promptly meet and negotiate in good faith to adjust the Franchise Fee and/or service levels commensurate with the rates that Recology may legally charge, in a manner reasonably calculated (given such rates) to minimize any adverse effect on public health and safety and to allow Recology to cover its necessary costs plus a commercially reasonable profit.

Nothing in this Agreement shall be deemed or construed to be an admission by City or Recology that Articles XIII C or XIII D of the California Constitution apply to the rates charged by Recology under this Agreement.

7. Provisions Applicable to Customer Service, Equipment and Personnel

7.1 Recology shall use in connection with transportation of solid waste modern motor dump trucks with water tight bodies, sufficient in number and capacity to efficiently perform the work required by the Agreement. Recology shall keep the outside of the truck bodies reasonably free from dirt and debris, and shall clean the inside of the trucks in a sanitary manner on a regular basis. Suitable measures shall be taken to prevent refuse from falling into public streets or places.

Recology shall keep all trucks freshly painted in a uniform manner, and the firm name, telephone number, and truck number of each truck shall appear on each side thereof in a conspicuous manner. Recology shall keep all trucks in good 18 Franchise Agreement Between the City of Brisbane and Recology Brisbane 24 of 56
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maintenance and repair, regularly inspect same, and keep accurate records of all vehicle maintenance.

7.2 Recology shall not litter premises in the process of making collections nor allow refuse to blow or fall from any container or vehicle used for collections. Recology shall clean-up any and all spills, including oil and debris on the streets, resulting from its operations as soon as possible on the same day as the occurrence.

Recology shall use due care to prevent vehicle oil, vehicle fuel, or other liquids from being spilled during collection or transportation operations. Should Recology fail to promptly clean up such spills resulting from its operations after notice from City, Recology shall be liable to City for all reasonable costs incurred by City in doing so

7.3 Recology shall provide suitable operational and safety training for all of its employees who utilize or operate vehicles or equipment for collection of solid waste or who are otherwise directly involved in such collection. Recology shall also designate one or more qualified employees as supervisors of field operations, who will devote a substantial portion of their time in the field checking on collection operations, including responding to complaints, it being understood that such supervisors may divide their time among collection operations in different jurisdictions.

7.4 Recology's general manager shall have e-mail capabilities to enable City and Recology's general manager to communicate via email. Recology's general manager shall respond to City email correspondence within twenty-four (24) hours of the first business day after notification.

7.5 Upon request from City, beginning on the effective date, and then on a monthly basis thereafter if requested, Recology shall meet with the City to discuss progress of each active diversion program, quality and reliability of collection services, and compliance with the terms of the Agreement. At each meeting, City and Recology shall have the opportunity to present and discuss proposed changes in service such as changing program requirements or modifying collection methods.

7.6 City shall have the right, but not the obligation, to observe and inspect all of Recology's operations under this Agreement. In connection therewith, City shall have the right to enter facilities used by Recology during operating hours, speak to any of Recology's employees and receive cooperation from such employees in response to inquiries. Recology shall make specified personnel available to accompany City employees on such inspections. In addition, upon reasonable notice and without interference with Recology's operations, City may review and copy such of Recology's operational and business records related to this 19 Franchise Agreement Between the City of Brisbane and Recology Brisbane 25 of 56
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Agreement (including electronic records) as are reasonably necessary to confirm the costs of any activities for which Recology is requesting a rate adjustment, the amount of franchise fee payments made or required to be made by Recology, and/or any diversion-related data pertaining to Recology's activities under this Agreement. All such records shall be kept confidential by City except as otherwise provided in Section 19 below.

7.7 The City Manager may direct Recology in writing to make changes in services and service levels, and in the manner in which services are performed, that do not cause an increase in the cost of performing the services (as determined by Recology) and that do not cause a material decrease in the level of service (as determined by the City Manager).

7.8 Recology is required to operate a customer service call center that will serve as the primary telephone point of contact and information for all services. The customer service call center hotline is required to be staffed live during regular business hours (i.e.. Monday through Friday 8:00 a.m. to 4:30 p.m.).

7.9 Recology shall maintain and publicize an up-to-date website whereby customers can conduct business with Recology. Recology is required to update the website monthly, and more frequently if necessary. At a minimum, the website shall:
(a) Allow customers to view and pay bills issued by Recology; (b) Allow customers to request services such as, but not limited to. extra collections, service changes, temporary drop box service, service terminations, and service stops;
(c) Provide answers to 10 frequently asked questions, including, but not limited to: proper container set-out instructions; list of acceptable recyclable and organic materials; collection days (in response to customer input of service address); billing issues, customer service telephone and email contact information; and the designated processing and transfer station site hours, directions, and acceptable materials; (d) Provide complete list of City-approved rates for all customers; (e) Allow customers to file complaints and receive from Recology e-mail responses to complaints;
(0 Provide a link to enable customers to email Recology; and (g) Maintain and produce visitor logs and reporting, including, but not limited to, website and individual page visitation, number of web-based bill 20 Franchise Agreement Between the City of Brisbane and Recology Brisbane 26 of 56
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payments per month, number of website-submitted complaints per month, and individual and summary customer complaint and resolution reporting, subject to applicable privacy laws.

7.10 Recology shall employ only competent and qualified personnel who serve the public in a courteous, helpful, and impartial manner. Recology shall use its best efforts to assure that all employees present a neat appearance and conduct themselves in a courteous manner. Recology shall regularly train its employees in customer courtesy, shall prohibit the use of loud or profane language, and shall instruct Collection employees to perform the work as quietly as possible. If any employee is found not to be courteous or not to be performing services in the manner required by this Agreement, Recology shall take appropriate corrective measures. City may require Recology to reassign an employee, if the employee has conducted himself or herself inconsistently with the terms of this Agreement.

Recology shall adopt policies and procedures consistent with State and federal law that ensure a sober and drug-free workplace. This includes strictly prohibiting unlawful manufacture, distribution, possession, or use of any controlled substance in the workplace, regardless of whether the employee is on duty at the time. Further, the policies and procedures shall prohibit an employee from operating either City or Recology equipment or vehicles (whether on or off duty) while under the influence of alcohol or drugs. The purpose of these policies and procedures is to ensure workplace safety, productivity, efficiency, and the quality of Recology's service to customers.

Recology shall not permit its employees to demand or solicit, directly or indirectly, any additional compensation or gratuity from members of the public for collection services or accept gratuities or compensation in exchange for additional collection services.

8. Records, Reports and Audited Statements

8.1 Recology shall keep and maintain accurate books and records clearly showing its revenues and expenses in connection with the operations provided for in this Agreement.

8.2 Within thirty (30) days of the City's request therefor, Recology shall provide City with compiled financial statements showing Recology's results of operations within Zone 3 for Recology's most recent fiscal year, including the specific revenues and expenses in connection with the operations provided for in this Agreement. The financial statements shall be prepared by a certified public accountant (CPA) licensed (in good standing) to practice public accounting in the 21 Franchise Agreement Between the City of Brisbane and Recology Brisbane 27 of 56
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State of California as determined by the State of California Department of Consumer Affairs Board of Accountancy.

8.3 Recology shall make available to City such additional information or reports. as are reasonably requested by City from time-to-time upon reasonable notice by City.

8.4 Annually during the period from the commencement of the franchise through the date which applies for purposes of measuring compliance with the diversion requirements of the Act, Recology shall supply City with a written report setting forth Recology's best estimate of the diversion rate as of the end of the most recent month. Recology shall also supply City with such information as City may reasonably request and as Recology possesses concerning such estimate or Recology's activities pursuant to this Agreement, including without limitation any such information reasonably requested by City in connection with the filing of City's reports to CalRecycle or other governmental authorities concerning Act compliance.

8.5 Sustainability Report. Recology shall develop and submit to City an annual sustainability report. Recology shall annually file its emissions data with The Climate Registry ("TCR"). The annual sustainability report shall be submitted with Recology's annual report. This report shall include: information on Recology's emissions data filed with TCR; a description of Recology's carbon footprint; and, a description of Recology's activities both planned and implemented to reduce its carbon footprint. Notwithstanding the foregoing, this Section 8.5 shall have no effect unless and until Recology constructs a new facility in Zone 3 and receives a certificate of occupancy for such facility.

9. Hold Harmless and Insurance

9.1 Recology shall indemnify and hold harmless City, its Council, boards, commissions, officers, agents, representatives and employees (collectively, "Indemnitees") from any and all actions, claims or damages brought for or on account of injuries to or death of any person or damage to property resulting from or arising out of the operations of Recology, its officers, agents, employees or servants pursuant to this Agreement. The duty of Recology to indemnify and hold harmless shall include the duty to defend as set forth in California Civil Code Section 2778.

9.2 Recology shall have in effect during the term of the franchise, workers' compensation and employer liability insurance providing full statutory coverage.

In signing this Agreement, Recology makes the following certification required by Section 1861 of the California Labor Code.
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"I am aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability of workers' compensation or to undertake self-insurance in accordance with the provisions of the code, and I will comply with such provisions before commencing the performance of the work of this Agreement."

9.3 Recology shall take out and maintain during the term of the franchise liability insurance for the following types and minimum amounts (such minimum amounts to be subject to review by the parties every five (5) years), provided that the stated limits in (a) and (b) below may be satisfied by any combination of basic and excess liability policies:
(a) General liability, including comprehensive form, premises operations, products/completed operations, hazard, contractual insurance, broad form property damage, independent contractors and personal liability, with limits for bodily and property damage combined of $1,000,000 each occurrence and $5,000,000 aggregate.
(b) Automobile liability, including comprehensive form, owned, hired and nonowned, with a limit of $2,000,000 for bodily injury and property damage combined.
(c) Excess liability, umbrella form, with a limit for bodily injury and property damage combined of $10,000,000 each occurrence and $10,000,000 aggregate.
(d) The insurance policies required by this section shall be issued by an insurance company or companies admitted to do business in the State of California, subject to the jurisdiction of the California Insurance Commissioner, and with a rating in the most recent edition of Best's Insurance Reports of A- or better.

The policies shall contain endorsements or certificates in substantially the following form if available from the insurance companies:
(i) Workers' Compensation and Employers' liability Policy. • "Prior written notice shall be given to the Insured in the event of cancellation or nonrenewal of this policy in accordance with the terms of this policy." (In the event that Recology receives any such notice, it shall immediately send a copy to:

Attention: (Brisbane contact info).)
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• "Insurer waives all right of subrogation against City and its officers and employees for injuries or illnesses arising from work performed for City."
(ii) Comprehensive General Liability Policy: Automobile liability Policy; Pollution Liability Policy; and Hazardous Materials Policy. • "Prior written notice shall be given to the Insured in the event of cancellation, reduction of coverage, or nonrenewal of this policy in accordance with the terms of this policy." (In the event that Recology receives any such notice, it shall immediately send a copy to:

Attention: (Brisbane contact info).)
"The City, its officers, employees, and agents are additional insureds on this policy."
(e) "This policy shall be considered primary insurance as respects any other valid and collectible insurance maintained by the City, including any selfinsured retention or program of self-insurance, and any other such insurance shall be considered excess insurance only."
(f) "Inclusion of the City as an insured shall not affect the City's rights as respects any claim, demand, suit or judgment brought or reconvened against Recology."
Recology remains responsible for the payment of all losses and investigation, claim administration and defense expenses, including those of City.

No later than thirty (30) days before the effective date, Recology shall furnish City one or more certificates of insurance on a standard ACORD form substantiating that each of the coverages required hereunder is in force, in form and substance satisfactory to City. Such certificates shall show the type and amount of coverage, effective dates and dates of expiration of policies and shall be accompanied by all required endorsements. If City requests, copies of each policy, together with all endorsements, shall also be promptly delivered to City.

Recology shall furnish renewal certificates to City to demonstrate maintenance of the required coverages throughout the term of this Agreement.

In the event performance of any services is delegated to a subcontractor, Recology shall require such subcontractor to provide statutory workers' compensation insurance and employer's liability insurance for all of the subcontractor's employees engaged in the work. The liability insurance required by this Agreement and the automobile liability policy required by this Agreement 24 Franchise Agreement Between the City of Brisbane and Recology Brisbane 30 of 56
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shall cover all subcontractors or the subcontractor must furnish evidence of separate insurance meeting all of the requirements above.

Recology shall comply with all requirements of the insurers issuing policies. The carrying of insurance shall not relieve Recology from any obligation under this Agreement. If any claim is made by any third person against Recology or any subcontractor on account of any occurrence related to this Agreement, other than claims by employees for work-related incidents, Recology shall promptly report the facts in writing to the insurance carrier and to City.

If Recology fails to procure and maintain any insurance required by this Agreement, City may take out and maintain such insurance as it may deem proper and may require Recology to reimburse it for the cost incurred within thirty (30) days and/or deduct the cost from any monies due Recology. City may also treat the failure as a Recology default.

City is not responsible for payment of premiums for or deductibles under any required insurance coverages.

10. Hazardous Waste Indemnification
Recology shall indemnify, defend and hold harmless City and its officers, employees and agents (collectively, the "Indemnitees") against all claims, of any kind whatsoever paid, incurred or suffered by, or asserted against Indemnitees 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 hazardous wastes released, spilled or disposed of by Recology pursuant to this Agreement. The foregoing indemnity is intended to operate as an agreement pursuant to Section 107(e) of the Comprehensive Environmental Response, Compensation and Liability Act, ("CERCLA"), 42 U.S.C. Section 9607(e), and California Health and Safety Code Section 25364, to defend, protect, hold harmless and indemnify Indemnitees from liability and shall survive the expiration or earlier termination of this Agreement. Notwithstanding the foregoing, Recology is not required to indemnify the Indemnitees against claims arising from Recology's delivery of solid waste, recyclable materials, yard waste or organic materials to any transfer or processing site, or their subsequent delivery to other processing locations or the ultimate disposal site, unless such claims are due to Recology's negligence or willful misconduct.

11. California Integrated Waste Management Act Indemnification Recology agrees to indemnify and hold harmless the Indemnitees against all fines and/or penalties imposed by CalRecycle or the Local Enforcement Agency (LEA) if and to the extent the same result from Recology's failure to comply with laws, regulations or 25 Franchise Agreement Between the City of Brisbane and Recology Brisbane 31 of 56
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permits issued or enforced by CalRecycle or the LEA or Recology's failure to perform obligations under this Agreement. This indemnity obligation is subject to the limitations and conditions in Public Resource Code Section 40059.1 but is enforceable to the maximum extent allowable by that Section. This indemnity shall survive the termination or earlier expiration of this Agreement.

12. Franchise Termination

12.1 In the event Recology defaults in the performance of any of the duties to be performed by it under the terms of this Agreement, City shall give Recology written notice, either by mail or by personal service, setting forth the default.

Recology shall correct such default within fifteen (15) days after receipt of such notice unless the default cannot, by its nature, be cured within said period, in which case the cure period shall be extended for such additional time as is reasonably necessary to effect a cure, provided that Recology shall commence efforts to effect a cure as soon as practicable and shall diligently pursue and complete the cure. If Recology fails, neglects or refuses for the applicable cure period to correct any default which constitutes a material breach of this Agreement, then City, without further notice and without suit or other proceedings, may terminate this Agreement upon thirty (30) days prior written notice to Recology. Nothing in this section shall prohibit the parties from meeting to discuss and negotiate ways to resolve the issue.

12.2 In the event City elects to terminate the franchise grant pursuant to Section 12.1 above, City shall have the right forthwith to grant a franchise to another scavenger company or City may elect to assume responsibility for collection of solid waste within all or any portion of its jurisdiction. Until such time as trucks and other equipment are either provided by another scavenger company or are acquired by City for its own use, City may take possession of the trucks and other equipment of Recology used to perform work under this Agreement for a period not to exceed one hundred eighty (180) days. In such event, City shall pay to Recology the reasonable rental value of such trucks and equipment, and keep them in good maintenance and repair, during the time the same are used by City. City and its authorized representatives shall also have access to Recology's billing records for the purpose of billing service accounts during the period City is providing the services described in this Agreement, and shall retain all fees collected for such services.

12.3 In the event of any dispute arising between the parties under this Agreement, the parties shall first submit such dispute to non-binding mediation to be completed within ninety (90) days before a JAMS mediator having experience with contracts similar to this Agreement and that is mutually acceptable to the parties. If the 26 Franchise Agreement Between the City of Brisbane and Recology Brisbane 32 of 56
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parties are unable, after a period of thirty (30) days, to agree on a mediator, either party shall be entitled to petition a court of competent jurisdiction to appoint such a mediator for the parties. Each party shall bear its own costs, including attorney's fees, incurred in connection with the mediation, and shall pay half the cost of the mediator. If the mediation does not result in a resolution of the dispute that is acceptable to both parties, either party may institute litigation. The prevailing party in such litigation shall be entitled to recover from the other party its reasonable attorney's fees, costs and necessary disbursements, including expert witness fees, incurred in such litigation.

12.4 If Recology shall at any time during the term of this Agreement or any extension thereof, become insolvent, or if proceedings in bankruptcy shall be instituted by or against Recology, or if Recology shall be adjudged bankrupt or insolvent by any court, or if a receiver or trustee in bankruptcy or a receiver of any property by Recology shall be appointed in any suit or proceeding brought by or against Recology, or if Recology shall make an assignment for the benefit of creditors, then and in each and every such case, and provided that such proceedings, adjudication, appointment or assignment, as the case may be, continue in effect for ninety (90) days without being vacated, removed or withdrawn, this Agreement shall immediately cease and come to an end, and the rights and privileges granted shall immediately be cancelled and annulled without notice or action required on behalf of City.

12.5 Notwithstanding any other provision herein, no default, delay or failure to perform on the part of either party shall be considered a breach hereunder if such default, delay or failure to perform is due to causes beyond such party's control, including, but not limited to, riots, civil disturbances, actions or inactions of governmental authorities, epidemic, war, embargoes, severe weather, fire, earthquake, acts of God, defaults by the other party, or defaults by carriers. In the event of any such default, delay or failure to perform, any dates or times by which the affected party otherwise is scheduled to perform shall be extended for a period of time equal in duration to the additional time required because of the excused default, delay or failure to perform; provided, however, that in the case of Recology's inability to perform due to a labor strike or work stoppage by Recology's employees (other than in sympathy with any labor strike or work stoppage by employees of a third party), the dates or times for performance shall not be extended beyond a period of five (5) days. Irrespective of any grace period provided for in this Agreement, Recology shall immediately restore service after such grace period and pick up all solid waste accumulated during such period. 27 Franchise Agreement Between the City of Brisbane and Recology Brisbane 33 of 56
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13. Assignment
Recology acknowledges that this Agreement involves rendering a vital service to City and its businesses in Solid Waste Collection Zone 3, and that City has selected Recology to perform the services specified herein based on (i) Recology's experience. skill and reputation for conducting its operations in a safe, effective and responsible fashion, and (ii) Recology's financial resources to maintain the required equipment and to support its indemnity obligations to City under this Agreement. City has relied on each of these factors, among others, in choosing Recology to perform the services to be rendered by Recology under this Agreement.

Recology shall not assign its rights or delegate or otherwise transfer its obligations under this Agreement to any other Person (except another majority-owned direct or indirect subsidiary of Recology Inc.) without the prior written consent of City. Any such assignment made without the consent of City shall be void and the attempted assignment shall constitute a Recology default.

For the purpose of this Section, "assignment" shall also include (i) a sale, exchange or other transfer to a third party not controlled by the then stockholders (direct or indirect) of Recology of substantially all of Recology's assets dedicated to service under this Agreement; (ii) a sale, exchange or other transfer of outstanding common stock of Recology to a person who is not a shareholder as of the effective date and which results in a change in control of Recology; (iii) any dissolution, reorganization, consolidation, merger, re-capitalization, stock issuance or reissuance, voting trust, pooling agreement, escrow arrangement, liquidation or other transaction which results in a change in control of Recology; and (iv) any assignment of this Agreement or of all or substantially all of Recology's assets dedicated to service under this Agreement by operation of law, including an assignment for the benefit of creditors, a writ of attachment for an execution being levied against this Agreement, or appointment of a receiver taking possession of Recology's property, or transfer of such property occurring in the event of a probate proceeding.
"Change in control of Recology" shall mean a transfer of more than fifty percent (50%) of Recology's voting stock to one or more persons that are not then stockholders of Recology, relatives of any such stockholders or controlling, controlled by or under common control with any such stockholders.

In the event of any assignment. Recology shall perform in accordance with a reasonable transition plan.
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14. Waiver
The waiver by either party of any breach or violation of any term or condition of this Agreement or of any provision of law by the other party, shall not be deemed to be a waiver of the term, condition or provision of law, or of any subsequent breach or violation of the same or any other term, condition or provision of law. The acceptance by City of any Franchise Fee or other fee or other monies which may become due hereunder to City shall not be deemed to be a waiver of any preceding breach or violation by Recology.

15. Administration
The administration and enforcement of this Agreement shall be the responsibility of the City Manager or a designated representative of that office. This section is not intended to indicate or suggest the City Manager has the authority to grant, amend, or revoke the franchise.

16. Independent Contractor
Recology, its employees and agents, are independent contractors and not employees or agents of City. The parties intend that Recology shall perform the services required by this Agreement as an independent contractor engaged by City and not as an officer or employee of City nor as a partner of or joint venturer with City. No employee or agent of Recology shall be deemed to be an employee or agent of City. Except as expressly provided herein, Recology shall have the exclusive control over the manner and means of conducting the services performed under this Agreement, and over all persons performing such services. Recology shall be solely responsible for the acts and omissions of its officers, employees, subcontractors and agents. Neither Recology nor its officers, employees, subcontractors or agents shall obtain any rights to retirement benefits, workers' compensation benefits, or any other benefits which accrue to City employees by virtue of their employment with City.

17. Notices
All notices required hereunder shall be in writing and shall be delivered in person or transmitted by the United States Postal Service, certified mail, postage prepaid, or by nationally recognized overnight courier with all charges paid, and addressed as follows:

CITY: City Manager
City of Brisbane
50 Park Lane
Brisbane, CA 94005
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RECOLOGY: Group Manager
Recology Brisbane
250 Executive Park, Suite 2100
San Francisco, CA 94134
or to such other person or address as may be specified from time to time in writing by either party. Each such notice shall be deemed effective upon receipt or, if mailed as aforesaid, three (3) business days after so mailed, or, if sent by overnight courier, upon confirmation of delivery.

18. Compliance with Law
In providing the services required under this Agreement, Recology shall at all times comply with all applicable laws of the United States, the State of California and. City, and with all applicable regulations promulgated by federal, State, regional or local administrative and regulatory agencies, and by City, now in force and as they may be enacted, issued or amended during the term of this Agreement, and with all permits affecting the services to be provided hereunder.

19. Reports as Public Records
The reports, records and other information submitted or required to be submitted by Recology to City are or may be public records within the meaning of that term in the California Public Records Act, Government Code Section 6250 et seq. Unless a particular record is exempted from disclosure by the California Public Records Act, it must be disclosed to the public by City upon request.

City agrees to inform Recology as soon as reasonably feasible upon its receipt of a request under the California Public Records Act for disclosure of any documents relating to Recology that contain confidential financial and/or operational information belonging to Recology so that Recology will have an opportunity to explore whether an exemption from disclosure is available. If City complies with the preceding sentence. Recology will not object to City making available to the public, in response to a request from a member of the public, any information submitted by Recology, or required to be submitted, in connection with Recology's maximum rate applications, including, but not limited to, records described in Section 6, provided that disclosure of such information or records is subject to disclosure under the terms of the California Public Records Act, in the City's sole discretion.

20. No Gifts
Neither Recology nor its employees shall provide, directly or indirectly, any gifts or gratuities to any elected or appointed City official, or to any City employee responsible for administering any provision of this Agreement. Elected or appointed City officials 30 Franchise Agreement Between the City # Brisbane and Recology Brisbane 36 of 56
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affected by this provision include members of the City Council, the City Manager and any assistant, deputy or interim City Manager, and department-director level employees.

21. Governing Law
This Agreement shall be governed by, and construed and enforced in accordance with, the internal laws of the State of California, irrespective of choice of law principles.

22. Jurisdiction
Any lawsuits between the parties arising out of this Agreement shall be brought and concluded in the courts of the State of California, which shall have exclusive jurisdiction over such lawsuits. With respect to venue, the parties agree that this Agreement is made in and will be performed in San Mateo County.

23. Parties in Interest
Nothing in this Agreement is intended to confer any rights on any persons other than the parties to it and their permitted successors and assigns.

24. Waiver
The waiver by either party of any breach or violation of any provisions of this Agreement shall not be deemed to be a waiver of any breach or violation of any other provision nor of any subsequent breach or violation of the same or any other provision.

25. Exhibits
Each of the Exhibits attached hereto is incorporated herein and made a part hereof by this reference.

26. Section Headings
The article headings and section headings in this Agreement are for convenience of reference only and are not intended to be used in the construction of this Agreement nor to alter or affect any of its provisions.

27. Interpretation
This Agreement shall be interpreted and construed reasonably and neither for nor against either party, regardless of the degree to which either party participated in its drafting. 31 Franchise Agreement Between the City of Brisbane and Recology Brisbane 37 of 56
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28. Costs and Attorneys' Fees
The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement shall recover its reasonable costs expended in connection with such an action from the other party, including its reasonable attorneys' fees.

29. No Damages for Invalidation of Agreement
If a final judgment of a court of competent jurisdiction determines that this Agreement is illegal or was unlawfully entered into by City, neither party shall have any claim against the other for damages of any kind (including but not limited to loss of profits) on any theory.

30. References to Laws
All references in this Agreement to laws and regulations shall be understood to include such laws and regulations as they may be subsequently amended or recodified, unless otherwise specifically provided. In addition, references to specific governmental agencies shall be understood to include agencies that succeed to or assume the functions the specified agencies are currently performing. As used herein, the word "include" and its variants mean "including without limitation."

31. Indemnity Against Challenges to Agreement
Recology shall indemnify, defend and hold harmless City and its officers, employees and agents (collectively, the "Indemnitees") from and against any and all liability, claim, demand, action, proceeding or suit of any and every kind and description brought by a third party challenging the process by which proposals were solicited and evaluated or this Agreement was negotiated or awarded, to the extent that such liability, claim, demand, action, proceeding or suit was caused by Recology's failure to comply with applicable law or the lawful instructions of any Indemnitee with respect to such process.

32. Amendments
This Agreement may be amended from time to time only by written agreement between the parties signed by an authorized representative of each party.

33. Successors and Assigns
This Agreement shall be binding upon, and shall inure to the benefit of, each of the permitted successors and assigns of the parties.
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34. Integration; Severability
This Agreement, including the Exhibits hereto, constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements between the parties, whether written or oral, relating to such subject matter. If a court finds any provision of this Agreement invalid or unenforceable as applied to any circumstance, the remainder of this Agreement and the application of such provision to other persons or circumstances shall remain in effect.

The parties further agree to replace such void or unenforceable provision with a valid and enforceable provision which will achieve, to the extent possible, the economic, business and other purposes of the void or unenforceable provision. 33 Franchise Agreement Between the City of Brisbane and Recology Brisbane 39 of 56
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IN WITNESS WHEREOF, the parties have executed this Agreement.

RECOLOGY BRISBANE
Michael J. S corno, President & CEO

CITY OF BRISBANE
ATTEST:

Sheri Spediacci, City CISrk

APPROVED AS TO FORM
Michael Roush, City Attorney
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EXHIBIT A

DETAILED ZONE MAP
(see attached)
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EXHIBIT B

MAXIMUM SERVICE RATES
(see attached)
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EXHIBIT C
CITY FACILITIES IN ZONE 3 RECEIVING FREE SERVICE
Facility
Name
Facility
Address
Container
Volume
Corporation Yard 1020 Tunnel Avenue 6 CY Recyclable Materials * 3 CY Solid Waste *
* Containers must be kept at a location within the Corporation Yard not accessible to the public, and must not contain oversize or bulky items.
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44 of 56
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46 of 56
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RATE BOOK

UN FO COMMERCIAL R
Commercial rates include the following components:
• Volumetric charges shown are for trash service
• Recycling services are charged at 25% of the volumetric rate for trash " • Composting services are charged at 75% of the volumetric rate for trash * • There are separate charges for premium services, such as key, distance and elevation * Except for roll-off compactors. which are charged at 25% (recycling) or 75% (composting) of the calculated rate.

Brisbane Zone 3 1 of 7
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COMMERCIAL RATES

UNIFORM COMMERCIAL RATES
32 GALLON CARTS
Key Charges:

NOTE: These rates apply to Carts located outside. 1 Per Week = $14.90 Carts located inside: 2 Per Week = $26.22
- Less than 100 feet from the curb will be charged 10% more. 3 Per Week = $37.29 - More than 100 feet from the curb will be charged 25% more. 4 Per Week = $47.98 Carts located 4 feet or more above or below ground level 5 Per Week = $58.71 will be charged 25% more. 6 Per Week = $74.82
7 Per Week = $92.13
Rates listed below are for carts up to 45 pounds. Any weight exceeding 45 pounds It Saturday = $16.11 be charged an additional $0.0863 per pound. Sunday = $17.32 PICKUPS 1 Cart
1 Per Week = $54.53
2 Per Week = $109.05
3 Per Week = $163.54
4 Per Week = $218.07
5 Per Week = $272.60
6 Per Week = $335.50
7 Per Week = $406.83
Saturday = $62.91
Sunday = $71.33
FOR ADDITIONAL CONTAINERS: MULTIPLY TIMES PER WEEK BY THE NUMBER OF CANS.

For recycling carts, charge is 25% of the charge shown above For composting carts, charge is 75% of the charge shown above Brisbane Zone 3 2 of 7 December 1, 2014
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(EACH)
1 Per Week = $111.71 $206.88 $302.08 $396.79 $492.38 $587.51 $95.16 2 Per Week = $212.42 $402.74 $593.05 $782.94 $973.31 $1,163.14 $190.32 3 Per Week = $313.12 $598.17 $883.61 $1,169.09 $1,454.18 $1,739.61 $285.46 4 Per Week = $413.76 $794.43 $1,174.62 $1,554.83 $1,935.49 $2,315.68 $380.59 5 Per Week = $514.48 $989.83 $1,465.22 $1,940.98 $2,415.98 $2,891.77 $475.73 6 Per Week = $637.69 $1,217.51 $1,809.29 $2,378.06 $2,957.21 $3,537.47 $580.21 7 Per Week = $782.96 $1,486.46 $2,201.84 $2,894.23 $3,597.01 $4,300.83 $703.77 Saturday = $123.21 $227.68 $344.07 $437.09 $541.23 $645.70 $104.48 Sunday = $145.27 $268.95 $392.55 $516.17 $639.80 $763.37 $123.55 PICKUPS 1 CART 2 CARTS 3 CARTS 4 CARTS 5 CARTS 6 CARTS

COMMERCIAL RATES

UNIFORM COMMERCIAL RATES
64 GALLON CARTS
NOTE: These rates apply to Carts located outside.

Carts located inside:
- Less than 100 feet from the curb will be charged 10% more. - More than 100 feet from the curb will be charged 25% more.

Carts located 4 feet or more above or below ground level will be charged 25% more.

Rates listed below are for carts up to 90 pounds. Any weight exceeding 90 pounds will be charged an additional $0.0863 per pound.

Key Charges:
1 Per Week = $14.90
2 Per Week = $26.22
3 Per Week = $37.29
4 Per Week = $47.98
5 Per Week = $58.71
6 Per Week = $74.82
7 Per Week = $92.13
Saturday = $16.11
Sunday = $17.32
EXTRA PICK-UPS:

Regular = $34.83 Saturday = $47.01 Sunday = $62.71

ADDT CARTS
For recycling carts, charge is 25% of the charge shown above For composting carts, charge is 75% of the charge shown above Brisbane Zone 3
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COMMERCIAL RATES

UNIFORM COMMERCIAL RATES
96 GALLON CARTS
Key Charges:
1 Per Week = $14.90
2 Per Week = $26.22
3 Per Week = $37.29
4 Per Week = $47.98
5 Per Week = $58.71
6 Per Week = $74.82
7 Per Week = $92.13
Saturday = $16.11
Sunday = $17.32

ADD'L CARTS
NOTE: These rates apply to Carts located outside.

Carts located inside:
- Less than 100 feet from the curb will be charged 10% more. - More than 100 feet from the curb will be charged 25% more.

Carts located 4 feet or more above or below ground level will be charged 25% more.

Rates listed below are for carts up to 135 pounds. Any weight exceeding 135 pounds will be charged an additional $0.0863 per pound.

EXTRA PICK-UPS:

Regular = $46.49 Saturday = $62.77 Sunday = $83.68
(EACH)
1 Per Week = $149.11 $275.30 $402.74 $529.30 $656.34 $782.94 $126.57 2 Per Week= $283.34 $537.01 $790.57 $1,043.80 $1,297.45 $1,551.02 $253.18 3 Per Week = $417.57 $797.82 $1,178.01 $1,558.71 $1,938.88 $2,319.12 $379.77 4 Per Week= $551.79 $1,058.70 $1.565.87 $2,073.15 $2,580.36 $3,087.61 $506.35 5 Per Week = $686.11 $1,319.95 $1,953.78 $2,587.61 $3,221.43 $3,855.71 $632.92 6 Per Week = $850.12 $1,623.22 $2,396.90 $3,170.00 $3,943.20 $4,717.23 $772.69 7 Per Week = $1 043 85 $1,981.81 $2,920.28 $3,858.25 $4,796.27 $5,735.12 $937.49 Saturday = $164.01 $303.27 $443.12 $582.39 $721.77 $861.52 $139.78 Sunday = $193.73 $358.59 $523.39 $688.25 $853.06 $1,017.89 $164.80 For recycling carts, charge is 25% of the charge shown above For composting carts, charge is 75% of the charge shown above PICKUPS 1 CART 2 CARTS 3 CARTS 4 CARTS 5 CARTS 6 CARTS
Brisbane Zone 3
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COMMERCIAL RATES

UNIFORM COMMERCIAL RATES FOR CONTAINERS
NOTE: These rates apply to containers located outside.

Containers located inside:
- Less than 100 feet from the curb will be charged 10% more. - More than 100 feet from the curb will be charged 25% more.

Containers located 4 feet or more above or below ground level will be charged 25% more.

EXTRA PICK-UPS (per yard):

Regular = $83.21 Saturday = $112.36 Sunday = $149.70
Key Charges:
1 Per Week =
2 Per Week =
3 Per Week =
4 Per Week =
5 Per Week =
6 Per Week =
7 Per Week =
Saturday
Sunday
$14.90
$26.22
$37.29
$47.98
$58.71
$74.82
$92.13
$16.11
$17.32
Uncompacted weight: 300 pounds per yard, plus $8.63 per 100 pounds ($0.0863 per pound) over 300 pounds.

PICKUPS 1 YD 1.5 YDS 2 YDS 2.5 YDS 3 YDS 4 YDS 6 YDS 7 YDS 1 Per Week = $327.58 $503.83 $583.27 $729.44 $813.53 $1,017.04 $1,444.39 $1,684.83 2 Per Week = $583.27 $890.85 $1,098.58 $1,373.85 $1,566.31 $2.007.27 $2,847.59 $3,322.51 3 Per Week = $874.72 $1,336.03 $1,647.88 $2,060.38 $2,318.69 $2,969.91 $4,210.83 $4,912.25 4 Per Week= $1,166.14 $1,781.27 $2,197.17 $2,747.32 $3,051.07 $3,905.41 $5,532.89 $6,455.19 5 Per Week = $2,226.48 $2,746.47 $3,434.28 $3,763.54 $4,814.09 $6,814.64 $7,950.10 6 Per Week = $1,900.24 $2,906.61 $3,534.09 $4,416.45 $4,861.29 $6,187.16 $8,569.55 $10,225.02 7 Per Week= $2,489.49 $3,813.61 $4,583.81 $5,729.59 $6,325.27 $8,017.72 $11,169.05 $12,881.87 Saturday = $442.25 $680.14 $787.63 $982.17 $1,097.75 $1,373.06 $1,754.92 $2,274.93 Sunday = $589.24 $907.00 $1,049.72 $1,313.14 $1,463.98 $1,830.57 $2,599.50 $2,656.85 53 of 7 56
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COMPACTOR RATES

FRONT LOAD COMPACTOR RATES

PER YARD
Compacted = $107.06 Saturday = $117.71 Sunday = $129.56 Compacted weight: 450 lbs. per yard, plus $8.63 per each 100 lbs. over 450Ibs..

Rate Calculation Formula Compacted Yards x Rate x 4.33
Yards Regular Saturday Sunday

0.5 $231.78 $254.84 $280.50

0.75 $347.68 $382.26 $420.75
1 $463.57 $509.68 $560.99

1.5 $695.35 $764.53 $841.49
2 $927.14 $1,019.37 $1,121.99

2.5 $1,158.92 $1,274.21 $1,402.49
3 $1,390.71 $1,529.05 $1,682.98

4.5 $2,086.06 $2,293.58 $2,524.48
4 $1,854.28 $2,038.74 $2,243.98
5 $2,317.85 $2,548.42 $2,804.97
6 $2,781.42 $3,058.11 $3,365.97

ROLL-OFF COMPACTOR RATES
Transportation Charge
$530.210 per pull
Disposal Charge
$172.68 per ton
$172.68 per ton Overweight Charge
Container Rotation Charge
$297.05 per pull
Rate Calculation Formula:

Transportation Chg. + Disposal Chg. + 10% + Rotation Chg.* = Per Pull Compactor Rate * If applicable
Brisbane Zone 3 Page 6 of 7
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DEBRIS BOX RATES
Monday-Friday Saturday
Debris Box Size Price Max. Weight
6yd $634.98 $7 - Clean fill only
9yd $677.16 $77E,_. Clean fill only
15yd $634.98 $729.60 4,000 lbs.
20yd $723.90 $832.20 6,000 lbs.
30yd $891.48 $1,024.86 7,000 lbs.
40yd $980.40 $1,128.60 8,000 Lbs
14yd covered $682.86 $786.60 4,000 lbs.
20yd covered $784.32 $900.60 6,000 lbs.

Overweight charged at $172.68 per/ton in excess of allowed weight. 6 & 9yd dirt/concrete boxes must be clean fill only-no bricks, wood, metal or trash NO serpentine rock, metal, organic debris, or trash. Such loads must be dumped as general debris
Brisbane Zone 3 Page 7 of 7
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File Attachments for Item:

L. Approve a Resolution, “Amending the Franchise Agreement Between the City of Brisbane and South San Francisco Scavenger Co., Inc. Effective December 1, 2024” (The purpose of this item is to extend the franchise agreement for collection of solid waste in Solid Waste Collection Zone 2 for a period of five years.) 152

CITY COUNCIL AGENDA REPORT
Extension of Zone 2 Franchise Agreement Page 1 of 2
Meeting Date:

From:

Subject:

November 21, 2024
Director of Public Works/City Engineer
Extension of Franchise Agreement with South San Francisco Scavenger Company
This work is exempt from CEQA per CCR Title 14 §15061(b)(3).

Community Goal/Result Ecological Sustainability
Purpose
To extend the franchise agreement for collection of solid waste in Solid Waste Collection Zone 2 (see attached map) for a period of five (5) years.

Recommendation
Approve a Resolution, “Amending the Franchise Agreement Between the City of Brisbane and South San Francisco Scavenger Co., Inc. Effective December 1, 2024”.

Background
Please refer to attached staff report from 6/6/2019.

Discussion
With no imminent development changes pending in the referenced waste collection zone, staff recommends the franchise to provide solid waste collection in the referenced zone be extended as envisioned in the 2014 Franchise Agreement.

Fiscal Impact
None anticipated as a direct result of the recommended action.

Environmental Review
This work is exempt from the provisions of CEQA in that the proposal is to continue the term of an existing agreement with no anticipated changes to the services provided; therefore, it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. (California Code of Regulations, Title 14, Division 6, Chapter 3, Article 5, §15061(b)(3), the “common sense exemption”).

Attachments

1. Solid Waste Collection Zone 2 Map

2. Proposed Resolution
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Extension of Zone 2 Franchise Agreement Page 2 of 2

3. June 6, 2019 staff report

4. 2014 Franchise Agreement
___________________________________ ___________________________________ Randy Breault, Public Works Director Jeremy Dennis, City Manager 2 of 66
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RESOLUTION NO. 2024-__

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BRISBANE AMENDING THE FRANCHISE AGREEMENT BETWEEN THE CITY OF BRISBANE AND SOUTH SAN FRANCISCO SCAVENGER CO., INC.

EFFECTIVE DECEMBER 1, 2024
WHEREAS, South San Francisco Scavenger Co., Inc. provides collection and disposal of recyclable materials, organic materials and solid waste services in franchise zones 1 and 2 pursuant to the Franchise Agreement with the City of Brisbane dated November 20, 2014, as amended on May 18, 2017 and as further amended on June 6, 2019; and WHEREAS, service coverage for Zone 2 expires on November 30, 2024, per Amendment No. 2 dated June 6, 2019; and
WHEREAS, the City of Brisbane and South San Francisco Scavenger Co., Inc. are mutually agreeable to extend ;the term of Zone 2 as provided in Section 3.1 of the Franchise Agreement; and
WHEREAS, the City of Brisbane has proposed to amend the current agreement as outlined in attached Amendment No. 3 to extend the term of Zone 2 service coverage for an additional five (5) years, effective December 1, 2024 to November 30, 2029; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Brisbane approves and authorizes the Mayor to sign Amendment No. 3 of the Franchise Agreement, which is attached hereto and incorporated as though set forth in full, to be effective December 1, 2024.
________________________________
Terry O’Connell, Mayor
* * * *
PASSED AND ADOPTED at a regular meeting of the City Council of the City of Brisbane held on the twenty-first day of November, 2024, by the following vote:
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AYES: ATTEST:

NOES:

ABSENT:

ABSTAIN: ________________________________
Ingrid Padilla, City Clerk
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AMENDMENT NO. 3 TO FRANCHISE AGREEMENT WITH SOUTH SAN
FRANCISCO SCAVENGER CO., INC.

This Amendment No. 3 (the “Third Amendment”) is made November 21, 2024 between the City of Brisbane (“City”) and the South San Francisco Scavenger Co., Inc. (“Scavenger”).

RECITALS
A. City and Scavenger entered into a Franchise Agreement for the Collection and Disposal of Recyclable Materials, Organic Materials and Solid Waste in the City, dated November 20, 2014 (the “Franchise Agreement”).

B. The City and Scavenger first amended the Franchise Agreement on May 18, 2017 concerning, among other things, manual pick up of litter along Sierra Point Parkway.

C. The City and Scavenger amended the Franchise Agreement on June 6, 2019 to extend the term of the franchise for Zone 2 until November 30, 2024 unless such term is extended by mutual agreement of the parties.

D. Representatives of Scavenger have requested that the term of the franchise for Zone 2 be extended.

E. City staff has reviewed such request and recommends that the term be extended for five years, i.e., to November 30, 2029.

F. It is in the best interest for the maintenance of public health, safety and welfare to extend the term of the franchise for Zone 2.

NOW, THEREFORE, in consideration of the mutual promises in the Franchise Agreement and this Third Amendment, City and Scavenger agree as follows:

1. As provided in Section 3.1 of the Franchise Agreement, the term of the franchise for Zone 2 shall be extended until November 30, 2029.

2. Except as set forth in the First and Second Amendments and this Third Amendment, as well as any other resolutions adopted by the City Council of the City concerning Service Rates, the terms of the Franchise Agreement remain in full force and effect.

CITY OF BRISBANE SOUTH SAN FRANCISCO SCAVENGER CO., INC.

Terry O’Connell Mayor Doug Button, President
Approved as to form:

Thomas McMorrow, City Attorney
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Amendment No. 2 to the Agreement with South San Francisco Scavenger Company, Inc. to Extend the Term of Zone 2 Page 1 of 2

CITY COUNCIL AGENDA REPORT
Meeting Date: 6/6/2019
From: Maria Saguisag-Sid, Principal Analyst
Subject: Amendment No. 2 to the Agreement with South San Francisco Scavenger Company, Inc. to Extend the Term of Zone 2
Community Goal/Result
Ecological Sustainability
Purpose
To ensure solid waste is disposed of in a proper and environmentally effective manner.

Recommendation
Approve Resolution 2019-21, authorizing the Mayor to sign Amendment No. 2 to the franchise agreement between the City of Brisbane and South San Francisco Scavengers to extend term of Zone 2 coverage to November 30, 2024.

Background
The City of Brisbane currently holds a franchise agreement with South San Francisco Scavenger Company, Inc. (SSF Scavenger) for Solid Waste Services in Zone 1 and 2. This agreement was approved in November 2014. Services under this agreement not only include weekly residential and commercial solid waste removal services, but also provides for other services such as residential curbside recycling including food waste, the annual citywide yard waste clean-up, management of annual diversion reports to CalRecycle, assistance in implementing new mandates such as the AB341 mandatory commercial recycling law, and other solid waste services. SSF Scavengers reported the diversion rate for Zone 1 and 2 was 79% in calendar year 2017.

Under Section 3.1 of the agreement, the term for Zone 1 is for a period of 20 years, from December 1, 2014 to November 30, 2034. Also under Section 3.1 of the agreement, the term for Zone 2 is for a period of five (5) years, from December 1, 2014 to November 30, 2019, with an option for the City to extend the agreement for an additional period of five (5) years, either in writing by April 30, 2019, or by mutual agreement of the parties.

Discussion
At the April 24, 2019 Infrastructure, Utilities and Franchise Subcommittee meeting, staff informed the subcommittee that SSF Scavenger reached out to City staff on April 12, 2019 and expressed their interest in extending the agreement for an additional five years in Zone 2. At the meeting, the subcommittee recommended invoking the clause in the agreement to extend Zone VII. F
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Amendment No. 2 to the Agreement with South San Francisco Scavenger Company, Inc. to Extend the Term of Zone 2 Page 2 of 2
2 coverage for the additional five years by mutual agreement and directed staff to prepare an amendment for the full Council’s approval.

Attached is the notice of interest from SSF Scavenger, dated May 8, 2019, documenting their mutual interest in the term extension. Legal counsel for the City prepared Amendment No. 2 to extend the term of Zone 2 coverage for an additional 5 years, from December 1, 2019 to November 30, 2024. Staff concurs with the subcommittee’s recommendation to approve Resolution 2019-21 authorizing the Mayor to sign the Amendment.

Fiscal Impact
Rates for Zone 2 are set annually, in line with Section 6.2 of the Agreement. Staff will continue to bring notices of intent for rate increases to Council for their review.

Measure of Success
Solid waste removal is able to continue efficiently for the community in a way that helps our city reach our diversion goals.

Attachments

1. Resolution 2019-21

2. Amendment No. 2 between the City of Brisbane and South San Francisco Scavenger Co.

Inc.

3. Letter from South San Francisco Scavenger Co. Inc, dated May 8, 2019

4. Section 3.1, Term, of the Franchise Agreement Between the City of Brisbane and South San Francisco Scavenger Co., Inc., dated November 20, 2014 ___________________________________ ___________________________________ Maria Saguisag-Sid, Principal Analyst Clay Holstine, City Manager 2 8 of 66
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RESOLUTION 2019-21

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BRISBANE

AMENDING THE FRANCHISE AGREEMENT BETWEEN THE CITY OF BRISBANE AND SOUTH SAN FRANCISCO SCAVENGER CO., INC.

EFFECTIVE DECEMBER 1, 2019
WHEREAS, South San Francisco Scavenger Co., Inc. provides collection and disposal of recyclable materials, organic materials and solid waste services in franchise zones 1 and 2 on pursuant to the Franchise Agreement with the City of Brisbane dated November 20, 2014, as amended on May 18, 2017, and
WHEREAS, service coverage for Zone 2 expires on November 30, 2019, per Section 3.1 of the Franchise Agreement, and
WHEREAS, the City of Brisbane and South San Francisco Scavenger Co., Inc. are mutually agreeable to extend the term of Zone 2 as provided in Section 3.1 of the Franchise Agreement, and
WHEREAS, the City of Brisbane has proposed to amend the current agreement as outlined in attached Amendment No. 2 to extend the term of Zone 2 service coverage for an additional five (5) years, effective December 1, 2019 to November 30, 2024, NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Brisbane and authorizes the Mayor to sign Amendment No. 2 of the Franchise Agreement, which is attached hereto and incorporate as though set forth in full, to be effective December 1, 2019.

MADISON DAVIS
Mayor
I hereby certify that the foregoing Resolution No. 2019-21 was duly and regularly adopted at a regular meeting of the Brisbane City Council on June 6, 2019, by the following vote:

AYES:

NOES:

ABSENT:

INGRID PADILLA
City Clerk
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AMENDMENT NO. 2 TO FRANCHISE AGREEMENT WITH SOUTH SAN FRANCISCO SCAVENGER CO., INC.

This Amendment No. 2 (the “Second Amendment”) is made June 6, 2019 between the City of Brisbane (“City”) and the South San Francisco Scavenger Co., Inc. (“Scavenger”).

RECITALS
A. City and Scavenger entered into a Franchise Agreement for the Collection and Disposal of Recyclable Materials, Organic Materials and Solid Waste in the City, dated November 20, 2014 (the “Franchise Agreement”).

B. The City and Scavenger first amended the Franchise Agreement on May 18, 2017 concerning, among other things, manual pick up of litter long Sierra Point Parkway.

C. Under the Franchise Agreement, the term of the franchise for Zone 2 ends on November 30, 2019 unless such term is extended by the mutual agreement of the parties.

D. Representatives of Scavenger have requested that the term of the franchise for Zone 2 be extended.

E. The City Council Infrastructure, Utilities and Franchise subcommittee has considered such request and recommends that the term be extended for five years, i.e., to November 30, 2024.

F. It is in the best interest for the maintenance of public health, safety and welfare to extend the term of the franchise for Zone 2.

NOW, THEREFORE, in consideration of the mutual promises in the Franchise Agreement and this Second Amendment, City and Scavenger agree as follows:

1. As provided in Section 3.1 of the Franchise Agreement, the term of the franchise for Zone 2 shall be extended until November 30, 2024.

2. Except as set forth in the First Amendment and this Second Amendment, as well as any other resolutions adopted by the City Council of the City concerning Service Rates, the terms of the Franchise Agreement remain in full force and effect.

CITY OF BRISBANE SOUTH SAN FRANCISCO SCAVENGER CO., INC.

Madison Davis, Mayor Doug Button, President
Approved as to form:

Thomas McMorrow, City Attorney
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3. Term

3.1 The term of the franchise for Zone 1 shall be for a period of twenty (20) years, commencing on the effective date of December 1, 2014 and ending November 30, 2034, provided that City shall have the option, exercisable in writing to Scavenger Company not later than November 30, 2032, to extend this Agreement and the franchise granted hereunder on the terms and conditions herein for a period of (10) years commencing, December 1, 2034 and ending, November 30, 2044. The term may also be extended by the mutual agreement of the parties.

The term of the franchise for Zone 2 shall be for a period of five (5) years, commencing on the effective date of December 1, 2014 and ending November 30, 2019, provided that the City shall have the option, exercisable in writing to Scavenger Company not later than April 30, 2019, to extend this Agreement and the franchise granted hereunder on the terms and conditions herein for a period of live (5) years commencing on December 1, 2019 and ending November 30, 2024.

The term may also be extended by the mutual agreement of the parties.

For the avoidance of doubt, and notwithstanding any other provision in this Agreement, all of Scavenger Company's rights and obligations hereunder with respect to either of Solid Waste Collection Zones 1 or 2 shall remain in effect only during the respective term of the franchise with respect to such Zone (other than any obligations with respect to such Zone that are specifically described as continuing after the expiration or termination of such term, such as the indemnification requirement for such Zone contained in Section 5.I8(a) below).

4. Franchise Fee

4.1 Scavenger Company is obligated to pay City, on or before April 30th of each year during the term of this Agreement, a franchise fee in an amount equal to fourteen percent (14%) of Scavenger Company's annual gross revenues from the collection and disposal of all solid waste within Solid Waste Collection Zones 1 and 2 during the preceding calendar year in consideration of the provisions of such Agreement and the exclusive contract, right and privilege therein granted to Scavenger Company (the "Franchise Fee"). The full amount of the Franchise Fee will be included in the rates charged to the customers of Scavenger Company. In the event of any future increase in the Franchise Fee, or the direct or indirect imposition on Scavenger Company of any new government fees, the maximum rates hereunder shall be increased to cover the cost to Scavenger Company of all such increases or additional fees.
8 Franchise /tt;reernent Between The City of Brisbane and South San Francisco Scaven Company 6 12 of 66
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FRANCHISE AGREEMENT BETWEEN THE CITY OF BRISBANE AND SOUTH SAN FRANCISCO SCAVENGER CO., INC. FOR THE COLLECTION AND DISPOSAL OF

RECYCLABLE MATERIALS, ORGANIC MATERIALS, AND SOLID

WASTE IN THE CITY OF BRISBANE
This Agreement, dated as of this 20th day of November, 2014, by and between the City of Brisbane, a municipal corporation (hereinafter "City"), and South San Francisco Scavenger Co.. Inc., a California corporation (hereinafter "Scavenger Company").

RECITALS
WHEREAS, the State of California has, through enactment of the California Integrated Waste Management Act of 1989, determined that management of solid waste is a shared responsibility of the State and local governments and that it is in the public interest for local governments to be authorized and required to provide adequate solid waste handling services; and
WHEREAS, the amount of solid waste generated in California, coupled with diminishing landfill space, potential adverse environmental impacts from landfilling solid waste, 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; and WHEREAS, the Act directs local agencies to maximize the use of feasible waste reduction, recycling and composting options in order to reduce the amount of solid waste that must be disposed of in landfills and requires that City continue to divert fifty percent (50%) of its waste stream from landfills; and
WHEREAS, City and Scavenger Company have determined that the primary method for City to satisfy this requirement will be to increase the recycling and reuse of materials otherwise disposed of in landfills; and
WHEREAS, City is subject to prescribed Waste Discharge Requirements ordered by the San Francisco Bay Regional Water Quality Control Board, including a reduction of waste trash loads from the municipal separate storm sewer system entering receiving waters; and WHEREAS, City intends to meet a portion of these requirements by entering into an agreement that requires Scavenger Company to establish a Trash Container Management Policy, to provide manual pickup of abandoned waste in the public right-of-way on a scheduled basis for identified streets, to provide on-call pickup service for abandoned waste and illegal dumping, and to collect solid waste at all city facilities including all exterior public trash receptacles; and WHEREAS, the most contemporary public education and recycling programs, and a modern materials recovery facility capable of diverting greater amounts of solid waste, will be needed to accomplish such result; and
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WHEREAS Scavenger Company can meet these requirements and provide solid waste handling services including collection of recyclable and organic materials in a manner and on terms which are in the best interests of City, its residents and businesses, taking into account the qualifications and experience of Scavenger Company and the cost of providing such services and WHEREAS, City desires for Scavenger Company to assume, and Scavenger Company is willing to assume, the obligation to ensure that compliance with certain requirements of the Act continue to be achieved, subject to the terms and conditions in this Agreement and applicable law; and
WHEREAS, City desires to provide adequate, ongoing service revenues to fund the required programs and facilities while assuring City's residents and businesses of service rates that are competitive with those charged in neighboring communities; and WHEREAS, Scavenger Company currently collects and disposes of solid waste matter accumulated in City, and collects and sells recyclable materials generated in the City, pursuant to an exclusive franchise agreement with City dated March 1. 1999, as amended (hereinafter the -Prior Franchise Agreement"); and
WHEREAS, City in 2013 amended Municipal Code Section 8.24 to provide for the establishment by resolution of two or more separate geographic zones in City for solid waste collection services, and the Brisbane City Council has established by resolution three solid waste collection zones in City; and
WHEREAS, City has determined that Scavenger Company is the best provider of solid waste collection services in Solid Waste Collection Zones 1 and 2; and WHEREAS, the parties wish to assure the health, safety and public welfare of City's residents and businesses by providing efficient services for recycling and the collection and disposal of all solid waste generated in City pursuant to the terms of a long-term agreement providing for competitive service rates; and
WHEREAS, Scavenger Company has participated in the development of this Agreement and is ready, willing and able to perform the services which the Agreement requires; NOW, THEREFORE, the parties agree as follows:

1. Franchise Grant

1.1 City hereby grants to Scavenger Company, and Scavenger Company hereby accepts from City, the exclusive franchise right and privilege, subject only to Section 1.4 below, to collect, remove, transport, recycle, compost and dispose of all solid waste generated in Solid Waste Collection Zones 1 and 2, as shown in the Solid Waste Collection Zone Map attached to Resolution 2013-14 in accordance Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Company 14 of 66
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with the provisions of City's laws and regulations pertaining to the accumulation, collection and removal thereof and any applicable State and Federal statutes or administrative rules.

1.2 All solid waste collected by Scavenger Company pursuant to this Agreement shall become the property of Scavenger Company upon its possession thereof; provided that nothing in this section shall be deemed a waiver by City of its rights and duties under this Agreement.

1.3 To the extent permitted by applicable law, City agrees to take such steps as may be reasonably necessary to protect Scavenger Company's ownership of solid waste, including recyclable materials, placed at the curbside or designated collection location for collection by Scavenger Company under the terms of this Agreement. City and Scavenger Company shall also cooperate to protect Scavenger Company's exclusive rights to collect all solid waste, including recyclable materials, in accordance with the terms hereof, to the extent permitted by applicable law.

1.4 The franchise to collect, remove, transport, recycle, compost and dispose of solid waste (including recyclable materials) granted to Scavenger Company hereunder shall, throughout the term hereof and in all respects, be exclusive, except as otherwise provided by applicable law and as follows:
(a) Recyclable materials and salvageable materials generated at any residential, commercial and industrial or institutional property that are source separated may be transported personally by the generating person for donation or sale to a licensed processing facility that has been duly approved and authorized as such by a governmental or other appropriate authority, including beverage containers recycled at authorized facilities under the California Beverage Container Recycling Litter Reduction Act, provided that the generating person is not charged a fee, directly or indirectly, for such materials;
(b) Recyclable materials and salvageable materials generated at any residential, commercial and industrial or institutional property that are source separated may be put out for collection at the generating person's property for donation to any charitable entity or sale to any other third party that, to the extent required by applicable law, has been duly approved and authorized by a governmental or other appropriate authority to accept or purchase such materials, provided that the generating person is not charged a fee, directly or indirectly, for such materials;
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(c) Solid waste generated at any residential, commercial and industrial, or institutional property may be personally transported by the person generating same to any licensed transfer station or materials recovery facility;
(d) Yard waste removed from a residential, commercial and industrial or institutional property by a gardening, landscaping or tree trimming contractor as an incidental part of a comprehensive service offered by such contractor, rather than as a hauling service, may be disposed of by such contractor at any licensed landfill, transfer station or materials recovery facility;
(e) Yard waste collected by the City for re-use on property owned, leased, operated or controlled by the City;
(0 Construction debris and demolition debris removed from a residential, commercial and industrial or institutional property by a licensed construction or demolition contractor using its own employees and equipment as an incidental part of a comprehensive service offered by such contractor, rather than as a hauling service, may be disposed of by such contractor at any licensed transfer station or materials recovery facility; and (g) Hazardous waste and household hazardous waste may be disposed of in any lawflil manner.

1.5 Except as expressly provided herein, this Agreement shall supercede the Prior Franchise Agreement as of the effective date set forth in Section 3 below, when such Prior Franchise Agreement shall cease to have any effect (except for periods prior to such effective date and except for the establishment of the franchise fee referred to in Section 4.1 below).

2. Definitions

2.1 "Act" or "the Act" means the California Integrated Waste Management Act of 1989, as amended.

2.2 "Charitable entity- means any not-for-profit organization or entity maintained for community service. education or the public good, including service clubs, scouting organizations, religious and educational organizations and recognized charities.

2.3 "Collect" or "collection" means the collection, transportation, and removal of solid waste within and from City.
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2.4 "Commercial and industrial property" means property upon which business activity is conducted, including but not limited to retail sales, services, wholesale operations, manufacturing and industrial operations, but excluding businesses conducted upon residential property which are permitted under applicable zoning regulations and are not the primary use of the property.

2.5 "Construction debris" means used or discarded construction materials generated during the construction or renovation of a residential, commercial and industrial or institutional property.

2.6 "Containers" means any and all types of solid waste receptacles including but not limited to rectangular bins or cylindrical containers which shall be provided by Scavenger Company and which shall be approved by City as appropriate for City's physical environment, including but not limited to, hillside topography, wind conditions and presence of wildlife. Scavenger Company shall utilize best practices in using "state of the art" containers that are commercially available in the industry for wind and wildlife conditions. Scavenger Company and City shall work cooperatively to monitor and adopt improved solid waste receptacles if they become available during the term of this Agreement.

2.7 "Demolition debris" means used construction materials generated during the razing or renovation of a residential, commercial and industrial or institutional property.

2.8 "Hazardous waste" means all substances defined as hazardous waste, acutely hazardous waste or extremely hazardous waste by the State of California, or identified as hazardous waste by the U.S. Environmental Protection Agency, under applicable laws or regulations.

2.9 "Household hazardous waste" means hazardous household waste generated at residential properties within the City.

2.10 "Institutional property" means the premises or site of any governmental entity, including city, county, state and/or federal buildings, public schools, colleges, and public recreational sites.

2.11 "Organic materials" means food scraps, paper contaminated with food scraps, and biodegradable plastic food service ware. No discarded material shall be considered organic materials unless such material is separated from solid waste, recyclable materials, yard waste and/or salvageable materials.

2.12 "Person means an individual, corporation, partnership, limited liability company, trust, association or other entity.

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2.13 "Recyclable materials' means solid waste which may be reused or processed into a form suitable for reuse through reprocessing or remanufacture consistent with the requirements of the Act, including, without limitation, paper, newsprint, printed matter, pasteboard, paper containers, cardboard, glass, aluminum, PET, HDPE, and other plastics, beverage containers, used motor oil, oil filters, household batteries, organic materials, yard waste, and wood, brick and stone in reusable size and condition. Recyclable materials shall include those items of construction debris and demolition debris which are described in this Section

2.13. 2.14 "Residential property" means property used for residential purposes, irrespective of whether such dwelling units are rental units or are owner-occupied, with no more than four units in a single structure, connected structure, or series of structures.

2.15 "Multiple-Unit Residential Property" means property used for residential purposes, irrespective of whether such dwelling units are rental units or owneroccupied, where there are five or more units, whether in a single structure, or connected structure, or series of structures ("multiple-unit residential properties").

These will be subject to service procedures and rates which differ from residential properties as defined in Section 2.14.

2.16 "Salvageable materials" means used articles capable of being restored or resold for reuse, in either case without reprocessing or remanufacture, including antiques, used building supplies and automobiles and automobile parts.

Salvageable materials shall include those items of construction debris and demolition debris which are described in this Section 2.16.

2.17 "Solid waste" means all putrescible and nonputrescible residential refuse, commercial solid waste, institutional solid waste, garbage, yard waste and rubbish as defined in Public Resources Code Section 40191, including, without limitation, for the purposes of this Agreement construction debris, demolition debris, recyclable materials and salvageable materials, but excluding hazardous waste and household hazardous waste.

2.18 "Solid Waste Collection Zone" means the specific geographic area of City designated in a franchise agreement with a scavenger as the territory for which solid waste collection services shall be provided by that scavenger pursuant to Brisbane Municipal Code Section 8.24.010 and as shown in the Solid Waste Collection Zone Map.

2.19 "Solid Waste Collection Zone Map" means that map attached to Resolution No. 2013-14 adopted on June 3 2013, and establishing Solid Waste Collection Zones 6 Franchise Agreement Between The City,of Brisbane and South San Francisco Scavenger Company 18 of 66
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1, 2 and 3 in solid waste collection services and as further set out in detail in the Detailed Zone Map attached hereto as Exhibit A.

2.20 "Source separated"
(a) as to recyclable materials, means recyclable materials (other than organic materials, yard waste, construction debris and demolition debris) that have been separated from solid waste that is not recyclable material and from all other types of recyclable materials by the person generating such solid waste or recyclable materials at the residential, commercial and industrial or institutional property where such solid waste or recyclable materials are generated to form one readily identifiable category of recyclable material as set forth in Section 2.13 above that are saleable without further sortinu. (b) as to salvageable materials, means salvageable materials that have been separated from solid waste that is not salvageable material by the person generating such solid waste or salvageable materials at the residential, commercial and industrial or institutional property where such solid waste or salvageable materials are generated. (For example, cardboard that has been separated by a business from glass, PET plastic and wet garbage is source separated so long as the separation is accomplished by the generator at the commercial and industrial property where all of such items are generated and all of such items are generated by such business.) (c) as to organic materials, means organic materials that, to the extent City permits, directs or requires to be source separated, have been separated from solid waste and recyclable materials (other than organic materials) by the person generating such solid waste or organic materials at the residential, commercial and industrial or institutional property where such solid waste or organic materials are generated.
(d) as to yard waste, means yard waste that, to the extent City permits, directs or requires to be source separated, have been separated from solid waste and recyclable materials (other than yard waste) by the person generating such solid waste or yard waste at the residential, commercial and industrial or institutional property where such solid waste or yard waste is generated.

2.21 "Yard waste" means tree trimmings, grass cuttings, dead plants, leaves, branches and dead trees (not more than six (6) inches in diameter) and similar materials generated at a residential, commercial and industrial or institutional property. 7 Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Com zany 19 of 66
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3. Term

3.1 The term of the franchise for Zone 1 shall be for a period of twenty (20) years, commencing on the effective date of December 1, 2014 and ending November 30, 2034, provided that City shall have the option, exercisable in writing to Scavenger Company not later than November 30, 2032, to extend this Agreement and the franchise granted hereunder on the terms and conditions herein for a period of (10) years commencing, December 1, 2034 and ending, November 30, 2044. The term may also be extended by the mutual agreement of the parties.

The term of the franchise for Zone 2 shall be for a period of five (5) years, commencing on the effective date of December 1, 2014 and ending November 30, 2019, provided that the City shall have the option, exercisable in writing to Scavenger Company not later than April 30, 2019, to extend this Agreement and the franchise granted hereunder on the terms and conditions herein for a period of live (5) years commencing on December 1, 2019 and ending November 30, 2024.

The term may also be extended by the mutual agreement of the parties.

For the avoidance of doubt, and notwithstanding any other provision in this Agreement, all of Scavenger Company's rights and obligations hereunder with respect to either of Solid Waste Collection Zones 1 or 2 shall remain in effect only during the respective term of the franchise with respect to such Zone (other than any obligations with respect to such Zone that are specifically described as continuing after the expiration or termination of such term, such as the indemnification requirement for such Zone contained in Section 5.I8(a) below).

4. Franchise Fee

4.1 Scavenger Company is obligated to pay City, on or before April 30th of each year during the term of this Agreement, a franchise fee in an amount equal to fourteen percent (14%) of Scavenger Company's annual gross revenues from the collection and disposal of all solid waste within Solid Waste Collection Zones 1 and 2 during the preceding calendar year in consideration of the provisions of such Agreement and the exclusive contract, right and privilege therein granted to Scavenger Company (the "Franchise Fee"). The full amount of the Franchise Fee will be included in the rates charged to the customers of Scavenger Company. In the event of any future increase in the Franchise Fee, or the direct or indirect imposition on Scavenger Company of any new government fees, the maximum rates hereunder shall be increased to cover the cost to Scavenger Company of all such increases or additional fees.
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5. Services

5.1 Solid Waste. Scavenger Company shall collect and dispose of all solid waste (other than source separated recyclable materials, yard waste, organic materials, construction debris and demolition debris, which are subject to Sections 5.2 or 5.3 below) generated by any person at every residential, multiple-unit residential, commercial and industrial, and institutional property within Solid Waste Collection Zones I and 2 at least once each week on a regularly scheduled day in accordance with this Agreement. Collection shall be from curbside, where collection containers or loose materials are placed on the street or alley against the face of the curb, or where no curb exists placed not more than five (5) feet from the outside edge of the street or alley, provided that collection containers may be placed at greater distances from curbside with the mutual agreement of Scavenger Company and the Customer, which agreement may include pullout fees.

Customers who submit documentation from their physicians of their inability to perform the curbside collection set-out of containers shall be eligible for collection from the rear or side premises at no extra charge.

No later than 90 days after the effective date of this Agreement, Scavenger Company shall develop a Trash Container Management Policy, which will be submitted to the City's Director of Public Works/City Engineer for review and approval. Said policy shall contain procedures for notification to the owner or user of trash containers when such containers are filled beyond their maximum closed-lid capacity, and after first-time warnings and provision of outreach material on alternatives to overfilling containers, may include charging an additional fee for the collection and disposal of solid waste from containers that are filled beyond maximum capacity and require Scavenger to manually mitigate ensuing safety or litter issues.

5.2 Recyclable Materials. Scavenger Company shall collect all source separated recyclable materials generated by any person at every residential property (excluding multiple-unit residential properties) within Solid Waste Collection Zones I and 2 at least once each week on a regularly scheduled day in accordance with this Agreement, except that until the organic materials collection service (expected by January 2015) is operational, yard waste shall be collected from such properties at least once every two weeks. Scavenger Company shall collect all source separated recyclable materials generated by any person at every commercial and industrial, institutional and multiple-unit residential property within Solid Waste Collection Zones 1 and 2 upon a schedule established between Scavenger Company and each generating person (or the owner, landlord or property manager, in the case of multiple-unit residential properties), but not less frequently than is required to expeditiously collect such recyclable materials, 9 Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Company 21 of 66
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without creating storage, health, or safety hazards.

Scavenger Company may refuse to collect recyclable materials generated by, and shall not be obligated to continue to provide any recycling receptacle or container to, any person who after reasonable warning, fails to sort recyclable materials properly, or fails or refuses to allow Scavenger Company to collect, on an exclusive basis, said person's recyclable materials. Scavenger Company shall report to City any warning notices issued by Scavenger Company for this purpose, and City shall investigate same to determine whether the person receiving the notice has violated the applicable ordinance.

5.3 Yard Waste and Organic Materials Collection: Construction and Demolition Debris. Once Scavenger Company has implemented the organic materials collection service (expected by January 2015), Scavenger Company shall collect all source-separated yard waste and organic materials in a single separate container (unless otherwise agreed to by City and Scavenger Company) from residential properties once per week. Collection of yard waste and organic materials shall occur on the same day as solid waste collection each week.

Scavenger Company shall provide each customer with one (1) cart to be used for the collection and storage of yard waste. Customer can rent or purchase additional yard waste carts from Scavenger Company and Scavenger Company can bill customer as specified in Exhibit B. Scavenger Company shall collect all yard waste and organic materials carts curbside unless the customer has a documented medical reason for special handling.

Scavenger Company shall provide each residential customer a kitchen pail at the commencement of source separated organic materials collection service.

Scavenger Company must submit kitchen pail specifications to city for City's approval prior to submitting the order to the manufacturer. Scavenger Company shall provide replacement kitchen pails within 5 days of request to customers whose kitchen pail is lost, damaged or destroyed. Residents will be discouraged from placing kitchen pails curbside for collection and will be instructed to deposit the contents of the kitchen pail into the yard waste and organic materials cart.

Scavenger Company shall collect all source-separated yard waste and organic materials in separate containers from multi-unit residential customers and commercial customers that subscribe for either such service once per week.

Scavenger Company shall provide each customer with one (I) or more carts to be used for the collection and storage of yard waste and one (1) or more separate carts for the collection and storage of organic materials. Scavenger Company shall bill each multi-unit residential customer and commercial customer for the 10 Franchise Agreement 1greerne nt 13etliTen The City of Brisbane and South San Francisco Scavenger Coni zany 22 of 66
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collection of source-separated yard waste and organic materials at the rates specified in Exhibit B.

Scavenger Company shall collect all construction debris and demolition debris from residential customers, multi-unit residential customers and commercial customers that subscribe for such service in containers provided by Scavenger Company at the rates set forth in Exhibit B.

5.4 Changes; Missed Pick-Ups. Scavenger Company shall not alter or adjust collection services without providing prior notice to all service addresses, , Id any schedule modifications shall not result in reduced service frequency to any customer. Scavenger Company shall collect and remove solid waste and recyclable materials from any premises "missed" or "skipped" during the regularly scheduled time, within one (I) working day after request for collection is made by the customer or City.

5.5 Containers-Solid Waste. Scavenger Company shall collect solid waste from containers of a size and weight customarily sold for use upon residential property and which, when filled, are safely capable of being handled by one person, provided that such containers have lids capable of preventing solid waste from spilling out under normal circumstances. Containers shall be resistant to wind and to animal intrusion, as described in Section 2.5. Nothing in this section shall be deemed to preclude the use of bins or other containers of a size and shape acceptable to Scavenger Company and, in the event City and Scavenger Company shall institute new programs hereunder which require bins or other containers of a particular size and shape, customers on residential properties shall use bins or other containers meeting such requirements, provided that the cost of such bins or other containers is not charged directly to any customer but is recovered by Scavenger Company through the ratemaking process. Scavenger Company shall not be required to purchase or provide additional solid waste containers, unless needed by new participants in the solid waste program, or to replace containers needed by a resident because of loss, damage or destruction beyond the control of resident; however, Scavenger Company shall not be required to replace a residential customer's containers without charge more than twice in any two-year period.

5.6 Containers-Recyclable Materials
(a) Residential Property. Scavenger Company shall provide and distribute one set of residential recycling containers, at no cost in addition to the monthly rates, to each newly-built residential property (other than multiple-unit residential properties) in City. The recycling containers are those containers 11 Franchise green ent Between The City of Brisbane and South San Francisco Scavenger Company 23 of 66
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described in the attached Schedule I, entitled "Recycling Containers," or other similar containers mutually agreed upon by Scavenger Company and City. The cost of supplying such recycling containers shall be borne by Scavenger Company, at no cost in addition to the monthly rates. (b) Replacement of Containers. Scavenger Company shall not be required to purchase or provide additional recycling containers, unless needed by new participants in the recycling program, or to replace containers needed by a residential customer because of loss, damage or destruction beyond the control of a residential customer; however, Scavenger Company shall not be required to replace a residential customer's recycling containers without charge more than twice in any two-year period. Parties acknowledge that from time-to-time the recycling containers supplied by Scavenger Company may become lost, damaged or destroyed, and that such unusual loss or damage would not be considered within the reasonable control of the resident. Scavenger Company will automatically replace any damaged recycling containers that are placed at curbside, subject to the preceding sentence. In the event City requests Scavenger Company to provide additional single unit residential recycling containers, the cost of the containers and the distribution thereof shall be borne by City, except as provided above.
(c) Multiple-Unit Residential, Commercial and Institutional. Scavenger Company shall also make available recycling containers for each new multiple-unit residential, each new commercial and industrial and each new institutional property, within City of a size and shape suitable for each such property. The cost of supplying such recycling containers shall be borne by Scavenger Company. Scavenger Company shall not be required to purchase or provide additional recycling containers, except to replace containers needed by one of such customers because of loss, damage or destruction beyond the control of the customer; however, Scavenger Company shall not be required to replace such a customer's recycling containers without charge more than twice in any two-year period. (d) Ownership. The ownership of all recycling containers purchased by Scavenger Company under this Agreement shall be and remain with Scavenger Company.

5.7 Personnel and Equipment. Scavenger Company shall furnish the personnel, labor and equipment required for the collection, removal, handling and disposal of all solid waste generated within the corporate limits of the City. 12 Franchise 7reen rt Beill'een The City Brisbane and South San Francisco Scavenger Company 24 of 66
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5.8 Disposal Facilities. Scavenger Company shall haul all solid waste collected by it in City to the existing transfer station operated by Blue Line Transfer, Inc. a related party entity. All of such solid waste that is neither recyclable nor salvageable shall be hauled to a licensed and suitable disposal facility (i.e., landfill) located outside City selected by Scavenger Company.

5.9 Local Office. Scavenger Company shall maintain an office where service may be applied for and complaints made. The address and telephone number of such office shall regularly be included in customer billings and service information distributed to the public. Scavenger Company's office shall have a responsible individual available daily between the hours of eight o'clock a.m. and five o'clock p.m., excepting Saturday, Sunday and holidays. Calls for "missed" collections shall be received in person or by voicemail 24 hours per day, seven days per week.

5.10 Pick-Ups at City Facilities. Scavenger Company shall remove, without charge, all solid waste generated at the locations owned, leased or operated by City within Solid Waste Collection Zones I and 2 set forth on Exhibit E attached to this Agreement ("City Waste Matter"). Such service shall be provided by Scavenger Company once each week (or more frequently as set forth on Exhibit E) for the respective number and size of containers at each such location. City shall also be authorized to deliver up to 50 tons per calendar year of solid waste generated by City at facilities owned, leased or operated by City and located in Solid Waste Collection Zones 1 and 2, hauled in City vehicles, at no charge to City for disposal at the Blue Line Transfer, Inc. transfer station. Scavenger Company shall also provide on-call solid waste pickup from City facilities located in Solid Waste Collection Zones I and 2 at the request of City. In the event that City shall direct Scavenger Company: (a) to provide services under this Section 5.10 at more locations than are set forth on Exhibit F, for a greater number of containers than are set forth on Exhibit F. or more frequently than is set forth above in this Section 5.10 or Exhibit F, where such excess locations, containers and/or frequency exceed the current level of service by at least 15% based on the then current rate value of total services currently provided, then the parties shall negotiate appropriate charges by Scavenger Company to City for such excess services; or (h) to provide on-call solid waste service, then Scavenger Company shall charge City for such on-call waste service at the corresponding rates set forth on Exhibit B attached to this Agreement as then in effect after adjustment in accordance with Section 6 below; provided, however, that, in the case of either (a) or (b) above. Scavenger Company and City may agree to have Scavenger Company recover charges and fees for such excess services though the next rate adjustment under Section 6.4 below.
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5.11 Institutional Customers. Certain institutional customers, including federal, state and local government facilities and public schools, are not required, by statute, to subscribe for or accept services from Scavenger Company. However, if any such customers do subscribe for such services. Scavenger Company may charge at the same rates and provide service on the same terms as for commercial customers hereunder unless such institutional customers enter into separate written agreements with Scavenger Company that provide different terms.

5.12 Annual Citywide Yard Waste Clean-Up. Each year during the term of the franchise, Scavenger Company shall provide, for City residents only, at a location in City to be determined by mutual agreement, one (I) free weekend City-wide collection, at which it will accept up to thirty (30) free 14 or 20 cubic yard debris box loads of yard waste. The date for such collections shall be publicized in advance by Scavenger Company. The collection shall be made each year throughout the term of this franchise in accordance with practices and procedures established by Scavenger Company, and approved by the City Manager. Any debris box loads in excess of the thirty (30) per year described above will be charged to City at the applicable maximum rate(s).

5.13 On-Call Curbside Bulky Item Collection Service
(a) General. Scavenger Company shall provide two (2) separate on-call curbside bulky item collection service events to each residential property (as defined in Section 2.14) customer annually upon owner or occupant's request at no additional cost to the customer. Scavenger Company will schedule the on-call bulky item collection service events on the regularly scheduled solid waste collection day for residential property customers, no more than ten (10) business days after the owner or occupant's request. (b) Scavenger Company will allow the scheduling of on-call bulky item collection service events from January 1 through December 31 of each rate year. Scavenger Company may provide additional on-call bulky item collection service events for a customer beyond two (2) per rate year, and shall be entitled to bill customer as specified in Exhibit B. (c) Accepted Materials. Residential property (as defined in Section 2.14) customers may place the following materials out for bulky item collection service:
(i) Solid Waste, Source-Separated Recyclable Materials, and SourceSeparated Yard Waste - Up to two (2) cubic yards of materials per event, provided that such materials, except as set forth below have been bagged, boxed, bundled, or containerized by the customer. 14 Franchise Agree lent Between The City of Brisbane and South San Francisco Scavenger Company 26 of 66
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Major Appliances - One (1) large appliance per event (e.g., washing machine, clothes dryer, refrigerator, freezer).

Bulky Items - One (1) large bulky item per event (e.g., reusable furniture, mattresses, four tires).

E-Scrap - One (1) item per event (e.g., a computer, monitor or television) plus a computer keyboard. Additional items may be collected at the Scavenger Company's maximum rates specified in Exhibit B.
(d) Rejected Materials. Scavenger Company shall reject: liquids or sludge; dirt, rock, concrete or asphalt; and other materials which exceed five (5) feet in length; commercial-sized refrigerators or freezers; construction and demolition debris; hazardous waste; and infectious waste. Scavenger Company may reject any individual item that weighs more than twohundred (200) pounds (excluding major appliances) unless customer has paid, or has agreed in advance to pay, an additional fee for service.

Scavenger Company may reject un-containerized discarded materials with the exception of major appliances, bulky items, e-scrap and large pieces of yard waste such as tree limbs and dimensional lumber.
(e) Payment. Scavenger Company shall be entitled to payment for excess materials collected and for additional bulky item on-call events as specified in Exhibit B. For other venues and events, Scavenger Company may charge the venue or event organizer at the rates established by City for comparable on-call commercial solid waste and organic materials collection service.

Recyclable materials collection service shall be provided at no additional cost to events that subscribe to solid waste or organic materials collection service.

5.14 Abandoned Waste Cleanup Collection Service. Scavenger Company shall provide abandoned waste cleanup collection service within one (1) business day of being notified by City or customer or Scavenger Company's drivers of the occurrence of abandoned waste or illegal dumping at no additional cost to City up to the following annual limits: 100 pick-ups or $4,000 in tees at the then-current rates set forth in Exhibit B. whichever is greater. This service shall require Scavenger Company to collect all abandoned or illegally dumped solid waste, recyclable materials, and organic materials. The volumes of abandoned waste so collected shall he provided annually to the Director of Public Works. To the extent reasonable, Scavenger Company shall determine the person who abandoned the waste or dumped the waste illegally, e.g., by a cursory examination of the 15 Francliic grecment Bet en The Cur of Brisbane and South Sari Francisco Scavenger Company 27 of 66
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contents of the waste as to printed or other material that might indicate the source of the waste, and shall advise the City of its determination.

For abandoned materials, Scavenger Company shall dispatch appropriate employees in appropriate vehicles. In the case of special circumstances, such as where the abandoned waste is not accessible from the roadway or is oversized or overweight, either City will provide reasonable assistance as required to place the waste in Scavenger Company's vehicles (for example, by providing its backhoe and an operator for up to two hours) or City will reimburse Scavenger Company for the rental cost of any special equipment required for such purpose with notice to City and authorization for special equipment. For items such as hazardous waste, household hazardous waste and sharps, Scavenger Company shall promptly notify City.

All abandoned or illegally dumped materials collected by Scavenger Company shall be transported for processing, and all related diversion statistics will be included in the appropriate reports to City for all materials collected.

Upon request of City, abandoned waste cleanup collection service may include collection of litter and litter abatement activities along the frontage of City owned properties in Zone 1 and 2; provided, however, that Scavenger Company shall provide monthly manual cleanup of litter along the frontage of the following City streets:

Zone 1- Bayshore Boulevard
Zone 1- Sierra Point Parkway
Zone 1-Main Street
Zone I -Guadalupe Canyon Parkway
Zone 2- Industrial Way;
and, provided, further, that the cleanup of abandoned waste or litter along the frontage of any of such streets outside the customary cleanup day shall count towards the limits in the First sentence of this Section 5.14.

Scavenger Company shall charge City for all such all abandoned waste collection services in excess of the limits above at the corresponding rates set forth on Exhibit B attached to this Agreement as then in effect after adjustment in accordance with Section 6 below; provided, however, that Scavenger Company and City may agree to have Scavenger Company recover fees for such excess services through the next rate adjustment under Section 6.4 below. 16 Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Company 28 of 66
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5.15 Hazardous Waste Inspection and Handling. Scavenger Company shall inspect any solid waste, recyclable materials, yard waste, organic materials or other materials put out for collection that appear to contain or be contaminated with hazardous waste. Scavenger Company shall develop or maintain a hazardous waste training program for its employees that includes the following components: (i) personnel and training; (ii) load checking activities; (iii) management of wastes; and (iv) recordkeeping and emergency procedures.

Scavenger Company's load checking personnel, including its collection vehicle drivers, shall be trained in: (i) the effects of Hazardous Substances on human health and the environment; (ii) identification of prohibited materials; and (iii) emergency notification and response procedures. Collection vehicle drivers shall inspect containers before collection when practical.

Upon City's request, Scavenger Company shall provide City with a copy of its hazardous waste training program, the name of its environmental technician, and the frequency of its training sessions.

Under no circumstances shall Scavenger Company's employees knowingly collect hazardous waste or remove unsafe or poorly containerized hazardous waste from a collection container. If Scavenger Company determines that material placed in any container for collection is hazardous waste or other material that may not legally he accepted or safely processed at the Blue Line Transfer, Inc. transfer station or presents a hazard to Scavenger Company's employees, or those at such transfer station, Scavenger Company shall refuse to accept such material.

The generator shall be contacted by Scavenger Company and requested to arrange proper disposal. If the generator cannot be reached immediately, Scavenger Company shall, before leaving the premises, leave a non-collection notice, which indicates the reason for refusing to collect the material and lists the phone number for the San Mateo County Household Hazardous Waste Facility, or other resources as directed by City. Scavenger Company's environmental technician shall be notified to handle the issue with the generator. The Scavenger Company's environmental technician shall be required to guide the generator to safely containerizing the hazardous waste and shall explain the generator's options for proper disposition of such material.

If hazardous waste is found in a collection container or collection area that could possibly result in imminent danger to people or property, Scavenger Company shall immediately notify City's Fire Department using the nine-one-one (911) emergency telephone number. Scavenger Company shall notify City of any hazardous waste identified in containers or left at any premises within twenty-four (24) hours of identification of such material.
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Scavenger Company shall provide suitable operational and safety training for all of its employees who operate collection vehicles or equipment or who are otherwise directly Involved in such collection. Scavenger Company shall train its employees involved in collection to identify, and not to collect, hazardous waste or infectious waste.

Scavenger Company shall comply with emergency notification procedures for hazardous waste required by applicable law and regulatory requirements.

Scavenger Company shall notify all appropriate agencies, including the California Department of Toxic Substances Control and Local Emergency Response Providers and the National Response Center, of reportable quantities of hazardous waste found or observed by Scavenger Company in solid waste, recyclable materials, yard waste, organic materials, electronic waste and construction and demolition debris anywhere within Solid Waste Collection Zones I and 2. In addition to other required notifications, if Scavenger Company observes any substances which it or its employees reasonably believe or suspect to contain hazardous wastes unlawfully disposed of or released on any City property, including storm drains, streets or other public rights of way, Scavenger Company will immediately notify City.

Scavenger Company shall retain at its offices all records of hazardous materials required by law to be maintained. These records shall include: waste manifests, waste inventories, waste characterization records, inspection records, incident report and training records. Scavenger Company shall maintain records showing the types and quantities, if any, of hazardous waste found in solid waste, recyclable materials, yard waste and organic materials which was inadvertently collected from customers within Solid Waste Collection Zones 1 and 2, but diverted from landlilling.

5.16 Additional Services. Scavenger Company shall place within the City, at a centralized location upon which Scavenger Company and City agree, and collect as needed, a suitable container into which persons may place plastic bags for recycling. Scavenger Company shall provide additional services upon request of City, or upon the proposal of Scavenger Company as approved by City pursuant to Section 5.18 below, subject, if the costs incurred by Scavenger Company to provide such services increase, to the establishment by mutual written agreement of a reasonable rate therefor.

Scavenger Company shall provide emergency services at City's request in the event of major accidents, disaster, or natural calamities. Emergency services may include, but are not limited to: assistance handling, salvaging, processing, composting, or recycling materials; or disposing of solid waste following a major 18 Franchise Agreement Bell en The City of Brisbane and South San Francisco Scavenger Company 30 of 66
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accident, disruption, or natural calamity. Scavenger Company shall be capable of providing emergency services within twenty-four (24) hours of notification by City or as soon thereafter as is reasonably practical in light of the circumstances.

Emergency services as described herein shall be compensated by City in accordance with Exhibit B. If Scavenger Company cannot provide the requested emergency services, City shall have the right to temporarily take possession of Scavenger Company's equipment for the purposes of providing emergency services.

5.17 Permit and Licenses.Scavenger Company shall obtain and maintain throughout the term of the franchise all permits, licenses and approvals necessary or required for Scavenger Company to perform the work and services described herein. City shall cooperate with Scavenger Company in connection with such permits, licenses and approvals, and shall renew all such permits, licenses and approvals issued by City, provided that Scavenger Company is not in material breach of this Agreement and provided Scavenger Company shall have fulfilled all then existing requirements for the renewal of such permits, licenses and approvals.

5.18 Diversion Requirement
(a) Programs: Diversion Compliance; Indemnification.In order for City to achieve compliance with the fifty percent (500/) diversion requirement of the Act. Scavenger Company shall propose and implement various recycling, solid waste reduction, public education and reporting programs for City and its residents for so long as compliance with the Act's diversion requirements is required. Subject to Public Resources Code Section 40059.1 and the conditions set forth in Section 5.18(b) below, Scavenger Company hereby agrees (i) to divert the percentage of the City's solid waste, and perform such other actions, as necessary to permit City to achieve compliance, as to Solid Waste Collection Zones 1 and 2 only, with the requirements of the Act as it may be amended from time to time; and (ii) to protect, defend and indemnify City and its Council, boards, commissions, officers, agents, representatives and employees against all fines or penalties imposed by Cal Recycle as the result of the failure to achieve compliance, as to Solid Waste Collection Zones 1 and 2 only, with such 50% or, if applicable, any lesser or greater percentage diversion requirement imposed under the Act as it may be amended from time to time; provided that City, in its reasonable discretion, has contested any such fines or penalties and that City has given Scavenger Company the opportunity to jointly control the contest of any such tines and/or penalties so imposed on City. This indemnification requirement shall survive the expiration or earlier termination of this Agreement.
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(b) City Responsibilities, Other Factors. Notwithstanding any other provision in this Agreement, Scavenger Company's obligations pursuant to Section

5.I8(a) above, relating to compliance with the Act and indemnification shall depend upon:
(i) City taking all actions reasonably necessary to implement programs and adopt reasonable rate increases as proposed by Scavenger Company in accordance herewith;
(ii) City considering, enacting, administering, and enforcing, appropriate laws, regulations, incentives and sanctions necessary to assure the exclusive nature of Scavenger Company's franchise rights in Solid Waste Collection Zones 1 and 2 hereunder and to gain the waste diversion participation of residential properties, commercial and industrial properties and institutional properties within City as deemed reasonably necessary by City and
Scavenger Company to ensure diversion goal compliance;
(iii) The fines or penalties which give rise to such indemnification obligations, or the failure to achieve such compliance under the Act, not resulting from the actively negligent or willful acts or omissions of City (excluding for this purpose any negligent or willful acts or omissions by Scavenger Company that would be imputed to City);
(iv) Scavenger Company not being required by City or by a change in applicable law or regulation to cease performing any of its recycling or other services which contribute to landfill diversion; and
(v) There being no change in any applicable law or regulation which materially impairs Scavenger Company's ability to find bona fide end users of recyclable materials.
(c) Unforeseeable Circumstances. In the event that Scavenger Company shall have used its best efforts consistent with this Agreement to ensure that the 50% (or greater) diversion requirement of the Act is achieved by City as to Solid Waste Collection Zones I and 2 only, but shall determine that such requirement may nonetheless not be satisfied, Scavenger Company shall give City prompt written notice of such determination. City and Scavenger Company shall then meet promptly to decide whether to increase rates beyond the rates called for in Exhibit B and Section 6 below to fund additional efforts which were unforeseeable on the date hereof and which 20 Franchise /154.reen ent Between The City of Brisbane and South San Francisco Scavenger Company 32 of 66
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Scavenger Company has reasonably not undertaken to date to satisfy such diversion requirement, provided that, if City is unwilling to do so or if the parties are unable to agree on a mutually-acceptable alternative, Scavenger Company shall be relieved of its Act compliance and indemnification obligations set forth in Section 5.18(a) above.
(d) Reports; Other Compliance. In connection with its other activities described in this Section 5.18, Scavenger Company shall prepare and/or cooperate with City in preparing and filing all relevant reports to governmental authorities concerning Act compliance, and shall assist City in the biannual review of such reports.

6. Rates. Scavenger Company shall bill customers for its services under this Agreement at the rates set forth in Exhibit B to this Agreement, as adjusted under Section 4.1. Sections

6.2, 6.3 and 6.4 below and other relevant provisions of this Agreement. Residential and multiple-unit residential customers shall be billed quarterly in advance, and commercial and other customers shall be billed monthly in arrears. Scavenger Company shall be entitled to charge commercially reasonable late charges and/or interest on overdue accounts, and may stop service if an account remains overdue for more than ninety (90) days. Scavenger Company shall report to the City the name and address of any customer if it stops service because the customer's account remains overdue for more than 90 days.

6.1 Establishment of Rates. The maximum service rates specified in Exhibit B to this Agreement have been agreed upon by City and Scavenger Company and shall take effect on the effective date of the franchise as set forth in Section 3 above.

Such maximum service rates shall be subject to review and revision as set forth in Section 4.1 above, Sections 6.2, 6.3 and 6.4 below and other relevant provisions of this Agreement. Scavenger Company shall not charge any amount in excess of the approved rates for services required by or permitted under this Agreement.

6.2 Modification Based on Consumer Price Index. The maximum rates specified under this Agreement shall be adjusted July 1st every year (beginning in 2016, but excluding the year 2015 and every third year thereafter) by an amount equal to eighty percent (80%) of the percentage change, if any, in the Consumer Price Index for Urban Wage Earners and Clerical Workers, as published and maintained by the United States Bureau of Labor Statistics for the San Francisco-Oakland Metropolitan Area (1982-84— 100), for the prior year, using the Index most recently published before March 31st of such year and before the prior March 31st. For example, ifthe Index should decrease by two percent (2%) as of March 31, 2016 as compared with March 31, 2015, each of the maximum rates set forth on Exhibit B, as previously adjusted, would be decreased as of July 1, 2016 by one and six-tenths percent (1.6%) [negative .02 multiplied by .8]. Likewise, if the 21 Franchise 4reemem 73cttiicen The City of Brisbane and South San Francisco Scavenger Company 33 of 66
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Index should increase by three percent (3%) as of March 31, 2019 as compared with March 31, 2018, each of the maximum rates set forth on Exhibit B, as previously adjusted, would be increased as ofJuly 1, 2019 by two and four-tenths percent (2.4%) [03 multiplied by .8]. The procedure for rate adjustments under this Section 6.2 shall be as follows.
(a) Not later than March 31st of each year that is subject to a rate adjustment under this Section 6.2, Scavenger Company shall file with City a written Notice of Intention to increase each of the then current rates effective as of July 1st of the same year in accordance with the above-specified formula, if Scavenger Company believes such an increase to be called for, or City shall provide to Scavenger Company a written Notice of Intention to decrease each of the then current rates effective as of July 1st of the same year in accordance with the above-specified formula, if City believes such a decrease to be called for.
(b) Within thirty (30) days of the filing of the Notice of Intention, the City Manager shall review the Notice of Intention with Scavenger Company, and either confirm that the proposed rates are within the limit of Section 6.2(a) above or establish by mutual agreement with Scavenger Company any necessary changes to the proposed maximum rates to make such confirmation.
(c) The City Manager shall immediately inform the City Council in writing of the new maximum rates determined in accordance with this Section 6.2 and, not later than June 30th of the year of the Notice of Intention, the City Council shall act upon the new maximum rates as appropriate, with any new maximum rates to become effective on July 1st of the same year. (d) In the event that the Consumer Price Index described in Section 6.2(a) above shall be discontinued or materially modified during the term of the franchise, the parties shall use their best efforts to substitute a replacement index and/or otherwise change Section 6.2(a) above so as to replicate, as nearly as possible, the mutual intention of the parties to rely on the results of the Consumer Price Index described in Section 6.2(a) as in effect on the date hereof.

6.3 Extraordinary Items. In addition to adjustments under Sections 6.2 above and 6.4 below, the maximum rates hereunder shall be subject to increase or decrease to reflect extraordinary increases or decreases in Scavenger Company's costs of providing services hereunder, such as landfill or disposal costs, costs mandated by governmental action or judicial decisions, franchise fees and similar items. 22 Franchise -1grceinent Bent cen The City of' Brisbane 017d SO11111 San Francisco Scavenger Company 34 of 66
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Increases or decreases in maximum rates pursuant to this Section 6.3 shall take effect so as to eliminate, to the maximum extent possible, Scavenger Company's loss or gain of revenue and/or profit resulting from the extraordinary increase or decrease in costs from the date(s) such increase or decrease first occurred.

6.4 Modification Based on Neighboring Cities' Rates. Irrespective of any adjustments to maximum rates pursuant to Sections 6.2 and/or 6.3 above, every maximum service rate applicable under this Agreement shall be adjusted effective as of July 1 in each of the years 2015 and every third year thereafter (i) in the case of each of the service categories set forth in Exhibit C attached to this Agreement, so as to equal eighty-eight percent (88%) plus the percentage of the Franchise Fee times the average of the most current rates for such service category charged in the jurisdictions set forth in Exhibit D, and (ii) in the case of every other service category not set forth on Exhibit C, so as to equal an amount reasonably arrived at by extrapolating from the new rates determined in accordance with Section 6.4(i) above. The most current rate charged in each jurisdiction listed in Exhibit D for a service category listed in Exhibit C shall mean the rate that applies as of the date Scavenger Company files the Notice of Intention described in Section 6.4(a) below, and shall be based on the actual published rate for a period including such date. The average of the most current rates for a particular service category listed on Exhibit C shall be determined by adding all the most current rates for such service category, and dividing by the number of jurisdictions set forth in Exhibit D. The procedure for rate adjustments under this Section 6.4 shall be as follows. (a) Not later than March 31st of each year that is subject to a rate adjustment under this Section 6.4, Scavenger Company shall file with City a written Notice of Intention to adjust, effective as of J uly 1st of the same year, each of the then current maximum service rates in accordance with Section 6.4 above.

An example of such calculation for an Exhibit C service category and for a related service category not listed in Exhibit C is as follows: if the total of the most current rates in the applicable jurisdictions, which number thirtytwo (32), for weekly 2-yard commercial front end loader service per month as of March 31, 2018 were $4,800, Scavenger Company's Notice of Intention for July 1, 2018 would specify $150.00 [$4,800 divided by 32 multiplied by .88 plus the percentage of the Franchise Fee] as the new maximum rate for such service category, and could specify $300.00 for weekly 4-yard commercial front end loader service per month. (b) Within thirty (30) days of the filing of the Notice of Intention, the City Manager shall review the Notice of Intention, and either confirm that the 23 Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Company 35 of 66
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proposed maximum rates conform with Section 6.4 above, or meet with Scavenger Company to establish by mutual agreement with Scavenger Company any necessary changes to the proposed maximum rates to make such confirmation.
(c) The City Manager shall immediately inform the City Council in writing of the new maximum rates determined in accordance with this Section 6.4 and, not later than June 30th of the year of the Notice of Intention, the City Council shall act upon the new maximum rates as appropriate, with any new maximum rates to become effective on July 1st of the same year. (d) From time to time during the term hereof, the list of jurisdictions set forth in Exhibit D shall be changed to conform to any changes in the list of benchmarking jurisdictions set forth in that certain Agreement for the Collection and Disposal of Solid Waste Matter in the City of South San Francisco between Scavenger Company and such City dated July 9, 1997, as amended and as may be further amended from time to time, each such change to be contemporaneous with the corresponding change in South San Francisco.

6.5 Potential Rate Constraints. The parties recognize that, as of the date this Agreement is entered into, there is no authoritative judicial determination of whether Articles XIII C or XIII D of the California Constitution apply to charges imposed by private enterprises for solid waste handling and recycling services when those charges are regulated by a local government.

The City will not be in default of this Agreement if (i) a majority protest or referendum prevents the initial maximum rates or a proposed maximum rate increase from being adopted, (ii) a court rules that maximum rates adopted by City are not consistent with Article XIII C or D, or (iii) a voter initiative not endorsed by City reduces maximum rates from those in effect. After the occurrence of any event referred to in clauses (i)-(iii) above, the parties shall promptly meet and negotiate in good faith to adjust service levels commensurate with the rates that Scavenger Company may legally charge, in a manner reasonably calculated (given such rates) to minimize any adverse effect on public health and safety and to allow Scavenger Company to cover its necessary costs plus a commercially reasonable profit.

Nothing in this Agreement shall be deemed or construed to be an admission by City or Scavenger Company that Articles XIII C or XIII D of the California Constitution apply to the rates charged by Scavenger Company under this Agreement.
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6.6 Scavenger Company shall use in connection with transportation of solid waste modern motor dump trucks with water tight bodies, sufficient in number and capacity to efficiently perform the work required by the Agreement. Scavenger Company shall keep the outside of the truck bodies free from dirt and debris, and shall clean the inside of the trucks in a sanitary manner on a regular basis.

Suitable measures shall be taken to prevent refuse from falling into public streets or places. Scavenger Company shall keep all trucks freshly painted in a uniform manner, and the firm name, telephone number, and truck number of each truck shall appear on each side thereof in a conspicuous manner. Scavenger Company shall keep all trucks in good maintenance and repair, regularly inspect same, and keep accurate records of all vehicle maintenance. Scavenger Company shall also be responsible for causing Blue Line Transfer, Inc. to maintain all of its equipment and vehicles in safe and sanitary condition in accordance with the standards set forth for Scavenger Company's vehicles in this Section 7.1.

6.7 Scavenger Company shall not litter premises in the process of making collections nor allow refuse to blow or fall from any container or vehicle used for collections.

Scavenger Company shall clean-up any and all spills, including oil and debris on the streets, resulting from its operations as soon as possible on the same day as the occurrence. Scavenger Company shall use due care to prevent vehicle oil, vehicle fuel, or other liquids from being spilled during collection or transportation operations. Should Scavenger Company fail to promptly clean up such spills resulting from its operations after notice from City, Scavenger Company shall be liable to City for all reasonable costs incurred by City in doing so

6.8 Scavenger Company shall provide suitable operational and safety training for all of its employees who utilize or operate vehicles or equipment for collection of solid waste or who are otherwise directly involved in such collection. Scavenger Company shall use its best efforts to assure that all employees present a neat appearance, conduct themselves in a courteous manner, and perform the work as quietly as possible. Scavenger Company shall also designate one or more qualified employees as supervisors of field operations, who will devote a substantial portion of their time in the field checking on collection operations, including responding to complaints.

6.9 Scavenger Company's general manager shall have e-mail capabilities to enable City and Scavenger Company's general manager to communicate via email.

Scavenger Company's general manager shall respond to City email correspondence within twenty-four (24) hours of the first business day after notification.
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6.10 Upon request from City, beginning on the effective date, and then on a monthly basis thereafter if requested, Scavenger Company shall meet with the City to discuss progress of each active diversion program, quality and reliability of collection services, and compliance with the terms of the Agreement. At each meeting, City and Scavenger Company shall have the opportunity to present and discuss proposed changes in service such as changing program requirements or modifying collection methods.
6 1 City shall have the right, but not the obligation, to observe and inspect all of Scavenger Company's operations under this Agreement. In connection therewith, City shall have the right to enter facilities used by Scavenger Company during operating hours, speak to any of Scavenger Company's employees and receive cooperation from such employees in response to inquiries. In addition upon reasonable notice and without interference with Scavenger Company's operations, City may review and copy any of Scavenger Company's operational and business records related to this Agreement if City so requests, and Scavenger Company shall make specified personnel available to accompany City employees on inspections and shall provide electronic copies of records stored in electronic media. All of such records shall be subject to confidentiality to the extent provided in, and in accordance with, Section 18 below.

6.12 The City Manager may direct Scavenger Company in writing to make changes in services and service levels, and in the manner in which services are performed. that do not cause an increase in the cost of performing the services and that do not cause a material decrease in the level of service, as determined by the City Manager.

6.13 Scavenger Company is required to operate a customer service call center that will serve as the primary telephone point of contact and information for all services.

The Customer service call center hotline is required to be staffed live during regular business hours (i.e., Monday through Friday 8:00 a.m. to 5:00 p.m.).

6.14 Scavenger Company shall maintain and publicize an up-to-date website whereby customers can conduct business with Scavenger Company in both English and Spanish. Scavenger Company is required to update the website monthly, and more frequently if necessary. At a minimum, the website shall:
(a) Allow customers to view and pay bills issued by Scavenger Company; (b) Allow customers to request services such as, but not limited to, on-call collection service events, on-call bulky item collections, extra collections, service changes, temporary drop box service, service terminations, and service stops;
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(c) Provide answers to 10 frequently asked questions, including, but not limited to: proper container set-out instructions; list of acceptable yard waste and recyclable and organic materials; collection days (in response to customer input of service address); billing issues, customer service telephone and email contact information; and the Blue Line Transfer, Inc. transfer station site hours, directions, and acceptable materials;
(d) Provide complete list of City-approved rates for all customers; (e) Allow customers to tile complaints and receive from Scavenger Company e-mail responses to complaints;
(1) Provide a link to enable customers to email Scavenger Company; and (g) Maintain and produce visitor logs and reporting, including, but not limited to, website and individual page visitation, number of web-based bill payments per month, number of website-submitted complaints per month, and individual and summary customer complaint and resolution reporting, subject to applicable privacy laws.

6.15 Scavenger Company shall employ only competent and qualified personnel who serve the public in a courteous, helpful, and impartial manner. Scavenger Company shall use its best efforts to assure that all employees present a neat appearance and conduct themselves in a courteous manner. Scavenger Company shall regularly train its employees in Customer courtesy, shall prohibit the use of loud or profane language, and shall instruct Collection employees to perform the work as quietly as possible. If any employee is found not to be courteous or not to be performing services in the manner required by this Agreement, Scavenger Company shall take all appropriate corrective measures. City may require Scavenger Company to reassign an employee, if the employee has conducted himself or herself inconsistently with the terms of this Agreement.

Scavenger Company shall adopt policies and procedures consistent with State and federal law that ensure a sober and drug-free workplace. This includes strictly prohibiting unlawful manufacture, distribution, possession, or use of any controlled substance in the workplace, regardless of whether the employee is on duty at the time. Further, the policies and procedures shall prohibit an employee from operating either City or Scavenger Company equipment or vehicles (whether on or off duty) while under the influence of alcohol or drugs. The purpose of these policies and procedures is to ensure workplace safety, productivity, efficiency, and the quality of Scavenger Company's service to customers. 27 Franchise Agreemc Between The City of Brisbane and South San Francisco Scavenger Company 39 of 66
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Scavenger Company shall not permit its employees to demand or solicit, directly or indirectly, any additional compensation or gratuity from members of the public for collection services or accept gratuities or compensation in exchange for additional collection services.

7. Provisions Applicable to Customer Service, Equipment and Personnel

7.1 Scavenger Company shall use in connection with transportation of solid waste modern motor dump trucks with water tight bodies, sufficient in number and capacity to efficiently perform the work required by the Agreement. Scavenger Company shall keep the outside of the truck bodies free from dirt and debris, and shall clean the inside of the trucks in a sanitary manner on a regular basis.

Suitable measures shall be taken to prevent refuse from falling into public streets or places. Scavenger Company shall keep all trucks freshly painted in a uniform manner, and the firm name, telephone number, and truck number of each truck shall appear on each side thereof in a conspicuous manner. Scavenger Company shall keep all trucks in good maintenance and repair, regularly inspect same, and keep accurate records of all vehicle maintenance. Scavenger Company shall also be responsible for causing Blue Line Transfer, Inc. to maintain all of its equipment and vehicles in safe and sanitary condition in accordance with the standards set forth for Scavenger Company's vehicles in this Section 7.1.

7.2 Scavenger Company shall not litter premises in the process of making collections nor allow refuse to blow or fall from any container or vehicle used for collections.

Scavenger Company shall clean-up any and all spills, including oil and debris on the streets, resultinv, from its operations as soon as possible on the same day as the occurrence. Scavenger Company shall use due care to prevent vehicle oil, vehicle fuel, or other liquids from being spilled during collection or transportation operations. Should Scavenger Company fail to promptly clean up such spills resulting from its operations after notice from City, Scavenger Company shall be liable to City for all reasonable costs incurred by City in doing so.

7.3 Scavenger Company shall provide suitable operational and safety training for all of its employees who utilize or operate vehicles or equipment for collection of solid waste or who are otherwise directly involved in such collection. Scavenger Company shall also designate one or more qualified employees as supervisors of field operations, who will devote a substantial portion of their time in the field checking on collection operations, including responding to complaints.

7.4 Scavenger Company's general manager shall have e-mail capabilities to enable City and Scavenger Company's general manager to communicate via email.

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correspondence within twenty-four (24) hours of the first business day after notification.

7.5 Upon request from City, beginning on the effective date, and then on a monthly basis thereafter if requested, Scavenger Company shall meet with the City to discuss progress of each active diversion program, quality and reliability of collection services, and compliance with the terms of the Agreement. In particular, Scavenger Company and City shall meet to explore options (a) if the implementation of the organic materials collection service (by which all source separated yard waste and organic materials are placed in a single separate container) causes containers to be upended by animals and the contents to be scattered, and (b) concerning implementing a yard waste and/or organic materials collection program(s) at multiple-unit residential properties and commercial properties. At each meeting, City and Scavenger Company shall have the opportunity to present and discuss proposed changes in service such as changing program requirements or modifying collection methods.

7.6 City shall have the right, but not the obligation, to observe and inspect all of Scavenger Company's operations under this Agreement. In connection therewith, City shall have the right to enter facilities used by Scavenger Company during operating hours, speak to any of Scavenger Company's employees and receive cooperation from such employees in response to inquiries. In addition upon reasonable notice and without interference with Scavenger Company's operations, City may review and copy any of Scavenger Company's operational and business records related to this Agreement if City so requests, and Scavenger Company shall make specified personnel available to accompany City employees on inspections and shall provide electronic copies of records stored in electronic media. All of such records shall be subject to confidentiality to the extent provided in, and in accordance with, Section 18 below.

7.7 The City Manager may direct Scavenger Company in writing to make changes in services and service levels, and in the manner in which services are performed. that do not cause an increase in the cost of performing the services and that do not cause a material decrease in the level of service, as determined by the City Manager.

7.8 Scavenger Company shall maintain and publicize an up-to-date website whereby customers can conduct business with Scavenger Company in English and Spanish. Scavenger Company is required to update the website monthly, and more frequently if necessary. At a minimum, the website shall:
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(b) Allow customers to request services such as, but not limited to, on-call collection service events, on-call bulky item collections, extra collections, service changes, temporary drop box service, service terminations, and service stops;
(c) Provide answers to 10 frequently asked questions, including, but not limited to: proper container set-out instructions; list of acceptable yard waste and recyclable and organic materials; collection days (in response to customer input of service address); billing issues, customer service telephone and email contact information; and the Blue Line Transfer, Inc. transfer station site hours, directions, and acceptable materials;
(d) Provide complete list of City-approved rates for all customers; (e) Allow customers to file complaints and receive from Scavenger Company e-mail responses to complaints;
(1) Provide a link to enable customers to email Scavenger Company; and (g) Maintain and produce visitor logs and reporting, including, but not limited to, website and individual page visitation, number of web-based bill payments per month, number of website-submitted complaints per month, and individual and summary customer complaint and resolution reporting, subject to applicable privacy laws.

7.9 Scavenger Company shall employ only competent and qualified personnel who serve the public in a courteous, helpful, and impartial manner. Scavenger Company shall use its best efforts to assure that all employees present a neat appearance and conduct themselves in a courteous manner. Scavenger Company shall regularly train its employees in Customer courtesy, shall prohibit the use of loud or profane language, and shall instruct Collection employees to perform the work as quietly as possible. If any employee is found not to be courteous or not to be performing services in the manner required by this Agreement, Scavenger Company shall take all appropriate corrective measures. City may require Scavenger Company to reassign an employee, if the employee has conducted himself or herself inconsistently with the terms of this Agreement.

Scavenger Company shall adopt policies and procedures consistent with State and federal law that ensure a sober and drug-free workplace. This includes strictly prohibiting unlawful manufacture, distribution, possession, or use of any controlled substance in the workplace, regardless of whether the employee is on duty at the time. Further, the policies and procedures shall prohibit an employee from operating either City or Scavenger Company equipment or vehicles (whether 30 Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Company 42 of 66
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on or off duty) while under the influence of alcohol or drugs. The purpose of these policies and procedures is to ensure workplace safety, productivity, efficiency, and the quality of Scavenger Company's service to customers.

Scavenger Company shall not permit its employees to demand or solicit, directly or indirectly, any additional compensation or gratuity from members of the public for collection services or accept gratuities or compensation in exchange for additional collection services.

8. Records, Reports and Audited Statements

8.1 Scavenger Company shall keep and maintain accurate books and records clearly showing its revenues and expenses in connection with the operations provided for in this Agreement.

8.2 Each fiscal year of Scavenger Company, Scavenger Company shall provide City, within ninety (90) days of Scavenger Company's fiscal year-end, a copy of its annual audited financial statements and management letter for that fiscal year, provided the City Manager may grant an extension of thirty (30) days. Such financial statements shall include a supplemental combining schedule showing Scavenger Company's results of operations by franchise area, including the specific revenues and expenses in connection with the operations provided for in this Agreement and others included in such financial statements. The financial statements and supplemental schedule shall be prepared in accordance with generally accepted accounting principles (GAAP) and audited, in accordance with generally accepted auditing standards (GAAS), by a certified public accountant (CPA) licensed (in good standing) to practice public accounting in the State of California as determined by the State of California Department of Consumer Affairs Board of Accountancy. The CPA's opinion on Scavenger Company's annual financial statements and supplemental schedule shall be unqualified, except as to uncertainties for which the ultimate outcome cannot be determined by the date of the CPA's opinion.

Scavenger Company shall, in its agreement with the CPA performing its annual audit referred to above, have its CPA make available to City (or City's designated representative) such CPA's working papers related to the audit.

8.3 Scavenger Company shall make available to City such of its additional records, information or reports, as requested by City from time-to-time upon reasonable notice by City.

8.4 Scavenger Company agrees that the records of any and all related party entities, including, but not limited to, Blue Line Transfer, Inc., shall be made available to 31 Franchise "CC771elli Beth een The City of Bris bane anti South San Francisco Scavenger Company 43 of 66
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City (or City's designated representative) so long as the related party entity does business with Scavenger Company in connection with the services under this Agreement and, in general, is associated with the removal and disposal of solid waste from Solid Waste Collection Zones I and 2. As part of the annual review requirement described in Section 8.2, Scavenger Company shall provide City, within ninety (90) days of Blue Line Transfer, Inc.'s fiscal year-end, a copy of Blue Line Transfer, Inc.'s annual audited financial statements and management letter for that fiscal year, provided the City Manager may grant an extension of thirty (30) days. The financial statements shall he prepared in accordance with GAAP and audited, in accordance with GAAS, by a certified public accountant (CPA) licensed in the State of California as determined by the State of California Department of Consumer Affairs Board of Accountancy. The CPA's opinion on Blue Line Transfer, Inc.'s annual financial statements shall he unqualified, except as to uncertainties for which the ultimate outcome cannot be determined by the date of the CPA's opinion.

Blue Line Transfer, Inc. shall, in its agreement with the CPA performing its annual audit referred to above, have its CPA make available to City (or City's designated representative) such CPA's working papers related to the audit.

For the purposes of this Section 8.4, "related party entity" shall mean any entity the majority of which is owned or of Cctively controlled by one or more of the present shareholders, directors, officers or senior management employees of Scavenger Company or their families.

8.5 Annually during the period from the commencement of the franchise through the date which applies for purposes of measuring compliance with the diversion requirements of the Act, Scavenger Company shall supply City with a written report setting forth Scavenger Company's best estimate of the diversion rate as of the end of the most recent month. Scavenger Company shall also supply City with such related information as City may reasonably request and as Scavenger Company possesses concerning such estimate.

8.6 Scavenger Company shall develop and submit to City an annual sustainability report. Scavenger Company shall annually file its emissions data with The Climate Registry ("TCR"). The annual climate action report shall be submitted with Scavenger Company's annual report. This report shall include: information on Scavenger Company's emissions data filed with TCR; a description of Scavenger Company's carbon footprint; and, a description of Scavenger Company's activities both planned and implemented to reduce its carbon footprint.
32 FranchiseAgreement Between The City of Brisbane and South San Francisco Scavenger Company 44 of 66
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Hold Harmless and Insurance

9.1 Scavenger Company shall indemnify and hold harmless City, its Council, boards, commissions, officers, agents, representatives and employees from any and all actions, claims or damages brought for or on account of injuries to or death of any person or damage to property resulting from or arising out of the operations of Scavenger Company, its officers, agents, employees or servants pursuant to this Agreement. The duty of Scavenger Company to indemnify and hold harmless shall include the duty to defend as set forth in California Civil Code Section 2778.

9.2 Scavenger Company shall have in effect during the term of the franchise, workers' compensation and employer liability insurance providing full statutory coverage.

In signing this Agreement, Scavenger Company makes the following certification required by Section 1861 of the California Labor Code.
am aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability of workers' compensation or to undertake self-insurance in accordance with the provisions of the code, and I will comply with such provisions before commencing the performance of the work of this Agreement."

9.3 Scavenger Company shall take out and maintain during the term of the franchise liability insurance for the following types and minimum amounts (such minimum amounts to be subject to review by the parties every five (5) years), provided that the stated limits in (a) and (h) below may be satisfied by any combination of basic and excess liability policies:
(a) General liability, including comprehensive form, premises operations, products/completed operations, hazard, contractual insurance, broad form property damage, independent contractors and personal liability, with limits for bodily and property damage combined of $1,000,000 each occurrence and $5,000,000 aggregate.
(b) Automobile liability, including comprehensive form, owned, hired and nonowned, with a limit of $2,000,000 for bodily injury and property damage combined.
(c) Excess liability, umbrella form, with a limit for bodily injury and property damage combined of $10,000,000 each occurrence and $10,000,000 aggregate.
(d) The insurance policies required by this section shall be issued by an insurance company or companies admitted to do business in the State of 33 Franchise Agreement Bel een The City of Brisbane and South San Francisco Scavenger Company 45 of 66
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California, subject to the jurisdiction of the California Insurance Commissioner, and with a rating in the most recent edition of Best's Insurance Reports of A or better.

The policies shall contain endorsements or certificates in substantially the following form if available from the insurance companies:
(i) Workers' Compensation and Employers' liability Policy. • "Prior written notice shall be given to the Insured in the event of cancellation or nonrenewal of this policy in
accordance with the terms of this policy." (In the event hat Scavenger Company receives any such notice, it shall
immediately send a copy to:

Attention: (Brisbane contact info).
• "Insurer waives all right of subrogation against City and its officers and employees for injuries or illnesses arising from work performed for City."
(ii) Comprehensive General Liability Policy: Automobile liability Policy; Pollution Liability Policy; and Hazardous Materials Policy. • "Prior written notice shall be given to the Insured in the event of cancellation, reduction of coverage, or nonrenewal of this policy in accordance with the terms of this policy." (In the event that Scavenger Company receives any such
notice, it shall immediately send a copy to:

Attention: (Brisbane contact info).
"The City, its officers, employees, and agents are additional insureds on this policy."
"This policy shall be considered primary insurance as respects any other valid and collectible insurance maintained by the City, including any self-insured retention or program of self-insurance, and any other such insurance shall be considered excess insurance only."
"Inclusion of the City as an insured shall not affect the City's rights as respects any claim, demand, suit or judgment brought or reconvened against the Scavenger Company."
Scavenger Company remains responsible for the payment of all losses and investigation, claim administration and defense expenses, including those of City. 34 Franchise., greemcnt Beaveen The City of Brisbane and South San Francisco Scavenger Company 46 of 66
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No later than thirty (30) days before the effective date, Scavenger Company shall furnish City one or more certificates of insurance on a standard ACORD form substantiating that each of the coverages required hereunder is in force, in form and substance satisfactory to City. Such certificates shall show the type and amount of coverage, effective dates and dates of expiration of policies and shall be accompanied by all required endorsements. If City requests, copies of each policy, together with all endorsements, shall also be promptly delivered to City.

Scavenger Company shall furnish renewal certificates to City to demonstrate maintenance of the required coverages throughout the term of this Agreement.

In the event performance of any services is delegated to a subcontractor, Scavenger Company shall require such subcontractor to provide statutory workers' compensation insurance and employer's liability insurance for all of the subcontractor's employees engaged in the work. The liability insurance required by this Agreement and the automobile liability policy required by this Agreement shall cover all subcontractors or the subcontractor must furnish evidence of separate insurance meeting all of the requirements above.

Scavenger Company shall comply with all requirements of the insurers issuing policies. The carrying of insurance shall not relieve Scavenger Company from any obligation under this Agreement. If any claim is made by any third person against Scavenger Company or any subcontractor on account of any occurrence related to this Agreement, other than claims by employees for work-related incidents, Scavenger Company shall promptly report the facts in writing to the insurance carrier and to City.

If Scavenger Company fails to procure and maintain any insurance required by this Agreement, City may take out and maintain such insurance as it may deem proper and may require Scavenger Company to reimburse it for the cost incurred within thirty (30) days and/or deduct the cost from any monies due Scavenger Company. City may also treat the failure as a Scavenger Company default.

City is not responsible for payment of premiums for or deductibles under any required insurance coverages.

10. Hazardous Waste Indemnification
Scavenger Company shall indemnify, defend and hold harmless City and its officers, employees and agents (collectively, the "Indemnitees") against all claims, of any kind whatsoever paid, incurred or suffered by, or asserted against Indemnitees 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 hazardous wastes released, spilled or 35 Franchis greelaaea t Between The (..7ify Of I shone and South San Francisco Scavenger C017 011y 47 of 66
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disposed of by Scavenger Company pursuant to this Agreement. The foregoing indemnity is intended to operate as an agreement pursuant to Section 107(e) of the Comprehensive Environmental Response, Compensation and Liability Act, ("CERCLA"), 42 U.S.C.

Section 9607(e), and California Health and Safety Code Section 25364, to defend, protect, hold harmless and indemnify Indemnitees from liability and shall survive the expiration or earlier termination of this Agreement. Notwithstanding the foregoing, Scavenger Company is not required to indemnify the Indemnitees against claims arising from Scavenger Company's delivery of solid waste, recyclable materials, yard waste or organic materials to the Blue Line Transfer, Inc. transfer station, or their subsequent delivery to other processing locations or the ultimate disposal site, unless such claims are due to Scavenger Company's negligence or willful misconduct.

I 1. Franchise Termination
In the event Scavenger Company defaults in the performance of any of the duties to be performed by it under the terms of this Agreement, City shall give Scavenger Company written notice, either by mail or by personal service, setting forth the default. Scavenger Company shall correct such default within fifteen (15) days after receipt of such notice unless the default cannot, by its nature, be cured within said period, in which case the cure period shall be extended for such additional time as is reasonably necessary to effect a cure, provided that Scavenger Company shall commence efforts to effect a cure as soon as practicable and shall diligently pursue and complete the cure. If Scavenger Company fails, neglects or refuses for the applicable cure period to correct any default which constitutes a material breach of this Agreement (other than Scavenger Company's failure to divert the percentage of the City's solid waste, and/or perform such other actions, as necessary for City to achieve compliance, with respect to Solid Waste Collection Zones 1 and 2 only, with the requirements of the Act as it may be amended from time to time), then City, without further notice and without suit or other proceedings, may cancel and annul the rights and privileges of the franchise grant. Nothing in this section shall prohibit the parties from meeting to discuss and negotiate ways to resolve the issue.

11.2 In the event City elects to terminate the franchise uant pursuant to Section 11.1 above, City shall have the right forthwith to grant a franchise to another scavenger company or City may elect to assume responsibility for collection of solid waste within all or any portion of its jurisdiction. Until such time as trucks and other equipment are either provided by another scavenger company or are acquired by City for its own use, City may take possession of the trucks and other equipment of Scavenger Company used to perform work under this Agreement. In such event, City shall pay to Scavenger Company the reasonable rental value of such trucks and equipment, and keep them in good maintenance and repair, during the 36 Franchise Ag cement Between The City of Brisbane and South San Francisco Scavenger Company 48 of 66
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time the same are used by City. City and its authorized representatives shall also have access to Scavenger Company's records for the purpose of billing service accounts during the period City is providing the services described in this Agreement, and shall retain all fees collected for such services.

11.3 In the event of any dispute arising between the parties under this Agreement, the parties shall first submit such dispute to non-binding mediation to be completed within ninety (90) days before a .IAMS mediator having experience with contracts similar to this Agreement and that is mutually acceptable to the parties. If the parties are unable, after a period of thirty (30) days, to agree on a mediator, either party shall be entitled to petition a court of competent jurisdiction to appoint such a mediator for the parties. Each party shall bear its own costs, including attorney's fees, incurred in connection with the mediation. If the mediation does not result in a resolution of the dispute that is acceptable to both parties, either party may institute litigation. The prevailing party in such litigation shall be entitled to recover from the other party its reasonable attorney's fees, costs and necessary disbursements, including expert witness fees, incurred in such litigation.

11.4 If Scavenger Company shall at any time during the term of this Agreement or any extension thereof, become insolvent, or if proceedings in bankruptcy shall be instituted by or against Scavenger Company, or if Scavenger Company shall be adjudged bankrupt or insolvent by any Court, or if a receiver or trustee in bankruptcy or a receiver of any property by Scavenger Company shall be appointed in any suit or proceeding brought by or against the Scavenger Company, or if Scavenger Company shall make an assignment for the benefit of creditors, then and in each and every such case, and provided that such proceedings, adjudication, appointment or assignment, as the case may be, continue in effect for ninety (90) days without being vacated, removed or withdrawn, this Agreement shall immediately cease and come to an end, and the rights and privileges granted shall immediately be cancelled and annulled without notice or action required on behalf of City.

11.5 Notwithstanding any other provision herein, no default, delay or failure to perform on the part of either party shall be considered a breach hereunder if such default, delay or failure to perform is due to causes beyond such party's control, including, but not limited to, riots, civil disturbances, actions or inactions of L!pvernmental authorities, epidemic, war, embargoes, severe weather, fire, earthquake, acts of God, defaults by the other party, or defaults by carriers. In the event of any such default, delay or failure to perform, any dates or times by which the affected party otherwise is scheduled to perform shall be extended for a period of time equal in duration to the additional time required because of the excused default, delay or failure to perform; provided, however, that in the case of 37 Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Company 49 of 66
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Scavenger Company's inability to perform due to a labor strike or work stoppage by Scavenger Company's employees (other than in sympathy with any labor strike or work stoppage by employees of a third party), the dates or times for performance shall not be extended beyond a period of five (5) days. Irrespective of any grace period provided for in this Agreement, Scavenger Company shall immediately restore service after such grace period and pick up all solid waste accumulated during such period.

12. Assignment
Scavenger Company acknowledges that this Agreement involves rendering a vital service to City's residents and businesses, and that City has selected Scavenger Company to perform the services specified herein based on (i) Scavenger Company's experience, skill and reputation for conducting its operations in a safe, effective and responsible fashion, and (ii) Scavenger Company's financial resources to maintain the required equipment and to support its indemnity obligations to City under this Agreement. City has relied on each of these factors, among others, in choosing Scavenger Company to perform the services to be rendered by Scavenger Company under this Agreement.

Scavenger Company shall not assign its rights or delegate or otherwise transfer its obligations under this Agreement to any other Person without the prior written consent of City. Any such assignment made without the consent of City shall be void and the attempted assignment shall constitute a Scavenger Company default.

For the purpose of this Section, "assignment" shall also include (i) a sale, exchange or other transfer to a third party not controlled by the then stockholders of Scavenger Company of substantially all of Scavenger Company's assets dedicated to service under this Agreement; (ii) a sale, exchange or other transfer of outstanding common stock of the Scavenger Company to a person who is not a shareholder as of the effective date and which results in a change in control of Scavenger Company; (iii) any dissolution, reorganization, consolidation, merger, re-capitalization, stock issuance or reissuance, voting trust, pooling agreement, escrow arrangement, liquidation or other transaction which results in a change in control of Scavenger Company; and (iv) any assignment of this Agreement or of all or substantially all of Scavenger Company's assets dedicated to service under this Agreement by operation of law, including an assignment for the benefit of creditors, a writ of attachment for an execution being levied against this Agreement, or appointment of a receiver taking possession of Scavenger Company's property, or transfer of such property occurring in the event of a probate proceeding. "Change in control of Scavenger Company" shall mean a transfer of more than fifty percent (50%) of Scavenger Company's voting stock to one or more persons that are not 38 Franchise Agreemnent 13eIiteen The City of Brisbane and South San Francisco Scaven ier Company 50 of 66
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then stockholders of Scavenger Company, relatives of any such stockholders or controlling, controlled by or under common control with any such stockholders.

In the event of any assignment, Scavenger Company shall perform in accordance with a reasonable transition plan and direct route supervisors to provide "ride-alonus" so that the new service provider's employees may ride with drivers in collection vehicles during collection operations. Scavenger Company will direct its drivers and other employees to provide accurate information to the new provider about routing and customers.

13. Waiver
The waiver by either party of any breach or violation of any term or condition of this Agreement or of any provision of law by the other party, shall not be deemed to be a waiver of the term, condition or provision of law, or of any subsequent breach or violation of the same or any other term, condition or provision of law. The acceptance by City of any franchise fee or other fee or other monies which may become due hereunder to City shall not be deemed to be a waiver of any preceding breach or violation by Scavenger Company.

14. Administration
The administration and enforcement of this Agreement shall be the responsibility of the City Manager or a designated representative of that office. This section is not intended to indicate or suggest the City Manager has the authority to grant, amend, or revoke the franchise.

15. Independent Contractor
Scavenger Company, its employees and agents, are independent contractors and not employees or agents of City. The parties intend that Scavenger Company shall perform the services required by this Agreement as an independent contractor engaged by City and not as an officer or employee of City nor as a partner of or joint venturer with City.

No employee or agent of Scavenger Company shall be deemed to be an employee or agent of City. Except as expressly provided herein, Scavenger Company shall have the exclusive control over the manner and means of conducting the services performed under this Agreement, and over all persons performing such services. Scavenger Company shall be solely responsible for the acts and omissions of its officers, employees, subcontractors and agents. Neither Scavenger Company nor its officers, employees, subcontractors or agents shall obtain any rights to retirement benefits, workers' compensation benefits, or any other benefits which accrue to City employees by virtue of their employment with City.
39 Franchise ,reement Between The City of Brisbane and South San Francisco Scavenger Cot 'any 51 of 66
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16. Notices
All notices required hereunder shall be in writing and shall be delivered in person or transmitted by the United States Postal Service, certified mail, postage prepaid, and addressed as follows:

CITY: City Manager
City of Brisbane
50 Park Lane
Brisbane, CA 94005
SCAVENGER COMPANY: President
South San Francisco Scavenger Co., Inc.

P.O. Box 348
South San Francisco, CA 94080
or to such other person or address as may be specified from time to time in writing by either party. Each such notice shall be deemed effective upon receipt or, if mailed as aforesaid, three (3) business days after so mailed.

17. Compliance with Law
In providing the services required under this Agreement, Scavenger Company shall at all times comply with all applicable laws of the United States, the State of California and City, and with all applicable regulations promulgated by federal, State, regional or local administrative and regulatory agencies, and by City, now in force and as they may be enacted, issued or amended during the term of this Agreement, and with all permits affecting the services to be provided hereunder.

18. Reports as Public Records
The reports, records and other information submitted or required to he submitted by Scavenger Company to City, including documents copied pursuant to Section 7.6 and documents copied or submitted pursuant to other provisions of this Agreement, are or may he public records within the meaning of that term in the California Public Records Act, Government Code Section 6250 et seq. Unless a particular record is exempted from disclosure by the California Public Records Act, it must be disclosed to the public by City upon request.

City agrees to inform Scavenger Company as soon as reasonably feasible upon its receipt of a request under the California Public Records Act for disclosure of any documents relating to Scavenger Company that contain confidential financial and/or operational information belonging to Scavenger Company so that Scavenger Company will have an opportunity to explore whether an exemption from disclosure is available. However, 40 Franchise Ac rcement Betio cell The City of Brisbane and South San Francisco Scavenger Company 52 of 66
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Scavenger Company will not object to City making available to the public any information submitted by the Scavenger Company, or required to be submitted, in connection with Scavenger Company's maximum rate applications, including, but not limited to, records described in Section 6, provided that disclosure of such information or records is subject to disclosure under the terms of the California Public Records Act, in the City's sole discretion.

19. No Gifts
Neither Scavenger Company nor its employees shall provide, directly or indirectly, any gifts or gratuities to any elected or appointed City official, or to any City employee responsible for administering any provision of this Agreement. Elected or appointed City officials affected by this provision include members of the City Council, the City Manager and any assistant, deputy or interim City Manager, and department-director level employees.

20. Governing Law
This Agreement shall be governed by, and construed and enforced in accordance with, the internal laws of the State of California, irrespective of choice of law principles.

21. Jurisdiction
Any lawsuits between the parties arising out of this Agreement shall be brought and concluded in the courts of the State of California, which shall have exclusive jurisdiction over such lawsuits. With respect to venue, the parties agree that this Agreement is made in and will be performed in San Mateo County.

22. Parties in Interest
Nothing in this Agreement is intended to confer any rights on any persons other than the parties to it and their permitted successors and assigns.

23. Waiver
The waiver by either party of any breach or violation of any provisions of this Agreement shall not be deemed to be a waiver of any breach or violation of any other provision nor of any subsequent breach or violation of the same or any other provision.

24. Exhibits
Each of the Exhibits attached hereto is incorporated herein and made a part hereof by this reference.
41 Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Company 53 of 66
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25. Section Headings
The article headings and section headings in this Agreement are for convenience of reference only and are not intended to be used in the construction of this Agreement nor to alter or affect any of its provisions.

26. Interpretation
This Agreement shall be interpreted and construed reasonably and neither for nor against either party, regardless of the degree to which either party participated in its drafting.

27. Costs and Attorneys' Fees
The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement shall recover its reasonable costs expended in connection with such an action from the other party, including its reasonable attorneys' fees. 42 Franchise Agreement B een The City of Brisbane and South San Francisco Scavenger Company 54 of 66
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28. No Damages for Invalidation of Agreement
If a final judgment of a court of competent jurisdiction determines that this Agreement is illegal or was unlawfully entered into by City, neither party shall have any claim against the other for damages of any kind (including but not limited to loss of profits) on any theory.

29. References to Laws
All references in this Agreement to laws and regulations shall be understood to include such laws and regulations as they may be subsequently amended or recodified, unless otherwise specifically provided. In addition, references to specific governmental agencies shall be understood to include agencies that succeed to or assume the functions the specified agencies are currently performing.

30. Indemnity Against Challenges to Agreement
Scavenger Company shall indemnify, defend and hold harmless City and its officers, employees and agents (collectively, the "Indemnitees") from and against any and all liability, claim, demand, action, proceeding or suit of any and every kind and description brought by a third party challenging the process by which proposals were solicited and evaluated, or this Agreement was negotiated or awarded to the extent that such liability, claim, demand, action, proceeding or such was caused by Scavenger Company's failure to comply with applicable law or the instructions of any Indemnitee with respect to such process.

31. Amendments
This Agreement may be amended from time to time only by written agreement between the parties signed by an authorized representative of each party.

32. Successors and Assigns
This Agreement shall be binding upon, and shall inure to the benefit of, each of the permitted successors and assigns of the parties.

33. Integration; Severabilitv
This Agreement, including the Exhibits hereto, constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements between the parties, whether written or oral, relating to such subject matter. If a court finds any provision of this Agreement invalid or unenforceable as applied to any circumstance, the remainder of this Agreement and the application of such provision to other persons or circumstances shall remain in effect.

The parties further agree to replace such void or unenforceable provision with a valid and 43 Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Company 55 of 66
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entbrceable provision which will achieve, to the extent possible, the economic, business and other purposes of the void or unenforceable provision.

IN WITNESS WHEREOF, the parties have executed this Agreement.

SOUTH SAN FRANCISCO SCAVENGER CO.,
INC.

Doug Button, President

CITY OF BRISBANE
ATTEST:

Sheri SpediaCei, City Clerk

APPROVED AS TO FORM
Michael Roush, City Attorney
44 Franchise ..-igreement Bcnicen The City of Brisbane 011c1 3011117 Sun Francisco Scavenger Company 56 of 66
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EXHIBIT A

DETAILED ZONE MAP
45 Franchise Agreement Between The City of Brisbane and South San Francisco Scavenger Company 57 of 66
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58 of 66
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59 of 66
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City of Brisbane
Waste Co l
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EXHIBIT B

MAXIMUM SERVICE RATES
EFFECTIVE DECEMBER 1, 2014

1. RESIDENTIAL PROPERTY SERVICE -
Single family, and up to four units. As per section 2.14.

Rate is per month, one pickup per week
Includes 64 gallon weekly curbside recycling container service Includes up to 96 gallon bi-weekly yard waste container service, and once the organic materials collection service is implemented
(expected by January 2015) includes up to 96 gallon weekly yard waste and organic materials container service.
20 Gallon Trash container $ 17.81
32 Gallon Trash container 28.49
64 Gallon Trash container 56.98
96 Gallon Trash container 85.47

2. MULTIPLE UNIT RESIDENTIAL PROPERTY SERVICES
Multi Unit Properties are five or more units, as per section 2.15.

Rates listed are monthly, for one pickup per week.

Multiple weekly pickups will be prorated accordingly.

Rates apply individually to collection services for solid waste, source separated yard waste, and source separated
organic materials.

Collection services for source separated recyclable materials are included in these rates.
0 - 30 Gallons
31 - 32 Gallons
33 - 40 Gallons
41 - 45 Gallons
46 - 50 Gallons
51 - 64 Gallons
1/2 - yard Container (96 gallon container)
1 - yard Container
2 - yard Container
3 - yard Container
4 - yard Container
5 - yard Container
6 - yard Container
$ 26.69

28.50 35.56

40.07 48.94

56.94 112.37
224.73
277.15
415.70
554.19
692.75
831.30
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3. COMMERCIAL, INDUSTRIAL AND INSTITUTIONAL CAN SERVICERate is per month, one pickup per week, for Solid Waste and / or Source Separated Organic Materials
Includes Source Separated Recyclable Materials
0 - 30 Gallons $ 26.69
31 - 32 Gallons 28.50
33 - 40 Gallons 35.56
41 - 45 Gallons 40.07
46 - 50 Gallons 48.94
51 - 64 Gallons 56.94

4. COMPACTED YARDAGE (All Customers)
Per Cubic Yard, per pickup

5. DEBRIS BOXES
Temporary / One Time Use
Residential, Multi Unit Residential, Commercial, Industrial, and Institutional Customers
Rate is for each pickup

56.52 5 yard Container, 1 ton limit
7 yard Container, Dirt - Rock - Concrete
14 yard Container, 3 ton limit
20 yard Container, 5 ton Limit
30 yard Container, 6 ton limit
Rental Charge (per day, over 3 days for 5 yard
and over 7 days for others)
Permanent Commercial, Industrial, and Institutional use 7 yard Container, Dirt - Rock - Concrete
14 yard Container, 3 ton limit
20 yard Container, 5 ton Limit
30 yard Container, 6 ton limit
$ 236.30
515.92
515.92
702.32
1,013.00
$ 23.27
$ 434.98
434.98
621.43
932.14
Overweight Charge
Per ton over limit $ 134.55
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6. CONTAINER SERVICE
Commercial, Industrial, and Institutional Property Services.

Rate is per month, one pickup per week, for Solid Waste and / or Source Separated Organic Materials
Includes Source Separated Recyclable Materials
A) Regular Pickup (Rate per month, one pickup per week) 1/2 - yard Container (96 gallon container) $ 112.37
1 - yard Container 224.73
2 - yard Container 277.15
3 - yard Container 415.70
4 - yard Container 554.19
5 - yard Container 692.75
6 - yard Container 831.30
B) On Call Pick-up Per yard
Per pick-up, per yard $ 32.01
Plus Container Rental per Month
Rental charges (per month)
1 - yard Container $ 50.01
2 - yard Container 54.08
3 - yard Container 58.15
4 - yard Container 62.47
5 - yard Container 70.73
6 - yard Container 75.06

7. In the case of any additional service not described in the Agreement, Scavenger Company shall charge such amount as is agreed to by the customer. 63 of 66
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EXHIBIT C

SERVICE CATEGORIES TO BE BENCIIMARKED
Residential Container Service:
32 Gallons
Commercial and Institutional Container Service:
32 Gallons
Commercial and Institutional Compactor Service:

Per Cubic Yard
Debris Box Service:
14 Yard
Commercial and Institutional Bin Service-Regular Pick-Up:
2 - Yard (Front End Loader Bin)
47 Franchise Agreement Beiween The City of Brisbane and South San Francisco Scavenger Company 64 of 66
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EXHIBIT D

BENCFIMARKING JURISDICTIONS
Alameda
Burlingame
Campbell
Castro Valley
Cupertino
Daly City
El Cerrito
El Sobrante
Fremont
Gilroy
Hayward
Hercules
Los Altos
Los Gatos
Martinez
Menlo Park
Millbrae
Monte Sereno
Moman Hill
Palo Alto
Piedmont
Pinole
Pittsburg
Richmond
San Bruno
San Leandro
San Mateo
San Pablo
Saratoca
Sunnyvale
Union City
Woodside
48 Franchise Agreement Between 777e City of Brisbane and South San Francisco Scavenger Company 65 of 66
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EXHIBIT E
See Attached
49 FranchiseAgreement Between The City of Brisbane and South San Francisco Scavenger Company 66 of 66
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File Attachments for Item:

M. Adopt an Ordinance, Waiving a Second Reading, Approving a Zoning Text and Map Amendment 2024-RZ-1, Overlay to R-1 Residential District and the R-BA Brisbane Acres Residential District in Entirety
(It is being recommended to adopt an ordinance approving a zoning text and map amendment 2024-RZ-1 amending regulations within Title 16 and 17 of the Brisbane Municipal Code to add the R-TUO residential two unit overlay district as new chapter 17.05 and related amendments; and finding that this project is exempt from environmental review under CEQA Guidelines Sections 15061(b)(1) & (3), Section 15183.)
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2024-RZ-1 Adoption Page 1 of 1

CITY COUNCIL MEMO
Meeting Date: November 21, 2024
From: Ingrid Padilla, City Clerk
Subject: An Ordinance of the City Of Brisbane Amending
Brisbane Municipal Code Titles 16 And 17 – to Add Chapter 17.05 Residential Overlay to Provide For Urban Lot Splits and Two-Unit Developments In Single Family Residential Zones and to Amend Section 17.02.235 to Add a Definition For “Primary Dwelling Unit” Or “Main Dwelling” and to Modify Sections

17.02.120 and 17.02.220 Defining Carports and Driveways and to Amend The Zoning Map to Add the R-Tuo Residential Two Unit Overlay District The Ordinance listed above was introduced at the City Council Meeting of October 17, 2024. It is on this agenda for consideration of adoption with the revised zoning map for the 2024-RZ-1 zoning amendment
Attachment:

1. Revised zoning map for the 2024-RZ-1 zoning amendment

2. Staff Report from the City Council Meeting of October 17, 2024 220
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U p p e r A c r e s D e t a i l M a p
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CITY COUNCIL AGENDA REPORT
Meeting Date: October 17, 2024
From: John Swiecki, Community Development Director

SUPPLEMENTAL REPORT
This matter has been continued from the City Council meetings of June 6, July 18 and September 5, 2024. City Council continued the matter from September 5 for staff to address the questions of timing on noticing as provided in the draft ordinance, along with several Brisbane Acres (RBA) related issues which are unrelated to the draft ordinance. These RBA issues have been moved to a separate discussion item on tonight’s agenda so they can be considered independently of 2024-RZ-1. The September 5 City Council draft meeting minutes and report are attached for reference (Attachments 2 and 3), which includes weblinks to the previous reports.

RECOMMENDATION
Introduce the ordinance amending the zoning text and zoning map to establish the R-TUO Residential Two Unit Overlay district and related code amendments. The draft ordinance, text and map, are provided as Attachment 1.

DISCUSSION
As noted above, at the September 5 meeting it was suggested that notice to neighboring property owners be provided earlier in the process for SB 9 projects. The procedures for notices to neighboring property owners of SB 9 projects are provided in Section

17.05.100 - Noticing of the draft ordinance (see Attachment 1). The recommended procedures include a provision for the City to provide a courtesy notice to the property owners located adjacent and directly across the street from an SB 9 project upon approval of a building permit for either a two unit development or and unit constructed pursuant to an urban lot split. Since state law requires that SB 9 applications are ministerial, a project that complies with the law does not require public notice or a hearing. As such, the notice was intended as a courtesy communication informing neighbors of forthcoming construction.

Subject: Zoning Map and Text Amendment 2024-RZ-1 – Zoning text and map amendment 2024-RZ-1 amending regulations within Title 16 and 17 of the Brisbane Municipal Code to add the R-TUO residential two unit overlay district as new chapter 17.05 and related amendments; and finding that this project is exempt from environmental review under CEQA Guidelines Sections 15061(b)(1) & (3), Section 15183; City of Brisbane, applicant.
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In evaluating the timing of the courtesy notice, City Legal Counsel notes the following:
“...Typically applications that are deemed ministerial, such as building permit applications, do not require notice of the City’s receipt or approval thereof to the public. A question has been raised whether such notice could be provided for SB 9 applications and, if so, at what point in the application process.

First, providing notice of SB applications to members of the public may prove frustrating because, even if there were concerns about the application, there is no discretionary review process for such applications and the public may perceive that, if an application is not revised, its comments are falling on deaf ears and its concerns not being addressed.

Second, if such notice is to be provided, when should it be sent out? It might be premature to send out such notice when the City first receives the application because it is usually the case that staff will need additional information from the applicant before the application is deemed complete. If notice were sent out upon the initial receipt the application, then would an additional notice not be required each time the application were revised? This would seem to be a burdensome obligation to place on staff.

Notice could be provided when the application was deemed complete but for what purpose since, as set forth above, review is ministerial. Similarly, notice could be provided when the application was approved but, again, what purpose would that serve other than letting the public know that some development activity on a particular site would likely occur in the future.

If notice is to be provided, it should be only one time and that would be when the application is first received. That would enable members of the public to be aware of the application, provide an opportunity to ask questions and/or voice concerns, but the obligation to monitor the progress of the application would be on the public. This strikes a fair balance.” While staff believes notification as recommended by the Planning Commission is appropriate, it is within the Council’s discretion to modify this provision as it sees fit. Given the ministerial nature of SB 9 applications, regardless of the timing, any notice will clearly specify the nature of the application and that the notice is for informational purposes only.

ATTACHMENTS

1. Draft Ordinance (text and map)

2. City Council September 5, 2024 Draft Minutes
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3. September 5, 2024 City Council Report (with links to other Council and Planning Commission Reports)
______________________________ ___________________________________ John Swiecki, Community Development Director Jeremy Dennis, City Manager 224
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ATTACHMENT 4
DRAFT ORDINANCE NO.___

AN ORDINANCE OF THE CITY OF BRISBANE
AMENDING BRISBANE MUNICIPAL CODE TITLES 16 AND 17 – TO ADD CHAPTER 17.05 RESIDENTIAL

OVERLAY TO PROVIDE FOR URBAN LOT SPLITS AND TWO-UNIT DEVELOPMENTS IN SINGLE FAMILY RESIDENTIAL ZONES AND TO AMEND SECTION 17.02.235 TO ADD A DEFINITION FOR “PRIMARY DWELLING UNIT” OR “MAIN DWELLING” AND TO MODIFY SECTIONS 17.02.120 AND 17.02.220

DEFINING CARPORTS AND DRIVEWAYS AND TO AMEND THE ZONING MAP TO ADD THE R-TUO

RESIDENTIAL TWO UNIT OVERLAY DISTRICT
Now, the City Council of the City of Brisbane hereby ordains as follows:

SECTION 1. Section 16.12.040 - Tentative and final parcel map—Exceptions to requirements is amended as follows:

16.12.040 - Tentative and final parcel map- Exceptions to requirements A tentative parcel map and final parcel map shall not be required in the following cases:

A. Where the subdivision is created by a short-term lease, terminable by either party on not more than thirty (30) days' written notice, of a portion of the operating right-of-way of a railroad corporation, as defined by Section 230 of the Public Utilities Code;
B. Where land is conveyed to or from a government agency, public entity or public utility, or to a subsidiary of a public utility for rights-of-way, unless a showing is made in individual cases that public policy necessitates a parcel map.

C. Where an urban lot split is proposed, see Chapter 17.05 of Title 17 of this Municipal Code. *****
SECTION 4. Section 17.02.120 - Carport is amended, as follows:

17.02.120 - Carport. "Carport" means an accessory structure or a portion of a main structure designed for the storage of motor vehicles having a roof or other solid covering and enclosed on no more than two (2) sides.
*****
SECTION 5. Section 17.02.220 - Driveway is amended, as follows:

17.02.220 - Driveway. "Driveway" means a private roadway which provides access to off-street parking or loading spaces, and the use of which is limited to persons residing on the site, their invitees, or persons working on the site. A driveway may be shared, to serve two or more lots, by access easement across one or more of the affected lots. This does not include private streets as defined in Section

17.02.750.
*****
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SECTION 2: Section 17.02.230 - Duplex is hereby deleted in its entirety. *****
SECTION 3. Section 17.02.235 - Dwelling is amended to add a definition for “Duplex dwelling” and “Primary dwelling unit” or “Main Dwelling”, as follows:

17.02.235 - Dwelling.
"Dwelling" means a place that is used as the personal residence of the occupants thereof, including transitional housing as defined in California Health and Safety Code Section 50675.2(h) and supportive housing as defined in California Health and Safety Code Sections 50675.14(b)(2) and (3). The term includes factory-built or manufactured housing, such as mobile homes, but excludes trailers, campers, tents, recreational vehicles, hotels, motels, boarding houses and temporary structures.

A. "Duplex dwelling" means a building containing two dwelling units totally separated from each other by a wall, floor or ceiling; provided, however, that a building containing a single-family dwelling and a lawful accessory dwelling unit or junior accessory dwelling unit shall not be deemed a duplex.

B. "Dwelling group" means a group of two (2) or more detached buildings located upon the same site, each of which contains one or more dwelling units.

C. "Dwelling unit" means a room or group of rooms including living, sleeping, eating, cooking and sanitation facilities, constituting a separate and independent housekeeping unit, designed, occupied, or intended for occupancy by one family on a permanent basis. Permanent residency shall mean continuous occupancy of the dwelling unit for a period of thirty (30) days or more.

D. "Multiple-family dwelling" means a building or site containing three (3) or more dwelling units (also see "duplex"). The term includes single-room-occupancy dwelling units, typically comprised of one or two (2) rooms (which may include a kitchen and/or a bathroom, in addition to a bed), that are restricted to occupancy by no more than two (2) persons.

E. "Accessory dwelling unit" means a separate dwelling unit created upon a site that contains a single-family dwelling, duplex, or multiple-family dwelling. Subject to the restrictions of this title, the accessory dwelling unit may be within, attached to, or detached from the single-family dwelling, duplex, or multiple-family dwelling. An accessory dwelling unit shall include permanent provisions for living, sleeping, eating, cooking, and sanitation. The term "secondary dwelling unit" shall have the same meaning throughout this title.

F. "Junior accessory dwelling unit" means a dwelling unit that is no more than five hundred (500) square feet in size and contained entirely within a single-family dwelling. A junior accessory dwelling unit may include separate sanitation facilities, or may share sanitation facilities with the single-family dwelling. Junior accessory dwelling units are distinguished from accessory dwelling units in that they: (1) must include the conversion of existing, legally permitted floor area within an existing single-family dwelling; (2) must be owner occupied, or the main dwelling be owner occupied; and (3) are subject to unique standards that are not applicable to accessory dwelling units, as specified in Chapter 17.43 of this Title.

G. “Primary dwelling unit” or “Main Dwelling” means a dwelling unit that is not an accessory dwelling unit or a junior accessory dwelling unit.
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H. "Single-family dwelling" means a dwelling unit constituting the only principal structure upon a single site (excluding any lawfully established accessory dwelling unit that may be located within the same structure on upon the same site). The term includes employee housing for six (6) or fewer persons, residential care facilities, licensed by the state to provide twenty-four-hour nonmedical care, serving six (6) or fewer persons (not including the operator, the operator's family or persons employed as staff) in need of supervision, personal services, or assistance essential for sustaining the activities of daily living or for the protection of the individual. Also see "Group care home" for seven (7) or more persons.
*****
SECTION 6. Section 17.04.010 - Establishment of Districts is amended to add the “R-TUO Residential two unit overlay district” as follows:

The districts into which the city is divided are hereby established and designated as follows:

A. R-1 Residential district.

B. R-2 Residential district.

C. R-3 Residential district.

D. R-BA: Brisbane acres residential district.

E. R-TUO Residential two unit overlay district.

F. C-1: Commercial mixed use district.

G. NCRO: Central Brisbane commercial district.

H. HC: Beatty heavy commercial district.

I. SCRO-1: Southwest Bayshore commercial district.

J. SP-CRO: Sierra Point commercial district.

K. TC-1: Crocker Park trade commercial district.

L. TC-2: Southeast Bayshore trade commercial district.

M. MLB: Marsh Lagoon Bayfront district.

N. O-S: Open space district.

O. P-D: Planned development district.

P. PAOZ: Parkside overlay district.

Q. R-MHP: Residential mobile home park district.
*****
Section 7. Chapter 17.05 Residential Two Unit Overlay District is added to Title 17 as follows:

17.05 Residential Two Unit Development Overlay District.

17.05.010 Purpose. The purpose of this Chapter is to allow no more than two detached or attached primary dwelling units on one lot of record, establish objective standards for the District, and regulate certain subdivisions of a lot of record in single-family zoning districts, in accordance with State law. This Chapter shall be implemented and interpreted in conjunction with California Government Code Sections 65852.21 and 66411.7, as may be amended, and applicable objective standards and procedures set forth in Chapters 17.06, 17.12, 17.43, 16.12, 16.16, and 16.20 of the Brisbane Municipal Code. 227
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17.05.020 Applicability and Relation to Other Sections. This Chapter is provided as an overlay district to the R-1 and R-BA residential districts, to comply with State law, and to carry out the purpose of Section 17.05.010, and, unless specifically addressed within this Chapter, the R-1 and R-BA district standards shall apply, as applicable. This Chapter also allows for ministerial approval of urban lot splits in conjunction with Chapter 16.16 and 16.20 of this Code.

This chapter shall not supersede the provisions of Section 17.01.060 - Requirement For Lot of Record and Infrastructure Improvements-- but applications shall be considered in concert with the provisions of that Section.

This chapter may be applied to a substandard lot, as further described in Section 17.47.030- Exceptions – Lot Area, Lot Dimensions and Lot Lines, if the substandard lot is a lot of record, as defined in Section

17.02.490.

17.05.030 Definitions
For the purposes of this Chapter, the following definitions apply. Terms not defined herein shall be based upon the definitions in Chapter 17.02.

A. “Access Corridor” means an access easement or the “pole” of a flag lot that provides vehicular access to the public right-of-way, that is free of features that obstruct ingress/egress to a lot.

B. “Acting in Concert” means the property owner, or a person as an agent or representative of the property owner, knowingly participating with another person in joint activity or parallel action toward a common goal of subdividing an adjacent parcel.

C. “Car Share Facility” means one or more parking space(s) that have been designated permanently for car share vehicles, where the vehicles are leased for short periods of time, often by the hour.

D. “Department” means the Community Development Department.

E. “Existing Exterior Structural Wall” means and constitutes the original bottom plate and original top plate in its existing position, original studs (with the exception for new window framing), and capable of standing without support
F. “Flag or Panhandle Lot” means a parcel which includes a strip of land that is owned in fee that is used primarily for vehicular access from a public or private street to the major portion of the parcel.

G. “High Quality Transit Corridor” means a corridor with fixed bus route service with service intervals no longer than 15 minutes during peak commute hours, or as defined in State law.

H. “Major Transit Stop” means a site containing any of the following: (i) an existing rail or bus rapid transit station; (ii) a ferry terminal served by either a bus or rail transit service; or (iii) the intersection of two or more major bus routes with a frequency of service intervals of 15 minutes or less during the morning and afternoon peak commute periods, or as defined in state law.

I. “Primary Dwelling Unit” or “Primary Unit” means the same as defined in section 17.02.235.G.

J. “Specific, adverse impact” means a significant, quantifiable, direct, and unavoidable impact, based on objective, identified written public health or safety standards, policies, or conditions as they existed on the date an application was deemed complete.

K. “Two-unit Development” means a proposed housing development that contains two primary dwelling units on a single lot.
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L. “Urban Lot Split” means a subdivision of an existing lot of record in a single-family zoning district into no more than two separate legal lots, which subdivision satisfies all of the criteria and standards set forth in this Chapter and Government Code Section 66411.7.

17.05.040 Eligibility.

A. To be eligible for a two-unit development or urban lot split as specified in this Chapter, the application shall meet all of the following criteria:

1. The lot is a lot of record and is located within the R-1 Residential zoning district or the R-BA Brisbane Acres Residential zoning district.

2. The owner(s) of the lot has not exercised the owner’s rights under Government Code Chapter 12.75 (commencing with Section 7060) of Division 7 of Title 1 to withdraw accommodations from rent or lease within 15 years before the date that the application has been submitted.

3. The lot is not within a historic district or property included on the State Historic Resources Inventory, as defined in Section 5020.1 of the Public Resources Code, or within a site that is designated or listed as a city or county landmark or historic property or district pursuant to a city or county ordinance.

4. The lot does not contain any of the site conditions listed in Government Code section 65913.4, subdivision (a)(6)(B-K), or successor provisions or as amended, which includes, but is not limited to, lands within wetlands, a very high fire hazard severity zone, a special flood hazard area subject to inundation by the 1 percent annual chance flood (100-year flood), habitat for protected species, and lands under a conservation easement.

5. The lot has not previously been subdivided under this Chapter, or under Government Code section 66411.7.

6. For urban lot splits, Prior to a lot split being recorded, the property owner(s) shall sign an affidavit stating that the owner, or a member or members of the owner’s immediate family, intends to occupy one of the dwelling units as the person’s principal residence for a minimum of three years. This requirement shall not apply to an applicant that is a “community land trust,” as defined in clause (ii) of subparagraph (C) of paragraph (11) of subdivision (a) of Section 402.1 of the Revenue and Taxation Code, or is a “qualified nonprofit corporation” as described in Section 214.15 of the Revenue and Taxation Code.

17.05.050 Anti-displacement/Eligibility Criteria.

A. Development under this Chapter shall not result in displacement of tenants from:

1. A lot that is subject to a recorded covenant, ordinance, or law that restricts rents to levels affordable to persons and families of moderate, low, or very low income.

2. A lot that is subject to any form of rent or price control through the City’s valid exercise of its police power.

B. Development under this Chapter shall not result in:

1. Demolition or alteration as defined in Section 15.10.040.A or B of a dwelling unit that has been occupied by a tenant in the last three years.

2. Demolition of a building, or alteration as defined in Section 15.10.040.A or B, when the building is occupied by a tenant.
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17.05.060 Permitted Uses. The following uses, defined in Chapter 17.02 - Definitions, are permitted in this overlay zoning district in accordance with the development standards and are added to the permitted uses provided in Chapters 17.06 - R-1 Residential District and 17.12 - R-BA Brisbane Acres Residential District of this title:

A. Duplex dwellings.

B. Dwelling groups of two primary dwelling units per lot.

17.05.070 Two Unit Developments without an Urban Lot Split. A Two Unit Development on a lot of record that has not been split under the urban lot split provisions of this Chapter shall comply with the development standards provided in this section.

A. Development Standards. Where not expressly stated, the R-1 and R-BA zoning district development standards, set forth in Chapters 17.06 and 17.12, and ADU and JADU development standards set forth in Chapter 17.43, shall apply. For urban lot split development standards see Section 17.05.080.C.

1. Number of dwelling units. Development of up to four dwelling units may be built in the same lot area typically used for a single-family residence, without an urban lot split, as follows:

Development
Scenario Options
on a Single Lot
without Urban
Lot Split
Single Family
Dwelling
Duplex
Dwelling
(two
attached
primary
units”)
Two-unit
Dwelling
Group
(two
detached
primary
units”)
ADU JADU Total
Dwelling
Units
Type A. NA 2 2
Type B. NA 2 2
Type C. NA 2 1 3
Type D. NA 2 1 3
Type E. NA 2 2 4
Type F. NA 2 2 4
Type G. NA 2 1 1 4
Notes:

1. NA: Not applicable. Development of a single-family dwelling on a lot of record may be permitted per the zoning district standards, provided in Chapter 17.06 and 17.12, without invoking the two unit overlay provisions.

2. See Chapter 17.43 for applicable development regulations for ADU’s or JADU’s..

3. Four units are the maximum that may be permitted on a lot.

4. If Types A through D are initially developed, one or two ADUs may later be added up to the maximum allowed, Types E or F, subject to the provisions of this Chapter.

2. Primary Dwelling Unit Size. Each of the primary dwelling units shall be permitted to be at least 800 square feet in floor area, regardless of the zoning district’s lot coverage and floor area ratio (FAR) limits. For primary dwelling units over 800 square feet, the zoning district floor area standards shall apply; provided, however, this shall not preclude the option to construct smaller primary dwelling units in compliance with the state building code. The minimum floor area for each unit shall be as permitted by the state building code. 230
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3. Lot coverage. The R-1 or R-BA district lot coverage limit shall apply except where it would preclude development of new primary units of 800 square feet, or retention of the lot coverage of an existing primary unit or addition of accessory dwelling unit, in compliance with the provisions of this Chapter and Chapter 17.43 of this Title.

4. Side and Rear Setbacks. Minimum side and rear setbacks for the primary dwelling units shall be 4 feet, except for the following:
(a) Where the underlying district development standards allow for a lesser setback, the district standards shall apply.
(b) No setback shall be required for an existing legal non-conforming structure, or a replacement structure constructed in the same location and to the same dimensions as an existing legal non-conforming structure.

5. Height of Primary Dwelling Units.
(a) Where a primary dwelling unit utilizes the 4-foot side or rear setback allowance, for a reduced setback versus the district’s setback, no portion of the building that is located in the area between the 4-foot setback and the district’s setback minimum shall exceed 25 feet in height.
(b) The maximum height of any primary dwelling unit on a ridgeline lot within the R-BA district, as defined in Section 17.02.695, shall be 25 feet, except for (i) an existing legal non-conforming structure, (ii) a replacement structure constructed in the same location and to the same dimensions as an existing legal non-conforming structure, or(iii) as approved by design review permit per Section 17.12.040.L.

6. Off-Street Parking.
(a) A minimum of one standard size, off-street parking space (uncovered or carport) for each primary dwelling unit shall be required (refer to Chapter 17.34 for parking space design standards). Garage parking space(s) shall not count towards meeting the minimum parking requirements.
(b) Shared driveways may be permitted to serve more than one dwelling unit, subject to approval by the City Engineer, based on finding that a shared driveway will not pose a hazard to public safety. See the definition of driveway in Section 17.02.220 of this title. (c) Notwithstanding the parking requirements indicated above, no off-street parking shall be required if:
(i) The lot is located within one-half mile walking distance of either a transit stop located in a high-quality transit corridor, as defined in Public Resources Code Section 21155(b), or a major transit stop, as defined in Public Resources Code Section 21064.3; or (ii) There is a designated parking area for one or more car-share facilities within one block of the lot.

17.05.080 Urban Lot Splits. The City may approve a parcel map for an urban lot split ministerially, subject to the procedures, requirements and development standards provided in this section. 231
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A. Ministerial Parcel Map Procedures. The parcel map shall be prepared following the tentative map form and procedures provided in Chapter 16.16 - Tentative Map Procedures and Chapter 16.20- Final Map Procedures, except that the parcel map shall be approved by the City Engineer. The City Engineer shall have authority to waive specific requirements provided in Chapter 16.16 and Chapter 16.20, if the City Engineer deems the requirements inapplicable, given the site location or other characteristics.

B. Ministerial Parcel Map Requirements. A parcel map for an urban lot split shall meet the requirements of Chapter 16.16 and 16.20 of the Municipal Code, as deemed applicable by the City Engineer, and all of the following requirements:

1. The parcel map subdivides an existing lot of record to create no more than two legal lots of record of approximately equal lot area provided that one lot shall not be smaller than 40 percent of the lot area of the original lot of record proposed for subdivision.

2. Both newly created lots of record shall be no smaller than 1,200 square feet.

3. The zoning district lot width and depth dimension minimums shall not apply.

4. Flag lots may be approved. The flagpole portion, whether part of the flag lot or an easement on the flag lot, shall have a minimum width of 12 feet to accommodate a driveway, unless a lesser width is approved by the City Engineer. The location and dimensions of driveways are subject to approval by the City Engineer as set forth in Section 12.24.015.

5. Both parcels resulting from the urban lot split shall have access to, provide access to, or adjoin the public right-of-way through right-of-way frontage or recorded access easements.

6. The approved parcel map shall include a notation that the parcels were created using the Urban Lot Split provisions of this Chapter and the resulting parcels cannot be further subdivided under this Chapter.

7. The urban lot split conforms to all applicable objective requirements of the Subdivision Map Act, except as otherwise expressly provided in this Chapter.

8. The parcel being subdivided was not established through prior exercise of an urban lot split as provided for in this Chapter.

9. Neither the property owner of the parcel being subdivided nor any person acting in concert with the property owner has previously subdivided an adjacent parcel using an urban lot split as provided for in this Chapter.

C. Development Standards for Urban Lot Splits. Development on lots that have been split under this Chapter shall comply with the development standards provided in this section. Where not expressly stated, the R-1 and R-BA zoning district development standards, set forth in Chapters 17.06 and 17.12, and ADU and JADU development standards set forth in Chapter 17.43, shall apply.

1. Number of dwelling units. With an urban lot split, development of no more than four dwelling units may be built in the same lot area that would otherwise be used for a single-family residence, as shown in Tables a and b provided below. Note that Tables a and b are to be used together to detail possible development scenarios following an urban lot split. Table a provides various development scenarios that are possible on a single lot, following a lot split, as Types A through I. Table b shows how the scenario types may then be combined for the two resultant lots. For example, if one resultant lot is developed with three units (Types F, G, H or I), the second resultant lot may only be developed with a single family dwelling (Type A), for a maximum of four units on the two resultant lots.
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a. Number and Types of Units- With Urban Lot Split
Development
Scenario Options
for Each
Resultant Lot
Following Split
Single
Family
Residence
Duplex Two-unit
Dwelling
Group
ADU JADU(2) Total
Units per
lot
Type A 1 1
Type B 1 1 2
Type C 1 1 2
Type D 2 2
Type E 2 2
Type F 1 1 1 3
Type G 2 1 3
Type H 2 1 3
Type I 2 1 3
Notes:

1. Urban lot splits may utilize a combination of buildout types A – H, provided that all of the following conditions are met: a) the total number of units does not exceed four across the two lots, b) each of the two lots is to be developed with at least one primary dwelling unit, and c) development of ADUs and JADUs shall comply with Chapter 17.43.

2. JADU’s are not permitted as a part of building that contains 2 or more units (i.e. duplex). b. Lot Split - Resulting Lot Buildout Scenarios. The following table shows the total units that may be achieved by applying the development scenario options from Table 17.05.080.C.1.a to the two resultant lots.

RESULTANT LOT 1 (Housing Unit Totals)

RESULTANT
LOT 2
(Housing
Unit Totals)
Buildout
Type
(units)
Type A
(1)
Type
B
(2)
Type
C
(2)
Type
D
(2)
Type
E
(2)
Type F
(3)
Type G
(3)
Type H
(3)
Type
I
(3)
Type A (1) 2 3 3 3 3 4 4 4 4
Type B (2) 3 4 4 4 4 NP NP NP NP
Type C (2) 3 4 4 4 4 NP NP NP NP
Type D (2) 3 4 4 4 4 NP NP NP NP
Type E (2) 3 4 4 4 4 NP NP NP NP
Type F (3) 4 NP NP NP NP NP NP NP NP
Type G (3) 4 NP NP NP NP NP NP NP NP
Type H (3) 4 NP NP NP NP NP NP NP NP
Type I (3) 4 NP NP NP NP NP NP NP NP
Note: NP: Not Permitted for the buildout scenario. Buildout scenario may not exceed four units. 233
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2. Primary Dwelling Unit Size. Each of the primary dwelling units shall be permitted to be at least 800 square feet in floor area, regardless of the zoning district’s lot coverage and floor area ratio (FAR) limits. For primary dwelling units over 800 square feet, the zoning district floor area standards shall apply; provided, however, this shall not preclude the option to construct smaller primary dwelling units in compliance with the state building code. The minimum floor area for each unit shall be as permitted by the state building code.

3. Lot coverage. The zoning district’s lot coverage limit shall not apply where it would preclude development of new primary units of at least 800 square feet, retention of the lot coverage of an existing primary unit or addition of accessory dwelling unit, in compliance with the provisions of this Chapter and Chapter 17.43 of this Title.

4. Side and Rear Setbacks. Minimum side and rear setbacks for the primary dwelling units shall be four feet, except for the following:
(a) Where the underlying zoning district development standards allow for a lesser setback, the district standards shall prevail.
(b) No setback shall be required for an existing legal non-conforming structure, or a replacement structure constructed in the same location and to the same dimensions as an existing legal non-conforming structure.

5. Height of Primary Units.
(a) Where a primary dwelling unit utilizes the 4-foot side or rear setback allowance, for a reduced setback versus the district’s setback, no portion of the building that is located in the area between the four 4-foot setback and the district’s setback minimum shall exceed 25 feet in height.
(b) The maximum height of any primary dwelling unit on a ridgeline lot within the R-BA district, as defined in Section 17.02.695, shall be 25 feet, except for (i) an existing legal non-conforming structure, (ii) a replacement structure constructed in the same location and to the same dimensions as an existing legal non-conforming structure, or(iii) as approved by design permit per Section 17.12.040.L.

6. Off-Street Parking.
(a) A minimum of one standard size, off-street parking space (uncovered or carport) for each primary dwelling unit shall be required (refer to Chapter 17.34 for parking space design standards). Garage parking space(s) shall not count towards meeting the minimum parking requirements.
(b) Shared driveways may be permitted to serve more than one lot, subject to approval by the City Engineer, based on finding that the driveway will not pose a hazard to public safety. See the definition of driveway in Section 17.02.220 of this title. (c) Notwithstanding the parking requirements indicated above, no off-street parking shall be required if:
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(iii) The lot is located within one-half mile walking distance of either a transit stop located in a high-quality transit corridor, as defined in Public Resources Code Section 21155(b), or a major transit stop, as defined in Public Resources Code Section 21064.3; or (iv) There is a designated parking area for one or more car-share facilities within one block of the parcel.

7. Deed Restriction. A property owner utilizing the provisions of this Chapter shall record a deed restriction, in a form acceptable to the City, that does the following:
(a) Where applicable, documents that the lot split complies with the provisions of this Chapter and restrictions provided in Government Code section 66411.7. (b) Expressly prohibits any rental of any dwelling unit on the property or properties for a term of 30 days or less.

17.05.090 Requirement for a Building Permit
Demolition, alteration or construction of any building shall require building permit(s). All construction shall be in conformance with the most recent edition of the California Model Codes with any applicable Brisbane amendments.

17.05.100 Notices
Upon issuance of a building permit for a two unit development under Section 17.05.070 or a building permit following an urban lot split under Section 17.05.080, the City shall provide an informational notice to the property owners adjacent to and directly across the street from the subject site(s). The notice shall provide a brief description of the project and information on how to view approved plans.

17.05.110 Condominiums
Condominiums may be established for primary dwelling units in accordance with Chapter 17.30 - Condominiums. Establishment of condominiums shall be subject to ministerial approval by the Community Development Director, based on conformance with the applicable provisions of this chapter and Chapter 17.30.

17.05.120 Findings of Denial. The City may deny a two-unit housing development or urban lot split, based upon a preponderance of the evidence, that the proposed housing development would have a specific, adverse impact, as defined in Section 17.05.030.J. *****
SECTION 8: If any section, subsection, sentence, clause or phrase of this Ordinance is for any reason held by a court of competent jurisdiction to be invalid or unconstitutional, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council of the City of Brisbane hereby declares that it would have passed this Ordinance and each section, 235
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subsection, sentence, clause and phrase thereof, irrespective of the fact that one or more sections, subsections, sentences, clauses or phrases may be held invalid or unconstitutional. *****
SECTION 9: This Ordinance shall be in full force and effect thirty days after its passage and adoption.
_____________________________
Terry O’Connell, Mayor
* * *
The above and foregoing Ordinance was adopted at a regular meeting of the City Council of the City of Brisbane held on the _________ day of ________________, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
_____________________________
Mayor
ATTEST: APPROVED AS TO FORM:
_____________________________ _____________________________ City Clerk City Attorney
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TC-2
TC-1
SP-CRO
SCRO-1
R-MHP
R-BA
R-3
R-2
R-1
PD
PAOZ-2
PAOZ-1
O-S
NCRO-2
NCRO-1
MLB
M-1
HC
C/P-U
C-1
R-TUO
0 0.25 0.5 1 1.5 2
Miles
P r o p o s e d N e w Z o n i n g D i s t r i c t

C I T Y O F B R I S B A N E C A L I F O R N I A
Parcel and HCP GIS data provided by San Mateo County
Zoning GIS data provided by City of Brisbane
04/25/2024
Baylands San Francisco Bay
HWY 101
Northeast Ridge
Crocker Park
Brisbane
Lagoon
Sierra Point
Marina
Quarry
Central Brisbane
Brisbane Acres
NE Bayshore
Southeast
Bayshore

VALLEY DR BAYSHORE BLVD

VISITACION AVE

TUNNEL AVE

LAGOON WAY

SAN BRUNO AVE

GUADALUPE CANYON PKWY
HWY 101
HWY 101
Beatty
Brisbane Parcels
TC-2
TC-1
SP-CRO
SCRO-1
R-MHP
R-BA
R-3
R-2
R-1
PD
PAOZ-2
PAOZ-1
O-S
NCRO-2
NCRO-1
MLB
M-1
HC
C/P-U
C-1
Commercial/Public Utilities District
Heavy Commercial District
Manufacturing District
Marsh Lagoon Bayfront District
Brisbane Village Neighborhood Commercial District
Downtown Brisbane Neighborhood Commercial District
Open Space
Parkside Overlay District - Clustered Housing
Parkside Overlay District - Multi-Family Housing
Sierra Point Commercial District
Commercial Mixed-Use District
Planned Development District
Residential District
Residential District
Residential District
Brisbane Acres Residential District
Residential Mobile Home Park District
Southwest Bayshore Commercial District
Crocker Park Trade Commercial District
Southeast Bayshore Commercial District
HCP Habitat Conservation Plan Area
Airbus,USGS,NGA,NASA,CGIAR,NCEAS,NLS,OS,NMA,Geodatastyrelsen,GSA,GSI and the GIS User Community E x i s t i n g L a y e r s / Z o n i n g D i s t r i c t s P r o p o s e d N e w Z o n i n g D i s t r i c t
R-TUO Residential Two Unit Overlay District
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City Council Meeting Minutes
September 5, 2024