El Centro City Council
April 5, 2022

1.57 Franchise Fee
“Franchise Fee” means the fee paid by Contractor to City for the right to hold the Franchise for Solid Waste services granted by this Agreement.

1.58 Generator
“Generator” means any Person whose act first causes Discarded Materials to become subject to regulation under federal, State, or local regulations.

1.59 Green Container
“Green Container” has the same meaning as in 14 CCR Section 18982.2(a) and shall be used for the purpose of storage and Collection of Source Separated Organic Materials.

1.60 Green Waste
“Green Waste” means tree trimmings, wood stumps, grass cuttings, dead plants, leaves, branches, flowers, plant stocks, and dead trees (not more than six (6) inches in diameter or 48 inches in length) and similar materials. Green Waste is a component of Organic Waste.

1.61 Gross Receipts
“Gross Receipts” means any and all payments received from Billings by City or Contractor , and compensation in any form related to this Agreement, of Contractor or subsidiaries, parent companies or other Affiliates of Contractor, for the Collection and Transportation of Solid Waste pursuant to this Agreement, including, but not limited to, Customer fees for Collection of Solid Waste, without subtracting Franchise Fees, late fees, or other fees or any other cost of doing business. Sales revenue from the sale of Recyclable Materials including the sale of Compost or any byproduct of Contractor’s Processing efforts, is excluded from Gross Receipts for purposes of calculating Franchise Fees.

1.62 Hazardous Substance
“Hazardous Substance” is defined to include any hazardous or toxic substance, material or waste, or a mixture of wastes, which is or becomes regulated by any local governmental authority, the State of California, or the United States Government. The term “Hazardous Material” includes, without limitation, any material or substance which is: (i) petroleum or oil or gas or any direct or derivate product or byproduct thereof; (ii) defined as a “Hazardous Waste,” “extremely Hazardous Waste” or “restricted Hazardous Waste” under Sections 25115, 25117 or 25122.7, or listed pursuant to Section 25140, of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law); (iii) defined as a “Hazardous Substance” under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act); (iv) defined as a “hazardous material,” “Hazardous Substance,” or “Hazardous Waste” under Sections 25501(j) and (k) and 25501.1 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory); (v) defined as a “Hazardous Substance” under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances); (vi) “used oil” as defined under Section 25250.1 of the California Health and Safety Code; (vii) asbestos; (viii) listed under Captor 11 of Division 4.5 of Title 22 of the California Code of Regulations, or defined as hazardous or extremely hazardous pursuant to Chapter 10 of Division 4.5 of Title 22 of the California Code of Regulations; (ix) defined as waste or a Hazardous Substance pursuant to the Porter-Cologne Act, Section

23.b
Packet Pg. 845 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

13050 of the California Water Code; (x) designated as a “toxic pollutant” pursuant to the Federal Water Pollution Control Act, 33 U.S.C. Section 1317; (xi) defined as “ Hazardous Waste” pursuant to the Federal Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq. (42 U.S.C. § 6903); (xii) defined as a “Hazardous Substance” pursuant to the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. § 6901); (xiii) defined as “Hazardous Material” pursuant to the Hazardous Materials Transportation Act 29 U.S.C. Section 5101, et seq.; or (xiv) defined as such or regulated by any “Superfund” or “Superlien” law, or any other federal, State or local law, statute, ordinance, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning Hazardous Materials and/or oil wells and/or underground storage tanks and/or pipelines, as now, or at any time hereafter, in effect.

1.63 Hazardous Waste
“Hazardous Waste” means all substances defined as Hazardous Waste, acutely Hazardous Waste, or extremely Hazardous Waste by the State of California in Health and Safety Code 25110.02, 25115, and 25117 or in the future amendments to or recodifications of such statutes or identified and listed as Hazardous Waste by the US Environmental Protection Agency (EPA), pursuant to the Federal Resource Conservation and Recovery Act (42 USC 6901 et seq.), all future amendments thereto, and all rules and regulations promulgated there under.

1.64 Household Hazardous Waste (“HHW”)
“Household Hazardous Waste” means Hazardous Waste generated at Residential Premises.

1.65 Incompatible Materials
“Incompatible Material” or “Incompatibles” mean(s) human-made inert material, including, but not limited to, glass, metal, plastic, and also includes Organic Waste that the receiving end-user, Facility, operation, property, or activity is not designed, permitted, or authorized to perform Organic Waste recovery activities as defined in 14 CCR Section 18983.1(b), or as otherwise defined by 14 CCR Section 17402(a)(7.5).

1.66 Large Event
“Large Event” means an event, including, but not limited to, a sporting event or a flea market, that charges an admission price, or is operated by a local agency, and serves an average of more than 2,000 individuals per day of operation of the event, at a location that includes, but is not limited to, a public, nonprofit, or privately owned park, parking lot, golf course, street system, or other open space when being used for an event. If the definition in 14 CCR Section 18982(a)(38) differs from this definition, the definition in 14 CCR Section 18982(a)(38) shall apply to this Agreement.

1.67 Large Venue
“Large Venue” means a permanent venue facility that annually seats or serves an average of more than 2,000 individuals within the grounds of the facility per day of operation of the venue facility. For purposes of 14 CCR, Division 7, Chapter 12 and this Agreement, a venue facility includes, but is not limited to, a public, nonprofit, or privately owned or operated stadium, amphitheater, arena, hall, amusement park, conference or civic center, zoo, aquarium, airport, racetrack, horse track, performing arts center, fairground, museum, theater, or other public attraction facility. For purposes of 14 CCR, Division 7 Chapter

23.b
Packet Pg. 846 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

12 and this Agreement, a site under common ownership or control that includes more than one Large Venue that is contiguous with other Large Venues in the site, is a single Large Venue. If the definition in 14 CCR Section 18982(a)(39) differs from this definition, the definition in 14 CCR Section 18982(a)(39) shall apply to this Agreement.

1.68 Materials Recovery Facility (“MRF”)
“Materials Recovery Facility” means a permitted Solid Waste Facility where Solid Wastes or Recyclable Materials are sorted or separated for the purposes of Recycling, Processing or Composting.

1.69 Mixed Waste Organic Waste Collection Stream or Mixed Waste “Mixed Waste Organic Waste Collection Stream” or “Mixed Waste” means Organic Waste Collected in a Container that is required by 14 CCR Sections 18984.1, 18984.2, or 18984.3 to be taken to a High Diversion Organic Waste Processing Facility, or as otherwise defined in 14 CCR Section 17402(a)(11.5). “Mixed Waste” means Mixed Waste Organic Collection Stream.

1.70 Mulch
“Mulch” means a layer of material applied on top of soil, and, for the purposes of the Agreement, Mulch shall conform with the following conditions, or conditions as otherwise specified in 14 CCR Section 18993.1(f)(4):

A. Meets or exceeds the physical contamination, maximum metal concentration, and pathogen density standards for land applications specified in 14 CCR Section 17852(a)(24.5)(A)(1) through (3).

B. Was produced at one or more of the following types of Facilities:

1. A compostable material handling operation or Facility as defined in 14 CCR Section 17852(a)(12), that is permitted or authorized under Division 7 of Title 14 of the CCR, other than a chipping and grinding operation or Facility as defined in 14 CCR Section 17852(a)(10);

2. A Transfer/Processing Facility or Transfer/Processing operation as defined in 14 CCR Section 17402(a)(30) and (31), respectively, that is permitted or authorized under 14 CCR, Division 7, Chapter 12; or,

3. A Solid Waste landfill as defined in PRC Section 40195.1 that is permitted under 27 CCR, Division 2.

1.71 Multi-Family or Multi-Family Dwelling
“Multi-Family” or “Multi-Family” Dwelling” means any building or lot containing five (5) or more dwelling units. Multi-Family Dwelling units generally receive Refuse Collection service through the use of shared Bins.

1.72 Non-Compostable Paper
“Non-Compostable Paper” includes, but is not limited to, paper that is coated in a plastic material that will not breakdown in the composting process, or as otherwise defined in 14 CCR Section 18982(a)(41).

23.b
Packet Pg. 847 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

1.73 Non-Organic Recyclables
“Non-Organic Recyclables” means non-putrescible and non-hazardous recyclable wastes including, but not limited to, bottles, cans, metals, plastics, and glass, or as otherwise defined in 14 CCR Section 18982(a)(43). Non-Organic Recyclables are a subset of Source Separated Recyclable Materials.

1.74 Organic Materials
“Organic Materials” means Green Waste and Food Waste, individually or collectively. No Discarded Material shall be considered to be Organic Materials, however, unless it is separated from Recyclable Material and Solid Waste. Organic Materials are a subset of Organic Waste.

1.75 Organic Waste
“Organic Waste” means Solid Wastes containing material originated from living organisms and their metabolic waste products including, but not limited to, food, Green Waste, organic textiles and carpets, lumber, wood, paper products, printing and writing paper, manure, biosolids, digestate, and sludges, or as otherwise defined in 14 CCR Section 18982(a)(46). Biosolids and digestate are as defined in 14 CCR Section 18982(a)(4) and 14 CCR Section 18982(a)(16.5), respectively.

1.76 Owner
“Owner” means the Person holding the legal title to the real property constituting the Premises to which Solid Waste Collection service is to be provided under this Agreement or the Person holding legal title to an Approved Facility.

1.77 Person
“Person” means any individual, firm, association, organization, partnership, corporation, business trust, joint venture, the United States, the State of California, the County of Imperial, cities, and special purpose districts.

1.78 Premises
“Premises” means any land or building in City where Solid Waste is generated or accumulated.

1.79 Process, Processed, or Processing
“Processing” means the controlled separation, recovery, volume reduction, conversion, or Recycling of Solid Waste including, but not limited to, organized, manual, automated, or mechanical sorting, the use of vehicles for spreading of waste for the purpose of recovery, and/or includes the use of conveyor belts, sorting lines, or volume reduction equipment, or as otherwise defined in 14 CCR Section 17402(a)(20).

1.80 Prohibited Container Contaminants
“Prohibited Container Contaminants” means the following: (i) Discarded Materials placed in the Blue Container that are not identified as acceptable Source Separated Recyclable Materials for the City’s Blue Container; (ii) Discarded Materials placed in the Green Container that are not identified as acceptable Source Separated Green Container Organic Waste for the City’s Green Container; (iii) Discarded Materials placed in the Black Container that are acceptable Source Separated Recyclable Materials and/or Source

23.b
Packet Pg. 848 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Separated Green Container Organic Waste to be placed in City’s Green Container and/or Blue Container; and (iv) Excluded Waste placed in any Container.

1.81 Proposition 218
“Proposition 218”(Prop 218) means Articles XIIIC and XIIID of the California Constitution and any implementing legislation promulgated thereunder, as amended, supplemented, superseded, and replaced from time to time.

1.82 Putrescible Waste
“Putrescible Waste” means wastes that are capable of being decomposed by micro-organisms with sufficient rapidity as to cause nuisances because of odors, gases, or other offensive conditions, and includes materials such as, but not limited to Food Waste, offal, and dead animals; or as otherwise defined in 14 CCR Section 17402(a)(21).

1.83 Rate Year
“Rate Year” means the period July 1 to June 30, for each year during the Term of this Agreement.

1.84 Recyclable Materials or Recyclables
“Recyclable Materials” or “Recyclables” means Solid Waste the Generators set out in Recyclables Containers for Collection for the purpose of Recycling by the Contractor. For the purposes of this Agreement, Recyclable Materials shall include, but not be limited to:
• newsprint corrugated material
• high-grade paper and mixed paper glass
• aluminum cans
• tin cans
• steel and other types of scrap metals
• PET polyethylene terephthalate containers (“PET”) marked “1” as of the date hereof high-density polyethylene containers (“HDPE”) marked “2” as of the date hereof low density polyethylene containers (“LDPE”) marked “4” as of the date hereof California redemption containers • ferrous metals
• non-ferrous metals
• white paper
• mixed paper, including but not limited to, flyers, brochures, mailing inserts and other mixed paper • telephone directory books
This list may be expanded to include any other material for which a Recycling market or process is developed, and which material is designated by City to constitute Recyclable Material during the term of this Agreement. Notwithstanding any other term or provision of this Agreement to the contrary, materials shall be deemed to constitute Solid Waste within the meaning of California Public Resources Code Section

23.b
Packet Pg. 849 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

40191, and regulated accordingly, whether or not said materials are identified on the foregoing list or may be potentially recyclable, in all cases where the material is mixed or commingled with other types of Solid Waste, or where a fee, charge, or other form of consideration, regardless of amount, is directly or indirectly solicited or received from the Generator in exchange for Collection, removal, Transportation, storage, Processing, handling or Disposal services (“fee for service” Recycling), whether or not arranged by or through a subcontractor, broker, agent, or affiliate of the provider of such service.

1.85 Recycling
“Recycle,” “Recycling,” or “Recycled” means the process of Collecting, sorting, cleansing, treating, and reconfiguring materials for the purpose of returning them to the economic mainstream in the form of raw material for new, Reused, or reconstituted products which meet the quality standards necessary to be used in the marketplace. Recycling includes Engineered Municipal Solid Waste and other processes deemed to constitute a reduction of Landfill Disposal pursuant to 14 CCR, Division 7, Chapter 12, Article

2. Recycling does not include gasification or Transformation as defined in Public Resources Code Section 40201.

1.86 Refuse
“Refuse” means Solid Waste or debris, except sewage, Construction and Demolition Debris, Recyclable Materials, and/or Organic Waste placed in Source Separated Containers for Collection.

1.87 Renewable Natural Gas (RNG)
“Renewable Natural Gas” or “RNG” means gas derived from Organic Waste that has been Diverted from a Landfill and Processed at an in-vessel digestion Facility that is permitted or otherwise authorized by 14 CCR to recover Organic Waste, or as otherwise defined in 14 CCR Section 18982(a)(62).

1.88 Residential
“Residential” refers to services performed at and for Residential Premises.

1.89 Residential Premises
“Residential Premises” means Premises upon which dwelling units exist, including, without limitation, Single Family and Multi-Family Dwellings, apartments, boarding or rooming houses, condominiums, mobile homes, efficiency apartments, and second units. Notwithstanding any provision to the contrary herein, in the El Centro Municipal Code, or otherwise, for purposes of this Agreement, Premises upon which the following uses are occurring shall not be deemed to be Residential Premises, and rather shall be deemed to be Commercial Premises: Adult Residential Facilities, Assisted Living Facilities, Convalescent Homes, Dormitories, Extended Stay Motels, Group Residential Facilities; Group Care Facilities, Hotels, Motels, and any other businesses not specifically listed at which residency is transient in nature and hence should be classified as Commercial Premises as determined by City on a case by case bases.

1.90 Roll-off Box
“Roll-off Box” means Solid Waste Collection Containers of 10-yards or larger.

23.b
Packet Pg. 850 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

1.91 SB 1383
“SB 1383” means Senate Bill 1383 of 2016 approved by the Governor on September 19, 2016, which added Sections 39730.5, 39730.6, 39730.7, and 39730.8 to the Health and Safety Code, and added Chapter 13.1 (commencing with Section 42652) to Part 3 of Division 30 of the Public Resources Code, establishing methane emissions reduction targets in a statewide effort to reduce emissions of short-lived climate pollutants as amended, supplemented, superseded, and replaced from time to time. For the purposes of this Agreement, SB 1383 specifically refers to the Short-Lived Climate Pollutants (SLCP): Organic Waste Reductions regulations developed by CalRecycle that created Chapter 12 of 14 CCR, Division 7 and amended portions of regulations of 14 CCR and 27 CCR.

1.92 Self-Hauler
“Self-Hauler” or “Self-Haul” means a Solid Waste Customer, Commercial Generator, Multi-Family Generator, or special event that Transports its own Recyclable Materials to a Recycling Facility or Organic Materials to an Organic Materials Processing Facility by using a vehicle owned by that Transporting entity rather than using the hauling services of the Solid Waste Collector.

1.93 Sharps
“Sharps” means hypodermic needles, pen needles, intravenous needles, lancets, and other devices that are used to penetrate the skin for the delivery of medications.

1.94 Single Family or Single Family Dwelling
“Single Family” or Single-Family Dwelling” means a building or lot containing four or fewer Residential dwelling units. Single Family or Single-Family Dwelling units generally receive individual Cart Refuse Collection service.

1.95 Solid Waste
“Solid Waste” means all discarded putrescible and non-putrescible solid, semisolid, and liquid wastes, including Refuse, Construction and Demolition Debris, Bulky Items, Recyclable Materials, and Green Waste, or any combination thereof which are permitted to be disposed of in a Class III landfill, and which are included in the definition of “Non-hazardous Solid Waste” set forth in the California Code of Regulations. “Solid Waste” means all Solid Wastes generated by Residential, Commercial, and industrial sources, and all Solid Waste generated at construction and demolition sites, and at treatment works for water and waste water, which are Collected and Transported under the authorization of the City or are Self-Hauled by residents or contractors. Solid Waste does not include agricultural crop residues, mining waste and fuel extraction waste, forestry wastes, ash from industrial boilers, furnaces and incinerators or Hazardous Material, any waste which is not permitted to be disposed of at a Class III landfill and which fall within the definition of “Nonhazardous Solid Waste” set forth in Title 23, Chapter 15, Section 2523(a) of the California Code of Regulations as amended or designated Class II wastes. materials shall be deemed “Solid Waste” consistent with the meaning of California Public Resources Code Section 40191, and for purposes of this Agreement shall be regulated as such, whether or not they may be potentially Recyclable Material, in either of the following instances: (a) the material is mixed or commingled with other types of Solid Waste such that more than sixty-five percent (65%) of the material consists of Solid Waste rather than Recyclable Materials, or (b) the payment of a fee, charge, or other consideration, in any form or amount, is directly or indirectly solicited or received from the Generator by any Person or combination of Persons in exchange for Collection, removal, Transportation, storage, Processing, handling, consulting,

23.b
Packet Pg. 851 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Container rental or Disposal services (“fee for service” Recycling), whether or not arranged by or through a subcontractor, broker, agent, consultant, or Affiliate of the provider of such service.

1.96 Solid Waste Handling Services
“Solid Waste Handling Services” means the Collection, Transfer, Transport, Recycling, Processing, and Disposal of Solid Waste.

1.97 Source Separated
“Source Separated” means materials, including commingled Recyclable Materials, that have been separated or kept separate from the Solid Waste stream, at the point of generation, for the purpose of additional sorting or Processing of those materials for Recycling or reuse in order to return them to the economic mainstream in the form of raw material for new, reused, or reconstituted products which meet the quality standards necessary to be used in the marketplace, or as otherwise defined in 14 CCR Section 17402.5(b)(4). For the purposes of the Agreement, Source Separated shall include separation of materials by the Generator, property Owner, property Owner’s employee, property manager, or property manager’s employee into different Containers for the purpose of Collection such that Source Separated materials are separated from Black Container Waste/Mixed Waste and other Solid Waste for the purposes of Collection and Processing.

1.98 Source Separated Blue Container Organic Waste
“Source Separated Blue Container Organic Waste” means Source Separated Organic Waste that can be placed in a Blue Container that is limited to the Collection of those Organic Wastes and Non-Organic Recyclables as defined in 14 CCR Section 18982(a)(43); or as otherwise defined by 14 CCR Section 17402(a)(18.7). Source Separated Blue Container Organic Waste is a subset of Organic Waste.

1.99 Source Separated Green Container Organic Waste
“Source Separated Green Container Organic Waste” means Source Separated Organic Waste that can be placed in a Green Container that is specifically intended for the separate Collection of Organic Waste by the Generator, excluding Source Separated Blue Container Organic Waste, carpets, Non-Compostable Paper, and textiles. Source Separated Green Container Organic Waste is a subset of Organic Waste.

1.100 Source Separated Recyclable Materials
“Source Separated Recyclable Materials” means Source Separated Non-Organic Recyclables and Source Separated Blue Container Organic Waste.

1.101 State
“State” means the State of California.

1.102 Tier One Commercial Edible Food Generators
“Tier One Commercial Edible Food Generator” means a Commercial Edible Food Generator that is one of the following, each as defined in 14 CCR Section 18982:

A. Supermarket.

B. Grocery Store with a total facility size equal to or greater than 10,000 square feet.

23.b
Packet Pg. 852 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

C. Food Service Provider.

D. Food Distributor.

E. Wholesale Food Vendor.

If the definition in 14 CCR Section 18982(a)(73) of Tier One Commercial Edible Food Generator differs from this definition, the definition in 14 CCR Section 18982(a)(73) shall apply to this Agreement.

1.103 Tier Two Commercial Edible Food Generators
“Tier Two Commercial Edible Food Generator” means a Commercial Edible Food Generator that is one of the following, each as defined in 14 CCR Section 18982:

A. Restaurant with 250 or more seats, or a total facility size equal to or greater than 5,000 square feet.

B. Hotel with an on-site food facility and 200 or more rooms.

C. Health facility with an on-site food facility and 100 or more beds.

D. Large Venue.

E. Large Event.

F. A State agency with a cafeteria with 250 or more seats or total cafeteria facility size equal to or greater than 5,000 square feet.

G. A local education agency with an on-site food facility.

If the definition in 14 CCR Section 18982(a)(74) of Tier Two Commercial Edible Food Generator differs from this definition, the definition in 14 CCR Section 18982(a)(74) shall apply to this Agreement.

1.104 Transfer
“Transfer” means the act of Transferring the materials Collected by Contractor in its route vehicles into larger vehicles for Transport to other facilities for the purpose of Recycling or Disposing of such materials.

1.105 Transfer Station
“Transfer Station” means a Facility that received Solid Waste from Collection vehicles and Transfers the material to larger vehicles for Transport to landfills and other destinations. Transfer Stations may or may not also include MRFs, Transferring residual Refuse (Refuse left after the sorting of Recyclable Materials) to landfills and Recyclable Materials, including Green Waste and/or Construction and Demolition debris, to processors, brokers or end-users.

1.106 Transformation
“Transformation” means incineration, pyrolysis, distillation, gasification, or biological conversion other than composting.

1.107 Transportation or Transport
“Transportation” or “Transport” means the act of conveying Collected materials from one location to another.

23.b
Packet Pg. 853 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

1.108 Universal Waste
“Universal Waste” or “U-Waste” means all wastes defined by 22 CCR Subsections 66273.1 through 66273.9. These include, but are not limited to, batteries, fluorescent light bulbs, mercury switches, and Electronic Waste but do not include paints, oils, or solvents.

ARTICLE 2: GRANT AND ACCEPTANCE OF FRANCHISE

2.1 Grant and Acceptance of Franchise
Subject to the terms and conditions of this Agreement (including but not limited to the exclusions set forth in Section 2.9) and Applicable Law, and to the rights of State, county and school district facilities to use a Solid Waste enterprise other than Contractor, City hereby grants to Contractor and Contractor hereby accepts from City, for the Term hereof, the exclusive franchise, right and privilege to provide Solid Waste Handling Services at all Residential and Commercial Premises within City (the “Franchise”).

2.2 Enforcement of Exclusivity
Contractor shall be responsible for enforcing the exclusivity of this Agreement. City shall have the right to enforce the exclusivity provisions hereof if, in its absolute and sole discretion, it chooses to do so, but shall have no obligation to do so for the benefit of Contractor or otherwise. City additionally shall have the right, but not the obligation, to request that Contractor enforce the exclusivity provisions hereof.

Contractor shall have an affirmative obligation to enforce such exclusivity provisions when requested to do so by City. Should City take administrative, law enforcement, or other legal action to protect Contractor’s exclusive rights, or otherwise enforce the exclusivity of this Agreement (including the adoption of any resolution or ordinance intended to facilitate the enforcement of the exclusive rights granted herein) Contractor shall reimburse City for its all administrative, law enforcement, or other legal costs and fees related to any such action.

2.3 Effective Date
The “Effective Date” of this Agreement shall be the date which the City Council approves this Agreement.

2.4 Term of Agreement
The term of this Agreement (the “Term”) shall commence on the first day of the month following the Effective Date, and shall expire June 30, 2027, subject to extension as provided herein. Notwithstanding the foregoing, the unexcused failure or refusal of Collector to perform any material term, covenant, obligation, or condition contained in this Agreement shall give rise to the right, in favor of City, for earlier termination of this Agreement for cause in accordance with the procedures elsewhere contained herein.

2.5 Option to Extend Term
The Agreement may be extended in five (5) year intervals by mutual agreement of the City and the Contractor according to the following noticing procedure:

23.b
Packet Pg. 854 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

If the City desires to extend the term of the Agreement, it shall give notice of extension to the Contractor, no later than 18 months prior to the Agreement’s expiration. If Contractor does not desire to extend the Agreement, the Contractor shall have thirty (30) days from receipt of City’s written notice to provide a written response to the City expressing it does not want to extend the Agreement.

2.6 Representations and Warranties of Contractor
Contractor hereby covenants, represents, and warrants the following to City for the purpose of inducing City to enter into this Agreement and to consummate the transaction contemplated hereby, all of which shall be true as of the date of this Agreement and as of the Effective Date:

A. Contractor is validly existing as a corporation under the laws of the State of California.

B. Neither the execution of this Agreement nor the delivery by Contractor of services nor the performance by Contractor of its obligations hereunder: (1) conflicts with, violates or results in a breach of any Applicable Law; (2) conflicts with, violates or results in a breach of any term or condition of any judgment, decree, agreement (including, without limitation, the certificate of incorporation of Contractor) or instrument to which Contractor is a party or by which Contractor or any of its properties or assets are bound, or constitutes a default under any such judgment, decree, agreement or instrument; or (3) will result in the creation or imposition of any encumbrance of any nature whatsoever upon any of the properties or assets of Contractor.

C. There is no action, suit or other proceeding as of the date of this Agreement, at law or in equity, or to the best of Contractor’s knowledge, any investigation, before or by any court or governmental authority, pending or threatened against Contractor which is likely to result in an unfavorable decision, ruling or finding which would materially and adversely affect the validity or enforceability of this Agreement or any such agreement or instrument entered into by Contractor in connection with the transactions contemplated hereby, or which could materially and adversely affect the ability of Contractor to perform its obligations hereunder or which would have a material adverse effect on the financial condition of Contractor.

D. Contractor has no knowledge of any Applicable Law in effect as of the date of this Agreement that would prohibit the performance by Contractor of this Agreement and the transactions contemplated hereby.

E. Contractor has made an independent investigation, satisfactory to it, of the conditions and circumstances surrounding this Agreement and the work to be performed by it, and is satisfied that those conditions and circumstances will not impair its ability to perform the work and provide the Collection services required by this Agreement.

F. The information supplied by Contractor in all submittals made in connection with negotiation and execution of this Agreement, including all materials in Exhibits of this Agreement, and all representations and warranties made by Contractor throughout this Agreement are true, accurate, correct, and complete in all material respects on and as of the Effective Date of this Agreement.

G. Contractor’s representative, designated in Section 5.3.5, shall have authority in all daily operational matters related to this Agreement. City may rely upon action taken by such designated

23.b
Packet Pg. 855 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

representative as action of Contractor unless the actions taken are not within the scope of this Agreement.

H. The Approved Disposal Facility is properly permitted by the applicable regulatory agencies is classified as a Class III Landfill (permitted to receive municipal Solid Waste), complies with all Applicable Laws, is not on or being considered for inclusion on a State or federal Superfund list, or CalRecycle list of Solid Waste facilities failing to meet State minimum standards.

2.7 Conditions to Effectiveness of Agreement
The satisfaction of each and all of the conditions set out below, each of which may be waived in whole or in part by City in writing, is a condition precedent to the effectiveness of this Agreement, and a condition of Contractor’s continued right to the benefits conveyed herein:

A. Accuracy of Representations. All representations and warranties made by Contractor and set forth in this Agreement shall be accurate, true, and correct on and as of the Effective Date, and shall remain so during the Term hereof.

B. Absence of Litigation. There shall be no litigation pending in any court challenging the award of this Franchise to Contractor or the execution of this Agreement or seeking to restrain or enjoin its performance.

C. Furnishing of Insurance and Bond or Letter of Credit. Contractor shall have furnished evidence of the insurance and bonds or letter of credit required by Article 9, and shall comply with all ongoing requirements relating thereto.

D. Effectiveness of City Council Action. City’s approval of this Agreement shall have become effective pursuant to California law prior to the Effective Date.

2.8 Delegation of Authority
The administration of this Agreement by City shall be under the supervision and direction of City Manager’s office and the actions specified in this Agreement, unless otherwise stated, shall be taken by the City Manager or designee (“City Manager”).

2.9 Limitations to Scope
Notwithstanding any provision to the contrary contained herein, the exclusive franchise, right and privilege to provide Solid Waste Handling Services at Premises within City granted to Contractor by this Agreement specifically excludes the following services, which services may be provided by Persons other than Contractor, and which may be the subject of other permits, licenses, franchises, or agreements issued or entered by City:

A. Recyclable and Organic Materials. Other Persons shall maintain the right to: (1) accept Source Separated Recyclable Materials and Source Separated Organic Materials donated from the service recipient or Generator, or (2) to pay the service recipient or Generator for Source Separated

23.b
Packet Pg. 856 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Recyclable Materials and Source Separated Organic Materials provided that there is no net payment made by the service recipient to such other Person.

B. Donated or Sold Materials. Any items which are Source Separated at any Premises by the Generator and sold or donated to other Persons, including youth, civic, or charitable organizations.

C. Solid Waste, including Recyclable Materials and/or Organic Materials, which is removed from any Premises by the Generator, and which is Transported personally by such Generator (or by his or her full-time employees) to a Solid Waste Facility in a manner consistent with all Applicable Laws and regulations.

D. Green Waste removed from a Premises by a gardening, landscaping, or tree trimming Contractor, utilizing its own equipment, as an incidental part of a total service offered by that Contractor rather than as a hauling service.

E. The Collection, Transfer, Transport, Recycling, Processing, and Disposal of animal waste and remains from slaughterhouse or butcher shops for use as tallow.

F. The Collection, Transfer, Transport, Recycling, Processing, and Disposal of by-products of sewage treatment, including sludge, sludge ash, grit, and screenings.

G. The Collection, Transfer, Transport, Recycling, Processing, and Disposal of Hazardous Substances, Hazardous Waste, Household Hazardous Waste, and radioactive waste regardless of its source, including tires, used oil and used oil filters.

H. The Collection, Transfer, Transport, Recycling, Processing, and Disposal of Solid Waste by City through City officers or employees in the normal course of their City employment.

I. Solid Waste Handling Services for governmental agencies other than City, which may have facilities in City, but over which City has no jurisdiction in connection with the regulation of Solid Waste; and, J. The Collection of Recyclable Materials and/or Organic Materials that are not Diverted by the Contractor’s Diversion programs.

K. The Food Waste or other Organic Waste Diverted from Disposal removed from a Premises and delivered to hog farms or to other Premises for use as animal feed; and, L. Edible Food removed from a Premises and recovered for human consumption.

The exclusive franchise, right and privilege to provide Solid Waste Handling Services within City granted to Contractor by this Agreement shall be interpreted to be consistent with all applicable State and federal laws, now in effect and adopted during the term of this Agreement, and the scope of this Agreement shall be limited by all applicable current Applicable Laws with regard to Solid Waste Handling Services, exclusive Franchise, control of Recyclable Materials, Solid Waste flow control, and related doctrines. In the event that future interpretations of current law, future enactments or limit the ability of City to lawfully grant Contractor the scope of services as specifically set forth herein, Contractor agrees that the scope of this Agreement will be limited to those services and materials which may be lawfully provided, and that City shall not be responsible for any lost profits or any other direct or indirect costs claimed by Contractor to arise out of further limitations of the scope of the Agreement set forth herein. In such an event, it shall be

23.b
Packet Pg. 857 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

the responsibility of Contractor to minimize the financial impact to other services being provided as much as possible.

2.10 City’s Right to Direct Changes

2.10.1 General
City may direct Contractor to perform additional services (including new Diversion programs, etc.) or to modify the manner in which it performs existing services or Bills for services. Pilot programs and innovative services which may entail new Collection methods, and different kinds of services and/or new requirements for Generators are included among the kinds of changes which City may direct. Contractor acknowledges that State law may increase the Diversion requirement during the term of this Agreement and Contractor agrees to propose services to meet such Diversion requirements. Contractor shall be entitled to an adjustment in its Contractor Compensation for providing such additional or modified services, including a profit factor equal to ten percent (10%) of the incremental cost of such additional or modified services to the extent approved through the Proposition 218 process or any other legally applicable approval process. If the City Manager and Contractor cannot agree upon the amount of a rate adjustment for new or additional services, then City may contract with other parties for such services which shall be considered exempt from the exclusivity provisions of Section 2.2. The City Council shall make the final determination and its decision shall be final and binding. If Contractor cannot receive agreed to compensation due to a majority protest under Proposition 218 (or under any other legally applicable approval process), Contractor will not be required to implement additional services.

2.10.2 New Diversion Programs
Contractor shall present, within thirty (30) days of a request to do so by City, a proposal to provide additional or expanded Diversion services. The proposal shall contain a complete description of the following:

A. Collection methodology to be employed (equipment, manually powered, etc.).

B. Equipment to be utilized (vehicle number, types, capacity, age, etc.).

C. Labor requirements (number of employees by classification).

D. Type(s) of Containers to be utilized.

E. Type(s) of material to be Collected.

F. Provision for program publicity/education/marketing.

G. One-year projection of the financial results of the program’s operations in an operating statement format including documentation of the key assumptions underlying the projections and the support for those assumptions.

23.b
Packet Pg. 858 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

2.10.3 Flow Control Option
If City directs Contractor to a Facility other than an Approved Facility listed in this Agreement, or otherwise requested by Contractor, and in doing so it adversely affects the ability of the Contractor to meet either or both of the requirements of Section 9.3 and Section 4.3.6, then in this event the City and Contractor shall meet and confer and mutually agree on revised obligations for Sections 9.3 and 4.3.6. The foregoing notwithstanding, in the event City directs Contractor to a Facility other than an Approved Facility listed in this Agreement or otherwise requested by Contractor, then a rate adjustment may be implemented based upon any demonstrable increase or decrease in costs associated with handling, Processing, Disposal, and Transportation. Any such rate adjustment is subject to Proposition 218 requirements unless otherwise within the scope of any approved cost of living increase.

In the event City so notifies Contractor of its desire to cease exercising its Flow Control Option, Contractor shall have the absolute discretion to utilize any Disposal Facility, Transfer Station, Recycling Facility, Material Recovery Facility, C&D Processing Facility, Organic Waste Processing Facility, landfill, or other Facility of its choosing to retain, Recycle, Process, and Dispose of Solid Waste generated within the City, provided the use of such Facility by Contractor enables it to meet all other requirements of this Agreement and State law.

2.11 Ownership of Solid Waste
City and Contractor understand and agree that it is Contractor, and not City, who will arrange to Collect Solid Waste, that City has not, and, by this Agreement does not, instruct Contractor on its Collection methods, nor supervise the Collection process; nor do the Parties intend to place title to Solid Waste Collected by Contractor in City. Rather, the Parties intend that whatever, if any, title in and to the Solid Waste that is Collected by Contractor which otherwise might exist in or with City in the absence of this Agreement is hereby Transferred to Contractor; and further that if Contractor gains title to such Solid Waste it is by operation of law and agreement with its Customers and is not the result of this Agreement.

Subject to the provisions of this Agreement, and unless City exercises its rights to direct the location for Disposal and Processing of Solid Waste, Contractorshall have the right to retain, Recycle, Process, dispose of, and otherwise use Solid Waste Collected pursuant to the terms hereof in any lawful fashion or for any lawful purpose; and, further, shall have the right to retain any benefit resulting from its right to retain, Recycle, Process, dispose of, or reuse the Solid Waste which it Collects.

Solid Waste, or any part thereof, which is disposed of at a Disposal Facility or Facilities (whether landfill, Transformation Facility, Transfer Station, Organic Waste Processing Facility or Material Recovery Facility) shall become the property of the Owner or operator of the Disposal Facility(ies) once deposited there by Contractor. City may obtain ownership or possession of Solid Waste placed for Collection upon written notice of its intent to do so, however, nothing in this Agreement shall be construed as giving rise to any inference that City has such ownership or possession unless such written notice has been given to Contractor.

2.12 Contractor Status
Contractor represents and warrants that it is duly organized, validly existing and in good standing under Applicable Laws. It is qualified to transact business in the State of California and has the power to own its properties and to carry on its business as now owned and operated and as required by this Agreement.

23.b
Packet Pg. 859 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

2.13 Contractor Authorization
Contractor represents and warrants that it has the authority to enter into and perform its obligations under this Agreement. The Board of Directors or partners of Contractor (or the shareholders, if necessary) have taken all actions required by Applicable Law, its articles of incorporation, its bylaws or otherwise to authorize the execution of this Agreement. The Persons signing this Agreement on behalf of Contractor have authority to do so. Contractor shall authorize one employee for the City as a single point of contact for issues arising under this Agreement, and Contractor acknowledges and agrees that City may expect and assume that this employee’s actions are taken on behalf of and with the full approval of the Contractor.

2.14 Permits and Licenses
Contractor shall acquire and maintain all necessary permits and licenses for the Collecting, Transporting, Processing, and storing of Solid Waste and Recyclables, disposing of Solid Waste, and the Recycling of Recyclables as required under this Agreement. Failure to maintain all required permits shall be deemed a material breach of contract for which City may terminate this Agreement as provided in Section 11.1.

2.15 Annexations
This Agreement extends to any territory annexed to the City during the term of this Agreement except to the extent that Collection by Contractor within that annexed territory would violate the provisions of Public Resources Code Section 49520. In such event, this Agreement shall become effective as to such area at the earliest possible date permitted by law, and City agrees that it shall cooperate with Contractor to fulfill any requirement necessary for Contractor to serve the annexed area consistent with this paragraph.

ARTICLE 3: FEES PAID TO THE CITY AND BOND EXPENSES
In addition to any other consideration set forth herein, as part of its consideration for entering into this Agreement, and for the exclusive franchise, right and privilege to provide Solid Waste Handling Services as specified herein, Contractor shall provide the following:

3.1 Section Reserved

3.2 Franchise Fee
Throughout the Term of this Agreement Contractor shall pay to City a Franchise Fee in an amount equal to ten percent (10%) of the Gross Receipts collected by City and Contractor from all services provided in City pursuant to the terms of this Agreement (excluding late charges), as more fully described in Section

3.3. 23.b
Packet Pg. 860 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

3.3 Time and Method of Franchise Fee Payments to City

3.3.1 Revenue Collected by City
The portion of the City Franchise Fee based upon revenue Billed and collected by City will be withheld from City’s monthly payments to Contractor.

3.3.2 Revenue Collected by Contractor
On or before the thirtieth (30th) day following the end of each calendar quarter during the Term of this Agreement, Contractor shall remit any Franchise Fees due to City for Gross Receipts received by Contractor that calendar quarter. If the Franchise Fees are not paid on or before the thirtieth (30th) day following the end of the calendar quarter, Contractor shall pay to City a penalty in an amount equal to ten percent (10%) of the amount owing for that quarter, plus interest at a rate of one and one-half (1.5%) per month.

Each Franchise Fee remittance to City shall be accompanied by a statement detailing Gross Receipts received from Customers by Contractor for the period covered from all operations conducted or permitted, pursuant to this Agreement. In addition, Contactor shall maintain copies of all Billing and Collection records for five (5) years, following the date of Billing, for inspection and verification by City at any reasonable time upon request.

The Franchise Fee was the product of extensive negotiation and represents the Parties’ estimate of the reasonable value of the franchise.

3.4 AB 939/SB 1383 Reimbursement
On or before the thirtieth (30th) day following the end of each calendar quarter during the Term of this Agreement, the Contractor shall pay an AB 939/SB 1383 Reimbursement to City in amount of $12,500 (equivalent to $50,000 annually). City shall use the AB 939/SB 1383 Reimbursement to refund expenses including but not limited to, staffing costs related to City programs, pilot studies, education and outreach campaigns, technical assistance to Customers, reporting, compliance, capacity planning, provision of special containers, or other activities involved in compliance with AB 939 and/or SB 1383. The City shall retain the sole right to set priorities for the use of its AB 939/SB 1383 Fee. This fee shall be a pass-through cost.

3.4.1 Annual Adjustment to AB 939/SB 1383 Fee
Subject to the provisions of Section 6 below, the amount of the AB 939/SB 1383 Fee shall be adjusted automatically at the beginning of each Rate Year by a percentage equal to the annual percentage increase in CPI, if any, not to exceed four percent (4%) in any given year, for the twelve (12) month period ending December prior to the Rate Year anniversary date. If there is no increase in the CPI or if the CPI decreases, the AB 939/SB 1383 Fee shall remain unchanged from the previous Rate Year. If the Contractor does not receive any rate increase on July 1, for any particular year, as part of its annual adjustment under Article 6, then the AB 939/SB 1383 Fee shall not be adjusted that year.

23.b
Packet Pg. 861 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

3.5 Future Fees
In the event that City implements a new fee, such as a Refuse Vehicle Impact Reimbursement, Contractor shall be entitled to a rate adjustment in an amount sufficient to recover the fee from Customers. City may elect to have Contractor pay quarterly in accordance with the requirements of Section 3. 3, annually, or on another schedule as City identifies. City may set deadlines and late fees, and additional fees would be subject to audit, as are the current fees under Section 8.2.8.

ARTICLE 4: DIRECT SERVICES

4.1 Services to be Provided by Contractor – General
The work to be done by Contractor pursuant to this Agreement shall include, but not be limited to, the furnishing of all labor, supervision, equipment, materials, supplies, and all other items necessary to perform the services required. The enumeration of, and specification of requirements for, particular items of labor or equipment shall not relieve Contractor of the duty to furnish all others, as may be required, whether enumerated elsewhere in the Agreement or not.

The work to be done by Contractor pursuant to this Agreement shall be accomplished in a timely. thorough and professional manner so that all Customers are provided reliable, courteous, and high-quality Solid Waste Handling Services at all times. The enumeration of, and specification of requirements for, particular aspects of service quality shall not relieve Contractor of the duty of accomplishing all other aspects in the manner provided in this Section, whether such other aspects are enumerated elsewhere in the Agreement or not.

All Collection systems shall comply with CalRecycle requirements under SB 1383 as described in Exhibit 9.

4.2 Refuse Services

4.2.1 Single Family Refuse Collection
Contractor shall provide all Customers at Single Family Dwellings and Multi-Family Dwellings without Bin Service, with one Black 90-gallon Cart, and shall Collect all Refuse placed therein for Collection not less than once per week.

Customers that regularly require more than one Refuse Cart may request additional Cartsfor an additional charge per Cart per month in accordance with the approved rate schedule.

4.2.2 Refuse Cart Overage
Customers may periodically generate more Refuse than will fit in the Refuse Cart(s). Customers are therefore entitled to two annual pickups of material that does not fit in the Refuse Cart(s) at no additional cost. One pickup shall consist of up to the equivalent of three (3) large bags, or barrels of Refuse.

Contractor shall Collect all Refuse put out for Collection in addition to the foregoing two (2) pickups to be provided at no charge. Customers may be charged per pickup in accordance with the approved rate schedule for overage pickups above two (2) per year. In addition to the two (2) free pickups, Contractor shall Collect all additional Refuse placed out for Collection in the Customer’s own Containers (bags,

23.b
Packet Pg. 862 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

barrels, etc.) at no additional charge during the period beginning December 26 through the end of the holiday tree Collection period (see Section 4.4.1.2). This service is limited to Refuse that could otherwise be placed in the Refuse Cart, and not Recycling Materials, Organic Waste, or Bulky Items which are Collected in accordance with Section 4.2.13.

4.2.3 Backyard Service
Contractor shall provide disabled Customers with backyard service. Contractor will remove Refuse, Recyclable and Green Waste Containers, and Green Waste bundles from Customer’s storage area, place them out for Collection, and return Containers to Customer’s storage area after Collection, ensuring that all doors or gates are closed securely. In order to qualify as disabled under this Section, Customers must have been issued a handicap placard from the Department of Motor Vehicles or otherwise obtain approval to receive such service from the City. Additionally, walk-out service need not be provided if an able-bodied Person resides with the disabled Customer.

4.2.4 Multi-Family and Commercial Refuse Collection
Contractor shall provide Bin Service to Multi-Family and Commercial Customers. Contractor shall Collect and remove all Refuse that is placed in Black Bins, or Bins with Black lids, from the property of Customers receiving Bin Service, at least once per week and more frequently if required to handle the waste generated at the Premises where the Bins are located. If Contractor and Customer have a disagreement as to the number or size of Bins, City shall make the final determination. Special consideration shall be given when determining the pickup areas to ensure that the flow of traffic is not impeded.

4.2.5 Commercial Cart Service
As an alternative to the requirements of Section 4.2.4, Contractor shall offer Collection in 90-gallon Black Refuse Carts to Customers at Commercial Premises that do not have space for, or do not generate enough waste to require the use of Bins for Collection. Rates for Customers receiving such service shall not exceed the maximum rates set forth on Exhibit 2. If Contractor and Customer have a disagreement as to the number or size of Carts, City shall make the final determination. If Contractor and Customer have a disagreement as to whether a Refuse Cart is appropriate, or if City determines the Collection in a Refuse Cart causes health and safety or other concerns, City shall make the final determination as to whether Collection in a Refuse Cart may occur.

Service includes Recycling services in accordance with Section 4.3.3.

4.2.6 Overflowing Commercial Containers
Customers that regularly produce more Solid Waste than their current level of service can accommodate will have their service level increased in accordance with the following procedure:

Contractor will photograph overflowing Bins, and send the photo and a letter to the Customer, requesting that the Customer increase service. If a response is not received, Contractor will contact Customer and confirm receipt of the letter. If Customer does not choose to increase service and continues to have overflowing Bins, Contractor will send another photo with a notification that extra clean-up charges will

23.b
Packet Pg. 863 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

be assessed for future violations. If Customer does not respond, the service level will be increased.

Customers may be charged in accordance with the approved rate schedule for any future violations.

4.2.7 Roll-off Box Service
Contractor shall provide exclusive (as limited by Section 2.9) permanent and temporary Roll-off Box Collection service upon request. Contractor must deliver a temporary Roll-off Box to a Customer within two (2) business days of request. Roll-off Boxes must be removed within two (2) business days of request by Customer. Contractor may not charge for any services not listed in the rate schedule without prior approval of the City.

4.2.8 Temporary Bin Service
Contractor shall provide exclusive (as limited by 2.9) temporary Bin Service to Customers upon request.

Contractor must deliver a temporary Bin to a Customer within two (2) business days of request.

Temporary Bins must be removed within two (2) business days of request by Customer. Rates for temporary Bin Service are listed separately in the approved rate schedule.

4.2.9 Scout Vehicles/Roll-Outs
Contractor may choose to use scout vehicles for efficiency or other operational needs, such as to access Bins and avoid driving Collection vehicles on private roads and driveways. In special instances, scout service or a long roll-out may be required due to potential damage to a private road or due to noise from the Collection vehicle, even if not operationally required. Contractor may not charge an additional fee for the use of a scout vehicle or for long-rollouts, unless a Customer for whom Contractor would not otherwise provide such scout service specifically requests it. If the Customer specifically requests it, for noise or other reasons, then Contractor may negotiate a rate with that Customer.

4.2.10 Locking Bins
Contractor shall provide locking Bin Service to Customers that request such service in accordance with the approved rate schedule.

Upon request, Contractor will provide metal locking Bins in the downtown area, with the requirement that a Customer will sign a liability waiver prior to delivery.

4.2.11 Solid Waste and Bulky Item Drop-off Events
As part of the consideration for the City granting it the exclusive rights for Solid Waste Handling Services set forth herein, Contractor shall conduct four Drop-off Events per year (quarterly) on days approved in advance by City and promoted by Contractor. On each event day, Contractor shall provide and service as many Roll-off Boxes as necessary for all participating City residents to drop off Solid Waste and Bulky Items. Contractor will provide staff for these events. City will determine location of events, and may require Contractor to hold them at a site provided by Contractor. Contractor may require residents to provide either a driver’s license or a utility bill in order to prove residency prior to dropping-off Solid Waste and Bulky Items. Contractor shall Process all dropped-off Solid Waste at no additional charge to City or Customers. The following provisions shall apply to this program:

23.b
Packet Pg. 864 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

A. No single item that cannot be handled by two workers will be accepted.

B. The following items will not be picked up: Hazardous Substances, Hazardous Waste, including waste oil or anti-freeze; concrete and dirt. (For the purposes of this Section, televisions, monitors and other items referred to as “E-Waste” are not considered hazardous and will be Collected by and disposed of in accordance with this Section as well as Sections 4.2.12, 4.2.13 and 4.2.14 by Contractor.)
C. Contractor shall record by class and weight (in tons) the Solid Waste Collected during the cleanup events. Contractorshall record the kinds and weights (in tons) of Solid Waste Diverted, during these cleanups from the landfill through Recycling, reuse, Transformation or other means of Diversion.

4.2.12 On-Call Bulky Item Pickup
Contractor shall provide Bulky Item pickup service to all Single Family and Multi-Family Customers. Each Residential Customer shall be entitled to three Bulky Item pickups per calendar year at no additional charge. Each Multi-Family building will be entitled to the number of free pickups entitled to each Residential Customer based on the number of dwelling units.

Customers may put out up to four (4) Bulky Items at each pickup. Contractor may instruct Customers to provide Contractor with a minimum of one (1) Business Day’s notice for the items which shall be Collected on the Customer’s regular Collection day. Contractorshall Collect all Bulky Items as defined in Section 1.24 including items referred to as Electronic Waste or “E-Waste.” The same provisions as to acceptable items and recording keeping in Section 4.2.11 will apply to on-call Bulky Item Collections Commercial Customers, and Residential Customers that require more than three (3) pickups per year, may receive Bulky Item Collection under the same terms for a fee, in accordance with the approved rate schedule in Exhibit 2.

4.2.13 Bulky Item Diversion
Bulky Items Collected by Contractor in accordance with Sections 4.2.11 or 4.2.12, or otherwise Collected under this Agreement, may not be landfilled or disposed of until the following hierarchy of Diversion efforts has been followed by Contractor:

A. Reuse as is
B. Disassemble for reuse or Recycling
C. Transport Bulky Items and reusable items to the appropriate Approved Facility for Reuse, Processing D. Transport Green Waste to the Approved Organic Waste Processing Facility for Processing E. Transport paper products to the Approved Source Separated Recyclable Materials Processing Facility for Processing
F. Disposal

23.b
Packet Pg. 865 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

This hierarchy is intended to preclude the use of front or rear loading packer vehicles for Bulky Items unless the compaction mechanism is not used to compact the Bulky Items, unless they have been designated for Disposal.

Contractor shall ensure that Bulky Items containing Freon, such as refrigerators, freezers and dehumidifiers, are safely dismantled, and hazardous/toxic materials are Disposed of in accordance with all current and future regulations.

4.2.14 Disposal of Electronic and Other Special Wastes
Contractorshall Divert waste requiring special handling, such as Electronic Waste, or “E-Waste,” Collected in accordance with Sections 4.2.11 or 4.2.12, or by other means under this Agreement, by taking these goods to a properly permitted Facility, and not by landfilling.

Contractor may encourage Customers through public education materials to bring small items requiring special handling, such as fluorescent bulbs or batteries, to a local HHW drop-off center, but will properly Process such material received through the provision of services under this Agreement at no additional charge.

4.2.15 Sharps Collection Program
Upon direction from City, Contractor shall provide Customers, at no additional charge, within one week of request, a pre-paid, postage-paid mail-back container to safely Collect Sharps and send Sharps for proper Disposal. Contractor shall also make Sharps containers available at a pick-up location in the City as an alternative for the Customer. The maximum number of containers provided at no additional charge shall not exceed one-hundred and twenty (120) annually. If the containers provided exceed one-hundred and twenty (120), then the Contractor shall be reimbursed by the City for the additional costs not reflected in the rates. If less than one-hundred and twenty (120) containers are utilized in any given year, the remaining containers shall be rolled over for use in future years. Contractorshall provide an annual report to City on the number of Sharps containers distributed, the number of Sharps containers conducted, and the number of Sharps pre-paid mailer kits distributed to residents.

4.2.16 Curbside Used Oil Collection
Contractor shall Collect used oil and oil filters from Customers receiving Residential Cart Collection service on the Customer’s regularly scheduled Collection day. The contractor will receive cabinets to be attached to the Contractor’s Residential Cart Collection vehicles to Collect and Transport sealed used oil containers and filter bags, and will receive used oil Containers and filter bags initially through the City’s Solid Waste task force. When these containers wear out or are no longer sufficient in number to meet City needs, Contractor shall purchase similar replacement containers and bags, subject to City approval prior to ordering.

Contractor shall initially distribute containers and bags upon Customer request, with replacement oil containers and new filter bags to be left by Contactor upon pickup of used oil and/or filters. Contactor shall be responsible for cleaning containers between uses.

23.b
Packet Pg. 866 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Contractor shall be compensated per the approved rate schedule, based upon a fixed cost per home entitled to receive this service, which are Residential accounts receiving Cart service. City may increase Customer rates accordingly, or may pay Contractor directly from grant or other funds.”

4.3 Recycling

4.3.1 General
The Parties agree that the list of accepted types of Source Separated Recyclable Materials may be added to or removed from this list from time to time by mutual consent provided that in all cases Source Separated Recyclable Materials (including Paper Products and Printing and Writing Papers as defined by SB 1383, 14 CCR Section 18982(a)) is included for Collection. Contractor shall not add or remove materials to or from this list without prior written approval from the City or signed amendment to the Agreement, and such approval shall not be unreasonably withheld. Contractor will update public education materials accordingly as new items are added to those recovered by the Facility. Prohibited Container Contaminants shall not be Collected in the Blue Containers, or Containers with Blue lids.

Contractor shall Transport the Source Separated Recyclable Materials to (i) the Approved Source Separated Recyclable Materials Processing Facility, or (ii) the Approved Transfer Facility for Transfer and Transport to the Approved Source Separated Recyclable Materials Processing Facility, as specified in Exhibit 8.

4.3.2 Single Family Recycling Collection
Contractor shall provide all Customers receiving Cart Refuse Collection with a Blue 90-gallon Cart for Collection of Source Separated Recyclable Materials, and shall Collect all Recyclable Materials placed therein for Collection not less than once per week. Contractor shall Collect Recyclable Material placed in Recycling Carts for Collection from each Customer on the same day as Customers’ Refuse Cart is Collected.

Contractor will update public education materials accordingly as new items are added to those recovered by the Facility. Customers that regularly fill their Recycling Cart may request additional Carts at no additional charge.

4.3.3 Multi-Family and Commercial Recyclables Collection Contractor agrees to provide at no additional charge, unlimited Source Separated Recyclable Materials Collection service to Multi-Family and Commercial Customers requesting it from the Contractor, through June 30, 2022. Effective July 1, 2022, Source Separated Recyclable Materials Collection service to MultiFamily and Commercial Customers will be charged at a maximum of thirty-seven and one half percent (37.5%) of the Refuse Collection rates for the same size container and frequency of Collection, as shown in the attached rate schedule. Effective July 1, 2023, Source Separated Recyclable Materials Collection service to Multi-Family and Commercial Customers will be charged at a maximum of seventy-five percent (75%) of the Refuse Collection rates for the same size container and frequency of Collection.

Contractor may purchase Source Separated Recyclable Materials from its Customers as well. The Contractor agrees to provide Bins, Cans or Carts to such Customers in sufficient quantities to meet the

23.b
Packet Pg. 867 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Recycling needs of each Customer. Source Separated Recyclable Materials Collection programs shall be made available at a minimum for the materials included above in Section 4.3.1.

Contractor also agrees to make programs available for all other Source Separated Recyclable Materials for which it has established markets. The Contractor shall notify all Customers via a mailed notice prior to the start of services under this Agreement, and in each annual notice or, if requested by City, second notice to Customers, of the availability of free Source Separated Recyclable Materials Collection programs.

4.3.4 Section Reserved

4.3.5 Marketing and Sale of Recyclable Materials
Contractor shall be responsible for marketing and sale of all Recyclable Materials Collected pursuant to this Agreement. Contractor may retain revenue from the sale of Recyclable Materials.

4.3.6 Minimum Recycling Requirements
Contractor shall Divert from landfilling, a minimum of twenty percent (20%) of all Solid Waste it Collects under this Agreement annually for the 12 months ending December 31 of each calendar year during the term of this Agreement. Additionally, Contractor shall Recycle or Divert from landfill sufficient waste to ensure the City meets AB 939 compliance requirements as a member of Imperial Valley Resource Management Agency (the local regional agency for AB 939 reporting purposes to CalRecycle).

4.3.7 Construction and Demolition Debris Diversion and MRF Contractor shall Divert from landfilling the State-mandated Construction and Demolition Diversion percentage, currently sixty-five percent (65%), of all Construction and Demolition Debris loads Contractor Collects under this Agreement.

4.3.8 Operations Facility
Contractor will site its operating yard within the El Centro City limits, or another area if approved in writing in advance by the City Council.

4.3.9 Downtown Merchant Alleyways
Contractor will perform daily Collection service for the downtown alleyways to Collect abandoned items and general debris at no additional cost. The downtown alleyways are located between Eighth Street and Fourth Street, and (1) between Olive Street and State Street, (2) between State Street and Main Street, and (3) between Main Street and Broadway. Contractor shall also assist downtown merchants in reviewing, at no cost, Collection options and Container relocations in which merchants may share Containers and enclosures. Contractor shall follow the Bulky Item Diversion requirements included in Section 4.2.13 for Bulky Items Collected in the Downtown merchant alleyways. This material must be handled in accordance with Exhibit 8.

23.b
Packet Pg. 868 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

4.4 Organic Material Collection Program – General
All Generators of Food Waste shall be provided a Source Separated Organic Materials Collection program.

Source Separated Organic Materialsthat are to be accepted for Collection in the Source Separated Organic Materials Collection program include the following: Food Scraps, Food-Soiled Paper, Compostable Plastics (if accepted at the Approved Organics Waste Processing Facility), and Green Waste. The Parties agree that types of Source Separated Organic Materials may be added to or removed from this list from time to time by mutual consent. Contractor shall not add or remove materials to or from this list without written approval from the City or signed amendment to the Agreement, and such approval shall not be unreasonably withheld. Carpets, Non-Compostable Paper, textiles, and Prohibited Container Contaminants shall not be Collected in the Green Containers.

Contractor may Collect Compostable Plastics in the Green Containers for Processing at the Approved Organic Waste Processing Facility, if the Facility accepts Compostable Plastics. At least three (3) months prior to the commencement of the Collection of Compostable Plastics in the Source Separated Organic Materials program, Contractor shall provide written notification to the City that the Facility can Process and recover these Compostable Plastics. Contractor shall provide written notification to the City annually that the Facility has and will continue to have the capabilities to Process and recover the Compostable Plastics. Contractor shall notify the City within five (5) business days of the Facility’s inability to accept Compostable Plastics. The notification shall include: a description of the reasons the Facility is no longer able to Process and recover Compostable Plastics; the period of time the Facility will not Process and recover Compostable Plastics; and, the Contractor’s proposed plan to assist in education and outreach of Customers in the event that Compostable Plastics are no longer accepted for Collection. Such changes shall be handled as a change in scope pursuant to Section 2.10.

4.4.1 Single Family Green Waste Collection
Contractor shall provide all Customers receiving Cart Refuse Collection with a green 90-gallon Cart, or a Cart with a green lid, for Collection of Green Waste (“Green Waste Cart(s)”). Contractor shall Collect all Green Waste placed in Green Waste Carts, as well as all Green Waste bundled as set forth below, and put out for Collection by Customers not less than once per week on the same day as Refuse Collection.

Contractor shall have a Green Waste Recycling program whereby it, at a minimum, Collects the types of Green Waste defined in Section 1.60.

Contractor shall only be obligated to Collect Green Waste set out for Collection in bundles if it is a maximum of four (4) feet long and eighteen (18) inches in diameter.

Customers that regularly fill their Green Waste Cart may request additional Carts at rates contained in the City approved Rate Schedule.

4.4.1.1 Residential Food Waste Diversion Program
Within ninety (90) days of City Council approval of this Agreement, Contractor shall initiate a Residential Food Waste Diversion Program, whereby, Food Waste shall be placed in the Green Carts, or Carts with green lids. The Residential Food Waste Diversion Program shall be implemented at all Single Family Residential Premises, and Multi-Family Premises with Cart service, throughout the City. With this change, the Contractor shall re-label the existing Green Waste Carts with “Organics” labels, approved by the City, identifying materials accepted in the Organics program.

23.b
Packet Pg. 869 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

4.4.1.2 Holiday Tree Collection Program
Contractor shall operate an annual holiday tree Collection program for two weeks following December

25. During this period all holiday trees placed out for Collection by Single Family and Multi-Family Customers shall be Collected by Contractor. Single Family and Multi-Family Cart Customers shall place trees adjacent to their Source Separated Organic Materials Carts for Collection, and Multi-Family Bin Customers shall place the trees in or adjacent to Bins. After this period, trees will be Collected as Bulky Items under Section 1.24. Trees up to seven (7) feet in length will be Collected and Diverted without Customers needing to cut them. Contractor may request that Customers with larger trees cut the trees to pieces no longer than seven (7) feet. Contractor will Divert all holiday trees from landfilling. Contractor shall Process all holiday trees that are properly set out for Collection as Organic Waste in accordance with Exhibit 8.

4.4.2 Commercial and Multi-Family Organic Materials Collection Within ninety (90) days of City Council approval of this Agreement, Contractor will provide a Source Separated Organic Materials Collection program to Commercial businesses and Multi-Family Dwellings that, at minimum, meets the standards required by AB 1826. Contractor shall provide Source Separated Organic Materials Collection, including Food Waste, from all Commercial and Multi-Family Customers that generate Food Waste. At a minimum the program will include Organic Materials Cart Collection service and Organic Materials Bin Collection service at the rates included in Exhibit 2.

4.4.3 End Uses for Green Waste
Contractor shall Divert Green Waste materials Collected through weekly Cart and bundle Collection, holiday tree Collection, and Roll-off Box Collection from Disposal. Contractor must provide end uses for Green Waste that maximize Diversion credits for City according to regulations established by the California Integrated Waste Management Board. Contractor is responsible for monitoring how the Green Waste will be Diverted at selected facilities and for selecting alternative facilities if necessary to ensure full Diversion credit. Failure to do so places the Contractor in default, and City has the option, but not obligation, to direct Contractor where to deliver the material.

4.4.4 Compost Give-a-Way
In order to help educate Customers regarding the process and benefits of Green Waste Recycling, Contractor will sponsor an annual Compost give-a-way event on a Saturday, which may be coordinated with America Recycles Day and/or Earth Day, at which residents shall receive free bagged Compost.

4.4.5 Food Recovery Assistance
A. Contractor shall identify all Commercial Customers that meet the definition of Tier One and Tier Two Commercial Edible Food Generators and provide a list of such Customers to the City, which shall include: Customer name; service address; contact information; Tier One or Tier Two classification; and, type of business (as it relates to the Tier One and Tier Two Commercial Edible Food Generator definitions).

B. At least annually, Contractor shall cooperate with City and/or its consultants to conduct inspections of Tier One Commercial Edible Food Generators, Food Recovery Organizations, and Food Recovery

23.b
Packet Pg. 870 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Services to assess compliance with the requirements of 14 CCR Chapter 12 Article 10. Commencing January 1, 2024, and at least annually thereafter, Contractor shall expand its assistance to include Tier Two Commercial Edible Food Generators.

C. At least annually, the Contractor shall provide Commercial Edible Food Generators with the following:

1. Information about the Contractor’s and/or City’s Edible Food Recovery program.

2. Information about the Commercial Edible Food Generator requirements under 14 CCR Chapter 12 Article 10.

3. Information about Food Recovery Organizations and Food Recovery Services operating within the City, and where a list of those Food Recovery Organizations and Food Recovery Services can be found; and,

4. Information about actions that Commercial Edible Food Generators can take to prevent the creation of Food Waste.

D. The Contractor may provide the education information required by this Section (subsection C above) by including it with regularly scheduled notices, education materials, billing inserts, or other information disseminated to Commercial businesses.

E. Contractor shall cooperate with the implementation, expansion, or operation of Food Recovery efforts in the City, Food Recovery Organizations, and/or Food Recovery Services.

4.5 City Services

4.5.1 City Facilities Collection
Contractor shall Collect and dispose of all Refuse, Recyclable Material, and Organic Material put in Containers for Collection at Premises owned and/or operated by the City, now and in the future, at no charge. Service levels and number of facilities serviced may increase during the Term of this Agreement without any additional compensation paid to the Contractor. Such Premises include, but are not limited to, City Hall, City offices, parks, recreation facilities, City yard and street maintenance operations.

Collections shall be scheduled at a time mutually agreed upon by Contractor and City. Notwithstanding, City must pay for roll off bins for City construction and demolition projects, performed by City’s construction contractors, and for construction and demolition projects performed by City crews that generate more than ten (10) tons per project.

4.5.2 City Sponsored Events
Contractor shall provide Solid Waste, Recycling Collection, Organic Materials Collection, and Disposal/Processing service for City-sponsored events. This shall include providing Containers (Bins, Rolloff Boxes, Recycling Containers and cardboard waste boxes with liners) to Collect and Dispose of or Process all Solid Waste, Recyclable Materials and Organic Materials. The Contractor shall provide these services at twelve City-sponsored events per year, at no cost to City, the ratepayers, or the event sponsors.

City will select the events and events may vary from year to year.

23.b
Packet Pg. 871 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

4.5.3 Shredding Service Event
Contractor shall provide an on-site mobile shredding service for use by City residents (a “Shredding Event”) two (2) times per calendar year at no additional charge. The Shredding Events shall be provided at a date, time, and location designated and approved by the City’s designee, in his or her reasonable discretion, and should be for a minimum of three (3) hours in duration. In the event inclement weather prevents a Shredding Event from occurring, Contractor shall reschedule the Shredding Event to a date, time, and location designated and approved by the City’s designee. The Shredding Events shall be conducted at Contractor’s sole cost and expense, utilizing equipment, personnel, and methods appropriate for such event, as approved by the City’s designee. Prior to each Shredding Event, Contractor shall coordinate with City staff and/or public safety personnel to make arrangements for safe, convenient, and effective access to and participation by City residents in the Shredding Event, and shall procure all necessary insurance coverage. Each Shredding Event shall be designed to accommodate up to a maximum of five (5) “Bankers” boxes of paper or other media suitable for shredding from each Residential and MultiFamily Premises Customer within the City that is participating in the Shredding Event. Residents participating in the Shredding Events must be able to visually observe the materials they delivered for shredding. Contractor shall publicize each Shredding Event through methods, and using materials, approved by the City’s designee, at no cost to the City. Shredded paper from these events shall be Recycled and not Disposed or used as ADC or AIC.

4.5.4 Emergency Collection and Disposal Service
Contractor will assist City at the City’s request with emergency Collection and Disposal service (in the event of major disaster, such as an earthquake, storm, riot or civil disturbance), or as otherwise determined necessary by the City, by providing Collection equipment and drivers normally assigned to City. Contractor may charge City for actual Disposal costs plus service rates per the approved rate schedule.

4.5.5 Street Sweepings Disposal
Contractor shall Collect, Process, Recycle, and Dispose of residue from City’s street sweepings deposited in a Contractor-provided Roll-off Box at the City yard, for no additional cost. This material must be handled in accordance with Exhibit 8.

4.5.6 Dumping Privileges
Contractor shall provide for the free Disposal of Solid Waste by Residential Customers at the Contractor’s yard or Approved Transfer Station, or other location approved in writing in advance by the City. Dumping privileges at approved location will be limited to Saturdays from 7 AM to 12 PM. Residents may be asked to produce an El Centro water bill. C&D Debris is excluded from free Disposal under this Section. This material must be handled in accordance with Exhibit 8.

4.5.7 Abandoned Item Collection by City
Contractor will provide and service a Roll-off Box at the City yard at no additional charge for the City to Process abandoned items which are Collected by the City. Contractor will Collect and properly Process and Recycle items left alongside the Roll-off Box, should the City choose to separate out items such as

23.b
Packet Pg. 872 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Electronic Waste or reusable items from items deposited in the Roll-off Box. Contractor shall follow the Bulky Item Diversion requirements included in Section 4.2.13 for Bulky Items Collected by the City. This material must be handled in accordance with Exhibit 8.

City may require Contractor to Collect abandoned items within two (2) business days of notice when City needs extra assistance in making abandoned item Collections.

4.5.8 Processing of Waste from the City’s Alley Clean-Ups City crews Collect materials during alley clean-ups and place the materials in the Container at the City yard (the City crews Collection is in addition to the Contractor’s Collection in the downtown merchant alleyways as described in Section 4.3.9). Contractor shall Process Solid Waste from City’s periodic alley clean-ups placed in the Container at the City yard in order to Divert the maximum amount feasible from landfilling. Contractor shall follow the Bulky Item Diversion requirements included in Section 4.2.13 for Bulky Items Collected by the City during alley clean-ups. Additionally, this material must be handled in accordance with Exhibit 8.

4.5.9 Community Development Review Services
Upon City request and at no additional charge, Contractor will review building permit applicant’s plans and give advice regarding adequacy of Container storage space and access, particularly to accommodate Recycling programs.

4.5.10 Code Enforcement, National Pollutant Discharge Elimination System (NPDES) Compliance, CalRecycle Assistance
Contractor shall provide the City with digital photographs of improperly used Bins to City for use in code enforcement. Contractor shall assist the City to maintain compliance with NPDES provisions. Contractor will provide the City assistance with any requirement imposed on the City by CalRecycle.

4.5.11 Large Venue and Event Assistance, Event Recycling Contractor shall assist City planners of Large Venue events with reporting and planning needs to provide Recycling and Organics Materials Diversion as may be useful in meeting the requirements of AB 2176 and SB 1383, and in lowering Disposal quantities generated at such events at no additional charge.

4.5.12 Provision of Recovered Organic Waste Products
Contractor shall assist the City to procure and provide to City sufficient quantities of Compost, and/or Renewable Natural Gas generated in California to meet the City’s per capita annual Organic Waste product requirement contained in SB 1383 (14 CCR Section 18993.1). Contractor may meet this obligation by one or a combination of the following activities:

A. Bulk Compost upon request by the City, Contractor shall make available to City bulk Compost at a cost per ton included in the approved rate schedule that meet requirements defined in SB 1383, and shall Transport such material to City, or third parties identified by City.

23.b
Packet Pg. 873 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

B. Compost Giveaway as described in Section 4.4.4.

C. Use of Renewable Natural Gas in Collection vehicles.

Contractor shall ensure sufficient capacity of recovered Organic Waste products to meet the mandatory procurement requirements for jurisdictions contained in SB 1383 (14 CCR Section 18993.1) and to comply with specifications of these materials as defined in SB 1383, as may be amended, during the term of this Agreement including Agreement extensions granted by the City.

4.5.13 Contractor Warranty of Recovered Organic Waste Products Contractor shall provide assurance through the execution of a liability waiver stating that all Organic Waste products provided by the Contractor and used within the City are free from pathogens and inorganic waste material that may be harmful to the health and welfare of the City and meet or exceed the physical contamination, maximum metal concentration, and pathogen density standards for land application specified in 14 CCR Section 17852(a)(24.5)(A)(1) through (3). The Contractor shall indemnify and hold harmless the City against any claims arising from contaminated recovered Organic Waste products provided by the Contractor as set forth in Section 9.1.

4.6 Operations

4.6.1 Schedules
To preserve peace and quiet, Solid Waste shall only be Collected during the hours permitted in accordance with the City of El Centro Municipal Ordinance, as now in effect and as it may be amended during the term of this Agreement. If the regularly scheduled Collection day falls on New Year's Day, Memorial Day, Fourth of July, Labor Day, Thanksgiving Day, or Christmas Day, Collection days for the remainder of that week shall all be postponed one Collection day.

Contractor shall review its operations plan outlining the Collection routes, intervals of Collection and Collection times for all materials Collected under this Agreement with City upon thirty (30) days written notice requesting said review. Contractor shall submit a copy of its Commercial and Residential schedule and route map within seven (7) days if requested by City. If the plan is determined to be inadequate by City, Contractor shall revise it incorporating any changes necessary to make it satisfactory to City within thirty (30) days. No change in schedules and routing shall be implemented for fifteen (15) days after Contractor receives approval from City and notifies Customers.

4.6.2 Missed Pickups
When notified of a missed pickup prior to noon., Contractorshall Collect the Refuse, Recyclable Materials, and/or Green Waste that was not Collected the same day. If notified after noon., Collection must take place no later than noon of the next business day.

If a missed pickup is not made up within a reasonable time as determined by City, City may perform service and Contractor shall be exposed to the liquidated damages assessed for missed pickups per Section 11.5.

23.b
Packet Pg. 874 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

4.6.3 Vehicles
A. General. Contractor is responsible for providing all vehicles that may be required for the Collection of Solid Waste that are sufficient in number and capacity to efficiently perform the work required by this Agreement in strict accordance with this Agreement. Contractor is expressly obligated to provide such Collection Vehicles and routes as are required to meet the service standards set forth herein. Contractor shall have available on Collection days sufficient back-up vehicles for each type of Collection Vehicle used to respond to complaints and emergencies.

B. Specifications. Contractor shall use best efforts to obtain Renewable Natural Gas (RNG) to power all Residential and Commercial route Collection Vehicles used by Contractor under this Agreement if, and when, such vehicles are implemented for the City of El Centro. Contractor agrees to utilize RNG vehicles if it develops a new Solid Waste Facility in the region, or, if it installs a natural gas fueling station at its existing Solid Waste Facility. The RNG used to power the Collection Vehicles shall be derived from Organic Waste that has been Diverted from a landfill and Processed at an invessel digestion Facility that is permitted or otherwise authorized by 14 CCR to Recycle Organic Waste and meets SB 1383 requirements. Upon City’s request, Contractor shall obtain and provide the City with a written certification by an authorized representative of the publicly-owned treatment works or the wheeling agreement service provider certifying that the in-vessel digestion Facility produces the RNG consistent with the requirements of 14 CCR Section 18993.1(h).

Contractor shall maintain records of the amount of RNG purchased and shall report this information to the City. Contractor shall agree to the City the right to report this RNG usage toward the City’s fulfillment of its annual recovered Organic Waste product procurement target in accordance with 14 CCR Section 18993.1.

Such vehicles must be registered with the California Department of Motor Vehicles and shall have water-tight bodies designed to prevent leakage, spillage, or overflow. At all times during the term of this Agreement, Contractor’s Collection vehicles shall comply with Imperial Valley Air Quality Management District Requirements and the California Air Resource Board’s emission standards as they may be approved for Refuse removal vehicles, as well as other federal, State and local laws and regulations that may be enacted during the term of this Agreement.

C. Vehicle Identification and Labeling. Each Collection vehicle shall be marked with Contractor’s name, toll free phone number, and a vehicle identification number designed by Contractor for each Collection Vehicle which shall be prominently displayed on all such Vehicles, in lettering at least six inches in height. City must approve truck labeling, and may place billboards with public notices on vehicles at no additional charge. All equipment of Contractor used to provide the services set forth in this Agreement shall be subject to inspection by City on a semi-annual basis.

D. Cleaning and Maintenance

1. Contractor shall maintain all properties, vehicles, facilities, and equipment used in providing service under this Agreement in a good, safe, neat, clean and operable condition at all times.

2. Collection Vehicles shall be painted, thoroughly washed, and thoroughly steam cleaned on a regular basis so as to present a clean appearance. City may inspect vehicles at any time to determine compliance with this Agreement. Contractorshall also make all Collection Vehicles available to the Imperial County Public Health Department for inspection, at any frequency it requests. Contractor agrees to replace or repair to the City’s satisfaction, any Collection

23.b
Packet Pg. 875 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Vehicle which City determines to be of unsightly appearance, leaking, or in unsatisfactory operating condition.

3. Contractor shall repaint any or all Collection Vehicles within thirty (30) days' notice from City, if City determines that their appearance warrants painting. City may not require a vehicle to be repainted if it has been repainted within the previous thirty-six (36) months.

4. Contractorshall inspect each Collection Vehicle daily to ensure that all equipment is operating properly. Collection Vehicles which are not operating properly shall be removed from service until repaired and operating properly. Contractor shall perform all scheduled maintenance functions upon Collection Vehicles in accordance with the manufacturer's specifications and schedule. Contractor shall keep accurate records of all Collection Vehicle maintenance, recorded by date, and shall make such records available to City upon request.

5. Contractorshall repair, or arrange for the repair of, all of its vehicles and equipment for which repairs are needed because of accident, breakdown or any other cause so as to maintain all equipment in a safe and operable condition. Contractor shall maintain accurate records of repair, which shall include the date, nature of repair, and the verification by signature of a maintenance supervisor that the repair has been properly performed.

6. Contractor shall clean up any leaks or spills from its vehicles per the NPDES permit in effect at the time. No fluids shall be washed into storm drains at any time. All NPDES dry-cleaning measures shall be complied with. All Collection Vehicles must be equipped with absorbent for such clean-up efforts.

7. Upon request, Contractor shall furnish City a written inventory of all equipment, including Collection Vehicles, used in providing service pursuant to this Agreement. This inventory shall list all equipment by manufacturer, year of production, ID number, date of acquisition, type, capacity, and whether the vehicle is a spare.

E. Operation. Vehicles shall be operated in compliance with the California Vehicle Code, and all applicable safety and local ordinances. Contractor shall not load vehicles in excess of the manufacturer's recommendations or limitations imposed by State or local weight restrictions on vehicles.

Contractor’s equipment shall comply with US EPA noise emission regulations, currently codified at 40 CFR Part 205 and other applicable noise control regulations, and such noise control features shall be incorporated throughout the entirety of all Collection Vehicle. Noise levels of equipment used for Collection shall comply with City ordinance and in no event shall the noise level exceed 75 dba when measured at a distance of 25 feet from the vehicle, five feet from the ground. Contractorshall store all equipment in safe and secure locations in accordance with City's applicable zoning regulations.

Contractor shall be responsible for any damage resulting from or directly attributable to any of its operations, and which it causes to: City's driving surfaces, whether or not paved; associated curbs, gutters and traffic control devices; and all other public and private improvements.

F. City Inspection Per Code. City may cause any vehicle used in performance of this Agreement to be inspected and tested at any commercially reasonable time and in such manner as may be appropriate to determine that the vehicle is being maintained in compliance with the provisions of the State Vehicle Code, including, but not limited to, California Vehicle Code Sections 27000(b),

23.b
Packet Pg. 876 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

23114, 23115, 42030, 42032, and all Vehicle Code Sections regarding smog equipment requirements. City may direct the removal of any vehicle from service if that vehicle is found to be in nonconformance with applicable codes. No vehicle directed to be removed from service shall be returned to service until it conforms with, and its return to service has been approved by City.

G. Vehicle Inspections. Contractor shall inspect each vehicle daily to ensure that all equipment is operating properly. Vehicles that are not operating properly shall be taken out of service until they are repaired and operate properly. Contractor shall repair, or arrange for the repair of all its vehicles and equipment for which repairs are needed because of accident, breakdown or any other cause so as to maintain all equipment in a safe and operable condition. City Contract Manager may inspect vehicles at any reasonable time, and within three (3) calendar days of such a request, to determine compliance with sanitation requirements.

H. Correction of Defects. Following any inspection, the City Manager shall have the right to cause Contractor, at its sole cost and expense, to recondition or replace any vehicle or equipment found to be unsafe, unsanitary or unsightly. The City Manager's determination may be appealed to the City Council, whose decision shall be final.

4.6.4 Containers
Contractor will provide Containers to be used under this Agreement.

4.6.4.1 Carts
A. Cart Design Requirements. Contractor shall provide Customers with Carts at the start of service under this Agreement. All Carts provided by Contractor utilized in the performance of this Agreement shall be manufactured by injection or rotational molding and meet the Cart design and performance requirements as specified below. All Carts selected shall be subject to City’s approval.

Carts must meet color, size, uniformity, and quality requirements of this Agreement and SB 1383.

The City will not permit Carts with inconsistent colors or in poor condition to be used in the City at any time during the term of this Agreement, and may require Contractor to replace such Carts.

B. Capacity. The references in Sections 4.2, 4.3 and 4.4 to Cart sizes of 90-gallons may be approximate.

The Cart size may range from 90-gallons to 101-gallons, but must be uniform throughout the City and for all waste streams to provide a uniform appearance.

C. Cart Color and Appearance. The Refuse, Recycling and Green Waste Carts will be differentiated by color. The colors shall be colorfast and resistant to fading as a result of weathering or ultraviolet degradation. Color must be uniform within each Container. Refuse Carts will be Black . Source Separated Recyclable Materials Carts will be Blue. Organic Materials Carts will be Green. Cart colors shall be consistent throughout City.

D. Cart Labeling and Hot Stamping. Labels used on Carts shall be placed on the Cart lid, and hot stamps shall be on the top of the lid and/or on the body of the Cart. Design for both the labels and the hot stamps must be approved by City prior to ordering labels or Carts. City shall approve what information is included on the label and in the hot stamp, as well as approve design and quality.

Labels shall be replaced when worn. Cart labels and hot stamps will include bilingual (English and

23.b
Packet Pg. 877 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Spanish) and graphic instruction on what materials should and should not be placed in each Cart.

Carts shall include the telephone number to call for Bulky Item pickups.

4.6.4.2 Cart Maintenance and Replacement Responsibilities Contractor shall be responsible for Cart repair and maintenance, graffiti removal, and replacing damaged Carts within two (2) business days at no additional charge to the Customer or to City, unless Contractor can demonstrate to the City Manager beyond a reasonable doubt that the damage was due exclusively the Customer’s intentional or negligent behavior. City Manager shall make the final determination. All repairs must restore the Cart to its full functionality. Unsightly/worn-out Carts shall be replaced by Contractor upon Customer request.

Lost or stolen Carts shall be replaced within two (2) business days of being reported to the Contractor.

Commercial Customers shall be charged a replacement fee as shown in the City-approved rate schedule.

Residential Customers may receive one free replacement for a reported lost or stolen Cart within a twelvemonth period. Residential Customers who request additional replacements of their lost or stolen Carts within a 12-month period shall be charged a replacement fee as shown in the City approved rate schedule.

Contractor shall inspect all Carts on an ongoing basis. Contractor shall provide a report to City on an annual basis documenting the results of these inspections including, but not limited to, the number of Carts replaced by Cart type, and the addresses where Carts were replaced. In addition, drivers shall be proactive in reporting Carts that require repair, replacement, and/or graffiti removal.

4.6.4.3 Bins
A. Cleaning. Contractorshall provide Customers with Bins required during the term of this Agreement.

Contractor shall maintain Bins in a clean, sound condition free from putrescible residue. All Bins in use shall be constructed of heavy metal, or other suitable, durable material, and shall be watertight and well painted. Wheels, forklift slots, and other apparatuses, which were designed for movement, loading, or unloading of the Bin shall be maintained in good repair.

Upon Customer or City request, or if required to maintain the Containers in a clean condition, Contractor shall clean all Bins once per year at no additional charge. Contractor shall perform cleaning or replacement of Bins more frequently if necessary, or if requested by Customer or City, for an additional fee in accordance with the approved rate schedule, to prevent a nuisance caused by odors or vector harborage. When a Bin is removed for cleaning, Contractor shall replace the Bin, either temporarily or as a change-out, with another Container. Contractorshall remove graffiti from any Container within one business day of request by City or Customer. Contractor is required to proactively look for graffiti when Collecting Bins, with all graffiti removed from Containers in no later than five (5) business days after any Collection without notification.

Contractor shall inspect all Bins on an annual basis. Contractor shall provide a report to City on an annual basis documenting the results of the inspection including, but not limited to, the dates of inspection, the number of Bins replaced by Bin type, and the addresses where Bins were replaced.

In addition, drivers shall be proactive in reporting Bins that require repair, replacement, and/or graffiti removal.

B. Bin Identification and Color. Each Bin placed in City by Contractorshall have the name of Contractor and phone number in letters not less than three (3) inches high on the exterior of the Bin so as to

23.b
Packet Pg. 878 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

be visible when the Bin is placed for use. Bins shall be labeled to include bilingual (English and Spanish) and graphic instruction on what materials should and should not be placed in each Bin.

Contractor shall repaint Bins upon City’s request. All Refuse Bins shall have Black lids. All Source Separated Recyclable Materials Bins shall have Blue lids. All Source Separated Organic Materials Bins shall have Green lids.

4.6.4.4 Roll-off Boxes
Contractor shall provide sufficient Roll-off Boxes to meet Customer demand throughout the Term of the Agreement, and will keep all Roll-off Boxes clean, free from graffiti, equipped with reflectors, and with the name and phone number of Contractor in letters not less than three (3) inches high on the exterior of the Roll-off Box so as to be visible when the Roll-off Box is placed for use. Contractor shall properly cover all open Roll-off Boxes during Transport as required by the State Vehicle Code.

4.6.4.5 Kitchen Pails
If requested by the City, CR&R will purchase and deliver pails to Customers and invoice the City at its cost.

4.6.5 Litter Abatement
A. Minimization of Spills. Contractor shall use due care to prevent Solid Waste or fluids from leaking, being spilled, and/or scattered during the Collection or Transportation process. If any Solid Waste or fluids leak or spill during Collection, Contractor shall promptly clean up all such materials. Each Collection Vehicle shall carry a broom, shovel, absorbent, and containment materials at all times for this purpose.

Contractor shall not Transfer loads from one vehicle to another on any public street, unless it is necessary to do so because of mechanical failure, accidental damage to a vehicle, or a pre-approved method of Solid Waste Transfer between vehicles, without prior written approval by City.

B. Clean Up. During the Collection or Transportation process, Contractor shall clean up all litter spilled during Collection or otherwise caused by Contractor. Contractor shall leave a “red tag” notice for Customer if litter not caused by Contractor is found in Container enclosure or around Containers.

Contractor shall directly contact Customer regarding instances of repeated spillage not caused by Contractor and will report such instances to City. City will attempt to rectify such situations with the Generator if Contractor has already attempted to do so without success. Contractor shall photograph spillage and enclosure location and provide the photographs to the Customer and/or the City prior to charging the Bin Enclosure Cleaning Fee in the approved rate schedule for repeated instances of spillages at the same location.

In the event of a spill of materials (vehicle fluids, Green Waste leachate, etc.), Contractor shall provide a cleanup of the spill to the satisfaction of City and other governing agencies. Cleanup methods may include pressure washing (Contractor must capture and reclaim water) or other similar clean-up methods.

C. Covering of Loads. Contractor shall properly cover all open debris boxes during Transport to the Disposal Site.

23.b
Packet Pg. 879 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

4.6.6 Personnel
A. Qualified Drivers. Contractor shall furnish such qualified drivers, mechanical, supervisory, clerical, management and other personnel as may be necessary to provide the services required by this Agreement in a satisfactory, safe, economical and efficient manner. All drivers shall be trained and qualified in the operation of vehicles they operate and must possess a valid license, of the appropriate class, issued by the California Department of Motor Vehicles.

B. Hazardous Waste Employee Training. Contractor shall establish and vigorously enforce an educational program which will train Contractor’s employees in the identification of Hazardous Waste. Contractor’s employees shall not knowingly place such Hazardous Waste in the Collection Vehicles, nor knowingly dispose of such Hazardous Wastes at the Processing Facility or Disposal Site.

C. Customer Courtesy. Contractor shall train its employees in Customer courtesy, shall prohibit the use of loud or profane language, and shall instruct Collection crews to perform the work as quietly as reasonably possible. Contractor shall use its best efforts to assure that all employees present a neat appearance and conduct themselves in a courteous manner. If any employee is found to be discourteous or not to be performing services in the manner required by this Agreement, Contractor shall take all necessary corrective measures including, but not limited to, transfer, discipline or termination. If City has notified Contractor of repeated complaints related to discourteous or improper behavior of an employee, Contractor will consider reassigning the employee to duties not entailing contact with the public while Contractor is pursuing its investigation and corrective action process.

D. Unauthorized Material Removal. Contractor shall dismiss or discipline employees who remove documents or any other material from Containers, other than specifically for the purposes of Disposal and Diversion as described in this Agreement.

E. Training. Contractor shall provide suitable operations, health and safety training for all of its employees who use or operate equipment or who are otherwise directly involved in Collection or other related operations.

F. Prior Contractor’s Employees. Contractor will interview all employees of the City’s previous Solid Waste Collection contractor that apply for positions prior to the Contractor filling each new position.

Contractor will offer positions within the City first to qualified employees of the prior contractor before offering positions to other applicants.

4.6.7 Identification Required
Contractor shall provide its employees, companies, and subcontractors with identification for all individuals who may make personal contact with residents or businesses in City. City may require Contractor to notify Customers yearly of the form of said identification. Contractor shall provide a list of current employees, companies, and subcontractors to City upon request.

City reserves the right to perform a security and identification check through the Imperial County Sheriff’s Department upon Contractor and all its present and future employees employed by Contractor to work in City, in accordance with accepted procedures established by City, or for probable cause.

23.b
Packet Pg. 880 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

4.6.8 Fees and Gratuities
Contractorshall not, nor shall it permit any agent, employee, or subcontractors employed by it to request, solicit, demand, or accept, either directly or indirectly, any compensation or gratuity for services authorized to be performed under this Agreement except as described in this Agreement, in accordance with Exhibit 2 as updated and approved by City throughout the Term of the Agreement.

4.6.9 Non-Discrimination
Contractor shall not discriminate in the provision of service, or the employment of Persons engaged in performance of this Agreement on account of race, color, religion, sex, age, physical handicap or medical condition in violation of any applicable federal or Solid Waste law.

4.6.10 Report of Accumulation of Solid Waste
Contractor shall direct its drivers to note (1) the addresses of any Premises at which they observe that Solid Waste is accumulating and is not being delivered for Collection; and (2) the address, or other location description, at which Solid Waste has been dumped in an apparently unauthorized manner. Contractor shall deliver the address or description to City within one (1) working day of such observation.

4.7 Transfer, Processing, and Disposal
Contractor shall Transport all Discarded Materials to the Approved Facility(ies) specified in Exhibit 8 and shall Transfer, Process, and Dispose of Discarded Materials in accordance with this Section and Exhibit 8.

If the Approved Facilities change during the term of this Agreement, and the Contractor does not own or operate one or more of the Approved Facilities, Contractor shall enter into a subcontract agreement with the Owner or Facility operator of such Approved Facility(ies) and the requirements of this this Section and Exhibit 8 shall pertain to the subcontractor. In addition, subcontractor requirements or obligations related to indemnification (Article 9) and insurance requirements (Section 9.4) shall apply, as well as any other subcontractor requirements or obligations stated in other Sections of this Agreement.

The Approved Facilities shall comply with the following requirements.

A. Approved Transfer Facility. Contractor’s Approved Transfer Facility shall be a Transfer Facility or operation that Transfers Single-Family, Multi-Family, and Commercial Source Separated Recyclable Materials and Source Separated Organic Materials, and/or Black Container Waste Collected in accordance with this Agreement.

B. Approved Source Separated Recyclable Materials Processing Facility (Blue Containers). Contractor’s Approved Recyclables Processing Facility shall be a Facility or operation that Processes SingleFamily, Multi-Family, and Commercial Source Separated Recyclable Materials to recover materials designated for Collection in the Blue Container.

C. Approved Organic Waste Processing Facility (Green Containers). Contractor’s Approved Organic Waste Processing Facility shall be a Facility that Processes Single-Family, Multi-Family, and Commercial Source Separated Organic Materials to recover Source Separated Organic Materials.

23.b
Packet Pg. 881 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

D. Approved Disposal Facility (Black Containers). Contractor’s Approved Disposal Facility shall be a Disposal Facility that accepts Single-Family, Multi-Family, and Commercial Black Container Waste Collected in accordance with this Agreement for Disposal.

4.7.1 Processing Facility Temporary Equipment or Operational Failure Waiver A. Notification to the City. The Contractor, or their subcontractor (such as a Facility operator), shall notify the City of any unforeseen operational restrictions that it becomes aware of that have been imposed upon the Approved Facility by a regulatory agency or any unforeseen equipment or operational failure that will temporarily prevent the Approved Facility from Processing and recovering Blue Container and/or Green Container materials. The Contractor or subcontractor shall notify the City as soon as possible and no later than two (2) business days from the time of the incident. The notification shall include the following: (i) name of Approved Facility; (ii) the Recycling and Disposal Reporting System Number of the Approved Facility; (iii) date the Approved Facility became unable to Process Blue Container and/or Green Container materials; (iv) description of the operational restrictions that have been imposed upon the Approved Facility by a regulatory agency or unforeseen equipment failure or operational restriction that occurred; (v) the period of time the Contractor anticipates the temporary inability of the Approved Facility to Process Blue Container and/or Green Container materials; (vi) Contractor’s proposed action plan to deliver materials to an Alternative Facility for Processing (refer to Section 4.7.1.B) or Contractor’s request for waiver to deliver Blue Container and/or Green Container materials to the Approved Disposal Facility.

B. Use of Alternative Facility or Waiver for Disposal of Materials. Upon notification by Contractor or subcontractor of the Approved Facility’s inability to Process materials, City shall evaluate the notification and determine if City shall require Contractor to use an Alternative Facility or allow the Contractor to Transport the Blue Container and/or Green Container materials to the Approved Disposal Facility for Disposal on a temporary basis for a time period specified by the City. Upon City’s decision, the City shall notify the Contractor of its requirement to use an Alternative Facility for Processing or to use the Approved Disposal Facility for Disposal, and the period of time that the City will allow the Blue Container and/or Green Container materials to be redirected to the Alternative Facility or Approved Disposal Facility. Pursuant to 14 CCR Section 18984.13, the approved Disposal period shall not exceed ninety (90) days from the date the Approved Facility’s Processing restriction or failure commenced. In such case, the Contractor must receive written permission from the City prior to depositing any Discarded Material in a Landfill.

C. Record Keeping and Reporting. Contractor shall maintain a record of any Approved Facility incidents and report this information to the City in accordance with Article 8.

4.7.2 Transportation to Non-Approved Facilities Prohibited If Contractor Transports Discarded Materials to a Facility other than the Approved Facility(ies) or an Alternative Facility without prior City approval, Contractor’s failure to comply may result in assessment of liquidated damages as described in Section 11.5.

23.b
Packet Pg. 882 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

4.8 Status of Disposal Site
Any landfill utilized by Contractor shall comply with Applicable Law and shall have been issued all permits from federal, State, regional, county and City agencies necessary for it to operate as a Class III Landfill and is in full regulatory compliance with all such permits.

4.9 Dedicated Routes
Solid Waste Collected in the City may not be commingled in Collection vehicles with Solid Waste from other jurisdictions. All routes shall be dedicated exclusively to City of El Centro Solid Waste.

4.10 Route Audit
Once during the first year and every three years thereafter, unless requested annually by City, Contractor shall conduct an audit of its Collection routes in the City. City may use information from the audit to develop a request for proposals for a new service provider. City may instruct Contractor when to conduct the audit in order for the results to be available for use in preparation of a request for proposals or for other City uses. City may also instruct Contractor to conduct an audit at a time that would produce the most accurate Customer service information for a new service provider to use in establishing service with Customers. In setting these audit dates, City will establish due dates for Contractor providing routing and account information, and later the report to City.

The route audit, at minimum, shall consist of an independent physical observation by Person(s) other than the route driver of each Customer in City. This Person(s) is to be approved in advance by City. The route audit information shall include, as a minimum, the following information for each account:

For Residential Customers:
• Route Number
• Truck Number
• Number of Residential Customers
• Number of Extra Carts (by type of waste stream)
• For Commercial Customers:
• Route Number
• Truck Number
• Account Name
• Account Number
• Account Service Address
• Service Level per City Billing System (Quantity, Size, Frequency) • Service Level per Routing System
• Observed Containers (Quantity and Size)
• Container condition

23.b
Packet Pg. 883 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

• Proper signage
• Graffiti
Within thirty (30) days after the completion of the route audit, Contractor shall submit to City a report summarizing the results of the audit. This summary shall include:
• Identification of the routes
• Route map
• Truck numbers
• Number of accounts, by route and in total (Residential and Commercial) • Confirmation that all routes are dedicated exclusively to City Customers • Number and type of exceptions observed
• Total monthly service charge (Residential and Commercial), pre-audit • Total monthly service charge (Residential and Commercial), post-audit (subsequent to corrections of identified exceptions)
The report shall include a description of the procedures followed to complete the route audit. This description shall include the names and titles of those supervising the route audits and the name and titles of those performing the observations.

The report shall also include a description of the changes and Contractor’s plans to resolve the exceptions.

The results of the audit, and supporting back-up data, shall be available for review by City or its representative.

4.11 Street Sweeping Services
Contractor shall provide City with the street sweeping services described in Exhibit 7 at no additional cost to City. Contractor shall make reasonable efforts to always coordinate Solid Waste Handling Services route schedules with the street sweeping schedule to maximize the effectiveness of street sweeping operations.

Contractor shall provide all routes and route schedules to City and work with City to resolve conflicts between Refuse and street sweeping schedules. If new Residential or Commercial development occurs within, or existing streets get annexed into, City’s jurisdictional boundaries after the effective date of this Agreement, Contractor shall provide street sweeping services to these new or annexed streets at no extra charge to City. If Contractor uses a City-approved Subcontractor for this service, the subcontract must include the same terms and conditions as this Agreement, specifically including but not limited to performance standards, schedule, insurance amounts and endorsements and indemnification.

4.11.1 City and CalTrans
City shall cooperate with Contractor to ensure the reimbursement received from CalTrans for street sweeping on State-owned roadways within City’s jurisdictional limits is distributed to Contractor in such a manner as to ensure Contractor is properly reimbursed for said work.

23.b
Packet Pg. 884 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

4.12 Service Exceptions; Hazardous Waste Notifications
A. Failure to Collect. When Solid Waste is not Collected from any Solid Waste service recipient, Contractor shall notify its service recipient in writing, at the time Collection is not made, through the use of a “red tag” or otherwise, of the reasons why the Collection was not made.

B. Hazardous Waste Inspection and Reporting. Contractor reserves the right and has the duty under law to inspect Solid Waste put out for Collection and to reject Solid Waste observed to be contaminated with Hazardous Waste and the right not to Collect Hazardous Waste put out with Solid Waste. Contractor shall notify all agencies with jurisdiction, if appropriate, 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 in Solid Waste anywhere within City. In addition to other required notifications, if Contractor observes any substances which it or its employees reasonably believe or suspect to contain Hazardous Wastes unlawfully disposed of or released on any City property, including storm drains, streets or other public rights of way, Contractor will immediately notify City Manager or City Manager’s designee.

Contractor shall implement and maintain a training program that will assist its employees in identifying and properly disposing of any Hazardous Waste that may come into their possession.

C. Hazardous Waste Diversion Records. Contractor shall maintain records showing the types and quantities, if any, of Hazardous Waste found in Solid Waste and which was inadvertently Collected from service recipients within City, but Diverted from landfilling.

ARTICLE 5: OTHER SERVICES

5.1 Services and Customer Billing

5.1.1 Customers Billed by City
City shall Bill all Residential Premises Customers receiving Cart service. Exceptions may be made for C.O.D. payments, overage charges or other one -time charges for which the City may permit Contractor to Bill Customers and collect revenue directly from Customers. City shall pay Contractor monthly, based upon actual revenue received, net of fees to be withheld by City per Article 3. Contractor Compensation will be based upon revenue received by City and Contractor each month. Contractor Compensation is exclusively derived from the Billings for services listed on the approved rate schedule, and Contractor shall charge no additional fees unless approved in advance by City. Payment to Contractor shall be made within thirty (30) days of month end. Contractor has thirty (30) days after receipt of payment to dispute payment.

Billing cycles shall be determined by City. City bills during the month service is provided and places Billings on the water bill, but reserves the right to change the timing and/ or method of its billing procedures.

5.1.2 Customers Billed by Contractor
Contractor shall bill all Multi-Family Premises and Commercial Premises Customers receiving Bin Service, and Commercial Premises Customers receiving Cart service, temporary and permanent Roll-off Box Customers, and all temporary services, as well as C.O.D. payments, overage charges or other one-time

23.b
Packet Pg. 885 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

charges for which the City may permit Contractor to bill Residential Cart Customers. Contractor shall report this revenue and remit applicable fees to City per Article 3.

Customers receiving regularly scheduled service shall be charged monthly, no sooner than the first day of the period for which service is being billed. Bills must be itemized by Container size, frequency of service, and period billed for, but shall not separately identify City or other fees. City must approve Contractor Billings as to content and format of invoice. All bills must carry a due date, not “ due upon receipt,” and shall be due no sooner than the last date of the period for which service is being billed.

Contractor shall direct bill, or require C.O.D. or pre -payment via credit card for charges for which City will not bill.

Contractor shall submit to City a monthly Contractor Billing and revenue report for all Contractor billed Customers within thirty (30) calendar days of month-end. Report shall include the date of the charge, Customer name, service and billing address, and amount billed/paid. Additional information, such as service level provided, shall be made available upon request. Format of report must be approved by City.

5.1.3 Review of Accounts
Contractor shall review each Customer’s account for the Rate Year ending June 30, 2022, and every three (3) years thereafter and submit to City a written report of its review of all Customer accounts along with the results of the route audit described in Section 4.10. The purpose of the Customer account review is to confirm that the amount which City is Billing each Customer is correct. Results of this account review should be submitted as part of the annual route audit summary described in Section 4.10.

5.1.4 Non-Payment; Collections; Suspension of Service
Contractor will suspend service and pull Containers due to non-payment upon receiving notification from City to do so, but may not otherwise suspend service without prior City approval.

City is not required to permit Collection services to be turned off, and will complete its billing and noticing procedures before requesting that such services be turned off. City may alternatively suspend service of other simultaneously billed services.

Contractor shall be compensated only on revenue received by City from Residential Customers and may not take action regarding collections without prior approval from the City, regardless of City’s actions or lack of actions in the collection of unpaid Billings.

Notwithstanding the above, in the event of a Billing dispute or to avoid a negative impact on public health or safety, Contractor shall continue to provide service to all Customers unless permitted otherwise by City, without regard to the status of said Customer account.

The City may choose to collect late fees from Residential Customers, but these fees would not be forwarded to Contractor. The Contractor may choose to collect late fees from Customers billed by Contractor pursuant to Section 5.1.2. Such fees will be subject to limitations imposed pursuant to California Law.

23.b
Packet Pg. 886 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

5.1.5 Exemption From Service
The City may establish guidelines to exempt properties from receiving and paying for Solid Waste Collection service. Exempt properties may include vacant or unoccupied properties or properties in which Owners can document alternative means of Self-Haul Disposal.

5.2 Customer Service

5.2.1 Local Office/Customer Service
Contractor shall maintain a local office within 15 miles of the City limits. Said office shall be open, at a minimum, from 8:00 A.M. to 5:00 P.M., Monday through Friday, exclusive of holidays (“Office Hours”). A responsible and qualified bilingual (English and Spanish speaking) representative of Contractor shall be available during Office Hours for personal communication with the public at the local office. Contractor’s telephone system shall be adequate to handle the volume of calls typically experienced on the busiest days. If City receives more than five (5) complaints in thirty (30) days that Customers are unable to contact Contractor by phone, City may require Contractor to increase capacity. Contractor shall have either a representative, a message machine, or an answering service available outside of Telephone Service Hours.

Calls received outside of Telephone Service Hours shall be responded to on the next business day.

Contractor shall provide City with a twenty-four (24) hour emergency number to a live Person, not voicemail. Contractor shall provide means for the City to transfer calls received by the City directly to the Contractor’s local office. Contractor shall also provide means for Customers to e-mail Contractor with complaints and service requests, and to make payments electronically.

Contractor shall record Customer complaints regarding Customer service personnel in accordance with Section 5.2.2. Customer service representatives receiving multiple complaints are to be transferred from Customer service duties or disciplined and appropriately trained.

5.2.2 Complaint Documentation
Service complaints received by City shall be directed to Contractor. Contractor shall keep daily logs of complaints forwarded to it for a minimum of three (3) years.

Contractorshall log all complaints received and said log shall include the date and time the complaint was received, the name, address and telephone number of the caller/complainant, a description of the complaint, the name of the employee recording the complaint and the action taken by Contractor to respond to and remedy the complaint. Log shall also include each instance that Solid Waste is not Collected, and the form of notification used to inform the participants of the reasons of non-Collection and the end result or means of resolution of the incident.

All written Customer complaints and inquiries shall be date-stamped when received and shall be initially responded to within one (1) business day of receipt. Contractor shall use best efforts to resolve complaints within two (2) business days and must respond to written complaints within five (5) working days of receipt. Contractor shall log action taken by Contractor to respond to and remedy the complaint.

All Customer service records and logs kept by Contractorshall be available to City upon request. City shall, at any time during regular Office Hours, have access to Contractor’s Customer service department for

23.b
Packet Pg. 887 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

purposes that may include monitoring the quality of Customer service or researching Customer complaints.

5.2.3 Resolution of Customer Complaints
Should Contractor and Customers not be able to resolve a complaint, not be able to establish a mutually acceptable fee to be charged for services not included on the approved rate schedule, or otherwise disagree, the matter shall be determined by City, and City’s decision shall be final.

Intervention by City is not a condition precedent to any rights or remedies third parties might otherwise have in any dispute with Contractor. Nothing in this Section is intended to affect the remedies of third parties against Contractor.

5.2.4 SB 1383 Noncompliance Complaints
A. Documentation of Complaints

1. SB 1383-Noncompliance Complaints. For complaints received in which the Person alleges that an entity is in violation of SB 1383 requirements, Contractor shall document the information listed in Article 8. Contractor shall provide this information in a monthly summary report in accordance with Article 8.

B. Investigation of SB1383 Noncompliance Complaints

1. Investigation. Contractor shall commence an investigation, within ninety (90) days of receiving a complaint in the following circumstances: (i) upon Contractor receipt of a complaint that an entity may not be compliant with SB 1383 and if City determines that the allegations against the entity, if true, would constitute a violation of SB 1383; and, (ii) upon City request to investigate a complaint received by City, in which City determines that the allegations against the entity, if true, would constitute a violation of SB 1383. Contractor is required to investigate complaints against Customers and Generators, and not against Food Recovery Organizations, Food Recovery Services, and other entities regulated by SB 1383.

Contractor shall investigate the complaint using one or more of the following methods:
a. Reviewing the service level of the entity that may not be compliant with SB 1383 b. Reviewing the waiver list to determine if the entity has a valid de minimis, or space constraint
d. Inspecting Premises of the entity identified by the complainant, if warranted; and/or, e. Contacting the entity to gather more information, if warranted.

2. Reporting. Within ten (10) days of completing an investigation of an SB 1383-noncomplaince complaint, Contractor shall submit an investigation complaint report that documents the investigation performed and recommends to City on whether or not the entity investigated is in violation of SB 1383 based on the Contractor’s investigation. The City shall make a final determination of the allegations against the entity.

23.b
Packet Pg. 888 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

5.2.5 Contract Liaison
Contractor shall designate in writing a “Contract Liaison” who shall be responsible for working with City and/or City’s designated representative(s) to resolve Agreement-related issues. City shall have the right to approve the Contractor’s choice for a liaison. City shall be notified in advance of any change in Contract Liaison.

5.2.6 Service Liaison
Contractor shall designate in writing a field supervisor as “Service Liaison” who shall be responsible for working with City and/or City’s designated representative(s) to resolve Customer service related complaints. City shall have the right to approve the Contractor’s choice for a liaison. City shall be notified in advance of any change in Service Liaison.

5.2.7 Review of Generator Waiver Requests
Generators may submit requests for de minimis waivers, physical space waivers, and any other applicable waivers to the Contractor. Contractor shall within ten (10) business days review the Generator’s waiver application and inspect the Generator’s Premises to verify the accuracy of the application. Contractorshall provide documentation of the inspection, including the Contractor’s recommendation to approve or deny the waiver request, and send this information to the City within fifteen (15) days of receipt of the Generator’s waiver application for the City’s review and approval. The City ultimately retains the right to approve or deny any application, regardless of the Contractor’s recommendation. Contractor shall report information regarding waivers reviewed on a monthly basis, in accordance with Section 8.3.2.F.

5.2.8 Street Sweeping Deficiencies and Failure to Perform Street sweeping deficiencies (which shall include leakage of fluid during vehicle operation, failure to clean corner curbs at intersections, failure to clean curbs at intersections and failure to re-sweep areas not cleaned to specifications) must be corrected within the same working day of receipt of a verbal or written deficiency notice from City to Contractor, unless such deficiency notice is received by Contractor after 2:00 p.m., in which case the street sweeping deficiencies must be corrected the following working day before 10:30 a.m. Failure to timely correct any deficiency shall be considered a failure to perform which shall invoke the liquidated damages provisions set forth in Section 11.5.

5.3 Education and Public Awareness

5.3.1 General
Contractor acknowledges and agrees that education and public awareness are critical, key and essential elements of any efforts to achieve the requirements of AB 939. Accordingly, Contractor agrees to take direction from City to exploit opportunities to expand public and Customer knowledge concerning needs and methods to reduce, reuse, and Recycle Solid Waste and to cooperate fully with City in this regard.

Contractor shall maintain its own program of providing information relevant to needs and methods to reduce, reuse and Recycle Solid Waste with its Bills.

23.b
Packet Pg. 889 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

City may request Contractor to perform mailing services for Customers direct billed by the Contractor, and if so able, provide not less than thirty (30) days’ notice to Contractor prior to the mailing date of any proposed mailing to permit Contractorto make appropriate arrangements for inclusion of City’s materials.

City will provide Contractor the mailers at least fifteen (15) days prior to the mailing date. City shall normally bear the expense of reproduction and distribution of such additional information only to the extent it is clearly in excess of Contractor’s normal Billing costs.

5.3.2 Material Distribution Methods
Contractor shall use the following methods to provide education information to Customers. All materials are to be approved by the City prior to distribution.

A. Printed materials. Contractorshall provide printed education materials as described in this Section.

The Contractor shall be responsible for the design, printing, and distribution of these materials. All Contractor printed public education materials shall, at a minimum, use recycled paper and/or be made of recycled material. The Contractor will use one-hundred percent (100%) post-consumer paper, and procure printed materials from local businesses. Contractor shall provide electronic copies of all print materials, and printed copies, in amount requested by City, for distribution at City facilities.

B. Electronic materials and website content. Contractor shall provide electronic and website content for education and outreach materials, which may include but is not limited to digital graphics, digital versions of print materials, social media posts, and blog posts. The Contractor shall be responsible for the design, posting, and electronic distribution of these materials.

5.3.3 Non-English Language Requirements
The Contractor shall make all public education and outreach materials required by this Section available in English and Spanish.

The Contractor may allow Customers to request mailings electronically in lieu of hardcopies. Contractor shall be required to provide an annual report to the City of Customers that have requested to receive mailings electronically. Customers will be provided the option to request electronic mailings annually.

5.3.4 Ongoing Education Requirements
A. Initial and Follow-Up Mailing. Forty-five (45) days prior of the start of service under this Agreement, Contractor will prepare and mail an initial mailing to all Customers explaining the new or revised programs as defined by this Agreement. The mailing will describe program changes, Diversion programs available, and other pertinent information. Contractor will send a second reminder mailing about the new programs fifteen (15) business days prior to start of services.

B. Instructional “How-to” Packets. An information packet shall be provided to each Customer at the start of service under this Agreement and to each new Customer throughout the Agreement term.

This packet shall: describe available services, including available Diversion programs; Sharps safe Disposal program, Residential backyard service, provide instructions for proper use of the Carts and Bins provided (such as how to place Carts or other permitted items for Collection, the types of materials to be placed in each Cart); detail holiday Collection schedules; and provide billing and

23.b
Packet Pg. 890 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Customer service telephone numbers. This packet will contain updated information on how to use Containers, when, where, and how to place Solid Waste for Collection, and who to contact with service or Billing questions, and for Bulky Item pickups.

The packet should also clearly indicate what materials, such as syringes and other Household Hazardous Wastes (HHW), should not be disposed of in these Containers. This brochure shall include instructions on how Customers should dispose of HHW, such as information on the HHW drop-off facilities and other available programs.

C. Annual Notice of SB 1383 Requirements. Not less than once per year during each Rate Year, and at the initiation of Residential Food Waste Collection, Contractor shall prepare and distribute to each Generator in the City a mailing that includes information specified in SB 1383 (14 CCR Section 18985.1(a). Such mailer shall be distributed by Contractor to all Residential and Commercial mailing addresses including individual Multi-Family Dwelling Units.

D. Business Recycling Brochure. Contractor will prepare and distribute a business Recycling brochure to encourage the implementation and proper use of Commercial Recycling and Organic Waste programs, and information on Refuse, Recycling, and Organic Materials Bin cleaning and replacement options as described in Section 4.6.4.3. The brochures shall be distributed upon new Service initiation, and annually to all businesses.

E. Container Labels and Hot Stamps. Refuse, Recyclables, and Organic Materials Waste Containers shall carry stickers/labels and hot stamps as described in Sections 4.6.4.1.D and 4.6.4.3.B.

F. Annual Newsletter. Not less than once per year during each Rate Year, Contractorshall prepare and distribute to each Customer a brochure promoting and explaining: all Solid Waste programs offered by City and Contractor (such as Source Separated Recyclable Materials and Source Separated Organic Materials Collection, Holiday Tree, Sharps safe Disposal program, Residential backyard service, and Bulky Item Collections) described in detail; the environmental, regulatory, and other benefits of participating in Diversion programs; how to properly dispose of Household Hazardous Waste such as paint, chemicals, pesticides, etc. through the County’s program or other means; Collection schedules, including holiday schedules; Customers service numbers; and the procedures to begin and terminate services. This brochure shall be at least four (4) pages, and printed in full color. City may provide mailing labels from its Billing system.

G. Additional Mailing. City may request Contractor to prepare a Customer notice once per year, to be distributed six months after annual newsletter, to update Customers regarding program basics, program changes, holiday schedules and other service related information. City may include the notice in utility Billings or have Contractor mail such notices to Customers at no additional cost.

H. Billing Inserts. Subject to City’s approval as to size, content and timing Contractor may prepare, copy and fold notices up to four (4) times per year for City to insert into Billings. City will coordinate which mailing in which it will be included, as other parties may need to include materials as well.

Notices will need to be completed and delivered to City no less than forty-five (45) days prior to mailing. Contractor is responsible for all production and folding costs. City will provide for postage costs.

23.b
Packet Pg. 891 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

I. Corrective Action Notice. Contractor shall develop a corrective action notification form for use in instances where a Customer sets out inappropriate materials for Collection, which explains the appropriate manner for Disposal of such items.

J. Website. Contractor shall develop and maintain a website to enable Customers to contact Contractor and to display holiday schedules, proper HHW Disposal procedures, which materials are to be placed in Source Separated Recyclables Containers and Source Separated Organic Materials Containers, and other useful information.

K. Classroom Recycling. Contractor may offer to provide Recycling containers for classrooms and will offer to provide educational Recycling materials to all schools (K-12) in the City.

5.3.5 Contractor Representative
Contractor shall retain on its staff an individual who shall, as part of his or her job function, routinely visit civic groups, school assemblies, homeowners’ associations, Multi-Family complexes and businesses, to promote and explain the Recycling programs Contractor offers, and participate in demonstrations, and civic events.

5.3.6 Community Events
At the direction of City, Contractor shall participate in and promote Recycling and other Diversion techniques at community events and local activities. Such participation would normally include providing, without cost, Collection and educational and publicity information promoting the goals of City’s Solid Waste program.

5.3.7 Public Recycling Cooperation Funding
Within seven (7) days of award of this Agreement, Contractor shall provide $10,000 to the City for outreach efforts to increase the level of public cooperation in separating materials.

5.4 Waste Generation/Characterization Studies
Contractor acknowledges that City must perform Solid Waste generation and Disposal characterization studies periodically to comply with the requirements of AB 939. Contractor agrees to participate and cooperate with City and its agents and to accomplish studies and data collection and prepare reports, as needed and directed by City, to determine weights and volumes of Solid Waste Collected and characterize Solid Waste generated, Disposed, Transformed, Diverted or otherwise handled/Processed, by Customer type (Single Family, Multi-Family, Commercial), to satisfy the requirements of AB 939. Contractor will at its sole expense conduct such a waste generation and characterization study upon request of City, but not more than once every two years.

23.b
Packet Pg. 892 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

5.5 Contamination Monitoring

5.5.1 Contamination Inspection Methods
Contractor shall implement an inspection method in compliance with the requirements of SB 1383 (14 CCR Section 18984.5), as described below and the City Code, as those may be modified from time to time.

Physical Container Inspections. When Contractor’s personnel dismounts from Collection vehicles to empty a Container, such personnel shall lift the Container lid and observe the contents. Upon finding Contaminants in a Container, Contractor shall follow the contamination noticing procedures set forth in Section 5.5.1.3.B.

5.5.1.1 Actions upon Identification of Prohibited Container Contaminants A. Record Keeping. The driver or other Contractor representative shall record each event of identification of Prohibited Container Contaminants in a written log or in the on-board computer system including date, time, Customer’s address, type of Container (Blue, Green, or Black Container); and maintain photographic evidence, if required. Within 48 hours, Contractor shall submit this record to the Contractor’s Customer service department, and Contractor’s Customer service department shall update the Customer’s account record to note the event, if the documentation of the on-board computer system did not automatically update the Customer’s account record.

B. Identification of Excluded Waste. If Contractor’s personnel observe Excluded Waste in an uncollected Container, the Contractor’s personnel shall record that observation in accordance with Section 5.5.1.3.A and immediately inform their route supervisor. Contractor shall follow protocols specified in Section 5.5.1.1.C. The route supervisor shall investigate and initiate applicable action within one (1) business day or sooner if the Excluded Waste may cause immediate danger.

C. Courtesy Pick-Up Notices. Upon identification of Prohibited Container Contaminants in a Customer’s Container, Contractor shall provide the Customer a courtesy pick-up notice. The courtesy pick-up notification shall: (i) inform the Customer of the observed presence of Prohibited Container Contaminants; (ii) include the date and time the Prohibited Container Contaminants were observed; (iii) include information on the Customer’s requirement to properly separate materials into the appropriate Containers, and the accepted and prohibited materials for Collection in the Blue Container, Green Container, and Black Container; (iv) inform the Customer of the courtesy pick-up of the contaminated materials on this occasion with information that following three (3) instances of contaminated materials; Contractor may assess contamination fees; and, (v) shall include photographic evidence. Contractor shall leave the courtesy pick-up notice attached to or adhered to the Generators’ contaminated Containers; at the Premises’ door or gate; or, subject to City’s approval, may deliver the notice by mail, e-mail, or text message.

Contractor shall Collect the contaminated Source Separated Recyclable Materials or Source Separated Organic Materials and Transport the material to the appropriate Approved Facility for Processing; or Contractor may Collect the contaminated materials with Black Container Waste and Transport the contaminated materials to the appropriate Approved Facility for Disposal/ Processing.

D. Notice of Assessment of Contamination Fees. If the Contractor observes Prohibited Container Contaminants in a Generator’s Green Container or Blue Container on more than three (3)

23.b
Packet Pg. 893 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

consecutive pick-up occasions and issued courtesy pick-up notices on each of those occasions, the Contractor may impose the contamination fee in the approved rate schedule. Contractorshall notify the City in its monthly report of Customers for which contamination fees were assessed. Contractor shall leave a contamination fee notice attached to or adhered to the Generators’ contaminated Containers, at the Premises’ door or gate, or, subject to City’s approval, may deliver the notice by mail, e-mail or text message. The contamination fee notice shall describe the specific material(s) of issue, explain how to correct future set outs, and indicate that the Customer will be charged a contamination fee on its next bill. The format of the contamination fee notice shall be approved by the City.

Contractor shall Collect the contaminated Source Separated Recyclable Materials or Source Separated Organic Materials and Transport the material to the appropriate Approved Facility for Processing.

E. Communications with Customer. Whenever a Container is not Collected because of Prohibited Container Contaminants, a Customer service representative shall contact the Customer to discuss, and encourage the Customer to adopt proper Discarded Materials preparation and separation procedures.

F. Disposal of Contaminated Materials. If the Contractor observes visible Prohibited Container Contaminants in a Generator’s Containers, Contractor may Dispose of the Container’s contents provided Contractor complies with the noticing requirements in Section 5.5.1.1.C above.

5.5.1.2 On-Going Contamination Monitoring by Route Personnel Contractor shall assist on an ongoing basis in minimizing contamination by helping to educate Customers on acceptable and non-acceptable materials through ongoing education and outreach efforts and through on-going monitoring of the contents of Collection Containers. The ongoing Container monitoring shall be performed by Contractor using the method described in Section 5.5.1.

5.5.1.3 Prescribed Contamination Monitoring
A. Methodology and Frequency. Contractor shall, at its sole expense, conduct hauler route reviews for Prohibited Container Contaminants in Containers in a manner that is deemed safe by the Contractor; is approved by the City; and is conducted in a manner that results in all hauler routes being reviewed annually or more frequently. Such route reviews shall occur no more than two (2) times per year unless required to perform more frequently by CalRecycle.

A. The Contractor shall conduct hauler route reviews that include inspection of the contents of Blue, Green, and Black Containers for Prohibited Container Contaminants in a manner that a minimum of ten percent (10%) of Containers on each and every hauler route are randomly inspected annually.

Contractor shall develop a hauler route review methodology to accomplish the above Container inspection requirements and such methodology shall comply with the requirements of 14 CCR Section 18984.5(b). Contractor shall submit its proposed hauler route review methodology for the coming year to the City no later than January 15 of each year describing its proposed methodology for the calendar year and schedule for performance of each hauler route’s annual review.

23.b
Packet Pg. 894 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Contractor’s proposed hauler route review methodology shall include not only its plan for Container inspections, and shall also include its plan for prioritizing the inspection of Customers that are more likely to be out of compliance. City and/or CalRecycle will review and approve the proposed methodology. Contractor may commence with the proposed methodology upon approval.

If CalRecycle notifies the City or Contractor that the methodology is inadequate to meet the requirements of 14 CCR Section 18984.5(b), Contractor shall, at its sole expense, revise the methodology and, after obtaining CalRecycle approval, conduct additional hauler route reviews, increased Container inspections, or implement other changes using the revised procedure. The City may request, and Contractor shall accept, modifications to the schedule to permit observation of the hauler route reviews by the City or CalRecycle. Contractor shall provide an email notice to the City no less than ten (10) business days prior to each scheduled hauler route review that includes the specific time(s), which shall be within the City’s normal business hours, and location(s).

B. Noticing of Generators with Contamination, and Disposal of Materials. Upon finding Prohibited Container Contaminants in a Container, Contractor shall follow the contamination noticing procedures and contaminated Container handling protocols set forth in Section 5.5.1.1.C.

C. Monthly Reporting Requirements. Contractorshall maintain records and report to the City monthly on contamination monitoring activities and actions taken, in accordance with Article 8.

5.6 Inspection and Enforcement
A. Annual Compliance Reviews

1. General. Contractor shall perform compliance reviews described in this Section commencing the date required by SB 1383, and at least annually thereafter, unless otherwise required or noted.

2. Commercial Generator Compliance Reviews. The Contractor shall complete a compliance review of all Multi-Family and Commercial Customers that generate two (2) cubic yards or more per week of Solid Waste, including Organic Waste to determine their compliance with:
(i) Generator requirements under the City’s Collection program; and, (ii) if applicable for the Generator, Self-Hauling requirements per 14 CCR Section 18988.3 and Chapter 12-6 of the El Centro Municipal Code, including whether a Commercial business is complying through BackHauling of Source Separated Recyclable Materials, Source Separated Blue Container Organic Waste, Source Separated Green Container Organic Waste, and Organic Waste. The compliance review shall mean a “desk” review of records to determine Customers’ compliance with the above requirements and does not necessarily require on-site observation of service; however, the City may request that the Contractor perform an on-site observation of service in addition to or in lieu of the desk review if needed to obtain the required information.

3. Food Recovery Compliance Reviews. At least annually, Contractor shall conduct inspections of Tier One Commercial Edible Food Generators, Food Recovery Organizations, and Food Recovery Services to assess compliance with the requirements of 14 CCR Chapter 12 Article

10. Commencing January 1, 2024, and at least annually thereafter, Contractorshall expand its Food Recovery compliance reviews to include inspections of Tier Two Commercial Edible Food Generators.

23.b
Packet Pg. 895 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

4. Generator Waiver Inspections. Contractor shall verify Commercial and Multi-Family Generator de minimis and physical space constraint waivers, if applicable, at least once every five (5) years from the date of issuance of the waiver.

5. Compliance Review Process.
a. Number of Reviews. The Contractor shall conduct a sufficient number of compliance reviews, hauler route reviews, and inspections of entities described in this Section, to adequately determine the entities’ overall compliance with SB 1383, AB 1826, and AB 341. The City reserves the right to require additional inspections, if the City determines that the amount of inspections conducted by the Contractor is insufficient. City may require the Contractor to prioritize inspections of entities that the City determines are more likely to be out of compliance.
b. Non-Compliant Entities. From July 1, 2022 through December 31, 2023, when compliance reviews are performed by Contractor pursuant to Section 5.6.A, Contractor shall provide educational materials in response to violations. Contractor shall provide these educational materials to the non-compliant Customers and Generators within five (5) working days of determination of non-compliance or immediately upon determination of non-compliance if such non-compliance is determined during an inspection or hauler route review. Contractor shall document the non-compliant Customers and Generators and the date and type of education materials provided and report such information to the City in accordance with Article 8. Beginning January 1, 2024, the Contractor shall document non-compliant Customers and Generators determined through Contractor’s compliance reviews pursuant to Section 5.6.A, and shall report all Customers and Generators with SB 1383 violations to the City in accordance with Article 8. The City shall be responsible for subsequent enforcement action against the Generator.
c. Documentation of Inspection Actions. The Contractor shall generate a written and/or electronic record and maintain documentation for each inspection, hauler route review, and compliance review conducted, including the information described in Article 8.

5.7 Technical Assistance Program
Contractor to develop the AB 341, AB 827, AB 1826, and SB 1383 Implementation Plan, which is to be included as Exhibit 1, for City approval within sixty (60) days of the execution of this Agreement.

5.7.1 Site Visits and Waste Assessments
Contractor will include an outreach and technical assistance plan in the AB 341, AB 827, AB 1826, and SB 1383 Implementation Plan identifying the site visit schedule for which to send a Contractor representative to visit each Multi-Family and Commercial Generator’s Premises for the purpose of assessing how much Source Separated Recyclable Materials and Source Separated Organic Materials is being Disposed; assessing Source Separated Recyclable Materials and Source Separated Organic Materials Collection service level needed to meet the requirements of SB 1383, and informing Generators of their requirement to subscribe to the mandatory Source Separated Recyclable Materials and Source Separated Organic Materials Collection service. Contractor shall also notify Customers of opportunities to reduce costs by enrolling in Source Separated Recyclable Materials and Source Separated Organic Materials Collection service and reducing Black Container Waste/Mixed Waste Collection service. Contractor shall contact

23.b
Packet Pg. 896 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Multi-Family and Commercial Customers and provide site visits according to the City-approved schedule.

Contractor will also provide a site visit to any Multi-Family and Commercial Generator that requests a site visit, even if it is ahead of schedule. Any internal Recycling programs or third-party Recycling programs that the Contractor encounters while conducting Customer site visits shall be documented using a Cityapproved electronic reporting form and provided in an electronic format such as a cloud-based file-sharing system that can be accessed by the City or its representatives.

Beginning July 1, 2022, and annually thereafter, Contractor representative shall follow up with MultiFamily and Commercial Generators who are required to participate in Source Separated Recyclable Materials and Source Separated Organic Materials Collection service under Applicable Law, including but not limited to AB 341, AB 1826, and SB 1383. The Contractor shall ensure that these Generators are participating in the Source Separated Recyclable Materials and Source Separated Organic Materials Collection Service. If the Generator is not in compliance or not participating, the representative shall assist the Customers with selecting appropriate Containers and Container sizing, identifying acceptable Discarded Materials Collection services as set forth, and attempt to resolve any logistical barriers to providing Source Separated Recyclable Materials and Source Separated Organic Materials Collection service. Contractorshall provide ongoing, on-site training for Commercial Generators’ staff, including, but not limited to management, kitchen staff, service employees, and janitorial staff; and Multi-Family Customers’ staff, including but not limited to the property manager, janitorial staff, maintenance, and any other on-site staff members or contractors that handle Discarded Materials processes.

For each on-site waste assessment conducted by Contractor, Contractor shall include documentation of the items listed below. City reserves the right to request Contractor’s documentation of additional information, and shall authorize the format for required information. a. Pictures of material in all Containers
b. Characteristics of the property, business, and Generator type c. Written recommendations for the appropriate service Level for each material type d. Provision of outreach and education materials appropriate to the Generator type e. Determination of signage placement
f. Determination of any on-going training needs
g. Determination of any access needs
h. Documentation of any special service needs, (such as, but not limited to, seasonal, automated oncall compactor, etc.) i. Documentation of records of communications with the Generator In addition to the site visit requirements stated above, the Contractor shall assist the City in complying with the requirements included in AB 827, and Section 18984.9(b) of SB 1383. During the site visits required in this Section, Contractor shall provide educational material (to be provided by City) to businesses that meet the requirements of AB 827 and Section 18984.9(b) of SB 1383, and make notation

23.b
Packet Pg. 897 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

of the name of the business, the business address, business contact information, and business compliance or non-compliance.

5.7.2 Workshops and Meetings
Contractor shall, at its sole expense, participate in and/or plan, organize, and conduct direct Generator outreach, including, but not limited to: workshops, community events, and meetings to support Generator compliance with the Source Separated Recyclable Materials and Source Separated Organic Materials separation and program participation requirements under this Agreement and other local and State regulations, including, but not limited to, AB 341, AB 1826, and SB 1383.

If requested by the City, Contractor shall host at least four (4) technical assistance workshops for Residential Premises Customers in the first twelve months of the Agreement, and two (2) technical assistance workshops for every year thereafter, and four (4) technical assistance workshops for Commercial Premises Customers in the first twelve months of the Agreement, and two (2) technical assistance workshops for every year thereafter. The workshops shall be open to all residents in the City, and the Contractor shall publish the time and location of the workshop no later than thirty (30) days prior to the workshop through publication on the Contractor’s website, email newsletter, printed flyers delivered on hauler routes, etc. The structure and content of these workshops shall be designed by the Contractor, and submitted at least thirty (30) days prior to the date of the workshop for City approval.

Workshops shall be focused on the regulatory requirements of SB 1383, AB 1826, and any local program or service changes as a result of the regulations.

By request of a Generator or the City, Contractor shall schedule and conduct an in-person or phone meeting with the Generator to discuss and assess their service needs and compliance with existing and/ or upcoming programs and Applicable Law. The Contractor shall provide additional technical assistance as needed, which may include, but is not limited to site visits and waste assessments. The Contractor shall follow up with the Generator in-person or by phone no later than ten (10) working days after the initial meeting to assess the Generator’s compliance with existing and upcoming programs under this Agreement and Applicable Law.

5.7.3 Record Keeping and Reporting Requirements
Contractorshall maintain records of all technical assistance activities conducted and educational materials provided pursuant to this Section and submit reports to the City in accordance with Article 8.

5.8 Universal Enrollment Monitoring
Contractor shall assist the City in ensuring that the enrollment of Generators occurs in a timely and efficient manner. In accordance with Section 8.3, Contractor shall maintain records and provide reports necessary for the City to verify the enrollment of Generators.

At least one (1) time per year, Contractor shall reconcile and confirm universal enrollment of Generators by comparing its Customer list to parcel information and calculating the percentage of total Generators enrolled in City’s Collection program. As part of this analysis, Contractor shall provide the City with a summary of any discrepancies found between the Customer list and parcel information, including the names and addresses of all Generators that were found to be the subject of a discrepancy. Contractor

23.b
Packet Pg. 898 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

shall also provide a list of Generators that are not enrolled in the City’s Collection program due to the provision and approval of a waiver pursuant to Section 5.2.7, including the name, address, and type of waiver for each Generator. In accordance with Article 8 (Reports) Contractor shall maintain records and provide reports on the Generators’ service level and list of non-enrolled Generators, and other information necessary for the City to verify the universal enrollment of Generators.

ARTICLE 6: CONTRACTOR COMPENSATION AND RATES

6.1 General
The maximum rates set forth in Exhibit 2, and as more fully defined as Contractor Compensation in this Article, shall be the maximum amount Contractor may charge Customers as full, entire, and complete compensation due pursuant to this Agreement for all labor, equipment, materials and supplies, taxes, insurance, bonds, letters of credit, overhead, costs associated with the Transfer, Processing, Recycling, Composting, and Disposal, profit, and all other things necessary to perform all the services required by this Agreement in the manner and at the times prescribed. Contractor acknowledges that rate increases must comply with California law and may be subject to ratepayer protests. Contractor promises to cooperate with City in providing necessary notices and information to ratepayers. Contractorshall impose no other charges for services provided to Customers unless approved by the City Manager.

6.2 Initial Rates
The maximum rates that Contractor may charge Customers through the Rate Year ending June 30, 2022, shall not exceed the maximum rates set forth in Exhibit 2A. The maximum rates effective July 1, 2022 shall not exceed the maximum rates set forth in Exhibit 2B. Any adjustment may not increase by more than four percent (4%) annually, there shall not be any carry- forwards, and there shall be no decrease should the CPI produce a negative in any Rate Year.

6.3 Schedule of Future Adjustments

6.3.1 Annual Rate Adjustment
Subject to the limitations set forth in Proposition 218 and Government Code Section 53756, beginning with the Rate Year starting July 1, 2022, and ending on June 30, 2023, and for all subsequent Rate Years, Contractor may request an annual adjustment to the maximum rates shown in Exhibit 2. The Contractor shall submit its request in writing, to be received by City in Person or via certified mail, by the preceding March 30, and shall be based on the method of adjustment described in Section 6.4. Any failure to submit a written request by March 30 shall result in Contractor waiving the right to request such an increase for the subsequent Rate Year, unless City Council, in its sole discretion, approves a delayed request for increase. Adjustment to the maximum rates is subject to the approval of the City Council at a public hearing, although the City Council’s discretion shall be limited to determining, based on substantial evidence, whether the requested maximum rate adjustment meets the requirements as set forth herein.

23.b
Packet Pg. 899 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

6.4 Method of Adjustments

6.4.1 General
Pursuant to Section 6.3, the Contractor may request an adjustment to the maximum rates according to the method described below and the formulas shown in Exhibits 3A and 3B, subject to review and approval of City and the terms and conditions of Proposition 218 and Government Code Section 53756.

The first adjustment may occur on July 1, 2022. All future adjustments are to be effective July 1. The rate adjustment calculations shall be separately performed for Single Family and Commercial rates (Exhibit 3A) and Roll-off Box rates (Exhibit 3B).

6.4.1.1 Majority Protest Proceedings
To the extent applicable, adjustments and/or increases to the maximum rates, including annual requests under Section 6.3, extraordinary request under Section 6.5 and any other request for rate increases, are strictly subject to the assent of the City and approval pursuant to required and applicable majority protest proceedings.

6.4.1.2 Indemnification
Contractor shall indemnify, defend and hold harmless the City, their officers, employees, agents and volunteers, (collectively, indemnitees) from and against all claims, damages, injuries, losses, costs, including demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties and expenses (including attorneys’ and expert witness fees, expenditures for investigations, and administration) and costs or losses of any kind whatsoever paid, imposed upon, endured or suffered by or assessed against Contractor or any of the indemnitees resulting in any form from the City’s execution of this Agreement, the establishing maximum rates for service under this Agreement or in connection with the application of California Constitution Articles XIIIC and Article XIIID to the imposition, payment or collection of rates and fees for services provided by Contractor under this Agreement. Notwithstanding the foregoing, this indemnity shall not extend to any portion of the rates that is not associated with Contractor’s costs in providing service, such as governmental fees, Franchise Fees or charges, nor shall it apply to any loss arising directly from the gross negligence of City, its officers and employees. Nothing herein is intended to imply that California Constitution Articles XIIIC or XIIID, apply to the setting of rates for the services provided under this Agreement, rather this Section is provided merely to allocate risk of loss between the Parties.

6.4.1.3 No Waiver of City Council Discretion at Hearings With respect to all matters submitted to the City Council or other administrative decision-making body for hearing, this Agreement does not waive or limit the City’s police powers (which police powers the parties acknowledge cannot be contractually waived) nor does anything in this Agreement waive or limit the exercise of discretion inherent to the City Council or other administrative decision-making body.

However, the City will warrant that requests for rate adjustments will be heard and considered in the exercise of good faith on the part of the City. The City's decision on matters submitted to a public hearing will be made at or after the public hearing, not beforehand. While Contractor’s failure to comply with the terms hereof could be a default leading to termination of this Agreement, in no case will City’s failure to approve any items submitted to it for hearing (per Section 6.3 or otherwise) be a default hereunder, and, subject to the requirements of due process, City bears no liability to Contractor for any damages suffered by Contractor as a result of a hearing outcome.

23.b
Packet Pg. 900 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

6.4.1.4 Proposition 218 Protest Contract Remedy
If an annual rate adjustment requested in accordance with Section 6.3 is verified for accuracy by the City and not implemented solely as a result of a fifty percent (50%) protest in accordance with Proposition 218, or if rates in effect are reduced as a result of an initiative measure authorized by Prop 218, the City’s inability to increase or maintain the rates as contemplated shall not constitute a breach of this Contract.

The parties shall promptly meet and confer in good faith to determine how best to respond to such an occurrence, including reductions in service. If a mutually satisfactory arrangement cannot be agreed upon within sixty (60) days from the protest or initiative, Contractor may either: 1) accept that the rate will remain at the rates in effect prior to the requested rate increase, or 2) submit in writing to the City its intent to terminate the Agreement. A request to terminate the Agreement under this Section would require an eighteen (18) month advance written notice and must be submitted within ninety (90) days of the denial of the rate increase request as a result of the fifty percent (50%) protest. This right to terminate does not apply to rate adjustments requested under Section 6.5 or any other Section of this Agreement, or for any other reason other than requests under Section 6.3.

6.4.2 Cost Components for Single Family & Commercial Rate Adjustment Indices The approved rates consist of the following cost component categories. Each cost component may be adjusted by the change in the corresponding index below. See Section 6.4.3 for detailed rate adjustment procedures.

Cost Category Weighting Rate Adjustment Factor
Labor 23% Employment Cost Index, ECU125421 not seasonally adjusted Total compensation, Private industry, Index number,
Electric, gas, and sanitary services
Fuel 8% Producer Price Index, WPU057303 not seasonally adjusted, Fuels and related products and power, #2 diesel fuel
Equipment 11% Producer Price Index, PCU3361203361201, Heavy duty truck mfg, Trucks, tractors, and bus chassis, 14,001 to 33,000 lbs Insurance 3% Producer Price Index, PCU524---524---, Insurance carriers and related activities
Disposal 32% Consumer Price Index for All Urban Consumers (CUUR0000SA0L1E), all items less food and energy index – U.S. city average
All Other 23% Consumer Price Index for All Urban Consumers (CUUR0000SA0L1E), all items less food and energy index – U.S. city average
Total 100%

23.b
Packet Pg. 901 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

6.4.3 Single Family and Commercial Rate Adjustment
Single Family and Commercial rates will be adjusted using the same methodology and cost component weightings. (See Exhibit 3A).

Step One – Calculate the percentage increase or decrease in each index listed in Section 6.4.2. The increase or decrease in the indices will be for the twelve (12) month period ending December prior to the Rate Year anniversary date.

Step Two – The first rate adjustment cost components as a percentage of total costs are provided in Section 6.4.2 above, with subsequent components calculated in Step Four of the rate adjustment. For Step Two of each subsequent rate adjustment, use the cost components recalculated in Step Four during the previous rate adjustment.

Multiply the percentage changes for each rate adjustment component by that component’s weighting and add the percentage together to get the total weighted change to the rates.

Step Three – Multiply the total weighted percent change from Step Two by the existing Customer rates to calculate the increase or decrease to the maximum rates. Add the rate increase or decrease to the existing rates to derive the newly adjusted rates.

Step Four – Recalculate weightings for the following year based upon these changes.

6.4.4 Roll-off Box Rate Adjustment Method
A. Per Ton Rates:

The Tonnage Charge shall be adjusted by the same Rate Adjustment Factor utilized for Disposal in Section

6.4.2. The Overweight Tonnage Charge are billed on a per ton basis based on actual gate fees.

B. Pull Rates:

All Roll-off Box pull rates will be adjusted using the rate adjustment factors and steps below:

23.b
Packet Pg. 902 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Cost
Category Weighting Rate Adjustment Factor
Labor 44%
Employment Cost Index, ECU125421 not seasonally adjusted, Total compensation, Private industry, Index number, Electric, gas, and sanitary services
Fuel 8%
Producer Price Index, WPU057303 not seasonally adjusted, Fuels and related products and power, #2 diesel fuel
Equipment 10%
Producer Price Index, PCU3361203361201, Heavy duty truck mfg, Trucks, tractors, and bus chassis, 14,001 to 33,000 lbs Insurance 3%
Producer Price Index, PCU524---524---, Insurance carriers and related activities
All Other 35%
Consumer Price Index for All Urban Consumers
(CUUR0000SA0L1E), all items less food and energy index – U.S. city average
Total 100%
Step One – Calculate the percentage increase or decrease in each index listed above. The increase or decrease in the indices will be for the twelve (12) month period ending December prior to the Rate Year anniversary date.

Step Two – Multiply the rate adjustment component by that component’s weighting and add the percentages together to get the total weighted change to the rates.

Step Three – Multiply the total weighted percent change in rates by the existing Customer rates to calculate the rate increase or decrease to the existing rates to derive the newly adjusted rates.

Step Four – Recalculate weightings for the following year based upon these changes.

6.5 Extraordinary Adjustments
Subject to the conditions and limitations in Proposition 218 and Government Code Section 53756, Contractor may request an adjustment to maximum rates at reasonable times other than that allowed under Section 6.3 in the event of extraordinary changes in the cost of providing service under this Agreement. Such changes shall not include changes in tipping fees for Recyclable Material or Organic Material Processing costs, changes in the market value of Recyclable Material, inaccurate estimates by the Contractor of its proposed cost of operations, unionization of Contractor’s work force, or change in wage rates or employee benefits. Contractor may request an extraordinary adjustment based upon changes in a direct per ton surcharge assessed at the Approved Disposal Facility by federal, State or local regulatory agencies after the Effective Date. Extraordinary rate adjustments shall only be effective after approval by City Council and may not be applied retroactively and shall undergo a majority protest process under Proposition 218 if such adjustments increase rates above those currently in effect.

For each request for an adjustment to the maximum rates that Contractor may charge Customers brought pursuant to this Section, Contractor shall prepare a schedule documenting the extraordinary costs. Such

23.b
Packet Pg. 903 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

request shall be prepared in a form acceptable to City with support for assumptions made by Contractor in preparing the estimate. Contractor shall also submit a schedule showing how its total costs and total revenues have changed over the past two years for the services provided under this Agreement.

City may request a copy of the Contractor’s annual revenue and expense statements for the services provided in El Centro in connection with the City’s review of Contractor’s rate adjustment request. City shall review the Contractor’s request and, in City’s sole judgment and absolute, unfettered discretion, make the final determination as to whether an adjustment to the maximum rates will be made, and, if an adjustment is permitted, the appropriate amount of the adjustment. City may consider increases or decreases in the Contractor’s total revenues and total cost of services when reviewing an extraordinary rate adjustment request.

6.6 Change in Approved Disposal Facility
Contractor or City can request a rate increase or decrease due to a change in the Approved Disposal Site Facility location. Transportation costs, as well as gate rates, will be considered. Any change in the Approved Disposal Site Facility selected for use by Contractor must be approved by the City in advance. A rate adjustment for change of the Approved Disposal Site Facility will not become effective until approved by the City Council and will not be retroactively applied.

ARTICLE 7: REVIEW OF SERVICES AND PERFORMANCE

7.1 Solid Waste Services and Performance Review Meeting City may hold a meeting or a public hearing annually to review Contractor’s Solid Waste Collection efforts, source reduction, Processing and other Diversion services, and overall performance under this Agreement (the “Solid Waste Services and Performance Review Meeting”). The purpose of the Solid Waste Services and Performance Review Meeting is to provide for a discussion and review of technological, economic, and regulatory changes in Collection, source reduction, Recycling, Processing and Disposal to achieve a continuing, advanced Solid Waste Collection, source reduction and Recycling and Disposal system; and to ensure services are being provided by Contractor with adequate quality, effectiveness and economy, and in full compliance with the terms of this Agreement. Topics for discussion and review at the Solid Waste Services and Performance Review Meeting shall include, but shall not be limited to, services provided, feasibility of providing new services, application of new technologies, Customer complaints, amendments to this Agreement, developments in the law, new initiatives for meeting or exceeding AB 939's goals, regulatory constraints, results of route audits, and Contractor performance. City and Contractor may each select additional topics for discussion at any Solid Waste Services and Performance Review Meeting.

City shall notify Contractor of its intent to hold a Solid Waste Services and Performance Review Meeting at least sixty (60) days in advance thereof. Thirty (30) days after receiving notice from City of a Solid Waste Services and Performance Review Meeting, Contractor shall submit a report to City which may contain such information as it wished to have considered, and shall contain the following:

A. Current Diversion rates and a report on Contractor’s outreach activities for the past year.

B. Cost of proposed new Diversion programs

23.b
Packet Pg. 904 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

C. Recommended changes and/or new services to improve City's ability to meet the goals of AB 939, AB 341, AB 1826, and SB 1383, and to contain costs and minimize impacts on rates. A specific plan for regulatory compliance shall be included.

D. Any specific plans for provision for new or changed services by Contractor.

The reports required by this Agreement regarding Customer complaints shall be used as one basis for review of Contractor’s performance, and Contractor may submit other relevant performance information and reports for consideration at the Solid Waste Services and Performance Review Meeting. In addition to the above, City may request Contractor to submit any other specific information relating to its performance for consideration at the Solid Waste Services and Performance Review Meeting, and any Customer may submit comments or complaints during or before the Meeting, either orally or in writing.

Contractor shall be present at and participate in the Solid Waste Services and Performance Review Meeting.

As a result of its findings following any Solid Waste Services and Performance Review Meeting, City may require Contractor to provide expanded or new services within a reasonable time and City may direct or take corrective actions for any performance inadequacies (although nothing contained in this provision should be construed as requiring City to hold a Solid Waste Services and Performance Review Meeting in order to enforce any rights or remedies it has pursuant to the terms hereof.) Should City require expanded or new services as a remedy for Contractor’s failure to perform its obligations hereunder, no additional compensation shall be due for such services. Otherwise, any new or expanded services required of Contractor shall be subject to the provisions of Section 2.10.1.

7.2 Performance Satisfaction Survey
If requested by the City, Contractor will create and conduct a survey at Contractor’s expense in preparation for any Solid Waste Services and Performance Review Meeting held pursuant to Section 7.1.

City shall notify Contractor of its desire for such a survey at least ninety (90) days in advance of the Solid Waste Services and Performance Review Meeting. The purpose of the survey is to determine Customer satisfaction with current Collection services and Customer service provided by Contractor. The Survey will be distributed to a minimum of ten percent (10%) of the Residential Customers and ten percent (10%) of the Commercial Customers, selected at random. City may instruct Contractor to send out separate Single Family and Multiple-Family/Commercial surveys. Contractor shall obtain City’s approval of each survey’s content, format, and mailing list prior to its distribution. City may require that Contractor have Customer responses to the survey returned directly to City. The survey results shall be made available to the City thirty (30) days prior to the Solid Waste Services and Performance Review Meeting.

ARTICLE 8: RECORDS, REPORTS, AND INFORMATION

REQUIREMENTS

8.1 General
Contractor shall maintain such accounting, statistical, and other records related to its performance under this Agreement as shall be necessary to develop the financial statements and other reports required by this Agreement. Also, Contractor agrees to conduct data collection, information and record keeping, and reporting activities needed to comply with Applicable Laws and regulations and to meet the reporting and

23.b
Packet Pg. 905 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Solid Waste program management needs of City. To this extent, such requirements set out in this and other Articles of this Agreement shall not be considered limiting or necessarily complete. In particular, this Article is intended to only highlight the general nature of records and reports and is not meant to define exactly what the records and reports are to be and their content. Further, with the written direction or approval of City, the records and reports to be maintained and provided by Contractor in accordance with this and other Articles of the Agreement shall be adjusted in number, format, or frequency.

8.2 Records

8.2.1 General
Contractor shall maintain records required to conduct its operations, to support requests it may make to City, to respond to requests from City in the conduct of City business. Adequate record security shall be maintained to preserve records from events that can be reasonably anticipated such as a fire, theft, and earthquake. Electronically maintained data/records shall be protected and backed up. All records shall be maintained for five (5) years, and shall continue to be available for five (5) years after the expiration of this Agreement.

Contractor shall maintain adequate records, and corresponding documentation, of information required by this Agreement, such that the Contractor is able to produce accurate monthly and annual reports, and is able to provide records to verify such reports. Contractor will make these records available and provide to the City, or regional agency, as directed, any record or documentation necessary for the City to fulfill obligations under Applicable Law including, but not limited to, AB 939, AB 341, AB 1826, AB 901, SB 1383, and other current or future federal, State, or local regulations, as amended. Upon request by the City, Contractor shall provide access to Contractor’s requested records in a timely manner, not to exceed ten (10) business days from the time of City’s request to Contractor.

Contractor agrees that the records of any and all companies conducting operations addressed in the Agreement shall be provided or made available to City and its official representatives during normal business hours. Account histories shall be accessible to the City by computer for a minimum of five (5) years. City may review or utilize any of the records described in this Section for any purpose whatsoever.

Such records include, but are not limited to, financial, Solid Waste, Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) and Disposal records.

8.2.2 Financial Records
Contractor shall maintain financial records relating to its operations pursuant to this Agreement separate and segregated from such records relating to its other operations.

Contractor shall maintain at least the following records:
• Audited financial statements for Contractor or, if a guarantee was provided, for the parent company guarantor as a whole.
• Financial statements (compiled, reviewed, or audited) of revenue and expense for this Agreement segregated from the other operations of Contractor (including without limitation those operations of Contractor in City and surrounding jurisdictions which are not covered by this Agreement), including a description of segregation methodology.

23.b
Packet Pg. 906 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

• Complete descriptions of related party transactions (corporate and/or regional management fees, inter-company profits from Transfer, Processing, or Disposal operations).

8.2.3 Solid Waste Records
Contractorshall maintain and make available to the City upon request the following records relating to its operations pursuant to this Agreement:

A. Customer services and Billing/City payment records
B. Records of tons Collected, Processed, Diverted and Disposed by waste stream (Refuse, Recyclable Materials, Organic Materials), by Customer type (Single Family, Multi-Family, Commercial, and Rolloff Box), and the Facilities (Transfer Station, MRF, Organic Material Processing Facility, or landfill) where such material was taken
C. Quantity of Recyclable Materials recovered by material type, as well as quantity of material Diverted from landfills in compliance with AB 939
D. Special cleanup event results and Special Event tonnages, including tons Disposed and Diverted E. Routes
F. Facilities, equipment and personnel used
G. Facilities and equipment operations, maintenance and repair H. Number and type of Refuse, Source Separated Recyclable Materials and source Separated Organic Materials Containers in service
I. Complaints
J. Missed pickups

8.2.4 CERCLA Defense Records
City views the ability to defend against the CERCLA, State Hazardous Substance Law, and related litigation as a matter of great importance. For this reason, City regards the ability to prove where Solid Waste Collected in the City was taken for Disposal, as well as where it was not taken, to be matters of concern.

Contractorshall maintain data retention and preservation systems which can establish where Solid Waste Collected in the City was landfilled (and therefore establish where it was not landfilled) and provide a summary copy of the reports required in Section 8.3 for not less than five (5) years following the termination of this Agreement, and agrees to notify City’s Risk Administrator and City Attorney before destroying such records thereafter. At any time, including after the expiration of the Term hereof, Contractor shall provide copies of such records to City. The requirements of this Section shall survive the expiration of the Term of this Agreement.

23.b
Packet Pg. 907 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

8.2.5 Disposal Records
Contractor shall maintain, and make available to the City upon request, records of Disposal of all Solid Waste Collected in City for the period of this Agreement and all extensions to this Agreement or successor Agreements. In the event Contractor discontinues providing Solid Waste Handling Services to City, Contractor shall provide all records of Disposal or Processing of all Solid Waste Collected in City within thirty (30) days of discontinuing service. Records shall be in chronological and organized form and readily and easily interpreted.

8.2.6 Compilation of Information for State Law Purposes.

Contractor shall maintain accurate records for its operation, including, but not limited to, Discarded Materials quantities Collected and quantities Transported to or Transferred to each Approved Facility, listed separately by material type, Customer type, and Facility. Records shall be maintained in such form by methods that facilitate the use of data for the production of reports as needed. Contractor will make these records available and provide to the City any record or documentation necessary for the County to fulfill obligations under Applicable Law including, but not limited to, AB 939, AB 341, AB 1826, AB 876, AB 901, AB 1595, SB 1383, and other current or future federal, State, or local regulations, as amended.

8.2.7 Other Programs' Records
Records for other programs shall be tailored to specific needs. In general, they shall include:

A. Plans, tasks, and milestones; and,
B. Accomplishments in terms such as dates, activities conducted, quantities of products used, produced or distributed, and numbers of participants and responses.

8.2.8 Cost of Audit
City may conduct an audit of Contractor at any time. Contractor shall fund a biennial audit. The scope of the audit, and auditing party, will be determined by City and the scope may include, but is not limited to:
• Compliance with terms of this Agreement
• Customer service levels and Billing
• Fee payments
• Receipts
• Tonnage
• Complaint log
• Compliance with Mandatory Commercial Recycling, Mandatory Commercial Organics Recycling, and SB 1383
• Verification of Diversion rate
The first audit, to be performed during 2023, will be based on the Contractor’s reports and records for calendar year 2022. Audits will be performed every other year thereafter (the biennial audit). Contractor

23.b
Packet Pg. 908 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

will reimburse to the City the cost of such audits for each subsequent biennial audit. Up to fifty-five thousand dollars ($55,000) will be reimbursed for 2022 audit, and shall be increased annually by two and one half percent (2.5%).

Should an audit by the City disclose that Franchise or other fees payable by the Contractor were underpaid by three percent (3%) or more, or that more than two percent (2%) of the sampled Customers’ rates were inaccurately billed, for the period under review, Contractor shall pay for additional audit costs, if City determines it is necessary to expand the scope of the audit.

8.2.9 Payments and Refunds
Should an audit disclose that fees payable by the Contractor were underpaid or that Customers were overcharged for the period under review, Contractor shall pay to City any underpayment of fees and/or refund to Contractor's Customers or to City, as directed by City, any overcharges within thirty (30) days following the date of the audit. Contractor shall pay interest to the City for any underpayment or overcharges at an annual rate of twelve percent (12%). Undercharges shall not be billed in arrears for more than ninety (90) days of service, with any remaining undercharges absorbed by Contractor. Should an audit disclose that fees were overpaid, City shall credit such amounts against future fees payable by Contractor.

8.3 Reports

8.3.1 Report Formats and Schedule
Records shall be maintained in forms and by methods that facilitate flexible use of data contained in them to structure reports, as needed. Contractor may propose report formats that are responsive to the objectives and audiences for each report. The format of each report shall be approved by City. In addition to submitting all reports on paper, Contractor agrees to submit all reports in an electronic format approved by City, compatible with City’s software/computers at no additional charge. Reports are intended to compile recorded data into useful forms of information that can be used to, among other things:

A. Determine and set rates and evaluate the efficiency of operations B. Evaluate past and expected progress towards significantly exceeding AB 939 goals and objectives and complying with SB 1383 requirements
C. Determine needs for adjustment to programs
D. Evaluate Customer service and complaints
Monthly reports shall be submitted within twenty (20) calendar days after the end of the calendar month.

Quarterly reports shall be submitted within thirty (30) calendar days after the end of the calendar quarter.

Annual reports for which a date is not otherwise specified in this Agreement shall be submitted within thirty (30) calendar days after the end of the calendar year. If requested, Contractor’s complaint summary, described in Section 5.2.2, shall be sent to the City Manager within five (5) days of request All reports shall be submitted electronically to:

23.b
Packet Pg. 909 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

City Manager (or designated representative)
City of El Centro
1275 Main Street
El Centro, CA 92243

8.3.2 Monthly Reports
The information listed shall be the minimum reported:

A. Gross Receipts for the month by sector (Residential, Commercial, Roll-off).

B. Tonnage Report

1. Contractor shall report the total quantities in Tons of Discarded Materials Collected, Transferred, Processed, and Disposed by the Contractor, all of which shall be based on actual certified scale weights for each load, if available, or similarly accurate methodology pursuant to weighing protocols in Section 8.3 of Exhibit 8. Tonnage shall be reported separately by:
a. Material type, which shall include, at a minimum, separate reporting of Source Separated Recyclable Materials, Source Separated Organic Materials, Black Container Waste, and any other type of Discarded Material separately Collected by Contractor (including, but not limited to: Bulky Items, used oil, mixed C&D Debris, dirt, rock, metals, cardboard, wood waste, reusable items, salvageable materials, etc.); b. Customer/sector type (Single-Family, Multi-family, Commercial Roll-off Box, C&D Debris); and,
c. Approved Facility and Facility type.

2. Report Residue level and Tonnage for all Discarded Materials Processed, listed separately by material type Collected and Approved Facility(ies) used.

3. Source Separated Recyclable Materials Tonnage marketed, by commodity, and including average commodity value for each, and Processing Residue Tonnage Disposed, listed separately by material type Collected and Approved Facility(ies) used.

4. Documentation of all Discarded Materials exported out of State, as provided in 14 CCR Sections 18800 through 18813.

5. Monthly report of Tonnage Collected and Diverted for each completed C&D project site and other data as it relates to the C&D services described in this Agreement.

C. Collection and Subscription Report

1. Number of Containers at each Service Level by Customer Type and program, including:
a. A summary of the total gallons of Cart service, cubic yards of Bin Service, and pulls; and cubic yards or Tons of Drop Box and Compactor service by Customer Type. b. Calculation of the average volume of service received per: Single-Family Dwelling Unit (separately identifying Dwelling Units in a duplex, triplex, or fourplex); Multi-Family Dwelling Unit; and, Commercial Customer.

23.b
Packet Pg. 910 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

2. A summary of Customer subscription data, including the number of accounts; the number of Customers subscribing to each Cart, Bin, and Roll-Off Box Service Level listed separately for Single-Family, Multi-Family, and Commercial and separately for each type of Discarded Material; and the number of Bulky Items Collections performed.

3. Documentation of the universal service enrollment process including a copy of the City-wide Generator enrollment level evaluation conducted pursuant to Section 5.2.7 of this Agreement.

4. List of all Commercial and Multi-Family Customers with a Black Container Waste Service Level of two (2) cubic yards of service capacity per week or more. Such list shall include each such Customer’s service address and Black Container Waste, Source Separated Recyclable Materials, and Source Separated Organic Materials Service Levels.

5. The total number of de minimis waivers, and physical space constraint waivers granted in the month, including the Generator name and address for each waiver.

6. The number of waiver reverifications performed by the Contractor pursuant to Section 5.8 of this Agreement in the month, if any, including a copy of documentation for each reverification inspection, which shall include, at a minimum: the Generator’s name, address, and Generator type; the type of waiver being verified; any photographic or other evidence collected during the inspection; and the resulting recommended conclusion by the Contractor regarding the validity of the waiver. The Contractor shall provide a summary of recommendations to the City of all waivers which the Contractor concludes to no longer be warranted.

7. Number of Bulky Item/Reusable Materials Collection events by Customer Type.

D. Contamination Monitoring Report
Hauler Route Reviews (Section 5.5)
The Contractor shall submit the following information regarding contamination monitoring Hauler Route reviews conducted pursuant to Section 5.5 of this Agreement:

1. The number and results of Hauler Route reviews conducted pursuant to Section 5.5 of this Agreement;

2. Description of the Contractor’s process for determining the level of contamination;

3. Summary report of non-Collection notices and/or contamination processing fee assessment notices issued, which for each notice shall include the date of issuance, Customer name, and service address;

4. A record of each inspection and contamination incident, which shall include, at a minimum:
a. Name of the Customer
b. Address of the Customer
c. The date the contaminated Container was observed
d. The staff who conducted the inspection
e. The total number of violations found, and a description of what action was taken for each

23.b
Packet Pg. 911 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

f. Copies of all notices, and enforcement orders issued or taken against Generator with Prohibited Container Contaminants
g. Any photographic documentation or supporting evidence.

5. Documentation of the total number of Containers Disposed of due to observation of Prohibited Container Contaminants;

6. A list of all Customers assessed contamination processing fees, pursuant to Section 5.5 of this Agreement, reported separately by Single-Family, Multi-Family, and Commercial Customers and including the Customer name, Customer address, and reason for the assessment of the contamination processing fee, and the total number of instances contamination processing fees were assessed in the month and the total amount of fees collected in the month.

7. Any other information reasonably requested by the City or specified in contamination monitoring provisions of this Agreement.

E. Customer Service Report

1. Number of Customer calls received regarding complaints, listing the number of calls separately by category (e.g., missed pickups). These complaints shall be documented and reported separately from SB 1383 noncompliance complaints or other regulatory noncompliance complaints.

2. Number of missed or incomplete Collections reported in total, and per one thousand (1,000) Service Opportunities in the City, presented in a graph format, which compares total missed Collections in the City during the current report period to total missed Collections in the City in past reporting periods.

3. Number of new service requests for each Customer type and requested service(s).

4. Contractor shall maintain a record of all SB 1383 noncompliance complaints and responses pursuant to Section 5.2.4 of this Agreement and submit the following information:
a. Total number of complaints received, and total number of complaints investigated b. Copies of documentation recorded for each complaint received, which shall at a minimum include the following information:
i. The complaint as received;
ii. The name and contact information of the complainant, if the complaint is not submitted anonymously;
ii. The identity of the alleged violator, if known;
iii. A description of the alleged violation; including location(s) and all other relevant facts known to the complainant;
iv. Any relevant photographic or documentary evidence submitted to support the allegations in the complaint; and,
v. The identity of any witnesses, if known.
c. Copies of all complaint reports submitted to the City, pursuant to Section 5.2.4.A of this Agreement.

23.b
Packet Pg. 912 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

d. Copies of all investigation reports submitted to the City pursuant to Section 5.2.4.B of this Agreement, which shall include at a minimum:
i. The complaint as received;
ii. The date the Contractor investigated the complaint; iii. Documentation of the findings of the investigation; iv. Any photographic or other evidence collected during the investigation; and, v. Contractor’s recommendation to the City on whether or not the entity investigated is in violation of SB 1383 based on the Contractor’s investigation.

F. Generator Waivers
Contractor shall provide a report that documents each Generator waiver request reviewed by Contractor, which are required by Section 5.2.7. Identify in the report the Generator name and service address, the type of waiver requested, the status of the waiver (accepted, denied, pending), and other information reasonably requested by the City.

G. Education Program Report
The monthly status of activities identified in the public education plan described in Section 5.3 of this Agreement.

H. Discarded Materials Evaluation Reports
In accordance with Section 8.5 of Exhibit 8, Contractor shall provide reports of evaluations of Discarded Materials conducted at Approved Facilities.

8.3.3 Annual Report
In addition to the monthly reporting requirements in Section 8.3.2, the Contractorshall provide an Annual Report, covering the most recently-completed calendar year. The Annual Report shall include the information in the following subsections.

A. Contractor shall provide the following information in the annual report:

1. Collection and Subscription Report
a. A summary of all data provided in the Tonnage Report section, including quarterly and annual totals and averages.
b. The type(s) of Collection service(s) provided, a list of all hauler routes serviced, and a record of the addresses served on each hauler route.
c. A summary of Customer subscription data, including the number of accounts; the total number of Generators enrolled with Contractor for service, listed separately by service level and Container type (Cart, Bin, and Roll-Box service), separately by Single-Family, Multi-Family, and Commercial Customers, and separately for each type of Discarded Material; and the number of Bulky Items Collections performed.

23.b
Packet Pg. 913 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

d. A detailed list of Single-Family, Multi-Family, and Commercial Customer information, including Black Container Waste, Source Separated Recyclable Materials, and Source Separated Organic Materials Service Levels, Customer type, and Customer service addresses reflecting Customer Service Levels as of June 30 (for the year in which the report is submitted).
e. The number of C&D Collection sites served and Tonnage Collected, Tonnage Diverted, and Diversion level for each C&D Collection site.

2. Processing Facility Report
a. Temporary Equipment or Operations Failure: If the Contractor is granted a Processing Facility temporary equipment or operational failure waiver, in accordance with Section

4.7.1 of the Agreement, the Contractor shall include the following documents and information:
i. The number of days the Processing Facility temporary equipment waiver or operation failure waiver was in effect;
ii. Copies of any notifications sent to the City pursuant to Section 4.7.1.A of the Agreement, and copies of City notices to Contractor pursuant to Section 4.7.1.B of the Agreement;
iii. Documentation setting forth the date of issuance of the waiver, the timeframe for the waiver; and,
iv. A record of the tons of Source Separated Recyclable Materials, Source Separated Organic Materials, and/or Black Container Waste redirected to an Alternative Facility or Disposed at an Approved Disposal Facility as a result of the waiver, recorded by Collection vehicle or Transfer vehicle number/load, date, and weight. b. Quarantined Organic Waste: A record of all compliance agreements for quarantined Organic Waste that are Disposed of, including the name of Generator, date issued, location of final disposition, and the amount of quarantined Organic Waste that was required to be Disposed at a Landfill.
c. Compostable Plastics in Green Containers: Written notification that the Approved Organic Waste Processing Facility(ies) has and will continue to have the capabilities to Process and recover the Compostable Plastics included with the Source Separated Organic Materials Transported to the Approved Organic Waste Processing Facility. d. Plastic Bags in Green Containers: Written notification to the City that the Approved Organic Waste Processing Facility has and will continue to have the capabilities to Process and recover plastic bags when it recovers Source Separated Organic Materials.

3. Public Education and Outreach Report
a. A copy of all education and outreach materials provided to Generators, or otherwise used for education and outreach efforts in accordance with Section 5.3 of the Agreement, including, but not limited to: flyers, brochures, newsletters, invoice messaging/billing inserts, and website and social media postings. b. A record of the date and to whom the information was disseminated, or direct contact made, in the form of a list that includes: the Generator's name or account name, the

23.b
Packet Pg. 914 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

type of education or outreach received; the distribution date, and the method of distribution.
c. The number of Organic Generators and Commercial Edible Food Generators that received information and the type of education and outreach used. d. For any mass distribution through mailings or bill inserts, the Contractor shall maintain a record of the date, a copy of the information distributed, and the type and number of accounts that received the information.
e. A copy of electronic media, including the dates posted of: social media posts, e-mail communications, or other electronic messages.
f. Contractor shall maintain a record of all technical assistance efforts conducted pursuant to Section 5.7 of the Agreement, including:
i. The name and address of the Customer/Generator receiving technical assistance, and account number, if applicable.
ii. The date of any technical assistance conducted and the type of technical assistance, including, but not limited to site visits, waste assessments, compliance assessments, direct outreach, workshops, meetings, events, and follow-up communications.
iii. A copy of any written or electronic educational materials distributed during the technical assistance process.
g. A copy of all special event reports submitted to the City in accordance with Section 4.5.11 of the Agreement.

4. Compliance Monitoring and Enforcement Report
a. A summary of the total number of SB 1383 non-compliance complaints that were received and investigated, and the number of Notices of Violation issued based on investigation of those complaints, in accordance with Section 5.2 and Section 8.3.2.E of the Agreement.
b. The total number of Hauler Route reviews conducted pursuant to Section 5.5 of the Agreement.
c. The number of inspections conducted by type for Commercial Edible Food Generators, Food Recovery Organizations, and Commercial businesses. d. A copy of written and/or electronic records and documentation for all audits, studies, compliance reviews, and all other inspections conducted pursuant to Section 5.6 of the Agreement.
e. The number of Commercial businesses that were included in a compliance review performed by the Contractor, and the number of violations found and corrected through compliance reviews, if different from the number reported in subsection 4.f. of this Section; including a list with each Generator's name or account name, address, and Generator type.
f. The total number of Notices of Violation issues, categorized by type of Generator. g. The number of enforcement actions that were resolved, categorized by type of Generator.

23.b
Packet Pg. 915 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

h. Copies of all written notices, violations, educational materials, or other enforcement mechanisms issued to noncompliant Generators.

5. Food Recovery Program Support
a. The total number of Generators classified as Tier One and Tier Two Commercial Edible Food Generators located within the City.
b. The number of Food Recovery Services and Food Recovery Organizations located and operating within the City that contract or have written agreements with Commercial Edible Food Generators for Food Recovery.
c. The number of Generators participating in the Edible Food Recovery program, as described in Section 4.4.5 of the Agreement.

6. Vehicle and Equipment Inventory
a. A list of all vehicles used in performing services under this Agreement including the license plate number, VIN, make, model, model year, purchase date, engine overhaul/rebuild date (if applicable), and mileage at June 30. b. If applicable, the name, physical location, and contact information of each entity, operation, or Facility from whom the RNG was procured.
c. If applicable, the total amount of RNG procured by the Contractor for use in Contractor vehicles, in diesel gallon equivalents (DGE), including copies of any receipts, invoices, or other similar documentation evidencing procurement. In addition to the amount procured, Contractor shall include the total amount actually used in Contractor vehicles in the calendar year, if these values are different.

7. Customer Revenue and City Fee Payment Report. Provide a statement detailing Gross Revenue from all operations conducted or permitted pursuant to this Agreement and report of all City fees paid in accordance with Article 3 of this Agreement.

8.3.4 Financial Report
The City may, at City’s option, request and be provided with Contractor's financial reports/statements for the most recently completed fiscal year in connection with any audit, extraordinary rate adjustment request, or verification of other information required under this Agreement.

Financial statements shall include a supplemental schedule showing Contractor's results of operations, including the specific revenues and expenses in connection with the operations provided for in this Agreement, separated from others included in such financial statements. The financial statements and footnotes 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 cost for preparation of the financial statements and audit shall be borne by Contractor as a direct cost of service.

In addition, Contractor shall provide to City the supplemental schedule on a compiled basis.

23.b
Packet Pg. 916 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

8.4 Reporting Adverse Information
Contractor shall provide City two copies (one to the City Manager, one to the City Attorney) of all reports, pleadings, applications, notifications, Notices of Violation, communications or other material relating in any way to Contractor’s performance of services pursuant to this Agreement, submitted by Contractor to, or received by Contractor from, the United States or California Environmental Protection Agency, CalRecycle, the Securities and Exchange Commission or any other federal, State or local agency, including any federal or State court. Copies shall be submitted to City within thirty (30) days of receipt by Contractor, or sooner if reasonably apparent that to do so is materially relevant, and any responses by Contractor shall be submitted to City simultaneously with Contractor’s filing or submission of such matters with said agencies. Contractor’s routine correspondence to said agencies need not be routinely submitted to City, but shall be made available to City promptly upon City’s written request.

8.5 Right to Inspect Records
City shall have the right to inspect or review the specific documents or records required expressly or by inference pursuant to this Agreement, or any other similar records or reports of Contractor or its Affiliates that City shall deem, in its sole discretion, necessary to evaluate annual reports, compensation applications provided for in this Agreement and Contractor's performance provided for in this Agreement.

Contractor shall make all records and documents to be reviewed and inspected by City as a part of any audit or other record review conducted by City, available for City’s review, inspection and copying within five (5) days of receiving written notice from City requesting the same.

8.6 Failure to Report
The refusal or failure of Contractor to file any required reports, or to provide required information to City, or the inclusion of any materially false or misleading statement or representation by Contractor in such report shall be deemed a material breach of the Agreement as described in Section 11.1 and shall subject Contractor to all remedies which are available to the City under Agreement or otherwise.

8.7 Public Records
All reports made to the City pursuant to this Agreement, except for financial statements that may be made available for review as part of the biennial audit under Section 8.2.8, shall be deemed public records for purposes of the City’s use, any litigation, and public records requests made pursuant to the California Public Records Act (Statutes of 1968, Chapter 1473; currently codified as California Government Code § 6250 through 6276.48).

ARTICLE 9: INDEMNIFICATION, INSURANCE, BOND, AND LETTER

OF CREDIT

9.1 Indemnification
In addition to any other indemnification, Contractor hereby agrees to and shall indemnify and hold harmless City, its elected and appointed boards, commissions, officers, employees, consultants and agents (collectively, “Indemnitees”) from and against any and all loss, liability, penalty, forfeiture, claim, demand,

23.b
Packet Pg. 917 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

action, proceeding or suit in law or equity of any and every kind and description (including, but not limited to, injury to and death of any Person and damage to property, or for contribution or indemnity claimed by third parties) arising or resulting from and in any way connected with (1) the negligence or willful misconduct of Contractor, its officers, employees, agents, contractors and/or subcontractors in performing or failing to perform services under this Agreement; (2) the failure of Contractor, its officers, employees, agents, contractors and/or subcontractors to comply in all respects with the provisions of this Agreement, Applicable Laws (including, without limitation, the Environmental Laws), ordinances and regulations, and/or applicable permits and licenses; (3) the acts of Contractor, its officers, employees, agents, contractors and/or subcontractors in performing or failing to perform services under this Agreement for which strict liability is imposed by law (including, without limitation, the Environmental Laws). The foregoing indemnity shall apply regardless of whether such loss, liability, penalty, forfeiture, claim, demand, action, proceeding, suit, injury, death or damage is also caused in part by any of the Indemnitees’ negligence, but shall not extend to matters resulting from the Indemnitees’ sole negligence, or willful misconduct. Contractor further agrees to and shall, upon demand of City, at Contractor's sole cost and expense, defend (with attorneys acceptable to City) the Indemnitees against any claims, actions, suits in law or equity or other proceedings, whether judicial, quasi-judicial or administrative in nature, arising or resulting from any of the aforementioned events, and to reimburse City for any and all costs and expenses City incurs in providing any such defense, either before, during or after the time Contractor elects to provide such defense, including any and all costs incurred in overseeing any defense to be provided herein by Contractor.

Contractor, upon demand of City, made by and through the City Attorney, shall protect City and appear in and defend the Indemnitees in any claims or actions by third parties, whether judicial, administrative or otherwise, including, but not limited to, disputes and litigation over the definitions of “Solid Waste” or “Recyclable Material,” the scope of the rights granted herein, conflicts between the rights granted herein and rights asserted by other Persons, or the limits of City’s authority with respect to the grant of licenses, or agreements, exclusive or otherwise, or asserting rights under the United States or California Constitutions or any federal or State law to provide Solid Waste Handling Services in the City.

THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL BE GIVEN THE BROADEST

POSSIBLE INTERPRETATION AND SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.

9.2 Hazardous Substances Indemnification
A. Without regard to any insurance coverage or requirements, and without limiting the above general indemnification obligations in any way, Contractor specifically agrees to and shall, to the maximum extent permitted by law, defend (with counsel acceptable to City), reimburse, indemnify, and hold Indemnities harmless from and against any and all claims, actions, liabilities, damages, demands, judgments, losses, costs, liens, expenses, suits, actions, attorneys' fees, consultant fees, penalties and any and all other losses, damages, fees and expenses of whatever kind or nature ("Claims") (including but not limited to response costs, investigative costs, assessment costs, monitoring costs, treatment costs, cleanup costs, removal costs, remediation costs, and similar costs, damages and expenses) that arise out of or are alleged to arise out of or in any way relate to any action, inaction or omission of Contractor that:

23.b
Packet Pg. 918 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

1. results in any demand, claim, notice, order, or lawsuit, asserting that any Indemnitee is liable, responsible or in any way obligated to investigate, assess, monitor, study, test, treat, remove, remediate, or otherwise cleanup, any Hazardous Contaminant (as defined herein); or

2. relates to material Collected, Transported, Recycled, Processed, treated or Disposed of by Contractor.

B. Contractor’s obligations pursuant to this Section shall apply, without limitation, to:

1. any Claims brought pursuant to or based on the provisions of any Environmental Law;

2. any Claims based on or arising out of or alleged to be arising out of the ownership, use, lease, sale, design, construction, maintenance or operation of Contractor of any Facility;

3. any Claims based on or arising out of or alleged to be arising out of the marketing, sale, distribution, storage, Transportation, Disposal, Processing or use of any materials recovered by Contractor;

4. any Claims based on or arising out of or alleged to be arising out of any breach of any express or implied warranty, representation or covenant arising out of or in connection with this Agreement.

C. The foregoing indemnity and defense obligations shall apply irrespective of the negligence or willful misconduct of Contractor or any Affiliate of Contractor.

D. For purposes of this Section, the term "Hazardous Contaminant" shall mean any Hazardous Substance, any Hazardous Waste any crude oil or refined or unrefined petroleum product, or any fraction or derivative thereof; and any asbestos or asbestos-containing material. The term "Hazardous Contaminant" shall also include any and all amendments to any referenced statutory or regulatory provisions made before or after the date of execution of this Agreement.

THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL BE GIVEN THE BROADEST

POSSIBLE INTERPRETATION AND SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.

9.3 CalRecycle Indemnification and Guarantee
Contractor’s duty to defend and indemnify herein includes payment of all fines and/or penalties imposed by CalRecycle, subject to the restrictions set forth in Public Resources Code Section 40059.1, if the requirements of AB 939, AB 341, AB 1826, and/or SB 1383 and corresponding regulations are not met by the Contractor with respect to the Discarded Materials Collected under this Agreement, and such failure is: (i) due to the failure of Contractor to meet its obligations under this Agreement, or, (ii) due to Contractor delays in providing information that prevents Contractor or City from submitting reports required by AB 939, AB 341, AB 1826, and/or SB 1383 and corresponding regulations in a timely manner.

The provisions of this Section shall survive the termination or expiration of this Agreement. In carrying out the provisions of this Section, Contractor shall perform the following obligations at its cost and expense:

A. Defend, with counsel approved by City, indemnify and hold harmless the City against all fines and/or penalties imposed by CalRecycle, if Contractor fails or refuses to provide information relating to its operations which is required under this Agreement and such failure or refusal prevents or delays City from submitting reports required by AB 939, AB 341, AB 1826, and/or SB 1383 in a timely manner;

23.b
Packet Pg. 919 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

B. Assist City in preparing for, and participating in, CalRecycle's biannual review of the City's source reduction and Recycling element pursuant to Public Resources Code Section 41825; C. Assist City in responding to inquiries from CalRecycle in applying for an extension under Public Resources Code Section 41820, if so directed by City; in conducting any hearing conducted by CalRecycle relating to AB 939; or in any other investigative or enforcement manner undertaken by any agency;
D. Defend, with counsel acceptable to City, and indemnify and hold harmless the City against any fines or penalties levied against it for violation of AB 939, AB 341, AB 1826, and/or SB 1383 requirements, provided that Contractor’s obligation to indemnify City shall be subject to the limitations set forth in Public Resources Code Section 40059.1(c) as may be amended from time to time; E. In cooperating with the City, should it seek to become its own enforcement agency, to the extent it may be permitted under State law.

9.4 Insurance
Contractor shall procure and maintain during the entire Term of this Agreement the following types of insurance, and shall maintain the following minimum levels of coverage, which shall apply to any claims which may arise from or in connection with Contractor’s performance hereunder or the actions or inactions of any of Contractor’s officers, agents, representatives, employees, or subcontractors in connection with Contractor’s performance. The insurance requirements hereunder in no way limit Contractor’s various defense and indemnification obligations, or any other obligations as set forth herein.

See Exhibit 5 for additional insurance requirements not covered below.

A. Minimum Scope of Insurance. Coverage shall be at least as broad as:

1. The most recent edition of Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 00 01).

2. The most recent edition of Insurance Services Office form number CA 00 01 covering Automobile Liability, code 1 "any auto."

3. Workers' Compensation insurance as required by the Labor Code of the State of California and Employers Liability insurance.

4. Pollution Legal Lability and Transportation Pollution Liability insurance.

B. Minimum Limits of Insurance. Contractor shall maintain in force for the term of this Agreement limits no less than:

1. Commercial General Liability: Ten Million Dollars ($10,000,000) limit general aggregate and Five Million Dollars ($5,000,000) limit per occurrence for bodily injury, Personal injury and property damage.

2. Automobile Liability: Five Million Dollars ($5,000,000) combined single limit per accident for bodily injury and property damage.

23.b
Packet Pg. 920 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

3. Workers' Compensation and Employers Liability: Workers' compensation limits as required by the Labor Code of the State of California or provide evidence of State approval to be selfinsured. Employer’s Liability One Million Dollars ($1,000,000) per accident or disease.

4. Pollution Legal Liability and Transportation Pollution Liability: Two Million Dollars ($2,000,000) per claim and in the aggregate. Coverage shall be extended a minimum of three (3) years beyond the Term of the Agreement and such insurance shall contain all standard extensions customary for such policy and shall cover prior acts. Transportation Coverage shall also include Pollution Liability (CA9948) and MCS-90 Endorsements. The policy shall provide coverage for transportation of pollutants/contaminants to and from the job site and the hauling of waste from the project site to the final disposal location, including non-owned disposal sites.

C. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its officials, employees and agents; or Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

D. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions:

1. General Liability and Automobile Liability Coverages a. City, its elective and appointive boards, commissions, officials, employees, agents and volunteers are to be named as additional insureds as respects: liability arising out of activities performed by or on behalf of Contractor; products and completed operations of Contractor; Premises owned, leased, or used by Contractor; or vehicles owned, leased, hired or borrowed by Contractor. The coverage shall contain no special limitations on the scope of protection afforded to City, its elective and appointive boards, commissions, officials, employees, agents or volunteers.
b. Contractor's insurance coverage shall be primary insurance as respects City, its elective and appointive boards, commissions, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by City, its officials, elective and appointive boards, commissions, employees, agents, or volunteers shall be excess of Contractor's insurance and shall not contribute with it.
c. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its officials, elective and appointive boards, commissions, employees, agents, or volunteers.
d. Coverage shall state that Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

2. Workers' Compensation and Employers Liability Coverage - The insurer shall agree to waive all rights of subrogation against City, its officials, elective and appointive boards, commissions, employees, agents and volunteers for losses arising from work performed by Contractor for City.

23.b
Packet Pg. 921 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

3. All Coverages - Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City.

E. Acceptability of Insurers. The insurance policies required by this Section shall be issued by an insurance company or companies authorized to do business in the State of California with an A.M.

Best’s rating of A- or better and a minimum financial size VII and with a rating in the most recent edition of Best's Insurance Reports of size category VII or larger and a rating classification of A- or better.

F. Verification of Coverage. Contractor shall furnish City with certificates of insurance and with original endorsements affecting coverage required by this clause. 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 and endorsements are to be on forms provided by or acceptable to City and are to be received and approved by City before work commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time.

G. Companies and Subcontractors. Contractor shall include all Companies and subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each Contractor and subcontractor. All coverages for Companies and subcontractors shall be subject to all of the requirements stated herein.

H. Required Endorsements

1. The Workers' Compensation policy shall contain an endorsement in substantially the following form:
"Thirty (30) days prior written notice by certified mail, return receipt requested, shall be given to City in the event of cancellation, reduction in coverage, or non-renewal of this policy. Such notice shall be sent to:

City Manager
City of El Centro
1275 Main Street
El Centro, CA 92243

2. The Commercial General Liability policy shall contain endorsements in substantially the following form:
a. "Thirty (30) days prior written notice shall be given to City in the event of cancellation, reduction in coverage, or non-renewal of this policy. Such notice shall be sent to:

City Manager
City of El Centro
1275 Main Street
El Centro, CA 92243
b. "Contractor agrees to endorse the commercial general liability coverage required herein to include as additional insureds City of El Centro, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition date of 1985, or equivalent

23.b
Packet Pg. 922 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

provisions as determined acceptable by the Office of the City Attorney for the City of El Centro in its sole discretion. Contractor also agrees to require all contractors, subcontractors and anyone else involved in any way with the project contemplated by this agreement, to do likewise."
c. "This policy shall be considered primary insurance as respects any other valid and collectible insurance maintained by City, including any self-insured retention or program of self-insurance, and any other such insurance shall be considered excess insurance only."
d. "Inclusion of City as an insured shall not affect City's rights as respects any claim, demand, suit or judgment brought or recovered against Contractor. This policy shall protect Contractor and City in the same manner as though a separate policy had been issued to each, but this shall not operate to increase Contractor's liability as set forth in the policy beyond the amount shown or to which Contractor would have been liable if only one party had been named as an insured."
I. Delivery of Proof of Coverage. Simultaneously with the execution of this Agreement, Contractor shall furnish City certificates of each policy of insurance required hereunder, 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 have all required endorsements. If City requests, copies of each policy, together with all endorsements, shall also be promptly delivered to City.

Renewal certificates will be furnished periodically to City to demonstrate maintenance of the required coverage throughout the Term.

J. Other Insurance Requirements

1. In the event any services are delegated to another company or subcontractor, Contractorshall require such Contractor or subcontractor to provide statutory workers' compensation insurance and employer's liability insurance for all of the Contractor or subcontractor's employees engaged in the work in accordance with this Section 9.4. The liability insurance required by this Section 9.4 shall cover all Contractor or subcontractors or the Contractor or subcontractor must furnish evidence of insurance provided by it meeting all of the requirements of this Section 9.4.

2. Contractor shall comply with all requirements of the insurers issuing policies. The carrying of insurance shall not relieve Contractor from any obligation under this Agreement. If any claim exceeding the amount of any deductibles or self-insured reserves is made by any third Person against Contractor or any Contractor or subcontractor on account of any occurrence related to this Agreement, Contractor shall promptly report the facts in writing to the insurance carrier and to City.

If Contractor fails to procure and maintain any insurance required by this Agreement, City may take out and maintain, at Contractor's expense, such insurance as it may deem proper and deduct the cost thereof from any moneys due Contractor.

9.5 Faithful Performance Bond
Concurrently with execution of this Agreement, Contractorshall deliver to City a performance bond in the sum of the amount of Two Hundred Fifty Thousand Dollars ($250,000), similar to the form provided in

23.b
Packet Pg. 923 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Exhibit 4, which secures the faithful performance of this Agreement, including, without limitation, payment of any penalty and the funding of any work to cure a breach of this Agreement, unless such requirement is waived by the City Manager. The bond shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his/her power of attorney. The bond shall be unconditional and remain in force during the entire term of the Agreement and shall be null and void at the conclusion of the term of this Agreement only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement.

9.6 Faithful Performance Letter of Credit
In addition to a corporate surety bond as noted in Section 9.5 above, Contractor shall furnish an irrevocable letter of credit in the amount of Two Hundred Fifty Thousand Dollars ($250,000), from a financial institution acceptable to the City and in a form acceptable to the City Attorney as security for the performance of this Agreement (the “LOC”). The LOC shall be the sole responsibility of Contractor, and shall be released within thirty (30) days after both (i) the expiration of the term of this Agreement, or upon the earlier termination hereof; and (ii) Contractor’s satisfactory performance of all obligations hereunder.

9.7 Forfeiture of Performance Bond
In the event Contractor shall for any reason become unable to, or fail in any way to, perform as required by this Agreement, City may declare a portion or all of the performance bond be forfeited to the City that is necessary to recompense and make whole the City. Upon partial or full forfeiture of the performance bond, Contractor shall restore the performance bond to its face amount within thirty (30) days of the City’s declaration. Failure to restore the performance bond to its full amount within thirty (30) days shall be a material breach of the Agreement.

9.8 Forfeiture of Letter Of Credit
Thirty (30) days following City providing Contractor with written notice of its failure to pay City any amount owing under this Agreement, the LOC may be drawn upon by City for purposes including, but not limited to:

A. Payment of sums due under the terms of this Agreement which Contractor has failed to timely pay to City
B. Reimbursement of costs borne by City to correct violations of this Agreement not corrected by Contractor, including but not limited to the liquidated damages described in Section 11.5.

C. City may draw upon the entire LOC and convert it to a cash deposit if Contractor fails to cause the LOC to be extended or replaced with another satisfactory letter of credit no later than sixty (60) days prior to its expiration during the term hereof.

9.9 Performance Security Beyond Service Term
Some Agreement requirements extend beyond the Term of this Agreement and other requirements, such as minimum Diversion rates per Section 4.3.6, will not be substantiated until after the final service date.

23.b
Packet Pg. 924 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

Therefore, the Contractor shall not terminate the performance bond or letter of credit, and will renew them to ensure continuous availability to the City, until receiving a written release from the City.

Permission from the City to discontinue holding these performance securities does not relieve Contractor of payments to the City that may be due, or may become due.

ARTICLE 10: CITY’S RIGHT TO PERFORM SERVICE

10.1 General
In the event that Contractor, for any reason whatsoever, fails, refuses or is unable to Collect, Recycle, Process, Transport or Dispose of any or all Solid Waste as required by this Agreement, at the time and in the manner provided in this Agreement, for a period of more than forty-eight (48) hours, excluding Saturday, Sunday, and holidays listed in Section 4.6.1, and if, as a result thereof, Solid Waste should accumulate in City to such an extent, in such a manner, or for such a time that such accumulation endangers or menaces the public health, safety or welfare, then City shall have the right, but not the obligation, (1) to perform, or cause to be performed, such services itself with its own or other personnel without liability to Contractor; and/or (2) to take possession of any or all of Contractor’s land, equipment and other property used or useful in the Collection and Transportation of Solid Waste, and to use such property to Collect and Transport any Solid Waste generated within City which Contractor would otherwise be obligated to Collect, Transport, and properly Dispose of or Process pursuant to this Agreement.

Notice of City’s determination to effect its rights under this Section may be given orally by telephone to Contractor at its principal office and shall be effective immediately. Written confirmation of such oral notification shall be sent to Contractor within twenty-four (24) hours, excluding Saturday, Sunday and holidays listed in Section 4.6.1, of the oral notification.

Contractor shall place a minimum of five Roll-off Boxes throughout the City within forty-eight (48) hours of service disruption. City may instruct Contractor to distribute plastic bags to Customers as well.

Contractor further agrees that in such event:

A. It will take direction from City to effect the transfer of possession of equipment and property to City for City’s use, or for use by any Person or entity designated by the City.

B. It will, if City so requests, keep in good repair and condition all of such equipment and property, provide all motor vehicles with fuel, oil and other service, and provide such other service as may be necessary to maintain said property in operational condition.

C. City may immediately engage all or any personnel necessary or useful for the Collection and Transportation of Solid Waste, including, if City so desires, employees previously or then employed by Contractor. Contractor further agrees, if City so requests, to furnish City the services of any or all management or office Personnel employed by Contractor whose services are necessary or useful for Solid Waste Collection, Transportation, Processing and Disposal operations and for the Billing and collection of fees for these services.

City agrees that it assumes complete responsibility for the proper and normal use of such equipment and facilities while in its possession.

23.b
Packet Pg. 925 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

If the interruption or discontinuance in service is caused by any of the reasons listed in Section 11.6, City shall pay to Contractor the reasonable rental value of the equipment and facilities, possession of which is taken by City, for the period of City’s possession, if any, which extends beyond the period of time for which Contractor has rendered Bills in advance of service, for the class of service involved. If the interruption or discontinuance in service is caused by any other reason, regardless of City’s implementation of options under this agreement, City may consider this a default.

10.2 Temporary Possession of Contractor’s Property
If City suffers an interruption or discontinuance of service (including interruptions and discontinuance due to events described in Section 11.6), City may take possession of and use all of Contractor’s property described above until other suitable arrangements can be made for the provision of Solid Waste Services which may include the grant of a Franchise to another waste hauling company.

10.3 Billing and Compensation to City During City’s Possession Contractor agrees that it shall reimburse City for any and all costs and expenses incurred by City beyond that billed and received by City in taking over possession of the above-mentioned equipment and property for Solid Waste service in such manner and to an extent as would otherwise be required of Contractor under the terms of this Agreement. Such reimbursement shall be made from time to time after submission by City to Contractor of each statement listing such costs and expenses, but in no event later than five (5) working days from and after each such submission.

10.4 City’s Right to Relinquish Possession
It is further mutually agreed that City may at any time at its discretion relinquish possession of any or all of the above-mentioned property to Contractor and thereupon demand that Contractor resume the Solid Waste Handling Services as provided in this Agreement, whereupon Contractor shall be bound to resume the same.

10.5 City’s Possession Not A Taking
It is expressly agreed between the Parties that City’s exercise of its rights under this Article (1) does not constitute a taking of private property for which compensation must be paid, (2) shall not create any liability on the part of City to Contractor, and (3) does not exempt Contractor from any of the indemnity and insurance provisions of this Agreement, which are meant to extend to circumstances arising under this Section provided that Contractor is not required to indemnify City against claims and damages arising from the sole negligence of City, its elective and appointive boards, commissions, officers, employees and agents in the operation of Collection Vehicles during the time City has taken possession of such vehicles.

10.6 Duration of City’s Possession
City’s right pursuant to this Article to retain temporary possession of Contractor’s facilities and equipment, and to render Collection services, shall terminate when City determines that such services can be resumed by Contractor, or when City no longer reasonably requires such property or equipment. In any case, City

23.b
Packet Pg. 926 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

has no obligation to maintain possession of Contractor’s property or equipment and/or continue its use for any period of time and may at any time, in its sole discretion, relinquish possession to Contractor.

ARTICLE 11: DEFAULT, REMEDIES, AND LIQUIDATED DAMAGES

11.1 Events of Default
All provisions of the Franchise and this Agreement to be performed by Contractor are considered material.

Each of the following shall constitute an event of default by the Contractor.

A. Fraud or Deceit or Misrepresentation. If the Contractor engages in, or attempts to practice, any fraud or deceit upon City or makes a misrepresentation regarding material information to City.

B. Insolvency or Bankruptcy. If Contractor becomes insolvent, unable, or unwilling to pay its debts, files a bankruptcy petition or takes steps to liquidate its assets.

C. Failure to Maintain Coverage. If Contractor fails to provide or maintain in full force and effect the Workers’ Compensation, liability, or indemnification coverage as required by this Agreement.

D. Violations of Regulation. If Contractor violates any orders or filings of any regulatory body having jurisdiction over Contractor relative to this Agreement, provided that Contractor may contest any such orders or filings by appropriate proceedings conducted in good faith, in which case no breach of the Franchise and this Agreement shall be deemed to have occurred until a final decision adverse to the Contractor is entered.

E. Failure to Perform. If Contractor ceases to provide all or a portion of the Collection, Processing or Recycling services, or any other Solid Waste Handling Services as required under this Agreement for a period of two (2) consecutive days or more, for any reason within the control of Contractor, including labor disputes.

F. Failure to Pay. If Contractor fails to make any payments required under this Agreement and/or refuses to provide City, within ten (10) days of the demand, with required information, reports, and/or records in a timely manner as provided for in the Agreement.

G. Failure to Cooperate with Audits. Failure to complete, perform or cooperate with any audit as described by this Agreement.

H. Failure to Submit Reports or Documentation. Failure to complete or to provide required reports or documents to City as required by this Agreement.

I. Acts or Omissions.

1. Any act or omission by Contractor relative to the services provided under this Agreement which violates the terms, conditions, or requirements of this Agreement, or AB 939 and SB 1383, or any law, statute, ordinance, order, directive, rule, or regulation issued pursuant to AB 939 and SB 1383 shall constitute a default by the Contractor. Any failure to correct or remedy any such violation within the time set in the written notice of the violation or, if Contractor cannot reasonably correct or remedy the breach within the time set forth in such

23.b
Packet Pg. 927 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

notice, if Contractor should fail to commence to correct or remedy such violation within the time set forth in such notice and diligently effect such correction or remedy thereafter shall constitute a default by Contractor.

2. Any situation in which Contractor or any of its officers, directors or employees are found guilty of any crime related to the performance of this Agreement, or of any crime related to antitrust activities, illegal Transport or Disposal of hazardous or toxic materials, or bribery of public officials shall constitute a default by Contractor. The term “found guilty” shall be deemed to include any judicial determination that Contractor or any of Contractor’s officers, directors or employees is guilty as well as any admission of guilt by Contractor or any of Contractor’s officers, directors or employees including, but not limited to, the plea of “guilty”, “nolo contendre”, “no contest”, and “guilty to a lesser charge.” J. False or Misleading Statements. Any representation or disclosure made to City by Contractor in connection with or as an inducement to entering into this Agreement, or any future amendment to this Agreement, which proves to be false or misleading in any material respect as of the time such representation or disclosure is made, whether or not any such representation or disclosure appears as part of this Agreement.

K. Attachment. The seizure of, attachment of, or levy on, the operating equipment of Contractor, including, without limits, its equipment, maintenance or office facilities, or any part thereof.

L. Suspension or Termination of Service. Any termination or suspension of the transaction of business by Contractor, including, without limitation, due to labor unrest including strike, work stoppage or slowdown, sick-out, picketing, or other concerted job action lasting more than two (2) consecutive days.

M. Failure to Provide Assurance of Performance. If Contractor fails to provide reasonable assurances of performance as required under Section 11.8.

N. Commingling of Recyclable Materials, and/or Organic Materials With Refuse/Landfilling of Recyclable Materials and/or Organic Materials. If Contractor empties a Container of properly set out Recyclable Materials and/or Organic Materials into a Refuse load, or Transports Recyclable Materials and/or Organic Materials to a landfill or other location at which the material will not be Diverted from landfilling.

O. Failure to Meet AB 939 Diversion Goal. If CalRecycle determines the City is not in compliance with AB 939 Diversion requirements as demonstrated by receipt of a corrective action plan from CalRecycle. (See Section 4.3.6).

P. Failure to Provide Processing Capacity. Contractor fails to provide adequate Processing capacity in accordance with Exhibit 8, which is essential for the City to achieve SB 1383 compliance.

Q. Failure to Achieve Processing Standards. Contractor fails to achieve the Processing standards specified in Exhibit 8, including achievement of minimum Organic Materials recovery rates, which are essential for the City to achieve SB 1383 compliance.

R. Failure to Comply with Other Requirements of SB 1383. Contractor fails to comply with other requirements of the Agreement including, but not limited to, public education, reporting,

23.b
Packet Pg. 928 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

contamination monitoring, recordkeeping and reporting, or other obligations of this Agreement that delegate the City’s responsibility and/or authority under SB 1383 to the Contractor.

S. Failure to Implement Collection Program. Contractor fails to implement a Collection program that complies with the requirements of Article 4, which is essential for the City to achieve compliance with SB 1383.Contractor shall have forty-eight (48) hours from the time it is given notification by City to cure any default arising under subsections E, F, G, H, K, L, M and N provided, however, that City shall not be obligated to provide Contractor with a notice and cure opportunity if Contractor has committed the same or similar breach within a twenty-four (24) month period. It is expressly understood that Contractor is not entitled to receive notice of default, or to cure such default, with respect to those matters listed in subsections A, B, C, D, I, J, O, P, Q, R, and S.

11.2 Criminal Activity of Contractor
Should the Contractor or any of its officers, directors or employees be found guilty of felonious conduct related to the performance of this Contract, or of felonious conduct related to anti-trust activities, illegal Transport or Disposal of hazardous or toxic materials, or bribery of public officials, the City reserves the right to unilaterally terminate this Contract or impose other such sanctions (which may include financial sanctions, temporary suspensions or any other condition deemed appropriate short of termination) as it shall deem proper. Such action shall be taken after Contractor has been given notice and opportunity to present evidence in mitigation. The term “found guilty” shall be deemed to include any judicial determination that Contractor or any of Contractor’s officers, directors, or employees is guilty and any admission of guilt by Contractor or any of Contractor’s officers, directors or employees including, but not limited to, the plea of “guilty”, “nolo contendere”, “no contest”, and “guilty to a lesser charge” entered as part of any plea bargain. If the Agreement is terminated pursuant to the above, such termination shall not occur if, within six months after City determines to terminate, the Contractor completes a transfer of its contract rights and obligations to an individual or entity acceptable to the City pursuant to this Agreement.

11.3 Section Reserved

11.4 Right to Terminate Upon Default and Right to Specific Performance If Contractor commits a material breach, including specifically any of the matters listed in subsections A through S of Section 11.1 above (and, if permitted to cure, does not cure it within the forty-eight (48) hours), City shall be entitled to unilaterally terminate this Agreement or impose other such sanctions (which may include financial sanctions, temporary suspensions or any other conditions it deems appropriate short of termination) as it shall deem proper. Should City decide to terminate this Agreement upon a default by Contractor, City shall have the right to do so upon giving ten (10) days’ notice to Contractor, and shall not be required to take any further action (such as holding any hearing, bringing any suit, or taking any other action.)
City’s rights to terminate this Agreement and to take possession of Contractor’s Facility and/or equipment are not exclusive, and City’s termination of this Agreement shall not constitute an election of remedies.

Instead, such remedies shall be in addition to any and all other legal and equitable rights and remedies which City may have.

23.b
Packet Pg. 929 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

By virtue of the nature of this Agreement, the urgency of timely continuous and high- quality service, the time required to effect alternative service, and the rights granted by City to Contractor, the remedy of damages for a breach hereof by Contractor is inadequate and City shall be entitled to seek injunctive relief and/or specific performance of any breach of this Agreement.

11.5 Liquidated Damages
A. General. City finds, and Contractor agrees, that as of the time of the execution of this Agreement, it is impractical, if not impossible, to reasonably ascertain the extent of damages which shall be incurred by City as a result of a breach by Contractor of certain specific obligations under this Agreement. The factors relating to the impracticability of ascertaining damages include, but are not limited to, the fact that: (i) substantial damage results to members of the public who are denied services or denied quality or reliable service; (ii) such breaches cause inconvenience, anxiety, frustration, and deprivation of the benefits of the Agreement to individual members of the general public for whose benefit this Agreement exists, in subjective ways and in varying degrees of intensity which are incapable of measurement in precise monetary terms; (iii) that the services that are the subject of this Agreement might be available at substantially lower costs than alternative services and the monetary loss resulting from denial of services or denial of quality or reliable services is impossible to calculate in precise monetary terms; and (iv) the termination of this Agreement for such specific breaches, and other remedies are, at best, a means of future correction and not remedies which make the public whole for past breaches.

B. Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The parties further acknowledge that consistent, reliable Solid Waste Handling Service is of utmost importance to City and that City has considered and relied on Contractor’s representations as to its quality of service commitment in entering this Agreement with it. The Parties further recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, or fails to submit required documents in a timely manner, City and its residents will suffer damages and that it is and will be impractical and extremely difficult to ascertain and determine the exact amount of damages which City will suffer. Therefore, without prejudice to City’s right to treat such breaches as an event of default under this Article 11, the Parties agree that the following liquidated damage amounts represent a reasonable estimate of the amount of such damages for such specific breaches, considering all of the circumstances existing on the date of this Agreement, including the relationship of the sums to the range of harm to City that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. In placing their initials at the places provided, each party specifically confirms the accuracy of the statements made above and the fact that each party has had ample opportunity to consult with legal counsel and obtain an explanation of the liquidated damage provisions at the time that the Agreement was made.

Contractor City
Initial Here Initial Here
Contractor agrees to pay (as liquidated damages and not as a penalty) the amounts set forth below:

1. Collection Reliability

23.b
Packet Pg. 930 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

a. For each failure to commence service to a new Customer account within seven (7) days after order, which exceeds five (5) such failures annually: $100.00 per occurrence
b. For each failure, which exceeds ten (10) such failures annually, to Collect Solid Waste from any established Customer account on the scheduled Collection day and not make up the Collection within the time allotted per Section 4.6.2: $100.00 per occurrence
c. For each failure to Collect Solid Waste, which has been properly set out for Collection, from the same Customer on two (2) consecutive scheduled pickup days:
$100.00 per occurrence
Each additional twenty-four (24) hour period: $50.00 per occurrence

2. Collection Quality
a. For each occurrence or failure to properly return any Containers to avoid pedestrian or vehicular traffic impediments or to place Containers upright which exceeds ten (10) such occurrences annually: $100.00 per Container
b. For each occurrence of excessive noise or discourteous behavior: $100.00 per occurrence
c. For each occurrence of Collecting Solid Waste during unauthorized hours which exceeds five (5) such occurrences annually: $250.00 per occurrence d. For each occurrence of damage to private property which exceeds five (5) such occurrences annually: $250.00 per occurrence
e. For each failure to clean up Solid Waste spilled from Solid Waste Containers within ninety (90) minutes that exceeds ten (10) such failures annually: $150.00 per occurrence
f. For each deficiency in street sweeping services (as defined in Section 4.11 and Exhibit 7) that exceeds three (3) per year at the same location: $50.00 per occurrence g. For each failure to perform street sweeping services described in Exhibit 7:
$100.00 per occurrence

3. Customer Responsiveness
a. For each failure to initially respond to a Customer complaint within one (1) business day, and for each additional day in which the complaint is not addressed: $150.00 per day
b. For each failure to process Customer complaints as required by Article 5:
$150.00 per occurrence
c. For each failure to remove graffiti from Containers, or to replace with Containers bearing no graffiti, within two (2) business days of request from City or Customer:
$ 50.00 per day
d. For each failure to repair or replace a damaged or missing Container within two (2) business days of request from City or Customer: $ 50.00 per day

23.b
Packet Pg. 931 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

e. For each failure to process a claim for damages within thirty (30) days from the date submitted to Contractor: $100.00 per occurrence
f. For each additional thirty (30) day increment of time in which Contractor has failed to resolve a claim for damages within thirty (30) days from the claim date: $100.00 per increment

4. Diversion Efforts
For each calendar quarter in which Contractor fails to provide support to the City within thirty (30) days of quarter-end, documenting that it Diverted twenty percent (20%) of the Solid Waste Contractor Collected under this Agreement: $5,000.00 per quarter

5. Timeliness of Submissions to City
a. Any report shall be considered late until such time as a correct and complete report is received by City. For each calendar day a report is late, the daily liquidated damage amount shall be:
i) Monthly Reports: $400 per day
ii) Annual Reports: $350 per day
iii) Monthly Contractor Billing and Revenue Report
(for Customers billed by Contractor – see Section 5.1.2) $ 50 per day City may determine the occurrence of events giving rise to liquidated damages through the observation of its own employees or representative or investigation of Customer complaints.
b. For each failure to notify City in advance of a change in contract or service liaison to the City under this agreement: $1,000 per notice missed

6. Cooperation with Service Provider Transition
a. For each day routing information requested by City in accordance with Section 12.9 is received after City-established due dates, both for preparation of a request for proposals and for new service provider’s implementation of service : $1,000/day b. For each day delivery of keys, access codes, remote controls, or other means of access to Solid Waste Containers is delayed beyond one (1) day prior to new service provider servicing Customers with access issues, as described in Section 12.9:
$1,000/day
c. For delay in not meeting the requirements contained in Section 12.9 in a timely manner, in addition to the daily liquidated damages for breach under 6(a) and 6(b) above, liquidated damages of: $35,000

7. Public Education and Outreach
a. Failure to Perform Public Education and Outreach. For each failure to perform any individual education and outreach activity as required and in the timeframe specified by this Agreement.
1st violation - $50 per occurrence
2nd violation - $100 per occurrence

23.b
Packet Pg. 932 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

3rd and subsequent violations - $250 per occurrence

8. General Contract Adherence
For each day that Contractor fails to provide services required under the Agreement, or comply with terms of the Agreement, five (5) business days after receipt of written notification from City that such services are not being provided or terms are not being met:
$300.00/day

9. SB 1383 Requirements
a. Use of Unauthorized Facilities. For each individual occurrence of delivering Discarded Materials to a Facility other than an Approved Facility(ies) for each Discarded Material type under this Agreement.
1st violation - $50 per ton per offense
2nd violation - $100 per ton per offense
3rd and subsequent violations - $250 per ton per offense b. Failure of Approved Facility(ies) to Meet Limits on Incompatible Materials (if Applicable). For each Ton of Source Separated Recyclable Materials or Source Separated Organic Materials received at the Facility(ies) in a quarterly reporting period when Organic Waste recovered after Processing exceeds Incompatible Material thresholds defined in Exhibit 8 Section 8.1.F.2 and 8.1.G.5 if limits on Organic Waste in materials sent to Disposal apply. Liquidated damages are assessed in the quarterly reporting period when the failure occurred. 1st violation - $50 per ton per offense
2nd violation - $100 per ton per offense
3rd and subsequent violations - $250 per ton per offense c. Failure of Approved Facility(ies) to Meet Limits on Organic Waste in Materials Sent to Disposal. For each Ton of Source Separate Recyclable Materials or Source Separated Organic Materials received at the Facility(ies) in a quarterly reporting period when Organic Waste in the materials sent to Disposal exceeds the thresholds defined in Exhibit 8 Section 8.1.G.2 if limits on Organic Waste in materials sent to Disposal apply. Liquidated damages are assessed in the quarterly reporting period when the failure occurred.
1st violation - $50 per ton per offense
2nd violation - $100 per ton per offense
3rd and subsequent violations - $250 per ton per offense d. Failure to Perform Contamination Monitoring Requirements. For each failure to conduct contamination monitoring in accordance with Section 5.5 of this Agreement.
1st violation - $50 per route per occurrence or per waste evaluation per occurrence 2nd violation - $100 per hauler route per occurrence or per waste evaluation per occurrence
3rd and subsequent violations - $250 per route per occurrence or per waste evaluation per occurrence

23.b
Packet Pg. 933 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

e. Failure to Comply with Container Colors Requirements as Required by SB 1383. For each occurrence of Contractor’s failure to comply with Container color requirements pursuant to Section 4.6.4.1 of this Agreement.
1st violation - $50 per container occurrence
2nd violation - $100 per container occurrence
3rd and subsequent violations - $250 per container occurrence f. Failure to Conduct Compliance Tasks. For each failure to conduct any compliance review, Discarded Materials evaluations pursuant to Section 8.5 of Exhibit 8, and/or other inspection required by this Agreement.
1st violation - $50 per occurrence
2nd violation - $100 per occurrence
3rd and subsequent violations - $250 per occurrence
g. Failure to Issue Contamination Notices. For each failure of Contractor Collection personnel to issue contamination notices and contaminating processing fee notices and maintain documentation of issuance as required by Section 5.5 of this Agreement.
1st violation - $50 per route per day
2nd violation - $100 per route per day
3rd and subsequent violations - $250 per route per day
h. Failure to Conduct Follow-Up Inspections. For each failure to conduct a follow-up inspection as required by Section 5.6 of this Agreement. 1st violation - $50 per occurrence
2nd violation - $100 per occurrence
3rd and subsequent violations - $250 per occurrence
Prior to assessing liquidated damages, City shall give Contractor notice of its intention to do so. The notice will include a brief description of the incident(s)/non-performance. Contractor may review (and make copies at its own expense) all information in the possession of City relating to incident(s)/nonperformance. Contractor may, within ten (10) days after receiving the notice, request a meeting with City.

Contractor may present evidence in writing and through testimony of its employees and others relevant to the incident(s)/non-performance. City will provide Contractor with a written explanation of its determination on each incident(s)/non-performance prior to authorizing the assessment of liquidated damages. The decision of City shall be final.

C. Amount. City may assess liquidated damages for each calendar day or event, as appropriate, that Contractor is determined to be liable in accordance with this Agreement.

D. Timing of Payment. Contractorshall pay any liquidated damages assessed by City within thirty (30) days after they are assessed. If they are not paid within the thirty (30) day period, City may proceed against the performance bond required by the Agreement or find Contractor in default and terminate this Agreement pursuant to Section 11.4, or both.

23.b
Packet Pg. 934 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

11.6 Excuse from Performance
The Parties understand and agree herein that the services provided under this Agreement are critical to the protection of public health and safety and that Contractor is expected to perform these services despite the occurrence of events that may otherwise give rise to force majeure conditions. The Parties herein agree that the obligations for excuse from performance under this Agreement should and do have a higher standard than the general law understanding of force majeure. In particular, a Party shall be excused from performing their obligations hereunder and from any obligation to pay Liquidated Damages if they are prevented from so performing by reason of floods, earthquakes, other acts of nature, war, pandemics, civil insurrection, riots, acts of any domestic government (including judicial action), and other similar catastrophic events which are beyond the control of and not the fault of the Party claiming excuse from performance hereunder. However, performance shall only be excused If the Party requesting relief from performance can specifically demonstrate that the performance of a specific obligation is impossible and shall only be excused from those requirements which are demonstrated to be impossible. All other performance obligations that remain possible, shall be required to continue.

In the case of labor unrest or job action directed at a third party over whom Contractor has no control, the inability of Contractor to provide services in accordance with this Agreement due to the unwillingness or failure of the third party to: (i) provide reasonable assurance of the safety of Contractor’s employees while providing such services; or, (ii) make reasonable accommodations with respect to Container placement and point of Delivery, time of Collection, or other operating circumstances to minimize any confrontation with pickets or the number of Persons necessary to make Collections shall, to that limited extent, excuse performance. The foregoing excuse shall be conditioned on Contractor’s cooperation in performing Collection services at different times and in different locations. Further, in the event of labor unrest, including but not limited to strike, work stoppage or slowdown, sickout, picketing, or other concerted job action conducted by the Contractor’s employees or directed at the Contractor, or a subsidiary, the Contractor shall not be excused from performance. In such case, Contractor shall continue to provide a reasonably satisfactory level of performance during the pendency thereof, but the Contractor shall not be required to adhere strictly to the specific requirements of this Agreement regarding routes, Collection times or similar matters; provided, however, that in no event shall more than seven (7) calendar days elapse between pickups for Residential and Commercial Customers. Any labor action initiated by Contractor, including but not limited to a lock-out, shall not be grounds for any excuse from performance and Contractor shall perform all obligations under this Agreement during the pendency of such Contractor-initiated labor action.

The Party claiming excuse from performance shall, within two (2) calendar days after such Party has notice of such cause, give the other Party notice of the facts constituting such cause and asserting its claim to excuse under this Section.

If either Party validly exercises its rights under this Section, the Parties hereby waive any claim against each other for any damages sustained thereby.

The partial or complete interruption or discontinuance of Contractor’s services caused by one (1) or more of the events described in this Article shall not constitute a default by Contractor under this Agreement.

Notwithstanding the foregoing, however, if Contractor is excused from performing its obligations hereunder for any of the causes listed in this Section for a period of thirty (30) calendar days or more.

23.b
Packet Pg. 935 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)

11.7 Notice, Hearing and Appeal of City Breach
A. Administrative Hearing. Should Contractor contend that City is in breach of any aspect of this Agreement, it shall give notice to the City Manager requesting an administrative hearing on the allegation. A hearing officer shall be appointed by the City Manager, and the hearing shall occur as soon as reasonably possible, or on such date as mutually agreed by the City Manager and Contractor. The hearing officer shall make an advisory ruling on Contractor’s allegations, and suggest a remedy if a breach by City is determined to exist. The hearing officer’s ruling and recommendations shall become final and binding if the parties so agree in writing within thirty (30) days of the date notice of the decision is given to both Parties. Otherwise, the hearing officer’s ruling shall have no further force or effect.

B. Other Remedies; Claims. Contractor shall be entitled to all available remedies in law or equity for City’s breach of this Agreement; provided, however, Contractor shall not file or otherwise commence any action against City, in law or equity, in any court, until after an administrative hearing as set forth above has been completed, and the above noted 30 day period to accept the hearing officer’s decision has passed, or either City or Contractor has given timely written notice to the other that it will not accept the hearing officers decision.

C. Actions for Damages. As a prerequisite to the filing and maintenance of any action for damages by Contractor against City arising out of this Agreement, Contractor shall present a claim to City, as required by Government Code Section 910 et seq, within thirty (30) days of the date of the occurrence giving rise to the claim for damages.

11.8 Assurance of Performance
City may, at its option and in addition to all other remedies it may have, demand from Contractor reasonable assurances of timely and proper performance of this Agreement, in such form and substance as City may require. If Contractor fails or refuses to provide satisfactory assurances of timely and proper performance in the form and by the date required by City, such failure or refusal shall be an event of default.

ARTICLE 12: OTHER AGREEMENTS OF THE PARTIES

12.1 Relationship of Parties
The Parties intend that Contractor 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 venture with City. No employee or agent or Contractorshall be or shall be deemed to be an employee or agent of City. Except as expressly provided herein, Contractor shall have the exclusive control over the manner and means of conducting the Solid Waste Handling Services performed under this Agreement, and all Persons performing such services. Contractorshall be solely responsible for the acts and omissions of its officers, employees, Affiliates, contractors, subcontractors and agents. Neither Contractor nor its officers, employees, Affiliates, contractors, subcontractors and 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.

23.b
Packet Pg. 936 Attachment: El Centro CRR Amended Agreement 2022 3.31.22 (5375 : Restated CR&R franchise agreement and rate)