Lynwood City Council
October 21, 2025

1. CALL TO ORDER

2. CERTIFICATION OF AGENDA POSTING BY CITY CLERK

3. ROLL CALL OF COUNCIL MEMBERS

4. PLEDGE OF ALLEGIANCE

5. INVOCATION

6. PRESENTATIONS/PROCLAMATIONS
This Agenda contains a brief general description of each item to be considered. Copies of the Staff reports or other written documentation relating to each item of business referred to on the Agenda are on file in the Office of the City Clerk and are available for public inspection. Any person who has a question concerning any of the agenda items may call the City Manager at (310) 603-0220, ext. 200.

Procedures for Addressing the Council

IN ORDER TO EXPEDITE CITY COUNCIL BUSINESS, WE ASK THAT ALL PERSONS WISHING TO

ADDRESS THE COUNCIL SUBMIT YOUR COMMENTS IN ADVANCE TO
[email protected] OR FILL OUT A FORM PROVIDED AT THE PODIUM, AND TO TURN IT IN TO THE CITY CLERK PRIOR TO THE START OF THE MEETING. FAILURE TO FILL OUT SUCH A

FORM WILL PROHIBIT YOU FROM ADDRESSING THE COUNCIL IN THE ABSENCE OF THE UNANIMOUS CONSENT OF THE COUNCIL.

AGENDA
City Council Regular Meeting

TO BE HELD ON
October 21, 2025
COUNCIL CHAMBERS - 11350 BULLIS ROAD. LYNWOOD, CA 90262 OR WEB STREAM FOR VIEWING ONLY VIA ZOOM - MEETING ID: 864 5472 5492
Duly Posted on 10/16/25 By MQ
6:00 PM

Rita Soto, Mayor
Gabriela Camacho, Mayor Pro Tem
Lorraine Avila Moore, Council Member
Luis Gerardo Cuellar, Council Member
Juan Munoz-Guevara, Council Member
Update on Law Enforcement Issues
October Hometown Star
City Videos
City Council Regular Meeting 1

7. COUNCIL RECESS TO:

8. PUBLIC HEARING

8.1 INTENT TO LEVY PARKING AND BUSINESS IMPROVEMENT DISTRICT (PBID)

ANNUAL ASSESSMENT AND APPROVE THE PBID ANNUAL SPENDING PLAN FOR FISCAL YEAR 2025-26 AND 2026-27
Lynwood Successor Agency
Lynwood Housing Authority
Lynwood Utility Authority
Lynwood Public Financing Authority

PUBLIC ORAL COMMUNICATIONS

(Regarding Agenda Items Only)

NON-AGENDA PUBLIC ORAL COMMUNICATIONS

THIS PORTION PROVIDES AN OPPORTUNITY FOR THE PUBLIC TO ADDRESS THE

COUNCIL ON ITEMS WITHIN THE JURISDICTION OF THE COUNCIL AND NOT LISTED ON THE AGENDA. IF AN ITEM IS NOT ON THE AGENDA, THERE SHOULD BE NO

SUBSTANTIAL DISCUSSION OF THE ISSUE BY THE COUNCIL, BUT COUNCIL MAY

REFER THE MATTER TO STAFF OR SCHEDULE SUBSTANTIVE DISCUSSION FOR A FUTURE MEETING. (The Ralph M. Brown Act, Government Code Section 54954.2 (a).)

Comments:

Pursuant to Section 36500, et. sec. of the Streets and Highway Code of the State of California, on November 27, 1985, Lynwood Ordinance 1262 was adopted into law establishing the Parking and Business Improvement District (PBID). The PBID Area is all of the territory within the boundaries of the City of Lynwood. PBID assessments are levied as a fair and equitable way to provide funds to maintain, operate, and improve business areas in the City. (CD)
Recommendation:

Conduct a public hearing, receive public testimony, and after discussion, vote to adopt the attached resolution entitled: "A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF LYNWOOD, COUNTY OF LOS ANGELES, STATE OF CALIFIRNIA

APPROVING THE PARKING AND BUSINESS IMPROVEMENT DISTRICT (PBID)

ADVISORY BOARD'S RECOMMENDATION OF SETTING THE ASSESSMENT AGAINST BUSINESS ENTRRPRISES IN THE PBID FOR FISCAL YEARS 2025-26 AND 2026-27, AND FIXING THE TIME AND PLACE OF THE PUBLIC HEARING FOR THE LEVY OF THE ASSESSMENT."
City Council Regular Meeting 2

9. CONSENT CALENDAR

9.1 APPROVAL OF THE WARRANT REGISTER

9.2 PREVIOUS MEETING MINUTES

9.3 STATEWIDE SPECIAL ELECTION – NOVEMBER 4, 2025

10. NEW/OLD BUSINESS

10.1 AWARD OF CONTRACT TO HDL COMPANIES FOR BUSINESS LICENSE AND

CANNABIS TAX SERVICES

ALL MATTERS LISTED UNDER THE CONSENT CALENDAR WILL BE ACTED UPON BY ONE MOTION AFFIRMING THE ACTION RECOMMENDED ON THE AGENDA. THERE

WILL BE NO SEPARATE DISCUSSION ON THESE ITEMS PRIOR TO VOTING UNLESS

MEMBERS OF THE COUNCIL OR STAFF REQUEST SPECIFIC ITEMS TO BE REMOVED FROM THE CONSENT CALENDAR FOR SEPARATE ACTION.

Comments:

City of Lynwood warrant register dated October 21,2025 for FY 2025-2026. (FIN) Recommendation:

Staff respectfully recommends that the City Council of the City of Lynwood approve the warrant register dated October 21,2025 for FY 2025-2026

Comments:

The purpose of this item is to have the Lynwood City Council review and approve the September 16, 2025 City Council meeting action minutes. (CC) Recommendation:

Staff recommends that the Lynwood City Council approve September 16, 2025 Regular Meeting Action Minutes.

Comments:

This report serves as information of the November 4, 2025 State Wide Special Election.

Staff will continue to coordinate with the Los Angeles County Registrar-Recorder/County Clerk. (CC)
Recommendation:

Receive and file this report providing information regarding the Statewide Special Election scheduled for Tuesday, November 4, 2025. There is no action required by City Council.

Comments:

City Council Regular Meeting 3

10.2 FIRST QUARTER FINANCIAL REPORT, FISCAL YEAR 2025-26

10.3 CONSIDERATION OF A REQUEST TO APPROVE THE ASSIGNMENT OF THE

SECOND AMENDED AND RESTATED AGREEMENT FOR SOLID WASTE HANDLING

SERVICES

10.4 CONSIDERATION OF APPROVAL OF AUDIT AGREEMENT WITH WASTE RESOURCES, INC.

HdL Companies has provided the City with reliable and professional business license and cannabis tax administration services for the past 10 years. Their continued partnership ensures the City maintains accurate business license data, maximizes compliance ands, secures the collections of related revenues. The proposed agreement supports staff's ongoing efforts to improve efficiency in business licensing operations and enhance customer service through streamlined online processing and audit oversight. (CD) Recommendation:

Staff recommends that the City Council adopt the attached resolution entitled: "A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD, COUNTY OF

LOS ANGELES, STATE OF CALIFORNIA, AWARDING A CONTRACT TO HDL

COMPANIES FOR BUSINESS LICENSE AND CANNABIS TAX SERVICES AND APPROPRIATING ADDITIONAL FUNDS."

Comments:

The Finance & Administration Department has prepared the attached quarterly financial status report for the City of Lynwood's General Fund. The quarterly report provides a brief overview of the City finances as it pertains to the General Fund for quarter ending September 30, 2025. A brief explanation is included along with Revenue and Expenditures actual activity. (FIN)
Recommendation:

Staff recommends that the City Council receive and file this report.

Comments:

The exclusive Solid Waste Handling Services Agreement ( “
Agreement
”
) with Waste Resources, Inc.
(WRI), commenced on November 1, 2013. The Agreement has been amended twice. The First Amended Agreement was approved on November 17, 2017, while the Second Amended and Restated Agreement for Solid Waste Handling Services (
“
Second Amended and Restated
Agreement
”
) was approved on November 16, 2021 with an effective date of December 1, 2021.

The Second Amended and Restated Agreement is set to expire on December 31, 2029. (CM) Recommendation:

That the City Council discuss, consider and approve the Assignment, Assumption and Consent Agreement between Waste Resources, Inc. USA Waste of California, Inc. and the City of Lynwood.

Comments:

City Council Regular Meeting 4

10.5 AWARD OF CONTRACT TO ONYX PAVING COMPANY, INC. IN THE AMOUNT OF $567,000 FOR THE CONSTRUCTION OF THECDBG STREET IMPROVEMENT PROJECT (NORTON AVENUE AND CARLIN AVENUE), FISCAL YEAR 2025-2026 (CIP NO. 2941.68.179)

10.6 AWARDING A PROFESSIONAL SERVICES AGREEMENT TO MKN & ASSOCIATES IN THE AMOUNT OF $281,293 FOR ADDITIONAL DESIGN SERVICES AND

PREPARATION OF THE STATE WATER RESOURCES CONTROL BOARD DRINKING

WATER STATE REVOLVING FUND LOAN APPLICATION FOR THE HAM PARK RESERVOIR AND BOOSTER PUMP STATION (CIP NO.

4011.67.056 & 6305.68.164)
The exclusive Solid Waste Handling Services Agreement (“Agreement”) with Waste Resources, Inc. (WRI), commenced on November 1, 2013. The Agreement has been amended twice. The First Amended Agreement was approved on November 17, 2017, while the Second Amended and Restated Agreement for Solid Waste Handling Services (“Second Amended and Restated Agreement”) was approved on November 16, 2021 with an effective date of December 1, 2021.

The Second Amended and Restated Agreement is set to expire on December 31, 2029. (CM) Recommendation:

That the City Council discuss, consider and approve the Audit Agreement between Waste Resources, Inc. and the City of Lynwood.

Comments:

On September 25, 2025, the bid opening for the CDBG Street Improvement Project (Norton Avenue and Carlin Avenue) for Fiscal year 2025-2026 was held. Upon evaluation, staff determined that Onyx Paving Company, Inc. was the lowest responsible and responsive bidder. Staff recommends that the City Council of the City of Lynwood award the contract for the CDBG Street Improvement Project FY25/26 to Onyx Paving Company, Inc. in the amount of $567,000. (PW)
Recommendation:

Staff recommends that the City Council adopt the attached resolution entitled: “A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD AWARDING A CONTRACT TO ONYX PAVING COMPANY, INC.IN THE AMOUNT OF $567,000 FOR

THE CDBG STREET IMPROVEMENT PROJECT (NORTON AVENUE AND CARLIN AVENUE) FY 25/26 (CIP NO. 2941.68.179); AUTHORIZING THE MAYOR TO EXECUTE

THE AGREEMENT AND AUTHORIZING THE CITY MANAGER TO APPROVE AGREEMENT AMENDMENTS RELATED TO THE PROJECT.”

Comments:

This new 2.0 MG reservoir at Ham Park will provide additional storage and new booster station to enable the City to maintain water supply reliability and increase reliability of local groundwater supplies. The study’s recommendations were used as the basis of design for this project.

The City will be submitting a $22 million loan application to the State Water Resources Control Board’s Drinking Water State Revolving Fund Program to City Council Regular Meeting 5

11. CITY COUNCIL ORAL AND WRITTEN COMMUNICATION

12. STAFF ORAL COMMENTS
finance construction of the reservoir and booster pump station. (PW) Recommendation:

Staff recommends that the City Council adopt the attached resolution entitled:
“A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD AWARDING A

PROFESSIONAL SERVICES AGREEMENT TO MKN & ASSOCIATES IN THE AMOUNT OF $281,293 FOR FINAL DESIGN SERVICES AND PREPARATION OF THE STATE

WATER RESOURCES CONTROL BOARD DRINKING WATER STATE REVOLVING

FUND LOAN APPLICATION FOR THE HAM PARK RESERVOIR AND BOOSTER PUMP STATION (CIP NO. 4011.67.056 & 6305.68.164), AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT; AND AUTHORIZING THE CITY MANAGER TO APPROVE AGREEMENT AMENDMENTS RELATED TO THE PROJECT."

ADJOURNMENT

THE NEXT REGULAR MEETING WILL BE HELD ON NOVEMBER 4, 2025 AT 6:00 P.M. IN THE COUNCIL CHAMBERS OF THE CITY HALL ANNEX, 11350 BULLIS ROAD, CITY OF LYNWOOD, CALIFORNIA.

City Council Regular Meeting 6

AGENDA STAFF REPORT

DATE:

October 21, 2025
TO:

Honorable Mayor and Members of the City Council
APPROVED BY:

Gabriel A. Gonzalez
PREPARED BY:

Wayne M. Morrell, Interim Community Development Director SUBJECT:

INTENT TO LEVY PARKING AND BUSINESS IMPROVEMENT DISTRICT (PBID) ANNUAL ASSESSMENT AND APPROVE THE PBID ANNUAL
SPENDING PLAN FOR FISCAL YEAR 2025-26 AND 2026-27
Agenda Item # 8.1.

Recommendation:

Conduct a public hearing, receive public testimony, and after discussion, vote to adopt the attached resolution entitled: "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD, COUNTY OF LOS ANGELES, STATE OF CALIFIRNIA APPROVING THE

PARKING AND BUSINESS IMPROVEMENT DISTRICT (PBID) ADVISORY BOARD'S

RECOMMENDATION OF SETTING THE ASSESSMENT AGAINST BUSINESS ENTRRPRISES IN THE PBID FOR FISCAL YEARS 2025-26 AND 2026-27, AND FIXING

THE TIME AND PLACE OF THE PUBLIC HEARING FOR THE LEVY OF THE ASSESSMENT."
Background:

Pursuant to Section 36500, et. sec. of the Streets and Highway Code of the State of California, on November 27, 1985, Lynwood Ordinance 1262 was adopted into law establishing the Parking and Business Improvement District (PBID). PBID assessments are levied as a fair and equitable way to provide funds to maintain, operate, and improve business areas in the City.

The fundamental purpose of the PBID is to promote the economic revitalization and physical maintenance of the Lynwood business community. Section 3 of the Ordinance identifies the PBID Area as all the territory within the boundaries of the City of Lynwood and Section 4(a) of the Ordinance established the system of charge and the method each business is assessed.

The mandated levy imposes an additional 50% fee of the business license tax to all businesses located within the PBID area, which is assessed each year at the same time as the City Council City Council Regular Meeting 7
business license renewal, which takes place each December.

On September 10, 2025, the Community Development staff met with the Finance Committee and presented the PBID assessment, improvement plans and described the next steps in the approval process. The Finance Committee received the information and agreed to the next steps. The proposed use of these funds was submitted, on October 14, 2025, to the PBID Advisory Board (also known as the Planning Commission). The PBID Advisory Board approved the report for the expenditure of the PBID funds for the fiscal years of 2025-26 and 2026-27, having determined that the use is beneficial to the business community. Once the Council adopts the report on the use of funds, the Council must set a public hearing to allow for any public comment and protests, whether oral or verbal, concerning the intended use of funds. At the close of the public hearing, unless protests are submitted that collectively represent 50% or more of the proposed annual assessment amount to be imposed, the Council may adopt a resolution to levy the annual assessment. Staff recommend that the Council set the date of the public hearing for November 18, 2025, at 6:00 p.m. in the City Council Chambers.

Discussion and Analysis:

PBID assessments are levied as a fair and equitable way to provide funds to maintain, operate, and improve business areas in the City. The City expects to receive approximately $128,000 in assessment funds by the end of the current fiscal year (FY 2025-2026). When combined with FY 2024-25 carryover funds (estimated at $119,000), the City anticipates having approximately $247,000 in PBID funds available for FY 2025-26.

Community Development and Public Works staff have developed spending plans for FY 2025- 26 and FY 2026-27 to be considered by the PBID Board based on the needs of the District.

Economic Development Initiative

The PBID is in furtherance of the Economic Development Incentive which focuses on the attraction of consumers, support and retention of businesses, and attraction of new businesses through beautification and promotion of Lynwood. It strives to address business related issues that may arise throughout the year and provide opportunity for the City to advocate for business growth and expansion of the City’s commercial stock. This effort will also provide funds to enhance infrastructure aesthetics to promote commerce and consumer activity in the City’s business district. The following itemized list of activities is designed to improve the aesthetics of the City's business community and assist in the promotion of commerce in Lynwood. All aspects of these activities are for the benefit and general welfare of Lynwood businesses both year-round and in specific seasons where regular consumer activity City Council City Council Regular Meeting 8
tends to rise
.

T
he following is a summary of the FY 2025-26 and FY2026-27 PBID spending plans, which includes the proposed activities and budget for each item.

PBID Spending Plan - FY 2025-26

Description
Amount
1 Seasonal decorations to enhance business district during holidays $10,000
2 Marketing and promotion strategies, advertisement materials, hold business mixers, small business workshops and special events for businesses, including attendance at trade shows that showcase, promote and attract Lynwood new businesses.
$30,000
3 Supplemental maintenance and abatement services to maintain the cleanliness of the business streets, structures and sidewalks in the
business districts.
$140,000
4 Printing supplies for the advertisement of meetings and events .
$5,000
5 Contingency funding set aside to cover possible urgent needs and/or unforeseen expenses.
$15,300

TOTAL
$200,000

PBID Spending Plan - FY 2026-27

Description
Amount
1 Seasonal decorations to enhance business district during holidays $13,000
2 Marketing and promotion strategies, advertisement materials, hold business mixers, small business workshops and special events for businesses, including attendance at trade shows that showcase, promote and attract Lynwood new businesses.
$30,000
3 Supplemental maintenance and abatement services to maintain the cleanliness of the business streets, structures and sidewalks in the
business districts.
$180,000
4 Printing supplies for the
advertisement of meetings and events.
$5,000
5 Contingency funding set aside to cover possible urgent needs and/or unforeseen expenses.
$17,3000

TOTAL
$245,300

Staff recommends that the City Council set a public hearing to take place on November 18, 2025, at a regularly scheduled City Council meeting beginning at 6:00 p.m. in the Council Chambers at Lynwood City Hall Annex to consider approval of the Report that outlines the PBID Spending Plans for Fiscal Years 2025-26 and 2026-27 and use of the PBID funds for an City Council City Council Regular Meeting 9
Resolution - PBID Item 10.21.25.docx
Economic Development Initiative.

Fiscal Impact:

There are no fiscal impacts to the General Fund. The PBID budget is derived from PBID revenue assessments
.

Coordinated With:

City Manager's Office
City Attorney
Finance & Administration Services Department
Public Works Department
ATTACHMENTS:

Description
City Council City Council Regular Meeting 10

RESOLUTION NO.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD,

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA APPROVING

THE REPORT OF THE PARKING AND BUSINESS IMPROVEMENT

DISTRICT (PBID) ADVISORY BOARD SETTING THE ASSESSMENT

AGAINST BUSINESS ENTERPRISES IN THE PBID FOR FISCAL YEARS 2025-26 AND 2026-27, APPROVING THE PBID SPENDING PLANS FOR FISCAL YEARS 202 5-26 AND 202 6-27, AND FIXING THE TIME AND

PLACE FOR THE PUBLIC HEARING FOR THE LEVY OF THE

ASSESSMENT

WHEREAS, pursuant to Section 36500, et. sec. of the Streets and Highway Code of the State of California (CSHC), on November 27, 1985, Ordinance No. 1262 was adopted into law establishing the Parking and Business Improvement District (PBID); and

WHEREAS, PBID assessments are levied as a fair and equitable way to provide funds to maintain operate and improve business areas in the City; and

WHEREAS, Section 3 of Ordinance No. 1262 identifies the PBID area as all of the territory within the exterior boundaries of the City of Lynwood; and WHEREAS, Section 4a of Ordinance No. 1262 established the system of charge and the method each business would be assessed annually and is based on 50% of the business license tax to all business located within the PBID area; and

WHEREAS, the proposed PBID Spending Plan and use of funds in Fiscal Year 2025-26 and 202 6-27 Report ("Report") was submitted and approved by the PBID Advisory Board on October 14, 2025, after having determined that the use of funds would be beneficial to the business community; and
WHEREAS, the Report has the full detailed description of the impr ovements and activities to be provided and identifies the proposed levy on the businesses within the PBID area for Fiscal Years 2025-26 and 2026-27; and

WHEREAS, it is the desire of the City of Lynwood City Council to adopt the Report, as approved by the PBID Advisory Board, and schedule a public hearing to allow for any public comment and protests, whether oral or verbal, concerning the intended use of funds pursuant to Sections 36524 and 36525 of the CSHC; and

WHEREAS, at the closing of the public hearing, unless protests are received that collectively represent 50% or more of the proposed annual assessment amount, the Council may adopt a resolution to levy the annual assessment and approve the Report outlining the PBID Spending Plans for Fiscal Years 2025-26 and 2026-27; and 11 WHEREAS, the City Council wishes to set the public hearing to take place Tuesday, November 18, 2025, at a regularly scheduled City Council meeting, beginning at 6:00 p.m., in the Council Chambers.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LYNWOOD DOES HEREBY FIND, DETERMINE, ORDER AND RESOLVE AS FOLLOWS:

Section 1. The City Council hereby adopts the Report, as approved by the PBID Advisory Board, for the levy of assessments within the PBID area for the Fiscal Ye ars 2025-26 and 2026-27 as mandated in Ordinance No. 1262 Section 4a.

Section 2. The City Council hereby sets a public hearing to take place on Tuesday, November 18, 2025, at a regularly scheduled City Council meeting beginning at 6:00 p.m. in the Council Chambers at Lynwood City Hall Annex to consider approval of the Report that outlines the PBID Spending Plans for Fiscal Years 202 5-26 and 2026-27 and use of the PBID funds for an Economic Development Initiative, which includes: seasonal decorations, marketing and promotional strategies, sidewalk cleaning, graffiti removal, street sweep ing, etc., as described in Exhibit A to this resolution.

Section 3. The City Council hereby directs the Finance and Administration Services Department to include the PBID Spending Plans for FY 2025-26 and 2026-27 in the FY 2025- 26/2026-27, and the Operating Budget to reflect the proposed $200,300 and $245,300 budgets, respectively.

Section 4. A copy of the Report is on file and available to public examination with the City Clerk's Office.

Section 5. The City Manager, or her designee, is hereby authorized to sign all documents necessary and appropriate to carry out and implement said improvements and activities on the behalf of the City.

Section 6. The City Clerk shall certify to the adoption of this resolution and hereafter the same shall be in full force and effect.

(Signatures on Next Page)
12 PASSED, APPROVED and ADOPTED this _day of 2025.

Rita Soto, Mayor

ATTEST:

Maria Quinonez, City Clerk

APPROVED AS TO FORM APPROVED AS TO CONTENT

Noel Tapia, City Attorney Gabriel A. Gonzalez, Interim City Manager 13 STATE OF CALIFORNIA )
)

COUNTY OF LOS ANGELES )

I, the undersigned, City Clerk of the City of Lynwood, do hereby certify that the foregoing Resolution was passed and adopted by the City Council of the City of Lynwood at a regular meeting held on the _day of 2025, and passed by the following votes:

AYES:

NOES:

ABSTAIN:

ABSENT:

Maria Quinonez, City Clerk

STATE OF CALIFORNIA )
)

COUNTY OF LOS ANGELES )

I, the undersigned, City Clerk of the City of Lynwood, and the Clerk of the City Council of said City, do hereby certify that the above foregoing is a full, true and correct copy of Resolution No. on file in my office and that said Resolution was adopted on the date and by the vote therein stated. Dated this day of 2025.

Maria Quinonez, City Clerk
14 EXHIBIT A

PBID SPENDING PLAN AND USE OF FUNDS REPORT
for
FISCAL YEAR 2025-26 & 2026-27

Summary
On November 27, 1985, Lynwood Ordinance 1262 was adopted into law establishing the Parking and Business Improvement District (PBID). PBID assessments are levied as a fair and equitable way to provide funds to maintain, operate, and improve business areas in the City. The fundamental purpose of the PBID is to promote the economic revitalization and physical maintenance of the Lynwood business community.

Section 3 of the Ordinance identifies the PBID Area as all of the territory within the boundaries of the City of Lynwood and Section 4(a) of the Ordinance established the system of charge and the method each business is assessed. The mandated levy imposes an additional 50% fee of the business license tax to all businesses located within the PBID area, which is assessed each year at the same time as the business license renewal, which takes place each December.

PBID assessments are levied as a fair and equitable way to provide funds to maintain, operate, and improve business areas in the City. The City expects to receive approximately $128,000 in assessment funds by the end of the current fiscal year (FY 2025-26). When combined with prior year (FY 2024 -25) carryover funds , estimated at $119,000), the City anticipates having approximately $ 247,300 in PBID funds available for FY 2025-26.

Levy of Assessments
The levy of assessments imposing an additional 50% fee of the business license tax to all businesses located within the PBID area will continue in Fiscal Years 202 5-25 and 2026- 27.

PBID Spending Plan
Below is a summary of the FY 2025-25 and FY 2026-27 PBID spending plans, which includes the proposed activities and budget for each item.

PBID Spending Plan- FY 2025-26

Description Amount
1 Seasonal decorations to enhance business district during holidays $10,000

2 Marketing and promotion strategies, advertisement materials, hold business mixers, small business workshops and special events for businesses, including attendance at trade shows that showcase, promote and attract Lynwood new businesses.

$30,000
15 3
Supplemental maintenance and abatement services to maintain the cleanliness of the business streets, structures and sidewalks in the business districts.

$140,000
4 Printing supplies for the advertisement of meetings and events. $5,000 5 Contingency funding set aside to cover possible urgent needs and/or unforeseen expenses. $15,300
TOTAL $200,300

PBID Spending Plan- FY 2026-27

Description Amount
1 Seasonal decorations to enhance business district during holidays $13,000

2 Marketing and promotion strategies, advertisement materials, hold business mixers, small business workshops and special events for businesses, including attendance at trade shows that showcase, promote and attract Lynwood new businesses.

$30,000

3 Supplemental maintenance and abatement services to maintain the cleanliness of the business streets, structures and sidewalks in the business districts.

$180,000
4 Printing supplies for the advertisement of meetings and events. $5,000 5 Contingency funding set aside to cover possible urgent needs and/or unforeseen expenses. $17,300
TOTAL $245,300

16 AGENDA STAFF REPORT

DATE:

October 21, 2025
TO:

Honorable Mayor and Members of the City Council
APPROVED BY:

Gabriel A. Gonzalez, Interim City Manager
PREPARED BY:

Harry Wong, Director of Finance & Administration
Mohammad Islam, Accounting Technician
SUBJECT:

APPROVAL OF THE WARRANT REGISTER
WARRANT RUN-CITY COUNCIL-10-21-2025.pdf
10-21-2025-CITY COUNCIL- WARRANT
RESOLUTION TEMPLATE-2025.docx
Agenda Item # 9.1.

Recommendation:

Staff respectfully recommends that the City Council of the City of Lynwood approve the warrant register dated October 21,2025 for FY 2025-2026 Background:

N/A
Discussion and Analysis:

N/A
Fiscal Impact:

FY 2025-2026
Coordinated With:

City Manager
City Attorney
ATTACHMENTS:

Description
City Council City Council Regular Meeting 17
apCkHist Void Check Listing Page: 1
10/13/2025 7:47AM City of Lynwood
Bank code: c-ap01
Void Check# Date Vendor ClearNoid Date Invoice Inv. Date Amount Paid Check Total 300579 06/23/2025 014685 ALEJANDRA GARCIA 09/30/2025 REISSUED-301726 06/18/2025 2,200.00 2,200.00 300768 06/30/2025 014026 IBE DIGITAL 10/07/2025 REISSUED-3017 43 06/12/2025 1,567.62 1,567.62 301299 08/25/2025 014026 IBE DIGITAL 10/07/2025 REISSUED-3017 44 08/12/2025 1,614.90 1,614.90 301430 09/16/2025 013882 ANTHEM SPORTS 09/30/2025 REISSUED-3017 42 08/27/2025 1,220.00 1,220.00 301692 10/07/2025 006281 CONSULTANTS, 10/07/2025 REISSUED-3017 45 08/20/2025 20,539.31 10/07/2025 IN000141842 08/20/2025 19,555.81
10/07/2025 IN000141995 08/21/2025 9,581.98
10/07/2025 IN000141994 08/21/2025 8,871.48
10/07/2025 IN000142322 09/10/2025 3,937.84
10/07/2025 IN000141803 08/20/2025 2,854.92
10/07/2025 IN000141843 08/20/2025 426.60 65,767.94
301710 10/07/2025 004179 TIERRA WEST ADVISORS, 10/07/2025 REISSUED-3017 46 09/04/2025 18,787.50 10/07/2025 LY-0825 09/04/2025 10,400.00
10/07/2025 LY-ECRG-0525AB 09/09/2025 4,076.25
10/07/2025 LY-ECRG-0125A 09/09/2025 3,990.00
10/07/2025 LY-ECRG-1024A 12/09/2025 2,801.25
10/07/2025 L Y-ECRG-0425A 09/09/2025 2,700.00
10/07/2025 L Y-ECRG-0225A 09/09/2025 2,246.25
10/07/2025 LY-ECRG-1124A-1 09/09/2025 1,968.75
10/07/2025 LY-ECRG-0525A 09/09/2025 1,938.75
10/07/2025 LY-ECRG-1224A 09/09/2025 1,803.75
10/07/2025 LY-ECRG-0325A 09/09/2025 1,305.00 52,017.50
c-ap01 Total: 124,387.96
6 checks in this report Total Checks: 124,387.96
Page: 1
18 vchlist
10/02/2025
Bank code:

Voucher
1006264
1006265
1006266
1006267
1:27:21PM
c-ap01
Date Vendor
7/18/2025 000053 CALPERS
7/22/2025 000053 CALPERS
7/2/2025 014663 TRANSAMERICAN DIRECT, INC
7/16/2025 014663 TRANSAMERICAN DIRECT, INC
Electronic Financial Transaction List
City of Lynwood
Invoice PO#
100000017969215
100000017969227
100000017997227
0179179-IN
0179201-IN
Page: 2
Description/Account Amount
UAL-NON SAFETY-PLAN 119 3,288,580.00
UAL-SAFETY-RATE PLAN 890,768.00
Total: 4,179,348.00
CERBT CONTRIBUTIONS 650,000.00
Total: 650,000.00
PROP 218 MAILER 6,617.63
Total: 6,617.63
PROP 218 MAILER-COMM 6,548.53
Total: 6,548.53
Page: 2
19 vchlist
10/02/2025
Bank code:

Voucher
2333
2335
2336
2341
2344
2346
2347
2348
2349
2350
2351
2352
2353
9:17:45AM
Electronic Financial Transaction List
City of Lynwood
c-ap01
Date Vendor Invoice PO#
8/1/2025 013090 PERS Ben173072
8/27/2025 010069 NATIONWIDE RETIREMENT SOLUTION Ben173076 8/4/2025 013091 PERS 457 Ben173078
8/1/2025 013090 PERS Ben173110
8/4/2025 013091 PERS 457 Ben173116
7/30/2025 001224 STANDARD INSURANCE COMPANY Ben173451
8/4/2025 012556 KEENAN & ASSOCIATES Ben173453
8/7/2025 005794 INTERNAL REVENUE SERVICE Ben173455
8/27/2025 013073 CALPERS INSURANCE Ben173457
8/15/2025 013090 PERS Ben173459
8/8/2025 001357 EMPLOYMENT DEVELOPMENT DEPT. Ben173461
8/4/2025 013473 CONTROLLING INSURANCE COST IN, Ben173463 8/27/2025 013091 PERS 457 Ben173465
Page: 3
Description/Account Amount
PERS:PAYMENT 1,245.54
Total: 1,245.54
DEF COMP - NATIONWIDE: 1,500.00
Total: 1,500.00
DEF COMP- PERS 457: PAYMENT 1,880.92
Total: 1,880.92
PERS: PAYMENT 74,403.19
Total: 74,403.19
DEF COMP- PERS 457: PAYMENT 28,738.78
Total: 28,738.78
AD&D STANDARD LIFE INSURANCE: 703.25
Total: 703.25
DELTA DENTAL: PAYMENT 4,729.31
Total: 4,729.31
SOCIAL SECURITY: PAYMENT 57,363.31
Total: 57,363.31
BLUE SHIELD ACCESS+: PAYMENT 64,228.67
Total: 64,228.67
PERS: PAYMENT 74,539.89
Total: 74,539.89
STATE DISABILITY INS.: PAYMENT 16,536.13
Total: 16,536.13
VISION: PAYMENT 529.75
Total: 529.75
DEF COMP- PERS 457: PAYMENT 5,498.33
Page: 3
20 vchlist Electronic Financial Transaction List Page: 4 10/02/2025 9:17:45AM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 2353 8/27/2025 013091 013091 PERS 457 (Continued) Total: 5,498.33 2354 8/15/2025 010069 NATIONWIDE RETIREMENT SOLUTION Ben173467 DEF COMP - NATIONWIDE: 14,762.57 Total: 14,762.57
2355 7/30/2025 001224 STANDARD INSURANCE COMPANY Ben173672 AD&D STANDARD LIFE INSURANCE: 96.67 Total: 96.67
2356 8/4/2025 012556 KEENAN & ASSOCIATES Ben173674 DELTA DENTAL: PAYMENT 144.27 Total: 144.27
2357 8/22/2025 005794 INTERNAL REVENUE SERVICE Ben173676 SOCIAL SECURITY: PAYMENT 589.80 Total: 589.80
2358 8/27/2025 013073 CALPERS INSURANCE Ben173678 PERS PLATINUM- MONTHLY: 2,190.25 Total: 2,190.25
2360 8/4/2025 013473 CONTROLLING INSURANCE COST IN, Ben173682 VISION: PAYMENT 41 .95 Total: 41.95
2363 7/30/2025 001224 STANDARD INSURANCE COMPANY Ben173746 AD&D STANDARD LIFE INSURANCE: 663.08 Total: 663.08
2364 8/4/2025 012556 KEENAN & ASSOCIATES Ben173748 DELTA DENTAL: PAYMENT 4,495.57 Total: 4,495.57
2365 8/22/2025 005794 INTERNAL REVENUE SERVICE Ben173750 SOCIAL SECURITY: PAYMENT 52,897.60 Total: 52,897.60
2366 8/27/2025 013073 CALPERS INSURANCE Ben173752 BLUE SHIELD ACCESS+: PAYMENT 63,071.19 Total: 63,071.19
2368 8/21/2025 001357 EMPLOYMENT DEVELOPMENT DEPT. Ben173756 STATE DISABILITY INS.: PAYMENT 15,879.54 Total: 15,879.54
2369 8/4/2025 013473 CONTROLLING INSURANCE COST IN, Ben173758 VISION: PAYMENT 517.08 Total: 517.08
2371 8/27/2025 010069 NATIONWIDE RETIREMENT SOLUTION Ben173762 DEF COMP - NATIONWIDE: 9,274.38 --
Page: 4
21 vchlist Electronic Financial Transaction List Page: 5 10/02/2025 9:17:45AM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 2371 8/27/2025 010069 010069 NATIONWIDE RETIREMENT (Continued) Total: 9,274.38 1006255 8/12/2025 000372 FIRE DEPARTMENT, LOS ANGELES C0013499 01-001884 FIRE PROTECTION SERVICES 795,252.49 Total: 795,252.49
1006256 8/20/2025 013121 AUL HEAL TH BENEFIT TRUST C/0, 013121-093025 MEDICAL PREMIUM 76,714.80 Total: 76,714.80
1006257 8/14/2025 004285 AVANT GARDE, INC. 11418 01-001880 PROF & CONTRACTUAL SERVICES 23,640.00 11605 01-001880 PROF & CONTRACTUAL SERVICES 18,862.50
11605-1 06-009926 PROF & CONTRACTUAL SERVICES 337.50
11605-2 06-010340 PROF & CONTRACTUAL SERVICES 1,080.00
11605-3 06-009393 PROF & CONTRACTUAL SERVICES 270.00
11605-4 06-010340 PROF & CONTRACTUAL SERVICES 675.00
11605-5 06-010087 PROF & CONTRACTUAL SERVICES 1,890.00
11605-6 06-010340 PROF & CONTRACTUAL SERVICES 270.00
11753 01-001880 PROF & CONTRACTUAL SERVICES 25,178.75
Total: 72,203.75
1006258 7/30/2025 001224 STANDARD INSURANCE COMPANY 001224-083125 RETIREE LIFE INSURANCE 803.00 Total: 803.00
1006260 8/27/2025 013073 CALPERS INSURANCE 100000018027381 RETIRED 19,731.34 100000018027384 ADMIN FEE-ATIVE-NON PERS-SEPT 0.74
Total: 19,732.08
1006261 8/4/2025 011076 KEENAN & ASSOCIATES 011076-083125 RETIREE DENTAL 7,491.15 Total: 7,491.15
1006262 8/4/2025 013473 CONTROLLING INSURANCE COST IN, 0134 73-083125 RETIREE VISION PREMIUM-AUGUST 999.90 Total: 999.90
1006263 8/26/2025 001302 U.S. BANK 001302-073125-A BANKCARD CHARGES 8,327.25 001302-073125-B BANKCARD CHARGES 2,376.67
001302-073125-C BANKCARD CHARGES 385.91
001302-073125-D BANKCARD CHARGES 597.79
001302-073125-E BANKCARD CHARGES 3,120.63
001302-073125-F BANKCARD CHARGES 2,207.79
--
Page: 5
22 vchlist
10/02/2025
Bank code:

Voucher
1006263
9:17:45AM
c-ap01
Date Vendor
8/26/2025 001302 U.S. BANK
38 Vouchers for bank code : c-ap01
Electronic Financial Transaction List
City of Lynwood
Invoice
(Continued)
001302-073125-G
001302-073125-H
PO# ------- Description/Account

BANKCARD CHARGES

BANKCARD CHARGES
Total:

Bank total:

Page: 6
Amount
955.64
1,295.00
19,266.68
6,331,499.03
Page: 6
23 vchlist Prepaid-Check List Page: 7
09/30/2025 3:33:54PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 301726 9/29/2025 014685 GARCIA, ALEJANDRA 01 EVENT SERVICE EXPENSE 2,200.00 Total: 2,200.00
301727 9/29/2025 000955 CENTRAL BASIN MUNICIPAL WATER LYN-AUG25 06-010427 IMPORTED DRINKING WATER 4,765.49 Total: 4,765.49
301728 9/29/2025 001087 FANTASY FLOWERS AND GIFTS 319974 01-001882 SUPPLIES EXPENSE 38.76 319976 SUPPLIES EXPENSE 116.29
Total: 155.05
301729 9/29/2025 014607 GONZALEZ CUEVAS, RAFAEL 6-A 11-002448 PLHA RENTAL ASSISTANCE 461.25 6-A-1 11-002491 PLHA RENTAL ASSISTANCE 100.00
Total: 561.25
301730 9/29/2025 014026 IBE DIGITAL 592322335 LEASE PAYMENT 1,297.45 Total: 1,297.45
301731 9/29/2025 014796 OJEDA, NORMA CHRISTINA 1-091025 11-002497 PLHA RENTAL ASSISTANCE 1,687.04 Total: 1,687.04
301732 9/29/2025 011924 R2BUILD SETTLEMENT-090225 RETAINAGE PAYABLE SETTLEMENT 82,379.69 Total: 82,379.69
301733 9/29/2025 013288 SPECTRUM 188407901091425 INTERNET SERVICE EXPENSE 219.99 Total: 219.99
301734 9/29/2025 013288 SPECTRUM 188407201091425 INTERNET SERVICE EXPENSE 179.99 Total: 179.99
301735 9/29/2025 013288 SPECTRUM 188407001091425 INTERNET SERVICE EXPENSE 138.74 Total: 138.74
301736 9/29/2025 011963 WEX BANK 107349554 06-010502 FUEL CHARGES FOR CITY 11,727.29 Total: 11,727.29
301737 9/29/2025 007551 AFSCME DISTRICT COUNCIL 36 Ben173980 ASSOCIATION DUES: PAYMENT 2,309.68 Ben174265 ASSOCIATION DUES: PAYMENT 2,254.62
--
Page: 7
24 vchlist
09/30/2025
Bank code:

Voucher
301737
301738
301739
301740
301741
301742
3:33:54PM
c-ap01
Date Vendor
Prepaid-Check List
City of Lynwood
Invoice
9/29/2025 007551 007551 AFSCME DISTRICT COUNCIL 36 (Continued) 9/29/2025 013747 AMERIFLEX
9/29/2025 013463 CITY EMPLOYEES ASSOCIATES, LLC
Ben173988
Ben174273
Ben173984
Ben174269
9/29/2025 013730 INSURANCE COMPANY, COLONIAL LIFE Ben173982 Ben174267
9/29/2025 010048 LEGAL SHIELD
9/29/2025 013882 ANTHEM SPORTS
Ben173986
Ben174271
439238
PO#
-------
Description/Account
Total:

HEALTH FSA PRE-TAX: PAYMENT
HEALTH FSA PRE-TAX: PAYMENT
Total:

MGMT. ASSOCIATION DUES:

MGMT. ASSOCIATION DUES:

ACCIDENT PRETAX: PAYMENT
ACCIDENT PRETAX: PAYMENT
LEGAL SHIELD: PAYMENT
LEGAL SHIELD: PAYMENT

SUPPLIES EXPENSE
Total:

Total:

Total:

Total:

Page: 8
Amount
4,564.30
114.59
114.59
229.18
246.50
232.00
478.50
1,691.04
1,691.04
3,382.08

49.84 49.84

99.68 1,220.93
1,220.93
Page: 8
25 vchlist Prepaid-Check List Page: 9
10/08/2025 10:48:SOAM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 301743 10/6/2025 014026 IBE DIGITAL 480892 PRINTING SERVICES 1,567.62 Total: 1,567.62
301744 10/6/2025 014026 IBE DIGITAL 482869 PRINTING SERVICES 1,614.90 Total: 1,614.90
301745 10/7/2025 006281 PROFESSIONAL SECURITY, IN000141802 08-005413 PROF & CONTRACTUAL SERVICES 20,539.31 IN000141803 08-005414 PROF & CONTRACTUAL SERVICES 2,854.92 IN000141842 08-005413 PROF & CONTRACTUAL SERVICES 19,555.81 IN000141843 08-005414 PROF & CONTRACTUAL SERVICES 426.60 IN000141994 08-005413 PROF & CONTRACTUAL SERVICES 8,871.43 IN000141995 08-005414 PROF & CONTRACTUAL SERVICES 9,581.98 IN000142322 08-005414 PROF & CONTRACTUAL SERVICES 3,937.84 Total: 65,767.89
301746 10/7/2025 004179 TIERRA WEST ADVISORS, LLC LY-0825 11-002493 PROF & CONTRACTUAL SERVICES 10,400.00 LY-0825D 11-002493 PROF & CONTRACTUAL SERVICES 18,787.50 LY-ECRG-0125A 11-002493 PROF & CONTRACTUAL SERVICES 3,990.00 L Y-ECRG-0225A 11-002493 PROF & CONTRACTUAL SERVICES 2,246.25 L Y-ECRG-0325A 11-002493 PROF & CONTRACTUAL SERVICES 1,305.00 L Y-ECRG-0425A 11-002493 PROF & CONTRACTUAL SERVICES 2,700.00 LY-ECRG-0525A 11-002493 PROF & CONTRACTUAL SERVICES 1,938.75 L Y-ECRG-0525AB 11-002493 PROF & CONTRACTUAL SERVICES 4,076.25 L Y-ECRG-1024A 11-002493 PROF & CONTRACTUAL SERVICES 2,801.25 LY-ECRG-1124A-1 11-002493 PROF & CONTRACTUAL SERVICES 1,968.75 L Y-ECRG-1224A 11-002493 PROF & CONTRACTUAL SERVICES 1,803.75 Total: 52,017.50
301747 10/6/2025 001330 CANON FINANCIAL SERVICES, INC. 41925936 RETURN INVOICE 1,659.39 Total: 1,659.39
301748 10/6/2025 001612 LEAGUE OF CALIFORNIA CITIES 001612-111425 REGISTRATION- 2025 CITY CLERK 600.00 Total: 600.00
301749 10/6/2025 000486 LIBERTY UTILITIES 200006750273-100225 WATER SERVICE EXPENSE 51.44 200006750281-100225 WATER SERVICE EXPENSE 51.44
Page: 9
26 vchlist
10/08/2025 10:48:50AM
Bank code: c-ap01
Voucher
301749
301750
301751
301752
301753
301754
301755
301756
Date Vendor
10/6/2025 000486 LIBERTY UTILITIES
10/6/2025 000163 SOUTHERN CALIFORNIA EDISON
10/6/2025 002386 T-MOBILE USA, INC
10/6/2025 005282 FRANCHISE TAX BOARD
10/6/2025 013084 LE, JESSICA
10/8/2025 003372 CITY OF LYNWOOD
10/8/2025 005282 FRANCHISE TAX BOARD
10/8/2025 013084 LE, JESSICA
31 Vouchers for bank code :
31 Vouchers in this report
c-ap01
Prepaid-Check List
City of Lynwood
Invoice
(Continued)
200006750299-100225
000163-100625
983463843-092125
Ben174672
Ben174674
Ben164374
Ben170360
Ben170358
Page: 10
PO# Description/Account Amount
WATER SERVICE EXPENSE 51.44
Total: 154.32
LIGHT & POWER SERVICES 73,034.07
Total: 73,034.07
CELL PHONE SERVICE 610.83
Total: 610.83
FRANCHISE TAX BOARD: PAYMENT 639.06
Total: 639.06
JESSICA HERRERA: PAYMENT 293.00
Total: 293.00
CITY REIMBURSEMENT 26,211.75
Total: 26,211.75
FRANCHISE TAX BOARD: PAYMENT 613.15
Total: 613.15
JESSICA HERRERA: PAYMENT 293.00
Total: 293.00
Bank total: 340,363.13
Total vouchers : 340,363.13
Page: 10
27 vchlist Check List Page: 11
10/09/2025 2:58:44PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/ Account Amount 301757 10/21/2025 001419 ABSOLUTE ACCURACY, INC. 116128 06-010537 SUPPLIES EXPENSE 853.42 Total: 853.42
301758 10/21/2025 013931 AETNA RESOURCES FOR LIVING E0355563 EMPLOYEE ASSIST ANGE 248.81 Total: 248.81
301759 10/21/2025 007439 ALL CITY MANAGEMENT SVCS, INC. 103189 11-002460 PROF & CONTRACTUAL SERVICES 16,187.88 103593 11-002460 PROF & CONTRACTUAL SERVICES 17,987.98
Total: 34,175.86
301760 10/21/2025 010746 ALVAREZ-GLASMAN & COLVIN 2025-05-21450-CL 01-001901 LEGAL SERVICES 1,048.50 2025-05-21450-REC 01-001901 LEGAL SERVICES 258.50
2025-06-21480-CD 01-001901 LEGAL SERVICES 1,533.64
2025-06-21480-FIN 01-001901 LEGAL SERVICES 290.50
2025-06-21481-CANNAB 01-001878 LEGAL SERVICES 1,856.50
2025-06-21483-COMM 01-001901 LEGAL SERVICES 238.50
2025-06-21484-RES 01-001901 LEGAL SERVICES 477.00
2025-06-21486-RG 01-001901 LEGAL SERVICES 1,997.72
Total: 7,700.86
301761 10/21/2025 013738 AMAZON CAPITAL SERVICES INC 13WV-71Q4-33XJ SUPPLIES EXPENSE 76.24 19PW-DQ33-3QXJ SUPPLIES EXPENSE 199.34
1 FRP-D6G7-3TQK SUPPLIES EXPENSE 56.46
1JPK-VWXY-D7XN SUPPLIES EXPENSE 10.51
1 XX4-NLL6-66F1 SUPPLIES EXPENSE 29.99
Total: 372.54
301762 10/21/2025 002452 AMERICAN LANGUAGE SVCS. 89568 01-001879 PROF & CONTRACTUAL SERVICES 513.60 Total: 513.60
301763 10/21/2025 003312 AMERICAN RENTALS 594173 06-010422 SUPPLIES AND EQUIPMENT 677.77 Total: 677.77
301764 10/21/2025 004285 AVANT GARDE, INC. 12195 11-002475 PROF & CONTRACTUAL SERVICES 15,528.75 Total: 15,528.75
301765 10/21/2025 004285 AVANT GARDE, INC. 12196 11-002484 PROF & CONTRACTUAL SERVICES 12,182.50 Page: 11
28 vchlist Check List Page: 12
10/09/2025 2:58:44PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 301765 10/21/2025 004285 004285 AVANT GARDE, INC. (Continued) Total: 12,182.50 301766 10/21/2025 004285 AVANT GARDE, INC. 12197 11-002356 PROF & CONTRACTUAL SERVICES 1,075.00 Total: 1,075.00
301767 10/21/2025 014330 AZTECA PARTY RENTAL, INC BD8398B7 EVENT SERVICE EXPENSE 3,696.75 Total: 3,696.75
301768 10/21/2025 014809 B & D CONSTRUCTION 003621-0005 REFUND- CONSTRUCTION METER 68.58 Total : 68.58
301769 10/21/2025 012148 BARRERA, JACOB CL0071 EVENT SERVICE EXPENSE 1,500.00 Total: 1,500.00
301770 10/21/2025 004986 BIOMETRICS4ALL, INC COLYN0136 FEES FOR SERVICES 9.00 Total: 9.00
301771 10/21/2025 005848 BOWMAN INFRASTRUCTURE ENGL TD 511617 11-002495 PROF & CONTRACTUAL SERVICES 2,753.40 515826 11-002495 PROF & CONTRACTUAL SERVICES 4,992.00
515827 11-002495 PROF & CONTRACTUAL SERVICES 7,897.89
Total: 15,643.29
301772 10/21/2025 000300 BUBBS HARDWARE 318 06-010425 MATERIALS AND SUPPLIES 8.39 319 06-010425 MATERIALS AND SUPPLIES 15.48
Total : 23.87
301773 10/21/2025 013105 CALIFORNIA STREET LIGHTING 1405 06-010547 EMERGENCY STREET LIGHTING 2,250.00 1406 06-010547 EMERGENCY STREET LIGHTING 4,500.00
1407 06-010547 EMERGENCY STREET LIGHTING 4,500.00
Total: 11,250.00
301774 10/21/2025 009302 CHESSER, CHRISTINE 009302-100425 EVENT SERVICE EXPENSE 375.00 009302-92725 EVENT SERVICE EXPENSE 375.00
Total: 750.00
301775 10/21/2025 001168 CINTAS CORPORATION NO. 2 8407817891 08-005388 SUPPLIES EXPENSE 495.50 Total: 495.50
Page: 12
29 vchlist Check List Page: 13
10/09/2025 2:58:44PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 301776 10/21/2025 000702 CINTAS DOCUMENT MANAGEMENT 8407808820 05-002001 SUPPLIES EXPENSE 874.93 Total: 874.93
301777 10/21/2025 001571 CLINICAL LAB OF SAN BERNARDINO 2501634-LYN01 06-010431 FEES FOR SERVICES 1,195.00 Total: 1,195.00
301778 10/21/2025 014709 COMPANY, LLC, SPRINGBROOK TMINV-010118 02-002705 FEES FOR SERVICES 1,871.42 Total: 1,871.42
301779 10/21/2025 012021 CONCENTRA MEDICAL CENTERS 87322227 05-002010 FEES FOR SERVICES 608.00 87466647 05-002010 FEES FOR SERVICES 3,233.00
87624508 05-002010 FEES FOR SERVICES 507.00
Total: 4,348.00
301780 10/21/2025 014807 CORBIN, LATONIA 003677-0025 REFUNDABLE DEPOSIT-BATEMAN 40.00 Total: 40.00
301781 10/21/2025 001306 CORELOGIC SOLUTIONS, LLC. 30810279 FEES FOR SERVICES 289.83 Total: 289.83
301782 10/21/2025 003020 CORPS OF LONG BEACH, 8865 FEES FOR SERVICES 12,080.00 8890 FEES FOR SERVICES 3,360.00
Total: 15,440.00
301783 10/21/2025 014572 COTTRELL, TRINITY 014572-090925 COMMISSIONER STIPEND-SEP 50.00 Total: 50.00
301784 10/21/2025 014804 CURIEL, KATHERINE M. 003673-0030 REFUNDABLE DEPOSIT-BATEMAN 100.00 Total: 100.00
301785 10/21/2025 000138 DAILY JOURNAL CORPORATION 83964466 11-002461 PUBLICATION SERVICES 210.00 83964471 11-002461 PUBLICATION SERVICES 230.00
Total: 440.00
301786 10/21/2025 013550 EAGLE PORTABLES SANITATION LLC 16129 COMMUNITY ACTIVITY EXPENSE 2,171.35 Total: 2,171.35
301787 10/21/2025 007766 EH WACHS INV238314 06-010546 SUPPLIES EXPENSE 4,590.60 Page: 13
30 vchlist Check List Page: 14
10/09/2025 2:58:44PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/ Account Amount 301787 10/21/2025 007766 007766 EH WACHS (Continued) Total: 4,590.60 301788 10/21/2025 012135 ENGINEERING SOLUTIONS.INC, 1940090104 11-002496 PROF & CONTRACTUAL SERVICES 34,761.68 1940090493 11-002496 PROF & CONTRACTUAL SERVICES 75,324.45 Total: 110,086.13
301789 10/21/2025 013973 ENTERPRISE FM TRUST FBN5456324 06-010436 PROF & CONTRACTUAL SERVICES 110,230.56 Total: 110,230.56
301790 10/21/2025 008756 EQUIPMENT & SERVICES, LLC, ANIMAL 137285 ANIMAL SERVICE EXPENSE 1,041.25 Total: 1,041.25
301791 10/21/2025 003334 FED EX 8-990-28002 06-010437 COURIER SERVICES 13.64 Total: 13.64
301792 10/21/2025 001393 FERGUSON ENTERPRISES, INC. 5790170 06-010438 MATERIALS AND SUPPLIES 24.03 Total : 24.03
301793 10/21/2025 002234 FLORES, MARK 002234-092825 REIMBURSEMENT-SNACKS 151.97 Total: 151.97
301794 10/21/2025 004425 FUN EXPRESS. LLC 73852464701 08-005406 SPECIAL EVENTS SUPPLIES 1,138.28 73852464702 08-005406 SPECIAL EVENTS SUPPLIES 121.80
73852464703 08-005406 SPECIAL EVENTS SUPPLIES 659.90
73852583901 08-005406 SPECIAL EVENTS SUPPLIES 478.87
Total: 2,398.85
301795 10/21/2025 009298 GALAVIZ PRINTING 798 SUPPLIES EXPENSE 27.69 Total: 27.69
301796 10/21/2025 013694 GLOBAL URBAN STRATEGIES, INC 1018 11-002463 CALHOME GRANT PROGRAM 1,556.25 Total: 1,556.25
301797 10/21/2025 001510 GRAINGER, INC. 9659508460 06-010441 OPERATING SUPPLIES 9.64 9662293753 06-010441 OPERATING SUPPLIES 31.81
Total: 41.45
301798 10/21/2025 005001 GREENFIELD$ OUTDOOR FITNESS S30543 PARTS FOR FITNESS ZONE 528.28 Page: 14
31 vchlist Check List Page: 15
10/09/2025 2:58:44PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 301798 10/21/2025 005001 005001 GREENFIELDS OUTDOOR FITNESS (Continued) Total: 528.28 301799 10/21/2025 000993 GRM INFORMATION MANAGEMENT 0538778 05-002008 SCANNING & OFFISTE RECORDS 19.64 Total: 19.64
301800 10/21/2025 013930 HD SUPPL Y,INC 64821750 06-010544 SUPPLIES EXPENSE -1,460.26 893159327 08-005416 SUPPLIES EXPENSE 21.30
895239010 06-010544 SUPPLIES EXPENSE 303.33
895242444 06-010544 SUPPLIES EXPENSE 1,460.26
895250553 06-010544 SUPPLIES EXPENSE 326.26
896014123 06-010544 SUPPLIES EXPENSE 1,460.26
896032406 06-010544 SUPPLIES EXPENSE 67.21
896032414 06-010544 SUPPLIES EXPENSE 875.60
Total: 3,053.96
301801 10/21/2025 003338 HILLYARD-LOS ANGELES 605963703 06-010444 SUPPLIES EXPENSE 731.27 605963704 06-010444 SUPPLIES EXPENSE 813.48
605963705 06-010444 SUPPLIES EXPENSE 405.86
Total: 1,950.61
301802 10/21/2025 014026 IBE DIGITAL 483257 12-000487 PROF & CONTRACTUAL SERVICES 69,975.00 483259 12-000487 PROF & CONTRACTUAL SERVICES 11,100.00
Total: 81,075.00
301803 10/21/2025 008254 JCL TRAFFIC SERVICES 131304 06-010495 STREET SIGNS AND SUPPLIES 28.34 131305 06-010495 STREET SIGNS AND SUPPLIES 257.47
Total: 285.81
301804 10/21/2025 013697 JP DESIGN STUDIO 1082 06-010395 NATATORIUM LOCKER ROOM 22,300.00 Total: 22,300.00
301805 10/21/2025 013434 KILEY & ASSOCIATES,LLC 49 01-001888 PROF & CONTRACTUAL SERVICES 5,000.00 Total: 5,000.00
301806 10/21/2025 000001 KING FENCE, INC 58351 06-010447 RENTAL EXPENSE-FENCE 65.50 Total: 65.50
301807 10/21/2025 003331 L.A. COUNTY SHERIFF DEPT. 260605TZ 01-001890 LAW ENFORCEMENT SERVICES 10,388.13 --
Page: 15
32 vchlist Check List Page: 16
10/09/2025 2:58:44PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 301807 10/21/2025 003331 003331 L.A. COUNTY SHERIFF DEPT. (Continued) Total: 10,388.13 301808 10/21/2025 014077 LANDSCAPE DEVELOPMENT,INC, 9307816 5% RETENTION PAID 352,611.15 Total: 352,611.15
301809 10/21/2025 001991 LEGISLATIVE ADVOCACY GROUP 5919 01-001891 PROF & CONTRACTUAL SERVICES 5,000.00 5920 01-001891 PROF & CONTRACTUAL SERVICES 5,000.00
Total: 10,000.00
301810 10/21/2025 002761 MARCO POWER EQUIPMENT 41212721 06-010496 SUPPLIES, REPAIRS, MACHINERY 88.80 41212723 06-010496 SUPPLIES, REPAIRS, MACHINERY 156.09
Total: 244.89
301811 10/21/2025 000128 MARX BROS FIRE EXTINGUISHER P14013 06-010450 FIRE EXTINGUISHERS 2,092.75 Total: 2,092.75
301812 10/21/2025 014099 MICHAEL BAKER INTERNATIONALINC 1252637 11-002494 PROF & CONTRACTUAL SERVICES 3,255.00 1255318 11-002494 PROF & CONTRACTUAL SERVICES 8,805.00
1259948 11-002494 PROF & CONTRACTUAL SERVICES 12,850.00 1261912 11-002494 PROF & CONTRACTUAL SERVICES 14,536.25 Total: 39,446.25
301813 10/21/2025 005256 MONJARAS & WISMEYER GROUP,INC. 28093 05-002006 PROF & CONTRACTUAL SERVICES 1,228.50 Total: 1,228.50
301814 10/21/2025 014469 MOORE, LORRAINE 014469-112325 PER DIEM- NATIONAL LEAGE 360.00 Total: 360.00
301815 10/21/2025 013721 MUNOZ-GUEVARA, JUAN 013721-112425 PER DIEM- NATIONAL LEAGUE 360.00 Total: 360.00
301816 10/21/2025 009647 MV CHENG & ASSOCIATES, INC. 9/30/2025 02-002706 PROF & CONTRACTUAL SERVICES 39,917.50 Total: 39,917.50
301817 10/21/2025 010150 NATIONAL AUTO FLEET GROUP, WF14126 11-002500 PROF & CONTRACTUAL SERVICES 62,478.35 Total: 62,478.35
301818 10/21/2025 014574 NUNEZ, MAURICIO 014574-090925 COMMISSIONER STIPEND-SEP 50.00 Page: 16
33 vchlist Check List Page: 17
10/09/2025 2:58:44PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 301818 10/21/2025 014574 014574 NUNEZ, MAURICIO (Continued) Total: 50.00 301819 10/21/2025 012548 PARKING COMPANY OF AMERICA INVM0020132 06-010529 FIXED-ROUTE MUNICIPAL TRANSIT 98,986.89 Total: 98,986.89
301820 10/21/2025 014025 PARTY WHOLESALE USA LLC 51594609 08-005417 CITY-WIDE SPECIAL EVENTS 3,761.67 Total: 3,761.67
301821 10/21/2025 014593 PAYTECH INCORPORATED 009 02-002707 INTERIM ACCOUNTNG/BUDGET 500.00 Total: 500.00
301822 10/21/2025 004854 PETTY CASH- FINANCE 004854-092525 REIMBURSEMENT- PETTY CASH 142.82 Total: 142.82
301823 10/21/2025 008307 PHOENIX GROUP INFORMATION SYS 0820251204 11-002467 PARKING/ADMIN CITATION 410.75 082025902 11-002467 PARKING/ADMIN CITATION 598.09
Total: 1,008.84
301824 10/21/2025 014580 PINA, JOSE LUIS 014580-090925 COMMISSIONER STIPEND-SEP 50.00 Total: 50.00
301825 10/21/2025 006281 PROFESSIONAL SECURITY, IN000142052 08-005413 PROF & CONTRACTUAL SERVICES 20,335.00 IN000142053 08-005414 PROF & CONTRACTUAL SERVICES 2,461.14 IN000142321 08-005413 PROF & CONTRACTUAL SERVICES 19,803.00 IN000142687 08-005413 PROF & CONTRACTUAL SERVICES 10,832.61 IN000142690 08-005414 PROF & CONTRACTUAL SERVICES 1,476.69 Total: 54,908.44
301826 10/21/2025 013708 PUMP CHECK INC 50 PUMP EFFICIENCY TESTING 1,625.00 Total: 1,625.00
301827 10/21/2025 008690 RICOH USA, INC. 5072032720 06-010465 COPIER MAINTENANCE 2ND FLOOR 302.21 Total: 302.21
301828 10/21/2025 014586 RIVERA, RUBY 014586-090925 COMMISSIONER STIPEND-SEP 50.00 Total: 50.00
301829 10/21/2025 005067 ROADLINE 21953 06-010466 SUPPLIES EXPENSE 399.97 Page: 17
34 vchlist Check List Page: 18
10/09/2025 2:58:44PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 301829 10/21/2025 005067 005067 ROADLINE (Continued) Total: 399.97 301830 10/21/2025 008805 RPW SERVICES, INC. 46916 06-010468 FEES FOR SERVICES 1,890.00 Total: 1,890.00
301831 10/21/2025 008745 SAN FRANCISCO LAUNDRY 69259 FEES FOR SERVICES 170.10 69395 FEES FOR SERVICES 107.44
Total: 277.54
301832 10/21/2025 007205 SANCHEZ AWARDS 2765 EVENT SERVICE EXPENSE 391.38 Total: 391.38
301833 10/21/2025 013372 SECTRAN SECURITY INC 25090625 02-002714 FEES FOR SERVICES 567.11 Total: 567.11
301834 10/21/2025 010249 SHIPE, SHANELL 010249-111425 PER DIEM- MMASC ANNUAL 260.00 Total: 260.00
301835 10/21/2025 008956 SPCALA 202509 11-002490 ANIMAL SHELTER SERVICES 41,033.44 Total: 41,033.44
301836 10/21/2025 009040 STOTZ EQUIPMENT 062545 06-010474 REPAIRS AND MAINTENANCE 1,095.96 Total: 1,095.96
301837 10/21/2025 002938 TAJ OFFICE SUPPLY 07216 OFFICE SUPPLIES 262.58 07224 06-010476 OFFICE SUPPLIES 53.38
Total: 315.96
301838 10/21/2025 014029 TANAKA FARMS, LLC 2025-014 EVENT SERVICE EXPENSE 2,020.00 Total: 2,020.00
301839 10/21/2025 000067 THYSSENKRUPP ELEVATOR CORP 3008911015 06-010479 FEES FOR SERVICES 1,515.87 Total: 1,515.87
301840 10/21/2025 012294 TRANSTECH ENGINEERS, INC. 20255421-1 06-010090 PROF & CONTRACTUAL SERVICES 4,800.00 20255421-2 06-010347 PROF & CONTRACTUAL SERVICES 2,800.00 20255421-3 06-010318 PROF & CONTRACTUAL SERVICES 1,200.00 20255421-4 06-010347 PROF & CONTRACTUAL SERVICES 4,080.00 Page: 18
35 vchlist Check List Page: 19
10/09/2025 2:58:44PM City of Lynwood
Bank code: c-ap01
Voucher Date Vendor Invoice PO# Description/Account Amount 301840 10/21/2025 012294 TRANSTECH ENGINEERS, INC. (Continued) 20255422 06-010347 PROF & CONTRACTUAL SERVICES 1,164.00 20255423-1 06-010347 PROF & CONTRACTUAL SERVICES 12,320.00 20255423-2 06-010090 PROF & CONTRACTUAL SERVICES 3,080.00 20255423-3 06-010347 PROF & CONTRACTUAL SERVICES 3,080.00 20255424 06-010318 PROF & CONTRACTUAL SERVICES 25,500.00 20255425-1 06-010347 PROF & CONTRACTUAL SERVICES 12,572.00 20255425-2 06-010318 PROF & CONTRACTUAL SERVICES 12,572.00 Total: 83,168.00
301841 10/21/2025 010066 TRI-WEST MECHANICAL, INC. 12924 06-010499 REPAIRS AND MAINT EXPENSE 670.00 Total: 670.00
301842 10/21/2025 003001 TYLER TECHNOLOGIES, INC. 045-528853 12-000515 PROF & CONTRACTUAL SERVICES 18,980.77 Total: 18,980.77
301843 10/21/2025 000166 UNDERGROUND SERVICE ALERT/SC 25-261017 06-010482 FEES FOR SERVICES 72.94 920250444 06-010482 FEES FOR SERVICES 244.00
Total: 316.94
301844 10/21/2025 009742 UNIFIRST CORPORATION 2190405771 06-010483 UNIFORM SERVICE AND SUPPLIES 96.05 2190405794 06-010483 UNIFORM SERVICE AND SUPPLIES 118.65 2190405808 06-010483 UNIFORM SERVICE AND SUPPLIES 209.27 2190405821 06-010483 UNIFORM SERVICE AND SUPPLIES 138.52 2190405835 06-010483 UNIFORM SERVICE AND SUPPLIES 144.87 2190408992 06-010483 UNIFORM SERVICE AND SUPPLIES 120.43 2190409016 06-010483 UNIFORM SERVICE AND SUPPLIES 212.40 2190409024 06-010483 UNIFORM SERVICE AND SUPPLIES 140.67 2190409034 06-010483 UNIFORM SERVICE AND SUPPLIES 147.04 2190409220 06-010483 UNIFORM SERVICE AND SUPPLIES 97.49 Total: 1,425.39
301845 10/21/2025 014061 VCA ANIMAL HOSPITALS INC 5869792791 11-002465 ANIMAL SERVICE EXPENSE 2,367.95 5869794055 11-002465 ANIMAL SERVICE EXPENSE 456.20
Total: 2,824.15
301846 10/21/2025 002912 WATERLINE TECHNOLOGIES.INC 5763094 06-010485 OPERATING SUPPLIES 338.90 Page: 19
36 vchlist
10/09/2025
Bank code:

Voucher
301846
301847
301848
301849
301850
301851
2:58:44PM
c-ap01
Date Vendor
10/21/2025 002912 WATERLINE TECHNOLOGIES,INC
10/21/2025 009100 WATERWORKS TECHNOLOGY.INC.
10/21/2025 014570 WATKINS, MISHAUN
10/21/2025 001522 WECK LABORATORIES, INC.
10/21/2025 013611 WONG, HARRY
10/21/2025 008846 YANEZ, JACQUELINE
95 Vouchers for bank code :
95 Vouchers in this report
c-ap01
Check List
City of Lynwood
Invoice
(Continued)
5763097
5763098
5764297
5764298
5764470
5765354
5765355
7259
014570-090925
W5H1058
013611-091825
013611-092425
008846-1 00425
PO# Description/Account -------- ---
06-010485
06-010485
06-010485
06-010485
06-010485
06-010485
06-010485
06-010519

OPERATING SUPPLIES

OPERATING SUPPLIES

OPERATING SUPPLIES

OPERATING SUPPLIES

OPERATING SUPPLIES

OPERATING SUPPLIES

OPERATING SUPPLIES
Total:

PROF & CONTRACTUAL SERVICES
Total:

COMMISSIONER STIPEND-SEP
Page: 20
Amount
948.91
474.45
864.18
355.84
779.46
864.18
440.56
5,066.48
34,700.00
34,700.00

50.00 Total : 50.00
06-010487 FEES FOR SERVICES
Total:

REIMBURSEMENT-MILEAGE UCLA

REIMBURSEMENT-MILEAGE CSMFO
Total :

EVENT SERVICE EXPENSE
Total:

Bank total:

Total vouchers:
325.00
325.00

15.26 18.62

33.88 375.00
375.00
1,356,244.08
1,356,244.08
Page: 20
37 RESOLUTION NO. 2025.xxx

Warrant Registers Dated 10-21-2025

PASSED, APPROVED and ADOPTED this 21st day of October 2025.

Rita Soto, Mayor

ATTEST:

__________________________
Maria Quiňonez, Gabriel A. Gonzalez,
City Clerk Interim City Manager

APPROVED AS TO FORM: APPROVED AS TO CONTENT:

________
Noel Tapia, Harry Wong,
City Attorney Director of Finance and Administration

38 STATE OF CALIFORNIA )
) §

COUNTY OF LOS ANGELES )

I, Maria Quinonez, the undersigned, City Clerk of the City of Lynwood, do hereby certify that the foregoing Resolution was passed and adopted by the City Council of the City of Lynwood at a meeting held on the 21st day of October 2025.

AYES: COUNCIL MEMBERS CUELLAR, AVILA-MOORE, MUNOZ-GUEVARA,

MAYOR PRO TEM CAMACHO AND MAYOR SOTO

NOES: NONE

ABSENT: NONE

ABSTAIN: NONE

_____________________ Date: _______________________
Maria Quiňonez,
City Clerk

STATE OF CALIFORNIA )
) §

COUNTY OF LOS ANGELES )

I, Maria Quinonez, the undersigned, City Clerk of the City of Lynwood, and the Clerk of the City Council of said City, do hereby certify that the above foregoing is a full, true and correct copy of Resolution No. 2025.xxx on file in my office and that said Resolution was adopted on the date and by the vote therein stated. Dated this 21st day of October 2025.

__________________________ Date: _________________________ Maria Quiňonez,
City Clerk

39 AGENDA STAFF REPORT

DATE:

October 21, 2025
TO:

Honorable Mayor and Members of the City Council
APPROVED BY:

Gabriel A. Gonzalez, Interim City Manager
PREPARED BY:

Maria Quinonez, City Clerk
China Oseguera, Assistant to the City Clerk
SUBJECT:

PREVIOUS MEETING MINUTES
CC - 9.16.25 - CITY COUNCIL REG. MTG. MINUTES - draft - co.rtf Agenda Item # 9.2.

Recommendation:

Staff recommends that the Lynwood City Council approve September 16, 2025 Regular Meeting Action Minutes.

Background:

N/A
Discussion and Analysis:

N/A
Fiscal Impact:

N/A
Coordinated With:

N/A
ATTACHMENTS:

Description
City Council City Council Regular Meeting 40
Lynwood City Council Regular Meeting
September 16, 2025
Action Meeting Minutes

01. CALL TO ORDER
The City Council Regular Meeting of the City of Lynwood met in the Council Chambers, 11350 Bullis Road Lynwood, CA 90262 on the above date at 6:00 p.m. An audio recording of this meeting is available on the City's Web Portal: Audio (laserfiche.com).

Meeting called to order at 6:00 p.m.

Mayor Soto presiding.

02. CERTIFICATION OF AGENDA POSTING BY CITY CLERK
City Clerk Quiňonez, announced the Agenda had been duly posted in accordance with the Brown Act.

03. ROLL CALL OF COUNCIL MEMBERS
PRESENT: COUNCIL MEMBERS AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA,

MAYOR PRO TEM CAMACHO AND MAYOR SOTO
ABSENT: NONE
STAFF PRESENT:

City Manager Lee, City Attorney Tapia, City Treasurer Delgadillo, City Clerk Quiňonez, Community Development Interim Director Morrell, Public Works Director Rita Montalvo, Recreation Director Flores and Technology Director Han.

04. PLEDGE OF ALLEGIANCE
The Pledge of Allegiance was led by the Lynwood Sheriff’s Explorers.

05. INVOCATION
The invocation was offered by Reverend Rudy Rubio of Reformed Church of Los Angeles.

06. PRESENTATIONS/PROCLAMATIONS
• Update on Law Enforcement Issues.
• City Council Members Reporting on Meetings Attended (Gov. Code Section 53232.3 (D)).
• City Videos.
• Proclamations.

07. COUNCIL RECESS TO:

City of Lynwood as the Successor Agency to the Lynwood Redevelopment Agency 41 MOTION: It was moved by Mayor Pro Tem Camacho, seconded by Council Member Munoz-Guevara to recess to the Lynwood as the Successor Agency to the Lynwood Redevelopment Agency at 6:44 p.m. Motion carried by the following 5/0 vote:

ROLL CALL:

AYES: COUNCIL MEMBER AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA

MAYOR PRO TEM CAMACHO AND MAYOR SOTO
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
Lynwood Housing Authority
MOTION: It was moved by Mayor Pro Tem Camacho, seconded by Council Member Cuellar to recess to the Lynwood Housing Authority at 6:45 p.m. Motion carried by the following 5/0 vote:

ROLL CALL:

AYES: COUNCIL MEMBER AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA

MAYOR PRO TEM CAMACHO AND MAYOR SOTO
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
Lynwood Utility Authority
MOTION: It was moved by Member Munoz-Guevara, seconded by Mayor Pro Tem Camacho to recess to the Lynwood Utility Authority at 6:45 p.m. Motion carried by the following 5/0 vote:

ROLL CALL:

AYES: MEMBERS AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA, VICE

PRESIDENT CAMACHO AND PRESIDENT SOTO
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
Lynwood Public Financing Authority
MOTION: It was moved by Vice President Camacho, seconded by Member Cuellar to recess to the Lynwood Public Financing Authority at 6:46 p.m. Motion carried by the following 5/0 vote:

ROLL CALL:

AYES: MEMBERS AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA, VICE

PRESIDENT CAMACHO AND PRESIDENT SOTO
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
42 The City Council reconvened to the regular City Council meeting at 6:48 p.m.

PUBLIC ORAL COMMUNICATIONS
(Regarding Agenda Items Only)
NONE

NON-AGENDA PUBLIC ORAL COMMUNICATIONS
Lupita Vazquez, Francisco Palencia, Greg Langworthy, Lorenzo Garcia, Maria Viera, Clara Hernandez, and Joaquin Mesinas addressed City Council regarding non-agenda items. Eric Medal also provided written comment.

Consent Calendar
All matters listed under the Consent Calendar will be acted upon by one motion affirming the action recommended on the agenda. There will be no separate discussion on these items prior to voting unless members of the Council or staff request specific items be removed from the Consent Calendar for separate action.

Items 8.4 and 8.9 were pulled for discussion by Council Member Avila-Moore.

MOTION: It was moved by Mayor Pro Tem Camacho, seconded by Member Cuellar to approve the balance of the consent calendar. Motion carried by the following 5/0 vote:

ROLL CALL:

AYES: COUNCIL MEMBERS AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA,

MAYOR PRO TEM CAMACHO AND MAYOR SOTO
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE

08.01. APPROVAL OF THE WARRANT REGISTER
Approved and Adopted RESOLUTION NO. 2025.099
ENTITLED: City of Lynwood warrant register dated September 16, 2025 for FY 2025-2026.

08.02. PREVIOUS MEETING MINUTES
Approved Lynwood City Council Regular Meeting August
19, 2025 meeting action minutes.

08.03. CHANGE OF BOARD MEMBER TO THE GOVERNING BOARD OF THE LOS

ANGELES GATEWAY REGION INTEGRATED REGIONAL WATER

MANAGEMENT AUTHORITY
Approved and Adopted RESOLUTION NO. 2025.100
43 Rita Montalvo, Director of Public Works appointed as Board Member and Pamela Torres, Senior Management Analyst appointed as Alternate Member.

ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD APPROVING A CHANGE OF THE BOARD MEMBER TO THE

GATEWAY REGION INTEGRATED REGIONAL WATER MANAGEMENT JOINT POWERS AUTHORITY GOVERNING BOARD.

08.04. APPROPRIATION OF AMERICAN RESCUE PLAN ACT (ARPA) FUNDS FOR FISCAL YEAR 2025-26
MOTION: It was moved by Council Member Munoz-Guevara, seconded by Council Member Cuellar to approve the item. Motion carried by the following 5/0 vote:

ROLL CALL:

AYES: COUNCIL MEMBERS AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA,

MAYOR PRO TEM CAMACHO AND MAYOR SOTO
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
Approved and Adopted RESOLUTION NO. 2025.101
ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA,

APPROPRIATING AMERICAN RESCUE PLAN ACT (ARPA) FUNDS FOR FISCAL YEAR 2025-26 TO SUPPORT THE LYNWOOD ECONOMIC &

COMMUNITY ENHANCEMENT PLAN

08.05. ANIMAL SHELTERING SERVICES CONTRACT WITH THE SOCIETY FOR THE

PREVENTION OF CRUELTY TO ANIMALS LOS ANGELES (SPCALA)
Approved and Adopted RESOLUTION NO. 20255.102 AND

AGREEMENT WITH THE SOCIETY FOR THE

PREVENTION OF CRUELTY TO ANIMALS LOS

ANGELES (SPCALA)
ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA

AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH THE SOCIETY

FOR THE PREVENTION OF CRUELTY TO ANIMALS LOS ANGELES (SPCALA)

TO PROVIDE ANIMAL SHELTERING SERVICES FOR A NOT TO EXCEED AMOUNT OF $376,800.

08.06. PROFESSIONAL SERVICE AGREEMENT FOR GRANT ADMINISTRATION

SERVICES
Approved and Adopted RESOLUTION NO. 2025.103 AND

PROFESSIONAL SERVICES AGREEMENT

WITH AVANT-GARDE
44 ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA

APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH

AVANT-GARDE FOR SUPPLEMENTAL ADMINISTRATION SERVICES UNDER

THE COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) AND HOME
INVESTMENT PARTNERSHIPS (HOME) PROGRAMS.

08.07. AN AGREEMENT WITH TIERRA WEST ADVISORS TO PROVIDE INTERIM STAFFING SERVICES IN THE COMMUNITY DEVELOPMENT DEPARTMENT.

Approved and Adopted RESOLUTION NO. 2025.104 AND

AGREEMENT WITH TIERRA WEST ADVISORS
ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA

AUTHORIZING THE CITY MANAGER TO EXECUTE, IN A FORM

SATISFACTORY TO THE CITY ATTORNEY, AN AGREEMENT WITH TIERRA

WEST ADVISORS TO PROVIDE INTERIM STAFFING SERVICES IN THE

COMMUNITY DEVELOPMENT DEPARTMENT

08.08. APPROVAL OF A FIRST AMENDMENT TO THE AGREEMENT WITH

MUNIENVIRONMENTAL TO PROVIDE SOLID WASTE TECHNICAL SUPPORT Approved and Adopted RESOLUTION NO. 2025.105 AND FIRST

AMENDMENT TO THE AGREEMENT WITH

MUNIENVIRONMENTAL
ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD APPROVING A FIRST AMENDMENT TO THE AGREEMENT WITH

MUNIENVIRONMENTAL TO PROVIDE SOLID WASTE MANAGEMENT
TECHNICAL SUPPORT SERVICES.

08.09. AWARD OF CONTRACT TO BLUE ANGEL INTERNATIONAL, LLC FOR THE

PURCHASE OF NEW ADVANCED METERING INFRASTRUCTURE (AMI)
COMPATIBLE WATER METER BOXES AND LIDS AS PART OF THE CITY’S AMI METER REPLACEMENT PROGRAM, CIP NO. 4011.68.093.

MOTION: It was moved by Council Member Avila-Moore, seconded by Council Member Munoz-Guevara to approve the item. Motion carried by the following 5/0 vote:

ROLL CALL:

AYES: COUNCIL MEMBERS AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA,

MAYOR PRO TEM CAMACHO AND MAYOR SOTO
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
Approved and Adopted RESOLUTION NO. 2025.106 AND CONTRACT

TO BLUE ANGEL INTERNATIONAL, LLC
45 ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD AWARDING A CONTRACT TO BLUE ANGEL INTERNATIONAL, LLC

FOR THE PURCHASE OF NEW AMI COMPATIBLE WATER METER BOXES AND LIDS AS PART OF CITY’S AMI METER REPLACEMENT PROGRAM, CIP NO. 4011.68.093; AUTHORIZING THE MAYOR TO EXECUTE THE
AGREEMENT.

New/Old Business

09.01. CONDUCT SECOND READING, READY BY TITLE ONLY AND ADOPTION OF THE ATTACHED ORDINANCE ENTITLED, "AN ORDINANCE OF THE CITY

COUNCIL OF THE CITY OF LYNWOOD GRANTING A NONEXCLUSIVE

FRANCHISE TO TORRANCE PIPELINE COMPANY TO OPERATE AND

MAINTAIN A PIPELINE SYSTEM FOR THE TRANSPORTATION OF OIL AND

GAS UNDER CERTAIN PUBLIC WAYS AND PUBLIC PLACES IN THE CITY OF LYNWOOD; SETTING FORTH CONDITIONS ACCOMPANYING A GRANT OF NONEXCLUSIVE FRANCHISE; PROVIDING FOR AMOUNT AND METHOD

OF PAYMENT BY FRANCHISEE FOR THE PRIVILEGE GRANTED, AND PROVIDING FOR THE TERM OF THE NONEXCLUSIVE FRANCHISE."
MOTION: It was moved by Mayor Pro Tem Camacho, seconded by Council Member Cuellar to approve the item. Motion carried by the following 4/1 vote:

ROLL CALL:

AYES: COUNCIL MEMBERS AVILA-MOORE, CUELLAR, MAYOR PRO TEM

CAMACHO AND MAYOR SOTO
NOES: COUNCIL MEMBER MUÑOZ-GUEVARA
ABSTAIN: NONE
ABSENT: NONE
Approved and Adopted ORDINANCE NO.1786
ENTITLED: AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD GRANTING A NONEXCLUSIVE FRANCHISE TO TORRANCE

PIPELINE COMPANY TO OPERATE AND MAINTAIN A PIPELINE SYSTEM FOR

THE TRANSPORTATION OF OIL AND GAS UNDER CERTAIN PUBLIC WAYS AND PUBLIC PLACES IN THE CITY OF LYNWOOD; SETTING FORTH CONDITIONS ACCOMPANYING A GRANT OF NONEXCLUSIVE FRANCHISE;

PROVIDING FOR AMOUNT AND METHOD OF PAYMENT BY FRANCHISEE

FOR THE PRIVILEGE GRANTED, AND PROVIDING FOR THE TERM OF THE NONEXCLUSIVE FRANCHISE.

09.02. PROJECT ACCEPTANCE FOR THE SLURRY SEAL IMPROVEMENTS AND THORSON AVENUE ALLEY DRAINAGE PROJECT, FY 2024-2025 (CIP NO. 2121|2357|2352|9053|9056.68.141)
MOTION: It was moved by Council Member Cuellar, seconded by Council Member Munoz-Guevara to approve the item. Motion carried by the following 5/0 vote:

ROLL CALL:
46 AYES: COUNCIL MEMBERS AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA,

MAYOR PRO TEM CAMACHO AND MAYOR SOTO
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
Approved and Adopted RESOLUTION NO. 2025.107
ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD ACCEPTING THE SLURRY SEAL IMPROVEMENTS AND
THORSON AVENUE ALLEY DRAINAGE PROJECT FY 2024-2025 CIP NO. 2121|2357|2352|9053|9056.68.141 AS COMPLETE; AUTHORIZING THE FILING

OF THE NOTICE OF COMPLETION WITH THE LOS ANGELES COUNTY RECORDER’S OFFICE AND THE RELEASE OF THE 5% RETENTION 35 DAYS AFTER THE ACCEPTANCE.

09.03. CONSIDERATION OF APPROVAL OF A PROFESSIONAL SERVICES

AGREEMENT FOR INTERIM CITY MANAGER
MOTION: It was moved by Mayor Pro Tem Camacho, seconded by Council Member Cuellar to approve the item. Motion carried by the following 5/0 vote:

ROLL CALL:

AYES: COUNCIL MEMBERS AVILA-MOORE, CUELLAR, MUÑOZ-GUEVARA,

MAYOR PRO TEM CAMACHO AND MAYOR SOTO
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
Approved and Adopted RESOLUTION NO. 2025.108 AND

PROFESSIONAL SERVICES AGREEMENT

WITH GABRIEL GONZALEZ
ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LYNWOOD APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH

GABRIEL GONZALEZ TO PROVIDE INTERIM CITY MANAGER SERVICES

ADJOURNMENT
Having no further discussion, it was moved by Council Member Cuellar, seconded by Council Member Avila-Moore to adjourn the regular Lynwood City Council meeting at 8:10 p.m.
_____________________________ __________________________ Maria Qui ňonez, City Clerk Rita Soto, Mayor
/co
47 AGENDA STAFF REPORT

DATE:

October 21, 2025
TO:

Honorable Mayor and Members of the City Council
APPROVED BY:

Gabriel A. Gonzalez, Interim City Manager
PREPARED BY:

Maria Quinonez, City Clerk
SUBJECT:

STATEWIDE SPECIAL ELECTION – NOVEMBER 4, 2025
Agenda Item # 9.3.

Recommendation:

Receive and file this report providing information regarding the Statewide Special Election scheduled for Tuesday, November 4, 2025. There is no action required by City Council.

Background:

The California Secretary of State has announced a Statewide Special Election to be held on November 4, 2025. This election was called by the Governor pursuant to State law to submit Proposition 50, a statewide ballot measure, to California voters.

Proposition 50 proposes a temporary amendment to the California Constitution regarding congressional redistricting procedures, shifting certain responsibilities from the Citizens Redistricting Commission to the State Legislature for upcoming election cycles.

Every active registered voter will be receiving a ballot automatically.

Discussion and Analysis:

The Los Angeles County Registrar-Recorder/County Clerk will conduct the election within Los Angeles County, including the City of Lynwood.

City Council City Council Regular Meeting 48
Lynwood Voting Locations - Statewide Special Election November 4, 2025.docx Media Kit and Communication.pdf
Key dates for the election include:

Date
Event
October 6,
2025
Vote-by-mail ballots mailed to all
active registered voters
October 7,
2025
Ballot drop boxes open for voter
use
October 20,
2025
Last day to register to vote
November 4,
2025
Election Day
– polls open 7 a.m.
– 8 p.m.

November 5 –
12, 2025
Deadline for receipt of postmarked
vote-by-mail ballots
December
2025
Official certification of statewide
results
Fiscal Impact:

There is no direct fiscal impact to the City of Lynwood, as the election is administered and funded by the State of California and Los Angeles County.

Coordinated With:

City Manager's Office
City Attorney
ATTACHMENTS:

Description
City Council City Council Regular Meeting 49
City of Lynwood
Statewide Special Election
November 4, 2025
Early Voting and Vote-by-Mail
Ballot Drop-off Locations

50 NOVEMBER 4, 2025

STATEWIDE SPECIAL ELECTION
LAVOTE.GOV

MEDIA KIT

LOS ANGELES COUNTY

REGISTRAR-RECORDER/COUNTY CLERK
51 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 2.

TABLE OF CONTENTS
PAGE 3. Media & Communications
PAGE 4. About This Election
PAGE 5. Election Timeline
PAGE 6. Election Resources
PAGE 7. Ballot Drop Box Information
PAGE 8. Vote Center Information
PAGE 9. Media at the Vote Center
PAGE 10. Ballot Processing Center
PAGE 11 - 12. Reporting Election Results
PAGE 13. Transporting Ballots For Tabulation
PAGE 14. Supported Languages
PAGE 15 - 19. Voter Registration Statistics
PAGE 15. Voters by Age
PAGE 16. Political Party Preference
PAGE 17. Supervisorial & State Assembly Districts
PAGE 18. State Senate & Congressional Districts
PAGE 19. Los Angeles County Statistics
PAGE 20 - 24. Frequently Asked Questions
PAGE 25. Ballot Marking Device and
Electronic Pollbook
PAGE 26. Canvass: Finalizing the Vote
PAGE 27. Requesting a Recount
52 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 3.

MEDIA & COMMUNICATIONS
Mike Sanchez, Communications Manager
Phone: (562) 274-3938
Email: [email protected]
Daylyn Presley, Public Information Specialist
Phones: (562) 462-3054 and (562) 716-8703
Email: [email protected]
General Media Contacts
Phones: (562) 645-0614 and (562) 645-0603
Email: [email protected]
We are dedicated to keeping both the media and the public fully informed, providing access to accurate and timely information on voting and elections. Our aim is to guarantee that press members have specific contacts at their disposal, offering the essential knowledge and resources required to effectively educate and report to the public.

Media representatives must coordinate interview requests through the designated media contacts, allowing as much lead time as possible. Interviews will be scheduled on a first-come, first-served basis, subject to availability.

To streamline the interview request, send an email to the designated contacts or general media contact with the following:
• Interview date(s) and time(s)
• Subject of the interview with as much information as possible • Interview type: live or recorded
• Interview format: in-person or virtual
Subscribe to our Media Distribution List to receive the latest news releases and media advisories.

Designated Media Contacts
Requesting an Interview
Stay Informed
1 2
3 53
NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 4.

ABOUT THIS ELECTION

STATEWIDE SPECIAL ELECTION
About State Measure 50
Official Ballot Text
• What it is: A constitutional amendment allowing temporary changes to California’s congressional district boundaries through 2030.
• What it means for voters: If passed, some voters may be assigned to a different U.S. House district in future elections (including 2026).
• What it does not do: It does not change voter eligibility, registration, or voting options.

State Measure 50: Authorizes temporary changes to congressional district maps in response to Texas’ partisan redistricting legislative constitutional amendment. Requires temporary use of new congressional district maps through 2030. Directs independent Citizens Redistricting Commission to resume enacting congressional district maps in 2031. Establishes policy supporting nonpartisan redistricting commissions nationwide.

Fiscal Impact: One-time costs to counties of up to a few million dollars statewide to update election materials to reflect new congressional district maps.
• California is holding a Statewide Special Election on Tuesday, November 4, 2025. • Every registered voter in Los Angeles County will receive a Vote by Mail (VBM) ballot and can also vote in person.
• There will be over 400 Ballot Drop Boxes and 251 Vote Centers in this election. • This is a special election outside the normal cycle, called to decide State Measure 50.

Election Overview
2025
54 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 5.

ELECTION TIMELINE
September 25, 2025
Sample Ballots and Voter Information Guides Mailing
The California Secretary of State and Los Angeles County Registrar-Recorder/County Clerk sends every registered
voter a Voter Information Guide and Sample Ballot Book
containing important election and voting information on candidates and measures.

October 25, 2025
Initial Vote Centers Open
In-person voting at a Vote Center will begin on
Saturday, October 25, 2025. Vote Center locations
will be open daily.

November 1, 2025
All Vote Centers Open
All Vote Center locations are open through
Election Day, November 4, 2025. Hours and
locations will be available on LAVOTE.GOV.

November 5, 2025
Official Election Canvass
The Official Election Canvass is a 30-day
period where the RR/CC processes and
verifies all outstanding ballots to ensure every
eligible ballot cast by Election Day is counted.

October 2, 2025
Vote by Mail Ballot Mailing & Drop Boxes Open
In California, Vote by Mail ballots must be mailed
at least 29 days before Election Day. Given the size
of Los Angeles County, ballots in a Countywide
election are often mailed before the required
deadline. Vote by Mail Drop Boxes open the same
day ballots are mailed.

October 20, 2025
Voter Registration Deadline
This is the last day for eligible voters to register to vote and be mailed a Vote by Mail ballot. Eligible
voters who miss this deadline can still vote at any
Vote Center beginning October 26, 2024.

October 28, 2025
Last day to request a Vote by Mail ballot
This is the last day voters can request a
replacement ballot or request a Crossover
Vote by Mail ballot.

November 4, 2025
Election Day
This is the last day voters can participate in the
General Election. All Vote Centers and Ballot
Drop Boxes will be open from 7 AM to 8 PM.

December 2, 2025
Certified Election Results
The Registrar-Recorder/County Clerk is scheduled
to certify election results.
55 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 6.

ELECTION RESOURCES
Visit LAVOTE.GOV or call (800) 815-2666 for more information The RR/CC is the official source for election information and voting resources in Los Angeles County.

Follow us on social media! Official Account: @LACountyRRCC Track your Vote by Mail ballot
Tracking your ballot - when it is mailed, received, and counted - has never been easier.

Visit California.BallotTrax.net to get started.

Request your ballot in a different language
• Los Angeles County provides language services in up to 18 languages. • Call the Multilingual Services Section at (800) 815-2666, option 3. • For services in Spanish, call (213) 358-2770.

Voting by mail
Every registered voter in Los Angeles County is mailed a Vote by Mail ballot no later than October 6, 2025. Given the size of Los Angeles County, ballots will be mailed early on October 2, 2025.

Official Ballot
1 of 2
Marking your votes
Instructions
Write-In Candidates
Contests
Return
Envelope
U.S.

Postage
Paid

OFFICIAL VOTE BY MAIL BALLOTING MATERIAL FIRST -CLASS MAIL To be opened only by Canvassing Board.

Ballot must be returned or postmarked
on or before Election Day. A ballot that
is mailed must be received by the
after Election Day.

WARNING: Voting twice in the same
election is a crime.

The ISB is a convenient option for voters who want to access and mark their selections prior to arriving at the Vote Center. Using a computer, mobile phone or personal device voters’ can review their ballot information and make their selections. After going through the selection process the Interactive Sample Ballot creates a Poll Pass (QR code).

At the Vote Center, voters scan the Poll Pass to transfer their selections to the Ballot Marking Device (BMD). Then, a review screen will display allowing voters a chance to make changes or cast their ballot.

Access your Interactive Sample Ballot at LAVOTE.GOV/ISB Take the Quick Check-in Code on your Sample Ballot to any Vote Center. This allows Election Workers at the check-in table to quickly find and print your official ballot. You can also access your Quick Check-in Code at LAVOTE.GOV.

Quick Check-in Code
Interactive Sample Ballot
56 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 7.

BALLOT DROP BOX INFORMATION
Ballot Drop Boxes provide voters with a safe, accessible, and contact free method to return their voted ballot.
• Ballots are picked up regularly by two designated RR/CC staff • Bolted securely into cement or chained in place at each location • Designed with security features identified in state regulations • All boxes have an exterior coating to reduce permanent graffiti or damage • The County works with law enforcement agencies, cities, local stakeholders, and community-based organizations to monitor and safeguard all boxes Safety and Security
Ballot Drop Boxes Open: October 2, 2025
Ballot Drop Boxes Close: November 4, 2025 at 8 PM
Find a Ballot Drop Box near you:

LAVOTE.GOV/DROPBOX
There are
418 Drop Boxes
in Los Angeles County
57 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 8.

VOTE CENTER INFORMATION
Voters can go to any Vote Center in Los Angeles County.

Vote Center Days and Hours of Operation:
11-Day Vote Centers:

Locations: 111
October 25th - November 3rd: 10 AM - 7 PM
Election Day, November 4th: 7 AM - 8 PM
4-Day Vote Centers:

Locations: 140
November 1st - November 3rd: 10 AM - 7 PM
Election Day, November 4th: 7 AM - 8 PM
For a list of Vote Centers,
visit LOCATOR.LAVOTE.GOV
or scan the QR code
Visit LAVOTE.GOV or call (800) 815-2666 for more information There are a total of
251 Vote Centers
in Los Angeles County
Conditional Voter Registration: Eligible voters in Los Angeles County who miss the registration deadline can still vote at any participating Vote Center. 58 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 9.

MEDIA AT THE VOTE CENTER
Visiting a Vote Center
The voting period and Election Day is an exciting time. Reporters, journalists, and various media representatives are allowed to visit any Vote Center and capture voting activities. However, there are guidelines that the media must follow to ensure we maintain a positive and smooth voting experience.

Media Are Allowed To:
• Enter the Vote Center
• Take photos and videos of the interior of the Vote Center • Take photos and videos of the exterior of the Ballot Marking Devices (BMDs) while occupied
• Take photos and videos of the interior of a BMD if unoccupied • Take photos and videos of voters and/or Election Workers • Conduct interviews with voters -- if a voter agrees, the interview should be conducted outside of the Vote Center
Media Are Not Allowed To:
• Block the entrance, exit, or pathway to the Vote Center • Take photos or videos of the interior of the Ballot Marking Devices (BMDs) while occupied by voters
• Take photos or videos of voted ballots before they are deposited inside the BMD (this violates voter’s privacy)
• Conduct interviews with Election Workers
• Take photos or videos of voters or Election Workers who express they do not want to be photographed or on camera
Media is welcome to visit the Ballot Processing Center while election-related activities are taking place, beginning October 6 through election certification.

Ballot Processing Center on Election Day and Night:
• WHEN: November 4 from 7:00 AM – Announcement
of Election Day Semi-Final Results
• WHERE: 13401 Crossroads Parkway North, City of
Industry, CA 91746
• PARKING: Limited parking will be available on a
first-come-first-serve basis
• CREDENTIALS: Media members must present their
credentials upon entering the BPC
• COVERAGE AND FILMING: Media can capture
footage of activities in designated areas
Media at the Ballot Processing Center
Scan for Media Visitation Form
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Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 10.

BALLOT PROCESSING CENTER
Vote by Mail (VBM)
• Receiving ballots from the United States Post Service and Ballot Drop Boxes • Verifying all VBM ballots with the voter’s signature
• Processing and preparing ballots to be tallied
Official Election Canvass Operation
• 1% Manual Tally
• Processing of Conditional Voter Registration and Provisional Ballots • Processing Write-in Candidates
Tally Operations
• Receiving Vote Center and VBM ballots throughout the voting period and on Election Day • Inspecting and preparing ballots to be tallied on Election Night • Tabulating and reporting election results
The Ballot Processing Center is a state-of-the-art facility and central hub for processing, verifying, and counting all ballots in Los Angeles County.

Operations Inside
About the Facility
Live streams will be available to view throughout the voting period and on Election Night.

Visit LAVOTE.GOV/LiveStream to view the election-related activities taking place at the Ballot Processing Center.

Live Streams
Transparency remains a cornerstone in our mission of administering elections, similar to ensuring the safety and security of all election workers, election staff, and the ballots that are returned.

Safety and Security
24/7 on-site guards and security
24/7 cybersecurity monitoring
Fully fenced premises
Access control on all doors and
vehicle gates
200+ security cameras providing full
visibility inside and outside
Partnership with the Sheriff’s
Department and local law
enforcement
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Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 11.

REPORTING ELECTION RESULTS
Our commitment to transparency and accountability extends to every facet of the electoral process, and the reporting of results is no exception.

It’s important to know that counting ballots and reporting results does not end on Election Night. All Vote by Mail ballots cast by Election Day and received within seven (7) days from Election Day will be accepted, processed, and once verified, counted.

All Conditional Voter Registration (same-day registration) and Provisional Ballots cast on Election Day are processed and added to the tally once they are cleared.

See the post-Election night results update schedule on the next page.

Find Election Results at RESULTS.LAVOTE.GOV
Reporting Results on Election Night
Reporting Results after Election Night
First Results
Remaining Results: Ballots cast at a Vote Center on Election Day Second Results
8:30pm - 8:45pm 8:45pm - 9:00pm
Vote by Mail ballots cast
before Election Day
Ballots cast at a Vote
Center before Election Day
Process and Timing:
• When Vote Centers close, Election Workers will complete their closing procedures and then deliver their ballots to Sheriff's Deputies at a designated Check-in Center. • Sheriff’s Deputies then transport ballots from the Check-in Center to the Ballot Processing Center to be processed and counted.
• All ballots cast at the Vote Center on Election Day will be counted and reported.

Once all ballots are counted, we will release the Semi-Final Results. 61 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 12.

REPORTING ELECTION RESULTS

TUES NOV
11 4-5 PM
Fifth Ballot
Counting Update

WED NOV
12 4-5 PM
Sixth Ballot
Counting Update

FRI NOV
7 4-5 PM
Third Ballot
Counting Update

THURS NOV
13 4-5 PM
Seventh Ballot
Counting Update

TUES NOV
18 4-5 PM
Tenth Ballot
Counting Update

FRI NOV
14 4-5 PM
Eighth Ballot
Counting Update

THURS NOV
20 4-5 PM
Eleventh Ballot
Counting Update

WED NOV
26 4-5 PM
Thirteenth Ballot
Counting Update

MON NOV
17 4-5 PM
Ninth Ballot
Counting Update

FRI NOV
21 4-5 PM
Twelfth Ballot
Counting Update

TUES DEC
2 4-5 PM
Fourteenth Ballot
Counting Update

MON NOV
10 4-5 PM
Fourth Ballot
Counting Update

WED NOV
5 The Official
Canvass begins
The RR/CC is scheduled to
certify election results.

Ballot Counting Updates Begin at 3:30 PM
Key Dates
Results will be reported between 4:00 – 5:00 PM
Additional Canvass days will be added as needed.
6 4-5 PM
Second Ballot
Counting Update

THURS NOV
2 TUES DEC

WED NOV
5 4-5 PM
First Ballot
Counting Update
62 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 13.

TRANSPORTING BALLOTS FOR TABULATION
On Election Night, ballots from all Vote Centers are brought to the RR/CC Ballot Processing Center (BPC) in the City of Industry for central tabulation.

After the Vote Centers close at 8 PM, Election Workers will secure the voted ballots in sealed ballot boxes and account for unused ballots. Election Workers will also separately package Vote by Mail ballots that were dropped off at Vote Centers. All materials and quantities are accounted for in the Official Ballot Statement. Then Election Workers transport the ballots to designated Check-In Centers located throughout the County.

Sheriff Deputies transport the voted ballots from the Check-in Centers by car, helicopter or boat to the BPC. Ballots come in from as far away as Lancaster, Palmdale and Catalina Island.

Between 10:30 – 11:30 PM a large number of ballots begin to arrive at the BPC.

Prior to tabulation, all ballots must be checked in, removed from boxes, inspected and prepared for counting.

Ballots are moved to the tabulation center in a continuous flow. There, operators load the ballots onto scanners for tabulation.
63 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 14.

SUPPORTED LANGUAGES
Languages Voters Requesting
Materials
Armenian 1,970
Bengali 365
Burmese 222
Chinese 52,281
Farsi 1,660
Gujarati 151
Hindi 640
Indonesian 165
Japanese 3,111
Languages Voters Requesting
Materials
Khmer 1,509
Korean 39,599
Mongolian 42
Russian 1,395
Spanish 283,263
Tagalog 5,340
Telugu 59
Thai 3,194
Vietnamese 13,940
As of September 2025
TOTAL: 408,906
64 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 15.

VOTER REGISTRATION STATISTICS
Voters by Age Registered % of Registered
18-29 1,136,396 19.45%
30-39 1,173,710 20.09%
40-49 917,461 15.70%
50-59 838,928 14.36%
60-69 840,278 14.38%
70-79 596,611 10.21%
80-89 263,385 4.51%
90+ 75,717 1.30%
TOTAL 5,842,486 100%
As of September 2025
Military & Overseas
Ballots Mailed
26,759
Registered
Voters
5,842,486
65 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 16.

POLITICAL PARTY PREFERENCE
Qualified Parties Registered % of Registered
American Independent 200,931 3.4%
Democratic 2,990,194 51.2%
Green 28,513 0.5%
Libertarian 48,200 0.8%
No Party
Preference* 1,351,617 23.1%
OTHER Other 78,582 1.3%
Peace & Freedom 43,340 0.7%
Republican 1,101,109 18.8%
TOTAL 5,842,486 100%
*The “No Party Preference” group includes those who have no party preference, declined to state a party preference or chose a non-qualified political party.

As of September 2025
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OFFICES/ DISTRICTS
Supervisorial Districts
District Registered Voters District Registered Voters
1st 1,060,540 4th 1,221,641
2nd 1,121,510 5th 1,191,297
3rd 1,246,391
As of September 2025
State Assembly Districts
District Registered Voters District Registered Voters
34th 96,713 53rd 79,390
39th 142,379 54th 226,159
40th 341,812 55th 306,479
41st 240,999 56th 290,595
42nd 109,793 57th 224,981
43rd 260,486 61st 287,381
44th 338,031 62nd 247,716
46th 287,847 64th 254,664
48th 280,373 65th 273,000
49th 260,984 66th 321,746
51st 324,905 67th 51,860
52nd 300,909 69th 292,177
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Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 18.

OFFICES/ DISTRICTS
As of September 2025
State Senate Districts
District Registered Voters District Registered Voters
20th 504,441 28th 555,224
22nd 381,605 30th 559,141
23rd 430,149 33rd 562,947
24th 698,948 34th 40,675
25th 589,432 35th 528,533
26th 494,249 36th 51,860
27th 444,175
Congressional Districts
District Registered Voters District Registered Voters
23rd 8,907 35th 77,706
26th 38,707 36th 513,460
27th 470,604 37th 410,671
28th 414,853 38th 427,576
29th 396,884 42nd 412,124
30th 487,515 43rd 412,914
31st 428,410 44th 433,822
32nd 482,142 45th 53,785
34th 371,299
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Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 19.

LOS ANGELES COUNTY STATISTICS
Square Miles
4,105
Total Population

9.7 million
Based on 2022 U.S. Census Bureau Stats
Eligible Population of Voters

6.5 million
Estimated by SOS as of January 2024
Registered Voters

5.8 million
By SOS as of September 2025
Estimates of Population of Race and Ethnicity in L.A. County Based on July 2021 U.S. Census Bureau Stats

25.3%
White alone, not
Hispanic or Latino
9%
Black or African
American alone

15.6%
Asian alone

49.1%
Hispanic or Latino

3.3%
Two or more races

0.4%
Native Hawaiian and other
Pacific Islander alone

1.5%
American Indian and
Alaska Native alone
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Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 20.

NOVEMBER 2025 STATEWIDE SPECIAL ELECTION FAQ

ABOUT THIS SPECIAL ELECTION
The California Legislature passed legislation that officially called the statewide special election and placed State Measure 50 on the ballot. Because it involves proposed changes to the state constitution, it must be decided by the voters in a statewide election.

Voters are being asked to approve or reject State Measure 50, which would authorize temporary adjustments to California’s Congressional district maps through 2030.

If passed, you may see a different congressional district or candidates on your 2026 ballot. Your registration and eligibility remain unchanged.

Yes. This special election is focused on a single statewide measure.

WHY IS THIS ELECTION HAPPENING NOW?
WHAT ARE VOTERS DECIDING?
HOW WILL MEASURE 50 AFFECT ME AS A VOTER?
IS THIS ELECTION ONLY ABOUT MEASURE 50?

VOTER REGISTRATION
The easiest method to register to vote is online at LAVOTE.GOV.

Voter registration applications are also available at most government buildings like libraries, DMV offices, Post Offices, and the Registrar Headquarters in Norwalk.

Voters must register to vote by October 20 to receive a Vote by Mail ballot for this election.

Yes. Any eligible voter who misses the October 20 deadline can still vote in person at any Vote Center in L.A. County via Conditional Voter Registration (same-day registration).

If a voter has moved, changed their name, or wants to change their political party affiliation, they can update their registration at LAVOTE.GOV, or voters can update their registration at a vote center.

HOW CAN I REGISTER TO VOTE?
CAN I VOTE IF I MISS THE REGISTRATION DEADLINE?
HOW AND WHEN SHOULD I UPDATE MY VOTER REGISTRATION?
Yes. You can update your registration information at any Vote Center in L.A. County.

CAN I UPDATE MY VOTER REGISTRATION INFORMATION AT A VOTE CENTER? 70 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 21.

NOVEMBER 2025 STATEWIDE SPECIAL ELECTION FAQ
No. If your displacement is temporary, you do not need to change your residential (home) address on your voter registration. However, you can add a temporary mailing address so that you can continue receiving election materials.
• Keep your current registration: Your voting districts and eligibility for local contests will stay the same.
• Add a temporary mailing address: This ensures you continue receiving your Vote by Mail ballot and election materials at your current location.

There are two simple ways to add a mailing address:
• Option 1: Re-register online at LAVOTE.GOV or RegisterToVote.ca.gov. Be sure to check the box that says, “My mailing address is different from my home address.” • Option 2: Call our Voter Information Hotline at (800) 815-2666, option 2 to update your mailing address over the phone.

Only update your mailing address. Do not change your home (residential) address unless you’ve permanently moved.

Yes. You will automatically be mailed a new ballot if you recently updated your registration with a new address. Depending on when you updated your registration, an initial ballot to the previous address may have been mailed. In that case, that initial ballot will be suspended, and if it's returned, it will be caught.

DO I NEED TO CHANGE MY VOTER REGISTRATION IF I’VE BEEN TEMPORARILY DISPLACED BY THE WILDFIRES?
HOW DO I ADD A TEMPORARY MAILING ADDRESS TO MY VOTER REGISTRATION?

IF I UPDATE MY VOTER REGISTRATION WITH A NEW ADDRESS, WILL I AUTOMATICALLY RECEIVE A NEW VOTE BY MAIL BALLOT?
Whether you are unhoused, or in between residences for any reasons, you can register to vote using a temporary residence or with the cross-streets that you are currently residing. When completing the voter registration application provide the city, zip code and closest intersecting cross-streets.

You must also provide a mailing address where you can receive your voting materials, such as at a shelter, church, or P.O. Box.

CAN I REGISTER AND VOTE IF I DON’T HAVE A PERMANENT ADDRESS?

VOTER REGISTRATION CONTINUED

VOTER REGISTRATION FOR PEOPLE DISPLACED BY WILDFIRES
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Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 22.

VOTE BY MAIL (VBM)
Voters can request a replacement ballot at LAVOTE.GOV/REPLACEBALLOT. The last day to request a replacement is October 28.

Call (800) 815-2666, option 2, or email [email protected] with your full name, date of birth, and address.

WHAT IF I DON’T RECEIVE A BALLOT OR IT GETS DAMAGED?
Vote by mail ballots are mailed to all registered voters beginning October 2. Most voters will receive their ballots within 1 week.

WHEN WILL I RECEIVE MY VOTE BY MAIL BALLOT?
NOVEMBER 2025 STATEWIDE SPECIAL ELECTION FAQ
Yes. As long as your residential address remains unchanged, your voting districts will remain the same. You can vote on all contests related to your original address, even if you’ve added a different mailing address.

If you move permanently and re-register at a new address, your voting districts will likely change.

This change will update your voter record and determine your eligibility to vote in local contests and measures tied to your new residential address.

If you’re unsure, it’s best to keep your current residential address on file and add a temporary mailing address. This ensures you stay connected to your voting districts while still receiving important election materials.

Yes. You can list any location where you are currently staying as your mailing address, even if it’s temporary. Your residential address will continue to determine which contests you’re eligible to vote on.

If you’ve submitted a change of address to USPS, we may receive that update and send you a notice asking you to confirm your residential and mailing addresses. This is to ensure your voter registration remains accurate and up to date. No action is taken until we hear back from you.

WILL I STILL BE ABLE TO VOTE ON LOCAL ISSUES TIED TO MY ORIGINAL COMMUNITY? WHAT HAPPENS IF I PERMANENTLY MOVE AND UPDATE MY VOTER REGISTRATION? WHAT IF I’M NOT SURE WHETHER MY MOVE IS TEMPORARY OR PERMANENT? CAN I STILL VOTE IF I’M STAYING WITH FRIENDS, FAMILY , OR AT A TEMPORARY SHELTER? WHAT IF I ALREADY SUBMITTED A FORWARDING ADDRESS WITH THE U.S. POSTAL SERVICE (USPS)?

VOTER REGISTRATION FOR PEOPLE DISPLACED BY WILDFIRES CONTINUED 72 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 23.

IN-PERSON VOTING
Vote Centers will be open daily beginning Saturday, October 25, from 10 AM to 7 PM, and from 7 AM to 8 PM on Election Day.

Visit LOCATOR.LAVOTE.GOV or call (800) 815-2666, option 1.

Every registered voter will be mailed a separate mailer in mid-October that lists the nearest Vote Center locations to their home.

WHEN WILL VOTE CENTERS OPEN?
HOW CAN I FIND A VOTE CENTER?
Yes. All Vote Centers also serve as Ballot Drop Box locations, and there's no waiting in line. If you're dropping off a ballot, walk straight to the front.

CAN I RETURN MY VOTE BY MAIL BALLOT AT THE VOTE CENTER?

VOTE BY MAIL (VBM) CONTINUED
Simply write “Moved – no longer here” on the envelope and place it back in the mail.

WHAT DO I DO IF I RECIEVE A BALLOT THAT’S NOT ADDRESSED TO ME? Your signature is required for your ballot to be counted. If your signature is missing or if the signature provided doesn’t match the signature on your voter registration record, we will mail you a notice with instructions and a deadline to ensure your ballot is counted. If you have an email or phone number on file, you will also receive an email and automated phonecall.

WHAT IF I FORGOT TO SIGN MY BALLOT OR MY SIGNATURE DOESN’T MATCH WHAT’S ON MY RECORD?
NOVEMBER 2025 STATEWIDE SPECIAL ELECTION FAQ
Online at LAVOTE.GOV/DropBox.

A list of Ballot Drop Box locations near the voter’s residence is included in the Vote by Mail packet.

For your ballot to be counted, you must sign the Return Envelope. The RR/CC verifies your ballot by comparing the signature on the envelope to the signature in your voter registration record.

Enter the date the ballot is returned. If a voter enters their birth date instead, the ballot will still be processed, and once verified, it will be counted.

WHERE CAN I FIND A LIST OF BALLOT DROP BOX LOCATIONS?
WHY DO I NEED TO SIGN THE RETURN ENVELOPE?
DO I PUT MY BIRTHDAY ON THE RETURN ENVELOPE OR THE DATE OF RETURN? 73 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 24.

IN-PERSON VOTING CONTINUED
California law does not require registered voters to show identification when voting.

However, if a voter is registering for the first time, they must provide a valid government photo ID or the last four digits of the Social Security number.

Yes. California is one of at least 31 states that requires time off for voting if employees don’t have enough time outside work hours. You can take as much time as you need, but employers are only required to pay for a maximum of two hours.

Employers may require advance notice. The time off must be at the beginning or the end of your shift. Employers are required to post a notice about this 10 days before a statewide election.

DO I NEED TO PROVIDE IDENTIFICATION TO VOTE AT A VOTE CENTER? CAN I LEAVE WORK TO VOTE?
No. The BMD does not count votes. All paper ballots cast in a BMD are securely transported to the Ballot Processing Center every night and counted on Election Night.

No. The Ballot Marking Devices are not connected to the Internet or any network source.

DOES THE BALLOT MARKING DEVICE COUNT VOTES?
ARE THE BALLOT MARKING DEVICES (BMD) CONNECTED TO THE INTERNET OR TO A NETWORK? NOVEMBER 2025 STATEWIDE SPECIAL ELECTION FAQ
Vote Centers are staffed with diverse Election Workers who speak the languages commonly spoken in your community. If you need support in a language not spoken at the location, the Election Worker will call the Multilingual Hotline for translation services.

WHAT IF I NEED HELP IN A LANGUAGE OTHER THAN ENGLISH?
74 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 25.

BALLOT MARKING DEVICE AND ELECTRONIC POLLBOOK
The benefits of technology for an easy and accessible
voting experience - with a paper ballot.

The Ballot Marking Device makes it easy for voters to
customize the voting experience to fit their needs. Voters can access 19 languages, adjust the touch screen to a
comfortable angle, change the display settings such as text size and contrast or go through the ballot using the audio headset and control pad.

Security remains a top priority for Los Angeles County, that’s why this device is not connected to a network or the internet. The easy-to-follow instructions can guide any voter through the voting process without the need for assistance.

Previously, voters with mobility or visual challenges were asked to go to a separate voting booth; not any more. The Ballot Marking Device provides all the accessibility features previously available and upgrades them all into one device.

The Electronic Pollbook (ePollbook) has replaced the paper precinct list of voters and provides Los Angeles County and voters with a modern and secure check-in experience.

Election Workers now have the ability to update voter
registration information in real-time allowing voters to visit any participating Vote Center in the Los Angeles County.

Voters can securely update their registration information, leave their Vote by Mail ballot at home and still cast a standard in-person ballot, and eligible voters who missed the registration deadline can visit any Vote Center and cast a ballot through Conditional Voter Registration.

The ePollbooks are not connected the Ballot Marking
Device or the Tally System to protect voter information and anonymity.

Ballot Marking Device
Electronic Pollbook
75 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 26.

CANVASS: FINALIZING THE VOTE
Finalizing the Official Vote Tally (Canvass)
Counting ballots does not end on Election Night. The Registrar’s office makes sure all ballots cast are counted. After Election Night there are tens of thousands of ballots that need to be counted, including Vote by Mail ballots received on Election Day, provisional ballots, write-in ballots, and damaged ballots. These ballots are counted during the 30- day period known as the Official Election Canvass. Provisional ballots require additional review to verify voters are eligible to vote and write-in ballots were cast for qualified candidates.

California state law requires the RR/CC to complete and certify the results within 30 days. This provision of the law recognizes the complexity of completing the ballot count and conducting a thorough audit of the election results to ensure accuracy.

The legally mandated processes described above are utilized to guarantee that every eligible vote is counted and included in the official final election returns.

Auditing the Election Results
By law, a random sample of ballots from every election must be manually tallied to verify Election Night machine counts. A minimum of all votes cast in one percent (1%) of the precincts is included in this process, which is known as the 1% Manual Tally Audit. The 1% Manual Tally Audit is open to the public. (E.C. 15360) Public Observation
Every citizen has the right to observe the Official Election Canvass process. Candidates and the public are invited to observe the ballot counting and auditing process by joining the Election Observer Program. The program is part of Los Angeles County’s commitment to conducting open and transparent elections.

Election observers have the opportunity to observe the logic and accuracy testing of the election systems equipment, Vote by Mail ballot processing, Election Day activities at Vote Centers and Check-in Centers, tally center operations and post-election processing.

To learn more, the Election Observer Panel Plan is available online at LAVOTE.GOV. 76 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 27.

REQUESTING A RECOUNT
Who can request a recount?
Any voter of the state may file a request (E.C. § 15620). For more information download our booklet at LAVOTE.GOV.

Timing of Request
The request must be filed within five (5) calendar days, after the completion of the official canvass. The RR/CC is not open on weekends or holidays. If the deadline falls on the weekend or holiday, the date will be moved to the next business day (E.C. § 15).

Exceptions
• For statewide recount contests, the request may be filed with the Secretary of State’s Office within five (5) days beginning on the 31st day after the election (E.C. § 15621). • If election is conducted in more than one county the request may be filed within five (5) days beginning on the 31st day after the election (E.C. § 15620).

Notice of Recount
A notice stating the date and place of the recount will be posted by the elections official at least one day prior to the recount and the following persons will be notified in person or by telegram (E.C. § 15628).

Notices are issued to the following parties:
• All candidates for the office being recounted.
• Authorized representatives for presidential candidates, if the race for presidential delegates is to be recounted.
• Proponents of any initiative or referendum or persons filing ballot arguments for or against any initiative, referendum or measure to be recounted. • Secretary of State if the recount is for candidates for any state or federal office, delegates to a national convention, or any state measure. 77 NOVEMBER 4, 2025 STATEWIDE SPECIAL ELECTION
Los Angeles County Registrar-Recorder/County Clerk LAVOTE.GOV 28.

LAVOTE.GOV
FOLLOW US ONLINE: @LACOUNTYRRCC
78 AGENDA STAFF REPORT

DATE:

October 21, 2025
TO:

Honorable Mayor and Members of the City Council
APPROVED BY:

Gabriel A. Gonzalez, Interim City Manager
PREPARED BY:

Brittany Leslie, Senior Management Analyst
SUBJECT:

AWARD OF CONTRACT TO HDL COMPANIES FOR BUSINESS

LICENSE AND CANNABIS TAX SERVICES
Agenda Item # 10.1.

Recommendation:

Staff recommends that the City Council adopt the attached resolution entitled: "A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD, COUNTY OF LOS

ANGELES, STATE OF CALIFORNIA, AWARDING A CONTRACT TO HDL COMPANIES

FOR BUSINESS LICENSE AND CANNABIS TAX SERVICES AND APPROPRIATING ADDITIONAL FUNDS."
Background:

On April 14, 2025, the City of Lynwood issued a Request for Proposal (RFP) for Business License Services through the City's online procurement portal, PlanetBids.

The Scope of Services included:

Business License Software
Business License and Cannabis Tax Administration
Online Filing and Payment Processing
Business License and Cannabis Business Management, including Discovery and Audit

The purpose of the solicitation was to identify a qualified firm with demonstrated expertise to manage the City's business license program, including specialized support for cannabis related compliance and auditing.

The City of Lynwood currently contracts with HdL Companies for business license services.

HdL has successfully provided these services for the past 10 years, maintaining compliance, processing efficiency, and customer support for Lynwood's business community.

City Council City Council Regular Meeting 79
Discussion and Analysis:

The RFP opening occurred following the required public notice period. At the close of the solicitation on May 15, 2025, staff received one proposal, submitted by HdL Companies.

HdL Companies has extensive experience providing comprehensive municipal business license services throughout California. As the leading provider of local tax revenue administration and compliance services in the state, Hdl currently partners with nearly 300 cities and counites. Their services include business license tax and registration, transient occupancy tax, cannabis tax administration, short-term rental programs, utility user tax, and rental unit registration. HdL also has extensive experience supporting agencies with cannabis business tax administration, compliance, and auditing.

After careful evaluation of HdL's proposal, staff determined that HdL meets all qualifications outlined in the RFP and provides cost-effective, proven solution to enhance the City's business license operations. HdL's system offers user-friendly online applications, enhanced tracking and reporting capabilities, and integrated compliance monitoring, which have already been successfully implemented in Lynwood.

While the City received only one proposal, staff believes that reissuing the RFP would likely yield the same results. The field of qualified vendors offering both municipal business license administration and cannabis compliance services is limited, and HdL Companies is recognized as one of the few firms in California with the necessary experience, technology, and capacity to meet the City's full scope of work. Therefore, reissuing the RFP would likely delay services without attracting additional qualified proposals.

Awarding the contract to HdL Companies ensures continuity of service, prevents disruption to the City's current business licensing operations, and maintains compliance with State and local regulations while improving overall efficiency and customer service.

Fiscal Impact:

Based on HdL's cost proposal and the City's current business license activity, the estimated annual cost for HdL services for Fiscal Year 2025-2026 is outlined below. The estimate included the cost of business license administration, discovery and audit services, and cannabis related program support. All costs are subject to annual CPI adjustments and vary depending on audit recoveries and service volume.

Service Category
Rate / Basis
Estimated
Annual Volume
Estimated Annual
Cost
Business License
Administration
$18.00 per processed
account
3,762 accounts
(active + new)
$67,716
Business License
Discovery & Audit
40% of revenue recovered;
25% of collections
Est. $100,000 in
recoveries
$52,500
Cannabis Tax
Administration
$900 per establishment
annually
10 establishments
$9,000
City Council City Council Regular Meeting 80
Business License RFP Reso Revised 10.21.25.docx
HdL Exhibit A.pdf
Agreement - HdL_Companies.docx
Cannabis Business
Revenue Audit (optional)
$10,000 per annual audit
1 audit
$10,000
Cannabis Compliance Site
Visits (optional)
$2,500 per site visit
10 site visits
$25,000
Total Estimated Annual
Cost

≈ $164,000

(plus
CPI adjustment)
Service Category
Rate / Basis
Estimated
Annual Volume
Estimated Annual
Cost

The estimated annual cost of approximately $164,000 will funded through the General Fund and offset by the revenues generated from the business license fees. The City currently appropriated $115,000 for these services in the Fiscal Year 2025-2026 budget. Staff recommends allocating an additional $49,000 to cover the full anticipated costs of HdL Companies' services. Final expenditures may vary slightly depending on CPI adjustments, audit outcomes, and compliance activity levels.

Coordinated With:

City Manager's Office
City Attorney's Office
ATTACHMENTS:

Description
City Council City Council Regular Meeting 81

RESOLUTION NO. ____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD,

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AWARDING A

CONTRACT TO HDL COMPANIES FOR BUSINESS LICENSE AND

CANNABIS TAX ADMINISTRATION SERVICES AND APPROPRIATING

ADDITIONAL FUNDS

RECITALS

WHEREAS, On April 14, 2025, the City of Lynwood issued a Request for Proposal (RFP) for Business License Services through the City’s procurement portal , PlanetBids; and

WHEREAS, the scope of services included business license software, business license and cannabis tax administration, online filing and payment processing, business license and cannabis business management including discovery and audit; and

WHEREAS, at the close of the solicitation period May 15, 2025, the City received one proposal from HdL Companies; and

WHEREAS, HdL Companies has extensive experience providing municipal business license services to nearly 300 cities and counties throughout California; and

WHEREAS, the City Council finds it is in the best interest of the City to award the contract to HdL Companies to provide the required Business License and Cannabis Tax Services.

WHEREAS, the estimated annual cost of approximately $164,000 will be funded through the General Find and offset by revenues generated from business license fees; and

WHEREAS, staff has appropriated $115,000 in Fiscal Year 2025-2026 budget for these services, and an additional appropriation of $49,000 is required to fully fund the contract amount.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LYNWOOD HEREBY FIND, PROCLAIM, ORDER, AND RESOLVE AS FOLLOWS:

Section 1. The City Council awards a contract to HdL Companies to provide Business License and Cannabis Tax Services in an amount not to exceed $164,000 annually.

Section 2. The City Council hereby authorizes an additional appropriation of $49,000 to fund 1011.51.510.62015 to fully fund the contract with HdL Companies for Fiscal Year 2025-2026.
82 Section 2. The City Manager, or designee, is authorized to execute the contract with HdL Companies in a form approved by the City Attorney.

Section 3. The City Clerk shall certify to the adoption of this Resolution and hereafter the same shall be in full force and effect.

PASSED, APPROVED AND ADOPTED this 21st day of OCTOBER 2025.

________________________________
Rita Soto, Mayor

ATTEST:

___________________________
María Quiñónez, City Clerk

APPROVED AS TO FORM: APPROVED AS TO CONTENT:

__________________________ ______________________________ Noel Tapia, City Attorney Gabriel Gonzalez, Interim City Manager

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97 1

PROFESSIONAL SERVICES AGREEMENT

This agreement (“Agreement”) is made as of October 21, 2025 by and between the City of Lynwood, a municipal corporation ("City") an d Hinderliter De Llamas & Associates (“Consultant”). City and Consultant are sometimes hereinafter individually referred to as a “Party” and collectively referred to as the “Parties.”

R E C I T A L S

WHEREAS, City desires to utilize the services of consultant as an independent contractor to provide support for Business License and Cannabis Tax Administration services as set forth in the Scope of Services attached hereto as Exhibit A; and

WHEREAS, Consultant represents that it is fully qualified to perform such consulting services by virtue of its experience and the training, education and expertise of its principals and employees.

NOW, THEREFORE, in consideration of performance by the parties of the covenants and conditions herein contained, the parties hereto agree as follows:

1. Company's Scope of Services. The nature and scope of the specific services to be performed by Consultant are as described in Exhibit A.

2. Term of Agreement. This Agreement shall commence October 21, 2025 (the “Commencement Date”) and shall remain and continue in effect until tasks described in Exhibit A are completed; and maybe be extended by the City Manager for up to two (2) additional years by the City, but in no event later than June 30, 2028, unless sooner terminated pursuant to the provisions of this Agreement.

3. Compensation.

A. City agrees to compensate Consultant for services under this Agreement in compliance with the schedule set forth in Exhibit A. Consultant shall submit proper monthly invoices in the form and manner specified by City. Each invoice shall include a monthly breakdown of all monthly services performed together with the hours spent on each service. Consultant shall maintain appropriate and necessary document ation supporting the monthly invoices detailing the type of service provided. It shall be available for review by the City at all reasonable times upon request.

B. Total payment to consultant pursuant to this Agreement shall not exceed $164,000.

C. If at the request of the City, Consultant is required to incur out of pocket expenses (including but not limited to, out-of-town travel and lodging) which are above and beyond the ordinary expenses associated wit h performance of this Agreement, Consultant shall be entitled to reimbursement of such expenses. Consultant shall only be reimbursed for those expenses which: (I) appear on Consultant’s monthly invoices; 98 2

(II) are accompanied by a copy of the City’s written authorization for Consultant to incur such expenses; and (III) receipts documenting such expenses.

4. General Terms and Conditions. The General Terms and Conditions set forth in Exhibit B are incorporated as part of this Agreement. In the event of any inconsistency between the General Terms and Conditions and any other exhibit to this Agreement, the General Terms and Conditions shall control unless it is clear from the context that both parties intend the provisions of the other exhibit(s) to control.

5. Addresses.

City of Lynwood

City of Lynwood
11330 Bullis Road
Lynwood, CA 90262
Attn: Julian Lee, City Manager

Company

HdL Companies
120 S. State College Blvd., Ste 200
Brea, CA 92821
Attn: John Yonai

6. Exhibits. All exhibits referred to in this Agreement are listed here and are incorporated and made part of this Agreement by this reference.

Exhibit A – Scope of Services and Compensation Schedule Exhibit B – General Terms and Conditions

SIGNATURES ON FOLLOWING PAGE

99 3

IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates written below.

CITY

CITY OF LYNWOOD

By: ______________________________ ______________________ Gabriel Gonzalez, Interim City Manager Date

CONSULTANT

Tierra West Advisors

By: _______________________________ ________________________ Josh Davis Date

ATTEST:

By: ______________________________ ________________________ Maria Quinonez, City Clerk Date

APPROVED AS TO FORM:

By: ______________________________ ________________________ Noel Tapia, City Attorney Date

100
1 EXHIBIT A

SCOPE OF WORK

101
1 EXHIBIT B

GENERAL TERMS AND CONDITIONS

1. Status as Independent Contractor.

A. Consultant is, and shall at all times remain as to City, a wholly independent contractor. Consultant shall have no power to incur any debt, obligation, or liability on behalf of the City of Lynwood or otherwise act on behalf of Lynwood as an agent. Neither the City of Lynwood nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of the City of Lynwood.

B. Consultant agrees to pay all required taxes on amounts paid to Consultant under this Agreement, and to indemnify and hold City harmless from any and all taxes, assessments, penalties, and interests asserted against City by reason of the independent Consultant relationship created by this Agreement. In the event that City is audited by any Federal or State agency regarding the independent status of Consultant and the audit in any way fails to sustain the validity of a wholly independent Consultant relationship between City and Consultant, then Consultant agrees to reimburse City for all costs, including accounting and attorney's fees, arising out of such audit and any appeals relating thereto.

C. Consultant shall fully comply with the workers' compensation law regarding Consultant and Consultant’s employees. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this Section 1.

D. Consultant represents to the City, and City relies on Consultant’s representations, that Consultant shall serve solely in the capacity of an independen t contractor to the City. Neither the City nor any of its agents will have control over the conduct of Consultant or any of Consultant’s employees, except as otherwise set forth in the Agreement. Consultant may not, at any time or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of the City. The City has no duty, obligation, or responsibility to the Consultant’s agents or employees, including the Affordable Care Act coverage requirements. Consultant is solely responsible for any tax penalties associated with the failure to offer affordable coverage to its agents and employees under the Affordable Care Act with respect to Consultant’s agents and employees. Consultant warrants and represents that the City will not be responsible and will not be held liable for issues related to Consultant’s status as an independent contractor, including Consultant’s failure to comply with Consultant’s duties, obligations, and responsib ilities under the Affordable Care Act.

Consultant further agrees to defend, indemnify, and hold the City harmless for any and 102
2 all taxes, claims, and penalties against the City related to Consultant’s obligations under the Affordable Care Act.

2. Standard of Performance

Consultant shall perform all work to the highest professional standards and in a manner reasonably satisfactory to the City Manager or his/her designee. No additional or different tasks or services shall be performed by Consultant other than those specified in Exhibit A.

3. Indemnification.

A. Consultant is skilled in the professional calling necessary to perform the services and duties agreed to be performed under this Agreement, and City is relying upon the skill and knowledge of Consultant to perform said services and duties.

B. City and its respective elected and appointed boards, officials, officers, agents, employees and volunteers (individually and collectively, "Indemnities") shall have no liability to Consultant or any other person for, and Consultant shall indemnify, defend, protect and hold harmless Indemnities from and against, any and all liabilities, claims, actions, causes of action, proceedings, suits, damages, judgments, liens, levies, costs and expenses of w hatever nature, including reasonable attorneys' fees and disbursements (collectively "Claims"), which Indemnities may suffer or incur or to which Indemnities may become subject by reason of or arising out of any injury to or death of any person(s), damage to property, loss of use of property, economic loss or other loss occurring as a result of or allegedly caused by Consultant’s performance of or failure to perform any services under this Agreement or by the negligent or willful acts or omissions of Consultant, its agents, officers, directors, subcontractor, sub consultant or employees, committed in performing any of the services under this Agreement. Notwithstanding the foregoing, the provisions of this subsection shall not apply to Claims occurring as a result of the City’s sole negligence or willful acts or omissions.

C. Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth in this Section from each and every subcontractor, sub consultant or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. In the event Consultant fails to obtain such indemnity obligations from others as required in this Section, Consultant agrees to be fully responsible according to the terms of this Section. Failure of the City to monitor compliance with these requirements imposes no additional obligations on City and will in no way serve as a waiver of any rights hereunder. This obligation to indemnify and defend Indemnities as set forth herein shall survive the termination of this Agreement and is in addition to any rights which City may have under the law. This indemnity is effective without reference to the existence or applicability of any insurance coverage which may have been required under this Agreement or any additional insured endorsements which may extend to City.
103
3 4. Insurance.

A. Without limiting Consultant’s indemnification of Indemnities pursuant to Section 3 of this Agreement, Consultant shall obtain and provide and maintain at its own expense during the term of this Agreement the types and amounts of insurance as described below:

(I) Consultant shall maintain Commercial General Liability Insurance with coverage at least as broad as Insurance Services Office Commercial General Liability Form CG 00 01 in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. Defense costs must be paid in addition to lim its. There shall be no cross liability exclusion for claims or suits by one insured against another. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not b e accepted.

(II) Consultant shall maintain Business Auto Coverage on ISO Business Auto Coverage Form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non- owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.

(III) Consultant shall maintain Workers’ Compensation I nsurance (Statutory Limits) and Employer’s Liability Insurance with on a state approved policy form providing statutory benefits as required by law with employer’s liability limits no less than $1,000,000 per accident for all covered losses;

(IV) Consultant shall maintain Professional Liability or Errors and Omissions Insurance that covers the services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate.

Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.

B. City, its officers , officials, employees and volunteers shall be named as additional insureds on the policy(ies) as to commercial general liability and automotive liability.

C. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved 104
4 by the City’s Risk Manager.

D. All insurance policies shall provide that the insurance coverage shall not be non-renewed, canceled, reduced, or otherwise modified (except through the addition of additional insureds to the policy) by the insurance carrier without the insurance carrier giving City thirty (30) days' prior written notice thereof. Any such thirty (30) day notice shall be submitted to CITY via certified mail, return rec eipt requested, addressed to “Director of Human Resources ,” City of Lynwood, 11330 Bullis Road , Lynwood, California, 90262. Consultant agrees that it will not cancel, reduce or otherwise modify said insurance coverage.

E. Consultant shall submit to City (I) insurance certificates indicating compliance with the minimum worker's compensation insurance requirements above, and ( II) insurance policy endorsements indicating compliance with all other minimum insurance requirements above, not less than one (1) day prior to beginning of performance under this Agreement. Endorsements shall be executed on City’s appropriate standard forms entitled "Additional Insured Endorsement".

F. Consultant’s insurance shall be primary as respects the Cit y, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees and volunteers shall be excess of Consultant’s insurance and shall not contribute with it.

G. Consultant agrees that if it does not keep the aforesaid insurance in full force and effect, and such insurance is available at a reasonable cost. City may take out the necessary insurance and pay the premium thereon, and the repayment thereof shall be deemed an obligation of Consultant’s and the cost of such insurance may be deducted, at the option of City, from payments due Consultant.

5. Release of Information/Confidentiality.

A. Consultant in the course of its duties may have access to confidential data of City, private individuals, or employees of the City. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the te rmination of this Agreement. Consultant, its officers, employees, agents, or subconsultants, shall not without written authorization from the City Manager, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. Consultant’s covenant under this section shall survive the termination of this Agreement.

105
5 B. Consultant shall promptly notify City should Consultant, its officers, employees, agents, or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, inte rrogatories, request for admissions, or other discovery request, court order, or subpoe na from any person or party regarding this Agreement and the work performed thereunder. City retains the right, but has no obli gation, to represent Consultant and/or be present at any deposition, hearing, or similar proceeding. Consultant agrees to cooperate fully with City and to provide the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response

6. Ownership of Work Product.

A. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and other such information required by the City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identi¬fied and readily accessible. Consultant shall provide free access to the representatives of the City or its designees at reasonable times to such books and records; shall give the City the right to examine and audit said books and records; shall permit the City to make transcripts therefrom as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment.

B. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused, or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files, Consultant shall make available to the City, at the Consultant's office and upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring, and printing computer files.

7. Conflict of Interest.

A. Consultant covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the services to be per formed by Consultant under this Agreement, or which would conflict in any manner with the performance of its services hereunder. Consultant further covenants that, in performance of this Agreement, no person having any such interest shall be employed by i t.

Furthermore, Consultant shall avoid the appearance of having any interest which would conflict in any manner with the performance of its services pursuant to this Agreement.

106
6 B. Consultant covenants not to give or receive any compensation, monetary or otherwise, to or from the ultimate vendor(s) of services to City as a result of the performance of this Agreement, or the services that may be procured by the City as a result of the recommendations made by Consultant’s covenants under this section shall survive the termination of this Agreement.

8. Termination. Notwithstanding any other provision, this Agreement may be duly terminated at any time by the City at its sole discretion with or without cause by serving upon the consultant at least ten (10) days prior written notice (“Notice of Termination”).

Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. Unless expressly agreed upon in writing by the City, the City shall not be obligated to pay for any services rendered nor any costs or expenses paid or incurred after the date of termination. The effective date of termination shall be upon the date specified in the written Notice of Termination.

Consultant agrees that in the event of such termination, Consultant must refund the City its prorated share, except for services satisfactorily rendered prior to the effective date of termination. Immediately upon receiving written Notice of Termination, Consultant shall discontinue performing services, preserve the product of the services and upon payment for services, turn over to City the product of the services in accordance with written instructions of City.

In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City.

9. Personnel. Consultant represents that it has, or will secure at its own expense, all personnel required to perform the services under this Agreement. All of the services required under this Agreement will be performed by Consultant or under its supervision, and all personnel engaged in the work shall be qualified to perform such services.

Consultant reserves the right to determine the assignment of its own employees to the performance of Consultant’s services under this Agreement, but City reserves the right, for good cause, to require Consultant to exclude any employee from performing services on City's premises.

10. Non-Discrimination and Equal Employment Opportunity.

A. Consultant shall not discriminate as to race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual orientation, in the performance of its services and duties pursuant to this Agreement, and will comply with all rules and regulations of City relating thereto. Such nondiscrimination shall include but not be limited to the following: employment, upgrading, demotion, transfers, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship.

107
7 B. Consultant will, in all solicitations or advertisements for employees placed by or on behalf of Consultant state either that it is an equal opportunity employer or that all qualified applicants will receive consideration for employment without regard to race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual orientation.

C. Consultant will cause the foregoing provisions to be inserted in all subcontracts for any work covered by this Agreement except contracts or subcontracts for standard commercial supplies or raw materials.

11. Assignment. Consultant shall not assign or transfer any interest in this Agreement nor the performance of any of Consultant obligations hereunder, without the prior written consent of City, and any attempt by Consultant to assign this Agreement or any rights, duties, or obligations arising hereunder shall be void and of no effect.

12. Performance Evaluation. For any Agreement in effect for twelve months or longer, the City Manager may require a written annual administrative performance evaluation within ninety (90) days of the first anniversary of the effective date of this Agreement, and each year thereafter throughout the term of this Agreement. The work product required by this Agreement shall be utilized as the basis for review, and any comments or complaints received by City during the review period, either orally or in writing, shall be considered. City shall meet with Consultant prior to preparing the written report. If any noncompliance with the Agreement is found, City may direct Consultant to correct the inadequacies, or, in the alternative, may terminate this Agreement as provided herein.

13. Compliance with Laws. Consultant shall keep itself informed of State, Federal and Local laws, ordinances, codes and regulations which in any mann er affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. Consultant shall at all times comply with such laws, ordinances, codes and regulations. The City, its officers and employees shall not be liable at law or in equity occasioned by failure of Consultant to comply with this Section.

14. Licenses. At all times during the term of this Agreement, Consultant shall have in full force and effect all licenses (including a City business license) required of it by law for performance of the services hereunder.

15. Non-Waiver of Terms, Rights and Remedies. Waiver by either party of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall the making by City of any payment to Consultant constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Consultant, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default.

16. Attorney's Fees. In the event that either party to this Agreement shall commence 108
8 any legal or equitable action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action or proceeding shall be entitled to recover its costs of suit, including reasonable attorney's fees and costs, including costs of expert witnesses and Consultant.

17. Notices. Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during Consultant regular business hours or by facsimile before or during Consultant regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses heretofore set forth in the Agreeme nt, or to such other addresses as the parties may, from time to time, designate in writing pursuant to the provisions of this section.

18. Governing Law. This Agreement shall be construed and interpreted both as to validity and to performance of the Part ies in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California. However, the Parties may agree to submit any dispute to non-binding arbitration.

19. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be the original, and all of which together shall constitute one and the same instrument.

20. Severability. If any provision or any part of any provision of this Agreement is found to be invalid or unenforceable, the balance of this Agreement shall remain in full force and effect.

21. Entire Agreement. This Agreement, and any other documents incorporated herein by specific reference, represents the entire and integrated agreement between Consultant and City. This Agreement supersedes all prior oral or written negotiations, representations or agreements. This Agreement may not be amended, nor any provision or breach hereof waived, except in a writing signed by the Parties which expressly refers to this Agreement. Amendments on behalf of the City will only be valid if signed by the Mayor and attested by the City Clerk.

22. Authority. The person or persons executing this Agreement on behalf of Consultant warrants and represents that he/she has the authority to execute this Agreement on behalf of Consultant and has the authority to bind Consultant to the performance of its obligations hereunder.

23. Force Majeure. A Party’s performance of any obligation under this Agreement shall be suspended if, and to the extent that, the Party is unable to perform because of any event of Force Majeure. In any such event, the Party unable to perform shall be required to resume p erformance of its obligations under this Agreement upon the termination of the event or cause that excused performance hereunder. “Force Majeure” 109
9 herein means an event which is beyond the reasonable control of a Party, including without limitation, (a) acts of God including flood, fire, earthquake, hurricane or explosion, pandemic; (b) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (c) government order or law that prevents either Party from performing its obligations as set forth in this Agreement; (d) actions, embargoes or blockades in effect on or after the date of this Agreement; (e) action by any governmental authority that prevents either Party from performing its obligations as set fo rth in this Agreement; (f) national or regional emergency; (g) strikes, labor stoppages or slowdowns or other industrial disturbances, other than those involving the affected parties employees; (h) shortage of adequate power or transportation facilities.

Neither Party shall be liable for any delay or default in, or failure of, performance resulting from or arising out of any Force Majeure event, and no such delay, default in, or failure of performance shall constitute a breach by either Party hereunder. Where a Force Majeure event gives rise to a failure or delay in either Party performing its obligations under this Agreement (other than obligations to make payment), those obligations will be suspended for the duration of the Force Majeure event. A Party who becomes aware of a Force Majeure event which gives rise to, or which is likely to give rise to, any failure or delay in performing its obligations under this Agreement, will forthwith notify the other and inform the other of the period for which it i s estimated that such failure or delay will continue. The affected Party shall take reasonable steps to mitigate the effects of the Force Majeure event.

110

AGENDA STAFF REPORT

DATE:

October 21, 2025
TO:

Honorable Mayor and Members of the City Council
APPROVED BY:

Gabriel A. Gonzalez, Interim City Manager
PREPARED BY:

Harry Wong, Director of Finance & Administration
SUBJECT:

FIRST QUARTER FINANCIAL REPORT, FISCAL YEAR 2025-26
Agenda Item # 10.2.

Recommendation:

Staff recommends that the City Council receive and file this report.

Background:

The Finance & Administration Department has prepared the attached quarterly financial status report for the City of Lynwood's General Fund. The Department's goal is to prepare a status report on a quarterly basis.

Discussion and Analysis:

The quarterly report provides a brief overview of the City finances as it pertains to the General Fund for quarter ending September 30, 2025. A brief explanation is included along with Revenue and Expenditures actual activity. The information is unaudited; however, the information presented does represent the cash activity for the General Fund for the periods indicated.

Fiscal Impact:

The action recommended in the report does not have a fiscal impact on the City; the report is solely informational.

Coordinated With:

City Manager’s Office
City Attorney
ATTACHMENTS:

City Council City Council Regular Meeting 111
FIRST QUARTER FINANCIAL STATUS REPORT FY 2025-26.pdf
Description
City Council City Council Regular Meeting 112

CITY OF LYNWOOD

FIRST QUARTER FINANCIAL STATUS REPORT
Fiscal Year 2025-26
Quarter ending September 30, 2025
(Unaudited)

This report summarizes the activities of the General Fund and is not meant to be inclusive of all finance and accounting transactions and excludes encumbrances. Its sole purpose is to provide the City Council and the general public with an overview of the City's general fiscal condition. This report covers the first quarter of FY 2025-26 which ends September 30, 2025.

GENERAL FUND BUDGET POSITION

The City Council adopted the FY 2025-26 bud gets on June 17th, 2025 with approved General Fund estimated revenue of $44,023,060 and appropriation of $51,073,105 with these amounts incl uding transfers with other city funds. There were no adjustments to the estimated revenue and appropriation within the first quarter fiscal year 2025-26.

GENERAL FUND REVENUES

Table 1 shows the amount and percentage of revenue received in each of the major classifications for the fiscal quarter ending September 30, 2025. The first quarter results for fiscal year 2025-26 show General Fund revenues at 13% of budget.

The cash receipts are typical at this time of year due to the cyclical nature of when revenue receipts are received. More revenue is received in the second half of the year. In the case of Sales Tax, the majority is received later in the year.

Table 1

GENERAL FUND REVENUES
Quarter Ending September 30, 2025

2025-26
Adopted
Budget
2025-26
Amended
Budget
2025-26
Year-To-Date
Actuals
YTD % of
Amended
Budget
Revenue Type
Sales Tax 13,466,000 $ 13,466,000 $ 2,601,261 $ 19% Property Tax 14,168,386 14,168,386 210,379 1% Utility User Tax 5,508,389 5,508,389 1,782,334 32% Other Taxes & Assessments 1,520,515 1,520,515 112,757 7% Licenses & Permits 831,600 831,600 107,818 13% Fines, Forfeitures, Penalties 950,500 950,500 193,727 20% Use of Money & Property 3,642,334 3,642,334 29,656 1% Charges for Services 1,727,400 1,727,400 324,644 19% Administrative support 1,107,186 1,107,186 - 0% Miscellaneous 1,320,750 1,320,750 219,015 17% Total Revenues 44,243,060 $ 44,243,060 $ 5,581,590 $ 13% 113
Sales tax (including Measure PS) accounts for 30.6 % of total annual General Fund revenues. Revenues received through the first quarter were 19% of the budgeted amount because the state was still paying sales tax related to the previous fiscal year in July and August. We expect to receive sales tax revenue for FY 26 until August 2026.

Property taxes, including in-lieu payments, account for 32.2% of total General Fund annual revenues and are collected primarily in December/January and April/May. Through the first quarter, property tax revenues came in at 1% of the annual budget. This percentage is about what is expected at this time because major distributions do not arrive until December/January and April/May.

Utility User Tax comprises 12.5% of the total annual General Fund revenues. These funds are paid to the City one month after collection. Collections of 32% have been made to date.

Other taxes include Transfer tax, Franchise tax, Cannabis tax, and other small miscellaneous collections. These account for

3.5% of total General Fund annual revenues. Revenues for the first quarter were 7% of the budgeted amount. The majority of this revenue is received in the months of April, May, and June.

Licenses and Permits comprises 1.9% of the total General Fund annual revenues. Revenues received through first quarter came in at 13% of the adopted budgeted amount.

Charges for Services comprises 3.9% of the total General Fund annual revenues. Revenues received through first quarter came in at 19% of the adopted budgeted amount.

Use of money and Property is comprised of interest earned on investments and on the sale of City properties. Revenues received through first quarter came in at 1% of the budgeted amount.

114

GENERAL FUND EXPENDITURES

Table 2 highlights the amount and percentage expended by each department. As of the first quarter, the General Fund departments combined have expended 18% of the budget.

Table 2

GENERAL FUND EXPENDITURES
Quarter Ending September 30, 2025

The overall expenditures are at a level that is expected for the first quarter of the fiscal year. This is the result of vendors and contractors invoicing in the month after the work is performed. This means that salaries are current but operating expenses can be a few months behind in being invoiced to the city. Currently, it appears that the city's highest spending is in the area of public safety, which includes fire and sheriff costs.

Department Expenditures
2025-26
Adopted
Budget
2025-26
Amended
Budget
2025-26
Year-To-
Date
Actuals
YTD % of
Amended
Budget
General Government
City Council 366,058 $ 366,058 $ 61,816 $ 17% City Manager 1,682,339 1,682,339 389,511 23% City Attorney 379,355 379,355 65,914 17% Human Resources 865,221 865,221 150,282 17% City Treasurer 269,438 269,438 55,949 21% Public Safety 24,561,668 24,561,668 5,709,441 23% City Clerk 561,610 561,610 69,508 12% Finance &Administration 3,114,170 3,114,170 52,161 2% Community Development 6,474,779 6,474,779 1,165,784 18% Public Works 3,613,084 3,613,084 466,684 13% Community Services 6,084,734 6,084,734 956,470 16% Successor Agency Admin 251,123 251,123 103,500 41% Trans fers 2,849,527 2,849,527 - 0% Total Expenditures 51,073,105$ 51,073,105 $ 9,247,020 $ 18% 115

AGENDA STAFF REPORT

DATE:

October 21, 2025
TO:

Honorable Mayor and Members of the City Council
APPROVED BY:

Gabriel A. Gonzalez, Interim City Manager
PREPARED BY:

Gabriel A. Gonzalez, Interim City Manager
SUBJECT:

CONSIDERATION OF A REQUEST TO APPROVE THE ASSIGNMENT

OF THE SECOND AMENDED AND RESTATED AGREEMENT FOR

SOLID WASTE HANDLING SERVICES
Agenda Item # 10.3.

Recommendation:

That the City Council discuss, consider and approve the Assignment, Assumption and Consent Agreement between Waste Resources, Inc. USA Waste of California, Inc. and the City of Lynwood.

Background:

The exclusive Solid Waste Handling Services Agreement ( “
Agreement
”
) with Waste Resources, Inc.
(WRI), commenced on November 1, 2013. The Agreement has been amended twice. The First Amended Agreement was approved on November 17, 2017, while the Second Amended and Restated Agreement for Solid Waste Handling Services (
“
Second Amended and Restated Agreement
”
) was
approved on November 16, 2021 with an effective date of December 1, 2021. The Second Amended and Restated Agreement is set to expire on December 31, 2029.

Discussion and Analysis:

Assignment, Assumption and Consent Agreement
Via correspondence dated July 9, 2025, Waste Resources Technologies (“WRT”), the corporate parent of WRI, requested the City to consent to the transfer of WRI’s interests in the Second Amended and Restated Agreement to USA Waste of California, Inc. (“Assignee). Section 16.4 of the Second Amended and Restated Agreement includes the procedure the parties must follow to consider a request to consent to an assignment. In a letter dated July 22, 2025, the City Manager’s office requested information be provided to the City to allow the City to conduct its due diligence and determine whether the Assignee was in good standing and has the skills and experience to provide the required services pursuant to the Second Amended and Restated Agreement. Consistent with the terms of Section 16.4, the City also requested WRI to provide a $15,000 check to cover the City’s costs associated with the request to City Council City Council Regular Meeting 116
Resolution_-_Assignment__Assumption_and_Consent_Agreement_- _WRI_Trash_Agreement__Final_ (1).docx
WRT Request for Consent to Assignment - 20250709.pdf
Lynwood - Response to Consent 20250722.pdf
Assignment Assumption and Consent Agrmt WRT - (Final).docx A 2021-12-01 - WRI SECOND AMENDED AND RESTATED AGREEMENT FOR SOLID WASTE HANDLING SERVICES BETWEEN CITY OF LYNWOOD AND WASTE RES.pdf consent to the assignment. WRI provided both the $15,000 check and the information requested by the City. The City completed its review of the requested information and confirms that Assignee is a company in good standing and has the required skills and experience to perform the required services under the Second Amended and Restated Agreement.

As part of this action an Assignment, Assumption and Consent Agreement (“Consent Agreement”) consistent with the terms and obligations of the Second Amended and Restated Agreement are hereby presented to City Council for consideration. Importantly, the Consent Agreement provides that “Pursuant to Section 16.4(d) of the Service Agreement, Assignee assumes and shall faithfully pay and perform in Assignor's stead, as and when due, any and all liabilities and obligations of Assignor under the Services Agreement. The Assignee undertakes to perform the Services Agreement and to be bound by its terms in every way as if Assignee were a party to the Services Agreement in lieu of Assignor.” Fiscal Impact:

N/A
Coordinated With:

City Manager's Office
City Attorney's Office
ATTACHMENTS:

Description
City Council City Council Regular Meeting 117
RESOLUTION NO.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD,

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA APPROVING AN

ASSIGNMENT, ASSUMPTION AND CONSENT AGREEMENT WITH
WASTE RESOURCES, IN. AND USA WASTE OF CALIFORNIA, INC.,

REGARDING THE SECOND AMENDED AND RESTATED AGREEMENT
FOR SOLID WASTE HANDLING SERVICES.

WHEREAS, the exclusive Solid Waste Handling Services Agreement (“Agreement”) with Waste Resources, Inc. (WRI), commenced on November 1, 2013;

WHEREAS, t he Agreement has been amended twice. The First Amended Agreement was approved on November 17, 2017 while the Second Amended and Restated Agreement (“Services Agreement”) was approved on November 16, 2021, with an effective date of December 1, 2021; and

WHEREAS, in a letter dated July 9, 2025, Waste Resources Technologies (“WRT”), the corporate parent of WRI, requested the City to consent to the transfer of WRI’s interests in the Services Agreement to USA Waste of California, Inc. (“Assignee); and

WHEREAS, in a letter dated July 22, 2025, the City Manager’s office requested information be provided to the City to allow the City to conduct its due diligence and determine whether the Assignee was in good standing and has the skills and experience to provide the required services pursuant to the Services Agreement; and

WHEREAS, the City completed its review of the requested information and confirms that Assignee is a company in good standing and has the required skills and experience to perform the required services under the Services Agreement; and

WHEREAS, an Assignment, Assumption and Consent Agreement (“Consent Agreement”) consistent with the terms and obligations of the Second Amended and Restated Agreement is hereby presented to City Council for consideration.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LYNWOOD DOES HEREBY FIND, DETERMINE, ORDER AND RESOLVE AS FOLLOWS:

Section 1. The City Council of the City of Lynwood hereby finds and declares that the foregoing recitals are true and correct, and incorporates them herein as findings and as a substantive part of this Resolution.

Section 2. The City Council of the City of Lynwood hereby approves the Assignment, Assumption and Consent Agreement with WRI and Assignee. 118
2 Section 3. The Mayor is authorized to execute the Assignment, Assumption and Consent Agreement and this Resolution for and on behalf of the City of Lynwood.

Section 4. This Resolution shall become effective immediately upon its adoption.

Section 5. The City Clerk shall certify to the adoption of this Resolution and hereafter the same shall be in full force and effect.

PASSED, APPROVED and ADOPTED this 21st day of October, 2025.

Rita Soto
Mayor
ATTEST:

Maria Quinonez
City Clerk

APPROVED AS TO FORM: APPROVED AS TO CONTENT:

Noel Tapia Gabriel A. Gonzalez
City Attorney Interim City Manager
119
120
121
122
123
124

OFFICE OF THE

CITY MANAGER
City ot
lncorporated 192 I
Stven"gdvTllrouqh'Conmu"Uty
I 1330 Bullis Road, Lynwood, CA 90262
(310) 603-0220 x 200
Ly:nwood

LYNWOOD
tda.tsQ
'llll'
luly 22,2025
Dear Mr. Wolfe,
On behalf of the City of Lynwood ("Ciq/'), I confirm receipt of Waste Resource Technologies' ("WRT") Request for Consent to Assignment of the Second Amended and Restated Agreement for Solid Waste Handling Services dated fuly 9, 2025 (the "Request for Consent"). As Section 16.3 of the Second Amended and Restated Agreement for Solid Waster Handling Services Between City of Lynwood and Waste Resources, Inc. (the "Franchise AgreemenC) confirms, the services provided by WRT to the Lynwood community under the Franchise Agreement are vital services to the City's residents and businesses. The City exercised great care and considered many factors in selecting WRT as its waste hauler. The consideration of your Request for Consentand the evaluation of Waste ManagementWRT Holdings, LLC's qualifications is equally as important to the Ciq/s residents and businesses. To that end and consistent with Section 16.4 of the, the City requests the following:
t. Audited financial statements for Waste Management WRT Holdings, LLC for the immediately preceding three (3) operating years.

2. Provide the Citywith "satisfactory proof: (i) thatthe proposed assignee has at least ten (10) years of Solid Waste management experience on a scale equal to or exceeding the scale of operations conducted by [WRT] under this [Franchise] Agreement; (ii) that in the last five (5) years, the proposed assignee has not suffered any significant citations or other censure from any federal, state or local agency having jurisdiction over its Solid Waste management operations due to any significant failure to comply with state, federal or local laws, including the Environmental Laws and that the assignee has provided City with a complete list of such citations and censures; (iii) that the proposed assignee has at all times conducted its operations in an environmentally safe and conscientious fashion; (iv) that the proposed assignee conducts its Solid Waste management practices in accordance with sound Solid Waste management practices in full compliance with all federal, state and local laws regulating the Collection and disposal of Solid Waste including Hazardous Substances; and,(v) of any 125
other information required by City to ensure the proposed assignee can fulfill the terms of this Agreement in a timely, safe, and effective mannen"

3. Provide the City a payment of $15,000 to pay for the City's direct and indirect expenses related to the City's due diligence to determine the suitability of the assignee and to review and finalize all the necessary documents related to the requested assignmenL
Additionally, the City hereby formally exercises its right under Section 27.4.1of the Franchise Agreement to conduct a Discretionary Audit I will contact and work with you to request all necessary informadon following the City's selection of an independent auditor to prepare the Discretionary Audit
I suggest that we schedule a time to discuss the process for providing the City wittl the requested information.

I look forward to talHng to you soon.

Thankyou,
City Manager
Ce Noel Tapia, CityAEorney
126

ASSIGNMENT, ASSUMPTION AND CONSENT AGREEMENT

THIS ASSIGNMENT, ASSUMPTION AND CONSENT AGREEMENT
("Assignment Agreement") is entered into as of __________________, 2025 ("Effective Date"), by and among the CITY OF LYNWOOD, CALIFORNIA ("City"), WASTE RESOURCES, INC., (referred to herein as the "Assignor"), WASTE RESOURCE TECHNOLOGIES, INC., (referred to herein as “WRT”) and USA WASTE OF CALIFORNIA, INC. (referred to herein as the "Assignee").

RECITALS

WHEREAS, on November 16, 2021, the City Council of the City of Lynwood awarded a contract to Assignor for Solid Waste Handling Services entitled SECOND

AMENDED AND RESTATED AGREEMENT FOR SOLID WASTE HANDLING SERVICES ("Services Agreement"), which became effective on December 1, 2021; and

WHEREAS, pursuant to the terms of the Services Agreement, the Assignor may assign the contract to a qualified company, contingent upon the approval of the City; and

WHEREAS, Waste Resource Technologies, Inc., a Delaware corporation and corporate parent of Assignor (“WRT”), has entered into that certain Plan of Reorganization and Purchase and Sale Agreement, dated March 31, 2025 (the “Asset Purchase Agreement”), with Waste Management WRT Holdings, LLC, a Delaware limited liability company (“Waste Management WRT”), which contemplates the sale of the commercial, industrial and residential solid waste (including recycling material) collection and dumpster rental business of WRT and its subsidiaries (the “Transaction”).

The Transaction would include the assignment of Assignor’s interests in the Services Agreement; and

WHEREAS, the City finds that the Assignee has the necessary skills, expertise, and financial fitness to perform the Services Agreement according to the existing terms and conditions set forth in said Services Agreement, and wishes to approve said assignment; and

WHEREAS, Article 16, Section 16.4 of the Services Agreement sets forth the requirement for a valid assignment of the Service Agreement, and the City Council finds that Assignor and Assignee have met those requirements as set forth in Section 1 of this Assignment Agreement; and

WHEREAS, upon the closing of the Transaction, the Assignee wishes to assume the obligations of Assignor under the Services Agreement, which shall mean that the Assignee shall perform its obligations under the Services Agreement in favor of City and pursuant to the terms of the Services Agreement.
127

NOW THEREFORE, in consideration of the foregoing recitals which by this reference are incorporated herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby consent to the Assignment Agreement, subject to the following terms and conditions, all of which are hereby acknowledged and agreed to by the parties:

1. The City requested, received and reviewed information from Assignor pursuant to Article 16, Section 16.4 of the Service Agreement and confirms that Assignee is a company in good standing and has the required skills and experience to perform the required services under the Services Agreement.

2. Assignment. Effective upon the closing of the Transaction, Assignor hereby conveys, assigns and transfers to Assignee all of Assignor's right, title and interest in and to the Services Agreement. Assignor shall execute and deliver to Assignee such further assignments, acknowledgments and documents as Assignee may reasonably request in order to confirm or give notice of the transfer affected by this Assignment Agreement.

3. Acceptance and Assumption. Effective upon the closing of the Transaction, Assignee hereby accepts the assignment of Assignor's right, title and interest under the Services Agreement, and shall be bound by all of the terms of the Services Agreement in Assignor's place and stead. Effective upon the closing of the Transaction, pursuant to Section 16.4(d) of the Service Agreement, Assignee assumes and shall faithfully pay and perform in Assignor's stead, as and when due, any and all liabilities and obligations of Assignor under the Services Agreement. The Assignee undertakes to perform the Services Agreement and to be bound by its terms in every way as if Assignee were a party to the Services Agreement in lieu of Assignor.

4. Consent of the City. Effective upon the closing of the Transaction, the City hereby consents to the assignment of Assignor's right, title and interest under the Services Agreement to Assignee, and the assumption by Assignee of any and all liabilities and obligations of Assignor under the Services Agreement. Effective upon the closing of the Transaction, the City also undertakes to perform the Services Agreement and to be bound by its terms in every way as if Assignee were a party to the Services Agreement in lieu of Assignor.

5. Representations.

5.1 Assignor Representations. Assignor hereby represents and warrants that Assignor (i) has full power and authority to assign the Services Agreement to Assignee, (ii) has not previously transferred or conveyed its interest in the Services Agreement to any person or entity collaterally or otherwise, and (iii) has full power and authority to enter into the Assignment Agreement.

128

5.2 Assignee Representations. Assignee hereby represents and warrants that Assignee has full power and authority to enter into accept responsibilities of the Assignment Agreement and agrees to perform all terms and conditions of the Service Agreement upon the closing of the Transaction.

6. Miscellaneous Provisions.

6.1 Transaction. As among the Assignor and Assignee and their respective affiliates, including the Purchaser, the other Seller Parties and the Significant Stockholders (each of Purchaser, Seller Parties and Significant Stockholders as defined in the Asset Purchase Agreement), nothing in this Assignment Agreement shall be deemed to limit, amend, modify, or restrict any terms of the (i) Asset Purchase Agreement, (ii) the Significant Stockholder Agreements or (iii) any other Ancillary Agreement, as each of (ii) and (iii) are defined in the Asset Purchase Agreement, including, without limitation, any indemnification or guarantee obligations (with respect to Retained Liabilities or otherwise) thereunder.

6.2 Notices. Any notices required to be given under this Assignment Agreement shall be in writing and may be personally delivered, sent by nationally recognized overnight courier, delivered by electronic means with proof of receipt, or sent by registered or certified mail, postage prepaid, return receipt requested and shall be effective upon receipt at the appropriate address. Any notice given to the City, Assignor or Assignee shall be sent to the respective address set forth below:

City of Lynwood
11330 Bullis Road
Lynwood, CA 90262
Attn: City Manager

Waste Resources, Inc.
23 Corporate Plaza, Suite 247
Newport, CA 92660
Attn: Paul A. Wolfe

USA Waste of California, Inc.
2255 N. Ontario Street, Suite 350
Burbank, CA 91504
Attn: President – Southern California Area

6.3 Governing Law. This Assignment Agreement is governed by the laws of the State of California without reference to its conflicts of law principles, and proper venue shall be in the County of Los Angeles.

6.4 Confirmation of terms of Services Agreement. Except as expressed herein, all terms, conditions, responsibilities, duties and rights set forth in the Services Agreement dated December 1, 2021 shall remain in full force and effect. 129

6.5 Successors and Assigns. This Assignment Agreement is binding on and inures to the benefit of the respective successors, assigns and representatives of each of the parties.

6.6 In the event of the bringing of any action or suit by a party hereto against another party hereunder by reason of any breach of any of the covenants, conditions, agreements or provisions on the part of the other party arising out of this Assignment, then in that event the prevailing party shall be entitled to have and recover of and from the other party all costs and expenses of the action or suit, including reasonable attorneys' fees.

6.7 This Assignment may be executed in multiple counterparts, including facsimile or electronic mail counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument.

(SIGNATURES APPEAR ON NEXT PAGE)

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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first hereinabove written.

“CITY”

CITY OF LYNWOOD

By: ____________________________
Rita Soto, Mayor

Attest:
_____________________________
Maria Quinonez, City Clerk

Approved as to form:
______________________________
Noel Tapia, City Attorney

“ASSIGNOR”
WASTE RESOURCES, INC.

By: ____________________________

Position: _______________________

By: ____________________________

Position: _______________________

“ASSIGNEE”
USA WASTE OF CALIFORNIA, INC.

By: _____________________________

Position: _________________________

By: _____________________________

Position: _________________________

“WRT”

WASTE RESOURCES
TECHNOLOGIES, INC.

By: ____________________________

Position: _______________________

By: ____________________________

Position: _______________________

131

SECOND AMENDED AND RESTATED AGREEMENT
FOR

SOLID WASTE HANDLING SERVICES

BETWEEN

CITY OF LYNWOOD
AND
WASTE RESOURCES, INC.

DECEMBER 1, 2021
132

TABLE OF CONTENTS
RECITALS 01
ARTICLE 1
DEFINTIONS 02

1. 001 AB 341 . 02

1. 002 AB 901 03

1. 003 AB 939 03

1. 004 AB 1594 03

1. 005 AB 1826 03

1. 006 Affiliate 03

1. 007 Agreement 03

1. 008 Animal Waste 03

1. 009 Anaerobic Digestion ( AD) 03

1. 010 Applicable Law 03

1. 011 Back- Haul 04

1. 012 Billings 04

1. 013 Bin 04

1. 014 Bin Service 04

1. 015 Biosolids 04

1. 016 Blue Container 04

1. 017 Brown Container 04

1. 018 Bulky Items 04

1. 019 California Code of Regulations 04

1. 020 CalRecycle 04

1. 021 Cart 04

1. 022 City 05

1. 023 City Council 05

1. 024 City Facility 05

1. 025 City Manager 05

1. 026 Collection 05

1. 027 Commercial 05

1. 028 Commercial Business 05

1. 029 Commercial Edible Food Generators 05

1. 030 Commercial Premises 05

1. 031 Complaint 05

1. 032 Compost 05

1. 033 Compostable Material 05

1. 034 Compostable Plastic( s) 06

1. 035 Construction and Demolition Debris ( C& D) 06

1. 036 Container( s) 06
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1. 37 Contractor 06

1. 38 Contractor Consideration 06

1. 39 CPI 06

1. 40 County 06

1. 41 Customer 06

1. 42 Day 06

1. 43 DBA 06

1. 44 Designated Solid Waste Facility( ies) 06

1. 45 Digestate 06

1. 46 Discarded Materials 07

1. 47 Disposal 07

1. 48 Disposal Site( s) 07

1. 49 Diversion 07

1. 50 Dwelling Unit 07

1. 51 Edible Food 07

1. 52 Effective Date 07

1. 53 Electronic Waste ( E- Waste) 07

1. 54 Environmental Laws 07

1. 55 Excluded Waste 08

1. 56 Facility( ies) 08

1. 57 Food Recovery 08

1. 58 Food Recovery Organization 08

1. 59 Food Recovery Service 08

1. 60 Food Waste 08

1. 61 Franchise 09

1. 62 Franchise Area 09

1. 63 Franchise Fee 09

1. 64 Gray Container 09

1. 65 Gray Container Waste 09

1. 66 Generator 09

1. 67 Green Container 09

1. 68 Green Waste 09

1. 69 Gross Receipts 09

1. 70 Hazardous Material ( Waste) 09

1. 71 High Diversion Organic Waste Processing Facility 10

1. 72 Household Hazardous Waste( HHW) 10

1. 73 Incompatible Material or Incompatibles 10

1. 74 Inerts 10

1. 75 Infectious Waste 10

1. 76 Landfill 10

1. 77 Large Event 10

1. 78 Large Venue 11

1. 79 Liquidated Damages 11

1. 80 Materials Recovery Facility 11

1. 81 Maximum Rate Schedule 11
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1. 82 Medical Waste 11

1. 83 Mixed Waste 11

1. 84 Multi- Family Dwelling 11

1. 85 Municipal Code 11

1. 86 Non- Compostable Paper 12

1. 87 Non- Organic Recyclables 12

1. 88 Oil Waste 12

1. 89 On- Call Service 12

1. 90 Organic Waste 12

1. 91 Organic Materials Processing Facility 12

1. 92 Owner 12

1. 93 Paper Products 12

1. 94 Person 12

1. 95 Premises 12

1. 96 Proposition 218 12

1. 97 Printing and Writing Papers 12

1. 98 Processing 13

1. 99 Prohibited Container Contaminants 13

1. 100 Property Owner 13

1. 101 Public Resources Code ( PRC) 13

1. 102 Putrescible Waste 13

1. 103 Rate 13

1. 104 Rate Year 13

1. 105 Recycle or Recycling 13

1. 106 Remnant Organic Material 13

1. 107 Renewable Natural Gas ( RNG) 13

1. 108 Residential Premises 14

1. 109 Residual or Residue 14

1. 110 Residual Organic Waste 14

1. 111 Remodel or Remodeling 14

1. 112 Reusable Items 14

1. 113 Reuse 14

1. 114 Roll- Off Box/ Compactor 14

1. 115 Route Review 14

1. 116 Salvageable Material or Salvaged Material 14

1. 117 SB 1383 14

1. 118 SB 1383 Regulations 15

1. 119 Self- Hauler or Self- Haul 15

1. 120 Senior Citizen 15

1. 121 Senior Housing Complex 15

1. 122 Service Day 15

1. 123 Service Level 15

1. 124 Sharps 15

1. 125 Single Family Dwelling 15

1. 126 Solid Waste 15
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1. 127 Solid Waste Enterprise 16

1. 128 Solid Waste Handling 16

1. 129 Source Separated 16

1. 130 Source Separated Green Container Organic Waste( SSGCOW) 16

1. 131 Source Separated Recyclable Materials 16

1. 132 Split- Container 16

1. 133 Standard Compliance Approach 16

1. 134 State 16

1. 135 Subcontractor 17

1. 136 Subsidiary 17

1. 137 Temporary Service 17

1. 138 Term 17

1. 139 Tier One Commercial Edible Food Generator 17

1. 140 Tier Two Commercial Edible Food Generator 17

1. 141 Ton( s) or Tonnage 17

1. 142 Transfer 17

1. 143 Transfer Station 17

1. 144 Transformation 17

1. 145 Universal Waste or U- Waste 17

1. 146 Workday 17

1. 147 Waste Diversion 17

1. 148 Yard Trimmings 18

1. 149 White Goods 18
ARTICLE 2
GRANT OF EXCLUSIVE FRANCHISE FOR SOLID WASTE HANDLING SERVICES 18

2. 1 Scope of Franchise 18

2. 2 Matters Excluded from Scope of Franchise 18
ARTICLE 3
ENFORCEMENT OF EXCLUSIVITY 19
ARTICLE 4
ACCEPTANCE AND WAIVER 20
ARTICLE 5
TERM 20
ARTICLE 6
CONDITIONS TO EFFECTIVENESS OF AGREEMENT 20

6. 1 Accuracy of Representation 20

6. 2 Absence of Litigation 20

6. 3 Furnishing of Insurance, Bond, Letter of Credit, and Corporate Guarantee 21

6. 4 Effectiveness of City Council Action 21

6. 5 Payment of Fees and Costs 21
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ARTICLE 7
SOLID WASTE HANDLING SERVICES PROVIDED BY CONTRACTOR 21

7. 1 General 21

7. 1. 1 Equipment 21

7. 1. 2 Disposal and Processing Facilities 21

7. 1. 3 Performance Standards 21

7. 1. 4 Noise and Disruption 21

7. 1. 5 Collection Times 22

7. 1. 6 Collection Schedule 22

7. 1. 7 Commingling of Routes 22

7. 1. 8 Replacement of Containers 23

7. 1. 9 Contractor' s Containers 23

7. 1. 10 Missed Pick- ups 24

7. 1. 11 Record of Non- collection 24

7. 1. 12 Proper Handling of Bulky Items 25

7. 2 Residential— Single Family( up to 3 units) Solid Waste Handling Services 25

7. 2. 1 Standard Curbside Collection Services ( Three [ 3] Plus Container System) 25 A) Blue Container Collection( RECYCLABLES) 25
B) Green Container Collection( ORGANICS) 25
C) Gray Container Collection( REFUSE) 26
D) Food- Waste Caddy( i. e. the Plus) 26

7. 2. 1. 1 Delivery of Blue- Lid Recyclables Carts and Food Waste Caddies 26

7. 2. 1. 2 Additional Cart Pricing and Alternative Cart Sizes 27

7. 2. 1. 3 Curbside Cart Placement 27

7. 2. 1. 4 Cart Usage Guidelines/ Instructional Pamphlet 27

7. 2. 2 Senior Citizen Discounted Rate at Single Family Dwellings 28

7. 2. 3 Bulky Item Collection Service for Single Family Dwellings 28

7. 2. 4 Sharps Collection Program 28

7. 2. 5 Walk- out Service 28

7. 3 Commercial/ Industrial/ Multi- Family( 4 units and up) Solid Waste Handling Services 29

7. 3. 1 Standard Bin Collection Service ( Gray Container Waste [ Refuse]) 29

7. 3. 2 Gray Cart Service 30

7. 3. 3 Permanent Roll- Off& Compactor Service for Refuse ( Gray Container Waste) 30

7. 3. 4 Recycling Service ( Blue Container) 30

7. 3. 4. 1 Site Visits, Education& Outreach— Recycling 31

7. 3. 5 Organics Service ( Green Container) 32

7. 3. 5. 1 Site Visits, Education& Outreach— Organics Recovery 32

7. 3. 6 Bulky Item Collection Service— Commercial/ Industrial/ Multi- Family Customers 34

7. 3. 6. 1 Commercial/ Industrial Bulky Item Collection Service 34

7. 3. 6. 2 Multi- Family Bulky Item Collection Service 34

7. 3. 6. 3 Multi- Family Bulky Item Bins 34

7. 3. 7 Sharps Collection Program( Multi- Family Customers Only) 35

7. 3. 8 Food Recovery Program— Educational Support( Businesses Only) 35

7. 3. 9 Scout Services 36

7. 3. 10 Locking Bins 36
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7. 4 Other Collection Programs As May Be Required by Law 36

7. 5 Temporary Solid Waste Handling Services ( Clean- Up Bins and Roll- Off Boxes) 36

7. 6 CalRecvcle/ Diversion Standards; Inspection & Enforcement; Contamination Monitoring 37

7. 6. 1 Minimum Requirements for Collection of Recyclable Materials & Green Waste 37

7. 6. 2 Minimum Diversion Requirements for Construction and Demolition( C& D) Waste 38

7. 6. 3 Bulky Item Diversion 38

7. 6. 4 Extent of Applicable Franchise Rights 38

7. 6. 5 AB 939 Obligations, Guarantee, and Implementation 38

7. 6. 5. 1 Warranties and Representations 38

7. 6. 5. 2 Mutual Cooperation 39

7. 6. 5. 3 Waste Reduction and Program Implementation 39

7. 6. 5. 4 AB 939 Indemnification and Guarantee 39

7. 6. 6 Waste Generation/ Characterization Studies 40

7. 6. 7 Implementation of Additional Diversion Services 40

7. 6. 8 Deferment of Effective Date of SB 1383 per SB 619 40

7. 6. 9 De Minimis/ Physical Space Constraint/ Collection Frequency Waivers per SB 1383 41

7. 6. 9. 1 General 41

7. 6. 9. 2 Contractor Waiver Request on Behalf of Generator 41

7. 6. 9. 3 Contractor Review of Generator Waiver Requests 41

7. 6. 9. 4 Contractor Change in Customers' Service Levels 41

7. 6. 9. 5 Waiver Reverification 41

7. 6. 9. 6 Contractor Record- Keeping of Current Waivers 42

7. 6. 10 Inspection and Enforcement 42

7. 6. 10. 1 Annual Compliance Reviews 42
A) General 42
B) Commercial Generator Compliance Reviews 42
C) Annual Route Review 42

7. 6. 10. 2 Generator Waiver Inspections 42

7. 6. 10. 3 Compliance Review Process 42
A) Number of Reviews 42
B) Non- Compliant Entities 43
C) Documentation of Inspection Actions 43

7. 6. 11 Service Complaints 43

7. 6. 11. 1 Documentation of Complaints 43
A) General 43
B) SB 1383 Regulatory Non- Compliance Complaints 43

7. 6. 11. 2 Investigation of SB 1383 Non- Compliance Complaints 44 A) Investigation 44
B) Reporting 44

7. 6. 12 Contamination Monitoring Procedures 44

7. 6. 12. 1 General 44

7. 6. 12. 2 Container Inspection Methods 44
A) Physical Container Inspections 44
B) Visual Inspections via On- Board Monitoring System 45

7. 6. 12. 3 Actions upon Identification of Prohibited Container Contaminants 45 vi
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A) Record Keeping 45
B) Identification of Excluded Waste 45
C) Courtesy Pick- Up Notices 46
D) Notice of Assessment of Contamination Processing Fees 46 E) Non- Collection Notices 47
F) Communications with Customer 47
G) Contractor Return for Collection 47

7. 6. 12. 4 Disposal of Contaminated Materials 47

7. 6. 12. 5 Ongoing Contamination Monitoring/ Prevention& Randomized Inspections ... 47

7. 6. 12. 6 Non- Conforming Materials & Additional Causes of Non- Compliance 48

7. 6. 13 Procurement of Recovered Organic Waste Products per SB 1383 48

7. 7 Additional Services 48

7. 7. 1 Monitoring and Cleaning of Bin Enclosures 48

7. 7. 2 Public Service Calls from City Departments 49

7. 7. 3 Collection at City Sponsored Events 49

7. 7. 4 Recycling Assistance for Special Events 49

7. 7. 5 City- Wide Sweep Program for Bulky Items 49

7. 7. 6 Abandoned Item Collection 50

7. 7. 7 Holiday Trees 50

7. 7. 8 Handling of Electronic Waste 50

7. 7. 9 Drop- Off of Household Hazardous Waste, Universal Waste, & E- Waste 50

7. 7. 10 Curbside Grease Collection Program 50

7. 7. 11 Residential Non- Controlled Medication Collection Program 51

7. 7. 12 Battery Drop- Off Program 51

7. 7. 13 Curbside Motor Oil Collection Program 51

7. 7. 14 Block Watch Program 51

7. 7. 15 City- Wide Clean- Up Events 51

7. 7. 16 Services for Public Trash Cans Along Streets and at Bus Stops 52

7. 8 Special Services 52
ARTICLE 8
MINIMUM STANDARDS FOR SOLID WASTE COLLECTION VEHICLES 53

8. 1 General 53

8. 2 Air Quality/ Fuel Requirements 53

8. 3 Specific Requirements 53

8. 4 Costs of Operation and Damages 55

8. 5 City Inspection 55

8. 6 Correction of Defects and Removal of Vehicles from Use within City 55 ARTICLE 9
SOLID WASTE HANDLING SERVICE PERSONNEL 56

9. 1 Uniforms 56

9. 2 Identification of Employees 56

9. 3 Employee List 56

9. 4 Driver' s License 56
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9. 5 Screening of Field Employees 56

9. 6 Discontinued Use of Unsatisfactory Employees 56

9. 7 Training and Legal Compliance 56
ARTICLE 10
CUSTOMER SERVICE; EDUCATION AND PUBLIC AWARENESS 57

10. 1 Customer Service 57

10. 1. 1 Local Office/ Local Participation 57

10. 1. 2 Telephone— Customer Service Requirements 57

10. 1. 2. 1 Toll Free Number 57

10. 1. 2. 2 Call Responsiveness 57

10. 1. 3 Complaint Documentation 58

10. 1. 4 Resolution of Customer Complaints 58

10. 1. 5 Government Liaison 58

10. 2 Public Education and Outreach 58

10. 2. 1 General 58

10. 2. 2 Program Objectives 59

10. 2. 3 Cooperation and/ or Support for City' s Educational Efforts 59

10. 2. 4 Annual Public Education Plan 60

10. 2. 5 Annual and/ or Ongoing Education Requirements 60 A) Annual Notice of Requirements 60
B) Billing Inserts 60
C) Multi- Family and Commercial/ Industrial Customer Signage 60 D) Minimum Website Requirements/ Social Media 61
E) Instructional Service Guide 61
F) Annual Multi- Family Dwelling Unit Notices 61
G) Provision of Educational Materials to Non- Compliant Entities 61 H) Education Materials for Property/ Business Owners and Tenants 61 I) Education Requirements for Commercial Edible Food Generators 62 J) Minimum Content Requirements 63
K) Material Distribution Methods 64
L) Non- English Language Requirements 64
M) Record- Keeping and Reporting Requirements 64
N) Technical Assistance 64

10. 2. 6 Use of Community Platforms for Group Education 64

10. 2. 7 Public Relations Campaign: SB 1383 Program Implementation/ Blue Cart Roll- Out65 ARTICLE 11
CONTRACTOR' S PAYMENT OF CONSIDERATION 65

11. 1 Reimbursement of Negotiation Costs 65

11. 2 Compliance Reports and Audits 65

11. 3 Franchise Fees 66

11. 3. 1 Residential Accounts ( up to three [ 3] units) 66 A) Effective Date thru June 30, 2022 66
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B) July 1, 2022, thru June 30, 2023 66
C) July 1, 2023, thru Term w/ Extensions 66

11. 3. 2 Commercial/ Industrial/ Roll- Off& Multi- Family Accounts ( above four [ 4] units) .... 66 A) Effective Date thru June 30, 2022 66
B) July 1, 2023, thru Term w/ Extensions 66

11. 3. 3 Three ( 3) Year Revenue Guarantee for City 66

11. 3. 4 Reasonableness of Fees 66

11. 3. 5 Payment Protocol 66

11. 4 Services at City Facilities 67

11. 5 Annual Contribution to Community Programs 67

11. 6 Los Angeles Regional Agency( LARA) Fee 67
ARTICLE 12
CHARGE TO CONTRACTOR FOR LATE PAYMENTS 67
ARTICLE 13
CONTRACTOR' S BILLING SERVICES AND SYSTEMS 68

13. 1 Rates for Services 68

13. 2 Direct Billing by Contractor 68

13. 2. 1 Billing Services for Customers at Single Family Dwelling ( up to 3 units) 68

13. 2. 2 Commercial/ Industrial/ Roll- Off& Multi- Family Accounts ( above 4 units) 69

13. 2. 3 Refunds for Vacant Properties ( Single Family Accounts ( up to 3 units) Only) 69

13. 2. 4 Contractor' s Billing Reports 69

13. 2. 4. 1 Monthly Reporting 69

13. 2. 3. 2 Notices to City Regarding Service Changes 70

13. 3 Suspension of Service Due to Non- Payment 70

13. 4 Minimum Requirements for Billing Statements 71

13. 5 Billing System 71

13. 5. 1 Computerization of Account Information 71

13. 5. 2 Minimum Computer Programming Requirements 72

13. 5. 3 Billing Inquiries 72

13. 5. 4 Distribution of Public Information 72

13. 6 Payment; Accounting Systems 72

13. 6. 1 Collection and Processing Payments 72

13. 6. 1. 1 Accounting and Deposit of Funds 72

13. 6. 1. 2 Allocation of Funds 73

13. 7 Future Tax Roll Billing for Residential Accounts up to Three( 3) Units 73 ARTICLE 14
FAITHFUL PERFORMANCE 73

14. 1 Surety 73

14. 1. 1 Forfeiture of Surety 73

14. 1.2 Use of Surety by City 74

14. 2 Replacement Letter of Credit 74
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ARTICLE 15
INSURANCE COVERAGE 74

15. 1 Minimum Scope of Insurance Coverage 74

15. 2 Minimum Limits of Insurance 74

15. 2. 1 Comprehensive General Liability 74

15. 2. 2 Automobile Liability 75

15. 2. 3 Workers' Compensation and Employers Liability 75

15. 3 Deductibles and Self- Insured Retentions 75

15. 4 Other Insurance Provisions 75

15. 4. 1 General Liability and Automobile Liability Coverage 75

15. 4. 2 Workers' Compensation and Employers Liability Coverage 75

15. 4. 3 All Coverages 76

15. 5 Acceptability of Insurers 76

15. 6 Verification of Coverage 76

15. 7 Loss or Reduction in Insurance 76
ARTICLE 16
ASSIGNMENT, SUBLETTING, AND TRANSFER; REQUIREMENTS AND LIMITATIONS.. 76

16. 1 General 76

16. 2 Assignment to be Broadly Interpreted 76

16. 3 Nature of Agreement— Personal to Contractor 77

16. 4 Procedure for Consideration of Assignment 77
ARTICLE 17
REVIEW OF SERVICES AND PERFORMANCE 78

17. 1 Performance Hearing 78

17. 2 Performance Satisfaction Survey 79
ARTICLE 18
CITY' S REMEDIES; DEFAULT AND TERMINATION 79

18. 1 Notice of Default 79

18. 2 Failure to Cure 80

18. 3 Review by City Manager 80

18. 4 City Council Review 80

18. 5 Performance During Reviews 80

18. 6 Termination without Right to Cure 81

18. 7 Liquidated Damages 82

18. 7. 1 General 82

18.7.2 Service Performance Standards and Agreement Implementation; Liquidated Damages for Failure to Meet Standards 82

18. 7. 3 Calculations for Liquidated Damages 83

18. 7. 3. 1 Service Modifications— Implementation 83
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18. 7. 3. 2 Collection Reliability 83

18. 7. 3. 3 Collection Quality 83

18. 7. 3. 4 Customer Responsiveness 84

18. 7. 3. 5 Timeliness of Submissions to City 84

18. 7. 4 Process for Assessment of Liquidated Damages 84

18. 7. 5 Timing of Payment 85
ARTICLE 19
CONTRACTOR' S REMEDIES; ADMINISTRATIVE HEARING 85

19. 1 Administrative Hearing 85

19. 2 Other Remedies; Claims 85

19. 3 Actions for Damages 85
ARTICLE 20
CITY' S ADDITIONAL REMEDIES 86
ARTICLE 21
RIGHTS OF CITY TO PERFORM DURING EMERGENCY 86

21. 1 Provision of Service 86

21. 2 Possession of Equipment 86

21. 3 Exclusions from Right to Possession of Equipment without Compensation 87 ARTICLE 22
PRIVACY 87
ARTICLE 23
REPORTS AND ADVERSE INFORMATION 87

23. 1 Quarterly Reports 87

23. 2 Annual Reports 88

23. 3 Number of Reports 88

23. 4 Adverse Information 89

23. 5 Disaster Plan 89

23. 6 Failure to Report 89
ARTICLE 24
COMPENSATION 90

24. 1 Contractor Rates 90

24. 2 Resolution of Disputes Regarding Rate Adjustments 90

24. 3 Rate Adjustments 90

24. 3. 1 Residential Rates 90
A) Effective Date ( 12/ 1/ 21) thru November 30, 2022 90 B) December 1, 2022, thru June 30, 2023 90
C) July 1, 2023, thru June 30, 2024 91
D) July 1, 2024, and Each Subsequent July
1st
91 24. 3. 1. 1 Senior Citizen Discounted Rate— Three ( 3) Year Freeze thru June 30, 2024 .... 91 xi
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24. 3. 2 Commercial/ Industrial and Multi- Family Rates 91 A) Effective Date ( 10/ 1/ 21) thru June 30, 2022, 91
B) July 1, 2022, thru June 30, 2023, 91
C) July 1, 2023, and Each Subsequent July
1St
91 24. 3. 3 Roll- Off and Temporary Services Rates; Ancillary Charges 91 A) Effective Date ( 10/ 1/ 21) thru June 30, 2022 91
B) July 1, 2022, thru June 30, 2023 91
C) July 1, 2023, and Each Subsequent July
1st
91 24. 4 Annual Consumer Price Index Adjustments 92

24. 4. 1 Limitations to Annual CPI Adjustments 92

24. 5 Adjustment to Disposal Portion of Rates 92

24. 6 Discretionary Rate Adjustments 93

24. 7 Grants 93
ARTICLE 25
IDENTIFICATION OF CONTRACTOR 93
ARTICLE 26
INDEMNIFICATION 94

26. 1 General 94

26. 2 Hazardous Substances Indemnification 95
ARTICLE 27
CONTRACTOR' S BOOKS AND RECORDS; AUDITS 96

27. 1 Maintenance and Inspection of Records 96

27. 2 CERCLA Defense Records 97

27. 3 Ongoing Compliance Review 97

27. 4 Audits 97

27. 4. 1 Examination of Services 97

27. 4. 2 Route Audit 97
ARTICLE 28
TRANSITION OBLIGATIONS 99
ARTICLE 29
GENERAL PROVISIONS 99

29. 1 Force Majeure 99

29. 2 Independent Contractor 100

29. 3 Pavement Damage 100

29. 4 Property Damage 100

29. 5 Right of Entry 100

29. 6 Law to Govern; Venue 100

29. 7 Amendment 100

29. 8 Notices 100
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29. 9 Corporate Guarantee of Contractor' s Performance 101

29. 10 Savings Clause 101

29. 11 Exhibits Incorporated 101

29. 12 Counterparts 101

29. 13 Attorneys' Fees and Litigation Costs 101

29. 14 City' s Authorized Agent 102

29. 15 Integrated Agreement 102

29. 16 Section Headings 102

29. 17 Compliance with Law 102

29. 18 Joint Drafting 102
SIGNATURE PAGE 103

EXHIBITS
EXHIBIT A: MAXIMUM RATE SCHEDULE( 12/ 1/ 21)
EXHIBIT B: LIST OF APPROVED SOLID WASTE DISPOSAL/ PROCESSING FACILITIES EXHIBIT C: PUBLIC TRASH CAN LOCATIONS
EXHIBIT D: CITY- WIDE SWEEP PROGRAM FOR BULKY ITEMS—( ZONE MAP) EXHIBIT E: CORPORATE GUARANTEE
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SECOND AMENDED AND RESTATED AGREEMENT
FOR

EXCLUSIVE SOLID WASTE HANDLING SERVICES

BETWEEN

CITY OF LYNWOOD
AND
WASTE RESOURCES, INC.

This Second Amended and Restated Agreement for Exclusive Solid Waste Handling Services Agreement"), by andbetweentheCity of Lynwood, a municipalcorporationof the Stateof California City"), and Waste Resources, Inc., a California corporation organized under the laws of the State of California(" Contractor"), is made and entered into this Pt
day of December, 2021.

RECITALS
WHEREAS, pursuant to California Public Resources Code Section 40059( a)( 2) and the Lynwood Municipal Code, Chapter 9, § 9.1.6, the City Council of the City of Lynwood has determined that the public health, safety, and well- being require that an Exclusive Franchise Agreement for Solid WasteHandling Servicesfor Single Family, Multi-Family, and Commercial/Industrial Customersbe awardedto a qualified company for the Collection and subsequentTransfer, Transportation, Recycling, Processing, and/or Disposal of Municipal Solid WasteMaterials generatedwithin the City; and, WHEREAS, City and Contractor( collectively, the" Parties") entered into that certain Agreement between City and Contractor for Solid Waste Handling Services, effective November 1, 2013 (" Original Agreement"), wherein WRI was granted an exclusive franchise to provide solid waste handling services within the City; and,
WHEREAS, City and Contractor entered into the " First Amended Solid Waste Handling Services Agreement", dated the
15th
of November, 2017 (" First Amended Agreement"), modifying portions of the Original Agreement; and,
WHEREAS, the Original Agreement and the First Amended Agreement shall be collectively referred to as the " Previous Agreements"; and, now the Parties desire to amend, restate, update, and supersedethe Previous Agreements to accurately reflect the rights and obligations of the City and Contractor solely as forth in this Agreement; and,
WHEREAS, the Legislature of the Stateof California, by enactmentof the California integrated Waste Management Act of 1989 ( AB 939/ California Public Resources Code Section 40000, et seq.), has declared that it is in the public interest to authorize and require local agencies to make adequate provisions for Solid Waste handling within their jurisdictions; and, WHEREAS, the State of California has found and declared that the amount of Solid Waste generatedin California, coupled with diminishing Disposal capacity and interest in minimizing potential environmental impacts from landfilling andthe needto conservenatural resources,have createdanurgent need for State and local agencies to enact and implement an aggressive integrated waste management program. The State has, through enactment of AB 939 and subsequent related legislation including, but 1 December 1, 2021 City of Lynwood 146
not limited to: the Jobs and Recycling Act of 2011 ( AB 341), the Event andVenue Recycling Act of 2004 AB 2176), SB 1016 ( Chapter 343, Statutes of 2008 [ Wiggins, SB 1016]), the Mandatory Commercial Organics Recycling Act of 2014 ( AB 1826), and the Short- Lived Climate Pollutants Bill of 2016 ( SB 1383), directed the responsible State agency, and all local agencies, to promote a reduction in Landfill Disposal and to maximize the use of feasible waste reduction, Reuse, Recycling, and composting options in order to reduce the amount of material that must be Disposed; and, WHEREAS, SB 1383 establishesregulatory requirements for jurisdictions, generators, haulers, Solid Waste facilities, and other entities to support achievement of State- wide Organic Waste Disposal reduction targets; and,
WHEREAS, SB 1383 Regulations require jurisdictions to implement Collection programs, meet Processingfacility requirements,conduct contamination monitoring, provide education,maintain records, submit reports, monitor compliance, conduct enforcement, and fulfill other requirements; and, the City of Lynwood has chosen to delegate some of its responsibilities to the Contractor, acting as the City' s designee, through this Agreement; and,
WHEREAS, Contractor desiresto engagein the businessof performing Exclusive Solid Waste Handling Serviceswithin the City of Lynwood; and,
WHEREAS, the City wishes to utilize Contractor' s Exclusive Solid Waste Handling Servicesat all properties within the City of Lynwood, which includes all Single- Family, Multi- Family, and Commercial/ Industrial Municipal Solid Waste Generators in Lynwood.

NOW, THEREFORE, in consideration of the mutual promises and the above stated terms, conditions, covenants, and agreementscontained herein, the Partiesdo hereby agreeasfollows:

ARTICLE 1

DEFINITIONS
Whenever any term used in this Agreement has been defined by the provisions of Chapter 9,

9.1.2, of the City of Lynwood Municipal Code, or by Division 30, Part 1, Chapter 2 of the California Public Resources Code, the definitions of the Municipal Code and/ or the Public Resources Code shall apply unlessthe term is otherwise defined herein, in which casethis Agreement shall govern.

For purposes of this Agreement, words beginning with lower case letters are being used with their common meanings, not as terms of art. Otherwise, the words, terms, and phrases defined in this Section have the following respective meanings, and shall be capitalized throughout this Agreement:

1. 01 AB 341 means the California Jobs and RecyclingAct of 2011 ( Chapter 476, Statutes of 2011 Chesbro, AB 341]), also commonly referred to as " AB 341," as it may be amended supplemented, superseded, or replaced from time to time.

1. 02 AB 901 meansAssembly Bill approvedby the Governor of the Stateof California on October 10, 2015, which amended Section 41821. 5 of, amended, renumbered, and added Section 41821. 6 of, and added Sections 41821. 7 and 41821. 8 to, the Public Resources Code, relating to Solid Waste, as amended, supplemented, superseded, and replaced from time to time. 2 December 1, 2021 City of Lynwood 147

1. 03 AB 939 means the California integrated Waste Management Act of 1989 ( California Public Resources Code Section 40000 et seq.), as it may be amended, supplemented, superseded, or replaced from time to time.

1. 04 AB 1594 meansthat per California Public ResourcesCode Section 41781.3 et seq., commencing January1, 2020,theuseof greenmaterialaslandfill alternativedaily coverdoesnot constitutediversion through recycling and shall be considereddisposal.

1. 05 AB 1826 means the Organic Waste Recycling Act of 2014 ( Chapter 727, Statutes of 2014 modifying Division 30 of the California Public Resources Code), also commonly referred to as " AB 1826," as amended, supplemented, superseded, and replaced from time to time.

1. 06 Affiliate means all businesses (including corporations, limited and generalpartnerships, and sole proprietorships) that aredirectly or indirectly relatedto Contractor by virtue of direct or indirect ownership interest or common management and shall be deemed to be " Affiliated with" Contractor and included within the term" Affiliates" as used herein. An Affiliate shall include a business in which Contractor owns a direct or indirect ownershipinterest, a businessthat has a direct or indirect ownershipinterestin Contractor, and/or abusinessthat is also owned, controlled, or managedby any businessor individual that has a direct or indirect ownership interest in Contractor. For purposesof determining whether an indirect ownership interest exists,the constructive ownershipprovisions of Section 318(a) of the Internal Revenue Code of 1986, as in effect on the date of this Agreement, shall apply; provided, however, that: ( i) " ten percent ( 10%)" shall be substituted for " fifty percent ( 50%)" in Section 318( a)( 2)( C) and in Section 318(a)(3)(C) thereof; and (ii) Section 318(a)(5)(C) shall be disregarded. For purposes of determining ownership under this paragraph and constructive or indirect ownership under Section 318( a), ownership interest of less than ten percent ( 10%) shall be disregarded, and percentage interests shall be determined on the basis of the percentage of voting interest or value which the ownership interest represents, whichever is greater. Affiliate includes Subsidiaries.

1. 07 Agreement meansthis SecondAmended and RestatedAgreement, including all appendices, and any subsequentamendmentshereto, between City and Contractor for Exclusive Solid Waste Handling Servicesand other activities relatedto achieving compliance with Applicable Law, as defined herein.

1. 08 Animal Waste means animal carcasses, dead animals, and/ or parts of portions of dead animals, which do not include manure.

1. 09 Anaerobic Digestion ( AD) is the biological decomposition of organic matter with little or no oxygen, which in this contextoccursin a variety of controlledenvironmentswherein-vesselanaerobic technology is utilized, including wastewatertreatment facilities ( also Public- OperatedTreatment Works or POTWs), and dairy manure digesters. Anaerobic technology is utilized in municipal solid waste digestersto produce energy and to reducethe volume of solid wastethat must be landfilled.

1. 10 Applicable Law means all Federal, State, County, and local laws, regulations, rules, orders, judgments, decrees, permits, approvals, and/or other requirements of all governmental agencieshaving jurisdiction over any aspectof this Agreement for Exclusive Solid Waste Handling Servicesthat are in force on the Effective Date hereof, and as may be enacted, issued, or amendedduring the Term of this Agreement. Applicable Law includes, but is in no way limited to, AB 939, AB 341, AB 1826, SB 1383, and corresponding regulations.
3 December 1, 2021 City of Lynwood 148

1. 11 Back- Haul meansgeneratingandtransporting Organic Wasteto a destination owned andoperated by the Generatorusing the Generator's own employeesand equipment.

1. 12 Billings means any and all statements of charges for services rendered in accordance with this Agreement, howsoever made, described, or designatedby City or Contractor, or prepared by others for City or Contractor, and tendered to Customers in the City.

1. 13 Bin means a metal or plastic container with hinged lid( s) and wheels with a capacity of one ( 1) to six( 6) cubic yards, including Bins with compactorsattachedto increasecapacity. Bins are sometimesalso known as dumpsters.

1. 14 Bin Service meansall Solid WasteHandling Servicesprovided by meansof a Front-End Loader FEL), to collect waste materials deposited in a Bin, as compared to a Cart or Cart Service.

1. 15 Biosolids has the same meaning as 14 CCR, Section17852( a)( 9), and includes the residue solids resulting from the co- digestion of anaerobically digestible material with sewage sludge. Biosolids does not include ash generatedduring the firing of sewagesludge in a sewagesludge incinerator or grit and screeningsgeneratedduring the preliminary treatment of domestic sewagein a treatment works.

1. 16 Blue Container has the same meaning as in 14 CCR Section 18982.2( a)(5) and shall be used for the purpose of storage and Collection of Source Separated Recyclable Materials or SSBCOW.

1. 17 Brown Container hasthe samemeaning asin 14 CCR Section 18982.2(a)(5.5) and shall be used for the purpose of storage and Collection of Source Separated Food Waste.

1. 18 Bulky Items means discarded furniture, including chairs, sofas, mattresses, carpet, and other similar items; appliances, including refrigerators, ranges, washers, dryers, water heaters, dishwashers, plumbing, small household appliances, and other similar items, commonly known as " white goods"; certain yard wastes, including tree trunks and large branchesof greaterthan three (3) inches in diameter, or three (3) feet in length, while not exceedingone hundred-fifty pounds in weight per bundle, and scrap wood; electronic equipment, including stereos, televisions, computers and monitors, VCRs, microwaves and other similar items commonly known as " brown goods" and " e- waste". Other items not specifically included or excluded abovemay be collected, provided that they arenot more than eight( 8) feet in length, four ( 4) feet in width, or more than 150 pounds; clothing; and tires. Any Bulky Item Items containing chlorofluorocarbon ( CFC) refrigerants shall be handled in accordancewith Applicable Law. Bulky Item Items do not include car bodies, Construction and Demolition Debris( C& D), or items requiring more than two persons to handle.

1. 19 California Code of Regulations or " CCR" means the State of California Code of Regulations.

CCR references in this Agreement are preceded with a number that refers to the relevant Title of the CCR e. g., " 14 CCR, Division 7, Chapter 12" refers to Title 14, Division 7, Chapter 12 of the California Code of Regulations).

1. 20 CalRecycle means the State of California' s Department of ResourcesRecycling and Recovery; and, as this department was structured prior to January 1, 2010, the California integrated Waste Management Board or C 1WMB, as well as any successor agency to CalRecycle.

1. 21 Cart means a plastic container with a capacity of typically between 32 and 96 gallons, with a hinged lid and wheels, and serviced by an automatedor semi-automatedcollection vehicle. 4 December 1, 2021 City of Lynwood 149

1. 22 City meansCity of Lynwood, a municipal corporation, located in Los Angeles County, California, and all the territory lying within the municipal boundaries of City as presently existing or as such boundariesmay be modified during the term of this Agreement.

1. 23 City Council meansthe duly elected, or appointed, membersof the City Council of the City of Lynwood.

1. 24 City Facility means any building, structure, property, park, sports venue, aquatic center, open space, or other site owned or leasedfor use by the City, its agents, agencies, or departments, including utilities. City Facilities also include all public bus stopslocated within City Limits.

1. 25 City Manager means the City Manager of the City of Lynwood, or his/ her designee.

1. 26 Collection means to take physical possession, transport, and remove Solid Waste materials within and from the municipal boundariesof the City of Lynwood.

1. 27 Commercial means services performed at, or for, Commercial Premises.

1. 28 Commercial Business means a firm, partnership, proprietorship, joint- stock company, corporation, or association,whether for-profit or nonprofit, strip mall, or industrial facility, or asotherwise defined in 14 CCR Section 18982( a)( 6), with the exception that Multi- Family is excluded from the definition of Commercial Business for the purposes of this Agreement.

1. 29 Commercial Edible Food Generators mean Tier One Commercial Edible Food Generators and Tier Two Commercial Edible Food Generators, or as otherwise defined in 14CCR Section 18982( a)( 7).

For purposes of this definition, Food Recovery Organizations and Food Recovery Services are not Commercial Edible Food Generators.

1. 30 Commercial Premises means Premises upon which business activity is conducted, and any other premisesnot defined asResidential Premisesunder Article 1of this Agreement, including, but not limited to, retail sales, services, wholesale operations, manufacturing, and industrial operations; but excluding Residential Premises upon which business activities are conducted when such activities are permitted under applicable zoning regulations and are not the primary use of the property. Notwithstanding any provision to the contrary herein, in the Lynwood Municipal Code, or otherwise, for purposes of this Agreement, premises upon which the following uses are occurring shall be deemed to be Commercial Premises: Assisted Living Facilities, Convalescent Homes, Dormitories, Extended Stay Motels, Group Residential Facilities, Group Care Facilities, Hotels, and Motels.

1. 31 Complaint meansany query or complaint received by the City or Contractor via mail or email, in writing or verbally, by telephone or in person, that may or may not warrant further, corrective action on the part of Contractor.

1. 32 Compost has the same meaning as in 14 CCR Section 17896. 2( a)( 4), which states that" Compost" meansthe product resulting from the controlled biological decomposition of organic waste materials that are SourceSeparatedfrom the municipal wastestream, or which are separatedat a centralized facility.

1. 33 Compostable Material has the same meaning as 14 CCR Section 17896. 2( a)( 4), which states that anyorganicmaterial that when accumulatedwill becomeactive compostasdefined in section 17852(a)(1). 5 December 1, 2021 City of Lynwood 150

1. 34 Compostable Plastic( s) means plastic materials that meet the ASTM D6400 standard for compostability, or asotherwise describedin 14 CCR Section 18984.1(a)(1)(A) or 18984.2(a)(1)(C).

1. 35 Construction and Demolition Debris ( C& D) means any combination of non-hazardous, inert building materials and/or waste materials resulting from construction, remodeling, repair, cleanup, or demolition operations as defined in California Code of Regulations, Title 14, Section 17381, et seq. This term includes, but is not limited to, asphalt, cement, concrete, brick, lumber, gypsum wallboard, cardboard, and other associated packaging; roofing material, ceramic tile, carpeting, plastic pipe, and steel.

The material may be commingled with rock, soil, and tree stumps; and other vegetative matter resulting from land clearing and landscapingfor construction or land developmentprojects.

1. 36 Container( s) mean any and all types of receptacles for the temporary storage of solid waste materials, including Carts, Food Caddies, Bins, and Roll- off Boxes, asrequired to provide servicesunder this Agreement.

1. 37 Contractor means Waste Resources, Inc., a California corporation basedin the County of Los Angeles, and its officers, directors, employees, agents, subsidiary companies, and subcontractors.

1. 38 Contractor Consideration means the revenue received by the Contractor from Billings, excludingCity feesas definedunderArticle 10 of this Agreement, in returnfor providing servicesin accordance with this Agreement and any subsequent amendments.

1. 39 CPI means the Consumer Price Index, Series ID CUURS49ASAO, All items in Los Angeles- Long Beach- Anaheim, CA, all urban consumers, not seasonally adjusted.

1. 40 County meansthe County of Los Angeles, a political subdivision of the State of California, and all the unincorporated area within the boundaries of the County as presently existing, or as such unincorporated area may be modified during the Term of this Agreement.

1. 41 Customer means any person or entity who receives Contractor' s regular or temporary residential, commercial and/or multi- family solid waste handling servicesand to whom the Contractor/City submits its billing invoice and collects payment for the servicesrenderedpursuant to the terms of this Agreement.

The Customer may be either the owner, occupant, or property manager of the premises.

1. 42 Dav meanscalendar day, unless otherwise statedin this Agreement.

1. 43 DBA means a fictitious name, assumed name, or trade name that is different from Contractor' s legal name,which Contractor usesfor" doing businessas" to provide solid waste handling services.

1. 44 Designated Solid Waste Facility( ies) means any one of or any combination of the following:

Designated C& D ProcessingFacility; DesignatedDisposal Facility; Designated High Diversion Organic Waste ProcessingFacility; Designated Organic Waste ProcessingFacility; Designated Source Separated Recyclable Materials ProcessingFacility; and, DesignatedTransfer Facility.

1. 45 Digestate meansthe solid and/or liquid residual material remaining after organic material hasbeen processed in an in- vessel digester, as defined in section 17896. 2( a)( 14). Digestate intended to be 6 December 1, 2021 City of Lynwood 151
composted pursuant to this Chapter may only be handled at a facility that has obtained a Compostable Materials Handling Facility Permit pursuant to section 17854.

1. 46 Discarded Materials are a form of Solid Waste, and shall be regulated as such. For purposes of this Agreement, material is deemedto have been discarded, without regard to whether it is destined for recyclingor disposal, andwhetherornotis hasbeenseparatedfrom otherSolidWastes,in all caseswhere a fee or othercompensation, in anyform or amount, is directly or indirectly solicitedfrom, or, levied, charged,or otherwiseimposedon,orpaidby, thegeneratoror customerin exchangefor handlingservices.

As used herein, handling services include, without limitation, the collection, removal, Transportation, delivery, andProcessingand/orDisposalof thematerial. DiscardedMaterialsdonot includeEdibleFood that is recovered for human consumption and is not discarded. For the purposes of this Agreement, Discarded Materials include Source Separated Recyclable Materials, SSBCOW, SSGCOW, Food Waste, Gray Container Waste or Mixed Waste, and C& D once the materials have been placed in Containers for Collection.

1. 47 Disposal meansthe ultimate disposition of solid wastecollected from within the City of Lynwood by Contractorat a permittedlandfill or solid wastefacility, which includesresiduefrom Contractor's processingactivitiesfor solidwastematerialscollectedunderthis Agreement.

1. 48 Disposal Site( s) means any permitted disposal facility or facilities utilized for the ultimate Disposal of solid wastematerials collected by Contractor from within the City of Lynwood.

1. 49 Diversion( or any variation thereof including" Divert") means activities which reduce or eliminate solid waste materials from disposal or transformation, including, but not limited to, source reduction, recycling, and composting, as provided in California Public Resources Code Section 41780, et seq., as may be amended.

1. 50 Dwelling Unit meansanybuilding, structure, or portionthereofthatis usedasahome,residence, or sleepingplace by one or more personswho maintain a household on the premises.

1. 51 Edible Food means food intended for human consumption. For the purposes of this Agreement, Edible Food is not deemed solid waste if it is recovered and not discarded. Nothing in this Agreement requires or authorizes the recovery of Edible Food that doesnot meet the food safety requirements of the California Retail Food Code.

1. 52 Effective Date means December 1, 2021.

1. 53 Electronic Waste ( E- Waste) means electronic equipment and includes, but is not limited to, stereos, televisions, computers and computer monitors, VCRs, cellular phones, fax machines, household copiers, computer printers, other electronic items with electric plugs that are banned from landfilling, and other similar items commonly known as "brown goods."

1. 54 Environmental Laws meansall federal and Statestatutesand County, local and City ordinances concerningpublic health, safety, andthe environmentincluding, by way of exampleandnot limitation, the ComprehensiveEnvironmental Response, Compensationand Liability Act of 1980, 42 USC Section 9601, et seq.; the Resource Conservation and Recovery Act, 42 USC Section 6901, et seq.; the Federal 7 December 1, 2021 City of Lynwood 152
Clean Water Act, 33 USC Section 1251, et seq.;the Toxic SubstanceControl Act, 15USC Section 2601, et seq.; the Occupational Safety and Health Act, 29 USC Section 651, et seq.; the California Hazardous Waste Control Act, California Health and Safety Code Section 25100, et seq.; the Carpenter- Presley- Tanner Hazardous Substance Account Act, California Health and Safety Code Section 25300, et seq.; the Porter- Cologne Water Quality Control Act, California Water Code Section 13000, et seq.; the Safe Drinking Water and Toxic Enforcement Act of 1986, California Health and Safety Code Section 25249.5, et seq.; all as currently in force or as hereafter amended, and all rules and regulations promulgated thereunder.

1. 55 Excluded Waste means hazardous substance, hazardous waste, infectious waste, designated waste, volatile, corrosive, medical waste, infectious, regulated radioactive waste, and toxic substances or material that a Designated Solid Waste Facility operator(s) reasonablybelieve(s) would, as a result of or upon acceptance,transfer, processing,or disposal,be a violation of local, State,or Federallaw, regulation, or ordinance, including: landuserestrictionsor conditions, wastethatcannotbe disposedof in Class1 1 1 Landfills or accepted at a Designated Solid Waste Facility by permit conditions, waste that in Contractor' s reasonable opinion would present a significant risk to human health or the environment, causea nuisance or otherwise create or exposeContractor or City to potential liability; but not including deminimis volumes or concentrations of wasteof a type and amount normally found in Single-Family or Multi- Family solid waste materials after implementation of programs for the safe Collection, Processing, Recycling, treatment, and Disposal of batteries and paint in compliance with Sections 41500 and 41802 of the California Public Resources Code. Excluded Waste does not include used motor oil and filters, household batteries, Universal Wastes, and/ or latex paint when such materials are defined as allowable materials for collection and the generator and/ or customer has properly placed the materials out for collection pursuant to instructions provided by Contractor as set forth in this Agreement.

1. 56 Facility( ies) means any plant or site, owned, or leased and maintained, operated, or used by Contractor for purposes of performing services under this Agreement.

1. 57 Food Recovery means actions to collect and distribute edible food for human consumption which otherwise would be disposed, or as otherwise defined in 14 CCR Section 18982( a)( 24).

1.58 Food Recovery Organization means an entity that primarily engages in the collection or receiptof Edible Food from Commercial Edible Food Generators and distributes that Edible Food to the public for Food Recovery either directly or through other entities, including, but not limited to:

A food bank as defined in Section 113783 of the California Health and Safety Code; A nonprofit charitable organization; and,
A nonprofit charitable temporary food facility as defined in Section 113842 of the California Health and Safety Code.

1. 59 Food Recovery Service means a person or entity that collects and transports Edible Food from a Commercial Edible Food Generatorto a Food Recovery Organization or other entities for Food Recovery; or as otherwise defined in 14 CCR, Section 18982( a)( 26).

1. 60 Food Waste meansall food such as, but not limited to, fruits, vegetables, meat, poultry, seafood, shellfish, bones, rice, beans, pasta, bread, cheese, and eggshells; food- soiled paper such as, but not limited 8 December 1, 2021 City of Lynwood 153
to, compostable paper plates, paper coffee cups, napkins, pizza boxes, and milk cartons; and compostable plastics. Food Waste excludes fats, oils, and grease when such materials are Source Separated from other Food Waste.

1. 61 Franchise meansthe specialright grantedby City to operatea quasi-public utility for Solid Waste Handling Services within the City.

1. 62 Franchise Area meansall Premiseswith the City Limits, including premisesthat may be annexed and thereby addedto the City Limits during the Term of this Franchise.

1. 63 Franchise Feemeansthe feepaid by Contractorto City for granting the right to hold the Exclusive Franchisefor Solid Waste Handling Services, asdefined under Article 11 of this Agreement, and includes any and all City Costs.

1. 64 Gray Container hasthe samemeaning asin 14 CCR Section 18982(a)(28) and shall be usedfor thepurposeof storageandCollectionof GrayContainerWasteor Mixed Waste.

1. 65 Gray Container Waste means Solid Waste that is collected in a Gray Container that is part of a three- Container Organic Waste Collection service that prohibits the placement of Organic Waste in the GrayContainerasspecifiedin 14CCR Sections18984.1(a) and (b) or asotherwisedefinedin 14CCR Section 17402( a)( 6. 5). For the purposes of this Agreement, Gray Container Waste includes carpet and textiles.

1. 66 Generator means any person or entity whose act first causesSolid Waste Materials to become subject to regulation under federal, State, or local regulations.

1. 67 Green Container hasthe samemeaning asin 14 CCR Section 18982(a)(29) and shall be usedfor the purpose of storage and collection of SSGCOW.

1. 68 Green Waste meansany and all forms of biodegradableplant material which can be placed in a covered container, such as wastes generated from the maintenance or alteration of public, commercial, or residential landscapesincluding, but not limited to, yard clippings, leaves,tree trimmings, prunings, brush, and weeds. Tree stumps and limbs greater than three ( 3) inches in diameter are excluded unless they are reduced to a chipped form; otherwise, such large portions of Green Waste shall be considered Bulky Waste.

1. 69 Gross Receipts means and includes all monies, fees, charges, consideration, and revenue received, charged, or imputed to Contractor and any Affiliate of Contractor, in connection with, arising from, or in any way attributable to the Solid Waste Handling Services carried out by or on behalf or Contractor pursuant to this Agreement. Gross Receipts includes, without limitation, monthly Customer chargesfor collection of solid waste materials, without subtracting Franchise Fees, fees imposed and collected pursuant to this Agreement, sums collected in connection with Temporary Services, and transportation charges. Gross Receipts does not include revenue from the sale of recyclable material, green waste, food waste, and other material which is diverted from disposal.

1. 70 Hazardous Material ( Waste) means and include any hazardousor toxic substance, material or waste which is or becomesregulated by any local governmental authority, the State of California, or the United StatesGovernment. The term " Hazardous Material" includes, without limitation, any material or substance which is: ( i) petroleum or oil or gasor any direct or derivate product or byproduct thereof; (ii) 9 December 1, 2021 City of Lynwood 154
defined as a " hazardous waste," " extremely hazardous waste" or " restricted hazardous waste" under Sections25115, 25117 or 25122.7, or listed pursuantto Section25140, 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 "hazardouswaste" underSections25501(j) and (k) and25501.1 of the CaliforniaHealth andSafetyCode,Division 20,Chapter6.95 (HazardousMaterialsReleaseResponsePlansandInventory); 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 Chapter 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 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 MaterialsTransportationAct 29U.S.C. Section5101, etseq.: or( xiv) definedassuchor regulatedby any Superfund" or " Superlien" law, or any other federal, state or local law, statute, ordinance, code, rule, regulation, order or decreeregulating, relating to, or imposing liability or standardsof 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; ( xv) defined as " medical waste" or " biohazardous waste" under applicable Federalor Statelaw, excluding Sharpsasdefined herein.

1. 71 High Diversion Organic Waste Processing Facility means a High Diversion Organic Waste ProcessingFacility asdefinedin 14CCRSection18982(a)(33).

1. 72 Household Hazardous Waste ( HHW) means material used in residences that may threaten humanhealth or the environment when improperly discardedandusually hasoneor more of the following characteristics: flammable, toxic, corrosive, and/ or reactive.

1. 73 Incompatible Material or Incompatibles mean(s) human-made inert material, including, but not limited to, glass,metal, plastic, and also includes organic wastefor which the receiving end-user, facility, operation, property, or activity is not designed, permitted, or authorizedto perform OrganicWaste recovery activities as defined in 14 CCR Section 18983. 1( b), or as otherwise defined by 14 CCR Section 17402( a) ( 7. 5).

1. 74 Inerts means materials such as concrete, soil, asphalt, and ceramics.

1. 75 Infectious Waste meanswastecapableof producing an infection or pertaining to or characterized by the presence of pathogens including, but not limited to, certain wastes generated by medical practitioners, hospitals, nursing homes, medical testing labs, mortuaries, taxidermists, veterinarians, veterinaryhospitals, andmedicaltestinglabs.

1. 76 Landfill meansa" SolidWasteLandfill" asdefinedby PublicResourcesCodeSection40195.1.

1. 77 Large Event meansanevent, including,but notlimited to, a sportingeventor a fleamarket, that chargesanadmissionprice, or is operatedby a local agency, andservesan averageof morethan2,000 10 December 1, 2021 City of Lynwood 155
individualsper day of operationof the event, at a locationthat includes, but is not limited to, a public, nonprofit, or privately owned park, parking lot, golf course, streetsystem, or other open spacewhen 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. 78 Large Venue means a permanentvenue facility that annually seatsor servesan averageof 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 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.

1. 79 Liquidated Damages means the amounts payable to City by Contractor for failure to meet specific quantifiable standards of performance as described under Article 17 of this Agreement.

1. 80 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. 81 Maximum Rate Schedule means that schedule of rates charged to Residential Customers and Commercial and Industrial Customerslocated in the City of Lynwood for Solid Waste Handling Services by Contractor. The Maximum Rate Schedule, which is effective as of the date designated herein, is attached to this Agreement as Exhibit A.

1. 82 Medical Waste means any solid waste materials that are generated or have been used in the diagnosis, treatment, or immunization of human beings or animals, or research pertaining thereto, and shall include, but not be limited to, biomedical, biohazardous and medical waste, or other solid waste resulting from medical activities or services as defined by any State or federal law or regulation, all as currently enacted or subsequently amended.

1. 83 Mixed Waste means Mixed Waste Organic Collection Stream and Solid Waste Collected in a Container that is required by 14 CCR Sections 18984.1, 18984.2, or 18984.3 to be Transportedto a High Diversion Organic Waste ProcessingFacility.

1. 84 Multi- Family Dwelling meansany building or lot containing four (4) or more Dwelling Units at which Contractor determines ( and City agrees) the Dwelling Units must receive Solid Waste Handling Services through the use of shared Bins, since they are not reasonably able to store Carts or otherwise receive individualized Solid Waste Handling Services through the use of the automated collection system utilizing Cartscontemplatedby this Agreement for Single Family Dwellings. Unless otherwise determined assetforth above, any Premisesupon which four( 4) or more Dwelling Units exists shall be deemedto be a Multi- Family Dwelling. Any ambiguity as to whether a Customer's Premisesqualifies for purposesof this Agreement as a Single-Family Dwelling or Multi- Family Dwelling shall be resolved by the City Manager whose decision shall be final

1. 85 Municipal Code meansthe Municipal Code of the City of Lynwood. 11 December 1, 2021 City of Lynwood 156

1. 86 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).

1. 87 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. 88 Oil Waste means used motor oil and used oil filters.

1. 89 On- Call Service means any Collection provided by Contractor by appointment or that is not regularly scheduled. On-Call Service is initiated by a Customer by calling, emailing, or requesting the service in person at Contractor' s office.

1. 90 Organic Waste means Solid Wastes containing material originated from living organisms and their metabolic waste products including, but not limited to, food, Yard Trimmings, organic textiles and carpets, lumber, wood, PaperProducts, 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. 91 Organic Materials Processing Facility means a permitted Facility where Organic Material is sorted, mulched, or separated for the purposes of Recycling, reuse, or composting.

1. 92 Owner means the person, organization or corporation holding the legal title to the real property constituting the Premisesto which Solid WasteHandling servicesareprovided or required to beprovided.

For the purposes of sending notices, billings or other communications required by this Agreement, Contractor may regard the Owner as the person, organization, corporation, or other entity shown in the records of the Assessorof the County or asmay be indicated by documentsrecorded in the Office of the Recorder of the County.

1. 93 Paper Products include, but are not limited to, paper janitorial supplies, cartons, wrapping, packaging, file folders, hanging files, corrugatedboxes, tissue, and toweling; or as otherwise defined in 14 CCR Section 18982( a)( 51).

1. 94 Person has the same meaning as in Public Resources Code Section 40170, which states that a Person includes an individual, firm, limited liability company, association, partnership, political subdivision, government agency,municipality, industry, public or private corporation, or any other entity whatsoever.

1. 95 Premises means any parcel of land, building( s) and/ or structure( s), or portion thereof, in the City where Solid Waste and/ or Recyclable Materials are produced, generated, or accumulated.

1. 96 Proposition 218 means Articles X111C and X111D of the California Constitution and any implementing legislation promulgated thereunder, asmay be amendedfrom time to time.

1. 97 Printing and Writing Papers mean and include, but are not limited to, copy, xerographic, watermark, cotton fiber, offset, forms, computer printout paper, white wove envelopes, manila envelopes, book paper, note pads, writing tablets, newsprint, and other uncoated writing papers, posters, index cards, 12 December 1, 2021 City of Lynwood 157
calendars, brochures, reports, magazines, and publications; or as otherwise defined in 14 CCR Section 18982( a)( 54).

1. 98 Processing meansthe controlled separation,recovery, volume reduction, conversion, or Recycling of Solid Wasteincluding, 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 asotherwise defined in 14 CCR Section 17402(a)(20).

1. 99 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 Jurisdiction' s Blue Container; ( ii) Discarded Materials placed in the Green Container that are not identified as acceptable SSGCOW for the Jurisdiction' s Green Container; ( iii) Discarded Materials placed in theGrayContainerthat areacceptableSourceSeparatedRecyclableMaterialsand/or SSGCOWto be placed in Jurisdiction' s Green Container and/ or Blue Container ; and ( iv) Excluded Waste placed in any Container.

1.100 Property Owner meansthe ownerof real property, or asotherwisedefinedin 14 CCR Section 18982( a)( 57).

1. 101 Public Resources Code ( PRC) means the California Public Resources Code.

1.102 Putrescible Waste meanswastesthat arecapableof being decomposedby 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).

1.103 Rate means the maximum amount, expressed as a dollar unit, approved by the City that the Contractor may bill a Customer for providing specified servicesunder this Agreement. A Ratehas been establishedfor eachindividual Service Level and arepresentedin Exhibit A. The Ratesapprovedby City are the maximum Rate that Contractor may charge a Customer for a particular Service Level and Contractor may, in its solediscretion, chargeanyamount up to andincluding the maximum Rateapproved.

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

1. 105 Recycle or Recycling 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 that meet the quality standardsnecessaryto be used in the marketplace. Recycling includes 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.

1.106 Remnant Organic Material meansthe Organic Wastethat is Collected in a Gray Container that is part of the Gray Container Collection stream, or as otherwise defined in 14 CCR 17402(a)(23.5).

1. 107 Renewable Natural Gas ( RNG) means gas derived from Organic Waste that has been diverted from a Landfill and Processedat an in-vesseldigestion facility that is permitted or otherwise authorized by 14CCRto recoverOrganicWaste, or asotherwisedefinedin 14CCRSection18982(a)(62). 13 December 1, 2021 City of Lynwood 158

1.108 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 secondunits. Notwithstanding anyprovision to the contrary herein, for purposesof this Agreement, Premisesupon which the following usesareoccurring shall not be deemed to be Residential Premises, and rather shall be deemed to be Commercial Premises:
assisted living facilities, convalescent homes, dormitories, extended stay motels, group residential facilities, group care facilities, hotels, motels, and any other businessesnot specifically listed at which residencyis transientin natureandhenceshouldbeclassifiedasCommercialPremisesasdeterminedby City on a caseby casebasis.

1. 109 Residual or Residue means the Solid Waste materials destined for Disposal, further transfer/ processing as defined in 14 CCR Section 17402( a)( 30) or 14 CCR Section 17402( a)( 31), or transformationwhich remainsafterProcessinghastakenplaceandis calculatedin percentasthe weight of Residual divided by the total incoming weight of materials.

1. 110 Residual Organic Waste means waste that remains after organic waste has been processed and is then sent to landfill disposal.

1.111 Remodel or Remodeling means any construction or demolition project ( other than mere repair work) requiring the issuance of a building permit or such construction and demolition project that generates for disposal, bulky structural items, appliances ( household or commercial), such as showers, tubs, toilets, ovens, stoves, cabinetry and built- in units, roofing materials, etc., and other C& D Material.

1.112 Reusable Items means items that are capable of being Reused after minimal Processing. Reusable Item Items may be Collected SourceSeparatedor recoveredthrough a ProcessingFacility. Reusable Item Items may include, but arenot limited to, clothing, furniture, and/or sporting equipment.

1.113 Reuse or any variation thereof, meansthe use, in the same, or similar, form asit was produced, of a material which might otherwise be discarded, or as otherwise defined in 14 CCR Section 17402. 5(b)( 2).

1.114 Roll- Off Box/ Compactor means an open-top or closed-top metal Container, roll- top Container, or closed compactor Container serviced by a roll- off truck and with a capacity of 10 to 50 cubic yards.

Roll- off boxes are also known asdrop boxes or debris boxes.

1.115 Route Review means a visual inspection of containers along a Solid Waste collection route for the purpose of determining container contamination andmay include mechanical inspection methods, such as the use of cameras.

1. 116 Salvageable Material or Salvaged Material means an object or material that results from salvaging, where salvaging meansthe controlled separationof Solid Waste materials that do not require further processing for Reuseor Recycling prior to Transfer activities, or as otherwise defined in 14 CCR Section 17402( a)( 24).

1.117 SB 1383 means SenateBill 1383 of 2016, approved by the Governor on September 19, 2016, which addedSections39730.5, 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 ResourcesCode, establishingmethaneemissionsreductiontargetsin a statewideeffort to reduceemissionsof short-lived climate pollutants as amended, supplemented, superseded, and replaced from time to time. 14 December 1, 2021 City of Lynwood 159

1. 118 SB 1383 Regulations means the Short- Lived Climate Pollutants ( SLCP): Organic Waste Reductions regulations developedby CalRecycle and adoptedin 2020 that createdChapter 12 of 14CCR, Division 7 and amended portions of regulations of 14 CCR and 27 CCR.

1. 119 Self-Hauler or Self-Haul means a Person or entity who hauls Solid Waste, Organic Waste, or recoveredmaterialthey havegeneratedto anotherPersonor entity, or asotherwisedefinedin 14CCR Section 18982( a)( 66). Self- Hauler also includes a Person who Back- Hauls waste.

1.120 Senior Citizen means a Customer that is the head of the household at a Single-Family Dwelling as demonstratedby utility bills, a lease, or other reasonabledocumentation, at least sixty- five ( 65) years of age and the recipient of supplemental social security benefits.

1. 121 Senior Housing Complex means a Multi- Family Complex in which covenants, conditions, and restrictions on the Premises limit use of the Residential Units to Senior Citizens pursuant to a program administered by the State Department of Housing and Community Development, US Department of Housing andUrban Development, or anon-profit senior housing developer.

1. 122 Service Day meansany regularly scheduledWorkday on which a Customer receives Solid Waste services from Contractor under this Agreement.

1. 123 Service Level means the number and size of a Customer's Container(s) and the frequency of Collection service, and ancillary servicessuch aslock/unlock service, Container push/pull service, etc.

1. 124 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. 125 Single Family Dwelling meansa building or lot containing one Dwelling Unit, and, for purposes of this Agreement, includes buildings and lots with up to three (3) Dwelling Units where such Dwelling Units are determined by the City to be reasonably able to receive individualized Solid Waste Handling Servicesby the automatedprocessutilizing Carts ascontemplatedherein. Any ambiguity asto whether a Customer's Premises qualities as a Single-Family Dwelling or Multi- Family Dwelling shall be resolved by the City Manager whose decision shall be final.

1.126 Solid Waste hasthe samemeaning as defined in PRC Section 40191, which defines Solid Waste as all putrescible and non- putrescible solid, semisolid, and liquid wastes, including garbage, trash, refuse, paper, rubbish, ashes, industrial wastes, demolition and construction wastes, abandoned vehicles and parts thereof, discardedhome and industrial appliances, dewatered,treated, or chemically fixed sewagesludge which is not hazardous waste, manure, vegetable or animal solid and semisolid wastes, and other discarded solid and semisolid wastes, with the exception that Solid Waste does not include any of the following wastes:
1) Hazardous waste, as defined in PRC Section 40141;
2) Radioactive waste regulated pursuant to the Radiation Control Law ( Chapter 8 (commencing with Section 114960) of Part 9 of Division 104 of the Health and Safety Code); 3) Medical waste regulated pursuant to the Medical Waste Management Act ( Part 14, commencing with Section 117600, of Division 104 of the Health and Safety Code). Untreated medical waste shall not be disposed of in a solid waste Landfill, as defined in PRC Section 40195. 1. 15 December 1, 2021 City of Lynwood 160
Medical waste that has been treated and deemed to be Solid Waste shall be regulated pursuant to PRC, Division 30.

1. 127 Solid Waste Enterprise means " solid waste enterprise" as defined in Public Resources Code Section 40193 ( i. e., any individual, partnerships, joint venture, unincorporated private organization, or private corporation, which is regularly engagedin thebusinessof providing solid wastehandling services).

1. 128 Solid Waste Handling means: ( i) " Solid Waste Handling" or " Handling" as defined in Public Resources Code Section 40195 ( i. e., the collection, transportation, storage, transfer, or processing of solid wastes) and Solid Waste disposal by a Solid Waste Enterprise defined in Section 40193 of the Public ResourcesCode, such as residential or commercial refuse collection in packer-type vehicles by haulers whose core business is refuse collection or the small- scale collection and disposal of residential or commercial solid waste in any type of truck, trailer or vehicle; and, ( ii) the development and operation of Solid Waste facilities, such as materials recovery facilities, transfer stations, conversion/transformation facilities, storagesites for equipment related to Solid WasteHandling, or other suchfacilities.

1.129 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 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 standardsnecessaryto be usedin the marketplace, or asotherwise 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 separatedfrom Gray Container Waste or Mixed Waste and other Solid Waste for the purposes of Collection and Processing.

1. 130 Source Separated Green Container Organic Waste ( SSGCOW) means Source Separated Organic Waste that can be placed in a Green Container that is specifically intended for the separate Collection of Organic Waste by the Generator, excluding SSBCOW, carpets, Non- Compostable Paper, and textiles. The acceptedtypes of SSGCOW and processfor modifying the acceptedtypes of SSGCOW are specified under Article 7. SSGCOW is a subset of Organic Waste.

1. 131 Source Separated Recyclable Materials means Source Separated Non- Organic Recyclables and SSBCOW. The accepted types of Source- Separated Recyclable Materials and process for modifying the accepted types of Source- Separated Recyclable Materials are specified under Article 7.

1. 132 Split- Container means a Container that is split or divided into segregated sections, instead of an entire Container, or as otherwise allowed under 14 CCR, Division 7, Chapter 12, Article 3.

1.133 Standard Compliance Approach has the same meaning as 14 CCR, Division 7, Chapter 12, Article 3, and all associatedprogram andpolicy requirements; it is the preferred method for achieving SB 1383 compliance with CalRecycle; and, it forms the basis for Solid Waste Handling services provided under this Agreement. These services would include hauler- provided annual route reviews and seasonal twice per-year) waste evaluations as directed by the City.

1. 134 State means the State of California.
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1.135 Subcontractor meansany Person, firm, or entity hired by Contractor to carry out any of Contractor' s duties under this Agreement.

1.136 Subsidiary meansanAffiliate with a majority of its ownership controlled by Contractor.

1.137 Temporary Service means Solid Waste Handling Services provided by Contractor on an as- neededand temporary basis to any Premiseswithin the City in conjunction with construction, demolition, clean-up, or other projects, andby useof temporarily placed Bins or Roll- off Boxes.

1.138 Term shall have the meaning ascribed under Article 5 of this Agreement, including any extensions.

1. 139 Tier One Commercial Edible Food Generator means a Commercial Edible Food Generator that is oneof the following, eachasdefined in 14 CCR Section 18982: A) Supermarket; B) Grocery Storewith a total facility size equal to or greater than 10,000 square feet; C) Food Service Provider; D) Food Distributor; E) Wholesale Food Vendor.

1. 140 Tier Two Commercial Edible Food Generator means a Commercial Edible Food Generator that is oneof thefollowing, eachasdefinedin 14CCRSection18982: A) Restaurantwith 250or moreseats, or a total facility size equalto or greaterthan 5,000 squarefeet; 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 seatsor total cafeteria facility size equalto or greaterthan 5,000 squarefeet; G) A local education agencywith an on-site food facility.

1.141 Ton( s) or Tonnage meansa unit of weight equal to 2,000 pounds (907.18474kg).

1.142 Transfer means the act of transferring Solid Waste materials collected by Contractor from Contractor' s Collection vehicles into larger vehicles for Transport to other Facilities for Processing or Disposing of such materials. Transfer allows for removal of materials excluded or prohibited from handling at the Transfer Facility( e.g., removal of HazardousWaste).

1.143 Transfer StationmeansaFacilitythatreceivesSolidWastefrom Collectionvehiclesandtransfers the material to larger vehicles for transport to landfills and other destinations. Transfer Stations may or may not also include MRFs transferring residual solid waste to landfills and Recyclable Materials, including Organic Materials and/or Construction and Demolition debris, to processors, brokers, or end- users.

1. 144 Transformation means incineration, pyrolysis, distillation, gasification, or biological conversion other than composting. " Transformation" does not include composting.

1.145 Universal Waste or U-Waste meansall wastesdefined by 22 CCR Subsections66273.1through 66273.9. These include, but are not limited to, batteries, fluorescent light bulbs, mercury switches, and electronic waste.

1.146 Workday means any day on which the Contractor is required to provide regularly scheduled Collection services under this Agreement.

1.147 Waste Diversion means any combination of waste prevention( source reduction), recycling, reuse and composting activities that reduces waste disposed at CalRecycle- permitted landfills and 17 December 1, 2021 City of Lynwood 162
transformation facilities. Diversion is achieved through the implementation of diversion programs and shall be measuredpursuant to California Public ResourcesCode Section 41780.05, asmay be amended.

1.148 Yard Trimmings means types of SSGCOW resulting from normal yard and landscaping installation, maintenance, or removal that the Generators Source Separate and set out in Green Containers for Collection for the purpose of Processingby the Contractor. The acceptedtypes of Yard Trimmings and process for modifying the acceptedtypes of Yard Trimmings are specified under Article 7. Yard Trimmings are a subset of SSGCOW.

1. 149 White Goods means inoperative and discarded refrigerators, microwave ovens, ranges, water heaters, freezers, and other similar household appliances. White Goods are a subset of Bulky Wastes.

ARTICLE 2

GRANT OF EXCLUSIVE FRANCHISE FOR SOLID WASTE HANDLING

SERVICES

2. 1 Scope of Franchise
Except ashereinafter expressly set forth, City hereby grantsto Contractor and Contractor hereby acceptsfrom City, for theTermhereof, the exclusivecontract, right, andprivilegeto Collect, transport, and dispose of all Solid Waste generated or accumulated within the Franchise Area, which shall include all residential and commercial/ industrial premises. The exclusive franchise, right and privilege to provide Solid Waste Handling Serviceswithin the City grantedto Contractorby this Agreementshall be interpreted to be consistent with all applicable state and federal laws, now in effect and adopted during the Term of this Agreement, andthe scopeof this Agreement shall be limited by all applicable current and developinglawsandregulations.In theeventthatfutureinterpretationsof currentlaw orfutureenactments limit theability of City to lawfully grantContractorthe scopeof servicesasspecificallysetforth herein, Contractor agrees that the scope of this Agreement will be limited to those services and materials which maybelawfully provided,andthatCity shallnotberesponsiblefor anylostprofits claimedby Contractor as a result thereof.

2. 2 Matters Excluded from Scope of Franchise
Notwithstanding any other provisions set forth in this Agreement to the contrary, the exclusive franchise granted herein shall exclude the collection, transportation, recycling, and disposal of:

A) Any SolidWasteotherwisewithin thescopeof this Agreementthatis transportedby a Self- Hauler as the term is used in the Municipal Code, City ordinance, resolution, regulation, or policy, assuchmaybeadoptedor amendedfrom time to time, or asotherwisedefinedin 14 CCR Section 18982( a)( 66). Self- Hauler also includes a Person who Back- Hauls waste.

B) The sale or donation of Recyclable Material by the person or entity that generated such Recyclable Material ( the " Generator") to any person or entity other than Contractor; provided, however, to the extent permitted by law, if the Generator is required to pay monetary or non-monetary consideration for the Collection, transportation, transfer, or 18 December 1, 2021 City of Lynwood 163
processing of Recyclable Material to anyperson or entity other than Contractor, the fact that the Generator receives a reduction or discount in price( or in other terms of the consideration the Generator is required to pay) shall not be considereda saleor donation; C) Any Solid Waste otherwise within the scope of this Agreement that is Collected or transported to a disposal or recycling facility by City employees in the course and scopeof their employment with City;
D) The Collection, transportation, or disposal of Hazardous Waste; Universal Waste; E- Waste; biohazardous waste; untreated medical waste; Infectious Waste; Animal Waste; used cookingfats, oils, grease, andsimilarwaste; or othermaterialswhich donotconstituteSolid Waste;
E) The Collection, transportation, and disposal of Construction and Demolition Waste by a contractor, handyman, repairman, or other similar service provider, using its own equipment, asanincidental part of the servicesprovided to its customers,ratherthan asa hauling service, provided that suchwaste is not Collected or transportedby athird party hired for the primary purpose of Collecting and transporting said materials;
F) The Collection, transportation, and disposal of Green Waste and related Solid Waste by a gardener, or landscaper, as an incidental part of the gardening or landscaping services provided to its customers, rather than as a hauling serviceprovided that such Solid Waste is not collected or transportedby a third party hired for the primary purpose of Collecting and transporting said materials;
G) Solid WasteHandling Servicesprovided by anyPersonhaving alegal right to continue doing so, pursuant to Public ResourcesCode Section 49520, et. seq., or otherwise, as long as and to the extent such legal right continues to exist; except that to the degree any territory in which Contractor has a franchise granted by another governmental entity is annexed into City during the Term, Contractor agreesthe provisions of this Agreement shall apply to such territoryandfurtheracknowledgesthatthisAgreementconstitutesanynoticerequiredby the Public Resources Code in connection therewith.

ARTICLE 3

ENFORCEMENT OF EXCLUSIVITY
Contractor shall be responsible for enforcing the exclusivity of this Agreement. City shall reasonably assist Contractor in its efforts to enforce the exclusivity hereof. In addition, City shall adopt suchordinancesor other regulations asit deemsto be necessaryor desirableto protect the exclusive rights grantedherein. City shallhavetheright,butnottheobligation,to enforcetheexclusivityhereof,including by institutingappropriatelegalproceedings, and/or to requestthat.Contractordoso. Contractorshallhave an affirmative obligation to enforce such exclusivity provisions when requested to do so by City.

ContractorshallreimburseCity for itsreasonablelegalcosts,extraordinaryadministrativecosts(including staff time), or other expensesincurred in connection with City' s actions to either enforce the exclusivity hereof, or to assistContractor in doing so.
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ARTICLE 4

ACCEPTANCE AND WAIVER
Contractor agrees to be bound by and comply with all the requirements of this Agreement.

Contractor waives Contractor' s right to challenge the terms of this Agreement under federal, state, or local law, or administrative regulation. Contractor waives any right or claim to servethe City or any part of the City underanyprior grantof franchise, contract, license, orpermitissuedor grantedby anygovernmental entityincludinganyright underSection49520of thePublicResourcesCode.

ARTICLE 5
TERM
The Term of this Agreement reflects the investment of Contractor in Solid Waste Handling Serviceswithin the City, including, but not limited to, thatof SB 1383, aswell astheeconomicinterests of both Parties. The Term shall commence on December 1, 2021, at 12: 01 A. M., and end at midnight on December 31, 2029, and thereafter may be extended, unlessterminated sooner, pursuant to Section 18 of this Agreement, or otherwise.

In addition to the above Term extension, the City Council shall have the unilateral right to extend the Term of this Agreement for an additional three (3) year period, ending at midnight on December 31, 2032. Contractor may, but is not required to, request such extension no later than six (6) months prior to the expiration date. Approval of such extension shall be subject to the City Council' s sole, absolute, and unfettered discretion. Notwithstanding, this Agreement may be terminated as set forth herein, or may extended for additional terms upon the mutual, written agreement of the Parties.

ARTICLE 6

CONDITIONS TO EFFECTIVENESS

OF AGREEMENT
The satisfaction of each and all of the conditions set out below, each of which may be waived in wholeor in partby City in writing, is a conditionprecedentto theeffectivenessof this Agreement, anda condition of Contractor' s continued right to the benefits conveyed herein:

6. 1 Accuracy of Representation
All representationsand warranties made by Contractor and set forth in this Agreement shall be accurate, true, and correct on and as of the Effective Date of this Agreement.

6. 2 Absence of Litigation
There shall be no litigation pending in any court challenging the award of this exclusive franchise for Solid WasteHandling Servicesto Contractor or the execution of this Agreement or seekingto restrain or enjoin its performance.
20 December 1, 2021 City of Lynwood 165

6. 3 Furnishing of Insurance, Bond, Letter of Credit, and Corporate Guarantee Contractor shall have furnished evidenceof the Insuranceand Surety required by Sections 14 and 15 hereof, and shall comply with all ongoing' requirements relating thereto, and shall provide the Corporate Guaranteerequired by Section 29.9 of this Agreement.

6. 4 Effectiveness of City Council Action
TheCity Council'sResolutionapprovingthis Agreementshallhavebecomeeffectivepursuantto California law.

6. 5 Payment of Fees and Costs
Contractor shall have made payment to City of all fees, costs, and other payments due as more fully setforth under Article 11.

ARTICLE 7

SOLID WASTE HANDLING SERVICES

PROVIDED BY CONTRACTOR

7. 1 General

7. 1. 1 Equipment
Contractor shall furnish all labor, supervision, materials, supplies, and equipment necessaryto provide for all servicesrequired by the terms of this Agreement.

7. 1.2 Disposal and Processing Facilities
Contractor hasprovided a list of facilities that it intendsto usefor the disposal,processing, and/ or reuse of Solid Waste and Recyclable Materials Collected pursuant to this Agreement, which is attachedhereto as Exhibit B and incorporated herein by reference. Contractor shall not utilize other facilities for thesepurposeswithout first updating Exhibit B and obtaining the prior written consent of the City Manager, which consent shall not be unreasonably withheld.

7. 1. 3 Performance Standards
Contractor shall perform Solid Waste Handling Services as required hereunder in a workmanlike manner consistent with good housekeeping standards and all relevant provisions of Applicable Law.

7. 1.4 Noise and Disruption
Contractor shall perform Solid Waste Handling Servicesas required hereunder in such a mannerasto minimize noise andother disruptive impacts including, without limitation, thoseupon traffic. Contractor shall use its best efforts to coordinate its Collection schedules such that street sweepingon anygivenstreetshalloccurthebusinessdayfollowing Collectionof SolidWasteby Contractor.
21 December 1, 2021 City of Lynwood 166

7. 1. 5 Collection Times
Contractor shall not commence Solid Waste Handling Services for Customers at Commercial Premises (excepting Multi- Family Dwellings) until 6:00 a.m. and for Customers at Residential Premisesandat Multi- Family Dwellings until 7:00 a.m., nor shall suchactivities occur after 7:00 p.m. for Customers at Commercial Premises (excepting Multi- Family Dwellings) and 6:00 p.m. for Customersat ResidentialPremisesand at Multi-Family Dwellings. The City Manager may require Contractor to comply with time frames applicable to Residential Premises in connection with So lid Waste Handling Servicesfor Customersat Commercial Premiseswhose premises are in close proximity to Residential Premises. Solid Waste Handling Services at Residential Premises and at Multi- Family Dwellings shall not occur on Saturdays; excepting TemporaryServicesandCollectionoccurringon Saturdaysfollowing suchholidaysasmay be approvedby the City Manager. No Solid WasteHandling Servicesshall occur on Sundaysat Residential Premisesor at Multi- Family Dwellings, exceptin exceptional circumstancesfor which specificapprovalis givenby the City Manager. Exceptasnotedhe rein, Solid WasteHandling ServicesmayoccuratCommercialPremiseson Sundays;provided,however,no suchserviceshall occur on Sundays in connection with any Premisesat which the City Manager determines such service would be contrary to the public interest.

7. 1.6 Collection Schedule
Contractor shall establish Collection routes and a Collection schedule which shall be approvedby the City Managersuchthat Customersat all Residentialand.CommercialPremises within the City will have not lessthan one establishedCollection day eachweek. Contractor shall provide notice to each Customer of its established Collection day(s), and shall provide at least one week' s notice to Customers of any change in their established Collection day(s). Notwithstanding anyprovisionhereinto thecontrary, shouldanyestablishedCollectio n dayfall onalegalholiday, or on anyotherholidaywhich is observedby eitheralandfill or otherlawful disposalor diversion site to which Solid Waste is taken for disposal or diversion, Contractor shall provide for Collection one (1) daylaterduringthepick-upweek, andtheregularCollectionscheduleshallberesumed the following week. A pick - up week shall be defined as Monday through Saturday. Contractor may not change its established Collection schedules without obtaining the prior written consent of the City Manager.

7. 1.7 Commingling of Routes
Contractor shall not during its Collection process commingle Solid Waste Collected hereunderwith Solid Waste Collected in any other City, or on behalf of any other entity operating or existing within City that is not subject to this Agreement, and is specifically prohibited from combining Collection routes related to servicesprovided pursuantto this Agreementwith Collection routes for other jurisdictions it may service. Notwithstanding the preceding sentence, the Parties acknowledge that in certain limited circumstances, where the specific waste materials constitutea minor sub-streamof City's SolidWaste, a dedicatedroutemay not be warranted. In those isolated circumstances, andupon written approval by the City, City may allow Contractor to commingle, on a very limited basis, the Solid Waste included within that sub-stream, using an allocation methodology approved by the City Manager to account for the origin of the waste materials.
22 December 1, 2021 City of Lynwood 167

7. 1. 8 Replacement of Containers
Contractor shall, whenever possible, place Carts in the street gutter, adjacent to the curb, upon completing Collection. Contractor shall replace all Bins in the location upon the property of eachCustomerutilizing Bins designatedfor storageof Bins, andshallsecuregates, doors, and/or enclosures when applicable.

7. 1. 9 Contractor' s Containers
A) Contractor' s Residential Collection Containers shall meet the standards established under SB 1383 Regulations ( 14 CCR, Division 7, Chapter 12, Article 3 [§ 18984. 7]) regarding colors of containersutilized in a three( 3) cart residential collection system, which is integral to the Standard Compliance approach as defined in said Section of the California Code of Regulations. Commercial Bins and Roll- Off Containers shall meet minimum industry standards, and be painted consistent with the Contractor' s color scheme and bear the Contractor' s insignia as specified herein.

B) Contractor shall be responsible to maintain and replace, as necessary, all of its Containers.

C) All Contractor's Containersshall bemaintained by Contractor in good repair, andany question asto the meaning of this standardshall be resolved by the City Manager.

D) Contractor shall deliver Containers to each Customer at no additional charge.

E) Contractor shall ensure it maintains an accurate list that contains the total number of Carts at each service address with each Cart located at such address. Contractor shall keepthis list upto dateatall times,provideit to City uponrequest, andshallinclude a current updated list with each annual report as set forth in Section 23. 3. In addition, Contractor shall provide this list to City within thirty ( 30) days of the Effective Date of this Agreement.

F) All Carts shall bemaintained by Contractor in awatertight condition, asshall all Bins which areusedprimarily for the disposal of Solid Waste containing liquids.

G) Contractor shall replace any damaged Carts at no charge to Customers, provided, however, Contractor shall be entitled to charge Customers for the replacement of any Cart that has been damaged by a Customer, ordinary wear and tear excepted, with such chargesbeing subjectto the City Manager's approval.

H) Contractor shall replaceany lost or stolen Cartswithin three businessdays, at no cost to Customers. Contractor shall only be obligated to replace a lost or stolen Cart for a Customer at no chargetwo times during the Term hereof. For eachreplacementof a lost or stolen Cart thereafter, Contractor shall be entitled to charge Customers provided the rates charged by Contractor shall be subject to the City Manager's approval.
23 December 1, 2021 City of Lynwood 168
I) Contractor shall, at Customer's request, annually refurbish, replace, and steamclean as necessary all Bins and Roll- off Boxes at no charge to Customers; provided, however, City may require the steam cleaning or replacement of Bins utilized at restaurants, bars, and grocery stores/markets more frequently if it determines such action is neededto protect public health and safety. Additional steamcleaning shall beprovided to any Customerswho requestit at a chargenot to exceedthe maximum rate set forth in Exhibit A hereto, or alternatively Contractor shall provide a replacement Bin/ Roll- off Box to Customers at no charge.

J) Contractor, upon. becomingawareof any Cart or Bin that hasbeentaggedwith graffiti, whether through personal observation of Contractor' s personnel, from a third party, or by notice received from City or Customer, shall automatically schedulethe removal and replacement, or onsite cleaning, of. the defaced container(s) within twenty-four( 24) hours of becoming awareof it, if not sooner, at no additional charge to Customer.

K) All Bins and Roll- off Boxes shall be kept freshly painted in a uniform fashion and shall be identified with Contractor' s name and phone number in letters not less than three inches high on its exterior so as to be visible when the Container is placed for use.

L) At a Customer's request, Contractor shall provide Bins with locking lids and locks and may chargeratesto Customersfor locking Bins which do not exceedthe maximum rates set forth on Exhibit A.

7. 1. 10 Missed Pick- ups
In caseof amissedpick-up calledin by a Customer, ContractorshallCollect SolidWaste and Recyclable Material from such Customer no later than the next day of the pick- up week following thedateof the call. Recordsof theaddressesof all missedpick-upsshallbemaintained by Contractor, and shall be reportedto City upon request. If Contractordemonstratesto the satisfaction of the City Manager a pattern of ongoing late "set-outs" by a given Customer, missed pick-upsresultingfrom late setoutsby that Customershallnot be countedasmissedpick-upsin evaluatingContractor'sperformancehereunder. The Customerservicephonesystemrequiredby Section 10.8.2 hereof is intended, among other things, to serve as a" hotline" for Customers to call in the eventSolid Wasteplacedfor Collectionis not Collectedby Contractorandto facilitate havingsuchSolid WasteCollectedassoonasreasonablypossible, andin no eventlaterthanas required by the provisions hereof

7. 1. 11 Record of Non- collection
Asmorefully setforthherein,ContractorshallCollectall SolidWasteplacedforCollection byCustomersin Containers,exceptingmaterialsthatdonotmeetthedefinitionof SolidWaste(such ashazardousmaterials). WheneverContractor determinesnot to Collect any Solid Wastedeposited for Collection, Contractor shall leave a tag at least 2" by 6" in size, indicating thereason for Contractor's refusal to do so. This information may be either handwritten or left by 24 December 1, 2021 City of Lynwood 169
means of a check system ( i. e., checking off boxes on a preprinted form). The tag shall provide Contractor's businessname and its local telephone number and shall be securely fastenedto the Container, or the article refused. Contractor shall maintain a record of all such laggings at its place of business. Such record shall contain the date of such notice, street address, reason for non- collection,andasummaryof anycommunicationsbetweenContractorandtheCustomerinvolved.

Suchnotice shall be retained so that it may be inspectedby representativesof City upon request.

7.1.12 Proper Handling of Bulky Items
Contractorshall properly handleall materialsrequiredto be collectedas Bulky Items, including specificallyitemsthat requirespecialhandlingpursuantto the EnvironmentalLaws, such as materials that constitute " universal waste" and/ or " e- waste."

7. 2 Residential— Single Family Dwellings ( up to three [ 31 units) Solid Waste Handling Services

7. 2. 1 Standard Curbside Collection Services ( Three [ 3] Plus Container System) Pursuant to SB 1383 Regulations ( 14 CCR, Division 7, Chapter 12, Article 3), using the StandardCompliance method, Contractor shall implement a weekly, automated, Three (3) Plus Container Collection System( Blue, Green, And Gray Cart); plus, a Food Waste Caddy( the " Plus" designation refers to the Food Waste Caddy) for the separate Collection of Source Separated Recyclable Materials, Source Separated Green Container Organic Waste ( SSGCOW), and Gray Container Waste, plus bagged Food Waste and Yard Trimmings, as specified below:

A) Blue Container Collection ( RECYCLABLES): Contractor shall provide each residential Customer with a single Blue ( Blue- Lid) Container for Collection of Source Separated Recyclable Materials and shall provide weekly collection service for the source separated recyclables, consistent with the standards set forth herein.

Contractor shall transport the Source Separated Recyclable Materials to ( i) a CalRecyclepermittedSourceSeparatedRecyclableMaterialsProcessingFacility; or ii) a CalRecycle permitted Transfer Facility for Transfer and Transport to a duly permitted, Source SeparatedRecyclable Materials ProcessingFacility. The standard Blue Cart shall havea capacity of approximately ninety- six( 96) gallons; but smaller, sixty- four( 64) gallon size carts shall be made available upon Customer request; B) Green Container Collection( ORGANICS): Contractor shall provide each residential Customer with a single Green Container for Collection of SSGCOW ( which shall include bagged Food Waste and Yard Trimmings, as well as any other organic materials identified by CalRecycle for inclusion into this category), and shall provide weekly collectionservicefor the SSGCOW, consistentwith the standardssetforth herein. Contractor shall Transport the SSGCOW to ( i) a CalRecycle permitted OrganicWasteProcessingFacility; or (ii) a CalRecyclepermittedTransferFacility for TransferandTransportto adulypermittedOrganicWasteProcessingfacility. The standardGreenCart shall have a capacityof approximatelyninety-six (96) 25 December 1, 2021 City of Lynwood 170
gallons; but smaller, sixty-four ( 64) gallon size carts shall be made available upon Customer request;
C) Gray Container Collection ( REFUSE): Contractor shall provide each residential Customer with a single Gray Container for Collection of Gray Container Waste which shall include carpet and textiles), and shall provide weekly collection service for the Gray Container Waste, consistent with the standards set forth herein.

Contractor shall Transport the Gray Container Waste to (i) a CalRecycle permitted DisposalFacility; or (ii) a CalRecyclepermittedTransferFacility for Transferand Transportto a duly permittedDisposalFacility. ThestandardGrayCartshallhavea capacityof approximatelyninety-six (96) gallons;but smaller, sixty-four( 64) gallon size carts shall be made available upon Customer request; D) Food Waste Caddy( i. e., the Plus): Contractor shall provide each residential Customer with a single, Toter Brand, 2- Gallon Organics Bin ( or an equivalency thereof) to provide for the commingled Collection of Food Waste with the SSGCOW program. 1) Use of Compostable Plastic Bags for Food Waste Containment and Collection in Green Cart: Upon program implementation, Customers and Generators shall be required to place Food Waste in plastic bags for comingled disposal in the Green Container. An initial supply of bagswill be furnished at the time of delivery of the Food WasteCaddies. If andwhen a feasible technology emerges to cost-effectively process Lynwood' s SSGCOW materials while eliminating the needfor isolated containment of Food Waste, and subject to meeting certain cost and service criteria set by theCity andContractor, suchtechnologymaybeadoptedfor utilization in Lynwood, at which point, the required use of Compostable Plastic Bags shall cease.

7. 2. 1. 1 Delivery of Blue-Lid Recyclables Carts and Food Waste Caddies Contractor has historically provided residential Solid Waste Collection Services in the City based on a curbside, automated, Two ( 2) Cart Collection system: i. e., a Gray Cart for Trash and Recyclables; and a Green Cart for mixed, clean Green( Organic) Waste.

As a condition hereof, Contractor agrees to furnish all residential properties with a new, ninety- six (96) gallon recycling cart featuring a Blue Lid, as authorized under 14 CCR, Division 7, Chapter 12, Article 3, thereby enabling the implementation of the Three 3) Plus Container Collection System that is integral to complying with SB 1383.

Upon the Effective Date of this Agreement, Contractor shall commence an operational plan to begin distributing Blue-Lid Recyclables Carts to residential properties throughouttheCity. Distributionwill continueuntil all propertieshavebeenreached.

Distribution of Food Waste Caddies will commence approximately thirty ( 30) daysprior to the deadline for rolling out the mandatory Food and Organic Waste recovery 26 December 1, 2021 City of Lynwood 171
programs under SB 1383, which as of the Effective Date hereof, is set for January 1, 2021; distribution of Food Waste Caddieswill therefore begin during the first week of November in 2021.

7. 2. 1.2 Additional Cart Pricing and Alternative Cart Sizes As stated above, each Customer at a Single- Family Dwelling ( properties up to three [ 3] units) will be furnished with one Cart per color designation, as detailed above.

However, additional carts are available upon request.

Customerswho requestanadditional( or second) Gray Container shall be charged fifty percent( 50%) of the residential cart service rate as set forth in Exhibit A. Contractor maychargeCustomersfor additionalninety-six (96) gallonGrayContainers (abovetwo) at rates that do not exceed the maximum rates set forth in Exhibit A. Additional Blue Lid Containers, as well as Green Containers, shall be provided at no additional cost.

In addition, asanalternative to the standardninety- six( 96) gallon Cartsdescribed above, anyCustomermayrequest, anduponrequestshallreceivefrom Contractor, a sixty four( 64) gallon size Cart in any of the three (3) standardcolor variants of Gray-Lid, Blue- Lid, of GreenLid, which in the caseof the Gray Container, is available at a slightly lower price, as set forth in Exhibit A. Carts by each Customer at a Single Family Dwelling not lessthanonceperweekusinganautomatedCollectionsystematratesthatdo not exceed the maximum rates set forth in Exhibit A. Any Customer requesting an additional sixty- four( 64) gallon, or thirty- two( 32) gallon Mixed WasteCart will beprovided a secondCart at no additional cost. Contractor may chargeCustomers for any additional sixty-four ( 64) gallonandthirty-two( 32)gallonMixed WasteCarts(abovetwo) atratesthatdonotexceed the maximum rates set forth in Exhibit A.

7. 2. 1. 3 Curbside Cart Placement
Wherever feasible, Customers shall be directed by Contractor to place Carts for Collection either in the street gutter, against the curb, in front of their Premises, or adjacent to their Premisesin the alley or easementat the rear of their Premises. If a Customer and Contractor cannot agree upon a Collection location, or if City determines the selected locationmaycausesafetyor otherconcerns, City maymakethefinal determinationof the Collection location.

7. 2. 1. 4 Cart Usage Guidelines/ Instructional Pamphlet Contractor shall prepare and make available to Customers Instructional Pamphlets and other such materials, providing guidelines on segregating waste materials including FoodWaste) accordingto thethree (3) color-codedcartsaswell asthe Food WasteCaddy, specifiedabove,forplacementofeachrespectivetypeofwastematerialinto the proper containerfor collection by Contractor. Contractorshall be responsiblefor processingeachrespectivetypeof wastematerialatadulypermittedfacility for processing and disposal pursuant to CalRecycle standards.
27 December 1, 2021 City of Lynwood 172
Upon enrollment of any new Customer, said educational materials will be mailed to Customer; anda Tutorial Packetcontaining suchmaterials will be attachedwith the Gray Container upon delivery.

7. 2. 2 Senior Citizen Discounted Rate at Single Family Dwellings Contractor shall provide any Customer at a Single-Family Dwelling ( up to three [3] units) who meets the definition of a Senior Citizen with the choice of either a ninety- six ( 96) gallon or a sixty-four( 64)gallonGrayCart, atratesthatdonotexceedthemaximumratessetforth in Exhibit A (" Senior Citizen Service"). Contractor may require a Customer requesting Senior Citizen Serviceto presentdocumentation demonstratingthat the Customer qualifies for such service. Any Customer that qualifies for Senior Citizen Service and requestsan additional Gray Cart will be provided a second such Cart of the same size as the first Cart requested at no additional charge.

ContractormaychargeCustomersreceivingSeniorCitizenServicefor anyadditionalGrayCarts abovetwo) at rates that do not exceedthe maximum rates set forth in Exhibit A. Any dispute as to whether a Customer qualifies for Senior Citizen Service shall be resolved by the City Manager whose determination shall be final.

7. 2. 3 Bulky Item Collection Service for Single Family Dwellings Contractor shall provide Bulky Item Collection services to residents living at all Single- Family Dwellings in the City at no charge and on the Customer's regularly scheduledcollection day. Theno-chargeBulky Item Collection servicesetforth in this Sectionshall only applywith respectto Bulky itemsgeneratedat the Dwelling Unit at which the Customercalling for service residesand is limited to five( 5) items per scheduledpick up. To order such service, residentsshall provideContractorwith noticeby phoneof thenumberandtype of Bulky Itemsto be collected.

Contractor shall advertise this service via all active social media outlets in regular use, as well as its website, andthe quarterly newslettermailed to all customersin the City. Contractor may charge rates for the Collection of eachBulky Item in excessof five ( 5) not exceeding those set forth on Exhibit A.

7. 2. 4 Sharps Collection Program
Contractor shall deliver or arrangeto deliver to any Single Family Residential Customer so requesting it, at no additional charge, and within seven (7) days of request, a pre-paid postage mail- back container to safely collect and send Sharpsfor proper disposal pursuant to regulatory guidelines. Residents are limited to four ( 4) containers at no additional charge per year. Each container shall be of adequate volume to accommodate the needs of a diabetic person for a three- month period.

7. 2. 5 Walk- Out Service
Contractor shall provide eligible Customers with " walk- out service" as set forth in this paragraph at no additional charge. This service shall require Contractor to use its own forces to bring a Customer's Cartsfrom a Customer's backyard, sideyard, or suchotherlocationat which the Customer's Containers are regularly stored, to Contractor's Collection Vehicle; and, after disposal of the contentsthereof, returning said Containersto the location where they are regularly 28 December 1, 2021 City of Lynwood 173
stored. To be eligible for this service a Customer shall have a DMV issued disabled person placard/ license plates, and provide a letter to Contractor from a physician confirming the Customer is unable to move his/ her Carts to the curb, and that to the best of the physician' s knowledge there is no othercapablepersonsliving in theCustomer'shouseholdto providethis service. Contractor mayrequireeacheligible Customerto provideanewletterfrom aphysicianonanannualbasisin orderto maintaineligibility for walk-out service. Any disputeregardinga Customer's eligibility for walk- out service shall be resolved by the City Manager. Contractor may provide Customers who are not eligible for free walk- out service pursuant to the forgoing with walk- out service at a rate which shall not exceed the maximum rate set forth in Exhibit A. Contractor may require as a condition of walk- out service that a Customer sign a standardized agreement, the terms of which shallbesubjectto City'sapproval, which authorizesentryontotheCustomer'spropertyandholds Contractor harmless from liability ( including specifically liability related to pets escaping) associated with Contractor providing such service.

7. 3 Commercial/ Industrial and Multi- Family ( four 1-41 units and above) Solid Waste Handling Services
Pursuant to SB 1383 Regulations ( 14 CCR, Division 7, Chapter 12, Article 3), using the Standard Compliance method, Contractor shall implement a Three( 3) Container( Blue, Green, and Gray) Collection Systemfor all Commercial/IndustrialCustomers, andMulti-FamilyCustomers (four [4] unitsandabove) that are not Residential Curbside Service Units. Commercial/ Industrial and Multi- Family Recyclables, Organics, and Refuse Processing, Transfer, and Collection shall be in accordancewith the specifications set forth in this Section:

7. 3. 1 StandardBin Collection Service( Gray Container Waste [Refuse]) Contractor shall provide all Customers at Commercial/ Industrial and Multi- Family Premiseswith atleastoneGrayBin for Collectionof SolidWaste,andshallCollectall SolidWaste placed therein for Collection at rates that do not exceed the maximum rates set forth in Exhibit A.

Minimum Container ( Bin) capacity requirements are as defined in Section 1. 12. Special considerationshallbegivenat all timeswhendeterminingthepickupareasto ensurethattheflow of traffic is not impeded.

The size of Mixed Waste Bins utilized, and the frequency of their Collection, shall be mutuallyagreeduponby Contractorandits Customers, exceptthatCollectionshalloccurnot less thanonetime per week, andCity shallhavetheright to imposeminimum requirementsfor Bin sizes and more frequent Collection should it determine such action is needed to protect public health, safety, and welfare.

In the caseof Multi- Family Customersalone, Contractor shall provide a number of Bins reasonablyneeded,bearingin mindboththenumberof Dwellingsandspacelimitations.However, Contractor shall endeavorto provide at least one (1) Solid Waste Bin for every ten( 10) Dwelling Units located at eachMulti- Family Dwelling. In the event of any dispute asto the adequacyof the numberof Bins at anygivenMulti-FamilyDwelling, theCity Managershallhavetheauthorityto approve the number of Solid Waste Bins used at such location. In the event extra pickups are required at a Multi- Family Dwelling in any given month, Contractor may chargethe Person/Entity 29 December 1, 2021 City of Lynwood 174
who managesor owns the Multi- Family Dwelling for suchpickups anamountthat doesnot exceed the maximum rate for " extra dumps", as set forth in Exhibit A.

Customersmay leasefrom Contractor or third parties compaction equipment that may be attached to Bins. The provision of compaction equipment is outside the scope of this Agreement.

Collection of Bins using these devices remains within the scope of this Agreement, unless otherwise excluded per Section 2. 2.

7. 3. 2 Gray Cart Service
As an alternative to standard, weekly Gray Bin Service, Contractor shall offer weekly Collection in Gray Refuse Carts to Customers at Commercial/Industrial and Multi- Family Premises that do not have space, or do not generate enough waste, to require the use of Bins for Collection in accordance with the approved rate schedule. Rates for Customers at Commercial/ Industrial Premises ( excepting Multi- Family Dwellings) receiving such service shall not exceed the maximum rates set forth on Exhibit A for Commercial/ Industrial Refuse Carts; rates for Customers at Multi- Family Dwellings receiving such service shall not exceed the maximum rates set forth on Exhibit A for Residential Cart Service. If Contractor and Customer have a disagreementas to whether Cart service is appropriate, or if City determines that Collection in Carts causeshealth and safety hazardsor other concerns, City shall make the final determination asto whether Collection in Cartsmay occur.

7. 3. 3 PermanentRoll- off Box and Compactor Servicefor Refuse (Gray Container Waste) Contractor shall provide exclusive( aslimited by Section2.2), permanentRoll- off Box and Compactor Collection service to Commercial/ Industrial and Multi- Family Customers upon request,using equipment that meetsacceptableindustry standardsand specifications, asdescribed in Section 1. 113.

Contractor reserves the right to require that Customers with on- call service( i. e., a dedicated Roll- Off container onsite, without a fixed weekly collection schedule), to receive, at a minimum, two exchanges (pick-ups) per month, in order to avoid Contractor having to bear the fixed costs associated with a non- performing asset.

Contractor shall transport and process Roll- off/ Compactor loads according to standard protocols acceptableto the City and in compliance with CalRecycle' s diversion standards, as would be the case with all waste materials collected throughout the City pursuant to this Agreement.

7. 3. 4 Recycling Service (Blue Container)
Contractor shall collect, process, and divert Source Separated Recyclable Materials placed in Contractor- provided Blue Containers( Bins, Carts, [ or Roll- Off Boxes for large scale generators space permitting]) from Commercial/ Industrial and Multi- Family Customers, and shall Transport all collected Materials to the Approved/ Designated Source Separated Recyclable MaterialsProcessingFacility for Processing. Contractorshall provide serviceat the frequency 30 December 1, 2021 City of Lynwood 175
requestedby Customers, up to the maximumservicefrequency, at ratesthat do not exceedthe maximum rates set forth in Exhibit A.

7. 3. 4. 1 Site Visits, Education and Outreach— Recycling Contractor shall promote Commercial/ Industrial and Multi- Family Recycling programsandassistCity in providingreportsonCustomers' Recyclingefforts. Contractor shall conduct the appropriate, planned tasks, and procedures, in accordance with the " AB 341/ AB1826/ SB 1383 Implementation Plan," basedon the scheduleapproved by the City.

Beginning in the first quarter of 2022, and annually thereafter, a Contractor representative will contact, via in- person meetings, all Multi- Family and Commercial/Industrial Customersnot subscribingto Recycling Collection servicerequired under applicable CalRecycle requirements. The Contractor representative shall assist customers with selecting appropriate Containers and Container sizing, identifying acceptableRecyclable Materials for Collection, and attempting to resolve any logistical detriments to providing Recyclable Materials Collection service. Contractor shall provide a written proposal to eachAB 341 non-compliant Commercial/Industrial and Multi- family Customerannually. The proposal shall provide pricing for implementing Recycling service andreducing, or' right-sizing',Refuseserviceto accountfor materialsdivertedthroughthe Contractor-provided Recycling program; a proposed start date for the implementation of newRecyclingservices; adescriptionof therequirementsof AB 341andanyrelevantCity ordinances; aplan for training staff and/or residents; and any other componentsasdirected by the City. A proposaltemplateshallbeapprovedby theCity prior to initiation of these services. Electronic copies of all service proposals from site visits that have been submitted to a Customershallbeprovidedto the City in anelectronicstorageformat acceptableto the City, suchasa cloud-basedfile sharingsystemthat canbeaccessedby theCity or its agents.

If a Customer rejects the proposal from the Contractor or does not provide a responsewithin thirty ( 30) days of the Contractor submitting the proposal, and, after at leastthree (3) documentedattemptsby the Contractor to follow- up with the Customer,the Customer continues to be non- responsive, the Contractor may refer the Customer to the City for enforcementactionthroughanyfutureordinancesthatmaybeimplementedbythe City. Suchareferralto theCity by theContractorfor non-compliantaccountsmustinclude awritten summaryandtimelineof theactionstakenby theContractorto implementanAB 341-compliantprogram; a copyof thewritten proposalsubmittedto theCustomerby the Contractor; and any written correspondencefrom the Customer to the Contractor. If, after the City begins enforcement proceedingsagainstthe Customer, they agreeto comply and implement an AB 341- compliant program, the City will notify the Contractor of the Customer' s willingness to comply, and the Contractor will coordinate efforts with the Customer to implement the program.

Contractor will incorporate education regarding Recyclable Material Collection and the Staterequirements into materials produced under Section 10.2; and will develop its own Recycling- specific instructional materials for use in educating participating 31 December 1, 2021 City of Lynwood 176
Customers. Additional materials may include instructional posters, brochures, educational presentations, bin signage, enclosure signage, stickers to be attached to internal recycling receptacles, or other formats asmutually agreedto between City and Contractor. As with all outreachmaterial, all items must be submitted for review and approval by City prior to distribution.

Contractor shall provide a report, on City provided forms, to the City noting the date and time of Customer contact, name of Contractor' s staff that contacted the Customer, and result of eachmeeting; and, if the Customer will not agreeto a meeting, provide the date and time of rejection, Customer contact name and number, and the reason for not acceptinga meeting. Reportswill be updatedon a quarterlybasisand submittedwith Contractor's quarterlyreportsto the City. Contractorwill reportall Customersthat have service levels within the thresholds of AB 341 on reporting forms provided by the City on a quarterlybasis. The report will documentwhetherthe CustomerreceivesRecycling service from the Contractor, self-recycles, or receives Recycling from a third party. Any internal or third- party Recycling programsthat the Contractor encounterswhile conducting Customer site visits shall be documentedusing a City- approvedelectronic reporting form; and if possible, shall include photographs and/or any other evidence obtainable without violating Customer's rights-to-privacy; thensubmittedvia electronicformat approvedby City, suchas a cloud-basedfile-sharingsystemthat canbe accessedby the City or its agents.

7. 3. 5 Organics Service ( Green Container)
Contractor shall collect, process, and divert Source Separated Organic Materials placed in Contractor- provided Green Containers ( Bins, Carts [ or Roll- Off Boxes for large scale generators space permitting]) from Multi- Family and Commercial/ Industrial Customers, and shall Transport all Materials Collected to the Approved/ Designated Source Separated Organics Facility for Processing.

Contractor shall tailor the appropriate program to accommodate the waste generation levels and spaceconstraintsof eachCustomer. Contractor shall offer Green Organic Materials Containers based on the Customer' s needs and space limitations to ensure practical Container placement.

Contractor shall provide service at the frequency requestedby Customers, up to the maximum servicefrequency, atratesthatdonot exceedthemaximumratessetforth in Exhibit A.

Subject to City approval, Contractor shall provide a program sufficient to enable City and Customers to meet or exceed the implementation requirements and timelines of SB1383, as applicable under this Agreement.

7. 3. 5. 1 Site Visits, Education and Outreach— Organics Recovery Contractor shall promote Commercial/ Industrial and Multi- Family Organics Collection programs and assistCity in providing reports on Customers'Organics Recovery efforts. Contractor shall conduct the planned tasks and procedures contained in thisSection.

Beginningin the first quarterof 2022, andannuallythereafter, a Contractor representative will contact, via in- person meetings whenever possible, all Multi- Family 32 December 1, 2021 City of Lynwood 177
and Commercial/Industrial Customersnot subscribing to the Organic Materials Collection service required under applicable CalRecycle requirements. The Contractor representative shall assist customers in their selection of Container type and size, help them with identifying Organic Materials compatible with the program, while addressing any potential logistical impedimentsto providingthe OrganicMaterialsCollectionservice. Contractor shall provide a written proposal to each non- compliant Commercial/ Industrial and Multi- family Customerthat meetsthe thresholdsof AB 1826 and/or SB1383 annually. The proposal shall provide pricing for implementing Organics Recycling service andreducing, or ' right- sizing', MSW service to account for materials diverted through Organics Recovery; a proposedstart datefor the implementationof SourceSeparatedOrganics Collection; a description of the requirements of AB 1826/SB 1383 and any relevant City ordinances; aplanfor trainingstaffand/or residents; andanyothercomponentsasdirected by the City. A proposaltemplateshallbeapprovedby the City prior to initiation of these services. Electronic copies of all service proposals from site visits that have been submitted to a Customershallbeprovidedto the City in anelectronicstorageformat acceptableto the City, suchasa cloud-basedfile sharingsystemthat canbeaccessedby the City or its agents.

If a Customer rejects the proposal from the Contractor or does not provide a responsewithin thirty ( 30) days of the Contractor submitting the proposal, and, after at leastthree (3) documentedattemptsby the Contractor to follow- up with the Customer,the Customer continues to be non- responsive, the Contractor may refer the Customer to the Cityforenforcementactionthroughanyfutureordinancesthatmaybeimplementedbythe City. Suchareferralto theCity by theContractorfor non-compliantaccountsmustinclude awritten summaryandtimelineof theactionstakenby theContractorto implementanAB 1826/ SB 1383 - compliant program; a copy of the written proposal submitted to the Customerby the Contractor; andany written correspondencefrom the Customerto the Contractor. If, after the City begins enforcement proceedings against the Customer, they agreeto comply andimplementan AB 1826/SB 1383compliantprogram, the City will notify the Contractorof the Customer's willingnessto comply, andthe Contractorwill coordinate efforts with the Customer to implement the program.

Contractor will incorporate education regarding Organics Recovery and the State requirements into materials produced under Section 7. 6, and shall develop its own Organics-specific instructional materials for usein educatingparticipating Customers. All participants shall receive ongoing, on-site training from Contractor for management, kitchen staff, service employees, janitors, etc. Annually, Contractor will create and distribute a letter to all Customers that are enrolled in the Contractor' s Organics Recycling program to offer retraining, printed collateral such as signage and posters, and general technical assistance. Additional materials may include instructional posters, brochures, educational presentations, bin signage, enclosure signage, stickers to be attached to internal Recyclingreceptacles,or otherformatsasmutuallyagreedto betweenCity andContractor.

As with all outreachmaterial, all items must be submitted for review and approval by City prior to distribution.

Contractor shall provide a report, on City provided forms, to the City noting the date and time of Customer contact, name of Contractor' s staff that contacted the Customer, 33 December 1, 2021 City of Lynwood 178
and result of eachmeeting; and, if the Customer will not agreeto a meeting, provide the date and time of rejection, Customer contact name and number, and the reason for not acceptinga meeting. Reportswill be updatedon a quarterlybasisand submittedwith Contractor's quarterlyreportsto the City. Contractorwill reportall Customersthat have service levels within the thresholds of AB 1826 and SB 1383 on reporting forms provided by the City on a quarterlybasis. Thereportwill documentwhetherthe Customerreceives Organics service from Contractor, self- recovers, receives Organics recovery from a third party, or donatesediblefood. Any internalorthird-partyOrganicsRecoveryprogramsthat the Contractor encounterswhile conducting Customersitevisits shall be documentedusing a City-approvedelectronicreporting form; and if possible, shall include photographs and/or any other evidence obtainable without violating Customer's rights-to-privacy; then submittedvia electronicformatapprovedby the City, suchasa cloud-basedfile-sharing systemthat canbe accessedby the City or its agents.

7. 3. 6 Bulky Item CollectionServicefor Commercial/IndustrialandMulti-Family Customers Contractor shall provide Bulky Item Collection Service at Commercial/Industrial Properties and at Multi- Family Dwellings asdelineatedbelow:

7.3.6.1 Commercial/Industrial Bulky Item Collection Service Contractor shall provide unlimited Bulky Item Collection services to Commercial/Industrial Premises (excepting Multi- Family Dwellings) on an on-call basis.

Contractor may chargerates for such serviceswhich shall not exceedthe maximum rates setforth in Exhibit A. Bulky Item Collectionservicecalls shallberespondedto within a reasonable time but not longer than seven( 7) days from the date of the Customer' s call for service. Contractor shall produce,keepcurrent, andprovide public information specifically outlining the Bulky Item pick-up service. Bulky ItemsCollectedpursuantto this Section aresubjectto thediversionandhandlingrequirementssetforth in Sections7.6.3.

7.3.6.2 Multi- Family Bulky Item Collection Service
Residentsat Multi-Family Dwellings shallreceivethe sameBulk Item Collection services as Single Family Dwellings as set forth above in Section 7. 2. 3. Should an apartment manager, property manager, or the owner of a Multi- Family Dwelling contact Contractor for Bulky Item Collection in connection with Bulky Items not generatedat the Dwelling Unit wheresuchpersonactuallyresides, Contractorshall provideBulky Item Collection service in the same manner as to other Commercial/ Industrial Premises as set forth in the aboveparagraph, Section 7.3.6.1. Contractor shall produce, keep current, and provide public information specifically outlining its Bulky Item Collection service, which shallspecificallyincludetheannualpublicationanddistributionof a brochuredescribing this serviceto residents of all Multi- Family Dwellings in City.

7.3.6.3 Multi- Family Bulky Item Bins
Contractorshallprovideall Multi-Family Dwellings with oneBin designatedfor Bulky Item Collection for every 20 Dwelling Units (" Bulky Item Bin"). The size of Bulky ItemBins utilized, andthefrequencyof their Collection, shallbemutuallyagreeduponby 34 December 1, 2021 City of Lynwood 179
Contractor and its Customers, except that Collection shall occur not less than one time per week. The City Managershall havethe right to imposeminimum requirementsfor Bin sizes and more frequent Collection in connection with any Customer should it be determined such action is needed to protect public health, safety, and welfare. In the event Contractor or one of its Customersassertsthat requiring all or someof the Bulky Item Bins setforth in this provision at a given Multi- Family Dwelling is unreasonabledueto the lack of space, the City Managershall havethe ability to approvea reduction (including a complete elimination) of the Bulky Item Bin requirementsat suchlocation. Contractor may chargeratesfor Bulky Item Binsthatdonot exceedthemaximumratesfor suchserviceas set forth on Exhibit A.

7. 3. 7 Sharps Collection Program( Multi- Family Customers Only) Contractor shall deliver or arrangeto deliver to any Multi- Family Residential Customer so requestingit, at no additional charge, andwithin seven(7) daysof request,apre-paid postagemail- back container to safely collect and send Sharps for proper disposal pursuant to regulatory guidelines. Residents are limited to four ( 4) containers at no additional charge per year. Each container shall be of adequate volume to accommodate the needs of a diabetic person for a three 3) month period.

7. 3. 8 Food Recovery Program— Educational Support( Businesses Only) Contractor shall create and provide educational outreach materials for Tier One and Tier Two Commercial/ Industrial Edible Food Generators ( 14 CCR § 18982); and cooperatefully with the implementation, expansion, or operation of Food Recovery efforts in the City. In support of this obligation, and on behalf of the City, Contractor shall perform the following services:
1) Beginning in the first quarter of 2022, Contractor shall identify all Commercial/ Industrial Customers that meet the definition of Tier One and Tier Two Commercial Edible Food Generatorsandprovide a list of suchCustomersto the City, which shall include: Customer name; service address; contact information; Tier One or Tier Two classification; and, type of business ( as it relates to the Tier One and Tier Two Commercial Edible Food Generator definitions);
2) Beginning in the first quarterof 2022, and at least annually thereafter, Contractor shall cooperate with City and/or its consultants to conduct inspections of Tier One Commercial Edible Food Generators, Food Recovery Organizations, and Food Recovery Services to. assess compliance with the requirements of 14 CCR, Division 7, Chapter 12, Article10. CommencingJanuary1, 2024, andat leastannuallythereafter, Contractorshall expand its assistance to include Tier Two Commercial Edible Food Generators; 3) At leastannually, the ContractorshallprovideCommercialEdible FoodGenerators with the following information:
a) Information aboutthe Contractor's and/or City' s Edible Food Recovery program; b) Information about the Commercial Edible Food Generator requirements under 14 CCR, Division 7, Chapter 12 Article 10;
35 December 1, 2021 City of Lynwood 180
c) Information about Food Recovery Organizations and Food Recovery Services operatingwithin theCity, andwherealist of thoseFoodRecoveryOrganizations and Food Recovery Servicescanbe found; and,
e) Information about actions that Commercial Edible Food Generators can take to prevent the creation of Food Waste;
4) The Contractor may provide the educational information required under this Section by includingit with regularlyschedulednotices, educationalmaterials,billing inserts, and/ or other information disseminated to Commercial Businesses; 5) Contractor shall provide Collection and Processing of Organic Materials at no additional costto nonprofit Food Recovery Organizations (14 CCR§ 18982).

7. 3. 9 Scout Services
CertainCommercial/IndustrialandMulti-FamilyPremiseswithinCityLimitsareuniquely configured so as to require the use of a smaller vehicle to retrieve a Customer' s Container in order for a regular Collection vehicle to service the Container(" Scout Service"). Contractor may charge rates for such Scout Service that shall not exceed the maximum rates set forth on Exhibit A.

7.3.10 Locking Bins
Contractor shall provide locking Bins ( which will include hasp, lock, and keys) to Commercial/Industrial and Multi- Family Customers requesting such service. Contractor may charge rates for such service that shall not exceed the maximum rates set forth on Exhibit A.

7. 4 Other Collection Programs As May Be Required by Law In the eventCalRecycle, or anyfederal, state, or local law or regulation, imposesuponCity or Contractor a requirement for the implementation of any program for the Collection of any waste material whether or not meeting the definition of Solid Wastehereunder)not already covered by this Agreement, whether Commercial/ Industrial or Residential in nature, Contractor shall design and present a program to Cityto complywith suchrequirement,whichprogramshallmeettheCity Manager'sreasonableapproval.

Except with respect to programs which are required due to Contractor' s failure to achieve the diversion requirements set forth herein( which programs are subject to Section 7. 6. 5), Contractor and City shall meet and confer in good faith to determine a fair and reasonable adjustment to the maximum rates set forth on Exhibit A in order to compensateContractor for implementing such a program.

7. 5 Temporary Solid Waste Handling Services (Clean-Up Bins and Roll- Off Boxes) Contractor shall be the exclusive (as limited by Section 2.2) provider of Temporary Solid Waste CollectionandProcessingServicespursuantto this Agreement. Contractorshallprovideclean-up Bins and Roll-Off Boxes at all propertieswithin the City using equipmentthat meetsacceptableindustry standards and specifications, as described in Sections 1.12 and 1.113, upon customer request, and at rates that shall not exceed the maximum rates set forth in Exhibit A. 36 December 1, 2021 City of Lynwood 181
Contractor shall provide such servicespursuantto the following conditions:

A) Bins and Roll- off Boxes utilized in connection with Temporary Services shall meet the minimum standards set forth herein;
B) No chargesexcepting ratesnot exceedingthe maximum ratesset forth in Exhibit A related to Bins or Roll- off Boxes utilized in connection with Temporary Servicesshall be imposed by Contractor, unlessapprovedin accordancewith Section7.8 (SpecialServices); C) Temporarily placed clean-up Bins may be used for small cleanup type projects at Single Family andMulti-FamilyDwellings;provided,however,Binsusedfor suchpurposesshall not remain at the same address for a period that exceeds four consecutive weeks. Bins used for TemporaryServiceshallnotremainin anypublicrights-of-wayfor aperiodexceeding two consecutiveweeks. Bins may not beplaced in any public rights-of-way so asto create asafetyhazardor soasto blockanyright-of-wayto adegreethatit isnotreasonablyusable.

Binsplacedin City'srights-of-wayshallbesubjectto suchrequirementsasmaybeimposed by City, and at a minimum, shall be equipped with reflectors, reflective tape, reflective paint, and/or other reflective devisesthat, to the satisfaction of the City Manager,make such Bins reasonably visible to vehicle traffic at night;
D) At any such times as City may have in place an ordinance regulating the recycling and disposal of construction and demolition waste, Contractor agrees to comply with all provisions of any such ordinance, and to provide planning services for construction contractors in the City as may be contemplatedby any such ordinance at no charge (such as assistancein preparing plans for the collection, recycling and disposal of construction and demolition waste). Moreover, during the pendency of any such ordinance, Contractor shall be responsibleto provide any administrativesupportasmay be requestedby City which is necessary to implement such ordinance;
E) In addition to complying with any related requirements that may exist in any ordinance which may be in effect in City regulatingconstructionanddemolitionwaste, including specific diversion levels that may berequired by any suchordinance,Contractor shall make all reasonable efforts to recycle all construction and demolition waste it Collects, especially to the degree such loads contain clean inert materials. Towards this end, Contractor shall make available to Customers involved in construction separate containers within which toCollect different types of marketable materials, such as dirt, steel, concrete, and wood.

7. 6 CalRecycle/ Diversion Standards; Inspection & Enforcement; Contamination Monitoring

7. 6. 1 Minimum Requirements for Collection of Recyclable Materials, and Green Waste Contractor shall utilize a truck dedicatedfor the purpose of Collecting Green Waste from Customers, such that Green Waste which has been separated prior to Collection, once Collected, is not commingled with other Solid Waste ( including Recyclable Material): All Green Waste separatedprior to Collection and thereafter Collected by Contractor pursuant to this Agreement includingspecificallymaterialsCollectedin GreenWasteCartsandHolidayTrees) shallbe delivered to a properly permitted facility for recycling, mulching, composting, or alternative uses for which diversioncredit is providedasmay be approvedby CalRecycle. Contractorshall be 37 December 1, 2021 City of Lynwood 182
responsiblefor implementingprogramswhich will divertRecyclableMaterialsandGreenWaste from disposal in order to meet the diversion requirements of this Agreement.

7. 6. 2 Minimum Diversion Requirements for Construction and Demolition( C& D) Waste C& D Waste Collected pursuant to this Agreement, whether from a permanent or temporary service account, must be processed in a manner that complies with CALGreen diversion standards, as amended, which currently requirethat coveredprojectsrecycle and/or salvagefor reusea minimum sixty- five percent ( 65%) of the nonhazardous construction and demolition waste; or meet a local construction and demolition waste management ordinance, whichever is more stringent.

7. 6. 3 Bulky Item Diversion
Bulky ItemsCollectedpursuantto thisAgreementmaynotbelandfilleduntil thefollowing hierarchyof diversioneffortshasbeenobservedby Contractor:

A) Reuse as is ( if energy efficient);
B) Disassemble for reuse or Recycling;
C) Recycle, Transformation, other means of diversion; and, D) Disposal.

This hierarchyis intendedto precludetheuseof front or rearloadingpackervehiclesfor Bulky Items unlessthe compactionmechanismis not usedto compactthe Bulky Items. The dispositionof Bulky Itemsshallbetrackedby Contractorandthis informationshallbeincludedin Contractor's quarterly reports to City.

7. 6. 4 Extent of Applicable Franchise Rights
Nothing in this Agreementshall be construedas giving Contractorthe right to Collect Recyclable Material that has not been discarded and placed for Collection by Customer in the location designated for that purpose.

7. 6.5 AB 939 Obligations, Guarantee, and Indemnification

7. 6. 5. 1 Warranties and Representations
Contractor warrants and represents that it is aware of and familiar with City' s Source Reduction and Recycling Element( the " SRRE"), that it is familiar with City' swaste stream, and that it has the ability to and will provide sufficient programs and services to ensureCity will meetor exceedthediversiongoals (including,withoutlimitation, amounts of Solid Waste to be diverted, time frames for diversion, and any other requirements) set forth in AB 939, and all amendments thereto, and that it shall do so without imposing any costsor feesother than those setforth on the attached Exhibit A( including if it implements new programs to achieve such goals which are not called out herein). Stated otherwise, Contractor acknowledges that it is responsible for ensuring that its various programs 38 December 1, 2021 City of Lynwood 183
achieve the diversion requirements hereunder, and that it may be required to modify its programs from time to time, at no additional cost to the City or Customers, to meet such diversion requirements.

7. 6. 5. 2 Mutual Cooperation
City andContractorshallreasonablycooperatein goodfaith with all efforts by eachothertomeetCity'sdiversionandothercompliancerequirementsimposedby AB 939, AB 341, AB 1826, SB 1383, and other Applicable Law. In this regard, City' s obligations shall include, without limitation, making such petitions and applicationsas maybe reasonablyrequestedby Contractorfor timeextensionsin meetingdiversiongoals,orother exceptions from the terms of AB 939, AB 341, AB 1826, SB 1383, and other Applicable Law.

7. 6. 5.3 Waste Reduction and Program Implementation
Contractor shall implement the programs identified in the SRRE and Household Hazardous Wastes Element (" HHWE") of the City' s General Plan immediately upon the Effective Date hereof, and will implement any programs required by any amendmentsor modifications thereto. Contractor shall provide City with monthly, quarterly, and annual written reports in a form adequateto meet City' s AB 939• related filing and reporting requirements to CalRecycle andto the County of Los Angeles throughout the Term of this AgreementwhereinCity's performanceunderthe aboveprogramsshall be setforth in detail. Contractor shall be responsible to prepare, or assist City with the preparation of, all reports andother information asmay berequired by any agency, including specifically, the State of California, in order to comply with AB 939, AB 341, AB 1826, and SB 1383.

Contractor shall reimburse City for any costs City incurs in appearingbefore CalRecycle and/or the County of Los Angeles in relation thereto.

7.6. 5.4 AB 939 Indemnification and Guarantee
Contractor warrants and guarantees compliance with the requirements of AB 939 asamendedfrom time to time, aswell assubsequent,related legislation, including AB 341, AB 1826, SB 1383, and all other Applicable Laws. Contractor shall carry out its obligations under this Agreement so that the City will meet or exceedthe Diversion requirements set forth in these various legislative acts. City and Contractor shall reasonably assist each other to meet the City' s StateMandated Diversion requirements. In carrying out the provisions of this Section, Contractor agrees to perform the following obligations at its cost and expense:

A) To the extentlegally permitted, defend, with counselapprovedby City, indemnify andhold harmlesstheCity andCity' s officials, employees, and agents, againstall fines and/or penalties and other liabilities imposed by the CalRecycle or other regulatory agency, if Contractor fails or refuses to provide timely information relating to its operations that is required under this Agreement or any Applicable Law and such failure or refusal prevents or delaysCity from submittingreportsrequiredby AB 939 in a timely manner;
39 December 1, 2021 City of Lynwood 184
B) Assist City in preparingfor, andparticipatingin, CalRecycle's biannual review of the City' s source reduction and recycling element pursuant to Public Resources Code Section 41825;
C) AssistCity in respondingto inquiriesfrom CalRecyclein applyingfor an extension under Public ResourcesCode Section 41820, if so directed by City; in conductinganyhearingconductedby CalRecyclerelatingto AB 939; orin anyotherinvestigativeorenforcementmannerundertakenby any agency;
D) Defend, with counsel acceptableto City, and indemnify and hold harmless the City and City's officials, employees, and agents, againstany fines, penalties, or other liabilities, levied against it for violation of AB 939' s diversion requirements or violation of any other provision of the Applicable Law, arisingfrom or in anyway relatedto Contractor'sperformanceof its obligations under this Agreement, provided that Contractor' s obligation to indemnify City shall be subjectto the limitations set forth in Public ResourcesCode Section 40059.1(c) asmay be amendedfrom time to time; E) In cooperatingwith theCity, shouldit seekto becomeits own enforcement agency,to theextentit maybepermittedunderStatelaw.

7. 6.6 Waste Generation/ Characterization Studies
Contractoracknowledgesthat City mustperform Solid WasteGenerationandDisposal Characterizationstudiesperiodically to comply with the requirementsof AB 939. Contractor agreesto participateandcooperatewith City andits agentsandto accomplishstudiesanddata collection andpreparereports, asneeded,and directed by City, to determine weights and volumes of Solid Waste Collected and that characterize Solid Waste generated, disposed, transformed, diverted, or otherwise handled/ processed to satisfy the requirements of AB 939.

7. 6.7 Implementation of Additional Diversion Services
In the eventCity doesnot achieveits diversiongoalsasmandatedunderCalifornialaw, including the original diversion goal established under AB 939 of Fifty Percent ( 50%) for 2020 andannuallythereafter, asapplicable, withrespectto allwastegeneratedin City, Citymaydirect Contractor to perform additional services ( including the implementationof new diversion programs) or modify the mannerin which it performsexistingservices, andContractoragreesto do so at no additional charge. Pilot programs and innovative services which may entail new Collection methods and use of new or alternative wasteprocessing and disposal technologies are includedamongthekindsof changeswhich City maydirect.

7. 6. 8 Deferment of Effective Date of SB 1383 per SB 619 Subject to the time frames of SB 619, as applicable, Contractor may prepare and submit on behalfof City the appropriatedeferralrequestto CalRecycle. If suchrequestis not granted, Contractor shall comply with all applicable requirements of SB 1383. 40 December 1, 2021 City of Lynwood 185

7. 6. 9 De Minimis, Physical SpaceConstraint, and Collection Frequency Waivers per SB 1383

7. 6. 9. 1 General
On or afterJanuary1, 2022, asapplicable, City may grantwaiversdescribedin this Section to Generatorsthat impact the scopeof Contractor' s provision of service for those Customers. Waivers issued shall be subject to compliance with SB 1383 Regulatory requirements, pursuant to 14 CCR Section 18984.11, or other requirements specified by the City.

7. 6. 9. 2 Contractor Waiver Request on Behalf of Generator Upon reasonablebelief that a Generator may qualify for a de minimis, physical space, or Collection frequencywaiver, the Contractor may submit arequestto City to grant a waiver to the Generator, provided that adequate evidence of the de minimis, physical space,or Collectionfrequencywaiverrequirementsspecifiedin 14CCRSection18984.11, is included with the request. Jurisdiction shall review and approve or deny the waiver request. Contractor' s request for consideration of a waiver shall include the Generator' s name and address, type of Commercial Business or number of Multi- Family units if Customeris a Multi-Family premises, reasonsGeneratormay be eligible for the waiver, and evidence such as, but not limited to: Service Level data, photo documentation, weight records, and technical assistance assessment results.

7. 6. 9.3 Contractor Review of Generator Waiver Requests Generators may also submit requests for de minimis waivers, physical space waivers, and Collection frequencywaivers to the City. Upon the requestof the City, Contractor shall within ten ( 10) business days of receipt of the request review the Generator' s waiver application and inspect the Generator' s Premises to verify the accuracy of the application.

7. 6. 9.4 Contractor Change in Customers' Service Levels WhenCity grantsawaiverto aGenerator,it shallnotify theContractorwithin ten 10) business days of the waiver approval with information on the Customer and any changes to the Service Level or Collection service requirements for the Customer.

Contractor shall have ten (10) businessdays to modify the Customer's Service Level and Billing Statement, as needed.

7. 6. 9. 5 Waiver Reverification
It shall be the responsibility of the Contractor to verify that the Generatorswith the de minimis, physical space constraint, or Collection frequency waivers continue to meet the waiver requirements set forth in this Section. Contractor shall conduct such reverifications of waivers through inspection of each Generator' s Premises and review of applicable records at least once every five ( 5) years for de minimis and physical space constraint waivers, and once every two ( 2) years for Collection frequency waivers.

Contractor shall maintain a record of each waiver verification and provide a monthly report toCitydocumentingthewaiverreverificationsperformedandrecommendationstotheCity on those waivers that Contractor concludes are no longer warranted. The City shall make a final determination of the waiver eligibility of Generators. 41 December 1, 2021 City of Lynwood 186

7.6.9.6 Contractor Record- Keeping of Current Waivers
Upon Contractor request, no more than once per calendar quarter, City shall provide Contractor an updated listing of waivers approved by the City, including the Generators' names, mailing address, serviceaddress, andtypeof waiver. Contractorshall maintain waiver- related records and report on waiver verifications to City upon request.

7. 6. 10 Inspection and Enforcement

7. 6. 10. 1 Annual Compliance Reviews:

A) General: Beginning in the first quarter of 2022, and at least annually thereafter, Contractor shall perform compliance reviews described in this Section, unless otherwise noted.

B) Commercial Generator Compliance Reviews: Contractor shall complete a compliance review of all Commercial/ Industrial and Multi- Family Customers' Premises that generate two ( 2) cubic yards or more per week of SolidWaste, includingOrganicWaste, to determinetheir compliancewith:
i) Customer requirements under the City' s Collection program; and, ( ii) if applicable for the Customer, Self-Hauling requirementsper 14 CCR Section 18988.3, including whether a Commercial Business is complying through Back-Hauling of SourceSeparatedOrganicWaste, SourceSeparatedContainer Organic Waste, and Organic Waste. The compliance review shallmean a " desk" review of records to determine Customers' compliance with the above requirements anddoesnot necessarilyrequireon-site observationofservice; however, the City mayrequestthatContractorperformanon-siteobservationof servicein additionto or in lieu of the desk review if needed to obtain the required information.

C) Annual Route Review: Beginning in the secondquarter of 2022, and at least annually thereafter, Contractor shall conduct annual route reviews of Commercial/Industrial and Multi- Family Customers, as well as of Single Family Customers, for compliancewith the City's Solid WasteHandling programs and Container contamination monitoring. These Contractor route reviews may be performed concurrently with the contamination monitoring Contractor route reviews, provided that Contractor documents a reasonable samplingof Customersfor which compliancewith the City's Solid Waste Handling programs during the Contractor route review was assessed.

7. 6. 10. 2 Generator Waiver Inspections: In accordance with Section 7. 6. 9 above, Contractor shall verify Commercial Customer de minimis and physical space constraint waivers, if applicable, at least once every five ( 5) years from the date of issuanceof the waiver, and verify Collection frequency waivers at least once every two ( 2), and provide findings and recommendationsto City for approval.

7. 6. 10. 3 Compliance Review Process:

A) Number of Reviews: Contractor shall conduct a sufficient number of 42 December 1, 2021 City of Lynwood 187
compliance reviews, Route reviews, and inspections of Generators described in this Section 7. 6. 10, to adequately determine the Generators' overall compliance with SB1383, AB 1826, and AB 341. The City reserves the right to require additional inspections, and if the City determines that the amount of inspections conductedby the Contractor is insufficient, City may require the Contractor to prioritize inspections of entities that the City determines aremore likely to be out of compliance.

B) Non-Compliant Entities: Beginning in the first quarter of 2022, through December 31, 2023, when compliance reviews areperformed by Contractor pursuant to Section 7. 6. 10. 1 above, Contractor shall provide educational materials in response to violations. Contractor shall provide theseeducational materials to the non- compliant Customers within five ( 5) business days of determination of non-compliance or immediately upon determination of non- compliance if such non-compliance is determinedduring an inspection or Contractor route review. Contractor shall document the non- compliant Customers and the date and type of education materials provided and report such information to the City in accordance with this Section. Beginning January 1, 2024, the Contractor shall document non- compliant Customers determined through Contractor' s compliance reviews pursuant to Section

7.6. 10.1, and shall report all Customers with SB1383 violations to the City, as the legally responsible party for subsequentenforcement action against the Customer.

C) Documentation of Inspection Actions: The Contractor shall generate a written and/or electronic record and maintain documentation for each inspection, Route Review, and compliance review conducted.

7. 6. 11 Service Complaints

7. 6. 11. 1 Documentation of Complaints:

A) General: Contractor agreesto maintain a computer databaselog of all oral and written complaints received by Contractor from Customers or other Persons. Contractor shall be responsible for the prompt and courteous attention to, and prompt and reasonable resolution of, all Customer complaints. Contractor agrees to document and maintain for the full Term of this Agreement, and an additional period thereafter of not less than three 3) years, or any longer period required by law, on a form or log all Complaints registered by Customers and Persons, in accordancewith this Section 7. 6. 11 and the requirements under Article 27 of this Agreement.

Contractor shall record complaints received related to SB 1383- noncompliance in its log in a manner further described in Subsection

7. 6. 11. 1(B) below.

B) SB 1383Regulatory Non-Compliance Complaints: For complaints received in which the Person alleges that an entity is in violation of SB 1383 requirements, Contractor shall document the information in a Summary 43 December 1, 2021 City of Lynwood 188
Report and shall provide this information to the City in accordancewith the reporting requirements as specified under Article 27.

7. 6. 11. 2 Investigation of SB 1383 Non- Compliance Complaints A) 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 1383andif Citydeterminesthattheallegationsagainsttheentity,if true, would constitute a violation of SB 1383; and, ( ii) upon City request to investigate a complaint received by City, in which City determinesthat the allegationsagainstthe entity, if true, would constitutea 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 these methods:
1) Reviewing the Service Level of the entity that may not be compliant with SB 1383 regulations;
2) Reviewingthe waiver list to determineif the entity has a valid de minimis, or space constraint;
3) InspectingPremisesof the entity identified by the complainant, if warranted; and/ or,
4) Contacting the entity to gathermore information, if warranted.

B) Reporting: Within ten ( 10) days of completing an investigation of an SB 1383 Non- Compliance Complaint, Contractor shall submit an investigation complaint report that documents the investigation performed and recommendsto City onwhetherornottheentityinvestigatedis in violation of SB 1383 basedon the Contractor's investigation. The City shall make a final determination of the allegations against the entity.

7.6.12 Contamination Monitoring Procedures

7. 6. 12. 1 General: Contractor shall implement an inspection method in compliance with the requirements of SB 1383 ( 14 CCR Section 18984. 5), for Prohibited Container Contaminants to be usedby Contractor in conducting contamination monitoring as describedimmediately below in Section 7.6.12.2.

7.6.12.2 Container Inspection Methods: Contractor shall use one of the two ( 2) methods described below, or a combination of both, to monitor for the presence of Prohibited Container Contaminants in Containers:

A) Physical Container Inspections:. When Contractor' s Route personnel dismount from Collection vehicles to empty a Container, such personnel 44 December 1, 2021 City of Lynwood 189
shall lift the Container lid and observe the contents. Upon finding Prohibited Container Contaminants in a Container, Contractor shall follow the contamination noticing procedures and contaminated Container handling protocols set forth below in Section 7. 6. 12. 3.

B) Visual Inspections via On- Board Monitoring System: For Collection vehicles with automated Collection technology, the Collection vehicle hopper shall be equipped with a video camera and monitoring system. The Contractor' s Route personnel shall observe, via the hopper video camera and monitoring system, the contents of the Containers as the materials are emptied into the vehicle. Upon finding Prohibited Container Contaminants in a Container, Contractor shall follow the contamination noticing procedures and contaminated Container handling protocols set forth below in Section 7. 6. 12. 3.

Usingeitherof thesemethods, thenextdayon which thatCustomeris to receive service, the Contractor' s Route Person shall dismount the Collectionvehicle, lift the lid of the Container, and visually inspect the contents of the Container. If the Contractor' s Hauler Route personnel determines that the Container again contains Prohibited Container Contaminants, Contractor shall follow the contamination noticing proceduresandcontaminatedContainerhandlingprotocolssetforth in Section 7. 6. 12. 3.

7. 6. 12. 3 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( Refuse, Source Separated Recyclable Materials, Source Separated Organic Waste, Mixed Waste); and maintain photographic evidence, if required. Contractor shall also submit this record to the Contractor' s Customer Service department, which in turn will verify that the Customer' s account has been updated to note the event; if the documentation of the on- board computer system did not automaticallyupdate the Customer's account record, a note of the event will be input manual by Contractor' s Customer Service department.

B) Identification of Excluded Waste: If Contractor' s personnel observe Excluded Waste in an uncollected Container, Contractor' s personnel shall issue a non- Collection notice for this Container in accordance with Section

7. 6. 12. 3( E), and shall not Collect the Discarded Materials that contain Excluded Waste. Contractor' s personnel shall record that observation in accordance with Section 7. 6. 12. 3( A), and immediately inform their route supervisor. Contractor shall follow protocols specified in Sections

7. 6. 12. 3( E) and 7. 6. 12. 3( F). The route supervisor shall investigate and initiate applicable action within one ( 1) business day or sooner if the Excluded Waste is Hazardousor may causeimmediate danger. 45 December 1, 2021 City of Lynwood 190
C) Courtesy Pick-Up Notices: Upon identification of Prohibited Container Contaminants in a Customer' s Container, Contractor shall provide the Customer a courtesypick-up notice. The courtesypick- 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 separatematerials into the appropriate Containers, and the accepted and prohibited materials for Collection in the Blue Container, Green Container, and/ or Gray Container; ( iv) inform the Customer of the courtesy pick- up of the contaminated materials on this occasionwith information that following three( 3) instances,Contractor may assesscontamination Processingfees or issue a non-Collection notice; and, v) may or shallincludephotographicevidence. Contractorshall leavethe 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, text message, or other electronic message.

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

D) Notice of Assessment of Contamination Processing Fees: If Contractor observes Prohibited Container Contaminants in a Generator' s Container on more than three ( 3) consecutive occasions and issued a courtesy pick- up notice on each of those occasions, the Contractor may impose Contamination Processing Fees in accordance with SB 1383 regulations ( 14 CCR § 18984. 5), and the Municipal Code, Section 9-7. 14. Contractor shall notify the Jurisdiction in its monthly report of Customersfor which Contamination Processing fees were assessed. Contractor shall leave a contamination ProcessingFeenotice attachedto or adheredto the Generators' contaminated Containers; at the Premises' door or gate; or, subject to Jurisdiction' s approval, may deliver the notice by mail, e-mail, text message, or other electronic message. The Contamination ProcessingFeenotice shall describe the specific material( s) of issue, explain how to correct future set outs, and indicate that the Customer will be chargeda Contamination ProcessingFee on its next bill. The format of the Contamination Processing Fee notice shall be approved by the City.

Contractor shall Collect the contaminated Source Separated Recyclable Materials or SSGCOW and Transport the materials to the appropriate Approved/ Designated Facility for Processing.
46 December 1, 2021 City of Lynwood 191
E) Non- Collection Notices Upon identification of Prohibited Container Contaminants in a Container in excess of standards agreed upon by the Parties for Excluded Waste, Contractor shall provide a non- Collection notice to the Generator. The Non- Collection notice shall, at a minimum: ( i) inform the Customer of the reason( s) for non- Collection; ( ii) include the date and time the notice was left or issued; ( iii) describe the premium charge to Customer for Contractor to return and Collect the Container after Customer removes the Contamination; and, ( iv) provide a warning statement that a contamination Processing fee may be assessedif Prohibited Container Contaminants are observed on more than three ( 3) consecutive occasions.

The Non-Collection notice may or shall include photographic evidence of the violation( s).

The Contractor'snotice of Non-Collection may be left attachedto or adhered to the Generator' s Container; or at the Premises' door or gate at the time the violation occurs; or subject to City' s approval, may be delivered by mail, e- mail, text message, or other electronic message. The format of the Non- Collection notice shall be approvedby the City.

F) 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.

G) Contractor Return for Collection: Upon request from Customer, Contractor shall Collect Containers that received Non- Collection notices within one ( 1) Working Day of Customer's requestif the requestis madeat leasttwo (2) Working Days prior to the regularly scheduledCollection Day. Contractor shall bill Customer for the extra Collection service event (" extra pick- up") at the applicable Jurisdiction- approved Rates only if Contractor notifies Customer of the premium Rate for this service at the time the request is made by Customer.

7. 6. 12. 4 Disposal of Contaminated Materials: If the Contractor observes Prohibited Container Contaminants in a Generator' s Container( s),. Contractor may, as an option, Dispose of the Container' s contents, provided Contractor complies with the noticing requirements in Section 7.6.12.3(E) above.

7.6.12.5 Ongoing ContaminationMonitoring/Preventionand RandomizedInspections:

Contractorshall assiston an ongoing basis in minimizing contaminationby helping to educate Customers on acceptable and non-acceptable materials throughongoingthe EducationandOutreachefforts delineatedin Section10.2; and, in addition to the Methods identified above in Section 7.6. 12.2, through on- going monitoring by Contractor's auxiliary route personneland Recycling Coordinators performing randomized inspections of the contents of Collection Containers.
47 December 1, 2021 City of Lynwood 192

7.6.12.6 Non-ConformingMaterialsandAdditionalCausesof Non-Collection: Contractor may refuseCollectionof Refuse, RecyclableMaterials, and/or OrganicWaste from Customers under the following circumstances: ( i) the material is not Source Separated from other Discarded Materials or Excluded Waste; ( ii) access is blocked or inhibited by vehicles or other obstacles; and/ or, ( iii) the material is commingled with Prohibited Container Contaminants. In the event Contractor does not Collect the Refuse, Recyclable Materials, or Organic Waste from a Customerfor any of thesereasons, Contractorshall leave a Non-Collection Notice for the Customer recording, at a minimum, the date, Customer location, and an explanationas to why the materialswere not Collected. Contractoris required to retain photographic evidence of all instances of non- collection.

The Contractor' s notice of Non-Collection may be left attachedto or adheredto the Generator' s Container; or at the Premises' door or gate at the time the violation occurs; or subjectto City's approval, maybedeliveredby mail, e-mail, text message, or other electronic message. The format of the Non- Collection notice shall be approvedby the City.

7. 6. 13 Procurement of Recovered Organic Waste Products per SB 1383 Contractor, asa Direct ServiceProvider to City, shall procure sufficient California derived compost,mulch, and/or renewablenatural gas(RNG) to meetthe City' srequirement for Recovered Organic Waste Products, as calculated based on the per capita procurement target of 0.08 tons per year, pursuant to California 14 CCR, Section 18993.1, asmay be amended.

Contractormaymeetthis obligationby oneor acombinationof thefollowing activities:

Bulk Compost and/ or Mulch Reserved for City - Contractor shall make available for City, Compost or Mulch in an amount requestedby City for useat City parks and facilities at no costto the City. Contractorshallbe responsiblefor finding end-usersfor anyremaining Compost or Mulch;
Use of renewable natural gas in Collection vehicles.

Contractor shall ensure sufficient capacity of California Recovered Organics Waste Productsto meetthe mandatoryprocurementrequirementsfor the City during the Term of this Agreement, including any extensions thereof.

7. 7 Additional Services
As part of the consideration for entering this Agreement, Contractor shall provide the following additional services at no charge, and shall not adjust its rates to Customers to offset costs incurred in providing any of the following services:

7. 7. 1 Monitoring and Cleaning of Bin Enclosures
Contractor shall work with the City Manager in identifying and resolving continual problemswith overflowingBins or Bin enclosures, and/or otherunsanitaryconditionscausedby 48 December 1, 2021 City of Lynwood 193
Customers. Contractor shall clean out any overflowing Bins or Bin enclosureswithin City within twenty-four(24)hoursof notificationby City. Contractormaybill Customersfor anysuchservices whentheyarerequiredby.City at ratessubjectto approvalby City.

7. 7. 2 Public Service Calls From City Departments
Contractor shall, free of charge, respond to calls from City' s Maintenance and Code Enforcement Divisions and from its Police Department, to provide Containers and dispose of Bulky ItemsandotherSolidWasteasa resultof illegal or unauthorizeddumping, or otherCode enforcement matters, occurring within City. Contractor agreesthat if requestedto provide such services in connection with abatement activities for which reimbursement is sought from the propertyowner by City through abatementliens or otherwise, Contractorwill provide billing information, includinginterestondelinquentaccounts, sufficientfor City to includeit in its liens, and Contractor will be paid at such time as the abatement lien is paid, or reimbursement is otherwiseobtainedby City from thepropertyowner. Uponreceiptof a call for servicefrom City made pursuant to this Section, Contractor shall use its best efforts to advise City within four ( 4) hoursasto whenservicewill beprovided, andunlessotherwiseagreedby City serviceshall be provided within 72 hours:

7. 7. 3 Collection at City SponsoredEvents
Contractor shall provide Solid Waste and Recyclable Materials Collection at all City- sponsored or supported non- profit events. The number, type and service requirements for these eventsmay vary from yearto year. This serviceshall includeproviding, servicing, andstoring Containers ( cardboard boxes, Carts, Bins and/ or Roll- off Boxes), and Collecting, processing, and Disposing of all Solid Waste Collected in a manner that complies with all other provisions of this Agreement, andthe Applicable Law, including thoserelatedto diversion. Contractor shall provide these services at no cost to the City or the event sponsors.

7. 7. 4 Recycling Assistancefor Special Events
Contractor shall assist persons designated by City ( whether City employees or private individuals) who are responsible to coordinate special events or events in large venues ( such as concertsor sporting events) in the implementationof recycling programs. Contactorshall be responsible to prepare and submit to City a " waste reduction and recycling plan" prior to such events, and within 30 days following each such event shall submit a waste characterization report listing theamountof eachmaterialcollectedfor disposalandrecyclingattheevent.

7. 7. 5 City- Wide SweepProgram for Bulky Items
In addition to the Bulky Item Collection servicessetforth above, Contractor shall conduct anongoingBulkyItemSweepProgramfor SingleFamilyandMulti-FamilyDwellings (theBulky Item Sweep Program"). TheBulky Item SweepProgramshall, at aminimum, dividetheCity into sections and result in sweeps in each section at least once per month such that all Premises where SingleFamily andMulti-Family Dwellings exist shall receivea sweepat leastonceper month.

TheBulky Item SweepProgramwill furtherallow Customersat SingleFamily andMulti-Family Dwellingsto placeBulky Itemsfor Collectionon the designatedday of the sweepof their area 49 December 1, 2021. City of Lynwood 194
suchthat the Bulky Itemscanbe Collectedwithout the needfor a Customerto call in for such service. Contractor'sBulky ItemSweepProgram,alreadyin placeasof theEffectiveDate,ismore fully setforth in Exhibit D, which is attachedheretoandincorporatedherein, andwhich mayonly beamendedwith thewritten consentof theCity Manager. Contractorshallproduce,keepcurrent, and provide public information specifically outlining its Bulky Item SweepProgram, which shall specificallyincludetheannualpublicationanddistributionof abrochuredescribingthis serviceto all Single Family and Multi- Family Dwelling Customersin City.

7. 7. 6 Abandoned Item Collection
Contractor shall require its drivers to watch for abandoned Bulky Items (" Abandoned Items") on City streetsandalleywayswhile servicingtheir routes. DriversshallalertContractor's dispatch to the Abandoned Items, and thereafter Contractor shall arrange for the Collection of such Abandoned Items within a reasonable time, but not longer than three ( 3) business days from the date the driver reported the Abandoned Items.

7. 7. 7 Holiday Trees
For a reasonableperiod (as determinedby City) following December25th eachyear, Contractorshall,freeof charge,pick upall HolidayTreesplacedoutfor Collectionby Customers.

Such trees shall not be comingled with other Solid Waste and shall be delivered to a proper facility for processing, ratherthandisposal, asrequiredby theprovisionshereof

7. 7. 8 Handling of Electronic Waste
Contractor shall Collect electronic waste, or " e- waste," and/ or " universal waste," from any Customer in the manner set forth herein, but shall handle and dispose of such materials in accordance with all Applicable Law.

7. 7. 9 Drop-Off of HouseholdHazardousWaste,UniversalWaste, andE-Waste In addition to the Collection programs noted above, any Resident of the City may drop off Household Hazardous Waste (" HHW"), " universal waste", and " e- waste" at no charge at the facility owned by Contractor' s affiliate, Waste Resources Recovery ( WRR), located at 357 W.

Compton Blvd, Gardena.

7. 7. 10 Curbside Grease Collection Program
If everrequiredby theapplicablesanitationdistrict, or otherregulatoryagency, Contractor shall design a program for the collection of grease, fat, oils and similar waste generated from household cooking activities ( the " Curbside Grease Collection Program") that the City Manager finds satisfactoryand approves. Contractorshall be responsibleto ensurethe CurbsideGrease Collection Program complies with all Applicable Law. At such time as ( if) a Curbside Grease CollectionProgramis implemented, ContractorandCity shall meetandconferin goodfaith to determine a fair and reasonableadjustmentto the maximum rates set forth on Exhibit A in order to compensate Contractor for implementing such a program. 50 December 1, 2021 City of Lynwood 195

7. 7. 11 Residential Non- Controlled Medication Collection Program If requestedto do so by City, or otherwise required by law, Contractor shall design and present a program to City for the collection of unused non-controlled medicines ( the " Non- Controlled Medication Collection Program") that the City Manager finds satisfactory and approves. Contractor shall be responsible to ensure any Non-Controlled Medication Collection Program complies with all Applicable Law. It is anticipated that any Non- Controlled Medication Collection Program at a minimum will allow for Customers to mail unused medication excepting controlled substances) to a specific Collection location, in specialized packaging provided by Contractor, and/ or deliver unused medication ( exceptingcontrolledsubstances) to a locationin ornearCity designatedby Contractor.At suchtimeas(if) aNon-ControlledMedicationCollection Program is implemented, Contractor and City shall meet and confer in good faith to determine a fair and reasonable adjustment to the maximum rates set forth on Exhibit A in order to compensate Contractor for implementing such a program.

7.7.12 Battery Drop- Off Program
Contractor shall managethe City' s existing battery drop off program at City facilities, at no charge. Contractor shall handle and dispose of batteries Collected in accordance with all Applicable Law.

7. 7. 13 Curbside Motor Oil Collection Program
Contractor shall, upon request, managegrant funds received by City for a curbside motor oil program, and create and implement a program for curbside collection of motor oil (" Curbside Motor Oil Program") to the satisfaction of the City Manager which may take such funds into account. At a minimum, the program shall allow Customers to phone in requests that motor oil be collected, and provide for technical support and materials ( such as containers for used oil).

7. 7. 14 Block Watch Program
Contractor shall provide up to twenty- four (24) Roll- offs per year for Collection of Solid Waste for City' s existing Block Watch Program, and shall provide Solid WasteHandling Services in connection therewith. Contractor shall work with the City Manager to create written guidelines satisfactory to the City Manager for the distribution of suchRoll- offs.

7.7.15 City- Wide Clean Up Events
Contractor shall promote and conduct at least two Bulky Item and Solid Waste drop-off events (clean-up days) per yearat no costto City. Contractorshall obtainprior approvalfor the dateof the events (typically on a Saturday) from City, andfor thelocationof theevents. Onevent day, Contractorshall acceptall Solid Wasteand Bulky Items droppedoff by City residents.

Residencywill be proved by driver's license, utility bills, or other methodapprovedby City.

Contractormayimposethefollowing restrictionsonmaterialCollected:

No single item that cannot be handled by two workers will be accepted; 51 December 1, 202, 1 City of Lynwood 196
The following itemswill not beCollected: HazardousSubstances, HazardousWaste, includingwasteoil or anti-freeze; concreteanddirt; exceptingthatall materialsdefined asBulky Items,includingtelevisions,monitorsandotheritemsreferredto as"e-waste," shall be Collectedby Contractorand be properly handledin accordancewith all Applicable Law;
Contractorshallrecordby classandweight(in tons)theSolid WasteCollectedduringthe cleanupevents. Contractorshallrecordthetypesandweights (in tons) of SolidWastediverted duringthesecleanupsfrom the landfill throughrecycling, reuse, Transformation, or othermeans of diversion.

7.7.16 Servicesfor Public Trash CansAlong Streetsand at Bus Stops As of the Effective Date, City has eighty- three( 83) Solid Waste Collection Containers Public Trash Cans") placedalongstreetsandgenerallyatbusstopsthroughoutCity. Threetimes per week during the Term hereof Contractor shall, at its expense: ( 1) provide Solid Waste Collection services for each Public Trash Can; ( 2) change the liner in each Public Trash Can; ( 3) clean the inside, outside and lid of each Public Trash Can in a manner reasonably satisfactory to City; and (4) cleanup any Solid Wastethathasbeendiscardednextto or generallyaroundeach Public TrashCan in a mannerreasonablysatisfactoryto City. The forgoing servicesshall be provided on a schedule to be submitted to the City Manager for approval, and unless otherwise agreedshall occur at leastonceon every Monday, Wednesday,andFriday. Contractor shall replace the current Public Trash Canswith new Containers, of a design satisfactory to the City Manager, upon the Effective Date of this Agreement. Contractor shall also provide additional Containers, of thesamedesign,to beusedasPublicTrashCansatanylocationdesignatedby City, andshallbe responsible to replace lost, damaged, or stolen Public Trash Cans. City may change the schedule for the forgoing servicesto be provided at Public Trash Cans from time to time and may change, increase, or decreasethe locations for Public Trash Cans.Notwithstanding anyprovision herein to thecontrary, Contractorshallonly beresponsiblefor providingPublicTrashCans, andtheabove noted services at Public Trash Cans, at no charge for a maximum of 100 locations ( although Contractormay haveto replacelost or stolenPublicTrashCansat suchlocationsat its coston multiple occasions.) A list of the all locations designated for Public Trash Cans as of the Effective Date is attached hereto as Exhibit C.

7. 8 Special Services
Contractormayprovidespecialpickupproceduresor servicesin additionto theservicesdescribed herein for Customers who request or require such services at reasonable rates established by Contractor, which ratesare subject to approval by the City Manager. Contractor shall notify the City Manager of any such servicesprior to suchtime asthey are provided in order to allow the City an opportunity to conduct necessaryinspections, reviewtheproposedrate, andimposeappropriateregulations. 52 December 1, 2021 City of Lynwood 197
ARTICLE 8

MINIMUM STANDARDS FOR

SOLID WASTE COLLECTION VEHICLES

8. 1 General
Contractor shall provide vehicles for the Collection of Solid Waste (" Collection Vehicles") that aresufficientin numberandcapacityto efficiently performthework requiredby this Agreementin strict accordancewith its terms. Contractor is expresslyobligated to provide suchCollection Vehicles androutes as are required to meet the service standards set forth herein. Contractor shall have available on Collection days sufficient back-up vehicles for eachtype of Collect ion Vehicle used to respond to complaints and emergencies. Upon or prior to the Effective Date of this Agreement and prior to the start of any extension period of this Agreement pursuant to Article 5, Contractor shall provide City with a report containing the information required under South CoastAir Quality ManagementDistrict' s Rule 1193(d)(7).

8. 2 Air Quality/ Fuel Requirements
Contractor'sCollectionVehiclesshallcomplywith all rulesandregulationsof theSouthCoastAir QualityManagementDistrict, theAir ResourcesBoardand/or anyotherregulatorybody, aswell asother federal, state, and local laws and regulations that are in effect or may be enactedduring the Term of this Agreement. Contractor's Collection Vehicles shall meet or exceed such air quality standardsas may be adoptedby the forgoingregulatorybodiesduring the Term of this Agreement. Contractor's Collection Vehiclesshallcomplywith the requirementsin theSouthCoastAir Quality ManagementDistrict's Rule 1193, regardless of whether Contractor would otherwise not be subject to Rule 1193 according to the Applicability" determinationin Rule 1193(b) or asotherwisestatedin Rule 1193.

8. 3 Specific Requirements
Each Collection Vehicle utilized by Contractor in the performance of this Agreement shall meet the following minimum standards:

A) Each Collection Vehicle shall consist of an engine manufactured no earlier than in 2010 and a chassis manufactured no earlier than in 2011;
B) EachCollectionVehiclemustbefueledby CompressedNaturalGasor RenewableNatural Gas (" CNG" or" RNG");
C) Each Collection Vehicle shall be registered with the California Department of Motor Vehicles;
D) EachCollectionVehicle shall be inspectedregularlyby Contractorto ensureit meetsthe requirements of the California Vehicle Code and the California Highway Patrol. Contractor shall provide copies of its Basic Inspection of Terminals (" BIT") inspection reports to City within 30 days of its receipt of such reports and shall make all records related to its vehicles, including Contractor's maintenancerecords, availableto City upon requestby the City Manager;
53 December 1, 2021 City of Lynwood 198
E) Each Collection Vehicle shall be equipped with devices capable of covering every open section of the vehicle in which Solid Waste may be placed; and, while operating upon the publicrights-of-way, shallbecoveredsoasto preventanySolidWastefrom falling orbeing blown or otherwise dislodged from the vehicle;
F) Each Collection Vehicle shall be continually maintained so asto both:
1) Meetthehighestindustrystandardswith regardto effortsto preventliquid from leaking and to the degree possible ensure each Collection Vehicle is " watertight" and " leak- proof'; and,
2) At all times comply with the provisionsof all laws and regulationsincluding the VehicleCodeandanyapplicableNPDESpermit,with regardto materialsleakingfrom Collection Vehicles. Contractor shall be responsible to promptly clean any spillage or Solid Waste that leaks or otherwise escapes the from vehicle; G) Each Collection Vehicle shall be paintedperiodically, andnot lessthan onceeverytwo years, which shall include all necessarybody work, and shall be regularly cleaned, so that such vehicles do not becomeunsightly, asdeterminedby the City Manager. Each vehicle shall be painted with Contractor's colors and identifying information as required herein; H) Contractor' s name, local or toll- free telephone number, and a vehicle number shall be visibly printed or painted in letters not less than five ( 5) inches in height on both sides of each Collection Vehicle. Any other information or signageprinted, painted, or displayedon Contractor' s Collection Vehicles, when such Vehicles are providing Collection services within City Limits, shallbesubjectto approvalby City;
I) Contractorshallallow City, atno additionalcharge, to placeCity advertisementsrelatedto City andCity sponsoredeventson Contractor'sVehicleswhile suchVehiclesareproviding Collection services within City Limits;
J) Each Collection Vehicle shall be maintained in a clean and sanitary condition, both inside and out;
K) Each Collection Vehicle shall carry a broom, shovel, and operablefire extinguisher, and shall be equipped with a communications device sufficient to allow the driver to communicate directly with Contractor's dispatcher and/or main office; L) Each Collection Vehicle shall be kept in good repair and working order, and shall be equipped with appropriate safety equipment, including any new safety related technologies that becomestandardin thewasteindustry, andat a minimum shallhavea video monitor- basedback-up system, or its equivalent. Contractorshall keep a sufficient supply of replacement parts and equipment on hand to ensure adequate vehicle maintenance and timely and continual performance of the servicescontemplatedby this Agreement; M) Contractorshall inspect eachCollection Vehicle daily to ensurethat all equipmentis operatingproperly. CollectionVehicleswhicharenotoperatingproperlyshallberemoved from service until repaired and operating properly. Contractor shall perform all scheduled maintenance functions upon Collection Vehicles in accordance with the manufacturer' s 54 December 1, 2021 City of Lynwood 199
specifications and schedule. Contractor shall 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 keep accuraterecords of all Collection Vehicle maintenance and repair, recorded according to dateandmileage, including signedverificationsthat repairsandmaintenancehasbeen properlyperformed, andshallmakesuchrecordsavailableto City uponrequest; N) No CollectionVehicle shallbe utilized if it is leakingbrake, hydraulic, or otherfluids, and Contractorshall cleanup any leaksor spills from their vehiclesper the NPDESpermit in effect at the time. No fluids shall be washedinto storm drains at any time. All NPDES dry- cleaningmeasuresshallbemet.All CollectionVehiclesmustbeequippedwithabsorbentfor such cleanup efforts;
0) Upon request, Contractor shall furnish City with a written inventory of all equipment, including CollectionVehicles, usedin providing servicepursuantto this Agreement. This inventoryshalllist all equipmentby manufacturer, ID number, dateof acquisition,type, and capacity;
P) Contractor shall utilize Collection Vehicles of a size, weight, nature, and type so as to not be unreasonably intrusive on the community with respect to noise, emissions, maneuverability, safety, and/or otherfactorsandto avoidorminimizepavementdamageandwearandtearof the streetor adjacentproperties, asapprovedby the City Manager; Q) Contractor shall not load Collection Vehicles in excess of the manufacturer' s recommendationsor limitationsimposedby stateor local laws or regulations. Noiselevels of equipment used for Collection shall not exceed 75db ( seventy-five decibels) when measuredatadistanceof twenty-five( 25)feetfromthevehicle,five( 5)feetfromtheground.

8. 4 Costs of Operation and Damages
Contractorshallberesponsiblefor any costsincurredin connectionwith ensuringall Collection Vehiclescomplywith all ApplicableLaw, including, without limitation, any suchlaws andregulations thatmaynow existor hereinafterbeadoptedrelatingto noise, fuels, emissionstandards, or weightlimits.

8.5 City Inspection
CitymaycauseorrequireanyCollectionVehicleusedintheperformanceofthisAgreementtobe inspectedandtestedat anytime andin suchmannerasmaybeappropriateto determinethatthevehicle is beingmaintainedin compliancewith theprovisionsof this Agreement.

8. 6 Correction of Defects and Removal of Vehicles from Use within City Contractoragreesto immediatelyremove from service, and replaceor repair, to the City's satisfaction, any Collection Vehicle which City determinesto be of unsightly appearance, unsafe, unsanitary, leaking, outof compliancewith anylaworregulationorthisAgreement, or otherwisein an unsatisfactoryoperatingcondition; andany suchvehicleshallnot be returnedto serviceuntil the City Manager gives his written consent for its return.
55 December 1, 2021 City of Lynwood 200
ARTICLE 9

SOLID WASTE HANDLING

SERVICE PERSONNEL

9. 1 Uniforms
Each of Contractor' s Collection employees shall wear a clean uniform bearing Contractor' s name.

9.2 Identification of Employees
Contractor shall provide identification badges, cards, or similar devices, for all of its employees, andall authorizedsubcontractors, who maymakepersonalcontactwith residentsof the City. City may require Contractor to notify Customersyearly of the form of said identification.

9. 3 Employee List
Contractor shall provide a list of current employees and authorized subcontractors upon request.

9. 4 Driver' s License
Each employee operating a vehicle aspart of his or her duties shall, at all times, carry a valid operator's licensefor the type of vehicle he or sheis operating. All employeeswho may have contactwith Customers in the course of performing their duties shall possessthe ability to communicate effectively with Customers.

9. 5 Screening of Field Employees
Contractor shall make reasonableefforts to determine if its employeesworking in the field ( i.e., drivers of Collection Vehicles, and employees otherwise involved in Collection at Customer Premises) havebeenconvictedof a felony, andshallidentify any suchemployeesknownto it to City. City shall havetheability to requirethatanyemployeesoidentifiedby Contractornotwork in thefield within City.

9. 6 Discontinued Use of Unsatisfactory Employees
No employee shall continue to have any involvement whatsoever with regard to any work in anyway relating to or arising from this Agreement if City gives notice to Contractor that such employee is determinedby City to bediscourteous, disorderly, inefficient, or otherwiseobjectionable (providedthe term, " otherwise objectionable" shall not permit City to "ban" an employee for reasonsthat violate public policy; and, further, City shall give a reasonfor requestingthe "ban" of anyemployeefrom engagingin work related to this Agreement).

9. 7 Training and Legal Compliance
Contractorshallprovideoperatingandsafetytrainingthat meetsminimum OSHA standardsfor all personnel, andshallcomplywith all lawsandregulationsapplicableto its employeesandpersonnel. 56 December 1, 2021 City of Lynwood 201
ARTICLE 10
CUSTOMER SERVICE;

PUBLIC EDUCATION

AND OUTREACH

10. 1 Customer Service

10. 1. 1 Local Office/ Local Participation
CityshallsupplyContractorwith officespacewithinCityHallthatis suitablefor useby two individuals (" Contractor' s Office"). Contractor shall staff the Contractor' s Office from 9: 30 a. m. to 5: 30 p. m. Monday through Friday, holidays excepted (" Office Hours"). At least one responsible and qualified representative of Contractor, who must be capable of communicating in English and Spanish, shall be present and available during Office Hours for personal communication with the public regarding Billing, the payment of Bills, complaints, customer serviceinquiries, etc. A similarly qualifiedpersonshallbeavailablefor communicationwith the public by phone during any times other than Office Hours when Collection is occurring.

Contractor's representativeshall be responsiblefor investigating and resolving inquiries, complaints, billing questionsandbilling disputes, andshallwork with City's staffasmaybe required. It is the intent of this provision that Contractor,not City, will be the primary contactwith Customershavinginquiriesandbilling disputes.

Contractor shall make this office the point of sales for all equipment purchased to provide the servicesrequired by this Agreement.

10. 1. 2 Telephone— Customer Service Requirements

10. 1.2. 1 Toll Free Number
Contractor shall maintain a toll- free telephone number that rings at an office within Los AngelesCountyat all times during Office Hours. Both English andSpanish speakingpersonnelwill be available during Office Hours to assist Customerswith telephonic inquiries. Contractor shall have the ability( through the use of outside resources or otherwise) to communicate with Customers who only speak Spanish to ensure their inquiries, questions, complaints, and/or other matters are dealt with in a reasonably timely fashion. All such personnel shall be polite and responsive, and shall be sufficiently knowledgeable, and have the authority to respond and/or advise Customers seeking assistance. Contractor' s telephone system shall be adequate to handle the volume of calls typically experiencedon the busiestdays. Contractorshall provide City with a 24-hour emergencynumber to a live person, not voicemail.

10. 1.2.2 Call Responsiveness
Contractor shall make reasonable attempts to answer all phone calls within five 5) rings: If a call has been placed on hold for three (3) minutes, the caller will either be switched to a message center which shall be responsible to obtain the caller' s address and phone number, or a Customer service representative will obtain the Customer' s address and. 57 December 1, 2021 City of Lynwood 202
a number at which the call can be returned. Contractor shall make at least three attempts within the nexttwenty-four (24) hourperiodto returnthecall, with the first suchattempt not more than one( 1) hour after the caller leaves the message. If Contractor is unsuccessful in contactingtheCustomerafterfollowing this procedure, it shallsendaletterto thecaller indicating its efforts.

10. 1. 3 Complaint Documentation
All service complaints shall be directed to Contractor. Contractor shall log all complaints received and saidlog shall include the dateandtime the complaint was received,the name,address and telephone number of the complaining party, a description of the complaint, the name of the employeerecordingthe complaintandthe actiontakenby Contractorto respondto andremedy the complaint. All written Customer complaints and inquiries shall be date-stamped when received. All complaints shall be initially responded to within one ( 1) business day ( Monday through Friday) of receipt. Contractor shall log action taken to respond to and remedy the complaint. Daily logsof complaintsshallberetainedfor aminimumof twenty-four (24) months.

All Customer service records and logs kept by Contractor shall be available to City upon request.

City shall, at anytime duringregularOffice Hours, haveaccessto Contractor's Customerservice department for purposes that may include monitoring the quality of Customer service or researchingCustomercomplaints. Contractorshallprovideto City on a monthly, quarterly, and annualbasis, a complaintlog, in a form satisfactoryto theCity, thatincludesall of thecomplaints logged pursuant to this Section, the name of the complainant, and, the resolution.

10. 1.4 Resolution of Customer Complaints
Disputes between Contractor and its Customers regarding the services provided in accordancewith this Agreementmayberesolvedby the City. The City's decisionshallbe final andbinding. ShouldContractorandCustomersnot beableto establisha mutually acceptablefee to be charged for special services as set forth in Section 7.8, the matter shall be dealt with pursuant to this Section, be determinedby the City, andthe City's decisionshallbe final. Interventionby the City is not a condition precedentto any rights or remedies that third parties might otherwise havein anydisputewith Contractor. Nothing in this Sectionis intendedto affecttheremediesof third parties against Contractor.

10. 1. 5 Government Liaison
Contractor shall designatein writing a" Government Liaison" who shall beresponsible for workingwith Cityand/orCity'sdesignatedrepresentative(s)toresolveCustomercomplaints. City shall have the right to approve Contractor' s choice for a liaison. It is anticipated that the Government Liaison will regularly attend City events involving community outreach programs and will routinely attend City Council meetings.

10. 2 Public Education and Outreach

10. 2. 1 General
Contractor acknowledges and agrees that Public Education and Outreach are critical, key, and essentialelementsof any efforts to achievethe fundamentalrequirementsof AB 939. 58 December 1, 2021 City of Lynwood 203
Accordingly,ContractoragreestoexploitopportunitiestoexpandpublicandCustomerknowledge concerningneedsandmethodsto reduce, reuseandrecycleSolid Wasteandto cooperatefully with City in this regard.

Contractor shall maintain its own program of providing information, in the form of billing insertsand Website content, relevant to Solid Waste Handling Servicesand related issues, such as reminders of services available, call center hours, and/or other Contractor/ City related information that might enhance and improve Customers' overall service experience. All public education materials shall be approved in advanceby City, and produced in English and Spanish. Additional languagesmay be required during the Term of this Agreement.

10. 2. 2 Program Objectives
Contractor' sPublic Education and Outreachstrategyshall focus on improving Generators' understandingof the benefitsand opportunitiesthat exist with SourceReduction, Reuse, and Landfill Disposal avoidance. In general, Contractor- provided Public Education and Outreach, which shall include all content required by this Section 10. 2, should: ( i) inform Generators about the servicesthat areprovided under this Agreement with specific focus on describing the methods and benefits of Source Reduction, Reuse, and avoidance of Solid Waste Disposal; ( ii) instruct Generatorson the proper method for placing materials in Containers for Collection and setting Containers out for Collection with a specific focus on minimizing contamination of Source Separated Recyclable Materials and Source Separated Green Container Organic Waste SSGCOW); ( iii) clearlydefineExcludedWasteandeducateGeneratorsaboutthehazardsof such materials and their opportunities for proper handling; ( iv) discourage Generators from buying products if the product and its packaging are not readily reusable, recyclable, or compostable; ( v) inform Generators subject to Food Recovery requirements under SB 1383 Regulations of their obligationto recoverEdibleFoodandactionstheycantaketo preventthecreationof FoodWaste; vi) encourage the use of Compost; and, ( vii) encourage Generators to purchase products/packagingmadewith Recycled-contentmaterials. The cumulativeintendedeffect of these efforts is to reduce each Generator' s reliance on Contractor- provided Gray Container Waste/Mixed Waste (Refuse) service and, ultimately, Disposal, and Contractor agreesto support and not undermine or interfere with such efforts.

10.2.3 Cooperation and/or Support for City' s Educational Efforts Contractor acknowledges its role in a multi- party effort to operateand educatethe public about the integrated waste management system. Contractor shall cooperate and coordinate with the City on public educationactivitiesto minimize duplicative, inconsistent, or inappropriately timed education campaigns.

Contractor shall obtain approval from the City on all Contractor-sourcedpublic education materialsincluding,butnotlimitedto,print,radio,television,or internetmediabeforepublication, distribution, and/or release. City shall havethe right to requestthat Contractorinclude City identification and contact information on public education materials and approval of such requests shallnot beunreasonablywithheld. City reservestheright to directthe Contractorto modify the Public Education and Outreach program at any time.
59 December 1, 2021 City of Lynwood 204

10.2. 4 Annual Public Education Plan
Annually,ContractorshalldevelopandsubmitanAnnualPublicEducationPlantopromote theprogramsperformedby Contractorunderthis Agreement. TheAnnualPublicEducationPlan shall presentthe education activities for the upcoming calendar year and shall be submitted with the Contractor' sannualreport to the City. TheAnnual Public Education Plan shallspecify the target audiencefor servicesprovided, includeupcomingpromotionsfor ongoingand known special events, identify programobjectives, individual tasks, public educationmaterialstobe developed or updated, opportunities for expandedpartnerships, and a timeline for implementation. The City shall be permitted to provide input on each Annual Public Education Plan, and the plan shall not be finalizedor implementedwithout City approval. Eachplan's implementationsuccessshallbe measuredaccordingto thedeadlinesidentifiedandproductsdeveloped. Contractorshallmeetwith City to presentanddiscusstheplan, andtheCity shallbeallowedupto thirty (30) daysafter receipt to review and request modifications. The City may request, and Contractor shall not unreasonablydeny, modificationsto be completedprior to approvingthe plan. Contractorshall haveupto fifteen (15) BusinessDaystorevisetheplanin responseto anyrequestedchangesby City. Any furtherdelaysmayresultin LiquidatedDamagesforfailureto performrequiredPublic Education and Outreach activities under this Agreement.

10.2.5 Annual and/or Ongoing Education Requirements
A) Annual Notice of Requirements: Not less than once during each Rate Year, Contractor shall prepare and distribute to each Generator in the Jurisdiction a mailer that includes information specified in 14 CCR Section 18985. 1( a). Such mailer shall be distributedby Contractorto all Residentialand Commercial/Industrial mailing addresses, including individual Multi- Family Dwelling Units. Contractor shall also make this notice available in an electronic format through the Contractor' s website.

B) Billing Inserts: Upon City' s request, Contractoragreesto insert and distribute brochures, newsletters, or other information developed by City as inserts in Contractor' s Customer invoices at no additional charge. Contractor shall be responsiblefor printing the City requestedbill inserts. For Customersreceiving electronic bills, Contractor agrees to distribute brochures, newsletters, or other information developedby City asattachmentsto Customer invoices at no additional charge. Contractor shall provide electronic bill inserts( or separate email attachments) to Customerswho are billed electronically; and paper bill inserts to Customerswho receive paper bills. Electronic bill inserts/ attachments must be readily available for the Customer to view upon receipt of the invoice ( attachments shall not be provided as links). Upon City' s timely requestfor such inserts, Contractor shall comply with suchrequestduringits nextbilling cyclefor thetargetedCustomergroup. Contractor shall perform this service with no additional requirement for compensation.

C) Multi- Family and Commercial/ Industrial Customer Signage: Contractor shall provide all Multi-Family and Commercial/Industrial Customerswith Source SeparatedRecyclable Materials, SSGCOW, and Gray Container Waste (Refuse) or Mixed Waste program guidelines, including postersto be placed in Collection areas and enclosures and other community areas at each Premises or building where Discarded Materials are stored.
60 December 1, 2021 City of Lynwood 205
D) Minimum Website Requirements/ Social Media: Contractor shall develop and maintain a designated webpage ( with a unique URL) that is specifically dedicated to the City to provide Generators with detailed service information. The website/webpage shall be accessible by the public, and shall include all Public Educationand Outreachmaterialsbeing provided, without requirementfor login.

Contractor shall update the website/webpageregularly so that information provided is current. Contractor shall also establish a Social Media presence on the mainstream platforms and use such as a supplemental method to fulfill the communication objectives of this Section.

E) Instructional Service Guide: Contractor shall prepare an Instructional Service Guide that describesavailableservices, includinghow to placeContainersfor Collection, which materials should be placed in each Container and prohibited materials, and provides Collection holidays and a Customer service phone number. Beginning on January1, 2022, theInstructionalServiceGuideshallbeprintedanddeliveredwith anyContainer, or setof Containers, distributedto anyGeneratorrecentlyenrolledas a new Customer and shall be delivered annually to all Generators. Contractor shall prepare different service guides for Single- Family, Multi- Family, Commercial Generators, and Commercial Edible Food Generators. Contract shall also make the Service Guide available in an electronic format through the Contractor' s website.

Contractormay provide an electronicversion of the Instructional ServiceGuide rather than a printed version, if requestedby the Customer.

F) AnnualMulti-FamilyDwelling Unit Notices: At leastannually,beginningin thefirst quarterof 2022, and annuallythereafter, Contractorshall prepareand distribute noticesto eachMulti-Family Dwelling Unit at Multi-Family Premisesservicedby Contractor. The annual notices shall include information on regulations governing DiscardedMaterials, HazardousWaste, andtoxic waste; City and Staterequirements to properly separateWaste Materials; instructions on properly separatingmaterials; waste prevention; servicesavailable; and any other information required by City or by Stateregulations (including SB 1383Regulatoryrequirementsfor education, pursuant to 14 CCR, Division 7, Chapter 12, Article 4). As an alternative, Contractor may comply with theserequirementsthrough preparationand distribution of an annual newsletter distributed to each Multi- Family Dwelling Unit that provides the same information. Contractor shall make notices and newsletters available in an electronic format through the Contractor's website. Contractor may provide an electronic version of the notices rather than a printed version, if requestedby the Customer.

G) Provision of Educational Materials to Non- Compliant Entities: Contractor shall provide educational materials to non- compliant entities under this Agreement, as further described in Section 7. 6. 10.

H) Education Materials for Property/Business Owners and Tenants: Contractor shall annually provide Property Owners and Commercial Business owners with public education materials for their distribution to all employees, contractors, tenants, and 61 December 1, 2021 City of Lynwood 206
Customers of the properties and businesses. The Contractor' s public education materials shall include, at a minimum, information about Organic Waste recovery requirements and proper sorting of Discarded Materials, and shall reflect content requirements described in this Section. Contractor shall provide the following materials for this purpose: insert materials ( such as, but not limited to, welcome packets, flyers, and signs). A Commercial Business or Multi- Family Property Owner may requestthesematerialsmore frequentlythanthe standardannualprovision if neededto complywith therequirementof 14CCRSection18984.10for Commercial BusinessesandMulti-FamilyPropertyOwnersto provideeducationalinformationto new tenantsand employeesbefore or within fourteen( 14) days of occupancy. In this case, the Commercial Business or Multi- Family Property Owner may request deliveryof materialsby contactingtheContractor'scustomerservicedepartmentnot later than two ( 2) weeks in advance of the date that the materials are needed.

I) Education Requirements for Commercial Edible Food Generators: During the first quarter of 2022, Contractor shall develop a list of Food Recovery Organizations and Food Recovery Services operating within the City; maintain the list on the Contractor's City-specificwebpage; sharethelist with the City in the eventit wants to postthelist the City'swebsite; andupdatethelist annually. Thelist shallinclude, at a minimum, the following information about each Food Recovery Organization and each Food Recovery Service:

Name and physical address;
Contact information;
Collection service area; and,
An indication of types of Edible Food the Food Recovery Service or Food Recovery Organization can acceptfor Food Recovery.

At leastannually,theContractorshallprovideCommercialEdibleFood Generators with the following information:

Information about the Jurisdiction' s Edible Food Recovery program; Information about the Commercial Edible Food Generator requirements under 14 CCR, Division 7, Chapter 12, Article 10;
Information about Food Recovery Organizations andFood Recovery Services operatingwithin the Jurisdiction, andwherea list of thoseFood Recovery Organizations and Food Recovery Servicescan be found; and, Information about actions that Commercial Edible Food Generators can take to prevent the creation of Food Waste.
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TheContractormayprovidetheinformationlistedaboveby includingit with regularlyschedulednotices, educationmaterials, billing inserts, or otherinformation disseminated to Commercial Businesses.

J) Minimum Content Requirements: Prior to February 1, 2022, and annually thereafter, Contractor shall include the following education and outreach content to Customers by incorporationof this contentinto thepubliceducationmaterialsdescribedin Section 10. 2. 5.
1) Collection System Description:

Information on the Generator's requirements to properly separateSource Separated Recyclable Materials, SSGCOW, Mixed Waste, and Gray Container Waste and place such materials in appropriate Containers pursuant to this Agreement, SB 1383 Regulations, and all other Applicable Law;
Information on methods for the prevention of Source Separated Recyclable Materials and SSGCOW generation; managing SSGCOW on Generator's Premisesthrough composting or other Landfill Disposal reduction activities allowed under 14 CCR Sections 18983. 1 and 18983. 2; sending SSGCOW to CommunityCompostingoperations; and any other local requirements regarding Discarded Materials;
Information regarding the methane reduction benefits of reducing the Disposal of SSGCOW, and the method( s) that the Contractor uses to recover SSGCOW;
Information regarding how to recover Source SeparatedRecyclable Materials, SSBCOW, and SSGCOW;
Information related to the public health and safety and environmental impacts associated with the Disposal of SSGCOW and SSBCOW; Any other federal, State, or local requirements to properly separate Discarded Materials or other necessaryactions by Generators, including applicable requirements of the Municipal Code, AB 341, AB 1826, SB 1383, and corresponding regulations;
Information regarding programs for donation of Edible Food. 2) Edible Food Recovery Collection program: For Commercial Customers, information aboutthe City' s Tier OneEdible Food GeneratorandTier Two Edible Food Generator requirements as specified in 14 CCR, Division 7, Chapter 12, Article 10; Food Recovery Organizations and Food Recovery Servicesoperatingwithin theCity; alist of wherethoseFoodRecovery 63 December 1, 2021 City of Lynwood 208
Organizations and Food Recovery Services can be found; and, information about actions that Commercial Edible Food Generators can take to prevent the creation of Food Waste.

K) Material Distribution Methods: Contractor shall usethe following methodsto provide education information to Customers. All materials are to be approved by City prior to distribution.
1) Printed Materials: Contractor shall provide printed education materials as described in this Section. 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.
2) Electronic Materials and Website/ Social Media Content: Contractor shall provide electronic and website/ social media content for education and outreach materials, which may include, but arenot limited to, digital graphics, digital versions of print materials, social media posts, and blog posts. Contractor shall be responsible for the design, posting, and electronic distribution of these materials.

L) Non- English Language Requirements: Contractor shall make all Public Education and Outreachmaterialsrequiredby this Sectionavailablein English andSpanish.

Upon City' s request, Contractorshall providematerialsin additionallanguagesin responseto shifting demographicswithin the City; updatesto Staterequirementsor Applicable Law; or, any other reasondeemedappropriate by City.

M) Record-Keeping and Reporting Requirements: Contractor shall comply with the custodial requirements under Article 27, as well as the document production requirements under Article 23, as it applies to the Public Education and Outreach materials/ information, both in printed and electronic form, specified in Section 10.2 of this Agreement.

N) Technical Assistance: Contractor shall provide technical assistance to Customers to promote participation in the diversion programs included in this Agreement, and future regulatory requirements, upon requestby City or Customer.

10.2.6 Use of Community Platforms for Group Education
Contractor shall promote environmentally sound solid waste and recycling practices, including the needto reduce, reuse, and recycle, through presentationsand educational materials given at school assemblies, the Chamber of Commerce, homeowners' associations, construction contractors and other civic groups. Contractor shall also provide, articles on recycling for local newsletters.
64 December 1, 2021 City of Lynwood 209

10.2.7 Public Relations Campaign for SB 1383Program Implementation andBlue Cart Roll- Out Upon approval of this Agreement by the City Council, Contractor shall launch a professional Public Relations campaign to champion the service enhancements and environmental benefitsaffordedtheCity andits residentsandbusinessesunderthisAgreement. Thiswill include details on the new collection services and programs scheduled for implementation in the near future,- featuringrelevanttimelinesandgeneralprograminformation, sothat Customersmay becomeinformed andfamiliar with regardto the City' s enhancedSolid Waste Handling Services.

Contractor, in conjunction with a professional public relations firm possessing relevant experience in local government communications( which must also include core competencies such asstrategiccommunicationsadviceandmessaging,mediarelations,websitecontentdevelopment, graphic design, social media management, speeches/prepared remarks, video direction/ script writing, media and social media monitoring, etc.) shall conduct the Public Relations Campaign in a manner that complies with requirements of this Section 10.2, as well SB 1383 regulations under 14 CCR, Division 7, Chapter 12, Article 4 (Organic WasteRecovery Education and Outreach).

All aspectsof the Public Relations Campaign, including, but not limited to, the materials andmethodsusedin themessagingof information, shallbesubjectto City approval.

ARTICLE 11

CONTRACTOR' S PAYMENT OF CONSIDERATION
In additionto anyotherconsiderationsetforth herein, aspartof its considerationfor enteringthis Agreement, and for the exclusive franchise, right and privilege to provide Solid Waste Handling Services within theCity asspecifiedherein, Contractorshallprovidethefollowing:

11. 1 Reimbursement of Negotiation Costs
Contractorshall pay a one-time, lump sumpayment, in an amountnot to exceedTwenty-Five Thousand Dollars ($ 25, 000. 00), to City asreimbursementof its documentedexpensesfor Consultant's professional services incurred in connection with the rate adjustments set out under Article 24 herein, as well asthe development of this Second Amended and Restated Agreement. City shall provide Consultant' s Invoices to Contractor for the amount due pursuant to this Section and the outstanding amount shall be paidby Contractorwithin thirty( 30)businessdaysof beinginvoicedby City.

11. 2 Compliance Reports and Audits
ContractorshallprovidetheCity completerecyclingannualreports, andaddressall issuesrelated to the auditsby CalRecycle, andanyotheroversightgovernmentalagency. Contractorshallprovidethe Citysuchreportsunderpenaltyofperjuryandagreesto defendandindemnitytheCityandCity'sofficers, employees, and agentsfor any and all issuesrelated to reporting compliance. 65 December 1, 2021 City of Lynwood 210

11. 3 Franchise Fees
In consideration for the grant of the franchise provided herein, Contractor agrees to pay the City Franchise Fees in the discrete amounts calculated as a percentage of Gross Receipts, and according to the payment terms prescribed in this Section of the Agreement, as set forth below:

11.3.1 Residential Accounts (up to three [3] units)
A) Effective Date through June 30, 2022: Fourteen Percent( 14%) B) July 1, 2022, through June 30, 2023: Fifteen Percent( 15%) C) July 1, 2023, through Term w/ Extensions: Sixteen Percent( 16%)

11. 3. 2 Commercial/ Industrial/ Roll- Off& Multi- Family Accounts (abovefour [ 4] units) A) Effective Date through June 30, 2022: Eighteen Percent( 18%) B) July 1, 2022, through Term w/ Extensions: Eighteen Percent( 18%)

11.3.3 Three ( 3) Year Revenue Guarantee for City
Contractor guaranteesthat for a period of approximately three (3) years, starting on the Effective Dateof December1, 2021, andendingon June30, 2024, the City will receiveno less than $ 145,000 per month in Franchise Fee revenues. Upon the conclusion of each Billing Year, endingannuallyonJune30th, anaccountingwill beperformedby Contractorto determineif One Hundred, Forty- Five Thousand Dollars ($ 145,000) per month has been generated from such fees.

If thatamounthasnotbeengenerated,theContractorshallpayto City alump sumpaymentin the amount of the shortfall. This RevenueGuaranteeshall automatically expire on June30, 2024.

11. 3.4 Reasonableness of Fees
The City has found that the FranchiseFeesin this Section 11.3 bear a reasonable relationshipto the value of the exclusivefranchiserights grantedin this Agreement, and are comparable or equivalent to franchise fees found in the Los Angeles County region.

11. 3. 5 Payment Protocol
FranchiseFeespayableto Citypursuantto this Section11.3 shallbepaidwithin thirty( 30) daysof theconclusionof eachcalendarquarterduringtheTermof this Agreement, includingany extensionsthereof. Shouldany suchduedatefall on a weekendor holiday in which the City's business offices are closed, payment shall be due on the first day thereafter in which the City' s businessofficesareopen. In a manneracceptableto City, all remittancesby Contractorshallbe accompaniedby a report settingforth the basisandcalculationsusedfor computingthe amount due, and shall include a statement of the Gross Revenuescollected monthly during the relevant quarter; and, shallbeaccompaniedby astatementcertifiedby anofficer of Contractorattestingto the accuracy of the amounts paid.
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In addition, the FranchiseFeesdue hereundershall apply to GrossReceipts of Contractorcollected after the expirationof theTermandanyextensionsthereof, relatingto Contractor'sperformanceduringtheTermof this Agreement.

11. 4 Services at City Facilities
Contractor shall provide Collection servicesat all Premisesowned and/or operatedby the City, at no costto City andshallprovideContainersfor suchserviceasCity deemsappropriatefor eachof its various Premises ( i. e., Carts, Bins or Roll- off Boxes). Such services shall be provided for all existing City facilities, as they may be expandedfrom time to time, as well as all new or additionalfacilities acquired/constructedduringtheTermhereofatno additionalcost. Contractorshallcarryoutits obligations pursuant to this provision in a manner, and to a degree, approvedby the City Manager.

11. 5 Annual Contribution to Community Programs
As of the Effective Date hereof, Contractor shall contribute up to One Hundred ThousandDollars 100, 000)(" Sponsorship Funds") eachfiscal year, for the Term of this Agreement, for the City to usefor communityprograms. Suchfundsshallbeallocatedin thetotalsaidamountfor eachfiscalyear, andif notfully exhaustedbyqualifiedexpendituresin accordancewiththisSection,theoutstandingfundsshall not automaticallyroll-overinto the subsequentyear. City shallrequisitionfundsfrom Contractoron an event- by-event basis (" Sponsorship Events") at leastthirty calendar( 30) days in advanceof the proposed Events. Contractorshallbeduly recognizedasa Sponsorfor eachsuchEvent. For fiscal year2021/2022, reflecting the Effective Date of this Agreement, funding shall be prorated at seventy- five ( 75%) percent of the total annual amount, or Seventy- Five Thousand Dollars ($ 75, 000).

11. 6 Los Angeles Regional Agency( LARA) Fee
City is a member of the Los Ange les Regional Agency(" LARA"). LARA promotes environmental responsibilitythatisconsistentwithAB 939. ContractorshallreimburseCityitsannualmembershipfee, andpaymentshall be duewithin 30 daysof beinginvoicedfor this amountby City. In the eventCity discontinuesits LARA membership, Contractorshall thereafteron July 1 eachyear make an annual paymentto City in anamountequalto theamountof its lastLARA membershipfee, adjustedeachyear for inflation in accordance with the parameters set forth in Section 24. 4.

ARTICLE 12

CHARGE TO CONTRACTOR FOR LATE PAYMENTS
In the event Contractor fails to timely make any of the paymentsprovided for in this Agreement whether reimbursements, Franchise Fees, or otherwise), Contractor shall pay to City, as additional consideration, a sum of money equal to five percent ( 5%) of the amount due. This amount is required in orderto defraythoseadditionalexpensesandcostsincurredbyCitybyreasonof thedelinquentpayment including, but not limitedto, the costof administering, accountingfor, andcollectingsaiddelinquent paymentandthecostto City of postponingservicesandprojectsnecessitatedby thedelayin receivingthe revenue. Inaddition,anyamountsnotpaidtoCitybyContractorwithinsixty(60)daysoftheduedateshall be subject to interest in the amount of ten percent ( 10%) per annum, calculated on a daily basis for each lay such sumsremain past due.
67 December 1, 2021 City of Lynwood 212
ARTICLE 13

CONTRACTOR' S BILLING SERVICES AND SYSTEMS

13. 1 Rates For Services
Contractor shall provide services pursuant to this Agreement at rates it sets, charges to, and collects from Customers; provided, however, Contractor's rates shall not exceedthose set forth in the attached Exhibit A, which setsoutthemaximumratesthatmaybechargedby Contractorfor thevariousdifferent serviceoptionsthat may occurhereunder, as suchmaximumratesmay be adjustedfrom time to time pursuant to the terms hereof.

13. 2 Direct Billing by Contractor
Contractor shall provide itemized Bills for Solid Waste Handling Services, distinctly showing chargesfor all classificationsof services,includingchargesfor latepaymentsandtheperiodof servicefor which the Bill applies. Contractor acknowledgesthat it, and not Customers, is to pay a Franchise Feeto City asconsiderationfor thisAgreementaswell asto coverCity's costsfor theadministrationof this Agreement ( formerly called the " Administrative Fee"). Accordingly, Contractor's bills shall not include separate itemization of a " franchise fee," or other similar designation relating to fees that Contractor is requiredtopayto City. Billingsshallbemadeonamonthlyorquarterlybasis. Customersmaybebilled in advanceof, or subsequentto, servicesbeing provided. Customersat.Premisesordering service after the first of themonth or cancelingserviceprior to the endof themonthshallbe chargedon a proratedper- pickup basis.

13.2.1 Billing Servicesfor Customersat SingleFamilyDwellings (up to three [3] units) Contractor assumed from the City' s Water Department, on January 1, 2018, the responsibilityfor directlybilling eachCustomerataSingleFamilyDwelling( upto three [3] units) receivingSolidWasteHandlingServicesvia Carts, andimplementeda quarterly, advancebilling cycle for all Customer Accounts within this service sector. However, upon the Effective Date hereof, December 1, 2021, Contractor shall convert to a bi-monthly ( i.e., six [ 6] separatebills per twelve [ 12] month period to coincide with the Calendar year), advancebilling cycle, and such bi- monthly billing cycle shallbemaintainedunlessand/or until the City authorizesanyalternative.

ContractorshallalsoprovideCity with bi-monthlyreportsof delinquentaccountsandCity shall assist Contractor in the collection of delinquent accounts, including late fees. However, once a Customer, whose service hasbeen suspendedas set forth in Section 13.4, hasbeen delinquent for a period of greaterthan sixty( 60) days, Contractor may close that Customer's account andtransfer the amount due, together with all applicable late fees, to the City for collection. After that, City shallberesponsiblefor billing andcollectingthepastduefundsby addingsuchdelinquentamounts to the Customer's water bill and remit the collected amount to Contractor; or, pursuant to Section 38790.1 of the California Government Code, subjectto approvedby a two-thirds (2/3) vote of the City Councilfollowinga dulynoticedPublicHearing, City mayoptto transferthedelinquent chargesto theLosAngelesCountyAssessor'soffice for collectionontheCounty'sTaxRoll. 68 December 1, 2021 City of Lynwood 213

13.2.2 Billing Servicesfor Customersat Commercial/IndustrialandMulti-FamilyDwellings four [ 4] units and above)
All Commercial/Industrial Customers and Multi- Family Customers (four [ 4] units and above) receivingregularlyscheduled, weeklySolidWasteHandlingServicesshallbebilledona monthlybasis, in advance. Feesfor anybillableextrasortemporaryservicesorderedduringthe monthbyaCustomerreceivingsuchregularserviceareaddedto thenextmonth'sbill, subjectto approval of customer's credit application; or, in lieu thereof, a hold placed on a credit card for the desired service; or, in the worst- case scenario, full payment upon delivery ( COD). All temporary servicesorderedby a temporaryCustomerthat doesnot occupyeitherCommercial/Industrialor Multi-Family Premises (e.g. constructioncontractor) shall be billed for servicesin advance, or with full payment due upon delivery ( COD); however, suchtemporaryCustomermayrequestto establishacreditaccount,which Contractormay grant, subjectto anacceptablecredithistoryand other related factors.

13. 2. 3 Refunds for Vacant Properties
Customersthat own Single and Multi- Family Dwellings receiving Cart service which are vacantfor morethanforty-five (45) daysshallbeentitledto a refundfrom Contractorfor any amountspaid for eachthirty (30) day periodduring which the vacancyexists. SuchCustomers shall be responsible to provide reasonable evidence to Contractor, pursuant to such guidelines as theCityManagerisherebyauthorizedto develop, demonstratingthePremiseswasvacantfor the period in question and that payments for which reimbursement is sought was paid. Requests for refunds shall be madewithin twelve ( 12) months of the datepayment is made. Contractor shall be responsibleto develop a methodology for evaluating andpaying suchrefund requests, which shall be subjectto the City Manager's approval. Any Customergrievanceregardinga requestfor a refund pursuantto this Sectionmay be appealedby the Customerto the City Managerwhose decision shall be final. Contractor shall be entitled to receive a credit against future Franchise Fee payments for overpayments of FranchiseFeesthat may occur dueto refunds provided pursuant to this Section. Prior to receiving a credit dueto refunds, Contractor shall submit written evidence of the actualrefundsissuedby Contractorto Customers. This written evidenceshall includethe service address associated with the account for which a refund was issued, the number of thirty 30)dayvacancyperiods, andanyotherinformationrequiredbytheCityManagertodemonstrate that a refund was issued.

13.2.4 Contractor' s Billing Reports

13.2.4. 1 Monthly Reporting
To ensureCity shall have up-to-date, pertinent data for Bills City sendsto Customerspursuant to Section 13.2, Contractor shall provide a monthly report for Billing purposesto the City, which includessuchinformationasdeemednecessaryby the City Manager. This report shall, at a minimum, include the following information with respect to Customers at Single and Multi- Family Dwellings:

A) The service addressand correspondingbilling addressfor eachaccount; 69 December 1, 2021 City of Lynwood 214
B) An itemized quantity of each type of service received for each corresponding account, aswell asthe maximum rate chargedfor eachtype of service;
D) Any other information the City Manager deemspertinent in order for City to provide Customers at Single and Multi- Family Dwellings receiving Cart service with Bills that explain to Customers the types of services they are receiving, and the rateschargedfor eachindividual service.

Under this Agreement, a Bill for a Single- Family Dwelling may correspond with one service address, but multiple Dwelling Units may exist for that service address. Thus, aBill for a Single Family Dwelling may havemore than one setof Carts(i.e., Mixed Waste and GreenWaste Carts) being billed at the standardrate, and Contractor shall provide City with sufficient information suchthat the Bills City issueson Contractor'sbehalf canspecify the number of setsof Cart(s), andthenumber( if any) of extra Carts,for which the Customer is being billed at aparticular service address,aswell asthe corresponding serialnumbersor other identifying information tied to eachCart.

13.2.4.2 Notices to City Regarding Service Changes
In addition to the reports required under Section 13. 2. 3. 1, Contractor shall, within two ( 2) businessdays following Contractor becoming aware of any of the below events occurring at a Single or Multi- Family Dwelling for which City provides Billing on behalf of Contractor, provide written notice to the City Manager of:

A) The addition or cancellation of serviceby any Customer; B) Any change to the le vel of service received by Customer; C) Any changeto the quantity of Carts at a service address; D) Any vacancy;
E) Contractor' s suspension of service in accordance with Section 13. 4.; F) Any Customer Billing dispute or inquiry, including a Customer inquiry under Section 10. 8. 1, related to the level of service and amounts charged for such service and the resolution( if any) thereof.

13. 3 Suspension of Service Due to Non- Payment
Contractor may discontinue service to any Customer as set forth in this Section. Customers who have not remitted required payments within thirty ( 30) days after the date of Billing shall be notified by Contractor on forms approved by the City Manager. Said forms shall contain a statementthat services maybediscontinuedfifteen( 15) daysfrom thedateof thenoticeif paymentis notmadebeforethattime.

Said forms shall also include a statement regarding any applicable restart charge which may become applicable in the event payment is made both after the expiration of the fifteen ( 15) day period and after Customer' s service is suspended.
70 December 1, 2021 City of Lynwood 215
If payment is not made by the expiration of said fifteen ( 15) day period, Contractor may discontinueserviceto thatCustomerforty-eight(48)hoursthereafter.ContractorshallresumeSolidWaste HandlingServiceson thenextregularlyscheduledCollectiondayfor anyCustomerwhoseserviceis discontinued upon receipt of payment of delinquent fees by Contractor or City, as applicable, and any related service restart charges in accordance with the maximum rates set forth in Exhibit A, or at such soonertime asdirectedto dosoby City. Contractormaynotchargefor serviceduringanyperiodin which servicewas suspended. Any delinquentfees or servicechargesto be imposedin connectionwith delinquentaccountsshallbe setby Contractorandbe subjectto City Managerapproval. A depositequal to the maximum rate for onemonth's serviceassetforth on Exhibit A, assuchratesmay be amendedfrom time to time, may be requiredof accountsthat havebeendiscontinuedfor non-paymentprior to re- institutingserviceatsuchaccounts.Notwithstandingtheabove, in theeventof aBilling disputeand/orto avoidnegativelyimpactingpublic healthor safety, Contractorshallnot suspendserviceto anyCustomer withouttheCity'spriorconsent, andshallcontinuetoprovideservicetoanyCustomerif directedto doso by City without regardto the statusof saidCustomer'saccount.

13. 4 Minimum Requirements for Billing Statements
In additionto anyotherpertinentdata, Billing statementsmailedby Contractorshallbeprimedto containthefollowing information, andthelanguagecontemplatedfor compliancewith this requirement shall be subject to the City Manager's approval:

A) A " statementdate" indicating the datethe Bill is generatedand mailed; B) A notice to Customers that payments arc due upon receipt of the Bill, an advisement that the Customer's account will become delinquent if payment is not received by the 20th day following the statementdate, an advisementof the dateandtime by which paymentsmust be received in order to avoid delinquent fees (i.e., 4:00 p.m. on the 45th day following the statement date), and a notification of the amount of fees that will be imposed and the potential for service interruptions if paymentsare not received by the specified dateand time; C) An advisement to Customers that those payments can be made in the following manner:
1) By mailingpaymentto Contractorat suchaddressasContractormaydesignate; or 2) By automatic withdrawal from a checking account; or 3) By major credit card on-line (i.e., via the Internet); D) An advisementthat inquiriesrelatingto SolidWasteHandlingServicesshouldbedirected to Contractor, includinganaddress,phonenumberandinternetsite, for suchinquiries.

13. 5 Billing System

13. 5. 1 Computerization of Account Information
Contractor shall provide and maintain, at its expense, computer equipment sufficient to operatepertinent computer programs and otherwise provide the servicesrequired by this Section. 71 December 1, 2021 City of Lynwood 216
Contractor shall create, at its own expense, computer programs sufficient to operate a computerized billing system, permanently maintain all account records and otherwise meet the requirements of this Section.

13.5.2 Minimum Computer Programming Requirements
In additionto anyotherrequirementssetforth herein, theprogramscreatedby Contractor to operateandmaintainthebilling systemshall at a minimum be ableto performthe following functions:

A) Createa permanentrecord of any adjustmentto a Customer's account; B) Work in connectionwith a backupsystemsuchthat all Customeraccountdataand records is protected from a computer failure and permanently preserved on not less than a daily basis;
C) Allow Customersto make payments on-line (i.e., via the internet) by a major credit card.

13.5.3 Billing Inquiries
All Billing inquiries shall be enteredinto the computerizedbilling system. Contractor's computerprogramsshallkeepa permanentrecordof all Billing inquiriesandall adjustmentsto Customer Bills resulting therefrom.

13. 5. 4 Distribution of Public Information
If requestedto do soby City, andatno chargeto City, Contractorshallinsertanyprinted materialpreparedby City into its Billing statementsfor deliveryto its Customers. City shallnot requestContractor to include any printed material in its Bills if suchmaterial is of a size, shape, or weight that would increase Contractor' s postage costs or if such material docs not fit into the envelopesutilized by Contractorto mail theBills. Any printedmaterialto beincludedin theBills to be mailed by Contractor shall be provided to Contractor within a reasonabletime in advanceof Contractor's scheduledmailing date, suchthat the insertion of suchmaterial into Billing envelopes doesnot delaytheir scheduledmailing date.

13. 6 Payment; Accounting Systems

13.6.1 Collection and Processing of Payments

13.6.1.1 Accounting and Deposit of Funds
All paymentsreceived by Contractor shall be appropriately credited to Customer accounts, deposited in a bank account, and accounted for in a businesslike manner utilizing generally accepted accounting principles. To facilitate audits and record keeping Contractor shall make all withdrawals from its bank accountsby check, ACH debit/credit or wire, regardless of whether the withdrawal is to provide funds to City, Contractor, or any permissible subcontractorof Contractor.
72 December 1, 2021 City of Lynwood 217

13. 6. 1.2 Allocation of Funds
With respect to payments received from each Customer, unless a Customer specifically directs a different allocation, funds shall be allocatedfirst to outstanding chargesfor Solid WasteHandlingServices, thento anyrelateddelinquencyfeesor other administrativecharges, up to the amountof any outstandingbalance. Any overpayment shall be credited to future Bills in the same sequence, or returned to Customers as appropriate.

13. 7 Future Tax Roll Billing for Residential Accounts up to three( 3) Units As permissible under Health and Safety Code Section 5473, et seq., and upon the written request of Contractor, City shalltakeall necessaryactionsto providefor TaxRolling billing with theLosAngeles CountyAssessor's Officeof all delinquentaswell ascurrentsolidwastechargesin a mannerthatwill ensuresuch collection on the Tax Roll occurs as soon asthe next fiscal year' s billing cycle following the date of the request, subject only to majority protest requirements, as applicable.

ARTICLE 14

FAITHFUL PERFORMANCE

14. 1 Surety
Contemporaneouslywith executionof this Agreement, as security for Contractor's faithful performance of all obligations of this Agreement, Contractor shall provide a surety mechanism ( the Surety") as more fully defined below, in the amount of One Million Dollars ($ 1, 000, 000. 00). The Surety maybe comprisedof either a performancebond or an irrevocable letter of credit, or a combination of both. 1f a letterof creditis utilized to satisfysomeor all of the Suretyrequirement, it shallbesubstantiallyin the form of Exhibit A anddrawnupona financialinstitutionhavingan office within onehundred (100) milesof City. Theperformancebond,if any,shallbeissuedby aduly authorizedcorporatesuretycompany authorized to do businessin California, and in a form acceptableto the City Attorney for the City. The costof the Suretyshallbethesoleresponsibilityof Contractor. TheSuretyshallbereleasedwithin thirty 30) days after both ( i) the expiration of the Term of this Agreement and ( ii) Contractor' s satisfactory performance of all obligations hereunder.

14. 1.1 Forfeiture of Surety
In the event Contractor shall for any reasonbecomeunable, or fail, to in any way perform asrequiredbythisAgreement, Citymaydeclareaportionorall oftheSurety, asmaybenecessary to recompenseandmakewholetheCity, forfeitedto theCity. Uponpartialor full forfeitureof the Surety, Contractorshall restorethe Suretyto its original amountwithin thirty (30) daysof the City'snoticeto doso. Failureto restoretheSuretyto itsfull amountwithinthirty (30) daysshall be a material breach of this Agreement.
73 December 1, 2021 City of Lynwood 218

14.1.2 Use of Surety by City
Notwithstandingany provision hereofto the contrary, thirty ( 30) days following City providing Contractor with written notice of its failure to pay City any amount owing under this Agreement, either the letter of credit or performance bond comprising the Surety may be utilized by City for purposes including, but not limited to: ( 1) Payment of sums due under the terms of this Agreementwhich Contractorhasfailed to timely pay to City, including specifically liquidated damages; ( 2) Reimbursement of costs borne by City to correct violations of this Agreement not corrected by Contractor.

14. 2 Replacement Letter of Credit
City may draw uponthe entireletter of credit (if any) utilized to meetContractor's obligations pertainingto the Surety, andconvertit to a cashdeposit, if Contractorfails to causetheletterof creditto beextendedor replacedwith anothersatisfactoryletterof creditno laterthansixty (60) daysprior to its expiration.

ARTICLE 15

INSURANCE COVERAGE
Contractorshall procureandmaintainduring the entireTerm of this Agreementthe following types of insurance, and shall maintain the following minimum levels of coverage, which shall apply to anyclaimswhichmayarisefrom or in connectionwith Contractor'sperformancehereunderortheactions or inactionsof any of Contractor's officers, agents, representatives, employees, or subcontractorsin connection with Contractor' s performance. The insurance requirements hereunder in no way limit Contractor's various defenseand indemnification obligations, or any other obligations as setforth herein.

15. 1 Minimum Scope of Insurance Coverage

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

2. The most recent editions of Insurance Services Office form number CA 00 01 1001 covering Automobile Liability, code 1 "any auto".

3. Workers' Compensationinsuranceasrequired by the Labor Code of the Stateof California and Employers Liability insurance.

15. 2 Minimum Limits of Insurance
Contractor shall maintain in force for the Term of this Agreement limits no less than:

15.2.1 Comprehensive General Liability
Ten Million Dollars ($ 10, 000, 000. 00) limit aggregate and Ten Million Dollars 10,000,000.00) limit per occurrencefor bodily injury, personalinjury, andpropertydamage.

Such limits canbe achievedthrough a combination of primary and excessliability policies. 74 December 1, 2021 City of Lynwood 219

15.2.2 Automobile Liability
Ten Million Dollars ($ 10, 000, 000. 00) limit aggregate and Ten Million Dollars 10,000,000.00) limit per accidentfor bodily injury andpropertydamage. Suchlimits canbe achievedthrough a combination of primary and excessliability policies.

15.2.3 Workers' Compensation and Employers Liability
Workers' compensationlimits asrequired by the Labor Code of the Stateof California and Employers Liability limits of One Million Dollars ($ 1, 000, 000. 00) per accident.

15. 3 Deductibles and Self- Insured Retentions
Any deductiblesor self-insuredretentionsmustbedeclaredto andapprovedby City. If, in the reasonableopinionof theCity, Contractordoesnot havesufficientfinancialresourcesto protecttheCity from exposurewith respectto anydeductiblesor self-insuredretentions, Contractorshallprocureabond guaranteeingpaymentof lossesandrelatedinvestigations, claim administration, anddefenseexpenses.

15. 4 Other Insurance Provisions
The policies are to contain, or be endorsedto contain, the following provisions:

15.4.1 GeneralLiability and Automobile Liability Coverage City and its elected and appointed officials, officers, employees, agents, and volunteers shall benamedasadditional insuredsin connectionwith liability arising out of activities performed byoronbehalfofContractor;Premisesowned,leased,orusedbyContractor; andvehiclesowned, leased,hired, or borrowedby Contractor. Thecoverageshallcontainno speciallimitationsonthe scopeof protection afforded to City or its elected and appointed officials, officers, employees, agents,andvolunteers. Contractor's insurancecoverageshall be the primary insurancefor the City and its elected and appointed officials, officers, employees, agents, and volunteers in connection with theaboveenumeratedcategories. Any insuranceor self-insurancemaintainedby City, or its elected and appointed officials, officers, employees, agents, and volunteers shall be in excess of Contractor' s insurance and shall not contribute with it. Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to City or its elected and appointed officials, officers, employees, agents, and volunteers. Coverage shall state that Contractor' s insuranceshallapplyseparatelyto eachinsuredagainstwhoma claimis made, or suit is brought, exceptwith respectto the limits of the insurer's liability.

15.4.2 Workers' Compensation andEmployers Liability Coverage The insurer shall agreeto waive all rights of subrogation against City and its elected and appointed officials, officers, employees, agents, and volunteers for losses arising from work performed by Contractor for City.
75 December 1, 2021 City of Lynwood 220

15. 4. 3 All Coverages
Each insurancepolicy required by this clauseshall be endorsedto statethat coverageshall not be suspended, voided, canceledby eitherparty, reducedin coverageor in limits, exceptafter thirty (30) days' priorwrittennoticeby certifiedmail, returnreceiptrequested, hasbeengivento City.

15. 5 Acceptability of Insurers
The insurancepolicies requiredby this Sectionshall be issuedby an insurancecompanyor companiesauthorized to do businessin the Stateof California andwith arating in the most recent edition of Best'sInsuranceReportsof sizecategoryVII or largerandaratingclassificationof A or better,unless otherwise approvedby the City Manager.

15. 6 Verification of Coverage
Contractor shall furnish City with certificates of insurance and with original endorsements affectingcoveragerequiredby thisArticle. Thecertificatesandendorsementsfor eachinsurancepolicy areto besignedby aPersonauthorizedby thatinsurerto bind coverageonits behalf. Thecertificatesand endorsementsareto be on formsprovidedby or acceptableto City andareto be receivedandapproved by Citybeforework commences. City reservestherightto requirecomplete,certifiedcopiesof all required insurance policies, at any time.

15. 7 Loss or Reduction in Insurance
In the event that Contractor fails to retain or maintain insurance with the scope and amounts of coveragerequiredhereunder, City shall havethe right, but not the obligation, to eitherterminatethis Agreement or obtain insurance coverage as required herein, on behalf of Contractor, and utilize funds from the Surety defined under Article 14to pay the cost of providing such coverage.

ARTICLE 16
ASSIGNMENT, SUBLETTING, AND TRANSFER;

REQUIREMENTS AND LIMITATIONS

16. 1 General
Contractor shall not assign its rights, nor delegate, subcontract or otherwise transfer its obligations under this Agreement ( collectively referred to as an " Assignment") to any other. Person without the prior approvalby the City Council. The City Council hasreasonablediscretionto approveor deny suchan Assignment. Any suchAssignmentmadewithout theapprovalby the City Councilshallbevoid andthe attempted Assignment shall constitute a material breach of this Agreement.

16. 2 Assignment to be Broadly Interpreted
For purposes of this Section, the term " Assignment" shall be given the broadest possible interpretation and shall include, but not be limited to: ( i) a sale, exchange or other transfer of substantially all of Contractor' s assets dedicated to service under this Agreement to a third party; ( ii) a sale, exchange or other transfer of any membership interest of Contractor to a third party; ( iii) any dissolution, 76 December 1, 2021 City of Lynwood 221
reorganization, consolidation, merger, re-capitalization, stock issuance or re-issuance, voting trust, pooling agreement, escrowarrangement, liquidation or othertransactionwhich resultsin a changeof ownership or control of Contractor; ( iv) any assignmentby operationof law, including thoseresulting from mergersoracquisitionsby or of Contractoror anyof its Affiliates, insolvencyorbankruptcy,making assignment for the benefit of creditors, writ of attachment for an execution being levied against this Agreement, appointmentof areceivertakingpossessionof Contractor'sproperty, or transferoccurringin theeventof aprobateproceeding; and(v) anycombinationof theforegoing (whetheror notin relatedor contemporaneous transactions), which has the effect of any such transfer or change of ownership, or change in control of Contractor.

16. 3 Nature of Agreement— Personal to Contractor
Contractor acknowledgesthat this Agreement involves rendering avital serviceto City' sresidents andbusinesses, andthatCity hasselectedContractorto performtheservicesspecifiedhereinbasedon( 1) Contractor'sexperience, skill, andreputationfor conductingits Solid WasteHandlingServicesin a safe, effective andresponsiblefashion, at all times in keeping with applicable Environmental Laws, regulations, and best Solid Waste management practices, and ( 2) Contractor' s financial resources to maintain the requiredequipmentandto supportits indemnityobligationsto City underthis Agreement. City hasrelied on eachof thesefactors, amongothers, in choosingContractorto performthe servicesto berenderedby Contractor under this Agreement.

16. 4 Procedure for Consideration of Assignment
If Contractor requestsCity' s consideration of and consentto anAssignment, the City Council may deny, approve, or conditionally approve, such requestin its sole and absolutediscretion. Under no circumstancesshallCitybeobligedto consideranyproposedAssignmentif Contractorisin defaultatany time during the period of consideration. Should the City consentto any Assignmentrequest, such Assignment shall not take effect until all conditions relating to the City' s approval have been met. Any requestfor an Assignment shall bemadein a mannerto beprescribedby the City Manager, andno request by Contractorfor consentto anAssignmentneedbeconsideredby Cityunlessanduntil Contractorhas met (or with respectto mattersthat would only occuruponcompletionof the Assignment, if approved, madereasonableassurancesthat it will meet) the following requirements:

A) Contractorshallundertaketo payCity its reasonabledirectandindirectexpenses, including administrative, investigative, consulting, and attorneys' fees and costs necessary to investigate the suitability of any proposed assignee, and to review and finalize any documentation required as a condition for approving any suchAssignment (collectively the Administrative Assignment Fee"). An advance non- refundable payment in an amount to be determinedby the City Managertowardsthe AdministrativeAssignmentFeeshallbepaid totheCity prior to City'sconsiderationof anyAssignmentrequest, althoughContractorshall be responsibleto pay all costsincurredby City in consideringa requestfor Assignment, including those in excessof the aforesaiddepositamount, regardlessof whether City consents to the Assignment;
B) If requestedto do so, ContractorshallfurnishCity with auditedfinancialstatementsof the proposedassignee's operations for the immediately preceding three (3) operating years. 77 December 1, 2021 City of Lynwood 222
C) Contractor shall furnish City with satisfactory proof: ( i) that the proposed assignee has at least ten( 10) years of Solid Waste management experience on a scale equal to or exceeding the scale of operations conducted by Contractor under this Agreement; ( ii) that in the last five ( 5) years, the proposed assignee has not suffered any significant citations or other censurefrom any federal, stateor local agencyhavingjurisdiction over its Solid Waste managementoperationsdueto any significantfailureto complywith state, federalor local laws, including the EnvironmentalLaws andthat the assigneehasprovided City with a complete list of such citations and censures; ( iii) that the proposed assignee has at all times conducted its operations in an environmentally safe and conscientious fashion; ( iv) that the proposed assignee conducts its Solid Waste management practices in accordance with sound Solid Waste managementpractices in full compliance with all federal, state and local laws regulatingtheCollectionanddisposalof SolidWasteincludingHazardousSubstances; and, v) of anyotherinformationrequiredby Cityto ensuretheproposedassigneecanfulfill the terms of this Agreement in a timely, safe, and effective manner.

D) The proposed assignee shall execute an agreement assuming all of Contractor' s rights and liabilities under this Agreement.

ARTICLE 17

REVIEW OF SERVICES AND PERFORMANCE

17. 1 Performance Hearing
A) Commencingin or aboutJuly 2022, and on a biennial basisthereafter, City may hold a hearing to review Contractor's Solid Waste Collection efforts, sourcereduction, processing andother diversion servicesand overall performanceunderthis Agreement( the" Solid Waste Services and Performance Review Hearing"). The purpose of the Solid Waste Services and Performance Review Hearing is to provide for a discussion and review of technological, economic, and regulatory changes in Collection, source reduction , recycling, processing, anddisposalto achievea continuing, advancedSolid Waste Collection, sourcereduction and recyclinganddisposalsystem; andto ensureservicesarebeingprovidedby Contractorwith adequatequality, effectiveness, andeconomyandin full compliancewith thetermsof this Agreement. Topics for discussion and review at the Solid Waste Services and Performance ReviewHearingshall include, but shall not be limited to, servicesprovided, 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 and where applicable, AB 341's goals, regulatory constraints, and Contractor performance. City and Contractormay eachselectadditionaltopics for discussionat any Solid Waste Services and Performance Review Hearing.

B) In addition to the Solid Waste ServicesandPerformanceReview Hearings City may hold in accordancewith the immediately precedingparagraph,if the number of Customercomplaints regardingContractor's SolidWasteHandlingServicesaredeemedby Cityto beexcessive, City may, at any time ( subject to the paragraph immediately below), hold a Solid Waste Services and Performance Review Hearing.
78 December 1, 2021 City of Lynwood 223
C) City shall notify Contractor of its intent to hold a Solid Waste Services and Performance Review Hearing at leastninety( 90) daysin advancethereof. The notice will indicate whether the hearing will occur before City staff, the City Council, or such other body asthe City may designatein thenotice. Forty-five( 45)daysafterreceivingnoticefrom City of aSolidWaste Services and Performance Review Hearing, Contractor shall submit a report to City which may contain such information as it wished to have considered, and shall contain the following:
1) Current diversion rates and a report on Contractor' s outreach activities for the past year; 2) Recommended changes and/or new services to improve the City' s ability to meet the goals of AB 939 and AB 341 and to contain costs and minimize impacts on rates; 3) Any specific plans for provision of changedor new servicesby Contractor.

D) The reports required by this Agreement regarding Customer complaints shall be usedasone basisfor review of Contractor's performance, and Contractormay submit other relevant performance information and reports for consideration at the Solid Waste Services and Performance Review Hearing. 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 Hearing, and any Customer may submit comments or complaints during or before the Hearing, either orally or in writing. Contractor shall be present at and participate in the Solid Waste Services and Performance Review Hearing.

17. 2 Performance Satisfaction Survey
If requestedby the City, Contractorwill createand conducta surveyat Contractor's expense, in preparation for any Solid WasteServicesandPerformanceReview Hearing held pursuantto Section 17.1. City shall notify Contractor of its desire for such a survey at least ninety (90) days in advanceof the SolidWaste Servicesand Performance Review Hearing. The purpose of the survey is to determine Customer satisfaction with current Collection servicesand Customer serviceprovided by Contractor. The Survey will be distributed to a minimum of ten percent ( 10%) of the Customers, selected at random. Contractor shall obtain City' s approval of the survey's content, format, and mailing list, prior to its distribution. The City may require that Contractor have Customer responsesto the survey returned directly to the City. TheSurvey results shall be madeavailable to the City thirty( 30) daysprior to the Solid WasteServicesandPerformanceReview Hearing.

ARTICLE 18
CITY' S REMEDIES; DEFAULT AND TERMINATION

18. 1 Notice of Default
If the City Manager determinesthat Contractor hasdefaulted in the performance of any obligation hereunder, or that Contractor' s performance pursuant to this Agreement with respect to such matters has not beenin conformitywith reasonableindustrystandardsthatareobtainedin similar citiesin Southern California, the provisions of this Agreement, the requirements of the Municipal Code, the requirements 79 December 1, 2021 City of Lynwood 224
of CalRecycle, including, but not limited to, requirementsfor sourcereduction and recycling or any other applicable federal, state, or local law or regulation, including, but not limited to, the laws governing transfer, storage, or disposal of special wastes, or hazardous wastes, the City Manager may provide written notice to Contractor of such default. The City Manager may, in suchwritten notice, set a reasonabletime within which correction of such default shall be made. Unless a longer or shorter time is otherwise specifiedbytheCityManager,areasonabletimeforcorrectionshallbethirty(30)daysfromthedatesuch written notice is given.

18. 2 Failure to Cure
If Contractorfails to correct, to thesatisfactionof theCity Manager, all deficienciescontainedin the written notice thereof within the specified time, or if it is not reasonably possible to correct such deficiencies within the specified time, and Contractor fails to commence to correct or remedy such deficiencies within the specified time and diligently effect such correction or remedy thereafter, then the CityManagermayreferthemattertotheCityCouncilforreview, orreviewthematterhimself.

18. 3 Review by City Manager
If the City Managerreviewsthematteranddeterminesthat Contractorhasfailed to properlyor adequatelycureanydefaultsetforth above, the City Manager, in the exerciseof his discretion, may terminate this Agreement, or take such other action as he deems appropriate to pursue any remedy availableto City. A decisionor orderof theCity Managershallbefinal andbindingon Contractorunless Contractorfiles a "Notice of Appeal" with the City Clerk within five (5) businessdaysof the datethe notice of the City Manager' s decision is given. The City Manager shall schedule any appeal for considerationbytheCityCouncilattheearliestfeasibleCityCouncilMeetingfollowingthedateaNotice of Appeal is given to City.

18. 4 City Council Review
In theeventanappealof a decisionof the City Manageris filed, or if the City Managerrefersthe matter to the City Council without renderinga decision, the City Council shall set the matter for considerationbeforetheCity Councilasaregularagendaitem. In reviewingthematter,theCity Council may considerany informationreportedby the City Managerregardingthe deficiencies, and shall give Contractor, or its representativesandanyotherinterestedperson, a reasonableopportunityto be heard.

TheCity CouncilshalldeterminewhetherContractorhasfailedto properlyor adequatelyperformasset forth above, and if so whether to terminate this Agreement, or to pursue any other remedy available to City.

18. 5 Performance During Reviews
Contractor'sperformanceunderthis Agreementis notexcusedduringanyperiodof timewhenits performanceis under review assetforth above,including at anytime prior to a final decision asto whether such performance is deficient.
80 December 1, 2021 City of Lynwood 225

18. 6 Termination without Right to Cure
The above right of termination as a result of Contractor's failure to timely cure any deficiency is in additionto City'sright to terminatethis AgreementwithoutaffordingContractoranopportunityto cure in circumstanceswhereContractoris determinedby City to havematerially breachedthis Agreement.

CityshallthusbeaffordedtherighttoterminatethisAgreementintheeventofanymaterialbreachhereof by ContractorwithoutaffordingContractorthe right to cure 'as a resultof any action, inactionor circumstancewhich is a legally definedmaterialbreach, or is definedhereinasamaterialbreach, and/or underanyof thefollowing circumstancesthatareherebyspecificallydefinedasmaterialbreaches:

A) If Contractor practices, or attempts to practice, any fraud upon City; B) If Contractor becomesinsolvent, unable, or unwilling to pay its debts, or upon listing of an order for relief in favor of Contractor in a bankruptcy proceeding; C) If Contractorwillfully violates any orders or rulings of any regulatory body having jurisdiction over Contractor relative to this Agreement. So long as City' s rights are not prejudicedduring the pendencyof any challengeto suchordersor rulings by Contractor, Contractormaycontestanysuchordersor rulingsby appropriateproceedingsconductedin good faith, in which case no material breach of this Agreement shall be deemed to have occurred until a final ruling has been rendered;
D) If Contractor ceases to provide Solid Waste Handling Services as required under this Agreementover all or anyportion of the FranchiseAreafor a periodof seven (7) daysor more, for anyreasonnot specifiedasaforcemajeureeventhereunder; E) If Contractor fails to materially comply with any insurance or indemnification requirement set forth in this Agreement;
F) If City is requiredto pay anyfine or penaltythat is not paid on its behalfby Contractoror that Contractor fails, refuses, neglectsor is unable to pay or indemnify City against, relating to any diversion or other requirement of AB 939 and/or AB 341; G) If Contractor, or any managementlevel employeeof Contractoris convictedof a Criminal Matter ( as defined herein). For purposes of this Section, the term Criminal Matter refers to anyfelony or misdemeanoroffensehavinganyrelationshipto eitherSolidWasteHandling Servicesor public corruption (including, without limitation, bribery, conflict of interest related allegations, vote selling, or any similar type charges); H) If Contractorfailedto discloseto City, priorto City'sawardof this Agreementto Contractor, anyactionorpendingactionthatwouldqualifyasanAssignment,asdefinedin Section16.2, were this Agreement in effect at the time of Contractor' s submission. 81 December 1, 2021 City of Lynwood 226

18. 7 Liquidated Damages

18. 7. 1 General
The City finds, and Contractor agrees, that as of the time of the execution of this Agreement, it is impractical, if not impossible, to reasonablyascertainthe extentof damageswhich shallbeincurredby City asaresultof abreachby Contractorof certainspecificobligationsunder this Agreement. Thefactorsrelatingto the impracticabilityof ascertainingdamagesinclude, 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, anddeprivationof thebenefitsof theAgreementto individualmembersof the generalpublic 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 Agreementmight be available at substantiallylower costs than alternativeservicesandthemonetarylossresultingfrom denialof servicesor denialof qualityor reliable servicesis 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 that make the public whole for past breaches.

18.7.2 Service Performance Standards and Agreement Implementation; Liquidated Damages for Failure to Meet Standards
Reliable Solid WasteHandling Serviceis of utmost importanceto City and City has considered and relied on Contractor's representationsas to its quality- of- service commitment in entering this Agreement. 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, fails to submit required documentsin a timely manner, or fails to implement this any and all servicesmodifications required under this Agreement, including, but not limited, by failing to distribute the Blue-Lid Recyclables Carts and to all Single Family Dwellings, and Food Waste Caddiesto SingleFamily andMulti-FamilyDwellingspursuantto thetermshereunder; failing to establish and maintain a Collection schedule; failing to obtain necessary vehicles; or otherwise failing to meet minimum performance specifications hereunder, City and its residentswill suffer damagesand that it is and will be impractical and extremely difficult to ascertain and determine the exact amount of damageswhich City will suffer. Therefore, without prejudice to City' s right to treat suchbreachesasan event of default, the Partiesagreethat the following liquidated damage amounts represent a reasonable estimate of the amount of such damages for such specific breaches, consideringall of the circumstancesexisting on the date of this Agreement, including the relationshipof thesumsto therangeof harmto City thatreasonablycouldbeanticipatedandthe anticipation that proof of actual damageswould be costly or impractical. In placing their initials at the places provided, eachparty specifically confirms the accuracy of the statementsmade above andthefactthateachpartyhashadampleopportunityto consultwith legalcounselandobtainan explanation of the liquidated damage provisions at the time that the Agreement was made.

CITY Initials• / i/ CONTRACTOR Initials:

FV
i
82 December 1, 2021 City of Lynwood 227

18. 7. 3 Calculations for Liquidated Damages
Contractoragreesto pay (asliquidateddamagesandnot asapenalty)theamountssetforthbelow for eachtype of action warranting such damages:

18. 7. 3. 1 Service Modifications— Implementation
A) For eachday, including and following the Effective Date hereof, upon which Contractor has not performed the actions necessaryto implement the service modifications required under this Amended and Restated Agreement, except for causes otherwise justified and as delineated hereunder ( e. g. force majeure, etc.), including without limitation, failing to: distribute the Blue- Lid Recyclables Carts and to all Single Family Dwellings, and Food Waste Caddies to Single Family and Multi- Family Dwellingsfor reasonsotherthanthirdpartydelaysdueto suchissuesas supply chain backlog or other such factors beyond the reasonablecontrol of Contractor; furnish Containers of a type and quantity reasonably expectedby Customersat suchall propertieswithin the City; maintain required vehicles; collect and report on data from Customers in order to satisfy City' s reporting requirements hereunder; and/ or establish and maintain a regular Collection schedule; and/ or provide Solid Waste Handling Services pursuant to this Agreement: $ 50, 000. 00.

18.7.3.2 Collection Reliability
A) For each failure to commence service to a new Customer account within seven ( 7) days after order, which exceed five ( 5) such failures annually:
150. 00.

B) For eachfailure, which exceedsten( 10) such failures annually, to Collect Solid Wastefrom anyestablishedCustomeron the scheduledCollection day and not Collectedwithin the period describedin this Agreement:
150. 00.

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: $ 150. 00.

18.7.3.3 Collection Quality
A) For eachoccurrenceof failure to properly return empty Containersto avoid pedestrian or vehicular traffic impediments or to place Containers upright with lids secured which exceeds ten ( 10) such occurrences annually:
150. 00.

B) For each occurrence of excessive noise or discourteous behavior which exceeds ten( 10) such occurrences annually:$ 250. 00.
83 December 1, 2021 City of Lynwood 228
C) For eachoccurrenceof Collecting Solid Waste during unauthorized hours that exceeds five ( 5) such occurrences annually: $ 250. 00.

D) For eachoccurrenceof damageto private property in an amount in excess of$ 1, 000 that exceeds five ( 5) such occurrences annually: $ 250. 00.

E) For eachfailure to clean up Solid Wastespilled from Containers,excepting amounts that areso nominal in nature that they would not reasonably be expectedto be noticed by the driver of a Collection Vehicle, within ninety 90) minutes that exceeds ten( 10) such failures annually: $ 150. 00.

18. 7. 3. 4 Customer Responsiveness
A) For eachfailureto initially respondto aCustomercomplaintwithin one(1) businessday, which exceedsfive (5) suchoccurrencesannually, andfor each additional day in which the complaint is not addressed: $ 250. 00.

B) For eachfailure to processCustomercomplaints to City asrequired herein, which exceeds five ( 5) such occurrences annually: $ 250. 00.

C) For each failure to remove graffiti from Containers, or to replace with Containers bearing no graffiti, within twenty-four ( 24) hours of a request from City: $ 150. 00.

18.7.3.5 Timeliness of Submissionsto City
A) Any reportshallbeconsideredlateuntil suchtimeasacorrectandcomplete reportis receivedby City. For eachcalendarday a reportis late,the daily liquidated damage amount shall be:
1) Monthly Reports: 100.00 per day
2) Quarterly Reports: 250.00 per day
3) Annual Reports: 350. 00 per day

18. 7. 4 Process for Assessment of Liquidated Damages
A) Citymaydeterminetheoccurrenceof eventsgiving riseto liquidateddamagesthrough the observation of its own employees or representative or investigation of Customer complaints. It is the desire of the parties to work together to avoid the imposition of liquidated damagesand accordingly, City will endeavor to timely communicate to Contractoranyinformationthat it receivesthat might give rise to the impositionof liquidated damagesin order to facilitate Contractor's ability to correct any deficiency, or prevent the recurrence of any conduct for which liquidated damages might eventually be imposed.

B) Priorto assessingliquidateddamages, City shallgiveContractornoticeof its intention to do so. The notice will include a brief description of theincident( s)/ non- performance.

Contractormay review (andmakecopiesat its own expense) all informationin the 84 December 1, 2021 City of Lynwood 229
possessionof City relating to incident(s)/non- performance. Contractor may, within ten (10) daysafterreceivingthenotice, requestameetingwith City. Contractormay presentevidencein writing andthrough testimony of its employeesandothersrelevant 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 authorizingtheassessmentof liquidateddamages. Thedecisionof City shallbefinal.

C) City may assessliquidateddamagesfor eachcalendarday or event, asappropriate, that Contractor is determined to be liable in accordance with this Agreement.

18.7.5 Timing of Payment
Contractorshallpay any liquidateddamagesassessedby City within ten (10) daysafter theyareassessed. If theyarenotpaidwithin theten(10)dayperiod, City mayproceedagainstany securityrequiredby this Agreementto obtainpayment, and/or find Contractorin defaultand exercise its right to terminate this Agreement as set forth herein.

ARTICLE 19
CONTRACTOR' S REMEDIES; ADMINISTRATIVE HEARING

19. 1 Administrative Hearing
ShouldContractorcontendthat City is in breachof any aspectof this Agreement, it shall give noticeto theCity Managerrequestinganadministrativehearingontheallegation. Thehearingshalloccur assoonasreasonablypossible, or onsuchdateasmutuallyagreedby theparties, andshallbeheldbefore an impartial hearingofficer to be determinedby the City Manager. The hearingofficer shall makean advisoryruling on Contractor's allegations, andsuggesta remedyif a breachby City is determinedto exist. Thehearingofficer's ruling andrecommendationsshallbecomefinal andbinding if thePartiesso agreein writing within thirty( 30)daysof thedatenoticeof thedecisionis givento bothparties. Otherwise, thehearingofficer'sruling shallhaveno furtherforceor effect.

19. 2 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 commenceany action against City, in law or equity, in anycourt,until afteranadministrativehearingassetforth abovehasbeencompleted, andthe abovenotedthirty (30) dayperiodto acceptthe hearingofficer's decisionhaspassed, or either City or Contractorhasgiventimely written noticeto theotherthatit will not acceptthehearingofficer's decision.

19. 3 Actions for Damages
As a prerequisiteto the filing andmaintenanceof anyactionfor damagesby Contractoragainst City arisingoutof thisAgreement, Contractorshallpresenta claimto City, asrequiredby Government CodeSection910, etseq., within thirty( 30)daysof thedateof theoccurrencegiving riseto the claimfor damages.
85 December 1, 2021 City of Lynwood 230
ARTICLE 20

CITY' S ADDITIONAL REMEDIES
In addition to any other remedies set forth herein, City shall be entitled to any or all of the following rights and remediesin the event of a breachof this Agreement by Contractor:

A) The right to use Contractor' s equipment for the purpose of Collecting, transporting, and/or disposing of Solid Waste, including Recyclable Material, for a period not to exceedsix (6) months. In the caseof equipment not owned by Contractor, Contractor shall assignto City, to the extent Contractor is permitted to do so under the instruments pursuant to which Contractor possessessuch equipment, the right to use and possessthe equipment. If City exercises its rights under this Section, City shall pay to Contractor the reasonable rental value of the equipmentfor the period of City's possessionthereof (althoughpaymentmay, if appropriate, occur in the form of a set-off against damagesotherwise owed by Contractor pursuant to the terms hereof);
B) The right to license othersto perform the services otherwise to be performed by Contractor hereunder, or to perform such services itself; and,
C) The right to obtain damages and/ or injunctive relief. Both parties recognize and agree that in the event of a breachof this Agreement by Contractor, City will suffer irreparable injury and incalculable damages sufficient to support injunctive relief as to specifically enforce the provisions of this Agreement, and to enjoin the breach hereof.

ARTICLE 21

RIGHTS OF CITY TO PERFORM DURING EMERGENCY

21. 1 Provision of Service
Should Contractor, for any reason whatsoever, refuse or be unable to provide Solid Waste Handling Servicesfor a period of more than seventy-two (72) hours, andif asaresult thereof, Solid Waste should accumulate in City to such an extent or in such a manner that the City Manager finds that such accumulation endangersor menacesthe public health, safety, or welfare, City shall have the right, upon twenty-four ( 24) hours prior written notice to Contractor, during the period of such emergency, to temporarily take possession of any or all equipment and facilities of Contractor previously used in providing Collection, transportation, and disposal of Solid Waste and provide, through its own forces or otherwise, Solid Waste Handling Services, which Contractor otherwise would be obligated to provide pursuantto this Agreement. Contractor agreesthat in suchevent,it shall fully cooperatewith City to affect sucha transfer of possessionfor City' suse.

21. 2 Possession of Equipment
Contractor agrees that in the event of circumstances described in Section 21. 1 above, City may take temporary possessionof and use all of said equipment and facilities without paying Contractor any rental or other charge. Upon Contractor giving City notice that it is able to resumeits normal responsibilitiesunderthis AgreementCity shalleitherrelinquishpossessionof all of theabove-mentioned property to Contractor.
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21. 3 Exclusions from Right to Possession of Equipment without Compensation Specificallyexcludedfrom thecircumstancesin which City maypossessandutilize Contractor's equipment without compensation, are circumstances in which Contractor fails or refuses to provide Solid WasteHandlingServiceshereunderfor anyreasonwhich is not a forcemajeureeventasdefinedherein.

In suchcircumstancesCity's right to utilize andpossessContractor's equipmentshallbe subjectto the provisions of the above Article 20.

ARTICLE 22

PRIVACY
Contractorshall strictly observeand protect the privacy rights of Customers. Information identifyingindividual Customersor thecompositionor contentsof a Customer's SolidWastestream, or any of the billing information pertaining to any Customers, shall not be revealedto any person, governmentalunit, privateagency, or company, unlessuponthe authorityof a courtof law, by statute, ordinance, or regulation of a governmental agencyhaving jurisdiction, or upon valid authorization of the Customer. This provision shall not be construedto preclude Contractor from preparing, participating in, or assistingin thepreparationof wastecharacterizationstudiesor wasteauditswhich may berequired byAB 939orthisAgreement. Contractorshallnotmarketordistribute, outsidethenormalcourseof its business, mailing lists with the namesand addressesof Customers. The rights afforded Customers pursuant to this Section shall be in addition to any other privacy rights afforded Customerspursuant to federal, or state law.

ARTICLE 23

REPORTS AND ADVERSE INFORMATION
Theparties acknowledgethat City will require reporting atvarious intervals by which information importantto City canbecompiledandanalyzed. ThroughouttheTerm,thePartiesagreeto work together toaddressCity'sneedswithrespecttotheinformationtobecontainedin reportspreparedbyContractor.

Thefollowingis intendedasa startingpoint in orderto haveestablishedan objectivebaselinefor reporting, but the frequencyandcontentof thereportscalledout belowmay bechangedby agreement of the Parties; provided any suchchangeis approvedby the City Manager in writing. Recordsrelated to performanceof this Agreementshallbemaintainedby Contractorin formsandby methodsthatfacilitate flexible use of data contained in them to structure reports, asneeded. The format of eachreport shall be approvedby City. In additionto submittingall reportson paper, Contractoragreesto submitall reports in an electronic format approvedby the City, compatible with City' s software/computers,at no additional charge. Monthly reportsshallbe submittedwithin twenty (20) calendardaysafterthe endof thereport month. Quarterlyreportsshallbesubmittedwithin twenty(20)calendardaysaftertheendof thecalendar quarter.

23. 1 Quarterly Reports
At a minimum, Contractorshallreportthe following to City on a quarterlybasis: Solid Waste Collectedby Contractorfor eachmonth, sortedbytypeof SolidWaste, in tonsbrokendownatalevel acceptableto City( which at aminimumshallinclude: refuse, GreenWaste, e-wasteanduniversalwaste item counts, types of recyclables, including PET, HOPE, mixed plastics, aluminum, cardboard, mixed 87 December 1, 2021 City of Lynwood 232
paper, sand, and concrete), as well as by customer type ( i. e., single family, multi- family, commercial, roll- off, curbside, etc.); the facilities where all Solid Waste Collected was processed or disposed; warning notices issued for contaminated Green Waste Containers; and a narrative summary of problems encountered(includingscavenging) andactionstakenwith recommendationsfor City, asappropriate.

In addition, Contractor's reports shall contain a summary of the complaints receivedby Contractor; copies of promotional andpublic education materials sent during the quarter; description of Contractor's outreachactivities during the quarter; andsuchotherinformationor reportsthat the City may reasonablyrequestor require. Contractorshall, upon demandby City, providetrue andaccurate copiesof landfill tipping receipts, recordsshowingdeliveryatprocessingor reusefacilities, andsimilar suchdocumentsto enableCity to verify Contractor's quarterlyreports. Reportsanddocumentsrequired pursuant to this section shall be provided by Contractor under penalty of perjury.

23. 2 Annual Reports
OnorbeforeJune30of eachyearduringtheTermof this Agreementandwithin fifteen( 15)days prior to the endof the Term, Contractor shall submit a written annual report, at its sole expense, in aform approvedby City, which includes, but is not limited to, thefollowing information:

A) A summaryof thepreviousyear'sactivities,including,but not limitedto, servicesbegunor discontinuedduringthe reportingyear, andthe numberof Customers, brokendownon a monthly basis;
B) A summary of the total tons of Solid Waste Collected in City in the preceding year aswell asasummaryof thetotaltonnagedivertedfrom theState'slandfill systemsduringthattime frame;
C) Informationandreportsrequiredby City to meetits reportingobligationsimposedby AB 939andtheregulationsimplementingAB 939, in aform andcontentapprovedby theCity Manager;
D) A revenuestatement, certifiedby the Chief FinancialOfficer of Contractor, settingforth Franchise Fees paid and the basis for the calculations thereof, including specifically, a breakdown of sources of revenue included in Gross Receipts and the amount of revenue derived from each such source comprising Gross Receipts; E) A list of Contractor' s officers and the members of its Board of Directors, or as applicable, a list identifyingall Personsholdingamembershipinterestin Contractor; F) A list of stockholders or other equity investors holding five percent ( 5%) or more of the interest in Contractor; and
G) A list of each service address, the total number of Carts at each such address, types of servicesbeing billed to eachservice address.

23. 3 Number of Reports
At minimum,two copiesof eachmonthly, quarterly,andannualreportshallbesubmittedto City, with onecopyaddressedto the City Manageror a designee, andthe secondcopyaddressedto the City Clerk.
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23. 4 Adverse Information
A) Contractor shall provide City with two copies of all reports and other material adversely affectingthis Agreementas submittedby Contractorto the United StatesEnvironmental ProtectionAgency, CalRecycle, theCaliforniaRegionalWaterQuality ControlBoard, and anyotherfederal, state, regional, or localregulatoryagency. Copiesshallbesubmittedto City simultaneouslywith Contractor'sfiling of suchmatterswith saidagencies. Contractor's routine correspondenceto said agenciesneed not be automatically submitted to City, but shall be made available to City upon written request;
B) Contractor shall submit to City copies of all pleadings, applications, notifications, communications, and documentsof any kind submitted by Contractor to, aswell ascopies of all decisions, correspondence, and actionsby, any federal, state, and local courts, regulatoryagencies, andothergovernmentbodiesrelating in any mannerto Contractor's performance of servicespursuant to this Agreement. To the degreeauthorized by law, any confidential dataexempt from public disclosure shall be retained in confidence by City and its authorized agents and shall not be made available for public inspection; C) Contractorshallsubmitto City suchotherinformationor reportsin suchformsandat such times as City may reasonably request or require;
D) All reports and records required under this Section, or any other Section hereof, shall be furnished at the sole expense of Contractor.

23. 5 Disaster Plan
Within 90 days of the Effective Date, Contractor shall prepare an updated draft disaster debris clean-up implementationplan that setsforth proceduresfor collection of debris following a major disaster, such as an earthquake, fire, or other similar event. The disaster plan shall address priorities for cleanupat critical facilities, andproceduresfor reimbursementfor costs, describecommunicationplans, list key contactpersons, andprovidemapsshowingproposedsitesfor stockpilingof disasterdebristhat cannot be transported to the landfill. Contractor shall coordinate the plan with City' s emergency service teams. The draft plan shallbepresentedto the City Managerfor considerationandapproval. Thefinal plan shall be distributed to those employees of Contractor and City who would have a role in implementing it in the event of a disaster.

23. 6 Failure to Report
Therefusalof Contractorto file anyof thereportsrequiredhereunder, or the inclusionof any materiallyfalseor misleadingstatementor representationmadeknowinglyby Contractorin suchreport, shall be deemeda material breach of this Agreement and shall subject Contractor to all remedies, legal or equitable, which areavailable to City under this Agreement or otherwise. 89 December 1, 2021 City of Lynwood 234
ARTICLE 24

COMPENSATION

24. 1 Contractor Rates
Contractor shall provide services to Customers pursuant to this Agreement, at rates it sets, charges to, and collects from Customers, which rates shall not exceedthose set forth in the attachedExhibit A, assuchmaximumratesmaybe adjustedfrom time to timepursuantto thetermshereof. Themaximum ratessetforth in Exhibit A areinclusive of all servicesto be provided, including transportation, disposal, andContainercosts, as well as City Fees, unlessspecifiedotherwise, and no other chargesshall be imposed by Contractor for such services.

City andContractoracknowledgethattheCity, in accordancewith Section6(A) Of Article XIIID of the California Constitution ( Proposition 218), will provide required Notices regarding proposed rate increasesand an opportunity for protest and a hearing, as applicable.

24. 2 Resolution of Disputes Regarding Rate Adjustments Any disputeregardingan adjustmentto the maximum rates Contractormay charge, or the computationthereof, shallbedecidedby theCityManager. Theratesin effectatthetime suchdisputeis submittedto the City Managershallremainin effectpendingresolutionof suchdispute. The effective date of the adjusted maximum rate following the resolution of any such dispute, whether retroactive or prospective, shall be determined by the City Manager.

24. 3 Rate Adjustments
On August 3, 2021, the City Council approvedacrossthe boardrateadjustmentsto be applied overall servicesectors. Following aPublicProtestHearingconductedonAugust3, 2021,which did not receivea majority protest, thesenew rates, containedin Exhibit A, attachedhereto, andincorporated herein by reference, reflect discreteincreaseamounts over three separateservice categories, which were approved subject to a predeterminedphasing scheduleasdelineatedin this Section of the Agreement.

Please note that the provisions of Section 24. 5. 1 related to the requirement of City Manager' s report, shallnot applyto therateincreasesfor 2021, 2022or 2023;theprovisionsof 24.4.1shallremain in full force and effect afterr the rate increase for 2023.)

24. 3. 1 Residential Rates
The maximum rates applicable to standard, three ( 3) Cart collection service at Single Family andMulti-Family Dwellings up to three (3) units andcontainedin Exhibit A, shallbe increased by a total of $ 6.50/unit per month, according to certain price increments and correspondingtimelines, as specified below:

A) On the Effective Date ( December 1, 2021), the rates shall increase by Three and Eighteen Hundredths Dollars ($ 3. 18);
B) On Decemberl, 2022, the rates shall increase by an additional Two Dollars($ 2. 00), plus anyConsumerPriceIndexadjustmentassetforth in Section24.4; 90 December 1, 2021 City of Lynwood 235
C) On July 1, 2023, the rates shall increaseby an additional One and Thirty-Two Hundredths Dollars ($ 1.32), plus any ConsumerPrice Index adjustment as setforth in Section 24. 4;
D) On July 1, 2024, and each subsequent July 1stthereafter during the Term of this Agreement, the rate shall be adjusted as set forth in Section 24.4.

24. 3. 1. 1 Senior Citizen Discounted Rate— Three ( 3) Year Freeze thru June 30, 2024 Notwithstandinganyprovisionscontainedin this Sectionor elsewherein this Agreement, the current Senior Citizen Discounted Rate, asprovided for in Section 7.2.2, and as set forth in Exhibit A, shall remain frozen for a period of approximately three (3) years, through June 30, 2024, and shall be exempt from the CPI and Disposal pass-through provisions contained below in Sections 24. 4 and 24. 5. Upon expiration of this period, and beginningonJuly 1, 2024,theprovisionsof theseSections24.4 and24.5 shallapply.

24.3.2 Commercial/Industrial andMulti- Family Rates
The maximum rates set forth in Exhibit A, applicable to Commercial and Multi- Family customers, shallincreaseby theamountof Twenty-Eight andFifty HundredthsPercent(28.5%), dividedinto two (2) incrementsequalingthesametotal percentageamounthadit beenappliedin whole ( without compounding):

A) On the Effective Date ( December 1, 2021), the rates shall increaseby Fourteen and Twenty-Five Hundredths Percent( 14.25%);
B) On December 1, 2022, the rates shall increase by Twelve and Fifty Hundredths Percent ( 12. 5%), plusanyConsumerPriceIndexadjustmentassetforth in Section

24. 4;
C) On July 1, 2023, and each subsequent July 1stthereafter during the Term of this Agreement, the rate shall be adjusted as set forth in Section 24. 4.

24.3.3 Roll- Off and Temporary ServiceRates; Ancillary Charges The maximum rates set forth in Exhibit A, applicable to Roll- Off and Temporary Service Customers,aswell asfor Ancillary Charges, shallincreasebytheamountof Thirty-ThreePercent 33%), divided into two ( 2) increments equaling the sametotal percentageamount had it been applied in whole ( without compounding); said increases shall take effect on the dates set forth below:

A) On the Effective Date ( Decemberl, 2021), the rates shall increaseby Sixteen and Fifty Hundredths Percent( 16.50%);
B) On December 1, 2022, the rates shall increase by Fourteen and Three Hundred, Eighteen Thousandths Percent ( 14. 318%), plus any Consumer Price Index adjustment as set forth in Section 24. 4;
C) On July 1, 2023, and each subsequent July 1stthereafter during the Term of this Agreement, the rate shall be adjusted as set forth in Section 24.4. 91 December 1, 2021 City of Lynwood 236

24. 4 Annual Consumer Price Index Adjustments
CommencingonDecember1,2022,allratessetforthabovein Sections24.3.1,24.3.2,and24.3.3, which include Residential Rates ( up to three [ 3] units), Commercial/ Industrial and Multi- Family Rates four [ 4] units and above), Roll- off and Temporary Service Rates, as well as all ancillary charges, shall beadjustedannuallyonthisanniversarydateduringtheTermhereof, bymultiplyingeachratein effect on June 30 of each year by the percentage change in the Consumer Price Index (" CPI") for All Urban Consumers, SeriesId CUURS49ASAO, All items in Los Angeles-Long Beach-Anaheim, CA, all urban consumers,not seasonallyadjustedaveragefor thetwelve( 12)monthperiodendingonthedateof March 31St,
immediatelyprior to theapplicableAdjustmentDate. In no eventshalltheannualadjustmentto the rates in this section exceed three percent ( 3%). At least sixty (60) days prior to charging Customers any rateincreasesdueto any changein the CPI, Contractorshallprovidethe City Managernoticeof the pendingratechange, soasto allow for athirty( 30)dayadvancenoticeto customerspursuantto Section 53756( d) of the Government Code. If it is determined, based upon substantial evidence, that the requested adjustment to the maximum rates does not meet the requirements as set forth herein, City shallprovide Contractornoticeof suchdeficiencieswithin thirty (30) daysof City'sreceiptof Contractor'snoticeof thependingratechange. In no eventshalltheratechangebe effectiveuntil thirty (30) daysafternotice has been provided to customers pursuant to Section 53756( d).

24. 4. 1 Limitations to Annual CPI Adjustments
No increase to the maximum rates shall occur if the City Manager determines that Contractordid not fully comply with all terms of this Agreementin the RateYear precedingthe increase, including, without limitation, provisions hereof relating to reporting, diversion, and Customer service standards, in which case, this factor must be cited as a cause of action in the City Manager' s response to Contractor as set out above in Section 24. 4. Contractor will be allowed an opportunityto addressand correctany such deficiencieswithin a thirty ( 30) day period, to the satisfaction of the City Manager, then re-apply for approval of the increaseto maximum ratesto take effectonthefirst dayof thenextcalendarmonthimmediatelythereafter.

If the matter cannot be reasonablyresolved within the said thirty ( 30) period, Contractor may exerciseits rightsto anappealand/or otherremedies, asprovidedunderSection19of this Agreement.

24. 5 Adjustment to Disposal Portion of Rates
The rates set out in Exhibit A also are subject to increase or decrease to account for disposal fee changes. The disposal fee change shall be a pro-rata passthrough of change in fees charged by third partiesprovidingdisposalservices. Suchcostsinclude,butarenotlimited to,landfill tippingfeesorother disposal, processing, recycling, or diversioncostsasrequiredor allowedby statelaw. The adjustment generallyshallbemadeasof July 1of eachyear,commencingJuly 1,2022,baseduponactualoradopted changes, butmaybemadeatthetime of anextraordinarychangeby theproviderof disposalservices.

At leastforty-five (45) dayspriorto chargingCustomersanyrateincreasesduetoanychangein the cost of disposal, Contractor is required to submit documentation substantiatingthe cost increases, in conjunction with pertinent rate adjustment calculations based on the proportional impact that the disposal cost changeshave on the maximum rates,to the City Manager for review, verification, and consent. Said documentationshallbeverified in writing within seven(7)businessdays, soasto allow for athirty (30) dayadvancenoticeto customerspursuantto Section53756(d) of the GovernmentCode. If Contractor 92 December 1, 2021 City of Lynwood 237
doesnot receivea written responsefrom the City Manager within ten( 10) days from the dateof submittal, said documentation shall be deemed automatically verified and consent secured.

24. 6 Discretionary Rate Adjustments
Contractor may requestan adjustmentto the maximum rates setforth in Exhibit A at reasonable times other than as set forth in Sections 24.3 and 24.4 above for unusual changes in the cost of providing service under this Agreement, which shall include changes in the scope of Solid Waste Handling Services or Programs provided hereunder, if such changes are due to new or expanded recycling legislation mandatingheighteneddiversionor recoverystandardsfor Solid Wastematerialshandledby Contractor pursuant to this Agreement For each request for an adjustment to the maximum rates brought pursuant to this Section, Contractor shall prepare a schedule documenting the extraordinary costs. Such request shall be preparedin a form acceptableto City with supportfor assumptionsmadeby Contractorin preparingthe estimate. City shallreview Contractor's requestand, in the City Council's solejudgment and absolute 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 Contractor' s total revenues and total cost of services when reviewing a DiscretionaryRateAdjustmentrequest. Contractormay notrequesta DiscretionaryRateAdjustment in the maximum ratesasa result of changesin fees or taxes suchas Social Security; disability or income tax; changes in the market value of Recyclables or processing costs for Recyclables or Green Waste; inaccurateestimatesby Contractorof its costof operations; or costsof compliancewith SouthCoastAir Quality Management District andAir ResourceBoard rules and standardsfor Collection Vehicles.

24. 7 Grants
From time to time, federal, state, or local agencies, including the City, may provide to Contractor grants to assistin financing qualified programs provided by Contractor in the City ( including, without limitation, grants for diversion programs and related equipment, alternative fuel vehicles and equipment, and Household Hazardous Waste Collection and Disposal). Contractor shall notify City upon receipt of anysuchgrantfundsthatmaybeusedto fundservicesprovidedpursuantto thetermsof thisAgreement.

With the exceptionof grantsalreadyreceivedby Contractoras of the Effective Date, andgrantsfor Collection Vehicles, any funds received through grants for services in the City are intendedto benefit City and its residents and businesses, and in essenceare held by Contractor in trust on behalf of City.

Accordingly, Contractor agrees that the total amount of compensation it receives from Customers hereunder, maybereducedby theamountof anysuchgrant, unlessthegrantis usedto payfor services in City. The City Council shall determine whether the reduction in Contractor's compensationshall be:
1) passed through to Customers designated by City as a reduction to maximum rates; ( 2) as an offset to the next increase to maximum rates requested by Contractor; ( 3) paid to City for use as City directs; or 4) applied in any combination of( 1) through( 3).

ARTICLE 25

IDENTIFICATION OF CONTRACTOR
Contractor has agreed to use the name " Waste Resources, Inc." to identify itself to the public as the specific organization that shall provide all services under this Agreement. Unless otherwise approved in writing by City, this nameshallbeusedfor all correspondence, billing statements, directorylistings, references, signs, and vehicle and bin identification.
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ARTICLE 26

INDEMNIFICATION

26. 1 General
A) Contractorherebyagreesto andshall indemnify andhold harmlessCity, its electedand appointed boards, commissions, officers, employees, and agents ( collectively the Indemnities") from and against any and all loss, liability, penalty, forfeiture, claim, demand, action, proceeding or suit in law or equity of any and every kind and description including, but notlimited to, injury to anddeathof anyPersonanddamageto property, or for contributionor indemnityclaimedby third partiesarisingout of, resultingfrom, and/or in any way connected with this Agreement, including: ( 1) the negligence or willful misconduct of Contractor, its officers, employees, agents, and/ or subcontractors in performing services under this Agreement; ( 2) the failure of Contractor, its officers, employees, agents, and/or subcontractorsto comply in all respectswith the provisions of this Agreement, all Applicable Law ( including, without limitation, the Environmental Laws), ordinances and regulations, and/ or applicable permits and licenses; ( 3) the acts of Contractor, its officers, employees, agents, and/or subcontractors in performing services under this Agreement, for which strict liability is imposed by law ( including, without limitation, the Environmental Laws); and ( 4) any challenge to the award of, or any provisions of this Agreement ( including any claim that the application of any provision hereof violates any provision of the California Constitution). The foregoing indemnity and hold harmless provisions shall apply regardless of whether such loss, liability, penalty, forfeiture, claim, demand, action, proceeding, suit, injury, death, or damageis also caused in part by any of Indemnities' negligence, but shall not extendto mattersresultingfrom Indemnities' 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) City, its elected and appointed boards and commissions, officers, employees, and agents 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 a forementioned events, and to reimburse City for any and all costs and expensesCity incursin providinganysuchdefense, eitherbefore, during, or afterthetime Contractor electsto provide suchdefense,including any and all costsincurred in overseeing any defenseto be provided herein by Contractor.

B) Contractor, upon demandof City, madeby and through the City Attorney, shall protect City and appear in and defend City and its elected officials, officers, employees and agents, in any claims or actions by third parties, whether judicial, administrative or otherwise, including, but not limited to, disputesandlitigation over the definitions of" Solid Waste" or Recyclable Material," the scope of the rights granted herein, conflicts between the rights granted herein and rights assertedby other Persons, or the limits of City' s authority with respect to the grant of licenses, or agreements, exclusive or otherwise, asserting rights under the Dormant Commerce Clause or any other federal or state laws to provide Collection servicesin the City.

C) Contractor's duty to defendand indemnify herein includespaymentof all fines and/or penaltiesimposedby CalRecycle, subjectto the restrictionssetforth in Public Resources Code Section 40059. 1, if the requirements of AB 939, AB 341, AB 1826, and/ or SB 1383 andcorrespondingregulationsarenot metby the Contractorwith respectto the Discarded 94 December 1, 2021 City of Lynwood 239
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 Jurisdiction from submitting reports requiredby AB 939, AB 341, AB 1826, and/or SB 1383andcorrespondingregulationsin a timely manner. The provisions of this Section shall survive the termination or expiration of this Agreement.

D) 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.

26. 2 Hazardous Substances Indemnification
A) Without regard to any insurance coverageor requirements, and without limiting the above general indemnification obligation 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 City and its past and present officers, council members, employees, consultants and agents ( hereinafter " Indemnified Parties") harmless from and againstany 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:
1) Results in any demand, claim, notice, order, or lawsuit, assertingthat any Indemnified Party is liable, responsible or in any way obligated to investigate, assess, monitor, study,test,treat, remove, remediate,or otherwise cleanup,any HazardousContaminant as defined herein); or
2) Relates to material Collected, transported, recycled, processed, treated, or disposed of by Contractor.

B) Contractor's obligations pursuantto this Section shall apply, without limitation, to:
1) Any Claims brought pursuantto or basedon the provisions of the Environmental Laws, including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act, 42 U. S. C. § 9601, e seq., the Resource Conservation and Recovery Act, 42 U. S. C. § 6901, et seq., the Carpenter- Presley- Tanner Hazardous Substances Account Act, California Health& Safety Code Section 25300, et seq., the California Hazardous WasteControl Laws, California Health and SafetyCode Section 25100, et seq., the California Porter- Cologne Act, California Water Code Section 13000, et seq., and any and all amendments and regulations thereto, and any other federal, state, regional or local environmental statutory or regulatory provision; 2) Any Claimsbasedon or arisingout of or allegedto be arisingout of the ownership, use, lease, sale, design, construction, maintenance, or operation by Contractor of any facility;
95 December 1, 2021 City of Lynwood 240
3) Any Claims basedon or arising out of or alleged to be arising out of the marketing, sale, distribution, storage, transportation, disposal, processing, or use of any materials recoveredby Contractor; and
4) Any Claimsbasedonor arisingoutof or allegedto bearisingout of anybreachof any expressorimpliedwarranty,representationor covenantarisingoutof or in connection with this Agreement.

C) Theforegoingindemnityanddefenseobligationsshallapplyirrespectiveof thenegligence or willful misconduct of Contractor or any Affiliate of Contractor.

D) For purposes of this Agreement, the term " Hazardous Contaminant" shall mean any hazardous material," as that term is defined under California Health& Safety Code Section 25501( o); any " hazardous substance," as that term is defined herein or under California Health & Safety Code Sections 25281( h), 25501( p), 25501. 1 and under Title 42, Section 9601( 14) of the United States Code; any " hazardous waste," as that term is defined herein and under Title 42, Section 6903( 5) of the United States Code and under California Health Safety Code Section 25501( q); any chemical which the Governor has identified as a chemical known to the Stateto causecanceror reproductive toxicity pursuantto California Health & Safety Code Section 25249.8; 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 the above-referencedstatutoryandregulatoryprovisionsmadebeforeor afterthe dateof execution of this Agreement.

E) 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.

ARTICLE 27

CONTRACTOR' S BOOKS
AND RECORDS; AUDITS

27. 1 Maintenance and Inspection of Records
Contractor shall maintain all records relating to the servicesprovided hereunder, including, but not limited to, Customer lists, billing records, accounts payable records, maps, AB 939 compliance records, records reflecting the number and type of routes and route hours by service category (such as residential, multi- family, commercial, roll- off, and special services), records demonstrating facilities, equipment and personnel used to perform services, records reflecting the number of mixed waste Containers, as well as, if applicable, recycling and Green Waste Containers, in service by frequency of Collection for each customer group (such as single family, multi- family, commercial, roll- off); records reflectingthenumberof roll-off box pulls, andsuchotherdocumentsandmaterialswhich reasonably relate to Contractor' s compliance with the provisions of this Agreement( the " Records"), for the full Term of this Agreement, andan additional period thereafter of not lessthan three( 3) years,or anylonger period requiredby law. City shallhavetheright, uponfive (5) businessdaysadvancenotice, to inspectthe Records. SuchRecordsshallbemadeavailableto City at Contractor's regularplaceof business, but in no event outside the County of Los Angeles.
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27. 2 CERCLA Defense Records
City views the ability to defend against the Comprehensive Environmental Response, CompensationandLiability Act (CERCLA) andrelatedlitigation asa matterof greatimportance. For this reason, theCity regardsthe ability to provewhereSolidWasteCollectedin the City wastakenfor Disposal, as well as where it was not taken, to be matters of concern. Contractor shall maintain data retention and preservation systems which can establish where Solid Waste Collected in the City was landfilled ( and therefore establish where it was not landfilled) for not less than five ( 5) years following the termination of this Agreement, and agrees to notify City' s Risk Manager, City Clerk 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.

27. 3 Ongoing Compliance Review
City intendsto reviewContractor'sperformanceonanongoingbasisto ensurecompliancewith the terms and provisions of this Agreement, and it is City' s intent that a designated portion of the Administrative Cost Reimbursement, asmore fully describedin Section 11.2, will be usedto fund City' s costs associatedwith ensuring Contractor's ongoing compliance. At a minimum, City intends to have internal staff or outside consultants annually review Contractor' s performance to ensure ongoing compliance with the terms hereof, including, but not limited to, the payment of required fees, performance of the services stated herein, implementation of programs required under this Agreement, Contractor's maintenance and upkeep of records, and compliance with all Applicable Law. Contractor shall provide any and all information reasonablyrequestedby City in connectionwith its efforts to ensure compliance with the terms hereof, regardlessof whether suchinformation is specifically otherwise called outhereinasanitemthatContractoris requiredto maintainandprovideto City.

27. 4 Audits

27. 4. 1 Examination of Services
From time to time, anticipated to be at least once every other year, City may request Contractor to make any or all of its records related to performance hereunder available to an independent auditor or examiner, to be selected by the City, for auditing and examination purposes ( a " Discretionary Audit"). City shall bear the cost of any Discretionary Audit, except as otherwise provided herein. Should any Discretionary Audit reveal an underpayment of any Franchise Fee required pursuant to this Agreement, the amount of such underpayment shall become due and payable to City not later than fifteen ( 15) days after written notice of such underpaymentis sentto Contractor by City, completewith any additional late chargesassetforth herein. If a Discretionary Audit reveals inaccuraciesor inconsistenciesin more than five percent 5%) of all Customer accounts, either with Contractor's operations or billing systems, or an underpayment of Franchise Fees of more than three percent( 3%), Contractor shall bear the entire cost of such Discretionary Audit.

27. 4. 2 Route Audit
Contractor shall complete an audit at its expense of its Collection routes for all Customers at such times asmay be requestedby City; provided, however, that while City may requestthat suchan audit occur at any time, it may not requestsuch audits at Contractor's expensemore than 97 December 1, 2021 City of Lynwood 242
five (5) times duringtheTerm. Thetiming of suchauditsis atthe City's discretionandmaybe requiredto be timed with the issuance of a request for proposals for a new agreement. The route audit, at minimum, shall consist of anindependentphysical observation by aPerson(s) other than the routedriver or route supervisor of eachCustomer in the City. The route audit shall include as a minimum, the following information for eachaccount:

Route Number;
Truck Number;
Account Name;
Account Number;
Account service address;
Service Level per Billing System(quantity, size,frequency); Service Level per Routing System;
Observed Containers ( quantity, type, and size);
Bin condition;
Proper signage; and
Graffiti.

Within thirty ( 30) days after the completion of the route audit, Contractor shall submit to City areportsummarizingtheresultsthereof, which shallinclude:

Identification of the routes;
Truck numbers;
Number of accounts, by route and in total;
Number of Containers(broken down by type) per service address,per route andtotal number of Containers;
Types of exceptions observed;
Number of exceptions by type;
Total monthly Billing, pre- audit;
Total monthly Billing, post-audit ( subsequentto corrections of identified exceptions);
Percentage of the number of accounts with errors to the total number of accounts served; and
Percentageof the "net" changein monthly Billing as a result of the audit to the total pre- audit monthly Billing.
98 December 1, 2021 City of Lynwood 243
The report shall include a description of the procedures followed to complete the audit, and shall include the names and titles of those supervising the route audits and the name and titles of thoseperformingthe observations. Additionally, thereportshallincludea descriptionof the pre-audit training of the route auditors, particularly if temporary personnel are used. The report shall also include a description of the changes and Contractor' s plans to resolve any exceptions.

The route audit data and results of the audit shall be available for review by the City or its representative.

ARTICLE 28

TRANSITION OBLIGATIONS
At the end of the Term, or in the event this Agreement is terminated for cause prior to the end of the Term, Contractor shall cooperate fully with City and any subsequent solid waste enterprise it designates to assure a smooth transition of services. Contractor' s cooperation shall include, but not be limited to, providing route lists, billing information and other operating records needed to service all premises covered by this Agreement. The failure to cooperate with City following termination shall be conclusively presumedto be groundsfor specific performanceof this covenant and/ or other equitable relief necessary to enforce this covenant.

Contractor shall provide any new solid waste enterprise with all keys, security codes and remote controls used to access garages, gates, and bin enclosures. Contractor shall be responsible for coordinating transfer immediately after its final collection activities, so asto not disrupt services.

Contractor shall provide City with detailed route sheets containing service names and addresses, billing namesandaddresses, monthly rates, and servicelevels (number and size of containersand pickup days) at leastninety( 90) daysprior to thetransition date,provide anupdatedlist two weeks before the transition, and a fmal updated list with any changes the day before the transition.

Contractor shall provide means of access to the new solid waste enterprise at least one full business dayprior to its first dayof collection, andwithin sufficient time so asto not impedein anyway the new solid waste enterprise from easily servicing all containers.

ARTICLE 29

GENERAL PROVISIONS

29. 1 Force Mai cure
Contractor shall not be in default under this Agreement in the event that its ability to provide Solid WasteHandling Servicesor Temporary Services, in compliancewith its obligation to do so hereunder, is temporarily interrupted or discontinued for any of the following reasons: pandemics, riots, wars, sabotage, civil disturbances, insurrections, strikes or other labor disturbances lasting 5 days or less, explosions, natural disasters such as floods, earthquakes, landslides, and fires, or" other catastrophic events" which are beyond the reasonable control of Contractor. The term " other catastrophic events" does not include: ( i) the financial inability of Contractor to perform; ( ii) failure of Contractor to obtain any necessary permits or licenses from other governmental agencies; ( iii) the failure to obtain the right, or the loss of the right, to use the facilities of any public utility where such failure is due in substantial part to the acts or omissions of Contractor; or ( iv) strikes or other labor disturbances lasting longer than 5 days.
99 December 1, 2021 City of Lynwood 244

29. 2 Independent Contractor
Contractor is an independent contractor and not an officer, agent, servant, or employee of City. Contractor is solely responsible for the acts and omissions of its officers, agents, employees, and subcontractors, if any. Nothing in this Agreement shall be construed as creating a partnership orjoint venturebetweenCity andContractor.Neither Contractornor its officers, employees, agents, or subcontractors shall obtain any rights to retirement or other benefits which accrue to City employees.

29. 3 Pavement Damage
Contractor shall be responsible for the cost of repair of any extraordinary damage to the public streets located within the City resulting from providing the services required hereunder.

29. 4 Property Damage
Any physical damage caused by the negligent or willful acts or omissions of employees, agents, or subcontractors of Contractor to private or public property shall be promptly repaired or replaced at Contractor' s expense.

29. 5 Right of Entry
Contractor shall not have the right, until Contractor receives permission from the property owner, to enter or drive on any private street, court, place, easement, or other private property for the purpose of providing Temporary Services and/or Solid Waste Handling Services pursuant to this Agreement.

29. 6 Law to Govern; Venue
The laws of the State of California shall govern this Agreement. In the event of litigation between the parties, venue in state trial courts shall lie exclusively in the County of Los Angeles.

29. 7 Amendment
This Agreement is intended to carry out City' s obligations to comply with the provisions of AB 939, AB 341, and SB 1383, as implemented by regulations of CalRecycle, asthey from time to time may be amended. In the event that these legislative mandates or other state or federal laws or regulations enacted after the Effective Date hereof, prevent, or preclude compliance with one or more provisions of this Agreement, such provisions shall be modified or suspended as may be necessary to comply with such state or federal laws or regulations. Except as otherwise expressly stated herein, no other amendment of this Agreement shall be valid unless in writing duly executed by the parties.

29. 8 Notices
All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered or sent by United StatesCertified Mail, postage prepaid, return receipt requested, and addressed as follows:
100
December 1, 2021 City of Lynwood 245
To City: City of Lynwood
Attn: City Manager
11330 Bullis Road
Lynwood, CA 90262
To Contractor: Waste Resources, Inc.

C/ O: Waste Resource Technologies, Inc.

Attn: Tommy Gendal, Chief Operating Officer/ E.V. P.
23 Corporate Plaza Drive
Newport Beach, CA 92660
Alternatively, to such other addressas either Party may from time to time designate by notice to the other, given in accordance with this Section. Notice shall be deemed given on the date served, if served personally between the hours of 8: 00 a. m. to 5: 00 p. m., on any regular business day for City'sbusinessoffices. If mailed,notice shallbe deemedgiven three(3) businessdaysfrom the date such notice is deposited in the United States mail in the manner prescribed above.

29. 9 Corporate Guarantee of Contractor' s Performance
Pursuant to a guaranty in substantially the form attached asExhibit E, Waste ResourceTechnologies, Inc., a Delaware corporation(" Guarantor"), has agreed to guarantee Contractor' s performance of its obligations pursuant to this Agreement, and shall provide a fully executedcopy of the guaranty requiredby this provision concurrentlywith executionof this Agreementbythe Parties.

29. 10 Savings Clause
If any non-material provision of this Agreement is for any reason held to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the validity and enforceability of any of the remaining provisions of this Agreement.

29. 11 Exhibits Incorporated
All Exhibits attached hereto are incorporated into this Agreement by reference.

29. 12 Counterparts
This Amendment may be executedin one or more counterparts, each of which shall be deemed an Original, but all of which shall constitute one and the same document.

29. 13 Attorneys' Fees and Litigation Costs
In the event either party brings any action or proceeding to enforce or interpret the terms or provisions of this Agreement, the prevailing party in any such action or proceeding shall be entitled to recover its reasonable attorneys' fees and other litigation costs and expenses, including, without limitation, expert witness fees, consultant fees and costs. Without limiting its scope in any way, this provision is expressly intended to, and shall, apply to fees and costs incurred in any appeal. 101
December 1, 2021 City of Lynwood 246

29. 14 City' s Authorized Agent
Notwithstanding anything contained herein to the contrary, and excepting amendments hereto and such actions set forth herein specifically calling for City Council action or approval, the City Manager is designated as the City' s authorized agent to take any action with regard to any matter, or enforce any right, set forth herein requiring action by the City.

29. 15 Integrated Agreement
This Agreement contains the entire integrated agreement and understanding concerning the subject matter herein and supersedes and replaces any prior negotiations, promises, proposals, and agreements between the Parties, whether written or oral. The Parties acknowledge this document has been executed with the consent and upon the advice of counsel. Each of the Parties acknowledges that no party or agent or attorney of any other party has made any promise, representation, or warranty, express or implied, not contained in this Agreement, to induce the other party to execute this instrument.

29. 16 Section Headings
The section headings in this Agreement are for convenience of reference only and are not intended to be used in the construction of this Agreement nor to alter or affect any of its provisions.

29. 17 Compliance with Law
In providing the services required under this Agreement, Contractor shall at all times, at its sole cost, comply with all Applicable Law, including the laws and regulations of the United States, the State of California, the provisions of the Municipal Code, and any federal, state,regional or local administrative and regulatory agencies, now in force and as they may be enacted, issued, or amended.

29. 18 Joint Drafting
This Agreement shall be interpreted as if it were drafted jointly by the parties to the Agreement.

This space left intentionally blank.
102
December 1, 2021 City of Lynwood 247
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first hereinabove written.

CITY" CONTRACTOR"
CITY OF LYNWOOD WASTE RESOURCES, INC.
1/ 7By: AV ._. 1_< By: fJill
preapa: a • r T 6 , Gendal -
Operating Officer/ E.V. P.

ATTEST:
a
e---
By: 1. 1 - . i. 4
Maria Quinone" City Clerk
0 APPROVED AS TO FORM:

By. / ./ 12
Noel Tapia, City Attorney
103
December 1, 2021 City of Lynwood 248

EXHIBIT A

CITY OF LYNWOOD

MAXIMUM RATE SCHEDULE FOR SOLID WASTE HANDLING SERVICES EFFECTIVE DECEMBER 1, 2021
RESIDENTIAL — SINGLE FAMILY DWELLINGS
Residential Services
96g- Cart Service 28. 94 Monthly
96g-Cart Additional 14. 47 Monthly
64g- Cart Service 28. 41 Monthly
64g- Cart Additional 14. 21 Monthly
96g- Cart Replacement 82. 12 Ea.
64g- Cart Replacement 71. 53 Ea.
96g- Cart Senior Citizen 18. 79 Monthly
64g- Cart Senior Citizen 18. 13. Monthly
Valet Service ( Elgible) N/ C
Valet Service ( Other) 39. 08 Monthly
Bulky Item Pickup ( 5ea. Limit) N/ C
Bulky Item Pickup ( above 5ea.) $ 49. 42 Ea.

Sharps Kit- Extra ( Over 1- quart) $ 68. 84 Ea.

RESIDENTIAL — MULTI- FAMILY DWELLINGS
multi- Family Buliri Item Bin
Frequency
Size
1x/ wk 12x/wk 3x/ wk 4x/ vrk Sx/ wk 6x/ uik
3 c. y. 253. 96 $ 500. 22 $ 751. 11. 151, 001. 99 $ 1, 252. 27 51, 502. 22 Bulky Item Pickup( Above 5 item limit) per item: l 1$50.52 December 1, 2021 City of Lynwood 249
EXHIBIT A - Pg. 2)

COMMERCIAL/ INDUSTRIAL
Commercial Residue Services
Frequency
Size
lx/ wk 2x/ wk 3x/ wk 4x/ wk 5x/ wk 6x/ wk Extra PU
96g- Cart $ 64. 64 $ 129. 29 $ 195. 47. $ 260. 11 $ 326. 31. $ 390. 95 N/ A 1 c.y. $ 149. 30 $ 292. 44 $ 434. 04 $ 577. 19 $ 720. 32 $ 763. 41 $ 36. 94 2 c. y. $ 18316 5358. 62 $ 537. 16 $ 717. 25 $ 295. 78 51, 075. 87 $ 44. 64 3 c. y. 5253. 96 $ 500. 22 5 751. 11 $ 1, 001. 99 51, 252. 87 51, 502. 22 $ 61. 57 4c. y. $ 283. 21 $ 558. 72 5 835. 76 $ 1, 115. 88 51, 394. 48 $ 1, 674. 60 $ 69. 27. 6c. y. $ 366: 32 5726. 48 $ 1, 091. 26 $ 1, 454. 50 $ 1, 819. 28 $ 2, 182. 53 $ 89. 27 Commercial Bulky Items: lst two( 2) Items: 115. 44. . Each Add' I $ 58. 48 Bine EnclosureCieaning: 5 76. 82 per
Commercial Recycling;
Frequency.

Size
1x/ vlk 2,x/ wk 3x/ wk 4x/ wk : 5x/ wk 6x/ wk Extra PU 96g- Cart $ 32. 33 5. 64. 64 $ 97. 74 $ 130. 06 " 5 163. 15 $ 195. 47 N/ A 1 c. y. N/ A N/ A N/ A N/ A N/ A N/ A N/ A
2 c. y.. $ 9158 5179. 32 $ 268. 58 5. 358. 62 $ 447. 90 $ 537. 94 $ 44. 64 3 c. y. .$ 126. 98 5250. 11 $ 375. 56 . 5= 501. 00 $ 626. 44 $ 751. 11 $ 61. 57 4c. y. $ 141. 60 $ 279. 35 $ 452. 59 $ 557. 95 $ 697. 24 $ 837. 30 . $ 69. 27

6. c. y 183. 16 $ 363. 25 $ 545: 63 $ 727. 25 $ 909. 64 $ 1, 091. 26 $ 89. 27 a i
G
Commercial Organics
Frequency
Size
1x/ vtk 2x/ wk 3x/ wk 4x/ vrk 5x/ wk . 6x/ auk Extra PU 96g- Cart 5 74. 66. $ 145. 13 $ 222. 19 N/ A • N/ A N/ A N/ A 2 c. y. . $ 300. 96 $ 559. 67 . 5 818. 41 $ 1, 091. 23 . 51, 283. 52 $ 1, 475. 80 N/ A

ROLL- OFF/ TEMPORARY/ ANCILLARY
Scout. or Puh= Out. Serriice.

Sin Per Day( Billed Monthly)
1 2 3 4. 5 6

31. 90 S 63. 79 5 95. 69 $ 127. 59 5. 159. 43 5 191. 38 Teimporary 8in` Seryice
Frequency .

Size
lx/ wk 2x/ wk 3x/ yak : x/ ask • 5x/ wk 6x/ wk 3 c. v S301. 41 S 570. 94 S 840. 46 S3.. 111. 57 S1, 381. 10 - S1.650. 62 December 1, 2021 City of Lynwood 250
EXHIBIT A ( Pg. 3)
ROLL- OFF/ TEMPORARY/ ANCILLARY— CONTINUED
Permanent/ Temporary Roll- Off Box and Compactor Service Transport Rate/ Load
Size
Roll- Off Compactor
10 c. y. 5 513. 53 N/ A
15 c. y. 513. 53 NJA
20 c. v. 513. 53 $ 566.16

30. c. y. 513. 53 5 566.16
40 c_ y. 513. 53 $ 566. 15
Local Dump Fee 51. 01 . Per/ Ton
3rd Parry Dump Fee Pass- Through
Relocation 207. 32 Ea.

Dead Run S 207. 32 ' Ea.

Demurrage Fee( After 7 days) 26. 10 . Per/ Day
Barricade Service 197. 53 , Ea.

Saturday Service( Haul only) S. 513. 53 Ea.

Locking Bins
Lock Delivery/ installed 79. 73 1- Time Fee
Service
e. $

39.87 Monthly
Steam Cleaning
Bins Rosi- Ofd
lx/ Year Free 1- Time Fee
Additional 118. 01 $ 358. 83
Additional Fees
Late Fee 1. 50% Per Month
Restart Fee 88. 44 Each
NSF Fee 69. 53 Per
Temporary c y. ( One time Sergi/iEce
3 c. y. S 353_ 83
December 1, 2021 City of Lynwood 251

EXHIBIT B

APPROVED SOLID WASTE DISPOSAL/ PROCESSING FACILITIES
EFFECTIVE DECEMBER 1, 2021

DISPOSAL/ TRANSFER FACILITIES
Chiquita Canyon Sanitary Landfill— SWIS# 19- AA- 0052
29201 Henry Mayo Drive
Castaic, CA 91384
El Sobrante Landfill— SWIS# 33AA- 0217
10910 Dawson Canyon Road
Corona, CA 91719
Carson Transfer Station & MRF— SWIS# 19-A0- 0001
321 West Francisco Street
Carson, CA 90745

PROCESSING FACILITIES
Waste Resources Recovery ( WRR) — SWIS# 19- AA- 0857
357 W. Compton Blvd.

Gardena, CA 90248
Downey Area Recycling& Transfer ( DART) — SWIS# 19- AA- 0801 9770 Washburn Road
Downey, CA 90241
Puente Hills Materials Recovery Facility— SWIS# 19- AA- 1043 2808 S. Workman Mill Road
Whittier, CA 90601
Universal Waste Systems, Inc. MRF and TS— SWIS# 19- AA- 1140 9016 Norwalk Blvd
Santa Fe Springs, CA 90670
Greenwise Soil Technologies ( GWS) — SWIS# 19- AA- 1064 10120 Miller Way
South Gate, CA 90280
December 1, 2021 City of Lynwood 252

EXHIBIT C

PUBLIC TRASH CAN LOCATIONS
AS OF DECEMBER 1, 2021
Postal Service Service
Site ID Site Name Address Line 1 City State QTY
I Code Code Frequency

LYN BUS
0766150001 I
STOPS
3640 E Imperial Hwy ? LYN CA 902622653 f 1 CITYCAN I
3 x per wk
0766150002

LSTOPSS
3730E Imperial Hwy LYN CA 902622760 1 CITYCAN 3 x per wk.

LYN BUS
0766150003
STOPS
3808E Imperial Hwy LYN CA 90262 ; 1 CITYCAN I 3 x per wk. 0766150004

LYN BUS
3906 E Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS

LYN BUS
0766150005 I 4204 E Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS

LYN BUS
0766150006
STOPS
4204 E Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

LYN, BUSf
0766150007
STOPS
4268 E Imperial Hwy LYN
i
CA 902622964 1 . 1 CITYCAN 3 x per wk.
999
0766150008

LYN BUS
5120 E Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
w-

LYN BUS
0766150009 i 4387E Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS l E
0766150010

LYN BUS
4255E Imperial Hwy LYN CA 90262 1 CITYCAN k 3 x per wk.

STOPS
0766150011
LYN

BUSSTOPS
4221 E Imperial Hwy LYN CA 90262 . 1 CITYCAN 3x per wk. 0766150012

LYN BUS
4001 E Imperial Hwy C LYN CA 902622236 1 CITYCAN 3 x per wk.

STOPSLYN
0766150013
S
OPSS
3909 E Imperial Hwy j LYN I CA 1 90262 1 CITYCAN 3x per wk;

LYN BUS
0766150014 (
STOPS
3809 E Imperial Hwy LYN CA 90262 1 CITYCAN
1 3 x per wk.
0766150015

LYN BUS
3725 E Imperial Hwy j LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
LYN
0766150016
STOPSS
3619 E Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

LYN BUS
0766150017 3501 E Imperial Hwy LYN CA { 90262
f
1 CITYCAN 3 x per wk.

STOPS

LYN BUS
0766150018
STOPS
3261 E Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

LYN BUS
0766150019 ` 3067 Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS

LYN BUS
0766150020 2823 E Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
0766150021 t
LYN

BUSSTOPS
10213 Long Beach Blvd LYN CA , 90262 . 1 { CITYCAN 3 x per wk. 0766150022

LYN BUS
10695 Long Beach Blvd LYN CA 902621607 1 CITYCAN 3 x per wk.

STOPS

LYN BUS
0766150023 11007 Long Beach Blvd LYN CA ' 902622515 1 CITYCAN 3 x` per wk.

L.- STOPS
Tj 1
December 1, 2021 City of Lynwood 253

LYN BUS
0766150024
STOPS
11167 Long Beach Blvd LYN CA 90262 1 CITYCAN : 3 x per wk. 0766150025 f

LSTOPSS
11285 Long Beach Blvd LYN ? CA 90262 i 1 CITYCAN , 3 x per wk.

LYN BUS
0766150026 11783 Long Beach Blvd LYN CA 90262 1 CITYCAN i 3 x per wk.

STOPS

ILYN BUS
0766150027 I 12121 Long Beach Blvd LYN CA 90262 i 1 CITYCAN 5 3 x per wk.

STOPS _ I
LYN BUS i I
0766150028 12281 Long Beach Blvd LYNCA 90262 1 CITYCAN 3 x per wk.

STOPS
I_

LYN BUS
12609 Long Beach Blvd LYN I CA 90262 1 CITYCAN 1 3 x per wk.0766150029 STOPS

LYN BUS
i
0766150030 12604 Long Beach Blvd LYN CA 90262 1 CITYCAN 3 x per wk. w

STOPS I

LYN BUS
0766150031 12314 Long Beach Blvd LYN CA 90262 1 CITYCAN 3 x per wk.

STOPSi

LYN BUS
0766150032 12068 Long Beach Blvd LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS i._..
0766150033 (

LYN BUS (
11812 Long Beach Blvd LYN ! CA 902624328 1 CITYCAN 3 x per wk.

STOPS
0766150034

LYN BUS
11310 Long Beach Blvd LYN CA 902623310 1 CITYCAN 3 x per wk.

STOPS
0766150035
LYN BUS ;
11144 Long Beach Blvd LYN ! CA 90262 1 CITYCAN 3 x per wk.

STOPS

LYN BUS I
0766150036 11004 Long Beach Blvd y LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS I._.
0766150037 10686 Long Beach Blvd LYN

LSTOPSYNS
CA 90262 1CITYCAN 3 x per wk.
0766150038

LYN BUS
10420 Long Beach Blvd LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS

LYN BUS
Iy 0766150039 10206 Long Beach Blvd LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
0766150040 E

LYN BUS
10663 Atlantic Ave LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
0766150041

LYN BUS
11005 Atlantic Ave LYN CA ± 90262 1 CITYCAN , 3 x per wk.

STOPS
0766150042

LYN BUS
11093 Atlantic Ave LYN CA 902623048 1 CITYCAN 3 x per wk.

STOPS

LYN BUS
0766150043 r l 11105 Atlantic Ave LYN CA 902623003 1 CITYCAN 3 x per wk.

STOPS
0766150044

LYN BUS
11413 Atlantic Ave LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
0766150045

LYN BUS
11611 Atlantic Ave LYN i CA ! 90262 1 CITYCAN I 3 x per wk.

STOPS i
0766150046

LSTOPSS
11697 Atlantic Ave LYN CA i 902623851 1 CITYCAN 3 x per wk.

LYN BUS
0766150047
STOPS
11889 Atlantic Ave 90262 1 CITYCAN 3 x per wk.LYN CA f
0766150048

LYN BUS
12423 Atlantic Ave LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
0766150049

LSTOPSS
12683 Atlantic Ave LYN CA 1 90262 1 CITYCAN , 3 x per wk. 0766150050

LYN BUS
12683 Atlantic Ave LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
0766150051

LYN BUS
12714 Atlantic Ave LYN CA 902625324 1 CITYCAN i 3 x per wk.

STOPS
0766150052

LYN BUS
12402 Atlantic Ave LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
December 1, 2021 City of Lynwood 254
0766150053

LYN BUS
11876 Atlantic Ave 3 LYN 1 CA 90262 1 CITYCAN 3 x per wk. j STOPS
0766150054

LYN BUS
11708 Atlantic Ave I LYN CA 90262 1 CITYCAN I 3 x per wk.

STOPS
0766150055

LYN BUS
11590 Atlantic Ave LYN CA 90262 1 CITYCAN 3 x per wk.

A_ _ STOPS
LYN BUS_._.

I 0766150056
STOPS
11386 Atlantic Ave LYN CA 90262 1 CITYCAN 3 x per wk.

LYN BUS
0766150057 k _ STOPS
11184 Atlantic Ave LYN CA j 90262 I 1 CITYCAN 3 x per wk.

LYN BUS
0766150058
STOPS
11088 Atlantic Ave LYN CA 90262 1 CITYCAN 3 x per wk. 0766150059 [
LSTO
SS
10972 Atlantic Ave LYN CA 90262 1 CITYCAN 3 x per wk.

LYN BUS
0766150060
H
10702 Atlantic Ave LYN CA 90262 1 ICITYCAN3 x per wk.

STOPS
LYN BUS 3500 Martin Luther King
0766150061 LYN CA 902622010 1 CITYCAN 3 x per wk.

STOPS Jr Blvd .

LYN BUS 3626 Martin Luther King
0766150062 LYN CA 902622607 1 CITYCAN 3 x per wk
STOPS Jr Blvd
LYN BUS 3792 Martin Luther King .
0766150063 LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS Jr Blvd
0766150064
LYN BUS 3860 Martin Luther King LYN CA 902623770 1 CITYCAN 3 x per wk.

STOPS Jr Blvd
0766150065 1

LYN BUS
2680E Imperial Hwy LYN CA 902624018 1 CITYCAN ' 3 x per wk.

STOPS
STOPS
0766150066

LYN BUS
3100 E Imperial
wW .
p Hwy LYN CA 902623202 1 CITYCAN 3 x per wk.
0766150067 '

LSTOPSS
3246 E Imperial Hwy LYN CA 90262 1 CITYCAN 3 x per wk.

LYN
0766150068
STOPSS
3505 E Imperial Hwy LYN CA 902622654 1 CITYCAN 3 x per wk. 0766150069

LSTOPSYNS
10397 Long Beach Blvd LYN CA
j
902621600 I 1 CITYCAN
i
3 x per wk.
0766150070-
rmm

LYN BUS
11445 Long Beach Blvd LYN CA 90262 1 CITYCAN 3 x per wk.

STOPS
0766150071 f LYN BUS
9835 Long Beach Blvd LYN CA 90262 I 1 CITYCAN i 3 x per wk.

STOPS L
December 1, 2021 City of Lynwood 255

EXHIBIT I)

CITY- WIDE SWEEP PROGRAM FOR SULKY ITEMS - ( ZONE MAP)
AS OF DECEMBER 1, 2021
ZONE 1
Service Day - First Thursday of every month
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I!
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firrrif
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It
I
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J' nnesota- 1-..--__ __.r T! 1I— l-- a? ) I i(I 1c \ i sConSr- p f ilax, ' r 1(1r '
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t
scorisn Ave f / 1 {¢ I li
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equoir `' 1 f` l Mfchrgan9v'e _
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11 ! ILIF
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c I, j
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December 1, 2021 City of Lynwood 259

EXHIBIT E

CORPORATE GUARANTEE
This Corporate Guarantee ( the " Guarantee") is given as of the First ( 1St)
day of
December, 2021, and is made with reference to the following facts and circumstances:

A) Waste Resources, Inc, a California Corporation (" Contractor"), is a wholly owned subsidiary of Waste Resource Technologies, Inc., a Delaware Corporation Guarantor").

B) Contactor has entered into a franchise agreement with the City of Lynwood City"), with an Effective Date of December 1, 2021, entitled " Second Amended and Restated Agreement for Exclusive Solid Waste Handling Services between City of Lynwood and Waste Resources, Inc." ( the " Franchise").

C) It is a requirement of the Franchise that Guarantor guarantee Contractor' s performance of the Franchise.

D) Guarantor is providing this Guarantee to induce the City to approve the Franchise and acknowledges that it will benefit from Contractor entering into the Agreement because the Agreement will increase Contractor' s gross income, which is beneficial to Guarantor due to other financial transactions it conducts with Contractor.

NOW, THEREFORE, in consideration of the foregoing, Guarantor agrees as follows:

1. Guarantee of the Franchise
Guarantor hereby irrevocably and unconditionally guarantees to the City the complete and timely payment, performance, satisfaction, and observation by Contractor of each and every term and condition of the Franchise which Contractor is required to pay, perform, satisfy, or observe. In the event that Contractor fails to pay, perform, satisfy, or observeany of the terms and conditions of the FranchiseGuarantorwill promptly andfully pay, perform, satisfy, or observe them in the place of Contractor ( including by causing the services required of Contractor to be performed by a Solid Waste Enterprise acceptable to City). Guarantor hereby guarantees payment to the City of any damages, costs or expenses that might become recoverable by the City from Contractor due to its breach of the Franchise.

Guarantor further agreesto indemnify City against any losses City may sustain and expenses it may incur as a result of the enforcementor attemptedenforcementby City of any of its rights and remedies under the Agreement, in the event of a default by Contractor thereunder, and/or as a result of the enforcement or attempted enforcement by City of any of its rights against Guarantor hereunder.

December 1, 2021 City of Lynwood 260

2. Guarantor' s Obligations Are Absolute
The obligations of the Guarantor hereunder are direct, immediate, absolute, continuing, unconditional and unlimited, and, with respect to any payment obligation of Contractor under the Franchise, shall constitute a guarantee- of- payment and not of collection, and are not conditional upon the genuineness, validity, regularity, or enforceability of the Franchise. In any action brought against the Guarantor to enforce, or for damages for breach of, its obligations hereunder, the Guarantor shall be entitled to all defenses, if any, that would be available to Contractor in an action to enforce, or for damages for breach of the Franchise ( other than discharge of, or stay of, proceedings to enforce obligations of the Franchise under bankruptcy law).

3. Waivers
Except as provided herein, the Guarantor shall have no right to terminate this Guarantee or to be released, relieved, exonerated, or discharged from its obligations under it for any reason whatsoever, including, without limitation: ( 1) the insolvency, bankruptcy, reorganization,or cessationof existenceof Contractor; (2) theactual or purportedrejectionby a trustee in bankruptcy of the Franchise, or any limitation on any claim in bankruptcy resulting from the actual or purported termination of the Franchise; ( 3) any waiver with respect to any of the obligations of the Franchise guaranteed hereunder or the impairment or suspension of any of the City' s rights or remedies against Contractor; or (4) any merger or consolidation of Contractor with any other corporation, or any sale, lease or transfer of any or all the assets of Contractor. Without limiting the generality of the foregoing, Guarantor hereby waives the rights and benefits under California Civil Code Section 2819.

The Guarantor hereby waives any and all benefits and defenses under California Civil Code Sections 2845, 2846, 2849, and 2850, including without limitation, the right to require the City to ( a) proceed against Contractor; ( b) proceed against or exhaust any security or collateral the City may hold now or hereafter hold; or( c) pursue any other right or remedy for Guarantor' s benefit, and agreesthat the City may proceed against Guarantor for the obligations guaranteed herein without taking any action against Contractor or any other guarantor or pledgor and. without proceeding against or exhausting any security or collateral the City may hold now or hereafter hold.

City may unqualifiedly exercise, in its sole discretion, any or all rights and remedies available to it against Contractor or any other guarantor or pledgor without impairing the City' s rights and remedies in enforcing this Guarantee.

The Guarantor hereby waives and agreesto waive at any future time, at the request of the City and to the extent now or then permitted by applicable law, any and all rights that theGuarantormayhaveor which at anytime hereaftermay beconferreduponit, by statute, regulation or otherwise, to avoid any of its obligations hereunder, or to terminate, cancel, quit, or surrender this Guarantee.

December 1, 2021 City of Lynwood 261
The Guarantor hereby expressly waives diligence, presentment, demand for payment or performance, protest, and all notices whatsoever, including, but not limited to, notices of non-payment or non- performance, notices of protest, notices of any breach or default, and notices of acceptance of this Guarantee. If all or any portion of the obligations guaranteed hereunder are paid or performed, Guarantor' s obligations hereunder shall continue and remain in full force and effect, in the event that all or any part of such payment or performance is avoided or recovered directly or indirectly from the City as a preference, fraudulent transfer or otherwise, irrespective of ( a) any notice of revocation given by Guarantor or Contractor prior to such avoidance or recovery, and( b) payment in full of any obligations then outstanding.

4. Term
This Guarantee is not limited to any period of time, but shall continue in full force and effect until all of the terms and conditions of the Franchise have been fully performed or otherwise discharged and Guarantor shall remain fully responsible under this Guarantee without regard to the acceptance by the City of any performance bond or other collateral to assure the performance of Contractor' s obligations under the Franchise.

Guarantor shall not be released of its obligations hereunder as long as there is any claim by the City against Contractor arising out of the Franchise based on Contractor' s failure to perform that has not been settled or discharged.

5. No Waivers
No delay on the part of the City in exercising any rights under this Guarantee or failure to exercise such rights shall operate as a waiver of such rights. No notice to, or demand on, Guarantor shall be a waiver of any obligation of Guarantor or right of the City to take other or further action without notice or demand. No modification or waiver of any of theprovisions of this Guarantee shall be effective unless it is in writing and signed by the City andby Guarantor, nor shall any waiver be effective exceptin the specific instanceor matter for which it is given.

6. Attorney' s Fees
In addition to the amounts guaranteed under this Guarantee, and in the event of Contractor' s breach of its obligations, Guarantor agrees to pay reasonable attorney' s fees and all other reasonable costs and expenses incurred by the City in enforcing this Guarantee, or in any action or proceeding arising out of or relating to this Guarantee, including any action instituted to determine the respective rights and obligations of the parties hereunder.

7. Governing Law; Jurisdiction
This Guarantee is and shall be deemed to be a contract entered into in, and pursuant to the laws of, the State of California and shall be governed and construed in accordance with the laws of California without regard to its conflicts of laws, rules for all purposes December 1, 2021 City of Lynwood 262
including, but not limited to, matters of construction, validity, and performance. Guarantor agreesthat any action brought by the City to enforce this Guarantee may be brought in any court of the Stale of California and Guarantor consents to personal jurisdiction over it by such courts, with venue resting in Los Angeles County, California.

8. Severability
If any portion of this Guarantee is held to be invalid or unenforceable, such invalidity will have no effect upon the remaining portions of this Guarantee, which shall be severable and continue in full force and effect.

9. Binding On Successors
This Guarantee shall inure to the benefit of the City and its successors and shall be binding upon Guarantorandits successors, including transferee(s) of substantiallyall of its assets and its shareholder( s) in the event of its dissolution or insolvency.

10. Authority
Guarantor represents and warrants that it has the corporate power and authority to give this Guarantee, that its execution of this Guarantee hasbeen authorized by all necessary action under its Articles- of- Incorporation and By- Laws, and that the person signing this Guarantee on its behalf has the authority to do so.

11. Prohibition Against Assignment
Guarantor may not assign its obligations hereunder without the City' s prior written consent.

12. Notices
Notice shall be given in writing, deposited in the U. S. mail, registered, or certified, first class postage prepaid, addressed as follows:

To City: City of Lynwood
Attn: City Manager
11330 Bullis Road
Lynwood, CA 90262
To Guarantor: Waste Resource Technologies, Inc.

Attn: Chief Operating Officer
23 Corporate Plaza Drive
Newport Beach, CA 92660
December 1, 2021 City of Lynwood 263
TheGuarantorherebyagreesto thetermsandconditionssetforth above, by affixing their signaturebelow.

Guarantor:

Waste Resource Tec olo' ies Inc.

By: iii
rTommy Gendal
Title: Chief Operating Officer/ E.V. P.

Date: d - a 2
December 1, 2021 City of Lynwood 264

AGENDA STAFF REPORT

DATE:

October 21, 2025
TO:

Honorable Mayor and Members of the City Council
APPROVED BY:

Gabriel A. Gonzalez, Interim City Manager
PREPARED BY:

Gabriel A. Gonzalez, Interim City Manager
SUBJECT:

CONSIDERATION OF APPROVAL OF AUDIT AGREEMENT WITH
WASTE RESOURCES, INC.

Agenda Item # 10.4.

Recommendation:

That the City Council discuss, consider and approve the Audit Agreement between Waste Resources, Inc. and the City of Lynwood.

Background:

The exclusive Solid Waste Handling Services Agreement (“Agreement”) with Waste Resources, Inc. (WRI), commenced on November 1, 2013. The Agreement has been amended twice. The First Amended Agreement was approved on November 17, 2017, while the Second Amended and Restated Agreement for Solid Waste Handling Services (“Second Amended and Restated Agreement”) was approved on November 16, 2021 with an effective date of December 1, 2021. The Second Amended and Restated Agreement is set to expire on December 31, 2029.

Discussion and Analysis:

Audit Agreement

Via correspondence dated July 9, 2025, Waste Resources Technologies (“WRT”), the corporate parent of WRI, requested the City to consent to the transfer of WRI’s interests in the Second Amended and Restated Agreement to USA Waste of California, Inc. Section 27.4.1 of the Second Amended and Restated Agreement provides that the City may conduct a discretionary audit once every other year at City’s own expense. The parties agreed that they would enter into a separate agreement whereby WRI agreed to (1) pay the amount found to be owed by a discretionary audit, if any, (2) to deposit $100,000 into an escrow account that the City would have the discretion to access and use to pay for the amount owed, if any, as determined by the discretionary audit and (3) to provide the City $15,000 to pay for the cost of the preparation of the discretionary audit. The City and WRI have agreed to an Audit Agreement City Council City Council Regular Meeting 265
WRT Request for Consent to Assignment.pdf
WRT Audit Agreement - Lynwood (Final).docx
Resolution_-_Audit_Agreement_with_WRI__Final_.docx
that includes these obligations. The Audit Agreement also confirms that the City may use the $1,000,000 bond that WRI is required to maintain pursuant to Article 14 of the Second Amended and Restated Agreement to pay for any obligations or payment due from WRI to City as determined by the audit.

Fiscal Impact:

N/A
Coordinated With:

City Manager's Office
City Attorney's Office
ATTACHMENTS:

Description
City Council City Council Regular Meeting 266
267
268
269
270
271

1 WASTE RESOURCES, INC. AUDIT AGREEMENT

THIS AUDIT AGREEMENT is entered into as of __________________, 2025 ("Effective Date"), by and between the CITY OF LYNWOOD, CALIFORNIA ("City"), and WASTE RESOURCES, INC., (referred to herein as the "WRI").

RECITALS

WHEREAS, on November 16, 2021, the City Council of the City of Lynwood awarded a contract to WRI for Solid Waste Handling Services entitled SECOND

AMENDED AND RESTATED AGREEMENT FOR SOLID WASTE HANDLING SERVICES ("Services Agreement"), which became effective on December 1, 2021; and

WHEREAS, the service contracts and equipment of WRI’s business charged with performing the work under the Services Agreement are being sold/transferred to USA WASTE OF CALIFORINA, INC.; and

WHEREAS, City and WRI desire to have an independent audit performed of the records of WRI to determine if there are any remaining sums or obligations due from WRI to City pursuant to the Services Agreement.

NOW THEREFORE, in consideration of the foregoing recitals which by this reference are incorporated herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree to the following terms and conditions, all of which are hereby acknowledged and agreed to by the parties:

1. Audit. City has begun a Discretionary Audit pursuant to Section 27.4.1 of the Services Agreement. Notwithstanding the terms and conditions of Section 27.4.1, upon execution of this Agreement by both parties, WRI shall deposit with City the sum of Fifteen Thousand and No Dollars ($15,000.00) as full and complete payment for all of City’s costs and expenses related to the Discretionary Audit.

2. Escrow Account. WRI and City shall open an escrow account in which WRI shall deposit the sum of One Hundred Thousand and No/100 Dollars ($100,000) which may be used by City to pay any obligations or payments due from WRI as determined by the audit.

3. Surety. Pursuant to Article 14 of the Services Agreement WRI has provided to City a bond payable to City in the amount of One Million and No/100 Dollars. WRI and City agree that the bond funds may be used by City in its sole discretion to pay for any obligations or payment due from WRI to City as determined by the audit.
272

2 4. Miscellaneous Provisions.

4.1. Notices. Any notices required to be given under this Audit Agreement shall be in writing and may be personally delivered, sent by nationally recognized overnight courier, delivered by electronic means with proof of receipt, or sent by registered or certified mail, postage prepaid, return receipt requested and shall be effective upon receipt at the appropriate address. Any notice given to the City, or WRI shall be sent to the respective address set forth below:

City of Lynwood
11330 Bullis Road
Lynwood, CA 90262
Attn: City Manager

Waste Resources, Inc.
23 Corporate Plaza, Suite 247
Newport, CA 92660
Attn: Paul A. Wolfe

4.2. Governing Law. This Audit Agreement is governed by the laws of the State of California and proper venue shall be in the County of Los Angeles.

4.3. Confirmation of terms of Services Agreement. Except as expressed herein, all terms, conditions, responsibilities, duties and rights set forth in the Services Agreement dated December 1, 2021 shall remain in full force and effect.

4.4. Successors and Assigns. This Audit Agreement is binding on and inures to the benefit of the respective successors, assigns and representatives of each of the parties.

4.5. In the event of the bringing of any action or suit by a party hereto against another party hereunder by reason of any breach of any of the covenants, conditions, agreements or provisions on the part of the other party arising out of this Audit Agreement, then in that event the prevailing party shall be entitled to have and recover of and from the other party all costs and expenses of the action or suit, including reasonable attorneys' fees.

4.6. This Audit Agreement may be executed in multiple counterparts, including facsimile or electronic mail counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument.

(SIGNATURES APPEAR ON NEXT PAGE)

273

3 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first hereinabove written.

“CITY”

CITY OF LYNWOOD

By: ____________________________
Rita Soto, Mayor

Attest:
_____________________________
Maria Quinonez, City Clerk

Approved as to form:
______________________________
Noel Tapia, City Attorney

WASTE RESOURCES, INC.

By: ____________________________
Paul A. Wolfe
President

274
RESOLUTION NO.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD,

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA APPROVING AN AUDIT AGREEMENT WITH WASTE RESOURCES, INC.

WHEREAS, the exclusive Solid Waste Handling Services Agreement (“Agreement”) with Waste Resources, Inc. (WRI), commenced on November 1, 2013;

WHEREAS, t he Agreement has been amended twice. The First Amended Agreement was approved on November 17, 2017 while the Second Amended and Restated Agreement (“Services Agreement”) was approved on November 16, 2021, with an effective date of December 1, 2021; and

WHEREAS, in a letter dated July 9, 2025, Waste Resources Technologies (“WRT”), the corporate parent of WRI, requested the City to consent to the transfer of WRI’s interests in the Services Agreement to USA Waste of California, Inc. (“Assignee); and

WHEREAS, the City and WRI desire to have an independent audit performed of the records of WRI to determine if there are any remaining sums or obligations due from WRI to City pursuant to the Services Agreement.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LYNWOOD DOES HEREBY FIND, DETERMINE, ORDER AND RESOLVE AS FOLLOWS:

Section 1. The City Council of the City of Lynwood hereby finds and declares that the foregoing recitals are true and correct, and incorporates them herein as findings and as a substantive part of this Resolution.

Section 2. The City Council of the City of Lynwood hereby approves the Audit Agreement with WRI.

Section 3. The Mayor is a uthorized to execute the Audit Agreement and this Resolution for and on behalf of the City of Lynwood.

Section 4. This Resolution shall become effective immediately upon its adoption.

Section 5. The City Clerk shall certify to the adoption of this Resolution and hereafter the same shall be in full force and effect.

PASSED, APPROVED and ADOPTED this 21st day of October, 2025.

275
2 Rita Soto
Mayor
ATTEST:

Maria Quinonez
City Clerk

APPROVED AS TO FORM: APPROVED AS TO CONTENT:

Noel Tapia Gabriel A. Gonzalez
City Attorney Interim City Manager
276

AGENDA STAFF REPORT

DATE:

October 21, 2025
TO:

Honorable Mayor and Members of the City Council
APPROVED BY:

Gabriel A. Gonzalez, Interim City Manager
PREPARED BY:

Rita Montalvo P.E., Public Works Director,
SUBJECT:

AWARD OF CONTRACT TO ONYX PAVING COMPANY, INC. IN THE
AMOUNT OF $567,000 FOR THE CONSTRUCTION OF THECDBG

STREET IMPROVEMENT PROJECT (NORTON AVENUE AND CARLIN
AVENUE), FISCAL YEAR 2025-2026 (CIP NO. 2941.68.179)
Agenda Item # 10.5.

Recommendation:

Staff recommends that the City Council adopt the attached resolution entitled: “A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD AWARDING A CONTRACT TO ONYX PAVING COMPANY, INC.IN THE AMOUNT OF $567,000 FOR THE

CDBG STREET IMPROVEMENT PROJECT (NORTON AVENUE AND CARLIN AVENUE) FY 25/26 (CIP NO. 2941.68.179); AUTHORIZING THE MAYOR TO EXECUTE THE

AGREEMENT AND AUTHORIZING THE CITY MANAGER TO APPROVE AGREEMENT AMENDMENTS RELATED TO THE PROJECT.”
Background:

The U.S. Department of Housing and Urban Development (HUD) requires grantee cities, such as Lynwood, to prepare a Consolidated Plan every five years and an Annual Action Plan every year as a condition to receiving federal funding under the Community Development Block Grant (CDBG). The City of Lynwood receives annual allocations of CDBG funds to support eligible projects in low-and moderate-income areas. Street improvement projects are a qualifying activity under HUD regulations and have historically been a priority for addressing public safety and accessibility.

During the July 1, 2025, City Council meeting, segments of Norton Avenue and Carlin Avenue City Council City Council Regular Meeting 277
were included in the City’s FY25-26 Annual Action Plan for the use of CDBG funds in the amount of $779,932.56. For the purposes of authorizing staff to solicit a notice inviting bids in line with federal procurement requirements the project shall be referred to as “CDBG FY2025- 26 Street Improvement Project (Norton Ave and Carlin Ave).”

Street segments were selected based on the Pavement Condition Index (PCI) and City’s five- year street cut moratorium policy, which prohibits trenching or pavement cuts on newly improved streets for five (5) years after completion. The proposed streets are eligible and appropriate for rehabilitation under these criteria.

The work encompassed by the CDBG FY2025-26 Street Improvement Project (Norton Ave and Carlin Ave) in general consists of, but is not limited to: street resurfacing, construction of Americans with Disabilities Act (ADA) compliant curb ramps, partial replacement of concrete sidewalks, and new street striping. These improvements are designed to enhance public safety, improve accessibility, and extend the useful life of the roadway infrastructure.

The project limits for the CDBG Street Improvement Project FY25/26 are:

Segment

From

To

Norton Avenue
MLK Jr Blvd
Long Beach Blvd
Carlin Avenue
Thorson Avenue
Castle Gate Avenue
Carlin Avenue
Castle Gate Avenue
Atlantic Avenue
Carlin Avenue
Bullis Road
Bradfield Avenue

Discussion and Analysis:

On August 20, 2025, the Notice Inviting Bids (NIB) was advertised on the City’s website (PlanetBids) for the Project. The bid opening took place on the PlanetBids Platform on Thursday, September 25, 2025, at 10:00 A.M.

A total of nine (9) bids were received, as shown below:

Bidder
Bid

1. Onyx Paving Company, Inc.
$567,000.00

2. Sequel Contractor, Inc.
$593,745.00
City Council City Council Regular Meeting 278

3. Hardy & Harper, Inc.
$602,000.00

4. All American Asphalt
$629,105.00

5. Excel Paving
$647,980.00

6. Copp Contracting, Inc.
$650,855.00

7. Toro Enterprises, Inc.
$662,258.75

8. United Paving Company
$771,781.35

9. Nesbou Homes
$730,360.00

An analysis of all bidders was conducted, including a review of their bid schedule, license, references, and required documents. Onyx Paving Company, Inc. was the apparent lowest responsible bidder with a low base bid of $567,000. The bidder’s previous performance reveals that the contractor has the necessary experience and the contractor’s license for this type of project.

Contractor’s Bid Items:

Item Description
Quantity
Unit
Unit Price
Cost

Mobilization / Demobilization
(not to exceed 5% of total bid)

1 LS
$20,025.00
$20,025.00
Traffic Control - Public Convenience and
Safety

1 LS
$45,000.00
$45,000.00
Construction Survey & Staking

1 LS
$8,000.00
$8,000.00
Install Public Improvement Project Signs

4 EA
$3,000.00
$12,000.00
12” Excavation

260
CY
$125.00
$32,500.00
Construct 2” C2-PG- 64-10 AC Surface
Course Per Typical Section

1,600
Ton
$115.00
$184,000.00
Construct 6” Aggregate Base (95%
Relative Compaction)

130
CY
$100.00
$13,000.00
City Council City Council Regular Meeting 279
Construct 4” AC Base Course Per Typical
Section (Replace Asphalt in Kind)

165
Ton
$200.00
$33,000.00
Cold Mill Existing Asphalt Concrete (AC)
Pavement (2” Depth)

127,000
SF
$0.35
$44,450.00
Place Slurry Seal Type II with 3% Latex

115
ELT
$435.00
$50,025.00
Install Crack Seal and Spray Weed Killer

1 LS
$30,000.00
$30,000.00
Adjust Manhole Frame and Cover to
Grade

20 EA
$1,000.00
$20,000.00
Adjust Valve Frame and Cover to Grade

40 EA
$500.00
$20,000.00
Furnish and Install Traffic Striping &
Markings (Thermoplastic)

1 LS
$55,000.00
$55,000.00

Project Budget:

The table below shows the estimated project cost:

Description
Amount
Construction Cost
$567,000.00
Contingency (20%)
$113,400.00
Project Management, Labor
Compliance, and other cost (5%)
$28,350.00
Construction Management/Inspection
(10%)
$56,700.00
Total Estimated Project Cost
$765,450.00

Environmental (CEQA) Compliance:

The project is categorically exempt from environmental review under section 15301(c) of the City Council City Council Regular Meeting 280
Construction Contract Agreement- FY26 CDBG Street Imp.docx Onyx Bid - LYNWOOD CDBG.pdf
10-21-25 FY26 CDBG Street Impv Award (Reso).docx
California Environmental Quality Act (CEQA) Guidelines (Existing Facilities – minor alteration of existing public streets involving negligible or no expansion of use).

Fiscal Impact:

The table below shows the approved overall project budget:

Funding Source
Amount
(2941) FY2025-26 CDBG Street
Improvement Allocation
$779,932.56
Total
$779,932.56

The adopted FY 25-26 CDBG budget includes funds for CDBG street improvements. Staff request additional appropriation of $779,933. from CDBG fund 2941 to project account 2941.68.179.

Coordinated With:

City Manager’s Office
Department of Finance and Administration Services
ATTACHMENTS:

Description
City Council City Council Regular Meeting 281

CITY OF LYNWOOD CONSTRUCTION AGREEMENT

FOR CONSTRUCTION OF PROJECT NO. 2941.68.179 ENTITLED “CDBG STREET IMPROVEMENT PROJECT FY25/26 (CIP PROJECT NO.
2941.68.179)”

This agreement (the “Agreement”) is made and entered into on this 21ST day of October, 2025 by and between the City of Lynwood, a California Municipal Corporation ("City") and Onyx Paving Company, Inc., a General Contractor ("Contractor"). City and Contractor are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”

R E C I T A LS

City and Contractor, based upon the mutual promises contained herein, do hereby agree as follows:

I. CONTRACT DOCUMENTS

This Agreement consists of the following Contract Documents, the terms and conditions of which are expressly incorporated as component parts of this Agreement as if herein set out in full or attached hereto:

A. Notice Inviting Bids Dated _August 20th, 2025
B. Instructions to Bidders.

C. Addenda.

D. Contractor’s Proposal and Workers’ Compensation Certificate dated September 25th, 2025, and all other Documents attached thereto, including but not limited to:

1. Bid Schedule(s)

2. List of Subcontractors

3. Anti-Trust Claim

4. Non-Collusion Affidavit

5. Bidder’s General Information

6. Bid Bond (Bid Security Form)

7. Bidder’s Insurance Statement
E. Payment Bond.

F. Performance Bond.

G. Certificates/Proof of Insurance and Endorsements.

H. Certified Copy of the Lynwood City Council Resolution, not required.

I. Notice of Award dated October 21st, 2025.

J. Notice to Proceed dated ______TBD________.

K The Plans (Contract Drawings).

L. Special Provisions
M. Standard Specifications for Public Works Construction, “Greenbook” latest Edition.

N. Appendices A through I of the Contract Documents.

O. Reference Specifications.

P Approved and Fully-Executed Change Orders.
282
Q. The Director of the Department of Industrial Relations’ Determination of Prevailing Wage Rates for Public Works for each craft or type of worker required to perform the Work under this Agreement.

283

II. CONTRACT PRICE

The City agrees to pay, and the Contractor agrees to accept as full payment for the Work outlined in the Contract Documents, the Contract Price of FIVE HUNDRED SIXTY SEVEN THOUSAND DOLLARS ($567,000) subject to additions and deductions, if any, made in accordance with said Contract Documents. Progress payments shall not be made more often than once each thirty (30) days, nor shall progress payments paid be in excess of ninety-five percent (95%) of the Contract Price at time of completion. Final payment to Contractor will be processed thirty-five (35) days after the City has recorded the Notice of Completion. Contractor may, upon Contractor's written request, and approved by the City Council, at Contractor's expense, deposit substitute securities, as state d in Government Code Section 16430, and as authorized by Public Contract Code, Section 22300, in lieu of retention monies withheld to insure performance.

Payment of undisputed amounts due under this Agreement, including the final payment due hereunder, is contingent upon the Contractor furnishing to the City an unconditional release by the Contractor of all claims against the City arising by virtue of this Agreement related to those amounts. Disputed claims in stated amounts may be specifically excluded by Contractor from the operation of any release. No payment, final or otherwise, shall operate to release the Contractor or its sureties from obligations arising under this Agreement or the bonds and warranties furnished hereunder. No payment shall be construed as an acceptance of any of the Work or of defective or improper materials.

III. BONDS

Within ten (10) calendar days of receiving the Notice of Award and prior to Contractor’s commencement of the Work, Contractor shall furnish to City, using the forms set forth in the Bid Documents, a Labor and Materials Payment Bond in an amount equal to one hundred percent (100%) of the Contract Price, and a Performance Bond in an amount equal to one hundred percent (100%) of the Contract Price, said bonds to be in conformance with the Contract Documents, including but not limited to, the General Specifications and Subsection 2.2.2 of the Special Provisions.

284
IV. INDEMNITY

Contractor shall defend (with counsel of City’s choosing), indemnify and hold the C ity, its respective elected and appointed boards, officials, officers, agents, employees, representatives and volunteers (individually and collectively referred to hereinafter as “Indemnitees”) free and harmless from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, to the extent arising out of or incident to a ny acts, omissions or willful misconduct of Contractor, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Work or this Agreement, including claims made by subcontractors for nonpayment, including without limitation the payment of all consequential damages and attorney fees and other related costs and expenses. Contractor shall defend, at Contractor’s own cost, expense and risk, with counsel of City’s choosing, any and all suc h aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against Indemnitees. To the extent of its liability, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against Indemnite es in any such suit, action or other legal proceeding.

Contractor shall reimburse Indemnitees for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. The only limitations on this provision shall be those imposed by California Civil Code Section 2782.

This obligation to indemnify and defend Indemnitees as set forth herein shall survive the termination of this Agreement and is in addition to any rights which City may have under the law. This indemnity is effective without reference to the existence or applicability of any insurance coverages which may have been required under this Agreement or any additional insured endorsements which may extend to City.

V. INSURANCE

Without limiting Contractor’s indemnification of Indemnitees as set forth in Section IV of this Agreement, Contractor shall obtain, provide and maintain, at its own expense, the types and amounts of insurance described in Subsection 2.7.2 of the Special Pr ovisions of the Contract Documents. Such insurance shall be in force prior to Contractor commencing any Work under this Agreement and shall remain in force for the duration of this Agreement and for any other such period as may be required herein. Contractor shall provide proof of the required insurance coverage and the endorsements specified in Subsection 2.7.2 of the Special Provisions within ten (10) calendar days of receipt of the Notice of Award.

VI. INELIGIBLE SUBCONTRACTORS

In accordance with the provisions of Section 6109 of the California Public Contract Code, Contractor agrees that it shall not perform any work under this Agreement with a subcontractor who is ineligible to perform work on a public works contract pursuant to Sections 1777.1 and 1777.7 of the California Labor Code. Contractor further acknowledges that any contract on a public works project entered into between a contractor and debarred subcontractor is void as a matter of law, and a debarred subcontractor may not receive any pu blic money for performing work as a subcontractor on a public works 285
contract. Any public money that is paid or may have been paid to a debarred subcontractor by a Contractor for work performed on this Project shall be returned to the City. The Contractor shall be responsible for the payment of wages to workers of a debarred subcontractor who have been allowed to work on the Project.

VII. COMMENCEMENT OF WORK AND LIQUIDATED DAMAGES

The Contractor shall commence the Work required by this Agreement withi n ten (10) calendar days of the date specified in the Notice to Proceed from the City, and shall complete all Work as specified in the Contract Documents within SIXTY (60) CALENDAR DAYS from the date in said Notice.

City and Contractor have discussed the provisions of Government Code Section 53069.85 and the damages that may be incurred by City if the Work is not completed within the time specified in this Agreement. The City and Contractor hereby represent that at t he time of signing this Agreement, it is impracticable and extremely difficult to fix the actual damage which will be incurred by City if the Work is not completed within the number of working days allowed. Accordingly, City and Contractor agree that the sum of $500.00 per calendar day is a reasonable sum to assess as Liquidated Damages to City by reason of the failure of Contractor to complete the Work within the time specified.

VIII. CERTIFICATION UNDER LABOR CODE SECTION 1861

By signing this Agreement, Contractor makes the following certification required by Section 1861 of the California Labor Code:

“I am aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self -insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of any Work under this Agreement.”

IX. APPRENTICES
The Contractor acknowledges that, in accordance with Section 1777.5 of the State Labor Code, he/she will be held responsible for compliance with the provisions of this Section for all apprenticeable occupations.

X. SUBSTITUTION OF SUBCONTRACTORS

The Contractor hereby agrees to reimburse the City for costs incurred by the City in the substitution of subcontractors. Where a hearing is held pursuant to the provisions of Section 4100 et seq. of the Public Contract Code by the City or a duly appointed hea ring officer, the Clerk of the City of Lynwood shall prepare and certify a statement of all costs incurred by the City for investigation and conduct of the hearing, including the costs of any hearing officer and shorthand reporter appointed.

The statement shall then be sent to the Contractor, who shall reimburse the City for such costs. If not paid separately, such reimbursement may be deducted from any money due and owing to the Contractor prior to the City’s acceptance of the Project. 286

XI. LICENSES

Contractor acknowledges and agrees that Contractor must have all appropriate contractor's licenses. Contractor further warrants and represents that he/she/they has/have the appropriate contractor's license to pursue the work hereunder. Contractor's failure to have or maintain all appropriate licenses during the entire term of this Agreement shall be cause for the immediate and summary termination of this Agreement by City. Contractor shall be liable for all City's costs incurred to complete the Work under this Agreement in the event of such termination.

XII. EMPLOYMENT DISCRIMINATION PROHIBITED

Pursuant to California Labor Code Section 1735 and other applicable provisions of law, the Contractor and its subcontractors shall not discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, political affiliation or sexual orientation in the performance of W ork under this Agreement. The Contractor will take affirmative action to insure that employees are treated during employment or training without regard to their of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, political affiliation or sexual orientation.

XIII. PREVAILING WAGES

The Contractor is aware of the requirements of Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq. (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Since the work covered by this Agreement involves an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws as set forth in the foregoing statutes and in the Special Provisions of the Contract Documents.

XIV. AUTHORITY TO EXECUTE

The person or persons executing this Agreement on behalf of Contractor warrants and represents he/she/they has/have the authority to execute this Agreement on behalf of his/her/their corporation, partnership, or business entity and warrants and represents that he/she/they has/have the authority to bind Contractor to the performance of its obligations hereunder.

287
XV. ASSIGNMENT; GOVERNING LAW

This Agreement may not be assigned by Contractor, in whole or in part, without the prior written consent of the City. This Agreement and any dispute arising hereunder shall be governed by the law of the state of California.

XVI. NOTICES

Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during Contractor’s regular business hours or by facsimile before or during Contractor’s regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses set forth below, or to such other addresses as the Parties may, from time to time, designate in writing pursuant to the provisions of this Section.

City Contractor
City of Lynwood ONYX PAVING COMPANY, INC.

Attn: Public Works Director Attn: Corey R. Kirschner, CEO 11750 Alameda Street 22707 La Palma Avenue
Lynwood, CA 90262 Yorba Linda, CA 92887
Fax No. (310) 635-0493

XVII. ATTORNEYS FEES

Should either Party bring any action to protect or enforce its rights under this Agreement or the Contract Documents, the prevailing party in such action shall be entitled to recover, in addition to all other relief, its reasonable attorney’s fees and costs.

XVIII. WARRANTY

All Work shall be warranted by Contractor against defective workmanship and materials for a period of one (1) year form the date the Work is accepted as complete by the Lynwood City Council. The contractor shall replace or repair any such d efective work in a manner satisfactory to Engineer, following notice from Engineer specifying the work to be done and the time in which replacement or repair shall be completed. If Contractor fails to make such replacement or repair within the time specif ied in the notice, the City may perform the needed repairs and Contractor’s sureties shall be liable for the cost thereof.

XIX. ENTIRE AGREEMENT, WAIVER AND MODIFICATION

This Agreement contains the completely final, entire, and exclusive agreement between the Parties with respect to the subject matter hereof, and no waiver, alteration, or modification of any of the provisions hereof or rights to act hereunder shall be binding unless made in writing signed by both Parties. Any attempted modification , amendment, or alteration in violation hereof shall be void.

288
IN WITNESS WHEREOF , each of the Parties hereto has caused the Agreement to be executed in its name on its behalf by a duly authorized officer as of this day and year first above written.

CITY OF LYNWOOD CONTRACTOR

Onyx Paving Company, INC.

LEGAL NAME OF FIRM

By: _____________________________ By:__________________________ Rita Soto Signature of Chairman of Board, Mayor President, or Vice President

Attest:
_____________________________
(Typed/Printed Name)

By: ____________________________ _____________________________ Maria Quiñónez (Title)
City Clerk
By:___________________________
Signature of Secretary, Assistant
Approved as to Form: Secretary, CFO, or Assistant Treasurer

By: ____________________________ ______________________________ Noel Tapia (Typed/Printed Name)
City Attorney
______________________________
(Title)

[NOTARY REQUIRED FOR SIGNATURE(S) OF CONTRACTOR]

289

1.4.2 CONTRACT PERFORMANCE BOND
(CALIFORNIA PUBLIC WORKS)

KNOW ALL MEN BY THESE PRESENTS:

THAT WHEREAS, the City of Lynwood (referred to hereinafter as "City") has entered into an Agreement dated October 21st, 2025 (referred to hereinafter as the “Agreement”) with Onyx Paving Company , Inc. (hereinafter designated as “Contractor” or "Principal"), for construction of, CDBG STREET IMPROVEMENT PROJECT FY25/26 (CIP PROJECT NO. 2941.68.179) (hereafter referred to as the “Project”).

WHEREAS, the Work to be performed by the Contractor is more particularly set forth in the Agreement for the Project, the terms and conditions of which, including those set forth in the Contract Documents incorporated as component parts the of Agreement, are expressly incorporated herein by this reference; and

WHEREAS, the Contractor is required by the Agreement to perform the terms thereof and to provide a bond both for the performance and guaranty thereof.

NOW, THEREFORE, we, , the undersigned Contractor, as Principal, and , a corporation organized and existing under the laws of the State of , and duly authorized to transact business under the l aws of the State of California, as Surety, are held and firmly bound unto City in the penal sum of FIVE HUNDRED SIXTY SEVEN THOUSAND DOLLARS ($567,000) lawful money of the United States, said sum being not less than 100 percent of the total amount payable by the City under the terms of the Agreement, for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that, if the bounden Principal, his/her or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the undertakings, terms, covenants, conditions and agreements set forth in the Agreement and any alteration thereof made as therein provided, on his/her or its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their intent and meaning; and shall faithfully fulfill the one-year guarantee of all materials and workmanship; and indemnify and save harmless the City, its officers, officials, employees, authorized agents and volunteers, as stipulated in the Agreement, then this obligation shall become null and vo id; otherwise it shall be and remain in full force and effect. In the event suit is brought on this bond, said Surety will pay to City a reasonable attorney's fee to be fixed by the Court. 290

As a condition precedent to the satisfactory completion of the Agreement, unless otherwise provided for in the Agreement, the above obligation shall hold good for a period of one (1) year after the acceptance of the Work by City, during which time if Contractor shall fail to make full, complete, and sat isfactory repair and replacements and totally protect the City from loss or damage resulting from or caused by defective materials or faulty workmanship.

The obligations of Surety hereunder shall continue so long as any obligation of Contractor remains. Nothing herein shall limit the City’s rights or the Contractor or Surety’s obligations under the Contract, law or equity, including, but not limited to, California Code of Civil Procedure section 337.15.

Whenever Contractor shall be, and is declared by the City to be, in default under the Agreement, the Surety shall remedy the default pursuant to the Agreement, or shall promptly, at the City’s option:

(1) Take over and complete the Project in accordance with all terms and conditions in the Agreement; or

(2) Obtain a bid or bids for completing the Project in accordance with all terms and conditions in the Contract Documents and upon determination by Surety of the lowest responsive and responsible bidder, arrange for a Contract between such bidder, the Surety and the City, and make available as Work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Agreement and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents.

(3) Permit the City to complete the Project in any manner consistent with California law and make available as Work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Agreement and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents. Surety expressly agrees that the City may reject any contractor or subcontractor which may be proposed by Surety in fulfillment of its obligations in the event of default by the Contractor.

The said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Agreement, or to the Project or to the Work to be performed thereunder, or the Specifications accompanying the same, shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Agreement, or to the Project, or to the Work or to the Specifications. Said Surety also hereby waives the provisions of sections 2819 and 2845 of the California Civil Code.
291

No final settlement between the City and the Contractor shall abridge the right of any beneficiary hereunder, whose claim may be unsatisfied.

IN WITNESS WHEREOF, the above -bounden parties have executed this instrument this _____ day of _______________, ________, the name and corporate seal of each corporate party being hereto affixed and these presents duly signed by its undersigne d representative, pursuant to authority of its governing body.

PRINCIPAL:
(seal)
_______________________________

By ____________________________

SURETY:
(seal)
_______________________________

By ____________________________
Attorney-in-Fact

The rate of premium on this bond is ____ per thousand. The total amount of premium charged, $_______________. (These blanks must be filled in by corporate surety.)

IMPORTANT: Surety companies executing Bonds must possess a certificate of authority from the California Insurance Commissioner authorizing them to write surety insurance defined in Section 105 of the California Insurance Code, and if the Work or Project is financed, in whole or in part, with federal grant or loan funds, must also appear on the Treasury Department's most current list (Circular 570 as amended). Notary acknowledgements for Principal and Surety signatures and Power of Attorney for Surety must be attached. THIS IS A REQUIRED FORM.

Any claims under this bond may be addressed to:

(Name and Address of Surety) (Name and Address of Agent/Representative in California if different)
__________________________________ ___________________________________________________ _________________________________ ___________________________________________________ (Telephone Number of Surety/Agent ___________________________________________________ Or Representative in California
292

STATE OF CALIFORNIA )
) ss.

COUNTY OF _______________ )

On this _____ day of _______________, in the year _____, before me, __________________________, a Notary Public in and for said state, personally appeared , known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument as the Attorney-in-Fact of the (Surety) and acknowledged to me that he/she subscribed the name of the
(Surety) thereto and his/her own name as Attorney-in-Fact.

_____________________________________
Signature of Notary Public in and for said State

(SEAL)

My commission expires on: _____________

NOTE: A copy of the power of attorney to local representatives of the bonding company must be attached hereto.

CERTIFICATE AS TO CORPORATE PRINCIPAL

I, _______________________________________, certify that I am the ________________________________ Secretary of the corporation named as Principal to the within bond; that _________________ _________________________ who signed the said bond on behalf of the principal was then ___________________________ of said corporation; that I know his/her signature, and his/her signature thereto is genuine; and that said bond was duly signed, sealed and attested for and in behalf of said Corporation by authority of its governing board.

_______________________________
Signature of Corporate Principal

293

1.4.3 CONTRACT PAYMENT BOND
(CALIFORNIA PUBLIC WORKS)

KNOW ALL MEN BY THESE PRESENTS:

THAT WHEREAS, the City of Lynwood, (referred to hereinafter as "City") has entered into an agreement dated October 21st, 2025 (referred to hereinafter as the “Agreement”) with ONYX PAVING COMPANY , INC. (hereinafter designated as the "Contractor" or “Principal”), for CDBG STREET IMPROVEMENT PROJECT FY25/26 (CIP PROJECT NO. 2941.68.179).

WHEREAS, Contractor is required to furnish a bond in connection with the Agreement, and pursuant to Section 3247 of the California Civil Code.