City's Original
FRANCHISE
AGREEMENT
BETWEEN
CITY OF MANHATTAN BEACH
AND
USA WASTE OF CALIFORNIA, INC., DBA WASTE MANAGEMENT OF
Los ANGELES
FOR
INTEGRATED SOLID WASTE
MANAGEMENT SERVICES
* It *
August 26, 2019
FRANCHISE
AGREEMENT
BETWEEN
CITY OF MANHATTAN BEACH
AND
USA WASTE OF CALIFORNIA, INC. DBA WASTE MANAGEMENT OF LOS ANGELES FOR
INTEGRATED SOLID WASTE
MANAGEMENT SERVICES
TABLE OF CONTENTS
RECITALS.
Page
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ARTICLE 1
DEFINITIONS.
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1.1 AB 939 OR THE ACT..................................................................................................................................................3
1.2 ABANDONED ITEMS................................................................................................................................................... 3
1.3 AFFILIATE ................................................................................................................................................................. 3
1.4 APPLICABLE LAW......................................................................................................................................................4
1.5 AGREEMENT.............................................................................................................................................................^
1.6 BACKYARD SERVICE................................................................................................................................................^
1.7 BILLINGS................................................................................................................................................................... 5
1.8 BIN............................................................................................................................................................................ 5
1.9 BULKY WASTE.......................................................................................................................................................... 5
1.10 BUSINESS DAY...................................................................................................................................................... 5
1.11 CALRECYCLE ....................................................................................................................................................... 5
1.12 CART ....................................................................................................................................................................6
1.13 CITY ..................................................................................................................................................................... 6
1.14 CITY OWNED/MANAGED EVENTS......................................................................................................................... 6
1.15 CITY RECOVERY COST FEE OR CRC FEE.............................................................................................................. 6
1.16 COLLECT/COLLECTION.........................................................................................................................................6
1.17 COMMERCIAL AND INDUSTRIAL ...........................................................................................................................6
1.18 COMPANY.............................................................................................................................................................?
1.19 COMPANY COMPENSATION................................................................................................................................... 7
1.20 COMPLAINT...............................................................,..........................................................................................?
1.21 COMPOSTING........................................................................................................................................................?
1.22 CONSTRUCTION AND DEMOLITION WASTE........................................................................................................... 7
1.23 CONTAINERS......................................................................................................................................................... 7
1.24 CPI....................................................................................................................................................................... 8
1.25 CUSTOMER ........................................................................................................................................................... 8
1.26 DISPOSAL.............................................................................................................................................................. 8
1.27 DISPOSAL SITE(S) ................................................................................................................................................. 8
1.28ELECTRONIC WASTE OR E-WASTE....................................................................................................................... 8 August 26, 2019City of Manhattan Beach - WM
1.29 ENVIRONMENTAL LAWS.................................................
1.30 FACILITY.........................................................................
1.31 FRANCHISE.............................................................
1.32 FOOD WASTE..............................................................................
1.33 GREEN WASTE........................
1.34 HAZARDOUS SUBSTANCE .............................................................
1.35 HAZARDOUS WASTE............................
1.36 HOUSEHOLD HAZARDOUS WASTE..................
1.37 MANDATORY COMMERCIAL RECYCLING ("MCR") REQUIREMENTS
1.38 MANDATORY ORGANICS RECYCLING ("MORE") REQUIREMENTS
1.39 MATERIALS RECOVERY FACILITY .....................................................
1.40 MKED WASTE PROCESSING..............................................................
1.41 MULTI-FAMILY.............................
1.42 MUNICIPAL CODE.................
1.43 ORGANICS OR ORGANICS WASTE.............................................
1.44 OWNER.......................
1.45 PERMANENT ROLL-OFF Box SERVICE....................................
1.46 PERSON.................................................................................
1.47 PREMISES...........................................................................................
1.48 PUTRESCIBLE WASTE ........................................................................
1.49 RATE YEAR .............................................................
1.50 RECYCLING.......................................
1.51 RECYCLABLE MATERIALS ..............................................................
1.52 ItHSIDENTIAL.................................
1.53 ROLL-OFF BOX ...............................................................................
1.54 SAND SECTION....................
1.55 SB 1383...................................................
1.56 SFNGLE-FAMILY............
1.57 SOLID WASTE .
1.58 STATE..............................................................................................
1.59 TEMPORARY SERVICE..............................
1.60 THIRD-PARTY OWNED/MANAGED EVENTS
1.61 TRANSFORMATION..............
1.62 TRASH.........................................................................
1.63 UNIVERSAL WASTE ......
1.64 WORKFNGDAY.......
1.65 ZERO WASTE,
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ARTICLE 2................................................
GRANT AND ACCEPTANCE OF FRANCHISE.
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2.1 GRANT AND ACCEPTANCE OF FRANCHISE.....................................................................................
2.2 ADMINISTRATIVE FEE ....................................................................................................................................
2.3 EXCLUSIVE NATURE OF FRANCHISE...............................................................................................................
2.4 EFFECTIVE DATE............................................................................................................................................
2.5 COMMENCEMENT DATE .......................................................................................................................................... 17
2.6 TERM OF AGREEMENT AND OPTION TO EXTEND TERM ........................................................................................... 17
2.7 CONDITIONS TO EFFECTIVENESS OF AGREEMENT ................................................................................................... 17
2.8 ARTICLE XIIIC,D (PROPOSITION 218)..................................................................................................................... 18
2.9 LIMITATIONS ON SCOPE OF FRANCHISE.................................................................................................................. 18
2.10 CITY'S RIGHTTO DIRECT CHANGES ................................................................................................................... 21
2.10.1 General..................................................................................................................................................... 21
2.10.2 New Diversion Programs......................................................................................................................... 21
2.] 0.3 City'sRighttoAcquire Services...............................................................................................................22
2.11 OWNERSHIP OF SOLID WASTE ............................................................................................................................22 August 26, 2019 City of Manhattan Beach - WM
2.12 REPRESENTATIONS AND WARRANTIES ............................................................................................................... 23
2.72.7 Company Status.......................................................................................................................................^}
2.72.2 Company Authorization............................................................................................................................23
2. J 2.3 Company's Investigation.......................................................................................................................... 23
2.13 ANNEXATIONS.................................................................................................................................................... 23
2.14 BUSINESS LICENSE ............................................................................................................................................. 24 ARTICLE 3...................................................
DIRECT SERVICES..................................................
3.1 SOLID WASTE COLLECTION SERVICES .......
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3.1.1 Residential Trash Cart Service..................................................................................................................... 25
3.2.2 Trash Cart Overage....................................................................................................................................... 26
3. J.3 Commercial and Multi-Family Service........................................................................................................^?
3.1.3.1 Bin Services.............................................................................................................................................. 27
3.1.3.2 Commercial Cart Service......................................................................................................................... 27
3.1.3.3 Locking Bins............................................................................................................................................. 28
3.].3.4 Scout Service/Push-Out Service............................................................................................................... 28
3.1.4 Roll-off Box Service....................................................................................................................................... 28
3. J.5 On-Call Bulky Waste Pickup......................................................................................................................... 28
3.1.5.1 Single and Multi-Family Customers......................................................................................................... 29
3.1.5.2 Commercial Customers............................................................................................................................ 29
3.1.6 Commercial Container Overflow Procedures............................................................................................... 29
3.1.6.1 Service Level Upgrade .............................................................................................................................29
3.1.6.2 Container Overage ^ee............................................................................................................................ 30
3.1.7 Temporary Bin 5'erv;'ce.................................................................................................................................. 30
3.2 RECYCLING SERVICES ............................................................................................................................................. 31
3.2.1 Residential Recycling Service ....................................................................................................................... 31
3.2.2 Commercial Recycling..................................................................................................................................31
3.2.3 School Recycling Services............................................................................................................................. 33
3.2.4 Funding of City Recycling Needs..................................................................................................................33
3.2.5 Construction and Demolition Waste Recycling............................................................................................. 34
3.2.6 City Option for Exclusive Construction and Demolition Debris Collection................................................. 35 J.2,7 Customer Rebates from Sale of Recyclable Materials .................................................................................. 35
3.2.8 Universal Waste............................................................................................................................................ 36
3.3 ORGANICS PROGRAM.36
3.3.1 Residential Organics Collection................................................................................................................... 36
3.3.2 Commercial Organics Collection.................................................................................................................. 38
3.3.2.] Collection................................................................................................................................................. 38
3.3.2.2 Site Visits, Education and Outreach......................................................................................................... 38
3.3.2.3 Contamination.......................................................................................................................................... 39
3.3.2.4 Processing................................................................................................................................................ 40
3.3.2.5 Records and Reports ................................................................................................................................40
3.3.2.6 Organics Waste Recycling Program Cost................................................................................................ 41
3.3.3 Roll-off Box Organic Waste Collection Service............................................................................................ 41
3.3.4 Holiday Tree Collection Program................................................................................................................. 41
3.3.5 End Uses for Organics Waste .......................................................................................................................41
3.3.6 Compost Bin Distribution.............................................................................................................................. 42
3.3.7 School Organics Waste Recycling Services ..................................................................................................42
3.3.8 FoodRescue and Donation Program............................................................................................................42
3.4 WARNING NOTICE................................................................................................................................................... 43
3.5 COMMERCIAL MIXED WASTE PROCESSING.............................................................................................................. 43
3.6 CITY SERVICES........................................................................................................................................................43
3.6.1 City Facilities Collection.............................................................................................................................. 43
3.6.2 City Facilities Hazardous Waste Collection .................................................................................................44 August 26, 2019 City of Manhattan Beach - WM
3.6.3 Abandoned Item Collection........................................................................................................................... 44
3.6.4 Street and Park Litter Containers.................................................................................................................44
3.6.5 City Owned/Managed and Third-P arty Owned/Managed Events................................................................. 45
3.6.6 Emergency Collection and Disposal Service ................................................................................................45
3.6.7 Sharps Collection Program..........................................................................................................................^?
3.6.8 Door-to-Door Household Hazardous Waste ("HHW") Collection Program..............................................^?
3.6.9 DowntownMaintenance Enhancement Plan................................................................................................. 48
3.7 CONTAFNERS ...........................................................................................................................................................49
3.7.1 Carts.............................................................................................................................................................. 49
3.7.1.1 Residential Cart Distribution................................................................................................................... 49
3.7.1.2 Removal of Existing Containers...............................................................................................................49
3.7.1.3 Use of Existing Carts................................................................................................................................ 50
3.7.1.4 Cart Design Requirements ....................................................................................................................... 50
3.7 J.5 Cart Load Capacity.................................................................................................................................. 50
3.7.1.6 Cart Handles............................................................................................................................................ 51 S.7.1.7 Cart Lid.................................................................................................................................................... 51
3.7.1.8 Cart Colors............................................................................................................................................... 52
3.7.1.9 Cart Labeling........................................................................................................................................... 52
3.7.1.10 Identification Markings............................................................................................................................ 53
3.7.2 Cart Performance Requirements................................................................................................................... 53
3.7.2.1 Cart Durability......................................................................................................................................... 53
3.7.2.2 Stability and Maneuverability ..................................................................................................................54
3.7.2.3 Lid Performance....................................................................................................................................... 54
3.7.2.4 Reparability.............................................................................................................................................. 55
3.7.3 CartOwnership and Maintenance Responsibilities...................................................................................... 5 5
3.7.4 Bins and Compactors.................................................................................................................................... 55
3.7.5 Roll-off Boxes................................................................................................................................................ 56
3.8 DIVERSION REQUIREMENTS................................................................................................................................ 56
3.8.1 Hauler Diversion Requirements.................................................................................................................... 56
3.8.2 Additional Diversion Services....................................................................................................................... 57
3.9 OPERATIONS......................................................................................................................................................^?
3.9.1 Schedules....................................................................................................................................................... 57
3.9.2 Vehicles and Equipment................................................................................................................................ 58
3.9.3 Litter Abatement............................................................................................................................................ 62
3.9.4 Personnel ......................................................................................................................................................63
3.9.5 Identification Required.................................................................................................................................. 64
3.9.6 Fees and Gratuities....................................................................................................................................... 64
3.9.7 Non-Discrimination....................................................................................................................................... 64
3.9.8 Change in Collection Schedule..................................................................................................................... 65
3.9.9 Report of Accumulation of Solid Waste; Unauthorized Dumping................................................................. 65
3.9.10 Notification of Scavenging or Other Suspicious Situations...................................................................... 65
3.10 TRANSPORTATION, DISPOSAL AND PROCESSWG.
3.11 STATUS OF DISPOSAL SITE...
3.12 DEDICATED ROUTES...
3.13 ROUTE AUDIT..
3.14 SERVICE EXCEPTIONS; HAZARDOUS WASTE NOTIFICATIONS ,
3.15 HAZARDOUS WASTE MANAGEMENT COMPONENT ,
3.16 DISPOSAL AND FACILITY CAPACITY GUARANTEE...
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ARTICLE 4..........................................
OTHER SERVICES........................................
4.1 SERVICES AND CUSTOMER BILLD4G
4.1.1 Company Billing......
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71 4.1.2 City's Right to Take Back Customer Billing.................................................................................................. 72 August 26, 2019 City of Manhattan Beach - WM
4.1.3 Billing Records.............................................................................................................................................. 72
4.1.4 Suspension of Service Due to Non-Payment................................................................................................. 73
4.1.5 Late Fees....................................................................................................................................................... 73
4.1.6 City Recovery Cost (CRC) Fee......................................................................................................................73
4.2 CUSTOMER SERVICE................................................................................................................................................ 74
4.2.1 Office Hours..................................................................................................................................................74
4.2.2 Missed Pick-itps ............................................................................................................................................ 75
4.2.3 Complaint Documentation............................................................................................................................ 75
4.2.4 Resolution of Customer Complaints.............................................................................................................. 76
4.2.5 Government Liaison....................................................................................................................•• ••••• • ••• ••••• •• 76
4.2.6 Service Lzmson.............................................................................................................................................. 76
4.2.7 Customer Service Liaison.............................................................................................................................. 77
4.2.8 School Outreach Liaison............................................................................................................................... 77
4.2.9 Recycling Coach............................................................................................................................................ 77
4.3 EDUCATION AND PUBLIC AWARENESS.78
4.3.1 Manhattan Beach Zero Waste Outreach Program........................................................................................ 78
4.3.2 Implementation and On-going Education Requirements.............................................................................. 79
4.3.3 Contract Launch Campaign.......................................................................................................................... 81
4.3.4 Zero Waste Community Events .....................................................................................................................81
4.3.5 Use of "Manhattan Beach Recycles" Program Name.................................................................................. 82
4.3.6 Multi-Famity Recycling Outreach Program .................................................................................................82
4.3.7 Commercial Outreach Recognition Program ...............................................................................................83
4.3.8 School Zero Waste Outreach Program......................................................................................................... 85
4.3.9 Mandatory Compliance andOutreach for State Regulations .......................................................................87
4.3.10 Reallocation of Hours.............................................................................................................................. 87
4.3.1] Recycling and Take-Back Programs ........................................................................................................87
4.3.12 Construction Waste Disposal Assistance .................................................................................................89
4.4 WASTE GENERATION/ CHARACTERIZATION STUDIES.
4.5 GRANT WRITING
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5.4.1 General..........................................................................................................................................................91
5.4.2 Rate Adjustment Calculation....................................................................................................................... 91
5.5 EXTRAORDINARY ADJUSTMENTS ............................................................................................................................ 92 ARTICLE 5...............................................
COMPANY COMPENSATION AND RATES..
5.1 GENERAL.
5.2 INITIAL RATES .
5.3 SCHEDULE OF FUTURE ADJUSTMENTS ....
5.4 METHOD OF ADJUSTMENTS ....
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REVIEW OF SERVICES AND PERFORMANCE
6.1 PERFORMANCE HEARING .......
6.2 PERFORMANCE SATISFACTION SURVEY
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RECORDS, REPORTS AND INFORMATION REQUIREMENTS ,
7.1 GENERAL....
7.2 RECORDS.
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7.2.7 7.2.2
7.2.3 7.2.4
General..........................................................................................................................................................96 Financial Records........................................................................................................................................^? Solid Waste Service Records......................................................................................................................... 97 CERCLA Defense Records.................................................................:.......................................................... 97 August 26, 2019City of Manhattan Beach - WM
7.2.5 Other Programs' Records............................................................................................................................. 98
7.2.6 Biennial Audit...............................................................................................................................................98
7.2.7 Payments and Refunds ..................................................................................................................................99
7.3 REPORTS................................................................................................................................................................ 100
7.3.1 Report Formats and Schedule..................................................................................................................... 100
7.3.2 Monthly Reports.......................................................................................................................................... 101
7.3.3 Qiiarterly Reports........................................................................................................................................ 103
7.3.4 Annual Report............................................................................................................................................. 103
7.3.5 Financial Report......................................................................................................................................... 104
7.4 ADVERSE INFORMATION.................................
7.5 RIGHT TO INSPECT RECORDS............................
ARTICLE 8.........................................
INDEMNIFICATION, INSURANCE AND BONDS..
8.1 INDEMNIFICATION
8.2 HAZARDOUS SUBSTANCES INDEMNIFICATION..
8.3 AB 939 INDEMNIFICATION.....
8.4 INSURANCE..
8.5 PERFORMANCE BOND.
8.6 PROPERTY DAMAGE ..
8.7 PAVEMENT DAMAGE
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ARTICLE 9..........................................
CITY'S RIGHT TO PERFORM SERVICE.
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9.1 GENERAL...............................................................................................................................................................117
9.2 BILLING AND COMPENSATION TO CITY DURING ClTf'S POSSESSION....................................................................118
9.3 CITY'S RIGHT TO RELINQUISH POSSESSION...........................................................................................................119
9.4 CITY'S POSSESSION NOT A TAKING ......................................................................................................................119
9.5 DURATION OF CITY'S POSSESSION ........................................................................................................................119 ARTICLE 10.............................................................
DEFAULT, REMEDIES AND LIQUIDATED DAMAGES.
10.1 EVENTS OF DEFAULT......................................
CRIMINAL ACTIVITY OF COMPANY.
RIGHT TO TERMINATE UPON DEFAULT.
LIQUIDATED DAMAGES .....
EXCUSE FROM PERFORMANCE ....
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10.2 10.3
10.4 10.5
10.5.1 Force Mq/ew'e........................................................................................................................................ 129
70.5.2 Labor Unrest.......................................................................................................................................... 129
10.5.3 Procedures in Event of Excused Performance....................................................................................... 130
10.6 ASSURANCE OF PERFORMANCE........................................................................................................................ 131 ARTICLE 11..........................................
OTHER AGREEMENTS OF THE PARTIES
11.1 RELATIONSHIP OF PARTIES ............
11.2 COMPLIANCE WITH LAW. . ..
11.3 GOVERNING LAW ....
11.4 JURISDICTION
11.5 ASSIGNMENT...
11.6 CONTRACTING OR SUBCONTRACTING..
11.7 BINDING ON ASSIGNS
11.8 TRANSITION TO THE NEXT COMPANY.
11.9 PARTIES IN INTEREST....
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11.11 CONDEMNATION.......
11.12 NOTICE.
11.13 REPRESENTATIVES OF THE PARTIES........................
11.14 CITY FREE TO NEGOTIATE WITH THIRD PARTIES
11.15 COMPLIANCE WITH MUNICIPAL CODE .
11.16 PRIVACY..................................................
11.17 PROPRIETARY INFORMATION, PUBLIC RECORDS ....
11.18 GUARANTEE OF COMPANY' S PERFORMANCE
11.19 ATTORNEY'S FEES.....................
ARTICLE 12...............................
MISCELLANEOUS AGREEMENTS.
12.1 ENTIRE AGREEMENT..
12.2 SECTION HEADINGS...
12.3 REFERENCES TO LAWS .
12.4 INTERPRETATION...
12.5 AMENDMENT.
12.6 SEVERABILITY
12.7 EXHIBITS
12.8 NON-WAIVER PROVISION.
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Exhibits
1 Company's Proposal
2. Public Education Plan
3. Maximum Initial Company Compensation
4. Example Rate Adjustment Formula
5. Corporate Guaranty
6. Company's Faithful Performance Bond
7. Notary Certification
8. City Owned/Managed Events
9. City Hazardous Waste Manifest
10. MCR & MORe Activities Worksheet & Future SB 1383 Worksheet
11. Downtown Maintenance Enhancement Plan
12. List of Acceptable and Non-Acceptable Recyclable Materials August 26, 2019City of Manhattan Beach - WM
RECITALS
This Franchise Agreement (Agreement) is entered into this IQ. day of 0(lCfiW02)C, 2019, by and between the City of Manhattan Beach (City) and USA Waste of California/ Inc. dba Waste Management of Los Angeles (Company).
WHEREAS, the Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1989 (//AB 939" or "die Act") (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 tl-ieir jurisdictions to meet the goals and requirements of AB 939; and, WHEREAS/ City is required pursuant to the AB 939 and SB 1016 to meet minimum diversion goals; and,
WHEREAS/ City seeks to contract with a solid waste hauler to work together to exceed AB 939 goals by implementing sustainable programs and practices to reduce landfill tonnage/ increase producer responsibility/ reuse, repair and recycling, and educate the community to sustain City's natural beauty and ocean safety; and, WHEREAS/ pursuant to California Public Resources Code Section 40059(a)(2), City has determined that the public heald-i, safety/ and well-being require that an exclusive Franchise be awarded to a qualified company for the Collection, transportation, Recycling, processing, and Disposal of Solid Waste and other services to meet the goals and requirements of AB 939; and/
WHEREAS/ the Legislature of the State of California, in California Public Resources Code Section 41780 et seq./ has declared a mandatory commercial recycling program and that it is the policy goal of the state that not less than 75 percent of solid waste generated be source reduced, recycled/ or composted by the year 2020, and annually thereafter; and/
WHEREAS, California Public Resources Code Section 42649 et seq. requires a mandatory commercial organics waste diversion program; and/ August 26, 2019-1 -City of Manhattan Beach - WM
WHEREAS, in response to a Request for Proposals/ Company has submitted a proposal to City and City selected Company on the competitive advantages of that proposal over other proposals received by City; and,
WHEREAS, Company agrees to and acknowledges that it shall properly dispose of all Solid Waste Collected in the City pursuant to this Agreement; and, WHEREAS, City and Company ("Parties") hereto desire to enter into this Agreement, NOW, THEREFORE, in consideration of the premises above stated and the terms/ conditions, covenants and agreements contained herein, the Parties do hereby agree as follows:
August 26, 2019-2-City of Manhattan Beach - WM
1.1 1.2
1.3 ARTICLE 1
DEFINITIONS
Whenever any term used in this Agreement has been defined by the provisions of Chapter 5.24 of the Manhattan Beach Municipal City Code or by Division 30, Part 1, Chapter 2 of the California Public Resources Code, the definitions in the Municipal Code or the Public Resources Code shall apply unless the term is otherwise defined in this Agreement, in which case this Agreement shall control.
Except as provided in Article 1, words beginning with lower case letters are bemg used with their common ordinary meanings, not as defined terms. Otherwise, the following capitalized words and terms shall have the following meanings:
AB 939 or the Act
//
/AB 939" or "the Act" means the California Integrated Waste Management Act of 1989 (California Public Resources Code Section 40000 et seq.), as it may be amended from dme to time.
Abandoned Items
"Abandoned Items" means items abandoned in the public right-of-way, including but not limited to Bulky Waste items and Green Waste, to be Collected by Company pursuant to Secdon 3.6.3.
Affiliate
"Affiliate" means all businesses (including corporations/ limited and general partnerships and sole proprietorships) that are directly or indirectly related to Company by virtue of direct or indirect ownership interest or common management shall be deemed to be "Affiliated with" Company and included within the term 'Affiliates" as used herein. An Affiliate shall include a business in which Company owns a direct or indirect ownership interest, a business that has a direct or indirect ownership interest in Company and/or a business that is also owned, controlled or //
August 26, 2019-3-City of Manhattan Beach - WM
managed by any business or individual that has a direct or indirect ownership interest in Company. For purposes of determining whether an indirect ownership interest exists, the constructive ownership provisions 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 construcdve or indirect ownership under Section 318 (a), ownership interest of less than ten percent 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.
1.4 Applicable Law
"Applicable Law" means all laws, regulations, rules, orders, judgments, decrees, permits, approvals, or other requirement of any federal, state, county, city, and local governmental agency having jurisdiction over the collection and disposition of Solid Waste, Recyclable Materials/ Organic Waste and Construction and Demolition Waste that are in force on the Effective Date and as they may be enacted, issued, or amended during the term of this Agreement.
1.5 Agreement
"Agreement" means this Franchise Agreement between City and Company for the Collection, transportation. Recycling, processing and Disposal of Solid Waste, and other services related to meeting the goals and requirements of AB 939, including all exhibits and attachments, and any amendments thereto.
1.6 Backyard Service
"Backyard Service" means that Company removes all Collection Carts, Green Waste bundles and Refuse Cart Overages per Section 3.1.2 from a Cart Customer s designated Collection location other than curbside/ such as backyard/ side yard, or driveway, for Collection, and returns Carts when Collection is complete.
August 26, 2019-4-City of Manhattan Beach - WM
1.7 Billings
1.8 //
'Billings" means any and all statements of charges for services rendered, howsoever made, described or designated by City or Company, or made by others for City or Company/ to Persons responsible for arranging for Solid Waste removal.
Bin
"Bin" means a metal Container with hinged lids and wheels serviced by a front-end loading truck with a capacity of two to six cubic yards, including Bins with compactors attached to increase the capacity of the Bin.
1.9 Bulky Waste
"Bulky Waste" means discarded furniture (including chairs/ sofas/ mattresses, and area rugs, but not carpeting); appliances (including refrigerators, ranges, washers, dryers, water heaters, dishwashers, plumbing, small household appliances and other similar items, commonly known as "white goods"); Electronic Waste (including stereos, televisions/ computers, VCRs and other similar items commonly known as "brown goods", see Section 1.28); Residential wastes (including wood waste, tree trunks and large branches if no longer than two feet in diameter, four feet in length and 50 pounds in weight per bundle, scrap wood, in the aggregate not exceeding one cubic yard per Collection); clothing; and tires. Bulky Waste items do not include such things as car bodies or Construction and Demolition Waste, or any other items that cannot be handled by two persons.
1.10 Business Day
"Business Day" means each calendar day, excluding Saturdays, Sundays, and holidays. //
1.11 CaIRecycle
"CalRecycle" means the State of California's Department of Resources Recycling and Recovery/ and, as this department was structured prior to January 1, 2010, the California Integrated Waste Management Board or CIWMB.
August 26, 2019-5-City of Manhattan Beach - WM
1.12 Cart
"Cart" means a plastic Container with a hinged lid and wheels serviced by an automated or semi-automated ta-uck with a capacity of no less than 30 gallons and no greater than 101- gallons.
1.13 City
"City" means the City of Manhattan Beach, a municipal corporation, and all the territory lying within the municipal boundaries of City as presently existing or as such boundaries may be modified during the term of this Agreement.
1.14 City Owned/Managed Events
"City Owned/Managed Events" means events owned, planned, and managed primarily by City staff.
1.15 City Recovery Cost Fee or CRC Fee
"City Recovery Cost Fee" or //CRC Fee" means the City Recovery Cost Fee as described in Section 4.1.6.
1.16 Collec^Collection
"Collect" or "Collection" means to take physical possession, transport, and remove Solid Waste within and from City.
1.17 Commercial and Industrial
"Commercial and Industrial" refers to property, or Owners of property, upon which business activity is conducted, including but not limited to retail sales,services, wholesale operations/ manufacturing and industrial operations, hotels, motels, nursing homes, but excluding businesses conducted upon Residendal Property which are permitted under applicable zoning regulations and are not the priniary use of the property.
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1.18 Company
"Company" means USA Waste of California, Inc. dba Waste Management of Los Angeles/ a Delaware corporation and its officers, directors, employees, agents, contractors and subcontractors.
1.19 Company Compensation
"Company Compensation" means the revenue received by Company from Billings in return for providing services in accordance with this Agreement and any amendments to this Agreement.
1.20 Complaint
"Complaint" means a communication received by Company from a Customer or City indicating services have not been performed in accordance with this Agreement/ or otherwise expressing dissatisfaction with service.
1.21 Composting
"Composting" means the separation of organic matter from the waste stream for controlled decomposition into a material that may be used as a soil amendment, such as through the use of composting bins provided under Section 3.3.6.
1.22 Construction and Demolition Waste
"Construction and Demolition Waste" means used or discarded construcdon materials removed from a Premises during the construction or demolition of a structure.
1.23 Containers
"Containers" means any and all types of Solid Waste receptacles, including Carts, Compactors/ Bins/ Cans and Roll-off Boxes.
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1.24 CPI
"CPI" means the Consumer Price Index for Trash and Garbage Collection (CUUROOOOSEHG02), U.S. City average.
1.25 Customer
"Customer" means the Person having the care and control of any Premises in the City receiving Solid Waste Collection service from Company.
1.26 Disposal
"Disposal" means the ultimate disposition of Solid Waste Collected by Company at a landfill in full regulatory compliance.
1.27 Disposal Site(s)
"Disposal Site(s)" mean the Solid Waste handling Facility or Facilities utilized for the ultimate Disposal of Solid Waste Collected by Company.
1.28 Electronic Waste or E-Waste
"Electronic Waste" or "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 items with electric plugs that are banned from landfilling, and other similar items commonly known as "brown goods."
1.29 Environmental Laws
"Environmental Laws" means all federal and State statutes, county, local and City ordinances concerning public health, safety and the environment including/ by way of example and not limitation/ the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 USC § 9601 et seq.; the Resource Conservation and Recovery Act/ 42 USC § 6902 et seq.; the Federal Clean Water Act, 33 USC § 1251 et seq.; the Toxic Substances Control Act, 15 USC § 1601 et seq.; the August 26, 2019-8-City of Manhattan Beach - WM
Occupational Safety and Health Act/ 29 USC § 651 et seq.; the California Hazardous Waste Control Act, California Health and Safety Code § 25100 et seq.; the California Toxic Substances Control Act, California Health and Safety Code § 25300 et seq.; the Porter-Cologne Water Quality Conta-ol Act, California Water Code § 13000 et seq.; the Safe Drinking Water and Toxic Enforcement Act, California Health and Safety Code § 25249.5 et seq.; as currently in force or as hereafter amended, and all rules and regulations promulgated thereunder.
1.30 Facility
"Facility" means any plant or site, owned or leased and maintained, operated or used by Company for purposes of performing under this Agreement.
1.31 Franchise
"Franchise" means the exclusive right granted by City to provide Solid Waste services within the City.
1.32 Food Waste
Food Waste" includes:
All food (including fruits, vegetables/ meat, poultry, seafood, shellfish, bones, rice, beans, pasta, bread, cheese and eggshells);
Food-soiled paper (including napkins, paper towels, paper plates) Tea bags, coffee grounds and filters; and
Fats/ oils and grease.
1.33 Green Waste
"Green Waste" means leaves, grass, weeds, landscape and pruning waste, and wood materials from trees and shrubs (including holiday trees, but otherwise not more than four inches in diameter or four feet in length) and similar materials generated at the Premises.
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1.34 Hazardous Substance
"Hazardous Substance" means any of the following: (a) any substances defined/ regulated or listed (directly or by reference) as "Hazardous Substances", "hazardous materials", "Hazardous Wastes", "toxic waste", "pollutant" or "toxic substances" or similarly identified as hazardous to human health or the environment, in or pursuant to (i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 USC § 9601 et seq. (CERCLA); (ii) the Hazardous Materials Transportadon Act, 49 USC § 1802, et seq.; (iii) the Resource Conservation and Recovery Act, 42 USC § 6901 et seq.; (iv) the Clean Water Act, 33 USC § 1251 et seq.; (v) California Health and Safety Code §§ 25115-25117, 25249.8, 25281, and 25316; (vi) the Clean Air Act, 42 USC § 7901 et seq.; or (vii) California Water Code § 13050; (b) any amendments, rules or regulations promulgated thereunder to such enumerated statutes or acts currently existing or hereafter enacted; and (c) any other hazardous or toxic substance, material, chemical, waste or pollutant identified as hazardous or toxic or regulated under any other applicable federal. State or local Environmental Laws currently existing or hereinafter enacted, including, without limitation, friable asbestos, polychlorinated biphenyl's ("PCBs"), petroleum, natural gas and synthedc fuel products, and by-products.
1.35 Hazardous Waste
"Hazardous Waste" means all substances defined as Hazardous Waste, acutely Hazardous Waste, or extremely Hazardous Waste by the State of California in Health and Safety Code Sections 25110.02/ 25115, and 25117 or in the future amendments to or recodifications of such statutes or identified and listed as Hazardous Waste by the US Environmental Protection Agency ("EPA"), pursuant to the Federal Resource Conservation and Recovery Act (42 USC § 6901 et seq.), all future amendments thereto/ and all rules and regulations promulgated thereunder.
1.36 Household Hazardous Waste
"Household Hazardous Waste" ("HHW") means Hazardous Waste generated at Residential Property.
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1.37 Mandatory Commercial Recycling ("MCR") Requirements "Mandatory Commercial Recycling Requirements" means the requirements of California Jobs and Recycling Act of 2011 (Chapter 476, Statues of 2011).
1.38 Mandatory Organics Recycling (//MORe") Requirements "Mandatory Organics Recycling Requirements" means the requirements of the Organic Waste Recycling Act of 2014 (Chapter 727, Statutes of 2014 modifying Division 30 of the California Public Resources Code), as it may be amended from time to time.
1.39 Materials Recovery Facility
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'Materials Recovery Facility "("MRF") means a Facility licensed or permitted in accordance with AB 939 which separates secondary materials/ such as paper and other fibers, plastic, mixed glass and metal containers and processes them for sale to end users or use by Company.
1.40 Mixed Waste Processing
"Mixed Waste Processing" means the separation and sorting of recyclables and other recoverable materials from Trash at a MRF where commingled loads of Solid Waste are processed.
1.41 Multi-Family
"Multi-Family" means any Residential Property with two or more units, irrespective of whether residence therein is transient, temporary or permanent.
1.42 Municipal Code
"Municipal Code" means the City of Manhattan Beach Municipal Code.
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1.43 Organics or Organics Waste
"Organics" or "Organics Waste" means Green Waste, Food Waste, or other organic material as defined by CalRecycle, whether individually or in combination/'
1.44 Owner
"Owner" means the Person holding the legal title to the real property constituting the Premises to which Solid Waste Collection service is to be provided under this Agreement or the Person holding legal dtle to the Disposal Site/ depending upon the context used in this Agreement.
1.45 Permanent Roll-off Box Service
"Permanent Roll-off Box Service" means the Collection of Solid Waste generated from ongoing operations at a Customer's place of business using Roll-off Boxes or large Compactors. This includes, for example, the Collection of Solid Waste from a Commercial Premise that would otherwise be Collected using Bin service if the volume of Solid Waste generated were less. This does not include Roll-off Box service used for occasional higher volumes of waste due to special clean-up or other projects, or on construction or demolition sites.
1.46 Person
"Person" means any individual, firm, association, organizadon, partnership, corporation, business trust, joint venture/ the United States, the State of California, the County of Los Angeles, town, city, or special purpose district.
1.47 Premises
"Premises" means any land/ or building in the City where Solid Waste is generated or accumulated.
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1.48 Putrescible Waste
"Putrescible Waste" means wastes that are capable of being decomposed by micro- organisms with sufficient rapidity as to cause nuisances because of odors/ gases, or other offensive conditions.
1.49 Rate Year
"Rate Year" means the 12-monfh period from July 1st to June 30th, each year of the Agreement.
1.50 Recycling
"Recycling" means any process by which materials which would otherwise become Solid Waste are Collected (source-separated, co-mingled, or as mixed waste), separated and/or processed and returned to the economic mainstream in the form of raw materials or products or materials which are otherwise salvaged or recovered for reuse.
1.51 Recyclable Materials
"Recyclable Materials" means Residential, Commercial or Industrial source separated by-products of some potential economic value, set aside, handled, packaged, or offered for Collection in a manner different from Trash.
1.52 Residential
"Residential" refers to property, or Owners of property/ which is used for Residential purposes including Single-Family and Multi-Family Dwelling Units, irrespective of whether such dwelling units are rental units or are Owner-occupied.
1.53 Roll-off Box
"Roll-off Box" means an open-top metal Container or closed compactor boxes serviced by a roll-off truck with a capacity of 10 to 50 cubic yards.
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1.54 Sand Section
"Sand Section" means approximately one third of City which runs along the coast.
1.55 SB 1383
"SB 1383" means the Short-Lived Climate PoUutants Act of 2016 (Chapter 395, Stahites of 2016), as it may be amended from time to time.
1.56 Single-Family
"Single-Family" means any Residential Property with only one dwelling unit.
1.57 Solid Waste
"Solid Waste" means all Putrescible and non-Putrescible Trash, Recyclable Material, Organic Waste/ and as otherwise defined in Public Resources Code Secdon 40191. Any material that a Customer pays to be hauled away shall be defined to be Solid Waste and not a Recyclable Material.
1.58 State
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"State" means the State of California.
1.59 Temporary Service
"Temporary Service" means Solid Waste Collection services provided on a project basis, such as Construction and Demolition projects and occasional clean-up projects using a Roll-off Box or Bin. Regular Collection of Solid Waste generated by a business s ongoing operations is not included.
1.60 Third-Party Owned/Managed Events
"Third-Party Owned/Managed Events" means events that are not owned, planned, or managed primarily by City staff.
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1.61 Transformation
"Transformation" means pyrolysis/ distillation, gasification, or biological conversion other than composting. "Transformation" does not include composting.
1.62 Trash
"Trash" means all Solid Waste except Source Separated Recyclable Materials/ Source Separated Organic Materials, Construction and Demolition Debris and Bulky Iteins.
Trash does not include Hazardous Substances, Hazardous Waste, Electronic Waste, or Universal Waste.
1.63 Universal Waste
"Universal Waste" means any of the following waste that are conditionally exempt from classification as hazardous wastes pursuant to Title 22 of the California Code of Regulations (22 CCR), § 66261.9: (i) batteries as described in 22 CCR § 66273.2; (ii) thermostats as described in 22 CCR § 66273.4; (iii) lamps as described in 22 CCR § 66273.5; and (iv) cathode rate tube materials as described in 22 CCR § 66273.6.
1.64 Working Day
"Working Day" means any day that Company is required to provide Collection services pursuant to this Agreement.
1.65 Zero Waste
"Zero Waste" means a focus on reducing landfill tonnage by reducing consumption, minimizing waste, maximizing reuse/ repair/ and Recycling, ensuring products are made to be reused, repaired or Recycled back into nature or the marketplace.
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ARTICLE 2
GRANT AND ACCEPTANCE OF FRANCHISE
2.1 Grant and Acceptance of Franchise
Subject to the terms and conditions of this Agreement, City hereby grants to Company a Franchise to Collect, ta-ansfer/ transport, recycle, process, and dispose of Solid Waste accumulating in City that is required to be accumulated and offered for Collection to Company in accordance with this Agreement.
Company hereby accepts the Franchise on the terms and conditions set forth in this Agreement.
2.2 Administrative Fee
Company shall pay to City an Administrative Fee in a one-time lump sum payment equal to $150,000.00 within seven days of execution of tfiis Agreement to reimburse City for its staff time and out-of-pocket costs of awarding this Franchise.
2.3 Exclusive Nature of Franchise
During the term of this Agreement, except as otherwise provided in Section 2.9, or as may otherwise be provided by federal or State law, the rights granted to Company under this Agreement shall be exclusive to Company. City will not let any contract to, or enter into any agreement with/ any other Person for the performance of the services herein required to be performed by Company.
City shall protect Company's exclusive rights by proper ordinances. Should City be required to take administrative, or other legal action against any Person that infringes on Company's exclusive rights/ Company shall reimburse City for its reasonable administrative or other legal costs related to any such action. Nothing herein shall preclude Company from taking such legal action against third parties, as it deems appropriate to protect the exclusive nature of its Franchise.
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2.4 Effective Date
The effective date of this Agreement shall be Dpr^^bfcT \(^ 20^.
2.5 Commenceinent Date
The commencement date, reflecting the start of the term and start of collection services, shall be July 1, 2020.
2.6 Term of Agreement and Option to Extend Term
The term of this Agreement shall commence on July 1, 2020, and expire on June 30, 2027, with an extension of up to 36-monfhs permitted at City's option. City may, upon 90-day advance written notice to Company prior to Agreement expiradon/ exercise the extension option. If City exercises its option to extend, this Agreement will automatically renew monthly, up to 36 months unless City gives Company a 30-day written notice of termination.
2.7 Conditions to Effectiveness of Agreement
The obligation of City to permit tfiis Agreement to become effective and to perform its undertakings provided for m this Agreement is subject to the satisfaction of each and all of the conditions set out below, each of which may be waived in whole or in part by City.
a) Accuracy of Representations. Representations and warranties made by Company throughout this Agreement are accurate, true and correct on and as of the Effective Date of this Agreement.
b) Absence of Litigation. There is no litigation pending in any court challenging the award of this Franchise to Company or the execution of this Agreement or seeking to restrain or enjoin its performance.
c) Furnishing of Insurance and Bonds. Company has furnished evidence of the insurance and bonds required by Article 8 within 30 days of award of conb-act August 26, 2019-17-City of Manhattan Beach - WM
d) Effectiveness of the City Council Action. City's Resolution approving this Agreement shall have become effective pursuant to California law prior to the Effective Date of this Agreement.
e) Submittal of Guarantee of Company's Performance. Company shall complete the Guarantee as described in Section 11.18 and Exhibit 5.
2.8 Article XIIIC,D (Proposition 218)
This Agreement is contingent upon approval of the initial customer rates and any solid waste pick-up rate increase imposed herein by the Manhattan Beach City Council pursuant to the provisions of Article XIIID of the California Constitution (commonly referred to as Proposidon 218). City agrees to undertake the notice and protest process as provided in Article XIIID with respect to any proposed rate increase, to the extent required by applicable law. Should a majority protest, as provided for under Article XIIID, invalidate approval of any rate increases provided for herein, City shall have the option to terminate this Agreement with 30 days' advance written notice at any time during the remainder of the term.
In addition, if at any time a voter initiative, as provided for in Article XIIIC, Section 3, shall invalidate any portion of the fees imposed by City in furtherance of this Agreement/ City shall have the option to terminate this Agreement with 30 days' advance written notice at any time during the remainder of the term. While the Agreement is in effect. Company shall be compensated in accordance with the Agreement terms.
City agrees to meet and confer with Company prior to City's termination of this Agreement under this section to determine whether City and Company can negotiate a reduction m Company Compensadon to offset the protested rate increase.
2.9 Limitations on Scope of Franchise
The Franchise granted to Company shall be exclusive except as to the categories of Solid Waste listed in this Section 2.9. The granting of this Franchise shall not preclude the August 26, 2019-18-City of Manhattan Beach - WM
categories of Solid Waste listed below from being delivered to and Collected and transported by others provided that nothing in this Agreement is intended to or shall be construed to excuse any Person from obtaining any authorization from City that is otherwise required by law:
a) Recyclable Materials source separated from Solid Waste by the Customer and for which the Customer sells or is otherwise compensated by other Persons in a manner resulting in a net payment to the Customer;
b) Recyclable Materials and Green Waste which are source separated at any Premises by the Customer and donated to youth, civic/ or charitable organizations;
c) All Temporary Roll-off Box service;
d) Temporary Bin service for the Collection of Construction and Demolition Waste; e) Construction and Demolition Waste that is incidentally removed by a duly licensed construction or demolition company or as part of a total service offered by that licensed company or by City, where the licensed company utilizes its own equipment and employees;
f) Solid Waste, including Recyclable Materials and Green Waste, which is removed from any Premises by the Customer, and which is ta-ansported personally by the Customer off such Premises (or by his or her full-time employees) to a processing or Disposal Facility;
g) Containers delivered for Recycling under the California Beverage Container Recycling Litter Reduction Act, Section 14500 et. seq., California Public Resources Code;
h) Green Waste removed from a Premises by a gardening, landscaping, or tree trimming company utilizing its own equipment and employees as an incidental part of a total service offered by the company rather than as a hauling service; August 26, 2019-19-City of Manhattan Beach - WM
i) Animal waste and remains from slaughterhouse or butcher shops for use as tallow;
j) By-products of sewage treatment, including sludge, sludge ash, grit and screenings;
k) Collection services related to take-back programs in which manufacturers or retail establishments accept extended responsibility for Recycling goods produced or sold;
1) Food Waste or other Organic Waste diverted from Disposal by delivery to hog farms or otherwise used as animal feed;
m) Hazardous Waste, medical waste, and radioactive waste, regardless of its source; and,
n) The casual or emergency Collection, removal. Disposal or diversion of Solid Waste by City through City officers or employees.
Company acknowledges and agrees that City may permit other Persons besides Company to Collect any or all types of the Solid Waste listed in this Section 2.9 without seeking or obtaining approval of Company under this Agreement. City may enter into agreements with other endties for the solid waste and Recycling services not provided for in this Agreement, including but not limited to. Disposal of street sweeping debris and Green Waste from City landscaping maintenance operations, contract services, and "niche" Recycling services.
This grant to Company of an exclusive Franchise, right and privilege to Collect, fa-ansport/ or process and Dispose of Solid Waste shall be interpreted to be consistent with State and federal laws, now and during the term of the Franchise, and the scope of this exclusive Franchise shall be limited by current and developing State and federal laws with regard to Solid Waste handling, exclusive Franchise, control of Recyclable Materials, Solid Waste flow control/ and related doctrines. In the event that future interpretations of current law, enactment or developing legal trends limit the ability of August 26, 2019-20-City of Manhattan Beach - WM
City to lawfully provide for the scope of Franchise services as specifically set forth herein. Company agrees that the scope of the Franchise will be limited to those services and materials which may be lawfully provided for under this Agreement, and that City shall not be responsible for any lost profits claimed by Company to arise out of further limitations of the scope of the Agreement set forth herein. In such an event, it shall be the responsibility of Company to minimize the financial impact to other services being provided as much as possible.
2.10 City's Right to Direct Changes
2.10.1 General
City may direct Company to perform additional services (including new diversion programs/ etc.) or modify the manner in which it performs existing services or bills for services. Pilot programs and innovative services that may entail new Collection methods/ different kinds of services and/or new requirements for Customers, and alternative rate structures are included among the kinds of changes that City may direct. Company shall be entitled to an adjustment in its Company Compensation for providing such additional or modified services, if Company demonstrates that its cost of service would increase.
2.10.2 New Diversion Programs
Company shall present, within 30 days of a request to do so by City, a proposal to provide additional or expanded diversion services. The proposal shall contain a complete description of the following:
Collection methodology to be employed (equipment, manpower, etc.); Equipment to be utilized (vehicle number, types, capacity, age, etc.); Labor requirements (number of employees by classification); Type of materials Containers to be utilized;
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Provision for program publicity/education/marketing; and, • Three-year projection of the financial results of the program's operations in an operating statement format including documentation of the key assumptions underlying the projecdons and the support for those assuinptions.
2.10.3 City's Right to Acquire Services
Company acknowledges and agrees that City may permit other Persons besides Company to provide additional Solid Waste services not otherwise contemplated under this Agreement. If pursuant to Section 2.10.2, Company and City cannot agree on terms and conditions of such additional or expanded diversion services within 90 days from the date when City first requests a proposal from Company to perform such services, Company acknowledges and agrees that City may permit Persons other than Company to provide such services.
2.11 Ownership of Solid Waste
Once Solid Waste is collected, ownership and the right to possession shall transfer directly from the Customer to Company by operation of this Agreement. Subject to Company's objective to meet the source reduction and Recycling goals which apply to City and City's right to direct the Company to process and dispose of Solid Waste at a particular licensed Solid Waste Facility or to dispose of Solid Waste at a particular licensed Disposal Site, if and only if City exercises such right by providing specific written direction to Company/ Company is hereby granted the right to retain. Recycle, process. Dispose of, and otherwise use such Solid Waste, or any part thereof, m any lawful fashion or for any lawful purpose desired by Company. Subject to the provisions of this Agreement, Company shaU have the right to retain any benefit resulting from its right to retain. Recycle, process. Dispose of, or reuse the Solid Waste, Green Waste, and Recyclable Materials which it Collects. Solid Waste, Green Waste, and Recyclable Materials, or any part thereof, which is disposed of at a Disposal Site or Sites (whether landfill. Transformation Facility, transfer station, processing Facility or Material Recovery Facility) shall become the property of the Owner or operator of the Disposal Site(s) once deposited there by Company. City may obtain ownership or August 26, 2019-22-City of Manhattan Beach - WM
possession of Solid Waste placed for Collection upon written notice of its intent to do so; however, nothing in this Agreement shall be construed as giving rise to any inference that City has such ownership or possession unless such written notice has been given to Company.
2.12 Representations and Warranties
2.12.1 Company Status
Company represents and warrants that it is duly (1) organized, (2) validly existing and in good standing under all applicable laws, (3) licensed and qualified to transact business in the State of California and (4) has the power to provide services as required by this Agreement.
2.12.2 Company Authorization
Company represents and warrants that it has the authority to enter into and perform its obligations under this Agreement. The Board of Directors or partners of Company (or the shareholders, if necessary) have taken all actions required by law, its articles of incorporation, its bylaws or otherwise to authorize the execudon of this Agreement.
The Persons signing this Agreement on behalf of Company have authority to do so.
Company shall authorize one employee for City as a single point of contact for issues arising under this Agreement. City may accept that this employee's actions are taken on behalf of and with the full approval of Company.
2.12.3 Company's Investigation
Company represents and warrants that it has made an independent investigation (satisfactory to it) of the conditions and circumstances surrounding this Agreement and the work to be performed by it.
2.13 Annexations
This Agreement extends to any territory annexed to City during the term of this Agreement which is not within the service area for another solid waste enterprise which qualifies under Public Resources Code Section 49521 to continue to provide solid waste August 26, 2019-23-City of Manhattan Beach - WM
services. In such event, this Agreement shall become effective as to such area at the earliest possible date permitted by law, and City agrees that it shall cooperate with Company to fulfill any requirement necessary for Company to serve the annexed area consistent with this section.
2.14 Business License
Company and any subcontractors shall annually obtain a City of Manhattan Beach Business License. No conta-acts for services provided in City shall be awarded to any vendor until such business license has been obtained, and all fees paid therefore, by the vendor and the subcontractors.
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ARTICLE 3
DIRECT SERVICES
3.1 Solid Waste Collection Services
The work to be done by Company pursuant to this Agreement shall include, but not be limited to/ the furnishing of all labor, supervision, equipment, materials, supplies, and all other items necessary to perform the services required. The enumeration of, and specification of requirements for, particular items of labor or equipment shall not relieve Company of the duty to furnish all others, as may be required, whether enumerated elsewhere in this Agreement or not.
The work to be done by Company pursuant to this Agreement shall be accomplished in a thorough and professional manner so that the residents within the City are provided reliable, courteous and high-quality Solid Waste Collection at all dmes.
3.1.1 Residential Trash Cart Service
Company shall Collect Trash delivered for Collection by Single-Family Customers and Multi-Family Customers not receiving Bin service not less than once per week.
Collection shall be semi-automated, such that Company may be required to manually position Customer Carts as needed to ensure that Containers are properly Collected and returned to the appropriate location after Collection so as not to impede parking or traffic. The designated Collection location of Containers, if disputed by the Customer or Company/ shall be determined by City. Additionally, if in City's opinion the existing Collection locadon is inappropriate. City may require the Customer and/or Company to relocate the Collecdon location.
Company will supply each Residential Trash Cart Customer with Trash Carts of 20-, 35-, 65-, or 95 gallons, as requested by Customer as described in Secdons 3.7.1.1 and
3.7.1.3. Single Family Customers shall be charged based upon the size and number of Trash Carts requested. Multi-Family Cart Customers (two or more units) shaU continue to be charged a flat rate for unlimited service.
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Customers may request "Backyard Service" for an additional charge in accordance with the approved rate schedule. Such Customer requests for Backyard Service shall be subject to City and Company approval. Backyard Service means that Company removes all Collection Carts, Green Waste bundles and Trash Cart Overages per Section
3.1.2 from a Cart Customer's designated Collection location other than curbside, such as backyard, side yard, or driveway, for Collection, and returns Carts when Collection is complete.
Company shall offer a gravity cart lock option for Residential Carts upon Customer request at a one-time installation rate in accordance with the approved rate schedule.
Carts will only automadcally unlock when serviced by an automated lifter or with a key provided to the Customer. Carts with gravity cart lock option shall comply with the Cart labeling requirements of Section 3.7.1.9.
Company shall replace all Carts (Trash, Recycling and Organics Waste) with lids closed and placed upright after emptying them.
3.1.2 Trash Cart Overage
Residential Cart Customers may periodically generate more Trash than will fit in the Trash Cart(s). Residential Customers are therefore entitled to two pickups per calendar year, taking place on the regular Collection day, of material that does not fit in the Trash Cart(s) at no additional cost. One pickup shall consist of up to the equivalent of three large bags, boxes or barrels of Trash. Company shall instruct Customers to call in for overage pickups. Company shall Collect all Trash placed for Collection in addition to the foregoing hvo pickups to be provided at no charge whether or not pickup was called in. If pickup was not called in, a notice shall be left for the Customer indicating a Cart overage Collection was made. Company shall not deny Trash Collection service and leave Trash at the curb.
Company shall provide a six-month grace period at the start of service in which it will leave notices on Carts when overages are Collected, informing Customers as to this new policy, including how to call for an additional or larger Trash Cart.
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Residential Cart Customers may be charged per pickup in accordance with the approved rate schedule in Exhibit 3 for overage pickups above two per year. In addition to the two free pickups. Company shall Collect all additional Trash placed out for Collection in the Residential Customer's own Containers (bags, barrels/ etc.) at no additional charge for two weeks beginning each December 26. This service is limited to Trash that could otherwise be placed in the Trash Cart/ and not Bulky Items which are Collected in accordance with Sections 1.9 and 3.1.5.
3.1.3 Commercial and MuIti-Family Service
3.1.3.1 Bin Services
Company shall provide Bin service to Commercial and Industrial Customers and to Multi-Family Customers that use Bins. Company shall Collect and remove all Trash that is placed in Bins from Multi-Family, Commercial and Industrial Properties receiving Bin service, at least once every week or more frequently if required to handle the waste stream of the Premises where the Bins are located.
Upon request. Company shall provide split two-, three-, four-, and six -cubic yard Bins, which have separate Collection compartments in order to accommodate two waste streams in one Container based on rates shown in Exhibit 3.
Customers that require twice per day Collection shall be charged as though they had twice the number of Containers being Collected once per day.
Customers may lease from Company 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 2.9.
3.1.3.2 Commercial Cart Service
Company shall Collect Trash from Commercial Customers placed at the curb in Company-provided 35-, 65- or 95-gallon Carts, labeled with the Customer's address and August 26, 2019-27-City of Manhattan Beach - WM
days of the week to be Collected. Company shall provide such service at the frequency requested by the Customer/ but not less than once per week. Commercial Customers may request Cart overage Collections in accordance with the approved rate, but are not entitled to free overage collections.
3.1.3.3 Locking Bins
Company may charge for locking bin service in accordance with the approved rate schedule. No additional fees shall be permitted for provision or installation of the lock.
3.1.3.4 Scout Service/Push-Out Service
Company may not charge an additional fee for scout service, whereby a second vehicle is used to position the Container for Collection/ or push-out service/ whereby the driver must move the Container a significant distance for Collection.
3.1.4 Roll-off Box Service
Company must provide permanent Roll-off Box service to all Customers requesting service at a rate not to exceed the approved maximum rate contained m Exhibit 3.
Customers may lease from Company or third parties compactor Roll-off Boxes. The provision of compaction equipment is outside the scope of this Agreement. Collection from these compactor Roll-off Boxes remains within the scope of this Agreement, unless otherwise excluded per Section 2.9.
3.1.5 On-Call Bulky Waste Pickup
Company shall provide Bulky Waste pickup service to all Customers. Customers will be instructed in educational materials to provide Company with 48 hours' notice, and the items will be Collected on the Customer's regular Collection day.
Bulky Waste Collected by Company may not be landfilled until the following hierarchy has been followed by Company:
a) Reuse as is (if energy efficient)
August 26, 2019-28-City of Manhattan Beach - WM
b) Disassemble for reuse or Recycling
c) Recycle
d) Landfill
This hierarchy precludes the use of front- or rear -loading packer vehicles for bulky goods unless the compaction mechanism is not used to compact the Bulky Goods, and unless they have been designated for Disposal.
3.1.5.1 Single and Multi-Family Customers
Single and Multi-Family Customers, whether Bin, or Cart Customers, are entided to six Bulky Waste pickups per dwelling unit per year at no additional charge, with additional pickups Billed in accordance with the approved rate schedule in Exhibit 3.
Customers may place up to three items out for Collection per pickup.
3.1.5.2 Commercial Customers
Company may charge Commercial Bin and Cart Customers for pickups in accordance with the rate schedule contained in Exhibit 3, based on the number and type of items.
Timing and place of pickup shall be arranged so traffic and sidewalks are not obstructed prior to or during pickup.
3.1.6 Commercial Container Overflow Procedures
3.1.6.1 Service Level Upgrade
Customers using Bins, Roll-Off Boxes, and Commercial Carts that regularly produce more Solid Waste than their current level of service can accommodate may have their service level increased in accordance with the following procedure:
First Incident in Three Month Period - If more material is placed for Collection than fits in a Container, Company shall photograph the overflowing Container, Collect the Solid Waste, contact the Customer by phone or in person and speak with the Customer about the situation, and send to the Customer (at both the service and billing addresses) the August 26, 2019-29-City of Manhattan Beach - WM
picture and a letter instructing that the next instance of an overflowing Container may result in a charge, and possibly in an increase in the level of service.
Second Incident in Three Month Period - Upon the second event of an overfilled Container in a three-month period, Company shall photograph the overflowing Container, Collect the Solid Waste, contact the Customer by phone or in person and speak with the Customer to discuss about the situation, and send to the Customer the picture and a letter instructing that a third incident in that same three -month period v^ill result in an increase in the level of service, and that a Container overage fee may be charged in the future to clean up spilled waste or waste left beside Container for Collection.
Third Incident in Three-Month Period - Upon the third event of an overfilled Container in a three-month period. Company shall photograph the overflowing Container, Collect the Solid Waste, contact the Customer by phone or in person and speak with the Customer to discuss about the situation, and send to the Customer the pichire and a letter docunienting the third incident. Thereafter, Company is authorized to deliver the next larger-sized Container, or an additional Container, or increase frequency of Collection/ as best addresses Collection needs/ to the Premises, and to adjust the service rate to the rate then in effect for service using the delivered Containers.
3.1.6.2 Container Overage Fee
If Solid Waste was left beside the Container for Collection or Company cleaned up spilled waste from an overflowing container. Company may charge the Container Overage Fee in the approved rate schedule after the third incident in one calendar year/ provided Company has sent written warnings for the first frtvo incidents.
3.1.7 Temporary Bin Service
Company shall provide Temporary Bin Service to all Customers requesting such service, including service for Third-Party Owned/Managed Events. However/ if Company does not provide the requested Container within 48 hours of request, Customer can call and receive Temporary Service from another company. Special August 26, 2019-30-City of Manhattan Beach - WM
consideration shaU be given when determining the pickup area to ensure that the flow of ta-affic is not impeded.
3.2 Recycling Services
3.2.1 Residential Recycling Service
Company shall provide weekly Recycling Collection to all Residential Cart Customers on the same day as Trash Collection. Company will provide each Residential Customer with a Recycling Cart. Company will make available one or more additional Recycling Carts to Customers who regularly recycle more than will fit into their existing Recycling Cart(s). No extra fee will be charged for Recycling service or additional Recycling Carts.
Company shall provide 35-, 65-, and 95-gallon Recycling Carts to all Residential Cart Customers, including Sand Section Customers/ as described in Sections 3.7.1.1 and
3.7.1.3. Company shall Collect and remove all Recyclable Materials placed in Recycling Carts for Collection.
As of the Effective Date, at a minimum. Recyclable Material Collected shall include, but not be limited to the items listed in Exhibit 12.
3.2.2 Commercial Recycling
Company agrees to provide Recycling Collection service to all Trash Bin service and Commercial Cart Customers requesting it from Company, set at rates not to exceed 50% of the corresponding Trash rate for the same Container size and frequency of service.
Company may purchase Recyclable Materials from its Customers as well. Company agrees to provide Recycling Bins or Carts to Bin Trash Customers in sufficient quantities to meet the Recycling needs of each Customer. As of the Effective Date, Recycling Collection programs shall be made available at a minimum for the items listed in Exhibit 12.
Source separated Recycling provided under this section shall be Collected on a separate route from mixed Trash.
August 26, 2019-31 -City of Manhattan Beach - WM
Company also agrees to use commercially reasonable efforts to m.ake programs available for all other Recyclable Materials for which it has established markets.
Company shall notify all Customers via a mailed flyer each year of the availability of Recycling Collection programs.
To assist City in meeting the requirements of the Act/ Company must have a Recycling program and incentives whereby/ at a minimum. Company Collects the Recyclables Materials described in Secdon 3.2 and Construction and Demolition Debris. Company agrees to assist City to identify Muld-Family/ Commercial and Industrial Premises required to arrange for Recycling Services under State law, offer Recycling Collection to such Premises, and notify City in the event of refusal by Customer to subscribe for Recycling Collection.
Commercial Recycling Site Visits - Company will send a Company representative to visit each Multi-Family Bin and Commercial Customers' Premises not currently subscribing to Recycling service and meet with the Customer for the purpose of establishing a Recycling Program. Company shall visit each new commercial and multi- family customer prior to start of service under this Agreement and, each existing customer without recycling service at least once per calendar year. The meeting shall be for the purpose of establishing a new Recycling program, enhancing an existing Company-provided program, and/or documenting existing third-party-provided programs. Company shall present customers with service and cost proposals for the establishment or enhancement of a Company-provided recycling program. Company shall provide a report to City noting the time, customer contact/ and result of each meeting; and, if the custom.er v^ill not agree to a meeting, provide the time of contact, customer contact name and number, and reason for not accepting a meeting.
Company will report all customers that have service levels within the thresholds of the Mandatory Commercial Recycling Requirements. Fifty percent of the Customers shall be contacted within the first six months, and 100 percent of the Customers shall be contacted during the first 12 months. Company will provide a monthly log to City, including the name and address of the Customer, the date of the visit and the contact name and phone number, demonstrating that the required visits have been made/ and August 26, 2019-32-City of Manhattan Beach - WM
reason provided for not establishing a recycling program. Company shall ask, and the report shall indicate, whether the Customer has another Recycling program in-house or through a third party and, if so, what type. At the end of the first six months of service, and again at the end of the first 12-month of service. Company will provide City with two lists, one of Multi-Family Bin and Commercial Customers with Company Recycling Containers and one of Multi-Family Bin and Commercial Customers without Company Recycling Containers. Each list shall include Customer names and addresses, contact names and phone numbers. Trash service levels including number and size of Containers and number of weekly pickups, and Recycling service levels (if applicable)/ including number and size of Containers and number of weekly pickups. Lists shall also include whether the Customer indicated that they had an alternative recycling program and/ if so, what type. The lists shall be sorted so that Customers with and without Recycling Containers are grouped separately.
Company will visit all new Customers added after the start of this Agreement within two weeks of the start of new service. Company will continue to conduct on-site visits to Multi-Family Bin and Commercial Customers throughout the term of this Agreement to implement new and optimize existing Recycling programs for each Customer. A list of new account and ongoing account visits, including all the information required above/ shall be provided to City each month for the term of this Agreement.
On a monthly basis/ Company will provide to City an updated Mandatory Commercial Recycling ("MCR") and Mandatory Organics Recycling ("MORe") Activities Worksheet (Exhibit 10), and any future SB 1383 worksheets provided by CalRecycle.
3.2.3 School Recycling Services
Company shall offer Recycling Collection service to all public and private schools (pre- school through 12th grade) within the City limits at no additional charge.
3.2.4 Funding of City Recycling Needs
Company shall provide City with $37,000.00 by the Commencement Date to conduct annual Commercial waste reduction and Recycling audits, fund Recycling programs or August 26, 2019-33-City of Manhattan Beach - WM
otherwise support City's Solid Waste goals. This amount shall be increased by $1/000.00 annually and remitted to City on each subsequent July 1st as follows:
Payment DatePayment AmountPayment Date Payment Amount
Commencement Date* $37,000.00
July lst, 2021
July 1st, 2022
July 1st, 2023
$38,000.00
$39,000.00
$40,000.00
July 1st, 2024
July 1st, 2025
July 1st, 2026
*
$41,000.00
$42/000.00
$43,000.00
*If City exercises opdon to extend this Agreement beyond June 30, 2027, July 1 payments will continue to be increased by $1,000.00 per year.
3.2.5 Construction and Demolition Waste Recycling
Company shall make reasonable efforts to prevent Construction and Demolition Waste that is suitable for Recycling from being taken to the landfill by:
Following City's Construction and Demolition Debris Diversion requirements of the Municipal Code;
Transporting all Construction and Demolition Waste loads to a Materials Recovery Facility where they will be processed for reuse, or/ if materials have been source separated/ they may be taken directly to a construction and demolition materials facility for reuse;
Inquiring of all Roll-off Box Customers as to the type of Solid Waste to be generated, instructing all potential Construction and Demolition Waste generators regarding how to divert such materials, and providing a how-to brochure with alternative processing Facility contact information; and,
Contacting contractors on a list provided by City annually to educate them on Construcdon and Demolition Waste diversion.
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Complying with CalRecyde and California Green Building Standards Code (CalGreen) requirements for the processing and diversion of Construction and Demolition Waste material and land clearing material.
Diverting a minimum of 65 percent for Construction and Demolition Waste material or the minimum diversion standard specified by CalGreen, whichever is greater.
3.2.6 City Option for Exclusive Construction and Demolition Debris Collection City reserves the right to require Company to exclusively Collect all Construction and Demolition Waste generated m the City at rates not to exceed the rates included in Exhibit 3 at any time during the Agreement Term. Company will be required to divert a minimum of 75% of all Construction and Demolition Waste Collected from landfilling under this option. Construction and Demolition Wastes does not apply towards diversion requirements under Section 3.8.1. Such maximum rates shall be adjusted in accordance with Article 6. This does not preclude City from continuing to permit open competition, to select another exclusive hauler for Construction and Demolition Waste, to competitively procure an exclusive Construction and Demolition Waste collector, or to negotiate with Company for Construction and Demolition Waste Collection.
3.2.7 Customer Rebates from Sale of Recyclable Materials Company shall be responsible for marketing and sale of all Recyclable Materials Collected pursuant to this Agreement. Company shall provide quarterly rebates as credits to the accounts or invoices of Residential and Commercial Customers when the blended value of all Recyclable Material commodities collected, net of processing costs, exceed $90.00 per ton on a quarterly basis. Customers will receive 50% of the amount, and Company will retain the remaining 50%. The allocated rebates to the Residential Customers shall be distributed evenly across the Residential Customer segment.
Commercial Customer rebates would be distributed per Customer according to the level of recycling service received monthly. The $90.00 per ton threshold shall be adjusted annually starting July 1, 2021, and shall be based on percentage change in the average annual published Consumer Price Index ("CPI"), for Trash and Garbage Collection (CUUROOOOSEHG02), U.S. City average, as pubUshed by the United States August 26, 2019-35-City of Manhattan Beach - WM
Department of Labor, Bureau of Labor Statistics/ between the calendar year ended the December prior to the Rate Year anniversary date, and the calendar year ended the prior December. For the purposes of this calculation, the Recyclables shall include the tonnage and sale value of commodities sold after processing, and shall exclude tonnage from Construction and Demolition Material and Organics Material. Example rebate formulas are shown in Exhibit 4C.
Company shall provide for City review of the calculation of the quarterly rebate calculation within 45 days of the end of each calendar quarter. The rebate will be credited to accounts within 90 days following the end of the calendar quarter.
3.2.8 Universal Waste
Company shall instruct Customers not to set out Universal Waste for Collection except through programs included in this Agreement specifically tailored for the Collection of such items, including Sharps Collection programs. Bulky Waste Collection, or the door- to-door HHW Collection program. Company will utilize facilities to process Universal Waste at its cost and in compliance with all existing regulations regarding Universal Waste. Company will issue warnings to Customers who inappropriately place Universal Waste in Containers for Collection of Trash, Recyclables, or Organics waste, and shall tag and not Collect Universal Waste improperly placed for Collection if idendfied prior to Collection. In the event that Company Collects improperly set-out Universal Waste, Company is responsible for disposing of it at a properly permitted facility.
3.3 Organics Program
3.3.1 Residential Organics Collection
Company shall provide weekly Collection of Organics Waste on the same day as Trash and Recycling Collection to all Trash Cart Customers. Company shall distribute to each Residential Cart Customer one 35-, 65-, or 95-gallon Organics Waste Cart in accordance with Sections 3.7.1.1 and 3.7.1.3. Space-constrained Customers may request an 18-gallon Organics Waste Cart. Company shall make available one or more additional Organics August 26, 2019-36-City of Manhattan Beach - WM
Y
Waste Carts to Customers that regularly separate more Organic Waste than will fit in their current Cart(s). Organics Waste Services and additional Organics Waste Carts shall be provided at no additional charge. Organics Waste Collection will be made available to all Residential Customers, including both Single and Multi-family Customers, whether the Customer uses Bins or Carts for Trash Collection.
Food Waste does not have to be bagged before being placed in the Residential Customers' Organics Waste Cart. Company shall provide each Residential Customer with a kitchen Food Waste pail to facilitate transfer of Food Waste to the Organics Waste Cart. Company shall provide initial and replacement pails at no additional cost to City or Customers. Ownership of kitchen pails shall remain with Company at all times.
Company shall provide on-gomg public education and outreach to customers regarding the program, including but not limited to instructions on changes to the Organics program, what inaterials may be placed in the Organics Waste carts/ and any other information required by CalRecycle. Company shall initially provide door hangers, or direct mail piece, to be approved by City, and shall continue to provide Customer outreach throughout the term.
Company will divert Collected Organics Waste from Disposal, providing end uses that maximize diversion credit in accordance with CalRecycle guidelines.
Residential Organics Waste customers who place unacceptable Organics Waste materials into the Organics Waste Container will be handled in accordance with the procedures set forth in Section 3.4 with respect to the placement of non-Recyclable Materials into the Recycling Container.
Company shall Collect an unlimited amount of tied bundles of Green Waste. Green Waste bundles are limited to the Municipal Code Section 5.24.010(E) size restrictions of bundles a maximum of 48 inches long and 18 inches in diameter/ and bundled weight limit of 50 pounds.
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3.3.2 Commercial Organics Collection
3.3.2.1 Collection
Company shall Collect, process and divert Organics Waste from Commercial Premises.
Company shall provide a program sufficient to enable City and Customers to meet or exceed the requirements of Public Resources Code Sections 42649.81 and 42649.82.
Company shall tailor the appropriate program to fit the waste generation and space constraints of each Customer. Company shall offer the following options, all-inclusive in this program:
Organics Waste Cart: Businesses that have the space for an additional Cart will have the option to receive a 35-, 65- or 95-gallon Commercial Organics Waste cart for Collection (green cart with yellow lid) at no charge to Customer.
Two-yard Organics Waste Bin: Businesses that have the space and need for a larger Container have the option to receive a hvo-yard Organics Waste Bin for Collection (green bin with yellow lid) at no charge to Customer.
Company will also make available to Commercial Customers the purchase of an in- house organics container (e.g., slim-jim) at a rate in accordance with the approved rate schedule.
3.3.2.2 Site Visits, Education and Outreach
At least 90 days prior to the Commencement Date/ Company will provide an outreach plan to City for approval identifying the site visit schedule for which to send a Company representative to visit each Commercial Customers' Premises for the purpose of assessing levels of Food Waste and Green Waste generation/ assessing when Organics Waste collection service must be established to meet the requirements of Public Resources Code Section 42649.81, and encouraging all Commercial Customers to establish Organics Waste collection service in advance of the date when mandatory service is required. Company will also notify Customers of rate impacts under the new rate schedule and opportunities to reduce costs by subscribing to Recycling and August 26, 2019-38-City of Manhattan Beach - WM
Organics service and reducing Trash service. Company will contact Commercial Customers and provide site visits according to the approved schedule. Company will also provide a site visit to any Commercial Customer that requests a site visit, even if it is ahead of schedule. Beginning January 1, 2021, and annually thereafter. Company representative will follow up with Commercial Customers not subscribing to the Organics Waste Collection service who are required under MORe or SB 1383 Requirements to participate. The Company representative shall assist customers with selecting appropriate Containers and Container sizing, identifying acceptable Food Waste materials for collection and processing as set forth in Section 1.32, and attempting to resolve any logistical detriments to providing Organics Waste collection service.
Company will incorporate education regarding Organics Recycling and the State requirements into materials produced under Section 4.3, and will develop its own Organics-specific instrucdonal materials for use in educating participating Customers.
All participants receive ongoing, on-site training from Company for management, kitchen staff, service employees, janitors, etc. Company will create and distribute a letter to all Commercial Customers. Additional materials may include instructional posters, brochures, or other formats as mutually agreed to between City and Company.
As with all outreach material, all items must be submitted for review and approval by City prior to distribution.
On a monthly basis/ Company will provide to City an updated Mandatory Commercial Recycling ("MCR") and Mandatory Organics Recycling ("MORe") Activities Worksheet (Exhibit 10), and any future SB 1383 worksheets provided by CalRecycle.
3.3.2.3 Contamination
Company shall perform contamination monitoring, route reviews, and inspections in compliance with the CalRecycle requirements under SB 1383, and provide results of all SB 1383 related activities to the City as part of the monthly reporting.
Commercial Customers that place unacceptable Food Waste or Green Waste materials or other items that cannot be Recycled such as textiles into the Food Waste or Green Waste Container(s) will be handled in accordance with the procedures set forth in August 26, 2019-39-City of Manhattan Beach - WM
Section 3.4 with respect to the placement of non-Recyclable Materials into the Recycling Container.
3.3.2.4 Processing
Conapany shall process recovered Organics Waste in a manner that maximizes diversion credit for City in accordance with CalRecycle regulations.
3.3.2.5 Records and Reports
Company shall maintain records and provide reports to City/ at no additional cost, of:
Commercial and Multi-Family Customers that do and do not participate in an Organics program/ whether the Organics program is provided by Company or another party, and whether the program is for Food Waste or Green Waste (such as a landscape! that composts or otherwise diverts Organic Waste); Which Customers are required to participate in an Organics Recycling program per Public Resources Code Section 42649.81;
Records of Custoiner site visits;
Source separated Organics tonnage Collected from Commercial and Multi- Family Customers, separately identifying Green Waste and Food Waste if collected separately;
Commercial and Multi-Family Customers pardcipating in food recovery programs;
Commercial and Multi-Family Customers using third-party recycling; and, Additional information that may be requested by the State/CalRecy de related to Recycling and Organics programs.
Calculation of the Customer Recycling Rebates under Section 3.2.7.
August 26, 2019-40-City of Manhattan Beach - WM
3.3.2.6 Organics Waste Recycling Program Cost
The full compensation to Company to provide the Residential Organics Waste program as described in Section 3.3.1 and the Commercial Organics Waste program as described in Section 3.3.2 is included in the rates in Exhibit 3. Organics Waste Carts and Bins, public outreach, and all other elements of this program are to be provided at no additional cost. Participation in this program is anticipated to increase over time and has been factored into the rates, and no further compensation adjustment shall be implemented.
3.3.3 Roll-off Box Organic Waste Collection Service
Company shall make permanent Roll-off Box Organic Waste Collection available to all Customers at the rates shown in the approved rate schedule.
3.3.4 Holiday Tree Collection Program
Company shall operate and notify Customers about an annual Holiday Tree Collection and Recycling program. The program shall include curbside Collection from Single Family and Multi-Family Cart and Bin Customers. Collection period shall be from the first Collection day after December 25 and ending on the second Saturday in January.
The Company shall reasonably cooperate with City in the scheduling and operation of the Holiday Tree Collection program. Trees must be cut into lengths no longer than seven feet. All trees shall be diverted unless they include ornaments, flocking, garlands, tinsel, or stands.
3.3.5 End Uses for Organics Waste
Company shall divert Organic Waste materials from Disposal. Company must provide end uses for Organics Waste that maximize diversion credits for City according to regulations established by CalRecycle.
August 26, 2019-41 -City of Manhattan Beach - WM
3.3.6 Compost Bin Disfa'ibution
Company shall purchase composting and worm bins approved by City and deliver one to each Residential Customer who requests the composting bin and pays the co-pay amount to Company. Company will bill the Customer a co-pay amount to be determined by City. The difference between the amount billed to the Customer and the actual cost of the bin to Company (excluding delivery or other associated costs) shall be reimbursed to Company by City. City may inform Company as to an annual cap or overall cap on the number of compost bins to be distributed.
Company shall develop a public education flyer for this program and provide it to City for distribution. Company, including a Company-provided instructor/ shall conduct five annual, one-hour composting classes/ in May, July and October of each year and at two additional times to be determined in coordination with City.
3.3.7 School Organics Waste Recycling Services
Company shall offer Organics Waste Collection service to all public and private schools (pre-school through 12th grade) within the City limits at no additional charge.
3.3.8 Food Rescue and Donation Program
Company shall coordinate food rescue and donation efforts with each Customer deemed to generate Organics Waste as required by CalRecycle. Company will work with food generating establishments to capture any currently unreported donation efforts, create educational outreach material to foodservice sales representatives and food generating establishments, and add information on food non-profits on the Company's City-dedicated website. Company shall provide a financial contribution to food rescue and donation efforts within the City not to exceed $5/000 per calendar year.
Company shall also host an annual pantry collecdon event at a date/ time as determined by the City. Company shall also assist with Food Waste recovery at the City Owned/Managed and Third Party Owned/Managed events per Section 3.6.5.
August 26, 2019-42-City of Manhattan Beach - WM
3.4 Warning Notice
Company shall warn Customers who have non-Recyclable Materials in their Recycling Container, Non-organic Waste in their Organics Waste Container, or Organic Waste or Recyclables in their Trash Containers as required by CalRecycle under SB 1383. If, after three written warnings m a six-month period, the Container continues to be contaminated/ a contamination fee may be charged in accordance with the approved rate schedule. Company inust leave instructive warning notices on the contaminated Containers, indicating the issue, how to correct it, and that the Customer will be charged a contamination fee if behavior is not corrected. The format of the warning notice must be approved by City. Company shall report monthly to City any warning notices issued, including the customer name, service address, the date contamination was observed, the person who conducted the inspecdon, any photographic evidence of the violation that was obtained, and any other information reasonably requested by the City. Company will also provide copies of written notices to the City on a monthly basis.
3.5 Commercial Mixed Waste Processing
Company shall process all mixed Commercial Bin and permanent Roll-Off Box Trash to recover Recyclable Materials from Customers who do not participate in Company's separate Recycling program and are not otherwise in compliance with the Mandatory Commercial Recycling Requirements. Company shall process all waste from Street and Park Litter Trash Containers subject to Section 3.6.4. Company shall also process all waste from City Owned/Managed Events and Third-Party Owned/Managed Events to recover Recyclable Materials. This program shall be conducted at no additional cost to City or ratepayers.
3.6 City Services
3.6.1 City Facilities Collection
Company shall Collect and dispose of all Solid Waste generated and Recyclable Materials and Organics Waste accumulated at Premises owned and/or operated by August 26, 2019-43-City of Manhattan Beach - WM
City at no additional charge/ including Bulky Waste items placed for Collection by City.
Such Premises include/ but are not limited to/ offices/ parks, street maintenance operations, and Street Litter Containers (see Secdon 3.6.4 below). Collections shall be scheduled at a time mutually agreed upon by Company and City. Company will provide all Containers required.
3.6.2 City Facilities Hazardous Waste Collection
Company shall Collect as needed and properly Recycle and/or Dispose of hazardous waste and tires that are generated by City Staff or at City facilities at no additional charge. Quantities of materials to be Collected at no additional charge each year shaU be reasonably consistent with (defined as no more than 20% higher than) quantities of materials included in Exhibit 9. City shall contact Company when a pickup is needed, indicating the type of material in need of Collection, and arrange for a Collection.
In the event that quantities increase by more than 20% from Exhibit 9 levels. City and Company shall mutually agree to additional compensation due Company based upon verifiable costs incurred by Company.
3.6.3 Abandoned Iteni Collection
Company shall Collect items abandoned in the public right-of-way within 24 hours of notificadon to Company's customer service department or by City at no additional charge.
3.6.4 Street and Park Litter Containers
Company shall Collect and process all Solid Waste deposited in City's Street and Park Litter Containers as necessary to prevent overflow at no additional cost at all existing locations. All material in Trash Containers shall be processed to recover Recyclables.
However, Company shall be relieved of the requirement to process material in Street and Park Litter Containers if material is significantly contaminated by dog feces, and Company shall report to City monthly the number of loads rejected for processing. All material in Recycling Containers shall be processed and Recyclable material diverted.
August 26, 2019-44-City of Manhattan Beach - WM
Additional Recycling Containers and Organics Waste Containers may be added by City for Company Collection at no additional charge. The number of street and park litter Trash Containers to be Collected at no additional charge may be increased by up to five percent during the term at no additional charge.
3.6.5 City Owned/Managed and Third-Party Owned/Managed Events City Owned/Managed Events - Company shall provide Solid Waste, Recycling, and Organics Collection service at City Owned/Managed events each year as may be requested by the City. This shall include providing Containers to Collect and Dispose of all Solid Waste/ using waste boxes, waste box liners/ Roll-Off Boxes and Bins, and providing Containers to Collect source separated Recyclables and Organics Waste.
Company shall also provide signage displayed as to what can be placed in source separated Recyclables and Organics Waste Containers. Company shall also assist with Food Waste recovery at the events. Company shall provide these services at no additional cost to City, the ratepayers, or the event sponsors. Such events include/ but are not limited to, those listed in Exhibit 8, and any additional community events that are owned, planned, and managed primarily by City staff.
TMrd-Party Owned/Managed Events - Company shaU provide service at TUrd-Party Owned/Managed events in accordance with the approved rate schedule and shall offer event coordinators waste/recycling boxes at cost. Liners, shall be provided at Company's cost. At no addidonal cost, Company will assist event venues and planners with planning for Solid Waste and Recycling needs and to maximize diversion for events. Company shall also assist with Food Waste recovery at the events.
Company shall process Trash from City Owned/Managed Events and Third-Party Owned/Managed Events to recover Recyclable Materials at no additional cost.
3.6.6 Emergency Collection and Disposal Service
At least 90 days prior to the Commencement Date, Company shall prepare an updated draft disaster debris cleanup implementation plan that sets forth procedures for collection of debris following a major disaster such as an earthquake, fire or other August 26, 2019-45-City of Manhattan Beach - WM
similar event. The disaster plan shall address priorities for cleanup at critical facilities, procedures for reimbursement for costs, describe communication plans/ list key contact persons/ and provide maps showing proposed sites for stockpiling of disaster debris that cannot be transported to the landfill. Company shall coordinate the plan with City's emergency service teams. The draft plan shall be presented to the City Manager for consideration and approval. The final plan shall be distributed to those employees of Company and City who would have a role in implementing it m the event of a disaster.
If requested by City, Company shall provide annual training to select City staff (public works, fire, EOC representatives) on how the emergency Collection and Disposal service would occur in event of an emergency.
In the event of an emergency or natural disaster, and when requested by the City Manager or Public Works Director, Company shall provide City with the equipment and labor required to collect, cleanup, and remove debris resulting from the emergency or natural disaster. Company shall use commercially reasonable efforts to dispatch the requested equipment and labor to City as promptly as practicable following the request by the City Manager or Public Works Director.
Company agrees that, in the event that Company is unable to respond within the time period requested by City for collection, cleanup and removal of debris resulting from an emergency or natural disaster. City shall have the right to engage other persons, firms/ and entities to collect, cleanup and remove debris resulting from such emergency or natural disaster for a period ending on the earlier of the date such collection, cleanup and removal is complete or thirty (30) days following the original request from City.
At the time when Company's work may continue following a natural disaster, Company will cooperate with City to implement the disaster debris cleanup implementation plan. This plan shall identify Contractor's plans for maximizing the amount of Recyclable Materials diverted from the waste and debris created by the disaster and to identify and secure disposal sites and capacity for such waste.
August 26, 2019-46-City of Manhattan Beach - WM
City shall pay Company for the services provided in this section as specified in Exhibit
3. Company's requests for payment for these services shall be accompanied by a full accounting of the labor hours, vehicle usage, disposal costs, and any other costs incurred by Company for which Company is seeking payment. City reserves the right to audit Company's books and records to ascertain the accuracy of Company's costs.
3.6.7 Sharps Collection Program
Company shall provide Sharps containers to requesting Residendal Customers, both Single and Multi-Family Cart and Bin Customers. Containers will be delivered to residents' door within one week of request. Company shall provide unlimited Sharps containers at no additional charge. Sharps containers shaU be pre-paid mail back containers. Company may additionally or alternatively arrange for door-to-door Collection of such containers through this program; however. Company shall continue to deliver Sharps containers to residents' door. "Sharps waste" includes, but is not limited to, hypodercnic needles, pen needles, intravenous needles, lancets, and other devices that are used to penetrate the skin for the delivery of medications or medical testing. Company will develop and distribute public education materials to promote this program, including promoting this program through its website and other outreach activities targeting seniors. This program will be provided at no additional charge to City or Customers beginning on the Commencement Date.
3.6.8 Door-to-Door Household Hazardous Waste (//HHW") Collection Program The Company shall provide unlimited door-to-door collection of HHW from both Single Family and Multi-Family Cart and Bin Customers. Company shall provide Residential Customers with a number to call to schedule an appointment for the Collection of HHW. Individual Customers may request unlimited pickups per year.
Materials collected will include, at a minimum, the following:
Garden Chemicals (such as fertilizer/ insect sprays, weed killers, and other poisons);
August 26, 2019-47-City of Manhattan Beach - WM
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Swimming Pool Chemicals (such as pool acid and liquid and tablet chlorine); Automotive Waste (such as motor oil, antifreeze, waxes, polishes, cleaners, brake fluid/ gasoline, used oil filters, oily rags/ transmission fluid/ windshield washer fluid, hydraulic fluid/ and automotive batteries);
Paint Products (such as oil-based, latex and spray paints, stripper, stains, caulking/ wood preservatives, glue; and thinner);
Household Cleaners (such as bleach, cleaning compounds/ floor staripper/ drain cleaner, tile remover, tile cleaners, and rust remover); and Miscellaneous Household Waste (such as household batteries, fluorescent tubes, thermometers, hobby glue/ and artist's paint).
Electronic wastes shall be advertised to be collected as Bulky Items under Section 3.1.5/ and Sharps shall be adverdsed to be collected as part of the Sharps program under Section 3.6.7.
Company shall be required to send a public outreach piece to all Residential Dwelling units at the beginning of the program with a program description/ the start date, materials to be collected/ and instructions on how to call for a pickup. Company shall be required to update City's //e-book// or "e-magazine" (see Section 4.3.2) to include this program and periodic program updates. Company shall include ongoing information for this program (including the location of City's "e-book") in public education mailers required under Section 4.3.2.
3.6.9 Downtown Maintenance Enhancement Plan
At no addidonal charge. Company shall establish a "Working Group" comprised of stakeholders, including various City Departments, business groups, event managers, individual business owners/operators, residents, and residential groups. The Working Group will meet on a quarterly basis to discuss and develop targeted solutions to maintain cleanliness and collection efficiency in the downtown area. The discussion outline is included in Exhibit 11. Hours for these meetings cannot be double-counted for August 26, 2019-48-City of Manhattan Beach - WM
Multi-Family, Commercial, School, and State Regulations Outreach hours required under Section 4.3.6, 4.3.7, 4.3.8, and 4.3.9.
3.7 Containers
3.7.1 Carts
3.7.1.1 Residential Cart Distribution
Company shall notify all Residential Cart Customers of the new rate structure and Cart options (see Section 4.3.2). Company must obtain City approval of the notice and information to be sent prior to distribution. The notice will provide Customers with information regarding how to request a change to their existing Cart size.
Company shall be responsible for Cart repair and maintenance, and replacing lost, stolen or damaged Carts within three Business Days at no additional charge to the Customer or to City in accordance with Section 3.7.2.
Customers may request one Cart exchange at no charge each year. After one exchange per year. Customers may request Cart exchanges in accordance with the approved rate schedule. One Cart exchange includes all Cart adjustments requested at one time/ and multiple Carts and Cart types (Trash, Recycling, Organics Waste) may be exchanged.
Company shall comply with CalRecycle Cart replacement requirements under SB 1383, including but not limited to color and labeling requirements.
Company shall provide City the number and size of Trash, Recycling, and Organics Cart(s) used by each Customer, at the start of this Agreement and as changes are made throughout the term for billing purposes.
3.7.1.2 Removal of Existing Containers
Upon and after disbribudng new Trash, Recycling and Organics Waste Carts, Company shall remove/ and Recycle to the extent possible before Disposing, City-owned Carts.
Company shall establish and advertise a system whereby Customers can indicate what August 26, 2019-49-City of Manhattan Beach - WM
Carts should and should not be Collected. Company is responsible for all costs associated with Container collection and Disposal or Recycling. Company may retain any scrap value received from. the Recycling of collected Containers.
3.7.1.3 Use of Existing Carts
Company may utilize existing Carts in place at the start of service under this Agreement for businesses and for Residential Customers receiving automated service under the previous Collection agreement, provided that such Carts are in reasonable condition and appearance, and subject to all on-going maintenance and replacement requirements under this Agreement. Within 12 months of the start of this Agreement, Company shall assess the condition of Carts in place, and replace any that are in poor condition or unsightly. City may also request replacement of Residential Carts it determines are in poor condition or unsightly at its own discretion. Company shall ensure that all Carts in Service comply with CalRecycle requirements under SB 1383.
3.7.1.4 Cart Design Requirements
The Carts shall be manufachired by injection or rotational molding and meet the Cart design and performance requirements as specified below. All Carts selected shall be subject to City approval.
Carts shall include a minimum of 30 percent recycled material and be recyclable.
3.7.1.5 Cart Load Capacity
Company shall provide new Carts in three sizes for Residential Trash, Recycling and Green Waste Collection. Sections 3.1, 3.2 and 3.3/s references to Cart sizes of 20, 35, 65, and 95 gallons are approximate. Acknowledging the different sizes provided by the various Cart manufachirers, the Carts shall be uniform in appearance and must conform to the following ranges in size:
20 to 25 gallons,
30 to 40 gallons,
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60 to 70 gallons, and
90 to 101 gallons.
Depending on the capacity/ the Carts shall have a minimum load capacity as noted below without Container distordon, damage, or reduction in maneuverability or any other functions as required herein.
Cart Size (Gallons)Minimum Load Capacity
(LBS)
90-101
60-70
30-40
20-25
200
130
70 50
3.7.1.6 Cart Handles
The Cart handles and handle mounts may be an integrally molded part of the Cart body or molded as part of the lid. The Cart handles will provide comfortable gripping area for pulling or pushing the Cart or lifting the lid. Pinch points are unacceptable.
3.7.1.7 Cart Lid
Each Container shall be provided with a lid that continuously overlaps and comes in contact with the Container body or otherwise causes an interface with the Container body that simultaneously:
Prevents the intrusion of rainwater, rodents, birds, and flies; Prevents the emission of odors;
Enables the free and complete flow of material from the Container during the dump cycle without interference with the material already deposited in the truck body or the truck body itself and its lifting mechanism; August 26, 2019-51 -City of Manhattan Beach - WM
Permits users of the Container to conveniently and easily open and shut the lid throughout the serviceable life of the Container;
The lid handle shall be an integrally molded part of the lid; The lid (and body) must be of such design and weight that would prevent an empty Container from tilting backward when flipping the lid open; and/ The lid shall be hinged to the Cart body in such a manner so as to enable the lid to be fully opened/ free of tension, to a position whereby it may rest against the backside of the Container body.
3.7.1.8 Cart Colors
The Trash, Recycling and Organics Waste Carts will be differentiated by color, matching current colors in distribution. The colors shall be colorfast and resistant to fading as a result of weathering or ultraviolet degradation. Color must be uniform within each Container. Trash Carts will be gray. Recycling Carts will be blue, and Organics Waste Carts will be green/ unless CalRecycle implements regulations under SB 1383 requiring alternative colors, in which case any replacement Carts will comply with CalRecycle requirements.
3.7.1.9 Cart Labeling
Company shall label and hot stamp all Carts with information meeting the requirements of this section/ and include graphics indicating which materials may and may not be placed in each cart and instructions on how to properly dispose of HHW.
New Carts shall be delivered with labels attached and hot stamped. Labels shall be replaced when worn. Labeling and hot stamping must be approved by City prior to ordering Carts. City's logo and, if requested by City, City's website shall appear on the Carts. Company's name and phone number shall be included on a label on the Cart lid (Company's name or logo shall not be visible on the side of the Cart). All Carts shall be labeled in accordance with CalRecycle regulations under SB 1383.
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3.7.1.10 Identification Markings
All markings on the Containers shall be approved by City in advance of ordering Carts.
Company shall not hot stamp Company name on Carts.
Trash, Recycling and Organics Waste Containers that are distributed by Company to Customers must be hot stamped in_white color on the front or sides of the Cart in characters no less than one inch.
Company shall develop labels identifying materials that are and are not permitted in each Cart type, in English/ with graphics and instructions for proper disposal of HHW, and shall place labels on top of all Carts delivered to Customers.
3.7.2 Cart Performance Requirements
All Carts shall be designed and manufactured to meet the minimum performance requirements described below.
3.7.2.1 Cart Durability
Carts shall remain durable, and at a minimum/ shall meet the following durability requirements to satisfy its intended use and performance/ for the term of this Agreement:
Maintain its original shape and appearance;
Be resistant to kicks and blows;
Require no routine maintenance and essentially be maintenance free; Not warp, crack, rust, discolor, or otherwise deteriorate over time in a manner that will interfere with its intended use;
Resist degradation from ulta-aviolet radiation;
August 26, 2019-53-City of Manhattan Beach - WM
•
Be incapable of penetration by biting or clawing of household pets (i.e., dogs and cats);
The bottoms of Cart bodies must remain impervious to any damage, that would interfere with the Cart's intended use after repeated contact with gravel, concrete/ asphalt or any other rough and abrasive surface; All wheel and axle assemblies are to provide continuous maneuverability and mobility as originally designed and intended; and,
Resist degradation by other airborne gases or particulate matter currently present in the ambient air of City.
Resist damage from common household or Residendal products and chemicals.
Carts, also, shall resist damage from human and animal urine and feces.
3.7.2.2 Stability and Maneuverability
The Carts shall be stable and self-balancing in the upright position, when either empty or loaded to its maximum design capacity with an evenly distributed load, and with the lid in either a closed or open posidon.
The Carts shall be capable of maintaining its upright position in sustained or gusting winds of up to 25 miles per hour as applied from any direction.
The Carts shall be capable of being easily moved and maneuvered, with an evenly distributed load equal in weight to its maximum design capacity on a level/ sloped or stepped surface.
3.7.2.3 Lid Performance
Cart lid assemblies shall meet the following minimum requirements:
Prevent damage to the Cart body, the lid itself or any component parts through repeated opening and closing of the lid by residents or in the dumping process as intended;
August 26, 2019-54-City of Manhattan Beach - WM
Remain closed in winds up to 25 miles per hour from any direction. All lid hinges must remain fully functional and continually hold the lid in the original designed and intended positions when either opened or closed or any position between the two extremes; and,
Lid shall be designed and constructed such that it prevents physical injury to the user while opening and closing the Container.
3.7.2.4 Reparability
Minor cracks, holes, and other damages to hinges/ wheels/ axle/ hardware, and other component parts shall be readily repairable by the contractor personnel. All repairs must restore the Container to its full functionality to meet the design and performance requirements as set for herein.
3.7.3 Cart Ownership and Maintenance Responsibilities
At the end of the Agreement term, all Carts that are distributed by Company under this Agreement, shall become and remain the property of City. The Company shall be responsible for Cart repair and maintenance, and replacing lost, stolen or damaged Carts within three Business Days at no additional charge to the Customer or to City.
Graffiti shall be removed or the Container replaced within one Business Day. However, Company may charge the Customer for repairing or replacing a Cart if the damage was due to the Customer's willful negligence or abuse. In no event shall this charge be greater than Company's achial cost for replacement parts or the new Cart.
3.7.4 Bins and Conipactors
Company shall provide Customers with Bins, or compactors upon request, for Collection of Solid Waste. Customers may obtain Bin compactors and Roll-Off compactors from either Company or a third party; the leasing of such equipment is outside the scope of this Agreement. Company shall maintain its Containers in a clean, sound condition free from Puta-escible residue. Containers shall be constructed of heavy metal, or other suitable, durable material, and shall be watertight and well painted.
Wheels, forklift slots, and other appurtenances, which were designed for movement, August 26, 2019-55-City of Manhattan Beach - WM
3.8 loading, or unloading of the Container/ shall be maintained in good repair. Containers shall comply with color and labeling requirements specified by CalRecycle. Company shaU inspect, and if necessary or requested by the Customer, clean or replace all Containers once per year at no charge. Company shall perform cleaning or replacement of Containers more frequently if necessary, for an additional fee/ to prevent a nuisance caused by odors or vector harborage. Customer may request additional cleanings in accordance with the approved rate schedule. Company shall remove graffiti at no additional charge from any Container within one Business Day of request by City or Customers. All Bins and compactors provided by Company shall remain the property of Company.
Each Container placed in City by Company shall have the name and phone number of Company in letters not less than three inches high on the exterior of the Container so as to be visible when the Container is placed for use. Company shall identify the Containers that are assigned to each Commercial and Industrial Customer/ and each Multi-Family Customer with Bin service, using a method that is acceptable to City.
Company shall repaint Bins upon City's request.
3.7.5 Roll-off Boxes
Company shall provide clean Roll-off Boxes, free from graffiti, equipped with reflectors, and shall have the name and phone number of Company in letters not less than three inches high on the exterior of the Container so as to be visible when the Container is placed for use. Company shall properly cover all open Roll-off Boxes during transport as required by the State Vehicle Code.
Diversion Requirements
3.8.1 Hauler Diversion Requirements
The minimum amount of hauler-collected tonnage that shall be diverted by Company through Recycling, Organics Collection, Mixed Waste Processing/ and Transformation of the Solid Waste Collected by Company under this Agreement during each year of this Agreement is 50%.
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3.9 Diverted tonnage shall be tonnage Collected and processed in a manner such that the tonnage is not considered as Disposal by the State (per annual reports to CalRecycle).
Diversion achieved by Transformation shall be credited toward reaching this diversion requirement only to the extent that the State grants City diversion credit. Diversion from Construction and Demolition Debris and Temporary Roll-Off Box loads, which are not collected exclusively under this Agreement, and third-party diversion shall not be considered towards the minimum diversion rate.
Upon the request of either party, but not more than once every two years, the parties agree to meet and confer, and negotiate in good faith, regarding adjustments to the hauler diversion requirement, including trends in source reduction, the availability of permitted facilities that are capable of processing material to achieve the required levels of diversion, the availability of commercially viable markets for Recyclable Materials or Organic Waste, transportation constraints, embargoes, and the impact of third party recycling and scavenging.
3.8.2 Additional Diversion Services
If City determines that Company has not maximized diversion from the services and programs contemplated under this Agreement, Company agrees to undertake its best reasonable efforts to implement programs and provide equipment necessary in order for City to exceed the State requirement. Additional services required by City under this section that are not otherwise required to be implemented under this Agreement will be implemented in accordance with Section 2.10, under which Company may be entitled to an adjustment in compensation.
Operations
3.9.1 Schedules
To preserve peace and quiet, no Solid Waste shall be Collected between the hours of 6:00 p.m. and 7:30 a.m. Collection along northbound Highland Avenue/ between 15th St to 45th St/ shall not occur between the hours of 7:30 a.m. to 9:00 a.m. Collection along southbound Highland Avenue, between 45th St. to 15th St., shall not occur between the August 26, 2019-57-City of Manhattan Beach - WM
hours of 4:00 p.m. to 6:00 p.m. Site and route-specific exemptions may be made to this limitation by City's Director of Public Works, to the extent that the exemptions are not in conflict with the Municipal Code. Company shall adjust the early morning start point of Collection routes to address and minimize service complaints when warranted and as practicable. If the regularly scheduled Collection day falls on New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, or Christmas Day, alternate Collection shall be performed on the following day, with collection delayed for one day for the remainder of the calendar week. One exception shall be that Customers with seven day per week service will continue to be serviced on all holidays.
All other Collection days falling on a legal holiday shall remain as scheduled.
Residential Collection shall only take place Monday through Friday, except when Saturday Collection is necessary due to a holiday.
For example, a Wednesday holiday would delay Wednesday, Thursday/ and Friday collection each to the following day. Friday Residential Collection would be permitted on Sahirday. Saturday service would only be provided to seven day per week Customers. Sunday service would be uninterrupted as Sunday service is typically provided to seven day per week customers.
Company shall be prepared to review its operations plan outlining the Collecdon routes/ intervals of Collection and Collecdon times for all materials Collected under this Agreement with City prior to the Commencement Date and thereafter once annually upon 30-day written notice requesting the review. More frequent reviews may be required if operations are not satisfactory based on documented observations or reports of complaints. If the plan is determined to be inadequate by City, Company shall revise its plan incorporating any changes into a revised plan and review the revised plan with City within 30 calendar days.
3.9.2 Vehicles and Equipment
A. General. Company shall provide Collection vehicles sufficient in number and capacity to efficiently perform the work required by this Agreement in sta"ict accordance with its terms as described in this Agreement. Company shall have available on August 26, 2019-58-City of Manhattan Beach - WM
Collection days sufficient back-up vehicles for each type of Collection vehicle used to respond to complaints and emergencies.
B. Specifications. At no time during the Agreement term shall Company use vehicles for the Collection of Solid Waste in City that are more than ten years old. All route vehicles shall use liquefied natural gas ("LNG") or compressed natural gas ("CNG") at the start of service under this Agreement. Company shall be in compliance with all rules and regulations currently in force or passed during the contract term, including South Coast Air Quality Management District ("SCAQMD") and the Air Resource Board's regulations. No rate adjustments shall be made for such changes in law. All vehicles used by Company in providing Solid Waste Collection services shall be registered with the California Department of Motor Vehicles. All such vehicles shall have ^vatertight bodies designed to prevent leakage/ spillage or overflow.
Roll-Off Box vehicles. Container delivery vehicles, scout vehicles/ supervisor pickup trucks, and vehicles used for holiday tree Collection, special events and Bulky Item Collection are only required to use LNG or CNG fuel to the extent required by law/ including SCAQMD and Air Resources Board regulations, with no rate adjustments granted for any changes in law.
C. Vehicle Identification. Company's name, local telephone number, and a unique vehicle identification number designed by Company for each vehicle shall be prominently displayed on aU vehicles, in letters and numbers no less than three inches high. Company shall not place City's name and/or any City logos on Company vehicles. Vehicles shall all be painted in a standard color.
D. Cleaning and Maintenance.
1) Company shall maintain all of its properties, vehicles/ Facilides, and equipment used in providing service under this Agreement m a good, safe, neat, clean and operable condition at all times.
2) Vehicles used in the Collection of Solid Waste shall be painted, thoroughly washed, and thoroughly steam cleaned on a regular basis so as to present August 26, 2019-59-City of Manhattan Beach - WM
a clean appearance. City may inspect vehicles at any time to determine compliance with this Agreement. Company shaU also make vehicles available to the Los Angeles County Health Department for inspection, at any frequency it requests. Company agrees to replace or repair to City's satisfaction, any vehicle that City determines to be of unsightly appearance/ leaking, or in unsatisfactory operadng condition. 3) Company shall repaint all vehicles used in the Collection of Solid Waste within 60 days' nodce from City, if City determines that their appearance warrants painting. City shall not request that vehicles be painted more than once every three years.
4) Company shall inspect each vehicle daily to ensure that all equipment is operating properly. Vehicles that are not operating properly, or vehicles in such a condition as to be unsafe or excessively noisy, shall be removed from service until repaired and operating properly. Company shall reasonably perform all scheduled maintenance fiuictions in accordance with the manufacturer's specifications and schedule. Company shall keep accurate records of all vehicle maintenance/ recorded according to date and mileage (or hours of operation) and shall make such records available to City upon request.
5) Company 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. Company shall maintain accurate records of repau-, which shall include the date and mileage (or hours of operation)/ nature of repair and the verification by signahire of a maintenance supervisor that the repair has been properly performed.
6) Upon request by City, Company shall furnish City a written inventory of all equipment, including Collection vehicles/ used in providing service, and shall update the inventory annually. The inventory shall list all August 26, 2019-60-City of Manhattan Beach - WM
equipment by manufachirer, ID number, date of acquisition, type, and capacity.
E. Operation.
1) Vehicles shall be operated in compliance with the California Vehicle Code, and all applicable safety and local ordinances. Company shall not load vehicles in excess of the manufacturer's recommendations or limitations imposed by State or local weight restrictions on vehicles. 2) Equipment shall comply with US EPA noise emission reguladons, currently codified at 40 CFR Part 205 and other applicable noise control regulations/ and shall incorporate noise control features throughout the entire vehicle. In no event shall the noise level of equipment used for Collection exceed 75 dB when measured at a distance of 25 feet from the vehicle and five feet from the ground. Company shall submit to City/ upon City's request, a certificate of vehicle noise level testing of all vehicles by an independent testing entity. Company shall store all equipment in safe and secure locations in accordance with City s applicable zoning regulations.
3) Subject to Section 8.1, Company shall be responsible for any damage resulting from or directly attributable to any of its operadons, and which it causes to: City's driving surfaces (excluding normal wear and tear), whether or not paved; associated curbs, gutters and traffic control devices; other public iniprovements; and private roads and alleys. 4) Company shall equip all route vehicles with a GPS tracking system and enable City to monitor route vehicle activity through this system by computer at City through read-only access. Company shall provide activity reports upon request. With this service. Company shall ensure that City has access to the online system to pull up GPS data from trucks at any time during the day.
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F. City Inspection. City may cause any vehicle used in performance of this Agreement to be inspected and tested at any commercially reasonable time and in such manner as may be appropriate to determine that the vehicle is being maintained in compliance with the applicable provisions of the State Vehicle Code, including all Vehicle Code sections regarding smog equipment requirements. City may direct the removal of any vehicle from service if that vehicle is found to be in nonconformance with applicable codes or this Agreement. No vehicle directed to be removed from service by City shall be returned to service until it conforms with, and its return to service has been approved by, City. Following any inspection, the Public Works Director shall have the right to cause Company, at its sole cost and expense, to recondition or replace any vehicle or equipment found to be unsafe, unsanitary or unsightly. The Public Works Director's determination may be appealed to the City Manager, which decision shall be final.
G. Brake Inspections. The brake system of each vehicle used in performance of this Agreement shall be inspected and certified according to State law by the California Highway Patrol or by a brake inspection station licensed by the California Highway Patrol. Notice of certification shall be made available to City within 30 days of request.
Failure to submit the required certification if requested shall be grounds for terminating this Agreement.
3.9.3 Litter Abatement
A. Minimization of Spills. Company shall use due care to prevent Solid Waste or fluids from leaking, being spilled and/or scattered during the Collection or transportation process. If any Solid Waste or fluids leak or are spilled during Collection, Company shall promptly clean up all such materials. Company shall notify City within 30 minutes of the spill of any material with the potential to reach the storm drains, including all liquids. Each Collection vehicle shall carry a broom and shovel at all times for this purpose.
Company shall not transfer loads from one vehicle to another on any public street, unless it is necessary to do so because of mechanical failure, accidental damage to a August 26, 2019-62-City of Manhattan Beach - WM
vehicle, or a pre-approved method of Solid Waste transfer between vehicles, without prior written approval by City.
B. Clean Up. During the Collection or transportation process. Company shall clean up litter in ti-ie immediate vicinity of any Solid Waste storage or Collection area whether or not Company has caused the litter. Company shall identify instances of repeated spillage not caused by it directly with the Customer responsible and will report such instances to City. City will attempt to rectify such situations with the Customer if Company has already attempted to do so without success.
3.9.4 Personnel
Company shall furnish such qualified drivers, mechanical, supervisory, clerical/ management and other personnel as may be necessary to provide the services required by this Agreement in a satisfactory, safe, economical and efficient manner. All drivers shall be trained and qualified in the operation of vehicles they operate and must possess a valid license, of the appropriate class, issued by the California Department of Motor Vehicles.
Company also agrees to establish and vigorously enforce an educational program that will train Company's employees in the identification of Hazardous Waste. Company's employees shall not knowingly place such Hazardous Waste in the Collection vehicles, nor knowingly dispose of such Hazardous Wastes at the processing Facility or Disposal Site.
Company shall train its employees in Customer courtesy, shall prohibit the use of loud or profane language, and shall instruct Collection crews to perform the work quietly.
Company shall use its best efforts to assure that all employees present a neat appearance and conduct themselves in a courteous manner. If any einployee is found to be discourteous or not to be performing services in the manner required by this Agreement, Company shall take all necessary corrective measures including, but not limited to/ transfer/ discipline or termination. If City has notified Company of a complaint related to discourteous or improper behavior. Company will consider August 26, 2019-63-City of Manhattan Beach - WM
reassigning the employee to duties not entailing contact with the public while Company is pursuing its investigation and corrective action process.
Company shall provide suitable operations, health, and safety training for all of its employees who use or operate equipment or who are otherwise directly involved in Collection or other related operations.
3.9.5 Identification Required
Company shall provide its employees, affiliates and subcontractors with identification for all individuals who may make personal contact with residents or businesses in City.
City may require Company to notify Customers yearly of the form of that identification.
Company shall provide a list of current employees, affiliates, and subcontractors to City upon request.
City reserves the right to perform a security and identification check through law enforcement agencies upon Company and all its present and future employees, in accordance with accepted procedures established by City/ or for probable cause.
3.9.6 Fees and Gratuities
Company shall not, nor shall it permit any agent, employee, or subcontractors employed by it, to request, solicit/ demand, or accept, either directly or indirectly, any compensation or grahxity for the Collection, transportadon. Recycling, processing, and Disposal of Solid Waste other than required under this Agreement.
3.9.7 Non-Discrimination
Company shall not discriminate in the provision of service or the employment of Persons engaged in performance of this Agreement on account of race/ color, religion, sex, age/ physical handicap or medical condition in violation of any applicable federal or State law.
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3.9.8 Change in Collection Schedule
Company shall notify City 45 days prior to, and Residential Customers not later than 14 days prior to, any change in Collection operations which results in a change in the day on which Residential Solid Waste Collection occurs. Company will not permit any Customer to go more than seven days without service in connection with a Collection schedule change. City's approval of any change in Residential Collection is required prior to such change, and such approval will not be withli.eld unreasonably.
Any changes in the route map or Collection schedule shall require the prior approval of City. City may require changes in the route map or Collection schedule, to improve service, to resolve complaints or for other reasons.
3.9.9 Report of Accumulation of Solid Waste; Unauthorized Dumping Company shall direct its drivers to note the addresses of any private Premises at which they observe that Solid Waste is accumulating and is not being delivered for Collection; and the address, or other location description, at which Solid Waste has been dumped in an apparently unauthorized manner. Company shall deliver the address or description to City within five Working Days of such observation. Company shall cooperate with City in the investigation and prosecution of any violations of the Municipal Code, health codes or other laws.
3.9.10 Notification of Scavenging or Other Suspicious Situations Company shall train drivers who operate in City to recognize and report unusual or suspicious situations to the appropriate emergency responder, or to their supervisor who will contact the appropriate party. Company is responsible for forming a partnership with local authorities to coordinate notification efforts. Examples of activities that Company employees may report includes scavenging of recyclables, lost child, observation of a burglary or petty theft.
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3.10 Transportation, Disposal and Processing
Company shall transport all Solid Waste Collected under Section 3.1 to a transfer station, MRF, processing Facility, Transformation Facility or Disposal Site. Unless City otherwise obtains ownership of the Solid Waste stream as described in Section 2.11, the primary Disposal Site shall be the El Sobrante Landfill [via Company's Carson Transfer Station] and the approved waste-to-energy facility shall be the Southeast Resource Recovery Facility (SERRF).
Company shall maintain complete, accurate and up-to-date records of the quantities of Solid Waste transported to Solid Waste Facilities and will cooperate with City in any audits or investigations of such quantities.
City reserves the right to designate the Solid Waste Facility (whether landfill, Transformation Facility/ transfer station, processing Facility or Material Recovery Facility) at a later date. City and Company will use their best efforts to obtain indemnification against CERCLA, State Environmental Laws, and related claims from the operator of the landfill or other destination City designates. In the event that City selects a Disposal Site or other Facility/ City or Company is entitled to a rate adjustment to offset an increase or decrease in rates due to a change in tip fee or transportation costs.
If City directs Company to a facility other than a Solid Waste Facility selected or owned by Company, and use of this Facility adversely affects the ability of Company to meet either or both of the requirements of Section 3.8 and/or Section 8.3, City and Company shall meet and confer and mutually agree on revised obligations under Secdons 3.8 and
8.3. 3.11 Status of Disposal Site
Any Disposal Site utilized by Company shall be designed and constructed in accordance with 23 California Code of Regulations Section 2510 et seq. ("Subchapter 15"). Any such landfill must have been issued all permits from federal/ State, regional, August 26, 2019-66-City of Manhattan Beach - WM
county and City agencies necessary for it to operate as a Class III Sanitary Landfill and is in full regulatory compliance with all such permits.
3.12 Dedicated Routes
Solid Waste Collected in City may not be commingled in Collection vehicles with Solid Waste from other jurisdictions. All routes shall be dedicated exclusively to City of Manhattan Beach Solid Waste. Company may request permission from City for an exception on a case-by-case basis.
3.13 Route Audit
Once during the first year and every third year thereafter following the Commencement Date, Company shall conduct an audit of its Collection routes in City. The route audit, at minimum, shaU consist of an independent physical observation by person(s) other than the route driver or route supervisor of each Residential and Commercial Customer in City. The route audit information shall include, at a minimum/ the following informadon for each account:
For Residential Cart Customers:
Route Number;
Truck Number;
Number and size of Carts by waste stream (Trash, Recycling, Green Waste); Service Address; and,
Cart condition.
For Commercial and Multi-Family Bin Customers:
Route Number;
Truck Number;
Account Name;
Account Number;
Account Service Address;
Whether each individual address is Commercial or Multi-Family; August 26, 2019-67-City of Manhattan Beach - WM
Number of Residential Dwelling units at each Multi-Family account; Service Level per Billing System. (Quantity/ Size, Frequency); Service Level per Routing System;
Observed Containers (Quantity and Size).
Bin condition;
Proper signage; and,
Graffiti.
Within 30 days after the completion of the route audit, Company shall submit to City a report summarizing the results of the route audit. One copy shall be submitted to the Public Works Director and one to City's billing manager. This summary shall include:
Identification of the routes;
Truck numbers;
Number of accounts/ by route and in total (Residential Cart, Multi-Family Bin, and Commercial);
Types of billing and service exceptions observed;
Number of billing and service exceptions by type;
Total monthly billing, pre-audit;
Total monthly billing, post-audit (subsequent to corrections of identified exceptions; and/
Percentage of billing and service exceptions:
Percentage of the number of accounts with errors to the total number of accounts served;
Percentage of the "net" change in monthly billing as a result of the audit to the total pre-audit monthly billing; and,
Percentage of the "absolute" change in net monthly billing as a result of the audit to the total "pre-audit" monthly billing.
0 0
0 The report shall include a description of the procedures followed to complete the route audit. This description shall include the names and titles of those supervising the route August 26, 2019-68-City of Manhattan Beach - WM
audits and the name and titles of those performing the observations. Additionally, the report shall include a description of the pre-audit training of the route auditors, pardcularly if temporary personnel are used.
The report shall also include a description of the changes and Company's plans to resolve the exceptions. The results of the route audit shall be available for review by City or its representative.
3.14 Service Exceptions; Hazardous Waste Notifications
A. Failure to Collect. When Solid Waste is not Collected from any Customer, Company shall notify the Customer m writing, at the time Collection is not made, through the use of a "tag" or otherwise, of the reasons why the Collection was not made.
B. Hazardous Waste Inspection and Reporting. Company reserves the right to inspect Solid Waste put out for Collection and to reject Solid Waste observed to be contaminated with Hazardous Waste and the right not to Collect Hazardous Waste put out with Solid Waste. Company shall notify all agencies with jurisdiction, if appropriate, including the California Department of Toxic Substances Control and Local Emergency Response Providers and the National Response Center of reportable quantities of Hazardous Waste, found or observed in Solid Waste anywhere within City. In addition to other required notifications, if Company observes any substances that it or its employees reasonably believe or suspect to contain Hazardous Wastes unlawfully disposed of or released on any City property, including storm drains, streets or other public rights of way. Company will immediately notify the Public Works Director or the Public Works Director's designee.
C. Hazardous Waste Diversion Records. Company shall maintain records showing the types and quantities, if any, of Hazardous Waste found in Solid Waste and which was inadvertently Collected from Customers within the City, but diverted from landfilling.
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3.15 Hazardous Waste Management Component
Company shall maintain a Hazardous Waste Management Plan describing procedures for handling hazardous waste identified in Solid Waste Collected and make it available to City upon request.
3.16 Disposal and Facility Capacity Guarantee
Company guarantees capacity for all Solid Waste Collected under this Agreement for the Agreement term at Company's following Facilities: WM Carson Transfer Station, WM South Gate Transfer Station, WM Azusa Transfer Station/ Pica Rivera Recycling Center, Sun Valley Recycling Park, Downtown Diversion (C&D) and East Valley Diversion (C&D); at one or more of the following landfills as needed: El Sobrante Landfill, Antelope Valley Landfill, and Simi Valley Landfill. Company guarantees capacity for the Organics Waste programs at the following Facilities: Agromin and WM Orange CORe Facility.
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ARTICLE 4
OTHER SERVICES
4.1 Services and Customer Billing
4.1.1 Company Billing
Beginning on the Commencement Date/ Company shall bill for the services as listed in subsections A, B, and C below in accordance with Exhibit 3. Company shall also bill the CRC fee in accordance with Section 4.1.6. Company shall perform the billing services at no additional charge to City.
A. Compost Bin Co-Pay. Residential Customers' co-pay for compost bins shall be billed by Company.
B. Roll-off Box and Temporary Bin Services.
For Customers requesting temporary Bin service/ Company shaU accept major credit cards for payment. Such Customers who do not use credit cards may be required by Company to post a security deposit or pay on a "Cash on Delivery" (C. 0. D.) basis.
Any unused portion of a security deposit shall be refunded to the Customer within five Business Days of the termination of service.
For Customers receiving Permanent Roll-off Box Service, Company shall invoice monthly or semi-monthly in arrears with payment due within 15 days from the invoice date (i.e., the beginning of the month or the inception of service).
C. Residential and Commercial Services. Residential accounts shall be billed bi- monthly in arrears. Commercial accounts shall be billed monthly on the last day of each month for that prior month's service. Payment shall be due no sooner than 30 days following the end of the billed service period. Company shall provide a monthly report of detailed Customer accounts, service levels/ and billed rates in accordance with Section 7.3.2.
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D. Starting^Stopping Service. Company shall not charge additional fees to start/ suspend, or discontinue service.
4.1.2 City's Right to Take Back Customer Billing
City reserves the right to perform all or portions of the Customer billing after 90 days of providing written notice to Company of City's intent to take back Customer billing.
If the City exercises its right to take over Customer billing. City shall pay Company on a monthly basis, within 30 days of City billing Customers. Payment will be based on City's records of services rendered and will be subject to subsequent audit and adjustment in succeeding invoices. Payment will be accompanied by Customer and service level list. The Company Compensation rates exclude any amounts that may be added by City to Customer invoices for City to recover its administrative costs; provided, however, that City's taking over of Customer billing shall not act to reduce the Company Compensation for those services provided by Company.
Along with City's monthly payment to Company, City shall send Company a list of Customer accounts, and service levels, and billed rates on which the payment is based.
Company shall review this list and must dispute or accept the accuracy of this list within 45 days of receipt. Failure to notify City in writing ^vithin 45 days shall confirm Company's approval and acceptance of the payment amount. Any correction identified by Company and approved by City will be reflected on future Customer invoices.
Company must also notify City within 72 hours of Company being notified of any change in service.
4.1.3 Billing Records
Company shall maintain copies of Company Billings and receipts, each in chronological order, for a period of five years after the date of service for inspection by City upon request. Company may, at its option/ maintain those records in digital format/ or in any other manner, provided that the records can be preserved and retrieved for inspection and verificadon m a timely manner, are sufficient to verify accuracy of City Recovery August 26, 2019-72-City of Manhattan Beach - WM
Cost fees owed to City, and may be produced in a form and manner sufficient to establish the existence of Customer obligations in a court of competent jurisdiction.
Company shall provide to the City monthly detailed Customer billing information per Section 7.3.2. Company shall also provide to the City its best estimate of revenues for both Residential and Commercial Billings for the next Rate Year on or before April 1 prior to the July start of the Rate Year. For example. Company shall provide revenue estimates for the period of July 1, 2020 to June 30, 2021 by April 1, 2020.
4.1.4 Suspensio.n of Service Due to Non-Payment
For Customers billed by Company, once a payment is 60 days past due. Company shall send Customers a notice that service will be suspended if payment is not made within an additional 30 days. Service may only be suspended after these minimum time periods and notice. City will not be responsible for or assist with the collection of delinquent accounts.
Company shall resume Collection services on the next regularly scheduled Collection day for any Customers whose Collection service was discontinued upon receipt of payment of all outstanding charges, including Late Fees/ not to exceed the maximum. amounts set forth in Exhibit 3. Company may not charge for Collection services during any period in which Collection service was suspended.
4.1.5 Late Fees
Company may assess a late fee at a rate of 5 percent per invoice on outstanding balances for services billed by Company beginning 60 days after invoice is sent.
Company may charge insufficient funds fees of no more than $53.00 per rehirned check.
This fee will be periodically adjusted as determined by City. This section is not applicable to City-billed services if City elects to perform Billing under Section 4.1.2, as City pays Company based upon Billings/ not receipts.
4.1.6 City Recovery Cost (CRC) Fee
A.Amount.
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4.2 Company shall bill and remit to City a City Recovery Cost (CRC) fee. The CRC fee shall be determined by City and billed as a fee separate from the rates billed by Company.
The CRC fee shall be based on Billings, not receivables, less 1.25% of Billings to account for outstanding/bad debt. City shall provide to Company the ainormt of the CRC fee prior to each Rate Year (begins on July 1 and ends on June 30). Company shaU remit this fee to City as set forth below.
B. Tinie and Method of Payment.
Company shall remit the CRC fee payments on or before the 20th day following the end of each quarter/ during the term of this Agreement. If the CRC fee is not paid on or before the 20th day following the end of the quarter, Company shall pay to City a service charge, and not as interest, in an amount equal to five percent of the amount owing for that quarter. Company shall pay an additional five percent service charge on any unpaid balance for each additional 30-day period the CRC fee remains unpaid.
Late payment service charges shall not be included in any revenue requirement.
Company agrees that the service charges contemplated by this section reasonably reflect the cost to City to process any delinquency calculations and notices, and to monitor Company's services, all in an effort to collect the delinquent CRC fees that, together with all other remedies afforded City under this Agreement (including any award of attorney's fees and costs)/ and in accordance with applicable laws, are intended to compensate City in any collection efforts in the event of Company s default in the payment of CRC fees.
Customer Service
4.2.1 Office Hours
Company office hours shall be/ at a minimum, from 8:00 a.m. to 5:00 p.m., Monday through Friday, excluding holidays, and from 8:00 a.m. to 12:00 p.m. on Saturday. A responsible and qualified representative of Company shall be available during office hours for communication with the public at the office. Normal office hour telephone numbers shall be a toll free call. Company's telephone system and number of representatives shall be adequate to handle the volume of calls typically experienced on August 26, 2019-74-City of Manhattan Beach - WM
the busiest days. A live operator shall answer calls placed during office hours within one minute of the initial ring. Company shall also maintain a toll free telephone number for use during other than normal business hours. Company shall have a representative, answering or message providing/receiving (voice-mail) service available at the after-hours telephone number. After-hours calls shall be responded to on the next Business Day.
Company shall provide City staff with the phone number or pager number of a live Person who may be reached 24 hours a day.
4.2.2 Missed Pick-ups
When notified of a missed pick-up. Company shall Collect the Trash/ Recyclable Materials, and/or Organics Waste the same day, if notified by 12:00 noon, otherwise by 5:00 p.m. of the following day, unless Company can provide documentation the Container was not placed for Collection in a timely manner. Evidence may include a report by the driver, provided at time of normal Collection, indicating no Container had been placed out for Collection. A summary of missed pickups shall be submitted to City monthly.
4.2.3 Coinplaint Docunientation
All service complaints shall be directed to Company. Daily logs of complaints concerning Collection of Solid Waste shall be retained for a minimum of 24 months and shall be available to City at all times upon request. A summary of complaints shall be submitted to City monthly.
Company shall log all complaints received by telephone and the log shall include the date and dme the complaint was received, name, address and telephone number of caller, description of complamt/ employee recording complaint and the action taken by Company to respond to and remedy complaint. All written Customer complaints and inquiries shall be date-stamped when received. All complaints shall be initially responded to within one Business Day of receipt. Company shall log action taken by Company to respond to and remedy all complaints.
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All Customer service records and logs kept by Company shall be available to City upon request and at no cost to City. City shall, at any time during regular Company business hours, have access to Company's Customer service department for purposes that may include monitoring the quality of Customer service or researching Customer complaints.
4.2.4 Resolution of Customer Complaints
Disputes between Company and its Customers regarding the services provided in accordance with this Agreement may be resolved by City. City's decision shall be final and binding.
Intervention by City is not a condition precedent to any rights or remedies third parties might otherwise have in any dispute with Company. Nothing in this section is intended to affect the remedies of third parties against Company. To the extent that remedies are warranted through this Agreement, this shall apply.
4.2.5 Government Liaison
Company shall designate in writing a "Government Liaison" who shall be responsible for working with City and/or City's designated representative (s) to resolve Customer complaints and assist with waste reduction programs. City shall have the right to approve Company's choice for a liaison.
The Government Liaison shall be the community relations liaison for Manhattan Beach business, residential, and school and municipal issues for continuous and consistent collaboration with City and Customers/ including his/her physical presence when requested or appropriate at schools/ businesses and business organizations/ community events. City Council meetings and workshops, et al.
4.2.6 Service Liaison
Company shall designate in writing a field supervisor (i.e., route manager) as the 'Service Liaison" who shall be responsible for working with City and/or City's designated representadve(s) to resolve Customer service related complaints, and //
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strategize with City on an on-going basis regarding more efficient Collection practices.
The Service Liaison will have daily presence in City and daily contact with City staff, and will coordinate with City's Engineering Department to coordinate Collection practices to accommodate City road projects. City shall have the right to approve Company's choice for a liaison.
4.2.7 Customer Service Liaison
Company shall designate a customer service representative to which City can direct customers that contact City with Solid Waste service questions. Customer Service Liaison will take responsibility for completing and closing out work orders within City's designated work order system. Company shall also designate customer service representatives dedicated to respond to Customer's questions regarding the contract transition.
4.2.8 School Outreach Liaison
Company shall designate a School Outreach Liaison to oversee and coordinate all waste reduction activities under Section 4.3.8 below.
4.2.9 Recycling Coach
Company shall designate a "Recycling Coach" who shall be responsible for conducting outreach, including but not limited to the following:
Conducts regular site surveys and works with Company staff to determine trash, organics, manure and recycling service levels while providing franchise-compliant recommendations on waste diversion strategy, waste management and recycling services, size and location of bins, and collection frequency.
•Actively manages customer reladonships and expectations by introducing and explaining services and the fee rate structure of the franchise contract to customers while regularly assisting them with their waste diversion goal- setting and decision-making processes, adding and arranging new services August 26, 2019-77-City of Manhattan Beach - WM
as needed, conducting on-site customer training programs, and resolving issues and objections during site visits.
Educates Customers and their employees on the importance of recycling, food rescue and resource recovery as well as all City, State, and Federal mandates, and works with customers to implement services, increase recycling and reduce contamination.
Design, present, and/or distribute customized recycling presentations, assemblies, workshops and education materials to schools, community groups, business owners, and employees.
Provide facility tours of the Azusa Recycling and Disposal Facility and CORe Organics Facility on an as needed basis.
Identifies potential organizations and partaiers involved with food rescue and resource recovery.
Cultivates and improves community partaierships by attending and participating in public events, organizational meetings and other programs on behalf of the company.
4.3 Education and Public Awareness
4.3.1 Manhattan Beach Zero Waste Outreach Program
Company acknowledges and agrees that educadon and public awareness are critical, key and essential elements of any efforts to significantly exceed AB 939 requirements.
Accordingly/ Company agrees to implement a public education plan, with strategies and timetables, to expand public and Customer awareness concerning the need to and methods of reducing/ reusing and recycling Solid Waste. Company will provide and distribute Zero Waste literature in the form of online resources, web-ads, fliers, cards, magnets or other methods acceptable to City. Any oufareach material utilizing paper, provided and distributed by Company, shall be made from recycled-content paper and must be labeled "Printed on Recycled Paper" on the outreach material. Company shall August 26, 2019-78-City of Manhattan Beach - WM
cooperate fully with City in this regard. Company shall submit the public education plan for review by City at least 60 days prior to the Commencement Date of the Agreement. The approved public education plan shall be incorporated as Exhibit 2 into this Agreement.
Company shall maintain its own program of providing information relevant to billing and Solid Waste services, issues and needs, to all of its Customers. Company shaU assist City in maintaining its Multi-Family mailing list for all Multi-Family dwelling units by reporting changes in Multi-Family Customers and providing addresses of each new or eliminated dwelling unit to City. All public education materials shall be approved in advance by City. All printed materials shall be printed on recycled paper.
4.3.2 Implementation and On-going Education Requirements Company will provide a minimum of the following public education items to be developed at Company's expense and distributed, after City approval/ as indicated below:
Initial Cart Selection Mailing - Company shall prepare and distribute the notification described in Section 3.7.1.1 to all Residential Cart Customers.
Pre-Roll-Out Mailing - At least 30 days prior to the Commencement Date, Company will prepare and mail, using City-provided labels, an initial mailing to Residential and Commercial Customers explaining the transition from the existing programs to the new programs. The maUing will describe program changes, route changes, dates of program implementation, and other necessary information. For Residential Cart Customers/ this mailing will be in addition to the initial mailing requesting Cart Customers to select Cart sizes and numbers. •Web-based Program Catalogue - Company shall be required to develop and provide updated information details for each program to City in an "e-book" or //e-magazine" format, or a dedicated website for City programs, or an alternative format only if approved in advance by City (not PDF), ready for addition to August 26, 2019-79-City of Manhattan Beach - WM
City's and Company's websites. Company shall update this based on any program, service or date changes.
Instructional Packet Accompanying Company-Provided Containers - An information packet shall be attached to each set of Carts distributed to a Customer. Packet should describe available services, including how to place Carts for Collection/ which materials should be placed in each Cart/ Collecdon holidays/ and a Customer service phone number.
Semi-Annual Brochures - The semi-annual brochure shall be four pages, and in full color informing Customers of how to use available services, including holiday collection schedules and customer services numbers. Twice per year, two separate brochures shall be developed: one for Residential Customers, and one for Commercial and Industrial Customers. These brochures shall be prepared and direct-mailed by Company twice per year (total of four brochures per year) for each year in which this Agreement is in effect, using City-provided mailing labels.
Quarterly Notices - Company is responsible for preparing notices promoting and explaining programs (such as Recycling, Green Waste, Holiday Tree and Bulky Item Collections, free Commercial Recycling, and proper Household Hazardous Waste Disposal) and Collection schedules, including holiday schedules, at least quarterly to all Customers/ at City's request and with City's review and approval of the materials. Notices will be mailed by City with customer's bills, if size of the item and time permits. Otherwise/ mailing using mailing labels from City is Company's responsibility.
Annual Notifications of Commercial Recycling Services - Company will provide all Bin Customers with notification and description of the Commercial Recycling program available to them. Notification will be mailed by City with customer's bills/ if size of the item and time permits. Otherwise, mailing using mailing labels from City is Company's responsibility.
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Corrective Action Notice - For use in instances where the Customer sets out inappropriate materials.
Company Representative - Company shall provide a representative able to visit civic groups/ school assemblies, homeowners' associations, building managers, the Chamber of Commerce, and Commercial businesses to promote and explain the Recycling programs/ and participate in demonstrations, parades and civic events.
SB 1383 Education and Outreach - Company shall provide additional educadon and outreach m accordance with the CalRecycle requirements under SB 1383.
All brochures, mailings, and other educational materials are to be approved by City in advance of distribution, and shall not bear City seal unless otherwise approved by City.
Any outa-each material utilizing paper provided and distributed by Company shall be made from recycled-content paper and must be labeled "Printed on Recycled Paper" on the outreach material.
4.3.3 Contract Launch Campaign
In addition to Initial Mailings, Web-Based Programs Catalogue and Instructional Packets required under Section 4.3.2 above/ prior to inidation of services under this Agreement, Company will conduct a minimum of two residential public workshops, with at least one on a weekend, and present at a Chamber of Commerce meeting/event describing program changes, route changes, dates of program implementation/ and other necessary information. Company will display new Carts to be distributed.
Residential workshops shall be conducted at a facility to be determined by City.
4.3.4 Zero Waste Community Events
At the direction of City, Company shaU participate in and promote Recycling, zero waste/ waste reducdon, and other diversion techniques at City Owned/Managed Events. Such participation would normally include providing/ without cost to City, educational information promoting the goals of City's Zero Waste programs.
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4.3.5 Use of "Manhattan Beach Recycles" Program Name
The program name "Manhattan Beach Recycles" refers to all Solid Waste management services available to the residents of City. This name is the exclusive property of City.
City confers a revocable license to Company to use "Manhattan Beach Recycles" to help people identify with the civic pride and environmental good of responsibly managing solid waste. Company's use of the name does not relieve Company of its ownership of its operations, any consequences of its actions, nor obligations under this Agreement.
Company's use of the name is not to be construed as constihiting an arrangement by City for the Disposal of Solid Waste, nor to create an agency relationship.
4.3.6 Multi-Family Recycling Ouh'each Program
Company shall provide in-unit Recycling Containers to each Multi-Family Bin Customer Dwelling Unit upon request of individual Dwelling Unit, property owner or manager. In-unit Containers shall be hot stamped or labeled with items that may be placed in the Recycling Container, and shall not carry Company's logo and shall become the property of City upon distribution. City's logo may be used. Company will provide all property managers and Residents with Bin service with Recycling program guidelines, posters to be placed in laundry rooms. Trash/recyclable Container enclosures and other community areas at each building, and other outreach materials tailored to Muld-Family Bin Customer service. Company shall contact each Multi- Family Customer building owner or property manager for Customers not subscribing to Recycling service within six months of the start of service under this Agreement in an effort to implement recycling programs with an emphasis on Zero Waste, provide educational materials, and to train owners/managers in how to work with tenants to Recycle. Company shall provide each building owner and property manager with welcome packets for owners/managers to provide to each new resident upon move-in; packets will include information on what should be placed in the recyclables Containers.
Company shall prepare and mail a brochure with recycled content and labeled "Made from Recycled Paper" at least once per year to each Multi-Family Dwelling unit that August 26, 2019-82-City of Manhattan Beach - WM
does not individually receive semi-annual and quarterly notices under Section 4.3.2.
The brochure shall describe all Solid Waste programs and holiday schedules as they apply to Multi-Family Cart Customers and to Residential Bin Customers.
Company commits a minimum of 400 hours of Company staff/ or third-party contractor, time per year towards meeting Multi-Family outa-each efforts as described in this section. Company meetings with internal staff and/or City cannot be used as part of the 400 -hour commitment.
4.3.7 Commercial Outreach Recognition Program
Company commits a minimum of 600 hours of Company staff, or third-party contractor, time per year towards meeting Commercial outreach efforts as described in this section.
Green Business Certificadon Program
Company will work with City, the Chamber of Commerce, the Downtown Manhattan Beach Business Association, and the North End Business Improvement District to cerdfy and recognize Manhattan Beach businesses making sustainable changes to business practices to become a Zero Waste Business through the California Green Business Network (CAGBN) of which City is a member. Company will create a standard outreach material piece for canvasing and distribution annually and the program must be promoted on the Company's website for City. The program manager shall be selected by City at the Company's expense. The program manager will be responsible for a minimum of 100 hours annually toward this program and achieve at minimum of 10 newly certified businesses and 5 recertification's annually. These hours can be utilized as part of the Commercial Outreach Hours required in Section 4.3.7 (Commercial Outreach Recognition Program). Both the hours logged hours and the names of the businesses new certified and recertified will be included in the hauler s monthly repordng to City. Staff meetings between the program manager and City or Company cannot be included toward the 100 minimum hours/ only hours specifically reaching out, working with, and certifying or recertifying businesses are applicable August 26, 2019-83-City of Manhattan Beach - WM
toward the 100 hour annual minimum. The California Green Business Program will promote the following:
Reduce solid waste disposal and promote recycling;
•Become energy and water efficient;
•
Purchase products that are less harmful to human health and the environment; Minimize pollution contributions;
Help improve indoor air quality and reduce smog formation; and, Educate businesses and their customers and employees about green business practices.
To participate, businesses must be located within the City and complete a CAGBN checklist of essential criteria and a third-party audit will be performed by the program manager and participating utility partners.
Awards will be presented annually at an event. City Council meeting or award ceremony to be mutually agreed upon by City and Company. Company will provide selected businesses with an award to be mutually agreed upon by City and Company.
The program shall be provided at no additional charge.
Zero Waste Green Works - Promoting Recycling at the Work Place Company will provide businesses with recycled-content prizes such as reusable water bottles, reusable grocery bags, and/or other incentives for managers to provide to employees who contribute to the business' Zero Waste green program.
Company will provide business managers with promotional information, flyers and instructional posters made from recycled paper and labeled "Made from Recycled Paper" to implement a comprehensive waste reduction and recycling program, including information on what cannot be placed in the recycling container (i.e., HHW).
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Company shall provide initial and on-going consultation and support to businesses who request it to ensure long term success of their businesses' waste reduction and recycling program.
4.3.8 School Zero Waste Outreach Program
Company shall provide the following services to all City schools, including the Manhattan Beach Unified School District, preschool centers/ and private schools, to promote waste reduction. The following programs will be implemented by Company to the fullest extent possible, based on the individual school's willingness to participate.
Classroom, lunch area, cafeteria, and administarative Recycling Containers and Organics Waste Containers to be provided and replaced as needed; Source separated Recyclables and Organics Waste shall be Collected from the schools at no charge;
Conduct a minimum of one assembly promoting Recycling at each school in City each year;
J '
•
Education and training on proper Recycling and waste reduction techniques to students and teachers and web-based resources for the disfa"ict and schools' websites;
A kickoff event at the beginning of each school year for schools that request it as well as end of school year recycling programs as requested; Provide school assemblies and classroom presentations, including composting classes, aimed at educating and promoting recycling at school and home; Provide training and ongoing consultation of proper waste reduction techniques for school staff and volunteers;
Create an annual awards and incentive programs to promote on-campus sustainability program;
August 26, 2019-85-City of Manhattan Beach - WM
Conduct annual CRV fundraising campaigns;
Proper signage for all school sites;
Provide teachers with sample lesson plans and activity sheets made from recycled paper and labeled "Made from Recycled Paper" on relevant topics on an as requested basis; and,
Contact each school at least once per semester to offer all services included in this section. City or the school may request that more frequent contacts be made.
Records of contact attempts shall be retained and submitted to City annually.
Records shall include name and posidon of person contacted, date and time of contact, and, if contact declines to conduct an assembly and participate in the other services offered under this section, the reason for decline. To enhance the likelihood of conducing assemblies and providing other Recycling support at schools/ Company shall make an effort to work with other organizations promoting Recycling and environmental education in schools.
If requested. Company will work with school administration, parent volunteers, and janitorial staff to review current Recycling practices and look for opportunides for program enhancement. Company will provide follow-up with school management/ janitorial staff, faculty and student volunteers to ensure that improved Recycling and waste reduction techniques have been implemented.
Company commits a minimum of 500 hours of Company staff/ or third-party contractor, time per year towards meeting school outreach efforts as described in this secdon. Time allocated to contacting schools to offer programs shall not be counted towards minimum.
Re-Use Lunch Kits - Company shall provide reusable lunch kits to each first grader in the Manhattan Beach Unified School District each year. Company will purchase these kits from a local company approved by City to support the local economy. These kits shall be provided at no additional cost.
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4.3.9 Mandatory Compliance and Outreach for State Regulations Company shall assist City in gathering required Customer data, performing site visits, public outreach, and other requirements in order to comply with State requirements and regulations such as Mandatory Commercial Recycling and Mandatory Organics Recycling, and control of short-lived climate pollutants. The parties acknowledge that CalRecycle is in the process of implementing SB 1383 (Public Resources Code Section 42652 et seq.), which establishes targets to achieve a 50 percent reduction in the level of the statewide disposal of Organic Waste from the 2014 level by 2020 and a 75 percent reduction by 2025. The law grants CalRecycle the regulatory authority required to achieve the organic waste disposal reduction targets and establishes an additional target that not less than 20 percent of currently disposed edible food is recovered for human consumption by 2025. Company commits a minimum of 400 hours of Company staff, or third-party contractor, time per year towards meeting mandatory compliance and outreach for State regulations. Company meetings with internal staff and/or City cannot be used as part of the 400 -hour commitment. The 400-hour niinimum commitment for State Regulations is separate from the 600-hour commitment mentioned in Section 4.3.7.
4.3.10 Reallocation of Hours
Company may request approval from City to reallocate the minimum guaranteed hours among the three sectors, Multi-Family, Commercial and School outreach. Upon advance written approval from City, approval over which City has sole discretion, Company may reallocate hours.
4.3.11 Recycling and Take-Back Programs
Manhattan Beach City Staff Programs - Company will support City staff programs that support waste reduction such as beach cleanups, composting classes, and supply donations of gloves, bags and give-a-way items.
Plastic Bag/Film - Company shall establish a plastic-bag take back collection program at a minimum of two grocery stores within the City, at no additional cost. Company is August 26, 2019-87-City of Manhattan Beach - WM
responsible for the collecting, baling/ and recycling of the material. Tonnage collected under this program will be reported as a separate line item in the monthly report to City.
Shred Event - Company will promote and conduct a shred day four times per year, whereby Residents and businesses can deliver paper for confidential shredding. Each Residential household or Business is entitled to deliver up to three banker boxes of paper (with each box dimension up to 24// x 15" x 10"). Company may accept additional quantities exceeding this amount at the Company's discretion (with City staff approval). Company must provide onsite and offsite trucks at event so that if the onsite shredding truck fills up during event hours there is a truck accepting offsite shredding documents for participadon. Each shred event must take place within the City limits and for a minimum of three consecutive hours.
Synthetic Carpet Program - Company will offer a curbside program whereby Company will Collect and Recycle synthetic carpet, cut and rolled for Collection by one driver from Customer's Residential or Commercial premises. In addition. City has the option to request that Company provide a locked storage Container at a City facility for Customers to drop-off synthetic carpet. This program will be provided at no additional cost to City or ratepayer.
Donation Box - If requested by City/ Company will place a tamper-free donation box at a City facility for Customers to drop off donation items to be determined by City and Company at the time of project implementation. Company will Collect donations for redistribution. City staff would be responsible for accepting donations and calling for Company pickup if City requests this service. Company will track and report tonnage diverted and disposed through this program.
Textiles/Clothing- Company may promote and conduct an annual Halloween costume donation/exchange event/ and an annual shoe donation collection event. Company will arrange for the reuse of these items.
Take-Back Program Assistance - Company shall assist in promoting take-back programs within the City.
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4.3.12 Construction Waste Disposal Assistance
Company will provide consultations to contractors requesting Construction and Demolition Waste services on earning points towards LEED certification.
4.4 Waste Generation/Characterization Studies
Company acknowledges that City must perform Solid Waste generadon and Disposal characterization shidies periodically to comply with the requirements of AB 939.
Company agrees to participate and cooperate with City and its agents and to accomplish studies and data collection and prepare reports, as needed and directed by City, to determine weights and volumes of Solid Waste Collected and characterize Solid Waste generated, disposed, transformed, diverted or otherwise handled/processed, by Customer type (Single Family, Multi-Family, Commercial), to satisfy the requirements of AB 939. Company will at its sole expense conduct such a waste generadon and characterization study upon request of City or reimburse City its actual costs to contract for a third-party to perform a waste generation/characterization study, but not more than once every two years.
4.5 Grant Writing
Company will assist City with grants by actively seeking, writing, and managing grants, and reporting grant funds at no additional cost.
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5.1 5.2
ARTICLE 5
COMPANY COMPENSATION AND RATES
General
The Company Compensation provided for in this Article shall be the full, entire and complete compensation due to Company pursuant to this Agreement for all services, labor, equipment, materials and supplies, taxes, insurance, bonds, overhead. Disposal, transfer, profit and all other things necessary to perform all the services required and reasonably anticipated by this Agreement in the manner and at the times prescribed.
Company will perform the responsibilides and duties described in this Agreement in consideration of the right to receive compensation for services rendered at rates that do not exceed maximum rates fixed by City from time-to-time.
Initial Rates
The maximum rates shown in Exhibit 3 are the rates proposed by the Company and are valid through June 30, 2020. The start of service is scheduled for July 1, 2020. Therefore/ the rates in Exhibit 3 will be adjusted prior to the start of service/ to be effective July 1, 2020, using the procedure described in Section 5.3. Company will provide the services required by this Agreement, receiving no more than Company Compensation authorized by Exhibit 3, except as provided herein and in Section 5.3.
5.3 Schedule of Future Adjustments
Beginning with the Rate Year commencing on July 1, 2020, and for all subsequent Rate Years/ Company may request an annual adjustanent to the Company Compensation for all rate categories shown m Exhibit 3, based on the method of adjustment described in Section 5.4. Company shall submit its request in writing, to be received by City via personal delivery or certified mail, at least 90 days prior to the start of the new Rate Year. Failure to submit a written request at least 90 days prior to the start of the new Rate Year shall result in Company waiving the right to request such an increase for the subsequent year.
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City may, at its discretion/ decrease the rates m accordance with Section 5.4 in the event that the rate adjustment formula produces a decline. If any rates would decline based upon Section 5.4 calculations and a rate decrease is not implemented/ the subsequent rate adjustment shall be based upon the average changes in indices since the previous rate adjustment instead of the average change over the prior year.
The rate adjustments shall apply to the Company Compensation rates included in Exhibit 3.
5.4 Method of Adjustments
5.4.1 General
For Rate Years beginning July 1, 2020, Company may request an adjustment to Company Compensadon for all rate categories included in Exhibit 3 according to the method described below and the formulas shown in Exhibit 4, subject to review and approval of City. All fuhire adjustments are to be effective July 1 of the same year, subject to the provisions of Section 2.8.
5.4.2 Rate Adjustment Calculation
The approved Company Compensation shall be based upon the percentage change in the average annual published Consumer Price Index ("CPI"), for Trash and Garbage Collecdon (CUUROOOOSEHG02), U.S. City average, as published by the United States Department of Labor, Bureau of Labor Statistics, befriveen the calendar year ended the December prior to the Rate Year anniversary date, and the calendar year ended the prior December. For example, for the first rate increase effective July I/ 2020, the change in indices shall be measured as the percentage change from the average of the monthly indices for calendar year 2018 to the average of the monthly indices for calendar year 2019. An example calculation is included in Exhibit 4. If the index is discontinued, an alternative index must be approved by the City Manager.
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5.5 Extraordinary Adjustments
Company may request an adjusta-nent to maximum rates at reasonable times other than that allowed under Section 5.3 and 5.4 of this Agreement in the event of extraordinary changes in the cost of providing service under this Agreement. Extraordinary rate adjustments may be requested no more than once per year, and if approved, will be implemented at the same time as the next regularly scheduled rate adjustanent under Section 5.4 effective July 1. . No adjustments may be made for inaccurate estimates by Company of its proposed cost of operations, unionization of Company's workforce, change in v^age rates or employee benefits, or the implementation or discontinuation of mandatory Recycling requirements.
City will permit an adjustment to the rate based on an increase or decrease in a direct per ton surcharge assessed at the Disposal site or transfer station by federal. State or local regulatory agencies after the Effective Date of this Agreement, to the extent the percentage change in these adjusfanents exceed the cumulative percentage change in the total rate granted under Section 5.4 since the Commencement Date.
For each request for an adjustment to the maximum rates that Company may charge Customers brought pursuant to this section. Company shall prepare a schedule documenting the extraordinary costs. Such request shall be prepared in a form acceptable to City with support for assumptions made by Con-ipany in preparing the estimate. Company shall also submit a schedule showing how its total costs and total revenues have changed over the past three years for the services provided under this Agreement. City may request a copy of Company's annual financial statements in connection with City's review of Company's rate adjustment request. City may review toimage reports and all other applicable documentadon to determine the accuracy of the rate adjustment request, including the tonnage to which it applies, the impact on Customer rates, and any other issues City determines to be relevant to this review.
City shall review Company's request and, in City's sole judgment and absolute discretion, make the final determination as to whether an adjustanent to the maximum rates will be made, and, if an adjustment is permitted, the appropriate amount of the August 26, 2019-92-City of Manhattan Beach - WM
adjustment, subject to the provisions of Section 2.8. City may consider increases or decreases in Company's total revenues and total cost of services when reviewing an extraordinary rate adjustment request.
In the event the City requires changed or additional services, additional reporting, use of a particular Disposal site or processing Facility/ or change to the City s Municipal Code affecting Company's operations, the Company shall be entitled to request a rate adjustment for increased costs arising out of the City's actions.
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ARTICLE 6
REVIEW OF SERVICES AND PERFORMANCE
6.1 Performance Hearing
City may hold a public hearing on or about the two -year anniversary of the Commencement Date, and annually thereafter, at which time Company shall be present and shall participate, to review the Solid Waste Collection, source reduction, processing and other diversion services and overall performance. The purpose of the hearing is to provide for a discussion and review of technological, economic, and regulatory changes in Collection, source reduction. Recycling, processing and Disposal to achieve a condnuing, advanced Solid Waste Collection/ source reduction and Recycling and Disposal system; and to ensure services are being provided with adequate quality/ effectiveness and economy.
Forty-five days after receiving notice from City of a Solid Waste Services and Performance Review Hearing, Company shall, at a minimum, submit a report to City indicating the following:
a) Recommended changes and/or new services to improve City s ability to significantly exceed the goals of AB 939 and to contain costs and minimize impacts on rates.
b) Any specific plans for provision of changed or new services by Company. c) Results of the most recent route audit as described in Section 3.13.
The reports required by this Agreement regarding Customer complaints shall be used as one basis for review. Company may submit other relevant performance information and reports for consideration. City may request Company to submit specific information for the hearing. In addition, any Customer may submit comments or complaints during or before the hearing, either orally or in writing, and these shall be considered.
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Topics for discussion and review at the Solid Waste Services and Performance Review Hearing shall include/ but shall not be limited to, services provided, route audit results, feasibility of providing new services, applicadon of new technologies. Customer complaints, amendments to this Agreement, developments in the law, new initiatives for significantly exceeding AB 939's goals, regulatory constraints, and Company's performance. City and Company may each select additional topics for discussion at any Solid Waste Services and Performance Review Hearing.
Not later than 60 days after the conclusion of each Solid Waste Services and Performance Review Hearing, City may issue a report. As a result of the review. City may require Company to provide expanded or new services within a reasonable time and for reasonable rates and compensation; and City may direct or take corrective actions for any performance inadequacies.
6.2 Performance Satisfaction Survey
If requested by City, Company will create and conduct a survey at Company's expense in preparation for any Solid Waste Services and Performance Review Meeting held pursuant to Section 7.1. City shall notify Company of its desire for such a survey at least 90 days in advance of the Solid Waste Services and Performance Review Meeting.
The purpose of the survey is to determine Customer satisfaction with current Collection services and Customer service provided by Company. The Survey will be distributed to a minimum of ten percent of the Residendal Customers and ten percent of the Commercial Customers, selected at random. City may instruct Company to send out separate Single Family and Multiple-Family/Coinniercial surveys. Company shall obtain City's approval of each survey's content, format, and mailing list prior to its distribution. City may choose to write or re-write the survey. City may require that Company have Customer responses to the survey returned directly to City. The survey results shall be made available to City 30 days prior to the Solid Waste Services and Performance Review Meeting.
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ARTICLE 7
RECORDS, REPORTS AND INFORMATION REQUIREMENTS
7.1 General
Company shall maintain such accounting, statistical and other records related to its performance under this Agreement as shall be necessary to develop the financial statements and other reports required by this Agreement. Also/ Company agrees to conduct data collection, information and record keeping, and reporting activities needed to comply with Applicable Laws and regulation and to meet the reporting and Solid Waste program management needs of City, and in pardcular, reporting obligations imposed by AB 939. To this extent, such requirements set out in this and other Articles of this Agreement shall not be considered limiting or necessarily complete. In particular, this Article is intended to only highlight the general nature of records and reports and is not meant to define exactly what the records and reports are to be and their content. Further, with the written direction or approval of City, the records and reports to be maintained and provided by Company in accordance with this and other Articles of the Agreement shall be adjusted in number, format, or frequency.
7.2 Records
7.2.1 General
Company shall maintain records required to conduct its operations, to support requests it may make to City, and to respond to requests from City in the conduct of City business. Adequate record security shall be maintained to preserve records from events that can be reasonably anticipated such as a fire, theft and earthquake. Electronically maintained data/records shall be protected and backed up. All records shall be maintained for five years, and the last five years of records shall be mamtamed for an additional three years after the expiration of this Agreement.
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Company agrees that its records and any of all its affiliates or subcontractors conducting operations addressed in this Agreement shall be provided or made available to City and its official representatives during normal business hours. City may review or utilize any of the records described in this section for any purpose whatsoever. Failure to provide the records may be considered a material breach of this Agreement.
7.2.2 Financial Records
Financial records shall be maintained and expense and revenue information for City shall be segregated from other areas served by Company.
7.2.3 Solid Waste Service Records
Records shall be maintained by Company for City relating to:
a) Customer services and billing (for limited services billed by Company); b) Routes;
c) Facilities, equipment and personnel used;
d) Complaints;
e) Missed pickups;
f) Number of Trash/ Recycling, and Organics Waste Containers/ both Residential and Commercial;
g) Tons Collected, processed, diverted, and disposed by type of service, waste stream and Customer; and,
h) Weight of each Recyclable Material recovered at a MRF, if one is utilized.
7.2.4 CERCLA Defense Records
City views the ability to defend against the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), State Hazardous Substance Law, and related litigadon as a matter of great importance. For this reason. City regards the August 26, 2019-97-City of Manhattan Beach - WM
ability to prove where Solid Waste Collected in the City was taken for Disposal, as well as where it was not taken/ to be matters of concern. Company shall maintain data retention and preservadon systems which can establish where Solid Waste Collected in the City was landfilled (and therefore establish where it was not landfilled) and provide a copy of the reports required in Section 7.3 for five years after the term during which Collection services are to be provided pursuant to this Agreement, or to provide copies of such records to City. Company shall continue to retain records required to be retained under the previous agreement in accordance with this section for five years after the term during which Collection services are to be provided pursuant to this Agreement. Company agrees to notify City's Risk Manager and City Attorney at least 90 days before destroying such records. This provision shall survive the expiration of the period during which Collection services are to be provided under this Agreement.
7.2.5 Other Programs' Records
Records for other programs shall be tailored to specific needs. In general, they shall include:
a) Plans, tasks, and milestones; and,
b) Accomplishments in terms such as dates, activities conducted, quantities of products used, produced or distributed/ and numbers of participants and responses.
7.2.6 Biennial Audit
Company shall fund biennial audits as described below. The scope of the audit and auditing party will be determined by City. The scope of the audit may include and is limited to compliance with terms of this Agreement/ Customer service levels and Billing/ fee payments, gross receipts, tonnage, calculation of Customer Recycling rebates under Section 3.2.7/ and verification of Diversion rate. The first audit to be performed after July 1, 2021, will be based on Company's reports and records for the period from the start of the Agreement through June 30, 2021, and may be conducted as soon as relevant data, such as tonnage, is available. Audits will be performed every other year August 26, 2019-98-City of Manhattan Beach - WM
thereafter (the biennial audit). City's Public Works Director shall select the auditor and manage the audit, and Company shall pay the auditor's invoice, up to $80,000.00 for the first audit, and $50,000.00 for each subsequent biennial audit in 2020 dollars. The $50,000.00 amount in subsequent years shall be increased annually by the change in CPI from June 2020 to the June CPI index preceding the audit. For example, the cost of the first audit would be $80,000. The second audit, to be performed after June 30, 2023, would be calculated as follows:
June 2023 CPI
June 2020 CPI
x $50,000
City has the option to audit Company's operations, services, and Billings as provided above. Should such an audit disclose that two percent or more of the Customers' actual service levels based on field inspections differ from the service levels recorded at City for the period under review due to Company's failure to properly and promptly notify City of service level or other Customer changes. City may recover its audit costs from Company.
City acknowledges certain records and reports of Company provided to City as part of an audit may be proprietary and confidential. Company shall mark as "Confidential" all records and reports provided to City that Company asserts are proprietary and confidential. City will endeavor to maintain the confidentiality of all confidential information provided by Company. Company acknowledges that City is subject to the California Public Records Act. City will provide Company notice of public records requests for records or reports Company has identified as confidential and will hold the release of such records or reports for a reasonable period of time (to the extent permitted by the Public Records Act) to allow Company to seek a protective order from a court of competent jurisdiction.
7.2.7 Payments and Refunds
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Should an audit disclose that the City Recovery Cost fees payable by the Company were underpaid or that Customers were overcharged for the period under review, Company shall pay to City any underpayment of City Recovery Cost fees and/or refund to Company's Customers any overcharges within thirty (30) days following the date of the audit. Undercharges shall not be billed in arrears for more than ninety (90) days of service, with any remaining undercharges absorbed by Company. Should an audit disclose that City Recovery Cost fees were overpaid/ City may credit such amounts against future City Recovery Cost fees payable by Company.
7.3 Reports
7.3.1 Report Formats and Schedule
Records shall be maintained in forms and by methods that facilitate flexible use of data contained in them to structure reports, as needed. Reports are intended to compile recorded data into useful forms of information that can be used to, among other things:
a) Determine and set rates and evaluate the efficiency of operations; b) Evaluate past and expected progress towards significantly exceeding AB 939 goals and objectives;
c) Determine needs for adjustment to programs; and/
d) Evaluate Customer service and complaints.
Company may propose report formats that are responsive to the objectives and audiences for each report. The format of each report requires approval by City. The Company agrees to submit all reports on computer discs or by electronic means in a format compatible with City's software/computers at no additional charge, if requested by City. Company will provide a certification statement/ under penalty of perjury, by an authorized Company official, that the report being submitted is true and correct.
Monthly reports shall be submitted within 20 calendar days after the end of each month. Quarterly reports shall be submitted within 20 calendar days after the end of the calendar quarter. If requested, Con-ipany's complaint summary, described in August 26, 2019-100-City of Manhattan Beach - WM
Section 7.3.3 (a), shall be sent to the Public Works Director within five days of request.
Annual reports shall be submitted before January 31 following the repordng year.
All reports shall be submitted electronically to City, as directed, and to:
Public Works Director (or designated representative)
Department of Public Works
3621 Bell Avenue
Manhattan Beach, CA 90266
7.3.2 Monthly Reports
The information listed shall be the minimum reported:
a) Solid Waste Collected by Company for each month, sorted by type of solid Waste (Trash, Recycling, Green Waste, Food Waste, tonnage recovered through the processing of mixed waste) and type of Customer (Residential Cart, Bin and Commercial Cart Service, Roll-off) in tons, and the facilities where the tons were processed or disposed. Bulky Waste items shall be separately reported. b) Detailed Customer billing information/ including Customer accounts, service levels, and billed rates via Excel format.
c) Materials Recovered. Statement showing kinds of material and quantity sold (in tons).
d) Narradve summary of problems encountered (including scavenging) and actions taken with recommendations for City, as appropriate.
e) Warning notices issued for contaminated Recyclable Materials and Green Waste Containers.
f) Number of Residential and Commercial Food Waste Diversion Program Participants, if applicable.
g) Commercial tons processed and recovered through Commercial mixed waste processing.
h) HHW Collected.
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i) Summary of missed pickups per Section 4.2.2.
]) Summary of complaints per Section 4.2.3.
k) Report of contacts, visits and results of Multi-Family Customer visits in accordance with Secdon 4.3.6.
1) Bulky item collection report stating number of items collected, reused, recycled, and landfilled, in accordance with Section 3.1.5.
m) Commercial recycling site visits summary, including the name and address of Customer, the date of the visit and the contact name and phone number, demonstrating that the required visits have been made, and reason provided for not establishing a recycling program, in accordance with Section 3.2.2. n) List of Commercial and Multi-Family Customers that do and do not participate in an organics program, whether the Organics program is provided by Company or another party/ and whether the program is for Food Waste or Green Waste (such as a landscaper that composts or otherwise diverts Organic Waste); o) Which Customers are required to participate in an Organics Recycling program per Public Resources Code Section 42649.81;
p) Commercial and Multi-Family Customers participating in food recovery programs;
q) Commercial and Multi-Family Customers using third-party recycling; and, r) Mandatory Commercial Recycling MCR and Mandatory Organics Recycling (MORe) Acdvities Worksheet in the form attached as Exhibit 10, and any fuhire SB 1383 worksheets provided by CalRecycle.
s) Additional information that may be requested by CalRecycle or City related to Recycling and Orgarucs programs, includmg but not limited to compliance activities related to SB 1383.
t) Number of loads rejected for processing per Section 3.6.4.
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7.3.3 Quarterly Reports
The quarterly report should contain at a minimum the information required in the monthly report and the following:
a) Complaint summary for the quarter summarized by nahire of complaints on a compatible computer disc.
b) Copies of promotional and public education materials sent during the quarter. c) Other information or reports that City may reasonably request or require. d) Tons Collected from City Facilides and litter Containers. e) List of Commercial Customers actively participating in Recycling and Organics programs with Company, and their service levels.
7.3.4 Annual Report
The Annual Report is to be essentially in the form and content of the monthly and quarterly reports combined, but shall also include:
a) A complete inventory of equipment used to provide all services (such as vehicles and Containers by size and waste stream type Container is used for). b) Results of route audits, including a summary of the number of Bins by size and service level. Cart counts by size (20-, 35-, 65-, or 95-gallon) and type of service (Trash/ Recycling, Green Waste/ and Residential versus Commercial), and Roll- off Box pulls per month by material type.
c) CERCLA Defense records required under Section 7.2.4. d) General information about Company, including a list of officers and members of its board of directors, most recent annual report and other periodic public financial reports of Company and its subsidiaries and affiliates, and of other entities that may perform services under this Agreement, as City may request. e) Copy of Hazardous Waste diversion records showing types and quantities, if any, of Hazardous Waste that was inadvertently Collected, but diverted from landfilling.
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f) Number of routes and route hours per day by type of service. g) List of customers and service levels of the customers participating in the MCR programs in compliance with MCR Requirements, and list of customers and service levels not in compliance with MCR Requireinents. h) List of customers and service levels of the customers participating m the MORe programs in compliance with MORe Requirements, and list of customers and service levels not in compliance with MORe Requirements. i) Dates and details of site visits to customers not in compliance with MCR, MORe, or SB 1383 Requirements.
7.3.5 Financial Report
City may/ at City's option, request Company's financial reports/statements for the most recently completed fiscal year in connection with Company's performance or obligations under this Agreement/ including a rate adjustment/ performance audit, billing audit/ or verification of other information required under this Agreement.
Financial statements shall include a supplemental combining schedule showing Company's results of operadons, including the specific revenues and expenses in connection with the operations provided for in this Agreement, separated from others included in such financial statements. The financial statements and foofa-iotes shall be prepared in accordance with Generally Accepted Accounting Principles ( GAAP ) and audited, in accordance with Generally Accepted Auditing Standards ("GAAS ) by a certified public accountant ("CPA") licensed (in good standing) to practice public accounting in the State of California as determined by the State of California Department of Consumer Affairs Board of Accountancy. The cost for preparation of the financial statements and audit shall be borne by Company as a direct cost of service.
Company may provide to City the supplemental schedule on a compiled basis.
Company shall, in its agreement with the CPA preparing the audit above, have its CPA make available to City (or City's designated representative) such CPA/s working papers related to the audit. The cost, if any, incurred by Company's CPA shall be included in the cost of the audit.
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At City's request. Company shall provide City with copies of working papers or other documentation deemed relevant by City relating to information shown in the disclosure letter. The disclosure letter shall be provided to City.
7.4 Adverse Information
A. Reporting Adverse Information. Company shaU provide City two copies (one to the City Manager and one to the City Attorney) of all reports, pleadings/ applications/ notifications. Notices of Violation, communications or other material relating specifically to Company's performance of services pursuant to this Agreement, submitted by Company to, or received by Company from, the United States or California Environmental Protection Agency, CalRecycle, the Securides and Exchange Commission or any other federal, State or local agency, including any federal or State court. Copies shall be submitted to City simultaneously with Company's filing or submission of such matters with the agencies. Company's routine correspondence to the agencies need not be routinely submitted to City, but shall be made available to City promptly upon City's written request.
B. Failure to Report. The refusal or failure of Company to file any required reports, or to provide required information to City/ or the inclusion of any materially false or misleading statement or representation by Company in such report shall be deemed a material breach of this Agreement as described in Article 10 and shall subject Company to all remedies which are available to City under this Agreement or otherwise.
7.5 Right to Inspect Records
City shall have the right to inspect or review the specific documents or records required expressly or by inference pursuant to this Agreement, or any other similar records or reports of Company or its related party entities that City shall deem, in its sole discretion/ necessary to evaluate annual reports, compensation applications provided for in this Agreement and Company's performance provided for in this Agreement.
Failure to make such records readily available shall be deemed a material breach of this Agreement. The provisions protecting confidentiality set forth in Section 7.2.6 apply to the records made available pursuant to this Secdon.
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ARTICLE 8
INDEMNIFICATION, INSURANCE AND BONDS
8.1 Indemnification
Company hereby agrees to and shall indemnify and hold harmless City, its elected and appointed boards, commissions, officers, employees/ and agents (collectively, "Indemnitees") from and against any and all loss, liability, penalty, forfeiture, claim, demand, action, proceeding or suit in law or equity of any and every kind and description (including, but not limited to/ injury to and death of any Person and damage to property, or for contribution or indemnity claimed by third parties) including attorney's fees arising or resulting from and in any way connected with (1) the negligence or willful misconduct of Company, its officers, employees, agents, affiliates and/or subcontractors in performing services under this Agreement; (2) the failure of Company, its officers, employees, agents/ affiliates and/or subcontractors to comply in all respects with the provisions of this Agreement, applicable laws (including, without limitation, the Environmental Laws), ordinances and regulations, and/or applicable permits and licenses; (3) the acts of Company, its officers/ employees, agents, affiliates and/or subcontractors in performing services under this Agreement for which strict liability is imposed by law (including, without limitation, the Environmental Laws). The foregoing indemnity shall apply regardless of whether such loss, liability, penalty, forfeiture/ claim, demand, action, proceeding, suit, injury, death or damage is also caused in part by any of the Indemnitees negligence, but shall not extend to matters resulting from the Indemnitees sole or active negligence, willful misconduct or breach of this Agreement. Company further agrees to and shall/ upon demand of City, at Company's sole cost and expense, defend (with attorneys acceptable to City) the Indemnitees against any claims/ actions, suits in law or equity or other proceedings, whether judicial/ quasi-judicial or administrative in nature/ arising or resulting from any of the aforementioned events.
Company/ upon demand of City, made by and through the City Attorney/ shall protect City and appear in and defend the Indemnitees, in any claims or actions by third August 26, 2019-106-City of Manhattan Beach - WM
8.2 parties, whether judicial, administrative or otherwise, including, but not limited to disputes and litigation over the definitions of "Solid Waste" or "Recyclable Material" 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 federal or State laws to provide Solid Waste services in City. This provision shall survive the expiration of the period during which Collection services are to be provided under this Agreement. City and Company agree to confer following any trial to decide jointly whether to appeal or to oppose any appeal. In the event City and Company jointly agree to appeal, or to oppose any appeal. City and Company agree to share equally the costs of appeals. Should either City or Company decide to appeal, or to oppose an appeal, and the other decide not to appeal, or to oppose an appeal/ the party which decides to appeal, or to oppose an appeal, shall bear all fees and costs of the appeal or the opposition to the appeal.
Company's duty to indemnify and defend from the aforementioned events arising during the term of this Agreement and as it may be extended shall survive the expiration or earlier termination of this Agreement.
Hazardous Substances Indemnification
Company shall defend with counsel reasonably acceptable to City, indemnify/ protect and hold harmless the Indemnitees from and against all claims, damages (including but not limited to special, consequential, natural resources and punitive damages), injuries, costs, (including without limit any and all response, remediation and removal costs), losses, demands, debts/ liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties, attorney's fees for the adverse party and expenses (including without limit attorneys' and expert witness fees and costs incurred in connection with defending against any of the foregoing or in enforcing this indemnity), (collectively, "Damages") of any kind whatsoever paid, incurred or suffered by, or asserted against, the Indemnitees arising from or attributable to the acts or omissions of Company, its officers/ directors, employees, affiliates or agents, whether or not negligent or otherwise culpable, in connection with or related to the performance of this Agreement/ including without limit Damages arising from or attributable to any August 26, 2019-107-City of Manhattan Beach - WM
8.3 repair/ cleanup or detoxification, or preparation and implementation of any removal, remedial, response, closure or other plan (regardless of whether undertaken due to governmental action) concerning any Hazardous Substance, Hazardous Waste, Household Hazardous Waste, Solid Waste, and/or other waste that has been generated, Collected, stored, transported, or disposed in City. The foregoing indemnity is intended to operate as an agreement pursuant to § 107(e) of the Comprehensive Environmental Response, Compensation and Liability Act, CERCLA, 42 USC. § 9607(e), Resource Conservation and Recovery Act ("RCRA"), 42 U.S.C. § 6901 et seq., and California Health and Safety Code § 25364, to defend, protect, hold harmless, and indemnify the Indemnitees from liability. This provision is in addition to all other provisions in this Agreement and shall survive the end of the term of this Agreement.
The liability of Company pursuant to this Section 8.2 is not limited to the limits of the policies of insurance provided pursuant to Section 8.4.
If City exercises its option under Section 3.10, in writing, to direct Trash to another landfill that is not owned or operated by Company or its affiliates, then this indemnity shall not apply to that portion of the waste that City has redirected.
AB 939 Indemnification
Company shall indemnify and hold harmless City from and against all fines and/or penalties imposed by CalRecycle if the source reduction and Recycling goals, or any other requirement of AB 939, are not met by City with respect to the waste stream Collected under this Agreement. Company's indemnification of City is subject to all of the following restrictions:
a. Company's obligation to indemnify City shall not be enforceable if the Board- imposed penalty is based solely upon the failure of City to establish and maintain a source reduction and recycling element pursuant to Section 41000 et seq. of the Public Resources Code.
b. No payment required under Company's obligation to indemnify City may exceed that portion of any penalty assessed by the Board against City that was attributable to Company's breach of or noncompliance with an express obligation or August 26, 2019-108-City of Manhattan Beach - WM
8.4 requirement. Further/ Company shall not be liable under the indemnity obligation to the extent that Company's breach or non-compliance resulted from City's action or failure to act, determined as a result of judicial review, hearing or appeal to CalRecycle.
Insurance
Company shall procure and maintain during the entire term of this Agreement the following types of insurance/ and shall maintain the following minimum levels of coverage, which shall apply to any claims which may arise from or in connection with Company's performance hereunder or the actions or inactions of any of Company's officers, agents, representatives, employees, or subcontractors in connection with Company's performance. City does not, and shall not/ waive any rights against Company which it may have by reason of the hold harmless agreements, because of acceptance by City or the deposit with City by Company of the insurance policies described in this section. The insurance required is in addition to and separate from any other obligations contained in this Agreement.
A. Minimum Scope of Insurance. Coverage shall be at least as broad as:
1. The most recent editions of Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 1996 or later).
2. The most recent editions of Insurance Services Office form number CA 00 01 covering Automobile Liability, code 1 "any auto" and endorsement CA 0025.
3. Workers' Compensation insurance as required by the Labor Code of the State of California and Employers Liability insurance.
B. Minimum Limits of Insurance. The Company shall maintain in force for the term of this Agreement limits no less than:
1. General Liability: $10,000/000.00 limit aggregate and $5,000,000.00 limit per occurrence, for bodily injury/ personal injury and property damage per year. If Commercial General Liability insurance or other form with a August 26, 2019-109-City of Manhattan Beach - WM
general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: $5/000,000 per accident for bodily injury and property damage.
3. Workers' Compensation and Employers Liability: Workers Compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident.
C. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City/ either: the insurer shall reduce or eliminate such deductibles or setf-insured retentions as respects the Indemnitees; or Company shaU procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses in the ainount of such deductibles or self-insured retentions.
D. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions:
1. General Liability and Automobile Liability Coverages a) City of Manhattan Beach and its officers and employees are to be named as additional insureds by policy endorsement as respects:
liability arising out of activities performed by or on behalf of Company; products and completed operations of Company;
premises owned, leased or used by Company; or vehicles owned, leased, hired or borrowed by Company. The coverage shall contain no additional limitadons on the scope of protection afforded to City, its elective and appointive boards, commissions, officials, employees, agents or volunteers unless specifically agreed to in writing by City.
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b) Company's insurance coverage shall be primary insurance as respects the Indemnitees. Any insurance or self-insurance maintained by City, its officials, elective and appointive boards, commissions/ employees, agents or volunteers shall be excess of Company's insurance and shall not contribute with it.
c) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Indemnitees.
d) Coverage shall state that Company's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. e) The automobile liability policy shall be endorsed to delete the Pollution and/or the Asbestos exclusion and add the Motor Carrier Act endorsement (MCS-90), TL 1005, TL 1007 and/or other endorseinents required by federal or state authorides.
2. Workers7 Compensation and Employers Liability Coverage - The insurer shall agree to waive all rights of subrogation against the Indemnitees for losses arising from work performed by Company for City pursuant to this Agreement.
3. All Coverages - Each insurance policy required by this section shall be endorsed to state that coverage shall not be suspended/ voided, canceled by either party, reduced in coverage or in limits except after 30 days' prior written notice by certified mail, return receipt requested, has been given to City.
E. Acceptability of Insurers. The insurance policies required by this section shall be issued by an insurance company or companies authorized to do business in the State of California and with a rating in the most recent edition of A.M. Best's Insurance Reports of size category VII or larger and a rating classificadon of A or better.
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F. Verification of Coverage. Company shall furnish City with certificates of insurance and with original endorsements affecting coverage required by this section.
The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements are to be on forms provided by or acceptable to City and are to be received and approved by City before work commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time. City will attempt to maximize confidentiality of the policies to the extent permitted by law.
Renewal certificates will be furnished periodically to City to demonstrate maintenance of the required coverage throughout the term.
G. Companies and Subcontractors. Company shall include all other companies and subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each other company and subcontractor. All coverages for companies and subcontractors shall be subject to all of the requirements stated herein.
H. Required Endorsements.
1. The Workers' Compensation policy shall contain an endorsement in substantially the following form:
"Thirty days prior written notice by certified mail (ten days in the event of cancellation for non-payment), return receipt requested, shall be given to City in the event of cancellation/ reduction in coverage/ or non-renewal of this policy. Such notice shall be sent to:
Risk Manager
City of Manhattan Beach
1400 Highland Avenue
Manhattan Beach, CA 90266
2. The Public Liability policy shall contain endorsements in substantially the following form:
a) "Thirty days prior written notice (ten days in the event of cancellation for non-payment) shall be given to City in the event of August 26, 2019-112-City of Manhattan Beach - WM
b)
c)
d)
cancellation, reduction in coverage, or non-renewal of this policy.
Such notice shall be sent to:
Risk Manager
City of Manhattan Beach
1400 Highland Avenue
Manhattan Beach, CA 90266
"The City, its officers, elective and appointive boards, commissions, employees, and agents are additional insureds on this policy." //
"This policy shall be considered primary insurance as respects any other valid and collectible insurance maintained by City/ including any self-insured retendon or program of self-insurance, and any other such insurance shall be considered excess insurance only/' "Inclusion of City as an insured shall not affect City's rights as respects any claim, demand/ suit or judgment brought or recovered against the Company. This policy shall protect the Company and City in the same manner as though a separate policy had been issued to each, but this shall not operate to increase the Company's liability as set forth in the policy beyond the amount shown or to which the Company would have been liable if only one party had been named as an insured."
//
I. Other Insurance Requirements.
1. Company will establish an insurance policy repository and maintain copies of insurance policies required pursuant to this Agreement for 100 years after the end of the term during which Collection services are to be provided pursuant to this Agreement. Company shall notify City s Risk Manager and City Attorney before destroying copies of such policies.
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This provision shall survive the expiration of the period during which Collection services are to be provided under this Agreement.
2. In the event any services are delegated to another company or subcontractor, Con-ipany shall require such company or subcontractor to provide statutory Workers' Compensation insurance and employer's liability insurance for all of the other company or subcontractor's employees engaged in the work in accordance with this section. The liability insurance required by this secdon shall cover all company or subcontractors or the company or subcontractor must furnish evidence of insurance that meets all of the requirements of this section.
3. Company shall comply with all requu-ements of the insurers issuing policies.
The carrying of insurance shall not relieve Company from any obligation under this Agreement. If any claim exceeding the amount of any deductibles or self-insured reserves is made by any third party against Company or any company or subcontractor on account of any occurrence related to this Agreement, Company shall promptly report the facts in writing to the insurance carrier and to City.
If Company fails to procure and maintain any insurance required by this Agreement, City may take out and maintain, at Company's expense, such insurance as it may deem proper and deduct the cost thereof from any moneys due Company.
8.5 Performance Bond
8.5.1 Performance Bond Required.
Not less than thirty (30) days prior to the Commencement Date set forth in Section 2.5, Company shall deliver to City a performance bond, from an admitted surety insurer with an A.M. Best rating of not less than A-, m the amount of $500,000.00 substantially in the form provided in Exhibit 6/ which secures the faithful performance of this Agreement, including/ without limitation, payment of any liquidated damages and the August 26, 2019-114-City of Manhattan Beach - WM
funding of any work to cure a breach of this Agreement. The bond shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bond shall be unconditional/ continuously renewed, and remain in force during the entire term of this Agreement and for the period specified in subsecdon 8.5.3/ and shall be null and void at the conclusion of that period only if Company promptly and faithfully performs all terms and conditions of this Agreement.
8.5.2 Forfeiture of Performance Bond.
In the event Company shall for any reason become unable to, or fail in any way to, perform as required by this Agreement, City may declare a portion or all of the performance bond which is necessary to recompense and make whole City/ forfeited to City. Upon partial or full forfeihire of the performance bond/ Company shall restore the performance bond to its face amount within 30 days of City's declaration. Failure to restore the performance bond to its full amount within 30 days shall be a material breach of contract.
8.5.3 Duty to Maintain Beyond Service Terni.
Some Agreement requirements extend beyond the term and other requirements, such as minimum Diversion rates per Section 3.8, will not be substantiated until after the final service date. Therefore, Company shall not terminate the performance bond, and will renew it to ensure continuous availability to City, until receiving a written release from City. Any performance bond will automatically expire at the end of 18 months after the end of the term unless City has notified Company in writing as to a specific contractual area of concern yet to be resolved, instructing Company to retain the bond. Neither permission from City to discontinue holding this bond/ nor permitted expiration after 18 months, shall relieve Company of payments to City that may be due, or may become due.
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8.6 Property Damage
Any physical damage caused by the acts or omissions of employees of Company to public or private property shall be promptly repaired or replaced by Company at Company's sole expense.
8.7 Pavement Damage
Company shall be responsible for the cost to repair any damage to City's driving surfaces, whether paved or not paved, beyond normal wear and tear/ caused by Company's, or Company's subcontractor's, vehicles or employees. Company understands that the exercise of this Franchise may involve operation of its Collection vehicles over private roads and streets. Disputes between Company and its service recipients as to damage to private pavement are civil matters and complaints of damage will be referred to Company as a matter within its sole responsibility and as a matter within the scope of Section 8.1.
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9.1 ARTICLE 9
CITY'S RIGHT TO PERFORM SERVICE
General
In addition to, but not in lieu of, any other rights or remedies City might have under this Agreement, at law or in equity, in the event that Company, for any reason whatsoever, fails, refuses or is unable to Collect, Recycle/ process, transport or dispose of any or all Solid Waste as required by this Agreement, at the time and in the manner provided in this Agreement/ for a period of more than 72 hours, and if, as a result thereof/ Solid Waste should accumulate in City to such an extent, in such a manner, or for such a time that City should find that such accumulation endangers or menaces the public health, safety or welfare, then City shall have the right, but not the obligation, upon notice to Company during the period of such emergency as determined by City, as hereinafter set forth, (1) to perform, or cause to be performed, such services itself with its own or other personnel without liability to Company; and/or (2) to take possession of any or all of Company's land, equipment and other property used or useful in the Collection and transportation of Solid Waste, and to use such property to Collect and transport any Solid Waste generated within City which Company would otherwise be obligated to Collect, transport and properly dispose of or process pursuant to this Agreement.
Notice of Company's failure, refusal or neglect to Collect, transport and properly dispose of or process Solid Waste may be given orally by telephone to Company at its principal office and shall be effective immediately. Written confirmation of such oral notification shall be sent to Company within one Business Day of the oral notification.
Company further agrees that in such event:
A. It will take direction from City to effect the transfer of possession of equipment and property to City for City's use.
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B. It will, if City so requests, keep in good repair and condition all of such equipment and property, provide all motor vehicles with fuel, oil and other service, and provide such other service as may be necessary to maintain the property in operational condition.
C. City may immediately engage all or any personnel necessary or useful for the Collection and ta-ansportation of Solid Waste, including, if City so desires/ employees previously or then employed by Company. Company further agrees/ if City so requests/ to furnish City the services of any or all management or office Personnel employed by Company whose services are necessary or useful for Solid Waste Collection, transportation, processing and Disposal operations and for the billing and Collection of fees for these services.
City agrees that it assumes complete responsibility for the proper and normal use of such equipment and facilities while in its possession.
If the interruption or discontinuance in service is caused by any of the reasons listed in Section 10.5, City shall pay to Company the reasonable rental value of the equipment and facilities/ possession of which is taken by City, for the period of City's possession/ if any, which extends beyond the period of time for which Company has rendered bills m advance of service, for the class of service involved.
9.2 Billing and Compensation to City During City's Possession During such time that City is providing Solid Waste services, as above provided. City shall bill and collect payment from all users of the above-mentioned services as described in Section 4.1. Company further agrees that, in such event/ it shall reimburse City for any and all costs and expenses incurred by City beyond that billed and received by City in taking over possession of the above-mentioned equipment and property for Solid Waste service in such manner and to an extent as would otherwise be required of Company under the terms of this Agreement. Such reimbursement shall be made from time to time after submission by City to Company of each statement listing such costs and expenses, but in no event later than five Working Days from and after each such submission.
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9.3 City's Right to Relinquish Possession
It is further mutually agreed that City may at any time at its discretion relinquish possession of any or all of the above-mentioned property to Company and thereupon demand that Company resume the Solid Waste services as provided in this Agreement/ whereupon Company shall be bound to resume the same.
9.4 City's Possession Not A Taking
City's exercise of its rights under this Ardcle: (1) does not constitute a taking of private property for which compensation must be paid; (2) will not create any liability on the part of City to Company; and (3) does not exempt Company from the indemnity provisions of Article 8, which are meant to extend to circumstances arising under this section/ provided that Company is not required to indemnify City against claims and damages arising from the sole negligence of City, its elective and appointive boards, commissions, officers/ employees and agents in the operation of Collection vehicles during the time City has taken possession of such vehicles.
9.5 Duration of City's Possession
City's right pursuant to this Article to retain temporary possession of Company's facilities and equipment, and to render Collection services, shall terminate when City determines that such services can be resumed by Company, or when City no longer reasonably requires such property or equipment. In any case. City has no obligation to maintain possession of Company's property or equipment and/or continue its use for any period of time and may at any time, in its sole discretion, relinquish possession to Company.
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ARTICLE 10
DEFAULT, REMEDIES AND LIQUIDATED DAMAGES
10.1 Events of Default
All provisions of this Agreement to be performed by Company are considered material.
Each of the following shall constitute an event of default.
A. Fraud or Deceit or Misrepresentation. If Company engages in, or attempts to practice, any fraud or deceit upon City or makes a misrepresentation regarding material information to City.
B. Insolvency or Bankruptcy. If Company becoines insolvent/ unable, or unwilling to pay its debts, files a bankruptcy petition or takes steps to liquidate its assets.
C. Failure to Maintain Coverage. If Company fails to provide or maintain in full force and effect the insurance required by this Agreement.
D. Violations of Regulation. If Company violates any orders or filings of any regulatory body having jurisdiction over Company or City relative to the performance of this Agreement/ provided that Company may contest any such orders or filings by appropriate proceedings conducted in good faith, in which case no breach of the Franchise and this Agreement shall be deemed to have occurred until a final decision adverse to Company is entered.
E. Failure to Perform. If Company ceases to provide Collection, processing or Recycling services as required under this Agreement over all or a substantial portion of its Franchise area for a period of two consecutive days or more, unless excused per Section 10.5.
F. Failure to Pay. If Company fails to make any payments required under this Agreement and/or refuses to provide City, within ten days of the demand, with required information, reports, and/or records in a timely manner as provided for in the Agreement
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G. Acts or Omissions. Any other act or omission by Company related to performance under this Agreement which violates the terms, conditions, or requirements of this Agreement, the California Integrated Waste Management Act of 1989, any Applicable Law as it may be amended from time to time, or any law, statute, ordinance, order, du-ective, rule, or regulation issued thereunder and which is not corrected or remedied within the time set in the written notice of the violation or, if Company cannot reasonably correct or remedy the breach within the time set forth in such notice, if Company should fail to commence to correct or remedy such violation within the dme set forth m such notice and diligently effect such correction or remedy thereafter.
H. False or Misleading Statements. Any representation or disclosure made to City by Company in connection vfith or as an mduceinent to entering into this Agreement, or any future amendment to this Agreement, which proves to be false or misleading in any material respect as of the time such representation or disclosure is made, whether or not any such representation or disclosure appears as part of this Agreement.
I. Attachment. There is a seizure of, attachment of, or levy on, the operating equipment of Company/ including without limits its equipment, maintenance or office facilities, or any part thereof.
J. Failure to Provide Assurance of Performance. If Company fails to provide reasonable assurances of performance as required under Section 10.6.
K. Failure to Use Collection Vehicles Powered by Natural Gas or Vehicles Less Than Ten Years of Age. If Company fails to comply with the vehicle requirements of Section 3.9.2.B.
Company shall be given 72 hours from notification by City to cure any default arising under subsections E, F/1 / ], and K above; provided, however, that City shall not be obligated to provide Company with a notice and cure opporhinity if Company has committed the same or similar breach within a six-month period. City is not obligated to provide an opportunity to cure a default arising under the other subsections.
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10.2 Criminal Activity of Company
Should Company or any of its officers/ directors or employees be found guilty of felonious conduct related to the performance of this Agreement, or of felonious conduct related to antitrust activities, illegal transport or disposal of hazardous or toxic materials, or bribery of public officials. City reserves the right to unilaterally terminate this Agreement or impose other such sanctions (which may include financial sanctions/ temporary suspensions or any other condition deemed appropriate short of termination) as it shaU deem proper. Such action shall be taken after Company has been given notice and opportunity to present evidence in mitigadon. The term found guilty" shall be deemed to include any judicial determination that Company or any of Company's officers/ directors or employees is guilty and any admission of guUt by Company or any of Company's officers, directors or employees including, but not limited to, the plea of "guilty", "nolo contendere", "no contest", and "guilty to a lesser charge" entered as part of any plea bargain. If this Agreement is terminated pursuant to the above, such termination shall not occur if, within six months after City determines to terminate. Company completes a transfer of its contract rights and obligations to an individual or entity acceptable to City pursuant to this Agreement.
10.3 Right to Terminate Upon Default
Upon a default by Company, City shall have the right to terminate this Agreement upon a ten days' notice if the pubUc health or safety is threatened/ or otherwise 30 days' nodce/ but without the need for any hearing, suit or legal action.
City's rights to terminate this Agreement, or to take possession of Company s facility is not exclusive; and City's termination of this Agreement shall not constitute an election of remedies. Instead, they shall be in addition to any and all other legal and equitable rights and remedies which City may have.
By virhie of the nature of this Agreement, the urgency of timely continuous and high- quality service, the time required to effect alternative service, and the rights granted by City to Company, the remedy of damages for a breach hereof by Company is inadequate and City shall be entitled in injunctive relief.
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10.4 Liquidated Damages
A. General. City finds, and Company agrees, that as of the time of the execution of this Agreement, it is impractical, if not impossible, to reasonably ascertain the extent of damages which shall be incurred by City as a result of a breach by Company of its obligations under this Agreement. The factors relating to the impracdcability of ascertaining damages include, but are not limited to, the fact that: (i) substantial damage results to members of the public who are denied services or denied quality or reliable service; (ii) such breaches cause inconvenience, anxiety, frusta-ation, and deprivation of the benefits of this Agreement to individual members of the general public for whose benefit this Agreement exists, in subjecdve ways and in varying degrees of intensity which are incapable of measurement in precise monetary terms; (iii) the services provided under this Agreement might be available at substantially lower costs than alternative services and the monetary loss resulting from denial of services or denial of quality or reliable services is impossible to calculate in precise monetary terms; and (iv) the termination of this Agreement for such breaches, and other remedies are, at best, a means of future correction and not remedies which make the public whole for past breaches.
B. Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The parties further acknowledge that consistent, reliable Solid Waste Collection service is of utmost importance to City and that City has considered and relied on Company's representations as to its quality of service commitment in awarding the Franchise to it. The parties further recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The pardes further recognize that if Company fails to achieve the performance standards, or fails to submit required documents in a timely manner. City and its residents will suffer damages and that it is and will be impractical and extremely difficult to ascertain and determine the exact amount of damages which City will suffer. Therefore, without prejudice to City's right to treat such non- performance as an event of default under this Article 10, the pardes agree that the following liquidated damage amounts represent a reasonable estimate of the amount of such damages considering all of the circumstances existing on the date of this August 26, 2019-123-City of Manhattan Beach - WM
Agreement, including the relationship of the sums to the range of harm to City that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. In placing their initials at the places provided, each party specifically confirms the accuracy of the statements made above and the fact that each party has had ample opportunity to consult with legal counsel and obtain an explanation of the liquidated damage provisions at the time that this Agreement was made.
Company
Initial Here^
City
Initial Here
Company agrees to pay (as liquidated damages and n/t as a penalty) the amounts set forth below:
1. Collection Reliability
a) For each failure to commence service to a new Customer account within seven days after order, which exceed five such failures annually:
$150.00
b) For each failure to deliver Bins, Carts, or Containers on the day scheduled for delivery that exceeds five such failures annually: $ 50.00 c) For each failure to correct a missed pickup within the timing allotted for correction per Section 4.2.2, and for each additional Business Day in which the Collection is not made up, which exceeds ten such failures annually:
$50.00/day
d) For each failure to Collect Solid Waste, which has been properly set out for Collection, from the same Customer on two consecutive scheduled pickup days: $150.00
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e) For each failure to Collect Solid Waste/ which has been properly set out for Collecdon, from an established Customer account on the scheduled Collection day which exceeds ten such failures annually: $25.00/pickup
2. Collection Quality
a) For each occurrence of damage to private property which exceeds five such occurrences annually: $250.00
b) For each occurrence of failure to properly return empty Containers to avoid pedestrian or vehicular traffic impediments or to place Containers upright which exceeds ten such occurrences annually: $150.00 c) For each failure to clean up Solid Waste spilled from Solid Waste Containers within 90 minutes that exceeds five such failures annually:
$150.00
d) For each occurrence of Collecting Solid Waste during unauthorized hours (see Section 3.9.1) which exceeds five such occurrences annually:
$250.00
e) For each failure to clean or replace Commercial and Industrial Containers in accordance with Section 3.7.5 of this Agreement which exceeds ten such failures annually: $150.00
f) For each failure to deliver a Roll-off Box or temporary Bin within 48 hours of a Customer's request: $ 50.00
3. Custoiner Responsiveness
a) For each failure to initially respond to a Customer complaint within one Business Day and for each additional day in which the complaint is not addressed: $250.00
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4. 5.
b) For each failure to process Customer complaints as required by Article 4 herein: $250.00
c) For each failure to notify City within one hour from the time Company has remedied a complaint forwarded by City: $ 10.00
d) For each failure to remove graffiti from Containers, or to replace with Containers bearing no graffiti, within one Business Day of request from City or Customers: $150.00
e) For each failure to process a claim for damages within 30 days from the date submitted to Company: $100.00
f) For each additional 30-day increment of time in which Company has failed to take good faith actions (in the sole judgment of City) to resolve a claim for damages within 30 days from the claim date:
$100.00
Timeliness of Submissions to City
Any report shall be considered late until such time as a correct and complete report is received by City. For each calendar day a report is late, the daily liquidated damage amount shall be:
a) Monthly or Quarterly Reports: $100.00 per day
b) Annual Reports: $350.00 per day
Accuracy of Billing Information
a) For each failure to notify City within 72 hours of a Customer or service change so that Customer billing records may be updated: $100.OO/ occurrence
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6. Implementation of Public Education Plan
a) Each day past the agreed upon deadline that Company fails to perform a task set forth in its public education plan: $100.00 per day
7. Diversion Efforts
a) For every Green Waste or Recycling Cart Collected as Trash without issuing a red tag per Section 3.4: $25.00 per Cart
b) For every ton of diversion Company falls below the minimum necessary to meet the diversion requirement each year per Section 3.8.1, beginning with the first full calendar year 2021, and including any partial calendar year at the end of the term: $25.00 per ton
8. Cooperation with Service Provider Transition
a) For each day routing information requested by City in accordance with Section 11.8 is received after City-established due dates, both for preparadon of a request for proposals and for new service provider's implementation of service: $l/000.00/day
b) For each day delivery of keys, access codes, remote controls, or other means of access to Solid Waste Containers is delayed beyond one day prior to ne^v service provider servicing Customers with access issues, as described in Secdon 11.8: $l,000.00/day
c) For delay in not meeting the requirements contained in Sections 3.13 (route audit) and 11.8 (transition requirements) in a timely manner, in addition to the daily liquidated damages for breach under 8a) and 8b) above: $10,000.00 per occurrence
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9.Collection Vehicles
a) For each day vehicle on each day Company does not comply with requirements to exclusively use Collection vehicles powered by natural gas as described in Section 3.9.2.B: $100.00 per vehicle per day
10. General Contract Adherence
a) For each day that Company fails to provide services required under this Agreement/ or comply with terms of this Agreement, five Business Days after receipt of written notification from City that such services are not being provided or terms are not being met: $100.00 per day City may determine the occurrence of events giving rise to liquidated damages through the observation of its own employees or representative or investigation of Customer complaints.
Prior to assessing liquidated damages/ City shall give Company notice of its intendon to do so. The notice will include a brief description of the incident(s)/non-performance.
Company may review (and make copies at its own expense) all non-confidential information in the possession of City relating to incident(s)/non-performance.
Company may/ within ten days after receiving the notice, request a meeting with the City Manager or his or her designee. Company may present evidence in writing and through testimony of its employees and others relevant to the incident(s)/non- performance. The City Manager or his or her designee will provide Company with a written explanation of his or her determination on each incident(s)/non-performance prior to authorizing the assessment of liquidated damages. The decision of the City Manager or his designee shall be final.
C. Amount. City may assess liquidated damages for each calendar day or event/ as appropriate, that Company is determined to be liable in accordance with this Agreement.
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D. Timing of Payment. Company shall pay any liquidated damages assessed by City within ten days after they are assessed. If they are not paid within the ten-day period. City may withhold amount due from any payments due to Company (if any), may proceed against the bond required by this Agreement or order the termination of the Franchise granted by this Agreement/ or exercise any other right or remedy available to City under this Agreement or at law or in equity, or any combination of these remedies.
10.5 Excuse from Performance
10.5.1 Force Maj cure
The parties shaU be excused from performing their respective obligations hereunder in the event they are prevented from so performing by reason of floods, earthquakes/ other natural disasters, war, civil insurrection, riots, acts of any government (including judicial action)/ and other similar catastrophic events which are beyond the control of and not the fault of the party claiming excuse from performance hereunder.
10.5.2 Labor Unrest
Labor unrest, including but not limited to strike, work stoppage or slowdown, sick-out, picketing, or other concerted job acdon conducted by Company's employees or directed at Company will be considered an excuse from performance to the extent that Conipany meets the terms of this Section 10.5. Notwithstanding other remedies to which City shall be entitled under this Agreement in event of failure to perform, in the event of Company's failure to perform, or anticipated failure to perform, due to labor unrest, Company shall:
1) Provide a contingency plan to City within 90 days of the execution of this Agreement demonstrating how services will be provided during the period of labor unrest. The contingency plan is subject to City approval; and Company shall amend the plan to meet City requirements, including reasonably demonstrating how City's basic Collection and sanitary needs will be met to City's satisfaction. The plan shall address/ at a minimum, the priority of August 26, 2019-129-City of Manhattan Beach - WM
2)
Collection by customer type (residents, hospitals, restaurants, nursing homes/ etc.) and waste streams/ additional Collection options to be provided (drop-off sites, etc.), source of additional personnel to be utilized and detailed communications procedures to be used.
Notify the Public Works Director 60 days prior to the expiration of its drivers' labor agreement.
3) Meet the requirements agreed to in the contingency plan. 4) Meet requirements of 10.5.3 below.
Company shall meet all requirements under this section or City may choose to revoke this excuse from performance offered under this Agreement and may choose to use enforcement provisions under this Agreement, including Sections 10.1,10.3 and 10.4, m which case Company is not excused from performance; and Company shall be obligated to continue to provide service notwithstanding the occurrence of any or all of such events.
10.5.3 Procedures in Event of Excused Performance
The party claiming excuse from performance under Section 10.5.1 or 10.5.2 shall, within two days after such party has notice of such cause, give the other party notice of the facts constihiting such cause and asserting its claim to excuse under this section.
Throughout service disruption. Company shall:
1) Provide City with a minimum of daily service updates. 2) Shall notify Customers on a real-time basis as to alternative Collecdon procedures. At a minimum. Company shall update its website and shall provide ongoing updates to City for use on its website, and a "reverse 911 contact method to reach all possible Customers. Should enhanced contact technologies become available, Company shall use such methods upon approval from City.
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The interruption or discontinuance of Company's services caused by one or more of the events excused shall not constitute a default by Company under this Agreement.
Notwithstanding the foregoing, however, if Company is excused from performing its obligations hereunder for any of the causes listed in this section for a period of 30 days or more. City shall nevertheless have the right, in its sole discretion, to terminate this Agreement by giving ten days' notice, in which case the provisions reladve to taking possession of Company's land/ equipment and other property and engaging Company's Personnel in Article 9 and this Article 10 will apply.
10.6 Assurance of Performance
City may, at its option and in addition to all other remedies it may have, demand from Company reasonable assurances of timely and proper performance of this Agreement, in such form and substance as City may require. If Company fails or refuses to provide satisfactory assurances of timely and proper performance in the form and by the date required by City, such failure or refusal shall be an event of default.
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ARTICLE 11
OTHER AGREEMENTS OF THE PARTIES
11.1 Relationship of Parties
The parties intend that Company shall perform the services required by this Agreement as an independent contractor engaged by City and not as an officer or employee of City nor as a partner of or joint venture with City. No employee or agent or Company shall be or shall be deemed to be an employee or agent of City. Except as expressly provided herein. Company shall have the exclusive control over the manner and means of conducting the Solid Waste Collection services performed under this Agreement and all Persons performing such services. Company shall be solely responsible for the acts and omissions of its officers/ employees, subconta-actors, affiliates and agents. Neither Company nor its officers, employees, subcontractors, affiliates and agents shall obtain any rights to retirement benefits/ Workers' Compensation benefits, or any other benefits which accrue to City employees by virtue of their employment with City.
11.2 Compliance with Law
In providing the services required under this Agreement/ Company shaU at all times, at its sole cost, comply with all applicable laws and regulations of the United States, the State of California, and local agencies. City shall comply with aU applicable regulations promulgated by federal. State/ regional or local administrative and regulatory agencies, now in force and as they may be enacted, issued or amended during the term.
11.3 Governing Law
This Agreement shall be governed by/ and construed and enforced in accordance with, the laws of the State of CaUfornia.
August 26, 2019-132-City of Manhattan Beach - WM
11.4 Jurisdiction
Any lawsuits between the parties arising out of this Agreement shall be brought and concluded in the courts of the State of California, which shall have exclusive jurisdiction over such lawsuits.
With respect to venue/ the pardes agree that this Agreement is made in and will be performed in Los Angeles County.
11.5 Assignment
Except as may be provided for in Article 9 (City's Right to Perform Service), neiti-ier party shall assign its rights, nor delegate, subcontract or otherwise transfer its obligations under this Agreement to any other Person without the prior written consent of the other party. Any such assignment made without the consent of the other party shall be void, and the attempted assignment shall constitute a material breach of this Agreement.
For purposes of this section when used in reference to Company, "assignment" shall include, but not be limited to (a) a sale/ exchange or other transfer of substantially all of Company's assets dedicated to service under this Agreement to a third party; (b) a sale/ exchange or other transfer of outstanding common stock of Company to a third party that may result in a change of control of Company; (c) any dissolution, reorganization, consolidation, merger, re-capitalization, stock issuance or re-issuance, voting trust, pooling agreement, escrow arrangement, liquidation or other transaction to which results in a change of ownership or control of Company; (d) any assignment by operadon of law, including insolvency or bankruptcy, making assignment for the benefit of creditors/ writ of attachment for an execution being levied against this Agreement, appointment of a receiver taking possession of Company's property, or transfer occurring in the event of a probate proceeding; and (e) any combination of the foregoing (whether or not in related or contemporaneous transactions) which has the effect of any such transfer or change of ownership/ or change of control of Company.
August 26, 2019-133-City of Manhattan Beach - WM
Company acknowledges that this Agreement involved rendering a vital service to City's residents and businesses, and that City has selected Company to perform the services specified herein based on (a) Company's experience, skill and reputation for conducting its operations in a safe/ effective and responsible fashion, at all times in keeping with applicable Environmental Laws, regulations and best Solid Waste management practices, and (b) Company's financial resources to maintain the required equipment and to support its indemnity obligations to City under this Agreement. City has relied on each of these factors, among others, in choosing Company to perform the services to be rendered by Company under this Agreement.
If Company requests City's consideration of and consent to an assignment. City may deny or approve such request in its complete discretion, except for an assignment to an Affiliate, which City shall deny or approve in its reasonable discretion. No request by Company for consent to an assignment need be considered by City unless and until Company has met the following requirements:
a) Company shall pay City its reasonable expenses for attorney's and consultant's fees and investigation costs necessary to investigate the suitability of any proposed assignee/ and to review and finalize any documentation required as a condition for approving any such assignment. An advance payment towards expenses may be requested by City prior to City consideration of any assignment request. Company shall be responsible to pay all costs incurred by City in considering a request for assignment, including those in excess of the advance payment, regardless of whether City consents to the assignment. b) Company shall pay a faransfer fee to City equal to one percent of the annual revenue for the most recent 12 months prior to the Effective Date of the change of ownership multiplied by the number of remaining years, or fraction thereof, under this Agreement. Payment of a transfer fee will not be required in the event of an assignment to an Affiliate of Company.
c) The proposed assignee must furnish City with audited financial statements of the proposed assignee's operations for the immediately preceding three operating August 26, 2019-134-City of Manhattan Beach - WM
years. If assignment is to an Affiliate and Affiliate provides a performance guarantee from the parent company/ the parent company's audited financial statements may be provided.
d) A pro-forma financial statement (income statement and balance sheet) for the proposed assignee with the projected results of operations assuming that the assignment is completed. Such pro-forma financial statement shall reflect any debt to be incurred by the assignee as part of the acquisition of Company s operations. A pro-forma financial statement is not required for an assignment to an Affiliate where the parent guaranty is unchanged.
e) Except for an assignment to an Affiliate of Company/ the proposed assignee must furnish City with satisfactory proof: (i) that the proposed assignee has at least ten years of Solid Waste management experience on a scale equal to or exceeding the sale of operations conducted by Company under this Agreement; (ii) that in the last five 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 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 other information required by City to ensure the proposed assignee can fulfill the terms of this Agreement in a timely, safe and effective manner.
Under no circumstances shall City be obliged to consider any proposed assignment by City if Company is in default at any time during the period of consideration.
August 26, 2019-135-City of Manhattan Beach - WM
11.6 Contracting or Subcontracting
Company shall not engage any affiliates or subcontractors for Collection, transfer, processing. Recycling or Disposal of Solid Waste without the prior written consent of City. Transport from the transfer station to processing or disposal facilities is excluded from this paragraph.
11.7 Binding on Assigns
The provisions of this Agreement shall inure to the benefit of and be binding on the permitted assigns of the parties.
11.8 Transition to the Next Company
If the transidon of services to another company occurs through expiration of term, default and termination, or otherwise/ Company will cooperate with City and subsequent company(ies) to assist in an orderly transition which will include, but not be limited to. Company providing detailed route lists, billing and service-level information and other operating records needed to service all properties covered by this Agreement.
The failure to cooperate with City following termination shall be conclusively presumed to be grounds for specific performance of this Agreement and/or other equitable relief necessary to enforce this Agreement.
Company shall provide a new service provider with all keys, security codes and remote controls used to access garages and Bin enclosures. Company shall obtain any Customer approvals, if required, to transfer such means of access to the new service provider in a timely manner, and shall provide to City and new service provider the names, service address, service level details, and contact information for any Customers who refuse to provide such authorization. Company shall be responsible for coordinating transfer immediately after Company's final pickups, so as not to disrupt service. Company shall provide City with detailed route sheets containing service names and addresses, billing names and addresses/ monthly rate and service levels (number and size of Containers and pickup days) at least 90 days prior to the transition date, and provide an updated list two weeks before the transition and a final list of August 26, 2019-136-City of Manhattan Beach - WM
changes the day before the transition. Company shall provide means of access to the ne\v service provider at least one full Working Day prior to the first day of Collecdon by another party, and always within sufficient time so as not to impede in any way the new service provider from easily servicing all Containers.
Company shall cooperate in good faith with City and new service provider in scheduling exchanges of Company containers with containers provided by the new service provider so as to assure that Customers neither need to find storage for two sets of Containers nor go without a Container for an inconvenient length of time.
11.9 Parties in Interest
Nothing in this Agreement, whether express or implied, is intended to confer any rights on any Persons other than the parties to it and their representatives/ successors and permitted assigns.
11.10 Waiver
The waiver by either party of any breach or violation of any provisions of this Agreement shall not be deemed to be a waiver of any breach or violation of any other provision nor of any subsequent breach of violation of the same or any other provision.
The subsequent acceptance by either party of any moneys that become due hereunder shall not be deemed to be a waiver of any pre-existing or concurrent breach or violation by the other party of any provision of this Agreement.
11.11 Condemnation
City fully reserves the rights to acquire Company's property utilized in the performance of this Agreement/ by purchase or through the exercise of the right of eminent domain.
This provision is additive and not intended to alter the rights of the parties set forth in Article 10.
August 26, 2019-137-City of Manhattan Beach - WM
11.12 Notice
All notices, demands, requests, proposals, proposals, approvals, consents and other communications which this Agreement requires/ authorizes or contemplates shall be in writing and shall either be personally delivered to a representative of the parties at the address below or be deposited in the United States mail, first class postage prepaid, addressed as follows:
If to City:
Copy to:
and to:
If to Company:
Copy to:
City Manager
City of Manhattan Beach
1400 Highland Avenue
Manhattan Beach, CA 90266
Public Works Director
Department of Public Works
City of Manhattan Beach
3621 Bell Avenue
Manhattan Beach, CA 90266
City Attorney
City of Manhattan Beach
1400 Highland Avenue
Manhattan Beach, CA 90266
Director of Operations
USA Waste of California/ Inc.
1970 E. 213th Street
Long Beach, CA 90810
Waste Management
Southern California Market Area
9081 Tujunga Avenue
Sun Valley, CA 91352
Attn: Legal Counsel
August 26, 2019-138-City of Manhattan Beach - WM
The address to which communications may be delivered may be changed from time to time by a written notice given in accordance with this section.
Notice shall be deemed given on the day it is personally delivered or, if mailed, three days from the date it is deposited in the mail.
11.13 Representatives of the Parties
References in this Agreement to "City" shall mean the City Council and all actions to be taken by City shall be taken by the City Council except as provided below. The City Council may delegate, in writing, authority to the City Manager, and/or to other City employees and may permit such employees, in turn, to delegate in writing some or all of such authority to subordinate employees. Company may rely upon actions taken by such delegates if they are within the scope of the authority properly delegated to them.
Company shall, by the Effective Date, designate in writing a responsible officer who shall serve as the representative of Company in all matters related to the Agreement and shall inform City in writing of such designation and of any limitations upon his or her authority to bind Company. City may rely upon action taken by such designated representative as actions of Company unless they are outside the scope of the authority delegated to him/her by Company as communicated to City.
11.14 City Free to Negotiate with Third Parties
Notwithstanding the exclusive nature of the Franchise/ City may investigate all options for the Collection, transporting. Recycling, processing and Disposal of Solid Waste at any time prior to the expiration of the term. Without limiting the generality of the foregoing/ City may solicit proposals from Company and from third parties for the provision of Collection services. Disposal services. Recycling services. Green Waste services and processing, and any combination thereof, and may negotiate and execute agreements for such services which will take effect upon the expiration or earlier termination of this Agreement.
August 26, 2019-139-City of Manhattan Beach - WM
11.15 Compliance with Municipal Code
Company shall comply with those provisions of the Municipal Code that are applicable/ and with any and all amendments to such applicable provisions during the term of this Agreement. If changes to the Municipal Code made after the execution of this Agreement are in conflict with this Agreement, the terms and conditions set forth in this Agreement shall prevail.
11.16 Privacy
Company shall strictly observe and protect the rights of privacy of Customers.
Information identifying individual Customers or the composition or contents of a Customer's waste sta-eam shall not be revealed to any Person, governmental unit, private agency, or company, unless upon the authority of a court of law, by statute, or upon valid authorization of the Customer. This provision shall not be construed to preclude Company from preparing/ participating in, or assisting in the preparation of waste characterization studies or waste stream analyses which may be required by AB 939. This provision shall not apply to reports or records provided to City pursuant to this Agreement so long as City maintains reports or records with Customer identification or confidential information in accordance with this section, in which case this section shall apply to City in the same manner to which it applies to Company.
11.17 Proprietary Information, Public Records
City acknowledges that a number of the records and reports of Company are proprietary and confidential. Company is obligated to permit City inspection of its records on demand and to provide copies to City where requested. City will endeavor to maintain the confidentiality of all proprietary information provided by Company.
Notwithstanding the foregoing, and notwithstanding Section 11.17 (as it applies to City), any documents provided by Company to City that are public records may be disclosed pursuant to the California Public Records Act or other applicable law.
August 26, 2019-140-City of Manhattan Beach - WM
11.18 Guarantee of Company's Performance
Pursuant to a guarantee in substantially the form attached as Exhibit 5, Waste Management, Inc./ a Delaware corporation which owns all of the issued and outstanding common stock of USA Waste of California, Inc., has agreed to guarantee Company's performance of this Agreement. The guarantee shall be provided to City within ten (10) days after the Effective Date of this Agreement.
11.19 Attorney's Fees
In any action or proceeding to enforce or interpret any of the terms or conditions of this Agreement the prevailing party shall be entitled to an award of attorney's fees, experts7 fees, and other costs reasonably incurred in the prosecution or defense of such action, in addition to any other relief to which the party may be entided.
August 26, 2019-141 -City of Manhattan Beach - WM
ARTICLE 12
MISCELLANEOUS AGREEMENTS
12.1 Entire Agreement
This Agreement, including the exhibits, 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. No verbal agreement or conversation with any office, agent, or employee of City, either before, during, or after the execution of this Agreement/ shall affect or modify any of the terms or obligations herein contained.
12.2 Section Headings
The article headings and section headings in this Agreement are for convenience of reference only and are not intended to be used in the consta-uction of this Agreement nor to alter or affect any of its provisions.
12.3 References to Laws
All references in this Agreement to laws shall be understood to include such laws as they may be subsequently amended or recodified, unless otherwise specifically provided.
12.4 Interpretation
This Agreement, mcluding the exhibits attached hereto, shall be interpreted and construed reasonably and neither for nor against either party, regardless of the degree to which either party participated in its drafting.
12.5 Amendment
This Agreement may not be modified or amended in any respect except by a writing signed by the parties and duly authorized.
August 26, 2019-142-City of Manhattan Beach - WM
12.6 Severability
If any non-material provision of this Agreement is for any reason deemed to be invalid and unenforceable, the invalidity or unenforceability of such provision shall not affect any of the remaining provisions of this Agreement which shall be enforced as if such invalid or unenforceable provision had not been contained herein.
12.7 Exhibits
Each of the exhibits identified in this Agreement is attached hereto and incorporated herein and made a part hereof by this reference.
12.8 Non-Waiver Provision
Failure of either party to exercise any of the remedies set forth herein within the time periods provided for shall not constitute a waiver of any rights of that party with regard to that failure to perform or subsequent failures to performing ^vhether determined to be a breach, excused performance or unexcused defaults by the other party.
August 26, 2019-143-City of Manhattan Beach - WM
IN WITNESS WHEREOF, City and Company have executed this Agreement as of the day and year first above written.
CITY OF MANHATTAN BEACH
("City")
ATTEST:12.^0^ By:
Liza Tamura
CITY CLERK
Bruce
CITY ONAGER
APPROVED AS TO FORM:
^/^^
Quinn Barrow
CITY ATTORNEY
USA WASTE OF CALIFORNIA, INC. dba
WASTE MANAGEMENT OF LOS
ANGELES
^/
By:r<$^%^^r
Larr^ Mette?
President - Sfoutherh California Area
August 26, 2019-144-City of Manhattan Beach - WM
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 .».se@a£»s»^^^^£^,es.s^.s^i3<s£2sss3s»,i^..<^^
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document, State of California
County of ^0€> Al/vy^5
On f^y>\ "2.£\. '2.0 ^ before me,
)
)
A. ^<n^\ ^O-A&S
Date
personally appearedMe^e^
Here Insert Name and Title of the Officer
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the^ person^ whose name^Cj (\sja subscribed to the within instrument and acknowledged to me that(hej!fsho/thoy executed the same in Tii^fhyi./ll iiTii authorized capacity(iea), and that b^fiis/teR'frretr signature^) on the instrument the person^, or the entity upon behalf of which the personal,) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph is true and correct.
<•
A, ANMJONES
NoisryPubiic-California
Las A-geies Courty
Cor.iT'ission«222S029
My Csmm. Expires Feb IS, 2022
1. J
WITNESS my hand and official seal.
G^Qk^^^Signature.
Signature df A/c^a/y Public
Place Notary Seal Above
OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.
Description of Attached Document ^LVV^^ ^n^e^ ^e^e^ ^ ^ u^^^ Title or Type of Document: A^ QSk VjA^4co{U»^vr^^. /iiL.Document Date:Number of Pages: t^' '2- Signer(s) Other Than Named Above: U z.^ T^tAAtu^ 6i'-h^ CAe^-^-Capacity(ies) Claimed by Signer(s), B>^-^- MO^/ ^ '^f/ ^^ <3^W &aW^, '0-^ /^Y. _^t
er - Title(s):
K.1f^€^
le(s): Prr&Ccle^-
Signer's Name:
^Corporate Officer
D Partner - D Limited D General So^l AVI?A
D Individual D Attorney in Fact
D Trustee D Guardian or Conservator
D Other: _^_
Signer Is Representing: USA \^A&\<^ of
; Name:r's
i,-^inrr^\^ lC\^.
a Corp&rat^Officer - Title(s):
D Partner — D'Ucnited Q General
D Individual O^ttocaey in Fact
D Trustee D GuardiarTtr^Gonservator
a Other:
Signer Is Representing:
^
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827)Item #5907 EXHIBIT 1
COMPANY PROPOSAL
(Proposal submitted on August 23, 2018 on file in office with City Clerk) August 26, 20191-1City of Manhattan Beach - WM
EXHIBIT 2
PUBLIC EDUCATION PLAN
(to be prepared by Company)
August 26, 20192-1City of Manhattan Beach - WM
EXHIBIT 3
MAXIMUM INITIAL COMPANY COMPENSATION
[PROPOSED RATES FROM WM PROPOSAL AS OF 7/]/2019 - 6/30/2020. RATES TO BE UPDATED, EFFECTIVE JULY 1, 2020, USING RATE ADJUSTMENT
METHODOLOGY PER SECTION 5.4.] Residential Monthly Solid Waste Rates (throueh Tune 30,2020)
Volume-Based Automated
Three-Cart Collection Service
for Single Unit Homes
95-gallon trash (1)
65-gallon trash ()
35-gallon trash (1)
20-gallon trash (1)
Monthly Rate
Standard Service -
Used Carts
Extra Refuse
Cart
Backyard Service
Surcharge (2)
$
$
$
$
21.40 17.40
13.40 13.40
$
$
$
$
8.00 6.00
4.00 4.00
$
$
$
$
13.05 13.05
13.05 13.05
Automated Three-Cart Collection
Service for Residential Cart
Customers with 2 to 9 Units
2 Dwelling
3 Dwelling
4 Dwelling
5 Dwelling
6 Dwelling
7 Dwelling
8 Dwelling
9 Dwelling
Units (3)
Units (3)
Units (3)
Units (3)
Units (3)
Units (3)
Units (3)
Units (3)
Monthly Rate Per Building
Standard Service -
Used Carts
Backyard Service
Surcharge (2)
$
$
$
$
$
$
$
$
31.32 46.98
62.64 78.30
93.96 109.62
125.28
40.94 $
$
$
$
$
$
$
$
26.10 39.15
52.20 65.25
78.30 91.35
104.40
117.45
(1) Rate for first trash container at each dwelling unit which includes the cost for the Door to Door HHW program.
(2) The Backyard Service Surcharge is in addition to Standard Service fee and is assessed per dwelling unit. (3) Flat Rate for trash cart service at each dwelling unit which includes the cost for the Door to Door HHW Program.
Note: Additional trash carts for customers with 2 to 9 units, and additional recycling and organics waste carts for all residential cart customers shaU be provided at no additional charge.
August 26, 20193-1City of Manhattan Beach - WM
EXHIBIT 3 (continued)
MAXIMUM INITIAL COMPANY COMPENSATION
(through Tune 30, 2020)
Commercial Cart & Bin Rates
[PROPOSED RATES FROM WM PROPOSAL AS OF 7^/2019 - 6/30/2020. RATES TO BE UPDATED, EFFECTIVE JULY 1, 2020, USING RATE ADJUSTMENT METHODOLOGY PER SECTION 5.4.]
Refuse Bin Size
(in Cubic Yards)
Number of Pickups Per Week
I1234567
Extra
Pickups
i35-Gallon Trash Cart$ 24.46$ 48.93$ 73.391 $ 97.85 | $ 122.29 | $ 146.75 | $ 171.23$ 3.90 65-GaUon Trash Cart$ 47.93$ 95.82$ 143.741$ 191.671$ 239.56 | $ 287.49 | $ 335.41$ 7.66 95<iallon Trash Cart$ 71.88$ 143.74$ 215.63 I $ 287.49 | $ 35934 | $ 431.23 | $ 503.09$ 10.92 2 Cubic Yard-Trash$ 135.72$ 212.07$ 282.71 I $ 353.43 I $ 424.11 | $ 565.48 | $ 706.82$ 24.53 13 Cubic Yard-Trash$ 174.30$ 269.03$ 358.701$ 448.361$ 538.02 | $ 717.37 | $ 896.74$ 36.77 4 Cubic Yard-Trash$ 208.82$ 326.40$ 435.16 | $ 543.97 | $ 652.76 | $ 870.35 | $ 1,087.94$ 49.04 6 Cubic Yard-Trash$ 268.47$ 419.59$ 559.481$ 699.321$ 839.19 | $ 1,118.94 | $ 1,398.69$ 73.54 2 Cubic Yard Compactor - Trash$ 226.85$ 354.40$ 472.50 I $ 596.93 I $ 708.82 | $ 945.21 | $ 1,181.69$ 41.02 3 Cubic Yard Compactor - Trash$ 289.27$ 452.10$ 607.04 | $ 753.33 | $ 903.93 | $ 1,205.32 | $ 1,506.68$ 61.02 4 Cubic Yard Compactor - Trash$ 352.16$ 550.25$ 733.70 I $ 917.01 I $1,100.51 | $ 1,467.29 | $ 1,834.33$ 82.71 6 Cubic Yard Compactor - Trash$ 454.32$ 710.03$ 946.73 | $1,183.37 | $1,420.03 | $ 1,893.42 | $ 2,366.77$ 124.47 2 Cubic Yard Split BinOT$ 128.70$ 205.90$ 274.47 | $ 343.08 | $ 411.72 | $ 547.60 | $ 684.48$ 24.53 3 Cubic Yard Split Binw$ 132.20$ 208.86$ 278.43 | $ 348.05 | $ 414.01 | $ 555.47 | $ 694.37$ 36.77 4 Cubic Yard Split Bin(1)$ 135.72$ 212.07$ 282.71 | $ 353.43 | $ 424.111 $ 565.48 | $ 706.82$ 49.04 35-Gallon Commercial Cart - Recycling$ 12.23$ 24.47$ 36.70 I $ 48.93 | $ 61,15 | $ 73.38 | $ 85.62$ 1.95 65-Gallon Commercial Cart - Recycling$ 23.97$ 47.91$ 71.871 $ 95.84 | $ 119.78 | $ 143.75 | $ 167.71$ 3.83 95-Gallon Commercial Cart - Recycling$ 35.94$ 71.87$ 107.82 | $ 143.75 | $ 179.67 | $ 215.62 [ $ 251.55$ 5.46 2 Cubic Yard - Recycling$ 67.86$ 106.04$ 141.36 | $ 176.72 | $ 212.06 | $ 282.74 | $ 353.41$ 12.27 3 Cubic Yard - Recycling$ 87.15$ 134.52$ 179.35 | $ 224.18 | $ 269.011 $ 358.69 | $ 448.37$ 18.39 4 Cubic Yard - Req?cling$ 104.41$ 163.20$ 217.58 | $ 271.99 | $ 326.38 | $ 435.18 | $ 543.97$ 24.52 6 Cubic Yard - Recycling$ 134.24$ 209.80$ 279.74 | $ 349.66 | $ 419.60 | $ 559.47 | $ 699.35$ 36.77 Food Waste - All Container SizesNo charge
Locking Bin$8.47 per pickup per week
(1) Assumes split bin consists of half refuse, half trash.
August 26, 20193-2City of Manhattan Beach - WM
EXHIBIT 3 (continued)
MAXIMUM INITIAL COMPANY COMPENSATION
(through Tune 30,2020)
[PROPOSED RATES FROM WM PROPOSAL AS OF 7/1/2019 - 6/30/2020. RATES TO BE UPDATED, EFFECTIVE JULY 1, 2020, USING RATE ADJUSTMENT
METHODOLOGY PER SECTION 5.4.]
Rolloff Box Rates
Rate Per Pull, Excluding Disposal
Standard Box, Any Size$263.24 per pull
Compactor Box, Any Size$356.04 per pull
RolIoffPerTon Charges
Trash Disposal$
Mixed Recyclables$
61.16 per ton
ton
Organics Waste
..87 per
$
Additional Container Rental -
(for boxes emptied less than 3x/month)
45.{
112.50 per ton
Standard Box, Any Size$33.00 per week
Optional C&D Rates
Rate Per Pull, Excluding Disposal
25-40 cubic yard roll-offbox$263.24 per pull
Low Boy (10 cubic yard) roll-offbox$263.24 per pull
RolloffPer Ton Charges
Mixed Loads ofC&D Debris$84.10 per ton
Source Separated (dirt, concrete, wood, etc.)actual cost at facility, no higher than mixed load rate
Temporary Bin Service
First Dump, including delivery and disposal$188.59 per dump Additional dumps, including disposal$188.59 per dump
August 26, 20193-3City of Manhattan Beach - WM
EXHIBIT 3 (continued)
MAXIMUM INITIAL COMPANY COMPENSATION
(through Tune 30, 2020)
[PROPOSED RATES FROM WM PROPOSAL AS OF 7^/2019 - 6/30/2020. RATES TO BE UPDATED, EFFECTIVE JULY 1, 2020, USING RATE ADJUSTMENT
METHODOLOGY PER SECTION 5.4.]
Temporan' Bins
Bin Size (Cubic ^ ards)
Service Categon
2346
10 Day Rental with One Dump Included
Each Additional Dump
Rent Per Day Beyond 10 Days
$146.30
$88.11
$2.01
$164.38
$131.50
$3.00
$182.46
$174.90
$3.99
$218.62
$263.00
$6.00
Extra Services
Hasp and Lock Services
|Cart Exchange
$8.47 per bin per month (any frequency)
$16.40 per applicable overage (see Section 3.7.1.1)
Trash Cart Overage$5.48 per applicable overage (see Section 3.1.3.3) |Additional Residential Bulky Item Pickup$23.61per pickup (tliree items) in excess of three pickups per year
IResidential Gravity Cart Lock Installation | $100.00 per cart (see Section 3.1.1) Commercial Bulky Item Pickup Per Item
White Goods with CFCs$17.71 per item
All Other Itemss11.80 per item
contamination Fee (Section 3.4)
Residential Account$20.00 per occurrence
!• Commercial Account$50.00 per occurrence
Emergency Collection and Disposal$82.63 per hour
Bin Cleaning or Exchange$35.00 per cleaning or exchange (above one free per year) !Bin Overage Charge$38.26 per applicable overage (see Section 3.1.6) Organics Containers (Slim-Jim)
16-gallon body$28.04 one-time purchase of containers
20-gallon body$28.61 one-time purchase of containers
23-gallon body$29.19 one-time purchase of containers
32-gallon body$41.77 one-time purchase of containers
SolidLid(16,20,or23-gal)$28.61 one-time purchase of lids Solid Lid (32-gal)$33.19 one-time purchase of lids
Vented Lift Lid (16, 20, or 23-gal)$29.76 one-time purchase of lids Vented Lift Lid (32-gal)$34.33 one-time purchase of lids August 26, 20193-4City of Manhattan Beach - WM
EXHIBIT 4A
EXAMPLE RATE ADJUSTMENT FORMULA
RowAdjustment Factor
CPLGarbage&Trash collection(1)
Step One; Calculate percentage change in indices
hdex
(I)
A
Oldlndci Value
439.43
New Index Value
449.09
c
Percent Change In Index
((Column B;
Column A)-1)
2.2%^
Step Two: Apply percentage change to rates
DEFG
RowRate Category
Current Net Contractor
Rate (2)
Percentage Change (froi
CohmnC)
Rate Increase or Decrease
(Column D xCnluimiE)
Adjusted Net Contractor
Rate
(Cohimn D + Column T)
2 |64-gallon Trash Cart - Single Family Residential$17,402.2%| $0^38 | $17.78 3 [2 imit Sendee$31.322.2%| $0.69 | $32.01
4 11 -unit Backyard Surcharge$13.052.2%[ $0.29 I $13.34 5 12-unit Backyard Surcharge$26.102.2%| $0^57 | $26.67
6 |E\'tra bulk;'item23.6122%| $0.52 | $24.13
7 | Special Pickup/CartOv.$5.482.2%[ $0.12 | $5.60
8 |35-gallon Trash Cart-Commercial$24.462.2%| $0.54 | $25.00 9 |3 yd trash bin. I x week$174.302.2%| $3.83 | $178.13 10yd trash comp., Ixneek$289.272.2%| $6.36 | $295.63
3 ;'d bin, trash extra pickup$36.772.2%| $0.81 | $37.58 (1) Consumer Price Index Consumer Price Index (CUUROOOOSEHG02) for All Urban Consumers, garbage and trash collection - U.S. city average, not seasonally adjusted, as published by the United States Department of Labor, Bureau of Labor Statistics. Average annual change per Section 5,4 of agreement. (2) Example rates listed. Adjustment applies to all rates.
August 26, 20194-1City of Manhattan Beach - WM
EXHIBIT 4B
EXAMPLE CALCULATION FOR AVERAGE ANNUAL CHANGE IN
PUBLISHED CONSUMER PRICE INDEX
The rate adjustment index is calculated using the average annual change as demonstrated in the example below, measured for the calendar year ended in the December before each rate adjustment, as compared to the calendar year ended the prior December. The Bureau of Labor Stadstics publishes the Consumer Price Index for All Urban Consumers for Garbage and Trash Collection (CUUROOOOSEHG02) - U.S. City average.
If a rate adjustanent based on this CPI index were to be implemented as of July 1, 2018, the calendar year 2017 average annual index of 449.089 would have been the "New Index Value' to be used in Column B of the example rate adjustment formula in Exhibit 4A, and the calendar year 2016 average annual index of 439.427 would have been the Old Index Value in Coluinn A. This would have resulted in a 2.2% increase to the rates as calculated in Column C of Exhibit 4A.
Consumer Price Index - All Urban Consumers, U.S. City Average Garbage and Trash Collection, CUUROOOOSEHG02
YearJanFebMarch | April | May | June | July | August | SeptOctNovDec | Average 2016437.205438.296437.699437.676438.317437.858438.607439.358439.707440.311443.343444.745439.427 2017446.266 | 447.699 | 446.987 | 447.129 | 447.272 | 448.046 | 448.328 | 448.717 | 449.008 | 452.196 | 453.820 | 453.596449.089 Average Annual Change:2.2%
August 26, 20194-2City of Manhattan Beach - WM
EXHIBIT 4C
EXAMPLE CALCULATION FOR QUARTERLY CUSTOMER REBATE
FROM SALE OF RECYCLABLE MATERIALS
Quarter Ending:30-Sep-ZO
Residential Single StreamCommingled Commercial Recycling Mkt Pricing Commodi
occ
ONP(f8
Mixed Paper
Aseptic
Aluminum/UBC
Steel/Tin
HDPE Natural
HOPE Colored
PET
Mixed Riglds
Mixed Plastics 3 - 7
LDPE Film
Glass - Mixed
Scrap steel
Residue
Composition Total
Recycling Material per ton average:
$90 per ton Threshold
Difference
CRV Value Composition Per Ton Value
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
165.16
172.86
(40.00)
(40.00)
1,186.84
142.86
700.00
252.92
177.46
(100.00)
(16.69)
(40.00)
(34.18)1
102.68
(44.32) |
$
$
$
$
$
$
$
$
$
3,100.00
92.63 92.63
1,271.11
92.88 25.0%
29.7%
3.5%
0.3%
0.5%
0.6%,
0.1% I
0.3%
1.2% I
1.0% I
1.8% I
1.8% I
7.3% I
1.9%1
25.0%|
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
100.0%
$ 125.75
$ 90.00
41.29 51.34
(1.40)
(0.12)
21.43 0.86
0.79 1.04
17.38 (1.00)
(0.30)
(0.72)
4.29 1.95
(11.08)
Mkt Pricing
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
165.16
172.86
(40.00)
(40.00)
1,186.84
142.86
700.00
252.92
177.46
(100.00)
(16.69)
(40.00)
(34.18)1
102.68
(44.32)1
Composition Per Ton Value
$
$
38.0% f$
26.5% f $
0.0% [ $
o.o%r$
o.2%r$
'$
o.i%r $
o.i%r$
o.i%r$
'$
'$
$
5.0% f$
[$
30.0% r $
100.0%
97.07 90.00
62.76 45.81
2.37 0.70
0.25 0.18
(1.71)
_(13,30)
$35.75$7.07
Tons Collected for the Quarter
Material Value
Rebate of 50%
Rebate Total
Residential Customers
Monthly Commercial Recycling Yards
Rebate Amount
1,465.00
$ 52,371.55
50%
$ 26,185.78
12,198
$ 2.15
per Customer
$
$
319.00
2,254.62
50%
1,127.31
6,828
$ 0.17
per Monthly
Yard Billed
August 26, 20194-3City of Manhattan Beach - WM
EXHIBIT 5
CORPORATE GUARANTY
Guaranty
THIS GUARANTY (the "Guaranty) is given as of the _ day of.2019.
THIS GUARANTY is made with reference to the followmg facts and circumstances:
A. USA Waste of California, Inc., hereinafter ("Owner") is a corporadon organized under the laws of the State of California, all of the issued and outstanding stock of which is owned by Waste Management, Inc. ("Guarantor").
B. Owner and City of Manhattan Beach ("City") have negotiated an Agreement for Collection, Processing, and Disposal of Solid Waste dated as of _, (hereinafter "Agreement"). A copy of this Agreement is attached hereto.
C. It is a requirement of the Agreement, and a condition to City entering into the Agreement, that Guarantor guaranty Owner's performance of the Agreement.
D. Guarantor is providing this Guaranty to induce City to enter into the Agreement.
NOW/ THEREFORE/ m consideration of the foregoing. Guarantor agrees as follows:
1. Guaranty of the Agreement. Guarantor hereby irrevocably and unconditionally guarantees to City the complete and timely performance, satisfaction and observation by Owner of each and every term and condition of the Agreement which Owner is required to perform, satisfy or observe. In the event that Owner fails to perform, satisfy or observe any of the terins and conditions of the Agreement, Guarantor will promptly and fully perform, or cause to perform them m the place of the Owner or cause them to be performed, satisfied or observed. Guarantor hereby guarantees payment to City of any damages, costs or expenses which might become recoverable by City from Owner due to its breach of the Agreement.
August 26, 20195-1City of Manhattan Beach - WM
2. Guarantor's Obligations Are Absolute. The obligations of Guarantor hereunder are direct, immediate, absolute/ continuing, unconditional and unlimited/ and with respect to any payment obligation of Owner under the Agreement, shall constitute a guarantee of payment and not of collection, and are not conditional upon the genuineness, validity/ regularity or enforceability of the Agreement. In any action brought against Guarantor to enforce, or for damages for breach of/ its obligations hereunder. Guarantor shall be entitled to all defenses, if any, that would be available to Owner in an action to enforce, or for damages for breach of, the Agreement (other than discharge of, or stay of proceedings to enforce, obligations under the Agreement under bankruptcy law).
3. Waivers. Except as provided herein. Guarantor shall have no right to terminate this Guaranty or to be released/ relieved/ exonerated or discharged from its obligations under it for any reason whatsoever/ including/ without limitation: (a) the insolvency, bankruptcy/ reorganization or cessation of existence of Owner; (b) the actual or purported rejection by a trustee in bankruptcy of the Agreement, or any limitation on any claim in bankruptcy resulting from the actual or purported termination of the Agreement; (c) any waiver with respect to any of the obligations of the Agreement guaranteed hereunder or the impairment or suspension of any of City's rights or remedies against Owner; or (d) any merger or consolidation of Owner with any other corporation, or any sale/ lease or transfer of any or all the assets of Owner. Without limiting the generality of the foregoing. Guarantor hereby waives the rights and benefits under California Civil Code Section 2819.
Guarantor hereby waives any and all benefits and defenses under California Civil Code Section 2846, 2849, and 2850, including without limitation, the right to require City to (a) proceed against Owner, (b) proceed against or exhaust any security or collateral City may hold now or hereafter hold, or (c) pursue any other right or remedy for Guarantor's benefit, and agrees that City may proceed against Guarantor for the obligations guaranteed herein without taking any action against Owner or any other guarantor or pledger and without proceeding against or exhausting any security or collateral 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 Owner or any other August 26, 20195-2City of Manhattan Beach - WM
guarantor or pledger without impairing City's rights and remedies in enforcing this Guaranty.
Guarantor hereby expressly waives, diligence, presentment, demand for payment or performance/ protest and all notices whatsoever, including, but not limited to, notices of non-payn-ient or non-performance, notices of protest/ notices of any breach or default, and notices of acceptance of this Guaranty. If all or any portion of the obligations guaranteed hereunder are paid or performed. Guarantor's obligations hereunder shall continue and remain in fuU force and effect in the event that all or any part of such payment or performance is avoided or recovered directly or indirectly from City as a preference, fraudulent transfer or otherwise/ irrespective of (a) any nodce of revocation given by Guarantor or Owner prior to such avoidance or recovery, and (b) payment in full of any obligations then outstanding.
4. Term. This Guaranty 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 Agreement have been fully performed or otherwise discharged; and Guarantor shall remain fully responsible under this Guaranty without regard to the acceptance by City of any performance bond or other collateral to assure the performance of Owner's obligations under the Agreement. Guarantor shall not be released of its obligations hereunder so long as there is any claim by City against Owner arising out of the Agreement based on Owner's failure to perform which has not been settled or discharged.
5. No Waivers. No delay on tlie part of City in exercising any rights under this Guaranty 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 City to take other or further action without notice or demand. No modification or waiver of any of the provisions of this Guaranty shall be effective unless it is in writing and signed by City and by Guarantor, nor shall any waiver be effective except in the specific instance or matter for which it is given.
6. Attorney's Fees. In addition to the amounts guaranteed under this Guaranty, Guarantor agrees in the event of Guaranty's breach of its obligations including to pay reasonable attorney's fees and all other reasonable costs and expenses incurred by City in enforcing this Guaranty, or in any action or proceeding arising out of or relating to August 26, 20195-3City of Manhattan Beach - WM
this Guaranty/ including any action instituted to determine the respective rights and obligations of the parties hereunder.
7. Governing Law: Turisdiction. This Guaranty 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 including, but not limited to, matters of construction, validity and performance. Guarantor agrees that any action brought by City to enforce this Guaranty may be brought in any court of the State of California and Guarantor consents to personal jurisdiction over it by such courts solely for the purpose of any action brought by the City to enforce this Guaranty. Guarantor appoints the following person as its agent for service of process in California:
With a copy by certified mail to:
8. Severability. If any portion of this Guaranty is held to be invalid or unenforceable, such invalidity will have no effect upon the remaining portions of this Guaranty/ which shall be severable and continue in full force and effect.
9. Binding On Successors. This Guaranty shall inure to the benefit of City and its successors and shall be binding upon Guarantor and its successors, including transferee(s) of substantially all 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 Guaranty, that its execution of this Guaranty has been authorized by all necessary action under its Article of Incorporation and Bylaws, and that the person signing this Guaranty on its behalf has the authority to do so.
August 26, 20195-4City of Manhattan Beach - WM
11. 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 Manager
City of Manhattan Beach
1400 Highland Avenue
Manhattan Beach, CA 90266
with a copy to the City Attorney at the same address.
To the Guarantor:
By:
(title)
By:
(title)
August 26, 20195-5City of Manhattan Beach - WM
EXHIBIT 6
COMPANY'S FAITHFUL PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS:
That,._, a _ corporation, as PRINCIPAL, and
_, a corporation organized and doing business by
virtue of the laws of the State of California, and duly licensed for the purpose of making, guaranteeing, or becoming sole surety upon bonds or undertakings required or authorized by the laws of the State of California, as SURETY/ are held and firmly bound to City, hereinafter called OBLIGEE/ in the penal sum of Five Himdred Thousand ($500,000.00) lawful money of the United States, for the payment of which, well and truly to be made/ we and each of us hereby bind ourselves, and our and each of our heirs/ executors/ administrators, successors, and assigns, jointly and severally, firmly by these presents.
NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH THAT:
WHEREAS/ the above bounden PRINCIPAL has entered into a contract/ entitled 'INTEGRATED SOLID WASTE MANAGEMENT SERVICES" with City/ to do and perform the following work/ to wit: Collect, Process and Dispose of Solid Waste generated within City, in accordance with the Agreement. //
NOW, THEREFORE, if the above bounden PRINCIPAL shall well and truly perform, or cause to be performed each and all of the requirements and obligations of the Agreement to be performed by the PRINCIPAL, as in the Agreement set forth, then this BOND shall be null and void; otherwise it will remain in full force and effect.
And the 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 work to be performed thereunder or the specifications accompanying the same shall in any wise 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 work or to the specifications.
August 26, 20196-1City of Manhattan Beach - WM
IN WITNESS WHEREOF, the PRINCIPAL and SURETY have caused these presents to be duly signed and sealed this _ day of _,2019.
acorporationSURETY
By:-
(PRINCIPAL)
(SEAL)
By:.
(ATTORNEY IN FACT)
(SEAL)
August 26, 20196-2City of Manhattan Beach - WM
STATE OF CALIFORNIA)
COUNTY OF
On
EXHIBIT 7
NOTARY CERTIFICATION
_) ss:
/before me, the undersigned, a Notary Public in and for the State of California, personally appeared
, known to me to be the
of the Company that executed the within instrument
on behalf of the Company therein named, and acknowledged to me that such the Company executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal in the County of _ this _ day of _, _.
Notary Public
My Commission Expires:
August 26, 20197-1City of Manhattan Beach - WM
EXHIBIT 8
CITY OWNED/MANAGED EVENTS
RowEvent
1Family Campout
2Fishing Derby
3Concerts in the Park (11 weeks)
4Tennis Tournament
5Sand Castle Design Contest
6Employee Luncheon
7Polliwog Movie in the Park
8 | 6-Man Volleyball Tournament & Surf Festival
9Halloween Carnival
10 Pier Lighting Ceremony
11Pier Fireworks Show
12 | Family Crafts Night
13Cultural Arts Fair
14Senior Health Fair
15Pumpkin Race
16Manhattan Open Volleyball Tournament
August 26, 20198-1City of Manhattan Beach - WM
EXHIBIT 9
CITY HAZARDOUS WASTE MANIFEST
The following is an estimate of the types and volumes of materials generated by City in need of Collection and proper processing or disposal by Company on an annual basis as of the start of this Agreement. See Section 3.6.2.
ItemAnnual Quantity Disposed
Adds41 Ibs.
Aerosols (Flammable)185 Ibs.
Aerosols (Toxics/Corrosives)5 Ibs.
Non-PCB Ballast411 Ibs.
Electronic Wastes234 Ibs.
Flammable Liquids156 Ibs.
Flammable Solids15 Ibs.
Lamps - CFLs133 Ibs.
Lamps - Fluorescent526 Ibs.
Latex Paints300 Ibs.
Lead Acid Batteries182 Ibs.
Mercury Devices28 Ibs.
Non-RCRA700 Ibs.
Oil Filters1,000 Ibs.
Oil-Based Paints65 Ibs.
Propane Cylinders20 Ibs.
Batteries5,135 Ibs.
Used Oil445 gallons
TiresApprox. 125 tires per year
August 26, 20199-1City of Manhattan Beach - WM
EXHIBIT 10
MCR (AB 341) & MORe (AB 1826) Activities Worksheet
& Future SB 1383 Worksheet
(to be completed by Company monthly)
[Note: Future SB 1383 worksheets provided by CalRecycIe will be included in this Exhibit.]
August 26, 2019City of Manhattan Beach - WM
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 MANDATORY COMMERCIAL RECYCLING (AB 341)
I. MCR (AB 341) Education & Outreach Activities
taalviC(i*™'"u!!"t"
ELECTRONIC OUTREACH'AUDIENCE
General Description
fas previously reported)
I
Describe how many and who
the target audience was
(e.g. ail businesses & MF,
only subjected entities, only
those not recycling, etc.
City website provides
AB 341 information
(Frequency: On-going)
RESPONSIBLE
i PARTY
I Indicate wf
completed the
activity
(if other, please
explain)
—^A^^LACTIVITY DETAILS
Click or tap here to
enter text.
City provides AB 341
information in the
quarterly City
newsletter available
online (Frequency:
Annually)
Click or tap here to
enter text.
D City
a Hauler
D Consultant
D Other: Click o.
tap he'-c tc enter
t6/.t
Indicate how often the
activity occurred (if
other, please explain)
T:i-at7
a Hauler
D Consultant
a Other: did .7.1
tap here to enter
text,
D On-going
D Monthly
a Quarterly
D Semi-Annually
D Annually
D Other: Clicl, os-tap
li&r- ie- enter text.
Was the activity
completed in
20187
DYES
D NO
I
D On-going
a Monthly
D Quarterly
D Semi-Annually
D Annually
D Other •:;!!.-k or tap
t'ier& TO ei!;.er 10.1.
Provide additionai details to describe the completed activity. Include web links, supporting documents, copies of newsletters, etc.
If activity was not completed for the reportmg year, please provide an explanation andt^meline to complete activity in the current year Click or tap here to enter te.'-t
DYES
D NO
Click or tap here to enter text.
City posts hauler's AB
341 brochure on City
website (Frequency: On-
going)
Click or tap hereto
enter text.
D City
D Hauler
D Consultant
D Other: Ciici. o'
tap h€i'& to ei-ite;
te/.t
D On-gojng
a Monthly
D Q.uarterly
D Semi-Annually
a Annually
D Other: Click or tap
F'lf.rs- ID enter text
DYES
a NO
Click or tap here to enter text.
Hauler provides
dedicated City website
and include AB 341
information (Frequency:
On-going)
Click or tap here to
enter te>;t.
D City
D Hauler
D Consultant
D0ther:cl].:l.pr
tap here to enter
te>t
D On-going
D Monthly
D Quarterly
D Semi-Annually
D Annually
a Other: c'i,:t or tap
here to enter te>:t.
a YES
D NO
Click or tap here to enter text.
10-1
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 MCR- ||
ELECTRONIC QUTREACIj.AUDIENCE
—r
les AB 341 Click or tap here to
informational 4-page
brochure on the hauler
website (Frequency:
Annually)
i_..___.
Hauler provides AB 341
FAQs and recycling
guide on the hauler
website (On-going)
enter text.
RESPONSIBLE
PARTY
D City
D Hauler
D Consultant
D Other: Click oi
t3p here to enter
text.
FREQUENCY
D On-going
! D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other: ClicL cr 4:sp
here to en'i-e;' teM..
ACTIVITY ]
COMPLETED IACTIVITy DETAILS
D YES
a NO
Click or tap hereto
enter text.
a City
a Hauler
D Consultant
a Other: did or
tap here to enter
text.
D On-going
D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other: Click 01 Tap
here to eritsi-teyt,
Click or tap here to enter text,
DYES
D NO
Click or tap here to enter text.
List any new electronic outreach activities below. Include all pertinent information including audience, responsible party, frequency, and supporting details/documents.
Click or tap here to
enter text.
did. or tap here to
! enter text
iClick or tap here
to enter text.
I
Click or tap here
to enter text,
Click or tap here to enter text.
MCR- g-.i«."S^JI^D^_S^TI"M^L^^ACTIVITY DETAILS
General Description
(as previously reported)
City circulates
"Manhappenings" book
to all residents in the
City which includes a
"Green Corner" to focus
on the City's
environmental
programs (Frequency:
I Quarterly)
Describe how many and who i
the target audience was
(e.g. alt businesses & MF,
only subjected entities^ only
those not recycling, etc.
Click or tap hereto
enter text.
Indicate who
completed the
activity
(if other, please
explain)
Indicate how often the
activity occurred (if
other, please explain)
Was the activity
completed in
201S?
a City
a Hauler
D Consultant
D Other: did. or
t^p liere to enter
Text.
a On-going
D Monthly
D Cluarterly
DSemi-Annually
D Annually
D Other; Click or tap
here TO enter text
DYES
D NO
Provide additional details to describe the completed activity. Include web links, supporting documents, copies of newsletters, etc.
If activity was not completed for_the reporting year. please provide an explanatjpn and timeline to complete activity in the current year did. or tap here to e.itei text.
10-2
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 MCR-
PRINT OUTREACH_
AUDIENCERESPONSIBLE
PART/FREQUENCYACTIVITY
COMPLETEDACTIVITY DETAILS•81
Hauler mails AB 341
notification letters to all
businesses (Frequency:
Annually)
Ciick or tap hsr£ to
enterteyt.
Hauler places AB 341
commercial recycling
advertisement in the [
Manhattan Beach !
I Chamber program j
j (Frequency: Annually)
; Hauler provides a
"Welcome Packet" to all
; new customers to
provide information on
I AB 341/AB 1826.
I (Frequency: On-going;
As Needed)
'Hauler sends letters to
schools to offer
recycling services and
outreach (Frequency:
3x/year)
Click or tap hereto
enter text.
D City
a Hauler
D Consultant
DOtherCli.-l 0'
tap iiere to &i.ter
te?t
DOn-going
I D Monthly
a Quarterly
\ DSemi-Annually
i D Annually
D Other Clic! or tap
h^ieic.entei-te/'t.
D City
I D Hauler
a Consultant
D Other: Clkkor
tap here to ente:-
text
Click or tap hereto
enter text.
D On-going
D Monthly
! a Quarterly
D Semi-Annually
I D Annually
D Other: Ciic^ w tap
here ^c' er'rrei-teKt.
DYES
D NO
»sa
Click or tap here to enter text.
DYES
a NO
]
D City
D Hauler
I D Consultant
D Other: did w
tsp liei-e to pnlp."
text.
Click or tap here to enter text.
D On-going
I D Monthly
D Quarterly
a Semi-Annualty
I D Annually
D Other: did. or tap
here tc' enter text.
Click or tap hereto
! enter text.
a city
D Hauler
D Consultant
D Other; Click or
tap r-iere" to ente'i
text.
I
i DOn-going
D Monthly
i a Q.uarterly
I DSemi-Annually
D Annually
; Q Other: Click or ia\j
ii^re- to entei- text
DYES
D NO
Ciick or tap here to enter text.
DYES
D NO
Click or tap here to enter text.
List any new print outreach activities below. Include all pertinent information including audience, responsible party, frequency, and supporting detoils/documents.
Click 01 tap here | Click or tap here Click ort.ip hc-ie t(. enter text.
Click oi tap here to
enter text.to enter text.to enter tei-'t
Click or tap here to enter tex'i:
10-3
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
^tECTCONTACTii^
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 '^"ZL"^SI^mLl^^_ACTIVIFT DETAILS
General Description
(as previously reported)
City speaks with (either
directly or via
telephone) new
businesses establishing
I a refuse account to
encourage business to
I participate in recycling
(Frequency: On-going)
Describe how many and who
the target audience was
(e.g. all businesses & MF,
only subjected entities, only
those not recycling, etc.
i Click or tap here to
i enter text.
Indicate who
completed the
activity
(if other, please
explain)
Indicate how often the .
activity occurred (if
other, please explain) |
jD City
a Hauler
D Consults nt
D Other: Click or
tap here to enter
text.
Was the activity
completed in
2018?
r
D On-going
D Monthly
a Ct.ua rterly
D Semi-Annually
D Annually
a Other Click or tap
here to enter text
DYES
D NO
Provide additional details to describe the completed activity. Include web links, supporting documents, copies of newsletters, etc.
// activity was not completed for the reporting year. please provide an explanation and timeiine to complete activity in the current year Click or tap h^re to pnter text.
i
City provides MCR
information during
! community events
I including free |
composting classes
(Frequency:Throughout [
Year)
Click or tap here to
enter text.
I D City
D Hauler
i a Consultant
D Other: cli^l o.
I?? here to entei"
te?.t.
D On-going
D Monthly
D Cluart:erly
D Semj-Annually
D Annually
D Other: Clici o;-tap
hers tc enter vext
DYES
D NO
Click or tap here to enter text.
! Hauler conducts site
visits and waste audits
to businesses and
multifamilytoset up
recycling programs
(Frequency: On-going)
Click or tap here to
enter text.
h,
D City
D Hauler
D Consultant
D Other: Click or
tap tiere to enter
te>;t,
Hauler meets with
Chamber of Commerce
to provide information
on recycling and AB 341
(Frequency: Annually)
Click or tap here to
enter text.
a city
D Hauler
D Consultant
a Other: Clic^ or
tap here to enter
teM.
D On-going
D Monthly
D duarterly
DSemi-Annually
D Annually
D Other: did. oi-tgp
heit Tc enfprtext
DYES
', a NO
a On-going
D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other: Cii.Lk or tap
here tc enter te>;t
Click or tap here to enter text.
DYES
D NO
Click or tap here to enter text.
J
10-4
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 -y
I
I
•IWR™
DIRECT CONTACT
Hauler distributes
printed AB 341
materials and
newsletters at various
community events
(Frequency: On-going)
AUDIENCERESPONSIBLE
PARTY
Click or tap here to
enter text.
D City
D Hauler
D Consultant
a Other: <:li,:k or
tap here to enter
teyt.
—•»«"""_L^^o_
d On-going
D Monthly
D Quarterly
a Semi-Annuallv
D Annually
D Other: ciici. or tap
here to F'nter te-<t.
DYES
D NO
ACTIVITy DETAILS
/"y
Click or tap here to ante' text
1 Hauler meets with
I businesses to
implement Waste
Management Total
I Recycling Program
(WMTRP) which
. includes site visits,
trainings, waste audits,
and setting up recycling
programs (Frequency:
I On-going)
i Hauler works with
I schools to implement
I School Zero Waste
I Outreach Program
I (Frequency: On-going)
Click 01 tap here to
enter text.
a City
D Hauler
D Consultant
D Other: Click or
tap here to enter
tes.:t.
D On-going
D Monthly
D Quarterly
d Semi-Annually
D Annually
D Other: Click or tap
here to enter text.
DYES
a NO
Click or tap here to enter text.
Click or tap here to
enter text.
D City
a Hauler
D Consultant
D Other: Click or
tap hei-e to enter
t&At.
D On-going
D Monthly
D Quarterly
Q Semi-Annually
d Annually
D Other: Click or tap
hfri-e iL^nrertext.
DYES
a NO
Click or tap here to enter text.
Hauler provides CORe
facility tours to
community members
(Frequency: On-going)
Click or tap here to
enter text.
City and hauler
promotes the Green
Business Certification
Program (Frequency:
On-going)
D City
D Hauler
a Consultant
D Other: Click or
tap her" to enter
text,
D On-going
D Monthly
D Quarterly
D Semi-Annually
D Annually
DOtherClicl Dr tap
h&!-= to £ntei't&xt.
Click or tap hereto
enter te>;t.
a City
D Hauler
D Consultant
a Other: did. or
tap here to enter
text.
a On-going
D Monthly
D Quarterly !
D Semi-Annually
D Annually
D Other: Ciict or rap
here tc' eritei-Te>;t
10-5
DYES
a NO
Click or tap here to enter text.
DYES
a NO
Click or tap here to enter text
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 MCR-
^fRECTCONTACT,.^
AUDIENCE^1ESPONSIBLE^-
PARTYFREQUENCYACTIVITY
COMPLETEDAOIVin DETAILS
List any new direct contact activities below. Include all pertinent information including audience, responsible party, frequency, and supporting details/documents.
Click or tap here to
enter text.
i Clicl.' or tap here to
enter text.
Clio or tap here
to enter text.
Click or tap here
to enter text.
Click or tap Siere to eiii:ei' ':e>.t.
II. MCR (AB 341) Monitoring-Tracking Data
I MCR BUSINESSES
(4+ CY Solid Waste/Week)
! Total Number Businesses Subject to MCR
2016
255
Total Number Businesses Not Recycling12
! MCR MULTIFAMILY
[JS+Unlts^
2016
: Total Number Multifamily Subject to MCR55
4 20172018
249Click or tap here to enter text,
10Click or Op here to enter text.
20172018
52 0 Tc
I DATA COLLECTION
^Describe method city/hauler used to coflect data (i.e., by hauler account, through business licensing, site visits^etc.}_ C!icl. or tao here •o &r.t&i' te"
Click 01 tap here to enter te/it.
Ciick or tap here to enter text.
;-
2019
2019
BARRIERS
Explain any barriers businesses/MF have in subscribing or implementing an organics recycling program (f.e., space constraints, cost prohibitive, refusing service, etc.) Ciici. or tap here to &n!:er teyt.
MCR (AB 341) Monitoring- Follow Up
10-6
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 l MCR FOLLOW-UP
L.
General Description
(as previously reported)
'T^
AUDIENCETYPE OF i RESPONSIBLE
FOLLOW-UP_|__PARTY_
FREQUENCY! FOLLOW-UP
! COMPLETEDFOLLOW-UP DETAILS
Describe how many and who
the target audience was
(e.g. all businesses & MF, only
subjected entities, only those
not recycling, etc.
Hauler mails AB 341
notification letters to
all businesses not
\ recycling.
Click or tap here to
enter text.
Select how the
follow-up was
disseminated
Indicate who
completed the
follow-up
(if other, please
explain)
i D Targeted Letter
D Phone Call
D Site Visit
1 DOtherCiicl-o! tap
here tc? enter te^-t
Deity
D Hauler
D Consultant
D Other: Click or tap
here to enter text.
Indicate how often
the follow-up
occurred
(if other, please
explain)
Was the follow-up
completed in 2018?
DOn-going
Ci Monthly
D Quarterly
DSemi-Annually
D Annually
D Other: Cl].:k or tap
he:-& ro eriTe; texr.
DYES
D NO
Provide additional details to describe the completed
! follow-up, include number of letters mailed, number
I of site visits conducted, etc.
I
If follow-up was not completed for the reporting
year. please provide an exptanation and timeline to
complete follow-up efforts in the currentyear
Ciick or tap here to enter te?."!:.
As follow-up, hauler
conducts site visits and
waste audits to work
towards setting up
recycling programs.
Click or tap here to
enter text.
D Targeted Letter
D Phone Call
a Site Visit
D Other: Click or lap
here to enter te.-.'t
! D City
a Hauler
D Consultant
D Other: Ciick or tap
here to ^nte'-texl.
Public Works
I Department staff
! reports to City Council
the number of
! businesses
participating/not
i participating.
Click or tap here to
enter text.
I a On-going
D Monthly
I D Quarterly
D Semi-Annually
a Annually
! DOtherCN-'.koitsp
riere: tc entei'text.
DYES
a NO
D Targeted Letter
D Phone Call
D Site Visit
D Other Ciick or tap
hei-c to enter text.
a City
D Hauler
D Consultant
D Other: Clici or
lac h^re •i:c enter
te/;t.
D On-going
D Monthly
D Quarterly
1 d Semi-Annually
I D Annually
i D Other: Ciick or tap
here tr.' enTer te>;-t.
DYES
D NO
Click or tap here to enter text.
Click or tap here to enter text
Business Application
Renewal requires
acknowledgement to
MCR/MORe
requirements.
Click or tap here to
enter text.
D Targeted Letter
a Phone Call
D Site Visit
a City
a Hauler
D Consultant
d On-going
a Monthly
D Quarterly
DYES
I a NO
I
DOtherCli'-l'.ortap I D Other: Click ui-tap j D Semi-AnnualIy liere to enter tgx'-there to enter textD Annually
D Other; Cii;t. or ta]-1
hfcre tc i-nts:" i-ext,
Click or tap here to enter text.
List any new follow-up efforts below. Include all pertinent information including audience, responsible party, type of follow-up, frequency, and supporting detoils/documents^ Click or tap liere to
enter text.
Click or tap h&r&to
enter text.
Click or tap h&r- I Click 01 tap here
to enter text. I to enter text,
Click or tap here
to enter text.
Click ::.r tap here to enter text
10-7
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 MANDATORY COMMERCIAL ORGANICS RECYCLING (AB 1826)
1. MORe (AB 1826) Education & Outreach
ie -
ELECTRONIC OUTREACK.iAUDIENCERESPONSIBLE
PARTyFREQUENCYACTIVITY
COMPLETEDACTIViry DETAILS
General Description
(as previously reported)
describe how many and who
the taraet audience was
j (e.g. all businesses & MF^
only subjected entities, only
\ those not recycling organics,
etc.
Indicate who
completed the
activity
(if other, please
explain)
Indicate how often the
activity occurred (if
other, please explain)
I City provides AB 1826
information on the City
website (Frequency: On-
going)
Click or tap here to
enter text.
I City provides AB 1826
through Recycling News
I Email Blast (Frequency:
Annually)
D City
D Hauler
D Consultant
D Other; C!i.:k o,
la;:' here to enTe!
te.^-t.
D On-going
D Monthly
; D Quarterly
D Semi-Annually
a Annually
D Other i.jici.: or ta;;.
here TO enter text.
Was the activity
completed in
2018?
Provide additional details to describe the completed activity. Include web links, supporting documents, copies of newsletters, etc.
// activity was not completed for the reporting year, please provide an explanation and timeline to complete activity in the current year DYES
D NO
Click or tap here to
enter text
Hauler provides AB
I 1826 information on the
hauler website
(Frequency: On-going)
a City
D Hauler
a Consultant
a Other: did, or
tap here tc erite'-
text.
Click or tap hereto
enter text.
Deity
D Hauler
D Consultant
D Other: Click or
tap ^ere to enter
text.
D On-going
D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other: Click or tap
h&rc to erite^-text
D On-going
i a Monthly
I D Quarterly
D Semi-Annually
a Annually
D Other Clict- or tap
here to e;'itei'text
Click or tap here to enier tpv.t
DYES
D NO
j Click or tap here to enter te;~;t.
4 DYES
D NO
Click or tap here to enter text.
10-8
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 'K/tcfNf""-"—!"
ELECTRONIC OUTREACH"
Food Waste Specific
Targeted FacebookAd
to raise awareness and
share tips for reducing
food waste during the
holiday season.
Viewers are directed to
the Manhattan Beach
dedicated Waste
Management site if they
want to learn more tips
on how to reduce
waste.
AUDIENCE
Click ortap here to
enter tex.t.
RESPONSIBLE
^ _PARTY_D~City
a Hauler
D Consultant
D Other: did. or
tap here to entei"
text.
FREQUENCY
D On-going
a Monthly
D Quarterly
D Semi-Annually
D Annually
Cl Other: Ciickortap
here to enter text.
ACTIVITY
I COMPLETED
DYES
D NO
ACTIVITY DETAILS
Clicl, or tap here to enter text.
waste. | ! |
List any new electronic outreach activities below. Include all pertinent information including audience, responsible party, frequency, and supporting details/documents. to j Click or tap here to i Click or tan here I Click or taD here I Click or tao here to enter t&^'t.Click or tap 1'ieretc, enter text.
Click or tap here to
enter te'.t.
Click or tap here
to ente;' te>-;t
Click or tap here
to enter Text.
MORe-
PRINT OUTREACHT
General Description
(as previously reported)
_„______L
AUDIENCE
Describe how many and who
the target audience was
(e.g. all businesses & MF,
only subjected entities, only
those not recycling organics,
etc.
Hauler mails AB 1826
letters and flyers to all
residents and
businesses (Frequency:
Annually)
Clic^ ur tap here TO
enter text.
RESPONSIBLE
PARTy
Indicate who
completed the
activity
(if other, please
explain)
a City
D Hauler
D Consultant
a Other: Click or
rap here tc- enter
te'-<t.
FREQUENCY
indicate how often the
activity occurred (if
other, please explain)
ACTIVITY !
COMPLETED !ACTIVITf DETAILS
D On-going
0 Monthly
D Quarterly
DSemi-Annually
D Annually
a Other: did, or tap
here to enter text.
Was the activity
completed in
20187
Provide additional details to describe the completed activity. Include web links, supporting documents, copies of newsletters, etc.
If activity was not completed for the reporting year. please provide an explgnQtipp and timeiine to compfete activity in the current year DYES
a NO
10-9
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 MORe-
PRINT OUTREACH
Hauler distributes AB
1826 handouts during
site visits (Frequency:
On-going)
AUDIENCE
Click or tap her& To
enter text.
RESPONSIBLE
PARTY
Ucity-
D Hauler
I D Consultant
D Other: Click o'
+ap iierel'o enter
Te>t.
FREQUENCYACTIVIT/
COMPLETEDACTIVITY DETAILS
D On-going
D Monthly
D Quarterly
DSemi-Annually
D Annually
D Other: diet or tap
hc'-s -LC' iinerteyt.
? DYES
D NO
Hauler provides AB
1826 information in
"Welcome Packet" for
new customers
(Frequency: On-going)
Click or tap here to
enter text.
a City
a Hauler
D Consultant
D Other: Clkl- or
tap here to enter
te>:t.
: D On-going
; D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other Ci.ci or '•??
h^re TC. £'';t='-(':-Kt
Click or tap here to enter tevt.
DYES
D NO
Click or tap here to enter text.
Hauler provides AB
1826 information in
Residential Newsletter i
and Commercial
Recycling Guide
(Frequency: Annually)
Click or tap here to
enter text.
D City
a Hauler
D Consultant
D Other: Ciic^. o'
t3p here- lo erite'
text.
I
a On-going
D Monthly
D Q.uarterly
a Semi-Annually
D Annually
DOtherCiicl .T'tsc
ri?-'£ \c e'^.^1 tfrxr
DYES
D NO
Click or tap here to enter text
Street Banner promotes j Click or tap here to
the Food Waste I enter text.
Recycling Program "Easy
as 1-2-3" hung I
throughout the City.
(Frequency: Throughout ;
Year) J
n City
D Hauler
D Consultant
a Other: ''-lick or
! tap here to ente'
! text.
D On-going
D Monthly
D Quarterly
a Semi-Annually
D Annually
D Other: Clicl OI-IBF
i-ig.''e ta enter-te.':t
DYES
D NO
Click or tap here to enter te.ft.
List any new print outreach activities below. Include all pertinent information including audience, responsible party, frequency, and supporting detoils/documents.
Click 01 tap here to
enter text.
Click cii tap here to
enter text.
Click ortdp lieie
to enter text.
C\ic\. or tap here
to enter text.
Click c'l tap here to enter te>;t.
10-10
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 MORe-
DIRECT CONTACT
I
General Description
(as previously reported)
City provides
! presentation on food
waste program update
1 to City Council
(Frequency: Annually)
iHlufer provides-AB-
1826 handouts during
site visits (Frequency:
Annually)
Hauler conducts waste
I assessments and site
visits to organics
generators to provide
training to ensure
proper organics
i separation to prevent
contamination
Hauler provides AB
j 1826 at community
events including Earth
Day Event, Hometown
(Frequency: Annually)
AUDIENCERESPONSIBLE
PARTYFREQUENCYACTIVITY
COMPLETEDACTIVITY DETAILS
Describe how many and who^
the target audience was
(e.g. all businesses & MF,
only subjected entities, only
those not recycling organics,
etc.
Indicate who
completed the
activity
(if other, please
explain)
Clirk ortac' here to
enter test.
Click or tap here to
enter text.
D City
D Hauler
D Consultant
DOther:Clicl;or
tap iiere tc. enter
text.
Indicate how often the
activity occurred (if
other, please explain)
D On-going
a Monthly
D Q.uarterly
D Semi-Annually
D Annually
aOtherCli.'kortar
h°r& to ent-irtext
Was the activity
completed in
201S?
I
I
Provide additional details to describe the completed activity. Include web links, supporting documents, copies of newsletters, etc.
// activity was not completed for the reporting year, please provide an ewlanation and timeline to complete activity in the current year DYES
D NO
[
Deity
a Hauler
D Consultant
D Other: click
tap here to ent
text.
D On-going
D Monthly
D Quarterly
j D Semi-Annually
I D Annually
D Other: C!r;kortap
hci'c to enter-text,
DYES
D NO
Click or tap here TO enter text.
Click or tap here to enter text.
Click or tap here to
enter text.
a City
D Hauler
D Consultant
D Other: Click or
tdp here to enter
text
D On-going
D Monthly
D Quarterly
D Semi-AnnuaIIy
D Annually
a Other: Cii':k or tap
here tc. enter text,
DYES
D NO
Click or tap here to enter text.
Click or tap hereto
enter text,
D City
D Hauler
a Consultant
D Other: diet. or
tap 1-iere to enter
te^t.
D On-going
D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other: Click or tap
here to en1:ertext.
DYES
D NO
Click or tap here to enter text.
10-11
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 MORe-
_DIRECTJCONTACL
! Hauler provides AB
I 1826 during CORe
facility tours
(Frequency: On-going)
AUDIENCE
Click or tap heri to
i enter tei-'t.
RESPONSIBLE ;
PART/ |FREQUENCYACTIVITY
! COMPLETED
D City
a Hauler
D Consultant
DOther:C!icl o-
tap he.'e to eriter
te>.t
_
D On-going
D Monthly
D auarterly
D Semi-Annually
D Annually
I D Other: did or tap
I !;(\;'-; ic cntei-text,
DYES
D NO
ACTIVITy DETAILS
Click or tap here to enter text.
Hauler provides
representatives to be
available for civic
groups, school
assemblies,
homeowners'
I association groups,
building managers, the
Chamber of Commerce,
Downtown Business
Association and
! Commercial businesses.
required 400 hours for
MF outreach as
contractually obligated.
Outreach includes I
! public education, site I
visits, audits/trainings to
MF customers/
management and
maintenance staff upon
request.
Click or tap here to
i enter text.
a City
D Hauler
n Consultant
DOther:Cli,;l,or
tap here to enter
text
I D On-going
D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other Click or tap
here to entsi-text
DYES
D NO
Click or tap here to enter text.
' Click or tap here to
I enter text
I
.—'..
a City
D Hauler
D Consultant
D Other: CiicS or
tap liere to enter
te?.t
D On-going
D Monthly
D Quarterly
DSemi-Annually
D Annually
D Other: Click or tap
here to sntertexr.
DYES
D NO
Click or tap here to enter text.
10-12
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 iviUKe-
DIRECT CONTACT
required 600 hours for
commercial business
outreach as
contractually obligated.
Outreach includes
I business site visits to
provide education/
i outreach and training.
AUDIENCERESPONSIBLE
PARTYFREQUENCYACTIVITY
COMPLETEDACTIVITY DETAILS-^
Click or tap here to
enter text.
I Click or tap here to
enter text.
D City
D Hauler
D Consultant
D Other: did or
tap here to ei'iie'-
text.
D On-gojng
D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other: C;ici. or tap
here "LC. enter text.
a YES
D NO
Clicl; or tap here to enter text.
Hauler participates in
and promotes recycling
i and food waste
i diversion services at
several community
! events and activities.
I Hauler provides free
trash, recycling, and/or
organics collection.
D City
D Hauler
D Consultant
a Other: Click or
t.3p here to ei'iter
text.
! a On-going
D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other: Ciici o;'tgp
her" to enter text
DYES
a NO
Click or tap here to enter text.
List any new direct contact activities below. Include all pertinent information including audience, responsible party, frequency, and supporting details/documents.
Clicl< or tap here to ; Click c.r tap here to \ Click or tap here I Click 0!'tap here enter text. i enter text. I to enter text, | to enter text.
Click or Tap here to enter Text
II. MORe (AB 1826) Monitoring-Tracking Data
MORe BUSINESSES
(Meets Current Threshold)
Total Number Businesses Subject to
MORe
2016
8+Cf Organics/Week
Effective AprU 1,2016
14 2017
4+CY Organics/Week !
Effective January 1,2017 _[
62 2018
4+ CY Organics/Week
Effective January 1, 2017_
Click or rap here to enter text
2019
4+ Ci'Solid Waste/Week
Effective January 1,2019_
Total Number Businesses Not Recycling
^3rgan^cs^
742Click or tap here to enter text.
Total Number of Businesses Granted an
Exemption*
10-13
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 \ MORe MULTIFAMILY
15+ Units and Meets Current Threshold)
(Note: Organics threshold for MF does not
mclu^eJoo^wa-steL
Total Number Multifamily Subject to
MORe
2016
5+Units and 8+Cf
Organics/Week
Effective April 1, 2016
0 2017
5+Units and 4+Cr
Organics/Week
Effective January 1, 2017
3 2018
S+Units and 4+CY
Organics/Week
Effective January 1, 2017
Click or tap here to enter text.
2019
S+ Units and 4+ Cf
Solid Woste/Week
Effective January 1, 2019
Total Number Multifamily Not Recycling
Org^nics100Click or tap here to enter text.
Total Number of Multifamily Granted an
Exemption1
DATA COLLECTION
Describe method city/hauler used to collect data (i.e., by hauler account, through business licensing, site visits, etc.) Clicl, or tap here to wt.sr test
jBARRIERF
•^ExpWn^ny barriers businesses/MF have in subscribing or implementing an organics recycling program (i.e., space constraints, cost prohibitive, refusing service, etc.) .iia ortsu !ier? ^:o entpr 'c--.t
EXEMPTIONS1"
If City is granting exemptions to AB 1826 on a case-by-case basis, please describe method in which businesses/MF are determined to be exempt from the law. Ensure that there is proper Lmomto-nn9-an^--tra-c-^ln^-in- ?Jace fnoL^L^^an^n^^oJ^OW^P^5s.e55t^ entities' organic recycling needs.
No need to report on exemptions for 2018 Reporting Year. This field will be available to enter data for 2019 Reporting Year. 1 Jurisdictions can exempt businesses and MF on a case-by-case basis if the entity meets any one of the criteria for exemption. Please see CalRecvcle FAQ ff47 for additional mformatton. For \_reporting purposes, it is suggested the^urisdiction continues to include those entities granted exemptions in^theTotaj Number Businesses/MF Not Recycling Organics.
III. MORefAB 1826) Monitoring-Follow Up
MORe FOLLOW-UP
General Descriptson
(as previously reported)
AUDIENCE
Describe how many and who
the target qudtenc_e was
(e.g. all businesses & MF, only
subjected entities^ only those
not recycling organics, etc.
TYPE OF
FOLLOW-UP
Select how the
follow-up was
disseminated
RESPONSIBLE
PARTYFREQUENCY
Indicate who
completed the
foilow-up
(if other, please
explain)
FOLLOW-UP
COMPLETED
Indicate how often
the follow-up
occurred
(if other, please
explain)
Was the follow-up
completed in 2018?
FOLLOW-UP DETAILS
Provide additional details to describe the coi
follow-up. Include number of letters mailed, number
of site visits conducted, etc. \
If follow-up was not completed for the reporting |
year, please provide an explanation and timeline to
complete follow-up efforts in the current year \
10-14
MANHATTAN BEACH - MCR & MORe ACTIVITIES WORKSHEET
2018 Reporting Year | Due to CalRecycle LAMD Rep by March 30, 2019 MORe FOLLOW-UP
City provides entities
not complying with the
law a letter including
outreach materials.
(Frequency: Annually)
I
AUDIENCE
Click pr tap here to
enter text.
TYPE OF
j FOLLOW-UP
j D Targeted Letter
D Phone Call
I D Site Visit
D Other: Clicl. o;' t?p
I her? to enter te?;t.
RESPONSIBLE
PARTY
D dt7
D Hauler
D Consultant
D Other: C!icko;-t3p
here to &nterte>;t.
I FREQUENCY
D On-going
D Monthly
a Quarterly
D Semi-Annually
D Annually
DOther;CI[cl..ortap
h^re to e;it^rte'<T..
FOUOW-UP
COMPLETEDFOLLOW-UP DETAILS
; a YES
D NO
Hauler follows up with
businesses in a site visit
I and/or call (Frequency:
Annually)
Click or tap here to
enter text.
I
a Targeted Letter
D Phone Call
a Site Visit
D Other: C!i':l< or tap
i-iei-e to enter te>,'t.
a City
D Hauler
a Consultant
D Other: Click or tap
hereto enter text,
D On-going
D Monthly
D Quarterly
D Semi-AnnualIy
D Annually
a Other: Click or tap
her?' tc &nfs-rte/'.t
Click or tap here to enter text
DYES
a NO
Click or tap here to enter text.
Public Works
Department staff
reports to the City
Council number of
businesses
participating/not
participating.
did. or tap here to
enter text.
D Targeted Letter
D Phone Call
D Site Visit
D Other Click &• tap
here to enterte.yt.
D City
a Hauler
a Consultant
a Other: Clicr or
tap here T':. enter
Tevt.
D On-going
D Monthly
D Quarterly
D Semi-Annually
D Annually
D Other: Click or^r.
li&re tc enter te/t
DYES
D NO
Click or tap here to enter tev.t.
List any new follow-up efforts below. Include all pertinent information including audience, responsible party, type of follow-up, frequency, and supporting details/documents.
Click or tap here ro
enter text.
Click or tap here to
enter text.
Click 01 i.ap here
to enter te:'t.
Click 01 tap here | Click or tap here
to enter text. I to enter text.
Click or tap here to enter text.
10-15
EXHIBIT 11
DOWNTOWN MAINTENANCE ENHANCEMENT PLAN
Per Section 3.6.9/ the following is an outline of topics for the Working Group to develop and discuss:
I. Enhancing What Works Today
a. Establish and present annual coverage schedule of drivers, technicians, and outreach personnel to Working Group
b. Establish and present annual event schedules to Working Group c. Establish and present site and service maps for Recycling, Food Waste, and Trash Container locations during events to Working Group d. Coordinate public information programs with Working Group to inform visitors to Manhattan Beach of the sustainability goals and how they can join the effort to keep Manhattan Beach and the Pacific Ocean clean e. Establish regular meeting schedule with Working Group that includes regular meetings, plannmg meetings with select inember per event, and post-event debrief meetings
f. Modify service delivery plans according to input from stakeholders as appropriate
II. Change Options
a. Identifying staging areas for bins and vehicles during large events to facilitate continuous emptying of containers with minimal traffic interference
b. Identify permanent staging areas for vehicles and containers to facilitate more efficient service on a regular basis.
c. Incorporate Recycling and Trash Collection planning in Downtown Circulation plans put in place for events and weekends that would provide established travel routes for Company service vehicles August 26, 201911 -1City of Manhattan Beach - WM
d. Develop a temporary enhanced container placement and removal plan with the Working Group that would be implemented during high visitor periods and events to provide greater access to Recycling and Trash Containers.
e. Expand the approved hours of service to allow for earlier access by Company service vehicles, and establish pilot program using plastic commercial containers to reduce noise form the dumping process f. Facilitate steam cleaning as needed for individual businesses August 26, 201911 -2City of Manhattan Beach - WM
EXHIBIT 12
LIST OF ACCEPTABLE AND NON-ACCEPTABLE
RECYCLABLE MATERIALS
RECYCLABLES must be dry, loose (not bagged) and include ONLY the following:
Aluminum cans - emptyNewspaper
PET bottles with the symbol #1 - with screw tops
only - empty
Mail
HDPE plastic bottles with the symbol #2 (milk,
water bottles detergent, and shampoo bottles, etc.)
- empty
Uncoated paperboard (ex. cereal boxes;
food and snack boxes)
PP plastic bottles and tubs with symbol it 5 -
empty
Uncoated printing, writing and office
paper
Steel and tin cans - emptyOld corrugated containers/cardboard (uncoated)
Glass food and beverage containers - brown,
clear, or green - empty
Magazines, glossy inserts and pamphlets
COMMON EXAMPLES OF RECYCLABLE MATERIALS BY COMMODITY
Paper
* Office Paper
• Copy Paper
• Junk Mail
* Telephone
Books
• Catalogs
• Computer
Paper
• Envelopes
• Brochures
• Crayon
Drawings
• Wrapping
Paper
Cardboard
• Cardboard
Boxes
• Cereal Boxes
• Tissue Boxes
* Food Boxes
• Milk Cartons
• Juice Boxes
• Soda/Beer
Cartons
• Egg Cartons
(Paper Fiber)
• Paper Bags
• Gift Boxes
Glass
• Juice Bottles
• Beer Bottles
• Wine Bottles
• Liquor Bottles
• Salad Dressing
Bottles
• Condiment
Jars
• Assorted Food
Jars
• Jam & Jelly
Jars
• Baby Food Jars
Plastic
• Plastic Water
Bottles
• Plastic Soda
Bottles
• Plastic Milk
Jugs
• Food Bottles
• Condiment
Bottles
• Vegetable Oil
Bottles
• Plastic
Laundry Jugs
• Shampoo
Bottles
• Lotion Bottles
Metal
* Aluminum
Soda Cans
* Aluminum
Beer Cans
• Fruit Cans
• Vegetable
Cans
• Juice Cans
• Soup Cans
• Sauce Cans
• Assorted Food
Cans
• Pet Food Cans
August 26, 201912-1City of Manhattan Beach - WM
COMMON EXAMPLES OF RECYCLABLE MATERIALS FOR PLASTICS 1, 2, AND 5 SymbolCommon Examples of Acceptable Items
6 PET
Water bottles, soda bottles, peanut butter jars, salad dressing bottles, etc. ^
HDPE
Clear milk jugs, detergent bottles, bleach bottles, shampoo and conditioner bottles, plastic crates, plastic carts, lawn chairs, laundry baskets, etc. ^
pp
Tupper ware, yogurt containers, margarine tubs and other refrigerated containers, bottle tops, etc.
August 26, 201912-2City of Manhattan Beach - WM
NON-RECYCLABLES include, but are not limited to the following:
Plastic bags and bagged materials (even
if containing Recyclables)
Microwavable trays
MirrorsWindow or auto glass
Light bulbsCoated cardboard
Porcelain and ceramicsPlastics not listed above including but not limited to those with symbols #3, #4, #6, #7 and
unnumbered
Expanded polystyreneCoat hangers
Glass and metal cookware/bakewareHousehold appliances and electronics, Hoses, cords, wiresYard waste, construction debris, and wood Flexible plastic or film packaging and
multi-laminated materials
Needles, syringes, IV bags or other medical
supplies
Food waste and liquids, containers
containing such items
Textiles, cloth, or any fabric (bedding, pillows,
sheets, etc.)
Excluded Materials or containers which
contained Excluded Materials
Napkins, paper towels, tissue, paper plates, paper
cups, and plastic utensils
Any paper Recyclable materials or
pieces of paper Recyclables less than 4"
in size in any dimension
Propane tanks, batteries
CartonsAseptic Containers
COMMON EXAMPLES OF NON-RECYCLABLE MATERIALS FOR PLASTICS 3, 4, 6 AND 7 SymbolCommon Examples of Non-Acceptable Items
^
v
Food wrap, tile, PVC plumbing pipes, window frames, etc. ^
LDPE
Grocery bags, shrink/cling wrap, garment bags, frozen food bags, sandwich bags, etc. ^
PS
Throwaway utensils, meat packing, protective packing, Styrofoam insulation, packing peanuts, etc.
A
OTHER
Plastic CDs/DVDs, baby bottles, eye glasses, exterior lighting fixtures, etc.
August 26, 201912-3City of Manhattan Beach - WM
/^CORD'CERTIFICATE OF LIABILITY INSURANCE1/1/2020
DATE (MMfDD/YYTT)
11/7/2019
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the pollcy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
PRODUCER LOCKTON COMPANIES
3657 BRIARPARK DRIVE, SUITE 700
HOUSTON TX 77042
866-260-3538
CONTACT
;, No, Ext):
I^ssT
^!^§, NO):
INSURERIS) AFFORDING COVERAGE_
INSURER A : ACE American Insurance Comoanv
NAIC»
22667
INSURED WASTE MANAGEMENT HOLDINGS, INC7^ALTAFFILIATED,RENTED & SUBSIDIARY COMPANiES'INCL'UDiNG:'""" ~'"1306000 WASt'E'MANAGEMENT
LOS ANGELES METRO
1970 EAST 213TH STREET
LONG BEACH CA 90810
INSURER B : Indemnity Insurance Co of North America
INSURER c: ACE Fire Underwriters Insurance Company
'43575
20702
INSURER D :
INSURER E:
INSURER F:
COVERAGES CALONGBECERTIFICATE NUMBER: 3958391REVISION NUMBER: XXXXXXX
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ^TYPE OF INSURANCEIANDSDDLI%RWVDPOLICY NUMBER1,&%^'DD/YYYY,MP&ygYY^>LIMITS Ax
x
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE [~^~\ OCCUR
I A I
XCU INCLUDED
YYHDO 0712129931/1/20191/1/2020EACH OCCURRENCE
^^GSEEST?E'RENTED
:a occurrence)
5,000,000
15,000,000
|MED EXP (Any one person)
X IISOFORMCG00010413IPERSONAL&ADV INJURY |$ 5,000,000
$ xxxxxxx
GEN'L AGGREGATE LIMIT APPLIES PER;
|POLICY|X|jpg°f I X| LOG
I OTHER:
GENERAL AGGREGATE
PRODUCTS-COMP/OPAGG |t 6,000,000
$ 6,000,000
$
AAUTOMOBILE LIABILITY
x
x
x
x
ANY AUTO
8UWNOESDONLY
%R-EDSONLY
MCS-90
x
^TH^§ULED
ffiTN^NNEL?
YYMMTH2527863A1/1/20191/1/2020COM&NED SINGLE LIMIT('Ei'accid8ntf'"----""" It 1,1 IBODILY INJURY (Par person) |$ XXXXXXX
!BODILY INJURY (Per accident] $ XXXXXXX
1PERTY DAI,MAGE$ xxxxxxx
t XXXXXXX
AxUMBRELLA LIAB
EXCESS LIAB
xIOCCUR
CLAIMS-MADE
DEDRETENTION $
YYXOO G27929242 0041/1/20191/1/2020IEACH OCCURRENCE
AGGREGATE
$ 15,000,000
$ 15,000,000
$ xxxxxxx
B
A
c
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY y; N
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
describe
OPERATIONS below
N/A
YWLR C65435846 (AOS)
WLR C65435809 (AZ,C<A & MA|
SCF C65435883'(^Vi)'''
1/1/2019
1/1/2019
1/1/2019
1/1/2020
1/1/2020
1/1/2020
X[spTEARJUTET^r
.L. EACH ACCIDENT
L. DISEASE - EA EMPLOYEE
:.L. DISEASE-POLICY LIMIT
i 3,000,000
$3,000,000
3,000,000
A | EXCESS AUTO
LIABILITYY |Y |XSAH252785981/1/20191/1/2020COMBINED SINGLE LIMIT$9,000,000(EACH ACCIDENT) DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) THIS CERTIFICATE SUPERSEDES ALL PREVIOUSLY ISSUED CERTIFICATES FOR THIS HOLDER, APPLICABLE TO THE CARRIERS LISTED AND THE POLICY TERM(S) REFERENCED.
BLANKET WAIVER OF SUBROGATION IS GRANTED IN FAVOR OF CERTIFICATE HOLDER ON ALL POLICIES WHERE AND TO THE EXTENT REQUIRED BY WRITTEN CONTRACT WHERE PERMISSIBLE BY LAW. CERTIFICATE HOLDER IS NAMED AS AN ADDITIONAL INSURED (EXCEPT FOR WORKERS' COMP/EL)WHERE AND TO THE EXTENT REQUIRED BY WRITTEN CONTRACT. ADDITIONAL INSURED IN FAVOR OF THE CITY OF MANHATTAN BEACH AND ITS OFFICERS AND EMPLOYEES ON ALL POLICIES (EXCEPT WORKERS' COMPENSATION/EL) WHERE AND TO THE EXTENT REQUIRED BY WRITTEN CONTRACT.
THE INSURANCE AFFORDED TO THE ADDITIONAL INSURED AS DESCRIBED IN THIS CERTIFICATE OF INSURANCE FOR WORK PERFORMED BY THE NAMED INSURED IS PRIMARY AND NON-CONTR1BUTORY TO ANY SIMILAR COVERAGE MAINTAINED BY THE ADDITIONAL INSURED WHERE AND TO THE EXTENT REQUIRED BY CONTRACT.
CERTIFICATE HOLDERCANCELLATION See Attachments
3958391
CITY OF MANHATTAN BEACH
1400 HIGHLAND AVENUE
MANHATTAN BEACH CA 90266
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
C^-^^lz^,
I.AI ACORD25(2016/03)© 1988-2015 ACORD
The ACORD name and logo are registered marks ofACORD
. All rights reserved
Attachment Code : D446557 Master ID: 1306000, Certificate ID: 3958391 POLICY NUMBER: HDO G71212993Endorsement Number: 39
COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - OWNERS LESSEES OR
CONTRACTORS - (Form B)
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART.
SCHEDULE
Name of Person or Organization: Any Owner, Lessee or Contractor whom you have agreed to include as an additional insured under a written contract, provided such contract was executed prior to the date of loss. (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.)
WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of "your work" for that insured by or for you.
CG 20 10 11 85Copyright, Insurance Services Office, Inc., 1984Page 1 of 1 Attachment Code : D540721 Certificate ID :3958391
Workers' Compensation and Employers' Liability Policy
Named Insured
WASTE MANAGEMENT, INC .
1001 FANNIN STREET, SUITE 4000
HOUSTON TX 77002
Endorsement Number
Policy Number
Symbol: WLR Number: WLR C65435809 (AZ,CA & MA)
Policy Period
1/1/2019T0 1/1/2020
Effective Date of Endorsement
1/1/2019
Issued By (N am e of Insurance Company)
Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.
CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3 .A. of the Information Page.
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us.
You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.
Schedule
1 . ( ) Specific Waiver
Name of person or organization:
(X) Blanket Waiver
Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver.
2 . Operations:
ALL OPERATIONS CONDUCTED BY AN INSURED PURSUANT TO SUCH
WRITTEN CONTRACT
3 . Premium :
The premium charge for this endorsement shall be 2.0 percent of the California premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described.
4 . Minimum Premium : $0
Authorized Agent
WC 99 03 22
Attachment Code : D540835 Certificate ID :3958391
1 NON-CONTRIBUTORY ENDORSEMENT FOR ADDITIONAL INSUREDS
Named Insured
Waste Management, Inc.
Endorsement Number
16 Policy Symbol
HDO
Policy Number
HDOG71212993
Policy Period
1/1/2019to1/1/2020
Effective Date of Endorsement
Issued By (Name of Insurance Company)
ACE American Insurance Company
Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
COMnflERCIAL GENERAL LIABILITY COVERAGE
Schedule
OrganizationAdditional Insured Endorsement
Any additional insured with whom you have agreed to provide such non-contributory insurance, pursuant to and as required under a written contract executed prior to the date of loss. (If no information is filled in, the schedule shall read: All persons or entities added as additional insureds through an endorsement with the term "Additional Insured" in the title) For organizations that are listed in the Schedule above that are also an Additional Insured under an endorsement attached to this policy, the following is added to Section IV.4.a:
If other insurance is available to an insured we cover under any of the endorsements listed or described above (the "Additional Insured") for a loss we cover under this policy, this insurance will apply to such loss on a primary basis and we will not seek contribution from the other insurance available to the Additional Insured.
Authorized Agent
LD-20287 (06/06)Page 1 of 1
Attachment Code : D448223 Certificate ID :3958391
POLICY NUMBER: HDO G71212993Endorsement Number: 54
COMMERCIAL GENERAL LIABILITY
CG 24 04 05 09
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY
AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
SCHEDULE
Name Of Person Or Organization: Any person or organization against whom you have agreed to waive your right of recovery in a written contract, provided such contract was executed prior to the date of loss.
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
The following is added to Paragraph 8. Transfer Of
Rights Of Recovery Against Others To Us of
Section IV — Conditions:
We waive any right of recovery we may have against
the person or organization shown in the Schedule
above because of payments we make for injury or
damage arising out of your ongoing operations or
"your work" done under a contract with that person or
organization and included in the "products-completed
operations hazard". This waiver applies only to the
person or organization shown in the Schedule above.
CG 24 04 05 09© Insurance Services Office, Inc., 2008Page 1 of 1 Attachment Code : D540810 Certificate ID :3958391
ADDITIONAL INSURED ENDORSEMENT
Named insured Waste Management, Inc.Endorsement Number
17 policy Symbol
IMMT
Policy Number
MMT H2527863A
Policy Period
1/1/2019T01/1/2020
Effective Date of Endorsement
Issued By (Name of Insurance Company)
ACE American Insurance Company
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING:
MOTOR CARRIER COVERAGE FORM
Schedule
Name of Person or Organization: any person or organization whom you have been required to include as an additional insured under contract or agreement, executed prior to the date of loss WHO IS AN INSURED (Section II) is amended to include as an additional insured the person or organization shown in the Schedule, but only with respect to their liability arising out of the ownership, maintenance or use of a covered "auto" being operated by or on behalf of the Named Insured.
MS-11111 (01/17)©Chubb. 2016. All rights reserved.Page 1 of 1 Attachment Code : D540747 Certificate ID :3958391
POLICY NUMBER: MMT H2527863AEndorsement Number: 30
COMMERCIAL AUTO
CA 9948 10 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
POLLUTION LIABILITY - BROADENED COVERAGE
FOR COVERED AUTOS - BUSINESS AUTO AND
MOTOR CARRIER COVERAGE FORMS
This endorsement modifies insurance provided under the following:
BUSINESS AUTO COVERAGE FORM
MOTOR CARRIER COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.
A. Covered Autos Liability Coverage is changed as
follows:
1. Paragraph a. of the Pollution Exclusion applies
only to liability assumed under a contract or
agreement.
2. With respect to the coverage afforded by Paragraph
A.1. above, Exclusion B.6. Care, Custody Or
Control does not apply.
B. Changes In Definitions
For the purposes of this endorsement. Paragraph D. of
the Definitions Section is replaced by the following:
D. "Covered pollution cost or expense" means any cost
or expense arising out of:
1. Any request, demand, order or statutory or
regulatory requirement that any "insured" or
others test for, monitor, clean up, remove,
contain, treat, detoxify or neutralize, or in any
way respond to, or assess the effects of
"pollutants"; or
2. Any claim or "suit" by or on behalf of a
governmental authority for damages because of
testing for, monitoring, cleaning up, removing,
containing, treating, detoxifying or neutralizing,
or in any way responding to or assessing the
effects of "pollutants".
"Covered pollution cost or expense" does not
include any cost or expense arising out of the
actual, alleged or threatened discharge, dispersal,
seepage, migration, release or escape of
"pollutants":
a. Before the "pollutants" or any property in
which the "pollutants" are contained are
moved from the place where they are
accepted by the "insured" for movement into
or onto the covered "auto"; or
b. After the "pollutants" or any property in which
the "pollutants" are contained are moved
from the covered "auto" to the place where
they are finally delivered, disposed of or
abandoned by the "insured".
Paragraphs a. and b. above do not apply to
"accidents" that occur away from premises
owned by or rented to an "insured" with respect
to "pollutants" not in or upon a covered "auto" if:
(3) The "pollutants" or any property in which
the "pollutants" are contained are upset,
overturned or damaged as a result of the
maintenance or use of a covered "auto";
and
(4) The discharge, dispersal, seepage,
migration, release or escape of the
"pollutants" is caused directly by such
upset, overturn or damage.
CA 99 48 10 13© Insurance Services Office, Inc., 2011Page 1 of 1
CH U B B'
Schedule of Underlying Insurance
Named Insured
Waste Management, Inc.
Policy Number
XOO G27929242 004
Policy Period
01/01/2019 to 01/01/2020
UNDERLYING POLICY TYPE: General Liability
Policy Number: HDD G71212993 policy Defense Treatment:
Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE American Insurance
Company
Outside the Limit
LIMIT AMOUNT
$5,000,000
$5,000,000
$6,000,000
$6,000,000
$2,500,000
$2,500,000
$40,000,000
Comments: Domestic
LIMIT TYPE
Each Occurrence
Personal & Advertising Injury
Products/Completed Ops Aggregate
General Aggregate / Per Location / Per Project
EBL Per Claim
EBL Aggregate
Master Policy Aggregate
UNDERLYING POLICY TYPE: Auto Liability
Policy Defense Treatment: Policy Number: MMT H2527863A
Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE American Insurance
Company
Outside the Limit
LIMIT AMOUNT
$1,000,000
LIMIT TYPE
Combined Single Limit (Each Accident)
Comments: Domestic
XS-9U57C (01/15)©Chubb. 2016. All rights reserved.Page 1 of 9 UNDERLYING POLICY TYPE: Excess Auto Liability
Policy Number: XSA H25278598 Policy Defense Treatment:
Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE American Insurance
Company
Outside the Limit
LIMIT AMOUNT
$9,000,000
LIMIT TYPE
Combined Single Limit (Each Accident)
Comments: Excess of policy #MMT H2527863A
UNDERLYING POLICY TYPE: Employers Liability
Policy Defense Treatment: Policy Number: SCF C65435883
Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE Fire Underwriters
Insurance Company
Outside the Limit
LIMIT AMOUNT
$3,000,000
$3,000,000
$3,000,000
LIMIT TYPE
Bl by Accident - Per Accident Limit
Bl by Disease - Policy Limit
Bl by Disease - Each Employee Limit
In any jurisdiction, state, or province where the amount of Employers Liability Insurance provided by the Underlying Insurer(s) is by law "Unlimited", the underlying Employers Liability limit(s) shown in the above schedule do not apply and no coverage shall be provided for Employers Liability under this policy.
Comments: Wl
XS-9U57C (01/15)©Chubb. 2016. All rights reserved.Page 2 of 9 UNDERLYING POLICY TYPE: Employers Liability
Policy Number: WLR C65435809 Policy Defense Treatment:
Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE American Insurance
Company
Outside the Limit
LIMIT AMOUNT
$3,000,000
$3,000,000
$3,000,000
LIMIT TYPE
Bl by Accident - Per Accident Limit
Bl by Disease - Policy Limit
Bl by Disease - Each Employee Limit
In any jurisdiction, state, or province where the amount of Employers Liability Insurance provided by the Underlying Insurer(s) is by law "Unlimited", the underlying Employers Liability limit(s) shown in the above schedule do not apply and no coverage shall be provided for Employers Liability under this policy.
Comments: AZ, MA
UNDERLYING POLICY TYPE: Employers Liability
Policy Defense Treatment: Policy Number: WLR C65435846
Policy Period: 01/01/2019 to 01/01/2020
Carrier: Indemnity Insurance Company
of North America
Outside the Limit
LIMIT AMOUNT
$3,000,000
$3,000,000
$3,000,000
LIMIT TYPE
Bl by Accident - Per Accident Limit
Bl by Disease - Policy Limit
Bl by Disease - Each Employee Limit
In any jurisdiction, state, or province where the amount of Employers Liability Insurance provided by the Underlying Insurer(s) is by law "Unlimited", the underlying Employers Liability limit(s) shown in the above schedule do not apply and no coverage shall be provided for Employers Liability under this policy.
Comments: All Other States
XS-9U57c(01/15)©Chubb. 2016. All rights reserved.Page 3 of 9 UNDERLYING POLICY TYPE: Foreign DIC General Liability
Policy Number: CXC D38419390 003 Policy Defense Treatment:
Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE American Insurance
Company
Outside the Limit
LIMIT AMOUNT
$1,000,000
$1,000,000
$1,000,000
LIMIT TYPE
Each Occurrence
Personal & Advertising Injury
EBL Aggregate
UNDERLYING POLICY TYPE: Foreign DIG Auto Liability
Policy Defense Treatment: Policy Number: CXC D38419390 003 Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE American Insurance
Company
Outside the Limit
LIMIT AMOUNT
$1,000,000
LIMIT TYPE
Combined Single Limit
UNDERLYING POLICY TYPE: Foreign DIG Employers Liability Policy Defense Treatment: Policy Number: CXC D38419390 003 Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE American Insurance
Company
Outside the Limit
LIMIT AMOUNT
$1,000,000
$1,000,000
$1,000,000
LIMIT TYPE
Bl by Accident - Per Accident Limit
Bl by Disease - Policy Limit
Bl by Disease - Each Employee Limit
In any jurisdiction, state, or province where the amount of Employers Liability Insurance provided by the Underlying Insurer(s) is by law "Unlimited", the underlying Employers Liability limit(s) shown in the above schedule do not apply and no coverage shall be provided for Employers Liability under this policy.
XS-9U57C (01/15)©Chubb. 2016. All rights reserved.Page 4 of 9 UNDERLYING POLICY TYPE: Employers Liability
Policy Number: 5H7-29-52-19 Policy Defense Treatment:
Policy Period: 01/01/2019 to 01/01/2020
Carrier: Employers Mutual Casualty
Company
Outside the Limit
LIMIT AMOUNT
$1,000,000
$1,000,000
$1,000,000
LIMIT TYPE
Bl by Accident - Per Accident Limit
Bl by Disease - Policy Limit
Bl by Disease - Each Employee Limit
In any jurisdiction, state, or province where the amount of Employers Liability Insurance provided by the Underlying Insurer(s) is by law "Unlimited", the underlying Employers Liability limit(s) shown in the above schedule do not apply and no coverage shall be provided for Employers Liability under this policy.
Comments: Mercury Waste Services
UNDERLYING POLICY TYPE: General Liability
Policy Defense Treatment: Policy Number: On File With Company Policy Period: 01/01/2019 to 01/01/2020
Carrier: Markel International Ins. Co. Ltd.
Outside the Limit
LIMIT AMOUNT
$1,000,000
$2,000,000
$1,000,000
LIMIT TYPE
Each Occurrence
General Aggregate
Hired & Non-Owned Auto
Comments: Waste Management Organic Growth
XS-9U57C (01/15)©Chubb. 2016. All rights reserved.Page 5 of 9 UNDERLYING POLICY TYPE: Excess Liability
Policy Number: On File With Company Policy Defense Treatment:
Policy Period: 01/01/2019 to 01/01/2020
Carrier: Markel International Ins. Co. Ltd.
Outside the Limit
LIMIT AMOUNT
$20,000,000
$20,000,000
LIMIT TYPE
Each Occurrence
General Aggregate
Comments: Excess of General Liability (Waste Management Organic Growth) UNDERLYING POLICY TYPE: General Liability
Policy Defense Treatment: Policy Number: On File With Company Policy Period: 01/01/2019 to 01/01/2020
Carrier: Lloyd's Syndicate No. 1458
Outside the Limit
LIMIT AMOUNT
$1,000,000
$2,000,000
LIMIT TYPE
Each Occurrence
General Aggregate
Comments: WM Lamp Tracker, Inc.
UNDERLYING POLICY TYPE: Excess Liability
Policy Defense Treatment: Policy Number: On File With Company Policy Period: 01/01/2019 to 01/01/2020
Carrier: Lloyd's Syndicate No. 1458
Outside the Limit
LIMIT AMOUNT
$10,000,000
$10,000,000
LIMIT TYPE
Each Occurrence
Aggregate Limit
Comments: Excess of General Liability (WM Lamp Tracker, Inc.) XS-9U57c(01/15)©Chubb. 2016. All rights reserved.Page 6 of 9 UNDERLYING POLICY TYPE: Aviation Liability
Policy Number: On File With Company Policy Defense Treatment:
Policy Period: 01/01/2019 to 01/01/2020
Carrier: Global Aerospace
Outside the Limit
LIMIT AMOUNT
$200,000,000
LIMIT TYPE
Each Occurrence
UNDERLYING POLICY TYPE: Excess Liability
Policy Defense Treatment: Policy Number: On File With Company Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE Property & Casualty Ins.
Co.
Outside the Limit
LIMIT AMOUNT
$5,000,000
$5,000,000
LIMIT TYPE
Each Occurrence
Aggregate Limit
Comments: Buckeye Power
UNDERLYING POLICY TYPE: Excess Liability
Policy Defense Treatment: Policy Number: On File With Company Policy Period: 01/01/2019 to 01/01/2020
Carrier: ACE Property & Casualty Ins.
Co.
Outside the Limit
LIMIT AMOUNT
$5,000,000
$5,000,000
LIMIT TYPE
Each Occurrence
Aggregate Limit
Comments: City of Seattle
XS-9U57C (01/15)©Chubb. 2016. All rights reserved.Page 7 of 9 UNDERLYING POLICY TYPE: General Liability
Policy Number: On File With Company Policy Defense Treatment:
Policy Period: 01/01/2019 to 01/01/2020
Carrier: Philadelphia Indemnity
Company
Outside the Limit
LIMIT AMOUNT
$1,000,000
$2,000,000
$2,000,000
$1,000,000
Comments: Hunting Preserve
LIMIT TYPE
Each Occurrence
General Aggregate (other than Products Completed
Operations)
Products/Completed Ops Aggregate
Personal & Advertising Injury
UNDERLYING POLICY TYPE: Marine Liability Package
Policy Defense Treatment: Policy Number: On File With Company Policy Period: 01/01/2019 to 01/01/2020
Carrier: Underwriters at Lloyd's thru Aon
Risk Solutions
Outside the Limit
LIMIT AMOUNT
$10,000,000
$10,000,000
$10,000,000
$10,000,000
LIMIT TYPE
Charterers Liability - in respect of any loss or series of losses arising out of an Accident.
Marine Cargo Owners Liability - in respect of any loss or series of losses arising out of an Accident.
Marine Facility Operators Liability - in respect of any loss or series of losses arising out of an Accident.
Maritime Employers Liability - any one person any one accident In any jurisdiction, state, or province where the amount of Employers Liability Insurance provided by the Underlying Insurer(s) is by law "Unlimited", the underlying Employers Liability limit(s) shown in the above schedule do not apply and no coverage shall be provided for Employers Liability under this policy.
XS-9U57C (01/15)©Chubb. 2016. All rights reserved.Page 8 of 9 UNDERLYING POLICY TYPE: Excess Marine Liability
Policy Number: On File With Company Policy Defense Treatment:
Policy Period: 01/01/2019 to 01/01/2020
Carrier: 1) Unites States Fire Insurance
Company (50%)
2) Starstone (50%)
Outside the Limit
LIMIT AMOUNT
$15,000,000
$2,000,000
LIMIT TYPE
Charterers Liability - in respect of any loss or series of losses arising out of an Accident.
Each Occurrence (Excess of Maritime Employers Liability scheduled under Policy # )
In any jurisdiction, state, or province where the amount of Employers Liability Insurance provided by the Underlying Insurer(s) is by law "Unlimited", the underlying Employers Liability limit(s) shown in the above schedule do not apply and no coverage shall be provided for Employers Liability under this policy.
XS-9U57c(01/15)©Chubb. 2016. All rights reserved.Page 9 of 9 FORM MCS-90 Revised 01/05/20170MB No.: 2126-0008 Expiration: 01/31/2020 USDOT Number:Date Received:
A Federal Agency may not conduct or sponsor, and a person is not required to respond to, nor shall a person be subject to a penalty for failure to comply with a collection of information subject to the requirements of the Paperwork Reduction Act unless that collection of information displays a current valid 0MB Control Number. 'Die 0MB Control Number I'or this inlbrmalion collecllon is 2126-0008, Public reporting for this collecliun ol'intbrmation is estimated to be approximately 2 minutes per response, including the time for reviewing instruction5, gathering the data needed, and completing and reviewing the collection of information. All responses to this collection of information are miindatory. Send comments regarding this burden estimate or any other aspect of this collection ofinformalion, including.suggestions ibr reducing ihis1 burclcil to: Information Collection Clearance Ofltccr, J-'ederal Motor Carrier Safety Administration, MC-RRA, Wasliingtoii, D.C. 20590. fjf^. United States Department of Transportation
'?.*';' Federal Motor Carrier Safety Administration
Endorsement for Motor Carrier Policies of Insurance for Public Liability under Sections 29 and 30 of the Motor Carrier Act of 1980 FORM MCS-90
Issued to waste Mana9ement
(Motor Carrier name)
of CA
(Molar Carrier state or province)
2019 Dated at Houston. Tx on this _Zth_ day of November MMT H2527863A (Primary)
Amending Policy Number: XSA H25278598 (Excess) _ E^.tive Date: January 1'2019 Name of Insurance Company; Ace American Insurance Company Countersigned by:
o2-?5z
(authorized company representative)
The policy to which this endorsement is attached provides primary or excess insurance, as indicated for the limits shown (check only one):
This insurunce is primary and the minpany shall nol be liable fur amoitnls m excess iif$1,000,000.00 This msvrance is excess and the compatiy shal! not be {icihiejor oitiounts f'M excess of S underlying limit of $ 1,000,000.00 _for each accident.
.for rcich acciikiit.
.for each ciccitknt in excess of the
uni
Whenever required by the Federal Motor Carrier Safety Administration (FMCSA), the company agrees to furnish the FMCSA a duplicate of said policy and all its endorsements. The company also agrees, upon telephone request by an authorized representative of the FMCSA , to verify that the policy is in force as of a particular date. The telephone number to call is:
Cancellation of this endorsement may be effected by the company of the insured by giving (1) thirty-five (35) days notice in writing to the other party (said 35 days notice to commence from the date the notice i5 mailed, proof of mailing shall be sufficient proof of notice), and (2) if the insured is subject to the FMCSA's regi5tration requirements under 49 U.S.C. 13901, by providing thirty (30) days notice to the FMCSA (said 30 days notice to commence from the date the notice is received by the FMCSA at its office in Washington, DC).
Filings must be transmitted online via the Internet at http://www.fmcsa.dot.ciov/urs. (continued on next page)
FORM MCS-90 Page 1 of 3
FORM MCS-90 Revised Oi/05/20170MB No.: 2126-0008 Expiration: 01/31/2020
DEFINITIONS AS USED IN THIS ENDORSEMENT
Accident includes continuous or repeated exposure to conditions or which results in bodily injury, property damage, or environmental damage which the insured neither expected nor intended.
Motor Vehicle means a land vehicle, machine, truck, tractor, trailer, or semitrailer propelled or drawn by mechanical power and used on a highway for transporting property, or any combination thereof.
Bodily Injury means injury to the body, sickness, or disease to any person, including death resulting from any of these.
Property Damage meam damage to or loss of use of tangible property.
Environmental Restoration means restitution for the loss, damage, or destruction of natural resources arising out of the accidental discharge, dispersal, release or escape into or upon the land, atmosphere, watercourse, or body of water, of any commodity transported by a motor carrier, This shall include the cost of removal and the cost of necessary measures taken to minimize or mitigate damage to human health, the natural environment, fish, shellfish, and wildlife.
Puti/icti'aiif/ity means liability for bodily injury, property damage, and environmental restoration.
The insurance policy to which this endorsement is attached provides automobile liability insurance and is amended to assure compliance by the insured, within the limits stated herein, as a motor carrier of property, with Sections 29 and 30 of the Motor Carrier Act of 1980 and the rules and regulations of the Federal Motor Carrier Safety Administration (FMCSA).
In consideration of the premium stated in the policy to which this endorsement is attached, the insurer (the company) agrees to pay, within the limits of liability described herein, any final judgment recovered against the Insured for public liability resulting from negligence in the operation, maintenance or use of motor vehicles subject to the financial responsibility requirements of Sections 29 and 30 of the Motor Carrier Act of 1980 regardless of whether or not each motor vehicle is specifically described in the policy and whether or not such negligence occurs on any route or in any territory authorized to be served by the insured or elsewhere.
Such insurance as is afforded, for public liability, does not apply to injury to or death of the insured'; employees while engaged in the course of their employment, or property transported by the insured, designated as cargo. It is understood and agreed that no condition, provision, stipulation, or limitation contained in the policy, this endorsement, or any other endorsement thereon, or violation thereof, shall relieve the company from liability or from the payment of any final judgment, within the limits of liability herein described, irrespective of the financial condition, insolvency or bankruptcy of the insured, However, all terms, conditions, and limitations in the policy to which the endor5ement is attached shall remain in full force and effect as binding between the insured and the company, The insured agrees to reimburse the company for any payment made by the company on account of any accident, claim, or suit involving a breach of the terms of the policy, and for any payment that the company would not have been obligated to make under the provisions of the policy except for the agreement contained in this endorsement.
It is furtherunder5tood and agreed that, upon failure of the company to pay any final judgment recovered against the insured as provided herein, the judgment creditor may maintain an action in any court of competent jurisdiction against the company to compel such payment.
The limits of the company's liability for the amounts prescribed in this endorsement apply separately to each accident and any payment under the policy because of anyone accident shall not operate to reduce the liability of the company for the payment of final judgments resulting from any other accident,
Scontinued on next page!
FORM MCS-90 Page 2 of 3
FORM MCS-30 Revised 01/05/20170MB No.: 2126-0008 Expiration: 01/31/2020 SCHEDULE OF LIMITS — PUBLIC LIABIUTY
Type of carriageCommodity transportedJanuary 1,1985
(1) For-hire (in interstate or foreign commerce, with a gross vehicle weight rating of 10,000 or more pounds).
Property (nonhazardous)$750,000
(2) For-hire and Private (in interstate, foreign, or
intrastate commerce, with a gross vehicle weight rating of 10,000 or more pounds).
Hazardous substances, as defined in 49CFR 171.8,
transported in cargo tanks, portable tanks, or hopper-
type vehicles with capacities in excess of 3,500 water
gallons; or in bulk Division 1,1,1,2, and 1.3 materials, Division 2.3, Hazard Zone A, or Division 6.1, Packing
Group I, Hazard Zone A material; in bulk Division 2,1 or
2.2; or highway route controlled quantities of a Class 7 material, as defined in 49CFR 173.403.
$5,000,000
(3) For-hire and Private (in interstate or foreign
commerce, in any quantity; or in intrastate commerce,
in bulk only; with a gross vehicle weight rating of
10,000 or more pounds).
Oil listed in 19_CFR..1Z2,10J.; hazardous waste,
hazardous materials, and hazardous substances
defined in 49CI--R171.8 and listed in .49_CFR_172_10.!, but not mentioned in (2) above or (4) below.
$1,000,000
(4) For-hire and Private (In interstate or foreign
commerce, with a gross vehicle weight rating of less
than 10,000 pounds),
Any quantity of Division 1.1,1.2, or 1.3 material; any
quantity of a Division 2.3, Hazard Zone A, or Division
6.1, Packing Group I, Hazard Zone A material; or
highway route controlled quantities of a Class 7
material as defined in 49 CFR 173.403.
$5,000,000
•The schedule of limits shown does not provide coverage. The limits shown in the schedule are for information purposes only.
FORM MCS-90 Page 3 of 3
2371286
ARTICLES OF INCORPORATION
OF
USA WASTE MANAGEMENT, INC.
FILED
In ilie office of tbe SecretaTf sf Stile
flltbeSiateofCalifiiraii
JAN-8 ^002
^^^-
B1U JONES, Sei^ry of State
The undersigned, being over the age of eighteen yeais, in order to fomi a corporation pursuant to the provisions of the California Corporations Code, hereby certifies as follows:
I.NAME
The name of the coiporation, hereiiiafter referred to as ffae "Corporarion" is USA Waste Management, Inc.
II. PERIOD OF EXISTENCE
The period during which the corporation shall continue is papetuaL IU.INITIAL AGENT
The name and address of the initial agent for service of process is Eubert Edger, 12242 Branford St, Simvalley, CA 91352.
IV. PURPOSE
The purpose of die coiporarion is to engage m any Ia\vful act or activity for which a corporation may be organized under tfae General Coiporation Law of California other than the banking business, the trust company business ortiie practice of a profession pennitted to be incorporated by the California Coiporations Code.
V.SHARES
The corporation is authoited to issue only one class of shares, having a total number of 100,000 shares. AU or any part of said shares may be issued by (fae corporation 6om time to time and for such consideration as may be detemuned upon or fixed by the Board ofDirectons, as provided by law.
VI. DIRECTORS
The liability ofdirectois of the coiporadon for monetary damages sliall be eliminated to the fullest ertent pemiissible uader California law.
.* •
VII. NO PREFERENCES, PRIVILEGES. RESTRICTIONS
No distinction shall e»st between the shares of the corporation or the holders thereof.
D(ECUTION
IN WITNESS WHEREOF, the undersigned, who is the incorporator has executed these Articles of Incorporation on January 2 2002.
Chn's Wisinger, lncorpora)6r\
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ƉƉůŝĐĂďůĞƚŽĂůůWƵƌĐŚĂƐĞƐďĞůŽǁΨϭϬ͕ϬϬϬ͗
ϭͿ ^ƵƐƉĞŶƐŝŽŶĂŶĚĞďĂƌŵĞŶƚͲŽŶƚƌĂĐƚŽƌŐƵĂƌĂŶƚĞĞƐƚŚĂƚŝƚ͕ŝƚƐĞŵƉůŽLJĞĞƐ͕ĐŽŶƚƌĂĐƚŽƌƐ͕ƐƵďĐŽŶƚƌĂĐƚŽƌƐŽƌĂŐĞŶƚƐ ;ĐŽůůĞĐƚŝǀĞůLJ͞ŽŶƚƌĂĐƚŽƌ͟ͿĂƌĞŶŽƚƐƵƐƉĞŶĚĞĚ͕ĚĞďĂƌƌĞĚ͕ĞdžĐůƵĚĞĚ͕ŽƌŝŶĞůŝŐŝďůĞĨŽƌƉĂƌƚŝĐŝƉĂƚŝŽŶŝŶDĞĚŝĐĂƌĞ͕ DĞĚŝͲĂůŽƌĂŶLJŽƚŚĞƌĨĞĚĞƌĂůŽƌƐƚĂƚĞͲĨƵŶĚĞĚŚĞĂůƚŚĐĂƌĞƉƌŽŐƌĂŵ͕ŽƌĨƌŽŵƌĞĐĞŝǀŝŶŐ&ĞĚĞƌĂůĨƵŶĚƐĂƐůŝƐƚĞĚŝŶ ƚŚĞ>ŝƐƚŽĨƉĂƌƚŝĞƐ
džĐůƵĚĞĚĨƌŽŵ&ĞĚĞƌĂůWƌŽĐƵƌĞŵĞŶƚŽƌEŽŶͲƉƌŽĐƵƌĞŵĞŶƚWƌŽŐƌĂŵƐŝƐƐƵĞĚďLJƚŚĞ&ĞĚĞƌĂů 'ĞŶĞƌĂů^ĞƌǀŝĐĞƐĚŵŝŶŝƐƚƌĂƚŝŽŶ͘ŽŶƚĂĐƚŽƌŵƵƐƚǁŝƚŚŝŶϯϬĐĂůĞŶĚĂƌĚĂLJƐĂĚǀŝƐĞƚŚĞŝƚLJŝĨ͕ĚƵƌŝŶŐƚŚĞƚĞƌŵŽĨ ƚŚŝƐŐƌĞĞŵĞŶƚ͕ŽŶƚƌĂĐƚŽƌďĞĐŽŵĞƐƐƵƐƉĞŶĚĞĚ͕ĚĞďĂƌƌĞĚ͕ĞdžĐůƵĚĞĚŽƌŝŶĞůŝŐŝďůĞĨŽƌƉĂƌƚŝĐŝƉĂƚŝŽŶŝŶDĞĚŝĐĂƚĞ͕ DĞĚŝͲĂůŽƌĂŶLJŽƚŚĞƌĨĞĚĞƌĂůŽƌƐƚĂƚĞͲĨƵŶĚĞĚŚĞĂůƚŚĐĂƌĞƉƌŽŐƌĂŵ͕ĂƐĚĞĨŝŶĞĚďLJϰϮ h͘^͘͘ϭϯϮϬĂͲϳď;ĨͿ͕ŽƌĨƌŽŵƌĞĐĞŝǀŝŶŐ&ĞĚĞƌĂůĨƵŶĚƐĂƐůŝƐƚĞĚŝŶƚŚĞ>ŝƐƚŽĨWĂƌƚŝĞƐ džĐůƵĚĞĚĨƌŽŵ&ĞĚĞƌĂů
WƌŽĐƵƌĞŵĞŶƚŽƌEŽŶͲƉƌŽĐƵƌĞŵĞŶƚWƌŽŐƌĂŵƐŝƐƐƵĞĚďLJƚŚĞ&ĞĚĞƌĂů'ĞŶĞƌĂů^ĞƌǀŝĐĞƐĚŵŝŶŝƐƚƌĂƚŝŽŶ͘ŽŶƚƌĂĐƚŽƌ ǁŝůůŝŶĚĞŵŶŝĨLJ͕ĚĞĨĞŶĚĂŶĚŚŽůĚƚŚĞŝƚLJŚĂƌŵůĞƐƐĨŽƌĂŶLJůŽƐƐŽƌĚĂŵĂŐĞƌĞƐƵůƚŝŶŐĨƌŽŵƚŚĞĐŽŶǀŝĐƚŝŽŶ͕ ĚĞďĂƌŵĞŶƚ͕ĞdžĐůƵƐŝŽŶŽƌŝŶĞůŝŐŝďŝůŝƚLJŽĨƚŚĞŽŶƚƌĂĐƚŽƌ͘ ϮͿ LJƌĚŶƚŝͲ>ŽďďLJŝŶŐŵĞŶĚŵĞŶƚ͕ϯϭh͘^͘͘ΑϭϯϱϮ;ĂƐĂŵĞŶĚĞĚͿͲŽŶƚƌĂĐƚŽƌƐǁŚŽĂƉƉůLJŽƌďŝĚĨŽƌĂŶĂǁĂƌĚŽĨ ΨϭϬϬ͕ϬϬϬŽƌŵŽƌĞƐŚĂůůĨŝůĞƚŚĞƌĞƋƵŝƌĞĚĐĞƌƚŝĨŝĐĂƚŝŽŶ͘ ĂĐŚƚŝĞƌĐĞƌƚŝĨŝĞƐƚŽƚŚĞƚŝĞƌĂďŽǀĞƚŚĂƚŝƚǁŝůůŶŽƚĂŶĚŚĂƐ ŶŽƚƵƐĞĚ&ĞĚĞƌĂůĂƉƉƌŽƉƌŝĂƚĞĚĨƵŶĚƐƚŽƉĂLJĂŶLJƉĞƌƐŽŶŽƌŽƌŐĂŶŝnjĂƚŝŽŶĨŽƌŝŶĨůƵĞŶĐŝŶŐŽƌĂƚƚĞŵƉƚŝŶŐƚŽ ŝŶĨůƵĞŶĐĞĂŶŽĨĨŝĐĞƌŽƌĞŵƉůŽLJĞĞŽĨĂŶLJĂŐĞŶĐLJ͕ĂDĞŵďĞƌŽĨŽŶŐƌĞƐƐ͕ŽĨĨŝĐĞƌŽƌĞŵƉůŽLJĞĞŽĨŽŶŐƌĞƐƐ͕ŽƌĂŶ ĞŵƉůŽLJĞĞŽĨĂDĞŵďĞƌŽĨŽŶŐƌĞƐƐŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚŽďƚĂŝŶŝŶŐĂŶLJ&ĞĚĞƌĂůĐŽŶƚƌĂĐƚ͕ŐƌĂŶƚ͕ŽƌĂŶLJŽƚŚĞƌ ĂǁĂƌĚĐŽǀĞƌĞĚďLJϯϭh͘^͘͘ΑϭϯϱϮ͘
ĂĐŚƚŝĞƌƐŚĂůůĂůƐŽĚŝƐĐůŽƐĞĂŶLJůŽďďLJŝŶŐǁŝƚŚŶŽŶͲ&ĞĚĞƌĂůĨƵŶĚƐƚŚĂƚƚĂŬĞƐ ƉůĂĐĞŝŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚŽďƚĂŝŶŝŶŐĂŶLJ&ĞĚĞƌĂůĂǁĂƌĚ͘^ƵĐŚĚŝƐĐůŽƐƵƌĞƐĂƌĞĨŽƌǁĂƌĚĞĚĨƌŽŵƚŝĞƌƚŽƚŝĞƌƵƉƚŽƚŚĞ ƌĞĐŝƉŝĞŶƚǁŚŽŝŶƚƵƌŶǁŝůůĨŽƌǁĂƌĚƚŚĞĐĞƌƚŝĨŝĐĂƚŝŽŶ;ƐͿƚŽƚŚĞĂǁĂƌĚŝŶŐĂŐĞŶĐLJ͘ ϯͿ WƌŽĐƵƌĞŵĞŶƚŽĨZĞĐŽǀĞƌĞĚDĂƚĞƌŝĂůƐʹ
;ŝͿ/ŶƚŚĞƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚŝƐĐŽŶƚƌĂĐƚ͕ƚŚĞŽŶƚƌĂĐƚŽƌƐŚĂůůŵĂŬĞŵĂdžŝŵƵŵƵƐĞŽĨƉƌŽĚƵĐƚƐĐŽŶƚĂŝŶŝŶŐ ƌĞĐŽǀĞƌĞĚŵĂƚĞƌŝĂůƐƚŚĂƚĂƌĞ
WͲĚĞƐŝŐŶĂƚĞĚŝƚĞŵƐƵŶůĞƐƐƚŚĞƉƌŽĚƵĐƚĐĂŶŶŽƚďĞĂĐƋƵŝƌĞĚͶͻŽŵƉĞƚŝƚŝǀĞůLJ ǁŝƚŚŝŶĂƚŝŵĞĨƌĂŵĞƉƌŽǀŝĚŝŶŐĨŽƌĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞĐŽŶƚƌĂĐƚƉĞƌĨŽƌŵĂŶĐĞƐĐŚĞĚƵůĞ͖ͻDĞĞƚŝŶŐĐŽŶƚƌĂĐƚ ƉĞƌĨŽƌŵĂŶĐĞƌĞƋƵŝƌĞŵĞŶƚƐ͖ŽƌͻƚĂƌĞĂƐŽŶĂďůĞƉƌŝĐĞ͘ ;ŝŝͿ/ŶĨŽƌŵĂƚŝŽŶĂďŽƵƚƚŚŝƐƌĞƋƵŝƌĞŵĞŶƚ͕ĂůŽŶŐǁŝƚŚƚŚĞůŝƐƚŽĨ WĚĞƐŝŐŶĂƚĞĚŝƚĞŵƐ͕ŝƐĂǀĂŝůĂďůĞĂƚ
W͛Ɛ
ŽŵƉƌĞŚĞŶƐŝǀĞWƌŽĐƵƌĞŵĞŶƚ'ƵŝĚĞůŝŶĞƐǁĞďƐŝƚĞ͕ŚƚƚƉƐ͗ͬͬǁǁǁ͘ĞƉĂ͘ŐŽǀͬƐŵŵͬĐŽŵƉƌĞŚĞŶƐŝǀĞͲƉƌŽĐƵƌĞŵĞŶƚͲ ŐƵŝĚĞůŝŶĞͲĐƉŐͲƉƌŽŐƌĂŵ͘
;ŝŝŝͿdŚĞŽŶƚƌĂĐƚŽƌĂůƐŽĂŐƌĞĞƐƚŽĐŽŵƉůLJǁŝƚŚĂůůŽƚŚĞƌĂƉƉůŝĐĂďůĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨ^ĞĐƚŝŽŶϲϬϬϮŽĨƚŚĞ^ŽůŝĚ tĂƐƚĞŝƐƉŽƐĂůĐƚ͘͟
ϰͿ ĐĐĞƐƐƚŽZĞĐŽƌĚƐʹ
;ĂͿdŚĞŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽƉƌŽǀŝĚĞƚŚĞŝƚLJŽĨDĂŶŚĂƚƚĂŶĞĂĐŚ͕ƚŚĞ& DĚŵŝŶŝƐƚƌĂƚŽƌ͕ƚŚĞŽŵƉƚƌŽůůĞƌ
'ĞŶĞƌĂůŽĨƚŚĞhŶŝƚĞĚ^ƚĂƚĞƐ͕ŽƌĂŶLJŽĨƚŚĞŝƌĂƵƚŚŽƌŝnjĞĚƌĞƉƌĞƐĞŶƚĂƚŝǀĞƐĂĐĐĞƐƐƚŽĂŶLJŬƐ͕ĚŽĐƵŵĞŶƚƐ͕ƉĂƉĞƌƐ͕ ĂŶĚƌĞĐŽƌĚƐŽĨƚŚĞŽŶƚƌĂĐƚŽƌǁŚŝĐŚĂƌĞĚŝƌĞĐƚůLJƉĞƌƚŝŶĞŶƚƚŽƚŚŝƐĐŽŶƚƌĂĐƚĨŽƌƚŚĞƉƵƌƉŽƐĞƐŽĨŵĂŬŝŶŐĂƵĚŝƚƐ͕ ĞdžĂŵŝŶĂƚŝŽŶƐ͕ĞdžĐĞƌƉƚƐ͕ĂŶĚƚƌĂŶƐĐƌŝƉƚŝŽŶƐ͘
;ďͿdŚĞŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽƉĞƌŵŝƚĂŶLJŽĨƚŚĞĨŽƌĞŐŽŝŶŐƉĂƌƚŝĞƐƚŽƌĞƉƌŽĚƵĐĞďLJĂŶLJŵĞĂŶƐǁŚĂƚƐŽĞǀĞƌŽƌƚŽ ĐŽƉLJĞdžĐĞƌƉƚƐĂŶĚƚƌĂŶƐĐƌŝƉƚŝŽŶƐĂƐƌĞĂƐŽŶĂďůLJŶĞĞĚĞĚ͘ ;ĐͿdŚĞŽŶƚƌĂĐƚŽƌĂŐƌĞĞƐƚŽƉƌŽǀŝĚĞƚŚĞ&
DĚŵŝŶŝƐƚƌĂƚŽƌŽƌŚŝƐĂƵƚŚŽƌŝnjĞĚƌĞƉƌĞƐĞŶƚĂƚŝǀĞƐĂĐĐĞƐƐƚŽ ĐŽŶƐƚƌƵĐƚŝŽŶŽƌŽƚŚĞƌǁŽƌŬƐŝƚĞƐƉĞƌƚĂŝŶŝŶŐƚŽƚŚĞǁŽƌŬďĞŝŶŐĐŽŵƉůĞƚĞĚƵŶĚĞƌƚŚĞĐŽŶƚƌĂĐƚ͘
ŝƚLJŽĨDĂŶŚĂƚƚĂŶĞĂĐŚͲtD
;ĚͿ /ŶĐŽŵƉůŝĂŶĐĞǁŝƚŚƚŚĞŝƐĂƐƚĞƌZĞĐŽǀĞƌLJĐƚŽĨϮϬϭϴ͕ƚŚĞŝƚLJŽĨDĂŶŚĂƚƚĂŶĞĂĐŚĂŶĚƚŚĞŽŶƚƌĂĐƚŽƌ ĂĐŬŶŽǁůĞĚŐĞĂŶĚĂŐƌĞĞƚŚĂƚŶŽůĂŶŐƵĂŐĞŝŶƚŚŝƐĐŽŶƚƌĂĐƚŝƐŝŶƚĞŶĚĞĚƚŽƉƌŽŚŝďŝƚĂƵĚŝƚƐŽƌŝŶƚĞƌŶĂůƌĞǀŝĞǁƐďLJƚŚĞ &
DĚŵŝŶŝƐƚƌĂƚŽƌŽƌƚŚĞŽŵƉƚƌŽůůĞƌ'ĞŶĞƌĂůŽĨƚŚĞhŶŝƚĞĚ^ƚĂƚĞƐ͘ ϱͿ ŚĂŶŐĞƐʹŶLJĐŚĂŶŐĞ͕ŵŽĚŝĨŝĐĂƚŝŽŶ͕ĐŚĂŶŐĞŽƌĚĞƌ͕ŽƌĐŽŶƐƚƌƵĐ ƚŝǀĞĐŚĂŶŐĞĂƌĞĂůůŽǁĂďůĞ͕ƚŽƚŚĞĐŽŶƚƌĂĐƚďLJ ĞŝƚŚĞƌƉĂƌƚLJǁŝůůďĞĚŽĐƵŵĞŶƚĞĚŝŶǁƌŝƚŝŶŐĂŶĚĂŐƌĞĞĚƚŽďLJďŽƚŚƉĂƌƚŝĞƐ͘ ϲͿ ĞƉĂƌƚŵĞŶƚŽĨ,ŽŵĞůĂŶĚ^ĞĐƵƌŝƚLJ;,^Ϳ^ĞĂů͕>ŽŐŽ͕ĂŶĚ&ůĂŐƐʹ ŽŶƚƌĂĐƚŽƌƐŚĂůůŶŽƚƵƐĞƚŚĞ,^ƐĞĂů;ƐͿ͕ůŽŐŽƐ͕ ĐƌĞƐƚƐ͕ŽƌƌĞƉƌŽĚƵĐƚŝŽŶƐŽĨĨůĂŐƐŽƌůŝŬĞŶĞƐƐĞƐŽĨ,^ĂŐĞŶĐLJŽĨĨŝĐŝĂůƐǁŝƚŚŽƵƚƐƉĞĐŝĨŝĐ& DƉƌĞͲĂƉƉƌŽǀĂů͘
ϳͿ ŽŵƉůŝĂŶĐĞǁŝƚŚ&ĞĚĞƌĂů>Ăǁ͕ZĞŐƵůĂƚŝŽŶƐ͕ĂŶĚ
džĞĐƵƚŝǀĞKƌĚĞƌ ƐͲdŚŝƐŝƐĂŶĂĐŬŶŽǁůĞĚŐĞŵĞŶƚƚŚĂƚ&
D
ĨŝŶĂŶĐŝĂůĂƐƐŝƐƚĂŶĐĞǁŝůůďĞƵƐĞĚƚŽĨƵŶĚƚŚĞĐŽŶƚƌĂĐƚŽŶůLJ͘dŚĞĐŽŶƚƌĂĐƚŽƌǁŝůůĐŽŵƉůLJǁŝůůĂůůĂƉƉůŝĐĂďůĞĨĞĚĞƌĂů ůĂǁ͕ƌĞŐƵůĂƚŝŽŶƐ͕ĞdžĞĐƵƚŝǀĞŽƌĚĞƌƐ͕&
DƉŽůŝĐŝĞƐ͕ƉƌŽĐĞĚƵƌĞƐ͕ĂŶĚĚŝƌĞĐƚŝǀĞƐ͘
ϴͿ EŽKďůŝŐĂƚŝŽŶďLJ&ĞĚĞƌĂů'ŽǀĞƌŶŵĞŶƚͲdŚĞ&ĞĚĞƌĂů'ŽǀĞƌŶŵĞŶƚ ŝƐŶŽƚĂƉĂƌƚLJƚŽƚŚŝƐĐŽŶƚƌĂĐƚĂŶĚŝƐŶŽƚƐƵďũĞĐƚ ƚŽĂŶLJŽďůŝŐĂƚŝŽŶƐŽƌůŝĂďŝůŝƚŝĞƐƚŽƚŚĞŶŽŶͲ&ĞĚĞƌĂůĞŶƚŝƚLJ͕ĐŽŶƚƌĂĐƚŽƌ͕ŽƌĂŶLJŽƚŚĞƌƉĂƌƚLJƉĞƌƚĂŝŶŝŶŐƚŽĂŶLJŵĂƚƚĞƌ ƌĞƐƵůƚŝŶŐĨƌŽŵƚŚĞĐŽŶƚƌĂĐƚ͘
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