Agenda packet — Finance Committee, April 27, 2026 (part 6 of 7)

Signature Date
________ Date
Public Works Director
Print Name of Signatory
Title of Signatory
APPROVED AS TO FORM:
________ Date
City Attorney
__City___ Business License #
Resolution Number XXXX-XXX
ATTEST: Approved by City Council
________ Date
City Clerk
2439
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EXHIBIT A:

DEFINITIONS
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-1 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
For purposes of this Agreement, unless a different meaning is clearly required, the following words and phrases shall have the following meanings respectively ascribed to them by this Exhibit and shall be capitalized throughout this Agreement:
“AB 341” means the California Jobs and Recycling Act of 2011 (Chapter 476, Statues of 2011 [Chesbro, AB 341]), also commonly referred to as “AB 341”, as amended, supplemented, superseded, and replaced from time to time.
“AB 939” means the California Integrated Waste Management Act of 1989 (Division 30 of the California Public Resources Code), also commonly referred to as "AB 939," as amended, supplemented, superseded, and replaced from time to time.
“AB 939/SB 1383 Reimbursement” means a reimbursement to the City by Contractor for expenses including, but not limited to, staffing costs related to City programs, pilot studies, education and outreach campaigns, technical assistance to Customers, reporting, compliance, capacity planning, provision of special Containers, or other activities involved in compliance with AB 939 and/or SB 1383. The City shall retain the sole right to set priorities for the use of its AB 939/SB 1383 Reimbursement. This reimbursement shall be a pass-through cost. Contractor shall pay an AB 939/SB 1383 Reimbursement to the City at a frequency established by the City Contract Manager.
“AB 1201” means Assembly Bill 1201 approved by the Governor of the State of California on October 5, 2021, which amended Sections 42356, 42356.1, and 42357 of, and amended the heading of Chapter 5.7 (commencing with Section 42355) of Part 3 of Division 30 of the Public Resources Code, relating to solid waste, as amended, supplemented, superseded, and replaced from time to time. "AB 1594" means the Assembly Bill approved by the Governor of the State of California on September 28, 2014, which amended Sections 40507 and 41781.3 of the Public Resources Code, relating to solid waste, as amended, supplemented, superseded, and replaced from time to time. “AB 1826” means the Organic Waste Recycling Act of 2014 (Chapter 727, Statutes of 2014 modifying Division 30 of the California Public Resources Code), also commonly referred to as "AB 1826," as amended, supplemented, superseded, and replaced from time to time. “AB 2176” means the Venue and Event Reduction Act of 2004 (an act to amend Section 42911 of, and to add Chapter 12.7 (commencing with Section 42648) to Part 3 of Division 30 of the Public Resources Code, relating to Recycling), also commonly referred to as “AB 2176,” as amended, supplemented, superseded, and replaced from time to time.
“Acceptable Performance Level” means the minimum level of performance that Contractor must meet to avoid triggering Liquidated Damages.
“Affiliate(s)” means all businesses (including corporations, limited and general partnerships, and sole proprietorships) that are directly or indirectly related to Contractor by virtue of direct or indirect Ownership interest or common management. They shall be deemed to be "Affiliated with" Contractor and included within the term "Affiliates," as used herein. An Affiliate shall include: (i) a business in which Contractor has a direct or indirect Ownership interest; (ii) a business that has a direct or indirect #9..
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DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-2 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
Ownership interest in Contractor; and/or, (iii) a business that is also Owned, controlled, or managed by any business or individual that has a direct or indirect Ownership interest in Contractor. For the purposes of this definition, “Ownership” means ownership as defined in the constructive ownership provisions of Section 318(a) of the Internal Revenue Code of 1986, as in effect on the date here, provided that ten percent (10%) shall be substituted for fifty percent (50%) in Section 318(a)(2)(C) and in Section 318(a). “Agreement” means this Agreement between the City and Contractor, including all Exhibits, and any future amendments hereto.
“Alternative Facility” means a facility approved by the City Contract Manager for use in the event that an Approved Facility is unavailable.
“Applicable Law(s)” means all Federal, State, County, and local laws, regulations, rules, orders, judgments, degrees, permits, approvals, or other requirements of any governmental agency having jurisdiction over the Collection, Transportation, and Processing of Recyclable Materials, Organic Materials, and Garbage that are in force on the Effective Date and as may be enacted, issued, or amended during the Term of this Agreement. Applicable Law includes, but is in no way limited to, AB 939, AB 341, AB 1826, and SB 1383. “Approved Disposal Facility” means the Fink Road Sanitary Landfill, located at 4000 Fink Road, Crows Landing, California 95313, which is owned and operated by Stanislaus County. The Approved Disposal Facility shall serve as the primary Disposal Facility for Garbage under this Agreement. “Approved Facility(ies)” means any one (1) of or any combination of the: (i) Approved Disposal Facility; (ii) Approved Organic Materials Processing Facility; (iii) Approved Recyclable Materials Processing Facility; and, (iv) Approved Transfer Facility, each of which are defined in this Exhibit. “Approved Organic Materials Pre-Processing Facility” means the Bertolotti Transfer Station, Inc. facility, located at 231 Flamingo Drive, Modesto, CA 95358, which is owned and operated by Bertolotti Transfer Station, Inc.
“Approved Organic Materials Processing Facility” means the Modesto Compost Facility, located at 7001 Jennings Road, Modesto, CA 95358, which is owned and operated by the City of Modesto. “Approved Organic Materials Pre-Processing Facility” means the Bertolotti Transfer Station, Inc. facility, located at 231 Flamingo Drive, Modesto, CA 95358, which is owned and operated by Bertolotti Transfer Station, Inc.
“Approved Processing Facility(ies)” means any one (1) of or any combination of the: (i) Approved Organic Materials Processing Facility or (ii) Approved Recyclable Materials Processing Facility. “Approved Recyclable Materials Processing Facility” means the Cal Waste facility, located at 175 Enterprise Court, Suite A, Galt, CA 95632, which is owned and operated by David Vaccarezza. “Approved Transfer Facility” means the Bertolotti Transfer Station, Inc. facility, located at 231 Flamingo Drive, Modesto, CA 95358, which is owned and operated by Bertolotti Transfer Station, Inc. #9..
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-3 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
“Bin” means a Container with capacity of approximately two (2) to six (6) cubic yards, with a hinged lid, and with wheels (where appropriate), that is serviced by a front-end loading Collection vehicle, including Bins with Compactors attached to increase the capacity of the Bin. "Bulky Item" means discarded non-Reusable Items, appliances (including refrigerators), furniture, carpets, mattresses, and similar large items that are less than eight (8) feet in length, weigh no more than five hundred (500) pounds, require special Collection due to their size or nature, can be Collected without the assistance of special loading equipment (such as forklifts or cranes) and without violating vehicle load limits, and are intended to be Disposed of in a landfill. Bulky Items must be generated by the Customer and at the service address where the Bulky Items are Collected. Bulky Items do not include household Garbage, glass, liquids, tires, abandoned automobiles, auto parts, trees, Construction and Demolition Debris, or items herein defined as Excluded Waste.
“Business Days” mean Days during which the City offices are open to do business with the public. “California Code of Regulations (CCR)” means the State of California Code of Regulations. CCR references in this Agreement are preceded with a number that refers to the relevant Title of the CCR (e.g., “14 CCR” refers to Title 14 of CCR).
“CalRecycle” means California's Department of Resources Recycling and Recovery. “Cardboard” means corrugated fiberboard consisting of a fluted corrugated sheet and one (1) or two (2) flat linerboards, as is often used in the manufacture of shipping containers and corrugated boxes.

Cardboard is a subset of Recyclable Materials.
“Carpenter Landfill Fee” means the fee paid by Contractor to the City, as described in Section 7.6 of this Agreement.
“Cart” means a plastic Container with a hinged lid and wheels that is serviced by an automated or semiautomated Collection vehicle. A Cart has capacity of ninety-six (96) gallons (or similar volumes). “CERCLA” means the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Section 9600 et seq.).
“Change in Law” means any of the following events or conditions that have a material and adverse effect on the performance by the Parties of their respective obligations under this Agreement (except for payment obligations):

A. The enactment, adoption, promulgation, issuance, modification, or written change in administrative or judicial interpretation of any Applicable Law on or after the Effective Date.

B. The order or judgment of any governmental body, on or after the Effective Date, to the extent such order or judgment is not the result of willful or negligent action, error or omission, or lack of reasonable diligence of the City or Contractor, whichever is asserting the occurrence of a Change in Law; provided, however, that contesting in good faith or the failure in good faith to contest any such #9..
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-4 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
order or judgment shall not constitute or be construed as such a willful or negligent action, error or omission, or lack of reasonable diligence.
“City” means the City of Modesto and all the territory within its boundaries as presently existing or as such boundaries may be modified during the Term of this Agreement. "City Contract Manager" means the Person, or their designee, designated by the City to administer and monitor the provisions of this Agreement, as designated in Section 5.9. “City Recycling Fee” means the fee paid by Contractor to the City, as described in Section 7.5 of this Agreement.
“City Reimbursements” means all amounts payable to the City, identified and referenced in Article 7 of this Agreement.
“Collect” or “Collection” (or any variation thereof) means the act of taking possession of Recyclable Materials, Organic Materials, Garbage, Bulky Items, and other material at the place of generation in the City.
“Commencement Date” means the date specified in Section 2.1 when Collection, Transportation, and Processing services required by this Agreement shall be provided. “Commercial” means of, from, or pertaining to non-Residential Premises where business activity is conducted, including, but not limited to, retail sales, services, wholesale operations, manufacturing, and industrial operations, excluding businesses conducted upon Residential property that are permitted under applicable zoning regulations and such business is not the primary use of the property. “Commercial Edible Food Generator” includes Tier One Commercial Edible Food Generators and Tier Two Commercial Edible Food Generators, or as otherwise defined in 14 CCR Section 18982(a)(7). For the purposes of this definition, Food Recovery Organizations and Food Recovery Services are not Commercial Edible Food Generators.
"Commercial Premises" means Premises upon which business activity is conducted, including, but not limited to, retail sales, services, wholesale operations, and manufacturing and industrial operations, excluding Residential Premises upon which business activities are conducted, when such activities are permitted under applicable zoning regulations and are not the primary use of the property. Commercial Premises include Multi-Family Premises.
“Compactor” means: (i) a mechanical apparatus that compresses materials together, including the Container that holds the compressed materials; or, (ii) if it is detached from the mechanical compaction apparatus, the Container that holds the compressed materials. Compactors include two (2) to eight (8) cubic yard Bin Compactors serviced by front-end loader Collection vehicles and ten (10) to fifty (50) cubic yard Roll-Off Box Compactors serviced by roll-off Collection vehicles. Compactors shall be purchased by Customer or leased by Contractor.
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-5 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
“Complaint” shall mean each written or orally communicated statement made by any Person, whether to the City or Contractor, alleging: (i) non-performance or deficiencies in Contractor’s performance in its duties under this Agreement; (ii) a violation by Contractor of this Agreement; or, (iii) an SB 1383 noncompliance Complaint. “Compost or “Composting” (or any variation thereof) means the method of treatment in which Organic Materials are biologically decomposed under controlled aerobic conditions to produce a safe and nuisance-free Compost Product.
“Compostable Plastic(s)” means plastic materials that meet the ASTM D6400 standard for Compostability.

Compostable Plastics are a subset of Food Waste.
“Compost Improvement Fee” means the fee paid by Contractor to the City, as described in Section 7.8 of this Agreement.
“Compost Product” means the product resulting from the controlled biological decomposition of Organic Materials that are Source Separated from Garbage, or are separated at a centralized composting facility and have met the standards outlined in 14 CCR Sections 17868.1 through 17868.5. “Construction and Demolition (C&D) Debris” includes discarded building materials, packaging, debris, and rubble resulting from construction, alteration, remodeling, repair, or demolition operations on any pavements, excavation projects, houses, Commercial buildings, or other structures, excluding Excluded Waste. Construction and Demolition Debris includes rocks, soils, tree remains, and other Yard Trimmings that result from land clearing or land development operations in preparation for construction. “Container(s)” mean Bins, Carts, Compactors, and Roll-Off Boxes; provided, however, that Contractor shall not be required to provide Compactors to Customers, but shall be required to provide Collection service to Customer-provided Compactors if such Customer-provided Compactors are compatible with Contractor’s existing Collection equipment and processes. “Contractor” means Bertolotti Modesto Disposal, Inc., organized and operating under the laws of the State and its officers, directors, employees, agents, companies, related parties, Affiliates, subsidiaries, and Subcontractors.
“Contractor’s Compensation” means the monetary compensation received by Contractor in return for providing services in accordance with this Agreement, as described in Article 8. “Contractor’s Contract Manager” means an employee of Contractor who is responsible for working closely with the City Contract Manager in the monitoring and administration of this Agreement, as described in Section 5.7.D.1 of the Agreement.
“Control” means the power to direct or cause the direction of the management or operations of another, either directly or indirectly.
“County” means the County of Stanislaus, a political subdivision of the State of California. #9..
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-6 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
“CPI-U” means the Consumer Price Index, All Urban Consumers, all items, not seasonally adjusted, San Francisco-Oakland-Hayward Metropolitan Area, compiled and published by the U.S. Department of Labor, Bureau of Labor Statistics.
“Curb” or “Curbside” (or any variation thereof) means the cornered edging between the street and sidewalk. Curb or Curbside also means and describes the location of a Collection Container for pick up, where such Container is placed on the street or alley against the face of the Curb, or, if no Curb exists, not more than five (5) feet from the outside edge of the street or alley nearest the property’s entrance. “Customer” means the Person receiving Residential or Commercial Collection services for Solid Waste Generated on Premises located in the Service Area from Contractor. The Customer may be the Occupant, Owner, or manager of the Premises.
“Customer Account Information Database” means the Customer Account Information Database, as identified in Section 4.11, that shall be developed, maintained, and monitored in accordance with the requirements of this Agreement.
“Customer Type” means the Customer’s sector category, including, but not limited to, Single-Family, Multi-Family, Commercial, Roll-Off Box, special events, and the City. “Days” means calendar days, including Saturdays, Sundays, and Holidays, except as otherwise specifically provided herein.
“Designated Waste” means non-Hazardous Waste that may pose special Disposal problems because of its potential to contaminate the environment and may be Disposed of only in Class II Disposal sites or Class III Disposal sites, pursuant to a variance issued by the California Department of Health Services.

Designated Waste consists of those substances classified as Designated Waste by the State in California Code of Regulations Title 23, Section 2522.
“Disabled Person” or “Disability” (or any variation thereof) means a Person who is considered disabled, as defined in 2 CCR Section 11065(d) of California State Law. “Dispose” or “Disposal” (or any variation thereof) means the final disposition of Garbage or Processing Residue at a Disposal Facility.
“Disposal Facility” means a landfill, or other facility for Disposal of Garbage. “Divert” or “Diversion” (or any variation thereof) means to prevent Solid Waste from Disposal at landfill or transformation facilities (including facilities using incineration, pyrolysis, distillation, gasification, or biological conversion methods) through source reduction, reuse, repair, Recycling, Composting, anaerobic digestion, or other method of Processing, subsequent to the provisions of AB 939. Diversion is a broad concept that is inclusive of material handling and Processing changes that may occur over the Term, including, but not limited to, changes in standard industry practice or implementation of innovative (but not necessarily fully proven) techniques or technologies that reduce Disposal risk, decrease costs, and/or are, for other reasons, deemed desirable by the City.
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DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-7 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
“Diversion Rate” means the percentage equal to the Tonnage Diverted by Contractor divided by the Tonnage Collected by Contractor multiplied by one hundred (100), which reflects the accomplishments of Contractor’s Diversion programs.
“Dwelling Unit” means any individual living unit in a Single-Family or Multi-Family structure or building, a mobile home, or a motor home located on a permanent site intended for, or capable of being utilized for, Residential living, other than a hotel or motel.
“Edible Food” means food intended for human consumption. For the purposes of this Agreement, Edible Food is not Garbage if it is recovered and not discarded. Nothing in this Agreement requires or authorizes the recovery of Edible Food that does not meet the food safety requirements of the California Retail Food Code. If the definition in 14 CCR Section 18982(a)(18) for Edible Food differs from this definition, the definition in 14 CCR Section 18982(a)(18) shall apply to this Agreement. “Effective Date” means the date on which the latter of the two (2) Parties signs this Agreement. “Enclosure” means a designated area for the storing of Recyclable Materials, Organic Materials, or Garbage, sized appropriately to handle Containers necessary for the expected volume of Solid Waste generated at the Premises, and maintained in compliance with all Applicable Laws and regulations. “Excluded Waste” means Hazardous Substances; Hazardous Waste; Infectious Waste; Designated Waste; corrosive, biomedical, biohazardous, and toxic substances or material, and toxic substances or material; waste that Contractor reasonably believes would, as a result of or upon Disposal, be a violation of local, State, or Federal law, regulation, or ordinance, including land use restrictions or conditions; waste that cannot be Disposed of in Class III landfills; or waste that, in Contractor’s reasonable opinion, would present a significant risk to human health or the environment, cause a nuisance, or otherwise create or expose Contractor or the City to potential liability. Excluded Waste does not include de minimis volumes or concentrations of waste of a type and amount normally found in Residential Garbage after implementation of programs for the safe Collection, Recycling, treatment, and Disposal of batteries and paint in compliance with Sections 41500 and 41802 of the California Public Resources Code or Household Batteries when properly placed for Collection by Customer as set forth in this Agreement. “Extended Producer Responsibility Program” means an environmental program or policy codified, enforced, and/or monitored by local, State, or Federal governments in which a producer’s, distributor’s, or retailer’s administrative, financial, operational, and/or physical responsibility for a product is extended to the post-consumer stage of the product’s life cycle. Extended Producer Responsibility Programs may be implemented by individual producers, collective industry organizations, such as a producer responsibility organization or Stewardship Organization, or other regulated entities specified under the program. Such programs may cover individual products or categories of products, using one (1) or more funding mechanisms, as defined in the regulation(s) establishing the program. “Federal” means belonging to or pertaining to the Federal government of the United States. “Flow Control” means the City right to direct Solid Waste to a facility of the City’s choosing. #9..
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-8 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
“Food Recovery” means actions to Collect and distribute food for human consumption that otherwise would be Disposed, or as otherwise defined in 14 CCR Section 18982(a)(24). “Food Recovery Organization” means an entity that primarily engages in the Collection or receipt of Edible Food from Commercial Edible Food Generators and distributes that Edible Food to the public for Food Recovery, either directly or through other entities, including, but not limited to:

A. A food bank, as defined in Section 113783 of the Health and Safety Code.

B. A nonprofit charitable organization, as defined in Section 113841 of the Health and Safety code.

C. A nonprofit charitable temporary food facility, as defined in Section 113842 of the Health and Safety Code.

D. A Commercial business or entrepreneur that generates added value to recovered food.

If the definition in 14 CCR Section 18982(a)(25) for Food Recovery Organization differs from this definition, the definition in 14 CCR Section 18982(a)(25) shall apply to this Agreement. “Food Recovery Service” means a Person or entity that Collects and Transports Edible Food from a Commercial Edible Food Generator to a Food Recovery Organization or other entities for Food Recovery; or as otherwise defined in 14 CCR Section 18982(a)(26). “Food Scraps" means those Solid Waste that will decompose and/or putrefy, including: (i) all kitchen and table food waste; (ii) animal or vegetable waste that is generated during or results from the storage, preparation, cooking, or handling of food stuffs; (iii) fruit waste, grain waste, dairy waste, meat waste, and fish waste; and, (iv) vegetable trimmings, houseplant trimmings, and other Compostable Organic Waste common to the occupancy of Residential dwellings. Food Scraps are a subset of Food Waste. “Food-Soiled Paper” means Compostable paper material that has come in contact with Food Scraps or liquid, such as, but not limited to, Compostable paper plates, paper liners, paper coffee cups, napkins, pizza boxes, and milk cartons. Food-Soiled Paper is a subset of Food Waste. “Food Waste” means Source Separated Food Scraps, Food-Soiled Paper, and Compostable Plastics. Food Waste is a subset of Organic Materials.
“Franchise Fee” means the fee paid by Contractor to the City, as described in Section 7.1. “Franchise Service Provider” means a company that holds an exclusive service agreement with the City of Modesto in accordance with Chapter 5 of the City’s Municipal Code. “Garbage” means solid waste, as defined in California Public Resources Code, Division 30, Part 1, Chapter 2, §40191 and regulations promulgated hereunder. Excluded from the definition of Garbage are Excluded Waste, C&D Debris, Source Separated Recyclable Materials, Source Separated Organic Materials, and radioactive waste. Notwithstanding any provision to the contrary, Garbage may include de minimis volumes or concentrations of waste of a type and amount normally found in Residential Garbage after implementation of programs for the safe Collection, Recycling, treatment, and Disposal of Household #9..
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-9 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
Hazardous Waste, in compliance with Section 41500 and 41802 of the California Public Resources Code, as may be amended from time to time. Garbage includes salvageable materials only when such materials are included for Collection in a Garbage Container and not Source Separated from Garbage at the site of generation.
“Geer Road Landfill Fee” means the fee paid by Contractor to the City, as described in Section 7.11 of this Agreement.
“Generator” means any Person whose act or process produces Solid Waste, as defined in the Public Resources Code, or whose act first causes Solid Waste to become subject to regulation. “Gross Receipts” shall mean total cash receipts collected from Customers by Contractor for the provision of services pursuant to this Agreement, without any deductions. Gross Receipts do not include revenues from the sale of Recyclable Materials.
“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 wastes,” “pollutants,” or “toxic substances,” or similarly identified as hazardous to human health or the environment, in or pursuant to: (i) CERCLA, 42 U.S.C. § 9601 et seq.; (ii) the Hazardous Materials Transportation Act, 49 U.S.C. § 1802 et seq.; (iii) the Resource Conservation and Recovery Act, 42 U.S.C. § 6901 et seq.; (iv) the Clean Water Act, 33 U.S.C. § 1251 et seq.; (v) the Clean Air Act, 42 U.S.C. § 7401 et seq.; (vi) California Health and Safety Code Sections 25115, 25117, and 25281; or, (vii) California Water Code Section 13050.

B. Any amendments, rules, or regulations promulgated thereunder to such enumerated statues or acts currently existing or hereafter enacted.

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 biphenyls, petroleum, natural gas and synthetic fuel products, and byproducts. “Hazardous Waste” means all substances defined as hazardous waste, acutely hazardous waste, or extremely hazardous waste by the State in Health and Safety Code §25110.02, §25115, and §25117, including the future amendments to or recodifications of such statutes, or identified and listed as Hazardous Waste by the U.S. 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.
“Holidays” are defined as New Year's Day, Independence Day, Thanksgiving Day, and Christmas Day. “Household Hazardous Waste” or “HHW” means Hazardous Waste generated at Residential Premises within the City. HHW includes: paint; stain; varnish; thinner; adhesives; auto products, such as old fuel, Used Motor Oil and Filters; batteries; household batteries; fluorescent bulbs; tubes; cleaners and sprays; pesticides; fertilizers and other garden products; needles; syringes; and lancets. #9..
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DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-10 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
“Infectious Waste” means biomedical waste generated at hospitals, public or private medical clinics, dental offices, research laboratories, pharmaceutical industries, blood banks, mortuaries, veterinary facilities, and other similar establishments that are identified in Health and Safety Code Section 25117.5, as may be amended from time to time.
“Liquidated Damages” means the amounts agreed upon by Contractor and the City as fair and reasonable damages for Contractor’s failure to meet specific quantifiable standards of performance, as described in Section 10.6 and Exhibit F.
“Litter Fee” means the fee paid by Contractor to the City, as described in Section 7.10 of this Agreement. “Mo’Beautiful Fee” means the fee paid by Contractor to the City, as described in Section 7.12 of this Agreement.
“Mulch” means a layer of material applied on top of soil. For the purposes of this Agreement, Mulch shall conform with the following conditions, or as otherwise specified in 14 CCR Section 18993.1(f)(4):

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

B. Was produced at one (1) or more of the following types of facilities:

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

Note that this criteria disallows Mulch produced from chipping and grinding operations to count toward fulfillment of a jurisdiction’s annual Organic Waste product procurement target.

2. A transfer/processing facility or transfer/processing operation, as defined in 14 CCR Section 17402(a)(30) and (31), respectively, that is permitted or authorized under 14 CCR, Division 7, Chapter 12.
“Multi-Family” means of, from, or pertaining to Residential Premises with five (5) or more Dwelling Units.

Multi-Family Premises do not include hotels, motels, or other transient occupancy facilities, which are considered Commercial Businesses.
“Multi-Family Dwelling Unit” means an individual Residential unit of a Multi-Family complex. “Occupant” means the Person who occupies a Premises.
“Organic Materials” means Yard Trimmings and Food Waste, individually or collectively. No Solid Waste shall be considered to be Organic Materials, unless it is separated from Recyclable Materials and Garbage.

Organic Materials are a subset of Organic Waste.
“Organic Waste” means wastes containing material originated from living organisms and their metabolic waste products, including, but not limited to, food, Yard Trimmings, Cardboard, newspaper (including inserts, coupons, and store advertisements); mixed paper (including office paper, computer paper, #9..
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-11 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
magazines, junk mail, catalogs, brown paper bags, brown paper, paperboard, paper egg cartons, telephone books, paper grocery bags, colored paper, construction paper, envelopes, legal pad backings, shoe boxes, tabletop beverage containers, cereal and other similar food boxes), manure, biosolids, digestate, and sludges, or as otherwise defined in 14 CCR Section 18982(a)(46). Biosolids and digestate are as defined in 14 CCR Section 18982(a)(4) and 14 CCR Section 18982(a)(16.5), respectively. “Owner” means the Person(s) holding legal title to real property and/or any improvements thereon and shall include the Person(s) listed on the latest equalized assessment roll of the County Assessor. “Party” or “Parties” refers to the City and Contractor, individually or together. “Person(s)” means any individual, firm, association, organization, partnership, consortium, corporation, trust, joint venture, Commercial entity, governmental entity, public entity, or any other legal Person. “Premises” means any land or building in the City where Recyclable Materials, Organic Materials, or Garbage are generated or accumulated.
“Primary Responsible Party” means the party designated as primarily responsible for Single-Family, MultiFamily, or Commercial shared service, as further described in Exhibit B2.6 and Exhibit B3.4. The Primary Responsible Party will serve as the singular point of contact for communication and billing from Contractor and the City, along with a list of all addresses with which the Primary Responsible Party will share service. “Pre-Processing Facility” means a permitted facility that receives Recyclable Materials, Organic Materials, or Reusable Materials and performs one (1) or more preliminary Processing steps to remove contaminants and/or prepare the materials for further Processing.
“Processing” means the controlled separation, recovery, volume reduction, conversion, or Recycling of Recyclable Materials, Organic Materials, or Garbage, including, but not limited to, organized, manual, automated, or mechanical sorting; the use of vehicles for spreading of waste for the purpose of recovery; and/or the use of conveyor belts, sorting lines, or volume reduction equipment, or as otherwise defined in 14 CCR Section 17402(a)(20).
“Processing Facility” a permitted facility in which materials are sorted, separated, or otherwise manipulated for the purposes of Recovering marketable commodities. “Prohibited Container Contaminants” means the following: (i) Solid Waste placed in the Recyclable Materials Container that are not identified as acceptable Recyclable Materials for the City’s Collection program; (ii) Solid Waste placed in the Organic Materials Container that are not identified as acceptable Organic Materials for the City’s Collection program; (iii) Solid Waste placed in the Garbage Container that are acceptable Recyclable Materials and/or Organic Materials to be placed in the City’s Recyclable Materials or Organic Materials Containers or as otherwise managed under the City’s Collection program; and, (iv) Excluded Waste placed in any Container.
“Proprietary” or “Proprietary Information” means that information provided by Contractor to the City that is protected from disclosure by the California Public Records Act and meets that definition of proprietary information. Nothing required to be submitted to the City in any report described in this #9..
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-12 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
Agreement shall be considered Proprietary. Contractor’s Customer lists for Customers served under this Agreement are specifically not considered Proprietary for the purposes of this Agreement; however, the City may protect such information from disclosure consistent with the provisions of the Public Records Act.
“Pruned Refuse Fee” means the fee paid by Contractor to the City, as described in Section 7.9 of this Agreement.
“Public Education Reimbursement” means the fee paid from Contractor to the City to reimburse the City for the cost of providing public outreach and educational programs, as described in Section 7.3 of the Agreement.
“Public Right-of-Way” means all City-owned and maintained areas, whether improved or unimproved, that are designated for public use or access, including Public Streets, alleys, sidewalks, utility corridors, easements, and any other public land or space for public use or access. “Public Street” means all City-owned and maintained paved areas between the normal Curb line of a roadway, including public parking lots, roadway dividers, and medians. “Rate” means the maximum amount, expressed as a dollar unit, approved by the City that Contractor may bill a Customer for providing services under this Agreement. A Rate has been established for each individual Service Level and the initial Rates for Rate Period One are presented in Exhibit G2. The Rates approved by the City are the maximum Rate that Contractor may charge a Customer. Contractor may, in its sole discretion, charge any amount up to and including the maximum Rate approved by the City. “Rate Period” means a twelve (12) month period, commencing July 1 and concluding June 30. “Recyclable Materials” means those Solid Waste that the Generators set out in Recyclable Materials Containers for Collection for the purpose of Recycling by Contractor, excluding Excluded Waste. No Solid Waste shall be considered Recyclable Materials unless such material is separated from Organic Materials and Garbage. Recyclable Materials shall include, but not be limited to: chipboard; corrugated clean Cardboard; glass containers of any color (including brown, clear, and green glass bottles and jars); aluminum (including beverage containers and small pieces of scrap metal); steel, tin or bi-metal cans; mixed plastics, such as plastic containers (no. 1 to 7), except expanded Polystyrene (EPS); bottles, including containers made of HDPE, LDPE, or PET. Contractor shall not add or subtract materials to or from this list without approval from the City.
“Recycle” or “Recycling” means the process of sorting, cleansing, treating, and reconstituting materials that would otherwise be Disposed of at a landfill at a Recyclable Materials Processing Facility for the purpose of returning such materials to the economy in the form of raw materials for new, reused, or reconstituted products. Recycling includes processes deemed to constitute a reduction of landfill Disposal, pursuant to 14 CCR, Division 7, Chapter 12, Article 2. Recycling does not include gasification or transformation, as defined in Public Resources Code Section 40201. #9..
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-13 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
“Renewable Natural Gas” or “RNG” means gas derived from Organic Waste that has been Diverted from a landfill and Processed at an in-vessel digestion facility that is permitted or otherwise authorized by 14 CCR to recover Organic Waste, or as otherwise defined in 14 CCR Section 18982(a)(62). “Residential” shall mean of, from, or pertaining to Single-Family Premises and Multi-Family Premises, including homes, apartments, condominiums, townhouse complexes, mobile home parks, and cooperative apartments.
“Residue” means materials that remain after Processing, Pre-Processing, and/or Composting that cannot be Diverted and require Disposal.
“Reusable Materials Hierarchy” means, as defined by the Federal Environmental Protection Agency, the ranking of various waste management strategies from most to least environmentally preferred: source reduction and reuse, Recycling and Composting, energy recovery, and treatment and Disposal. "Roll-Off Box" means a metal Container with a capacity of (10) or more cubic yards that is normally loaded onto a motor vehicle and Transported to an appropriate Approved Facility. "Roll-Out Service" means a service provided to Multi-Family Dwellings and Commercial Premises during which Contractor's driver must dismount the Collection vehicle and move one (1) or more Bins in order to accomplish Collection using the standard Collection vehicle. “SB 54” means Senate Bill 54, the Plastic Pollution Prevention and Packaging Producer Responsibility Act approved by the Governor of the State of California on June 30, 2022, which amended Section 41821.5 of the California Public Resources Code to add Chapter 3 (commencing with Section 42040) to Part 3 of Division 30, as amended, supplemented, superseded, and replaced from time to time. For the purposes of this Agreement, SB 54 includes any implementing regulations developed by CalRecycle, as amended supplemented, superseded, and replaced from time to time. “SB 343” means the Environmental Advertising: Recycling Symbol: Recyclability: Products and Packaging Senate Bill approved by the Governor of the State of California on October 5, 2021, which amended Sections 17580, 17580.5 of the California Business and Professions Code, and amended Sections 18015 and 42355.5 of, and added Section 42355.51 to, the California Public Resources Code, relating to environmental advertising, as amended, supplemented, superseded, and replaced from time to time. For the purposes of this Agreement, SB 343 includes any implementing regulations developed by CalRecycle, as amended, supplemented, superseded, and replaced from time to time. “SB 1016” means Senate Bill 1016 approved by the Governor of the State of California on September 26, 2008, which amended Sections 40183, 40184, 41783, 41820.6, 41821, 41850, 42921, and 42926 of, amended the headings of Article 4 (commencing with Section 41825) and Article 5 (commencing with Section 41850) of Chapter 7 of Part 2 of Division 30 of, added Sections 40127, 40145, 40150.1, 41780.05, 42921.5, and 42927 to, and repealed and added Section 41825 of, the Public Resources Code, relating to solid waste, as amended, supplemented, superseded, and replaced from time to time. “SB 1383” means Senate Bill 1383 of 2016 approved by the Governor on September 19, 2016, which added Sections 39730.5, 39730.6, 39730.7, and 39730.8 to the Health and Safety Code, and added Chapter 13.1 #9..
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EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-14 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
(commencing with Section 42652) to Part 3 of Division 30 of the Public Resources Code, establishing methane emissions reduction targets in a Statewide effort to reduce emissions of short-lived climate pollutants, as amended, supplemented, superseded, and replaced from time to time. For the purposes of this Agreement, SB 1383 specifically refers to the Short-Lived Climate Pollutants (SLCP): Organic Waste Reductions regulations developed by CalRecycle and adopted on November 3, 2020 that created Chapter 12 of 14 CCR, Division 7 and amended portions of regulations of 14 CCR and 27 CCR. “SB 1383 Implementation Fee” means the fee paid by Contractor to the City, as described in Section 7.7 of this Agreement.
“Self-Hauler” or “Self-Haul” means a Person who hauls Solid Waste or any other material (other than Excluded Waste) the hauler has Generated, solely in or on their own Premises, using their own equipment and employees, to another Person, or as otherwise defined in 14 CCR Section 18982(a)(66). Self-Hauler also includes a Person who backhauls waste, as defined in 14 CCR Section 18982(a)(66)(A), such as gardeners and landscapers.
“Service Area” means the geographic area where Contractor is authorized and obligated to provide Collection and related services under this Agreement, as delineated on the map in Exhibit J: Service Area Map.
“Service Level” means the size of a Customer’s Container(s) and the frequency of Collection service. “Service Opportunity” means each individual scheduled opportunity Contractor has to Collect from a Container at a Customer’s location. For example, a Commercial Customer receiving Recyclable Materials Collection service two (2) times per week for two (2) Recyclable Materials Containers, Organic Materials Collection service two (2) times per week for (2) Organic Materials Containers, and Garbage Collection service two (2) times per week for two (2) Garbage Containers would have a total of twelve (12) Service Opportunities each week. Service Opportunities shall be calculated based on the subscription levels presented in Contractor’s most recently completed monthly report to the City. “Sharps Waste” means hypodermic needles, pen needles, intravenous needles, lancets, and other devices that are used to penetrate the skin for the delivery of medications and are generated from use at Residential Premises.
“Single-Family” means of, from, or pertaining to any Residential Premises with fewer than five (5) units. “Source Separated” means the segregation, by the Generator, of materials designated for separate Collection for some form of Recycling, Composting, recovery, or reuse. “State” means the State of California.
“Stewardship Organization” means a Person(s) that is selected by the City and approved or designated under Applicable Law or by a relevant governing body, including, but not limited to, CalRecycle, the California Air Resources Board (CARB), the County, or the City to manage, coordinate, fund, or otherwise oversee one (1) or more Extended Producer Responsibility Programs. The applicable Stewardship #9..
- 1099 -

EXHIBIT A

DEFINITIONS
Restated Service Agreement April 27, 2026 Page A-15 City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit A
Organization for each Extended Producer Responsibility Program under this Agreement shall be designated or approved by the City Contract Manager, at their sole discretion. “Subcontractor” means a Party who has entered into a contract, express or implied, with Contractor for the performance of an act that is necessary for Contractor’s fulfillment of its obligations for providing service under this Agreement. Vendors providing materials and supplies to Contractor shall not be considered Subcontractors.
“Term” means the Term of this Agreement, including extension periods if granted, as provided for in Article 2.
“Ton” or “Tonnage” means a unit of measure for weight equivalent to two thousand (2,000) standard pounds where each pound contains sixteen (16) ounces.
“Trade Secrets” means information, including a formula, pattern, compilation, program, device, method, technique, or process, that: (i) derives actual independent economic value from not being generally known to the public or other Persons who can obtain economic value from its disclosure or use; and, (ii) is the subject of efforts, that are reasonable under the circumstances, to maintain its secrecy. “Transfer” means the act of transferring the materials Collected by Contractor in its route vehicles into larger vehicles for Transport to other facilities for the purpose of Recycling or Disposing of such materials. “Transport” or “Transportation” means the act of conveying Collected materials from one (1) location to another.
“Used Motor Oil and Filter” or “Used Motor Oil” or “Used Oil Filter” means motor oil and the subsequent oil filter that has been used in a vehicle.
“Waste Generation and Characterization Reimbursement” means the fee paid from Contractor to the City to perform waste generation and characterization studies, as described in Section 7.4 of this Agreement.
“Working Day(s)” means Days on which Contractor is required to provide regularly scheduled Collection services under this Agreement.
“Yard Trimmings” means Solid Waste that will decompose and/or putrefy, including, but not limited to, green trimmings, grass, weeds, leaves, prunings, branches, dead plants, brush, tree trimmings, dead trees, small pieces of unpainted and untreated wood, and other types of Organic Materials resulting from normal yard and landscaping maintenance that may be specified in City Legislation for Collection and Processing as Organic Materials under this Agreement. Yard Trimmings placed for Collection may not exceed six (6) inches in diameter and three (3) feet in length and must fit within the Contractor-provided Container. Yard Trimmings do not include items herein defined as Excluded Waste. Yard Trimmings are a subset of Organic Materials.
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EXHIBIT B:

DIRECT SERVICES
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EXHIBIT B

DIRECT SERVICES
Restated Service Agreement April 27, 2026 Page B-1City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B
The following Exhibits (B1 through B4) describe the programs which, in aggregate, represent the direct services to be performed under this Agreement by Contractor and the programs to be provided to each Customer Type by Contractor. Contractor shall provide such services in accordance with each program’s specific requirements, which may include:
• Type and size of Containers or Service Level to be offered by Contractor under each program. • Frequency of service to be offered by Contractor to Customers. • Location of service, including an indication of whether or not additional charges may apply if a Customer selects a location that is more costly to serve. • Materials that are acceptable or prohibited within the program. • Provision of additional services to the Customer if the standard Service Levels are inadequate, either on a regular or periodic basis, and an indication of whether or not additional charges may apply. • Other requirements and considerations of the program. #9..
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EXHIBIT B1:

SINGLE-FAMILY RESIDENTIAL SERVICES
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EXHIBIT B1

SINGLE-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B1-1City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B1

1. Recyclable Materials Collection
Contractor shall Collect Recyclable Materials placed in Contractor-provided Containers once (1) every other week from Single-Family Customers and Transport all Recyclable Materials to the Approved Recyclable Materials Processing Facility for Processing.

Containers: Carts
Container Sizes: 96-gallon Carts (or comparable size approved by the City) Service Frequency: Every other week on the same Day as Organic Materials and Garbage Collection services, as determined by even or odd numbered addresses.

Service Location: Curbside
Acceptable Materials: Recyclable Materials
Prohibited Container Contaminants: Garbage, Organic Materials, Excluded Waste Additional Service: Single-Family Customers shall receive one (1) standard Recyclable Materials Cart.

Contractor shall provide additional Recyclable Materials Carts to Single-Family Customers upon request and may charge the appropriate Rate approved by the City.

Contractor may refuse to Collect a Recyclable Materials Container that contains any presence of Prohibited Container Contaminants, provided that Contractor leaves a non-Collection notice in accordance with Subsection 5.3.B of this Agreement. Contractor shall instruct the Customer to either remove the Prohibited Container Contaminants or pay the City-approved Rate to have the contents of the contaminated Recyclable Materials Container Collected as Garbage. Contractor may charge the Customer the City-approved Rate for a special pick-up if the Customer elects to have their corrected or contaminated Recyclable Materials Container serviced before the next regular Collection Day.

Contractor shall keep a record of all non-Collection notices and courtesy notices issued to Customers, which shall include, at a minimum: the date, Customer address, Customer account number, Customer phone number, and material type of the Container in question.

2. Organic Materials Collection
Contractor shall Collect Organic Materials placed in Contractor-provided Carts once (1) per week from Single-Family Customers and Transport all Organic Materials to the Approved Organic Materials Processing Facility for Processing.

Containers: Carts
Container Sizes: 96-gallons (or comparable size approved by the City) Service Frequency: One (1) time per week on the same Day as Garbage Collection service. #9..
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EXHIBIT B1

SINGLE-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B1-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B1
Service Location: Curbside
Acceptable Materials: Organic Materials
Prohibited Container Contaminants: Recyclable Materials, Garbage, Excluded Waste Additional Service: Single-Family Customers shall receive one (1) standard Organic Materials Cart.

Contractor shall provide additional Organic Materials Carts to Single-Family Customers upon request and may charge the appropriate Rate approved by the City.

Other Requirements: Contractor shall allow Single-Family Customers to place Organic Materials in Compostable Plastic bags prior to placing Organic Materials into their Organic Materials Carts for Collection, as directed by the City. If bagging their Organic Materials, Customers must use Compostable Plastic bags labeled as “Compostable” by the manufacturer that meet the ASTM D6400 standard for Compostability.

Contractor may refuse to Collect an Organic Materials Container that contains any presence of Prohibited Container Contaminants, provided that Contractor leaves a non-Collection notice in accordance with Subsection 5.3.B of this Agreement. Contractor shall instruct the Customer to either remove the Prohibited Container Contaminants or pay the City-approved Rate to have the contents of the contaminated Organic Materials Container Collected as Garbage.

Contractor may charge the Customer the City-approved Rate for a special pick-up if the Customer elects to have their corrected or contaminated Organic Materials Container serviced before the next regular Collection Day. Contractor shall keep a record of all non-Collection notices and courtesy notices issued to Customers, which shall include, at a minimum: the date, Customer address, Customer account number, Customer phone number, and material type of the Container in question.

3. Garbage Collection
Contractor shall Collect Garbage placed in Contractor-provided Carts once (1) per week from Single-Family Customers and Transport all Garbage to the Approved Disposal Facility for Disposal.

Containers: Carts
Container Sizes: 96-gallons (or comparable sizes approved by the City). Default Container size is 96-gallon. 64-gallon Carts in service as of the Commencement Date shall continue to be serviced by the Contractor for the duration of the Term of the Agreement, unless replaced at the Customer’s request or otherwise directed by the City.

Service Frequency: One (1) time per week on the same Day as Organic Materials Collection service.

Service Location: Curbside
Acceptable Materials: Garbage
Prohibited Container Contaminants: Recyclable Materials, Organic Materials, Excluded Waste #9..
- 1109 -
EXHIBIT B1

SINGLE-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B1-3City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B1
Additional Service: Single-Family Customers shall receive one (1) standard Garbage Cart. Contractor shall provide additional Garbage Carts to Single-Family Customers upon request and shall charge the appropriate Rate approved by the City.

Other Requirements: None

4. Bulky Item Collection Program
Contractor shall Collect Bulky Items from Single-Family Customers or provide vouchers for delivery of Bulky Items by Customers to the Approved Transfer Facility. In the event a question arises as to whether a specific item or category of items meets the definition of Bulky Item, the City Contract Manager will make the final determination. Contractor shall Transport all Collected Bulky Items to the appropriate Approved Facility for reuse, repair, Processing, or Disposal based on the Reusable Materials Hierarchy.

A. Bulky Item Collection
Containers: Not applicable
Service Level: Upon Customer or Occupant request. Items shall not exceed eight (8) feet in length or five hundred (500) pounds.

Service Frequency: Two (2) times per year
Service Location: Curbside
Acceptable Materials: Bulky Items
Prohibited Items: Household Garbage, Food Scraps, Yard Trimmings, Hazardous Materials, abandoned automobiles, trees, Excluded Waste, or any single item that exceeds eight (8) feet in length or five hundred (500) pounds in weight.

Additional Service: Contractor shall provide additional Bulky Item Collections to Single-Family Customers beyond two (2) times per year and shall Collect additional acceptable materials (as described herein) that exceed the required Service Level (as requested by Customer). Contractor may charge the appropriate Rates approved by the City for such additional service. Contractor shall accept, and Divert from Disposal, all mattresses Collected by Contractor, pursuant to Section 4.5.

Other Requirements: Contractor shall provide the service on the Customer’s regularly scheduled Collection Day and within five (5) Working Days of Contractor’s receipt of the Customer’s request for service.
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EXHIBIT B1

SINGLE-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B1-4City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B1
B. Haul it Yourself Voucher Program
Containers: Customer vehicle or trailer no larger than four (4) feet by four (4) feet by eight (8) feet.

Service Level: Upon Customer or Occupant request. Items shall not exceed eight (8) feet in length or five hundred (500) pounds.

Service Frequency: Two (2) times per year
Service Location: Delivered to the Approved Transfer Facility by Customer or Occupant.

Acceptable Materials: Bulky Items
Prohibited Items: Household Garbage, Food Scraps, Yard Trimmings, Hazardous Materials, abandoned automobiles, trees, Excluded Waste, or any single item that exceeds eight (8) feet in length or five hundred (500) pounds in weight.

Additional Service: Contractor shall accept, and Divert from Disposal, all mattresses delivered by Customer to the Approved Transfer Facility, pursuant to Section 4.5.

Other Requirements: Customers must contact Contractor to request a voucher. Contractor shall hold the voucher at the Approved Transfer Facility for Customer’s use within seven (7) Days of issuance.

5. Used Motor Oil and Filter Collection
Contractor shall Collect, by appointment only, Used Motor Oil and Used Oil Filters placed for Collection at Residential Premises from all Residential Customers. Contractor shall Recycle all Used Motor Oil and Filters Collected pursuant to this Agreement.

Containers: Plastic container with cap or container provided by the City for Used Motor Oil.

Plastic zipper bag for Used Oil Filter.

Container Sizes: Up to four (4) gallon plastic container for motor oil.

Service Frequency: Up to four (4) filters and four (4) plastic containers for motor oil per week, collected by scheduled appointment only.

Service Location: On private property, place at top of driveway or near garage.

Acceptable Materials: Used Motor Oil and Filters
Prohibited Materials: Recyclable Materials, Organic Materials, Garbage, Excluded Waste Additional Service: None
Other Requirements: Upon request by the Customer, the City will deliver a Used Motor Oil container to a Customer at no additional cost to Customer.

SINGLE-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B1-5City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B1
to the extent that the materials require Disposal as a Hazardous Waste, Contractor shall Dispose of such materials, at Contractor’s own cost and expense, in accordance with Applicable Law.

Contractor shall notify the City Contract Manager of any contamination which renders the Used Motor Oil and Filter unacceptable for Recycling or which requires Disposal as a Hazardous Waste.

Contractor shall keep all Used Motor Oil and Filters Collected pursuant to this Agreement segregated from other materials.

Contractor may refuse to Collect the Used Motor Oil if it is not contained in an approved plastic container, provided that Contractor leaves a non-Collection notice that explains the reason for non-Collection. Contractor may refuse to Collect an approved plastic container that contains liquid other than Used Motor Oil, provided that Contractor leaves a non-Collection notice that explains the reason for non-Collection.

6. Alternative Service Location for Disabled Single-Family Customers As directed by the City, Contractor shall allow for Persons that have a Disability, as defined by the Americans with Disabilities Act (Public Law 101-336, 104 Stat. 327, 42 U.S.C. 12101-12213 and 27 U.S.C. 225 and 611 and all Federal rules and regulations relating thereto), that are Occupants of Single-Family Premises to receive Collection services at a location other than Curbside at no extra charge to the Customer.

7. Container Sharing
As directed by the City, Contractor may allow Single-Family Customers to share Solid Waste service with up to two (2) other adjacent Single-Family Premises with a total of four (4) or less residents. Such shared service shall be performed and Billed as if it were being provided to a single Customer or may be split between the two Customers at the City’s discretion, with the exception that the City shall require all Customers sharing a single service account to identify a Primary Responsible Party that will serve as the singular point of contact for communication and Billing, along with a list of all addresses with which the Primary Responsible Party will share service.
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EXHIBIT B2:

MULTI-FAMILY RESIDENTIAL SERVICES
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EXHIBIT B2

MULTI-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B2-1City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B2

1. Recyclable Materials Collection
Contractor shall Collect Recyclable Materials placed in Contractor-provided Containers from Multi-Family Customers not less than one (1) time per week, unless the Customer has a City-approved waiver or alternative compliance method. All Recyclable Materials shall be Transported to the Approved Recyclable Materials Processing Facility for Processing.

Containers: Carts and Bins
Container Sizes: 96-gallon Carts (or comparable size approved by the City); 2-, 3-, 4-, and 6-cubic yard Bins, as requested by Customer and approved by the City.

Service Frequency: One (1) time per week for Carts and up to six (6) times per week for Bins, but not less than one (1) time per week for Bins, as requested by the Multi-Family Customer or directed by the City.

Service Location: Curbside or other Customer-selected service location at the Multi-Family Premises
Acceptable Materials: Recyclable Materials
Prohibited Container Contaminants: Organic Materials, Garbage, Excluded Waste Additional Service: Special pick-ups requested by a Customer, on Days other than their regularly scheduled Collection Day, will be available at the City-approved Rate.

Other Requirements: Contractor shall open and close gates, push and/or pull Containers, lock and unlock Bins, or perform other services as reasonably necessary to access and service Containers (additional charges may apply). A push/pull of Containers up to fifteen (15) feet from the Enclosure/Container location to the Collection vehicle will be provided at no additional charge (push up to fifteen (15) feet then return).

MULTI-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B2-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B2

2. Organic Materials Collection
Contractor shall Collect Organic Materials in Contractor-provided Containers from Multi-Family Customers not less than one (1) time per week, unless the Customer has a City-approved waiver or alternative compliance method. All Organic Materials shall be Transported to the Approved Organic Materials Processing Facility for Processing.

Containers: Carts and Bins
Container Sizes: 96-gallon Carts (or comparable size approved by the City); 2-, 3-, 4-, and 6-cubic yard Bins, as requested by Customer and approved by the City.

Service Frequency: One (1) time per week for Carts and up to six (6) times per week for Bins, but not less than one (1) time per week, as requested by the Multi-Family Customer or directed by the City.

Service Location: Curbside or other Customer-selected service location at the Multi-Family Premises
Acceptable Materials: Organic Materials
Prohibited Container Contaminants: Recyclable Materials, Garbage, Excluded Waste Additional Service: Special pick-ups requested by a Customer, on Days other than their regularly scheduled Collection Day, will be available at the City-approved Rate.

Other Requirements: Contractor shall allow Multi-Family Customers to place Organic Materials in Compostable Plastic bags prior to placing the bagged Organic Materials into their Organic Materials Container for Collection, as directed by the City. If bagging their Organic Materials, Customers must use Compostable bags labeled as “Compostable” by the manufacturer that meet ASTM D6400 standard for Compostability.

Contractor shall open and close gates, push and/or pull Containers, lock and unlock Bins, or perform other services as reasonably necessary to access and empty Containers (additional charges may apply). A push/pull of Containers up to fifteen (15) feet from the Enclosure/Container location to the Collection vehicle will be provided at no additional charge (push up to fifteen (15) feet then return).

MULTI-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B2-3City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B2
account number, Customer phone number, and material type of the Container in question.

3. Garbage Collection
Contractor shall Collect Garbage placed in Contractor-provided Containers from Multi-Family Customers not less than one (1) time per week. All Garbage shall be Transported to the Approved Disposal Facility for Disposal.

Containers: Carts and Bins
Container Sizes: 96-gallon Carts (or comparable size approved by the City); 2-, 3-, 4-, and 6-cubic yard Bins, as requested by Customer.

Service Location: Curbside or other Customer-selected service location at the Multi-Family Premises.

Acceptable Materials: Garbage
Prohibited Container Contaminants: Recyclable Materials, Organic Materials, Excluded Waste Additional Service: Special pick-ups requested by a Customer, on Days other than their regularly scheduled Collection Day, will be available at an approved additional charge.

Other Requirements: Contractor shall open and close gates, push and/or pull Containers, lock and unlock Bins, or perform other services as reasonably necessary to access and service Containers (additional charge may apply). A push/pull of Containers up to fifteen (15) feet from the Enclosure/Container location to the Collection vehicle will be provided at no additional charge (push up to fifteen (15) feet then return).

4. Bulky Item Collection Program
Contractor shall Collect Bulky Items from Multi-Family Customers or Occupants or provide vouchers for delivery of Bulky Items by Customer or Occupant to the Approved Transfer Facility. In the event a question arises as to whether a specific item or category of items meets the definition of Bulky Item, the City Contract Manager will make the final determination. Contractor shall Transport all Collected Bulky Items to the appropriate Approved Facility for reuse, repair, Processing, or Disposal based on the Reusable Materials Hierarchy.

A. Bulky Item Collection
Containers: Not applicable
Service Level: Upon Customer or Occupant request. Items shall not exceed eight (8) feet in length, or five hundred (500) pounds.
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EXHIBIT B2

MULTI-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B2-4City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B2
Service Frequency: Up to twelve (12) times per year, during the first week of the month.

Service Location: Curbside
Acceptable Materials: Bulky Items
Prohibited Items: Household Garbage, Food Scraps, Yard Trimmings, Hazardous Materials, abandoned automobiles, trees, Excluded Waste, or any single item that exceeds eight (8) feet in length or five hundred (500) pounds in weight.

Additional Service: Contractor shall provide additional Bulky Item Collections to Multi-Family Customers beyond twelve (12) times per year and shall Collect additional acceptable materials (as described herein) that exceed the required Service Level (as requested by Customer. Contractor may charge the appropriate Rates approved by the City for such additional service. Contractor shall accept, and Divert from Disposal, all mattresses Collected by Contractor pursuant to Section

4.5. Other Requirements: Contractor shall provide the service on the first week of each month upon receipt of the request for service.

B. Haul it Yourself Voucher Program
Containers: Customer vehicle or trailer no larger than four (4) feet by four (4) feet by eight (8) feet.

Service Level: Upon Customer or Occupant request. Items shall not exceed eight (8) feet in length or five hundred (500) pounds.

Service Frequency: Two (2) times per year per Multi-Family Dwelling Unit Service Location: Delivered to Approved Transfer Facility by Customer or Occupant.

Additional Service: Contractor shall accept, and Divert from Disposal, all mattresses delivered by Customer to the Approved Transfer Facility, pursuant to Section 4.5.

Other Requirements: Customers must contact Contractor to request a voucher. Contractor shall hold the voucher at the Approved Transfer Facility for Customer’s use within seven (7) Days of issuance.

5. Used Motor Oil and Filter Collection
Contractor shall Collect, by appointment only, Used Motor Oil and Filters placed for Collection at Residential Premises from all Residential Customers or Occupants. Contractor shall Recycle all Used Motor Oil and Filters Collected pursuant to this Agreement.
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EXHIBIT B2

MULTI-FAMILY RESIDENTIAL SERVICES
Restated Service Agreement April 27, 2026 Page B2-5City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B2
Containers: Plastic container with cap or container provided by the City for used motor oil.

Plastic zipper bag for used oil filter.

Container Sizes: Up to four (4) gallon plastic container for motor oil.

Service Frequency: Up to four (4) filters and four (4) plastic container for motor oil per resident, per week on the same Day as Recyclable Materials Collection service.

Service Location: Contractor shall Collect from a designated location at the Multi-Family Premises mutually agreed upon between Contractor and the Occupant requesting service.

Acceptable Materials: Used Motor Oil and Filters
Prohibited Materials: Recyclable Materials, Organic Materials, Garbage, Excluded Waste Additional Service: None
Other Requirements: Upon request by the Customer, the City will deliver a used motor oil container to a Customer at no additional cost to Customer.

Contractor shall Recycle the Used Motor Oil and Filter only with Persons who are authorized by the State of California to Recycle such materials. In the event the Used Motor Oil and Filter Collected pursuant to this Agreement is contaminated to the extent that the materials require Disposal as a Hazardous Waste, Contractor shall Dispose of such materials, at Contractor’s own cost and expense, in accordance with Applicable Law.

Contractor shall notify the City Contract Manager of any contamination which renders the Used Motor Oil and Filter unacceptable for Recycling or which requires Disposal as a Hazardous Waste.

Contractor shall keep all Used Motor Oil and Filters Collected pursuant to this Agreement segregated from other materials.

Contractor may refuse to Collect used motor oil if it is not contained in an approved plastic container, provided that Contractor leaves a non-Collection notice that explains the reason for non-Collection. Contractor may refuse to Collect an approved plastic container that contains liquid other than used motor oil, provided that Contractor leaves a non-Collection notice that explains the reason for non-Collection.

6. Container Sharing
As directed by the City, Contractor shall allow Multi-Family Customers to share Solid Waste service with three (3) other adjacent Multi-Family Premises with a total of four (4) or less residents. Such shared service shall be performed and billed as if it were being provided to a single Customer or may be split between the two Customers at the City’s discretion, with the exception that the City shall require all Customers sharing a single service account to identify a Primary Responsible Party that will serve as the singular point of contact for communication and billing, along with a list of all addresses with which the Primary Responsible Party will share service.
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EXHIBIT B3:

COMMERCIAL SERVICES
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EXHIBIT B3

COMMERCIAL SERVICES
Restated Service Agreement April 27, 2026 Page B3-1City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B3

1. Recyclable Materials Collection
Contractor shall Collect Recyclable Materials placed in Contractor-provided Containers from Commercial Customers not less than one (1) time per week, unless the Customer has a City-approved waiver or alternative compliance method. All Recyclable Materials shall be Transported to the Approved Recyclable Materials Processing Facility for Processing.

Containers: Carts, Bins, Roll-Off Boxes, and Compactors Container Sizes: 96-gallon Carts (or comparable size approved by the City); 2-, 3-, 4-, and 6-cubic yard Bins, as requested by the Customer and approved by the City; and 10-, 20-, 30-, and 40-cubic yard Roll-Off Boxes; or Compactors, as requested by the Customer.

If any Commercial Customer receives service for Garbage, Recyclable Materials, and Organic Materials Carts in the same manner as Single-Family Customers, all Carts must be serviced on the same Collection Day.

Service Frequency: One (1) time per week for Carts and up to six (6) times per week for Bins, but not less than one (1) time per week, as requested by Customer or directed by the City.

Service Location: Curbside or other Customer-selected service location at the Commercial Premises; additional charges may apply if the service location is greater than fifteen (15) feet from the nearest point that a Collection vehicle can access from a paved surface.

Contractor shall ensure the designated pick-up area for Roll-Off Boxes and Compactors are in accordance with all Applicable Laws and permit conditions and does not impede the flow of traffic.

Acceptable Materials: Recyclable Materials
Prohibited Container Contaminants: Organic Materials, Garbage, Excluded Waste Additional Service: Special pick-ups requested by a Customer, on Days other than their regularly scheduled Collection Day, will be available at the City-approved Rate.

Other Requirements: Contractor shall open and close gates, push and/or pull Containers, lock and unlock Bins, or perform other services as reasonably necessary to access and empty Containers (additional charges may apply). A push/pull of Containers up to fifteen (15) feet from the Enclosure/Container location to the Collection vehicle will be provided at no additional charge (push up to fifteen (15) feet then return.) Contractor may refuse to Collect a Recyclable Materials Container that contains any presence of Prohibited Container Contaminants, provided that Contractor leaves a non-Collection notice in accordance with Subsection 5.3.B of this Agreement. Contractor shall instruct the Customer to either remove the Prohibited Container Contaminants or pay the City-approved Rate to have the contents of the contaminated Recyclable Materials Container Collected as Garbage. Contractor may charge the Customer the City-approved Rate for a #9..
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EXHIBIT B3

COMMERCIAL SERVICES
Restated Service Agreement April 27, 2026 Page B3-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B3
special pick-up if the Customer elects to have their corrected or contaminated Recyclable Materials Container serviced before the next regular Collection Day.

2. Organic Materials Collection
Contractor shall Collect Organic Materials placed in Contractor-provided Containers from Commercial Customers not less than one (1) time per week, unless the Customer has a City-approved waiver or alternative compliance method. All Organic Materials shall be Transported to the Approved Organic Materials Processing Facility for Processing.

Containers: Carts, Bins, and Compactors
Container Sizes: 96-gallon Carts (or comparable size approved by the City); 2-, 3-, 4-, and 6-cubic yard Bins, as requested by Customer and approved by the City.

Service Frequency: One (1) time per week for Carts and up to six (6) times per week for Bins, but not less than one (1) time per week, as requested by Customer or directed by the City.

Contractor shall ensure the designated pick-up area for Roll-Off Boxes and Compactors are in accordance with all Applicable Laws and permit conditions and does not impede the flow of traffic.

Acceptable Materials: Organic Materials
Prohibited Container Contaminants: Recyclable Materials, Garbage, Excluded Waste Additional Service: Special pick-ups requested by a Customer, on Days other than their regularly scheduled Collection Day, will be available at the City-approved Rate.

Other Requirements: Contractor shall open and close gates, push and/or pull Containers, lock and unlock Bins, or perform other services as reasonably necessary to access and #9..
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EXHIBIT B3

COMMERCIAL SERVICES
Restated Service Agreement April 27, 2026 Page B3-3City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B3
empty Containers (additional charges may apply). A push/pull of Containers up to fifteen (15) feet from the Enclosure/Container location to the Collection vehicle will be provided at no additional charge (push up to fifteen (15) feet then return).

Contractor shall allow Commercial Customers to place Organic Materials in Compostable Plastic bags prior to placing the bagged Organic Materials into their Organic Materials Containers for Collection, as directed by the City. If bagging their Organic Materials, Customers must use Compostable bags labeled as “Compostable” that meet the ASTM D6400 standard for Compostability.

Contractor may refuse to Collect an Organic Materials Container that contains any presence of Prohibited Container Contaminants, provided that Contractor leaves a non-Collection notice in accordance with Subsection 5.3.B of this Agreement. Contractor shall instruct the Customer to either remove the Prohibited Container Contaminants or pay the City-approve Rate to have the contents of the contaminated Organic Materials Container Collected as Garbage.

3. Garbage Collection
Contractor shall Collect Garbage placed in Contractor-provided Containers from Commercial Customers not less than one (1) time per week. All Garbage shall be Transported to the Approved Disposal Facility for Disposal.

Containers: Carts, Bins, Roll-Off Boxes, and Compactors Container Sizes: 96-gallon Carts (or comparable size approved by the City); 2-, 3-, 4-,and 6-cubic yard Bins; and 10-, 20-, 30-, and 40-cubic yard Roll-Off Boxes; or Compactors, as requested by Customer.

If any Customer receives service for Garbage, Recyclable Materials, and Organic Materials Carts in the same manner as Single-Family Customers, all Carts must be serviced on the same Collection Day.

Service Frequency: One (1) time per week for Carts and up to six (6) times per week for Bins, but not less than one (1) time per week, as requested by Customer or directed by the City.

COMMERCIAL SERVICES
Restated Service Agreement April 27, 2026 Page B3-4City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B3
Contractor shall ensure the designated pick-up area for Roll-Off Boxes and Compactors are in accordance with all Applicable Laws and permit conditions and does not impede the flow of traffic.

4. Container Sharing
As directed by the City, Contractor shall allow Commercial Customers to share Solid Waste service with three (3) other adjacent Commercial Premises. Such shared service shall be performed and billed as if it were being provided to a single Customer or may be split between the Customers at the City’s discretion, with the exception that the City shall require all Customers sharing a single service account to identify a Primary Responsible Party that will serve as the singular point of contact for communication and billing, along with a list of all addresses with which the Primary Responsible Party will share service. #9..
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EXHIBIT B4:

CITY SERVICES
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EXHIBIT B4

CITY SERVICES
Restated Service Agreement April 27, 2026 Page B4-1City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B4

1. Commercial Customer Services to City Facilities
Contractor shall Collect Recyclable Materials, Organic Materials, and Garbage from City facilities in the same manner and at the same Rates as those services are provided to Commercial Customers. Contractor shall provide designated personnel in accordance with Subsection 5.7.E of this Agreement. Contractor shall provide service to all existing City facilities, as well as any future City facilities established in the Service Area after the Commencement Date.

Contractor shall provide, upon request, temporary Roll-Off Box services to all City facilities at Cityapproved Commercial Rates. Contractor shall deliver Roll-Off Boxes within twenty-four (24) hours of City request. Contractor shall Collect, empty, and return Roll-Off Boxes within twenty-four (24) hours of City request. Contactor shall remove and not return Roll-Off Boxes within twenty-four (24) hours of City request. As directed by the City, Contractor shall deliver Source Separated Yard Trimmings Collected from City facilities, parks, and cleanup operations in Roll-Off Boxes to the Approved Transfer Facility for Transfer to the Approved Organic Materials Processing Facility.

Contractor shall provide special event services, as requested by the City’s Solid Waste Division, as described in Section 4.7 at no additional costs.

2. Emergency Services
Contractor shall provide emergency services (i.e., special Collections, Transport, Processing, and Disposal) at the request of the City Contract Manager in the event of major accidents, disruptions, or natural calamities. Contractor shall be capable of providing emergency services within twenty-four (24) hours of notification by the City Contract Manager or as soon thereafter as is reasonably practical in light of the circumstances. For any services that exceed the scope of services under this Agreement, Contractor shall be entitled to compensation at the emergency service Rates approved under this Agreement. The City shall have discretion to decide the method of payment for such compensation: (i) direct payments by the City; or, (ii) allowing such costs to be considered in the adjustment of Rates for the following Rate Period.

3. Provision of Compost and Mulch Product
A. Bulk Compost Product and Mulch. Contractor agrees to Transport and deliver, at no additional cost to the City, up to five (5) deliveries of Compost Product or Mulch per year. The quantity of Compost Product or Mulch to be delivered for each occurrence shall be an amount mutually agreed upon by the City and Contractor, not to exceed thirty-five (35) cubic yards per occurrence. The City will notify Contractor of the City’s needs for delivery of Compost Product or Mulch throughout the Agreement year. Contractor shall deliver Compost Product or Mulch to any accessible location within City limits within five (5) Business Days of the City’s request, at no additional cost to the City.

4. Waste Generation, Characterization, and Pilot Studies Contractor acknowledges that the City, CalRecycle, or other governmental agencies may wish to perform generation and characterization studies periodically with respect to materials covered under this #9..
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EXHIBIT B4

CITY SERVICES
Restated Service Agreement April 27, 2026 Page B4-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B4
Agreement. Contractor agrees to participate and cooperate with City and its agents to perform studies and data collection exercises to determine weights, volumes and composition of materials generated, Disposed, Diverted, or otherwise Processed. If the City requires Contractor to participate in such a study, the City shall have full authority over the direction of the study and Contractor shall cooperate fully with the City. In any event, Contractor shall permit, and in no way interfere, with the Collection and handling of the subject materials by other Persons for such purposes. Contractor shall pay a Waste Generation and Characterization Reimbursement in accordance with Section 7.4.

Contractor acknowledges that the County, in coordination with the City, is required by SB 1383 to conduct Organic Waste and Edible Food capacity planning studies. Contractor shall provide information to the City as needed for the City’s participation in such capacity planning studies. This information and/or participation may include, but is not limited to, conducting or supporting waste characterization studies; providing information regarding existing and potential new or expanded capacity in Contractor’s operations for the Collection, Transport, or Processing of Recyclable Materials and Organic Materials; and any other information deemed necessary by the City or County for purposes of the study. Contractor shall respond to any request for information from the City within thirty (30) Days, unless another timeframe is otherwise specified or authorized in writing by the City.

Contractor acknowledges that the City may wish to conduct and/or participate in pilot studies related to the Customers and materials that are the subject of this Agreement. If the City requires Contractor to participate in any such pilot study, Contractor and the City shall mutually agree on the scope of services to be provided by Contractor and the amount of compensation, if any, that the City will pay to Contractor for such participation. In any event, Contractor shall permit, and in no way interfere, with the Collection and handling of the subject materials by other Persons for such purposes.

5. Illegal Dumping
Contractor shall pick up and Dispose of illegally dumped items left in or adjacent to Public Right-of-Way within two (2) Working Days of the City Contract Manager or their designee’s request. Contractor may bill the City for staff, equipment, and Processing and/or Disposal fees at the City-approved Rate.

The City shall provide Contractor written requests, including a list of specific location(s) where Contractor can locate illegally dumped items for Collection. Contractor shall submit back to the City evidence of completion, in accordance with Section 4.10.

6. Community Cleanup Events
Contractor shall participate in at least two (2) City-sponsored cleanup events annually (“Drive Up/Drop Off” events). Contractor shall provide Collection service for the Collection of Garbage, Recyclable Materials, Organic Materials, tires, and Bulky Items. The City Contract Manager and Contractor must meet and confer to determine the appropriate Collection services required for such events. Contractor shall attend any meetings scheduled by the City related to the planning and coordination of such events. Within fourteen (14) Days following the conclusion of each event, Contractor shall submit a report to the City Contract Manager that includes all related itemized invoices. #9..
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EXHIBIT B4

CITY SERVICES
Restated Service Agreement April 27, 2026 Page B4-3City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit B4
Contractor may charge the City for Collection service at an agreed upon rate. Contractor shall not be required to Collect Excluded Waste.
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EXHIBIT C:

CUSTOMER SERVICE PLAN
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EXHIBIT D:

REPORTING REQUIREMENTS
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EXHIBIT D

REPORTING REQUIREMENTS
Restated Service Agreement April 27, 2026 Page D-1City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit D

1. General
As defined in this Agreement, Records shall be maintained in forms and by methods that facilitate flexible use of data contained in them to structure reports as needed. Contractor shall submit reports in a format approved by the City. 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 financial efficacy of operations.

B. Evaluate past and expected progress towards achieving Contractor’s Diversion goals and objectives.

C. Provide concise and comprehensive program information and metrics for use in fulfilling reporting requirements under Applicable Law.

D. Determine needs for adjustment to programs.

E. Evaluate Customer service and Complaints.

F. Determine Customer compliance with State-mandated Recyclable Materials requirements.

2. Monthly Report Content
Monthly reports shall be submitted by Contractor’s Contract Manager to the City Contract Manager and shall include the following information pertaining to the most recently completed calendar month. In addition, each monthly report shall include a year-to-date summary page that includes the data submitted from the monthly report(s) submitted in the calendar year prior. Contractor shall report the information included in the following Subsections. All portions of the report shall be fully complete and accurate as of the date of the report.

A. Cover
Contractor acknowledges that all information contained in this report is only for the City and all information contained in this report is complete and accurate. This must be signed by Contractor’s Contract Manager.

B. Tonnage Report

1. Tonnage delivered to each Approved Facility by Customer Type and material type, including Recyclable Materials, Organic Materials, Garbage, C&D Debris, and Residue, subtotaling and clearly identifying those Tons that are Diverted and those that are Disposed.

2. Yard Trimmings Tonnage delivered to each Approved Facility from the City Packer and Gondola Truck by the City Forestry/Green Waste Division.
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EXHIBIT D

REPORTING REQUIREMENTS
Restated Service Agreement April 27, 2026 Page D-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit D

3. Bulky Items Tonnage reused, Recycled, and Disposed from non-Divertible materials, and Processing Residue, from Bulky Item Collection and the haul it yourself voucher program, by Customer Type and material type.

4. Recyclable Materials Tonnage Marketed (by commodity and including average commodity value for each) and Processing Residue Tonnage Disposed.

5. Gallons of used motor oil, number of used motor oil filters, and number of stops.

6. Tons of Solid Waste removed from illegal Disposal sites, by material type, including Recyclable Materials, Organic Materials, Garbage, C&D Debris, and Residue.

7. Monthly Diversion rate by Customer Type and in aggregate for all Customer Types under this Agreement.

C. Diversion Report
The Diversion level for each month and the cumulative year-to-date Diversion level, where Diversion level shall be calculated as: (Solid Waste Collected – Garbage Collected – Processing Residue Disposed) / Solid Waste Collected.

D. Customer Subscription Report

1. List of all Customers by Customer Type with associated service address, Service Level, Container identification number, Day of service, Container labeling status, and Rates charged.

2. Number of Containers at each Service Level by Customer Type and material type. Summarize the total gallons of Cart service, cubic yards of Bin service, and cubic yards or Tons of Roll-Off and Compactor service, including pulls, by Customer Type. Report should calculate the average volume of service received per Customer Type.

3. Number of Bulky Item Collection events by Customer Type.

4. List of Customers with suspended Collection service as a result of unpaid bills in accordance with Subsection 4.11.F by Customer Type, including Customer name, service address, direction of street (if applicable), and billing address.

E. Customer Service Report

1. List of all new service requests for each Customer Type, including Customer name, service address, billing address, direction of street (if applicable), number of units (if applicable), contact information, phone number, email address, Service Level, Container identification number, Container labeling status, and Rates charged.
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EXHIBIT D

REPORTING REQUIREMENTS
Restated Service Agreement April 27, 2026 Page D-3City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit D

2. List of Customers that have requested changes to Service Levels or stopped services for each Customer Type, including name, service address, billing address, direction of street (if applicable), contact information, initial Service Level, current Service Level (if applicable); date of request, and new Container identification number(s).

3. List of Customers that have requested repair and replacement of Containers by Customer Type, including name, service address, billing address, direction of street (if applicable), contact information, initial Service Level, current Service Level (if applicable); date of request, and new Container identification number(s).

4. List of all Bulky Items from Bulky Item Collection and haul it yourself voucher program by Customer Type and program, including request date, pick up date or voucher drop off date, location, Customer name, Customer phone number, and description of Bulky item Collected from Bulky Item Collection.

5. List of all illegal dumping requests from the City, including request date, pick up date, specific pick up location, date of submittal of photographic evidence confirming Collection, and description of items Collected.

6. Number of Customer calls listed separately by Complaints and inquiries (where inquiries include requests for Recycling information, Rate information, Service Level changes, Container replacement requests, etc.). For Complaints, list the number of calls separately by category (e.g., missed pickups, scheduled cleanups, billing concerns, damage claims). These Complaints and inquiries shall be documented and reported separately from SB 1383 non-compliance Complaints or other regulatory non-compliance Complaints.

7. Customer Service representative response time for phone calls and emails documented in minutes, as well as the percentage of calls/emails that were responded to after one (1) Business Day.

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

9. Number of events of Solid Waste being tagged for non-Collection, summarized by the reason for tagging (e.g., inclusion of non-Recyclable or non-Compostable materials, improper set out, Hazardous Waste, etc.).

10. List of Customers for which Contractor has performed a courtesy Collection, including the Customer address and material type of the Container.

11. Record of SB 1383 non-compliance Complaints received, including the following information:
i. Total number of Complaints received and total number of Complaints investigated. ii. Copies of documentation recorded for each Complaint received, which shall, at a minimum, include the following information: (i) the Complaint as received; (ii) the name and contact #9..
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EXHIBIT D

REPORTING REQUIREMENTS
Restated Service Agreement April 27, 2026 Page D-4City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit D
information of the complainant, if the Complaint is not submitted anonymously; (iii) the identity of the alleged violator, if known; (iv) a description of the alleged violation; including location(s) and all other relevant facts known to the complainant; (v) any relevant photographic or documentary evidence submitted to support the allegations in the Complaint; and, (vi) the identity of any witnesses, if known. iii. Copies of all Complaint reports submitted to the City, pursuant to Subsection 4.12.2 of this Agreement.
iv. Documentation of any follow-up inspections and/or outreach, if any, conducted upon City request, pursuant to Section 4.12.3 of this Agreement, which shall include, at a minimum: (i) the date Contractor investigated the Complaint; (ii) documentation of the findings of the investigation; and, (iii) any photographic or other evidence collected during the investigation.

12. Number of Customers subscribing to each City-approved service exemption by Customer Type.

F. Events Log
Log of any Federal, State, or local regulatory inspections of Contractor’s or Subcontractor’s facilities; equipment issues, including vehicle breakdowns; or other events. The log should also include the date of the event.

G. Education and Outreach

1. Dates, times, and group or event names of any site visits, meetings, and events attended in the month.

2. Identify the type and quantity of all City approved education and outreach materials provided to Generators, or otherwise used for education and outreach efforts in accordance with Section 4.8 of the Agreement, including, but not limited to: flyers, brochures, newsletters, invoice messaging/billing inserts, and website and social media postings.

3. For any mass distribution of City-approved materials through mailings or bill inserts, provide a record of the date, a copy of the information distributed, and the Customer Type and number of accounts that received the information.

4. A copy of all City-approved electronic media, including the dates posted or sent for: social media posts, email communications, or other electronic messages. A summary report shall be provided for electronic marketing that itemizes each communication and reports performance metrics for each communication that are relevant to that type of communication (e.g., open and click-through rates for email marketing, engagement numbers for social media).

H. Pilot and New Programs Report
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EXHIBIT D

REPORTING REQUIREMENTS
Restated Service Agreement April 27, 2026 Page D-5City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit D
For each pilot and/or new program, provide activity related and narrative reports on goals, milestones, and accomplishments. Describe problems encountered, actions taken, and any recommendations to facilitate progress. Describe vehicles, personnel, and equipment utilized for each program.

I. Revenue Report.

Statement detailing Gross Receipts by material type from all operations conducted or permitted pursuant to this Agreement as required by Section 7.14.

3. Annual Report Content
The annual report shall be the final monthly report, including annual totals, summary pages, and a compilation of any materials required by the monthly reports, plus the following additional information.

The annual report is due sixty (60) Days after the end of the calendar year. Contractor shall submit reports in a format approved by the City. Reports are intended to compile recorded data into useful forms of information that can be used to, among other things:

A. Summary Assessment. Provide a summary assessment of the programs performed under this Agreement from Contractor's perspective, relative to the financial and physical status of the program. The physical status assessment shall reflect how well the program is operating in terms of efficiency, economy, and effectiveness in meeting all the goals and objectives of this Agreement, particularly Contractor’s Diversion goals. Provide recommendations and plans to improve and highlight significant accomplishments and problems. Results shall be compared to other similar size communities served by the Contactor in the State.

B. Summary of Monthly Report. Provide a summary of all the items listed in Section 2 of this Exhibit.

C. Vehicle Inventory. A list of all vehicles used in performing services under this Agreement, including the license plate number, VIN, make, model, model year, purchase date, engine overhaul/rebuild date (if applicable), and mileage on December 31.

D. Recyclable Materials Markets. Contractor shall provide a report describing its marketing of Recyclable Materials. The marketing report shall include: i) quantities of each accepted Recyclable Material marketed during the prior year; ii) actual prior year and estimated coming year per-unit or per-Ton market values for each material marketed; and, 3) brokers, markets, and end uses for each material marketed.

E. AB 341 and AB 1826 Compliance. Provide a list of Commercial Customers subscribing to four (4) or more cubic yards of Garbage service per week who do not currently subscribe to Recyclable Materials Collection service from Contractor and a list of Commercial Customers subscribing to two (2) or more cubic yards of Garbage service per week who do not currently subscribe to Organic Materials Collection service from Contractor.

F. Local Purchasing Preference. Provide evidence identifying compliance with the local purchasing preference, pursuant to Section 5.11.
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EXHIBIT D

REPORTING REQUIREMENTS
Restated Service Agreement April 27, 2026 Page D-6City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit D

4. Additional Reports
A. Upon Incident Reporting. The City reserves the right to request additional reports or documents in the case of unforeseen events or additional requirements imposed upon the City. Contractor shall provide the requested reports, documents, or information within ten (10) Business Days upon receipt of the City request, or within a timeframe determined by the City Contract Manager, which shall not exceed ten (10) Days.

B. AB 901 Reporting. At the City’s option, the City may require that Contractor provide the City copies of Contractor’s AB 901 reports on a regular basis (such as monthly, quarterly, or annually), or within ten (10) Business Days of the request.

C. CalRecycle Reports. At the City’s option, the City reserves the right to request Contractor to submit any and all information that the City Contract Manager finds necessary in the preparation of the Electronic Annual Report (EAR) required by CalRecycle. Contractor shall provide any requested reports, documents, or information within ten (10) Business Days upon receipt of the request by the City Contract Manager.

D. SB 1383 Compliance. The City reserves the right to request Contractor to provide customized reports from records Contractor is required to maintain, including, but not limited to, SB 1383 implementation, implementation of technical assistance, etc.

E. Customized Reports. The City reserves the right to request Contractor to prepare and provide customized reports from records Contractor is required to maintain; or require a specified format or submission system, such as the use of a web-based software platform, for such reports. #9..
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EXHIBIT E:

RATE ADJUSTMENT METHODOLOGY
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EXHIBIT E

RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E-1City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E

1. General
Subject to the terms herein, the City shall adjust all Rates on an annual basis. Contractor shall submit its application for a Rate adjustment to the City Contract Manager on or before February 15 of each Rate Period where Rates shall be adjusted using the index-based methodology described in Exhibit E1.

Contractor shall submit its application on or before December 1 for any Rate Period where Rates shall be adjusted using the cost-based methodology described in Exhibit E2. Contractor’s Rate application shall document all calculations and include all supporting schedules, documentation of per-Ton charges for Approved Facilities, documentation of changes in governmental fees at Approved Facilities (if applicable), and any other documentation or evidence determined by the City Contract Manager to be reasonably necessary to ensure that the calculation of Rate adjustments has been performed in strict conformance to the requirements of this Exhibit.

The City Council shall make a good faith effort to approve Rates by June 1 of each year, and such Rates shall be effective on each subsequent July 1. The City Council will select the lowest Rates calculated by any Franchise Service Provider which shall be the Rates charged by all Franchise Service Providers. If Rates are not effective by July 1 due to a delay caused solely by City, City shall allow Contractor to retroactively Bill Customers for the amount of the Rate increase for any period of said delay that is solely caused by City (subject to mutual agreement of how the retroactive adjustment is Billed, not to exceed three (3) months for Contractor to recover the retroactive Billing amount) or the City may compensate the Contractor for lost gross rate revenues within a reasonable time. If Rates are not effective by July 1 as a result of Contractor’s delay in submitting the Rate application in a complete and accurate form, then prior Rates remain in effect until such adjustment is made and Contractor shall not be entitled to a retroactive adjustment for lost gross rate revenues.
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EXHIBIT E

RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E

2. Definitions
Certain terms that are specific to this Exhibit (including Exhibits E1 and E2) are defined below:

A. “AB 939/SB 1383 Reimbursement” means the reimbursement paid by Contractor to the City, as described in Section 7.2 of this Agreement.

B. “Annual Percentage Change” means the annual percentage change in any of the indices defined within this Exhibit, calculated as described in the following paragraph.

The Annual Percentage Change for a cost index shall be calculated as the Average Index Value for the most recently available twelve- (12) month period of the then-current Rate Period minus the Average Index Value for the corresponding twelve- (12) month period of the most-recently completed Rate Period and the result of which shall be divided by the Average Index Value for the same twelve- (12) month period of the most recently completed Rate Period.

For example, if the Contractor is calculating the Total Calculated Costs in January 2027 to be effective for Rate Period Two (July 2027 through June 2028), the Annual Percentage Change for the CPI-U would be calculated as follows:
[ (Average CPI-U for January 2026 through December 2026) minus (Average CPI-U for January 2025 through December 2025)] divided by (Average CPI-U for January 2025 through December 2025) The calculated Annual Percentage Change shall be carried to three (3) places to the right of the decimal and rounded to the nearest thousandth.

C. “Average Index Value” means the sum of the monthly index values during the most recently available twelve- (12) month period divided by twelve (12) (in the case of indices published monthly) or the sum of the bi-monthly index values divided by six (6) (in the case of indices published bimonthly).

D. “Carpenter Landfill Fees” means the fee paid by Contractor to the City, as described in Section 7.6 of this Agreement.

E. “City Recycling Fees” means the fee paid by Contractor to the City, as described in Section 7.5 of this Agreement.

F. “Compost Improvement Fee” means the fee paid by Contractor to the City, as described in Section

7.8 of this Agreement.

G. “CPI-U” means the Consumer Price Index, All Urban Consumers, all items, not seasonally adjusted, San Francisco-Oakland-Hayward Metropolitan Area, compiled and published by the U.S.

Department of Labor, Bureau of Labor Statistics.

H. “ECI” means the Employment Cost Index, Total Compensation, Private Industry, Service-Providing Industries, seasonally adjusted, compiled and published by the U.S. Department of Labor, Bureau of Labor Statistics.
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EXHIBIT E

RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E-3City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E
I. “Franchise Fee” means the fee paid by Contractor to the City, as described in Section 7.1 of this Agreement.

J. “Geer Road Landfill” means the fee paid by Contractor to the City, as described in Section 7.11 of this Agreement.

K. “Litter Fee” means the fee paid by Contractor to the City, as described in Section 7.10 of this Agreement.

L. “Mo’Beautiful Fee” means the fee paid by Contractor to the City, as described in Section 7.12 of this Agreement.

M. “Motor Vehicle Maintenance and Repair Index” or “MVI” means the Consumer Price Index, All Urban Consumers, Motor Vehicle Maintenance and Repair, not seasonally adjusted, U.S. city average, compiled and published by the U.S. Department of Labor, Bureau of Labor Statistics.

N. “PPI - Fuel Pricing Index” means the Producer Price Index, Commodities, not seasonally adjusted, No. 2 Diesel Fuel (Series Id: wpu057303), compiled and published by the U.S. Department of Labor, Bureau of Labor Statistics.

O. “Processing and Disposal Costs” means the separate, and in combination, costs of Processing and Disposing of Solid Waste at the Designated Facility or the Approved Facility, calculated as the perton fee multiplied by the total Tons of material.

P. “Pruned Refuse Fee” means the fee paid by Contractor to the City, as described in Section 7.9 of this Agreement.

Q. “Public Education Reimbursement” means the reimbursement paid from Contractor to the City to reimburse the City for the cost of providing public outreach and educational programs, as described in Section 7.3 of the Agreement.

R. “SB 1383 Implementation Fee” means the fee paid by Contractor to the City, as described in Section

7.7 of this Agreement.

S. “Total Calculated Costs” means the total amount to be used as a basis for determining the Rate Adjustment Factor. The Total Calculated Costs do not reflect or in any way guarantee the gross rate revenues that are to be generated by Rates or retained by the Contractor. Note that for determining Rates for Rate Period Two, the total Proposed costs for Rate Period One (July 1, 2026 through June 30, 2027) shall be used for the calculations.

T. “Waste Generation and Characterization Reimbursement” means the fee paid from Contractor to the City to perform waste generation and characterization studies, as detailed in Section 7.4 of this Agreement.

Table 1 provides additional information about the four indices defined above. #9..
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EXHIBIT E

RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E-4City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E
TABLE 1*
CPI-U Fuel Index
Motor Vehicle
Maintenance and
Repair
ECI
Description Consumer Price
Index - All Urban
Consumers
Producer Price Index –
Commodities for #2
Diesel Fuel
Consumer Price
Index – All Urban
Consumers, Motor
Vehicle
Maintenance and
Repair
Employer Cost Index
– Total
Compensation for
Private Industry
Workers in Service
Providing Industries.

Series ID WPU057303 CUUR0000SETD CIS201S000000000I
Adjusted Not seasonally
adjusted
Not seasonally
adjusted
Not seasonally
adjusted
Seasonally adjusted
Area San FranciscoOakland-Hayward
Metropolitan Area
Fuels and Related
Products
U.S. City average N/A
Item All items #2 Diesel fuel Motor vehicle
maintenance and
repair
Total Compensation
Base
Period
1967=100 1982 = 100 1982-84=100 Dec 2005 = 100
Periodicity Bi-monthly Monthly Monthly Quarterly
* All indices published by the U.S. Bureau of Labor Statistics.

3. Cost of Rate Adjustment Process
The City may incur costs, including consulting and legal fees, when determining adjustments to the Rates in accordance with this Exhibit and may require the Contractor to pay for such costs within sixty (60) calendar Days of receipt of the City’s invoice for such costs. The Contractor shall recover such costs through the Rates by treating the costs as an allowable pass-through cost. Regardless of Contractor’s payment of costs associated with said review, the City shall retain full and unimpeded discretion in selection of its agents to ensure, at a minimum, that no conflict of interest arises in the review of Contractor’s request. The City retains the right to select its agents on the basis of their qualifications and experience and without regard to cost.
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EXHIBIT E1:

MULTI-INDEX RATE ADJUSTMENT METHODOLOGY
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EXHIBIT E1

INDEX RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E1-1City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E1

1. General
The purpose of this Exhibit is to describe and illustrate the method by which the City will calculate the annual adjustment to Rates to reflect changes in various cost indices and changes to Processing and Disposal Costs based on Tonnages of materials Collected and changes in tipping fees. This index-based adjustment process shall be used to determine Rates for all Rate Periods beginning with Rate Period Two (July 1, 2027 through June 30, 2028) with the exception that in place of the index adjustment to set Rates, the methodology described in Exhibit E2 shall be used in Rate Periods Three, Seven, and upon any extension of this Agreement pursuant to Section 2.2, including Rate Period Ten , subject to the provisions of Article 8 of the Agreement.

The index-based adjustment involves application of indices to various costs that comprise the Total Proposed Annual Costs for Rate Period One (and to Total Calculated Costs for future Rate Periods) to determine the Total Calculated Costs for the coming Rate Period. In addition, Processing and Disposal costs shall be adjusted to reflect actual Tonnage Collected during the most-recently completed Rate Period.

The difference (measured as a percentage) between the Total Calculated Costs for the coming Rate Period and the Total Calculated Costs for the then-current Rate Period is the Rate Adjustment Factor. The Rate Adjustment Factor is applied to the current Rates to determine the Rates for the coming Rate Period. The lowest Rates calculated by any Franchise Service Provider shall be the Rates charged by all Franchise Service Providers.

The Rate Adjustment Factor calculated pursuant to this Exhibit may not exceed five percent (5%). In the event that the calculation results in an increase exceeding five percent (5%), the dollar amount exceeding five percent (5%) shall be applied to the following Rate Period and each subsequent Rate Period until any such excess is fully applied.

In the event that the index-based adjustment as calculated by this Exhibit results in a negative Rate Adjustment Factor, the City reserves the right to “roll-under” the Rate reduction, such that there is no Rate adjustment in the Rate Period for which the negative Rate Adjustment Factor was calculated, but the calculated Rate reduction may be deferred to the following Rate Period, as a credit against future Rate increases. The “roll-under” credit shall be in the amount in dollars which the Total Calculated Costs for the coming Rate Period is less than the Total Calculated Costs for the then-current Rate Period.

2. Adjustment of Total Calculated Costs
The cost categories of the main components of Total Calculated Costs are presented in detail in Exhibit G1. Adjustments to these components to calculate costs for the coming Rate Period shall be calculated as follows:

A. Total Annual Cost of Operations
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EXHIBIT E1

INDEX RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E1-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E1

1. Labor-Related Costs. The Labor-Related Costs component of Total Calculated Costs for the then-current Rate Period is multiplied by one (1) plus the Annual Percentage Change in the ECI.

For example, in Rate Period Two when calculating the Labor-Related Costs for Rate Period Three, the Labor-Related Costs of Rate Period Two shall be multiplied by one plus the Annual Percentage change in the ECI.

2. Vehicle-Related Costs (excluding Fuel). The Vehicle-Related Costs component of Total Calculated Costs for the then-current Rate Period is multiplied by one plus the Annual Percentage Change in the Motor Vehicle Maintenance and Repair Index.

3. Fuel Costs. The Fuel Cost component of Total Calculated Costs for the then-current Rate Period is multiplied by one plus the Annual Percentage Change in the Fuel Index.

4. Other Costs. The Other Costs component of the Total Calculated Costs for the then-current Rate Period is multiplied by one plus the Annual Percentage Change in the CPI-U.

5. Direct Depreciation. Direct Depreciation shall be one million twenty-eight thousand nine hundred forty-two dollars ($1,028,942) year for Rate Periods One through Ten. If the Agreement is extended beyond Rate Period Ten, direct depreciation shall be zero in any subsequent Rate Periods unless Parties mutually agree to a different amount.

6. Allocated Costs (Labor, Vehicle, Fuel, and Other Costs). The Allocated Costs (Labor, Vehicle, Fuel, and Other Costs) component for the then-current Rate Period is multiplied by one plus the Annual Percentage Change in the CPI-U.

7. Allocated Depreciation and Start-Up Costs. The Allocated Depreciation and Start-Up Costs shall be zero dollars ($0) per year for Rate Period Two through Rate Period Ten, and are not annually adjusted. These costs shall be zero for all subsequent Rate Periods unless Parties mutually agree to a different amount.

8. Total Annual Cost of Operations. The Total Annual Cost of Operations for the coming Rate Period equals the sum of the costs calculated in subsections (1) through (7) above.

B. Profit. Profit for the coming Rate Period shall be calculated by dividing the Total Annual Cost of Operations and Total Pass-Through Costs for the coming Rate Period (the value calculated in Section

2.A.8 above plus the value calculated in 2.C.8 below) by eight hundred eighty-nine thousandths (0.889) and subtracting from the result the Total Annual Cost of Operations and the Total PassThrough Costs for the coming year.

C. Pass-Through Costs (Excluded from the Calculation of Profit)

1. Recyclable Materials Processing Costs. The Recyclable Materials Processing Costs shall be calculated as follows:
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EXHIBIT E1

INDEX RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E1-3City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E1
Recyclable Materials Processing Cost = [(Per-Ton Recyclable Materials Processing Cost for the then-current Rate Period - All regulatory fees identified on Form 6 of Exhibit G1 and included in the then-current per-Ton cost) x (1 + Annual Percentage Change in the CPI-U) + (Thencurrent per-Ton regulatory fees)] x (Total Tons of Recyclable Materials Collected for the mostrecently completed twelve- (12) month period).

2. Organic Materials Processing Costs – Commingled Yard Waste and Food Waste. The Organic Materials Processing Costs shall be calculated as follows:

Organic Materials Processing Costs = Per-Ton Organic Materials Processing fee at the Designated Organic Materials Processing Facility for the coming Rate Period x Total Tons of Organic Materials Collected for the most-recently completed twelve- (12) month period.

3. Disposal Costs. The Disposal Costs shall be calculated as follows:

Disposal Costs = Per-Ton Disposal fee at the Approved Disposal Facility (to be specified by the City) for the coming Rate Period x Total Tons of Solid Waste Collected for the most-recently completed twelve- (12) month period.

4. Interest Expense. The Interest Expense amount is one hundred sixty-eight thousand six hundred forty-four dollars ($168,644) in Rate Period Two through Ten, is not annually adjusted, and shall be zero dollars ($0) in any subsequent Rate Period unless Parties mutually agree to a different amount.

5. Direct Lease Costs. The Direct Lease Costs amount is zero dollars ($0) in Rate Period Two through Ten, is not annually adjusted, and shall be zero dollars ($0) in any subsequent Rate Period unless Parties mutually agree to a different amount.

6. Allocated Lease Costs. The Allocated Lease Costs amount is zero dollars ($0) for Rate Period Two through Rate Period Ten (including interest costs for Allocated General and Administrative of zero dollars ($0), Allocated Vehicle Maintenance costs of zero dollars ($0), and Allocated Container Maintenance of zero dollars ($0)) is not annually adjusted, and shall remain unadjusted in any subsequent Rate Period unless Parties mutually agree to a different amount.

7. Bulky Item Processing Costs. The Bulky Item Processing Costs shall be calculated as follows:

Bulky Item Processing Costs = Per-Ton Processing fee at the Approved Processing Facility for the coming Rate Period x Total Tons of Solid Waste Collected for the most-recently completed twelve- (12) month period.

8. Total Pass-Through Costs. Total Pass-Through Costs for the coming Rate Period are the sum of the amounts in subsections (1) through (7) above.
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EXHIBIT E1

INDEX RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E1-4City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E1
D. Total Calculated Costs before City Reimbursements. The Total Calculated Costs before City Reimbursements/Fees shall be the sum of the Total Annual Cost of Operations, Profit, and Total Pass-Through Costs for the coming Rate Period.

E. City Reimbursements/Fees (Pass-Through Fees)

1. Franchise Fee. The Franchise Fees for the coming Rate Period shall equal ten and three tenths percent (10.3%) of the Total Calculated Annual Cost of Operations, Profit, and Total Annual Pass-Through Costs.

2. AB 939/SB 1383 Reimbursement. The AB 939/SB 1383 Reimbursement shall be calculated as follows:

AB 939/SB 1383 Reimbursement = (Per-account AB 939/SB 1383 Reimbursement for the thencurrent Rate Period) x (1 + Annual Percentage Change in the CPI-U) x (Total number of Customer accounts for the most-recently completed twelve- (12) month period).

3. Public Education Reimbursement. The Public Education Reimbursement for the coming Rate Period shall equal the total Public Education Reimbursement paid to the City in the mostrecently completed twelve- (12) month period multiplied by one (1) plus the Annual Percentage Change in the CPI-U, or as otherwise directed by the City.

4. 4. Recycle City Fees. The Recycle City Fees shall be equal the Recycle City Fees listed in Exhibit G2 Form 5, unless otherwise adjusted by the City .

5. Carpenter Landfill Fee. The Carpenter Landfill Fee shall be equal to the Carpenter Landfill Fee listed in Exhibit G2 Form 5, unless otherwise adjusted by the City.

6. SB 1383 Implementation. The SB 1383 Implementation Fee shall be equal to the SB 1383 Implementation Fee listed in Exhibit G2 Form 5, unless otherwise adjusted by the City.

7. Compost Improvement Fee. The Compost Improvement Fee shall be equal to the Compost Improvement Fee listed in Exhibit G2 Form 5, unless otherwise adjusted by the City.

8. Pruned Refuse Fee. The Pruned Refuse Fee shall be equal to the Pruned Refuse Fee listed in Exhibit G2 Form 5, unless otherwise adjusted by the City.

9. Litter Fee. The Litter Fee shall be equal to the Litter Fee listed in Exhibit G2 Form 5, unless otherwise adjusted by the City.

10. Geer Road Landfill Fee. The Geer Road Landfill Fee shall be equal to the Geer Road Landfill Fee listed in Exhibit G2 Form 5, unless otherwise adjusted by the City.

11. Waste Generation and Characterization Reimbursement. The Waste Generation and Characterization Reimbursement for the coming Rate Period shall equal the total Waste Generation and Characterization Reimbursement paid to the City in the most-recently #9..
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EXHIBIT E1

INDEX RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E1-5City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E1
completed twelve- (12) month period multiplied by one (1) plus the Annual Percentage Change in the CPI-U, or as otherwise directed by the City.

12. Total City Reimbursements/Fees. The Total City Reimbursement/Fees for the coming Rate Period shall equal costs calculated in subsection (1) through (4) above; however, any adjustment in any such fee, whether pursuant to the relevant index or as the result of the decision of City, shall be pass-through fees (which are excluded from the calculation of profit) and reflected in the Total City Reimbursements/Fees. In addition, County or State taxes, charges or fees shall be pass-through fees.

F. Other Adjustments. From time to time during the Term of the Agreement, it may be necessary to make other adjustments to the compensation calculations. For example, if the City elects to rollunder a negative Rate adjustment to a future year, the dollar value of that negative adjustment shall be reflected as an adjustment. In such case, the adjustment would be a reduction to the Total Calculated Costs.

G. Total Calculated Costs. The Total Calculated Costs for the coming Rate Period shall equal the sum of the Total Annual Cost of Operations, Profit, Total Pass-Through Costs, Total City Reimbursements/Payments, and Other Adjustments (if applicable), for the coming Rate Period.

3. Rate Adjustment Factor
The Rate Adjustment Factor shall equal the Total Calculated Costs for the coming Rate Period divided by the Total Calculated Costs for the then-current Rate Period, which shall be rounded to the nearest thousandth. Note that when determining the Rate Adjustment Factor for Rate Period Two, the Rate Adjustment Factor shall equal the Total Calculated Costs for Rate Period Two divided by the Total Proposed Costs of nineteen million seven hundred ninety-three thousand nine hundred seventy-five dollars and twenty-seven cents ($19,793,975.27 ) for Rate Period One.

4. Adjustment of Rates
Each then-current Rate shall be multiplied by the Rate Adjustment Factor to calculate the effective Rate for the coming Rate Period. The adjustment to each Rate shall be rounded to the nearest cent. The City of Modesto also has an Agreement with Gilton Solid Waste Management, Inc.; The City will calculate the Rate Adjustment Factor under both Agreements at the same time and the lower of the two Rate Adjustment Factors will be applied to both Agreements to maintain the same Customer Rates Citywide.

5. Other
If an index described in Exhibit E is discontinued, the successor index with which it is replaced shall be used for subsequent calculations. If no successor index is identified by the Bureau of Labor Statistics, the index published by the organization which is most comparable shall be used. #9..
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EXHIBIT E1

INDEX RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E1-6City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit E1
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EXHIBIT E2:

COST-BASED RATE ADJUSTMENT METHODOLOGY
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EXHIBIT E2

COST BASED RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E2-1 Service Agreement, Exhibit E2

1. General
The Parties shall use the cost-based Rate adjustment method described in this Exhibit in setting the Rates for Rate Periods Three (3) and Seven (7), and upon any extension of this Agreement pursuant to Section

2.2, including Rate Periods Ten (10), fifteen (15), and twenty (20). The cost-based Rate adjustment involves review of the Contractor’s actual cost of operations and operational statistics (staffing levels, routes, route hours, Customers and their Service Levels, etc.) to determine the Actual Allowable Total Annual Cost of Operations for the most-recently completed Rate Period and to forecast the Total Contractor’s Compensation for the coming Rate Period. The difference (measured as a percentage) between the Total Contractor’s Compensation for the coming Rate Period and the Projected Gross Rate Revenues (which is calculated based on most-recent Customer subscription levels at then-current Rates) is the “Rate Adjustment Factor”. The Rate Adjustment Factor is applied to the then-current Rates to determine the Rates for the coming Rate Period. The City of Modesto also has an Agreement with Gilton Solid Waste Management, Inc.; the City will calculate the Rate Adjustment Factor under both Agreements at the same time and the lower of the two Rate Adjustment Factors will be applied to both Agreements to maintain the same Customer Rates Citywide.

The intent of performing the cost-based Rate adjustment is to examine the actual impact of changes in inflation or deflation, the number of Customers, and the Service Level of Customers.

In the event that the cost-based Rate adjustment calculated in accordance with this Exhibit E2 results in a negative Rate Adjustment Factor, the City reserves the right to “roll-under” the Rate reduction, such that there is no Rate adjustment in the Rate Period for which the negative Rate Adjustment Factor was calculated, but the calculated Rate reduction may be deferred to the following Rate Period, as a credit against future Rate increases.

A. Contractor’s Rate Application. Contractor’s Rate application for any Rate Period where Rates shall be adjusted using the cost-based Rate methodology described in this Exhibit E2 and shall include the information described in Section 1.A of this Exhibit. With the exception of the information identified in Subsections 1, and 2 below, all other items listed may be requested by the City Contract Manager at any time during the Term of the Agreement and Contractor shall comply with that request in a timely fashion.

1. Financial Statements. Within one hundred fifty (150) calendar days after the close of the Contractor’s fiscal year, Contractor shall deliver to the City one (1) hard copy of the reviewed (or audited) consolidated financial statements of Contractor for the preceding fiscal year.

Financial statements shall include a supplemental combining schedule showing Contractor's results of operations, including the specific revenues and expenses in connection with the operations provided for in this Agreement separate from others included in such financial statements. The financial statements and footnotes shall be prepared in accordance with Generally Accepted Accounting Principles (GAAP) consistently applied and fairly reflecting the results of operation and Contractor’s financial condition. Annual financial statements shall be reviewed (or audited), in accordance with Generally Accepted Auditing Standards (GAAS) by a Certified Public Accountant (CPA) licensed (in good standing) to practice public accounting #9..
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EXHIBIT E2

COST BASED RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E2-2 Service Agreement, Exhibit E2 in the State as determined by the State Department of Consumer Affairs Board of Accountancy, and that the CPA’s opinion on Contractor's annual financial statements shall be unqualified, and shall contain the CPA’s conclusions regarding the Contractor’s accounting policies and procedures, internal controls, and operating policies. The CPA shall perform an evaluation and, if necessary, shall cite recommendations for improvement.

2. Financial Schedule Reconciliation. Contractor shall provide a schedule which clearly and accurately ties the amounts shown in Contractor’s Rate application to Contractor’s financial schedules. Such schedule shall include any and all allocation factors and methodologies used to report cost and operating information for services provided to the City under this Agreement separately from Contractor obligations related to other public or private entities.

Such statement of reconciliation shall include:
a. General explanation of the various allocation methodologies used for each Rate application line item.
b. Specific examples of each type of allocation used showing how an entry is reported in the general ledger and ties to the Rate application.
c. Statement indicating whether there have been any changes in allocation methods used since the last Rate application. If any allocation methods have changed clearly identify those changes.

3. Operational Information.
a. Routes by Line of Business:

1. Number of routes per day.

2. Types of vehicles.

3. Crew size per route.

4. Number of full-time equivalent (FTE) routes.

5. Number of accounts and cubic yards scheduled per route.

6. Total route hours per Line of Business per year.

7. Average cost per route.
b. Personnel:

1. Organizational chart.

2. Job classifications and number of employees (e.g., administrative, Customer service representatives, drivers, supervisors, educational staff).

3. Wages by job classification.

4. Number of FTE positions for each job classification.

5. Number of hours per job classification per year.
c. Productivity Statistics:
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EXHIBIT E2

COST BASED RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E2-3 Service Agreement, Exhibit E2

1. Average number of accounts per route per day by Line of Business.

2. Average number of set-outs per route per day by Line of Business.

3. Average Tons per route per day by vehicle type (i.e., side-loader, frontloader, roll-off).

4. Average cubic yards of Collection scheduled per route. d. Vehicles:

1. List of Collection vehicles including year purchased and mileage.

2. Average age of mobile equipment with oldest and newest. e. Operational Changes:

1. Number of routes.

2. Staffing.

3. Supervision.

4. Collection services.

4. Projections. Provide the following projection data:
a. Provide support for the basis for projected Gross Receipts and line item expenses.

Clearly indicate the supporting calculations and assumptions. b. Provide support for the most-recent twelve (12) months of Tonnage data for Rate Period ending June 30. Clearly indicate the supporting calculations and assumptions.

2. Forecasting Total Contractor’s Compensation
The Total Contractor’s Compensation for the coming Rate Period shall be forecasted in the manner described in this Section.

A. Forecasting Total Annual Cost of Operations.

1. Determine Actual Allowable Total Annual Cost of Operations. Contractor's financial statements, books, and records applicable to the services under this Agreement shall be reviewed to determine Contractor's “Actual Allowable Total Annual Cost of Operations” for the most-recently completed Rate Period to perform all the services in the manner required by this Agreement for each of the following cost categories:
a. Actual labor-related costs.
b. Actual vehicle-related costs (excluding fuel and depreciation). c. Actual fuel costs.
d. Actual other costs (as defined on Form 6E of Exhibit G1). #9..
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EXHIBIT E2

COST BASED RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E2-4 Service Agreement, Exhibit E2 e. Direct depreciation costs (in the amount specified in Exhibit E1). f. Actual allocated costs (labor, vehicle, general and administrative, and other costs). g. Actual allocated costs (depreciation and start-up) (in the amount stated in Exhibit E1).

Financial statements provided by Contractor are considered confidential, Proprietary and/or Trade Secret information by Contractor and disclosure of this information shall be subject to the procedures outlined in Section 6.1.

2. Non-Allowable Costs. The following list of non-allowable costs shall be deducted from the Contractor’s actual costs when determining the Actual Allowable Total Annual Cost of Operations.
a. Labor, equipment, fuel, and start-up costs for personnel, vehicles, and facilities that are not specified in the cost forms contained in Exhibit G1 and/or which cannot be demonstrated to have been incurred as part of the performance of services under this Agreement.
b. Payments, including distribution and profit sharing, to directors and/or owners of Contractor unless the amount paid is reasonable compensation for services actually rendered. Reasonableness shall be determined based on available market pricing for similar services and shall be in the sole discretion of the City. In the instance of disagreement, Contractor’s Contract Manager shall meet and confer with the City Contract Manager in good faith to resolve differences of interpretation. c. Travel expenses and entertainment (above five thousand dollars ($5,000) annually in total) expenses, unless authorized in advance by the City. d. Payments to repair damage to public or private property for which Contractor is legally liable.
e. Fines or penalties of any nature.
f. Liquidated Damages assessed under this Agreement.
g. Federal or State income taxes.
h. Cash donations or value of in-kind services provided to charitable, political, youth, civic, or other community organizations unless such donation has been previously approved in writing as an allowable expense by the City Contract Manager. i. Depreciation or interest expense for Collection vehicles, Containers, other equipment, offices and other facilities if such items are leased.
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EXHIBIT E2

COST BASED RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E2-5 Service Agreement, Exhibit E2 j. Attorney's fees and other expenses incurred by Contractor in any court proceeding in which the City and Contractor are adverse Parties.
k. Attorney's fees and other expenses incurred by Contractor arising from any act or omission in violation of this Agreement.
l. Attorneys' fees and other expenses incurred by Contractor in any court proceeding in which Contractor's own negligence, violation of law or regulation, or wrong doing are in issue and occasion, in whole or in part, the attorneys' fees and expenses claimed; and attorneys' fees and expenses incurred by Contractor in a court proceeding in which the legal theory or statute providing a basis of liability against Contractor also provides for separate potential liability for the City derived from the action of its citizens or Rate payers (such as in a CERCLA lawsuit) unless the Contractor is found not liable in such claims and such claims arise from acts or occurrences within the Term of the Agreement.
m. Payments to Related-Party Entities for products or services, in excess of the cost to the Related-Party Entities for those products or services.
n. Goodwill.
o. Unreasonable profit sharing distributions.
po. Replacement costs for Containers that need to be replaced because of the useful life of such Containers was less than the Term.
p. Administrative costs greater than the administrative costs presented in Contractor’s cost forms (Exhibit G1) adjusted annually by one (1) plus the Annual Percentage Change in the CPI-U.
q. Bad debt write-offs in excess of two percent (2%) of annual Rate revenues.

3. Forecast Total Annual Cost of Operations. Forecasted Total Annual Cost of Operations for the coming Rate Period shall be calculated based on Actual Allowed Total Cost of Operations for the most-recently completed Rate Period determined in accordance with this Exhibit E2, Sections 2.A.1 and 2.A.2 above. The forecasts shall be performed in the following manner:
a. Forecasted labor-related costs shall be calculated for the coming Rate Period by the lesser of:
(i) multiplying the allowed labor-related costs, both direct and allocated, for the most-recently completed Rate Period by one plus the Annual Percentage Change in the ECI, and (ii) multiplying the result of step one once more by one plus the Annual Percentage Change in the ECI; OR,
(ii) The Labor-Related Costs component of Total Calculated Costs for the then- #9..
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EXHIBIT E2

COST BASED RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E2-6 Service Agreement, Exhibit E2 current Rate Period is multiplied by one plus the Annual Percentage Change in the ECI.
b. Forecasted vehicle-related costs (excluding fuel and depreciation costs) shall be calculated for the coming Rate Period by (i) multiplying the allowed vehicle-related costs, both direct and allocated, for the most-recently completed Rate Period by one (1) plus the Annual Percentage Change in the Motor Vehicle Maintenance and Repair Index, and (ii) multiplying the result of step one (1) once more by one (1) plus the Annual Percentage Change in the Motor Vehicle Maintenance and Repair Index. c. Forecasted fuel costs shall be calculated for the coming Rate Period by (i) multiplying the allowed fuel costs, both direct and allocated, for the most-recently completed Rate Period by one (1) plus the Annual Percentage Change in the Fuel Index, and (ii) multiplying the result of step one (1) once more by one (1) plus the Annual Percentage Change in the Fuel Index.
d. Forecasted other costs shall be calculated for the coming Rate Period by (i) multiplying the allowed other-related costs, both direct and allocated, for the most-recently completed Rate Period by one (1) plus the Annual Percentage Change in CPI-U, and (ii) multiplying the result of step one (1) once more by one (1) plus the Annual Percentage Change in the CPI-U.
e. Forecasted direct depreciation expense shall be the amount specified in Section 2.A.5 of Exhibit E1 for vehicles, Containers, and facilities. Direct depreciation expense is a fixed cost and is not subject to inflation.
f. Forecasted allocated labor-related, vehicle-related, general and administrative, and other costs shall be calculated for the coming Rate Period by (i) multiplying the allowed other-related costs for most-recently completed Rate Period by one (1) plus the Annual Percentage Change in CPI-U, and (ii) multiplying the result of step one (1) once more by one (1) plus the Annual Percentage Change in CPI-U.
g. Forecasted allocated depreciation and start-up expense shall be the amount specified in Section 2.A.7 of Exhibit E1 for vehicles, Containers, and facilities. h. Forecasted Total Annual Cost of Operations for the coming Rate Period shall equal the sum of the following costs, which shall have been calculated in accordance with the procedures in this Exhibit E2:
(1) Forecasted labor-related costs.
(2) Forecasted vehicle-related costs (excluding fuel and depreciation costs). (3) Forecasted fuel costs.
(4) Forecasted other costs.
(5) Forecasted direct depreciation expense.
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EXHIBIT E2

COST BASED RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E2-7 Service Agreement, Exhibit E2 (6) Forecasted allocated labor-related, vehicle-related, general and administrative, and other costs.
(7) Forecasted allocated costs for depreciation and start-up.

B. Forecast Profit. Contractor shall be entitled to Profit on Forecasted Total Annual Cost of Operations and Total Annual Pass-Through Costs. Profit shall be calculated by dividing the forecasted Total Annual Cost of Operations and Total Pass-Through Costs for the coming Rate Period by eight hundred eighty-nine thousandths (0.889) and subtracting from the result the Total Annual Cost of Operations and the Total Pass-Through Costs for the coming year.

C. Forecast Pass-Through Costs. Pass-Through Costs for the coming Rate Period shall be forecasted in the following manner:

1. Forecasted Recyclable Materials Processing costs shall be calculated in the manner described in Section 2.C.1 of Exhibit E1.

2. Forecasted Organic Materials (Commingled Yard Waste and Food Waste) Processing costs shall be calculated in the manner described in Section 2.C.2 of Exhibit E1.

3. Forecasted Disposal costs shall be calculated in the manner described in Section 2.C.3 of Exhibit E1.

4. Forecasted Interest Expense shall be calculated in the manner described in Section 2.C.4 of Exhibit E1.

5. Forecasted Direct Lease Costs shall be calculated in the manner described in Section 2.C.5 of Exhibit E1.

6. Forecasted Allocated Lease Costs shall be calculated in the manner described in Section 2.C.6 of Exhibit E1.

D. Forecast City Fees/Payments. City fees shall be calculated in the manner described in Section 2.E of Exhibit E1.

3. Projected Gross Rate Revenue
Projected Gross Rate Revenue at then-current Rates shall reflect projected annual Gross Rate Revenues from all Customers based on then-current Rates and then-current Customer Service Levels, inclusive of all Rates and special charges authorized under this Agreement. For the purposes of determining Customer Service Levels for on-call services (e.g., Roll-Off Box service provided less than weekly, Bin rentals, etc.) and special charges (e.g., push charges, lock/unlock charges, etc.), the prior twelve (12) months of billing activity for such services and special charges shall be used. #9..
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EXHIBIT E2

COST BASED RATE ADJUSTMENT METHODOLOGY
Restated Service Agreement April 27, 2026 Page E2-8 Service Agreement, Exhibit E2

4. Rate Adjustment Factor
The Rate Adjustment Factor shall equal the Forecasted Total Calculated Costs for the coming Rate Period, calculated in accordance with Section 2 herein, divided by the Projected Gross Rate Revenues. The City of Modesto also has an Agreement with Gilton Solid Waste Management Inc.; The City will calculate the Rate Adjustment Factor under both Agreements at the same time and the lower of the two Rate Adjustment Factors will be applied to both Agreements to maintain the same Customer Rates Citywide. The Rate Adjustment Factor shall be rounded to the nearest thousandth.

5. Adjustment of Rates
Each then-current Rate shall be multiplied by the Rate Adjustment Factor to calculate the effective Rate for the coming Rate Period.
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EXHIBIT F:

PERFORMANCE STANDARDS AND LIQUIDATED

DAMAGES
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-1City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F
The City hereby establishes specific standards of performance under the Agreement in each of the six (6) “Performance Areas” listed below. The City Contract Manager may monitor Contractor’s performance in each of those areas based on the “Specific Performance Measures” within that Performance Area. In the event that the City Contract Manager determines that Contractor has failed to meet the performance standard established for any Specific Performance Measure, the City may assess Liquidated Damages pursuant to Section 10.6 of the Agreement. Liquidated Damages, if assessed, shall only be assessed for the number of events, Days, or other measure in excess of the Acceptable Performance Level.

1. Performance Area: Provision of Universal Three- (3-) Container Service Item
Specific Performance
Measure Definition
Acceptable
Performance
Level
Liquidated Damage
Amount

1. Failure to provide
Recyclable Materials,
Organic Materials, and
Garbage Collection Services
to every Customer.

For each occurrence of
failing to provide Customers
with the three- (3-)
Container system, including
Recyclable Material, Organic
Materials, and Garbage at
the time of a new Customer
account setup and for any
existing Customer that has
been assigned a service level
by the City, as required by
and compliant with Article 4
and Exhibit B.

No acceptable
failure level
$100/Residential
Customer per
occurrence
$500/Commercial
Customer per
occurrence
The City shall not assess Liquidated Damages Item 1, above, under the following circumstances:

A. Contractor documents that Customer is compliant with Recyclable Materials and Organic Waste waiver requirements pursuant to Municipal Code Section 5-5.116-117 and 14 CCR Division 7, Article 12, Article 7.

B. Contractor documents that Customer is approved by the City to share Recyclable Materials, Organic Materials Collection, and/or Garbage services with another Customer.

C. Contractor notifies the City that Contractor has attempted to provide Recyclable Material and/or Organic Material Collection services to the Customer and that the Customer fails or refuses to subscribe to such service.
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F

2. Performance Area: Service Quality and Reliability
Item
Specific Performance
Measure Definition
Acceptable
Performance
Level
Liquidated Damage
Amount

1. Missed Collections. Each Service Opportunity
where Contractor fails to
Collect a Container from a
Customer who properly
placed said Container for
Collection, as described in
Subsection 4.12.3, unless
Contractor follows the
protocols as required in the
Agreement.

Less than ten
(10) per one
thousand
(1,000) Service
Opportunities
$100/Occurrence

2. Failure to Collect illegally
dumped items and provide
photographic evidence.

Failure to Collect illegally
dumped items and provide
photographic evidence of
Collection in accordance with
Section 4.10.

Less than (1)
per one
hundred (100)
missed
Collections
$100/Occurrence

3. Failure exchange Customer
Container.

Failure to exchange
Customer Container within
the required time specified
in Section 5.6.

Less than ten
(10) per one
hundred (100)
Customer
requests
received
$100/Occurrence

4. Failure to Notify the City
Contract Manager of
spillage.

Each occurrence of failure by
Contractor to notify the City
and appropriate authorities
(if necessary) within one (1)
Business Day of becoming
aware of spillage, including
any fluids spilled or leaked
from a Container or
Collection vehicle prior to
leaving the Collection
location.

No acceptable
failure level
$500/Occurrence

5. Failure to clean up discards
that spill from Collection of a
Container.

Each occurrence of failure by
Contractor to clean up any
items or materials spilled
during the Collection of a
Container.

Less than five
(5) per one
thousand
(1,000) Service
Opportunities
$1,000/Event
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-3City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F
Item
Specific Performance
Measure Definition
Acceptable
Performance
Level
Liquidated Damage
Amount

6. Failure to clean up spillage
from Collection vehicle.

Each occurrence of failure by
Contractor to clean up any
fluids spilled or leaked from
Collection vehicle prior to
leaving the Collection
location.

Less than five
(5) per one
thousand
(1,000) Service
Opportunities
$1,000/Event

7. Damage to property. Each event of damage to
either public or private
property as a result of
Collection activity, including,
without limitation, Curbs,
sidewalks, vehicles,
landscapes, Container
Enclosures and gates, signs,
light fixtures, and overhead
wires and cables, that is
uncorrected within ten (10)
Business Days. If Contractor
cannot reasonably correct or
remedy the breach within
the time set forth in a notice
of violation, it shall not be in
breach if it commences to
correct or remedy such
violation within the time set
forth in such notice and
diligently effects such
correction or remedy
thereafter.

Less than two
(2) per one
thousand
(1,000) Service
Opportunities
$200/Event and actual
cost of repair to the
City’s satisfaction.

8. Failure to maintain
equipment.

Each event of failure to
maintain equipment,
including vehicles, Carts,
Bins, and other Containers,
in a clean, safe, and sanitary
manner.

No acceptable
failure level
$100/Item/Day

9. Failure to comply with
Container requirements.

Failure to comply with
Container labeling and colors
as specified in Section 5.6.

No acceptable
failure level
$200/Container/
Occurrence
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-4City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F
Item
Specific Performance
Measure Definition
Acceptable
Performance
Level
Liquidated Damage
Amount

10. Discourteous behavior. For each occurrence of
uncustomary discourteous
behavior of Contractor’s
employees to a Customer or
City employee. The City’s
Contract Manager shall meet
and confer in good faith with
the Contractor’s Contract
Manager to determine
whether the employee’s
actions constitute
uncustomary or discourteous
behavior that is inconsistent
with professional conduct.

Less than five
(5) per one
thousand
(1,000) Service
Opportunities
$250/Event

11. Failure to complete route
and/or failure to notify the
City Contract Manager of
failure to complete route.

Failure or neglect to
complete at least ninety
percent (90%) of each route
on the regular scheduled
Collection service Working
Day.

No acceptable
failure level
$1,000/Route

12. Uncovered loads. Failure to properly cover
materials in Collection
vehicles.

No acceptable
failure level
$500/Event

13. Failure to cure in a timely
manner.

Failure to cure noncompliance with the
provisions of this Agreement
in the manner and time set
forth in Section 10.2.

No acceptable
failure level
$150/Incident/Day

14. Failure to adjust Service
Level.

Failure to implement a
Service Level adjustment for
a Customer that has been
requested by the Customer
or the City Contract Manager
within five (5) Business Days
of such request, provided
that Customers may increase
Service Levels directly
without City approval and
decrease Service Levels with
City approval.

No acceptable
failure level
Any actual pro-rated
Rate savings due to
Customer plus;
$50/Container/Day

15. Failure to perform other
requirement.

Each failure to perform any
obligation of the Agreement
not specifically stated above.

No acceptable
failure level
$100/Event
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-5City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F

3. Performance Area: Customer Service
Item
Specific Performance
Measure Definition
Acceptable
Performanc
e Level
Liquidated Damage
Amount

1. Failure to commence
service.

Any failure by Contractor to
deliver a Container and begin
providing Collection to a
Customer, at the Service
Level requested by said
Customer, within five (5)
calendar Days of receiving
such request. This may
include a new Customer
receiving new service or an
existing Customer requesting
a change in or addition to
existing Service Levels.

Less than one
(1) per one
hundred
(100) Service
Requests
$100/Occurrence

2. Failure to resolve Complaint. Any failure or neglect by Contractor to resolve each
Complaint within the time
set forth in this Agreement.

Less than one
(1) per one
hundred
(100)
Complaints
$100/Event

3. Failure to answer phones. Any failure by Contractor to answer a telephone call from
a Customer during normal
business hours. A call is not
considered to be answered if
the Customer does not speak
with a live operator. (A call is
considered to be answered if
the Customer hangs up or
abandons the call following a
hold time of less than three
(3) minutes.) Any failure to
have a Customer service
representative answer a
phone call within a two (2)
minute average for any
month and/or for each single
caller having to wait more
than ten (10) minutes,
except where such failure
results from unavoidable
issues such as system failure.

Less than five
(5) per one
thousand
(1,000) Calls
received
under this
Agreement
$50/Event

4. Failure to maintain office
hours.

Failure to maintain office
hours as required by this
Agreement.

No
acceptable
failure level
$100/Event
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-6City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F
Item
Specific Performance
Measure Definition
Acceptable
Performanc
e Level
Liquidated Damage
Amount

5. Provision of inaccurate
information
Each event of a Customer
service representative
providing inaccurate
information in response to a
Customer question or
Complaint, after written
warning and verifiable
evidence.

No
acceptable
failure level
$50/Event

6. Unauthorized hours of
operation.

Each occurrence of
Contractor Collecting from
Customers during
unauthorized hours.

Less than two
(2) per one
thousand
(1,000)
Service
Opportunities
$50/Event

7. Failure to conduct
contamination monitoring.

Failure to conduct
contamination monitoring as
required by this Agreement.

No
acceptable
failure level
$150/Audit/Day
8 Failure to issue
contamination notices.

Failure to issue
contamination notices as
required by this Agreement.

No
acceptable
failure level
$500/Route/Day

9. Failure to maintain website. Failure for Contractor to maintain an updated website
with City-specific
information.

No
acceptable
failure
$250/Day

10. Failure to provide multilingual Customer service.Failure for Contractor to provide multi-lingual
Customer service as required
by the Agreement.

No
acceptable
failure
$500/Day or part
thereof

11. Failure to perform other
requirement.

Each failure to perform any
obligation of the Agreement
not specifically stated above.

No
acceptable
failure level
$100/Event
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-7City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F

4. Performance Area: Diversion
Item
Specific Performance
Measure Definition
Acceptable
Performance
Level
Liquidated Damage
Amount

1. Failure to meet the
minimum Diversion
requirements (Section

5.11)
Failure to meet the
minimum Diversion
requirements of this
Agreement (calculated
per calendar year).

Less than

0.001%
Shortfall of

0.001% - 2%: $10,000.00 per
calendar year.

Shortfall of

2.001% - 4%: $25,000.00 per
calendar year.

4.001% - 6%: $50,000.00 per
calendar year.

6.001% or greater:
$100,000.00 per calendar
year.

2. Failure to provide Cityapproved education and
outreach materials
Each occurrence by
Contractor of
distributing non-Cityapproved education or
outreach materials.

No acceptable
failure level
$500/Occurrence

5. Performance Area: Facilities
Item
Specific Performance
Measure Definition
Acceptable
Performance
Level
Liquidated
Damage
Amount

1. Delivery to non-Approved
Facility.

Each individual occurrence of
delivering materials to a facility
other than the Approved Facility
designated for each material type
under Article 4 of this
Agreement.

No acceptable
failure level
$2,500 / Load for
first failure
$5,000/Load each
subsequent
failure.

2. Disposal of targeted
Diversion Materials.

Each individual occurrence of
delivering Recyclable Materials or
Organic Materials set out for
Collection by Customer for
Disposal rather than Processing,
regardless of a facility closing for
any reason.

No acceptable
failure level
$1,000/Load
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-8City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F
Item
Specific Performance
Measure Definition
Acceptable
Performance
Level
Liquidated
Damage
Amount

3. Mixing materials during
Collection.

Each individual Container that is
Collected by Contractor in a
vehicle (or vehicle compartment,
in split-body vehicles) intended
or designated for the purpose of
Collecting a different material
type (e.g., Recyclable Materials
Collected in Garbage vehicle,
Garbage Collected in Organic
Materials vehicle, etc.)
No acceptable
failure level
$1,000/
Container
Not to exceed
$10,000/Route/
Day

4. Commingling with nonCity materials.Commingling of materials Collected inside and outside the
City during Collection.

No acceptable
failure level
$1,000/Event

5. Failure to provide
adequate capacity.

Failure to provide adequate
primary and alternate capacity to
accept and Process Recyclable
Materials.

No acceptable
failure level
$1,000/Day

6. Performance Area: Reporting & Records
Item
Specific
Performance
Measure Definition
Acceptable
Performance
Level
Liquidated
Damage
Amount

1. Late report. Each occurrence of a report, as
required under Exhibit D to this
Agreement, submitted after the due
date, unless City-approved exemption
was granted. Reports shall be
considered late until they are
submitted in a complete and accurate
format.

No acceptable
failure level
$250/Report/ Day

2. Failure to maintain or
provide access to
records.

Each occurrence of the City Contract
Manager requesting information
required to be maintained by
Contractor where Contractor fails to
provide such information within the
time window specified in this
Agreement.

No acceptable
failure level
$500/occurrence

3. Misleading/
inaccurate reporting.

Each occurrence of Contractor
providing materially inaccurate or
intentionally misleading information
or reporting to the City under or in
regard to this Agreement.

No acceptable
failure level
$250/occurrence
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-9City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F
Item
Specific
Performance
Measure Definition
Acceptable
Performance
Level
Liquidated
Damage
Amount

4. Failure to correct
submittal of
inaccurate data in a
timely manner.

Failure to correct submittal of
inaccurate data within three (3)
Business Days (or such other time
period as may be agreed to in writing
between the City and Contractor) of
notification by the City.

No acceptable
failure level
$500/Day

5. Failure to submit any
report not otherwise
described herein
(Section 6.2).

Failure to submit any report not
otherwise described herein within the
mutually agreed-upon timeframe
established at the time of City
request.

No acceptable
failure level
$100/Occurrence
/Day

6. Failure to bill
Customers
accurately.

Each Complaint received where
Contractor billed a Customer in error,
and such error is not corrected within
seven (7) Days of notification of such
error by Customer. Inaccurate billing
may include either over- or undercharging of the Customer relative to the approved Rates for services.

Less than one (1)
per one
thousand (1,000)
bills issued
$100/Occurrence
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EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
Restated Service Agreement April 27, 2026 Page F-10City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit F
By placing designee’s 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 Liquidated Damage provisions at the time that the Agreement was made.

Contractor City
Initial Here: _________ Initial Here: _________
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EXHIBIT G:

CONTRACTOR’S COST BASIS AND INITIAL RATES
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EXHIBIT G1:

COST BASIS FOR RATES
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EXHIBIT G2:

INITIAL RATES FOR COLLECTION SERVICES
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EXHIBIT H:

APPROVED RECYCLABLE MATERIALS PROCESSING

FACILITY LOAD REJECTION STANDARDS
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EXHIBIT I:

APPROVED AFFILIATES AND SUBCONTRACTORS
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EXHIBIT I

APPROVED AFFILIATES AND SUBCONTRACTORS
Restated Service Agreement April 27, 2026 Page I-1City of Modesto/Bertolotti Modesto Disposal, Inc., Service Agreement, Exhibit I
In accordance with Section 3.3 of the Agreement, the City has approved the following Affiliates, and Subcontractors to manage the specified services listed below and assist Contractor in the performance of the requirements of this Agreement.

Approved Affiliates, or Subcontractor Affiliate or
Subcontractor
Services
Bertolotti Transfer Station, Inc. Affiliate
Bertolotti Disposal, Inc. Affiliate
Bertolotti's Ceres Disposal, Inc. Affiliate
Bertolotti Newman Disposal, Inc. Affiliate
Bertolotti Patterson Disposal, Inc. Affiliate
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EXHIBIT J:

SERVICE AREA MAPS
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EXHIBIT J

SERVICE AREA MAPS
Restated Service Agreement April 27, 2026 Page J-1City of Modesto/Bertolotti Modesto Disposal, Inc., Service Agreement, Exhibit J
The City designates the Service Area within which the Contractor is authorized to Collect and Transport Solid Waste within the City. The Contractor shall not Collect or handle Solid Waste within the City outside the limits of the Service Area granted under this Agreement. The City reserves the right to modify the designated Service Area at any time if such modifications are determined to be in the public interest and necessary for the efficient administration of this Agreement. In the event of any such modifications, including the annexation of new territories, the City Contract Manager shall review the changes, and such areas may be made subject to the terms of this Agreement, as determined and approved by the City. If the annexed area is serviced by a current Franchise Service Provider, or a company under common IRS ownership with the Franchise Service Provider, or Affiliates listed in Exhibit I of a franchise agreement with a City Franchise Service Provider, the annexed area shall be assigned to that City Franchise Service Provider. If the annexed area is served by another company that is not a Franchise Service Provider at the time of annexation, the City Council shall determine which collector will be assigned to provide service in those areas.

Figure 1: City of Modesto Hauler Service Areas
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EXHIBIT J

SERVICE AREA MAPS
Restated Service Agreement April 27, 2026 Page J-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit J
Figure 2: Contractor Service Area
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EXHIBIT K

ANTI-DISCRIMINATION AND ANTI-HARASSMENT
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EXHIBIT K

ANTI-DISCRIMINATION AND ANTI-HARRASMENT
Restated Service Agreement April 27, 2026 Page K-1City of Modesto/Bertolotti Modesto Disposal, Inc., Service Agreement, Exhibit K

1. Anti-Discrimination
A. During the performance of this Agreement, Contractor and any allowed Subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law.

B. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoffs, termination, and all other conditions of employment. The Contractor and any allowed Subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination. The Contractor and any allowed Subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full.

C. The Contractor and any allowed Subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.

D. The Contractor shall include the anti-discrimination and compliance provisions of this clause in any allowed subcontracts to perform services.

E. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the City upon reasonable notice at any time during the normal business hours, but in no case less than twenty-four (24) hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or City shall require to ascertain compliance with this Agreement.

F. By executing this Agreement, Contractor certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation and will continue to do so for at least the duration of the Agreement and any extensions thereof.

2. Anti-Harassment
A. Anti-Harassment consists of any conduct affecting another person because of his or her race, religion, color, national origin, ancestry, physical or mental disability, medical condition, genetic characteristics or information, medical and family leave, marital status, sexual orientations, gender, gender identity, gender expression, pregnancy, child birth, political affiliation, age, or any other category or attribute identified under State and Federal law when such conduct has the purpose or the effect of:
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EXHIBIT K

ANTI-DISCRIMINATION AND ANTI-HARRASMENT
Restated Service Agreement April 27, 2026 Page K-2City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit K

1. Creating an intimidating, hostile, or offensive work environment.

2. Unreasonably interfering with the employee’s or non-employee’s work performance.

3. Otherwise adversely affecting an employee’s or non-employee’s employment opportunities.

B. Harassment may take many forms, including but not limited to, the following examples:

1. Verbal Harassment: Epithets, derogatory and offensive comments or slurs based on race, religion, color, national origin, ancestry, physical or mental disability, marital status, pregnancy, age, job experience, job position, or any other category or attribute identified under state and federal law.

2. Physical Harassment: Assault, impeding or blocking movement that results in the physical interference with normal work or movement on the basis of race, religion, color, national origin, ancestry, physical or mental disability, marital status, pregnancy, medical condition, gender, sexual orientation, political affiliation, age, or any other category or attribute identifies under state and federal law.

3. Visual Harassment: The displaying of posters, photography, notices, bulletins, emails, cartoons or drawings with derogatory and offensive content based on race, religion, color, national origin, ancestry, physical or mental status, pregnancy, medical, condition, gender, sexual orientation, political affiliation, age, or any other category or attribute identified under state and federal law.

4. Sexual Harassment: As defined by law as unwanted sexual advances. Request for sexual favors or visual, verbiage or physical conducts of a sexual nature when:
a. Submission to such conduct is made a term or condition of employment; or b. Submission to or rejection of suck conduct is used as a basis for employment decisions affecting the individual; or
c. Such conduct has the purpose or effect of unreasonably interfering with an employees or non-employee’s work performance or creating an intimidation, hostile or offensive working environment because of the persistent, severe or pervasive nature of the conduct.

C. Examples of Sexual Harassment include, but are not limited to the following:

1. Unwelcome sexual overtures or propositions

2. Offering employment benefits or status in exchange for sexual favors.

3. Making or threatening retaliation after a negative response to sexual advances. #9..
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EXHIBIT K

ANTI-DISCRIMINATION AND ANTI-HARRASMENT
Restated Service Agreement April 27, 2026 Page K-3City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit K

4. Visual conduct such as using epithets or slurs, telling sexually explicit jocks, or making derogatory or suggestive comments about a person’s body or dress.

5. Written communications of a sexual nature distributed in hard copy, soft copy or via a computer network.

6. Verbal abuse of sexual nature, graphic verbal commentary about an individual’s body, sexually degrading words to describe an individual, suggestive or obscene letters, notes of invitations.

7. Physical conduct such as touching, assaulting, impeding or blocking movements.

D. Reporting and Complaint Procedures

1. Immediate Action Required
City staff will immediately report any discrimination or harassment claims. The report will be provided to the Contractor via email or official letter. A copy of this claim will be provided to the City Manager or his/her designee.
a. Employee’s and Non-Employee’s Responsibilities when subjected to discrimination and/or harassment:
i. Employees or non-employees who believe they have been subjected to discrimination or harassment, or are aware of discrimination or harassment against others, shall report the situation immediately to his/her supervisor or manager, except as specified in subsection (b), below. Employees and nonemployees shall report any such incidents occurring in the workplace, whether committed by coworkers, supervisors or managers, or third persons doing business with the City, such as customers or vendors, or other non-employees. If comfortable doing so, an employee or non-employee who has a complaint of discrimination or harassment is encouraged to directly inform the person(s) engaging in the behavior that such conduct is offensive and insist the behavior to stop.
ii. Employees and non-employees must immediately contact a supervisor or manager to register a complaint of discrimination or harassment, unless that supervisor or manager is the individual engaging in the unwanted behavior. In that case, the employee or non-employee may contact someone at the next supervisory level. If the employee or non-employee feels uncomfortable dealing directly with his or her immediate supervisor or manager, he or she may contact the department head, or the Director of Human Resources (or either of their designees) to register a complaint of discrimination or harassment. iii. Employees and non-employees may file a formal complaint of harassment or discrimination with their department head or with Human Resources. To assist the City in conducting a thorough investigation, complaints shall be submitted in #9..
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EXHIBIT K

ANTI-DISCRIMINATION AND ANTI-HARRASMENT
Restated Service Agreement April 27, 2026 Page K-4City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit K
writing and shall include specific details of the incident(s), the names of the individuals involved, the names of any witnesses, and any documentary evidence (notes, pictures, cartoons, etc.) that will corroborate the allegations. iv. Employees and non-employees shall immediately report any retaliation to a supervisor, manager, department head, or Director of Human Resources (or designee). All retaliation complaints shall be immediately, objectively, and thoroughly investigated in accordance with the investigation procedures. If a report of retaliation is substantiated, appropriate disciplinary action, up to and including discharge shall be taken.
b. Supervisor’s or Manager’s responsibilities to eliminate discrimination and/or harassment:
i. A supervisor or manager is responsible for enforcing the City’s discrimination and harassment policy. Supervisors or managers must ensure that all employees and non-employees are aware of the City’s policy through open discussion of the policy at staff meetings and by posting the policy in a conspicuous location accessible to all staff members.
ii. A supervisor or manager shall be cognizant of employees’ and non-employees’ behavior and shall not permit any employee or non-employee under their supervision to be subjected to or engage in any conduct prohibited by this policy. iii. A supervisor or manager who observes conduct prohibited by this policy shall immediately direct the employee or non-employee to cease the conduct. iv. A supervisor or manager who receives a complaint of prohibited conduct is required to take the complainant seriously, and report the matter immediately to the department head; be supportive of the complainant; ensure there is no retaliation against the complainant; conduct an internal fact-finding review into the allegations; obtain as much detailed information as possible; thoroughly document the findings; communicate in written form to the parties and resolution of the complaint; and report to and consult with the Human Resources Department promptly, without delay.

2. Confidentiality. The City will make every effort to protect the privacy and confidentiality of all parties involved, as well as any information and/or documentation obtained, to the extent possible consistent with a thorough investigation.

3. Penalty for Non-Compliance. The City shall take disciplinary action, up to and including discharge, against any supervisor or manager who fails in his/her responsibility to take immediate action in response to an employee’s or non-employee’s complaint of discrimination or harassment. Further, such disciplinary action shall be taken against a supervisor or manager who fails to stop discriminatory or harassing conduct committed in his/her presence or to stop such conduct about which the supervisor or manager has knowledge.

E. Investigation Procedures
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EXHIBIT K

ANTI-DISCRIMINATION AND ANTI-HARRASMENT
Restated Service Agreement April 27, 2026 Page K-5City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit K

1. Determination of Responsibility for Investigation
If a formal complaint is filed with the department head or the Director of Human Resources (or either of their designees), the department head and the Director of Human Resources shall consult with one another to determine whether the department or Human Resources shall conduct the fact-finding investigation into the allegations. Either the department head or the Director of Human Resources (or either of their designees), depending on who is responsible for the investigation, shall issue written notification to the complainant and alleged harasser(s). The notification shall specify the nature of the complaint and inform the parties that an investigation into the allegations of discrimination and/or harassment shall be conducted.

2. Investigative Guidelines
The investigation shall include the following steps taken in the order best suited to the circumstances:
a. Identify and preserve the evidence.
b. Confirm the name and position of the complainant.
c. Interview the complainant.
d. Allow the complainant the opportunity to place the complaint in writing. e. Obtain the identity of the alleged harasser(s).
f. Obtain as many details as possible regarding the incident(s) that prompted the complaint, including the number of occurrences, dates, times, locations, and witnesses (if applicable).
g. Ascertain how the complainant felt about the alleged incident when it occurred; complainant’s response(s) to the alleged behavior; and witness statements (if applicable). h. Ascertain if any threats or promises were made in connection with the alleged harassment.
i. Ascertain if the complainant knows of or suspects that there are other victims of harassment by the same person(s).
j. Ascertain whether the complainant has spoken to anyone, especially supervisors, about the harassment.
k. Ascertain what resolution would be acceptable to the complainant. l. Interview the alleged harasser to get his or her side of the story, including any possible motivation for a false allegation.
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EXHIBIT K

ANTI-DISCRIMINATION AND ANTI-HARRASMENT
Restated Service Agreement April 27, 2026 Page K-6City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit K
m. Interview witnesses who were identified by the complainant regarding the alleged harasser or other persons identified during the investigation. n. Interview witnesses who were identified by the alleged harasser or other persons identified during the investigation.
o. Advise all participants that the investigation is “confidential” and no to engage in any retaliatory conduct, as such conduct is subject to disciplinary action up to and including discharge. Confidentiality will be maintained to the extent possible. An individual who is interviewed during the course of an investigation is prohibited from discussing the substance of the interview, except as otherwise directed by a supervisor or the Director of Human Resources. Any individual who discusses the content of an investigatory interview will be subject to discipline or other appropriate sanction. p. Conduct follow-up interviews, if warranted.
q. Prepare report on findings and discuss with management and designated legal staff.

F. Responding to the Complaint

1. Following the completion of the fact-finding investigation, either the department head or the Director of Human Resources (or either of their designees), depending on who is responsible for the investigation, shall make a report of findings, along with a recommendation regarding the appropriate remedial action to be taken, if warranted. The recommendation shall be made after reviewing the findings of the investigation, giving consideration to all factual information, the nature of the alleged conduct, and the totality of the circumstances. If the investigation was conducted by the Director of Human Resources, or designee, the Director, or designee, shall confer with the affected department head and both shall concur on the remedial action to be taken, if any. If the investigation was conducted by the department head, the department head shall confer with the Director of Human Resources prior to making the report of findings and both shall concur on the remedial action to be taken, if any.

2. If either the department head or the Director of Human Resources does not concur with the findings and recommendations of the other, the City Attorney (or designee) shall review and resolve the matter in dispute.

3. Report of findings and recommendation shall be treated as a confidential document and no other distribution shall be made without first consulting with the City Attorney’s office. A completed investigation report will not be disclosed, except as it is deemed necessary to support a disciplinary action, to take remedial action, to defend the City in adversarial proceedings, or to comply with the law or court order.

4. Either the department head or the Director of Human Resources (or either or their designees), depending on who is responsible for the investigation, shall provide a written response to the complainant and the person alleged to have committed the misconduct, discrimination, and/or harassment. The response shall include a copy of the City’s discrimination and #9..
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EXHIBIT K

ANTI-DISCRIMINATION AND ANTI-HARRASMENT
Restated Service Agreement April 27, 2026 Page K-7City of Modesto/Bertolotti Modesto Disposal, Inc., Exhibit K
harassment policy and a memorandum indicating the City’s determination as to whether the complaint is:
a. Unsustained: The investigation failed to disclose sufficient evidence to substantiate the allegation(s).
b. Unfounded: The investigation proved that the act(s) or omission(s) complained of did not occur. The finding also applies when the individual employee(s) named in the complaint were not involved in the act(s) or omission(s) alleged. c. Sustained: The investigation disclosed sufficient evidence to substantiate the allegation(s) made in the complaint; appropriate action will be taken.

5. Details regarding any specific fact-findings or disciplinary action to be taken will not be communicated to the complainant. The City Attorney shall review the response for legal sufficiency before dissemination.

6. The City shall close and retain the investigation file, in accordance with Applicable Law(s), regulations, and City policy regarding retention of City records.

G. Discipline
Disciplinary action imposed as a result of any investigation conducted pursuant to this policy shall be commensurate with the severity of the offense, up to and including discharge, even for a first offense.

H. Alternative Remedies
If upon exhausting all internal remedies to file, investigate, and respond to charges of discrimination/harassment, pursuant to title VII of the Federal Civil Rights Act of 1964 (42 U.S.C §§ 2000e et seq.), any person has a right to file a charge of discrimination/harassment with the Equal Employment Opportunity Commission (“EEOC”). In addition, pursuant to the California Fair Employment and Housing Act (Gov. Code §§ 12900 – 12996.) a person may also file a complaint of discrimination/harassment with the California Department of Fair Employment and Housing (“DFEH”). Employees or non-employees who believe that they have been subjected to discrimination/harassment may file a complaint with either of these agencies. Both the EEOC and DFEH serve as neutral fact-finders and attempt to assist parties in resolving disputes voluntarily.

I. Communication of Policy
This policy shall be provided to all managers, supervisors, employees, volunteers, unpaid interns, agents, or contractors of the City and shall be posted in the appropriate places. All employees shall participate in City approved harassment awareness training as directed by management or Human Resources; and all supervisors, as required by law, shall participate in City approved interactive harassment awareness training and education sessions at least once every two years, or as otherwise specified by law.
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MAXIMUM CHARGES FOR SOLID WASTE SERVICE – JULY 1, 2026
RESIDENTIAL CONTAINERS - Maximum Monthly Rate
Standard container service includes the following:
• 1 container each for garbage and organics picked up weekly, 1 container for recycling picked up bi-weekly
• 2 bulky item collections per year by appointment
• City tree maintenance; collection & composting of green waste and forestry materials
• Removal of illegally dumped items in streets and alleys • Drop off program for household hazardous waste
Base Rate (96 gal cart) $ 49.21
Green Waste $ 5.44
Geer Road Landfill $ 0.81
Compost Facility Improvements $ 1.70
City Implementation $ 1.05
Recycling Fees $ 0.46
Carpenter Road Landfill $ 0.70
Mo’ Beautiful $ 0.14
Maximum Monthly Rate $ 59.51
Additional Garbage Container - $16.50 each per month picked up weekly Additional Organics Container Weekly - $16.50 each per month picked up weekly Additional Recycling Container - $10.29 each per month picked up bi-weekly Containers must be placed in a location set forth in Section 5-5.121 of the MMC.

Miscellaneous Services
Trip Fee/Go-Back - $15.00 per occurrence
Extra Pick-Up - $15.00 per occurrence
Contaminated Cart (Serviced as Garbage) - $15.00 per occurrence Additional Bulky Item Collection - $250.00 per occurrence #9..
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COMMERCIAL AND MULTIFAMILY CONTAINERS - Maximum Monthly Rate Weekly rental for Containers shall not exceed the rate for 1 pick-up per week for each size container.

Bin Maximum Rates
Number of Collections Per Week
Container Size 1 2 3 4 5 6
1 CY $78.18 $156.36 $234.55 $312.73 $390.90 $469.08
2 CY $156.36 $312.73 $469.09 $625.45 $781.82 $938.18
3 CY $234.55 $469.09 $703.64 $938.18 $1,172.73 $1,407.27 4 CY $312.73 $625.45 $938.18 $1,250.91 $1,563.64 $1,876.36 5 CY $390.90 $781.82 $1,172.70 $1,563.64 $1,954.50 $2,345.45 6 CY $469.09 $938.18 $1,407.27 $1,876.36 $2,345.45 $2,814.54 96 Gallon Cart Maximum Rates
Material Type Number of Collection Per Week
1 2 3 4 5 6
Garbage/Recycling/Organics $27.08 $54.17 $81.25 $108.33 $135.41 $162.50 Miscellaneous Services
Container Roll-Out Service (16+ ft) - $25.00 monthly
Trip Fee - $15.00 per occurrence
Steam Cleaning Service - $35.00 per occurrence
Additional Bulky Item Collection for Multi-Family Dwellings - $300.00 per occurrence Special Event Collection Station Monitors - $250.00 per occurrence Illegal Dumping - $300.00 per occurrence
Base Rate $ 58.83
Green Waste $ 11.04
Geer Road Landfill $ 0.95
Compost Facility Improvements $ 3.08
Litter Abatement $ 0.59
City Implementation $ 1.90
Recycling Fees $ 0.63
Carpenter Road Landfill $ 0.95
Mo’Beautiful $ 0.21
Maximum Rate 1 Cubic Yard $ 78.18
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INDUSTRIAL DROP BOX CONTAINERS – Maximum Rate Per Pick-Up Actual disposal charges are paid and negotiated directly between the customer and the solid waste company. The solid waste company will provide up to 40CY Drop Box containers for stated charges subject only to load limit of transfer vehicle.

An AB 939 Green Waste Diversion Fee of $18.55 per ton is added to the disposal charges. Industrial accounts are charged fuel in the delivery and pickup fee.

Base Rate $ 444.23
Geer Road Landfill $ 29.77
Carpenter Road Landfill $ 29.77
Recycling Fees $ 19.71
Maximum Rate Per Pick Up $523.48
Rental Fees
$0.85 per day up to 7-day maximum rental
$3.00 per day for boxes kept 7 or more days without servicing $10.00 per day for boxes kept 21 or more days without servicing #9..
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COMPACTORS – Maximum Monthly Rate
Compactor Rates
Container NUMBER OF COLLECTIONS PER WEEK
Size 1 2 3 4 5 6
3 CY $703.64 $1,407.27 $2,110.91 $2,814.54 $3,518.18 $4,221.82 4 CY $938.18 $1,876.36 $2,814.54 $3,752.72 $4,690.91 $5,629.09 6 CY $1,407.27 $2,814.54 $4,221.82 $5,629.09 $7,036.36 $8,443.63 Other Compactor Fees
• Washing Compactor $48.75 per occurrence
• Disposal Charge Actual charge to be paid by customer
• AB939 Green Waste Diversion Fee $18.55 per ton
• Rental Fee (No Activity 30 days) $84.50
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3 SCHEDULE OF CASH SECURITY DEPOSITS AND FEES FOR
SELF-HAUL RESIDENTS AND BUSINESSES – JULY 1, 2026
Pursuant to the Modesto Municipal Code, Section 5-5.130, any person, other than a collector who has an agreement with the City, who wishes to remove and dispose of waste created or produced on premises they occupy or control must first provide a cash security deposit to the City. Such deposits shall be based on the following criteria:

Applications must be renewed every three (3) years.

A security deposit shall be made for each separate residential dwelling, multifamily, or business location owned or controlled by a non-customer.

For any residential, multifamily, or commercial property that is currently served by an authorized collector, the City shall contact the collector and determine the existing service level being provided. The City shall require a cash security deposit based on the formula noted and defined below based on the service level.

For any residential, multifamily, or commercial property that is not currently serviced by an authorized collector, the City shall consult with the authorized collector assigned to the service address and determine an appropriate service level. The City shall require a cash security deposit based on the formula noted and defined below.

DEPOSIT
RESIDENTIAL OR COMMERCIAL – CART SERVICE
a. For any residential, multifamily, or commercial property that is, or would be served by carts, the cash security deposit shall be equal to:
60 months x $59.51 (Maximum Monthly Rate)

RESIDENTIAL OR COMMERCIAL- BIN SERVICE
b. For any multifamily, or commercial property that is, or would be served by bins, the cash security deposit shall be equal to:
$5,000 (Base Deposit) x Multiplier = Cash Security Deposit a. Multiplier: Total number of cubic yards in bin(s) times the number of collections per week #9..
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4 ANNUAL AB 939 FEE
RESIDENTIAL OR COMMERCIAL – CART SERVICE
Those residential, multifamily, or commercial properties participating in the Self-Haul program will be required to pay to the City of Modesto an annual AB939 Fee of 9.9% of the annual garbage rate.
a. The formula for any residential, multifamily, or commercial property that is, or would be served by carts, the annual AB939 fee will be equal to:
$59.51 (Maximum Monthly Rate) x 12 months x 9.9%

RESIDENTIAL OR COMMERCIAL- BIN SERVICE
a. The formula for any multifamily, or commercial property that is, or would be served by bin, the annual AB939 fee will be equal to:
$78.18 (Maximum Rate 1 cubic yard) x (Number of cubic yards in bin(s)) x (number of pick-ups per week) x (12 months) x 9.9%
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Office of
Manager
1010 Tenth Street
Suite 6100
P. O. Box 642
Modesto, CA 95353
2091577·5223
2091571·5128 Fax
Hearing and Speech
Impaired Only
TDD 2091526·9211
December 18, 2006
Richard Gilton, President/Owner
Gilton Solid Waste Management
1722 Mono Drive
Modesto, California 95354
Re: Letter Amendment to 1997 Service Agreement (As Previously Amended) Dear Mr. Gilton:

On November 8th, 2006, the Modesto City Council held a public hearing to consider reallocating Waste Management's service area to Gilton Solid Waste Management and Bertolotti Disposal Service. At that hearing, the Council authorized me to execute a Letter Amendment to the Service Agreements currently held by Gilton Solid Waste Management and Bertolotti Disposal Service to reference the revised service area maps approved by the Council at the hearing.

The companies are to begin serving the newly reallocated areas effective January J; 2007. In addition, the Council directed that language be added to require the beth companies to notify the City of their intent to stop providing collectior services in Modesto no less than 18 months prior to ceasing to provide the services.

This letter constitutes an Amendment to the 1997 Service Agreement (as prev;pu~1y amended) between the City of Modesto and Gilton Solid Waste Mar:t9Q~11ent The following sections of the 1997 Agreement (as previously amended) are hereby amended to read as follows:

Paragraph 1 of Section b shall be amended to read; "This Service Agreement s"jdii be an exclusive Service Agreement to collect commerclill/rE'sider'tJal garbage/recyclables and containerized yard waste and a nonexci Jsive Service Agreement to collect industrial garbage, salvageable waste, and recyciable material, within the areas delineated and marked on that certain map entitled "Option 2: City of Modesto Proposed Two Hauler Districts" dated November 8, 2006, on file in the office of the CITY Clerk, and to which reference is hereby made. COLLEUOR shall commence providing services to existing customers within those portions of the City formerly served by Waste Management and reallocated to COLLECTOR in the abOVe referenced map effective January 1, 2007."
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Letter to Richard Gilton, President/Owner, Gilton Solid Waste Management December 18, 2006 .

Re: Letter Amendment to 1997 Service Agreement (As Previously Amended)

Page 2 ends

A new paragraph shall be added at the end of Section u, as follows; "COLLECTOR shall notify CITY of its intent to cease providing service within the City of Modesto no less than 18 months prior to ceasing to provide services."
All of the other current terms and conditions of the 1997 Agreement, (as previously amended), will remain in full force and effect. A copy of the Council Resolution is attached for your reference. Please execute in triplicate the attached pages consenting to this Letter Amendment and return them to the City Clerk by no later than December 20, 2006.

We look forward to continuing to work with Gilton Solid Waste Management in a cooperative business relationship that will ensure our community's residents and businesses the highest level of service. Should you have any questions, please contact Jocelyn Reed, Solid Waste Manager, at (209) 577-5492.

Sincerely,
2 1 f -~ ~ UU~;ltj ~""'-/L .. ~V---
'-.? ; "V' eorge W. Britton
(;' City Manager
cc: City Attorney
Parks, Recreation and Neighborhoods Director
Attachments: Consent Form
Council Resolution
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CONSENT TO LETTER AMENDMENT TO 1997 SERVICE AGREEMENT
(AS PREVIOUSLY AMENDED)
This Letter Amendment to the 1997 Service Agreement (as previously amended) shall go into effect and be in full force and operation on January 1, 2007.

IN WITNESS WHEREOF, the parties have agreed to this Letter Amendment to the 1997 Service Agreement (as previously amended) this 8th day of 'November 2006. Approved by the City Council and attested by the City Clerk on November 8, 2006 by Resolution No. 2006-708. CITY 0 . DESTO',a ~Clpal corporation ~~y~~~~~~~~---
ATTEST:

Jean Morris, City Clerk
(SEAL)
APPROVED AS TO LEGAL FORM:

By
Susana
~.~.~ Alcala Wood, Q:itYAOrney
APPROVED AS TO RISK MANAGEMENT FORM:

By _vJ~1 ---.::.-:::..VV~~==----'-'~"'-"--___
Mary Akin, Risk Manager
*Corporations - signature of two (2) officers required or one (1) officer plus corporate seal, Partnership - signature of a partner required
Sole Proprietorship - signature of proprietor require
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AMENDMENT TO SERVICE AGREEMENT
This Amendment to Service Agreement is made and entered into in the City of Modesto, County of Stanislaus, State of California, this 24 t h day of _-,J,,-u~l*-YL-_ 2001, by and between Gilton Solid Waste Management, Inc., a California Corporation, hereinafter referred to as "COLLECTOR", and the CITY OF MODESTO, a municipal corporation, hereinafter referred to as "CITY".

This Amendment to Service Agreement is made with reference to the following recitals:

A. A Service Agreement was entered into on the 14th day of January, 1997, between CITY and COLLECTOR for the collection of solid waste in the CITY of Modesto, including the collection of garbage/recyc1ables, recyc1ables, industrial garbage, containerized yard waste, and salvagable waste.

B. COLLECTOR and CITY now desire to amend certain provisions of said Service Agreement.

NOW, THEREFORE, the parties hereto mutually agree that the above referenced Service Agreement be amended as follows: that Section b of the Service Agreement between the parties, which reads as follows, and is hereby deleted in its entirety, and that a new Section b, be incorporated in the Service Agreement as set forth below.

Section b of the Service Agreement between the City and Collector, as follows, is hereby deleted in its entirety:
b T~ig ~epriGe :6 §feem'i'a,t sllaJl be aQ, eKQlugiF ® ~epriQe '\1¥eeR=:l:e1+t tQ l~v~Ue'2t GQl+l+l=lel;Qial/p~siQeR-tial ga;.l;-age/nve)'sla.bles a;lQ CQmai+l!i:rigeg yOU'd- urast'i' :lll.:l'a a Q.e;I!il:J\tslnsi E ® ~epri'2e ,:'\gvee;.:[email protected] t9 QQlleet ia.g.nstrial garba.,ge, salnageable 'HCu;te, a;].g reeyslabl@ mat~als luithig, tlle eU:eas delmeateQ ~Q maEkeQ 911 tl:J.a.t Gertaia Hlap ~itleQ "Gar-bage DistriGts" dated ~~te;Q.l.Qer 2Q, lQQs; QR. ale lao the GfYse gf tR.e CITY Cl~k3 a+lQ t9 urJaisa t=efereQ,s@ is h/~l;"~Y J.l.leU;ie #9..
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This ~@rriQ@ A W@@R:leat supet=seses :ms te.t1+liRates tae LiQ€tase dated DeQe~et= 2, 1 QQ~, bet;meeR, bwu@@R tl.le CITY 'df} 4gQestg ans QiItQR: ~ glid. UTaste ~ 4aaagem€}Yt, IRQ; a CalilQMa CgFpQratiQR, ;I'Qr ~@ Q911@Qti9R: Qf gargag@ ill tfl-@ CITY Qf }4QQest9, iQ.QPldiR:g tlle QgllestiQQ. Qf iR:Q1lstaiill gar'bage, reQYQla'ble Bliilterials, aR:d sal1tageable ~
COLl:ECTOR llra~yeS im0r rif5l:1.t 9f claim tQ s@pre tJae CITY gf aay part 'elf ~ CITY UlZlser an;yr priQr grant Qf £t:aaQmse, CQt+l;ra.c;t, liQ~se, 9f per:Rait iss'led gf gra.Rt@d by tll@ CITY, g'F; in tae Stu:e gf anaeXtatigRS, any Qtser gQJt@t=f1:n.:leQ.tal eatity.

1.R QQR:siaerati9a gf tl:le rigl.l.ts anQ privileges wanted 'by tais ~er:.vic€ [email protected]:i, CQl.l.ItCTOR sRall pay 'l'liilrt@riy tQ CITY nrithia taia,' {JQ) Q,ays fgllgnil~ di@ QIgse Qf eaQll sal@QQar 'CHarier all a&lQlya.t e'luivaleat t9 six (iUolQ three tet+tas gf QQ.e perceRt (9 394) Qf tl.1e grQfiJS t=eQeipts aerives frgm tae t.iu:g.isaiy,g gf syca garbage cglleQtiga se;ltises pritAiR: tlle CITY wr tl.1e preQeairJ.g 'luarter UlitaiR: tl.1it=ty (:30) says fgl1gnri;tg tRe QIgse gf eaQ't! 'l-Ua1:t~; C01s1sRCTOR gb,a.ll 31sQ pay tQe CITY tl bQsia@€€ liQe:R:se mill ta.x gf pug teR:tlas Qf Qlle peree.m (0 294) gf tQe grQSS receipt.s derives Q:Q1+l tl.1e tur:Rislaig,g gf SHSl:l garBage cQllectigR: services nritlaiR t.R,e CITY wr tlae presesiR:,g:
'Planer. Cal@llaat 'lva;:ters sl:lal1 teflllillate ga ;[)4arQh 31, J:tme JO, ~~t~ber JQ5 and DeQ~er311
VG.lelleU@f; iR tR:is A gt:@eRol@at, eitl:i@r CITY gr COl,.1s~CTOR is giveR taG rig.l:lt gf miilkia,g a giEGretiQllaxy QeGisiQIl afreQtillg tl.1e perfQ;t;.t.:Sa;.}-G@ Qf tlais A gre@R.:l~, sHch geQisiQR sl:lall be mage ill a reasQR:able a+la pnlgeQt mal-lRer A new Section b is hereby added as follows:
"b. This Service Agreement shall be an exclusive Service Agreement to collect commercial/residential garbage/recyclables and containerized yard waste and a nonexclusive Service Agreement to collect industrial garbage, salvageable waste, and recyclable materials within the areas delineated and marked on that certain map entitled "Scenario 2: City of Modesto Proposed Hauler Districts" dated January 23, 2001, on file in the office of the CITY Clerk, and to which reference is hereby made.

This Service Agreement supersedes and tenninates the License dated December 2, 1993, between the CITY of Modesto and Gilton Solid Waste Management, Inc., a California Corporation, for the collection of garbage in the CITY of Modesto, including the collection of industrial garbage, recyclable materials, and salvageable waste.

COLLECTOR waives any right or claim to serve the CITY or any part of the CITY under any prior grant of franchise, contract, license, or pennit issued or granted by the CITY, or, in the case of annexations, any other governmental entity.

Whenever, in this Agreement, either CITY or COLLECTOR is given the right of making a discretionary decision affecting the performance of this Agreement, such decision shall be made in a reasonable and prudent manner." Except as otherwise provided herein, each and every and all of the tenns and conditions of the Service Agreement between CITY and COLLECTOR dated January 14, 1997 shall continue in full force and effect.

IN WITNESS WHEREOF, a the City of Modesto, a municipal corporation, has authorized the execution of this Amendment to Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No., 2 ° 0 J 394 adopted by the Council of the City of Modesto on the 24 th day of July. 2001, 2001, and CITY has caused this Amendment to Agreement to be executed.

ATTEST:

By L6h~"",--
ffiiNZAHV
City Clerk
(SEAL)
:hJAS~ MICHAEL D. MILICH
City Attorney
CITY OF MODESTO, a
municipal corporation
~K&?S~5~SP City Manager
COLLECTOR*
By
By ________________ __
* Corporations - signature of two (2) officers required, or one (1) officer plus corporate seal Partnership - signature of a partner required
Sole Proprietorship - signature of proprietor required
#9..
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SERVICE AGREEMENT BETWEEN THE CITY OF MODESTO
AND GlLTON SOLID WASTE MANAGEMENT, INC., A

CALIFORNIA CORPORATION, FOR THE COLLECTION OF

SOLID WASTE IN THE CITY OF MODESTO, INCLUDING THE

COLLECTION OF GARBAGFJRECYCLABLES, RECYCLABLES,

INDUSTRIAL GARBAGE, CONTAINERIZED YARD WASTE,
AND SALVAGEABLE WASTE.

THIS SERVICE AGREEMENT is executed pursuant to the authority provided in, and pursuant to, all of the provisions, tenns, and conditions ot: Article XIV of the Charter of the City of Modesto and Chapter 5 of Title V of the Modesto Municipal Code.

THIS SERVICE AGREEMENT is hereby made and entered into in the City of Modesto, I QCj-1 State of California, this 14t~ay of January, by' ~d between the City of Modesto, a municipal corporation of the State of California, hereinafter referred to as "CITY", and Gilton Solid Waste Management, Inc., a California Corporation, hereinafter referred to as "COLLECTOR".

THIS SERVICE AGREEMENT is made with regard to the following recitals:

WHEREAS, the Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1990 ("AB 939"), has declared that it is within the public interest to authorize and require local agencies to make adequate provisions for handling solid waste, including garbage, garbagelrecyc1ables, recyclables, yard waste, industrial garbage, and salvageable waste handling within their jurisdictions; and
WHEREAS, pursuant to California Public Resources Code Section 40059, the City Council of the City of Modesto has determined that the public health, safety, and well-being require that a service agreement be executed with a qualified firm for the collection, transport, recycling, and disposal of solid waste, including garbage, garbagelrecyclables, recyc1ables, containerized yard waste, industrial garbage, and salvageable waste in residential, commercial, and industrial areas and construction/demolition sites in the CITY; and
WHEREAS, the City Council of the City of Modesto declares its intention of maintaining reasonable rates for the services to be provided within the City limits by COLLECTOR under this Agreement: and
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Whereas, pursuant to California Public Resources Code Section 49510 (b), the City Council of the City of Modesto finds that it is in the public interest to foster and encourage solid waste enterprises so that, at all times, there will continue to be competent enterprises willingly and financially able to furnish needed solid waste handling services NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:
a. This Service Agreement shall be in force for a term of ten (10) calendar years commencing on January 1, 1997. On each anniversary of this agreement the term will automatically be extended one (1) additional year, until such time as either the CITY or the COlLECTOR submits in writing to the other that it is their intent to terminate said agreement. The initial term of this Service Agreement, or any extensions thereof, may be terminated under the provisions of this Service Agreement or the provisions of Chapter 5 of Title V of the Modesto Municipal Code. Nothing herein shall be deemed or construed to impair or affect in any way the right of the CITY to acquire the equipment and assume the operations of COLLECTOR at any time during the initial term of this or any extensions thereof by purchase of COLLECTOR'S equipment at a fair and just market value, which shall not include any amount for the Service Agreement itself or for any of the rights or privileges granted by this Service Agreement.
b. This Service Agreement shall be an exclusive Service Agreement to collect commercial/residential garbage/recyclables and containerized yard waste and a nonexclusive Service Agreement to collect industrial garbage, salvageable waste, and recyclable materials within the areas delineated and marked on that certain map entitled "Garbage Districts" dated September 29, 1993, on file in the office of the CITY Clerk:, and to which reference is hereby made.

GILTAGT.WPD
12118196
This Service Agreement supersedes and terminates the License dated December 2, 1993, between the CITY of Modesto and Gilton Solid Waste Management, Inc., a California Corporation, for the collection of garbage in the CITY of Modesto, including the collection of industrial garbage, recyclable materials, and salvageable waste.

COlLECTOR waives any right or claim to serve the CITY or any part of the CITY under any prior grant of franchise, contract, license, or permit issued or granted by the CITY, or, in the case of annexations, any other governmental entity.

In consideration of the rights and privileges granted by this Service Agreement, COlLECTOR shall pay quarterly to CITY within thirty (30) days following the close 2 #9..
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of the quarter an amount equivalent to six and three-tenths of one percent (6.3 %) of the gross receipts derived from the furnishing of such garbage collection services within the CITY for the preceding quarter. Within thirty (30) days following the close of each quarter, COLLECTOR shall also pay the City a business license mill tax of two-tenths of one percent (0.2%) of the gross receipts derived from the furnishing of such garbage collection services within the CITY for the preceding quarter. Quarters shall terminate on March 31, June 30, September 30, and December 31.

Whenever, in this Agreement, either CITY or COLLECTOR is given the right of making a discretionary decision affecting the performance of this contract, such decision shall be made in a reasonable and prudent manner. c. In accepting this Service Agreement, COLLECTOR thereby agrees to serve the areas covered by the Service Agreement for the terms herein specified in compliance with the provisions of this Service Agreement and the provisions of Chapter 5 of Title V of the Modesto Municipal Code.
d. This Service Agreement shall automatically extend to any portion of COLLECTOR'S service area, as shown on the map referred to in paragraph (b) above, which is hereafter annexed to the City, except that CITY may permit any person or firm franchised by the County of Stanislaus and then serving such area or portions thereof to continue to serve such area or portions thereof for such period oftime, not to exceed five (5) years from the date of annexation, as the CITY deems proper.

COLLECTOR, when required to serve new portions of the City, shall promptly extend its routes and services and, when necessary, shall hire additional personnel and obtain additional equipment. CITY reserves the right to revise service areas to improve collection efficiency upon a reasonable determination by the CITY Council, after notice and negotiation with the affected COLLECTOR/COLLECTORS, that such revision is warranted.
e. Rates and charges to be charged by the COLLECTOR for the collection of commercial/residential garbage/recycIables and containerized yard waste shall be established by the Council by resolution. Service charges and costs of operation of COlLECTOR will be reviewed annually by the CITY and, if deemed necessary by the CITY Council, rate adjustments shall be made to become effective on July 1 of each year.

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The CITY reserves the right to require adjustments in operations of the COLLECTOR due to changing community needs, andlor developments in the field of garbage collection and disposal. Rate adjustments will be considered in such cases, and, if determined by the CITY to be reasonable and necessary, will be made. 3 #9..
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Both CITY and COLLECTOR acknowledge that this Service Agreement imposes obligations on COLLECTOR which are not present in the existing license from the City of Modesto to COLLECTOR, and which were not evaluated in the setting of rates and charges which COLLECTOR makes for the collection of commercial/residential garbagelrecyclables and containerized yard waste. In the event COLLECTOR incurs additional costs in the course of discharging such new obligations, then CITY agrees that appropriate rate adjustments may be made, at the request of COlLECTOR, which adjustments may be retroactive to the date on which COLLECTOR started to perform the duties involved in the discharge of such obligations.
f. COLLECTOR shall bill and collect all garbagelrecyclables and yard waste service charges, provided, however, that the CITY may require that all or some of said garbage/recyclables and yard waste service charges shall be billed and collected by CITY, and may require COLLECTOR to pay to the CITY fees, to be determined by the CITY, for such billing and collection service.
g. The CITY reserves the right to revise the provisions of Chapter 5 of Title V of the Modesto Municipal Code, from time to time, as required in order to protect the public health, safety and welfare of the CITY.
h. COllECTOR shall comply with all existing and future State and Federal laws, and all ordinances and regulations which may in any manner affect COLLECTOR'S operations under the terms and conditions of this Service Agreement. i. The Public Works and Transportation Director of the CITY of Modesto shall administer and supervise COLLECTOR'S operations under the terms of this Service Agreement and in accordance with the provisions of Chapter 5 of Title V of the Municipal Code.

In the event of any disagreement between COLLECTOR and customers regarding the amount of charges for garbage/recyclables and yard waste collection service or the type or extent of service provided by COllECTOR, the Public Works and Transportation Director shall make an investigation and determination, and the decision of the Public Works and Transportation Director shall be final.

J. COLLECTOR shall establish and maintain an office within the CITY of Modesto, or within two (2) miles of the City limits of Modesto, or other location approved by the CITY Manager, and shall keep said office open for business from 8:00 a.m. to 5:00 p.m. of every day except Saturday, Sunday, and all legal holidays observed by the CITY of Modesto.

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(1) COLLECTOR shall keep and maintain in said office at all times during the hours it is required to be open, competent personnel who shall have authority to represent COLLECTOR in its relations with the CITY and with the public, and provide accurate information about collection and disposal/recycling services and programs in the City. COLLECTOR shall obtain and keep in said office sufficient listed telephones and personnel to courteously, quickly, and expeditiously receive and answer all telephone and other calls to said office.

A daily log of service calls received and the disposition thereof shall be kept by COLLECTOR for all operations hereunder. COLLECTOR shall make this daily log of service calls available for inspection by the CITY upon reasonable advance request. COLLECTOR shall provide a service to receive calls! complaints at all other times, and an emergency telephone number so that a designated responsible representative of COLLECTOR can be reached by the service/CITY staff 24 hours a day as circumstances warrant. (2) COLLECTOR warrants on behalf ofitself and all subcontractors engaged for the performance of this Service Agreement that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder.
(3) All employees of COLLECTOR who have routine contact with the public shall be trained in customer service and shall conduct themselves in a helpful, courteous, efficient manner consistent with the CITY'S "Citizens First" Policies as provided to COLLECTOR by the CITY. The CITY shall have the right to monitor the performance of COLLECTOR'S employees at all times.

GILTAGT.WPD
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#9..
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1. COLLECTOR shall provide the CITY annually, not later than one hundred twenty (120) days after the end of the fiscal year ending June 30th, with five (5) copies of an annual balance sheet and profit and loss statement. The annual financial statement shall include a separate description of costs and revenues resulting from residential/commercial garbage!recyclables, containerized yard waste, detachable container, drop box, recycling and salvage operations hereunder and shall encompass cumulative data from the monthly statistical reports required by Section x, subsection (5), below. Financial statements submitted by the COLLECTOR to the CITY shall be regarded by the CITY as confidential financial records of the COLLECTOR, and shall not be released as a public record for inspection by any party other than authorized CITY officers, agents, or employees, unless requested in accordance with the provisions of the Public Records Act unless prohibited by a court order or other law.

The CITY may require COLLECTOR to provide a complete financial audit prepared by a Certified Public Accountant with his or her opinion attached thereto and such other financial information deemed necessary by the CITY when considering a request for rate adjustments.
m. COLLECTOR shall collect and remove from any and all premises, not later than twenty-four (24) hours after notice, demand or request, any and all garbage! recyclables and containerized yard waste which COLLECTOR shall have failed to collect and remove at the regularly scheduled time. The customer's failure to place garbagelrecyclables and containerized yard waste for collection at the regularly scheduled time and place shall not be deemed a missed collection. n. COLLECTOR shall collect garbagelrecyclables and containerized yard waste at least once each calendar week, Mondays through Fridays, for residential collections, and on Mondays through Saturdays for commercial and industrial collections.

GILTAGT.WPD
121181%
(1) For purposes of such collection, COLLECTOR shall divide the CITY into collection routes. Such collection routes shall be each wholly within the CITY limits, and shall be approved by the Public Works and Transportation Director. Upon approval of the proposed routes by the Public Works and Transportation Director, COLLECTOR shall prepare route books or other route documents or a route database which shall indicate the address of each service, number of containers, frequency of collection, and such other pertinent information as the Public Works and Transportation Director may 6 #9..
- 1223 -
require. COLLECTOR shall keep route books/route data up to date at all times.
(2) COLLECTOR shall give reasonable written notice to the general public as to the days and times for collection on each route. No changes in collection schedules shall be made without the approval of the Public Works and Transportation Director and reasonable written notice thereof by COLLECTOR to the affected customer. The notice shall include the day or days of the week upon which collection will occur, the name, address, and telephone number of COLLECTOR, and other reasonable information deemed necessary by the CITY.
(3) COLLECTOR is not required to make collections on Sundays or legal holidays observed by the City. COLLECTOR may arrange with commercial and industrial customers for Sunday and holiday collections, however.

Scheduled collections not made on legal holidays shall be made within twenty-four (24) hours, Sundays excepted.
o. The COLLECTOR shall make garbage collection service available on request to all schools, public agencies, institutions, and other nonresidential premises at the same rates established for business locations, except that COLLECTOR shall provide such services at all facilities as shown in Exhibit A, owned/operated by the City of Modesto at no direct charge. In special cases where unusual quantities of materials, special types of materials, or special methods of handling and! or disposing are required, the Public Works and Transportation Director may permit independent arrangements between COLLECTOR and the special customer.
p. COLLECTOR shall furnish, to all residential customers, a black standard sixty (60) gallon or ninety (90) gallon automated collection container for the collection of garbagelrecyc1ables, and a dark green standard sixty (60) gallon or ninety (90) gallon automated collection container for the collection of containerized yard waste.

COLLECTOR shall be responsible for the general repair and upkeep of all the standard automated collection containers furnished to the residential customers.

Containers shall be kept in serviceable condition at all times.

GILTAGT.WPD
12117/96
(1) Upon consultation with COLLECTOR, if the Public Works and Transportation Director makes a reasonable determination that it is necessary for public information purposes to affix a sticker with instructions on either container or provide another form of notification or public education, to improve the efficiency of either program or to prevent contamination of materials being collected, COLLECTOR shall perform this task at COLLECTOR's expense.
7 #9..
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q.
r.

GILTAGT.WPD
12/17196
(2) When notified of the theft of a container, or destruction of a container through an action not the fault of the customer, and following receipt of a Police Report number from customer in the instance of a stolen container or Fire Department Report in the instance of a burned container, where such a Fire Department Report is available, COllECTOR shall replace the stolen or destroyed container by no later than the customer's next collection day at no cost to the customer or CITY.
(3) COLLECTOR shall have approved detachable containers for apartment, commercial, business and industrial services on a rental basis. COLLECTOR shall be responsible for the general repair and upkeep of all detachable containers. Containers shall be kept in serviceable condition at all times.

COLLECTOR shall provide detachable container cleaning service at a rate approved by the Public Works and Transportation Director. (4) Detachable containers shall be metal and so constructed that no liquid can leak from said containers. However, containers made of materials other than metal may be proposed by COlLECTOR for the approval of the Public Works and Transportation Director during the term of this Service Agreement. No materials may be substituted without prior approval.
(5) COLLECTOR shall submit, on or before June 30, 1997, a plan subject to approval by CITY, detailing how yard waste collection services shall be provided to multi-family dwelling units, businesses, institutions, and other customers with detachable container and/or drop box service, including a cost proposal, with implementation to begin on or before January 1, 1998.

COlLECTOR shall supply all occupants or premises in the COLLECTOR's service areas with printed information cards approved by the Public Works and Transportation Director containing information regarding amounts of garbage! recyclables and containerized yard waste which will be collected, complaint procedures, charges, regulations, and days of collection. The information cards will also include the name, address, and telephone number of the COLLECTOR. Such cards shall be distributed as required by the Public Works and Transportation Director, and, in addition, upon request by occupants or owners of any premises and in advance of a change in collection day.

COLLECTOR shall not litter any premises or public property in making collections of garbagelrecyclables and containerized yard waste, nor shall garbagelrecyclables and containerized yard waste be allowed to leak, blow, or fall from collection vehicles; however, if in spite of normal precautions against spillage, litter is caused on any premises or public property, COILECTOR shall immediately remove same and clean up the area of spillage. COLLECTOR shall, without delay, after removing 8 #9..
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OILTAOT.WPD
12117195
garbagelrecyclables and containerized yard waste from any container, replace the container in its designated position on the premises with covers closed on lidded containers, and shall repair or replace at its expense any containers damaged as a result of its handling thereof, normal wear and tear excepted. (1) COLLECTOR shall close all gates after making collections and shall avoid crossing private or public planted areas and climbing or jumping over hedges and fences. Particular attention should also be given to the location of water meters, transformers, guy wires, utility poles and irrigation structures.

COLLECTOR's personnel shall make all collections in a quiet and orderly manner, shall refrain from making unnecessary disturbances and noise, and shall be courteous and professional in all dealings with the public. If, for any reason, garbagelrecyclables and containerized yard waste is not picked up, such as overweight container, not in container, etc., COLLECTOR shall attach a tag to the container explaining the reason therefor, and shall maintain a log or record of such refusals.
(2) COLLECTOR shall strictly observe and protect the rights of privacy of customers. Information identifying the individual customers, or the composition or contents of a customer's garbage/recyclables and containerized yard waste, shall not, except upon order of a police officer who is properly identified as such, 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 by the customer. The rights accorded customers pursuant to this Section shall be in addition to any other privacy right accorded customers pursuant to Federal or State law. This provision shall not be construed to preclude COLLECTOR from participating in, or assisting in the preparation of waste characterization studies or waste stream analyses which may be required for the purposes/needs of CITY, or to comply with the requirements of the Califomia Integrated Waste Management Act of 1989.
(3) No person shal1 collect solid waste from any location within two hundred feet (200') of a public or private elementary, junior high, or high school, where such school is shown on an official map of the city, as designated by the Public Works & Transportation Director, as said map shall be periodically updated, during the one-half (Y:z ) hour before the commencement of the regular school day and one-half (Y:z) hour following the conclusion of the regular school day, where such locations are accessible to and used by children as routes to or from school.
(4) COILECTOR shal1 be responsible for any damage in excess of normal wear and tear to the CITY's driving surfaces, whether or not paved, resulting from 9 #9..
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the illegal weight of, or any leakage or spillage of oils, fluids or solids by vehicles providing services under this agreement.
(5) COLLECTOR's collection vehicles shall be inspected as required by the California Highway Patrol and pursuant to the Department of Transportation regulations and operated in full compliance with the California Vehicle Code and this Service Agreement. COLLECTOR shall allow CITY to review inspection records at CITY's reasonable advance request. Vehicles shall be thoroughly washed and disinfected inside the collection body each day, or as approved by the Public Works and Transportation Director, and the exterior of each vehicle shall be cleaned and washed at least once a week. (6) COLLECTOR shall not hire or continue to employ any person as a collection vehicle operator if they fail for any reason to have, and/or maintain, a valid, unexpired, unsuspended Class "p.:' or "B" driver's license as required by the Department of Transportation and the California Highway Patrol as appropriate for the vehicle to be operated by such person. (7) COLLECTOR shall develop, maintain, and enforce a Vehicle Operator TraininglEvaluation program for its drivers who perform services under the terms of this Agreement.
s. All equipment used for the collection and hauling of garbage shall be approved by the Public Works and Transportation Director and shall be so constructed and maintained as to prevent leakage, spillage, or overflow. Trucks shall not be loaded in excess of requirements of the California Vehicle Code.
t.

GILTAGT.WPD
12117196
All trucks and collection equipment shall be clearly identified by an assigned equipment number and with the firm name and local telephone number affixed thereto.

Collection trucks shall be painted white, or another color approved by the Public Works and Transportation Director, and shall be equipped with the safety devices and warning lights required by the California Vehicle Code.

All vehicles and equipment used in the collection of garbage, if kept within the boundaries of the City, shall, at all times when not in use in the collection of garbage, be kept on private property in the appropriate zone and not on streets or other public ways.

All garbage collection vehicles shall be well maintained, properly identified, painted, clean and in satisfactory mechanical condition. COLLECTOR shall institute a complete and comprehensive system of preventive maintenance on all vehicles and shall keep them lubricated and in good repair. Records in a form approved by the Public Works and Transportation Director to provide data on operating, maintenance 10 #9..
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and repair costs shall be kept on each piece of equipment. u. For purposes of this paragraph the following definitions apply:

GILTAOT.WPD
12117196
(1) "Interruption of service" means:
(a) Any time period during which garbage/recyclables and containerized yard waste collection services by COLLECTOR are interrupted by a labor dispute and scheduled collections are discontinued or substantially reduced; or
(b) Any time period after notice by the CITY of the termination of the Service Agreement by reason of a breach or default by COLLECTOR and until other suitable equipment can reasonably be purchased or otherwise acquired by the CITY for such purpose.
(2) "Equipment" means any and all vehicles and equipment used by the COILECTOR for the purpose of performing the services provided for in the Service Agreement at any time within the ninety (90) days immediately prior to the commencement of the interruption of service.
(3) "Payment for use" has the following meaning:
(a) In the case of equipment subject to a contract, "payment for use" shall mean any installment payment corning due under a contract for such equipment while the CITY is possessing and using such equipment pursuant to this paragraph during an interruption of service. Payment for use shall not be deemed to include any payment corning due under such contract either prior to, or after the expiration of, such period.

Payment for use shall be made by the City, from time to time, directly to the person or company to whom the payment is owed under the contract, and the making of such payment or payments shall constitute full compensation to all persons for the City's temporary use of such equipment.
(b) In the case of equipment not subject to a contract, "payment for use" shall mean the reasonable rental value of such equipment for such period of time during which the CITY possesses and uses such equipment pursuant to this paragraph during an interruption of service. Such payment shall, at termination of service interruption, be applied against any sums then owed to the CITY by COLLECTOR, or, if none, shall be paid by the CITY to COLLECTOR.
11 #9..
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GILTAGT.WPD
l2l17196
(4) "Contract" means any conditional sales contract, mortgage, encumbrance, lease, rental agreement, or other agreement which provides for retention of title to said equipment or grants a security interest therein, that may exist at the commencement of the interruption of service.
(5) "Notice" means written notification actually received by the person to be notified or mailed to him or her by registered or certified mail at the most recent address furnished by him or her to the CITY Clerk of the CITY of Modesto. As to the holder of a contract, the CITY shall be required to give notice only if the holder'S identity is known to the CITY and the holder has furnished his or her address to said CITY Clerk.

In the event of an interruption of service, the CITY shall be entitled to have the temporary possession of all or any portion of the equipment of COLLECTOR on the condition that the CITY all, from time to time, make the payment for use as provided in Section u, subparagraph (3), above. Upon taking such temporary possession, CITY shall forthwith give notice thereof to COLLECTOR and to the holder at that time, if any, of the contract on such equipment. Such temporary use shall not be deemed a breach of the terms of any contract regarding said equipment, but it shall otherwise be subject to the terms of such contract which are not in conflict herewith, except that the CITY shall not be required to make any payment other than the payment for use prescnbed in Section U, subparagraph (3), above. The City's payment for use prescribed in Section u, subparagraph (3) shall be deemed to be compensation only for the temporary use of such equipment and the CITY shall not thereby acquire any ownership interest in such equipment.

So long as the CITY continues to make the payment for use of equipment when due or within ten (10) days thereafter, such equipment may be retained by the CITY and shall not be repossessed from the City. In the event the CITY fails to make a payment for use when due or within ten (10) days thereafter, the City's right to continued temporary use of such equipment shall cease, and possession of such equipment may be retaken by COLLECTOR or by the holder of any contract thereon.

At the expiration of the City's temporary possession of any such equipment, the CITY shall give written notice of such expiration to COLLECTOR and to the current holder, if any, of a contract on such equipment. In the event COILECTOR shall fail to take possession of such equipment within ten (10) days after such notice, COLLECTOR shall be deemed to have abandoned such equipment and waived all interest therein, and the CITY shall be free to use and dispose of such equipment without liability or compensation to COILECTOR, subject to the terms of any contract that may then exist with regard to such equipment.
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All equipment used by COLLECTOR for the purpose of performing the services provided for in this Service Agreement shall be solely owned by COLLECTOR except that COLLECTOR may, with the prior approval of the CITY Manager, enter into contracts as defined in Section u, subparagraph (4), above, with respect to such equipment. AU such contracts shall provide for temporary possession by the CITY as set forth herein and shalt provide that such temporary possession shalt not be deemed a breach of such contract. v. All vehicles and equipment used by COLLECTOR for the collection and hauling of garbage shall be solely owned by COLLECTOR, except that COLLECTOR may, with the prior approval of the CITY Manager, enter into conditional sales contracts, mortgages, encumbrances, leases, rental agreements, and other appropriate agreements for the purpose of purchasing, leasing or renting vehicles and equipment to be used in providing the services provided for in this Service Agreement. All such documents shalt provide for temporary possession by the CITY as set forth in Section u, subparagraph (5) above and shalt provide that such temporary possession shall not be deemed a breach of the agreement.
w. Garbage collected by COLLECTOR shall be disposed of at the Stanislaus Resource Recovery Facility. Wastes that are not acceptable for disposal at the Stanislaus Resource Recovery Facility shalt be disposed of at the Fink Road Sanitary Landfill or other sanitary landfill areas as determined by the CITY, depending on the makeup of the waste. Disposal of garbage at all facilities will be in compliance with regulations in effect for the same as they now exist or may hereafter be amended. x.

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Industrial garbage collected by COLLECTOR shalt be lawfully disposed of or recycled in accordance with the provisions of Section 5-5.05 of the Modesto Municipal Code.

Containerized yard waste collected under the terms of this Agreement wilt be taken to the CITY's compo sting facility or such other locations as directed by the Public Works & Transportation Director.
(1) COLLECTOR shall, in its initial year of operations under this Service Agreement, at its sole cost and expense, furnish all labor and equipment required to sort out and recycle alt materials placed in the garbagelrecyclables collection containers, including garbage/recyclables collection containers at multi-family units, subject to the following limitations:
(a) Materials shalt be prepared by the residents for recycling as directed by the CITY in public education materials furnished to said residents by CITY;
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(b) Materials shall be placed in blue, see-through recycling bags purchased by residents for the purpose of separating recyclables from household garbage.
(2) Subject to occurrence of the above conditions, COLLECTOR agrees, in its initial year of operations, to sort out and process for recycling from its comingled garbagelrecyc1ables collection operations conducted pursuant to this Service Agreement, an amount equal to the current annual tonnage of materials being collected by the current curbside recycling program, as reported to the CITY •..
(3) Concurrent with the delivery of the yard waste containers to residents, COLLECTOR agrees to deliver an initial supply of blue recycling bags furnished by COLLECTOR/CITY, and promotional materials furnished by CITY, to each residence.
(4) CITY and COLLECTOR agree to conduct a joint analysis three (3) months into the program to determine whether this method is performing adequately to meet the recycling tonnages established herein. Should the analysis determine that the above method cannot reasonably be expected to result in the diversion of materials in the volumes noted in Section x (2), above, COLLECTOR and CITY agree to work together in a diligent effort to either improve diversion through promotion Of other methods, or to develop an alternative method to attain the minimum diversion.

Should the analysis show that this method of recycling is providing adequate, cost-effective diversion to meet community needs and expectations, the minimum tonnage may be adjusted annually to reflect population growth, as determined by the CITY.
(5) COLLECTOR shall file with the CITY written quarterly statistical reports, no later than thirty (30) days following the end of each quarter, to report the quantities ofrecyclables being diverted from the City of Modesto. Reports shall be sent to the Solid Waste Program Manager or their designee, at P. O.

Box 642, Modesto, California, 95353. The reports shall include monthly volumes diverted for aluminum cans, bi-metal/steel cans, PET plastic, glass, newspaper, cardboard, magazines, and other recyclables as determined by the Public Works and Transportation Director.
(6) All revenue from the sale of recyc1abJes diverted from disposal by this program shall be the property of COLLECTOR, and CITY shall not apply said revenue as a credit against the cost of connningled garbagelrecyclables collection or any other operations.
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(7) COLLECTOR shall provide reasonable public access to its facility where recyclable materials may be dropped off and where used motor oil may be deposited for recycling.
(8) Pursuant to this Service Agreement, COLLECTOR shall collect and remove for recycling used motor oil that has been placed at the curb of the public street fronting on all single family residences and from designated locations near multi-family dwellings in an approved container on the scheduled service day. COLLECTOR shall also replace each one (1) gallon container collected with a clean container furnished by the CITY. COLLECTOR shall file with the CITY written quarterly statistical reports, no later than thirty (30) days following the end of each quarter, to report the volumes of oil being diverted.

Pursuant to the terms and conditions of its Used Motor Oil Block Grants and Used Motor Oil Opportunity Grants, CITY shall use Grant funds to reimburse COU.ECTOR for all reasonable costs associated with providing used motor oil collection services as agreed to by CITY.

Such grant funded collection shall continue at a minimum through June 30, 1998. In the event that no further grant funding is received to continue the program past that date, CITY shall notify COU.ECTOR a minimum of ninety (90) days prior to the expiration of grant funding to discuss alternative funding of the program, including, but not limited to, a potential charge on the refuse collection fees, and/or termination of the curbside oil collection program.
(9) Twice per year, COU.ECTOR shall provide five (5) bins for the collection of telephone books for recycling, at CITY'S request. The number, placement, and size of the bins shall be as determined by CITY. COU.ECTOR shall also accept telephone books at its transfer stations, and shall make a concerted effort to separate telephone books from the commingled garbagelrecyclables waste stream. COU.ECTOR shall assist CITY in promoting telephone book recycling.
(10) COU.ECTOR shall provide the equivalent of800 cubic yards of detachable container/drop box collection and transportation service, including all disposal fees for community and special events, each calendar year as directed by CITY, upon prior consultation with COLLECTOR.
(11) COLLECTOR will make available to CITY its facilities for the purpose of conducting waste sorts and will assist CITY in and provide requested waste type/volume information to CITY for the purpose of conducting/preparing waste characterization studies for CITY solid waste planning. COLLECTOR shall not be responsible to indemnifY or insure the CITY or any City employee, contract employee, and/or volunteer while at COLLECTOR'S facility during waste characterization activity.
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y. COLLECTOR shall file with the CITY Clerk and maintain during the term of this Service Agreement a corporate surety bond or other form of security satisfactory to the CITY Attorney in the sum of Five Hundred Thousand and no/100ths ($500,000.00) Dollars to secure said performance. The performance bond requirements may be met by a bond which is effective for a minimum of three years if three months prior to the expiration of that bond, the CITY receives from the surety a letter of commitment that another performance bond will be issued to become effective immediately upon expiration of the prior performance bond. z. COLLECTOR agrees, in connection with the performance of all operations under or pursuant to this Service Agreement, to be an Equal Opportunity Employer and to refrain from discrimination against any employee or applicant for employment because of race, creed, color, national origin, sex, age, or handicap. (1) COLLECTOR agrees that it will undertake an affirmative action program to ensure that no person shall on the grounds of race, creed, color, national origin, sex, age, or handicap be excluded from participating in any employment activities or opportunities. COLLECTOR shall fully document these efforts and shall submit to CITY on or before January 31 of each year a report detailing the affirmative actions COLLECTOR has taken during the prior calendar year. COLLECTOR shall ensure that seniority practices, job classifications, work assigrnnents, and other personnel practices, including employment reduction actions, do not have a discriminatory effect by continually monitoring all personnel and employment-related activities to ensure that the equal employment opportunity actions required by this Service Agreement are being carried out.
(2) COLLECTOR agrees to ensure and maintain a working environment free of harassment, intimidation, and coercion at all job locations and in all facilities where COLLECTOR's employees are assigned to work. shall specifically ensure that all foremen and forewomen, superintendents, and other on-site supervisory personnel are aware of and carry out the COLLECTOR's obligation to maintain such a working environment with specific attention to minority and women at such work locations or in such facilities. (3) In the event of breach of any of the above nondiscrimination, equal opportunity, and affirmative action covenants, the Council of the CITY of Modesto shall have the right to revoke this Service Agreement in accordance with the provisions of Section 5-5.32 of the Modesto Municipal Code. aa. COLLECTOR and CITY shall cooperate, on such terms as shall be agreed upon, to support, develop, publicize, expand, and promote the concept and benefits of recycling and compo sting by any reasonable and effective methods. COLLECTOR shall reimburse CITY for its reasonable expenses and mailing costs whenever CITY determines, after consultation with COLLECTOR, that it is in the best interest of the GILTAGT.WPD
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recycling/yard waste collection programs to distribute information and promotional materials to COLLECTOR's customers.

Promotional assistance shall also include, but not be limited to, allowing access for tours offacilities by the public/elected officials, supplying "props" and locations for :filming of public educational pieces, and other assistance as determined by the CITY.

Tours and/or access shall be limited to areas of operations that are non-proprietary as determined by COLLECTOR COLLECTOR shall not be responsible to indemnitY or insure the CITY or any City employee, contract employee, and/or volunteer while at COLLECTOR'S facility during these activities.
abo COLLECTOR shall comply with the IndemnificationlInsurance requirements set forth in Exhibit B.
ac. AB 939 Compliance. The scope of this Service Agreement results in the CITY relying on COLLECTOR to implement programs that enable the CITY to meet State mandated diversion goals. COLLECTOR agrees to protect, defend, with counsel approved by CITY, and indemnifY CITY against all fines or penalties imposed by the California Integrated Waste Management Board in the event the disposal reduction and diversion mandates or any other requirement of the Integrated Waste Management Act of 1989 as amended, are not met by CITY with respect to the waste stream collected in respective service areas under this Service Agreement, and such failure to meet said mandates has been occasioned by the material failure of COLLECTOR to perform as required and directed by this Service Agreement.

Material failure by the COLLECTOR to provide services required by this Service Agreement that enable the CITY to meet its diversion mandates shall be a breach of this Service Agreement and grounds for termination of the COLLECTOR's agreement by Council. If civil penalties are imposed on the CITY under AB 939, Public Resources Code Section 41850 due to COLLECTOR's failure to perform, all penalties shall be paid by the COLLECTOR
Federal, State, or local laws enacted after the effective date of this Service Agreement that impact the COLLECTOR's ability to achieve AB 939 goals, shall be taken into consideration by the City Council in the event any goals addressed herein, are not achieved. The indemnification and defense provisions contained herein shall not apply if CITY fails to carry out its statutory duties imposed by AB 939 (Public Resources Code Section 40000 et. seq.), as it may, from time to time, be amended. ad. The terms used in this agreement shall be as defined in Section 5-5.03 of the Modesto Municipal Code.
ae. No official, officer, or employee of the CITY during his or her tenure or one year thereafter shall have any interest, direct or indirect, in this Agreement or the proceeds thereof.

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af Any and all notices required to be given under the provisions of this Agreement shall be given in writing and delivered personally or by deposit in the United States mail, postage paid and addressed as follows:

TO CITY
Director of Public Works and Transportation
CITY of Modesto
P.O. Box 642
801 Eleventh Street
Modesto, California 95353

TO COLLECTOR
Gilton Solid Waste Management, Inc.
1722 Mono Drive
Modesto, California 95354
or at such other addresses as the parties may file with each other for such purposes. ag, This agreement shall go into effect and be in full force and operation on January 1, 1997.

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IN WITNESS WHEREOF, the parties have signed this Agreement this 14th dayof January, 1997
Res. 97-36
ATTEST:

BY~ OJ4.~ JEADAMS, CITY Clerk
(SEAL)
:~~
CITY OF MODESTO, a municipal corporation
BY~

1. Edward Tewes, CITY Manager
COLLECTOR* ~
By 1C-~ By ~ 7( 4-J7l
MICHAEL D. MILICH, CITY ATTORNEY
WR~LS TO RIS~~MENT FORM:

DONALD N. NORRIS, RISK MANAGER
*Corporations - signature of two (2) officers required or one (1) officer plus corporate seal.

Partnership - signature of a partner required
Sole Proprietorship - signature of proprietor required
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EXHIBIT A - CITY FACILITIES

1. City Hall- Modesto Disposal

2. Police Department - Modesto Disposal

3. Legion Hall - Gilton Solid Waste

4. Airport Administration Building - Gilton Solid Waste 12111196
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EXHIBIT B - INDEMNIFICATIONI1NSURANCE PROVISIONS
A. HOLD HARMLESS AND INDEMNIFICATION.
(1). Indemnification of CITY. COLLECTOR agrees that it shall protect, defend with counsel approved by CITY, indeIl1I1ifY, and hold harmless CITY, its officials, officers, employees, representatives, volunteers, and agents from and against any and all losses, liabilities, frnes, penalties, claims, damages of whatsoever nature, or judgments, including attorneys fees, arising out of or resulting from the CITY's grant of this Service Agreement to COLLECTOR or from COLLECTOR's exercise of this Service Agreement or omissions of COLLECTOR, its agents, employees, and subcontractors and employees thereof in connection with the performance or nonperformance of this Service Agreement. Subject to the scope of this indemnification and upon demand of the CITY, made by and through the City Attorney, the COLLECTOR shall appear in and defend the CITY and its officers, employees, and agents in any claims or actions, whether judicial, administrative, or otherwise arising out of the exercise of this Service Agreement. The COLLECTOR shall thoroughly investigate any and all claims and indeIl1I1ifY the CITY and do whatever is necessary to protect the CITY, its officers, employees, agents, and representatives as to any such claims, lawsuits, liabilities, expenses, or damages. (2). Indemnification of COLLECTOR. The CITY shall indeIl1I1ifY, defend and hold the COLLECTOR, its affiliates and their respective officers, directors, employees, and shareholders harmless from and against any and all liabilities, losses, damages, claims, actions, causes of action, costs, and expenses (including reasonable attorney's fees) arising from or in any manner related to the sole negligence or willful acts of the CITY, its officers, employees, agents, or contractors.

B. INSURANCE REOUIREMENTS
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(1). Minimum Coverages - The COLLECTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY by certified mail, return receipt requested, for all of the following state insurance policies. (a). Workers' Compensation - In compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $500,000.
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(b). General Liability - Insurance with a minimum limit of liability per occurrence of$I,OOO,OOO for bodily injury and $100,000 for property damage or $1,000,000 combined single limit. The insurance shall indicated on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; and products and completed operations.
(c:).Automobile Liability - Insurance with a minimum limit of liability per occurrence of $2,000,000 for bodily injury and $2,000,000 for property damage or $2,000,000 combined single limit. This insurance shall cover any automobile for bodily injury and property damage. This insurance shall also include a broadened pollution liability coverage endorsement (ISO CA 99 48 06 02) and an endorsement for motor carrier policies of insurance for public liability (OMB #2125-0074).
(d). Hazardous Substances Insurance - Collector agrees to reimburse the City for the premium to pay for insurance designed to protect the City from third party liability claims for bodily injury, property damage, or clean-up costs at non-owned locations specified in the policy. This insurance would be subject to policy conditions, exclusions and deductibles. Collector's reimbursement for such insurance shall be considered a "pass-through" expense and will be included as a legitimate cost of doing business during the annual garbage rate review process.

Collector agrees that this insurance shall be in the minimum amount of $20,000,000 subject to a deductible of $100,000, again subject to policy conditions and exclusions.

Policy insuring agreement shall read "The Insurance Company agrees to pay loss on behalf of the insured, that the insured becomes legally obligated to pay as a result of claims first made against the insurance and reported to the Insurance Company, in writing, during the policy period, or during the extended reporting period if applicable, for bodily injury, property damage, or clean-up costs beyond the boundaries of the non-owned location resulting from pollution conditions originating from such non-owned location, provided such bodily injury, property damage, or clean-up costs are unexpected and unintended from the standpoint of the insured."
Collector agrees to reimburse City for such insurance as may be provided by insurance company suitable to the City's Risk Manager within thirty (30) days after acquisition of such insurance by City.
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(2) Other Provisions - If at any time any of said policies required by subsections B (1) (a), (b), or (c), above, shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the COlLECTOR shall promptly obtain a new policy, submit the same to Risk Manager for approval, such approval not to be unreasonably withheld, and submit a certificate thereof as herein above provided. Upon failure of the COLLECTOR to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the CITY, may be forthwith declared suspended, or terminated.

Failure of the COLLECTOR to obtain andlor maintain any required insurance shall not relieve the COLLECTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the COLLECTOR concerning indemnification. The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by COLLECTOR for the CITY. The COLLECTOR's insurance policy(ies) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager.

COLLECTOR shall either require any subcontractor to procure and to maintain during the term of the subcontract all insurance in the amounts specified above, or shall insure the activities of subcontractors in the policy specified above. The limits ofliability required may vary, depending on the type of permit or contract. #9..
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CITY of MODESTO
Office of the
City Manager
1010 Tenth Street
Suite 6]00
P.O. Box 642
M odesto, CA 95353
2091577-5223
2091571-5]28 Fax
Hearing and SPeech
Impaired Only
TDD 2091526-9211
Mr. Bert Bertolotti
President & CEO
Bertolotti Disposal Service
P.O. Box 127
Ceres, Ca 95307
December 5, 2007
RE: Letter Amendment to 2001 Service Agreement (As Previously Amended) Dear Mr. Bertolotti:

On December 4th, 2007, the Modesto City Council authorized me to execute a Letter Amendment to the Service Agreement currently held by Bertolotti Disposal Service to extend the 200 I Service Agreement (as previously amended) through September 18, 2014. The Council also authorized a change to the Agreement to automatically extend the term of the Agreement for an additional year on September 18th of each year, unless the City notifies the company in writing of its intent to not extend the Agreement prior to that date.

This letter constitutes an Amendment to the 2001 Service Agreement (as previously amended) between the City of Modesto and Bertolotti Disposal Service. Section a of the 2001 Agreement (as previously amended) is hereby amended to read as follows:
"This Service Agreement shall be in force for a term of seven (7) calendar years commencing on September 18, 2007. On each anniversary of this agreement the term will automatically be extended one (1) additional year, until such time as either the CITY or the COLLECTOR submits in writing to the other that it is their intent to terminate said agreement. This Service Agreement, or any extensions thereof, may be terminated under the provisions of this Service Agreement or the provisions of Chapter 5 of Title V ofthe Modesto Municipal Code. Nothing herein shall be deemed or construed to impair or affect in any way the right of the CITY to acquire the equipment and assume the operations of COLLECTOR at any time during the initial term of this Service Agreement or any extensions thereof by purchase of COLLECTOR'S equipment at a fair and just market value, which shall not include any amount for the Service Agreement itself or for any of the rights or privileges granted by this Service Agreement. "
Ctlizem FII]"/.'
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Mr. Bert Bertolotti
Bertolotti Disposal Service
December 5, 2007
Page Two
Section b, paragraph I of the 2001 Agreement (as previously amended) is hereby amended to read as follows:
"The CITY may terminate this Service Agreement on September 18,2012, if COLLECTOR has not reasonably satisfied each of the following preconditions to the sole satisfaction of the CITY, notwithstanding the provisions of the more general language of paragraph c. making "reasonableness" a requirement of any discretionary decision relating to the performance of this Agreement. The CITY may cause the termination by written notification of the collector prior to July 18,2012." Section b, paragraph 2 of the 2001 Agreement (as previously amended) is hereby amended to read as follows:
"Notwithstanding any other provisions herein, the CITY may terminate this Service Agreement for its convenience, without cause, upon a decision by the CITY to assume, with its' employees, performance of the services required of COLLECTOR hereunder.

This Service Agreement shall terminate sixty days after CITY gives COLLECTOR written notice of its election to terminate this Service Agreement. Upon such termination by CITY, CITY shall pay to the COLLECTOR the anticipated return on COLLECTOR's capital investment for two years, if such notice is given on or before July 18, 2010; for eighteen months, if such notice is given after July 18,2010 but on or before July 18,2011; for one year if such notice is given afterJuly 18, 2011 but on or before July 18, 2012; and for six months if such notice is given after July 18,2012." All of the other current terms and conditions of the 2001 Agreement, (as previously amended), will remain in full force and effect. Copies of the Council Resolution and Consent Form are attached for your reference.

We look forward to continuing to work with Bertolotti Disposal Service in a cooperative business relationship that will ensure our community's residents and businesses the highest level of service. Should you have any questions, please contact Jocelyn Reed, Solid Waste Manager, at (209) 577-5492.

Si"=I,, ~
~ City Manager
cc: City Attorney
Parks, Recreation and Neigbborhoods Director
Attachments: Consent Form
Council Resolution
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CONSENT TO LETTER AMENDMENT TO 2001 SERVICE AGREEMENT
(AS PREVIOUSLY AMENDED)
This Letter Amendment to the 2001 Service Agreement (as previously amended) shall go into effect and be in full force and operation upon execution by both parties thereto.

IN WITNESS WHEREOF, the parties have agreed to this Letter Amendment to the 2001 Service Agreement (as previously amended) this 4 day of December, 2007.

COLLECTOR* ~
BY U~'
ATTEST: ~ fv(~
Jean Morris, City Clerk
(SEAL)
APPROVED AS TO LEGAL FORM :

By
Susana
Q-Alcala ~ Wood, City Attorney
APPROVED AS TO RISK MANAGEMENT FORM:
*Corporations nature of two (2) officers required or one (1) officer plus corporate seal.

Partnership - signature of a partner required
Sole Proprietorship - signature of proprietor require
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CITY of MODESTO
Office of the
City Manager
1010 Tenth Street
Suite 6100
P.O. Box 642
Modesto, CA 95353
209/577-5223
209/571-5128 Fax
Hearing and SPeech
Impaired Only
TDD 209/526-9211
December 18, 2006
Bert Bertolotti, President & CEO
Bertolotti Disposal Service
P.O. Box 127
Ceres, Ca 95307
Re: I..p.tter Amendment to 2001 Service 1~.9r2 emenL (,liS P( Gu:;lV Ar(\ended) Dear Mr. Bertolotti:

On November 8th, 2006, the Modesto City Council held a public hearing to consider reallocating Waste Management's service area to Bertolotti Disposal Service and Gilton Solid Waste Management. At that hearing, the Council authorized me to execute a Letter Amendment to the Service Agreements currently held by Bertolotti Disposal Service and Gilton Solid Waste Management to reference the revised service area maps approved by the Council at the hearing.

The companies are to begin serving the newly reallocated areas effective January 1, 2007. In addition, the Council directed that language be added to require the both companies to notify the City of their intent to stop providing coliection services in Modesto no less than 18 months prior to ceasing to provide the serv!ces.

This letter constitutes an Amendment to the 2001 Service Agreement (as previously amended) between the City of ~1odesto and Bertolotti Disposal Service. The following sections of the 2001 Agreement (as previously amended) are hereby amended to read as follows:

Paragraph i of Section b shail be amended to read; 'This Servic2 Agreement shall be an exclusive Service Agreement to collect commerciai/residcntial garbage/recyclables and containerized yard waste and a nonexclusive Service Agreement to collect industrial garbage, salvageable waste, and recyclable mater:als within the areas delineated and marked on that certain map entitled "Option 2: City of Modesto Proposed Two Hauler Districts" dated November 8, 2006, on file in the office of the cm Clerk, and to which reference is hereby made. COLLECTOR shall commence providing services to existing customers within those portions of the (ity formerly served by Waste Management and reallocated to COLLECTOR in the above referenced map effective January 1, 2007."
Citizens First.'
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Letter to Bert Bertolotti, President & CEO, Bertolotti Disposal Service December 18, 2006
Re: Letter Amendment to 2001 Service Agreement (As Previously Amended)

Page 2 ends

A new paragraph shall be added at the end of Section u, as follows; "COLLECTOR shall notify CITY of its intent to cease providing service within the City of Modesto no less than 18 months prior to ceasing to provide services."
All of the other current terms and conditions of the 2001 Agreement, (as previously amended), will remain in full force and effect. A copy of the Council Resolution is attached for your reference. Please execute in triplicate the attached pages consenting to this Letter Amendment and return them to the City Clerk by no later than December 20, 2006.

Sincerely,
-~~~ George W. Britton
/ City Manager
cc: City Attorney
Parks, Recreation and Neighborhoods Director
Attachments: Consent Form
Council Resolution
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CONSENT TO LETTER AMENDMENT TO 2001 SERVICE AGREEMENT
(AS PREVIOUSLY AMENDED)
This Letter Amendment to the 2001 Service Agreement (as previously amended) shall go into effect and be in full force and operation on January 1, 2007.

IN WITNESS WHEREOF, the parties have agreed to this Letter Amendment to the 2001 Service Agreement (as previously amended) this . 8th day of November ,2006. by the City Council and attested by the City Clerk on November 8, 2006 by Resolution No. 2006-708. CITY OF M ESTO, a munic" I coq:?o ation Ge
By~~~~ ~ . ~~"'------_
COLLECTOR*
ATIEST:

Jean Morris, City Clerk
(SEAL)
APPROVED AS TO LEGAL FORM:

BY Susana Alc~~ ~
APPROVED AS TO ISK MANAGEMENT FORM:

By _---'--~·-=:;:-"--vJ----'-'~=______ _ _____'~'_____rz-- __ Mary Akin, Risk Manager
*Corporations - signature of two (2) officers required or one (1) officer plus corporate seal.

Partnership - signature of a partner required
Sole Proprietorship - signature of proprietor require
Approved
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AMENDMENT TO SERVICE AGREEMENT
This Amendment to Service Agreement is made and entered into in the City of 13 d f November Modesto, County of Stanislaus, State of California, this ___ ay 0 . ____ _ 2003, by and between Bertolotti Modesto Disposal, Inc., a California Corporation, hereinafter referred to as "COLLECTOR", and the CITY OF MODESTO, a municipal corporation, hereinafter referred to as "CITY".

This Amendment to Service Agreement is made with reference to the following recitals:

WHEREAS, a Service Agreement was entered into on the 18th day of September, 2001, between CITY and COLLECTOR for the collection of solid waste in the CITY of Modesto, including the collection of garbage/recyclables, recyclables, industrial garbage, containerized yard waste, and salvageable waste, and WHEREAS, on September 25, 2003, the City Clerk received a request from Bertolotti Disposal Inc. for an Assigrunent and Extension of their Service Agreement to collect commercial/residential garbage/recyclables, containerized yard waste, and industrial garbage, salvageable waste, and recyclables in the City of Modesto, and WHEREAS, Bertolotti Disposal Inc., wishes to assign its rights and interests under said agreement to its newly formed affiliate company, Bertolotti Modesto Disposal, Inc., and
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WHEREAS, in accordance with Modesto Municipal Code section 5-5.24, a public hearing was held on Thursday, November 13, 2003, at 5:30pm in the Tenth Street Place Chambers located at 1010 loth Street, Modesto, California, to consider COLLECTOR's request, and
WHEREAS, by unanimous vote, the Modesto City Council approved the TwoYear Extension of the Service Agreement between the City of Modesto and Bertolotti Disposal, Inc. and the assignment of the Service Agreement to Bertolotti Modesto Disposal, Inc., and authorized the City Manager, or his designee, to execute the assigrunent and extension.

NOW, THEREFORE, the parties hereto mutually agree that the above referenced Service Agreement be amended as follows:

1. Pursuant to Section a of the Service Agreement, the term of the Agreement is hereby extended for an additional two (2) years, through September 18, 2010.

2. The Service Agreement is hereby assigned to Bertolotti Modesto Disposal, Inc. , a California Corporation.

Except as otherwise provided herein, each and every and all of the tenns and conditions of the Service Agreement between CITY and COLLECTOR dated September 18,2001 shall continue in full force and effect. #9..
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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Amendment to Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No., 2003-603 adopted by the Council of the City of Modesto on the 13 day of _N_o_v_e_m_h_e_r __ , 2003, and CITY has caused this Amendment to Agreement to be executed.

ATTEST:

BY ~c:Ln ~!t./ J Z~ City Clerk
(SEAL)
APP~ED AS TO FORM~ ~
By ~~\~~ S
MICHAEL D. MILICH
City Attorney
CITY OF MODESTO, a
llllUlicipai corporation <...

G1City CKManager ~
COLLECTOR*
By
* Corporations - signature of two (2) officers required, or one (1) office Partnership - signature of a partner required
Sole Proprietorship - signature of proprietor required
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SERVICE AGREEMENT BETWEEN THE CITY OF MODESTO
AND BERTOLOTTI DISPOSAL, INC., A CALIFORNIA

CORPORATION, FOR THE COLLECTION OF SOLID WASTE IN

THE CITY OF MODESTO, INCLUDING THE COLLECTION OF
GARBAGEffiECYCLABLES, RECYCLABLES, ll{DUSTRIAL

GARBAGE, CONTAINERIZED YARD WASTE, AND
SALVAGEABLE WASTE.

THIS SERVICE AGREEMENT is executed pursuant to the authority provided in, and pursuant to, all of the provisions, terms, and conditions of, Article XIV of the Charter of the City of Modesto and Chapter 5 of Title V of the Modesto Municipal Code.

THIS SERVICE AGREEMENT is hereby made and entered into in the City of Modesto, State of California, this lL day of Sept emb~lty and between the City of Modesto, a municipal corporation of the State of California, hereinafter referred to as "CITY", and Bertolotti Disposal, Inc., a California Corporation, hereinafter referred to as "COLLECTOR".

THIS SERVICE AGREEMENT is made with regard to the following recitals:

WHEREAS, the Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1990 ("AB 939"), has declared that it is within the public interest to authorize and require local agencies to make adequate provisions for handling solid waste, including garbage, garbage/recyclables, recyclables, yard waste, industrial garbage, and salvageable waste handling within their jurisdictions; and
WHEREAS, pursuant to California Public Resources Code Section 40059, the City Council of the City of Modesto has determined that the public health, safety, and well-being require that a service agreement be executed with a qualified firm for the collection, transport, recycling, and disposal of solid waste, including garbage, garbage/recyc1ables, recyc1ables, containerized yard waste, industrial garbage, and salvageable waste in residential, co=ercial, and industrial areas and construction/demolition sites in the CITY; and
WHEREAS, the City Council of the City of Modesto declares its intention of maintaining reasonable rates for the services to be provided within the City limits by COLLECTOR under this Agreement; and
WHEREAS, pursuant to California Public Resources Code Section 49510 (b), the 1 #9..
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City Council ofthe City of Modesto finds that it is in the public interest to foster and encourage solid waste enterprises so that, at all times, there will continue to be competent enterprises willingly and financially able to furnish needed solid waste handling services; and, WHEREAS, before consenting to grant a City Service Agreement to COLLECTOR, the CITY met with representatives of COLLECTOR who represented and warranted that COLLECTOR would agree to a stipulation in its Service Agreement that would prohibit the acquisition of COLLECTOR by either of the two other companies currently holding City Service Agreements, or their subsidiaries or other corporate affiliates; and WHEREAS, representatives of COLLECTOR have represented and warranted that COLLECTOR will agree to contract terms which hold it to certain performance standards; will commit to provide outstanding performance with integrity, both as a service provider and a corporate citizen, to the citizens of Modesto; will guarantee delivery of all the acceptable waste it collects pursuant to the Service Agreement to the Stanislaus Resource Recovery Facility; will cooperate in the implementation of new programs or modifications to existing programs; and, will commit to the inclusion in the Service Agreement of reasonable language regarding the conduct of its representatives.

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipUlations hereinafter contained, the parties agree as follows:
a. Except as it may be extended by mutual agreement of the parties, this Service Agreement shall automatically expire on September 18, 2008, subject to satisfaction of the preconditions provided in Paragraph b, unless terminated earlier pursuant to the provisions of this Service Agreement or the provisions of Chapter 5 of Title V of the Modesto Municipal Code. Upon successful performance of two (2) years of services under this Agreement, and every two (2) years thereafter, COLLECTOR may submit a request for extension of the term of this Agreement for an additional two (2) years. Upon any such request, CITY shall hold a public hearing to consider whether it mayor may not extend the term of this Agreement for an additional two (2) years, at CITY's sole discretion. Nothing herein shall be deemed or construed to impair or affect in any way the right of the CITY to acquire the equipment and assume the operations of COLLECTOR at any time during the initial term of this Service Agreement or any extensions thereof by purchase of COLLECTOR'S equipment at a fair and just market value, which shall not include any amount for the Service Agreement itself or for any of the rights or privileges granted by this Service Agreement.
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b. 1. The CITY may t=IDate this Service Agreement on September 18,2006, if COLLECTOR has not reasonably satisfied each of the following preconditions to the sole satisfaction of the CITY, notwithstanding the . provisions of the more general language of paragraph c. making "reasonableness" a requirement of any discretionary decision relating to the performance of this Agreement. The CITY may cause the termination by written notification of the collector prior to September 18, 2006. (a). At all times during the term of this Service Agreement, including extensions, the COLLECTOR shill have timely paid all reasonably undisputed fees and charges owed to CITY under the terms of this Agreement and the Modesto Municipal Code, including without limitation all penalties for violations under the Modesto Municipal Code Section 5-5.33, compensatory and/or liquidated damages hereunder, environmental or other indemnities, and any other sums due and payable to CITY.
(b). At all times during the term of this Service Agreement, including extensions, the COLLECTOR shall have disposed of or recycled all waste collected under the provisions ofthis Service Agreement pursuant to Section x ofthis . Agreement.
(c ) At all times during the term of this Service Agreement, including extensions, the number of unresolved complaints during any given l2-month period that pertain to the operations of the COLLECTOR under this Service Agreement, which number has been substantiated and verified to the reasonable satisfaction of CITY, shall not exceed two and one half tenths of one percent (0.25%) of the total annual stops for the prior year.
(d) At all times during the term ofthis Service Agreement, including extensions, the COLLECTOR shall not have failed materially to comply with any provision of the Modesto Municipal Code, any ofthe terms or conditions of this Service Agreement, or failed to comply with any federal, state or local laws, ordinances, rules or regulations pertaining, directly or indirectly, to the COLLECTOR's operations under this Service Agreement; provided, however, that CITY, in its sole discretion, may waive any failure to comply that it deems to be minor and determines that such waiver is in the public interest.
(e) At all times during the term of this Service Agreement, COLLECTOR shall meet the requirements of Sections x and y pertaining to recycling and yard waste diversion and other City solid waste programs.
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2. Notwithstanding any other provisions herein, the CITY may terminate this Service Agreement for its convenience, without cause, upon a decision by the CITY to assume, with its' employees, performance of the services required of COLLECTOR hereunder. This Service Agreement shall terminate sixty days after CITY gives COLLECTOR written notice of its election to terminate this Service Agreement. Upon such termination by CITY, CITY shall pay to the COLLECTOR the anticipated return on COLLECTOR's capital investment for two years, if such notice is given on or before June 18, 2004; for eighteen months, if such notice is given after June 18, 2004 but on or before June 18,2005; for one year if such notice is given after June 18, 2005 but on or before June 18, 2006; and for six months if such notice is given after June 18,2006.
c. This Service Agreement shall be an exclusive Service Agreement to collect commercial/residential garbage/recyclables and containerized yard waste and a nonexclusive Service Agreement to collect industrial garbage, salvageable waste, and recyclable materials within the areas delineated and marked on that certain map entitled "Service Areas" approved by the City Council on January 23,2001, on file in the office of the CITY Clerk, and to which reference is hereby made.

This Service Agreement replaces and terminates the License dated July 8, 1992, as extended by Council Resolution in June, 1997, between the CITY of Modesto and Bertolotti Disposal, Inc., a California Corporation, for the collection of garbage in the CITY of Modesto, including the collection of industrial garbage, recyclable materials, and salvageable waste.

COLLECTOR waives any right or claim to serve the CITY or any part of the CITY under any prior grant of franchise, contract, license, or permit issued or granted by the CITY, or, in the case of annexations, any other governmental entity.

In consideration of the rights and privileges granted by this Service Agreement, COLLECTOR shall pay quarterly to CITY within thirty (30) days following the close of each calendar quarter an amount equivalent to eight-tenths of one percent (8.0%) of the gross receipts derived from the furnishing of such garbage collection services within the CITY for the preceding quarter. Within thirty (30) days following the close of each quarter, COLLECTOR shall also pay the CITY a business license mill tax of two-tenths of one percent (0.2%) of the gross receipts derived from the furnishing of such garbage collection services within the CITY for the preceding quarter. Calendar quarters shall terminate on March 31 , June 30, September 30, and December 31. CITY further reserves the right to increase said fee in consideration of this Service Agreement to a maximum of 10.3% plus mil tax of two-tenths of one percent (0.2%). COLLECTOR further agrees to pay CITY the sum of Eight Thousand Dollars ($8,000) in consideration of CITY'S reasonable costs to process 4 #9..
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COLLECTOR'S application for said Agreement. Whenever, in this Agreement, either CITY or COLLECTOR is given the right of making a discretionary decision affecting the performance of this Agreement, such decision shall be made in a reasonable and prudent manner.
d. In accepting this Service Agreement, COLLECTOR thereby agrees to serve the areas covered by the Service Agreement for the terms herein specified in compliance with the provisions of this Service Agreement and the provisions of Chapter 5 of Title V of the Modesto Municipal Code.
e. This Service Agreement shall automatically extend to any portion of COLLECTOR'S service area, as shown on the map referred to in Section c, above, which is hereafter annexed to the CITY, except that CITY may permit any person or firm franchised by the County of Stanislaus and then serving such area or portions thereof to continue to serve such area or portions thereof for such period of time, not to exceed five (5) years from the date of annexation, as the CITY deems proper.

COLLECTOR, when required to serve new portions of the CITY, shall promptly extend its routes and services and, when necessary, shall hire additional personnel and obtain additional equipment. CITY reserves the right to revise service areas to improve collection efficiency upon a reasonable determination by the CITY Council, after notice and negotiation with the affected COLLECTOR/COLLECTORS, that such revision is warranted.
f. (1). Maximum rates and charges to be charged by the COLLECTOR for the collection of commercial/residential garbage/recyclables and containerized yard waste shall be established by the Council by resolution, however, COLLECTOR is free to vary its rates and charges for customer classes, but not within customer classes, so long as they remain less than or equal to the then current maximum rate or charge. Service charges and costs of operation of COLLECTOR will be reviewed annually by the CITY and, if deemed necessary by the CITY Council, maximum rate adjustments shall be made to become effective on July 1 of each year. (2) The CITY reserves the right to require adjustments in commercial/residential garbage/recyclables and containerized yard waste operations of the COLLECTOR due to changing community needs, and/or developments in the field of garbage collection and disposal. Maximum rate adjustments will be considered in such cases, and, if determined by the CITY to be reasonable and necessary, will be made.

Which adjustments may be retroactive to the date on which COLLECTOR started to perform the duties involved in the discharge of such obligations, provided that such duties result in additional costs.
(3) Notwithstanding any contrary provision, for purposes of establishing the maximum rate, COLLECTOR shall not be entitled to pass through as an allowable 5 #9..
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business expense, the cost of purchasing or acquiring this Agreement or company or business entity that holds any right or interest to this Agreement. This provision shall be binding upon any and all heirs, legal representatives, successors and assigns, including without limitation any acquiring parent company or subsidiary of such parent company or the COLLECTOR.
g. COLLECTOR shall bill and collect all garbage/recyclables and yard waste service charges, provided, however, that COLLECTOR may contract with the CITY so that all orsome of said garbage/recyclables and yard waste service charges are billed by CITY, COLLECTOR to pay to the CITY fees, to be determined by the CITY, for such billing service. In no event shall CITY use its police power or other governmental power to collect garbage charges for COLLECTOR. h. The CITY reserves the right to revise the provisions of Chapter 5 of Title V of the Modesto Municipal Code, from time to time, as required in order to protect the public health, safety and welfare of the CITY.
!. COLLECTOR shall comply with all existing and future State and Federal laws, and all ordinances and regulations which may in any manner affect COLLECTOR'S operations under the terms and conditions of this Service Agreement.

J. The Engineering and Transportation Director of the CITY of Modesto shall administer and supervise COLLECTOR'S operations under the terms of this Service Agreement and in accordance with the provisions of Chapter 5 of Title V of the Municipal Code.

In the event of any disagreement between COLLECTOR and customers regarding the type or extent of service provided by COLLECTOR, the Engineering and Transportation Director shall make an investigation and determination, and the decision of the Engineering and Transportation Director shall be final. In no event shall COLLECTOR be required to provide or resume collection service to any person who is in arrears on payment for collection services provided by COLLECTOR at the time the service request is made. COLLECTOR may require pre-payment of up to two-month's residential collection rate actually charged by it of any person requesting service who has not established satisfactory credit history with COLLECTOR.
k. COLLECTOR shall establish and maintain an office within the CITY of Modesto, or within two (2) miles of the City limits of Modesto, or other location approved by the CITY Manager, and shall keep said office open for business from 8:00 a.m. to 5:00 p.m. of every day except Saturday, Sunday, and all Jegal holidays observed by the CITY of Modesto.
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(1) COLLECTOR shall keep and maintain in said office at all times during the hours it is required to be open, competent personnel who shall have authority to represent COLLECTOR in its relations with the CITY and with the public, and provide accurate info=ation about collection and disposal/recycling services and programs in the CITY. COLLECTOR shall obtain and keep in said office sufficient listed telephones and personnel to courteously, quickly, and expeditiously receive and answer all telephone and other calls to said office. A daily log of service calls received and the disposition thereof shall be kept by COLLECTOR for all operations hereunder. COLLECTOR shall make this daily log of service calls available for inspection by the CITY upon reasonable advance request no greater than one business day in advance. COLLECTOR shall provide a service to receive calls/complaints at all other times, and an emergency telephone number so that a designated responsible representative of COLLECTOR can be reached by the service/CITY staff 24 hours a day as circumstances warrant. (2) COLLECTOR warrants on behalf of itself and all subcontractors engaged for the perfo=ance of this Service Agreement that only persons authorized to work in the United States pursuant to the Immigration Refo= and Control Act of 1986 and other applicable laws shall be employed in the perfo=ance of the work hereunder.
(3) All employees of COLLECTOR who have routine contact with the public shall be trained in customer service and shall conduct themselves in a helpful, courteous, efficient manner consistent with the CITY'S "Citizens First" Policies as provided to COLLECTOR by the CITY. The CITY shall have the right to monitor the perfo=ance of COLLECTOR'S employees at all times.

In the event that any employee is found to be discourteous or not to be properly performing the services required by this Agreement, COLLECTOR shall initiate necessary corrective measures.
l. COLLECTOR shall maintain full and complete books of account and other records showing all business transacted in connection with this Service Agreement including but not limited to records of all special monthly collections, receipts, expenses, profits, supporting statements and vouchers, balance sheets, profit and loss statements, and other documents, accurately reflecting and showing all business of the COLLECTOR. All such books and records shall be subject to audit and inspection at any and all reasonable times by the CITY and its authorized officers, agents, or employees, and shall be made available at said office for such inspection or audit at any and all reasonable times upon written request or demand of the CITY Attorney, CITY'S independent Auditor, Manager, or Engineering and Transportation Director no less than two (2) business days in advance. 7 #9..
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m. (1)
.•.. _. ,--'
COLLECTOR shall provide the CITY annually, not later than one hundred twenty (120) days after the end of the fiscal year ending June 30th, with five (5) copies of an annual balance sheet and profit and loss statement. The annual financial statement shall include a separate description of costs and revenues resulting from residential/commercial garbage/recyclables, containerized yard waste, detachable container, drop box, recycling and salvage operations hereunder and shall encompass cumulative data from the monthly statistical reports required by Section x, subsection (4), below.

Financial statements submitted by the COLLECTOR to the CITY shall be regarded by the CITY as confidential financial records of the COLLECTOR, and shall not be released as a public record for inspection by any party other than authorized CITY officers, agents, or employees, unless requested in accordance with the provisions of the Public.Records Act. (2) The CITY may require COLLECTOR to provide a complete financial audit prepared by a Certified Public Accountant with his or her opinion attached thereto and such other financial information deemed necessary by the CITY when considering a request for maximum rate adjustments. Such audit shall be an allowable expense recoverable by COLLECTOR in its rates. (3) COLLECTOR shall submit to CITY at its request, which shall not be more than annually: (1) a reviewed balance statement of its parent company, prepared in accordance with Generally Accepted Accounting Principles (GAAP), prepared by an independent certified accountant, and (2) all public financial reports required to be filed by Bertolotti Disposal Services, Inc., with the federal Securities Exchange Commission.
(4) COLLECTOR may utilize services provided by affiliates provided that (1) COLLECTOR identifies all such expense items and (2) the cost of such services do not exceed the market rate charged by unrelated third parties for similar services. If such an allowed item of expense is questioned by CITY, COLLECTOR must submit proof that the item is reasonable. n. COLLECTOR shall collect and remove from any and all customer premises, not later than twenty-four (24) hours after notice, demand or request, any and all garbage/ recyclables and containerized yard waste which COLLECTOR shall have failed to collect and remove at the regularly scheduled time. The customer's failure to 'place garbage/recyclables and containerized yard waste for collection at the regularly scheduled time and place shall not be deemed a missed collection. 8 #9..
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o. COLLECTOR shall collect garbagelrecyclables and containerized yard waste at least once each calendar week, Mondays through Fridays, for residential collections, and on Mondays through Saturdays for co=ercial and industrial collections.

COLLECTOR shall, at no additional charge, provide special pickup procedures beyond the normal services described herein to customers who are unable to place their containers out for collection due to physical handicap or disability as determined by a site visit and/or reasonable investigations, and authorized by CITY'S Engineering and Transportation Director.
(1) For purposes of such collection, COLLECTOR shall divide the CITY into collection routes. Such collection routes shall be each wholly within the CITY limits, and shall be approved by the Engineering and Transportation Director. Upon approval of the proposed routes by the Engineering and Transportation Director, COLLECTOR shall prepare route books or other route documents or a route database which shall indicate the address of each service, number of containers, frequency of collection, and such other pertinent information as the Engineering and Transportation Director may reqUITe. COLLECTOR shall keep route books/route data up to date at all times.
(2) COLLECTOR shall give reasonable written notice to the general public as to the days and times for collection on each route. No changes in collection schedules shall be made without the approval of the Engineering and Transportation Director and reasonable written notice thereof by COLLECTOR to the affected customer. The notice shall include the day or days of the week upon which collection will occur, the name, address, and telephone number of COLLECTOR, and other reasonable information deemed necessary by the CITY.
(3) COLLECTOR is not required to make collections on Sundays or .legal holidays observed by the CITY. COLLECTOR may arrange with co=ercial and industrial customers for Sunday and holiday collections, however. Scheduled collections not made on legal holidays shall be made within twenty-four (24) hours, Sundays excepted.
p. The COLLECTOR shall make garbage collection service available on request to all schools, public agencies, institutions, and other nonresidential premises at the same rates established for business locations, except that COLLECTOR shall provide such services at all facilities as shown in Exhibit A, owned/operated by the CITY of Modesto at no direct charge. In special cases where unusual quantities ofmaterials, special types of materials, or special methods of handling and/or disposing are required, the Engineering and Transportation Director may permit independent arrangements between COLLECTOR and the special customer. 9 #9..
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q. COLLECTOR shall furnish, to all residential customers, a black standard sixty (60) gallon or ninety (90) gallon automated collection container for the collection of garbage/recyc1ables, and a dark green standard sixty (60) gallon or ninety (90) gallon automated collection container for the collection of containerized yard waste.

COLLECTOR shall be responsible for the general repair and upkeep of all the standard automated collection containers furnished to the residential customers.

Containers shall be kept in serviceable condition at all times. (1) Upon consultation with COLLECTOR, if the Engineering and Transportation Director makes a reasonable determination that it is necessary for public information purposes to affix a sticker with instructions on either container or provide another form of notification or public education, to improve the efficiency of either program or to prevent contamination of materials being collected, COLLECTOR shall perform this task at COLLECTOR's expense. (2) When notified ofthe theft of a container, or destruction of a container through an action not the fault of the customer, and following receipt of a Police Report number from customer in the instance of a stolen container or Fire Department Report in the instance of a burned container, where such a Fire Department Report is available, COLLECTOR shall replace the stolen or destroyed container by no later than the customer's next collection day at no cost to the customer or CITY.
(3) COLLECTOR shall have approved detachable containers for apartment, commercial, business and industrial services on a rental basis. COLLECTOR shall be responsible for the general repair and upkeep of all detachable containers. Containers shall be kept in serviceable condition at all times.

COLLECTOR shall provide detachable container cleaning service at a rate approved by the Engineering and Transportation Director. (4) Detachable containers shall be metal and so constructed that no liquid can leak from said containers. However, containers made of materials other than metal may be proposed by COLLECTOR for the approval of the Engineering and Transportation Director during the term of this Service Agreement. No materials may be substituted without prior approval.
(5) Within 45 days of a written request from CITY, COLLECTOR shall submit a plan subject to approval by CITY, detailing how yard waste collection services shall be provided to multi-family dwelling units, businesses, institutions, and other customers with detachable container and/or drop box service, including a cost proposal.Engineering and Transportation Director. 10 .' ."~
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r. COLLECTOR shall supply all occupants or premises in the COLLECTOR's service areas with printed info=ation cards approved by the Engineering and Transportation Director containing info=ation regarding amounts of garbage/recyclables and containerized yard waste which will be collected, complaint procedures, charges, regulations, and days of collection. The info=ation cards will also include the name, address, and telephone number of the COLLECTOR. Such cards shall be distributed as required by the Engineering and Transportation Director, and, in addition, upon request by occupants or owners of any premises and in advance of a change in collection day.
s. COLLECTOR shall not litter any premises or public property in making collections of garbage/recyclables and containerized yard waste, nor shall garbage/recyclables . and containerized yard waste be allowed to leak, blow, or fall from collection vehicles; however, if in spite of no=al precautions against spillage, litter is caused on any premises or public property, COLLECTOR shall immediately remove same and clean up the area of spillage. COLLECTOR shall equip every vehicle used for the collection or transportation of solid waste within the CITY with a broom, shovel, and other equipment as necessary to clean and pick up any debris deposited upon the streets, roads, highways, sidewalks, or private property by reason of the activity of COLLECTOR within the CITY. COLLECTOR shall, without delay, after removing garbage/recyclables and containerized yard waste from any container, replace the container in its designated position on the premises with covers closed on lidded containers, and shall repair or replace at its expense any containers damaged as a result of its handling thereof, no=al wear and tear excepted. (1) COLLECTOR shall close all gates after making collections and shall avoid crossing private or public planted areas and climbing or jumping over hedges and fences. Particular attention should also be given to the location of water meters, transfo=ers, guy wires, utility poles and irrigation structures.

COLLECTOR's personnel shall make all collections in a quiet and orderly manner, shall refrain from making unnecessary disturbances and noise, and shall be courteous and professional in all dealings with the public. If, for any reason, garbage/recyclables and containerized yard waste is not picked up, such as overweight container, not in container, etc., COLLECTOR shall attach a tag to the container explaining the reason therefor, and shall maintain a log or record of such refusals.
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(2) COLLECTOR shall strictly observe and protect the rights of privacy of customers. Info=ation identifYing the individual customers, or the composition or contents of a customer's garbage/recyclables and containerized yard waste, shall not, except upon order of a police officer who is properly identified as such, 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 by the customer. The rights accorded customers pursuant to this Section shall be in addition to any other privacy right accorded customers pursuant to Federal or State law. This provision shall not be construed to preclude COLLECTOR from participating in, or assisting in the preparation of waste characterization studies or waste stream analyses which may be required for the purposes/needs of CITY, or to comply with the requirements of the California Integrated Waste Management Act of 1989.
(3) Collection vehicles shall be operated safely at all times so as not to pose any hazard to school children going to or coming from school. No person shall collect solid waste from any location within two hundred feet (200') of a public or private elementary, junior high, or high school, where such school is shown on an official map of the city, as designated by the Engineering and Transportation Director, as said map shall be periodically updated, during the forty-five (45) minutes before the commencement of the regular school day and forty-five (45) minutes following the conclusion of the regular school day, where such locations are accessible to and used by children as routes to or from school. Notwithstanding the above restrictions, if, following an investigation, the Engineering and Transportation Director makes a determination that additional restrictions should be imposed on the collection of solid waste near a particular school based on the material circumstances as dete=ined by the investigation, COLLECTOR acknowledges that it has a duty to comply with these restrictions as a condition of this Service Agreement.
(4) COLLECTOR shall be responsible for any damage in excess of no=al wear and tear to the CITY's driving surfaces, whether or not paved, resulting from the illegal weight of, or any leakage or spillage of oils, fluids or solids by vehicles providing services under this agreement.
(5) COLLECTOR's collection vehicles shall be inspected as required by the California Highway Patrol and pursuant to the Department of Transportation regulations and operated in full compliance with the California Vehicle Code and this Service Agreement. COLLECTOR shall allow CITY to review inspection records at CITY's reasonable advance request. Vehicles shall be thoroughly washed and disinfected inside the collection body each day, or as 12 #9..
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approved by the Engineering and Transportation Director, and the exterior of each vehicle shall be cleaned and washed at least once a week. (6) COLLECTOR shall not hire or continue to employ any person as a collection vehicle operator if they fail for any reason to have, and/or maintain, a valid, unexpired, unsuspended Class "A" or "B" driver's license as required by the Department of Transportation and the California Highway Patrol as appropriate for the vehicle to be operated by such person. (7) COLLECTOR shall develop, maintain, and enforce a Vehicle Operator TraininglEvaluation program for its drivers who perfo= services under the te=s of this Agreement.
t. All equipment used for the collection and hauling of garbage shall be approved by the Engineering and Transportation Director and shall be so constructed and maintained as to prevent leakage, spillage, or overflow. Trucks shall not be loaded in excess of requirements of the California Vehicle Code.

All trucks and collection equipment shall be clearly identified by an assigned equipment number and with the fi= name and local telephone number affixed thereto. Collection trucks shall be painted white, or another color approved by the Engineering and Transportation Director, and shall be equipped with the safety devices and warning lights required by the California Vehicle Code.

All vehicles and equipment used in the collection of garbage, if kept within the boundaries of the CITY, shall, at all times when not in use in the collection of garbage, be kept on private property in the appropriate zone and not on streets or other public ways.
u. All garbage collection vehicles shall be well maintained, properly identified, painted, clean and in satisfactory mechanical condition. COLLECTOR shall institute a complete and comprehensive system of preventive maintenance on all vehicles and shall keep them lubricated and in good repair. Records in a fo= approved by the Engineering and Transportation Director to provide data on operating, maintenance and repair costs shall be kept on each piece of equipment. v. For purposes of this paragraph the following definitions apply:
(1) "Interruption of service" means:
(a) Any time period during which garbage/recyclables and containerized yard waste collection services by COLLECTOR are interrupted by a labor dispute and scheduled collections are discontinued or 13 #9..
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substantially reduced; or
(b) Any time period after notice by the CITY of the termination of the Service Agreement by reason of a breach or default by COLLECTOR and until other suitable equipment can reasonably be purchased or otherwise acquired by the CITY for such purpose.
(2) "Equipment" means any and all vehicles and equipment used by the COLLECTOR for the purpose of performing the services provided for in the Service Agreement at any time within the ninety (90) days immediately prior to the commencement of the interruption of service.
(3) "Payment for use" has the following meaning:
(a) In the case of equipment subject to a contract, "payment for use" shall mean any installment payment coming due under a contract for such equipment while the CITY is possessing and using such equipment pursuant to this paragraph during an interruption of service. Payment for use shall not be deemed to include any payment coming due under such contract either prior to, or after the expiration of, such period.

Payment for use shall be made by the CITY, from time to time, directly to the person or company to whom the payment is owed under the contract, and the making of such payment or payments shall constitute full compensation to all persons for the CITY's temporary use of such equipment.
(b) In the case of equipment not subject to a contract, "payment for use" shall mean the reasonable rental value of such equipment for such period of time during which the CITY possesses and uses such equipment pursuant to this paragraph during an interruption of service. Such payment shall, at termination of service interruption, be applied against any sums then owed to the CITY by
COLLECTOR, or, if none, shall be paid by the CITY to
COLLECTOR.
(4) "Contract" means any conditional sales contract, mortgage, encumbrance, lease, rental agreement, or other agreement which provides for retention of title to said equipment or grants a security interest therein, that may exist at the commencement of the interruption of service.
(5) "Notice" means written notification actually received by the person to be notified or mailed to him or her by registered or certified mail at the most recent address furnished by him or her to the CITY Clerk of the CITY of 14 #9..
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Modesto. As to the holder of a contract, the CITY shall be required to give notice only if the holder's identity is known to the CITY and the holder has furnished his or her address to said CITY Clerk.

In the event of an interruption of service, the CITY shall be entitled to have the temporary possession of all or any portion of the equipment of COLLECTOR on the condition that the CITY all, from time to time, make the payment for use as provided in Section v, Subsection (3), above. Upon taking such temporary possession, CITY shall forthwith give notice thereof to COLLECTOR and to the holder at that time, if any, of the contract on such equipment. Such temporary use shall not be deemed a breach of the te=s of any contract regarding said equipment, but it shall otherwise be subject to the te=s of such contract which are not in conflict herewith, except that the CITY shall not be required to make any payment other than the payment for use prescribed in Section v, Subsection (3), above. The CITY's payment for use prescribed in Section v, Subsection (3) shall be deemed to be compensation only for the temporary use of such equipment and the CITY shall not thereby acquire any ownership interest in such equipment.

So long as the CITY continues to make the payment for use of equipment when due or within ten (10) days thereafter, such equipment may be retained by the CITY and shall not be repossessed from the CITY. In the event the CITY fails to make a payment for use when due or within ten (10) days thereafter, the CITY's right to continued temporary use of such equipment shall cease, and possession of such equipment may be retaken by COLLECTOR or by the holder of any contract thereon.

At the expiration of the CITY's temporary possession of any such equipment, the CITY shall give written notice of such expiration to COLLECTOR and to the current holder, if any, of a contract on such equipment. In the event COLLECTOR shall fail to take possession of such equipment within ten (10) days after such notice, COLLECTOR shall be deemed to have abandoned such equipment and waived all interest therein, and the CITY shall be free to use and dispose of such equipment without liability or compensation to COLLECTOR, subject to the te=s of any contract that may then exist with regard to such equipment.

All equipment used by COLLECTOR for the purpose of performing the services provided for in this Service Agreement shall be solely owned by COLLECTOR except that COLLECTOR may, with the prior approval of the CITY Manager, enter into contracts as defined in Section v, Subsection (4), above, with respect to such equipment. All such contracts shall provide for 15 #9..
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temporary possession by the CITY as set forth herein and shall provide that such temporary possession shall not be deemed a breach of such contract. w. All vehicles and equipment used by COLLECTOR for the collection and hauling of garbage shall be solely owned by COLLECTOR, except that COLLECTOR may, with the prior approval ofthe CITY Manager, enter into conditional sales contracts, mortgages, encumbrances, leases, rental agreements, and other appropriate agreements for the purpose of purchasing, leasing or renting vehicles and equipment to be used in providing the services provided for in this Service Agreement. All such documents shall provide for temporary possession by the CITY as set forth in Section v, Subsection (5) above and shall provide that such temporary possession shall not be deemed a breach of the agreement.
x. l. COLLECTOR shall guarantee delivery to the Starrislaus Resource Recovery Facility ("SRRF"), 4040 Fink Road, Crows Landing, California, of all waste collected pursuant to the Service Agreement except as noted in the following paragraph.

Should the amount delivered by COLLECTOR to the SRRF fall below the historical average of weekly deliveries from CITY and County sources, CITY shall conduct an investigation of the cause of the tonnage reduction and shall, following consultation with COLLECTOR, determine what corrective actions, if any, shall be taken by COLLECTOR. Upon investigation and determination in its sole discretion that COLLECTOR has willfully failed to deliver all waste collected pursuant to this Service Agreement ("Delivery Default"), the CITY may impose damages as specified in Section x, Subsections 5 and 6 of this Agreement. Should the investigation determine that a diversion program or other activity conducted by the CITY pursuant to AB 939 is the cause of the reduction, the CITY and COLLECTOR agree to meet and determine whether adjustments should be made in the tonnage specified from CITY and County Sources. Wastes that are not acceptable for disposal at the Stanislaus Resource Recovery Facility (SRRF) shall be disposed of at the Fink Road Sanitary Landfill or other sarritary landfill areas as directed by the CITY, depending on the makeup of the waste. CITY further reserves the right to direct the collector to dispose of waste at an alternative facility at City's sole discretion. Disposal of garbage at all facilities will be in compliance with regulations in effect for the same as they now exist or may hereafter be amended.

2. Industrial garbage collected by COLLECTOR shall be lawfully disposed of or recycled in accordance with the provisions of Section 5-5.04 of the Modesto Municipal Code.
16 #9..
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3. Contamerized yard waste collected under the terms of this Agreement will be taken to the CITY's composting facility or such other locations as directed by the Engineering and Transportation Director. COLLECTOR shall be responsible for the removal of contaminants from the yard waste to an acceptable level as determined by the CITY. The cost of said removal, where reasonable and necessary as determined by the CITY, will be made a component of the maximum rate. The CITY reserves the right to reject or direct to alternative disposal any loads determined to be too contaminated to process.

4. On or before the end of each month, COLLECTOR shall furnish to CITY a certified statement verifYing the total number of tons of materials collected during the previous month by COLLECTOR under this Service Agreement, the number of materials separately disposed of at the Stanislaus Resource Recovery Facility, the Fink Road Landfill or other alternate disposal facility, whether or not such facility is or has been approved by CITY. Upon request of CITY, the COLLECTOR shaH provide documentation substantiating the monthly statement, including weigh slips or tickets.

5. For each ton of materials collected by COLLECTOR under this Service Agreement that COLLECTOR fails to deliver pursuant to Section x, Subsection 1 above.("Diverted Tons"), as demonstrated by weigh bills at such other facility or other evidence satisfactory to CITY, including reports of any such monitoring party described in Section x, Subsection 8 below ("Diversion Documentation"), COLLECTOR shall pay CITY within thirty days foHowing receipt of an invoice therefore from CITY, compensatory damages equal to all damages or other payment obligations CITY consequently directly or indirectly incurs under the Amended and Restated Service Agreement for the Supply and Acceptance of Solid Waste Among Stanislaus Waste Energy Company, the City of Modesto and the County of Stanislaus and related agreements (the "SRRF Service Agreement"), including, without limitation:
(1) an amount equal to payments for lost electricity revenues related to such tonnage shortfaH, as provided in Section 8.11(a) of the SRRF Service Agreement; and
(2) an amount equal to the lost Energy Credit, as defined in Section 8.11 (c) of the SRRF Service Agreement; and
(3) an amount equal to the lost tipping fee for the total tonnage of Diverted Tons not delivered by COLLECTOR as required under and 17 #9..
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in accordance with this Service Agreement.

6. In addition to compensatory damages, COLLECTOR acknowledges that SRRF generates less electricity revenue if the proj ected level of tonnage is not delivered to the SRRF and that CITY loses such revenue. COLLECTOR further acknowledges that CITY has consented to a third Service Agreement in consideration and reliance upon COLLECTOR's commitment and promise to provide disposal services at the SRRF. COLLECTOR further recognizes that in the event of a Delivery Default, CITY and its residents may suffer damages in addition to those compensatory damages described above and that it is and will be impracticable and extremely difficult to ascertain and determine the exact amount of such damages.

Therefore, COLLECTOR and CITY agree that in addition to the compensatory damages stipulated in Section x, Subsection 5, above, the following liquidated damages represent a reasonable estimate of the amount of such additional damages, considering all of the circumstances existing on the date hereto, including the relationship of the sums to the range of harm that reasonably could be anticipated and anticipation that proof of actual damages would be costly or inconvenient. In signing this Service Agreement, COLLECTOR and CITY each specifically warrants and represents that it has received independent legal advice from its attorneys or the opportunity to seek such advice and obtain an explanation of this liquidated damage provision at the time that this Service Agreement was made.

Within thirty days from delivery of written notice to COLLECTOR from CITY of a Delivery Default, COLLECTOR shall therefore pay as liquidated damages, in addition to the compensatory damages stipulated by this Service Agreement and not as a penalty, the sum of $1,000.00 for each day that COLLECTOR fails to deliver materials to the SRRF under the terms of this Service Agreement.

7. In the event of a Delivery Default, as demonstrated by Diversion Documentation, in addition to or in lieu of terminating this Service Agreement, assessing compensatory damages or exercising any of its other remedies at law or equity, including specific performance, CITY, in it sole discretion, may retain a third party to monitor COLLECTOR's subsequent disposal services and COLLECTOR shall reimburse CITY for its Direct Costs thereof, plus fifteen percent for overhead and administrative costs, within thirty days of CITY submitting an invoice to COLLECTOR for such costs. For the purposes of this section, "Direct Costs" means the sum of (I) 18 #9..
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weighted payroll costs directly related to the perfo=ance, or management or supervision of any obligation pursuant to the provisions hereof, comprised of compensationand fringe benefits, including vacation, sick leave, holidays, retirement, workers compensation insurance, deferred compensation, federal and state unemployment taxes and all medical and health insurance benefits, plus (2) the costs of materials, services, direct rental costs and supplies, plus (3) the reasonable costs of any payments to subcontractors necessary to and in connection with the perfo=ance hereunder, plus (4) any other cost or expense which is directly or normally associated with the task performed.

Direct Costs shall be substantiated by (1) a certificate signed by an authorized representative of CITY or his or her designee, as the case may be, setting forth the amount of such cost and the reason why such cost is properly chargeable to CITY and stating that such cost is an arms's length transaction and a competitive price, if there are competitive prices, for the service and materials supplied, and (2) if COLLECTOR requests, such additional backup documentation as may be available to reasonably substantiate any such Direct Cost, including invoices from suppliers and subcontractors.

COLLECTOR's liability to pay city any damages or customers any rebates shall survive the termination of the agreement.

8. Specific performance: COLLECTOR acknowledges that CITY's remedy of damages for a breach hereof by COLLECTOR may be inadequate for reasons including:
a. The urgency of timely, continuous and high-quality waste management service hereunder, including:

1. Collection and disposal of materials which may be putrescible and constitute a threat to public health, and

2. CITY's obligation to deliver guaranteed tonnage to the SRRF pursuant to the terms of the Amended and Restated Service Agreement for the Supply and Acceptance of Solid Waste
among Stanislaus Waste Energy Company, CITY and County
of Stanislaus (the "SRRF Service Agreement");
b. The long time and significant investment of money and personnel (both CITY staff and private consultants, including engineers, underwriters, bond counsel, financial advisors and contracts procurement counsel) required to procure, finance and re-finance the SRRF and the SRRF Service Agreement as the case may be; and 19 #9..
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..:..- ,. __ .,:..._ • .:.1. .•• '., ..:.. '. J_"-."'" ,,~ ,~ ' .~.: . ..; ... y .
c. CITY's reliance on COLLECTOR'S waste management experience, references and reputation for complying with the terms and provisions of its agreements;
Consequently, CITY shall be entitled to all available equitable remedies, including injunctive relief.

9. If any clause, sentence or provision of this Paragraph x or any subdivision thereof is determined to be invalid by any court of competent jurisdiction, such clause, sentence or provision shall not be severed from this Service Agreement, but either CITY or COLLECTOR, in its sale discretion, shall have the right to terminate this Agreement upon thirty days written notice thereofto the other party.

1. COLLECTOR shall furnish all labor and equipment required and make any and all modifications to its operations, equipment, or facilities, to sort out and recycle all materials placed in blue bags in the garbage/recyclables collection containers, including garbage/ recyclables collection containers at multifaruily units, subject to the following limitations:
(a) Materials shall be prepared by the residents for recycling as directed by the CITY in public education materials furnished to said residents by CITY;
(b) Materials shall be placed in blue, see-through recycling bags purchased by residents for the purpose of separating recyclables from household garbage.

To the extent the revenues from the sale of recyclables diverted from disposal by this method are less than the costs of sorting and selling such recyclables, the COLLECTOR may account for such excess as an allowable expense item, if determined by the CITY to be reasonable and necessary.

2. The CITY reserves the right to inspect COLLECTOR's vehicles and facilities without prior notice to ensure that such removal of blue bags and recycling of their contents is occurring.

3. Concurrent with the delivery of the yard waste containers to residents, COLLECTOR agrees to deliver an initial supply of blue recycling bags furnished by COLLECTOR/CITY, and promotional materials furnished by CITY, to each new customer.
20 #9..
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4. CITY and COLLECTOR agree to conduct ajoint analysis of the program to determine whether this method is performing adequately to meet the CITY's recycling goals. Should the analysis determine that the above method is not significantly increasing diversion of recyclables above the 2% levels attained in the curbside program, COLLECTOR and CITY agree to work together in a diligent effort to either improve diversion through promotion or other methods, or to develop an alternative method to attain the increased diversion. Should CITY determine that a change in recycling operations is required, the provisions of paragraph f(2) above shall apply.

Should the analysis show that this method of recycling is providing adequate, cost-effective diversion to meet co=unity needs and expectations, the benchmark tonnage to be recycled may be adjusted annually to reflect popUlation growth, technological breakthroughs, or other factors, as determined by the CITY upon consultation with COLLECTOR.

5. COLLECTOR shall file with the CITY written quarterly statistical reports, in a format approved by the CITY, no later than thirty (30) days following the end of each quarter, to report the quantities of recyclables being diverted from the City of Modesto. Reports shaH be sent to the Solid Waste Program Manager or their designee, at P. O. Box 642, Modesto, California, 95353.

The reports shaH include monthly volumes ·diverted for aluminum cans, bimetal/steel cans, PET plastic, glass, newspaper, cardboard, magazines, and other recyclables as determined by the Engineering and Transportation Director. Such reports may be subject to field audits and reviews as deemed necessary by the CITY.

6. COLLECTOR shaH provide reasonable public access to its facility where recyclable materials may be dropped off and where used motor oil may be deposited for recycling.

7. Pursuant to this Service Agreement, COLLECTOR shall coHect and remove for recycling used motor oil that has been placed at the curb of the public street fronting on aH single family residences and from designated locations near multi-family dweHings in an approved container on the scheduled service day. COLLECTOR shaH also replace each one (1) gallon container coHected with a clean container furnished by the CITY. COLLECTOR shall file with the CITY written quarterly statistical reports, no later than thirty (30) days following the end of each quarter, to report the volumes of oil being diverted. Pursuant to the terms and conditions of its Used Motor Oil Block Grants and Used Motor Oil Opportunity Grants, CITY shall use Grant funds to reimburse COLLECTOR for all reasonable costs associated with providing used motor oil collection services as agreed to by CITY. 21 #9..
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__ , __ ,_ . .. ,_ _"· __ M.,_· __ ·_··_· __ -'_. ____ -;-. ___ '.

Such grant funded collection shall continue at a minimum through June 30, 2002. In the event that no further grant funding is received to continue the program past that date, CITY shall notify COLLECTOR a minimum of ninety (90) days prior to the expiration of grant funding to discuss alternative funding of the program, including, but not limited to, a potential charge on the refuse collection fees, and/or termination of the curbside oil collection program.

8. Twice per year, COLLECTOR shall provide five (5) bins for the collection of telephone books for recycling, at CITY'S request. The number, placement, and size of the bins shall be as determined by CITY. COL!--ECTOR shall also accept telephone books at its transfer stations, and shall make a concerted effort to separate telephone books from the commingled garbage/recyclables waste stream. COLLECTOR shall assist CITY in promoting telephone book recycling.

9. COLLECTOR shall provide the equivalent of 800 cubic yards of detachable container/drop box collection and transportation service, including all disposal fees for community and special events, each calendar year as directed by CITY, upon prior consultation with COLLECTOR.

10. COLLECTOR will make available to CITY its facilities for the purpose of conducting waste sorts and will assist CITY in and provide requested waste type/volume information to CITY for the purpose of conducting/preparing waste characterization studies for CITY solid waste planning. COLLECTOR shall not be responsible to indemnify or insure the CITY or any CITY employee, contract employee, and/or volunteer while at COLLECTOR'S facility during waste characterization activity.

11. COLLECTOR shall provide on-call, twice a year bulky item collection services to each single family residence in the City, at CITY'S direction. z. COLLECTOR shall file with the CITY Clerk and maintain during the term of this Service Agreement a corporate surety bond or other form of security satisfactory to the CITY Attorney. The initial amount of this security shall be in the sum of Two Hundred Thousand and no/lOOths ($200,000.00) Dollars to secure said performance.

The amount of said security shall be reviewed annually by CITY on the anniversary date of this Agreement, and shall be increased by Sixty Thousand and no/lOOths ($60,000.00) Dollars for each additional One Thousand (1,000) increase in COLLECTOR'S customer base. Subject to the above requirements for increases in the bond amounts due to increases in the customer base, the performance bond requirements may be met by a bond which is effective for a minimum of three years 22 #9..
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if three months prior to the expiration of that bond, the CITY receives from the surety a letter of commitment that another perfo=ance bond will be issued to become effective immediately upon expiration of the prior perfo=ance bond. Provision of such bond is a material covenant of this Agreement. The cost of a surety bond or other fo= of security required under this provision may be an allowable expense in COLLECTOR's rates in accordance with exiting CITY cost accounting practices. aa. COLLECTOR agrees, in connection with the perfo=ance of all operations under or pursuant to this Service Agreement, to be an Equal Opporhmity Employer and to refrain from discrimination against any employee or applicant for employment because of race, creed, color, national origin, sex, age, or handicap.

1. COLLECTOR agrees that it will undertake a program to ensure that no person shall on the grounds of race, creed, color, national origin, sex, age, or handicap be excluded from participating in any employment activities or opporhmities. COLLECTOR shall ensure that seniority practices, job classifications, work assignments, and other personnel practices, including employment reduction actions, do not have a discriminatory effect by continually monitoring all personnel and employment-related activities to ensure that the equal employment opporhmity actions required by this Service Agreement are being carried out.

2. COLLECTOR agrees to ensure and maintain a working environment free of harassment, intimidation, and coercion at all job locations and in all facilities where COLLECTOR's employees are assigned to work. shall specifically ensure that all foremen and forewomen, superintendents,. and other on-site supervisory personnel are aware of and carry out the COLLECTOR's obligation to maintairi such a working environment.

3. In the event of breach of any of the above nondiscrimination, equal opporhmity, or similar covenants, the Council of the CITY of Modesto shall have the right to revoke this Service Agreement in accordance with the provisions of Section 5-5.33 of the Modesto Municipal Code. abo COLLECTOR and CITY shall cooperate, on such te=s as shall be agreed upon, to support, develop, publicize, expand, and promote the concept and benefits of recycling and compo sting by any reasonable and effective methods. COLLECTOR shall reimburse CITY for its reasonable expenses and mailing costs whenever CITY determines, after consultation with COLLECTOR, that it is in the best interest of the recycling/yard waste collection programs to distribute info=ation and promotional materials to COLLECTOR's customers.

Promotional assistance shall also include, but not be limited to, allowing access for 23 #9..
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tours of facilities by the public/elected officials, supplying "props" and locations for filming of public educational pieces, and other assistance as determined by the CITY.

Tours and/or access shall be limited to areas of operations that are non-proprietary as determined by COLLECTOR. COLLECTOR shall not be responsible to indemnify or insure the CITY or any CITY employee, contract employee, and/or volunteer while at COLLECTOR'S facility during these activities. ac. COLLECTOR shall comply with the IndemnificationlInsurance requirements set forth in Exhibit B, and shall reimburse each of the City's other two service providers for an amount equal to the interest on the difference between the one-half(l/2) of the Two Hundred Twenty Four Thousand Dollar ($224,000) premium for the three year Hazardous Substances Insurance policy required by the CITY that was actually paid by each of the other two service providers, said one-half (1/2) being One Hundred and Twelve Thousand Dollars ($112,000), and what each collector would have paid for one-third (1/3) of the said policy, said one-third (1/3) being Seventy Four Thousand Six Hundred and Sixty Six Dollars ($74,666). COLLECTOR agrees to reimburse said interest amounts of Two Thousand Dollars ($2,000) to Gilton Solid Waste Management, and Two Thousand Dollars ($2,000) to Waste ManagementIModesto Disposal by no later than September 30, 2001. Going forward, COLLECTOR will reimburse CITY per Exhibit B for one-third (1 /3) of such Hazardous Substances Insurance policies as required by Exhibit B. ad. AB 939 Compliance. The scope of this Service Agreement results in the CITY relying on COLLECTOR to implement programs that enable the CITY to meet State mandated diversion goals. COLLECTOR agrees to protect, defend, with counsel approved by CITY, and indemnify CITY against all fines or penalties imposed by the California Integrated Waste Management Board in the event the disposal reduction and diversion mandates or any other requirement of the Integrated Waste Management Act of 1989 as amended, are not met by CITY with respect to the waste stream collected in respective service areas under this Service Agreement, and such failure to meet said mandates has been occasioned by the material failure of COLLECTOR to perform as required and directed by this Service Agreement.

Federal, State, or local laws enacted after the effective date of this Service Agreement that impact the COLLECTOR's ability to achieve AB 939 goals, shall be taken into 24 #9..
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consideration by the City Council in the event any goals addressed herein, are not achieved. The indemnification and defense provisions contained herein shall not apply if CITY fails to carry out its statutory duties imposed by AB 939 (Public Resources Code Section 40000 et. seq.), as it may, from time to time, be amended. ae. The te=s used in this agreement shall be as defined in Section 5-5.03 of the Modesto Municipal Code.
af. I. No official, officer, or employee of the CITY during his or her tenure or one year thereafter shall have any interest, direct or indirect, in this Agreement or the proceeds thereof.

2. COLLECTOR acknowledges that its obligations to provide services under the Agreement are personal in nature, and that the identification of key personnel responsible for assuring complete and timely perfo=ance of COLLECTOR's services was a significant factor in the CITY's consent to a third Service Agreement and execution of this Service Agreement with COLLECTOR.

Key positions include the COLLECTOR's general manager and Integrated Waste Management Act coordinator, and the local corporate representatives of Bertolotti Disposal. The COLLECTOR promptly shall notify the CITY of any replacement of such key personnel prior to affecting such replacement.

On or before the expiration of six months after the date of such notification, the CITY reasonably may request a substitute or substitutes, which request shall be honored by the COLLECTOR wjthin a reasonable period of time after such request, but in no event later than six months after such request.

3. COLLECTOR shall immediately notify CITY if any of the following have a criminal conviction, criminal restraining order, or fme from a court, public entity, municipality or regulatory agency of competent jurisdiction with respect to the events listed in Section af, Subsection 4, below, or make an admission of guilt with respect thereto:
(a) COLLECTOR;
(b) Any of COLLECTOR's officers, directors or administrative or management employees;
(c) Any corporation having an ownership interest in COLLECTOR, including regional holding company, or any of its officers, directors, or administrative or management employees directly or indirectly responsible for administration and management of COLLECTOR; (d) Bertolotti Disposal Services, Inc. or any of its administrative or 25 #9..
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· ' .. ... ~ ..... -" ..... ,."-... , "- "';" .. --, ..•.... , .. .•....•. " ... _ .• '. ---"-....... .--. __ .. . management employees directly or indirectly responsible for administration and management of COLLECTOR;

4. Events requiring COLLECTOR to notify CITY pursuant to Section af, Subsection 3, above shall include the following:
(a) Fraud or a criminal offense in connection with obtaining, attempting to obtain, procuring or performing a public or private agreement, including this Service Agreement; or
(b) Bribery or attempting to bribe a public officer or employee of a local, state, or federal agency in that officer or director's or COLLECTOR's . employee's official capacity; or
(c ) Embezzlement, extortion, racketeering, false claims, false statements, forgery, falsification or destruction of records, obstruction of justice, receiving stolen property, theft, or misprision (failure to disclose) of a felony; or ,
(d) Unlawful (criminal) disposal of hazardous or designated waste by COLLECTOR; or
(e) Violation of antitrust laws or unfair trade practices, or conspiracy to . eliminate competition or to inflate waste collection, hauling or disposal fees.

Upon the occurrence of such events or circumstances with respect to COLLECTOR, CITY, in its sole discretion, may te=inate this Service Agreement upon thirty days written notice to COLLECTOR, or may impose such other sanctions (which may include financial sanctions, temporary suspensions or any other condition deemed appropriate short of termination) as it shall deem proper. Upon occurrence of such events or circumstances with respect to any corporation having an ownership interest in COLLECTOR or with respect to Bertolotti Disposal Services, Inc. and those persons described in Section af, Subsections 3 (c) and (d) above, the CITY may terminate this Service Agreement following thirty days written notice to COLLECTOR if COLLECTOR does not take action to remove the applicable officer, director or employee from his or her office or employment, and other office or employment, as the case may be with Related Parties, as described in Section af, Subsections 3 (b) and (c) above, and any position of influence and responsibility within such thirty day period. ago COLLECTOR hereby agrees and understands that the provisions ofMMC Section 26 #9..
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'.'.' _. ~~ ... , '-.-.,,, -~ .. , .... -., . ..... _., , .... _-'--_ ...... _ .... : .. . -" --, " ,~- --. 5-5.32 are incmporated as though set forth here in full, and that in addition to all of the proscriptions and requirements of that Ordinance, it shall be for a good and sufficient reason and in the public interest for the City Council to deny any assignment or other transfer of this agreement to any person or entity of any type having any financial interest in or legal or practical control over collector. ab. The provisions of this Service Agreement shall be binding upon and inure to the benefit of the parties and to each party's respective heirs, legal representatives, successors and assigns, including without limitation any acquiring parent company or subsidiary of such parent company or COLLECTOR.
aI. Each party warrants and represents that in executing this Service Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice.
aJ. Headings or captions to the provisions of this Service Agreement are solely for the convenience of the parties, are not part ofthis Service Agreement, and shall not be used to interpret or determine the validity of this Service Agreement. Any ambiguity in this Service Agreement shall not be construed against the drafter, but rather the te=s and provisions hereof shall be given a reasonable interpretation as if both parties had in fact drafted this Service Agreement.
ak. Any and all notices required to be given under the provisions of this Agreement shall be given in writing and delivered personally or by deposit in the United States mail, postage paid and addressed as follows:

TO CITY

TO COLLECTOR
Director of Engineering and Transportation
CITY of Modesto
PO. Box 642
801 Eleventh Street
Modesto, California 95353
Bertolotti Disposal, Inc.

Post Office Box 127
Ceres, California 95307
or at such other addresses as the parties may file with each other for such purposes.

Notices, invoices and other correspondence hereunder shall be deemed received on the day following mailing by certified mail.
al. This agreement shall go into effect and be in full force and operation on September 18,2001.
27 #9..
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·~· • . : .. o .• ,.-_ ,
IN WITNESS WHEREOF, the parties have signed this
Agreement
thiS 18tb day of September 2001
Res. 2001-465

JACK CRIST, CITY MANAGER
COLLECTOR*
By pJ ?:> Jdit-;
ATTEST:

BY~Z~
ZARR, ClnC
~ CLERK
(SEAL)
APPR
APPROVED AS TO RISK MANAGEMENT FORM:
"'B)( --'-'l:--[ ===~~~::::::: =: ===~------- DONALD N. NORRIS, RISK MANAGER *Corporations - signature of two (2) officers required or one (1) officer plus corporate seal.

Partnership - signature of a partner required
Sole Proprietorship - signature of proprietor required
28 #9..
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""_., ., ..... -.~ _.- .. '.. . ..•...... --:.-.. ,-. ..: ... .. .--'~' -- EXBlBIT A - CITY FACILITIES

1. City Hall - Modesto Disposal

2. Police Department - Modesto Disposal

3. Legion Hall- Gilton Solid Waste

4. Airport Administration Building - Gillon Solid Waste

5. City Corporation Yard - Bertolotti Disposal

6. Wastewater Treatment Plants (primary and Secondary, including Compost Facility) - Bertolotti Disposal
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Attorney, the COLLECTOR shall appear in and defend the CITY and its officers, employees, and agents in any claims or actions, whether judicial, administrative, or otherwise arising out of the exercise of this Service Agreement. The COLLECTOR shall thoroughly investigate any and all claims and indemnify the CITY and do whatever is necessary to protect the CITY, its officers, employees, agents, and representatives as to any such claims, lawsuits, liabilities, expenses, or damages. (2). Indemnification of COLLECTOR. The CITY shall indemnify, defend and hold the COLLECTOR, its affiliates and their respective officers, directors, employees, and shareholders harmless from and against any and all liabilities, losses, damages, claims, actions, causes of action, costs, and expenses (including reasonable attorney's fees) arising from or in any manner related to the sole negligence or willful acts of the CITY, its officers, employees, agents, or contractors.

B. INSURANCE REQUIREMENTS
(1). Minimum Coverages - The COLLECTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY by certified mail, return receipt requested, for all ofthe following state insurance policies. (a). Workers' Compensation - In compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $500,000.

BERTAGT.WPD6.12.01-NEW DRAFT 9/11/01
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........... -. --~-' .-....•..• _. __ .... _--_ .. __ .. -.... ~-- -_._' ..... -. . . .. " --------' .. _----_., •. _---------_ ...... __ .

EXHIBIT B - INDEMNIFICATIONIINSURANCE PROVISIONS
A. HOLD HARMLESS AND INDEMNIFICATION.
(1). Indemnification of CITY. COLLECTOR agrees that it shall protect, defend with counsel approved by CITY, indemnifY, and hold harmless CITY, its officials, officers, employees, representatives, volunteers, and agents from and against any and all losses, liabilities, fines, penalties, claims, damages of whatsoever nature, or judgments, including attorneys fees, arising out of or resulting from the CITY's grant of this Service Agreement to COLLECTOR or from COLLECTOR's exercise of this Service Agreement or omissions of COLLECTOR, its agents, employees, and subcontractors and employees thereof in connection with the perfonnance or nonperformance of this Service Agreement. Subject to the scope of this indemnification and upon demand of the CITY, made by and through the City Attorney, the COLLECTOR shall appear in and defend the CITY and its officers, employees, and agents in any claims or actions, whether judicial, administrative, or otherwise arising out of the exercise of this Service Agreement. The COLLECTOR shall thoroughly investigate any and all claims and indemnifY the CITY and do whatever is necessary to protect the CITY, its officers, employees, agents, and representatives as to any such claims, lawsuits, liabilities, expenses, or damages. (2). Indemnification of COLLECTOR. The CITY shall indemnifY, defend and hold the COLLECTOR, its affiliates and their respective officers, directors, employees, and shareholders harmless from and against any and all liabilities, losses, damages, claims, actions, causes of action, costs, and expenses (including reasonable attorney's fees) arising from or in any manner related to the sole negligence or willful acts of the CITY, its officers, employees, agents, or contractors.

B. INSURANCE REQUIREMENTS
(1). Minimum Coverages - The COLLECTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY by certified mail, return receipt requested, for all of the following state insurance policies. (a). Workers' Compensation - In compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $500,000.

BERTAGT. WPD6.12.0 I-NEW DRAFT 9/1J/Ol
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-.~-"-.: -
Collector agrees to reimburse City for such insurance as may be provided by insurance company suitable to the City's Risk Manager within thirty (30) days after acquisition of such insurance by City.
(2) Other Provisions - If at any time any of said policies required by subsections B (1) (a), (b), or (c), above, shall be unsatisfactory to the CITY, as to fo= or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the COLLECTOR shall promptly obtain a new policy, submit the same to Risk Manager for approval, such approval not to be unreasonably withheld, and submit a certificate thereof as herein above provided. Upon failure of the COLLECTOR to furnish, . deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the CITY, may be forthwith declared suspended, or terminated.

Failure of the COLLECTOR to obtain and/or maintain any required insurance shall not relieve the COLLECTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the COLLECTOR conceming indemnification. The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by COLLECTOR for the CITY. The COLLECTOR's insurance policy(ies) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of AVII or with approval of the Risk Manager.

COLLECTOR shall either require any subcontractor to procure and to maintain during the te= of the subcontract all insurance in the amounts specified above, or shall insure the activities of subcontractors in the policy specified above. The limits of liability required may vary, depending on the type of permit or contract.

BERTAGTWPD6.12.01-NEW DRAFT
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Managing Tomorrow’s Resources Today
590 Ygnacio Valley Road, Suite 105 John W. Farnkopf, PE Walnut Creek, California 94596 Laith B. Ezzet, CMC
Telephone: 925/977-6950 Richard J. Simonson
www.hfh-consultants.com Marva M. Sheehan, CPA
Robert C. Hilton
April 17, 2024
Rosene Nguyen
Integrated Waste Program Manager
Public Works
1010 10th Street
Modesto, CA 95354
Subject: City of Modesto 2023 Solid Waste Financial Review and Rate Analysis Dear Rosene Nguyen:

The City of Modesto (City) requested HF&H Consultants, LLC (HF&H) review the annual rate adjustment methodology and related operational and financial documentation for its two franchised solid waste haulers to provide recommendations to modify the rate adjustment methodology. This report provides a summary of our findings and recommendations and is structured into the following sections:

1. Executive Summary

2. HF&H Review and Analysis

3. HF&H Findings

4. HF&H Recommendations

5. Conclusion

EXECUTIVE SUMMARY
The City of Modesto’s residents and businesses have solid waste collection service from either Bertolotti Modesto Disposal Inc. (Bertolotti) and Gilton Solid Waste Management Inc. (Gilton) (collectively the “Haulers”). The City requested HF&H to conduct an analysis of the Haulers’ collection operations, costs, and the current rate setting methodology in order to provide recommendations to modify the rate adjustment methodology. The City was concerned about both the accuracy of and allocation of the Hauler’s costs to service the City’s residents and businesses.

Due to the narrow reporting requirements for the Haulers under the current franchise agreements, there was limited information available to be reviewed. Some information required multiple requests and conversations with the Haulers to clarify the information aligned with the request. Therefore, HF&H determined a scope of work that best met the City’s needs and the information available. ▪ HF&H reviewed each Hauler’s audited financial information for the most recently completed fiscal year and the annual rate adjustment application used to set current rates. We also reviewed the standard rate adjustment methodology to understand the mechanisms with which the annual rates are calculated.
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Managing Tomorrow’s Resources Today
Rosene Nguyen
April 17, 2024

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Finance CommitteeApril 27, 2026

Finance Committee
April 27, 2026