Pleasanton City Council
April 15, 2025

April 1, 2025 34 City of Pleasanton/GreenWaste Recovery, LLC D Contractor Reimbursement for Use of Additional Resources. In the event of a declaration of an emergency, 1317 should Contractor provide, upon the City’s request, additional equipment, vehicles, and/or personnel beyond 1318 that normally performing S ervices under this Agreement, for use by Contractor in conducting emergency 1319 operations under the City ’s direction, Contractor may submit to the City detailed records of specific, 1320 additional, and reasonable costs and expenses borne by Contractor in providing such additional resources. 1321 The City shall reimburse Contractor for such documented, reasonable expenses within ninety (90) Days after 1322 the City receives State and/or Federal emergency agency reimbursement specific to these expenses. Should 1323 such State and/or Federal reimbursement not occur within five hundred and forty (540) Days after 1324 Contractor’s complete submission as verified by the City, Contractor may seek compensation under the terms 1325 of this Agreement. Contractor shall promptly cooperate with the City , State and/or Federal reporting and 1326 documentation requirements related to a request for reimbursement. Contractor shall further comply with 1327 all applicable Federal, State, or local funding and accounting requirements that may apply to expenses that 1328 will be reimbursed upon notice of the same from the City. 1329 E. Disaster Waivers. In the event of a disaster, the City may grant Contractor a waiver of some or all Processing 1330 requirements under this Agreement and 14 CCR, Division 7, Chapter 12, Article 3 in the disaster-affected areas 1331 for the duration of the waiver, provided that such waiver has been approved by CalRecycle. Any resulting 1332 changes in Processing requirements shall be addressed as a change in scope in accordance with Section 2.3. 1333

6.11 Alternative Facilities 1334
A. Contractor-Initiated Change in Facility. Contractor may change its selection of one or more of the Approved 1335 Facilities following the City’s written approval, of which may not be unreasonably withheld, but Contractor 1336 shall not be compensated for any increased Transportation, and Processing costs. Contractor shall bear any 1337 increased Transportation, and Processing costs associated with a Contractor-initiated change in the Approved 1338 Facility(ies) including additional costs related to the Franchise d Collector’s Transportation of Recyclable 1339 Materials to the alternative Facility (ies). In such case, Contractor shall guarantee the same Recovered 1340 Materials Revenue Payment specified in Section 7.6 or shall increase the Recovered Materials Revenue 1341 Payment associated with the use of Recyclable Materials Processing Facility(ies) different from the Approved 1342 Facilities. If Contractor elects to use a Recyclable Materials Processing Facility(ies) that is different than 1343 Approved Facility(ies), it shall request written approval from the City sixty (60) Days prior to use of such site 1344 and obtain the City’s written approval no later than ten (10) Days prior to use of the site, if any. 1345 B. Inability to Use Approved Facilities. If Contractor is unable to use an Approved Facility due to an emergency 1346 or sudden unforeseen closure of the F acility, Contractor may use an alternative F acility provided that 1347 Contractor provides verbal and written notice to the City and receives written approval from the City at least 1348 twenty-four (24) hours prior to the use of an alternative F acility. Contractor’s written notice shall include a 1349 description of the reasons the Approved Facility is not feasible and the period of time Contractor proposes to 1350 use the alternative Facility. Unless the use of an alternative Facility is due to an Uncontrollable Circumstance, 1351 Contractor shall: (i) not be compensated for any increased Transportation, and Processing costs; (ii) guarantee 1352 the same Recovered Materials Revenue Payment specified in Section 7.6 or shall increase the Recovered 1353 Materials Revenue Payment associated with the use of Facility(ies) different from the Approved Facility(ies); 1354 and (iii) compensate the City or Franchised Collector (as directed by the City) for additional costs related to 1355 the Franchised Collector’s Transportation of Recyclable Materials to the alternative Facility(ies). 1356 C. Pre-Approved Alternate Emergency Processing Facility(ies). As of the Commencement Date, the City has 1357 approved each of the Recyclable Materials Processing Facilities listed below to be used by Contractor as 1358 alternative Facility subject to the provisions of Sections 6.11.A and 6.11.B above. Contractor may request, in 1359 writing, for the City’s pre-approval of additional Recyclable Materials Processing Facilities. 1360 1361

April 1, 2025 35 City of Pleasanton/GreenWaste Recovery, LLC Facility Name Owner/Operator Location

6.12 Allocation Method 1362
Contractor shall develop a method of allocating Recyclable Materials by material type and allocating Processing 1363 Residue to the City. The allocation method shall be the same as that used to report Solid Waste Disposal to the State 1364 or a method reviewed and approved by the City . Reports including Tonnage allocations shall be certified by an 1365 authorized Person or officer of that Approved Facility and submitted to the City in accordance with Exhibit A. 1366 Periodically, Contractor shall review its Marketing records to calculate the volume of Recyclable Materials received 1367 at the Approved Recyclable Materials Processing Facilit y and Recovered Materials M arketed to determine the 1368 percentage of various Recyclable Materials (e.g., glass, newspaper, cardboard, PET, HDPE, aluminum, etc.) and the 1369 City’s Residue level. The percentages determined from the review of Marketing records shall be used to allocate the 1370 total Tonnage of Recyclable Materials into various categories of Recovered Materials and Residue. 1371

6.13 Insurance, Indemnifications, and Performance Standards 1372 If Contractor (i) uses an Affiliate or Subcontractor for Services required to be provided by Contractor hereunder 1373 related to Recyclable Materials Acceptance, Processing, Diversion, and Marketing, or (ii) enters into any contract, 1374 agreement or understanding with an Affiliate or third party for services required to be provided by Contractor 1375 hereunder related to Recyclable Materials Acceptance, Processing, Diversion, and Marketing, Contractor shall 1376 provide that terms and conditions (such as insurance requirements, indemnifications, Acceptance, Processing, 1377 Marketing performance, Maximum Vehicle Turnaround Time guarantee, Residue level guarantees) of any such 1378 contract, agreement, or other understanding Contractor has with such Affiliate or third party that can be enforced 1379 by the City as an additional insured or third party beneficiary thereof in the same manner provided in Article 10 and 1380 in a manner reasonably satisfactory to the City. 1381
If Contractor, an Affiliate, or Subcontractor O wns or operates the Approved Facilities, Contractor shall include the 1382 City as an additional insured on liability policies and defend and indemnify the City in the manner set forth in Sections 1383

10.1, 10.2, and 10.3, as satisfactory to the City. 1384 Contractor shall demonstrate compliance with the requirements of this paragraph on or before the Commencement 1385 Date of this Agreement. 1386

April 1, 2025 36 City of Pleasanton/GreenWaste Recovery, LLC

6.14 Compliance with Applicable Law 1387
Contractor (or its Affiliate or Subcontractor(s)) warrants throughout the Term that the Approved Facilities selected 1388 by Contractor are respectively authorized and P ermitted to A ccept Recyclable Materials in accordance with 1389 Applicable Law and are in full compliance with Applicable Law . Contractor shall: (1) verify compliance for the 1390 Approved Facilities (that neither it nor its Affiliates O wn) by contacting the local enforcement agency and other 1391 regulatory agencies having jurisdiction over the Approved Recyclable Materials Processing Facility at least quarterly; 1392 and, (2) upon the City’s direction, shall promptly provide the City with copies of the Approved Facilities’ Permits or 1393 notice of violations. 1394

6.15 Compliance with Facility Rules 1395
Contractor shall observe and comply with all regulations in effect at the Approved Facilities and cooperate with the 1396 operators thereof with respect to Delivery and Acceptance of Recyclable Materials, including complying with 1397 Unpermitted Waste exclusion programs. 1398

6.16 Disposal of Recyclable Materials Prohibited 1399
With the exception of Processing Residue, Recyclable Materials may not be Disposed of or used for Beneficial Reuse 1400 Purposes, without the expressed written approval of the City. 1401 If for reasons beyond its reasonable control, Contractor (or its Affiliate(s) or Subcontractor(s)) believes that it cannot 1402 Divert the Recyclable Materials from Disposal, then it shall prepare a written request for approval to Dispose of such 1403 material. Such request shall contain the basis for Contractor’s belief (including, but not limited to, supporting 1404 documentation), describe Contractor's efforts to arrange for the Diversion of such material, the period required for 1405 such Disposal, the incremental net cost increases or net cost savings (giving account to the value from the sale of 1406 the Recovered Materials) and net reduction to the Recovered Materials Revenue Payment s resulting from such 1407 Disposal, and any additional information supporting Contractor's request. 1408 In addition, the request shall describe Contractor’s proposed interim plans for implementation while the City is 1409 evaluating its request. If the City objects to the interim plans, the City shall provide written notice to Contractor and 1410 request an alternative arrangement. The City shall consider Contractor’s request and inform Contractor in writing of 1411 its decision within sixty (60) Days. If the City approves such request, any difference in the net cost of such Disposal 1412 compared to Diversion shall be adjusted in accordance with Section 8.5. Depending on the nature of Contractor’s 1413 request, the City may extend the sixty (60) D ay period, at its own discretion not to exceed a total duration of one 1414 hundred eighty (180) Days , to provide more time for evaluation of the request and negotiation of an acceptable 1415 arrangement with Contractor. 1416

6.17 Reporting 1417
On a monthly basis, Contractor shall provide all necessary reporting data requested by the City relating to the City's 1418 compliance requirements pertaining to AB 939 , AB 341, AB 1826, SB 1383, and AB 1694 as it affects the City's 1419 reporting to CalRecycle. Reports shall be presented on a calendar year and/or Rate Year basis, at the City’s request, 1420 and in a format approved by the City. 1421
Contractor shall cooperate in activities requested by the City to measure Diversion of Recyclable Materials from 1422 landfills, including, but not limited to, providing a location for conducting composition analyses of the Recyclable 1423 Materials through sorting of the materials into individual types of Recyclable Materials at Contractor's Facility. Such 1424 reports shall include, but not necessarily be limited to, throughput, Diversion rates per material type, Residue, costs, 1425 Recovered Materials commodity values, and final disposition of Recyclable Materials. Contractor shall also supply 1426

April 1, 2025 37 City of Pleasanton/GreenWaste Recovery, LLC any other information reasonably requested by the City to meet State, Federal, or StopWaste regulatory 1427 requirements as those requirements may be amended from time to time. 1428

6.18 Provision of Contingency Plan 1429
Contractor shall submit to the City for review and approval on or before the Commencement Date, a written 1430 contingency plan demonstrating Contractor's arrangements to provide vehicles and personnel and to maintain 1431 uninterrupted Service during mechanical breakdowns, and in case of natural disaster, other emergencies, or labor 1432 disputes. This contingency plan shall be specific to the needs of the City. Contractor shall provide emergency services 1433 at the City’s request in the event of major accidents, disruptions, or natural calamities in a manner consistent with 1434 the services and procedures identified in its contingency plan, or as directed by the City . Emergency services may 1435 include, but are not limited to, assistance handling salvaged materials ; Transferring, Transporting, or Processing 1436 Recyclable Materials ; or Transferring, Transporting, or Disposing of Solid Waste following a major accident, 1437 disruption, or natural calamity. 1438

6.19 Personnel 1439
A. General. Contractor shall furnish such qualified personnel as may be necessary to provide the S ervices 1440 required by this Agreement in a safe and efficient manner. Contractor shall designate at least one (1) qualified 1441 employee as the City’s primary point of contact with Contractor who is principally responsible for Processing 1442 operations and resolution of service requests and complaints. 1443 Contractor shall use its best efforts to assure that all employees present a neat appearance and conduct 1444 themselves in a courteous manner. Contractor shall not permit its employees to accept, demand, or solicit, 1445 directly or indirectly, any additional compensation, or gratuity from members of the public. 1446 B. Driver Qualifications. All drivers must have in effect a valid license, of the appropriate class, issued by the 1447 California Department of Motor Vehicles. Contractor shall use the Class II California Department of Motor 1448 Vehicles employer “Pull Notice Program” to monitor its drivers for safety. 1449 C. Safety Training. Contractor shall provide suitable operational and safety training for all of its employees . 1450 Contractor shall train its employees involved in Processing to identify, and not Accept and/or Process 1451 Unpermitted Waste. Upon the City’s request, Contractor shall provide the City with a copy of its safety policy 1452 and safety training program, the name of its safety officer, and the frequency of its trainings. 1453 D. Hiring Displaced Employees . Contractor shall make a good faith effort to offer employment to qualified 1454 employees that are working under the Agreement between the City and the prior contractors for Processing 1455 of Recyclable Materials, which agreements expire ________________, and who become unemployed by 1456 reason of the change in contractors (“prior contractor’s employees”). 1457 E. Affiliates and Subcontractor Obligations. Approved Affiliates and Subcontractors shall be required to comply 1458 with the obligations stated in this Section 6.19. 1459
F. Labor Agreements. In the event Contractor’s work force at the Approved Processing Facility organizes under 1460 a collective bargaining agreement, Contactor shall make full copies of the labor agreements available upon 1461 the City’s request, including any and all amendments, extensions, renewals, or other forms of modification. 1462

April 1, 2025 38 City of Pleasanton/GreenWaste Recovery, LLC ARTICLE 7 1463
PAYMENTS TO THE CITY AND DESIGNATED FACILITIES 1464

7.1 Payments to the City 1465
Contractor shall submit all Payments to the City at the frequency approved by the City. Contractor is prohibited from 1466 withholding or offsetting payments to the City and/or any Designated Facility(ies) as a remedy for any dispute under 1467 this Agreement. 1468

7.2 Adjustment of Payments 1469
All payments described in Section 7.1 shall be included in the calculation of Tipping Fees as provided in Article 8. In 1470 its sole discretion, the City may adjust the amount of any payment required by Section 7 .1, as necessary. Such 1471 adjustment shall be reflected in the adjustment of Tipping Fees as provided in Article 8. 1472

7.3 Methods of Payments 1473
Contractor shall remit all required payments to the City on a quarterly basis, or as otherwise specifically provided in 1474 Article , by check or other payment method approved by the City. 1475

7.4 Timing of Payments and Penalties for Late Payments 1476 Contractor shall remit all payments required under Section 7.1 within twenty (20) Days after the end of each quarter. 1477 All payments shall be paid by check or electronic payment method accepted by the City . If any of the payments 1478 specified in this Article are not paid to the City, as described above, Contractor shall be liable for finance or interest 1479 charges to the City. 1480
The late payment penalty amounts are not intended as Interest on debt, but rather are intended as a predetermined 1481 penalty for failure to meet an obligation under this Agreement. 1482

7.5 Billing and Payment Audit 1483
The City may, at any time during the Term or within three (3) years following the expiration or early termination of 1484 this Agreement, perform an audit of Contractor’s Tonnage records, billings, and payment of monies due to the City 1485 under Section 7.1; provided however, that the City has up to three (3) years to provide such notice to Contractor 1486 that such an audit is being required if the request follows the expiration or early termination of the Agreement . 1487 Contractor shall fully cooperate with the City in any such audit. Should the City or its agent perform this review and 1488 identify billing errors or other errors in payments due to the City valued at one percent (1%) or more of Contractor’s 1489 prior year annual revenues under this Agreement, in addition to compensating the City for lost payments and 1490 applicable delinquency penalties, Contractor shall reimburse the City’s cost of the review. 1491

7.6 Recovered Materials Revenue Payments 1492
In consideration of the exclusive rights provided to Contractor in Section 2.1, Contractor shall remit to the City ninety-1493 five percent (95%) of the calculated value associated with Contractor’s Recovery of the City’s Recyclable Materials 1494 Delivered under this Agreement. The value shall be calculated in accordance with Exhibit H ( Recyclable Materials 1495 Revenue Sharing Calculation), established annually and divided into twelve (12) equal installments. 1496

April 1, 2025 39 City of Pleasanton/GreenWaste Recovery, LLC Contractor shall submit all payments to the City quarterly. Contractor is prohibited from withholding or offsetting 1497 payments to the City and/or any Designated Facility(ies) as a remedy for any dispute under this Agreement. 1498 ARTICLE 8 1499
CONTRACTOR COMPENSATION AND RATE SETTING 1500

8.1 Overview 1501
Contractor’s compensation for performance of its obligations under this Agreement shall be Contractor Revenue. 1502 Contractor R evenue shall be the full, entire, and complete compensation due to Contractor pursuant to this 1503 Agreement to cover Contractor’s costs for all labor, equipment, materials and supplies, Facility fees, payments and 1504 fees due to the City, taxes, insurance, bonds, overhead, Acceptance, Recycling, Processing, Diversion, Residue 1505 Disposal, operations, profit, and all other things necessary to perform all the Services required by this Agreement in 1506 the manner and at the times prescribed. 1507
If Contractor’s actual costs, including fees due to the City, are more than Contractor’s Revenue for Services rendered 1508 by Contractor under this Agreement, Contractor shall not be compensated for the difference between actual costs 1509 and actual Contractor Revenue for S ervices rendered by Contractor under this Agreement. If Contractor’s actual 1510 costs are less than the actual Contractor Revenue Services rendered by Contractor under this Agreement, Contractor 1511 shall retain the difference provided that Contractor has made all payments required in Article 7. 1512 Under this Agreement, Contractor shall have the right and obligation to charge and collect Tipping Fees from the 1513 Franchised Collector as established and adjusted under this Agreement for provision of Contractor’s Services to the 1514 City. The Tipping Fees for Rate Period One are based on Contractor’s Proposal. Contractor’s proposed costs and 1515 operating assumptions for Rate Period One are presented in Exhibit G. 1516

8.2 Remittances to Contractor 1517
Each month, within five (5) Business Days after the last Day of the preceding month, Contractor shall provide to the 1518 Franchised Collector an invoice detailing the total Tons Delivered to the Approved Facility from the City Service Area 1519 by the Franchised Collector, and the resulting monies owed to Contractor, based on the then-current Per-Ton Tipping 1520 Fees. Contractor shall be responsible for collecting payment for Post-Collection Services directly from the Franchised 1521 Collector. Contractor shall cooperate with the Franchised Collector to calculate and/or reconcile remittance 1522 amounts. In the event that there is a dispute by the Franchised Collector over the amount of an invoice, Contractor 1523 shall work diligently with Franchised Collector to expeditiously resolve the dispute in accordance with Article 12. In 1524 the event the dispute between Contractor and Franchised Collector is escalated to the City, the City Contract 1525 Manager, in their sole discretion, may make a determination and such determination shall be final for any dispute 1526 involving payment of one hundred thousand dollars ($100,000) or less. Contractor shall deliver to Franchised 1527 Collector, with a copy to the City, a notice of late payment for a given monthly invoice thirty-five (35) calendar Days 1528 after the date of generation of the invoice. Contractor’s invoices shall be deemed delinquent if Franchised Collector 1529 has not paid within sixty (60) calendar Days of the date of the notice of late payment. Thereafter, Contractor may 1530 suspend Acceptance of City Delivered Materials from the Franchised Collector until the delinquent invoice(s) are 1531 paid in full, excluding disputed amounts. The delinquent invoice shall bear interest on the unpaid balance at a rate 1532 not to exceed one and one -third percent (1 1/3%) per month. Contractor shall maintain copies of all billings and 1533 receipts, each in chronological order, for the Term of this Agreement, for inspection and verification by the City 1534 Contract Manager at any reasonable time but in no case more than thirty (30) calendar Days after receiving a request 1535 to do so. 1536

April 1, 2025 40 City of Pleasanton/GreenWaste Recovery, LLC

8.3 Process for Setting and Adjusting Tipping Fees 1537 A. General. The City shall be responsible for approving Per-Ton Tipping Fees as described in this Article. Such 1538 approval or denial shall only be made on the basis of Contractor’s mathematical accuracy and logical 1539 adherence to the calculation methodology. 1540
B. Definitions. For the purposes of this Section, the following terms shall be defined as follows: 1541 (1) “ Annual Percentage Change” means the Average Index Value of an index for the twelve - (12-) month 1542 period ending February of the then-current Rate Period minus the Average Index Value for the twelve- 1543 (12-) month period ending February of the most -recently completed Rate Period, divided by the 1544 Average Index Value for the twelve- (12-) month period ending February of the most -recently 1545 completed Rate Period. The Annual Percentage Change shall be rounded to the nearest thousandth 1546 (0.000). 1547
(2) “ Average Index Value ” means the sum of the monthly index values during the twelve - (12-) month 1548 period ending in February divided by twelve (12) (in the case of indices published monthly) or the sum 1549 of the bi-monthly index values divided by six (6) (in the case of indices published bi-monthly). 1550 (3) “ Consumer Price Index” or “CPI” means the All Urban Consumers Index (CPI-U) compiled and published 1551 by the U.S. Department of Labor, Bureau of Labor Statistics or its successor agency, using the following 1552 parameters: 1553
Area – San Francisco-Oakland-Hayward Metropolitan Area 1554 Item – All Items 1555
Base Period – Current 1982-84=100 1556
Not seasonally adjusted 1557
Periodicity – Bi-monthly 1558
Series ID – CUUSS49BSA0 1559
1560
C. Tipping Fees for Rate Period One. Per-Ton Tipping Fees for Rate Period One, which are presented in Exhibit 1561 G, were determined by Contractor and the City and were approved along with the Agreement. The Tipping 1562 Fees for Rate Period One shall be effective from _________________. 1563 D. Annual Adjustment. The Tipping Fees shall be adjusted annually, upon approval by the City Manager as 1564 described in Section 8.3.A, commencing with Rate Year Two (July 1, 202 6) through the remaining Term of 1565 this Agreement including any extension periods. The Tipping Fee shall be adjusted annually on the basis of 1566 one hundred percent (100%) of the Annual Percentage Change in the Consumer Price Index. The following 1567 formulas shall be used to calculate the adjustment to the Tipping Fee. 1568 P = ((A-C) x (1+B)) + D 1569
A = The Tipping Fee in effect immediately prior to the Adjustment Date. 1570 B = The Annual Percentage Change in the CPI-U. 1571
C = The Governmental Component in effect immediately following the prior Adjustment Date. 1572 D = The Governmental Component in effect immediately following the Adjustment Date. 1573 P = The adjusted Tipping Fee for the new Rate Period. 1574

April 1, 2025 41 City of Pleasanton/GreenWaste Recovery, LLC

8.4 Tipping Fee Application Process 1575
A. Application Date and Content. 1576
(1) Application Submittal Date. On April 1, prior to the commencement of the Rate Year for which Tipping 1577 Fees are to be determined (coming Rate Year), Contractor shall submit to the City Manager its 1578 application requesting the adjustment of Tipping Fees for the coming Rate Year via email with 1579 confirmation receipt. All Tipping Fee applications shall be submitted in Microsoft Excel format with all 1580 formulas and calculations preserved. 1581
(2) Content of Application for Adjustment. The application submitted to support an adjustment of Tipping 1582 Fees shall be submitted in Microsoft Excel format with all formulas and calculations preserved. Such 1583 application shall present the underlying data and calculations of the Annual Percentage Change in 1584 various cost indices as separate tabs or tables in the submittal. The application shall include all 1585 supporting documentation for the calculations , including copies of any relevant correspondence or 1586 evidence related to Governmental Fees. 1587
The application shall also present a summary table with the Tipping Fees for the then-current Rate Year 1588 (e.g., Rate Year Three) and the proposed Tipping Fees for the coming Rate Year (e.g., Rate Year Four). 1589 If the City requests additional information beyond that provided by Contractor in its application, 1590 Contractor shall provide all information requested by the City during its review of the application, 1591 including, but not limited to, all information from Affiliates requested by the City regarding any 1592 transactions between Contractor and any Affiliates pertaining to Contractor's performance under this 1593 Agreement. 1594
B. City Review of Application. The City Manager shall review Contractor’s application for an adjustment of 1595 Tipping Fee and, upon completion of review, the City Manager shall approve, or deny with requirement for 1596 correction. The City Manager shall act in good faith to approve or direct changes required to provide for 1597 such adjustments to Tipping Fees by June 1 of the Rate Year. The adjusted Tipping Fees shall not take effect 1598 until the City Manager has provided written approval of such Tipping Fees. 1599 C. Failure to Adjust Tipping Fees. If Contractor submits its application for adjustment of Tipping Fees in a 1600 correct and compliant format and with all required content on or before the application date identified in 1601 Section 8.4.A.1, and the City Manager does not approve adjusted Tipping Fees under this Agreement, the 1602 City shall provide a payment(s), adjustment(s), or surcharge(s) such that Contractor receives payment for 1603 any shortfall in Contractor’s Compensation resulting from the delay in approval of appropriate adjustments 1604 to Tipping Fees. To determine the amount of a shortfall, if any, the City and Contractor shall meet and 1605 confer to determine the effect the delayed approval of appropriate adjustments in Tipping Fees has on 1606 Contractor’s compensation. The assessment of the revenue impact shall consider the Franchised Collector’s 1607 billing cycle (e.g., impact to Subscribers billed in advance and to Subscribers billed in arrears), the ability of 1608 Contractor to delay issuance of bills, the payment cycle of the Franchised Collector, and other variables. 1609 If Contractor does not submit the application in a correct and compliant format and with all required 1610 content on or before the application date identified in Section 8.4.A .1, adjusted Tipping Fees may not be 1611 approved by March 1 of a Rate Year and therefore, may not become effective by July 1 of a Rate Year. In 1612 such case, appropriate adjustments of Tipping Fees shall be approved and made effective as soon as 1613 practical, but the City shall not be required to provide retroactive payment(s), adjustment(s), or 1614 surcharges(s) to allow Contractor to recover compensation that Contractor would have collected had the 1615 application been timely submitted and the Tipping Fee adjustment been implemented in accordance with 1616 the prescribed schedule. 1617

April 1, 2025 42 City of Pleasanton/GreenWaste Recovery, LLC

8.5 Special Review of Tipping Fee 1618
A. Eligible Items. Contractor is entitled to apply to the City for consideration of a Special Tipping Fee Review, or 1619 the City may initiate such a review, should one or more of the following events occur and should such 1620 occurrence(s) have a material effect totaling two percent (2%) or more annually on the Recovered Materials 1621 Revenue Payments to the City for the then-current Rate Year: 1622 (1) Change in Scope . Documented significant changes in the cost to provide S ervices required in this 1623 Agreement as a result of an agreed-upon or City-directed change in scope, as provided for under 2.4, 1624

2.6, 5.4, 8.6; 1625
(2) Emergency Services. Provision of emergency services pursuant to Section 6.10; 1626 (3) Catastrophic Events. Flood, earthquake, other acts of nature, war, civil insurrection, riots, acts of any 1627 government agency (including judicial action), or other similar catastrophic events that are beyond the 1628 control of and not the fault of Contractor; and/or, 1629 (4) Change in Law. Change in Law, including, but not limited to, Changes in Law that result in regulatory, 1630 governmental, or other surcharge fees, after the Effective Date that: (1) were not reasonably known to 1631 Contractor before the Effective Date; and (2) Contractor substantiates. 1632 B. Ineligible Items. A Special Tipping Fee R eview may not be initiated for the following items and Contractor 1633 shall not be compensated for such items over the Term of the Agreement: 1634 (1) Increases in Recyclable Materials Acceptance, Processing, Diversion, and Marketing costs, unless cost 1635 increases are related to eligible items listed in Section 8.5.A above, or unless changes in operating 1636 conditions are initiated by or at the direction of the City; 1637 (2) Changes in revenues from the sale of Recovered Materials; 1638 (3) Change in the Tonnage or composition of Recyclable Materials Delivered to the Approved Facilities; 1639 (4) Costs incurred due to Contractor's negligence or misconduct; 1640 (5) Costs incurred due to Permit changes of which Contractor did not provide timely notice; 1641 (6) Any fines or penalties imposed on Contractor or the Approved Facilities; 1642 (7) Cost of remediation and cost-recoveries pursuant to Applicable Law, including CERCLA and RCRA; 1643 (8) Costs attributable to changing the classification of the Approved Facilities under Applicable Law, unless 1644 directed by the City in accordance with Section 2.3; 1645 (9) Costs and expenses related to the handling of Unpermitted Waste, notwithstanding the provisions of 1646 Section 6.1; 1647
(10) Increases in Contractor costs including, but not limited to, labor, fuel, and equipment; 1648 (11) Increases in Contractor’s costs due to changes in the Tonnage and/or characterization of the Recyclable 1649 Materials; and, 1650

April 1, 2025 43 City of Pleasanton/GreenWaste Recovery, LLC (12) Decreases in Contractor’s revenues from the Marketing of Recovered Materials due to changes in the 1651 Tonnage and/or characterization of the Recyclable Materials and changes in Market conditions relative 1652 to Recovered Materials commodity values. 1653
C. Review of Costs and Revenues. If Contractor or the City requests a Special Tipping Fee Review, the City shall 1654 have the right to review any or all financial and operating records of Contractor and right to review any or all 1655 financial and operating records of Affiliates only as it pertains to the scope of this Agreement. 1656 D. Submittal of Request. If Contractor is requesting a Special Tipping Fee Review, Contractor must submit its 1657 request for a Special Tipping Fee Review, along with cost, operational, and material sales revenue data, in a 1658 form and manner specified by the City. 1659
If the City is requesting a Special Tipping Fee Review, the City shall notify Contractor at least four (4) months 1660 before the proposed effective date of any adjustment to the per -Ton Tipping Fee adjustment. Upon such 1661 notification, Contractor shall, within thirty (30) Days, submit reasonable cost, operational, and material sales 1662 revenue data as requested by the City, in a form and manner specified by the City. 1663 E. Burden of Justification. Contractor shall bear the burden of justifying to the City by substantial evidence any 1664 entitlement to current, as well as a reduced or increased, per-Ton Tipping Fee amount under this Section . 1665 Records required to be maintained pursuant to Article 9 shall be subject to review , in accordance with 1666 appropriate professional standards, and inspection, for the primary purpose of reviewing changes in costs 1667 and material sales revenue to Contractor attributable to the circumstances that triggered the Special Tipping 1668 Fee Review, at any reasonable time by the City Manager or an independent third party. The selection of the 1669 independent third party as well as the scope of work for such review shall be approved in advance by the City. 1670 The independent reviewer shall provide any and all drafts of its review to the City and Contractor. The Party 1671 requesting the extraordinary Rate adjustment review shall bear the cost of the review. 1672 If the City determines that Contractor has not met its burden, Contractor may request a meeting with the City 1673 to produce additional evidence. Upon such request, the City shall permit said additional hearing. Any resulting 1674 disputes shall be managed pursuant to Article 12. 1675
F. Grant of Request. Based on evidence Contractor submits, the City Board may grant some, all, or none of the 1676 requested adjustment to the per-Ton Recovered Materials Revenue Payment amount. 1677 G. Compensation. If Contractor requests the Special Recovered Materials Revenue Payment Adjustment review, 1678 Contractor shall bear all reasonable costs of both Parties for participating in such review up to a maximum of 1679 $25,000 per Party. If a S pecial Tipping Fee Review occurs in response to a City-directed change in scope 1680 (pursuant to Section 8.6 ), the City shall be considered the Party requesting the special review and the City 1681 shall pay the costs of the review. 1682

8.6 Adjustment of Tipping Fees for Changes in Scope 1683 In the event either the City or Contractor requests a change in scope in accordance with Section 2. 3 of this 1684 Agreement, Contractor shall furnish the City with projected operational, cost, and material sales revenue data for 1685 the change in scope to support any adjustment to the per -Ton Tipping Fee. For the purposes of analyzing cost and 1686 material sales revenue impacts of changes in scope, Contractor’s profit shall be calculated using an operating ratio 1687 of ninety percent (90%) of actual reasonable and necessary costs . The City reserves the right to require that 1688 Contractor supply any additional cost or revenue data or other information it may reasonably need to ascertain the 1689 appropriate adjustment of the per -Ton Tipping Fees, if any, for the change in scope . The City shall review this 1690 operational, cost, and material sales revenue data, and the City Council shall approve the adjusted per-Ton Tipping 1691 Fees for the change in scope, if warranted. 1692

April 1, 2025 44 City of Pleasanton/GreenWaste Recovery, LLC The granting of any change in scope shall be contingent upon the City’s written approval and establishment of a new 1693 per-Ton Tipping Fees, if appropriate. The City Council shall approve the per-Ton Tipping Fees adjustment, in good 1694 faith, so that the change in scope and the corresponding per-Ton Tipping Fees become effective on the same date. 1695 ARTICLE 9 1696
RECORD KEEPING AND REPORTING 1697

9.1 General Record Keeping Provisions 1698
Contractor shall maintain, in its principal office, such accounting, statistical, and other records required to conduct 1699 its operations, to support requests it may make to the City, to respond to requests from the City, and as shall be 1700 necessary to develop the financial statements and other reports required by this Agreement . Adequate record 1701 security shall be maintained to preserve records from events that can be reasonably anticipated such as a fire, theft, 1702 and earthquake. Electronically maintained data/records shall be protected and a second copy of data/records shall 1703 be saved to a protected source, such as a combination of off-site and cloud-based backup with the ability to restore 1704 complete functionality within twenty-four (24) hours, or a hot fail-over database configuration. 1705 Contractor and/or its Affiliates shall account for revenues received and expenses incurred as a result of this 1706 Agreement separately from the accounting for other operations performed by Contractor or its Affiliates. 1707

9.2 Review and Inspection 1708
Any record or report that is specifically required by this Agreement shall not be considered proprietary, confidential, 1709 or trade secret. Contractor agrees to provide or make available its non-confidential, non -privileged, required , 1710 relevant records of Contractor and its Affiliates conducting Services, as it pertains to this Agreement, to the City and 1711 the City’s official representatives for review during normal business hours. During the Term of this Agreement, and 1712 no more than once annually, the City, its auditors, and other agents, shall have the right, during normal business 1713 hours, to request inspections of the records related to the Services of Contractor and to receive copies of any 1714 documents relevant to this Agreement. In the event the custodian of such records and systems is not on the premises 1715 at the time of inspection, Contractor shall not be in breach of this Agreement, the City shall then give written notice 1716 to Contractor requesting access to the records, and Contractor shall make arrangements to allow for inspection 1717 within three (3) Business Days of such notice. The City’s right to inspection of records under this paragraph shall 1718 continue for five (5) years after the expiration or early termination of this Agreement. However, after expiration or 1719 early termination of this Agreement, the City shall provide Contractor with a written request to inspect records and 1720 Contractor shall make records available for inspection within two (2) weeks of such request. 1721

9.3 Retention of Records 1722
Unless otherwise herein required, Contractor shall retain all records and data required by this Agreement for five (5) 1723 years after the expiration or early termination of this Agreement. 1724

9.4 Other Information Requirements 1725
Contractor agrees to conduct data collection and other reporting activities as needed to comply with Federal, State, 1726 Alameda County, and local laws and regulations, and the requirements of this Agreement . To the extent such 1727 requirements are set out in this and other Articles of this Agreement, they shall not be considered limiting or 1728 necessarily complete. 1729

April 1, 2025 45 City of Pleasanton/GreenWaste Recovery, LLC

9.5 Reporting 1730
Contractor’s reporting obligations are presented in Exhibit A. 1731

9.6 CERCLA Reporting for Residue 1732
The City views its ability to defend itself against Comprehensive Environmental Response, Compensation and 1733 Liability Act (CERCLA), and related litigation as a matter of great importance. For this reason, the City regards its 1734 ability to prove where Solid Waste is taken for Transfer or Disposal. Contractor shall maintain records which can 1735 establish where Residue was Disposed. This provision shall survive the expiration or earlier termination of this 1736 Agreement. Contractor shall maintain these records for a minimum of ten (10) years beyond expiration or earlier 1737 termination of the Agreement. Contractor shall provide these records to the City (upon request or at the end of the 1738 record retention period) in an organized and indexed manner rather than destroying or Disposing of them. 1739 ARTICLE 10 1740
INDEMNIFICATION AND INSURANCE 1741

10.1 General Indemnification 1742
Contractor shall indemnify, defend with counsel acceptable to the City (provided that such acceptance shall not be 1743 unreasonably withheld), and hold harmless the City, its officers, directors, employees, volunteers, and agents 1744 (collectively, “Indemnitees”) from and against any and all claims, liability, loss, injuries, damages, expense, penalties, 1745 and costs (including, without limitation, City staff costs, costs and fees of litigation, including attorneys’ and expert 1746 witness fees incurred in connection with defending against any of the foregoing or in enforcing this indemnity) of 1747 every nature arising out of or in connection with Contractor’s performance (including Contractor’s officers, 1748 employees, agents and/or Subcontractors’ performance) under this Agreement, or its failure to comply with any of 1749 its obligations contained in the Agreement, except to the extent such loss or damage was caused by the active 1750 negligence or willful misconduct of Indemnitees . Contractor’s duty to indemnify and defend shall survive the 1751 expiration or earlier termination of this Agreement. 1752

10.2 Hazardous Substance Indemnification 1753
To the extent allowed by Applicable Law, Contractor shall indemnify, defend with counsel acceptable to the City 1754 (provided that such acceptance shall not be unreasonably withheld), and hold harmless the City, its officers, 1755 directors, employees, volunteers, and agents (collectively, “Indemnitees”) from and against any and all claims, 1756 damages (including but not limited to special, consequential, natural resources, and punitive damages), injuries, 1757 costs (including but not limited to all response, remediation, and removal costs), losses, demands, debts, liens, 1758 liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, penalties, and expenses 1759 (including attorneys’ and expert witness fees incurred in connection with defending against any of the foregoing or 1760 in enforcing this indemnity (collectively, “damages”)) of any nature whatsoever paid, incurred, suffered by, or 1761 asserted against Indemnitees, arising from or attributable to any repair, cleanup or detoxification, or preparation 1762 and implementation of any removal, remedial, response, closure, or other plan concerning any Hazardous 1763 Substances or Hazardous Waste released, spilled, or disposed of by Contractor pursuant to this Agreement. 1764 Notwithstanding the foregoing, however, Contractor is not required to indemnify the Indemnitees against claims 1765 arising from Contractor’s delivery of Residue to a Disposal Site O wned or operated by a third party, unless such 1766 claims are a direct result of Contractor’s negligence or willful misconduct . The foregoing indemnity is intended to 1767 operate as an agreement pursuant to Section 107(e) of the Comprehensive Environmental Response, Compensation 1768 and Liability Act (“CERCLA”), 42 U.S.C. Section 9607(e), California Health and Safety Code Section 25364, and the 1769

April 1, 2025 46 City of Pleasanton/GreenWaste Recovery, LLC Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq. to defend, protect, hold harmless, and 1770 indemnify Indemnitees from liability, and shall survive the expiration or earlier termination of this Agreement. 1771

10.3 Unpermitted Waste Defense and Indemnification 1772 Contractor shall defend, indemnify, and hold harmless at its sole cost and expense with counsel approved by the 1773 City, the City (including the Persons described in the definition of " City" in Article 1) in any Actions that assert or 1774 allege Liabilities paid, incurred or suffered by, imposed upon or asserted against, the City that result or are claimed 1775 to have resulted directly or indirectly from the presence, disposal, escape, migration, leakage, spillage, discharge, 1776 release or emission of Unpermitted Waste or petroleum in, on, at, or under the Approved Facilities, whether: 1777 A. in one or more instance; 1778
B. threatened or transpired; 1779
C. Contractor is negligent or otherwise culpable; or, 1780 D. those Liabilities are litigated, settled, or reduced to judgment. 1781 The foregoing indemnity in favor of the City shall not apply to the extent that the City’s Franchised Collector failed 1782 to follow S tandard Industry Practices and protocols in screening for Unpermitted Waste during C ollection. For 1783 purposes of this Indemnity, “Liabilities” includes Liabilities arising from or attributable to any operations, repair, 1784 clean-up or detoxification, or preparation and implementation of any removal, remedial, response, closure, post-1785 closure or other plan, regardless of whether undertaken due to government directive or action, such as remediation 1786 of surface or ground water contamination and replacement or restoration of natural resources. 1787 The foregoing indemnity is intended to operate as an agreement pursuant to 42 U.S.C. Section 9607(e) and California 1788 Health and Safety Code Section 25364, to insure, protect, hold harmless and indemnify the City from liability in 1789 accordance with this Section. 1790

10.4 Insurance 1791
Contractor shall, at its sole cost and expense, maintain in effect at all times during the Term of this Agreement not 1792 less than the following coverage and limits of insurance: 1793 A. Minimum Scope of Insurance. Coverage shall be at least as broad as: 1794 (1) C ommercial General Liability insurance with coverage at least as broad as Insurance Services Office 1795 (ISO) form CG 0001. 1796
(2) The most recent editions of Insurance Services Office form number CA 0001 covering Automobile 1797 Liability, code 1 “any auto” and endorsement with coverage as broad as CA 0025. 1798 (3) Workers’ compensation Employers Liability insurance as required by California Labor Code §3700 et al. 1799 B. Minimum Limits of Insurance. Minimum limits may be met with a combination of primary and excess policies. 1800 Contractor shall maintain limits no less than: 1801
(1) Commercial General Liability: Ten Million Dollars ($10,000,000) combined single limit per occurrence 1802 for bodily injury, p ersonal injury and property damage , Ten Million Dollars ($10,000,000) general 1803 aggregate, and Ten Million Dollars ($10,000,000) products-completed operations. 1804

April 1, 2025 47 City of Pleasanton/GreenWaste Recovery, LLC (2) Automobile Liability: Ten Million Dollars ($10,000,000) combined single limit per accident for bodily 1805 injury and property damage. 1806
(3) Workers’ Compensation and Employers Liability: Workers’ compensation limits as required by the 1807 Labor Code of the State of California and Employers Liability limits of One Million Dollars ($1,000,000) 1808 per accident/occurrence, One Million Dollars ( $1,000,000) by disease -policy limit, and One Million 1809 Dollars ($1,000,000) by disease-each employee. 1810
(4) Pollution Liability: Insurance coverage shall be provided for liability arising out of sudden, accidental, 1811 and gradual pollution and remediation. The policy limit shall be no less than Four Million Dollars 1812 ($4,000,000) per claim. All activities contemplated in this agreement shall be specifically scheduled on 1813 the policy as “covered operations.” The policy shall provide coverage for the hauling of waste from the 1814 project site to the final disposal location, including non-Owned disposal sites. 1815 C. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions shall be the responsibility 1816 of the Contractor and must be declared to the City. 1817 D. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions: 1818 (1) General Liability, Automobile Liability, and Pollution Liability Coverage and Endorsements. 1819 i. The City, its officials, directors, employees, volunteers, and agents are to be covered as insureds 1820 as respects: liability arising out of activities performed by or on behalf of Contractor; products 1821 and completed operations of Contractor; Premises O wned, leased or used by Contractor; or 1822 automobiles Owned, leased, hired or borrowed by C ontractor. The coverage shall contain no 1823 special limitations on the scope of protection afforded to the City , its officials, directors, 1824 employees, volunteers, or agents. 1825
ii. Contractor’s insurance coverage shall be endorsed primary insurance with regards to the 1826 circumstances articulated in the preceding paragraph as respects the City, its officials, 1827 employees, volunteers, and agents. Any insurance or self-insurance maintained by the City, its 1828 officials, employees, volunteers, or agents shall be excess of Contractor’s insurance and shall not 1829 contribute to it. 1830
iii. Any failure to comply with reporting provisions of the policies shall not affect coverage provided 1831 to the City, its officials, employees or volunteers. 1832 iv. Coverage shall state that Contractor’s insurance shall apply separately to each insured against 1833 whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 1834 v. Contractor’s insurers shall agree and be endorsed to waive all rights of subrogation against the 1835 City its officials, employees, volunteers and agents for losses arising from work performed by 1836 Contractor under this Agreement. 1837
(2) Workers’ Compensation and Employers Liability Coverage. The insurer shall agree and provide an 1838 endorsement to waive all rights of subrogation against the City, its officials, employees, volunteers and 1839 agents for losses arising from work performed by Contractor under this Agreement. 1840 E. Acceptability of Insurers. The insurance policies required by this Section shall be issued by an insurance 1841 company or companies admitted to do business in the State of California and with a rating in the most recent 1842 edition of AM Best’s Insurance Reports of size category VII or larger and a rating classification of A or better, 1843 unless the City agrees in writing to alternative ratings. To the extent permitted by law, all or any part of the 1844

April 1, 2025 48 City of Pleasanton/GreenWaste Recovery, LLC required insurance may be provided under a plan of self -insurance, only if, in the sole discretion of City , 1845 Contractor can provide adequate assurances that the self-insured coverage provides commercially equivalent 1846 protection to the City, its officials, employees, volunteers, and agents. 1847 F. Verification of Coverage. Contractor shall furnish the City with certificates of insurance and with original 1848 endorsements affecting coverage required by this clause. The certificates and endorsements for each 1849 insurance policy are to be signed by a Person authorized by that insurer to bind coverage on its behalf. The 1850 certificates and endorsements are to be on forms acceptable to the City and are to be received and approved 1851 by the City before work commences. The City reserves the right to require complete, certified copies of all 1852 required insurance policies for good cause, at any time, but shall respect the confidentiality of such documents 1853 to the extent such confidentiality may be provided for under California law. 1854 G. Subcontractor. Contractor shall include all Subcontractors as insureds under its policies or shall furnish 1855 separate certificates and endorsements for each S ubcontractor. Indemnification under Sections 10.1, 10.2, 1856 and 10.3 and all insurance coverages for S ubcontractors shall be subject to all of the requirements stated 1857 herein. 1858
H. Required Endorsements. All policies shall contain the following endorsements in substantially the following 1859 form: 1860
(1) “Thirty (30) Days’ prior written notice shall be given to the City in the event of cancellation or non -1861 renewal of this policy. Unless notified of a different address, such notice shall be sent to: 1862 ________________ 1863
________________ 1864
________________ 1865
________________ 1866
________________” 1867
(2) If an insurance carrier will not provide the required notice of cancellation required under (1) above, the 1868 Contractor shall provide written notice to the City of a cancellation no later than ten (10) Business Days 1869 before cancellation. 1870
(3) “Inclusion of the City as an insured shall not affect the City’s rights as respects any claim, demand, suit 1871 or judgment brought or recovered against Contractor. This policy shall protect Contractor and the City 1872 in the same manner as though a separate policy had been issued to each, but this shall not operate to 1873 increase Contractor’s liability as set forth in the policy beyond the amount shown or to which 1874 Contractor would have been liable if only one party had been named as an insured. Unless notified of 1875 a different address, notices of cancellation shall be sent to: 1876 ________________ 1877
________________ 1878
________________ 1879
________________ 1880
________________” 1881
I. Delivery of Proof of Coverage. Thirty (30) Days prior to the Commencement Date, Contractor shall furnish to 1882 the City certificates of each policy of insurance required hereunder, in form and substance satisfactory to the 1883 City. Such certificates shall show the type and amount of coverage, effective dates and dates of expiration of 1884 policies and shall have all required endorsements. If the City requests, copies of each policy, together with all 1885 endorsements, shall also be promptly delivered to the City. Renewal certificates will be furnished periodically 1886 to the City to demonstrate maintenance of the required coverages throughout the Term. 1887

April 1, 2025 49 City of Pleasanton/GreenWaste Recovery, LLC J. Other Insurance Requirements. 1888
(1) Contractor shall comply with all requirements of the insurers issuing policies. The carrying of insurance 1889 shall not relieve Contractor from any obligation under this Agreement. If any claim exceeding the 1890 amount of any deductibles or self-insured reserves is made by any third Person against Contractor on 1891 account of any occurrence related to this Agreement, Contractor shall promptly report the facts in 1892 writing to the insurance carrier and to the City. 1893
(2) If Contractor fails to procure and maintain any insurance required by this Agreement, the City may take 1894 out and maintain, at Contractor’s expense, such insurance as it may deem proper and deduct the cost 1895 thereof from any monies due Contractor. 1896
ARTICLE 11 1897
BREACH, DEFAULT, REMEDIES, AND TERMINATION 1898

11.1 Events of Breach 1899
All provisions of this Agreement are considered material and a Party’s failure to perform any provision shall 1900 constitute an Event of Breach. In addition, each of the following shall also constitute an Event of Breach: 1901 A. Failure to Maintain Coverage . Contractor fails to provide or maintain in full force and a ffect the Workers’ 1902 Compensation, liability, or indemnification coverage as required by this Agreement. 1903 B. Violations of Applicable Law . Contractor violates Applicable Law relative to this Agreement, including any 1904 orders or filings of any regulatory body having authority over Contractor relative to this Agreement, provided 1905 that Contractor may contest any such orders or filings by in good faith, in which case no breach or default of 1906 this Agreement shall be deemed to have occurred upon final resolution of the contest or appeal in favor of 1907 Contractor. 1908
C. Failure to Pay or Report. Contractor fails to make any payments to the City required under this Agreement, 1909 and/or refuses to provide the City with required information, reports, and/or records in a timely manner as 1910 provided for in this Agreement. 1911
D. Seizure or Attachment. There is a seizure or attachment of, or levy on, some or all of Contractor’s operating 1912 equipment, including, without limitation, its maintenance or office facilities, or any part thereof. 1913 E. Criminal Activity of Employee. If a Contractor’s employee (other than officers or managers) is found guilty of 1914 Criminal Activity related to performance of this Agreement or any other a greement held with the City, 1915 Contractor shall immediately notify the City upon the occurrence of any convictions or pleas. 1916 F. Failure to Provide Capacity. Contractor fails to provide adequate capacity in accordance with Section 5.6. 1917 G. Breach or Default of Other City Agreement. If Contractor or its Affiliate has entered into an agreement with 1918 the City for services outside the scope of this Agreement and is in breach or default of that agreement. 1919

11.2 Contractor Rights to Remedy Breach 1920
The City shall promptly or as soon as practicable provide Contractor with written notice of an Event of Breach. Upon 1921 written notice, Contractor shall have ten (10) Days to cure the breach. However, if Contractor demonstrates that (a) 1922

April 1, 2025 50 City of Pleasanton/GreenWaste Recovery, LLC the breach is curable; and , (b) ten (10) Days is insufficient to cure the breach, then Contractor shall receive thirty 1923 (30) Days in order to cure the breach or another extension of time agreed to by the City, provided such agreement 1924 shall not be unreasonably withheld. 1925

11.3 A cts Necessary to Perform Service 1926
Failure to specifically require an act necessary to perform any of the S ervices required under this Agreement does 1927 not relieve Contractor of its obligation to perform such act, or the service(s) dependent on such act. 1928

11.4 Event of Default 1929
Each of the following shall constitute an Event of Default, upon which the City shall promptly or as soon as practicable 1930 provide Contractor written notice of the default: 1931
A. Failure to Cure Breach. If Contractor fails to cure an Event of Breach as provided above in Section 11.1. 1932 B. Repeated Pattern of Breach. A pattern of breaches of this Agreement over time such that the combination 1933 of breaches constitutes a material failure by Contractor to perform its obligations, even if each individual 1934 breach is later cured. 1935
C. Fraud or Deceit. Contractor practices, or attempts to practice, any fraud or deceit upon the City. 1936 D. False or Misleading Statements . Any representation or disclosure made to the City by Contractor in 1937 connection with or as an inducement to entering into this Agreement, or any future amendment to this 1938 Agreement, which proves to be false or misleading in any material respect as of the time such representation 1939 or disclosure is made, whether or not any such representation or disclosure appears as part of this Agreement. 1940 In addition, any Contractor -provided report containing a misstatement, misrepresentation, data 1941 manipulation, or a deliberate omission of fact or content explicitly defined by the Agreement, excepting 1942 typographical and grammatical errors. 1943
E. Failure to Perform. Except as provided under Section 11.10, Contractor fails to provide Processing, Diversion, 1944 or any other Services as required under this Agreement for a minimum of either two (2) consecutive Business 1945 Days or three (3) non-consecutive Business Days within one (1) week. The City may give notice of Contractor’s 1946 failure to perform verbally by telephone to Contractor at its principal office and notice shall be effective 1947 immediately. Written confirmation of such verbal notification shall be sent to Contractor within twenty-four 1948 (24) hours of the verbal notification. 1949
F. Criminal Activity. Contractor, its officer s, or managers are found guilty of Criminal Activity related to 1950 performance of this Agreement or any other a greement held with the City . Contractor shall immediately 1951 notify the City upon the occurrence of any convictions or pleas. 1952 G. Assignment without Approval. Contractor transfers or assigns this Agreement without express written 1953 approval of the City, unless the assignment is permitted without the City’s approval pursuant to Section 13.6. 1954 H. Insolvency or Bankruptcy. Contractor becomes insolvent, unable, or unwilling to pay its debts, a receiver is 1955 appointed or Contractor’s assets are involuntarily assigned, or upon listing of an order for relief in favor of 1956 Contractor in a bankruptcy proceeding. 1957

11.5 Event of Default Not Curable 1958
Contractor shall have no right to cure an Event of Default. 1959

April 1, 2025 51 City of Pleasanton/GreenWaste Recovery, LLC

11.6 City’s Remedies in the Event of Default 1960
Upon a determination by the City that an Event of Default has occurred, the City has the following remedies: 1961 A. Waiver of Default. The City may waive any Event of Default if the City determines that such waiver would be 1962 in the best interest of the City . The City’s waiver of an Event of Default is not a waiver of future events of 1963 default that may have the same or similar conditions. 1964 B. Right to Terminate. The City Council may terminate this Agreement. The City Council shall conduct a hearing 1965 upon ten (10) Days ’ written notice to Contractor to determine if termination is in the best interests of the 1966 public health, safety, and welfare of the citizens of the City. In the event the City Council decides to terminate 1967 this Agreement, termination shall be effective thirty (30) Days, or such other period determined by the City 1968 Council, after the City has given written notice to Contractor. 1969 C. Right to Suspend. The City Council may suspend this Agreement, in whole or in part, if Contractor fails to cure 1970 within the time frame specified in Section 11 .2, until Contractor can provide assurance of performance in 1971 accordance with Section 11.11. However, Contractor shall have at a minimum, a right to compensation for 1972 the Services it continues to perform during any suspension. For the purposes of this Section, “suspend” means 1973 to temporarily freeze, set aside, and make inoperative one or more provisions of this Agreement. 1974 D. Other Available Remedies. The City’s election of one or more remedies described herein shall not limit the 1975 City from any and all other remedies at law and in equity, such as a right to immediately contract with another 1976 service provider. 1977

11.7 Specific Performance 1978
By virtue of the nature of this Agreement, the urgency of timely, continuous, and high quality service, the lead time 1979 required to effect alternative service, and the rights granted by the City to Contractor, the remedy of damages for a 1980 breach hereof by Contractor is inadequate and the City shall be entitled to injunctive relief. 1981

11.8 City’s Remedies Cumulative 1982
The City’s rights to suspend or terminate this Agreement, to obtain specific performance, and to perform under this 1983 Article are not exclusive, and the City’s exercise of one such right shall not constitute an election of remedies . 1984 Instead, they shall be in addition to any and all other legal and equitable rights and remedies that the City may have, 1985 including a legal Action for damages or imposition of Liquidated Damages under Exhibit B. 1986

11.9 Liquidated Damages 1987
The Parties agree that, as of the time of execution of this Agreement, it is impractical and extremely difficult to 1988 reasonably ascertain the extent of damages that the City will suffer as a result of a breach by Contractor of its 1989 obligations under this Agreement. The Parties acknowledge that consistent and reliable Acceptance, Processing, and 1990 Diversion Services are of utmost importance to the City. The Parties further recognize that some quantifiable 1991 standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. 1992 Therefore, without prejudice to the City’s right to treat such non-performance as an Event of Default, and in addition 1993 to any other remedies provided for in this Agreement, the City may assess Liquidated Damages for Contractor’s 1994 failure to meet specific performance standards, and Contractor agrees to pay the Liquidated Damages amounts 1995 specified in Exhibit B . Liquidated Damages are paid as damages, and not as a penalty. The Parties agree that the 1996 amounts set forth in Exhibit B represent a reasonable estimate of the amount of the damages that the City will suffer 1997 for the specified breaches, considering all of the circumstances existing on the date of this Agreement. 1998

April 1, 2025 52 City of Pleasanton/GreenWaste Recovery, LLC A. Prior to assessing Liquidated Damages, the City shall give Contractor written notice of its intention to do so. 1999 The notice shall include a brief description of the incident(s)/non-performance giving rise to the damages. 2000 B. The City shall assess Liquidated Damages and provide Contractor with a written explanation of its 2001 determination for each incident(s)/non-performance. The City Contract Manager may, at their sole discretion, 2002 impose such Liquidated Damages for each Day or incident of non-performance with the Agreement. 2003 C. Contractor shall pay any Liquidated Damages assessed by the City within thirty ( 30) Days after they are 2004 assessed. If they are not paid within the thirty (30) Day period, the City may treat such failure as an Event of 2005 Default subject to the remedies in this Article. 2006

11.10 Excuse from Performance 2007
In the event that a Party is prevented from performing all or some of its obligations under this Agreement by an 2008 Uncontrollable Circumstance, it shall not constitute an Event of Breach or Default of this Agreement, so long as the 2009 Party in good faith has used its best efforts to perform its respective obligations . The Party claiming excuse from 2010 performance shall, within five (5) Days after such Party has notice of the effect of such cause, give the other Party 2011 notice of the facts constituting such cause and asserting its claim to excuse under this Section . Specifically, such 2012 information shall include the following: 2013
A. The Uncontrollable Circumstance and the cause thereof (to the extent known); 2014 B. The date the Uncontrollable Circumstance began, its estimated duration, and the estimated time during which 2015 the Party’s performance of its obligations hereunder will be delayed; and, 2016 C. Potential mitigating actions that might be taken by either Party and any areas where costs might be reduced 2017 and the approximate amount of such cost reductions. 2018 In the event that either Party validly exercises its rights under this Section, the Parties hereby waive any claim against 2019 each other for any damages sustained thereby. 2020
Labor unrest, including, but not limited to, strike, work stoppages or slowdown, sick -out, picketing, or other 2021 concerted job action conducted by Contractor’s employees, directed at Contractor, or a contractor or supplier of 2022 Contractor, is not an Uncontrollable Circumstance and will not excuse performance, and Contractor will be obligated 2023 to continue to perform in accordance with this Agreement. 2024

11.11 Right to Demand Assurances of Performance 2025
If the City believes in good faith that Contractor’s ability to perform under this Agreement has been placed in 2026 substantial jeopardy, the City may require that Contractor provide reasonable assurances that none of the events 2027 listed below will prevent Contractor from timely and proper performance of its obligations under this Agreement. 2028 Such events include, but are not limited to: 2029
A. Contractor or an Affiliate is the subject of any labor unrest including work stoppages or slowdown, sick -out, 2030 picketing, or other concerted job action affecting this Agreement; 2031 B. Contractor or an Affiliate appears, in the City’s reasonable judgment, unable to regularly pay its bills as they 2032 become due; or, 2033
C. Contractor or an Affiliate is the subject of a civil or criminal judgment or order entered by a F ederal, State, 2034 Alameda County, regional, or local agency for violation of a law that may affect performance under this 2035

April 1, 2025 53 City of Pleasanton/GreenWaste Recovery, LLC Agreement, including but not limited to environmental laws, or laws related to fraud and malfeasance of 2036 public contracts. 2037
If Contractor fails or refuses to provide the City with adequate information to establish its ability to perform within 2038 thirty (30) Days, such failure or refusal shall be an Event of Default for purposes of Section 11.4. 2039

11.12 Waiver of Defenses 2040
In order to e nsure the non -interruption of a vital public service, except as provided in Section 11 .10, Contractor 2041 acknowledges that it is solely responsible for providing the Services described herein, and hereby irrevocably waives 2042 the following defenses to the payment and performance of its obligations under this Agreement: any defense based 2043 upon failure of consideration, contract of adhesion, impossibility or impracticability of performance, commercial 2044 frustration of purpose, or the existence, non-existence, occurrence or non-occurrence of any foreseen or unforeseen 2045 fact, event, or contingency that may be a basic assumption of Contractor with regard to any provision of this 2046 Agreement. 2047
ARTICLE 12 2048
RESOLUTION OF DISPUTES 2049

12.1 Informal Resolution 2050
Should a dispute arise with respect to the performance and obligations of the Parties hereunder, at any time during 2051 the Term of this Agreement, the provisions of this Article shall apply. Either Party shall give the other written notice 2052 of such dispute . Such notice shall specify a date and location for the Parties to meet and confer in good faith to 2053 resolve any dispute that may arise in a cooperative and mutually satisfactory manner . The Parties shall attempt to 2054 resolve their disputes informally to the maximum extent possible. 2055

12.2 Mediation 2056
In the event the Parties cannot resolve such dispute within thirty (30) Days of such notice, either Party may propose 2057 the appointment of a mediator for advice and non -binding mediation, and the other Party shall attend such 2058 mediation. If the dispute is not resolved through mediation, within sixty (60) Days thereafter, then either Party may 2059 refer the matter to a Court of competent jurisdiction. 2060

12.3 Pendency of Dispute 2061
During the pendency of any dispute under this Article, all applicable time periods directly related to the dispute shall 2062 be tolled until its resolution; provided, however, that no tolling shall apply to any matters other than those directly 2063 related to the dispute and such tolling shall not entitle a Party to breach, default, or fail to perform its obligations 2064 under this Agreement. In addition, the pendency of any dispute shall not stay or affect the City’s remedies under 2065 this Agreement, including but not limited to its rights to terminate, suspend, or take possession of Contractor’s 2066 property. 2067

April 1, 2025 54 City of Pleasanton/GreenWaste Recovery, LLC ARTICLE 13 2068
OTHER AGREEMENTS OF PARTIES 2069

13.1 Relationship of Parties 2070
The Parties intend that Contractor shall perform the Services required by this Agreement as an independent 2071 contractor engaged by the City and nothing in this Agreement shall be deemed to constitute either Party an 2072 employee, partner, joint venturer, officer, agent, or legal representative of the other Party or to create any fiduciary 2073 relationship between the Parties. Neither Contractor nor its officers, employees, Subcontractors, Affiliates, or agents 2074 shall obtain any rights to retirement benefits, workers’ compensation benefits, or any other benefits that accrue to 2075 City employees by virtue of Contractor’s Agreement with the City. 2076

13.2 Compliance with Law 2077
In providing the Services required under this Agreement, Contractor shall at all times comply with all Applicable Law 2078 now in force and as may be enacted, issued, or amended during the Term. 2079

13.3 Governing Law 2080
This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of 2081 California. 2082

13.4 Jurisdiction 2083
Any lawsuits between the Parties arising out of this Agreement shall be brought and concluded in the courts of 2084 Alameda County in the State of California, which shall have exclusive jurisdiction over such lawsuits. With respect to 2085 venue, the Parties agree that this Agreement is made in and will be performed in Alameda County. Nothing in this 2086 Agreement shall be construed to limit the rights of either Party to seek judicial review of or remedies for any alleged 2087 breach of this Agreement by either Party. 2088

13.5 Notice to Parties 2089
All notices required or provided for in this Agreement shall be provided to the Parties at the following addresses, by 2090 personal delivery or deposit in the U.S. Mail, postage prepaid, registered or certified mail, addressed as specified 2091 below. Notices delivered personally shall be deemed received upon receipt; mailed or expressed notices shall be 2092 deemed received five (5) Days after deposit. A Party may change the address to which notice is given by giving notice 2093 as provided herein. 2094
To the City: 2095
________________ 2096
________________ 2097
________________ 2098
________________ 2099
________________ 2100
________________ 2101
2102

April 1, 2025 55 City of Pleasanton/GreenWaste Recovery, LLC To Contractor: 2103
________________ 2104
________________ 2105
________________ 2106
________________ 2107
________________ 2108
2109

13.6 Assignment and Transfer of Agreement 2110
Except to an A ffiliate, n either Party shall assign its rights or delegate, subcontract, or otherwise transfer its 2111 obligations under this Agreement to any other Person without the prior written consent of the other Party. Any such 2112 assignment made without the consent of the other Party shall be void and the attempted assignment shall constitute 2113 a material breach of this Agreement. 2114
A. For purposes of this Section when used in reference to Contractor, “assignment” shall include, but not be 2115 limited to: (1) a sale, exchange or other transfer of at least fifty -one percent (51%) all of Contractor’s assets 2116 dedicated to service under this Agreement to a third party; (2) a sale, exchange or other transfer of 2117 outstanding common stock of Contractor to a third party provided said sale, exchange or transfer may result 2118 in a change of control of Contractor; (3) any dissolution, reorganization, consolidation, merger, re -2119 capitalization, stock issuance or re -issuance, voting trust, pooling agreement, escrow arrangement, 2120 liquidation, subcontracting or lease-back arrangement, or other transaction to which results in a change of 2121 Ownership or control of Contractor; (4) any assignment by operation of law, including insolvency or 2122 bankruptcy, making assignment for the benefit of creditors, writ of attachment for an execution being levied 2123 against this Agreement, appointment of a receiver taking possession of Contractor’s property; and , (5) any 2124 combination of the foregoing (whether or not in related or contemporaneous transactions) which has the 2125 effect of any such transfer or change of Ownership, or change of control of Contractor. 2126 B. Contractor acknowledges that this Agreement involves rendering a vital service to the City’s residents and 2127 businesses, and that the City has selected Contractor to perform the Services specified herein based on: (1) 2128 Contractor’s experience, skill and reputation for conducting its materials management operations in a safe, 2129 effective and responsible fashion, at all times in keeping with Applicable Laws, regulations and good materials 2130 management practices; and, (2) Contractor’s financial resources to maintain the required equipment and to 2131 support its indemnity obligations to the City under this Agreement. The City has relied on each of these 2132 factors, among others, in choosing Contractor to perform the Services to be rendered by Contractor under 2133 this Agreement. 2134
C. If Contractor requests the City’s consideration of and written consent to an assignment, the City may 2135 reasonably deny or approve such request in its complete discretion. 2136 D. No request by Contractor for consent to an assignment need be considered by the City unless and until 2137 Contractor has met the following requirements. However, the City may, in its sole discretion, waive one or 2138 more of these requirements: 2139
(1) Contractor shall pay the City its reasonable expenses for consultants’ fees, attorneys’ fees , and 2140 investigation costs necessary to investigate the suitability of any proposed assignee, and to review and 2141 finalize any documentation required as a condition for approving any such assignment; 2142 (2) Contractor shall furnish the City with audited financial statements of the proposed assignee’s 2143 operations for the immediately preceding three (3) operating years; and/or, 2144

April 1, 2025 56 City of Pleasanton/GreenWaste Recovery, LLC (3) Contractor shall furnish the City with satisfactory proof that: (1) the proposed assignee has at least ten 2145 (10) years of Recyclable Materials Processing, and Diversion experience on a scale equal to or exceeding 2146 the scale of operations conducted by Contractor under this Agreement; (2) in the last five (5) years, the 2147 proposed assignee has not suffered any citations or other censure from any F ederal, State or local 2148 agency having jurisdiction over its Processing, and materials management operations due to, in the 2149 City’s sole and reasonable discretion, any material or significant failure to comply with State, F ederal 2150 or local materials management laws and that the assignee has provided the City with a complete list 2151 such citations and censures; (3) the proposed assignee has at all times conducted its operations in an 2152 environmentally safe and conscientious fashion; (4) the proposed assignee conducts materials 2153 management practices in full compliance with all F ederal, State and local laws regulating the 2154 Processing, and Diversion of all Recyclable Materials; and, (5) any other information required by the 2155 City to ensure the proposed assignee can fulfill the Terms of this Agreement in a timely, safe, and 2156 effective manner. 2157
E. Contractor shall provide the City with any and all additional records or documentation which, in the City’s sole 2158 determination, would facilitate the review of the proposed assignment . The City shall not unreasonably 2159 withhold its consent to any such assignment. 2160
F. On the date the City approves Contractor’s written request for an assignment, Contractor shall pay the City a 2161 transfer fee in the amount of $20,000. The City’s approval of such an assignment shall be conditioned on the 2162 receipt of the transfer fee. 2163

13.7 Transition to Next Contractor 2164
If the transition of Services to another contractor occurs, through expiration of Term, default and termination, or 2165 otherwise, then Contractor will cooperate with the City, and subsequent contractor(s) , to assist in an orderly 2166 transition. Contractor may, but is not obligated, to sell its Facility(ies), vehicles, or equipment to the next contractor. 2167

13.8 Compliance Audit 2168
If, in the City’s sole determination, there is any doubt regarding the compliance of Contractor with this Agreement, 2169 the City may require an audit of Contractor’s compliance and the costs of such an audit that demonstrates an error 2170 rate of less than three percent (3%) shall be borne by the City. The costs of such an audit that demonstrates an error 2171 rate equal to or greater than three (3%) shall be borne by Contractor. 2172

13.9 Binding on Successors 2173
The provisions of this Agreement shall inure to the benefit of and be binding on the successors and permitted assigns 2174 of the Parties. 2175

13.10 Non-Waiver 2176
Failure of either Party to exercise any of the remedies set forth herein within the time periods provided for shall not 2177 constitute a waiver of any rights of that Party with regard to that failure to perform or subsequent failures to 2178 perform, whether determined to be a breach, excused performance, or unexcused defaults, by the other Party. 2179

April 1, 2025 57 City of Pleasanton/GreenWaste Recovery, LLC ARTICLE 14 2180
MISCELLANEOUS PROVISIONS 2181

14.1 Entire Agreement 2182
This Agreement, including the Exhibits and any Attachments or Appendices, represents the full and entire Agreement 2183 between the Parties with respect to the matters covered herein. 2184

14.2 Amendment 2185
Neither this Agreement nor any provision hereof may be changed, modified, amended, or waived except by written 2186 agreement duly executed by both Parties. 2187

14.3 Section Headings 2188
The Article and Section headings in this Agreement are for convenience of reference only and are not intended to 2189 be used in the construction of this Agreement nor to alter or affect any of its provisions. 2190

14.4 References to Laws 2191
All references in this Agreement to laws shall be understood to include such laws as they may be subsequently 2192 amended or re-codified, unless otherwise specifically provided. 2193

14.5 Interpretation 2194
This Agreement shall be interpreted and construed reasonably and neither for nor against either Party, regardless 2195 of the degree to which either Party participated in its drafting. 2196

14.6 Severability 2197
If any clause, provision, Subsection, Section, or Article of this Agreement is for any reason deemed to be invalid and 2198 unenforceable by any court of competent jurisdiction, the invalidity or unenforceability of such portion shall not 2199 affect any of the remaining parts of this Agreement, which shall be enforced as if such invalid or unenforceable 2200 portion had not been contained herein. 2201

14.7 Further Assurance 2202
Each Party agrees to execute and deliver any instruments and to perform any acts as may be necessary or reasonably 2203 requested by the other in order to give full effect to this Agreement. 2204

14.8 Counterparts 2205
This Agreement may be executed in counterparts each of which shall be considered an original. 2206

April 1, 2025 58 City of Pleasanton/GreenWaste Recovery, LLC

14.9 Exhibits 2207
Each of the Exhibits identified as Exhibits A through K is attached hereto and incorporated herein and made a part 2208 hereof by this reference. 2209

14.10 Actions of the City in its Governmental Capacity 2210 Except as provided above in Section 3.1.J, nothing herein shall be interpreted as limiting the right of Contractor to 2211 bring any legal Action against the City, not based on this Agreement, arising out of any act or omission of the City in 2212 its governmental or regulatory capacity. 2213
2214

April 1, 2025 59 City of Pleasanton/GreenWaste Recovery, LLC IN WITNESS WHEREOF, the City and Contractor have executed this Agreement as of the Day and year first above 2215 written. 2216
ATTEST: 2217
2218
City CLERK CITY OF PLEASANTON ("CITY") 2219
2220
By: By:
2221
City Clerk City Manager 2222
2223
D
ate: Date: 2224
2225
2226
APPROVED AS TO FORM: 2227
2228
2229
2230
City Attorney 2231
2232
Date: 2233
2234
2235
2236
GreenWaste Recovery, LLC 2237
2238
2239
By:
2240
Name: 2241
Title: 2242
2243
Date:
2244
2245

EXHIBIT A:

REPORTING REQUIREMENTS

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City of Pleasanton/____________
DRAFT A-1 Processing Agreement, Exhibit A
EXHIBIT A:

REPORTING REQUIREMENTS

1. General
Contractor shall prepare and submit monthly, quarterly, and annual reports to the City as provided below.

Contractor may propose report formats that are responsive to the objectives and audiences for each report. With written direction from the City, the reports to be maintained and provided by Contractor may be adjusted in number, format, or frequency. Contractor agrees to email all reports to the City (or submit reports in another digital format in the event email communications are unsuccessful). At the City’s request, Contractor shall use standardized reporting forms provided by the City or an electronic reporting system specified by the City. Each report shall include a certification statement by the responsible Contractor official that, under penalty of perjury, the report being submitted is true and correct to the best knowledge of the responsible official after their reasonable inquiry.

Records shall be maintained in forms and by methods that facilitate flexible use of data contained in them to structure reports, as needed. Reports are intended to compile recorded data into useful forms of information that can be used to, among other things:
• Evaluate the financial efficacy of operations.
• Evaluate past and expected progress towards achieving the City’s Diversion goals and objectives. • Provide concise and comprehensive program information and metrics. • Determine needs for adjustments to programs.
• Allocate Processing costs and revenues.
• Provide information that is needed by the City for the purpose of fulfilling its State reporting requirements pursuant to AB 939, SB 1016, AB 314, AB 1826, and SB 1383.

All reports shall be emailed or submitted to:

City of Pleasanton
[email protected]

2. MONTHLY TONNAGE REPORTS
Contractor shall submit the monthly reports within fifteen (15) Days after the end of the reporting month.

The monthly tonnage reports shall be presented by Contractor to show the following information for each month. In addition, each monthly report shall show the monthly data for the past twelve (12) months and the total for the prior twelve (12) months.
• Tonnage of Acceptable Materials Processed at Approved Processing Facility • Tonnage of Acceptable Materials Diverted
• Tonnage of Residue Disposed and Residue Level

3. ANNUAL REPORT CONTENT
Contractor shall submit the annual reports no later than March 15 for the Rate Year ending the last day of February. The annual report shall include all the monthly report information plus a report describing

EXHIBIT A:

REPORTING REQUIREMENTS
City of Pleasanton/____________
DRAFT A-2 Processing Agreement, Exhibit A
Contractor’s Marketing of Recovered Materials during the prior year. The Marketing report shall include:
1) quantities of each type of Acceptable Material Marketed during the prior year; 2) actual prior year and estimated coming year per unit or per-Ton market values for each; and, 3) brokers, markets, and end uses for each. This type of information is intended to help the City gauge the sustainability of Recycling markets.

4. ANNUAL STATE REPORTING
City is required to submit annual reports to CalRecycle in accordance with CalRecycle's Electronic Annual Report (EAR) reflecting requirements of AB 939 and Senate Bill 1016 (Wiggins, Chapter 343, Statutes of 2008). Contractor shall provide Tonnage, material volume, and other information as required to support the City in its annual reporting efforts. City and Contractor shall work together to finalize the information to be provided, the format of the information, and the frequency and timing of Contractor’s reporting.

EXHIBIT B:

PERFORMANCE ST ANDARDS AND LIQUIDATED DAMAGES

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City of Pleasanton/____________
DRAFT B-1 Processing Agreement, Exhibit B

EXHIBIT B

PERFOMANCE STANDARDS AND LIQUIDATED DAMAGES
Contractor may be assessed Liquidated Damages in the event Contractor fails to fulfill its obligations with regards to the events listed in this Exhibit in accordance with the terms and conditions of the Agreement. Refer to Section 11.9 of the Agreement for procedures for assessing Liquidated Damages.

Performance Area No. 1: Operations

1. Unauthorized Hours. For each occurrence of Contractor’s failure to operate the Approved Facility during receiving hours specified in Section 6.2.A: $250.00 per hour (assess in 15- minute increments)

2. Excessive Vehicle Turnaround Time. For each minute in excess of the Maximum Vehicle Turnaround Time: $5.00 per Load, where the number of Loads shall be equal to the number of Loads received during the week in which the Maximum Vehicle Turnaround Time was exceeded and where the Maximum Vehicle Turnaround Time shall be determined for a given week in which a week shall include the five (5) most recently completed Days of Facility operations

3. Excessive Transfer Vehicle Loading. Exceeding the weight limitations as set forth in the State of California Vehicle Code: $100.00 per incident

4. Invalid Driver License. Failure to have a vehicle driver properly licensed: $500 per incident or $100 per Day, whichever is greater

5. Unauthorized Disposal. For each individual occurrence of Disposal rather than Processing and Marketing of Acceptable Materials: $500.00 per Ton

6. Excessive Residue. Failure to meet the Residue level requirements for Processing of Acceptable Materials pursuant to Section 5.5.D: $100 per Ton

EXHIBIT B

PERFOMANCE STANDARDS AND LIQUIDATED DAMAGES
City of Pleasanton/____________
DRAFT B-2 Processing Agreement, Exhibit B
Performance Area No. 2: Reporting and Other Requirements

7. Late Reporting. For each Day after a due date as specified in this Agreement that Contractor submits a monthly report or any report other than an annual report: $100.00 per Day

8. Late Annual Reporting. For each Day after a due date as specified in this Agreement that Contractor submits any annual report: $500.00 per Day

9. Incomplete Records. For each occurrence of the City requesting information required to be maintained by Contractor where Contractor fails to provide such information: $500.00 per event

10. Incomplete or Inaccurate Information. For each occurrence of Contractor providing misleading or otherwise inaccurate information or reporting to the City under or in regard to this Agreement. (Typographical, cell reference, mathematical, and/or logic errors shall not be considered legitimate excuses from this requirement, nor shall ignorance.): $500.00 per event

11. Fraudulent Records. Upon clear and convincing evidence, each occurrence of Contractor keeping and/or providing fraudulent records with regard to Acceptable Materials and Residue Tonnage reporting: $20,000 per incident

12. Other Failures. For each failure by Contractor to perform any obligation of the Agreement not specifically stated in this Exhibit B herein: $100.00 per incident

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 of the time that the Agreement was made.

Contractor City
Initial Here: _________ Initial Here: _________

EXHIBIT C:

GUARANTY AGREEMENT

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City of Pleasanton/____________
DRAFT C-1 Processing Agreement, Exhibit C
EXHIBIT C:

GUARANTY AGREEMENT
THIS GUARANTY (the "Guaranty") is given as of the [___] day of [________], 2025, by _____________., ("Guarantor"), to the CITY OF PLEASANTON ("City").

THIS GUARANTY is made with reference to the following facts and circumstances:

A. _________________ (“Contractor”) is a corporation organized under the laws of the State of California, all of the issued and outstanding stock of which is owned by Guarantor.

B. Guarantor is a corporation organized under the laws of the State of California.

C. Contractor and the City have negotiated an Agreement for Materials Processing and Diversion Services (such agreement, as it may be amended, modified or waived from time to time, the “Agreement”), under which Contractor is to provide specified services to the City. A copy of this Agreement is attached hereto and incorporated herein by this reference.

D. It is a requirement of the Agreement, and a condition to the City's entering into the Agreement, that Guarantor guaranty Contractor's performance of the Agreement.

E. Guarantor is providing this Guaranty to induce the City to enter into the Agreement.

NOW , THEREFORE, in consideration of the foregoing, Guarantor agrees as follows:

1. Guaranty of the Agreement. Guarantor hereby irrevocably and unconditionally guarantees to the City the complete and timely performance, satisfaction and observation by Contractor of each and every term and condition of the Agreement which Contractor is required to perform, satisfy or observe. In the event that Contractor fails to perform, satisfy or observe any of the terms or conditions of the Agreement, Guarantor will promptly and fully perform, satisfy or observe them in the place of the Contractor. Guarantor hereby guarantees prompt payment to the City of each and every sum due from Contractor to the City under the Agreement, as and when due from time to time, and the prompt performance of every other task and duty required to be performed by the Contractor under the Agreement.

2. Guarantor’s Obligations Are Absolute . The obligations of the Guarantor hereunder are direct, immediate, absolute, continuing, unconditiona l, unlimited, and, with respect to any payment obligation of Contractor under the Agreement, shall constitute a guarantee of payment and not of collection, and are not conditioned upon the genuineness, validity, regularity , or enforceability of the Agreement.

3. Waivers and Subordination. The Guarantor shall have no right to terminate this Guaranty or to be released, relieved, exonerated or discharged from its obligations under Section 1 hereof for any reason whatsoever, including, without limitation: (1) the insolvency, bankruptcy, reorganization or cessation of existence of the Contractor; (2) any amendment, modification or waiver of any provision of the Agreement or the extension of its Term; (3) the actual or purported rejection of the Agreement by a trustee in bankruptcy, or any limitation on any claim in bankruptcy resulting from the actual or purported termination of the Agreement; (4) any waiver, extension, release or

EXHIBIT C:

CORPORATE GUARANTY
City of Pleasanton/____________
DRAFT C-2 Processing Agreement, Exhibit C
modification with respect to any of the obligations of the Agreement guaranteed hereunder or the impairment or suspension of any of the City's rights or remedies against Contractor; or, (5) any merger or consolidation of Contractor with any other organization, or any sale, lease or transfer of any or all the assets of Contractor.

The Guarantor hereby waives any and all rights, benefits and defenses under California Civil Code Sections 2809, 2815, 2819, 2845, 2849 and 2850, and all other rights permitted to be waived by Section 2856(a), including, without limitation, the right to require the City to: (a) proceed against Contractor; (b) proceed against or exhaust any security or collateral the City may hold now or hereafter hold; or, (c) pursue any other right or remedy for Guarantor’s benefit, and agree that the City may proceed against Guarantor for the obligations guaranteed herein without taking any action against Contractor or any other guarantor or pledgor and without proceeding against or exhausting any security or collateral the City may hold now or hereafter hold . The City may unqualifiedly exercise in its sole discretion any or all rights and remedies available to it against Contractor or any other guarantor or pledgor without impairing the City’s rights and remedies in enforcing this Guarantee.

The Guarantor hereby waives and agrees to waive at any future time at the request of the City, to the extent now or then permitted by applicable law, any and all rights which the Guarantor may have or which at any time hereafter may be conferred upon it, by statute, regulation or otherwise, to avoid any of its obligations under, or to terminate, cancel, quit or surrender this Guaranty .

Without limiting the generality of the foregoing, it is agreed that the occurrence of any one or more of the following shall not affect the liability of the Guarantor hereunder: (a) at any time or from time to time, without notice to the Guarantor, the tim e for Contractor's performance of or compliance with any of its obligations under the Agreement is extended, or such performance or compliance is waived; (b) the Agreement is modified or amended in any respect; (c) any other indemnification with respect to Contractor's obligations under the Agreement or any security therefore is released or exchanged in whole or in part or otherwise dealt with; (d) any assignment of the Agreement is effected which does not require the City's approval; or (e) any termination or suspension of the Agreement arising by reason of a default by Contractor.

The Guarantor hereby expressly waives diligence, presentment, demand for payment or performance, protest and all notices whatsoever, including, but not limited to, notices of non - payment or non-performance, notices of protest, notices of any breach or defa ult, and notices of acceptance of this Guaranty. If all or any portion of the obligations guaranteed hereunder are paid or performed, Guarantor’s obligations hereunder shall continue and remain in full force and effect in the event that all or any part of such payment or performance is avoided or recovered directly or indirectly from the City as a preference, fraudulent transfer or otherwise, irrespective of (a) any notice of revocation given by Guarantor or Contractor prior to such avoidance or recovery, or (b) payment in full of any obligations then outstanding.

The Guarantor expressly subordinates and waives its rights to subrogation, reimbursement, contribution or indemnity with respect to performance by Guarantor of the obligations of Contractor guaranteed hereby, until such time as the City receives payment or performance in full of all such obligations.

EXHIBIT C:

CORPORATE GUARANTY
City of Pleasanton/____________
DRAFT C-3 Processing Agreement, Exhibit C

4. Term. This Guaranty is not limited to any period of time, but shall continue in full force and effect until all of the terms and conditions of the Agreement have been fully performed by Contractor, and Guarantor shall remain fully responsible under this Guaranty without regard to the acceptance by the City of any performance bond or other collateral to assure the performance of Contractor's obligations under the Agreement. Guarantor shall not be released of its obligations hereunder so long as there is any claim by the City against Contractor arising out of the Agreement based on Contractor's failure to perform which has not been settled or discharged.

5. No Waivers by the City. No delay on the part of the City in exercising any rights under this Guaranty or failure to exercise such rights shall operate as a waiver of such rights. No notice to or demand on Guarantor shall be a waiver of any obligation of Guarantor or right of the City to take other or further action without notice or demand. No modification or waiver by the City of any of the provisions of this Guaranty shall be effective unless it is in writing and signed by the City and by Guarantor, nor shall any waiver by the City be effective except in the specific instance or matter for which it is given.

6. Attorney's Fees. In addition to the amounts guaranteed under this Guaranty, Guarantor agrees to pay actual attorney's fees and all other costs and expenses incurred by the City in enforcing this Guaranty, or in any action or proceeding arising out of or relating to this Guaranty, including any action instituted to determine the respective rights and obligations of the parties hereunder.

7. Governing Law; Jurisdiction. This Guaranty is and shall be deemed to be a contract entered into in and pursuant to the laws of the State of California and shall be governed and construed in accordance with the laws of California without regard to its conflicts of laws rules, for all purposes, including, but not limited to, matters of construction, validity and performance . Guarantor agrees that any action brought by the City to enforce this Guaranty may be brought in any court of the State of California and Guarantor consents to personal jurisdiction over it by such courts. Guarantor appoints the following person as its agent for service of process in California:
_________________________
_________________________
_________________________
_________________________

8. Severability. If any portion of this Guaranty is held to be invalid or unenforceable, such invalidity shall have no effect upon the remaining portions of this Guaranty, which shall be severable and continue in full force and effect.

9. Binding on Successors. This Guaranty shall inure to the benefit of the City and its successors and shall be binding upon Guarantor and its successors, including a successor entity formed by a merger or consolidation, a transferee of substantially all of its assets, and its shareholders in the event of its dissolution or insolvency.

EXHIBIT C:

CORPORATE GUARANTY
City of Pleasanton/____________
DRAFT C-4 Processing Agreement, Exhibit C

10. Authority. Guarantor represents and warrants that it has the corporate power to give this guaranty, that its execution of this Guaranty has been authorized by all necessary action under its Articles of Incorporation and by-laws, and that the person signing this Guaranty on its behalf has authority to do so.

11. Notices. Notice shall be given in writing, deposited in the U.S. mail, registered or certified, first class postage prepaid, addressed as follows:

To the City: _________________________
_________________________
_________________________
_________________________

To Guarantor: _________________________
_________________________
_________________________
_________________________
The parties may change the address to which notice is to be sent by giving the other party notice of the change as provided in this Section.

IN WITNESS WHEREOF , Guarantor has executed this Guaranty on the day and year first above written.

By: ___________________________________
Chief Executive Officer

By: ___________________________________
Corporate Secretary

EXHIBIT D:

PRELIMINARY LIST OF RECYCLABLE MATERIALS

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City of Pleasanton/____________
DRAFT D-1 Processing Agreement, Exhibit D
EXHIBIT D:

PRELIMINARY LIST OF RECYCLABLE MATERIALS
{Note to Proposers: This list is intended as a starting point. The City intends to work with the selected Contractor to develop and maintain a sustainable list of materials, based on Contractor’s Proposal, and commodity markets throughout the Term of the Agreement.} Paper
Paperback books
Boxes, packages
Carbonless paper
Cardboard (must fit in cart)
Catalogs

Colored & Construction paper
Computer paper
Copy paper
Coupons
Detergent boxes
Egg cartons (paper only-no Styrofoam)
Envelopes with metal clasps
Envelopes (plastic windows OK)
Gift wrap (non-metallic)
Junk mail
Magazines
Manila folders
Newspapers and inserts
Office paper
Paper bags
Paper packaging with remnant tape
Paperboard boxes (cereal & shoe boxes)
Paper towel and toilet paper tubes
Pet food bags
Post-its
Shredded paper (placed in a paper bag)
Telephone books
Tissue paper (gift type)

Metal
Aluminum cans
Aluminum foil (clean)
Aluminum pie plates
Cookie sheets
CRV beverage cans
Food cans (clean)
Pet food cans
Steel cans
Scrap metal
Glass
Rinsed; all colors; lids, caps
Bottles
CRV beverage containers
Jars
Plastic
Containers only; empty; rinsed
Plastics #1 to #7
Rigid plastics
Plastic bags
Baby wipes containers
Bleach bottles
Buckets without handles
CRV beverage containers (soda, water, juice)
Detergent bottles
Food containers (no Styrofoam)
Household cleaning containers (empty)
Lids and caps
Milk jugs
Prescription bottles (empty)
Salad dressing bottles (rinsed)
Shampoo and conditioning bottles
Tub containers
Water jugs

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EXHIBIT E:

CONTRACTOR’S PROPOSAL

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EXHIBIT F:

APPROVED AFFILIATES AND SUBCONTRACTORS

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EXHIBIT G:

INTIAL TIPPING FEES FOR POST COLLECTION

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EXHIBIT H:

RECYCLABLE MATERIALS REVENUE SHARING

CALCULATION

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EXHIBIT I:

CONTRACTOR’S RECYCLABLE MATERIALS

CHARACTERIZATION STUDY METHODOLOGY

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EXHIBIT J:

LABOR AGREEMENTS

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EXHIBIT K:

FACILITY DESCRIPTION

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EXHIBIT L:

IRAN CONTRACTING CERTIFICATION

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City of Pleasanton/____________
DRAFT K-1 Processing Agreement, Exhibit K
EXHIBIT K:

IRAN CONTRACTING CERTIFICATION
Pursuant to Public Contract Code Section 2200 et seq. (“Iran Contracting Act of 2010”), Contractor certifies that:

1. Contractor is not identified on the list created by the California Department of General Services (“DGS”) pursuant to California Public Contract Code Section 2203(b) as a Person engaging in investment activities in Iran; and,

2. Contractor is not a financial institution that extends twenty million dollars ($20,000,000) or more in credit to another Person, for forty five (45) Days or more, if that Person will use the credit to provide goods or services in the energy sector in Iran and is identified on the DGS list made pursuant to Section 2203(b).

As used herein, “Person” shall mean a “Person” as defined in Public Contract Code Section 2202(e).

I, the official named below, CERTIFY UNDER PENALTY OF PERJURY , that I am duly authorized to legally bind the Contractor to this Certification, which is made under the laws of the State of California. ____________________________________ (“Contractor”)
By:__________________________________ (Signature)
Name:_______________________________ (Printed Name)
Title:_________________________________
Date:_________________________________

City of Pleasanton/____________
DRAFT K-2 Processing Agreement, Exhibit K

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CITY OF PLEASANTON

RFP FOR RECYCLABLE MATERIALS POST-COLLECTION PROCESSING

SERVICES
Proposal Comparison
Categories Pleasanton
Garbage Service
(PGS)
Republic GreenWaste
Recovery
Cost No Revenue Share
Option 1: Estimated 3%
CPI Adjustment
Methodology at $201.45
per ton tipping fee.
95% Revenue Share
Option 1: Simple CPI
Adjustment Methodology
at $250.22 per ton tipping
fee.

Option 2: Cost-Based
Adjustment Methodology
at $250.22 per ton tipping
fee.
95% Revenue Share
Option 1: Simple CPI
Adjustment Methodology at
$90.00 per ton tipping fee.

Option 2: Cost-Based
Adjustment Methodology at
$130.00 per ton tipping fee.

Facility
Distance from
PGS Transfer
~18 miles ~21 miles ~27 miles
Diversion Rate No diversion provided. 70% 80%
Capacity
Guarantee
BLT Fremont has sufficient
capacity. A guarantee was
not specifically made.

Capacity is guaranteed
throughout the term of
the agreement.

Capacity is guaranteed
throughout the term of the
agreement.

Acceptance
List/Market
Value
No acceptance list
provided.

Limited Acceptable
Materials List to
Commodities with
Consistent Markets.

Expansive Acceptable
Materials List including
Commodities with
Inconsistent Markets.

ATTACHMENT 2

Responsiveness
to SB 54
Preparedness for
accommodating future
regulations, such as SB 54.

Meet and confer to
address future
regulations.

Work with City to revise list
of accepted/prohibited
materials. Facility is
equipped to quickly
respond.

Exceptions to
Agreement
N/A 122

106

RESOLUTION NO. 2025-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PLEASANTON

APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE

AN AGREEMENT FOR POST-COLLECTION OF RECYCLABLE

MATERIALS PROCESSING AND DIVERSION SERVICES BETWEEN THE CITY OF PLEASANTON AND GREENWASTE RECOVERY, LLC.

WHEREAS, the Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1989 (“AB 939”) and subsequent modifications thereto, established a solid waste management process that requires cities and other local jurisdictions to implement source reduction, reuse, and recycling as integrated waste management practices; and
WHEREAS, the State of California has found and declared that the amount of refuse generated in California, along with diminishing Disposal Site space and potential adverse environmental impacts from landfilling, and the need to conserve natural resources, have created an urgent need for State and local agencies to enact and implement an aggressive integrated waste management program. The State has, through enactment of AB 939 and subsequent related legislation, including, but not limited to, the Jobs and Recycling Act of 2011 (AB 341), the Event and Venue Recycling Act of 2004 (AB 2176), SB 1016 (Chapter 343, Statutes of 2008 [Wiggins, SB 1016), the Mandatory Commercial Organics Recycling Act of 2014 (AB 1826), the Short-Lived Climate Pollutants Bill of 2016 (SB 1383), AB 1594, AB 1201, AB343, and the Plastic Pollution Prevention and Packaging Producer Responsibility Act (SB 54), directed the responsible State agency, and all local agencies, to promote Diversion and to maximize the use of feasible waste reduction, reuse, Recycling, and Composting options in order to reduce the amount of refuse that must be Disposed; and
WHEREAS, in 1990, the Alameda County Waste Reduction and Recycling Initiative Charter Amendment established a county-wide Solid Waste Diversion rate goal of seventy-five percent (75%) by 2010; and
WHEREAS, in 2010, the Alameda County Source Reduction and Recycling Board (“StopWaste”) adopted a Strategic Plan that included a new waste diversion goal. By 2020, Alameda County wanted less than ten percent (10%) of waste deposited in Alameda County’s landfills to be readily Recyclable or Compostable; and WHEREAS, pursuant to California Public Resources Code Section 40059(a) (2), the City has determined that the public health, safety, and well-being require that an exclusive right be awarded to a qualified Contractor to provide for the Collection, Transportation, and Processing (where permitted under this Agreement) of Solid Waste, Recyclable Materials, Organic Materials, Construction and Demolition Debris, Bulky Items and other services related to meeting the City’s Customer service and environmental goals as well as goals established through the City’s Climate Action Plan; and
ATTACHMENT 3

Resolution No. 2025-

WHEREAS, the City Council further declares its intent to approve and maintain reasonable Rates for the Collection, Recycling, Processing, Composting, Transfer and/or Disposal of Solid Waste, Recyclable Materials, and Organic Materials; and WHEREAS, the City Council initiated a request for proposals for Recyclable Materials Processing services, and through a competitive procurement process received Contractor’s proposal;
WHEREAS, the City Council has found and determined, based on Contractor’s proposal, qualifications, demonstrated experience, reputation, and reasonable and competitive cost to the City, that Contractor is best able to provide Recyclable Materials Processing services in order to protect public health, safety, and well-being of the City;
WHEREAS, Contractor has represented and warranted to the City that it has the experience, responsibility, qualifications, and ability to implement safe, thorough, and competent Processing and Diversion services in compliance with Applicable Law and the provisions of this Agreement;
WHEREAS, the City has determined that, in the event Contractor satisfies the terms and conditions of this Agreement, it is in the best interest of the City and its residents, taking into account the qualifications and experience of Contractor, the cost of providing such services, and the revenues from the sale of materials for the City, to ensure the Delivery of Recyclable Materials collected in the City by the City’s Franchised Collector to the Approved Processing Facility(ies); WHEREAS, both the City and Contractor are mindful of the provisions of the laws governing the safe transfer, transport, Processing and Diversion of Recyclable Materials and Disposal of Solid Waste, including AB 939, AB 341, AB 1826, SB 1383, and the Resource Conservation and Recovery Act, 42 U.S.C. § 9601 et seq.; WHEREAS, neither the City nor Contractor can anticipate all of the possible needs, considerations, or eventualities that may arise during the Term of this Agreement, and the Parties agree that they will work together in a spirit of mutual cooperation to resolve any such issues as and when they arise; and, WHEREAS, neither the City nor Contractor can anticipate any changes in the industry as to the future means or methods of collection, transfer, transport, processing, diversion, and/or disposal services, and will work cooperatively to address such opportunities and/or issues as and when they arise.

NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF THE

CITY OF PLEASANTON DOES RESOLVE, DECLARE, DETERMINE, AND ORDER THE FOLLOWING:

SECTION 1: The City Council approves the Agreement between the

Resolution No. 2025-

City of Pleasanton and GreenWaste for Recyclable Materials Processing services, a copy of which is attached hereto, to commence on July 1, 2025 and expire on June 30, 2029.

SECTION 2: Authorizes the City Manager to execute the above-described agreement, attached as Exhibit A.

SECTION 3: This resolution shall become effective immediately upon its passage and adoption.

PASSED, APPROVED AND ADOPTED by the City Council of the City of Pleasanton at a regular meeting held on April 15, 2025.

I, Jocelyn Kwong, City Clerk of the City of Pleasanton, California, certify that the foregoing resolution was adopted by the City Council at a regular meeting held on the 15th day of April 2025 by the following vote:

Ayes:

Noes:

Absent:

Abstain:

Jocelyn Kwong, City Clerk
APPROVED AS TO FORM:

Daniel Sodergren, City Attorney

Item #9

CITY COUNCIL AGENDA REPORT

April 15, 2025
Public Works - Engineering Division

TITLE: AWARD A CONSTRUCTION CONTRACT TO DPI, INC. IN THE AMOUNT OF $1,048,777 FOR THE PURI COURT STORM DRAIN IMPROVEMENTS PROJECT, CIP NO. 25415, AUTHORIZE THE CITY MANAGER, OR DESIGNEE, TO

APPROVE AND EXECUTE CONTRACT CHANGE ORDERS FOR A PROJECT CONTINGENCY AMOUNT NOT TO EXCEED $157,317

SUMMARY
The Puri Court Storm Drain Improvements project will replace existing storm drain pipe of various sizes with a 48-inch reinforced concrete pipe (RCP) and a custom-sized box culvert to improve flow capacity and mitigate future flood risks. A competitive bidding process was followed in accordance with the City's Procurement and Contracting Procedures. Nine bids were received, with DPI, Inc. as the lowest responsive and responsible bid of $1.048,077. Staff recommends the City Council award the construction contract to the lowest responsible bidder, DPI, Inc. in the amount of $1,206,094, inclusive of a 15 percent contract contingency of $157,317 for unexpected and unforeseen conditions and changes.

RECOMMENDATION

1. Award a construction contract to DPI, Inc. of Livermore, CA, in the amount of $1,048,777 for the Puri Court Storm Drain Improvements Project, CIP No. 25415.

2. Authorize the City Manager to enter into the construction contract with DPI, Inc.

3. Authorize the Director of Public Works, or authorized staff, to approve and execute contract change orders for a project contingency amount not to exceed $157,317 (approximately 15 percent of the contract).

BACKGROUND
Severe winter storms from December 2022 to March 2023 caused damage throughout Pleasanton. These weather events resulted in risks to the health, safety, and welfare of people and property due to flooding, downed trees, loss of power, and property damage. The Puri Court area (location map provided as Attachment 3) experienced severe flood damage during the 2023 storm event. Previously, in 2017, properties on Puri Court also experienced flooding.

The existing main storm drain line that runs through Puri Court conveys offsite drainage from undeveloped areas west of Foothill Road and tributary areas adjacent to Puri Court. The existing storm drain pipe in Puri Court varies between 24-30 inches in diameter, and the existing pipe sizes were determined to be undersized for carrying the required flow. The proposed project, designed to current standards, will replace the existing pipe with a 48-inch reinforced concrete pipe and a custom-sized box culvert (5 feet by 3 feet) to improve flow capacity and mitigate future flood risks.

The designed system will provide increased flow capacity to reduce the risk of damage from future storms to the Puri Court area.

DISCUSSION
This project consists of replacing the existing storm drain pipe with approximately 415 linear feet of 48-inch RCP storm drain and 52 linear feet of variable-sized box culvert, replacing the storm drain manhole and headwall, and performing minor concrete work, including sidewalk, curb and gutter, valley gutter, driveway, landscaping and irrigation, and surface restoration.

As Puri Court is a narrow street, it is not feasible to maintain continuous traffic and access during active construction. City staff conducted neighborhood outreach meetings to discuss construction impacts and offered alternatives such as offsite temporary parking, to lessen the impacts. The contractor will be required to maintain a minimum of a clearly delineated 4-foot- wide pedestrian path along the length of Puri Court at all times.

Due to the limited width of the public service easement (PSE) that the storm drain is within, temporary construction easements are required to provide enough room to complete the work.

City staff worked with several property owners to secure the right of entry for construction and staging. The property owners at 2 Puri Court and 3901 Foothill Road agreed to grant temporary access to portions of their land for construction staging and temporary parking for the residents. A discussion with the property owner at 4 Puri Court is nearing completion and will be in place prior to construction.

Consultant/Specialty Services
On January 23, 2024, the City approved a task authorization to Pakpour Consulting Group, Inc., under an existing on-call agreement to provide design services for the project. The design fee was paid through the Annual Storm Repair/Replacement Project, CIP No. 24415.

Pakpour Consulting Group will provide additional engineering and construction support services to review shop drawings and field design support and respond to requests for information under an existing on-call agreement with the City. The task authorization will be based on time and materials for construction support services for an estimated not-to-exceed cost of $55,000.

Geocon Consultants will provide materials testing services under an existing on-call agreement with the City. These services include required specialty testing of the materials for the backfill and compaction of the trench backfill associated with the pipeline installation. The time and materials services are estimated to cost $21,000.

Bids
Sealed bids for this project were opened on March 26, 2025. Nine bids were received, ranging from $1,048,777 to $1,834,000, compared with the Engineer’s Estimate of $1.3 million (see Attachment 1). The lowest responsible bid was received from DPI, Inc. of Livermore, California, in the amount of $1,048,777, which is approximately 19 percent lower than the Engineer’s Estimate. Staff reviewed the lowest bidder’s bid prices and deemed them to be reasonable and acceptable. Past work performed by DPI, Inc. was verified to be satisfactory.

Staff recommends the City Council award the construction contract to DPI, Inc.

Schedule
Construction of the project will occur upon procurement of the materials and is anticipated to be completed within four months of starting construction. The storm drain system installation is conditioned to be completed prior to the start of the rainy season.

The proposed schedule for the project is:

Approval of Plans and Specifications/Award of Contract April 15, 2025 Start of Construction Summer 2025 End of Construction Winter 2025

EQUITY AND SUSTAINABILITY
Approval of this action advances the City’s equity and sustainability goals from the Climate Action Plan 2.0 under community resilience and wellbeing by improving public services to ensure all communities are prepared for climate-related impacts.

OUTREACH
City staff conducted neighborhood outreach meetings to discuss construction impacts.

Construction notices will be sent to businesses and residents where the project will occur.

STRATEGIC PLAN ALIGNMENT
Approval of this action advances the ONE Pleasanton Strategic Plan goals of Safeguarding Our City, Strategy 4 - Identify funding sources and implement the hazard mitigation plan to address response to natural disasters and Investing in Our Environment, Strategy 1 - Implement the Four-Year Capital Improvement Program (CIP).

FISCAL IMPACT
A total of $1.75 million is budgeted for the Puri Court Storm Drain Improvements Project, CIP No. 25415, in the Capital Improvement Program. The anticipated total expenditure for this project is $1,361,417, including a project contingency of $157,317 (approximately 15 percent of the bid amount). The project contingency for unanticipated costs that may become apparent during construction when excavating underground and expanding limits of restoration. The expenditures include design, construction award, contingency, support services, and other miscellaneous costs associated with temporary easements, leaving a budget surplus of approximately $388,583. At the completion of CIP No.25415, staff will recommend the surplus balance be transferred back to the source funds. The funding and anticipated project expenditures are detailed in Attachment 2.

Prepared by: Submitted by: Approved by:

Adam Nelkie, Assistant Dir.
of Public Works -
Engineering
Siew-Chin Yeong, Director of Public
Works

Gerry Beaudin, City
Manager

Attachments:

1. Bid Summary

2. Funding and Estimated Expenditure Summary

3. Project Location Map

1 415 LF 48” RCP 1,300.00$ $539,500 $1,350.00 $560,250.00 $780.000 $323,700.00 $1,800.00 $747,000.00 $1,262.00 $523,730.00 $1,320.00 $547,800.00 $1,200.00 0 $498,000.00 25 2L F Box Culvert 1,500.00$ $78,000 $1,300.00 $67,600.00 $2,900.00 $150,800.00 $1,800.00 $93,600.00 $3,222.00 $167,544.00 $2,500.00 $130,000.00 $600.00 $31, 200.00 32 E A Type III Storm Drain Manhole (6’-8’ Deep) 15,000.00$ $30,000 $12,000.00 $24,000.00 $18,000.00 $36,000.00 $30,000.00 $60,000.00 $36,250.00 $72,500.00 $44,000.00 $88,000.00 $24,000.00 $ 48,000.00 41 E A Type III Storm Drain Manhole (8’-10’
Deep) 20,000.00$ $20,000 $14,000.00 $14,000.00 $20,000.00 $20,000.00 $30,000.00 $30,000.00 $38,800.00 $38,800.00 $44,000.00 $44,000.00 $30,000.00 $ 30,000.00 52 E A Type III Storm Drain Manhole (10’-12’
Deep) 25,000.00$ $50,000 $16,000.00 $32,000.00 $25,000.00 $50,000.00 $30,000.00 $60,000.00 $38,950.00 $77,900.00 $60,000.00 $120,000.00 $42,000.00 $84,000.00 61L S Headwall w/ Fence 50,000.00$ $50,000 $30,000.00 $30,000.00 $29,000.00 $29,000.00 $25,000.00 $25,000.00 $62,050.00 $62,050.00 $75,000.00 $75,000.00 $24,000.00 $ 24,000.00 72 E A Replace 4” Sanitary Sewer Lateral 5,000.00$ $10,000 $5,000.00 $10,000.00 $14,500.00 $29,000.00 $5,000.00 $10,000.00 $12,980.00 $25,960.00 $8,000.00 $16,000.00 $24,000.00 $4 8,000.00 81 E A Remove & Replace Catch Basin 15,000.00$ $15,000 $3,500.00 $3,500.00 $12,000.00 $12,000.00 $8,000.00 $8,000.00 $11,500.00 $11,500.00 $8,500.00 $8,500.00 $14,400.00 $14,400 .00 93 E A Trench Dam 10,000.00$ $30,000 $1,500.00 $4,500.00 $7,500.00 $22,500.00 $5,000.00 $15,000.00 $4,500.00 $13,500.00 $2,200.00 $6,600.00 $36,000.00 $108,000 .00 10 85 LF Remove & Replace Curb & Gutter 100.00$ $8,500 $70.00 $5,950.00 $200.00 $17,000.00 $100.00 $8,500.00 $295.00 $25,075.00 $60.00 $5,100.00 $190.00 $16,150.00 11 2860 SF Remove & Replace Sidewalk 45.00$ $128,700 $12.00 $34,320.00 $45.00 $128,700.00 $8.00 $22,880.00 $24.00 $68,640.00 $20.00 $57,200.00 $70.00 $200,200.00 12 1 EA Remove & Replace ADA Ramp 15,000.00$ $15,000 $8,500.00 $8,500.00 $12,500.00 $12,500.00 $5,000.00 $5,000.00 $5,500.00 $5,500.00 $6,000.00 $6,000.00 $30,000.00 $30,000.0 0 13 150 SF Valley Gutter 30.00$ $4,500 $70.00 $10,500.00 $75.00 $11,250.00 $20.00 $3,000.00 $112.00 $16,800.00 $50.00 $7,500.00 $95.00 $14,250.00 14 645 SF Exposed Aggregate Driveway 70.00$ $45,150 $32.00 $20,640.00 $60.00 $38,700.00 $20.00 $12,900.00 $76.00 $49,020.00 $50.00 $32,250.00 $5.00 $3,225.00 15 6600 SF Slurry Seal 3.00$ $19,800 $2.50 $16,500.00 $3.00 $19,800.00 $2.50 $16,500.00 $3.00 $19,800.00 $2.40 $15,840.00 $2.00 $13,200.00 16 1 LS Striping/Markings 5,000.00$ $5,000 $6,000.00 $6,000.00 $10,000.00 $10,000.00 $4,000.00 $4,000.00 $6,580.00 $6,580.00 $6,000.00 $6,000.00 $9,600.00 $9,600.00 17 1 LS Landscaping & Irrigation 86,500.00$ $86,500 $100,000.00 $100,000.00 $145,000.00 $145,000.00 $50,000.00 $50,000.00 $147,150.00 $147,150.00 $140,000.00 $140,000.00 $96 ,000.00 $96,000.00 18 1 LS Remove & Reinstall Major Street Light 15,000.00$ $15,000 $20,000.00 $20,000.00 $20,000.00 $20,000.00 $10,000.00 $10,000.00 $23,400.00 $23,400.00 $30,000.00 $30,000.00 $18,000.00 $ 18,000.00 19 1 LS Traffic Control Plan 49,350.00$ $49,350 $1,000.00 $1,000.00 $30,000.00 $30,000.00 $2,000.00 $2,000.00 $71,200.00 $71,200.00 $15,000.00 $15,000.00 $96,000.00 $96,0 00.00 20 1 LS Temporary Construction Easement
Implementation 40,000.00$ $40,000 $70,000.00 $70,000.00 $10,000.00 $10,000.00 $35,000.00 $35,000.00 $17,800.00 $17,800.00 $80,000.00 $80,000.00 $36,000.00 $ 36,000.00 21 1 LS BMPs/Storm Water Pollution Control Plan 10,000.00$ $10,000 $5,000.00 $5,000.00 $10,000.00 $10,000.00 $2,000.00 $2,000.00 $11,100.00 $11,100.00 $60,000.00 $60,000.00 $42,000.00 $42,0 00.00 22 1 LS Trench Shoring 50,000.00$ $50,000 $4,517.00 $4,517.00 $65,000.00 $65,000.00 $50,000.00 $50,000.00 $33,900.00 $33,900.00 $80,000.00 $80,000.00 $129,775.00 $1 29,775.00 TOTAL:

FBD Vanguard Construction,
Inc
R&R Maher Construction
Company, Inc.

Tennyson Electric
Lonestar Landscape, Inc.

W.R. Forde Associates, Inc.

Unit Price Total
$1,570,790.00
Los Loza, Inc.

Tennyson Electric LLC
Dirt Dynasty, Inc.

Item No.

Total
Quantity
(Approximate)
Item Description Unit Price Total
Puri Court Storm Drain Improvements, CIP No. 25415
Bid Opening: 3/26/2025 @ 2:00 p.m.

Unit of
Measure
Bid Summary
Kerex Engineering, IncEngineer's Estimate
$1,300,000.00
Total
$1,048,777.00
Unit Price Total
$1,190,950.00
DPI, Inc.

Unit Price
$1,489,449.00
WestRock Engineering
Unit Price Total
$1,270,380.00
Mountain Cascade, Inc.

Unit Price Total
Bond Blacktop, Inc.

Sierra Traffic Markings, Inc.

Bailey Fence Co, Inc.

Tennyson Electric LLC
Los Loza, Inc.

Tennyson Electric
Graham Contractors, Inc
Marina Landscape
R&R Maher
Liffey Electric
Bond Blacktop
Bruce Enterprises
Sinclair General Engineering
Subcontractors
BuildCorp, Inc.

Unit Price Total
$1,590,000.00
Raposo Engineering, Inc.

MZB Engineering, Inc.

1 415 LF 48” RCP 1,300.00$ $539,500
25 2L F Box Culvert 1,500.00$ $78,000
32 E A Type III Storm Drain Manhole (6’-8’ Deep) 15,000.00$ $30,000 41 E A Type III Storm Drain Manhole (8’-10’
Deep) 20,000.00$ $20,000
52 E A Type III Storm Drain Manhole (10’-12’
Deep) 25,000.00$ $50,000
61L S Headwall w/ Fence 50,000.00$ $50,000
72 E A Replace 4” Sanitary Sewer Lateral 5,000.00$ $10,000 81 E A Remove & Replace Catch Basin 15,000.00$ $15,000 93 E A Trench Dam 10,000.00$ $30,000
10 85 LF Remove & Replace Curb & Gutter 100.00$ $8,500 11 2860 SF Remove & Replace Sidewalk 45.00$ $128,700 12 1 EA Remove & Replace ADA Ramp 15,000.00$ $15,000 13 150 SF Valley Gutter 30.00$ $4,500
14 645 SF Exposed Aggregate Driveway 70.00$ $45,150 15 6600 SF Slurry Seal 3.00$ $19,800
16 1 LS Striping/Markings 5,000.00$ $5,000
17 1 LS Landscaping & Irrigation 86,500.00$ $86,500 18 1 LS Remove & Reinstall Major Street Light 15,000.00$ $15,000 19 1 LS Traffic Control Plan 49,350.00$ $49,350
20 1 LS Temporary Construction Easement
Implementation 40,000.00$ $40,000
21 1 LS BMPs/Storm Water Pollution Control Plan 10,000.00$ $10,000 22 1 LS Trench Shoring 50,000.00$ $50,000
TOTAL:

Item No.

Total
Quantity
(Approximate)
Item Description Unit Price Total
Puri Court Storm Drain Improvements, CIP No. 25415
B
id Opening: 3/26/2025 @ 2:00 p.m.

Unit of
Measure
Bid Summary
Engineer's Estimate
$1,300,000.00
Subcontractors
$1,890.00 $784,350.00 $1,770.00 $734,550.00 $2,200.00 $913,000.00 $2,260.00 $117,520.00 $6,150.00 $319,800.00 $4,500.00 $234,000.00 $33,280.00 $66,560.00 $20,000.00 $40,000.00 $27,500.00 $55,000.00 $42,650.00 $42,650.00 $22,000.00 $22,000.00 $30,000.00 $30,000.00 $46,650.00 $93,300.00 $24,000.00 $48,000.00 $33,000.00 $66,000.00 $73,270.00 $73,270.00 $68,000.00 $68,000.00 $65,000.00 $65,000.00 $9,250.00 $18,500.00 $9,500.00 $19,000.00 $5,000.00 $10,000.00 $9,200.00 $9,200.00 $17,000.00 $17,000.00 $12,500.00 $12,500.00 $5,090.00 $15,270.00 $7,000.00 $21,000.00 $2,000.00 $6,000.00 $160.00 $13,600.00 $147.00 $12,495.00 $175.00 $14,875.00 $29.00 $82,940.00 $22.00 $62,920.00 $25.00 $71,500.00
$10,300.00 $10,300.00 $6,500.00 $6,500.00 $12,500.00 $12,500.00 $69.00 $10,350.00 $63.00 $9,450.00 $70.00 $10,500.00
$65.00 $41,925.00 $31.00 $19,995.00 $55.00 $35,475.00
$3.00 $19,800.00 $5.00 $33,000.00 $3.00 $19,800.00
$9,030.00 $9,030.00 $6,800.00 $6,800.00 $5,500.00 $5,500.00 $134,000.00 $134,000.00 $130,000.00 $130,000.00 $150,000.00 $150,000.00 $14,300.00 $14,300.00 $11,000.00 $11,000.00 $20,500.00 $20,500.00 $1,370.00 $1,370.00 $30,000.00 $30,000.00 $45,000.00 $45,000.00 $6,000.00 $6,000.00 $10,000.00 $10,000.00 $15,000.00 $15,000.00 $15,100.00 $15,100.00 $14,000.00 $14,000.00 $6,850.00 $6,850.00 $13,700.00 $13,700.00 $145,000.00 $145,000.00 $35,000.00 $35,000.00 Golden State Construction &
Utility, Inc.

Unit Price Total
$1,834,000.00
GSW Construction, Inc.

Unit Price Total
$1,593,035.00
CEAU CO. dba Castillon
Company
Unit Price Total
$1,780,510.00
Los Loza, Inc.

Bailey Fence Co, Inc.

Chrisp Company
Los Loza, Inc.

Graham Contractors, Inc
Tennyson Electric LLC
Marina Landscape, Inc.

Merz Bros Construction, Inc.

Bond Blacktop
APena Construction, Inc.

Ricardo Marrun Construction
Reds Power Electric

ATTACHMENT 2
Project Funding to Date Amount Totals
Midterm Allocation (FY2025) (Fund 441) $1,750,000

TOTAL PROJECT FUNDING TO DATE
Project Expenditures to Date (Paid under CIP 24415)
Alameda County Clerk $50
Pakpour Consulting (Design) $68,526
Total Project Expenditures to Date $68,576
Anticipated Project Expenditures
Bid Advertising $747
Construction Contract (DPI, Inc.) $1,048,777
Project Contingency (Approximately 15%) $157,317
Pakpour Consulting (Construction and Design Support) $55,000 Geocon Consultants (Material Testing) $21,000
Miscellaneous $10,000
Total Anticipated Project Expenditures $1,292,840

TOTAL PROJECT EXPENDITURES
Funding Balance/ (Shortfall)
388,583 $
$1,361,417
$1,750,000

PURI COURT STORM DRAIN IMPOVEMENTS PROJECT
CIP NO. 25415
04/15/25

BLACK AVE

BERNAL AVE
INTERSTATECALIFORNIA680

CASEAVE

HOPYARD RD

SUNOL BLVD

STONERIDGE DR

BERNALCOMMUNITYPARK

W LAS POSITAS BLVD

FOOTHILL RD

VALVISTACOMMUNITYPARK

STONERIDGEMALL

LIBRARY
INTERSTATECALIFORNIA680

OLD BERNAL AVE

HOPYARD ROAD

JUNIPERO STVALLEY AVE

THERMO FISHERSCIENTIFIC

FOOTHILL RD

FOOTHILL RD

SANTOS RANCH RDFOOTHILL KNOLS DRPURI CT

FOOTHILLSHIGHSCHOOLVALLEY AVE

ALAMEDACOUNTYFAIRGROUNDS

BERNAL AVE

EQUUS CT

VALLEY AVEW LAS POSITAS BLVD

PROJECT SITE

STONERIDGE DR

PLEASANTONRIDGEREGIONALPARK

AUGUSTINBERNALPARK

KEN MERCERSPORTSPARK

LOCATION MAP

NOT TO SCALE
CITY OF PLEASANTONPURI COURT STORM DRAIN IMPROVEMENTSCIP NO. 25415PUBLIC WORKS DEPARTMENT

LOCATION MAPNTS

Item #10

CITY COUNCIL AGENDA REPORT

April 15, 2025
City Manager

TITLE: APPROVE SECOND AMENDMENT TO THE PROFESSIONAL SERVICE

AGREEMENT WITH HF&H CONSULTANTS, LLC FOR SOLID WASTE SYSTEM

TECHNICAL ASSISTANCE SERVICES TO INCREASE AMOUNT OF THE AGREEMENT BY $125,000 FOR A TOTAL AMOUNT NOT TO EXCEED $325,000

SUMMARY
In 2022, the City Council awarded a professional services agreement to HF&H Consultants, LLC to provide technical assistance in managing a variety of solid waste related projects.

Under the current agreement, staff and the consultant have worked on planning and implementation of California State Senate Bill 1383 (SB 1383) for mandatory organics waste collection, as well as other ongoing projects related to management of the franchise agreement between the City and Pleasanton Garbage Service. Additional funds are needed to provide for ongoing consulting services to continue necessary work on solid waste and recycling related projects.

RECOMMENDATION
Approve a second amendment to the professional service agreement with HF&H Consultants, LLC for solid waste system technical assistance services to increase amount of the agreement by $125,000 for a total amount not to exceed $325,000

BACKGROUND
The Professional Services Agreement with HF&H Consultants, LLC (HF&H) was entered into on June 1, 2022, for solid waste system technical assistance not to exceed $100,000 over a period of five years. During the first two fiscal years of the contract, HF&H has provided consultation on, among other things, analysis, and adjustment of garbage rates under the franchise agreement and new requirements of SB 1383, which seeks to reduce the emission of short-lived climate pollutants by mandating the diversion of organic wastes from landfills. On May 21, 2024, the City Council approved a First Amendment to the agreement that increased the contract by $100,000 for a total amount not to exceed $200,000. Staff is proposing a Second Amendment to the Agreement that will increase the contract by $125,000 for a total not to exceed amount of $325,000 to continue to provide technical assistance for the solid waste, recyclables, and organic materials program.

DISCUSSION
HF&H assists City staff with a variety of ongoing tasks to manage the franchise agreement with Pleasanton Garbage Service as well as other related waste and recycling projects. Over the past year, staff has worked with HF&H on the implementation of SB 1383, the vehicle impact fee analysis, and the Rate Period #7 cost basis adjustments. The consultation has required significant time and resources and will continue through the next several years.

Additional funds are needed for the remaining contract term, including Fiscal Years 2025/26 and 2026/27, to provide ongoing technical assistance with monitoring, analyzing,

benchmarking, and negotiations for the solid waste and recycling program.

The Second Amendment seeks to increase the Agreement compensation amount by $125,000 for a total amount not to exceed $325,000 for the remainder of the contract term through Fiscal Year 2026/27.

EQUITY AND SUSTAINABILITY
As a full-service municipality, the City provides a wide range of services and programs to meet the needs of all members of the community. The waste and recycling program takes into account both equity and sustainability considerations to ensure fair access to services and promote environmentally responsible waste management practices. The consulting assistance for waste disposal is vital to ensuring that the services the City provides are available in a healthy and safe manner to all members of the Pleasanton community.

OUTREACH
No outreach was conducted, as this item is a routine matter of City business.

STRATEGIC PLAN ALIGNMENT
This action advances the ONE Pleasanton strategic plan goal of Investing In Our Environment to continue to implement priority items from the Climate Action Plan 2.0 (CAP) to lead by example in environmental sustainability.

FISCAL IMPACT
The proposed Second Amendment to the Professional Services Agreement with HF&H Consultants, LLC. is in the amount not to exceed $325,000, an increase of $125,000. Funding for this Agreement will come from PGS Reserve fund Account 17130231-430101, for which the funds are already budgeted.

Prepared by: Submitted by: Approved by:

ZeeLaura Page, Waste &
Recycling Manager
Siew-Chin Yeong, Director of Public
Works

Gerry Beaudin, City
Manager

Attachments:

1. Second Amendment to Agreement with HF&H 2025

Second Amendment Page 1
Attachment 1

SECOND AMENDMENT TO AGREEMENT
This Second Amendment to Agreement ("Second Amendment") is entered into this 15th day of April 2025 by the City of Pleasanton ("City") and HF&H Consultants, LLC ("Contractor”).

Whereas, on June 1, 2022, the City and HF&H Consultants, LLC entered into a Professional Services Agreement for Solid Waste System Technical Assistance services ("Agreement"); and
Whereas, the agreement is through June 30, 2027, and the process for this project is ongoing; and
Whereas, the parties desire to amend to the Agreement to increase the compensation; Now, therefore, in exchange for valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows:

1. Section 4 of the Agreement, " Compensation.” is amended to read:

City shall pay Consultant for services rendered pursuant to this Agreement as described more particularly in Exhibit A. The payments shall be made on a monthly basis upon receipt and approval of Consultant’s invoice. Total compensation and reimbursement for costs shall not exceed $325,000, an increase of $125,000.

2. This amendment may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement. Counterparts may be delivered via facsimile, electronic mail (including pdf or any electronic signature complying with U.S. federal E-Sign Act of 2000 (15 U.S. Code §7001 et seq.), California Uniform Electronic Transactions Act (Cal. Civil Code §1633.1 et seq.), or other applicable law) or other transmission method, and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.

3. All other terms and conditions of the Agreement shall remain in full force and effect.

In witness whereof, authorized representatives of the parties have executed this Second Amendment to the Agreement as of the date first above written.

CITY OF PLEASANTON CONTRACTOR or CONSULTANT

_____________________________ By: __________________________ Gerry Beaudin, City Manager Signature
__________________________
Print name
Title: __________________________
[If Contractor or Consultant is a corporation,
signatures must comply with California
Corporations Code §313]

Second Amendment Page 2
Attachment 1
ATTEST:
_____________________________
Jocelyn Kwong, City Clerk
APPROVED AS TO FORM:

By: __________________________
_____________________________ Signature
Daniel G. Sodergren, City Attorney
__________________________
Print name
Title: __________________________
Rev. 3/23

Item #11

CITY COUNCIL AGENDA REPORT

April 15, 2025
Public Works - Utilities Division

TITLE: APPROVE A SECOND AMENDMENT TO THE AGREEMENT WITH GOT POWER, INC. TO INCREASE THE ANNUAL NOT-TO-EXCEED AMOUNT BY AN
ADDITIONAL $50,000 PER FISCAL YEAR WITH THE ANNUAL COMPENSATION NOT TO EXCEED $350,000 FOR FISCAL YEAR 2024/25 AND ALL

SUBSEQUENT FISCAL YEARS FOR THE REMAINDER OF THIS AGREEMENT, BRINGING THE TOTAL COMPENSATION TO $1,050,000 FOR THE THREE-

YEAR TERM

SUMMARY
The City is responsible for ensuring that essential facilities—including potable water pumping stations, sewer lift stations, stormwater pump stations, fire stations, police stations, and the Operations Services Center—are equipped to operate using backup generators during emergencies, power outages, or Pacific Gas & Electric Company (PG&E) Public Safety Power Shutoff (PSPS) events. These facilities must remain functional when power is unavailable due to seismic activity, wildfires, or other emergencies.

In May 2024, the City Council approved an agreement with Got Power, Inc. (dba CD & Power) for backup generator repairs, as-needed generator rentals, and emergency repair services. In Fall 2024, the City Council approved a first amendment to expand the scope of work to include additional maintenance services. A second amendment is now requested to increase the contract capacity by $50,000 for Fiscal Years 2024/25 and 2025/26, ensuring continuity of generator services.

RECOMMENDATION

1. Approve a second amendment to the agreement with Got Power, Inc. to increase the not-to-exceed annual amount by an additional $50,000 per fiscal year with the annual compensation not to exceed $350,000 for Fiscal Year 2024/25 and all subsequent fiscal years for the remainder of this agreement, bringing the total compensation to $1,050,000 for the three-year term

2. Authorize the City Manager to execute the second amendment to the agreement with Got Power, Inc.

BACKGROUND
In May 2024, the City entered into an agreement with Got Power, Inc. for the maintenance and repair of City-owned backup generators, annual load bank testing, and as-needed generator rentals. The agreement also includes after-hours and weekend emergency repairs. With the increasing frequency of PG&E PSPS events, this contract has been critical in ensuring uninterrupted operations through portable generator rentals.

Got Power, Inc. has also assisted City staff in standardizing generator connections at sites lacking permanent generators. This standardization allows for faster setup and deployment, minimizing service disruptions during outages or emergencies.

DISCUSSION
The agreement with Got Power, Inc. covers essential services such as generator repairs, annual load bank testing, and emergency generator rentals. The contract also provides after- hours response and weekend emergency repairs, ensuring continued support for critical City facilities during unplanned power outages or PSPS events. Through this agreement, the City has been able to improve operational resilience by standardizing portable generator connections at sites without permanent generators. This improvement facilitates faster deployment and reduces service downtime during emergencies.

The additional contract value is necessary due to the increased frequency of power outages and the need for expanded maintenance efforts to extend generator lifespans, while the city designs a new permanent stationary generator as approved through the Water System Management Plan and the FY23-25 Sewer Capacity Improvement Plan (CIP). At the same time, the City is impacted by the rising costs of equipment and emergency services. The additional funding will also support ongoing standardization of portable generator connections and improvements to site infrastructure, ensuring faster deployment and minimized service disruptions during emergencies.

EQUITY AND SUSTAINABILITY
Ensuring the City can operate during power outages and other emergencies helps to ensure that the City can provide essential services to all members of the Pleasanton community.

OUTREACH
No outreach was conducted, as this item is a routine matter of City business.

STRATEGIC PLAN ALIGNMENT
Approval of this action advances several strategies under the Citywide ONE Pleasanton strategic plan goal of Investing in Our Environment - Strategy 4 to identify system improvements and necessary maintenance, and Safeguarding our City to ensure the city is prepared for emergencies.

FISCAL IMPACT
The current contract has an annual not-to-exceed amount of $300,000 for FY 2024/25. The Second Amendment provides an additional $50,000 per fiscal year for both FY 2024/25 and FY 2025/26, for a total compensation amount of $1,050,000 over the three-year term. The agreement with Got Power, Inc. is funded by the Water and Sewer Repair and Replacement Funds, the Water O&M Fund, the Sewer O&M Fund, and the General Fund in Fiscal Years 2024/25, 2025/26, and 2026/27. Budgets for future fiscal years are subject to City Council approval.

Prepared by: Submitted by: Approved by:

Siew-Chin Yeong, Director
of Public Works
Siew-Chin Yeong, Director of Public
Works

Gerry Beaudin, City
Manager

Attachments:

1. Second amendment to agreement with Got Power, Inc.

Contract #2024637

Second Amendment Page 1

SECOND AMENDMENT TO AGREEMENT

This Second Amendment to Agreement ("Second Amendment") is entered into this ____ day of April 2025, by the City of Pleasanton ("City") and Got Power Inc., dba CD & Power ("Contractor”).

Whereas, on July 1, 2024, the City and Contractor, entered into an As-Needed Maintenance and Trade Services Agreement for Generator Repair Services RFP PWD 24.601, as amended by the First Amendment dated September 25, 2024, to expand the services provided by the Contractor ("collectively the Agreement"); and

Whereas, the parties desire to amend the Agreement to increase the annual not to exceed amount to be Performed of this Agreement.

Now, therefore, in exchange for valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows:

1. Section 3 of the Agreement, “Compensation” the annual compensation shall not exceed $350,000 for Fiscal Year 2024/25 and all subsequent Fiscal Years for the remainder of this Agreement. This will bring the Total Compensation for this Agreement to $1,050,000 for the three year term.

2. This Second Amendment may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement. Counterparts may be delivered via facsimile, electronic mail (including pdf or any electronic signature complying with U.S. federal E-Sign Act of 2000 (15 U.S. Code §7001 et seq.), California Uniform Electronic Transactions Act (Cal. Civil Code §1633.1 et seq.), or other applicable law) or other transmission method, and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.

3. All other terms and conditions of the Agreement shall remain in full force and effect.

In witness whereof, authorized representatives of the parties have executed this Second Amendment to the Agreement as of the date and year first above written.

CITY OF PLEASANTON CONTRACTOR – Got Power Inc.

_____________________________ By: __________________________ Gerry Beaudin, City Manager Signature

__________________________
Print name

Contract #2024637

Second Amendment Page 2

ATTEST: Title: __________________________

_____________________________ [If Contractor is a corporation, signatures must comply Jocelyn Kwong, City Clerk with California Corporations Code §313]

APPROVED AS TO FORM:

By: __________________________
_____________________________ Signature
Daniel G. Sodergren, City Attorney __________________________ Print name

Title: __________________________

Item #16

CITY COUNCIL AGENDA REPORT

April 15, 2025
Community Development

TITLE: REVIEW OF THE ZONING ADMINISTRATOR'S APPROVAL OF A SIGN DESIGN REVIEW APPLICATION (P24-0731) TO INSTALL NEW MONUMENT, WALL,

CANOPY, AND PUMP SIGNAGE AS PART OF A REBRANDING FOR THE GULF GAS STATION LOCATED AT 4212 FIRST STREET

SUMMARY
Review of a Sign Design Review (SDR) approval to allow the installation of new monument, wall, canopy, and pump signage as part of a rebranding for the Gulf gas station located at 4212 First Street (former Shell gas station). Without an approved master sign program, the requested signage changes require SDR approval. The Zoning Administrator approved the SDR application (P24-0731) on January 30, 2025, subject to conditions of approval. Pursuant to PMC Section 18.144.010 City Council Review, on March 4, 2025, a City Council member requested a review of the Zoning Administrator's action. Accordingly, the application is presented for the City Council's review, which may confirm the Zoning Administrator’s approval without changes, modify the approval (e.g., by modifying or adding conditions), or overturn the Zoning Administrator’s decision (i.e., deny the SDR).

RECOMMENDATION
Adopt a resolution upholding the Zoning Administrator’s approval of Case No. P24-0731, subject to the Conditions of Approval in Attachment 1, Exhibit A.

BACKGROUND
Design Review Process
The City's Municipal Code (PMC) Section 18.20.010.B.7. (Design Review) specifies the City's Zoning Administrator shall review and make decisions regarding all signs. Determinations for sign approvals are typically made in one of two ways:

1. Determination of conformance with an approved master sign program; or

2. Sign Design Review approval.

Master Sign Programs
If a sign is proposed within a project area with an approved master sign program (e.g., a shopping center, office/business park, corporate headquarters/campus, etc.), the review process is clear. The Zoning Administrator reviews the proposed signage against the criteria specified in the master sign program, and if the proposed signage meets the criteria, the proposed signage is approved ministerially and any required construction permits may be applied for by the applicant. If the proposed signage is found not to conforman with the approved master sign program, it is rejected by the Zoning Administrator, and the applicant is directed to correct the deficiencies prior to requesting approval.

The City has approved several master sign programs citywide, some of which are outdated

and allow certain types of signage that would not be considered appropriate or supportable today (e.g., internally illuminated cabinet signs). However, master sign programs typically run in perpetuity with the project area they represent and very few, if any, include language requiring updates. The typical remedy for these issues is to encourage updates or application for a new master sign program when a project area proposes significant exterior design upgrades or new construction occurs. Similarly, the Zoning Administrator may also have to make exceptions for proposed signage that may not conform with an approved master sign program.

Sign Design Review
If a sign is proposed within a project area without an approved master sign program (typically a standalone-type commercial or office building), Sign Design Review is required. As part of the SDR process, the Zoning Administrator evaluates the proposed signage for conformance with the following policies and standards prior to making a determination:

1. Any applicable General Plan policies, specifically:

1. Community Character Element Policy 15, Program 15.3:
▪ Attractive sign design and higher-quality sign materials ▪ Attractive colors, minimizing bright franchise colors

2. Community Character Element Policy 16, which "discourages franchise and prototype architecture and signage".

Any applicable design guidelines (such as the Downtown Design Guidelines) and, for signs on Main Street, standards in the Downtown Revitalization District Ordinance (PMC Chapter

18.74), and the criteria set forth in Chapter 18.20 for Design Review, generally, are also considered.

3. Any applicable provisions specified in PMC Section 18.96 (Signs).

The City's Sign Ordinance includes basic parameters as to the amount, size, placement and lighting of signs (with such standards varying by zoning district), but lacks strict, objective design parameters in many respects, particularly with regard to aesthetics (e.g., colors, materials, permissible lighting levels, amount of branding vs. non-branding components, etc.).

Staff provides formal and informal feedback to applicants through the review process, with comments taking into account the Design Review criteria, as identified in Chapter 18.20, which includes factors such as the location and visibility of the site, existing signage/sign conditions and design/character of the buildings or structures on which the signage is being placed, proposed lighting, nature of the use for which the signage is proposed, and character, type and proximity of adjacent uses. The City must also consider the reasonable expectation that a business may wish or be entitled to use its corporate colors, business identification or branding as part of its signage program.

In most instances, the Zoning Administrator is successful in negotiating well-designed, high- quality, and proportionally sized signage based on the guidance of the documents listed

above. These aspects focus on the use of indirect, backlit or halo-illuminated signage, flush- mounted signage, individual channel letters, high-quality finish materials, colors consistent with/complementary to the project area, a reduction in or elimination of some corporate signage designs when they appear unnecessary or excessive, proportionality to the project area the proposed signage represents, requiring lighting limitations to reduce impacts on surrounding uses, consideration of both vehicular and pedestrian safety when locating monument and directional signage, etc.

With respect to the two General Plan policies noted above, while they provide guidance to “minimize” and “discourage” bright and franchise elements in signage, neither policy prohibits the use of these elements. It is thus a subjective matter for the Zoning Administrator to determine whether the amount of such elements is excessive or inappropriate, considering the above-noted factors. For this application, staff observed that gas stations throughout Pleasanton (including immediately opposite this site) commonly use branded colors and logos on canopies and elsewhere, and there are many examples of gas stations with similar or greater amounts of such signage. Through the SDR process, staff therefore worked with the applicant to reduce the size of logos, limit the amount and hours of nighttime illumination, and limit the size of the monument sign.

DISCUSSION
Zoning Administrator's Action
On December 3, 2024, Guy Houston, on behalf of the owners of Gulf gas station at 4212 First Street, submitted a Sign Design Review application for signage modifications as part of a rebranding process from the former Shell to the new Gulf gas station. The scope of work also included replacing much of the dead landscaping and removing outdated structures like propane tank holders, bollards, etc.

On December 19, 2024, the application was deemed incomplete. While staff indicated its general support for the applicant’s overall intent to upgrade and improve the appearance of the project site, comments were provided to the applicant in two key areas:
• To request the amount/intensity of lighted signage be reduced, particularly the canopy signage. The applicant was advised to modify the canopy signage to eliminate some proposed neon striping and use signage indirectly lit, halo-lit or backlit (versus internally illuminated cabinet signs). It was also recommended that canopy lighting have a shut-off time (10 p.m.)
• Retaining the existing height of the monument pricing sign, versus allowing an increase in the height of the sign as proposed. (Staff noted State law requires certain minimum letter heights for display of fuel prices). Staff also requested modifications to the base of the monument sign to match the proposed color/painting of the on-site buildings.

Over the course of the following weeks, staff met with the applicant approximately four-five times (phone and virtual) to review possible sign design options, lighting options, etc. On January 30, 2025, the Zoning Administrator approved the revised proposed signage (provided in Attachment 2) with the following revisions:
• Minor reduction in size of the trademarked logos on the canopy;

• The illumination of only the lettering and a small band along the bottom of the canopy (originally the plans called for illumination of not only the logo and lettering, but also the entire orange background on the canopy);
• A condition of approval that all illuminated canopy lighting be turned off daily between the hours of 10:00 p.m. to 7:00 a.m., similar to the 76/Circle K gas station and convenience market across the street; and
• Maintaining (i.e., not enlarging) the existing size of the monument pricing sign.

Thus, as proposed and conditioned, the Zoning Administrator found the proposed SDR would meet the dimensions and other standards of the Sign Ordinance, is in keeping with other similar gas station signage design concepts throughout the city, and would be compatible with, and would not detrimentally affect, the existing adjacent/nearby uses or residences. Conditions of approval have been included which will ensure that the safety and general welfare of the surrounding area, and the city in general, is maintained.

ENVIRONMENTAL ASSESSMENT
This project is categorically exempt (Section 15301, Class 1, Existing Facilities) from the requirements of the California Environmental Quality Act (CEQA); therefore, no environmental document accompanies this report.

Pursuant to PMC Section 18.144.010 City Council Review, on March 4, 2025, a Council member requested review of the action of the Zoning Administrator. Accordingly, the application is presented to the City Council for its review.

EQUITY AND SUSTAINABILITY
No impact, since this is a routine matter of City business.

OUTREACH
Notice of this meeting was sent to property owners and tenants/occupants within 1,000 feet of the site as shown in Attachment 3. At the time of this report’s publication, no public comments have been received.

STRATEGIC PLAN ALIGNMENT
Approval of this action advances the ONE Pleasanton Strategic Plan goal of Building a Community Where Everyone Belongs, Strategy 4, which aims to Implement the updated 2024- 2028 Economic Development Strategic Plan initiatives, including retail revitalization, ensuring the vibrancy of Pleasanton’s downtown, business retention and expansion, and workforce development. This project would provide new signage as part of the rebranding (and future façade remodel) of a former Shell gas station to a Gulf gas station, supporting the noted objectives.

FISCAL IMPACT
The proposed project would be responsible for the payment of fees as set forth in the Conditions of Approval. No fiscal impacts to the City or public services are anticipated.

Prepared by: Submitted by: Approved by:

Eric Luchini, Senior Planner Ellen Clark, Director of Community Development

Gerry Beaudin, City
Manager

Attachments:

1. Resolution

2. Zoning Administrator Approved Plans

3. Noticing Map

4. Presentation

ATTACHMENT 1
RESOLUTION NO. 2025-

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PLEASANTON UPHOLDING THE ZONING ADMINISTRATOR’S APPROVAL OF A SIGN DESIGN

REVIEW APPLICATION FOR THE INSTALLATION OF NEW MONUMENT, WALL,

CANOPY, AND PUMP SIGNAGE AS PART OF A GAS STATION REBRANDING FOR GULF GAS STATION LOCATED AT 4212 FIRST STREET, SUBJECT TO THE CONDITIONS OF APPROVAL (FILED UNDER CASE NO. P24-0731)
WHEREAS, on December 3, 2024, Guy Houston, on behalf of the owners of Gulf gas station submitted a Sign Design Review application to install new monument, wall, canopy, and pump signage as part of a gas station rebranding process from the former Shell to the new Gulf gas station located at 4212 First Street; and
WHEREAS, the Property is designated Retail/Highway/Service Commercial Business and Professional Offices in the City’s General Plan; and WHEREAS, the Property is zoned C-F (Freeway Commercial); and WHEREAS, the Property is designated Downtown Commercial in the Downtown Specific Plan; and
WHEREAS, on January 30th, 2025, the Zoning Administrator approved the Sign Design Review application, filed under case no. P24-0731; and WHEREAS, within the time specified by the Pleasanton Municipal Code, a member of the City Council requested that the application and approval of the Zoning Administrator be reviewed by the City Council; and
WHEREAS, on April 15, 2025, the City Council held a duly noticed public hearing to consider the Project, the determination by the Zoning Administrator, all public comments and testimony, and findings.

NOW, THEREFORE BE IT RESOLVED THE CITY COUNCIL OF THE CITY OF

PLEASANTON DOES RESOLVE, DECLARE, DETERMINE AND ORDER THE FOLLOWING:

Section 1. Prior to taking action on the Project, and at a properly noticed public meeting, the City Council reviewed written and oral staff reports, conducted a public hearing on the Project and took testimony, and received into the record all pertinent documents related to the Project (collectively, the “Record Evidence”). The City Council’s determination is based on the Record Evidence, which is incorporated into this Resolution by reference.

Section 2. The City Council finds that the project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301, (Existing Facilities), since the project only includes removal and replacement of existing signage with new signage. Therefore, no additional environmental review is required.

Section 3. The City Council has considered the findings made in the Zoning

ATTACHMENT 1
Administrator’s approval letter dated January 30, 2025, and subject to conditions of approval, adopts those same findings as their own findings as part of this resolution. Based upon the City
Council’s own independent review of the Record Evidence, the City Council hereby finds that the proposed Sign Design Review application is consistent with the City's General Plan, the Pleasanton Municipal Code and the City’s Guidelines and approves the Sign Design Review Application (Case No. P24-0731). The Zoning Administrator’s decision as set forth in the January 30, 2025 approval letter, subject to conditions of approval, attached hereto and incorporated herein by reference as Exhibit A, is hereby affirmed.

Section 3. This resolution shall become effective immediately upon its passage and adoption.

PASSED, APPROVED AND ADOPTED by the City Council of the City of Pleasanton at a regular meeting held on April 15, 2025.

I, Jocelyn Kwong, City Clerk of the City of Pleasanton, California, certify that the foregoing resolution was adopted by the City Council at a regular meeting held on April 15, 2025, by the following vote:

Ayes:

Noes:

Absent:

Abstain:

Jocelyn Kwong, City Clerk
APPROVED AS TO FORM:

Daniel Sodergren, City Attorney

ATTACHMENT 1

EXHIBIT A

DRAFT CONDITIONS OF APPROVAL
P24-0731
4212 First Street
April 15, 2025
The applicant is hereby notified, as part of this approval, that (s)he is required to satisfy and maintain compliance with the conditions of approval below. Where approval by the Director of Community Development, Planning Division, Director of Public Works/City Engineer, City Attorney, Chief Building and Safety Official, Fire Department or other City staff is required, review shall be for compliance with all applicable conditions of approval, adopted policies and guidelines, ordinances, laws and regulations, and accepted practices related to the approval. In addition to complying with the conditions below, the applicant is required to comply with all applicable federal, state, and local laws that pertain to this project whether or not specifically noted herein.

This approval is granted for Sign Design Review (SDR) to allow the installation of new monument, wall, canopy, and pump signage as part of a gas station rebranding for Gulf gas station (former Shell gas station) located on Assessor Parcel No(s). 094-0095-025- 03 at 4212 First Street. Development shall be substantially as shown on the project materials listed below:
a. Project plans, Exhibit B, prepared by Big Red Rooster Flow for Gulf gas station, dated “Received” on January 29, 2025, and kept on file in the Planning Division of the Community Development Department.

The project materials listed above are collectively the “Approved Plans”.

THIS APPROVAL IS GRANTED SUBJECT TO THE FOLLOWING CONDITIONS:

1. APPROVAL AND REVISIONS: The proposed development shall be in substantial conformance with the “Approved Plans”, except as modified by the following conditions. Minor changes to the plans may be allowed subject to the approval of the Director of Community Development if found to be in substantial conformance with the approved exhibits. Planning Division approval is required before any changes are implemented in site design, grading, architectural design, house colors or materials, green building measures, landscape material, etc.

2. EXPIRATION – DESIGN REVIEW: This design review approval shall lapse 1 year from the effective date of approval unless a building permit is issued and construction has commenced and is diligently pursued towards completion, or the City has approved a time extension.

ATTACHMENT 1

3. CONDITIONS OF APPROVAL CHECKLIST: The applicant shall submit a “Conditions of Approval Checklist” indicating all conditions in Exhibit A have been satisfied, incorporated into the building permit plans or improvements plans, and/or addressed. Said checklist shall be incorporated as one of the first four plan sheets of all building permit and engineering permit plan submittals for review by the City prior to issuance of permits.

4. APPEAL PERIOD: The building permit submittal will only be accepted after completion of the appeal period provided in the Municipal Code unless the applicant submits a signed statement acknowledging the plan check fees may be forfeited in the event the approval is overturned on appeal, or the design is significantly changed as a result of the appeal. In no case will a building permit be issued prior to the expiration of the appeal period.

5. LIABILITY AND INDEMNIFICATION: To the extent permitted by law, the project applicant shall hold harmless, defend (with counsel acceptable to the City), and indemnify the City, its City Council, its officers, commissions, employee and agents from and against any claim, action, or proceeding brought by a third party against the indemnified parties and/or the applicant to attack, set aside, or void the approval of the project or any permit authorized hereby for the project, including without limitation, reimbursing the City its attorneys’ fees and costs incurred in defense of the litigation. The City may, in its sole discretion, elect to defend any such action with attorneys of its choice.

PLANNING DIVISION – 925-931-5600
Site Development and Building Design

6. FINAL INSPECTION: Final inspection by the Planning Division is required prior to installation. Prior to final inspection, if applicable, all existing building signs shall be removed and all wall surfaces, including, but not limited to any holes in the wall resulting from its removal shall be patched, repaired, and/or replaced to match the existing wall color and texture to the satisfaction of the Director of Community Development. (Project Specific Condition)

7. CANOPY ILLUMINATION. All canopy signage and lighting (except under canopy lighting) shall be remotely turned off daily by 10:00 p.m. Canopy signage and lighting shall not be turned on daily prior to 7:00 a.m. (Project Specific Condition)

8. There shall be no additional signage on the subject property without prior approval from the City. (Project Specific Condition)

ATTACHMENT 1
Construction Practices and Noticing

9. WORK HOURS: All demolition and construction activities, inspections, plan checking, material delivery, staff assignment or coordination, etc., shall be limited to the hours of 8 a.m. to 5 p.m., Monday through Saturday. No construction shall be allowed on State or Federal Holidays or Sundays. The Director of Community Development may allow earlier “start times” or later “stop times” for specific construction activities, e.g., concrete pouring. All construction equipment shall meet Department of Motor Vehicles (DMV) noise standards and shall be equipped with muffling devices. Prior to construction, the hours of construction shall be posted on site.

10. DISTURBANCE COORDINATOR: The applicant shall designate a “disturbance coordinator” who shall be responsible for responding to any complaints regarding construction noise, dust, construction parking, etc. The coordinator (who may be an employee of the general contractor) shall determine the cause of the complaint and shall require the implementation of reasonable measures warranted to correct the problem. A telephone number of the disturbance coordinator shall be posted on the construction site fence and on the notification sent to neighbors adjacent to the site. The sign shall also list an emergency after- hours contact number for the disturbance coordinator, or designee.

Fees

11. FEES: The applicant shall pay any and all fees to which the property may be subject, prior to issuance of grading and/or building permits, or prior to recordation of the final map, whichever is applicable. The type and amount of the fees shall be those in effect at the time the permit is issued.

12. SCHOOL IMPACT FEES – COMMERCIAL: Prior to building permit issuance, the applicant shall pay the required commercial development school impact fee as prescribed by State law and as adopted by the Pleasanton Unified School District (PUSD).

END

EXISTING

PROPOSED
PROJECT LOCATION:
4212 FIRST STREET,
PLEASANTON, CA, 94566
approval signature
I have reviewed the visuals within this document and
I approve the designs and scope of work listed within.
approval signature
I have reviewed the visuals within this document and
I approve the designs and scope of work listed within.

Canopy Visuals
Dispenser Visuals
Main ID Visuals
Amenity Bin / Paint Visuals
A
B
C
D
PROJECT OVERVIEW:

FACILITY NAME:
92067890
2 1
2 1
This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
1 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO

PREMIUM GASOLINE
RENEWABLE DIESEL # 2 CASH

REGUALR GASOLINE CASH PLUS GASOLINE

REGULAR GASOLINE

CASH CREDIT/DEBIT
ATTACHMENT 2

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
2 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
Canopy Visuals
Overhead Map - MID
Perspective View
1 2
C
C
34 Elevation 1 ILLUMINATED
Elevation 2 ILLUMINATED
Elevation 3 STRIPED WHITE ACM
Elevation 4 ILLUMINATED
2 1
2 1

PREMIUM GASOLINE
RENEWABLE DIESEL # 2 CASH

REGUALR GASOLINE CASH PLUS GASOLINE

REGULAR GASOLINE

CASH CREDIT/DEBIT
A
Distance from the building to the nearest edge of canopy: TBD' 2' 2' 2'
24'1 1"
24'1 1"
Street side
Street side
Existing Fascia:

Proposed:
36 11/16"
36"
52'4"
3' 16'8" 3'
52'4"
3' 12'8" 3'
36"
34 34
36"
36"
36"

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
3 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
A Gulf Word Mark
Scale: 1/4” = 1’ - 0”
36” high canop y fascia w ith sma ll word mark sign elevation 4"
3"
3'-0"
4"
4" 6"
12' -8"
6'-10 7/8"
equal
equal
Varies
Bent ACM or F ormed comp onent
with Gulf orang e fi lm decorat ion
01 - Gulf Ora nge
2'-8"
Blue LE D
Orange LED
6"
2'-2"
LED word mark sig n
push thru letters whi te
impact modified acryli c
word mark
Gulf blue dark blue fi lm
with si lkscreened ligh t
blue gradation over formed
shap e
02 - Gulf Blue
03 - Gulf Light Blue
Flat white ACM with subtle
graphic horizontal lines -
06 - Gulf Light Gray
Grap hic decorati on will vary
Top ali gn dimensional
component with top of
canopy
eq.
eq.

Right Ha nded Primary Street App lica tion
Scale: 1” = 1’ - 0”
32” high canopy fascia component with small word mark sign elevation Scale: 1” = 1’ - 0”
Section thru sign
Gulf blue dark blue film
wit h si lkscreened light
blue gradat ion over formed
shape
02 - Gulf Blue
03 - Gulf Light Blue
4"
2'-8"
2'-2" 3'-0"

6.4"6.4"
Flat white ACM fascia
EQ.

EQ.
6'-10 7/8"
LED word mark sig n
push thru letters whi te
impact modified acryli c
1/2” push-thru
Log o follow s angles of fascia
component
Top ali gn
dimensional blue
component w ith
top of w hite fascia
2'-6"
eq.
eq.

7.2"
3"
4"
Canopy
6 0
30 0
**Right handed canopy shown,
left handed canopy would
mirror these guidelines**

Quantity: 1
Total SF: 14.96 SF
Fascia Height: 36"
36” Fascia = 14.96 SF 42” Fascia = 19.9 SF 48” Fascia = 28.13 SF

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
4 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
A Gulf Word Mark

Quantity: 1
Total SF: 14.96 SF
Fascia Height: 36"
Scale: 1/4” = 1’ - 0”
36” high canopy fascia with small word mark sign elevation 3'-0"
4"
4" 6"
16' -8"
equal
equal
Varies
Bent ACM or Formed component
with Gulf orange film decorati on
01 - G ulf Orange
4"
3"
2'-8"
Blue LE D
Orange LED
6"
LED word mark si gn
push thru letters whi te
impact modifi ed acryli c
Gulf blue dark blue fi lm
with si lkscreened ligh t
blue gradation over formed
shap e
02 - Gulf Blue
03 - Gulf Light Blue Flat white ACM with subtle
graphic horizontal lines -
06 - Gulf Light Gray
Grap hic decorati on will vary
6'-10 7/8"
2'-2"
word mark
Top ali gn dimensional
component with top of
canopy
eq.
eq.

Right Ha nded Primary Street App lica tion
Scale: 1” = 1’ - 0”
32” high canopy fascia component with small word mark sign elevation Scale: 1” = 1’ - 0”
Section thru sign
Gulf blue dark blue film
wit h si lkscreened light
blue gradat ion over formed
shape
02 - Gulf Blue
03 - Gulf Light Blue
4"
2'-8"
2'-2" 3'-0"

6.4"6.4"
Flat white ACM fascia
EQ.

EQ.
6'-10 7/8"
LED word mark sig n
push thru letters whi te
impact modified acryli c
1/2” push-thru
Log o follow s angles of fascia
component
Top ali gn
dimensional blue
component w ith
top of w hite fascia
2'-6"
eq.
eq.

7.2"
3"
4"
Canopy
6 0
30 0
**Right handed canopy shown,
left handed canopy would
mirror these guidelines**

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
5 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
Gulf DiscA
Quantity: 1
Total SF: 9.62
Fascia Height: 36"
36” Disc = 7.07 SF 42” Disc = 9.62 SF 48” Disc = 12.56 SF 54” Disc = 15.9 SF Scale: 1" = 1' - 0"
36" CONTAINED DISC disc sign elevation
Scale: 1" = 1' - 0"
Side Elev
3'-0"
1/2"4"
Gulf LE D disc sig n with
Gulf li ght blue i lluminated
returns
1/4" RAISE D Gulf type
1/2" bevel around si gn
Gulf LED di sc si gn wit h
Gulf li ght blue illumi nated
returns
Scale: NTS
Emboss canopy disc sign elevation
Embossed levels shown
1/4" RAI SED Gulf ty pe
Gulf LE D disc sig n with
Gulf li ght blue i lluminated
returns
5 1/4" 4"
1/4"1/4"
1/2" bevel edge1/4"
Flat white ACM wi th
subt le grap hic
horizont al li nes
White ACM canop y fascia
Canop y
1/4" RAISED whi te shape
10 - Gulf Gray
08 - White ACM
03 - G ulf Light Blue
03 - G ulf Light Blue
PMS 2935C PMS 1235C PMS 165C PMS Process BLUE C

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
6 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
Column / Clearance VisualsA
16'-0 "
cano py dec k
var ies
10'-6 "
C. L.
1'-0"1'-0"
eq. eq.

Film or paint colum n
graphic ban d
01 - Gul f Oran ge
Paint co lumn
04 - Gulf Whi te
9'-8" is a min height to lower blade signs if obstructions above force blade signs down on column
Column blade signs are intended to be installed with best view from the cashier area.

Each column to be measured from the grade to the bottom of the blade.

Towel dispensers and old decals that are not approved by Gulf should be removed from canopy columns and given to the
dealer/site management should they want to keep them OR disposed of in installer supplied dumpsters.

Fire extinguisher cabinets should be removed prior to painting the canopy columns and reinstalled after painting the columns.

Columns with Cladding will need special hardware for install.

Canopy Clearance
Sign should be positioned
in the most visible sightlines
for consumers entering
the forecourt.

Align off column as first
priority. If that location
does not provide adequate
visibility, move to a position
that does.

Do not position Clearance sign
under a Gulf word mark sign
or Gulf disc sign. Follow rules
established on this sheet
(2) Clearance signs are
typically used per canopy. If
more are needed, seek approval
from Gulf reimage team

CLEAR ANCE
7 5

CL E A R ANC E
Attach Clearance
Sig n on under si de
of fasci a

CLE A R ANCE
6" min

CLEAR ANCE
6" min 6" min
Move Clearance sig n left
or ri ght from Word mark
sign out of no sign zone
Do not place
Do not place
2 3/4” digits
1 1/4”
1/2”
3 1/2”
2”
eq.
eq.
eq.
eq.
2'-0"
9 3/4"1 1/2" equalequal
6"
Front Elev ation - cleara nce sign

CLEARANCE
Met al blade si gnDetermi ne clearance
hei ght and change as
needed
1 1/2"
C .L.
1’-0"
6"
C.L.

C.L.2"
1’-1"

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
7 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
10 9
16 15
10 9
16 15
Building VisualsA
Existing
Proposed

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
8 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
B Dispenser Visuals
Existing
*While reimaging the dispensers, if the weights and measures labels have to be altered please remove them and place them on a 8.5"x11" paper and hand deliver to a store representative. Ask the store representative to call the listed number for a new test. *Wayne Ovation 2 dispensers will receive column warning decals. *State/local regulatory
messages are the
responsibility of Gulf
Oil’s dealer/distributor*
Column Decal Graphic

WARNING
Health Warnings
Extremely flammable, vapors may explode.

Keep away from heat, sparks, and flame.

Harmful or fatal if swallowed. Can cause skin or eye irritation.

Long-term exposure to vapors has caused cancer in laboratory animals.

Avoid prolonged breathing of vapors.

Keep face, eyes and skin away from nozzle while refueling.

Never siphon by mouth.

For use as a motor fuel only.

Keep away from Children.

Portable C ontainers
Warning - it is unlawful and dangerous to dispense motor fuels into unapproved containers.

Place container on the ground before filling.

No filling of portable containers in or on a motor vehicle/marine craft.

Keep the nozzle in contact with the portable
container while filling.

Gasolin e is Extremely Flam mable

IN CASE OF FIRE
DO NOT REMOVE NO ZZLE FROM TH E VEH ICLE.

Evacuate all passengers from the vehicle and refueling area.

Activate Emergency Shutoff Button/Switch.

Notify attendant. Call 911, if no attendant is on site.

Static Electric S park Explosion
HAZARD
Static and electrical sparks may cause vapors to explode.

To prevent static charge, do not re-enter your vehicle
while gasoline is pumping.

Before fueling, discharge any static electricity by touching a metal surface away from the nozzle. Repeat before removing nozzle.

Filling plastic containers on a plastic bed liner or inside your vehicle may lead to static sparks which may ignite vapors.

If a fire starts, do not remove nozzle - leave the area immediately.

Self Serve
Don't overfill or "top-off" tank.

Persons using dispensers with hold-open latches must remain at the fueling point (outside and next to the vehicle) during refueling.

Never jam open the hold-open latch.

It is unlawful for any person under the age OF 14 to dispense flammable liquids or operate dispensing equipment.

Shut Off EngineNo Smoking Discharge Your
Static Electricity
PMS 485 match
02 Gulf Blue
01 Gulf Orange
1’- 10”
6”
01 Gulf Orange

Metal door sk irt
with silk-screened
decoration
Street or out board
side of canopy

Decal app lied to
side of valance

36"
24"
Cash
P lease pay
cas hier /f_irs t
Credit
Insert car d
into pump
Contains
10% ethanol
6 1/2 "
2"
Bent and cut
metal valance with
silk-screened
decoration4"4"
2’-2" 2’-2"
3’-1/2" 5’-4"
2’-2"
A
B
D
E
G
H
C
F
Priority 1
Place one safety decal on either inside
MPD riser panel. Center in width of
riser. Place high enough to be clearly
visible to customer. If obstructed,
place decal in Priority locations 2 or 3

Mount safety decal on column, if it is
close to the pump and visible to the
consumer
Priority 2
Large Dispenser
Health & Safety Decal
Shut Off EngineNo Smoking
Discharge Your
Static Electricity

WARNING
Health Warnings
Extremely flammable, vapors may explode.

Keep away from heat, sparks, and flame.

Harmful or fatal if swallowed. Can cause skin
or eye irritation.

Long-term exposure to vapors has caused cancer
in laboratory animals.

Avoid prolonged breathing of vapors.

Keep face, eyes and skin away from nozzle while
refueling.

Never siphon by mouth.

For use as a motor fuel only.

Keep away from Children.

Gasoline is Extre mely Flammable

IN CASE OF FIRE
DO NOT REMOV E NOZZLE FROM THE VEHICL E.

Evacuate all passengers from the vehicle and
refueling area.

Activate Emergency Shutoff Button/Switch.

Notify attendant. Call 911, if no attendant is on site.

Static Electric S park Explosion
HAZARD
Self Serve
Don't overfill or "top-off" tank.

Persons using dispensers with hold-open latches
must remain at the fueling point (outside and next
to the vehicle) during refueling.

Never jam open the hold-open latch.

It is unlawful for any person under the age OF 14 to dispense flammable liquids or operate dispensing equipment.

Portable Containers
Warning - it is unlawful and dangerous to dispense
motor fuels into unapproved containers.

Place container on the ground before filling.

No filling of portable containers in or on a motor
vehicle/marine craft.

Keep the nozzle in contact with the portable
container while filling.

Static and electrical sparks may c ause vapors
to explode.

To prevent static charge, do not re-enter your vehicle
while gasoline is pumping.

Before fueling, discharge any static electricity by
touching a metal surface away from the nozzle.

Repeat before removing nozzle.

Filling plastic containers on a plastic bed liner or
inside your vehicle may lead to static sparks which
may ignite vapors.

If a fire starts, do not remove nozzle - leave the
area immediately.
9”
6”
PMS 485 match
02 Gulf Blue
01 Gulf Orange
Priority 1
I
Bent and cut
metal valance
with
silk-screened
decoration
Word mark
on one side of valance only
Word mark alw ays faces
Street or outboard
side of canopy
Proposed Existing
Quantity: 4
E Install Cash/Credit Decal
A Install Valance
Standard
Flat End
Narrow
16" Tall
10" Tall
Contained logo
No logo
G Install Octane Decals
87 89
91 93
Renewable Diesel #2
H Install Door Skin
Branded
Unbranded
I Install Warning Decal
Standard (Priority 1)
Column (Priority 2)
F Polycarbonate Areas
Install New Polycarb Overlays
Paint Trim Area
must be gulf approved colors:
--Black or Silver
C Install Number Decal
Gulf Pay
No Gulf Pay
D Install Ethanol Decal
Standard 10%
CA 10%
MA Decal
DE Decal
No Ethanol
B Install New Riser
if damaged or not silver
Gilbarco Encore 300/500, 3+1
91

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
9 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
MID Sign VisualsC
Elissa Robbins
Brenda Lammers
Gu20246431.E
4212 First Street
Pleasanton, GA

10.01.24 1 1
R1: Increased size of LEDs and sign...BL 10.04.24
R5: Increased size of LEDs and sign...BL 10.23.24
R5: Changed LEDs on diesel to green...BL 10.30.24
Existing - 43.28
Proposed 50.26 SQFT
New 6' 8" x 8' CP Sign
23 44 1/2 16 1/2" x 17 5/8" Em

4.203
6" x 30 1/2" (RENEWABLE DIESEL #2 Tracked Panels)
8 Product Pricer w/ 6" Able 7-Segment LEDs
Painted product
5" x 35 1/2" (RENEWABLE DIESEL #2 CASH Tracked Panels)
5" x 17" (Cash / Credit/Debit) Tracked Panels
" x " Face: bossed Gulf Logo
w/ " x 12.721" (2 pieces ea.)Digital Print
Gulf to be street side
2 Product Pricer w/ 14" Able 7-Segment LEDs
Painted product
Use Gu223603.DP
80"
96 1/2"

REGULAR GASOLINE

PLUS GASOLINE

PREMIUM GASOLINE

CASH CREDIT/DEBIT
Note: Proposed exceeds current square footage.

Must verify proposed new sign will work with
existing poles and foundation.

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
10 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
Quantity: 1
Quantity: 4
Quantity: 0
C-Store Front Entrance
42-gallon Waste Container with Ashtray Dome Lid
• Includes (1) 42-gallon Waste Container with Dome Lid, (1) Aluminum Ashtray and (1) Liner
• Manufactured from durable, long lasting recycled
polyethylene – won’t dent, chip and graffiti resistant
• Unit size: 42.25”H x 18.5” Sq., 25 lbs.
• Color: Gray
• Item #73300399
Carton sizes – Ships in 3 cartons
• 42-gallon WC 19” x 20” x 35”, 21 lbs.
• Ashtray Dome Lid 19” x 19” x 16”, 11 lbs.
• Liner: 15” x 16” x 33”, 13 lbs.

Forecourt Pump Island
Aruba 3 Waste/Windshield Service Center, Single-sided
• Includes (1) 42-gallon Waste Container, (1) WSC Side Pod, (1) Squeegee, (1) Liner, Hardware Bag, Pre-drilled holes in unit for easy assembly
• Manufactured from durable, long lasting recycled
polyethylene – won’t dent, chip and graffiti resistant
• Unit size: 34.5”H x 18”W x 25.5”L, 39 lbs.
• Color: Gray
• Item #759303
Carton size – Ships in 1 carton:
• Aruba 3 WC 19” x 20” x 35”, 21 lbs.

Note: Liner and WSC Side Pod ship inside the unit
Forecourt Pump Island
Aruba 4 Waste/Windshield Service Center, Double-sided
• Includes (1) 42-gallon Waste Container, (2) WSC Side Pod, (2) Squeegees, (1) Liner, Hardware Bag, Pre-drilled holes in unit for easy assembly
• Manufactured from durable, long lasting recycled
polyethylene – won’t dent, chip and graffiti resistant
• Unit size: 34.5”H x 18”W x 36”L, 49 lbs.
• Color: Gray
• Item #75930399
Carton sizes – Ships in 2 cartons:
• Aruba 3 Single-sided WC 19” x 20” x 35”, 21 lbs.

Note: Liner and WSC Side Pod ship inside the unit
• 2nd Cove Isle WSC: 8” x 15” x 33”, 13 lbs.

D Amenity Bin Visuals

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
11 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
D P .O.P Visuals
Quantity: 1
Quantity: 0
Quantity: 4Double Sided Snap Frame
Double Sided Snap Frame Description:
• Double sided snap frame should be installed on light
pole or pole with best visibility. Do NOT install on
MID pole.
• Installation instructions are available on the Gulf
Installer portal
• Pump topper hardware is provided by BRRF.

Marketing material inserts will be provided by Gulf.
• Dimensions: 70"H x 44"W x 12"D
Single Sided Snap Frame
Single Sided Snap Frame Description:
• Single sided snap frame can be installed on building or on visible pole. Do NOT install on MID pole.
• POP Installation instructions are available on the Gulf Installer portal
• Pump topper hardware is provided by BRRF. Marketing
material inserts will be provided by Gulf.
• Dimensions: 70"H x 44"W
Inverted Pump Topper
Inverted Pump Topper Description:
• Pump toppers should be installed inverted under bonnet of each dispenser on site – Only Gas dispensers will
receive this or 3+1’s. Like GulfPay.
• Installation instructions are available on the Gulf Installer portal
• Pump topper hardware is provided by BRRF. Marketing
material inserts will be provided by Gulf.
• Dimensions: 12"H x 24"W
• New inverted pump toppers are a requirement to be
compliant with the Gulf brand standards.
• If your site currently has a snap frame, you will need to order a new snap frame in order to ensure that the
Gulf marketing materials will fit properly.
• If your site currently has a snap frame, you will need to order a new snap frame in order to ensure that the
Gulf marketing materials will fit properly.

This dr aw ing is f or the sole purp ose of expre ssing v is ua This do cument is the p ro pe rt y of LSI INDUS TRIE S INC. It cont ains p ro prie ta ry in fo rm at ion and is tendered subje ct to the condi pa rt , and it and the inf orma tion discl osed herein shall n ot be used or discl Title Da te Clien t
Sign Parts 6/10/2013 Gulf
Front
This dr aw ing is f or the sole purp ose of expre ssing v is ua l de sign intention on ly and is no t intended f or the a ct ua l ma nu fa ct ur in g pu rp os es .

This do cument is the p ro pe rt y of LSI INDUS TRIE S INC. It cont ains p ro prie ta ry in fo rm at ion and is tendered subje ct to the condi t ions tha t it and the inf orma tion discl osed herein be ret ained in c on/f_idence, it ca nn ot be repr od uced or copied dire ct ly or indi re ct ly in wh ole or in pa rt , and it and the inf orma tion discl osed herein shall n ot be used or discl osed t o ot hers f or use f or any o ther p ur po se e xc ept a s sp ec i/f_ic al ly a uthorized in w riting b y LSI INDU ST RIE S INC.

Title Da te Clien t pa ge
Sign Parts 6/10/2013 Gulf 3 of 5
1/8” Thick
Front Side Rear
TOP
This dr aw ing is f or the sole purp ose of expre ssing v is ua l de sign intention on ly and is no t intended f or the a ct ua l ma nu fa ct ur in g pu rp os es .

This do cument is the p ro pe rt y of LSI INDUS TRIE S INC. It cont ains p ro prie ta ry in fo rm at ion and is tendered subje ct to the condi t ions tha t it and the inf orma tion discl osed herein be ret ained in c on/f_idence, it ca nn ot be repr od uced or copied dire ct ly or indi re ct ly in wh ole or in pa rt , and it and the inf orma tion discl osed herein shall n ot be used or discl osed t o ot hers f or use f or any o ther p ur po se e xc ept a s sp ec i/f_ic al ly a uthorized in w riting b y LSI INDU ST RIE S INC.

Title Da te Clien t pa ge
Sign Parts 6/10/2013 Gulf 1 of 5
Exploded View
Snap Frame Sign X2
w/sign insert
& Rear bracket
side Panel X2
.032” ALUMINUM - PRePainted
Bracket X4
14 GA Galvinized Steel
Threaded Rod X4
w/hardware

GULF - COLUMN SIGN
Sign Insert X2
.032” ALUMINUM - PRePainted
Direct Print 2 color Logo

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
12 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
Paint VisualsD
Quantity: 0
Quantity: 2
Quantity: 0
C. L.

Film or paint column
graphic ban d
01 - Gul f Oran ge
Paint co lumn
04 - Gulf Whi te
Columns
Do not paint stainless steel
Paint curbs: 07 - Gulf Dark Gray Do not paint stainless steel Islands
Paint Bollards 06 - Gulf Light Gray
(NOT UNDER CANOPY)
Note: Bollards next to unbranded dispensers outide of canopy (excludes perimeter & stainless steel).

Paint bollards 50/50: 03 - Gulf Light Blue (TOP HALF)
06 - Gulf Light Gray (BOTTOM HALF)
Bollards
Equal
Equal
Note: 50\50 applies to all bollards around branded dispenser regardless of location (excludes stainless steel).

Paint existing light
pole surfaces white
04 - Gulf White
Light Poles Do not paint stainless steel Vent Pipes Do not paint stainless steel Paint existing
surfaces white
04 - Gulf White

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
15 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
E Paint VisualsD
04 - G ulf Wh ite - Pa in t
02 - G ulf Bl u e
03 - G ulf Light Blu e
01 - G ulf Or a ng e
Forec our t: Fascia Compone n t, Dis p ense r Va lance , Bl ade S i g n s 3 M B r i gh t Oran g e -18 0M C 1 4
P M S 165 C
Forec our t C olumn s, D is p ense r Va lan ce, Bla de S i gns , S tore walls, C ar Wash w alls above wa i nsco t, U nde rca no p y K iosk walls above wainsc o t, L i g h t Pol es, Ve n t Pi pe s Sherw i n Wil lia ms - S now Bound S W-7004 Whi te
Pa i n t F in i sh - S a ti n
09 - G ulf Whi te C anopy D eck - P ain t
Forec our t: C ano py Dec k
Forecour t: Diesel underca nopy d eck
S herw in W ill iams - Ex tra Whi te SW- 7006 Whi te
Pa i n t Finis h - Sem i Gloss
S herw i n W i ll i ams - C it y Scape - S W - 706 7
Pa i n t Finis h - Sa ti n
05 - G ulf Y ello w
Forecou r t: Fas c i a C om p one nt, D is p ense r Va lan ce, M I D 3 M F i lm Sunfl owe r ye llow 3650 -2 5
06 - G ulf Li ght Gra y
Forec our t: G ulf Lig h t Gra y on lowe r sec tion
Existing di spe nser ris ers that are not appr oved
prefini she d Sta inle ss ste el, or silve r can be
painted 06 Gulf Light Gra y - Semi glos s finish
for bollards under the fue l i n g cano p ie s
Si te bollards a t S tore, C ar Wa sh and all bollard s no t under fuel ing cano py should be Soli d Gu lf
S herw i n W i ll i ams - Ar g os S W-70 65 -
Pa i n t Finis h - Sem i Glos s
11 - G ulf D iesel Gree n
Forec our t: A ll Di esel a pp lica tions :

D is p ensers, M I D
3M Br ig ht G reen 74 5
P M S matc h 35 5
12 - G ulf W ainsc ot G ra y
Car Wa sh wa i nsc ot, U ndercano py
Used in Gu lf logo.

Ki osk w a i nsc o t
S her wi n W i ll i ams
7016 M indf ul G ra y
10 - G ulf Gr a y
Forec our t: C ano py Fas c i a Li ne s
Cus tom M i x - S emi Glos s
08 - Whi te A C M
Forec our t: Fasc i a of C ano p y
Re y nobond Dura g loss 300 0 bri g h t w h it e or
Eas tman Whi te or e q ua l
07 - G ulf D a rk Gr a y
Forec our t: I sland C urb P a i n t,
M I D foo ti n g bas e abov e g roun d paint
P M S 430 C
Forecour t: F ascia C ompon en t, Dispenser Val ance, D isp ens er Skir t 3 M F i lm In tense Blue 180 - 4 7
3 M F i lm Oly m p ic Blue 180 - 5 7
Forecou r t: Di s p enser Sk i r t, T o p o f Bol lar d P M S 293 5 C
Sherw i n Wil lia ms C us tom C olor - P ain t S p e c
Pa i n t F in i sh - Semi G los s - P a i n t a p pli ca ti on no t p res en tl y u se d on f orecou r t
P M S 123 5 C
Sherw i n W i ll i ams Cus tom C olor - P a i n t S p e c Pa i n t Fin i sh - Semi Gloss f or M I D Band - p oles and cabin e t
13 - Gulf Logo bri ght yello w
P MS 1 16 C M a tc h
H i g hl ig ht y ell o w i n Gulf L o g o
14 - Gulf b lack
Black
Sati n fi nish
Sherw i n Wil lia ms C us tom C olor - P ain t S p e c
Pa i n t F in i sh - Semi G los s used on M I D p ole s P M S P rocess B L U E C
Sherw i n W i ll i ams Cus tom C olor - P a i n t S p e c Pa i n t Fin i sh - Semi Glos s

Light gra y ful l he ig h t of boll ard

This document reflects trade secrets and confidential business information. It may not be copied, published or disseminated in any manner without the written approval of Big Red Rooster Flow. All rights reserved, including patent, trademark and copyrights.

BIG RED ROOSTER FLOW
2 Northfield Plaza, Ste 250
Northfield, IL 60093
P: (847) 441-1818 F: (847) 592-9564
Revision #
R5
Facility #
92067890
Page #
14 OF 14
*THIS IS NOT AN INSTALLATION GUIDE* Permit Pack
Date
01_10_2025
Customer
California Fuel Supply Inc.

Created by
B.DIGHERO
D Paint Visuals
NOT E: Exist ing dispen ser rise rs. SW or o ther
pai nt suppl ier to prov ide new pain t spe c matchi ng Gulf Light Gray 06 for ex teri or meta l risers . Paint spec wil l ne ed to hav e perf ormanc e ca pabilit ies for th is forecou rt co ndit ion . Se mi gloss fi nish.

Sherwi n Williams -
City Scape - S W - 7067
Paint Fin ish - Sa tin
Forecourt: Isl and C urb Pai nt,
MID footi ng bas e
above ground pai nt
PMS 430C Ma tch
04 - Gu lf Whit e - Pai nt
03 - G ulf Light Bl ue
01 - Gulf Orang e
MID poles
09 - Gulf W hit e Canopy Deck
Sherw in Willia ms -
Extra White S W-700 6 White
Paint Finish - S emi Glo ss
06 - Gu lf Lig ht Gra y
Sherw in Willi ams -
Argos S W7065
Paint Fini sh - Semi G los s
Sherwi n W illi ams -
Custom Color Mi x
Semi Gloss
Sherwi n W illi ams -
Custom Color Mi x
Semi Gloss
Sherw in W illi ams -
Snow Bou nd S W-70 04 White
Satin
For s peci fic pai nt applicat ions
that require diff erent perfo rmance
spe cs than SW-70 04, all other cus tom
pai nt to match Gulf 04 Whi te f or
col or match , satin fini sh.
07 - Gulf D ark Gra y
Forecour t: Top of Boll ard
Forecourt : P rese ntly not used
Sherwi n W illi ams -
Custom Color Mi x
Paint Fini sh - Semi Glos s
02 - G ulf Blue
Forecourt:

Canopy dec k
Forec ourt Col umn s, D ispens er
Valan ce, Blad e Sig ns,
Store wall s, Car Wa sh wall s
above wain sco t, U ndercan opy
Kiosk wall s above wainscot,
Light Pole s, Vent Pip es
Forec ourt: Gulf Light Gray o n lower sect ion
for bollards under the fue ling canop ies.

Sit e bollards at Store, C ar Wash and all b ollards not under fueling canopy shou ld be Sol id Gulf
light gray full height of b ollard
She rwin Williams - Argos SW-7065 -
Paint Finish - Semi Glos s
M I D Ban d - p o l e s a n d ca b i n et
0 5 - G u lf Ye llo w
S h er w in W i ll i am s -
C u st o m Co l or M i x
S e mi Gl o s s

© Latitude Geographics Group Ltd.
1,703.6

THIS MAP IS NOT TO BE USED FOR NAVIGATION
NAD_1983_2011_StatePlane_California_III_FIPS_0403_Ft_US Feet1,703.6
Notes
Notes
Legend
This map is a user generated static output from an Internet mapping site and is for reference only. Data layers that appear on this map may or may not be accurate, current, or otherwise reliable.
851.820
1: 10,222
Map Print Title
Fire Station
School
Park
Parcels
4212 FIRST STREET
ATTACHMENT 3

Gulf Gas Station
4212 First Street
Sign Design Review (P24-0731)
City Council
April 15, 2025
Purpose and Requested Action
•City Council request to review a Sign Design Review approval for new monument, wall, canopy, and pump signage as part of a gas station rebranding for Gulf gas station located at 4212 First Street (former Shell gas station)
•Adopt a resolution upholding the Zoning Administrator’s approval of Case No. P24-0731, subject to the Conditions of Approval in Attachment 1, Exhibit A.

Site Description
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Signage Plans

Sign Design Review (SDR) Process
•SDR required for sites without an approved master sign program •Zoning Administrator review and approval based on:
• PMC Chapter 18.96 – Signs
• Dimensional and other standards
• Applicable General Plan policies:
• Community Character Element Policy 15, Program 15.3:
ƒ Attractive sign design and higher quality sign materials ƒ Attractive colors, minimizing bright franchise colors o Community Character Element Policy 16, which "discourages franchise and prototype architecture and signage"
• Applicable Design Guidelines (such as the Downtown Design Guidelines) • With limited exceptions, City codes, policies and standards are subjective/non-prescriptive as to materials, size, placement, permissible levels and types of lighting, colors, use of branding and logos Sign Design Review (SDR) Continued
• Without strict standards, es pecially on amount of lighting, use of colors, logos, and branding, ZA considers factors such as:
ƒ Location and visibility of the site
ƒ Existing signage/sign conditions
ƒ Design/character of the buildings or structures on which the signage is being placed
ƒ Nature of the use for which the signage is proposed
ƒ Character and type and proximity of adjacent use
ƒ City must also consider the reasonable expectation that a business may wish or be entitled to use its corporate colors, business identification or branding as part of its signage program

Discussion
•December 3, 2024: Sign Design Review application
o Modifications for the monument, wall, canopy, and pump signage as part of rebranding
•December 19, 2024: Application deemed incomplete, with comments:
o Reduce amount/intensity of illuminated signage
o Implement lighting shut-off time (10 p.m.)
o Do not increase height of the monument pricing sign
Discussion Continued
•Staff met with the applicant approximately four to five times over several weeks to review possible sign design options, lighting options, etc. •January 30, 2025: Application approved with the following revisions:
o Minor reduction in size of the trademarked logos on the canopy o Canopy illumination limited to lettering/logo and a small band o Condition of approval - All canopy lighting turned off daily between the hours of 10:00 p.m. to 7:00 a.m.
o Maintaining the existing size of the monument pricing sign

Conclusion and Recommendations
• As proposed and conditioned, ZA found t he proposed SDR is in keeping with other similar gas station signage design concepts throughout the City, would be compatible with, and would not detrimentally affect, the existing adjacent/nearby uses or residences
• Staff recommends the City Council adopt a resolution upholding the Zoning Administrator’s approval of Case No. P24-0731, subject to the Conditions of Approval in Attachment 1, Exhibit A