POINT ARENA CITY COUNCIL
AGENDA ITEM SUMMARY
AGENDA ITEM: VIII B
MEETING DATE: 4/25/2023
TITLE
Proposed Contract for Trash & Recycling Collection Service with Solid Waste of Willits
RECOMMENDED ACTION
Receive report, discuss, and take possible action
ANALYSIS
In December 2022, the City received a letter from Recology seeking to terminate its franchise agreement with the City of Point Arena. At the January 24, 2023 meeting, staff was directed to engage Solid Waste of Willits (SWOW) for a sole-source contract based on the assumption that, given the lack of service providers in our area, it was unlikely anyone but SWOW would apply and that SWOW was currently providing service through a subcontract with Recology.
State law and the city’s Municipal Code allow for exemptions from standard bidding requirements. The City’s code states that “the city council may enter into special services contracts… when it determines that, because of the nature of the services, the necessary qualifications required of a person furnishing the services, or the availability of the service from public sources, bidding should not be required.” [Ord. 218 § 3, 2013.] Since the January meeting, your City Manager has discussed a proposed contract with SWOW owner Jerry Ward. Most of the language of the contract is standard and has been reviewed by your city attorney. We were able to reach agreement on some key issues such as the franchise fee, bulky waste clean-up and the recycling center at Arena Cove.
Hours of operation and customer rates were key sticking points.
The contract proposed by SWOW would include:
Franchise Fee – SWOW will pay an annual Franchise Fee to the City of $12,000, which is double the current fee of $6,000.
Annual Bulky Waste Cleanup Day – SWOW will provide two 40 cubic foot containers for annual weekend bulky waste cleanups.
Arena Cove Recycling Center – SWOW will continue to collect recycling free-of-charge to the City and will provide no-cost dumpsters for City use.
Hours of Operation -- No collections would be made in residential areas prior to 5:00 a.m. or after 6:00 p.m. No collections would be made at schools, churches, hospitals, offices, or commercial establishments within 200 feet of said residential districts prior to 5:00 a.m. or after 9:00 p.m.
Rates – The contract proposes significant rate increases over current rates. For example, the smaller 20-gallon cart would increase in price from $31.23 per month to $46.93 per month, a 33% increase. The larger 35-gallon cart would increase in price from $35.79 to $57.03, a 37% increase. The commercial 4-yard containers would increase from $469.39 to $784.64, a 40% increase in costs. See the attached rate comparison.
I explained to Mr. Ward that the hours of operation and the increased costs would be major sticking points with the City Council and they should expect some adjustments.
The options for the contract before you are:
• Approve the proposed contract as presented.
• Approve the proposed contract with modifications by Council. • Reject the proposed contract for further negotiations • Reject the proposed contract and release a Request for Proposals.
FISCAL IMPACT
Increased franchise fees to the City but considerable increases to customers.
ATTACHMENTS
1. Rate Comparison Between Recology and Solid Waste of Willits
2. Proposed Contract with SWOW
3. Letter Requesting Release from Contract by Recology
4. Current Contract with Recology
CITY MANAGER SIGNATURE
_________________________________
Paul Andersen, City Manager
Comparison of Current Recology Rates and Solid Waste of Willits Proposed Rates Recology SWOW
Price
Difference % Increase
Residential Customer
20 gallon cart $ 31.23 $ 46.93 $ 15.70 33%
32/35 gallon cart $ 35.79 $ 57.03 $ 21.24 37%
Commercial Customer
32/35 gallon cart $ 35.79 $ 57.03 $ 21.24 33%
1 yard container $ 169.53 - - -
2 yard container $ 234.71 $ 385.45 $ 150.74 39%
3 yard container $ 352.06 $ 573.48 $ 221.42 39%
4 yard container $ 469.39 $ 784.64 $ 315.25 40%
Industrial Customer
4 yard container $ 469.39 $ 272.96 $ (196.43) -38%
20 yard debris box $ 826.48 $ 1,147.23 320.75 28%
Comparison of Current Rates and SWOW Proposed Rates
Price SWOW Price
Recology SWOW Difference Gualala Area Difference
Residential Customer
20 gallon cart $ 31.23 $ 46.93 $ 15.70 $ 46.93 $ -
35 gallon cart $ 35.79 $ 57.03 $ 21.24 $ 57.03 $ -
Commercial Customer
35 gallon cart $ 35.79 $ 57.03 $ 21.24 $ 57.03 $ -
1 yard container $ 169.53 $ - $ - $ - $ -
2 yard container $ 234.71 $ 385.45 $ 150.74 $ 531.60 $ (146.15) 3 yard container $ 352.06 $ 573.48 $ 221.42 $ 793.45 $ (219.97) 4 yard container $ 469.39 $ 784.64 $ 315.25 $ 1,213.15 $ (428.51) Industrial Customer
4 yard container $ 469.39 $ 272.96 $ (196.43) $ 272.96 $ - 20 yard Debris Box $ 826.48 $ 1,147.23 $ 320.75 $ 1,147.23 $ - Including Gualala
i
FRANCHISE AGREEMENT
between
CITY OF POINT ARENA
and
SOLID WASTES OF WILLITS, INC
June 1, 2023
ii
Table of Contents
RECITALS.................................................................................................................................... 6 SECTION 1 - GRANT AND ACCEPTANCE OF EXCLUSIVE RESIDENTIAL AND COMMERCIAL FRANCHISE................................................................................................... 7 SECTION 2 – DEFINITIONS..................................................................................................... 8 SECTION 3 - COMPLIANCE WITH LAWS AND REGULATIONS................................. 15 SECTION 4 - TERM AND SCOPE OF AGREEMENT ........................................................ 16 A. Term of Agreement........................................................................................................... 16 B. Scope of Agreement.......................................................................................................... 16 C. Limitations to Scope ......................................................................................................... 17 D. Subcontracting .................................................................................................................. 18 E. Franchise Area Limits....................................................................................................... 18 SECTION 5 - SERVICES PROVIDED BY GRANTEE ........................................................ 19 A. City to Approve All Services............................................................................................ 19 B. Collection Service............................................................................................................. 19 C. Recyclable Material Drop-off Facility.............................................................................. 20 D. Hours of Collection........................................................................................................... 21 E. Collection on Holidays ..................................................................................................... 21 F. Annual Bulky Waste Clean-up Day.................................................................................. 21 SECTION 6 - SPECIAL PROGRAMS AND SERVICES PROVIDED BY GRANTEE.... 22 A. Source Reduction and Waste Diversion Programs........................................................... 22 B. Public Education. .............................................................................................................. 22 C. Billing ............................................................................................................................... 22 D. Other Special Services...................................................................................................... 23 E.. Containers - Refusal to Pick Up........................................................................................ 24 F. Containers - Noticing Violators........................................................................................ 24 G. Promotion of Waste Diversion to New Customers........................................................... 24 SECTION 7 – STANDARDS AND REQUIREMENTS FOR SERVICES, EQUIPMENT, AND PERSONNEL .................................................................................................................... 26 A. Manner of Collection ........................................................................................................ 26 B. Vehicles and Equipment - Standards................................................................................ 26 C. Vehicles - Identification.................................................................................................... 27 D. Vehicles and Equipment - Inspection ............................................................................... 27 E. Vehicles - Shovel, Broom and Fire Extinguisher Required.............................................. 27 F. Container Requirements.................................................................................................... 27 G. Personnel........................................................................................................................... 28 SECTION 8 - PUBLIC ACCESS TO GRANTEE................................................................... 30 A. Name and Office Hours.................................................................................................... 30 B. Service Complaints........................................................................................................... 30 iii
C. Overcharge........................................................................................................................ 30 SECTION 9 - SERVICE EXCEPTIONS; HAZARDOUS WASTE NOTIFICATIONS..... 31 A. Responsibility to Identify Hazardous Waste..................................................................... 31 B. Response to Hazardous Waste Identified at Disposal Site or Processing Site ................. 31 C. Notification for Hazardous Waste .................................................................................... 31 D. Rights Reserved as to Hazardous Wastes. .................................................................... 32 SECTION 10 - DISPOSAL AND PROCESSING ................................................................... 33 A. Solid Waste Disposal ........................................................................................................ 33 B. Recyclable Materials Processing and Marketing.............................................................. 33 C. Change in Designated Disposal Location or Recyclable Materials Processing Site ........ 34 D. Grantee's Responsibility in Lieu of Direction by City...................................................... 35 E. Invalidation of City Flow Control Voids Franchise. ........................................................ 35 SECTION 11 - OWNERSHIP OF SOLID WASTE AND RECYCLABLE MATERIALS 36 SECTION 12 - PRIVACY.......................................................................................................... 37 A. Customers Rights of Privacy ............................................................................................ 37 B. Use of Customer Lists....................................................................................................... 37 SECTION 13 - GRANTEE'S BOOKS AND RECORDS; REPORTS AND AUDITS......... 38 A. Customer List and Routes................................................................................................. 38 B. Record-keeping and Inspection......................................................................................... 38 C. Financial and Operational Records................................................................................... 38 D. Collection Service Records............................................................................................... 38 E. Transfer, Processing, and Disposal Records..................................................................... 39 F. Customer Service Records................................................................................................ 39 G. CERCLA Defense Records............................................................................................... 39 H. Quarterly Reports.............................................................................................................. 39 I. Annual Financial Report................................................................................................... 40 J. Annual Operations Report. ............................................................................................... 41 K. Annual Disclosure Statement............................................................................................ 41 L. Reporting Requirements ................................................................................................... 42 M. Failure to Report ............................................................................................................... 42 SECTION 14 - GRANTEE'S RATES....................................................................................... 44 A. City's Powers..................................................................................................................... 44 B. Rate Requirements............................................................................................................ 44 SECTION 15 - RATE ADJUSTMENT PROCEDURES........................................................ 46 A. Pass-through Rate Adjustment.......................................................................................... 46 B. Cost-of-Living & Fuel Rate Adjustments......................................................................... 47 C. Larger Rate Increases........................................................................................................ 48 D. Rate Decreases.................................................................................................................. 49 E. Recycling Commodity Value Adjustment........................................................................ 49 SECTION 16 - FEES .................................................................................................................. 53 iv
A. Franchise Fee - Amount.................................................................................................... 53 B. Franchise Fee - Deposit. ................................................................................................... 53 C. Franchise Fee - Delinquency Penalty ............................................................................... 53 D. Refund of Franchise Fees.................................................................................................. 53 SECTION 17 - BONDS, INSURANCE, AND INDEMNIFICATION................................... 54 A. Bonds................................................................................................................................ 54 B. Insurance ........................................................................................................................... 54 C. Indemnification................................................................................................................. 56 SECTION 18 - FRANCHISE TRANSFER, ISSUANCE, AND RENEWAL........................ 51 A. Franchise Transfer ............................................................................................................ 51 B. General Standards of Responsibility................................................................................. 51 C. Opportunity to Demonstrate Rehabilitation...................................................................... 53 SECTION 19 - TERMINATION............................................................................................... 54 A. Events of Default .............................................................................................................. 54 B. Right to Suspend, Amend, or Terminate .......................................................................... 55 C. Procedures......................................................................................................................... 55 D. Agreement - Revocation - Equipment Use by City .......................................................... 55 E. Liquidated Damages ......................................................................................................... 56 SECTION 20 - RIGHTS OF CITY TO PERFORM DURING EMERGENCY .................. 59 A. Provision of Emergency Services..................................................................................... 59 B. Franchise Revocation - Emergency Actions..................................................................... 59 C. Labor Dispute - City Assumption of Duties - Authorized................................................ 59 D. Labor Dispute - City Assumption of Duties - Use of Revenue ........................................ 60 E. Labor Dispute - City Assumption of Duties – Employees ............................................... 60 SECTION 21 - GENERAL PROVISIONS............................................................................... 61 A. Entire Agreement.............................................................................................................. 61 B. Force Majeure ................................................................................................................... 61 C. Notice Procedures............................................................................................................. 61 D. Independent Contractor..................................................................................................... 62 E. Roadway Damage ............................................................................................................. 62 F. Property Damage .............................................................................................................. 62 G. Compliance with City Code.............................................................................................. 62 H. Severability ....................................................................................................................... 63 I. Waiver or Modification..................................................................................................... 63 J. Forum Selection................................................................................................................ 63 K. Court Costs and Attorney Fees......................................................................................... 63 v
List of Exhibits
A. Source Reduction and Waste Diversion Programs
B. City-Approved Rates
C. Performance Bonding Requirements
D. Public Education and Community Outreach Programs
E. Liquidated Damages
City of Willits Section 1 – Grant and Acceptance of Franchise Franchise Agreement
6 1 FRANCHISE AGREEMENT BETWEEN CITY OF POINT ARENA
2 AND
3 SOLID WASTES OF WILLITS, INC.
4 5 This Franchise Agreement ("Agreement") is entered into this day of 6 __________2023, between the City of Point Arena ("City") and Solid Wastes of Willits, 7 Incorporated, a California corporation ("Grantee"), for the Collection, Transportation, and 8 Disposal of Solid Waste and the Collection, Transportation, Processing, and marketing of 9 Recyclable Materials within the incorporated territory of the City. 10 11 RECITALS
12 13 WHEREAS, the Legislature of the State of California, by enactment of the California 14 Integrated Waste Management Act of 1989 ("AB 939"), has declared that it is within the public 15 interest to authorize and require local agencies to make adequate provisions for Solid Waste 16 handling within their jurisdictions; and
17 18 WHEREAS, pursuant to California Public Resources Code Section 40059(a)(2), the City 19 Council of the City has determined that the public health, safety, and well-being require that an 20 exclusive franchise be awarded to a qualified Solid Waste enterprise for the Collection and 21 recovery of Solid Waste from certain residential, industrial and commercial areas in the City; and 22 23 WHEREAS, City and Grantee are mindful of the provisions of local, state, and federal laws 24 governing the safe Collection, Transport, Recycling and Disposal of Solid Waste, including, but 25 not limited to, AB 939, the Resource Conservation and Recovery Act (“RCRA”) and the 26 Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"); and 27 28 WHEREAS, Grantee has represented and warranted to City that it has the experience, 29 responsibility, and qualifications to arrange with residents, commercial, industrial, institutional 30 and other entities in the Franchise Area for the Collection and safe Transport to Disposal facilities 31 of Solid Waste, the City Council of the City determines and finds that the public interest, health, 32 safety and well-being would be best served if Grantee were to make arrangements with residents 33 and other entities to perform these services; and
34 35 WHEREAS, the City Council of the City declares its intention of maintaining reasonable 36 rates for Collection and Transportation of Solid Waste and Discarded Recyclable Materials within 37 the area covered by this grant of franchise; and
38 39 WHEREAS, in 2017, the franchise agreement with Pacific Coast Disposal was converted 40 to Recology upon the sale of the former to the latter with approval of the City Council. Recology 41 requested the City release its obligations to the franchise agreement. City and Grantee now wish 42 to make a new, comprehensive Agreement to extend the term and make other changes that shall 43 replace all previous writings that constituted the Franchise Agreement for City. 44 City of Willits Section 1 – Grant and Acceptance of Franchise Franchise Agreement
7 45
46 NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
47 SECTION 1 - GRANT AND ACCEPTANCE OF EXCLUSIVE RESIDENTIAL AND 48 COMMERCIAL FRANCHISE
49 50 A. City grants to Grantee, for the term of and in accordance with this Agreement 51 (including all extensions or renewals), an exclusive privilege, duty and right to make and enter into 52 independent arrangements with residents of single family units, residents and/or owners of 53 multifamily units and Persons in charge of commercial, industrial, institutional and other entities 54 in the Franchise Area for the Collection, Transportation and removal to Solid Waste Disposal 55 facilities, all Residential, Commercial, and Industrial Solid Waste, including Discarded Recyclable 56 Materials generated or accumulated within the Franchise Area, with the exception of sewage 57 sludge and seepage, which has been placed in a Grantee-provided Solid Waste Container. 58 59 B. Grantee agrees to be bound by and comply with all the requirements of this 60 Agreement.
61 62 C. In the event of and to the extent that any of the following (Items 1-3, below) require 63 or are amended to require that either party take certain action or desist from taking certain action 64 that affects the promises, covenants and/or performance of the parties hereunder, then this 65 Agreement shall be amended to provide for the satisfaction of such requirements. Furthermore, 66 should such amendments to this Agreement result in the Grantee having to incur additional 67 expenses in performing its obligations hereunder, or if certain cost cutting measures are 68 implemented that justify lower rates, then Grantee or City may seek rate adjustments therefore in 69 accordance with the procedures under Section 15, below. 70 71 (1) The Point Arena Municipal Code, the California Public Resources Code, 72 other applicable state and federal laws, rules and regulations promulgated 73 there under.
74 75 (2) The City-wide Integrated Waste Management Plan and the City's Source 76 Reduction and Recycling Element and Household Hazardous Waste 77 Element; and
78 79 (3) Any and all amendments to said laws, plans, and regulations. 80 City of Willits Section 2 - Definitions
Franchise Agreement
8 81 SECTION 2 – DEFINITIONS
82 83 A. “AB939” means the California Public Resources Code 40000 et. seq. and the 84 regulations promulgated by the California Department of Resources Recycling and Recovery. 85 86 B. "Adjusted Gross Revenues" means any and all revenue or compensation 87 (excluding revenues or compensation collected from Independent Government Agencies) in any 88 form derived directly or indirectly by Grantee, its affiliates, subsidiaries, parents or any other 89 Person or entity in which Grantee has a financial interest, in Collecting, Transporting, arranging, 90 handling, and/or Disposing of Solid Waste or Recyclable Material generated in the Franchise Area 91 pursuant to this Agreement, excluding the redemption value of Recyclable Materials purchased, 92 occasional sale of capital equipment, and interest earned. 93 94 C. “Agreement” means this Franchise Agreement between the City and Grantee. 95 96 D. “Applicable Law” means all federal, State, and local laws, regulations, rules, 97 orders, judgments, degrees, permits, approvals, or other requirement of any governmental agency 98 having jurisdiction over the Collection, Transportation, Processing, and Disposal of Solid Waste 99 and Recyclable Materials that are in force on the Effective Date and as they may be enacted, issued, 100 or amended during the Term of this Agreement.
101
102 E. “Approved Mixed Organics Waste Processing Site” means a duly licensed and 103 permitted Mixed Waste Organic Processing Facility with sufficient capacity and ability to lawfully 104 process mixed organic waste collected by Grantee from customers within the City of Point Arena 105 as may be proposed by Grantee and approved by City. 106
107 F. “Approved Recyclable Materials Processing Site” means the Solid Wastes of 108 Willits Material Processing Facility, 351 Franklin Avenue, Willits, CA. 109
110 G. “Authorized Recycling Entity” means that person, partnership, joint venture, or 111 corporation authorized by a franchise agreement or permit with the City to collect Discarded and/or 112 Non-Discarded Recyclables Materials. An Authorized Recycling Entity may be a municipal 113 collection service, private refuse hauler, private recycling enterprise, or private nonprofit 114 corporation or association.
115
116 H. "Bin" shall mean a container designed for mechanical emptying with a close-fitting 117 cover and of a design approved by the City with capacity of approximately two to six cubic yards. 118
119 I. "Bulky Waste" means and includes, but not by way of limitation, discarded white 120 goods (i.e., major household appliances), furniture, tires, carpets, mattresses, and similar large 121 items, which cannot be placed in a covered Container. 122
123 J. “Cart” means a plastic container with a hinged lid and wheels that is serviced by City of Willits Section 2 - Definitions
Franchise Agreement
9 124 an automated or semi-automated Collection vehicle. A Cart has capacity of 20-, 35-, 65-, or 95- 125 gallons (or similar volumes).
126
127 K. “Collection” means the act of collecting Solid Waste, Recyclable Materials, and 128 other material at the place of generation in the Franchise Area. 129
130 L. "Commercial Solid Waste" includes all types of Solid Wastes generated by 131 commercial, industrial, governmental, and other sources, which have been placed in an authorized 132 Grantee-provided Solid Waste Container used for the temporary storage of Solid Waste awaiting 133 pickup. The term "Commercial Solid Waste" does not include Hazardous Wastes generated by 134 commercial, industrial, governmental, and other sources and which are placed in separate 135 Containers, and which are covered by Hazardous Waste manifests. 136
137 M. “Compactor” means a mechanical apparatus that compresses materials and/or the 138 Container that holds the compressed materials. Compactors include two to four cubic yard Bins 139 serviced by front-end loader Collection vehicles and 6 to 50 cubic yard Debris Boxes serviced by 140 roll-off Collection vehicles.
141
142 N. “Containers” mean Carts, Bins, Compactors, and Debris Boxes 143
144 O. "City" means the City of Point Arena, a general law city pursuant to the laws of the 145 State of California, and any authorized officer or agent designated by the City of Point Arena to 146 represent it in any matter herein.
147
148 P. "Customer" means any Person receiving Solid Waste or Recyclable Material 149 service under the provisions of this Agreement.
150
151 Q. “Debris Box” means an open-top Container with a capacity of 20 to 50 cubic yards 152 that is serviced by a roll-off Collection vehicle.
153
154 R. “Designated Collection Location” shall mean that location at which only an 155 Authorized Recycling Entity may collect materials.
156
157 S. “Demolition and Construction Debris” means:
158
159 Discarded materials generally considered to be not water soluble and non160 hazardous in nature, including but not limited to steel, glass, brick, concrete, asphalt 161 material, pipe, gypsum, wallboard, and lumber from the construction or destruction 162 of a structure as part of a construction or demolition project or from the 163 renovation of a structure and/or landscaping, and including rocks, soils, tree 164 remains, trees, and other vegetative matter that normally results from land 165 clearing, landscaping and development operations for a construction project. 166
City of Willits Section 2 - Definitions
Franchise Agreement
10 167 (1) Clean cardboard, paper, plastic, wood, and metal scraps from any 168 construction and/or landscape project.
169
170 (2) Non-construction and demolition debris wood scraps. 171
172 (3) Insignificant amounts of other non-hazardous wastes that are generated 173 at construction or demolition projects provided such amounts are consistent 174 with best management practices of the industry.
175
176 (4) Mixing of construction and demolition debris with other types of Solid 177 Waste will cause it to be classified as other than construction and demolition 178 debris.
179
180 T. “Designated Recyclable Material Drop-Off Site” means the City’s Community 181 Recycling Center to be operated by the CITY located at the Point Arena Pier or other locations 182 approved by City, in accordance with all regulations of the California Department of Resource 183 Recycling and Recovery.
184
185 U. “Designated Disposal Location” means the South Coast Transfer Station, 40855 186 Fish Rock Road, Gualala, California.
187
188 V. “Designated Waste” means non-Hazardous Waste which may pose special 189 Disposal problems because of its potential to contaminate the environment, and which may be 190 disposed of only in Class II Disposal Sites or Class III Disposal Sites pursuant to a variance issued 191 by the California Department of Health Services. Designated Waste consists of those substances 192 classified as Designated Waste by the State of California, in California Code of Regulations Title 193 23, Section 2522 as may be amended from time to time. 194
195 W. "Discarded Recyclable Materials" means any Recyclable Materials which the 196 Generator disposes of without selling or donating.
197
198 X. “Disposal or Dispose (or variation thereof)” means the ultimate Disposal of Solid 199 Waste at a Disposal Site.
200
201 Y. "Disposal Site" means a facility for ultimate Disposal of Solid Waste as defined 202 in Public Resources Code Section 401.22.
203
204 Z. "Franchise Area," means the incorporated city limits of the City of Point Arena. 205
206 AA. "Franchise Fee" means the fee or assessment paid by the Grantee to the City and 207 which, inter alia, is intended to compensate City for its expenses in administering this Agreement 208 and other Solid Waste-related costs and activities, and as consideration for Grantee’s use of public 209 streets and for City’s maintenance thereof resulting from Grantee’s performance of this agreement.
City of Willits Section 2 - Definitions
Franchise Agreement
11 210
211 BB. “Generator” means any Person as defined by the Public Resources Code, whose 212 act or process produces Solid Waste or Recyclable Materials as defined in the Public Resources 213 Code, or whose act first causes Solid Waste to become subject to regulation. 214
215 CC. "Grantee" shall mean the Person granted the franchise to arrange for the Collection 216 of Solid Wastes and Recyclable Materials pursuant to this Agreement. 217
218 DD. "Green Waste" means those discarded materials that will decompose and/or 219 putrefy, including but not limited to, green trimmings, grass, weeds, leaves, pruning’s, branches, 220 dead plants, brush, tree trimmings, dead trees, and small pieces of unpainted and untreated 221 wood. Green Waste to be placed in a Container for Collection shall not exceed six inches in 222 diameter and four feet in length. Tree stumps and logs are not to be considered "Green Waste" 223 unless they are reduced to a chipped form; they shall be considered Bulky Waste. Biodegradable 224 plant material, which is mixed with other kinds of Solid Waste, shall not be considered "Green 225 Waste".
226
227 EE. "Hazardous Waste or Materials" means any waste materials or mixture of wastes 228 defined as such pursuant to the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 229 et seq., or the Comprehensive Environmental Response, Compensation and Liability Act 230 ("CERCLA"), 42 U.S.C. Section 9601 et seq., and all future amendments to either of them, or as 231 defined by the California Environmental Protection Agency or the California Department of 232 Resources Recycling and Recovery, or either of them. Where there is a conflict in the definitions 233 employed by two or more agencies having jurisdiction over Hazardous or Solid Waste, the term 234 "Hazardous Waste" shall be construed to have the broader, more encompassing definition. 235
236 FF. “Holidays” are defined as New Year’s Day and Christmas Day. 237
238 GG. “Independent Government Agencies” means any Federal, State or local 239 government agencies, including but not limited to special districts, school districts, Indian 240 reservations, California Department of Parks and Recreation, California State Department 241 of Corrections, United States Forest Service, Bureau of Land Management, United States 242 Corp of Engineers, which due to provisions of California State Law do not have to comply 243 or recognize the Grantee as the City’s exclusively franchised Solid Waste Collector. 244
245 HH. "Industrial Solid Waste" means Solid Waste in an amount exceeding an average 246 of five hundred pounds (500 lbs.) per operating day produced by any Person principally engaged 247 in the business of Processing or manufacturing agricultural, animal, or other products or materials 248 whose principal outlet for such products is wholesale rather than retail, and by any Person engaged 249 in the business of building construction or demolition. Industrial Solid Waste excludes Non250 Discarded Recyclable Materials. 251
252
City of Willits Section 2 - Definitions
Franchise Agreement
12 253 II. “Mixed Organic Waste” shall mean Green Waste, food scraps, paper tissues, 254 paper napkins and towels, coffee grounds and filters, pizza boxes, and food-soiled paper plates and 255 cups.
256
257 JJ. "Multi-Family Units" shall mean any residential building, boardinghouse, 258 apartment building, condominium complex, stock cooperative complex consisting of two or more 259 independent dwelling units which receives Solid Waste and/or Recyclable Material services. 260 Multi-Family Units does not include motels, hotel, or automobile courts. 261
262 KK. "Non-Discarded Recyclable Materials" means any Recyclable Materials, as 263 defined herein, that the Generator retains, sells, or donates. 264
265 LL. "Occupant" means the Person in possession or control of the Premises, including 266 but not limited to Persons such as tenant, lessee, licensee, manager, custodian, or caretaker. 267
268 MM. "Owner" means the Person having dominion of or title to Premises. 269
270 NN. "Person" means any individual, firm, corporation, partnership, joint venture, 271 association, special district, school districts, limited liability company or partnership, group, or 272 combination thereof, includes the plural as well as the singular. 273
274 OO. "Premises" means a parcel of real property to the center of any alley adjacent 275 thereto, located in Franchise Area, upon which is situated any dwelling house or other place of 276 human habitation, including each unit of a multiple dwelling building, or of a mobile home park; 277 or upon which is conducted any business, occupation, or activity which results in the production 278 or accumulation of Solid Waste.
279
280 PP. “Processing” means to prepare, treat, or convert through some special method. 281
282 QQ. “Processing Site” means any plant or site used for the purpose of sorting, 283 cleansing, treating, or reconstituting Recyclable Materials for the purpose of making such material 284 available for reuse.
285
286 RR. “Prohibited Container Contaminants” means Discarded Materials or Solid 287 Waste placed in the Recyclable Material Cart that are not identified as acceptable Recyclable 288 Materials.
289
290 SS. “Rate Period” means a 12-month period, commencing January 1 and concluding 291 December 31 for which rates are calculated.
292
293 TT. "Recyclable Material(s)" includes materials which are reused or Processed or are 294 in the future reused or Processed into a form suitable for reuse through reprocessing or 295 remanufacture, consistent with the requirements of the Public Resources Code. No materials shall City of Willits Section 2 - Definitions
Franchise Agreement
13 296 be considered Recyclable Materials unless such material is separated from Solid Waste. 297 Recyclable Materials shall include, but not be limited to: newspaper (including inserts, coupons, 298 and store advertisements); mixed paper (including office paper, computer paper, magazines, junk 299 mail, catalogs, brown paper bags, brown paper, paperboard, paper egg cartons, telephone books, 300 grocery bags, colored paper, construction paper, envelopes, legal pad backings, shoe boxes, cereal 301 and other similar food boxes); chipboard; corrugated cardboard; paper milk cartons; glass 302 containers of any color (including brown, clear, and green glass bottles and jars); aluminum 303 (including beverage containers, foil, food containers); steel, tin or bi-metal cans; plastic containers 304 (no. 1 to 7); aseptic beverage boxes and non-hazardous scrap metal items weighing 10 lbs. or less. 305
306 UU. "Residential Solid Waste" means all types of Solid Waste which originate from 307 residents of Single-Family Units and Multi-Family Units. 308
309 VV. "Responsible Party" means: 1) Any individual or any corporation, partnership or 310 business association or an officer, director, or management employee of a corporation, partnership, 311 or business association that has the authority to make discretionary decisions with respect to the 312 operations or financial management of the Grantee; or, 2) Any corporation, sole-proprietorship, 313 partnership, or business association, or officer, director, or management employee of such entity, 314 that holds at least five percent (5%) equity or debt interest in the Grantee. If any holder of such 315 debt or equity is not a natural person, the term "responsible party" includes only the debtor, equity 316 holding Person and officers, directors, and management employees of the debt or equity holder 317 who are empowered to make discretionary decisions with respect to the operation or financial 318 management of the Grantee.
319
320 WW. "Segregated Recyclable Materials" means those Recyclable Materials which: 1) 321 Have been source separated by the Person from whom they are being collected; or, 2) Are 322 physically separated from other waste material following Collection. 323
324 XX. "Single-Family Unit" means a dwelling which receives individual Solid Waste 325 and/or curbside Recyclable Material service.
326
327 YY. "Solid Waste" means and includes all putrescible and non-putrescible solid and 328 semisolid wastes (including semi-liquid or wet wastes with insufficient moisture so as not to be 329 free flowing), ashes, Recyclable Materials that have not been separated from Solid Waste, 330 demolition and construction wastes and other discarded materials resulting from domestic, 331 institutional, commercial, industrial, agricultural and community operations and activities. Solid 332 Waste shall be expressly deemed to include Bulky Wastes as defined herein. Solid Waste does 333 not include Hazardous Wastes or Designated Waste.
334
335 ZZ. "Solid Waste Collector" means a Person who collects or Transports Solid Waste 336 under authority granted by the City including its agents and employees. 337
338 AAA. “Subcontractor” means a party who has entered into a contract, expressed, or City of Willits Section 2 - Definitions
Franchise Agreement
14 339 implied, with the Grantee for the performance of an act that is necessary for the Grantee’s 340 fulfillment of its obligations under this Agreement. 341
342 BBB. “Transportation” means the act of transporting or state of being transported. 343
344 CCC. "Waste Stream" means the total amount of Solid Waste generated in a given area, 345 such as the City or a specific Franchise Area. Waste Stream does not include Recyclable Materials 346 that have been separated from Solid Waste by the Generator so that the Recyclable Materials never 347 become discarded waste.
City of Willits Section 3 – Compliance with Laws and Regulations Franchise Agreement
15 348 SECTION 3 - COMPLIANCE WITH LAWS AND REGULATIONS 349
350 Grantee warrants that it will comply with all applicable laws in effect during the term of 351 this Agreement, including implementing regulations, as they may, from time to time, be amended, 352 specifically including, but not limited to the Comprehensive Environmental Response, 353 Compensation and Liability Act ("CERCLA"), 42 U.S.C. Section 9601 et seq., the Resource 354 Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq., the California Public Resources 355 Code Section 40000 et. seq., and all other applicable laws of the State of California, the City, 356 ordinances of the City, the City's Source Reduction and Recycling Element, the City's Household 357 Hazardous Waste Element, the City-wide Integrated Waste Management Plan, the requirements 358 of Local Enforcement Agencies and other agencies with jurisdiction relating to the services 359 provided by Grantee under this agreement. In the event of conflict between regulations or statutes, 360 Grantee shall comply with the regulation or statute containing the most stringent applicable 361 standards. Grantee shall comply with all final and binding judgments entered against Grantee 362 regarding its services performed under this agreement. 363
364
365
City of Willits Section 4 – Term and Scope of Agreement Franchise Agreement
16 366 SECTION 4 - TERM AND SCOPE OF AGREEMENT
367
368 A. Term of Agreement
369
370 (1) Effective Date and Commencement Date. The Effective Date of this Agreement 371 shall be the date the latter of the two Parties signs the Agreement. 372
373 The Commencement Date shall be June 1, 2023, and shall be the date on which 374 Grantee initiates provision of Collection, Transportation, and Processing services 375 required by this Agreement.
376
377 Between the Effective Date and Commencement Date, Grantee shall perform all activities 378 necessary to prepare itself to start Collection, Transportation, and Processing, services required by 379 this Agreement on the Commencement Date.
380
381 (2) Term. The Term of this Agreement shall continue in full force from 12:01 a.m. on 382 June 1, 2023 (Commencement Date), to midnight December 31, 2029, unless the 383 Agreement is extended by City pursuant to Section 4A(3) or terminated in 384 accordance with Section 19C.
385
386 (3) Option to Extend Term. City shall, at the City’s sole discretion, have the option 387 to extend this Agreement on one or more occasions. If the City extends the 388 Agreement, it shall give written notice to Grantee 180 calendar days prior to the 389 extended expiration date of this Agreement. The City’s written notice shall specify 390 the number of years by which it elects to extend the Term of this Agreement and 391 the revised expiration date of the Agreement.
392
393 (4) City’s Rights upon Expiration or Termination. At the expiration or termination 394 of this Agreement, the City may proceed with a competitive bidding or request for 395 proposal process or exercise any other option available under applicable law. 396
397 B. Scope of Agreement
398
399 The Grantee shall have the exclusive right to service any Occupant or Owner to make all 400 Solid Waste and Recyclable Material Collections within the Franchise Area, except as described 401 in Section 4C or except as otherwise precluded by Applicable Law. 402
403 The Grantee, or its Subcontractor(s) shall be responsible for the following services:
404
405 (1) Collecting all Solid Waste and Recyclable Materials generated in the Franchise 406 Area and placed by Generator for Collection.
407
408 (2) Transporting collected materials to the Designated Disposal Location and an 409 Approved Recyclable Materials Processing Site.
City of Willits Section 4 – Term and Scope of Agreement Franchise Agreement
17 410
411 (3) Processing and marketing of Recyclable Materials Collected in the Franchise Area 412 by Grantee.
413
414 (4) Collecting Demolition and Construction Debris generated within the Franchise 415 Area.
416
417 (5) Furnishing all labor, supervision, vehicles, Containers, other equipment, materials, 418 supplies, and all other items and services necessary to perform its obligations under 419 this Agreement.
420
421 (6) Paying all expenses related to provision of services required by this Agreement 422 including, but not limited to, taxes, regulatory fees, pass-through costs, utilities, etc. 423
424 (7) Providing all services required by this Agreement in a thorough and professional 425 manner so that residents, businesses, and the City are provided timely, reliable, 426 courteous, and high-quality service at all times.
427
428 (8) Complying with Applicable Law.
429
430 (9) Performing or providing all other services necessary to fulfill its obligations under 431 this Agreement.
432
433 C. Limitations to Scope
434
435 The materials listed below in this Section may be Collected and Transported by other 436 Persons. Such Persons shall do so in accordance with the City Code. 437
438 (1) Industrial Recyclable Materials. Recyclable Materials from a Generator of Industrial 439 Solid Waste that are not disposed of and are recycled including, but not limited to, 440 wood chips from the forest products industry used as boiler fuel, and agricultural waste 441 used to produce compost. If Solid Waste residue in Recyclable Materials exceeds 5% 442 by volume it shall be considered Solid Waste and not Industrial Recyclable Material 443 and shall be collected by Grantee
444
445 (2) Non-Discarded Recyclable Materials provided the transporter is paid no direct or in446 kind fee for the service and compensates the Generator for the Recyclable Materials. 447
448 (3) Materials Hauled by Owner, Occupant, or a Cooperative of Persons, or its 449 Contractor. Solid Waste and/or Recyclable Materials that are removed from any 450 Premises by the Owner, Occupant, or a cooperative of persons and are Transported, 451 without compensation, to a Disposal Site or Processing Site by (i) the Owner, Occupant 452 or cooperative of persons of such Premises, (ii) by full-time employee(s) of Owner, 453 Occupant, or cooperative of persons that uses the Owner’s, Occupant’s, or cooperative City of Willits Section 4 – Term and Scope of Agreement Franchise Agreement
18 454 of persons’ equipment to Transport materials; or (iii) by a contractor whose removal of 455 the Solid Waste and/or Recyclable Materials, and/or Demolition and Construction 456 Debris incidental to the service being performed and such contractor removes materials 457 at no additional or separate fee using contractor’s own equipment and labor; 458
459 (4) Containers Recycled. Containers delivered for recycling under the California 460 Beverage Container Recycling Litter Reduction Act, Section 14500, California Public 461 Resources Code et. seq. as may be amended from time to time. 462
463 (5) Animal, Grease Waste, and Used Cooking Oil. Animal waste and remains from 464 slaughterhouse or butcher shops, grease waste, or used cooking oil. 465
466 (6) Sewage Treatment By-Product. By-products of sewage treatment including sludge, 467 sludge ash, grit, and screenings.
468
469 (7) Hazardous Wastes. Household Hazardous Waste, Hazardous Waste, and Designated 470 Waste regardless of its source.
471
472 (8) State and Federal Wastes. Materials generated by state and federal agencies, special 473 districts, school districts, State parks, State correction facilities, and Indian 474 reservations.
475
476 (9) Other Materials. Lead-acid batteries, waste oil, tires, and scrap metal not covered as 477 Discarded Recyclable Materials.
478
479 D. Subcontracting
480
481 Grantee shall not engage any Sub-grantees for Collection, Transportation, Processing, or 482 Disposal of Solid Waste or Recyclable Materials services without the prior written consent of the 483 City.
484
485 E. Franchise Area Limits
486
487 No Persons shall be granted a right to collect Solid Waste or Discarded Recyclable Material 488 in Grantee's Franchise Area unless approved by the City due to an emergency, a lack of service by 489 the Grantee, or as allowed according to Section 20 herein.
City of Willits Section 6 – Special Programs and Services Provided by Grantee Franchise Agreement
19 490 SECTION 5 - SERVICES PROVIDED BY GRANTEE
491
492 A. City to Approve All Services.
493
494 Solid Waste and Recyclable Materials collection services Grantee shall offer and provide 495 to Customers residing or doing business in the Franchise Area during the term of this 496 Agreement are subject to the prior review and approval of the City. 497
498 B. Collection Service
499 Grantee shall collect, in a manner consistent with public health and safety, Solid Waste 500 and Recyclable Materials from its Customers in the Franchise Area as frequently as scheduled by 501 Customer, but not less than once per week. Solid Waste service shall be provided in the 502 Container Sizes and Collection frequencies as set forth in the Rate Table, Exhibit B to this 503 Agreement, and the billings to Customers for Solid Waste service shall incorporate at no 504 extra cost Recyclable Material Collection, except as set forth herein. 505
506 (1) Single-Family Units
507
508 The Grantee shall collect Solid Waste (except Bulky Wastes) and Recyclable 509 Materials from Single-Family Units, which have been placed, kept, or accumulated 510 in Grantee-provided Containers, at the curbside or other authorized Collection 511 location if the Customer is physically unable to move the Collection Containers to 512 the curb and is eligible for such service at no additional charge or from a Customer 513 who is willing to pay the additional charge set by the City for such service. 514
515 Grantee shall provide each Customer with a either a 20-, 35-, 65-, or 95-gallon gray 516 Solid Waste Cart, as requested by the Customer. Grantee shall provide each 517 Customer a 65- or 95-gallon blue Recyclable Material Carts, as requested by the 518 Customer.
519
520 To the greatest extent possible, Single-Family Unit customers shall place 521 Containers at the City-maintained Road. With the approval of the City, Grantee 522 may service private roads if specific road conditions (roadway width, overhead 523 clearances, adequate turnaround, and pavement conditions), number of customers, 524 and/or a past practice justify such service. The Grantee may require the applicable 525 road owner or road association to execute a release of liability. If Grantee elects to 526 service a private road, then the off-road service rate will not be charged. 527
528 (2) Multi-Family Premises
529
530 Grantee shall Collect Solid Waste and Recyclable Materials from Multi-Family 531 Premises as frequently as scheduled by Customer, but not less than once per week. 532 Grantee shall allow a Multi-Family Premises to use Carts or Bins for Collection City of Willits Section 6 – Special Programs and Services Provided by Grantee Franchise Agreement
20 533 that are shared by the Occupants of the Premises. Grantee shall provide one or more 534 Carts (with a capacity of 35-, 65-, or 95-gallons) or Bins (with a capacity of two to 535 six cubic yards) to such Premises as requested by Customer. Grantee shall Collect 536 Solid Waste and Recyclable Materials from Carts and Bins at a location selected 537 by Customer and approved by the City.
538
539 (3) Commercial and Industrial Premises
540
541 Grantee shall Collect Solid Waste, and Recyclable Materials from Commercial and 542 Industrial Premises as frequently as scheduled by Customer, but not less than once 543 per week. Grantee shall provide one or more Carts (with a capacity of 35-, 65-, or 544 95-gallons) or Bins (with a capacity of two to fifty cubic yards) to such Premises 545 as requested by Customer. Grantee shall Collect Solid Waste and Recyclable 546 Materials from Carts and Bins at a location selected by Customer. Upon receiving 547 a call for new service from any Commercial or Industrial Customer, 548 Grantee's Customer service representative shall specifically ask the 549 Customer what Recyclable Materials the Customer expects to generate and shall 550 encourage the Customer to accept Recyclable Materials Containers, 551 emphasizing that recycling Containers are provided without additional 552 charge except as provided herein, and shall make all reasonable efforts to 553 encourage the Customer to divert Solid Waste from disposal. 554 Recyclable Materials Carts or Bins may be used by the Customer for 555 single-stream mixing of all Recyclable Materials as defined in this 556 Agreement, except that, if Grantee determines that there is sufficient 557 volume of one type of Recyclable Material, the Grantee may require 558 Customer to use Segregated Recycled Material Bin(s) for that material. 559 Commercial and Industrial Customers may choose to utilize the same 560 sizes of Carts as provided to Single-Family Units.
561
562 C. Recyclable Material Drop-off Facility
563
564 The City will continue to maintain and operate the Recyclable Material Drop-off facility 565 located at the City’ Pier on Port Road. Grantee will provide the collection, hauling and City of Willits Section 6 – Special Programs and Services Provided by Grantee Franchise Agreement
21 566 processing of all Recyclable Materials collected. Containers will be provided by Grantee. 567
568 D. Hours of Collection
569
570 No Collections shall be made in residential areas prior to 5:00 a.m. or after 6:00 p.m. No 571 Collections shall be made at schools, churches, hospitals, offices, or commercial establishments 572 within 200 feet of said residential districts prior to 5:00 a.m. or after 9:00 p.m. unless a 573 modification of these hours is allowed in writing by the City, which modification may be 574 revoked at the sole discretion of the City. Special arrangements may be made pursuant to the City 575 Code for all categories of Collections provided by the Grantee. 576
577 E. Collection on Holidays
578 If the day of Collection on any given route falls on a Holiday, Grantee shall provide 579 Collection service for such route on the workday either before or following such Holiday and shall 580 not provide Collection service on such Holiday, and all subsequent Collection days during that 581 Holiday week shall be adjusted at the discretion of Grantee. Grantee shall be responsible for 582 Customer notification of Holiday Collection arrangements. If the day of Collection on any given 583 route falls on any remaining Holiday, Grantee may continue to provide Collection service for such 584 route on that workday.
585
586 F. Annual Bulky Waste Clean-up Day.
587
588 Grantee agrees to provide up to two (2) 40 (forty) cubic yard containers for an annual 589 weekend Bulky Waste Clean-up Day.
590
591
592
593
594
595
596
597
598
599
600
601
602
603
604
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606
607
608
City of Willits Section 6 – Special Programs and Services Provided by Grantee Franchise Agreement
22 609 SECTION 6 - SPECIAL PROGRAMS AND SERVICES PROVIDED BY GRANTEE 610
611 A. Source Reduction and Waste Diversion Programs
612
613 Grantee shall provide special programs as are required by federal, state, or local 614 regulations, including but not limited to, the City Integrated Waste Management Plan, the Source 615 Reduction and Recycling Element, and the Household Hazardous Waste Element and as itemized 616 in Exhibit A. If City directs changes in recycling or Mixed Organic Waste services, Grantee shall 617 be entitled to recovery of any additional costs through the pass-through rate adjustment procedure 618 of Section 15(A). When introducing new or expanded diversion programs, City shall define the 619 objective of the program and cooperate with Grantee to consider Grantee’s proposal for the 620 methods to achieve the objective, and City shall consider alternative methods so that objectives 621 are achieved while minimizing any costs or operational problems that the new program may cause 622 to Grantee. In exercising its right to direct changes in recycling or Mixed Organic Waste services, 623 City will consider the impact upon rates and the likelihood Grantee can recover all costs with the 624 change.
625
626 B. Public Education.
627
628 Grantee’s public education program shall focus on providing information to Customers in 629 accordance with the specific requirements described in Exhibit D. Educational media shall 630 include, but not be limited to, newsletters, flyers, door hangers, notification tags, and direct contact. 631 Information shall be provided for initial start of service, to solicit feedback about the service and 632 suggested improvement/change, and to educate Customers about source reduction, reuse, and 633 Recycling opportunities. Materials shall be printed on paper containing the highest levels of 634 recycled content material as is reasonably practical with a minimum requirement of 30% post635 consumer content based on Federal standards. Grantee shall allow the City to review and approve 636 all public education materials and may require bilingual English-Spanish text. 637
638 If Grantee fails to perform some or all of the requirements of the public education program 639 described in this Section and in Exhibit D, the Grantee shall pay the City Liquidated Damages as 640 described in Exhibit E.
641
642 C. Billing
643
644 (1) General. Subject to City approval and regulation of same, Grantee shall set, 645 impose, and collect all rates from its customers within the City and perform the 646 services required by this Agreement. Use of Grantee’s curbside collection services 647 described herein are provided and made available on contractual arrangement 648 between Grantee and its customers. Grantee shall bill all Customers and collect 649 billings in accordance with City-approved rates.
650
651 The Grantee shall prepare, mail, and collect bills (or shall issue written receipts for 652 cash payments) for Collection services provided by Grantee. The City shall have City of Willits Section 6 – Special Programs and Services Provided by Grantee Franchise Agreement
23 653 the right to review and approve the Billing format. 654
655 Grantee shall arrange to allow its Customers to pay bills through the following 656 means: check, cash, online, or credit card.
657
658 Grantee shall maintain copies of all Billings and receipts, each in chronological 659 order, for five years for inspection and verification by City at any reasonable time 660 upon request. The Grantee may, at its option, maintain those records in computer 661 form, on microfiche, or in any other manner, provided that the records can be 662 preserved and retrieved for inspection and verification in a timely manner. 663
664 Grantee shall be responsible for collection of payment from Customers with past 665 due accounts (“bad debt”). Grantee shall make reasonable efforts to obtain payment 666 from delinquent accounts through issuance of late payment notices, telephone 667 requests for payments, and assistance from collection agencies. Accounts that are 668 delinquent for a period of ninety-days (90) or more may be terminated by 669 Grantee.
670
671 (2) Bill Inserts. City may direct Grantee to insert mailers (which shall be a single sheet 672 of paper no larger than 8.5 inches by 11 inches) relating to service with the Bills. 673 The mailers shall be printed on double-sided, post-consumer content paper and 674 shall fit in standard envelopes. Grantee also agrees to insert with the Billings, 675 mailers describing activities of the City government. City will provide not less than 676 30 calendar days’ notice to Grantee before the date of any proposed mailing, to 677 permit Grantee to make appropriate arrangements for inclusion of the City's 678 materials. City will provide Grantee the mailers at least 15 calendar days before 679 the mailing date.
680
681 (3) Review of Billings. Grantee shall review its Billings to Customers to determine (i) 682 if the amount the Grantee is billing each Customer is correct in terms of the level 683 of service (i.e., frequency of Collection, size of Container, backyard service) 684 Grantee is providing such Customer, and (ii) that all parties receiving service are 685 invoiced for service. Grantee shall review all Customer accounts at least every year 686 unless City directs Grantee to do otherwise. Grantee shall submit to City every 687 year, a written report of the billing review 30 days after the end of each Rate Period. 688 The scope of the review, the Grantee’s work plan, and the format of the report 689 (including supporting exhibits) shall be submitted to the City for approval no later 690 than 60 days prior to commencement of the Billing review process. Should Grantee 691 fail to perform any such review, the City may perform this review itself or through 692 use of an agent, at Grantee’s expense.
693
694 D. Other Special Services
695
696 Grantee shall provide Solid Waste Disposal and Recyclable Materials Collection service City of Willits Section 6 – Special Programs and Services Provided by Grantee Franchise Agreement
24 697 without charge to periodic public events sponsored by non-profit organizations, upon request of 698 the City.
699
700 Grantee shall provide documentation for any construction and demolition contactor who 701 rents an Industrial debris box to be scavenged for divertible material at the Designated Disposal 702 Site.
703
704 Grantee can provide other special services as related to this Agreement at its discretion 705 provided said services and charges for such services are approved by the City. 706
707 D. Containers - Refusal to Pick Up
708 Grantee shall notify the City whenever the Grantee has refused to pick up a Container 709 because the Container contains dangerous and prohibited material. Grantee shall notify the City 710 when any violation of City ordinances pertaining to solid waste is observed. 711
712 E. Containers - Noticing Violators
713
714 Whenever a Grantee gives or intends to give a Customer violation report to the City, 715 Grantee shall place a notice on the Container or otherwise give the Owner or Occupant notice of 716 the substance of his/her report to the City.
717
718 F. Recyclable Material Contamination Surcharges
719
720 Grantee shall assess contamination processing fees on Customers with repeated 721 occurrences of excess Prohibited Container Contaminates. Any contamination processing 722 fee to be assessed for a Customer shall be included and itemized on the Customer’s invoice 723 for the billing period in which the Grantee notified the Customer of the assessment of the 724 contamination processing fee.
725
726 G. Promotion of Waste Diversion to New Customers
727
728 Upon the initial call for service, Grantee will make all reasonable efforts to promote the 729 maximum amount of waste diversion by the new customer. Grantee’s customer service 730 representatives will utilize specific scripts, provided to City, for each category of customer 731 (residential, commercial and debris box) for use during calls for service that will at a minimum 732 include:
733
734 (1) Statement to Customer that his/her costs may be reduced by recycling diversion. 735 (2) Question to Customer about what waste materials he/she will generate that may be recycled. 736 (3) Recommendation of specific services appropriate for the Customer, identifying those that are 737 free or reduced rate.
City of Willits Section 6 – Special Programs and Services Provided by Grantee Franchise Agreement
25 738
739 H. City Facilities
740
741 Grantee shall provide as many Containers as the City reasonably needs for Solid Waste and 742 Recyclable Materials at City Hall, City Public Works Corporation Yard, and such other City 743 properties that the City shall designate in writing to Grantee; and Grantee shall additionally 744 collect, transport, and dispose of all Solid Waste and Recyclables deposited in any permanent or 745 temporary street-side public receptacles provided and maintained by the City. The frequency of 746 collection shall be as designated by the City. There shall be no charge by Grantee for the cost of 747 the services described in this paragraph.
City of Willits Section 7 – Standards and Requirements for Services, Equipment, and Personnel Franchise Agreement
26 748 SECTION 7 – STANDARDS AND REQUIREMENTS FOR SERVICES, EQUIPMENT, 749 AND PERSONNEL
750
751 A. Manner of Collection
752
753 All Collection equipment shall be designed and operated such that no material is allowed 754 to blow or drop from vehicles during Transport. Adequacy of load covers, or control measures 755 shall be determined by the City. All Collections shall be made as quietly as possible, and the use 756 of any unnecessarily noisy trucks or equipment is declared unlawful. 757
758 B. Vehicles and Equipment - Standards
759
760 (1) General. All Collections shall be made with a vehicle and equipment of design 761 approved by the City according to industry standards. Grantee shall maintain all of 762 its properties, facilities, and equipment used in providing service under this 763 Agreement in a safe, neat, clean, and operable condition at all times. 764
765 (2) Cleaning. Collection vehicles shall be thoroughly washed and thoroughly steam 766 cleaned as necessary, to present a clean appearance of the exterior and interior 767 compartment of the vehicle.
768
769 (3) Maintenance. Grantee shall inspect each vehicle daily to ensure that all equipment 770 is operating properly. Vehicles that are not operating properly shall be taken out of 771 service until they are repaired and operate properly. Grantee shall perform all 772 scheduled maintenance functions in accordance with the manufacturer's 773 specifications and schedule or in accordance with California Highway Patrol 774 standards, whichever are more stringent. All vehicles shall be painted in a uniform 775 manner that does not create a resemblance between Grantee’s vehicles and City 776 utility vehicles. Grantee shall keep accurate records of all vehicle maintenance, 777 recorded according to vehicle, date, and mileage, and shall make such records 778 available to the City upon request to the extent necessary to perform the inspections 779 described in Section 7 D.
780
781 (4) Repairs. Grantee shall repair, or arrange for the repair of, all of its vehicles and 782 equipment for which repairs are needed because of accident, breakdown, or any 783 other cause so as to maintain all equipment in a safe and operable condition. 784 Grantee shall maintain accurate records of repair, which shall include the 785 date/mileage, nature of repair and the signature of a maintenance supervisor that 786 the repair has been properly performed.
787
City of Willits Section 7 – Standards and Requirements for Services, Equipment, and Personnel Franchise Agreement
27 788 C. Vehicles - Identification
789
790 The Grantee shall have printed or stenciled in a prominent place on the exterior of each 791 vehicle used in the Collection of Solid Waste and Recyclable Materials the following information 792 in at least four-inch letters: 1) Truck number; 2) Grantee’s name; and, 3) Grantee’s telephone 793 number.
794
795 D. Vehicles and Equipment - Inspection
796
797 All vehicles and equipment of Grantee shall be available for inspection at Grantee's place 798 of business or another location within the Franchise Area as designated by the City, on an annual 799 basis. Vehicles and equipment shall conform to the requirements of the California Vehicle Code, 800 this Agreement, and rules or regulations of the City. City shall give Grantee twenty-four (24) 801 hours verbal notification of inspection.
802
803 E. Vehicles - Shovel, Broom and Fire Extinguisher Required 804
805 The Grantee shall equip each Collection vehicle with a shovel, broom, spill kit, and fire 806 extinguisher of a type approved by the City.
807
808 F. Container Requirements
809
810 (1) General. Grantee shall provide all Carts, Bins, and Debris Boxes to all Customers 811 as part of its services. Grantee-provided Containers shall be designed and 812 constructed to be watertight and prevent the leakage of liquids. All Containers with 813 a capacity of one cubic yard or more shall meet applicable federal, state, and local 814 regulations for Bin safety and be covered with attached lids. Grantee shall obtain 815 City’s written approval of Cart colors before acquisition. All Containers, except 816 Carts, shall be painted the Grantee's standard color. 817
818 (2) Cleaning, Painting, and Maintenance. All Containers shall be maintained in a 819 safe, serviceable, and functional condition. Grantee shall steam clean and repaint 820 all Containers, except Carts, at least every two years, or more frequently, to present 821 a clean appearance. Customers using Carts shall be responsible for cleaning such 822 Carts. If any Cart is impacted by graffiti, Grantee shall replace the cart within 72 823 hours. If any Containers, except Carts, are impacted by graffiti, Grantee shall either 824 replace the Container with a Container which is free of graffiti or repaint the entire 825 Container with the Grantee’s standard color for such Container within 30 days. 826 Repainting of the Container shall restore the Container’s aesthetic values to its 827 condition before it sustained the graffiti damage.
828
829 (3) Repair and Replacement. Grantee shall repair and, if the repair must be 830 performed off of the Premises, replace all Containers damaged by Collection 831 operations within a one-week period. If the repair or replacement cannot be City of Willits Section 7 – Standards and Requirements for Services, Equipment, and Personnel Franchise Agreement
28 832 completed within one week, the Grantee shall notify Customer and a Container of 833 the same size or larger shall be made available until the proper Container can be 834 replaced.
835
836 At no additional cost, Grantee shall replace Customer Carts that have been stolen 837 or damaged once per year. Grantee shall allow Customer to exchange Containers 838 for a Container of a different size at no additional cost once per year. Grantee shall 839 charge Customers for additional Cart replacements at City-approved rates. 840
841 G. Personnel
842
843 (1) General. Grantee shall furnish such qualified drivers, mechanical, supervisory, 844 Customer service, clerical and other personnel as may be necessary to provide the 845 services required by this Agreement in a safe and efficient manner. 846
847 (2) Provision of Field Supervision. Grantee shall designate at least one qualified 848 employee as supervisor of field operations. The field supervisor will devote time 849 in the field checking on Collection operations, including responding to complaints. 850
851 (3) Driver Qualifications. All drivers shall be trained and qualified in the operation 852 of Collection vehicles, and must have in effect a valid license, of the appropriate 853 class, issued by the California Department of Motor Vehicles. Grantee shall use 854 the Class II California Department of Motor Vehicles employer “Pull Notice 855 Program” to monitor its drivers for safety.
856
857 (4) Customer Service Representative Training. Customer service representatives 858 shall be trained on specific City service requirements upon hire and annually 859 thereafter. A City information sheet shall be provided to each Customer service 860 representative for easy reference of City requirements and general Customer needs. 861 The information sheet, training agenda, and associated documentation shall be 862 forwarded to the City.
863
864 (5) Safety Training. Grantee shall provide suitable operational and safety training for 865 all of its employees who operate Collection vehicles or equipment or who are 866 otherwise directly involved in such Collection, Disposal, or Processing. Grantee 867 shall train its employees involved in Collection to identify, and not to collect, 868 Hazardous Waste or infectious waste. Upon the City’s request, Grantee shall 869 provide a copy of its safety policy and safety training program, the name of its 870 safety officer, and the frequency of its trainings. 871
872 (6) No Gratuities. Grantee shall not permit its employees to accept, demand, or solicit, 873 directly or indirectly, any additional compensation, or gratuity from members of 874 the public for Collection services.
875
City of Willits Section 7 – Standards and Requirements for Services, Equipment, and Personnel Franchise Agreement
29 876 (7) Employee Conduct and Courtesy. Grantee shall use its best efforts to assure that 877 all employees present a neat appearance and conduct themselves in a courteous 878 manner. Grantee shall regularly train its employees in Customer courtesy, shall 879 prohibit the use of loud or profane language, and shall instruct Collection 880 employees to perform the work as quietly as possible. If any employee is found 881 not to be courteous or not to be performing services in the manner required by this 882 Agreement, Grantee shall take all appropriate corrective measures. 883
884 (8) Uniforms. While performing services under this Agreement, all of the Grantee’s 885 employees performing field service shall be dressed in clean uniforms and shall 886 wear badges that include the employee’s name and/or employee number, and 887 Grantee’s name. No portion of this uniform may be removed while working. 888
County of Mendocino Section 8 – Public Access to Grantee Franchise Agreement Area No. Three
30 889 SECTION 8 - PUBLIC ACCESS TO GRANTEE
890
891 A. Name and Office Hours
892
893 Grantee shall not use a firm name containing the words "City" or " other words implying 894 City ownership. The Grantee shall establish and maintain a Customer service office where service 895 may be applied for, and complaints made. Grantee’s Customer service office shall be open to the 896 public from 8:30 a.m. to 4:00 p.m. Monday through Friday. The office may be closed on 897 Saturdays, Sundays, and Holidays. Such office shall be equipped with a listed telephone number 898 to which calls from Grantee's Customers may be placed and shall have a responsible Person in 899 charge or an answering machine in service during normal business hours. 900
901 B. Service Complaints
902
903 Customer service complaints may be made directly to the Grantee by telephone or in 904 writing. Grantee is responsible for rectifying the complaints and for maintaining a log of 905 complaints received, date received, actions taken, and date of actions, as specified in Section 13. 906
907 C. Overcharge
908
909 All charges or fees for service by a Grantee shall be approved by the City, except a lower 910 charge than approved by the City may be negotiated (to provide for consideration of the weight of 911 the material collected and/or the distance from the operations yard or transfer station) for Industrial 912 Solid Waste Service as provided in Section 14 (B) 6. Any Customer contending, they have been 913 required to pay a charge not approved by the City or has in any manner been subject to an 914 overcharge, may file a written complaint with the City setting forth the facts of such alleged miss915 charge, and the City shall notify the Grantee of the complaint, shall investigate the matter of the 916 complaint, and shall determine the appropriate charge.
City of Willits Section 9 – Service Exceptions; Hazardous Waste Notifications Franchise Agreement
31 917 SECTION 9 - SERVICE EXCEPTIONS; HAZARDOUS WASTE NOTIFICATIONS 918
919 A. Responsibility to Identify Hazardous Waste
920
921 Grantee shall keep current with the regulations regarding Hazardous Waste substances and 922 identification of such substances and to comply with all federal, state, and local regulations 923 concerning such substances. Grantee shall make every reasonable effort to prohibit the Collection 924 and the Disposal of Hazardous Waste in any manner inconsistent with Applicable Law. 925
926 Grantee shall conduct visual inspections of Solid Waste and Recyclable Materials that it 927 Collects, Transports, Disposes, or Processes pursuant to this Agreement for the purpose of 928 discovering, identifying, and refusing to Collect, Transport, Dispose, and/or Process Hazardous 929 Wastes or materials.
930
931 B. Response to Hazardous Waste Identified at Disposal Site or Processing Site 932
933 If materials Collected by Grantee are delivered to a facility owned or operated by Grantee 934 or an affiliate of Grantee, for purposes of transfer, Processing, or Disposal, load checkers and 935 equipment operators at such facility shall conduct inspections in areas where Collection vehicles 936 unload Solid Waste and Recyclable Materials to identify Hazardous Wastes or unacceptable 937 materials. Facility personnel shall remove these materials for disposal or storage in approved, on938 site, hazardous materials storage Container(s). Grantee shall make reasonable efforts to identify 939 and notify the Generator of Hazardous Wastes. Grantee shall arrange for removal of the Hazardous 940 Wastes by permitted haulers in accordance with Applicable Laws and regulatory requirements. 941
942 If unacceptable material is delivered to the Designated Disposal Location or Processing 943 Sites by Grantee before its presence is detected, and the Generator cannot be identified or fails to 944 remove the material after being requested to do so, the Grantee shall arrange for its proper 945 Disposal. The Grantee shall make a good faith effort to recover the cost of Disposal from the 946 Generator, and the cost of this effort, as well as the cost of Disposal shall be charged to the 947 Generator.
948
949 C. Notification for Hazardous Waste
950
951 Grantee shall, if required based on reportable levels, notify all agencies with jurisdiction, 952 including the California Department of Toxic Substances Control, and, if appropriate, the National 953 Response Center, of reportable quantities of Hazardous Waste, found or observed by Grantee in 954 Solid Waste and/or Recyclable Materials anywhere within the City, including on, in, under or 955 about City property, including streets, easements, rights of way and City waste containers. In 956 addition to other required notifications, if Grantee observes any substances which it or its 957 employees reasonably believe or suspect to contain Hazardous Wastes unlawfully disposed of or 958 released on City property, including streets, storm drains, or public rights of way, Grantee also will 959 notify the City Director of Public Works or his/her designated City employee.
City of Willits Section 9 – Service Exceptions; Hazardous Waste Notifications Franchise Agreement
32 960
961 D. Rights Reserved as to Hazardous Wastes.
962
963 The City reserves the right to contract with other parties to have household Hazardous 964 Wastes Collected, Transported, Disposed of, Processed and/or diverted. 965
966
City of Willits Section 10 – Disposal and Processing
Franchise Agreement
33 967 SECTION 10 - DISPOSAL AND PROCESSING
968
969 A. Solid Waste Disposal
970
971 Grantee shall Transport and Dispose of all Solid Waste Collected in the Franchise Area at 972 the Designated Disposal Location. Grantee shall pay all costs associated with the Transporting 973 and Disposing of Solid Waste.
974
975 B. Recyclable Materials Processing and Marketing
976
977 (1) Processing. Grantee shall Transport and deliver all Recyclable Materials collected 978 in the Franchise Area to the Approved Recyclable Materials Processing Site. 979 Grantee shall pay all costs associated with the Transporting and Processing of all 980 Recyclable Materials.
981
982 Grantee shall maintain accurate records of the quantities of Recyclable Materials 983 Collected, Transported, and Processed at the Approved Recyclable Materials 984 Processing Site and shall cooperate with the City in any audits or investigation of 985 such quantities.
986
987 Grantee shall keep all existing permits and approvals necessary for use of the 988 Recyclable Materials Processing Site in full regulatory compliance. Upon request, 989 Grantee shall provide copies of notices of violation or permits to the City. 990
991 (2) Marketing. Provided that the Approved Processing Center is owned and/or 992 operated by Grantee or by an Affiliate of Grantee, Grantee shall be responsible for 993 marketing Recyclable Materials collected in the Franchise Area and shall be 994 compensated for such Recyclable Materials at not less than fair market value. 995
996 Provided that the Approved Processing Center is owned and/or operated by Grantee 997 or by an Affiliate of Grantee, Grantee shall prepare and maintain a City-approved 998 marketing plan for all Recyclable Materials collected in the Franchise Area. The 999 plan shall be in place on or before the Commencement Date of this Agreement. 1000 The marketing plan shall fully describe the Grantee’s marketing methods and 1001 approach, targeted primary and contingent markets, pricing policy and assumed 1002 salvage value for each collected type of Recyclable Material products, and 1003 contingency plans if market conditions are severe. 1004
1005 Provided that the Approved Processing Center is owned and/or operated by Grantee 1006 or by an Affiliate of Grantee, Grantee shall provide proof to the City that all 1007 Recyclable Materials collected are marketed for Recycling or reuse in such a 1008 manner that materials shall be considered as diverted in accordance with the State 1009 regulations established by the California Integrated Waste Management Act of 1010 1989 (Division 30 of the California Public Resources Code), as amended, City of Willits Section 10 – Disposal and Processing
Franchise Agreement
34 1011 supplemented, superseded, and replaced from time to time. No Recyclable Material 1012 shall be transported to a domestic or foreign location if Solid Waste Disposal of 1013 such material is its intended use.
1014
1015 Provided that the Approved Processing Center is owned and/or operated by Grantee 1016 or by an Affiliate of Grantee, Grantee shall provide City upon request with a list of 1017 broker/buyers it uses each month as required in Section 13. City may audit one 1018 broker or buyer per month to confirm that materials are being recycled. If Grantee 1019 becomes aware that a broker or buyer has illegally handled or disposed of material 1020 generated within the Franchise Area or elsewhere, Grantee shall immediately 1021 inform the City and terminate its contract or working relationship with such party. 1022 If Grantee has provided City with a list of broker/buyers for the month, Grantee 1023 shall provide a monthly list only to the extent that the list differs from the list 1024 provided in the prior(s) months.
1025
1026 (3) Disposal of Recyclable Materials Prohibited. Recyclable Materials may not be 1027 disposed of in lieu of Recycling the material.
1028
1029 C. Change in Designated Disposal Location or Recyclable Materials Processing Site 1030
1031 The Grantee shall Transport all Solid Waste and Recyclable Materials Collected from the 1032 Franchise Area to the Designated Disposal Location and the Approved Recyclable Materials 1033 Processing Site, respectively.
1034
1035 The City has the right, at its option, to control the Collection, Disposal, and diversion of 1036 all Solid Waste and Recyclable Materials generated within the Franchise Area. As part of the 1037 rights agreed to herein, the parties hereto agree that:
1038
1039 (1) The City has the right to direct Solid Waste to be Disposed of at any Solid Waste 1040 facility or in any manner, respectively, the City may designate; and 1041
1042 (2) The City has the right to direct Solid Waste to be diverted at any transfer or 1043 Processing station the City may designate; and
1044
1045 (3) The City has the right to direct Discarded Recyclable Materials collected by 1046 Grantee to be Processed at or marketed to a specific facility when in the best interest 1047 of the City and provided the collector would receive a reasonable, competitive 1048 market value for the Recyclable Materials; and
1049
1050 (4) If City directs a change in the Designated Disposal Location, or an Approved 1051 Processing Site or Approved Recyclable Materials Processing Site which impacts 1052 Grantee's operational costs, then either party to this Agreement may apply for a 1053 rate increase or decrease through the provisions of Section 15A Pass-through Rate 1054 Adjustment.
City of Willits Section 10 – Disposal and Processing
Franchise Agreement
35 1055
1056 (5) Any change in the Designated Disposal Location, an Approved Processing Site or 1057 Approved Recyclable Materials Processing Site made by City under this section 1058 must comply with all federal, state, and local laws and regulations. 1059
1060 D. Grantee's Responsibility in Lieu of Direction by City. 1061
1062 Throughout the term of this Agreement, unless the City gives notice as provided for herein 1063 and subject to the terms of this Agreement, it shall be the Grantee's sole responsibility and duty to 1064 Dispose of the Solid Waste Collected and Process the Recyclable Materials Collected in a safe 1065 manner and in compliance with all federal, state, and local laws and regulations. Grantee agrees 1066 that it shall Dispose of all Solid Waste Collected and Process all Recyclable Materials Collected 1067 in the Franchise Area at a Solid Waste facility or Processing facility that is fully licensed and 1068 appropriately permitted and, to Grantee's knowledge, is not in material violation of any health, 1069 safety or Hazardous Materials laws, rules, regulations, or orders as long as the cost of disposal and 1070 recycling is at no greater cost to ratepayer.
1071 .
1072 E. Invalidation of City Flow Control Voids Franchise. 1073
1074 Should a court of competent jurisdiction rule any provision in this Franchise Agreement 1075 related to flow control unlawful or unconstitutional, then the entire Franchise Agreement shall 1076 become null and void upon the election of the City. However, this Agreement shall not become 1077 null and void, and shall remain in full force and effect, as long as the Grantee continues to direct 1078 Solid Waste, and Recyclable Materials as instructed by the City and abides by all other terms of 1079 this section. City deems control of the waste stream a vital component of its waste Disposal 1080 program which ensures to the general benefit and welfare of the public. This provision will 1081 preserve the City's ability to pursue any legal methods whereby flow control of waste stream can 1082 be achieved.
1083
1084
City of Willits Section 11 – Ownership of Solid Waste and Recyclable Materials Franchise Agreement
36 1085 SECTION 11 - OWNERSHIP OF SOLID WASTE AND RECYCLABLE MATERIALS 1086
1087 All Solid Waste, prior to being placed in a Grantee-provided Container and placed at a 1088 designated Collection point, shall be the property of the Generator or producer, if known. In the 1089 event said Generator or producer of the Solid Waste is unknown, the Solid Waste shall become 1090 the property of the Owner of the parcel upon which said Solid Waste has been deposited. All Solid 1091 Waste, upon being placed in a Grantee-provided Container and all Recyclable Materials, upon 1092 being placed in a Grantee-provided Container, and placed at a designated Collection point, shall 1093 become the property of the Grantee. Upon being legally deposited in a Disposal site approved by 1094 the Department or transferred to a Processing facility or transfer station not owned by the Grantee, 1095 all Solid Waste and Recyclable Materials shall forthwith become the property of the permitted 1096 operator of the approved transfer station, Disposal site, or Processing facility. 1097
City of Willits Section 12 – Privacy
Franchise Agreement
37 1098 SECTION 12 - PRIVACY
1099
1100 A. Customers Rights of Privacy
1101
1102 Grantee shall use its best efforts to observe and protect the rights of privacy of Customers. 1103 Information identifying individual Customers, or the composition of a particular Customer's Solid 1104 Waste or Recyclable Materials shall not be revealed to any Person, private agency, or company, 1105 unless upon request of federal, state, or local law enforcement personnel, the authority of a court 1106 of law, a statute, or upon valid authorization of the Customer. This provision shall not be construed 1107 to preclude Grantee from preparing, participating in, or assisting in the preparation of waste 1108 characterization studies or Waste Stream analysis which may be reasonably necessary to comply 1109 with AB 939 or any other reports requested by the City under the Agreement or required or 1110 requested by any governmental agency.
1111
1112 B. Use of Customer Lists
1113
1114 Grantee shall not market or distribute outside the normal course of its business, mailing 1115 lists with the names and addresses of Customers.
1116
1117
City of Willits Section 13 – Grantee’s Books and Records; Reports and Audits Franchise Agreement
38 1118 SECTION 13 - GRANTEE'S BOOKS AND RECORDS; REPORTS AND AUDITS 1119
1120 A. Customer List and Routes
1121
1122 Grantee shall supply the City, upon request, with the name of the Owner or Occupant of 1123 each Premise served, the address of the property, the service level subscribed to, and current maps 1124 and schedules of Collection routes.
1125
1126 B. Record-keeping and Inspection
1127
1128 Grantee shall maintain detailed records of all receipts and expenditures received or incurred 1129 in the operation of such business, including all revenues collected for services rendered. The City, 1130 its officers, employees, and agents, shall be entitled to inspect, and audit such books and records 1131 upon reasonable notice during normal business hours for the purposes of determining actual 1132 billings and franchise fee payments and as necessary to determine any adjustment to rates in 1133 accordance with Sections 15 A and C of this Agreement. The City will make reasonable effort to 1134 protect proprietary information, if labeled.
1135
1136 C. Financial and Operational Records
1137
1138 Grantee shall maintain accurate and complete accounting records containing the underlying 1139 financial and operating data relating to and showing the basis for computation of all costs 1140 associated with providing services. The accounting records shall be prepared in accordance with 1141 Generally Accepted Accounting Principles (GAAP) consistently applied. 1142
1143 D. Collection Service Records
1144
1145 Records shall be maintained by Grantee for City relating to:
1146
1147 (1) Customer services and billing.
1148
1149 (2) Weight and volume of material Collected by type (e.g., Solid Waste and Recyclable 1150 Materials).
1151
1152 (3) Routes.
1153
1154 (4) Facilities, equipment, and personnel used.
1155
1156 (5) Facilities and equipment operations, maintenance, and repair. 1157
1158 (6) Tonnage of Solid Waste and Recyclable Materials listed by Processing Site or 1159 Disposal Site where such materials were delivered. 1160
City of Willits Section 13 – Grantee’s Books and Records; Reports and Audits Franchise Agreement
39 1161 (7) Recyclable Materials Collection participation and setout rates. 1162
1163 (8) Recyclable Materials sales revenue.
1164
1165 (9) End use and markets for Recyclable Materials.
1166
1167 E. Transfer, Processing, and Disposal Records
1168
1169 Grantee shall maintain records of transfer, Disposal, and Processing of all Solid Waste and 1170 Recyclable Materials Collected by Grantee.
1171
1172 F. Customer Service Records
1173
1174 Records shall be maintained by Grantee for City related to:
1175
1176 (1) Categories (compliments, missed pickups, complaints, damage, etc.) of calls. 1177
1178 (2) Complaint log noting the name and address of complainant, date and time of 1179 complaint, nature of complaint, and nature and date of resolution. 1180
1181 (3) New Customer accounts.
1182
1183 G. CERCLA Defense Records
1184
1185 City views its ability to defend itself against Comprehensive Environmental Response, 1186 Compensation and Liability Act (CERCLA), and related litigation as a matter of great importance. 1187 For this reason, the City regards its ability to prove where Solid Waste Collected are taken for 1188 transfer or Disposal, as well as where they are not taken, to be matters of concern. Grantee shall 1189 maintain, retain, and preserve records which can establish where Solid Waste Collected was 1190 Disposed (and therefore establish where it was not). This provision shall survive the expiration or 1191 earlier termination of this Agreement. Grantee shall maintain these records for a minimum of 3 1192 years beyond expiration or earlier termination of the Agreement and Grantee shall then provide 1193 these records to City in an organized and indexed manner rather than destroying or Disposing of 1194 them.
1195
1196 H. Quarterly Reports
1197
1198 Quarterly reports, itemized by month, shall present the following information:
1199
1200 (1) Solid Waste Services. Total tonnage Collected and Disposed. 1201
1202 (2) Recyclable Materials
1203
City of Willits Section 13 – Grantee’s Books and Records; Reports and Audits Franchise Agreement
40 1204 Tonnage Collected and Recycled and tonnage of residue Disposed. If the Approved 1205 Recyclable Materials Processing Site handles Recyclable Materials Collected in the 1206 Franchise Area and from other parties, provide a description of how the quantities 1207 of Recyclable Materials are tracked and allocated to the Franchise Area. 1208
1209 (3) Customer Service.
1210
1211 (a) Number of Customer calls that pertain to compliments, missed pickups, 1212 scheduled clean-ups, Billing concerns, damage claims, etc. 1213
1214 (b) Number of complaints received, whether delivered in person, telephone, 1215 mail, or others means. The report shall show the date the complaint was 1216 received, actions taken to rectify the complaint, and the date the actions 1217 were taken.
1218
1219 (4) Account Information. In table format, the number of Customers and service levels. 1220
1221 I. Annual Financial Report
1222
1223 Grantee shall maintain accounting records specific to the Franchise Area, separate from 1224 other activities.
1225
1226 Grantee shall, at its own expense, be required to annually provide the City with a copy of 1227 a compiled or reviewed financial statement, or an independent financial audit report. The audit 1228 report shall be prepared by a certified public accountant. The accountant shall be entirely 1229 independent of the Grantee, shall have no financial interest whatsoever in the business of the 1230 Grantee, and shall be approved by the City Finance Director. 1231
1232 The annual financial statement or audit report must include an Income Statement for the 1233 Franchised Area operations. The Income Statement should disclose revenue by line of business 1234 and expenses by line of business and detail expense descriptions. 1235
1236 In addition, the Grantee shall make available to the City, or its designee, upon request:
1237
1238 (1) Supporting documentation to determine the reasonableness of revenues 1239 (e.g., average number of monthly residential, industrial, and commercial 1240 Customers and average monthly rates for each type of Customer service). 1241
1242 (2) Supporting documentation (invoices and descriptive schedules) for major 1243 expense line items including but not limited to depreciation, salaries, repair 1244 and maintenance, equipment rental, and Disposal expense. 1245
1246 (3) Supporting documentation for all transactions with affiliated companies.
City of Willits Section 13 – Grantee’s Books and Records; Reports and Audits Franchise Agreement
41 1247 (4) Any other information specifically related to the Agreement, which is 1248 reasonably required by City staff for review of rate adjustment requests. 1249
1250 In the event of the failure of the Grantee to provide any such report, the City may employ 1251 a qualified accountant or consultant or the City Finance Director to prepare the report, and the 1252 Grantee shall be liable for and pay the associated costs and expenses of the accountant or City 1253 Finance Director.
1254
1255 J. Annual Operations Report.
1256
1257 The Grantee shall submit a written annual report, in a form approved by the City, including 1258 but not limited to:
1259
1260 (1) Information as required pursuant to Section 13H of this Agreement, summarized 1261 for the preceding four quarters.
1262
1263 (2) Identification of severe market depressions for Recyclable Materials and 1264 contingency plans for such events in the future.
1265
1266 (3) Summary assessment of the overall Solid Waste and Recyclable Materials 1267 programs from Grantee’s perspective, including but not limited to, (i) highlights of 1268 significant accomplishments, (ii) problems, and (iii) recommendations and plans to 1269 improve the programs.
1270
1271 (4) A revenue statement, showing quarterly Franchise Fee payments. 1272
1273 (5) Grantee shall report any events of non-compliance with any provisions of the City 1274 Code, state and federal law, regulatory orders, and regulations imposed by other 1275 regulatory agencies, and the conditions contained in the Agreement during the prior 1276 12-month period.
1277
1278 K. Annual Disclosure Statement.
1279
1280 In conjunction with the annual operations report, as described in Section 13J, Grantee shall 1281 file a disclosure statement which contains the following information:
1282
1283 (1) A listing of all Subcontractors to this Agreement (including the name, address, and 1284 social security or tax identification number of the Subcontractor). 1285
1286 (2) A listing of all felony convictions or pleas of nolo contendere of the Grantee or 1287 Subcontractor by final judgment in any state or federal court within the preceding 1288 three years.
1289 (3) A listing of any instances in which a permit or contract held by the Grantee or City of Willits Section 13 – Grantee’s Books and Records; Reports and Audits Franchise Agreement
42 1290 Subcontractor was terminated by a final judgment in any state or federal court 1291 within the preceding three years.
1292
1293 (4) A listing of all final adjudications finding the Grantee or Subcontractor in contempt 1294 of any state or federal court order enforcing any state and federal law within the 1295 preceding three years.
1296
1297 (5) A listing of all final convictions or pleas of nolo contendere of the Grantee or 1298 Subcontractor, under state or local laws governing safety of operations, compliance 1299 with environmental and other franchise requirements in the City, whether 1300 misdemeanors or infractions.
1301
1302 If the Grantee or Subcontractor is a chartered lending institution or a publicly held company 1303 or a wholly-owned subsidiary of such a company required to file annual or quarterly reports under 1304 the Securities and Exchange Act of 1934, the Grantee or Subcontractor may provide the above 1305 required information by submitting quarterly or annual reports for the preceding three years. If 1306 these reports are incomplete or if they fail to contain the information requested in subsection D 1307 items 1, 2, 3, 4, and 5 herein, the Grantee or Subcontractor shall make such information available 1308 to City. The City may also require, at applicant/grantees' expense, preparation and submittal of a 1309 Dunn and Bradstreet, or comparable, report.
1310
1311 If Grantee or Subcontractor has filed a disclosure statement, it shall file a supplemental 1312 disclosure statement only to the extent that its status or events differ from those covered by the 1313 original disclosure statement.
1314
1315 L. Reporting Requirements
1316
1317 Grantee may propose report formats that are responsive to the objectives and audiences for 1318 each report. The format of each report shall be approved by the City. Grantee agrees to mail a 1319 copy of all reports and submit all reports on computer discs, by e-mail or by modem in a format 1320 compatible with City’s software and computers at no additional charge. Grantee will provide a 1321 certification statement, under penalty of perjury, by the responsible Grantee official, that the report 1322 being submitted is true and correct to the best knowledge of such official after their reasonable 1323 inquiry.
1324
1325 Grantee shall submit quarterly reports within 30 calendar days after the end of the reporting 1326 month. Grantee shall submit annual reports no later than 60 calendar days after the end of the 1327 reporting year.
1328
1329 Grantee shall submit (via mail and e-mail) all reports to the City Manager. 1330
1331 M. Failure to Report
1332
City of Willits Section 13 – Grantee’s Books and Records; Reports and Audits Franchise Agreement
43 1333 The refusal, failure, or neglect of the Grantee to file any of the reports required, or the 1334 inclusion of any materially false or misleading statement or representation made knowingly by the 1335 Grantee in such report shall be deemed a material breach of the Agreement, and shall subject the 1336 Grantee to all remedies, legal or equitable, which are available to the City under the Agreement or 1337 otherwise.
1338
City of Willits Section 14 – Grantee’s Rates
Franchise Agreement
44 1339 SECTION 14 - GRANTEE'S RATES
1340
1341 A. City's Powers
1342
1343 The Grantee’s rates and charges imposed on City Customers for the services it performs 1344 under this Agreement are subject to the prior review, approval, and regulation by City. City 1345 approves the rates specified in Exhibit B.
1346
1347 B. Rate Requirements
1348
1349 (1) Grantee shall provide the services described in this Agreement and be compensated 1350 by its Customers at the rates specified in Exhibit B. 1351
1352 (2) The rates specified in Exhibit B shall be effective as of the Commencement Date 1353 and shall remain in effect until January 1, 2024
1354
1355 (3) The rates specified in Exhibit B may be modified in accordance with the Rate 1356 Adjustments as described in Section 15 of this Agreement. 1357
1358 (4) All charges or fees for service by a Grantee shall be fixed and approved by the City. 1359
1360 (5) Charges for Industrial Solid Waste removal service may be negotiated between the 1361 Grantee and the Customer. If the negotiated charges are less than the rates specified 1362 in Exhibit B, Grantee shall notify the City in writing of each Customer that is 1363 offered and charged a lower rate. In no event shall the Grantee charge a rate in 1364 excess of those specified in Exhibit B without prior written approval by the City, 1365 except for weight overages as provided for in this section. 1366
1367 (6) Grantee may not charge residential and commercial Customers at rates other 1368 than those specified in Exhibit B except that the City may authorize a Customer 1369 to receive reduced service for a reduced charge and may approve an agreement 1370 between the Customer and the Grantee to provide additional service for an 1371 additional charge. These authorized reduced or additional charges may be 1372 revised by the City from time to time after a public hearing thereon and a 1373 determination by the City that a change is in the public interest and is mutually 1374 agreed upon by both parties.
1375
1376 (7) Grantee may charge an extra commercial Container overload charge. This extra 1377 charge may be levied by Grantee for each occurrence of a Container overload. 1378 Overload shall be defined as an excess of solid waste mounded such that 1379 Container covers cannot completely close. The Container overload charge shall 1380 be based on the amount of excess solid waste causing the overload condition. 1381 The Container overload charge shall be calculated by the number of 35-gallon City of Willits Section 14 – Grantee’s Rates
Franchise Agreement
45 1382 Containers that the excess solid waste fills multiplied by the 35-gallon 1383 Container once per month rate as set forth in Exhibit B. 1384
1385 (8) All compensation paid to the Grantee shall be paid by its Customers and the 1386 City is in no way obligated to provide the Grantee any compensation for 1387 services described in this Agreement.
1388
1389
1390
1391
1392
1393
1394
1395
1396
1397
1398
1399
1400
1401
1402
1403
1404
1405
1406
1407
1408
1409
1410
1411
1412
1413
1414
1415
1416
1417
1418
1419
1420
1421
1422
1423
City of Willits Section 16 - Fees
Franchise Agreement
46 1424 SECTION 15 - RATE ADJUSTMENT PROCEDURES
1425
1426 A. Pass-through Rate Adjustment
1427
1428 (1) At any time that the City establishes a surcharge, increases an existing surcharge, 1429 increases the Franchise Fee rate, or increases the Disposal charge at City-owned 1430 facilities, Grantee may apply to the City for a pass-through rate adjustment to offset 1431 the new or increased fees. In applying for a pass-through rate adjustment, the 1432 Grantee must:
1433
1434 (a) Submit a request for the increase, in writing, to the City. 1435
1436 (b) Specify the amount of the requested increase for each rate given in Exhibit 1437 B; and,
1438
1439 (c) Provide documentation that the specified rate increase is reasonable and 1440 appropriate and does not include rate increases for any other reason than to 1441 recover the direct cost of the additional pass-through expense. 1442
1443 Provided that the City staff have received and considered the request and 1444 documentation described above and has concluded that the requested rate 1445 adjustment is reasonable and appropriate and is solely to recover the direct cost of 1446 the additional pass-through expense, the rates given in Exhibit B shall be amended 1447 by the City.
1448
1449 (2) If a jurisdiction other than the City establishes or increases surcharges or fees that 1450 affect Grantee's expenses, the same procedures as described in (1), above, apply. 1451
1452 (3) There shall be no retroactive adjustments because of Grantee's failure to request a 1453 pass-through rate adjustment increase. However, Grantee shall be allowed to 1454 retroactivity bill Customers from the date of pass-through rate adjustment approval 1455 to the end of the billing cycle in the next billing period. 1456
1457 (4) At any time that the City either eliminates a surcharge on Grantee's Customers, 1458 decreases an existing surcharge on Grantee's Customers, decreases the Franchise 1459 Fee rate, decreases the Disposal charge at the City owned facilities, City may apply 1460 to the Grantee for a pass-through rate adjustment to offset the eliminated or 1461 decreased fees. In applying for a pass-through rate adjustment, the City must:
1462
1463 a) Submit a request for the decrease, in writing to the Grantee. 1464
1465 b) Specify the amount of the requested decrease for each rate given in Exhibit 1466 B; and,
City of Willits Section 16 - Fees
Franchise Agreement
47 1467 c) Provide documentation that the specified rate decrease is reasonable and 1468 appropriate and does not include rate decrease for any other reason than to 1469 recover the direct cost of the decreased or eliminated pass-through expense. 1470
1471 Provided that the Grantee has received and considered the request and 1472 documentation described above, and the requested rate adjustment is reasonable 1473 and appropriate and is solely to recover the direct cost of the decreased or 1474 eliminated pass-through expense, the rates given in Exhibit B shall be amended by 1475 the City.
1476
1477 (5) If a jurisdiction other than the City eliminates or decreases surcharges or fees that 1478 affect Grantee's expense, the same procedures as described in (4), above, apply. 1479
1480 (6) In the case of a jurisdiction other than the City eliminating or decreasing surcharge 1481 or fees that affect Grantee's expenses, Grantee shall be responsible for notifying the 1482 City in writing. If Grantee fails to notify City of eliminated or decreased surcharges 1483 or fees per this section, then the City may apply for and request a retroactive pass1484 through rate adjustment decrease. 1485
1486 D. Cost-of-Living & Fuel Rate Adjustments
1487
1488 Grantee may apply for a cost-of-living adjustment (COLA) and fuel Rate adjustment 1489 (COFA) on an annual basis beginning with the 2024 Rate Period. Grantee shall submit the 1490 rate adjustment request no later than November 15 for rates to be effective the following 1491 January 1. The rate adjustments shall be based on: 1) 90% of the change in the value of 1492 the most recently published All Urban Consumers Consumer Price Index (CPI-U), all items, 1493 for the San Francisco-Oakland-San Jose, CA, Base Period 1982 – 1984 = 100, not seasonally 1494 adjusted, compiled and published by the U.S. Department of Labor, Bureau of Labor 1495 Statistics or its successor and its value twelve months before, and 2) 100% of the 1496 change in the value of the most recently published Series ID:wpu057303; Commodity 1497 Code 0573-03 #2 Diesel Fuel compiled and published by the U.S. Department of Labor, Bureau 1498 of Labor Statistics or its successor and its value twelve months before. Grantee shall notify 1499 the City of the adjustments to take place and shall provide the City with its computations and 1500 documentation, therefore.
1501 For calculation of adjustments, the rates will be divided into three components – 1502 Fuel, Pass-through and All Other. The Fuel Component would equal 12.0% of the first1503 year rate. The Pass-through Component would equal 20.7%. The All-Other Component 1504 would equal 67.3% of the rate. When the first adjustment to rates occurs, it will be done in the 1505 following manner:
1506 Fuel Component: Existing Billed Rate x 12.0% x Diesel Fuel Index City of Willits Section 16 - Fees
Franchise Agreement
48 1507 Pass-through Component: None, since pass-through increases, if any, will be 1508 made pursuant to Section 15(A) above.
1509 All Other Component: Existing Billed Rate x 67.3% x CPI Index 1510 The sum of the above, together with any Recycling Commodity Value Adjustment as provided in 1511 subsection (E) below, equals the New Rate. Following completion of each annual financial 1512 statement by Grantee, the adjustment factors will be reviewed to correspond to the percentage of 1513 fuel, disposal cost and other expenses out of total operating expenses. 1514
1515 E. Larger Rate Increases
1516
1517 No sooner than one year after this Agreement becomes effective, and no more frequently 1518 than annually thereafter, Grantee may apply for a rate adjustment in excess of the Cost-of-Living 1519 Rate Adjustment described in (B), above. Grantee may apply for either the Cost-of-Living Rate 1520 Adjustment or the larger rate increase as described in this section but may not apply for both for 1521 the same Rate Period. In applying for such a rate increase the Grantee must:
1522
1523 (1) Notify the City, in writing, of Grantee's intent to seek a rate increase in excess of 1524 the Cost-of-Living Rate Adjustment limitation.
1525
1526 (3) If requested by City, obtain, and submit to the City an independent financial report 1527 of Grantee's operations. The City shall select or approve the auditor to perform the 1528 financial report. The cost of the financial report shall be paid by the Grantee. The 1529 financial report must, at a minimum, determine the profitability of Grantee's 1530 operations specific to services provided under this Agreement. 1531
1532 (3) Submit a reviewed financial statement for the most-recently completed Rate Period. 1533
1534 Using information provided in the financial report, as well as records required to be 1535 maintained by Guarantee under Section 13 of this Agreement, the City shall perform a rate setting 1536 study to determine appropriate rates based on projected profitability of the Grantee. The 1537 appropriate profit margin, and the means of determining profitability, shall be included as part of 1538 the rate setting study. The rate setting study shall be conducted by the City, or by a qualified 1539 contractor selected by the City. The cost of the rate study shall be paid by the Grantee. 1540
1541 City shall then hold at least one public meeting, at a convenient time and place within the 1542 Grantee's Franchise Area, to solicit public comment on the proposed rate increases, as determined 1543 by the rate setting study. This public meeting shall be duly noticed and shall be held no less than 1544 14 days before the City Council considers adoption of the rate increases. 1545
1546 Provided that the City has received the required information, as described in (1) and (2), 1547 above, has completed the rate setting study, and has held at least one public meeting and considered City of Willits Section 16 - Fees
Franchise Agreement
49 1548 public input, the City Council may adopt the new rates by amending Exhibit B. 1549
1550 F. Rate Decreases
1551
1552 The City may, at any time, request a rate decrease provided that some change in conditions 1553 has occurred to warrant a rate decrease. Such a rate decrease will require a full disclosure audit 1554 and formal rate structuring. In requesting such a rate decrease, the City must:
1555
1556 (1) Notify the Grantee, in writing, of City's intent to seek a rate decrease. 1557
1558 (2) At City’s sole discretion, the City may obtain a financial report of Grantee's 1559 operations. The Grantee shall comply with a full disclosure review. The City shall 1560 select the auditor to perform the financial report. The cost of the financial report 1561 shall be paid by the City. The financial report must, at a minimum, determine the 1562 profitability of Grantee's operations specific to services provided under this 1563 Agreement.
1564
1565 Using information provided in the financial report, as well as records required to be 1566 maintained by Guarantee under section 13 of this Agreement, the City shall perform a rate setting 1567 study to determine appropriate rates based on projected profitability of the Grantee. The 1568 appropriate profit margin, and the means of determining profitability, shall be included as part of 1569 the rate setting study. The rate setting study shall be conducted by the City, or by a qualified 1570 contractor selected by the City. The cost of the rate study shall be paid by the City. 1571
1572 City shall then hold at least one public meeting, at a convenient time and place within the 1573 Grantee's Franchise Area, to solicit public comment on the proposed rate decrease, as determined 1574 by the rate setting study. This public meeting shall be duly noticed and shall be held no less than 1575 14 days before the City Council considers adoption of the rate decrease. 1576
1577 Provided that the City has received the required information, as described in (1) and (2), 1578 above, has completed the rate setting study, and has held at least one public meeting and considered 1579 public input, the City Council may adopt the new rates by amending Exhibit B. 1580
1581 G. Recycling Commodity Value Adjustment
1582
1583 The gross market commodity value of Discarded Recyclable Materials collected by 1584 Grantee pursuant to this Agreement as mixed Recyclables shall be determined by the current 1585 average composite market value per ton for each category multiplied by the market value price 1586 including any California Redemption Value, FOB at the Designated Recycling Processing Facility. 1587 At the end of each calendar quarter, a composite market value will be determined. The current 1588 average composite market value per ton will be the average of the four-quarter composite market 1589 value over the previous four quarters. An increase in rates or a decrease in rates is determined by 1590 applying the current Composite Market Value to the Fee/Credit Schedule/Market Value Grid. With City of Willits Section 16 - Fees
Franchise Agreement
50 1591 tons reported for Discarded Recyclable Materials (single-stream) collected, a fee/credit per ton 1592 will be applied against the number of tons divided by revenue to calculate a percentage change in 1593 the rate. See Fee/Credit Schedule/Market Value Grid. 1594
1595 Beginning with the Rate Period ending December 31, 2023, no later than November 15 of 1596 each Rate Period, Grantee shall calculate the average Composite Market Value per ton over the 1597 previous four quarters and apply it to the Fee/Credit Schedule/Market Value Grid to determine a 1598 fee or credit. Rates will be adjusted by a fee or credit times the number of tons collected divided 1599 by revenue.
1600
1601 Grantee will provide City with all data used for the calculation of this adjustment. Grantee 1602 will provide City with weekly brokerage market values from the previous 12 months for each 1603 commodity within the composite market value to substantiate that Grantee has received the highest 1604 and best market value.
1605
1606 Grantee will provide City with all data used for the calculation of this adjustment. 1607
1608 A three-step process for determining an increase or decrease in the collection Rate based 1609 on a fee/credit grid that takes into account the current average Composite Market Value compared 1610 to the specified Composite Market Value which to determine a fee or credit per ton is provided 1611 below:
1612
1613 Step 1. The values below, as of December 31, 2014, , shall constitute the baseline for 1614 comparison to the current average composite market value per ton.
City of Willits Section 16 - Fees
Franchise Agreement
51 1615
1616
1617 Step 2. Calculate the current CMV from the previous four quarters for the reporting period 1618 and apply the new calculated current CMV to the fee/credit grid. 1619
1620 Step 3. The current CMV will be applied to the fee/credit grid to determine the fee or credit Estimated Scrap Value CRV as of 7-1-14
Weighted Sale Price
Average Price Per Ton CRV / Ton Per Ton "In"
24.97% Mixed Glass $ (40.00) $ 82.00 $ 10.49
15.80% Cardboard 122.00 19.28
43.27% Mixed Paper 77.00 33.32
1.20% Aluminum Can 1,640.00 2,800.00 53.28
1.94% PET 316.00 1,080.00 27.08
1.07% HDPE - Natura 713.00 80.00 8.49
1.09% HDPE - Color 511.00 80.00 6.44
2.30% Rigid Plastic 207.00 4.76
1.98% Plastic #3-7 - -
2.38% Tin/Scrap Met 109.00 2.59
96.00% % Marketable Material Per Ton
Residual Tipping Fee
4.00% MRF Residue (76.54) (3.06)
100.00% $ 162.66
COMPOSITE MARKET VALUE PER TON
Tons
"In"Composition
Percentage
Recycling
Category
December 31, 2014
City of Willits Section 16 - Fees
Franchise Agreement
52 1621 that will be applied to the number of tons of Discarded Recyclable Materials that is collected from 1622 within the City of Point Arena franchise area. (For example, a $93.95 CMV would provide a fee 1623 of $60.00 per ton). The $60.00 fee would be multiplied by the number of tons collected from within 1624 the City and divided by revenue to calculate a percentage increase or decrease to collection Rates. 1625 The number of Discarded Recyclable Material tons collected will be derived from the volume and 1626 revenue reports prepared annually by Grantee.
1627
1628
1629
1630
1631
1632
1633
1634
1635
1636
1637
1638
1639
1640
1641
1642
Fee or (Credit) Schedule
Market Value Grid
From To Fee/Credit
Break Even 160.00 162.66 $ -
Fee $ 140.00 $ 159.99 $ 10.00
$ 130.00 $ 139.99 $ 20.00
$ 120.00 $ 129.99 $ 30.00
$ 110.00 $ 119.99 $ 40.00
$ 100.00 $ 109.99 $ 50.00
$ 90.00 $ 99.99 $ 60.00
$ 80.00 $ 89.99 $ 70.00
$ 70.00 $ 79.99 $ 80.00
Credit $ 162.66 $ 169.99 $ (10.00)
$ 170.00 $ 179.99 $ (20.00)
$ 180.00 $ 189.99 $ (30.00)
$ 190.00 $ 199.99 $ (40.00)
$ 200.00 $ 209.99 $ (50.00)
City of Willits Section 16 - Fees
Franchise Agreement
53 1643 SECTION 16 - FEES
1644
1645 B. Franchise Fee - Amount
1646
1647 In consideration of the City’s administrative time and expense in the oversight and 1648 management of this Agreement and other solid waste-related costs and activities, and as 1649 consideration for Grantee’s use of public streets and for City’s maintenance thereof resulting from 1650 Grantee’s performance of this Agreement, Grantee shall pay an annual Franchise Fee to the City of 1651 $12,000 payable quarterly and within 30 days from the beginning of the quarter. The Franchise Fee 1652 may be revised by the City from time to time after a public hearing thereon and a determination by 1653 the City that a change is in the public interest, such increases or decreases determined by the City 1654 shall be subject to pass-through rate adjustment.
1655
1656 C. Franchise Fee - Deposit.
1657
1658 Franchise fees shall be paid to the City which shall deposit them to the City General Fund. 1659
1660 D. Franchise Fee - Delinquency Penalty
1661
1662 Payments are delinquent if not received by the City within 30 days as provided above. All 1663 fees are subject to a delinquency penalty of ten percent (10%), which attaches on the first day of 1664 delinquency, plus an additional ten percent (10%) for each additional month the payment remains 1665 delinquent. These penalties are in addition to the franchise termination provisions of Section 19. 1666
1667 E. Refund of Franchise Fees
1668
1669 Once Franchise Fee payments are made to the City, Grantee may not ask for refund of all 1670 or part of Franchise Fees unless such request is based on a mathematical error in its calculation or 1671 a double payment of such payment.
1672
1673
City of Willits Section 17 – Bonds, Insurance, and Indemnification Franchise Agreement
54 1674 SECTION 17 - BONDS, INSURANCE, AND INDEMNIFICATION 1675
1676 A. Bonds
1677
1678 (1) The City may require the Grantee to post a performance bond at a value up to 25% 1679 of the estimated annual revenues generated through this Agreement. If, however, 1680 the Grantee has previously satisfactorily demonstrated that Grantee has the 1681 financial means and capabilities to perform required services, the City may waive 1682 the performance bond requirement or may reduce the required amount of the 1683 performance bond.
1684
1685 The amount and specifications of the performance bond required for this 1686 Agreement are described in Exhibit C.
1687
1688 (2) If the City should impose a surcharge, pertaining to Solid Waste Collection and/or 1689 Disposal fees, on Grantee's Customers, Grantee may be required to post a fidelity 1690 bond. Should this occur, the amount, terms, and conditions of the fidelity bond 1691 shall be determined by the City and shall be included in this Agreement through 1692 amendment of Exhibit C.
1693
1694 B. Insurance
1695
1696 Insurance policies are to be secured by the Grantee and remain in full force and effect at 1697 all times to provide protection against liability for damages which may be imposed for the 1698 negligence of the Grantee or that Persons employees or agents, including, but not limited to, 1699 general liability and automobile liability insurance. Grantee shall also provide liability coverage 1700 under California Workers' Compensation laws. The amounts of insurance required are to be 1701 established herein. Said amounts shall not be construed to limit the Grantee's liability. 1702
1703 The insurance requirements provided herein may be modified or waived in writing by the 1704 City, provided the City determines that such waiver or modification does not unreasonably 1705 increase the risk of exposure to the City, including the fact that the parent of Grantee may be self1706 insured up to a certain acceptable amount. 1707
1708 (1) Workers' Compensation Insurance. Grantee shall obtain and maintain in full force 1709 and effect throughout the entire term of this Agreement full Workers' 1710 Compensation Insurance in accord with the provisions and requirements of the 1711 Labor Code of the State of California. Endorsements that implement the required 1712 coverage shall be filed and maintained with the Department throughout the term of 1713 this Agreement.
1714
1715 (2) Comprehensive General Liability. Grantee shall obtain and maintain in full force 1716 and effect throughout the entire term of this Agreement a Broad Form City of Willits Section 17 – Bonds, Insurance, and Indemnification Franchise Agreement
55 1717 Comprehensive General Liability (occurrence) policy with a minimum limit of 1718 TWO MILLION DOLLARS ($2,000,000.00) aggregate and ONE MILLION 1719 DOLLARS ($1,000,000.00) per occurrence for bodily injury and property damage, 1720 with any self-insured retention not exceeding TWO HUNDRED THOUSAND 1721 ($200,000.00) per occurrence. Said insurance shall protect Grantee and City from 1722 any claim for damages for bodily injury, including accidental death, as well as from 1723 any claim for property damage which may arise from operations performed 1724 pursuant to this Agreement, whether such operations are by Grantee itself, or by its 1725 agents, employees and/or Subcontractors. Copies of the policies or endorsements 1726 evidencing the above-required insurance coverage shall be filed with the City. 1727 Endorsements are required to be made a part of all of the following insurance 1728 policies required by this Section:
1729
1730 (a) "The City, its employees, agents, and officers, are hereby added as insureds 1731 as respects liability arising out of activities performed by or on behalf of 1732 Grantee."
1733
1734 (b) "This policy shall be considered primary insurance as respects any other 1735 valid collectible insurance the City may possess including any self-insured 1736 retention the City may have, and any other insurance the City does possess 1737 shall be considered excess insurance and shall not contribute with it." 1738
1739 (c) "This policy shall act for each insured, as though a separate policy had been 1740 written for each. This, however, will not act to increase the limit of liability 1741 of the insuring company."
1742
1743 (d) "Thirty (30) days prior written notice by certified mail, return receipt 1744 requested, shall be given to the City in the event of suspension, cancellation, 1745 reduction in coverage or in limits or non-renewal of this policy for whatever 1746 reason. Such notice shall be sent to the City."
1747
1748 (3) Vehicle Liability. Grantee shall obtain and maintain in full force and effect 1749 throughout the entire term of this Agreement a vehicle liability policy with a 1750 minimum limit of TWO MILLION DOLLARS ($2,000,000.00) per occurrence for 1751 bodily injury and TWO HUNDRED THOUSAND DOLLARS ($200,000.00) per 1752 occurrence for property damage. Said insurance shall protect Grantee and City 1753 from any claim for damages for bodily injury, including accidental death, as well 1754 as from any claim for property damage which may arise from operation of owned 1755 and non-owned vehicles. Copies of the policies or endorsements evidencing the 1756 above-required insurance coverage shall be filed with the City. 1757
1758 The limits of such insurance coverage, and companies, shall be subject to review and 1759 approval by the City every year and may be increased at that time and match the coverage provided City of Willits Section 17 – Bonds, Insurance, and Indemnification Franchise Agreement
56 1760 by the City's own liability insurance policy. The City shall be included as a named insured on each 1761 of the policies, or policy endorsements.
1762
1763 C. Indemnification
1764
1765 (1) Indemnification of City
1766
1767 (a) Grantee shall defend the City with counsel reasonably acceptable to the City 1768 and indemnify the City from and against any and all liabilities, costs, claims 1769 and damages which are caused by Grantee's negligence or failure to comply 1770 with applicable laws and regulations, including but not limited to liabilities, 1771 costs, claims, and damages described in Section 17B, above. 1772
1773 (b) Grantee agrees that it shall protect and defend the City with counsel 1774 reasonably acceptable to City, indemnify and hold harmless City, its 1775 officers, employees and agents from and against any and all losses, 1776 liabilities, fines, penalties, claims, damages, liabilities or judgments 1777 (including attorney's fees), arising out of or resulting in any way from 1778 Grantee's exercise of this Agreement, unless such claim is due to the sole 1779 negligence or willful acts of the City, its officers, employees, agents or 1780 contractors, or from City's grant of this Agreement to Grantee. 1781
1782 (c) In addition, Grantee shall defend the City with counsel reasonably 1783 acceptable to the City, indemnify and hold the City harmless from any and 1784 all litigation and claims, damages and liabilities arising there from, brought 1785 to enforce or to challenge this Agreement and/or Grantee's exclusive rights 1786 granted there under; provided, however, that Grantee's obligations 1787 hereunder extend only to actions brought against or by Persons not parties 1788 to this Agreement.
1 (2) Indemnification of Grantee.
2 (a) Except as provided by subparagraph (3) AB939 Indemnification, the City 3 shall defend, with counsel reasonably acceptable to Grantee, indemnify 4 and hold Grantee harmless from any and all fines, penalties and 5 assessments levied against or threatened to be levied against the City 6 and/or Grantee for the City's failure to meet the requirements of AB939, 7 its amendments or any successor legislation and/or all rules and 8 regulations promulgated hereunder if said failure is due solely to the 9 negligence or misconduct of the City, including but not limited to the 10 City's failure to adopt Source Reduction and Recycling Elements 11 mandated under AB939.
City of Willits Section 18 – Franchise Transfer, Issuance, and Renewal Franchise Agreement
50 12 (b) In the event that the City directs the Grantee to Dispose of or Transport 13 Solid Waste and/or Recyclable Materials to a specific facility, the 14 Grantee shall not be held liable for damages at or to that facility, or 15 to the City as a result of the acts or omissions of that facility, unless 16 the damages are caused by the willful or negligent acts of the 17 Grantee.
18 (3) AB939 Indemnification. Grantee shall defend with counsel reasonably 19 acceptable to the City, indemnify and hold the City harmless from any and all 20 fines, penalties and assessments levied against or threatened to be levied 21 against the City for the City's failure to meet the requirements of AB939, 22 with respect to the Waste Stream under Grantee's control, its amendments 23 or any successor legislation and/or all rules and regulations promulgated 24 hereunder if said failure results from Grantee's failure to comply with this 25 Agreement and/or Grantee's failure to comply with said laws, rules or 26 regulations, including but not limited to failing to timely supply to the City the 27 reports and information required by the City in order to comply with AB939. 28 City of Willits Section 18 – Franchise Transfer, Issuance, and Renewal Franchise Agreement
51 29 SECTION 18 - FRANCHISE TRANSFER, ISSUANCE, AND RENEWAL 30 31 A. Franchise Transfer
32 33 In the event that ownership interest of a Grantee is sold, transferred, leased, assigned, 34 mortgaged, pledged, hypothecated, or otherwise encumbered or Disposed of in whole or in part, 35 directly or indirectly, whether voluntarily or by operation of law or through any stock transfer, 36 transfer in trust, change in control, consolidation or merger, this Agreement will be considered 37 non-transferable unless all of the following conditions are met:
38 39 (1) The Grantee notifies the City, in writing, at least sixty (60) days in advance of the 40 transfer in ownership interest, as defined above, and submits a Disclosure Statement 41 in accordance with Section 13 K; and
42 43 (2) The Grantee and the party to which ownership interest is being transferred 44 demonstrate that the party to which ownership interest is being transferred has the 45 financial means, experience, and capabilities to fulfill the requirements of this 46 Agreement; and
47 48 (3) The party to which ownership interest is being transferred demonstrates that the 49 best interest of the public will be served, and that service levels will not decline, or 50 rates increase as a result of the transfer of ownership. 51 52 If the Grantee and the party to which ownership interest is being transferred have 53 satisfactorily complied with all of the conditions described above, the City shall not unreasonably 54 deny the transfer of this Agreement. In the event that ownership interest in Grantee changes as 55 described in this section, and the City has approved the transfer of this Agreement, the City has 56 the right to require competitive bid or request for proposal of said Agreement at any time during 57 the remainder of this Agreement term. A two-year notification of such intent shall be given to the 58 Grantee provided that two or more years remain in Agreement term. 59 60 Any transfer of ownership interest made without having met the conditions described 61 above, and without City approval to transfer this Agreement, shall constitute good cause for 62 revocation of the Agreement.
63 64 Notwithstanding the above, the present stockholders in the Grantee shall have the right to 65 transfer stock to their spouses and/or relatives within the first degree. 66 67 The Grantee shall compensate the City for all costs incurred by the City to examine the 68 transfer of the Agreement, whether or not the City agrees to the transfer. 69 70 B. General Standards of Responsibility
71 City of Willits Section 18 – Franchise Transfer, Issuance, and Renewal Franchise Agreement
52 72 The City may refuse to approve the transfer of this Agreement, if the City finds by a 73 preponderance of evidence that the buyer has:
74 75 (1) Intentionally misrepresented or concealed any material fact in the disclosure 76 statement.
77 78 (2) Obtained a license, permit, contract, or franchise from the City by intentional 79 misrepresentation or concealment of a material fact. 80 81 (3) Been convicted of a felony or pleaded guilty or nolo contendere to a felony 82 involving the laws of any state or the federal government within the three years 83 preceding the issuance of the license or permit, or execution of the contract or 84 Agreement.
85 86 (4) Been adjudicated in contempt of an order of any court enforcing laws of this state 87 or the federal government within three years preceding the issuance of the license 88 or permit, or execution of the contract or Agreement; or 89 90 (5) Disregarded the public safety, as evidenced by convictions or pleas of nolo 91 contendere to the violation of state and local law governing safety of operations, 92 compliance with environmental and other franchise requirements within the City. 93 94 In deciding whether to renew or allow transfer of this Agreement, the City shall consider 95 the facts and mitigating factors surrounding the foregoing including:
96 97 (1) The relevance of the offense to the business for which the license, permit, contract 98 or franchise is issued.
99 100 (2) The nature and seriousness of the offense.
101
102 (3) The circumstances under which the offense occurred. 103
104 (4) The date of the offense; and
105
106 (5) The ownership and management structure in place at the time of the offense. 107
108 The City shall determine whether the buyer is fit to retain the rights granted under this 109 Agreement. The City shall notify the Grantee of its determination within sixty (60) days following 110 the Grantee’s submittal of the disclosure form. Failure by the City to make a determination 111 regarding the Grantee’s fitness for transfer, within the time frame indicated above, shall in no case 112 result in the revocation of the Grantee’s rights under the Agreement, an order to cease operations, 113 or a termination of this Agreement.
114
City of Willits Section 18 – Franchise Transfer, Issuance, and Renewal Franchise Agreement
53 115 C. Opportunity to Demonstrate Rehabilitation
116
117 In determining whether to approve of a transfer of this Agreement, the City shall first allow 118 the buyer to submit evidence of rehabilitation and shall consider the buyer’s efforts to prevent 119 recurrence of unlawful activity. Items to be considered by the City shall include:
120
121 (1) The record and history of implementing successful corrective actions undertaken 122 to prevent or minimize the likelihood of recurrence of the offense. 123
124 (2) Whether the offense was an isolated incident or a series of related incidents. 125
126 (3) Whether the buyer cooperated with government bodies during investigations. 127
128 (4) The number and types of permits, contracts or franchises held by the buyer. 129
130 (5) Implementation by the buyer of formal policies, training programs, and 131 management controls to substantially minimize or prevent the occurrence of future 132 violations or unlawful activities.
133
134 (6) Implementation by the buyer of an environmental compliance auditing program to 135 assess and monitor the adequacy of the internal systems to ensure compliance with 136 environmental laws, regulations and conditions set forth in this Agreement. 137
138 (7) The buyer’s discharge of individuals, or severance of the interest of or affiliation 139 with responsible parties, which would otherwise cause the City to deny the renewal, 140 transfer or refuse to enter into this Agreement; and 141
142 (8) Consideration of the need for this Agreement in advancing the City's welfare, 143 health, and prosperity.
144
145 Where the City determines that pursuant to the above, mitigating factors exist, or, pursuant 146 to this Section 18 C, that the buyer has demonstrated rehabilitation, the City shall approve the 147 transfer of this Agreement.
City of Willits Section 19 – Termination
Franchise Agreement
54 148 SECTION 19 - TERMINATION
149
150 A. Events of Default
151
152 Each of the following shall constitute an event of default (“Event of Default”) hereunder:
153
154 (1) Grantee has demonstrated an inability to properly perform the franchised activity, 155 failed to comply with one or more of the terms or conditions of this Agreement, or 156 future amendment(s) to this Agreement, failed to comply with any material federal, 157 state, or local laws, ordinances, rules, or regulations pertaining to the franchised 158 activity, or when the franchised activity has become a nuisance or is detrimental to 159 the public health, safety, or welfare. If Grantee does not perform franchise services 160 for a period in excess of 15 days, this Agreement may be terminated by the City. 161 Grantee shall not be in default of this Agreement if Grantee commences such action 162 required to cure the particular breach within 7 calendar days after such notice, and 163 it continues such performance diligently until completed. 164
165 (2) Any representation, warranty, or disclosure made to City by Grantee in connection 166 with or as an inducement to entering into this Agreement or any future amendment 167 to this Agreement, which proves to be false or misleading in any material respect 168 as of the time such representation or disclosure is made, whether or not any such 169 representation, warranty, or disclosure appears as part of this Agreement. 170
171 (3) There is a seizure or attachment (other than a pre-judgment attachment) of, or levy 172 affecting possession on, the operating equipment of Grantee, including without 173 limit its vehicles, maintenance or office facilities, or any part thereof of such 174 proportion as to substantially impair Grantee's ability to perform under this 175 Agreement and which cannot be released, bonded, or otherwise lifted within 48 176 hours excluding weekends and Holidays.
177
178 (4) Grantee files a voluntary petition for debt relief under any applicable bankruptcy, 179 insolvency, debtor relief, or other similar law now or hereafter in effect, or shall 180 consent to the appointment of or taking of possession by a receiver, liquidator, 181 assignee (other than as a part of a transfer of equipment no longer useful to Grantee 182 or necessary for this Agreement), trustee (other than as security for an obligation 183 under a deed of trust), custodian, sequestrator (or similar official) of the Grantee 184 for any part of Grantee's operating assets or any substantial part of Grantee's 185 property, or shall make any general assignment for the benefit of Grantee's 186 creditors, or shall fail generally to pay Grantee's debts as they become due or shall 187 take any action in furtherance of any of the foregoing; 188
189 (5) A court having jurisdiction shall enter a decree or order for relief in respect of the 190 Grantee, in any involuntary case brought under any bankruptcy, insolvency, debtor City of Willits Section 19 – Termination
Franchise Agreement
55 191 relief, or similar law now or hereafter in effect, or Grantee shall consent to or shall 192 fail to oppose any such proceeding, or any such court shall enter a decree or order 193 appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator (or 194 similar official) of the Grantee or for any part of the Grantee's operating equipment 195 or assets, or orders the winding up or liquidation of the affairs of Grantee; 196
197 (6) If Grantee (i) is the subject of any labor unrest including work stoppage or 198 slowdown, sick-out, picketing or other concerted job action; (ii) appears in the 199 reasonable judgment of City to be unable to regularly pay its bills as they become 200 due; or (iii) is the subject of a civil or criminal judgment or order entered by a 201 federal, state, regional or local agency for violation of an Applicable Law, and the 202 City believes in good faith that Grantee's ability to perform under the Agreement 203 has thereby been placed in substantial jeopardy, the City may, at its option and in 204 addition to all other remedies it may have, demand from Grantee reasonable 205 assurances of timely and proper performance of this Agreement, in such form and 206 substance as the City believes in good faith is reasonably necessary in the 207 circumstances to evidence continued ability to perform under the Agreement. If 208 Grantee fails or refuses to provide satisfactory assurances of timely and proper 209 performance in the form and by the date required by City, such failure or refusal 210 shall be an event of default.
211
212 B. Right to Suspend, Amend, or Terminate
213
214 Upon an “Event of Default” by Grantee, the City may suspend, amend, or terminate this 215 Agreement.
216
217 C. Procedures
218
219 Prior to suspending, amending, or terminating this Agreement, the City may provide the 220 Grantee with written notice of the proposed action and the reasons for it. The notice shall state 221 that prior to the suspension, amendment or revocation, the Grantee is entitled to a hearing before 222 the City if the Grantee requests such a hearing in writing and the request is received by the City 223 not more than ten (10) days after notice of the proposed action has been mailed to the Grantee. 224
225 If the City does not receive a written request for a hearing within the time period prescribed 226 above, the Grantee is deemed to have waived the right to a hearing and the City may immediately 227 suspend, amend, or terminate this Agreement on the terms specified in the notice. 228
229 In the event of a serious violation, as determined by the City, or in the event of repeated 230 violations of this Agreement, the Agreement shall be terminated by the City Council. 231
232 D. Agreement - Revocation - Equipment Use by City
233
City of Willits Section 19 – Termination
Franchise Agreement
56 234 In the event of suspension or revocation of this Agreement, the City shall have the right 235 forthwith to take possession of all trucks and other equipment of the Grantee for the purpose of 236 Collecting and Disposing of the Solid Waste and performing all other duties which the Grantee is 237 obligated to perform. The City shall have the right to retain possession of such trucks and 238 equipment until other suitable trucks and equipment can be purchased or otherwise acquired by 239 the City for such purpose. The City shall pay the Grantee a reasonable rental for the use of such 240 trucks and equipment.
241
242 E. Liquidated Damages
243
244 (1) General. The City and Grantee find that as of the time of the execution of this 245 Agreement, it is impractical, if not impossible, to reasonably ascertain the extent of 246 damages which shall be incurred by City as a result of a breach by Grantee of its 247 obligations under this Agreement. The factors relating to the impracticability of 248 ascertaining damages include, but are not limited to, the fact that: (i) substantial 249 damage results to members of the public who are denied services or denied quality 250 or reliable service; (ii) such breaches cause inconvenience, anxiety, frustration, and 251 deprivation of the benefits of the Agreement to individual members of the general 252 public for whose benefit this Agreement exists, in subjective ways and in varying 253 degrees of intensity which are incapable of measurement in precise monetary terms; 254 (iii) that exclusive services might be available at substantially lower costs than 255 alternative services and the monetary loss resulting from denial of services or denial 256 of quality or reliable services is impossible to calculate in precise monetary terms; 257 and (iv) the termination of this Agreement for such breaches, and other remedies 258 are, at best, a means of future correction and not remedies which make the public 259 whole for past breaches.
260
261 (2) Service Performance Standards; Liquidated Damages for Failure to Meet 262 Standards. The Parties further acknowledge that consistent, reliable Solid Waste 263 and Recyclable Materials Collection service is of utmost importance to City and 264 that City has considered and relied on Grantee's representations as to its quality-of265 service commitment in awarding an Agreement to it. The City and Grantee 266 recognize that some quantified standards of performance are necessary and 267 appropriate to ensure consistent and reliable service and performance. The City 268 and Grantee further recognize that if Grantee fails to achieve the performance 269 standards or fails to submit required documents in a timely manner, City and its 270 residents and businesses will suffer damages, and that it is, and will be, impractical 271 and extremely difficult to ascertain and determine the exact amount of damages 272 which City will suffer. Therefore, without prejudice to City’s right to treat such 273 non-performance as an event of default under this Section, the City and Grantee 274 agree that the Liquidated Damages amounts established in Exhibit E of this 275 Agreement and the following Liquidated Damage amounts represent a reasonable 276 estimate of the amount of such damages considering all of the circumstances City of Willits Section 19 – Termination
Franchise Agreement
57 277 existing on the Effective Date of this Agreement, including the relationship of the 278 sums to the range of harm to City that reasonably could be anticipated and the 279 anticipation that proof of actual damages would be costly or impractical. 280
281 Grantee agrees to pay (as Liquidated Damages and not as a penalty) the amounts 282 set forth in the Schedule of Liquidated Damages, Exhibit E. 283
284 City may determine the occurrence of events giving rise to Liquidated Damages 285 through the observation of its own employees or representative or investigation of 286 complaints by Customers, Owners, and Generators.
287
288 Liquidated Damages will only be assessed after Grantee has been given the 289 opportunity but failed to rectify the damages as described in this Agreement. City 290 shall give Grantee notice of its intention to assess Liquidated Damages. The notice 291 will include a brief description of the incident(s) and non-performance. The City 292 may review (and make copies at its own expense) all information in the possession 293 of Grantee relating to incident(s) and non-performance. City may, within 10 294 calendar days after issuing the notice, request a meeting with Grantee. City may 295 present evidence of non-performance in writing and through testimony of its 296 employees and others relevant to the incident(s) and non-performance. City will 297 provide Grantee with a written explanation of his or her determination on each 298 incident(s) and non-performance prior to authorizing the assessment of Liquidated 299 Damages under this Section 19 E (2). The decision of City shall be final, and 300 Grantee shall not be subject to, or required to exhaust, any further administrative 301 remedies.
302
303 (10) Amount. City may assess Liquidated Damages for each calendar day or event, as 304 appropriate, that Grantee is determined to be liable in accordance with this 305 Agreement in the amounts specified in Exhibit E subject to annual adjustment 306 described below.
307
308 The amount of Liquidated Damages specified in Exhibit E shall be adjusted 309 annually on the first day of the Rate Period. The adjustment shall be rounded to 310 the nearest cent. Liquidated Damage amounts shall be adjusted to reflect 75% of 311 the changes in the All-Urban Consumers Index (CPI-U), all items, for the San 312 Francisco-Oakland-San Jose, CA, Base Period 1982 – 1984 = 100, not seasonally 313 adjusted, compiled and published by the U. S. Department of Labor, Bureau of 314 Labor Statistics, or its successor agency, using the method following:
315
316 Adjusted Liquidated Damage Amount = Then-current Liquidated Damage Amount 317 x most current CPI-U/previous 12-month CPI-U
318
319 For example:
City of Willits Section 19 – Termination
Franchise Agreement
58 320
321 Current Liquidated Damage Amount = $150.00
322
323 Most recently published index (May 2004) = 193.5
324
325 Index published twelve months prior to most recently published index 326 (May 2003) = 191.0
327
328 Adjusted Liquidated Damage Amount = $150.00 x (193.5/191.0) = $151.96 329
330 If the CPI-U is discontinued or revised during the Term by the United States 331 Department of Labor, such other government index or computation with which it 332 is replaced shall be used in order to obtain substantially the same result as would 333 be obtained if the CPI had not been discontinued or revised. 334
335 (4) Timing of Payment. Grantee shall pay any Liquidated Damages assessed by City 336 within 10 calendar days of the date the Liquidated Damages are assessed. If they 337 are not paid within the 10-day period, and providing Grantee has exhausted its right 338 to administrative review in accordance with this Section, City may proceed against 339 the performance bond required by the Agreement, request replacement of Grantee’s 340 general manager, order the termination of the exclusive Collection rights granted 341 by this Agreement, or all of the above.
342
City of Willits Section 20 – Rights of County to Perform During Emergency Franchise Agreement
59 343 SECTION 20 - RIGHTS OF CITY TO PERFORM DURING EMERGENCY 344
345 A. Provision of Emergency Services
346
347 Grantee shall provide emergency services at the City’s request in the event of major 348 accidents, disruptions, or natural calamities. Emergency services may include, but are not limited 349 to, assistance handling salvaged materials, Processing, Disposing of Solid Waste or Recyclable 350 Materials following a major accident, disruption, or natural calamity. Grantee shall be capable of 351 providing emergency services within 24 hours of notification by the City or as soon thereafter as 352 is reasonably practical in light of the circumstances. Emergency services, which exceed the 353 Grantee’s obligations, shall be compensated in accordance with Section 15 C. If Grantee cannot 354 provide the requested emergency services, the City shall have the right to take possession of the 355 Grantee’s equipment for the purposes of providing emergency services. 356
357 B. Franchise Revocation - Emergency Actions
358
359 Notwithstanding provisions of this Agreement to the contrary, the City may temporarily 360 suspend this Agreement, without prior notice and a hearing, whenever an emergency exists which 361 poses an immediate threat to the public health, safety, or welfare. In such a case, the City shall 362 attempt to notify the Grantee at least twenty-four (24) hours prior to the proposed action. A hearing 363 shall be held within seventy-two (72) hours of the action taken to suspend the franchise. Appeals 364 to the City Council are governed by Section 21.
365
366 C. Labor Dispute - City Assumption of Duties - Authorized 367
368 In the event the refuse Collection of a Grantee is interrupted by a labor dispute and 369 scheduled Collections are discontinued for more than seventy-two (72) hours, the City shall have 370 the right to forthwith take temporary possession of all facilities and equipment of the Grantee for 371 the purpose of continuing the service which the Grantee has agreed to provide in order to preserve 372 and protect the public health and safety. The City shall have the right to retain possession of such 373 facilities and equipment and to render the required service, until the Grantee can demonstrate to 374 the satisfaction of the City that required services can be resumed by the Grantee; provided, 375 however, that such temporary assumption of the Grantee's obligations under this Agreement shall 376 not be continued by the City for more than one hundred twenty (120) days from the date such 377 operations were undertaken. Should the Grantee fail to demonstrate to the satisfaction of the City 378 that required services can be resumed by the Grantee prior to the expiration of the aforementioned 379 one hundred twenty (120) days, the rights and privileges granted to the Grantee may be forfeited 380 and the franchise granted herein may be terminated. 381
382 Should the City exercise its right to take temporary possession of Grantee’s facilities used 383 in providing service under this Agreement, City shall recognize Grantee’s obligations to provide 384 service in accordance with other agreements and shall cooperate with Grantee in its efforts to 385 provide such other service using the Grantees facilities in the City’s temporary possession.
City of Willits Section 20 – Rights of County to Perform During Emergency Franchise Agreement
60 386 D. Labor Dispute - City Assumption of Duties - Use of Revenue 387
388 During any period in which the City has temporarily assumed the obligations of the Grantee 389 under this Agreement, the City shall be entitled to the Adjusted Gross Revenues attributable to 390 operations during such period and shall pay there from only those costs and expenses, including a 391 reasonable rental for use of trucks and equipment, applicable or allocable to the period. The 392 excess, if any, of revenue over applicable or allocable costs and expenses during such period shall 393 be deposited in the treasury to the City to the credit of the General Fund. Final adjustment and 394 allocation of Adjusted Gross Revenues, costs and expenses to the period during which the City 395 temporarily assumed the obligations of the Grantee shall be determined by an audit, by a certified 396 public accountant or licensed public accountant, and prepared in report form with that person’s 397 unqualified opinion annexed thereto.
398
399 E. Labor Dispute - City Assumption of Duties – Employees 400
401 Employees of the Grantee may be employed (providing employee consents) by the City 402 during any period in which the City temporarily assumes the obligations of the Grantee under this 403 Agreement; provided, however, that the rate of compensation to be paid the employees, or any 404 other employees, shall be the rate or rates in effect at the time the Grantee's service was interrupted 405 by the labor dispute, and the terms and conditions of employment shall be the same as provided 406 by the Grantee.
407
408
City of Willits Section 21 – General Provisions
Franchise Agreement
61 409 SECTION 21 - GENERAL PROVISIONS
410
411 A. Entire Agreement
412
413 This Agreement, including the exhibits, represents the full and entire Agreement between 414 the City and Grantee with respect to the matters covered herein. 415
416 B. Force Majeure
417
418 Neither party shall be in default under this Agreement in the event and for so long as it is 419 impossible or extremely impracticable for it to perform its obligations due to any of the following 420 reasons: riots, wars, sabotage, civil disturbances, insurrection, explosion, natural disasters such as 421 floods, earthquakes, landslides, fires, and volcanic eruptions, strikes, lockouts and other labor 422 disturbances or other catastrophic events which are beyond the reasonable control of Grantee. 423 Labor unrest, including but not limited to strike, work stoppage or slowdown, sick-out, picketing, 424 or other concerted job action conducted by Grantee's employees or directed at Grantee is not an 425 excuse from performance and Grantee shall be obligated to continue to Collect and Dispose of 426 Solid Waste, notwithstanding the occurrence of any or all of such events; provided, however, that 427 labor unrest or job action directed at a third party over whom Grantee has no control, shall excuse 428 performance.
429
430 A party claiming excuse under this Section must (i) have taken reasonable precautions to 431 avoid being affected by the cause, and (ii) notify the other party in writing within 5 days after the 432 occurrence of the event specifying the nature of the event, the expected length of time that the 433 party expects to be prevented from performing, and the steps which the party intends to take to 434 restore its ability to perform.
435
436 In the event a labor disturbance interrupts Collection, Transportation Disposal, and/or 437 Processing of Solid Waste or Recyclable Materials by Grantee as required under this Agreement, 438 City may elect to exercise its rights under Section 20 of this Agreement. 439
440 C. Notice Procedures
441
442 All notices, demands, requests, proposals, approvals, consents, and other communications 443 which this Agreement requires, authorizes, or contemplates shall be in writing and shall either be 444 personally delivered to a representative of the Parties at the address below or deposited in the 445 United States mail, first class postage prepaid, addressed as follows:
446
447 A. If to City:
448 City Manager
449 City of Point Arena
450 PO Box 67
451
City of Willits Section 21 – General Provisions
Franchise Agreement
62 452 451 School Street
453 Point Arena, CA 95468
454 B. If to Grantee:
455 Solid Wastes of Willits, Inc.
456 Gerald W. Ward, President
457 PO Box 1425
458 Willits, CA 95490
459
460 The address to which communications may be delivered may be changed from time to time 461 by a notice given in accordance with this Section.
462
463 Except as otherwise provided herein, the notices required or given pursuant to this title 464 shall be deemed properly served on the day it is personally delivered or when deposited, postage 465 prepaid, in the United States mail, addressed to the address provided to the Department. 466
467 D. Independent Contractor
468
469 Grantee is an independent contractor and not an officer, agent, servant, or employee of 470 City. Grantee is solely responsible for the acts and omissions of its officers, agents, employees, 471 Grantees and Subcontractors, if any. Nothing in this Agreement shall be construed as creating a 472 partnership or joint venture between City and Grantee. Neither Grantee nor its officers, employees, 473 agents or Subcontractors shall obtain any rights to retirement or other benefits which accrue to 474 City employees.
475
476 E. Roadway Damage
477
478 Grantee shall be responsible for any extraordinary damage (not including normal wear) 479 caused by Grantee's negligence to City's driving surfaces, whether or not paved, resulting from the 480 weight of vehicles providing Collection services at the location of Bins and Containers on public 481 property. This Agreement does not purport to affect, in any way, Grantee's civil liability to any 482 third parties
483
484 F. Property Damage
485
486 Any physical damage caused by the negligent or willful acts or omissions of employees, 487 Grantees or Subcontractors of the Grantee to private or public property shall be repaired or 488 replaced by Grantee, at Grantee's sole expense.
489
490 G. Compliance with City Code
491
492 Grantee shall comply with those provisions of the City Code which are applicable, and 493 with any and all amendments to such applicable provisions during the term of this Agreement, 494 subject to Section 1 C.
City of Willits Section 21 – General Provisions
Franchise Agreement
63 495
496 H. Severability
497
498 If any section, subsection, subdivision, paragraph, sentence, clause or phrase of this 499 Agreement or any part thereof is, for any reason, held to be illegal, such decision shall not affect 500 the validity of the remaining portions of this Agreement or any part thereof, except as specifically 501 set forth herein.
502
503 I. Waiver or Modification
504
505 No waiver, alteration, or modification of any of the provisions of this Agreement shall be 506 binding unless in writing and signed by a duly authorized representative of both parties to this 507 Agreement.
508
509 J. Forum Selection
510
511 Grantee and City stipulate and agree that any litigation relating to the enforcement or 512 interpretation of this Agreement, arising out of Grantee's performance or relating in any way to the 513 work shall be brought in Superior Court in Mendocino County. 514
515 K. Court Costs and Attorney Fees
516
517 In the event legal action is instituted by either party to enforce this Agreement, the 518 prevailing party shall be entitled to reasonable attorney fees and actual costs in connection with 519 such action.
520
521
City of Willits Section 21 – General Provisions
Franchise Agreement
64 522 IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, 523 have affixed their hands on the day and year this Agreement first above written. 524
525 GRANTEE: Solid Wastes of Willits, Inc
526
527
528 _______________________________
529
530 Gerald W. Ward, President
531 Solid Wastes of Willits, Inc.
532
533
534 Date: ___________________________
535
536
537 CITY OF POINT ARENA
538
539
540
541 , Mayor
542
543
544 Date: __________________________
545
546 ATTEST:
547
548 City Clerk
549
550 By:
551
552
553 APPROVED AS TO FORM:
554 , City Attorney
555
556 By:
557
558
65 EXHIBIT A
SOURCE REDUCTION and WASTE DIVERSION PROGRAMS
SINGLE STREAM RECYCLING: A form of “single stream” curbside recycling service shall be provided to all Single-Family Units, and to any housing units with individual solid waste collection service, including mobile home parks and Multi-Family Units that use separate Carts.
Single stream recycling collection service shall be every week. The single stream recycling Cart will be 95-gallons or 65-gallons. The Cart will be of a style and color approved by the City and will be provided to every customer. Additional Carts will be provided if needed. Recyclable Materials to be collected include, but are not limited to, newspaper, mixed paper, office paper, cardboard, paste board, press board, magazines, aluminum cans, glass containers, small pieces of scrap metal weighing less than 10 pounds and plastic containers No. 1-7. Customers may mix all Recyclable Materials together in the Cart. There shall be no additional charge for the aforementioned service.
COMMERCIAL RECYCLING: A form of Commercial Recycling will be provided to all Commercial Solid Waste customers, including Multi-Family Units that use Bins or Compactors.
Commercial Recycling may be in the form of single stream Recycling Carts, or Bins. Where determined that there is sufficient volume one type of Recyclable Material (greater that one yard per week), the Grantee may require Commercial Solid Waste Generator to use Segregated Recyclable Material Bin(s) for the material(s) generated in sufficient volume. Otherwise, Commercial Recycling will be provided as single stream Recycling Carts and Bins. All Carts and Bins will be properly and neatly labeled. Collection will be at a minimum every other week.
Recycling Carts will be 95-gallons. Recycling Bins may be of any size deemed necessary by Grantee for the specific Commercial Solid Waste Generator. The Bins and Carts will be of a style and color approved by the City and will be provided to every customer. Additional Bins and Carts will be provided if needed. Recyclable Materials to be collected include, but are not limited to, newspaper, mixed paper, office paper, cardboard, paste board, press board, magazines, aluminum cans, glass containers, small pieces of scrap metal weighing less than 10 pounds and plastic containers No. 1-7. Customers using single stream recycling may mix all Recyclable Materials together into Carts and bins. There shall be no additional charge for cart recycling service and charges for bin recycling service are set forth in Exhibit B.
CONSTRUCTION AND DEMOLITION WASTE: Grantee shall offer recycling service for segregated unpainted wood, Green Waste, scrap metal, concrete, asphalt, gypsum board (also known as “dry wall”) and carpet padding to Construction and Demolition customers and other renters of roll-off boxes in sizes between 20 and 50 cubic yards. A Debris Box for these materials will be provided at a 20% discount.
66 EXHIBIT B
PROPOSED RATES
Residential Customers MONTH
20 gallon cart $ 46.93
35 gallon cart 57.03
65 gallon cart 79.38
95 gallon cart 95.58
Driveway/Rollout Fee (Weekly Service Only) 10.00
Contamination Processing Fee 27.48
Call back charge 16.49
Special Pickup - 35 gallon cart 31.08
Special Pickup - 65 gallon cart 36.46
Special Pickup - 95 gallon cart 45.73
Restart Fee 5.00
Commercial Customers MONTH
2 yard container
1/week $ 385.45
3 yard container
1/week 573.48
4 yard container
1/week 784.64
6 yard container
1/week 1,146.96
Container Locking Fee 8.79
Locks each 21.98
Container Delivery Fee 82.83
Restart Fee 17.59
Recycle Container Rental 27.48
Industrial Customers EACH
4 yard Container $ 272.96
20 yard drop box 1,147.23
30 yard drop box 1,484.37
40 yard drop box 1,555.50
Delivery fee-4 yard Container 162.17
Delivery fee-Drop Box 261.91
Overload Charge per yard 31.74
67 EXHIBIT C
PERFORMANCE BONDING REQUIREMENTS
The City has the right to require the Grantee to post a performance bond not to exceed the sum of $100,000 which shall serve as security for the faithful performance by the Grantee of all the provisions and obligations of this Agreement.
Due to the demonstrated performance of the Grantee in the Collection and Transportation of Solid Waste in City, the City hereby waives the requirement for the Grantee to post a performance bond. However, the City may, at any time during the Term of this Agreement, notify the Grantee in writing that this waiver has been rescinded and require the acquisition of a performance bond in the amount and with terms as specified by the City. City agrees that should this waiver be rescinded, the actual cost to the Grantee of the bond will be considered a new, City-imposed cost to the Grantee that may be recovered as a pass-through rate adjustment as described in Section 15 of this Agreement. 68 EXHIBIT D
PUBLIC EDUCATION AND COMMUNITY OUTREACH PROGRAMS
The Grantee shall perform the following services as part of the public education program. Grantee shall print literature or portions of literature in both English and Spanish if directed by City.
Residential Education Program (minimum requirements)
• Prepare and distribute a brochure describing how to prepare Recyclable Material for Collection. Grantee shall inform residents as to the acceptable materials that can be included in the Recyclable Materials Containers and any common contaminants to be excluded from Collection.
• An annual newsletter shall be distributed to all residents promoting and explaining the programs. The newsletter shall be reviewed and approved by City staff and distributed to residents at the same time Residential bills are issued. • A corrective action notice shall be prepared and used in instances where Customers set out inappropriate materials.
• Non-program related information on source reduction, reuse, and Recyclable Materials (e.g., junk mail reduction, household hazardous waste events, grass cycling, composting, etc.) shall be available.
• Specially designed public education materials and programs to reach Multi-Family residents shall be prepared.
Commercial Education Program (minimum requirements)
• Separate “how-to” brochures explaining the Recyclable Materials Collection programs that are tailored to each general business types (i.e., restaurants, office/Commercial buildings, strip malls, and large Commercial businesses).
• Prepare and distribute a Recyclable Materials resource guide to provide vendors’ names, numbers, and contacts for purchasing recycled products, re-use donation locations, and other Recyclable Materials companies, to be updated annually. • Prepare and distribute an annual newsletter to be distributed to all businesses promoting and explaining the programs. The newsletter shall be reviewed and approved by City staff. • Prepare and distribute a corrective actions notice for use in instances where the resident sets out inappropriate materials.
69 All Customers
Grantee shall develop and implement a public education program designed to educate Generators regarding proper methods of handling and Disposing of Hazardous Waste and a load inspection program for Grantee’s personnel to detect and discover Hazardous Waste placed by Generator for Collection by Grantee.
70 EXHIBIT E
SCHEDULE FOR LIQUIDATED DAMAGES
Grantee may be assessed Liquidated Damages if Grantee fails to fulfill its obligations with regards to the events listed in this Exhibit in accordance with the terms and conditions of the Agreement with regards to the time frame for accomplishing each event and nature of the responsibility associated with the event unless otherwise stated in this Exhibit.
COLLECTION RELIABILITY
1. Maintain Collection Schedule. For each failure over 5 during any Rate Period to Collect from all Customers on a route on the scheduled day (unless non-collection was warranted pursuant to this Agreement) $12.50/
Container
2. Start New Customer. For each failure over 10 during Rate Period to commence service to a new Customer within 7 calendar days after order received and account number established
$75/ event
COLLECTION QUALITY
3. Leaks, Litter or Spills. For each occurrence over 10 during the Rate Period of unreasonable leaks, litter, or spills of Solid Waste or Recyclable Materials near Containers or on public streets and failure to pick up or clean up such material immediately
$150/ event
4. Improper Container Placement. For each occurrence over 20 during the Rate Period of failure to replace Containers in original position, upright, with lids attached to or on Carts or Bins
$75/ event
5. Care of Private Property. For each failure over 24 during the Rate Period of not closing a Customer’s gate, crossing planted areas, or damaging private property (including private vehicles)
$150/ event
6. Unauthorized Collection. For each occurrence over 10 the during Rate Period of Collecting Solid Waste and Recyclable Materials during unauthorized hours
$300/ event
7. Excessive Noise. For each occurrence over 12 during the Rate Period of excessive noise
$150/ event
8. Non-Collection Tags. For each failure over 12 during the Rate Period of not tagging Containers which have not been Collected explaining the reason for non-Collection
$75/ event
9. Cleaning Collection Vehicles. For each occurrence over 12 during the Rate Period of failure to clean Collection vehicles at least one time per week
$75/ event
10. Discourteous Behavior. For each occurrence of discourteous behavior by Collection vehicle personnel, Customer service personnel, or other employees of Grantee
$250/ event
71 CUSTOMER SERVICE RESPONSIVENESS
11. Call Returns. Failure to return 95 percent of calls received before noon of the following business day
$250/ quarter
REPORTING AND NOTICING
12. Monthly Reports. Failure to submit monthly report (as described in Section 14.H) in the time frame specified in Section 14.L of this Agreement
$50/ day report is
overdue
13. Annual Reports. Failure to submit annual reports (as described in Sections 14.I through 14.K) in the timeframe specified in Section
14.L of this Agreement.
$150/ day report is
overdue
14. Report Hazardous Waste. For each failure to notify the appropriate authorities of known reportable quantities of Hazardous Waste within one business day.
$250/ event
PUBLIC EDUCATION
15. Failure to prepare and distribute to residents door hanger, flyer or mailer to Customers regarding their specific Collection day and observed Holiday’s
$75/ day for each
day until mailer is
sent
16. Failure to prepare and mail annual newsletter to all residents by the end of each Rate Period
$75/ day for each
day until mailer is
sent
BILLING
17 Failure to correctly bill a customer at the approved rate for the service
$25 per occurrence
OTHER
18 Disposal of Recyclables. For each ton of Recyclable Materials Disposed of without written approval of the City
$250/ ton
19 Use of Unauthorized Facilities. For each ton of Solid Waste or Recyclable Materials Disposed or Processed at a facility not approved for use under the provisions of this Agreement $250/ ton
20 Failure of Other Obligations. Failure to perform any of the obligations set forth in this Agreement not specifically stated above and not corrected or proceeding in good faith to correct within 24 hours upon 24-hour notification by City:
$150/ for each
obligation per day
until obligation is
performed
In placing initials at the places provided, each party specifically confirms the accuracy of the 72 statements made above and the fact that each party has had many opportunities to consult with legal counsel and obtain an explanation of liquidated damage provisions of the time that the Agreement was made.
City Initial Here: Grantee Initial Here: ______
December 15, 2022
Mr. Paul Anderson
City Manager
451 School Street
Point Arena, CA 95468
Dear Mr. Anderson,
Thank you for the opportunity to attend the September 27, 2022 City Council meeting for the City of Point Arena (City). While I was glad to hear from the Council and the public, it was clear from the meeting that the current operations are creating some challenges for all parties. Recology is sincerely concerned about the service issues but is unable to address them impactfully due to the need to subcontract the work. Recology is additionally operating at a significant financial loss under the existing contract, spending more annually servicing the City than it collects in revenues from City customers.
Considering the general dissatisfaction of many, if not all, parties to this agreement, Recology believes a new contract is required to appease all affected stakeholders. This path would be preferable to implementing a needed 100% rate increase to bring the City into compliance with Section 5 of the Contract Granting Franchise for Collection and Removal of Garbage dated September 23, 1997 (Franchise Agreement), which states:
Section 5. The rates approved by CITY for the services called for by this Agreement shall provide a reasonable return to COMPANY.
As such, Recology is requesting that the City initiate a new Request for Proposal process (RFP) to establish a direct relationship with a waste collection company that will perform the required services.
Recology recognizes the RFP process will require time and is prepared to continue the subcontracting arrangement and rate structure for a reasonable period until a new contract can be signed.
We believe the RFP process could be conducted and completed in the next year, thereby allowing the City and Recology to terminate the current Franchise Agreement no later than December 31, 2023, and that this process would give both the City and Recology enough time to complete an orderly transition.
If the transition cannot be completed by that date, then out of fairness we will need to insist that the necessary rate increase be implemented as required by our contract.
Please contact me or Nikki Burke at 707-586-8233 or [email protected] if you have any questions.
Sincerely,
Fred Stemmler
General Manager
Recology Sonoma Marin
cc: Nikki Burke