Sacramento City Council
February 14, 2023

City of Sacramento
City Council - 5PM Report
915 I Street Sacramento, CA 95814
www.cityofsacramento.org
File ID: 2022-02237 2/14/2023 Consent Item 9.

Recycling and Solid Waste Refuse Containers (Two-Thirds Vote Required) [Published for 10- Day Review, 02/02/2023]
File ID: 2022-02237
Location: Citywide
Recommendation: Pass a Motion: 1) suspending competitive bidding by a two-thirds vote in the best interests of the City for the purchase of solid waste refuse containers; and 2) authorizing the City Manager or the City Manager’s designee to execute a two-year contract with three one-year renewal options with Duramax Holdings, LLC. dba Otto Environmental Systems for the purchase of solid waste refuse containers in an amount not to exceed $9,108,405 for the potential five-year term provided that sufficient funds are available in the adopted budget for the applicable fiscal year.

Contact: Adam Roitman, Program Specialist, (916) 808-3508, [email protected]; John Febbo, General Manager, (916) 808-4949, [email protected]; Department of Public Works
Presenter: None
Attachments:
1-Description/Analysis
2-Agreement
Additional Description/Analysis
Issue Detail: The Department of Public Works, Recycling and Solid Waste Division purchases and provides residential customers with solid waste refuse containers for the disposal of garbage, recycling, and organic waste. The City’s current solid waste refuse container contract expires in January 2023.

The suspension of competitive bidding by the City Council is necessary to approve this agreement.

Typically, an invitation for bidding (IFB) is required for non-professional services. However, under Sacramento City Code section 3.56.230(C), competitive bidding shall not apply for contracts for non- professional services when, “upon a two-thirds” vote of the City Council, it is determined that it is in

File ID: 2022-02237 2/14/2023 Consent Item 9.
the best interests of the city to suspend competitive bidding. Under the City’s Administrative Policy 4101 section 2.2(2)(i), an alternate method for competitive bidding includes use of the RFP process.

In preparing for the competitive bidding process, an RFP was used instead of an IFB to evaluate a number of important conditions (in addition to price and freight cost), including:

1. Durability/design of the refuse container and its manufacturing process;

2. City staff time required to assemble/disassemble containers and to process requests for warranty claims; and

3. Ability to interchange parts amongst various sized containers.

Additionally, an RFP was necessary to evaluate each vendor’s ability to provide refuse containers with a radio frequency identification system and bar coding for inventory management and control.

As a result, it was determined that the typical competitive selection process was not in the best interests of the City and the RFP process was used.

On October 3, 2022, the Department of Public Works issued a Request for Proposal (RFP) No.

P23155711001 for the purchase of solid waste refuse containers. The RFP was advertised on the City’s PlanetBids website for bid opportunities. A total of four responses were received and evaluated by a selection committee comprised of staff from the Department of Public Works and the County of Sacramento Department of Waste Management and Recycling. Duramax Holdings, LLC dba Otto Environmental Systems (Otto Environmental Systems) was determined to be the top-ranked proposer.

Competitive bidding must be suspended to adopt the above alternate RFP process.

Policy Considerations: The recommendation in this report is in accordance with City Code Chapter

3.56 - Purchasing of Supplies and Services, Administrative Policy 4101 - Non-Professional Services, and City Council Rules of Procedure, Chapter 7, Section E.2.d, which requires additional positing time for labor agreements and agreements greater than $1 million.

The Sacramento City Code Section 4.04.020 and Council Rules of Procedure (Chapter 7, Section E.2.d) mandate that unless waived by 2/3 vote of the City Council, all labor agreements and all agreements greater than $1,000,000 shall be made available to the public at least ten (10) days prior to council action.

Economic Impacts: None
Environmental Considerations:

California Environmental Quality Act (CEQA): This report concerns administrative activities and government fiscal activities that do not constitute a “project” and is not subject to the

File ID: 2022-02237 2/14/2023 Consent Item 9.
provisions of CEQA (CEQA Section 15378(b)(2)).

Sustainability: All materials used to manufacture Otto Environmental Systems’ solid waste refuse containers are recyclable, including plastic resin and steel.

Commission/Committee Action: Not Applicable
Rationale for Recommendation: The purchase of refuse containers is necessary to provide solid waste services to City residential customers including replacement of damaged containers for existing residential customers, and to accommodate new residential growth.

Financial Considerations: Expenditures under the recommended contract for solid refuse containers are estimated at $1,821,681 per year, and $9,108,405 for the potential five-year term. In determining the recommended spending authority, staff reviewed the expenditure and order history for solid waste container purchases and considered future needs including new residential growth and replacements for over 400,000 solid waste containers in service throughout the City.

There is sufficient funding within the Solid Waste Container Replacement Program (I14120500) (Solid Waste Fund, Fund 6007) to make purchases through June 30, 2023. Purchases made after June 30, 2023, are subject to funding availability in the adopted budget for the applicable fiscal year.

Local Business Enterprise (LBE): Otto Environmental Systems is not an LBE. The minimum LBE participation requirement has been waived because staff is recommending that the City suspend competitive bidding and use an alternative procurement method to select a vendor.

CONTRACT ROUTING SHEETContract Cover/Routing Form: Must Accompany ALL Contracts; however, it is NOT part of the contract.General Information (Required)Original Contract # (supplements only): ________ Supplement/Addendum #: ___________________Assessor’s Parcel Number(s): ________________________________________________________________Contract Effective Date: _________ Contract Expiration Date (if applicable): _________$ Amount (Not to Exceed): ______________________ Adjusted $ Amount (+/-): _____________________Other Party: ______________________________________________________________________________Project Title: _____________________________________________________________________________Project #: ____________________________________ Bid/RFQ/RFP #: ___________________________City Council Approval: if YES, Council File ID#: __________Contract Processing ContactsDepartment: ______________________________Contract Coordinator: _______________________Project Manager: _________________________________Department Review and Routing(Signature) (Date)(Signature) (Date)(Signature) (Date)(Signature) (Date)Special Instruction/Comments (i.e. recording requested, other agency signatures required, etc.)_______________________________________________________________________________________------------------FOR CLERK & IT DEPARTMENTS ONLY – DO NOT WRITEBELOW THIS LINE------------------ 02/01/202301/31/2028$ 9,108,405.00Duramax Holdings, LLC dba Otto Environmental SystemsSolid Waste Refuse ContainersI14120500P231557110012022-02237John FebboAdam Roitman [email protected] Works Form Approved by City Attorney 9-1-2020 Page 1
CONTRACT #:PRC002131CONTRACT NAME: Solid Waste Refuse ContainersCONTRACT PROJECT #: I14120500DEPARTMENT: Public Works DIVISION: Recycling nd Solid Waste CITY OF SACRAMENTONONPROFESSIONAL SERVICES AGREEMENTTHIS CONTRACTis made at Sacramento, California, by and between the CITY OF SACRAMENTO, a charter city and municipal corporation (“CITY”), andDuramax Holdings, LLC dba Otto Environmental Systems12700 General Drive, Charlotte, NC 28273800-795-6886/704-588-5250(“Contractor”), as of the Effective Date, as defined below. The City and Contractor agree as follows:1.Effective Date.This Contract shall be effective beginning February 1, 2023.2.Contract Documents. This Contract includes each of the following documents, which areattached or incorporated by this reference (referred to collectively as the “ContractDocuments”):Invitation to Bid, Request for Qualifications, or Request for Proposals, and any AddendaExhibit A – Scope of WorkExhibit B – PaymentExhibit C – Insurance Exhibit D – General Conditions Purchase Orders If there is a conflict between the terms and conditions of any document prepared or provided by the Contractor and made a part of this Contract and the other terms or conditions of the Contract, the other terms and conditions of the Contract control.3.Services. Subject to the terms and conditions set forth in this Contract, Contractor shall provideto City the non-professional services described in Exhibit A (“Services”).Contractor will not be compensated for non-professional services outside the scope of Exhibit A(“Additional Services”) unless, before providing Additional Services: (a) Contractor notifies Cityand City agrees that the Additional Services are outside the scope of Exhibit A; (b) Contractorestimates the additional compensation required for these Additional Services; and (c) City, afternotice, approves in writing a Supplemental Contract specifying the Additional Services and theamount of additional compensation to be paid Contractor.

Form Approved by City Attorney 9-1-2020 Page 2
City will have no obligations whatsoever under this Contract or any Supplemental Contract, unless and until this Contract or any Supplemental Contract is approved by the City as required by the Sacramento City Code. As used in this Contract, the term “Services” includes both Services and Additional Services as applicable. 4. Payment. City shall pay Contractor at the times and in the manner set forth in Exhibit B. Contractor shall submit all invoices to City in the manner specified in Exhibit B. 5. Facilities and Equipment. Except as set forth below, Contractor shall, at its sole cost and expense, furnish all facilities and equipment required for Contractor to perform this Contract. City shall furnish to Contractor only the facilities and equipment listed below, if any. The City will not furnish any facilities or equipment 6. Insurance. Contractor shall, at its sole cost and expense, maintain the insurance coverage described in the attached Exhibit C. 7. General Conditions. Contractor shall comply with the terms and conditions set forth in the attached Exhibit D. 8. Non-Discrimination in Employee Benefits. This Contract may be subject to Sacramento City Code chapter 3.54, Non- Discrimination in Employee Benefits by City Contractors. A summaryof the requirements, entitled "Requirements of the Non-Discrimination in Employee BenefitsCode (Equal Benefits Ordinance),” can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances. Contractor acknowledges and represents that Contractor has read and understands the requirements and shall fully comply with all applicable requirements of Sacramento City Code chapter 3.54. If requested by City, Contractor shall promptly provide any documents and information required by City to verify Contractor's compliance. Contractor's violation of Sacramento City Code chapter 3.54 constitutes a material breach of this Contract, for which the City may terminate the Contract and pursue all available legal and equitable remedies. 9. Living Wage. This Contract may be subject to Sacramento City Code chapter 3.58, Living Wage. A summary of the requirements, entitled "Living Wage Requirements", can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances.The Living Wage Ordinance is applicable to certain contracts with the City in an amount of$250,000 or more (either initial value or total value after amendment) or if the total value of all Contractor's contracts with the City is $250,000 or more over a 12-month period. Contractor acknowledges and represents that Contractor has read and understands the requirements and shall fully comply with all applicable requirements of Sacramento City Code chapter 3.58. If requested by City, Contractor shall promptly provide any documents and information required by City to verify Contractor's compliance.

Form Approved by City Attorney 9-1-2020 Page 3
Contractor shall require applicable subcontractors to fully comply with all applicablerequirements of Sacramento City Code chapter 3.58 and include these requirements in allsubcontracts covered by Sacramento City Code chapter 3.58. Contractor's violation of Sacramento City Code chapter 3.58 constitutes a material breach of this Contract, for which the City may terminate the Contract and pursue all available legal and equitable remedies. In addition, for Services that constitute "Public Works" under California Labor Code Section 1720 et seq., if both prevailing wage and living wage requirements apply, Contractor shall pay the higher of the two rates. 10. Considering Criminal Conviction Information in the Employment Application Process. This Contract may be subject to the requirements of Sacramento City Code chapter 3.62, Procedures for Considering Criminal Conviction Information in the Employment Application Process. A summary of the requirements, entitled “Ban-The-Box Requirements,” can be viewed at: https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances. The Ban-The-Box Requirements are applicable to certain contracts with the City in an amount of $250,000 or more (either initial value or total value after amendment) or if the total value of all Contractor's contracts with the City is $250,000 or more over a 12-month period. Contractor acknowledges and represents that Contractor has read and understands these requirements and shall fully comply with all applicable requirements of Sacramento City Code chapter 3.62. If requested by City, Contractor shall promptly provide any documents and information required by City to verify Contractor's compliance. Contractor shall require applicable subcontractors to fully comply with all applicable requirements of Sacramento City Code chapter 3.62 and include these requirements in all subcontracts covered by Sacramento City Code chapter 3.62. Contractor's violation of Sacramento City Code chapter 3.62 constitutes a material breach of thisContract, for which the City may terminate the Contract and pursue all available legal andequitable remedies.11.Local Business Enterprise Program. The Local Business Enterprise Program ParticipationRequirements ("LBE Participation Requirements") are applicable to this Contract. A summary ofthe requirements, entitled "LBE Participation Requirements," can be viewed at:https://www.cityofsacramento.org/Finance/Procurement/Contract-Ordinances.Contractor acknowledges and represents that Contractor has read and understands theserequirements and shall fully comply with all applicable requirements of Sacramento City Codechapter 3.60. If requested by City, Contractor shall promptly provide any documents andinformation required by City to verify Contractor's compliance. Contractor shall requireapplicable subcontractors to fully comply with all applicable requirements of Sacramento CityCode chapter 3.60 and include these requirements in all subcontracts covered by SacramentoCity Code chapter 3.60.

Form Approved by City Attorney 9-1-2020 Page 4
Contractor's violation of Sacramento City Code chapter 3.60 constitutes a material breach ofthis Contract, for which the City may terminate the Contract and pursue all available legal andequitable remedies. 12. Authority. The person signing this Contract for Contractor represents and warrants that he or she has read, understands, and agrees to all the Contract terms and is fully authorized to sign this Contract on behalf of the Contractor and to bind the Contractor to the performance of the Contract’s obligations. [Signatures Page Following Exhibits] Form Approved by City Attorney 9-1-2020 Exhibit A - Page 1 EXHIBIT ASCOPE OF SERVICES 1. Representatives. The CITY Representative for this Agreement is: John Febbo, General Manager2812 Meadowview Road, Building 1, Sacramento, CA 95832(916) 808-4949/[email protected] The CONTRACTOR Representative for this Agreement is: Robert W. Cheney, Chief Commercial Officer 12700 General Drive, Charlotte, NC 28273 (800) 795-6886/[email protected] Unless otherwise provided in this Contract, all Contractor questions and correspondencepertaining to this Contract must be addressed to the City Representative. All City questions and correspondence must be addressed to the Contractor Representative. 2. Scope of Services. Contractor shall provide Services to City as set forth in Attachment 1 to this Exhibit A. 3. Time of Performance. The Services described in this Contract shall be provided for two years through January 31, 2025. : The City may extend this Contract for up to three additional one-year terms, for a maximum five-year term. Contractor shall provide the Services in accordance with any schedule in Attachment 1 to this Exhibit A. Contractor shall immediately notify the City if Contractor is unable to perform Services in compliance with this Contract.

Form Approved by City Attorney 9-1-2020 Exhibit B - Page 1 EXHIBIT BPAYMENT 1. Contractor’s Compensation. The total of all fees paid to the Contractor for the provision of Services as set forth in Exhibit A, including any authorized reimbursable expenses, shall not exceed the total sum of $ 9,108,405.00. The payments specified in this Exhibit B shall be the only payments made to Contractor unless the City approves a Supplemental Contract. 2. Pricing. Contractor shall be paid as set forth in Exhibit A or Attachment 1 to this Exhibit B and any applicable special provisions included in the request for bids or proposals. If there is a conflict between Exhibit A or Exhibit B and the Special Provisions, Exhibit A or Exhibit B controls. 3. Contractor’s Reimbursable Expenses. “Reimbursable Expenses” are limited to actual expenditures of Contractor for expenses that are necessary for the proper satisfaction of the Contract and are only payable if specifically authorized in advance in writing by the City. 4. Miscellaneous Charges. No additional charges will be allowed unless specified in the Contract, including charges for transportation, fuel, containers, packing, or disposal. 5. Payments to Contractor. Contractor is responsible for supplying all documentation necessary to verify invoices to the City’s satisfaction. A. Payment terms are NET 30 days, unless the Contractor offers a prompt payment discount that was accepted by the City or as otherwise stated in this Contract. Any prompt payment discounts will be computed from the date of acceptance by the City, or from the date an invoice is received, whichever occurs later. B. Invoices must be submitted to either of the addresses specified below. (1) Email. Submit email invoices and any attachments to: [email protected](2) Postal Mail. If emailing is not an option, mail to: A/P Processing CenterCity of Sacramento915 I Street, Floor 4 Sacramento, CA 95814-2608 C. All invoices submitted by CONTRACTOR must contain the following information: (1) Job/Project Name (2) CITY’s current Purchase Order Number(3) Contractor’s Invoice Number(4) Date of Invoice Issuance(5) Work Order Number (if applicable) (6) CITY representative identified on the Purchase Order (7) Contractor’s remit address

Form Approved by City Attorney 9-1-2020 Exhibit B - Page 2 (8) Itemized description of items billed under Invoice(9) Itemized description of all authorized Reimbursable Expenses(10) Itemized description of all applicable taxes (sales, use, excise, etc.)(11) Amount of Invoice (itemize all authorized Reimbursable Expenses) (12) Total Billed to Date under Contract (if applicable) D. Items must be separated into Goods, Services, and Reimbursable Expenses. All applicable sales, use, excise, or similar taxes, including federal excise tax, must be itemized separately on the invoice. Invoices that do not conform to the format outlined above will be returned to Contractor for correction. City is not responsible for delays in payment to Contractor resulting from Contractor’s failure to comply with the invoice format described above. E. For Goods only, a bill of lading number and weight of shipment will be shown for shipments on the Government Bill of Lading. F. Unless otherwise specified in this Contract, partial payments will not be made by the City and payment will not be due until the completion of the Goods order. No payment precludes the City’s right to inspect. Requests for payment status should be addressed to the City Representative for this Contract. 6. Additional Services. Additional Services shall be provided only when a Supplemental Contract authorizing the Additional Services is approved in writing by the City in accordance with the City’s contract amendment procedures. The City reserves the right to perform any Additional Services with its own staff or to retain other contractors to perform the Additional Services. 7. Accounting Records of Contractor. During performance of this Contract and for a period of three years after completion of performance, Contractor shall maintain all accounting and financial records related to this Contract, in accordance with generally accepted accounting practices, including records of Contractor’s costs for performance under this Contract and records of Contractor’s Reimbursable Expenses. Contractor shall keep and make records available for inspection and audit by representatives of the City upon reasonable written notice. 8. Tax Payments. Contractor shall pay, when and as due, any and all taxes incurred as a result of Contractor’s compensation hereunder, including estimated taxes, and shall provide CITY with proof of the payment upon request. Contractor hereby agrees to indemnify CITY for any claims, losses, costs, fees, liabilities, damages or injuries suffered by CITY arising out of Contractor’s breach of this section. 9. Public Works Requirements. [To be completed by the City Representative:] The services provided under this Contract include [check one if applicable]: ________ Construction work in an amount exceeding $25,000;

Form Approved by City Attorney 9-1-2020 Exhibit B - Page 3 ________ Land Surveying, material testing, or inspection services provided for a City construction project during the design, pre-construction, construction, or post-construction phases of the project; or ________ Alteration, demolition, repair, or maintenance work in an amount exceeding $15,000. If any of the lines is checked above, this Contract includes “Public Work” under the California Labor Code and is subject to the following requirements: A. Payment of Prevailing Wages: Contractor and any subcontractor(s) performing any Public Work shall comply with the provisions of Sacramento City Code section 3.60.180 and applicable provisions of the California Labor Code, which require, among other things, that Contractor and all subcontractors pay not less than the prevailing rate of wages, as determined by the Director of the California Department of Industrial Relations (“DIR”) in accordance with California Labor Code section 1773. Contractor and every subcontractor shall maintain payroll records and submit certified payrolls and other labor compliance documentation electronically when and as required by CITY. In addition, Labor Code Section 1771.4 requires the Contractor and any subcontractor performing any Public Work to furnish electronic payroll records directly to the Labor Commissioner. Contractor shall include these requirements in every subcontract. This Agreement is subject to compliance monitoring and enforcement by the DIR, as specified in California Labor Code section 1771.4. The Contractor and any subcontractor will be subject to withholding and penalties for violation of prevailing wage requirements in accordance with applicable law, including Labor Code Sections 1726, 1741, 1771.5, and 1775, and City Code Section 3.60.180. Questions regarding the City’s Labor Compliance Program should be directed to the City Representative. B. DIR Registration: California Labor Code Section 1725.5 requires the Contractor and all subcontractors performing Public Works services to be currently registered with the DIR, as specified in California Labor Code Section 1725.5. California Labor Code Section 1771.1 provides that a contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal (subject to the requirements of Section 4104 of the California Public Contract Code), or engage in the performance of any contract for Public Work, unless currently registered and qualified to perform Public Work in accordance with California Labor Code Section 1725.5. Further information can be found on DIR’s website at http://www.dir.ca.gov/Public-Works/Contractors.html. The above summary is provided solely for informational purposes and does not in any way affect the Contractor’s and subcontractors’ obligation to comply in all respects with all other applicable laws and regulations. The Contractor shall disseminate these provisions to all subcontractors. Before the performance of work by Contractor or any subcontractor(s) under this Contract, Contractor shall furnish Contractor’s and any subcontractors’ current DIR registration number(s). The Contractor’s current DIR registration number and the

Form Approved by City Attorney 9-1-2020 Exhibit B - Page 4 current DIR registration number of all subcontractors will be listed on the Subcontractor and LBE Participation Verification Form, incorporated herein.C. Workers’ Compensation Certification. In accordance with California Labor Code Section 1861, by signing this Contract, Contractor acknowledges and represents that Contractor is aware of the provisions of section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and that Contractor will comply with the provisions of the Labor Code before commencing performance under this Contract.D. Apprentices. If this Contract is for the performance of any Public Work, and the amount of the Contract is $30,000 or more, the Contractor and any subcontractors performing any Public Work under this Contract must comply with and be subject to enforcement under, the provisions of Sacramento City Code Section 3.60.190, Section 1777.5 et seq. of the California Labor Code, and implementing regulations set forth in Title 8 of the California Code of Regulations, governing the employment of apprentices. The Contractor and any subcontractors performing Public Work will be subject to penalties for apprenticeship violations in accordance with Labor Code Section 1777.7.E. Working Hours. If this Contract is for the performance of any Public Work, Contractor and any subcontractors performing any Public Work under this Contract must comply with and be subject to enforcement under, the provisions of Sacramento City Code Section 3.60.180 and California Labor Code Section 1810 et seq., governing the working hours of employees performing Public Work.F. Failure to Comply with Labor Compliance. If all applicable labor compliance requirements are not met, the City will have the right to withhold or reject a payment request and/or invoice, in whole or in part, without in any way relieving Contractor or its subcontractors of any obligations under this Contract.G. Subcontractors. The Contractor shall include these provisions A through F in every subcontract or sub-agreement for any subcontractors performing work under this Contract.

Form Approved by City Attorney 9-1-2020 Exhibit C - Page 1 EXHIBIT CINSURANCE 1. Insurance Requirements. During the entire term of this Contract, Contractor shall maintainthe insurance coverage described in the Insurance Terms below. Full compensation for all premiums that Contractor is required to pay for the insurance coverage described herein shall be included in the compensation specified under this Contract. No additional compensation will be provided for Contractor's insurance premiums. Any available insurance proceeds in excess of the specified minimum limits and coverages shall be available to the City. Contractor's liability to the City is not in any way limited to or affected by the amount of insurance coverage required or carried by the Contractor in connection with this Contract. 2. General Liability Minimum Scope and Limits of Insurance Coverage. Commercial General Liability Insurance is required providing coverage at least as broad as ISO CGL Form 00 01 on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, arising out of activities performed by or on behalf of the Contractor and subcontractors, products and completed operations of Contractor and subcontractors, and premises owned, leased, or used by Contractor and subcontractors, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide contractual liability and products and completed operations coverage for the term of the policy. The City, its officials, employees and volunteers shall be covered by policy terms or endorsement as additional insureds as respects general liability arising out of: activitiesperformed by or on behalf of Contractor and subcontractors; products and completedoperations of Contractor and subcontractors; and premises owned, leased, or used by Contractor and subcontractors. 3. Automobile Liability Minimum Scope and Limits of Insurance Coverage. (Check the applicable provision.) _X_ Automobile Liability Insurance is required providing coverage at least as broad as ISOForm CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide coverage for owned, non-owned and/or hired autos as appropriate to the operations of the Contractor. The City, its officials, employees and volunteers shall be covered by policy terms or endorsement as additional insureds as respects auto liability. ___ No automobile liability insurance is required, and by signing this Contract, Contractor certifies as follows: “Contractor certifies that a motor vehicle will not be used in the performance of any work or services under this agreement. If, however, Contractor does transport items under this Contract, or this Contract is amended to require any employees of Contractor to use a

Form Approved by City Attorney 9-1-2020 Exhibit C - Page 2 vehicle to perform services under the Contract, Contractor understands that it must maintain and provide evidence of Automobile Liability Insurance providing coverage at least as broad as ISO Form CA 00 01 for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than one million dollars ($1,000,000) per occurrence. The policy shall provide coverage for owned, non-owned and/or hired autos as appropriate to the operations of the Contractor.” 4. Excess Insurance. The minimum limits of insurance required above may be satisfied by acombination of primary and umbrella or excess insurance coverage, provided that any umbrella or excess insurance contains, or is endorsed to contain, a provision that it will apply on a primarybasis for the benefit of the City, and any insurance or self-insurance maintained by City, its officials, employees, or volunteers will be in excess of Contractor's umbrella or excess coverageand will not contribute to it. 5. Workers’ Compensation Minimum Scope and Limits of Insurance Coverage.(Check the applicable provision.) _X_ Workers’ Compensation Insurance is required with statutory limits and Employers'Liability Insurance with limits of not less than one million dollars ($1,000,000). The Workers' Compensation policy shall include a waiver of subrogation in favor of the City. ___ No work or services will be performed on or at CITY facilities or CITY Property, therefore a Workers’ Compensation waiver of subrogation in favor of the CITY is not required. ___ No Workers’ Compensation insurance is required, and by signing this Contract, Contractorcertifies as follows: “Contractor certifies that its business has no employees, and that it does not employ anyone, and is therefore exempt from the legal requirements to provide Workers' Compensation insurance. If, however, Contractor hires any employee during the term of this Contract, Contractor understands that Workers’ Compensation with statutory limits and Employer’s Liability Insurance with a limit of not less than one million dollars ($1,000,000) is required. The Workers’ Compensation policy will include a waiver of subrogation in favor of the City.” 6. Other Insurance Provisions. The policies must contain, or be endorsed to contain, the following provisions: A. Contractor's insurance coverage, including excess insurance, shall be primary insurance as respects the City, its officials, employees and volunteers. Any insurance or self-insurance maintained by the City, its officials, employees or volunteers will be in excess of Contractor's insurance and will not contribute with it. B. Any failure to comply with reporting provisions of the policies will not affect coverage provided to the City, its officials, employees or volunteers. C. Coverage shall state that Contractor's insurance applies separately to each insured

Form Approved by City Attorney 9-1-2020 Exhibit C - Page 3 against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.D. Contractor shall provide the City with 30 days written notice of cancellation or material change in the policy language or terms. 7. Acceptability of Insurance. Insurance must be placed with insurers with a Bests' rating of not less than A:VI. Self-insured retentions, policy terms or other variations that do not comply with the requirements of this Exhibit C must be declared to and approved by the City in writing before execution of this Contract. 8. Verification of Coverage. A. Contractor shall furnish City with certificates and required endorsements evidencing the insurance required. Certificates of insurance must be signed by an authorized representative of the insurance carrier. Copies of policies shall be delivered to the City Representative on demand. B. Contractor shall send all insurance certificates and endorsements, including policy renewals, during the term of this Contract directly to: City of Sacramento c/o Exigis LLC PO Box 947 Murrieta, CA 92564 C. Certificate Holder must be listed as: City of Sacramento c/o Exigis LLC PO Box 947 Murrieta, CA 92564 D. The City may withdraw its offer of Contract or cancel this Contract if the certificates ofinsurance and endorsements required have not been provided before execution of this Contract. The City may withhold payments to Contractor and/or cancel the Contract if theinsurance is canceled or Contractor otherwise ceases to be insured as required herein. 9. Subcontractor Insurance Coverage. Contractor shall require and verify that all subcontractors maintain insurance coverage that meets the minimum scope and limits of insurance coverage specified in this Exhibit C.

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 1 EXHIBIT DGENERAL CONDITIONS1. Independent Contractor. A. It is understood and agreed that Contractor (including Contractor’s employees) is an independent contractor and that no relationship of employer-employee exists between the parties hereto for any purpose whatsoever. Neither Contractor nor Contractor’s assigned personnel will be entitled to any benefits payable to CITY employees. CITY is not required to make any deductions or withholdings from the compensation payable to Contractor under the provisions of this Contract, and Contractor will be issued a Form 1099 for its services hereunder. As an independent contractor, Contractor hereby agrees to indemnify and hold CITY harmless from any and all claims that may be made against CITY based upon any contention by any of Contractor’s employees or by any third party, including any state or federal agency, that an employer-employee relationship or a substitute therefor exists for any purpose whatsoever by reason of this Contract or by reason of the nature and/or performance under this Contract. B. It is further understood and agreed by the parties that Contractor, in the performance of its obligations, is subject to the City’s control and direction as to the designation of tasks to be performed and the results to be accomplished under this Contract, but not as to the means, methods, or sequence used by Contractor for accomplishing the results. To the extent that Contractor obtains permission to, and does, use CITY facilities, space, equipment or support services in the performance of this Contract, this use will be at the Contractor’s sole discretion based on the Contractor’s determination that the use will promote Contractor’s efficiency and effectiveness. Except as may be specifically provided elsewhere in this Contract, the CITY does not require that Contractor use CITY facilities, equipment or support services or work in CITY locations in the performance of this Contract. As used in this Contract, "sole discretion" or "sole judgment" means that the party authorized to exercise its discretion or judgment may do so based on an unfettered assessment of its own interests, without considering how its decision affects the other party, and unconstrained by the implied covenant of good faith and fair dealing. C. If, in the performance of this Contract, any third persons are employed by Contractor, such persons will be entirely and exclusively under the direction, supervision, and control of Contractor. Except as otherwise provided in this Contract, all terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging, or any other terms of employment or requirements of law, shall be determined by Contractor. It is further understood and agreed that Contractor will issue W-2 or 1099 Forms for income and employment tax purposes for all Contractor’s assigned personnel and subcontractors. D. The provisions of this section will survive any expiration or termination of this Contract. Nothing in this Contract creates an exclusive relationship between CITY and Contractor. Contractor may represent, perform services for, or be employed by any additional persons or companies so long as Contractor does not violate the provisions of Section 5, below.

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 2

2. Licenses; Permits, Etc.Contractor represents and warrants that Contractor has, and shall maintain at all times during the term of this Contract at its sole cost and expense, all licenses, permits, qualifications, and approvals of any nature that are legally required for Contractor to practice its profession or fulfill the terms of this Contract, including a City Business Operations Tax Certificate and any required certification issued by the California Secretary of State. 3. Time. Time is off the essence in the performance of this Contract. Contractor shall devote the necessary time and effort to its performance under this Contract. Neither party will be considered in default of this Contract, to the extent that party’s performance is prevented or delayed by any cause, present or future, that is beyond the reasonable control of that party. 4. Contractor Not Agent. Except as City may specify in writing, Contractor and Contractor’s personnel have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Contractor and Contractor’s personnel shall have no authority, express or implied, to bind City to any obligations whatsoever. 5. Conflicts of Interest.Contractor covenants that neither it, nor any officer or principal of its firm, has or will acquire any interest, directly or indirectly, that would conflict in any manner with the City’s interests or that would in any way hinder Contractor’s performance under this Contract. Contractor further covenants that in the performance of this Contract, no person having any such interest will be employed by it as an officer, employee, agent or subcontractor, without the City’s written consent. Contractor agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the City’s interests during the performance of this Contract. If Contractor is or employs a former officer or employee of the City, Contractor and any former City officer or employee shall comply with the provisions of Sacramento City Code Section 2.16.090 pertaining to appearances before the City Council or any City department, board, commission, or committee. 6. Hazardous Substances. "Hazardous Substances" means any substance, material, waste, orother pollutant or contaminant that is or becomes designated, classified, or regulated as hazardous or toxic under any law, regulation, rule, order, decree, or other governmental requirement now in effect or later enacted. If Contractor is shipping Hazardous Substances, Contractor must supply a Safety Data Sheet ("SDS") with the first shipment of Hazardous Substances to each City location receiving the Hazardous Substances. If the content of an SDS is revised, Contractor must provide a revised SDS to each City location receiving Hazardous Substances. 7. Confidentiality of City Information. During performance of this Contract, Contractor may gain access to and use City information regarding inventions, machinery, products, prices, apparatus, costs, discounts, future plans, business affairs, governmental affairs, processes, trade secrets, technical matters, systems, facilities, customer lists, product design, copyright, data, and other vital information (hereafter collectively referred to as “City Information”) that are valuable, special and unique assets of the City. Contractor agrees to protect all City Information and treat it as strictly confidential, and further agrees that Contractor shall not at any time, either directly or indirectly, divulge, disclose or

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 3 communicate in any manner any City Information to any third party without the City’s prior written consent. In addition, Contractor must comply with all City policies governing the use of the CITY network and technology systems, as set forth in applicable provisions of the City of Sacramento Administrative Policy Instructions # 30. A violation by Contractor of this section is a material violation of this Contract and shall justify legal and equitable relief. 8. Contractor Information. A. City shall have full ownership and control, including ownership of any copyrights, of all information prepared, produced, or provided by Contractor under this Contract. In this Contract, the term “information” means and includes: any and all work product, submittals, reports, plans, specifications, and other deliverables consisting of documents, writings, handwritings, typewriting, printing, photostatting, photographing, computer models, and any other computerized data and every other means of recording any form of information, communications, or representation, including letters, works, pictures, drawings, sounds, or symbols, or any combination thereof. Contractor shall not be responsible for any unauthorized modification or use of such information for other than its intended purpose by City. B. Contractor shall fully defend, indemnify and hold harmless City, its officers and employees, and each of them, from and against any and all claims, actions, lawsuits or other proceedings alleging that all or any part of the information prepared, produced, or provided by Contractor under this Contract infringes upon any third party’s trademark, trade name, copyright, patent or other intellectual property rights. City shall make reasonable efforts to notify Contractor not later than ten days after City is served with any such claim, action, lawsuit or other proceeding. However, City’s failure to provide notice within the ten-day period does not relieve Contractor of its obligations hereunder, which survive any termination or expiration of this Contract. C. All proprietary and other information received from Contractor by City, whether received in connection with Contractor’s proposal to City or in connection with Contractor’s performance, will be disclosed upon receipt of a request for disclosure, in accordance with the California Public Records Act; provided, however, that, if any information is set apart and clearly marked “trade secret” when it is provided to City, City shall give notice to Contractor of any request for the disclosure of such information. The Contractor will then have five days from the date it receives notice to petition the court for a protective order to prevent the disclosure of the information. The Contractor shall have sole responsibility for defense of the actual “trade secret” designation of such information. D. The parties understand and agree that any failure by Contractor to respond to the notice provided by City and seek a protective order, in accordance with the provisions of subsection C, above, constitutes a complete waiver by Contractor of any rights regarding the information designated “trade secret” by Contractor, and the information will be disclosed by City in accordance with the Public Records Act.

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 4

9. Notification of Material Changes in Business. Contractor agrees that if it experiences anymaterial changes in its business, including a reorganization, refinancing, restructuring,leveraged buyout, bankruptcy, name change, or loss of key personnel, it will immediatelynotify the City of the changes. Contractor also agrees to immediately notify the City of any condition that may jeopardize the scheduled delivery or fulfillment of Contractor's obligations to the City under this Contract. 10. Standard of Performance. Contractor shall perform in the manner and according to the standards currently observed by a competent practitioner of Contractor’s profession in California and in compliance with all requirements of this Contract. All products that Contractor delivers to City under this Contract must be prepared in a professional manner and conform to the standards of quality normally observed by a person currently practicing in Contractor’s profession. Contractor shall assign only competent personnel to perform on its behalf under this Contract. Contractor must notify the City in writing of any changes in Contractor’s staff assigned to perform under this Contract, before any performance by the new staff member. If the City, in its sole discretion, determines that any person assigned by the Contractor to perform under this Contract is not performing in accordance with the standards required herein, City shall provide notice to Contractor. Contractor shall immediately remove the assigned person upon receipt of the notice. 11. Performance or Different Terms and Conditions. The City's subsequent performance will not be construed as either acceptance of additional or different terms and conditions or a counteroffer by the Contractor, nor will the City's subsequent performance be viewed as acceptance of any provision of the Uniform Commercial Code, as adopted by any State, that is contrary to the terms and conditions contained herein. Contractor's performance shall conform to the applicable requirements of the Sacramento City Charter, Sacramento City Code, and all applicable State and Federal laws, and all the requirements of this Contract. The California Commercial Code will apply except as otherwise provided in the Contract. 12. Emergency/Declared Disaster Requirements. If an emergency is declared by the City Manager,or if any portion of the City is declared a disaster area by the county, state or federal government,this Contract may be subjected to increased usage. The Contractor shall serve the City during adeclared emergency or disaster, subject to the same terms and conditions that apply during non-emergency / non-disaster conditions. The pricing set forth in this Contract will apply, withoutmark-up, regardless of the circumstances. If the Contractor is unable to fulfill the terms of theContract because of a disruption in its chain of supply or service, then the Contractor shall provideproof of the disruption. Acceptable forms of proof will include a letter or notice from theContractor's source stating the reason for the disruption13. Term; Suspension; Termination.A. This Contract is effective on the Effective Date and continues in effect until both parties have fully performed their respective obligations under this Contract, unless sooner terminated as provided herein.B. City shall have the right at any time to suspend Contractor’s performance hereunder, in whole or in part, by giving a written notice of suspension to Contractor. Upon receipt of

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 5 such notice, Contractor shall immediately suspend its activities under this Contract, as specified in the notice.C. The City shall have the right to terminate this Contract at any time by giving a written notice of termination to Contractor. Upon receipt of such notice, Contractor shall immediately cease performance under this Contract as specified in the notice. If the City terminates this Contract: (1) Contractor shall, not later than five days after receipt of the notice, deliver all information prepared under this Contract to the City. (2) The City shall pay Contractor the reasonable value of Goods or Services provided by Contractor before termination; provided, however, City shall not in any manner be liable for lost profits that might have been made by Contractor had the Contract not been terminated or had Contractor completed performance required by this Contract. Contractor shall furnish to the City any financial information requested by the City to determine the reasonable value of the Goods or Services provided by Contractor. The foregoing is cumulative and does not affect any right or remedy that City may have in law or equity. 14. Default by Contractor. In case of default by the Contractor, the City reserves the right to procure the Goods or Services from other sources and deduct from any monies due, or that may thereafter become due to the Contractor, the difference between the price named in thisContract and the actual cost to the City to procure from an alternate source. Prices paid by the City will be considered the prevailing market price at the time such purchase is made. 15. Guarantee and Warranty. Contractor assumes design responsibility and warrants the articles to be free from design defect and suitable for the purposes intended by City. If it is determined by the City that the Goods and Services do not meet the minimum requirements of this Contract, the Contractor shall correct the same at Contractor's sole expense. A. The Contractor agrees that the Goods and Services furnished under this Contractwill be covered by the industry standard or better warranty.B. Contractor further warrants that the Goods and Services furnished under thisContract will be covered by the most favorable commercial warranties the Contractor gives to any customer for the Goods and Services and that the rights and remedies provided herein are in addition to and do not limit any rights afforded to the City at law or equity, or by any other clause of this Contract. C. Any additional warranties provided by law, including the warranty of merchantability and warranty of fitness for a particular purpose will remain in full force and effect and inure to the City's benefit. City reserves all rights and remedies provided by law for breach of any applicable warranty related to the Goods and Services. D. City's inspections, approval, acceptance, or payment for all or part of any Goods and

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 6 Services will in no way affect City's warranty rights.16. Indemnity. A. Indemnity:Contractor shall defend, hold harmless, and indemnify City, its officers, and employees, and each and every one of them, from and against all actions, damages, costs, liabilities, claims, demands, losses, judgments, penalties, and expenses of every type and description, whether arising on or off the site of the work or services performed under this Contract, including any fees and costs reasonably incurred by City’s staff attorneys or outside attorneys and any fees and expenses incurred in enforcing this provision (hereafter collectively referred to as “Liabilities”), including Liabilities for personal injury or death, damage to personal, real, or intellectual property, damage to the environment, contractual or other economic damages, or regulatory penalties, arising out of or in any way connected with performance of or failure to perform this Contract by Contractor, any subcontractor (including lower-tier subcontractors) or agent of Contractor, their respective officers and employees, and anyone else for whose acts of omissions any of them may be liable, whether or not the Liabilities (i) are caused in part by a party indemnified hereunder, or (ii) are litigated, settled, or reduced to judgment; provided that the foregoing indemnity does not apply to liability for damages for death or bodily injury to persons, injury to property, or other loss, damage, or expense, to the extent arising from the active negligence or willful misconduct of, or defects in design furnished by, City, its agents, servants, or independent contractors who are directly responsible to City, except when such agents, servants, or independent contractors are under the supervision and control of Contractor or any subcontractor (including lower-tier subcontractors) or agent of Contractor. B. Insurance Policies; Intellectual Property Claims: The existence or acceptance by City of any of the insurance policies or coverages described in this Contract will not affect or limit any of City’s rights under this Section, nor will the limits of any insurance limit the liability of Contractor hereunder. This Section will not apply to any intellectual property claims, actions, lawsuits or other proceedings subject to the provisions of section 8.B.,above. C. Survival. The provisions of this section will survive any expiration or termination of this Contract. 17. Funding Availability. A. This Contract is subject to the budget and fiscal provisions of the Charter and the Sacramento City Code. B. The City’s payment obligation under this Contract will not exceed the amount of funds appropriated and approved for this Contract by the Sacramento City Council. C. This Section shall govern over any other contrary provision of the Contract.18. Equal Employment Opportunity.During the performance of this Contract, Contractor, for itself,

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 7 its assignees and successors in interest, agrees as follows:A. Compliance With Regulations: Contractor shall comply with all state, local, and federal anti-discrimination laws and regulations, including the Executive Order 11246 entitled “Equal Opportunity in Federal Employment,” as amended by Executive Order 11375, 12086, and 13672, and as supplemented in Department of Labor regulations (41 CFR Chapter 60), referred to collectively as the “Regulations.” B. Nondiscrimination: Contractor, with regards to the work performed by it after award and before completion of the work under this Contract, shall not discriminate on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation in selection and retention of subcontractors, including procurement of materials and leases of equipment. Contractor shall not participate either directly or indirectly in discrimination prohibited by the Regulations. C. Solicitations for Subcontractors, Including Procurement of Materials and Equipment: In all solicitations either by competitive bidding or negotiations made by Contractor for work to be performed under any subcontract, including all procurement of materials or equipment, each potential subcontractor or supplier shall be notified by Contractor of Contractor’s obligation under this Contract and the Regulations relative to nondiscrimination on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation. D. Information and Reports: Contractor shall provide all information and reports required by the Regulations, or by any orders or instructions issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information and its facilities as may be determined by the City to be pertinent to ascertain compliance with theRegulations, orders and instructions. Where any information required of Contractor is in the exclusive possession of another who fails or refuses to furnish this information, Contractor shall so certify to the City, and shall set forth what efforts it has made to obtain the information.E. Sanctions for Noncompliance: In the event of noncompliance by Contractor with the nondiscrimination provisions of this Contract, the City shall impose any sanctions it determines are appropriate including: (1) Withholding of payments to Contractor under this Contract until Contractor complies; (2) Cancellation, termination, or suspension of this Contract, in whole or in part. F. Incorporation of Provisions: Contractor shall include the provisions of subsections A through E, above, in every subcontract, including procurement of materials and leases of equipment, unless exempted by the Regulations, or by any order or instructions issued pursuant thereto. The City may direct Contractor to take specific actions to enforce these provisions, including sanctions for noncompliance; provided, however, that if Contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, Contractor may request that the City join such litigation to protect the City’s interests.

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 8

19. Entire Agreement.This Contract, including all Exhibits and documents referenced herein, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had before the execution of this Contract. No alteration to the terms of this Contract shall be valid unless approved in writing by Contractor, and by City, in accordance with applicable provisions of the Sacramento City Code. 20. Modification of Contract. The Contractor shall take no direction from any City employee that changes the executed terms and conditions of the Contract, including Exhibit A, or any change that impacts the cost, price, or schedule, before receiving a written, signed modification to the Contract. 21. Severability.If a court with jurisdiction rules that any portion of this Contract or its application to any person or circumstance is invalid or unenforceable, the remainder of this Contract will not be affected thereby and will remain valid and enforceable as written, to the greatest extent permitted by law. 22. Waiver. Neither the City’s acceptance of, or payment for, any Goods or Services, nor any waiver by either party of any default, breach or condition precedent, will be construed as a waiver of any provision of this Contract, nor as a waiver of any other default, breach or condition precedent or any other right hereunder. No waiver will be effective unless it is in writing and signed by the waiving party. 23. Governing Law. This Contract shall be governed, construed and enforced in accordance with the laws of the State of California, except that the rule of interpretation in California Civil Code section 1654 will not apply. Venue of any litigation arising out of this Contract will lie exclusively in the state trial court or Federal District Court located in Sacramento County in the State of California, and the parties consent to jurisdiction over their persons and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts. 24. Assignment Prohibited. The expertise and experience of Contractor are material considerations for this Contract. City has a strong interest in the qualifications and capability of the persons and entities that will fulfill the obligations imposed on Contractor under this Agreement. In recognition of this interest, Contractor shall not assign any right or obligation pursuant to this Contract without the written consent of the City. Any attempted or purported assignment without City’s written consent shall be void and of no effect. 25. Binding Effect. This Contract is binding on the heirs, executors, administrators, successors and assigns of the parties, subject to the provisions of Section 24, above. 26. Compliance with Laws. The Contractor shall be responsible for strict compliance with all applicable laws, regulations, court orders and other legal requirements applicable to the work to be accomplished under the Contract, including the California Occupational Safety and Health Act and all applicable safety orders issued by the Division of Occupational Safety and Health, Department of Industrial Relations, State of California, and all applicable requirements of Underwriters Laboratories and the Federal Communication Commission.

Form Approved by City Attorney 9-1-2020 Exhibit D - Page 9

27. Debarment CertificationA. Pursuant to 2 CFR, Part 200, and applicable Executive Orders, the City is restricted in its ability to contract with certain parties that are debarred, suspended, or otherwise excluded or ineligible for participating in Federal assistance programs or activities. By signing this Agreement, CONTRACTOR warrants and certifies under penalty of perjury under the laws of the State of California that Contractor, including any owner, partner, director, officer, or principal of the CONTRACTOR, or any person in a position with management responsibility or responsibility for the administration of federal funds: (1) Is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal or state department/agency; (2) Has not within a three-year period preceding this certification been convicted of or had a civil judgment rendered against it for: commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public transaction or contract (federal, state, or local); violation of federal or state antitrust statutes; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, receiving stolen property, or other criminal felony; (3) Is not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph (b) above; or(4) Has not, within a three-year period preceding this certification, had one or more public contracts (federal, state, or local) or transactions terminated for cause or default. (5) Has not been notified, within a three-year period preceding this certification, been notified of any delinquent Federal taxes in an amount that exceeds $3,500 for which the liability remains unsatisfied. Federal taxes are considered delinquent if the tax liability has been finally determined and the taxpayer is delinquent in making payment, as defined in Section 52.209-5 of the Federal Acquisition Regulations. B. CONTRACTOR further warrants and certifies that it shall not knowingly enter into any transaction with any subcontractor, material supplier, or vendor who is debarred, suspended, declared ineligible, or voluntarily excluded from covered transactions by any federal or state department/agency. Any exceptions to the warranties and certifications in this Section must be disclosed to the City. C. Exceptions will not necessarily result in denial of recommendation for award, but will be considered in determining Contractor’s responsibility. Disclosures must indicate to whom exceptions apply, the initiating agency, and dates of action. D. City will review the Federal Government’s System for Award Management Exclusions maintained by the General Services Administration for eligibility, prior to the execution of this Agreement. The CONTRACTOR shall provide immediate written notice to the City if, at any time prior to execution, the CONTRACTOR learns this certification is erroneous or has become erroneous by reason of changed circumstances. If it is later determined that the Contractor’s warranties and certification in this Section were erroneous, the City may terminate this Agreement for default.

Attachment 1 to Exhibit A

SCOPE OF SERVICESThis Attachment 1 to Exhibit A ("Attachment 1") supplements and incorporates by this reference as the Scope of Services for the agreement between the City of Sacramento ("City" or "CITY") and Duramax Holdings, LLC dba Otto Environmental Systems ("Contractor" or "CONTRACTOR") for the Solid Waste Refuse Containers Project #I14120500, (the "Agreement"). In the event of a conflict between the terms of the Agreement and this Attachment 1, the terms of Attachment 1 shall prevail. 1. OVERVIEW 1.1 - Contractor shall provide City with refuse containers as described herein. The containers shall be 32, 64 or 96-gallon wheeled refuse containers made of a high-density polyethylene (HDPE) and/or low-density polyethylene plastic molded either rotationally, injected, or blown into refuse containers and the hardware necessary for assembly. The containers provided shall be compatible with the City’s existing fully automated truck systems. 1.2 - All containers furnished shall be new and unused. Containers shall conform to the best practices known to the trade in design, quality or material and workmanship. Moreover, all assemblies, sub-assembles and component parts shall be standard and interchangeable. 1.3 - All containers shall be shipped to the City with lids attached to the container; wheels and axle assemblies stored in the bottom of container, and be fully assembled or after being fully assembled, designed to stack or nest inside one another. Containers will be delivered in accordance with the delivery schedule section of this specification. 2. DESIGN SPECIFICATIONS 2.1 - Contractor shall certify that the two-wheeled containers to be provided to the City shall meet the requirements set forth in ANSI Z245.30-2008 or latest revision. Contractor shall supply certified copies of the results of each test set forth in the testing requirements of ANSI Z245.30-2008 or latest revision. 2.2 - Containers shall be designed to be lifted by a fully automated lifting system. 2.3 Capacity - Containers shall be either 32, 64 or 96 U.S. liquid gallons (plus or minus 10%) of fluid level full into the body portion only excluding lid capacity. The volume shall be certified in accordance with ANSI 2245.30-2008 or latest revision on Volumetric Loading Capability. 2.4 Dimensions - The bottom of container shall be round in the gripping area for compatibility with automated refuse equipment.

2.5 Lid -Each container shall be furnished with a domed lid molded from the same material as the container. The lid shall be of such configuration that it shall not warp, bend, slump or distort to such an extent that it no longer fits the container tightly or becomes otherwise unserviceable. 2.5.1- The lid shall be constructed such that they seal or overlap the container toensure that the container will be watertight. The lid shall not bind on the handle in the open position. 2.5.2 - The lid is to open or rotate a full 270 degrees and to be attached to the container without use of metal hinge, PVC, or plastic glued connections. 2.5.3 - The lid wall thickness shall be molded of high-density polyethylene plastic (HDPE) or linear low-density polyethylene. Minimum wall thickness for 32, 64, and 96-gallon containers shall be 0.100 inches. 2.5.4 - The lid shall be able to stay open unsupported without the use of counterweights or props while maintaining container stability. 2.6 Handle - The handle shall be rounded and molded in or bolted onto the container body and shall expose plastic surfaces to the hands of the user. Metal or exposed PVC is unacceptable. 2.6.1 - Each handle shall have two (2) grasping handles and shall conform to ANSIZ245.30-2008 or latest revision regarding handles. 2.7 Colors- Color of body, lid and handle for each commodity container shall be a consistent hue of dark blue for recycling containers to match or closely match those already in use by the City; a consistent hue of dark green for organics containers to match or closely match those already in use by the City; and a consistent hue of gray for refuse containers to match or closely match those already in use by the City. 2.8 Wheels- The wheels shall be black in color and be made of rubber material or virgin plastic. Wheel diameters will be no less than 10" and no more than 12" for the 64 and 96-gallon containers, and 7" to 10" respectively for the 32-gallon containers. Wheels should have 1.5" minimum tread width for all containers. 2.8.1 - The wheel and axle assembly shall be capable of meeting ANSI standard Z245.30-2008 or latest revision, which limits maximum load rating to 3.5 pounds per gallon; 32-gallon load 112 lbs., 64-gallon load 224 lbs., 96-gallon load 335 lbs. Each container shall be capable of bearing and transporting the weight on level, sloped or stepped surfaces. 2.8.2 - Each container shall be furnished with an axle either 5/8" or 3/4" steel rod (either galvanized or zinc plated). The axle must pass through container body outside the

refuse area. The wheel can be secured by end or sturdy pins. 2.9 Stability - The container shall be stable and self-balancing when in the upright position either loaded or empty. The container must be designed to withstand winds up to 30 m.p.h. when empty or loaded, lid opened or closed. 2.10 Finish - Interior and exterior surfaces shall be uniform in appearance and free of foreign substance, shrink holes, cracks, blow holes, webs and other superficial or structural defects that could adversely affect the appearance and performance of the container. The interior surface of the container shall be smooth. 2.10.1 Resin weight - Resin must satisfy manufacturer’s original specification for first quality material. Resin weight without hardware shall be 14 lbs. for 32-gallon containers, 22 lbs. for 64-gallon containers, and 30 lbs. for 96-gallon containers. The body of the container, the lid, and all parts other than the tires and axles shall be composed of high-density polyethylene or linear low-density polyethylene. Minimum wall thickness must be no less than .150 inches for 64 and 96-gallon containers, and .118 inches for 32-gallon containers. Contractor shall state type of material used. Material used shall be 100% recyclable. Polyethylene resin shall contain an ultraviolet stabilizer compounded at a concentration of not less than .50% in the resin weight. 2.10.2 - Resin shall contain color pigment at a concentration of 0.50% to 1.0% in the resin by weight. Color shall be non-fading throughout the warranty. The color and shade of containers shall be consistent and without noticeable variation from one to another. 2.10.3 - All containers must be manufactured with a minimum of 10% post-consumer recycled (PCR) or higher PCR content in conformance with proposed PCR content. All plastic materials used in the construction of the containers shall be recyclable into other polyethylene products of similar nature. Additional details can be found at: http://www.cityofsacramento.org/-/media/Corporate/Files/Finance/Procurement/sustainability/Sustainable_Purchasing_Policy_SPP.pdf 2.11 Wearability Warranty - All parts of the container shall withstand excessive wear such that it is usable for the warranty period of not less than ten (10) years in the intended application including resistance to bottom wear and permanent deformation from loading and unloading of solid waste. Contractor shall submit certified test results from ANSI Z245.30-2008 or latest revision on durability during pulling, and loading and unloading; cycle test upon request. It is to be understood that the container will be gripped by hydraulically operated equipment and will come in regular contact with asphalt, cement, and other rough surfaces. Should the container body fail during the warranty period, the contractor will provide to the City, at no cost to the City, a complete container. Subsequent failure of the replacement container shall not absolve the contractor of replacement, until a proper container is finally delivered. However, if the lid should fail, then only the lid shall be replaced. The City may require that the Contractor be responsible for replacing defective lids.

2.12 Durability Warranty - All containers shall remain durable in hot and cold temperature variations of this region under loading conditions as set forth in ANSI Z245.30-2008 or latest revision, load weight rating. In addition, the container shall have a life expectancy of not less than ten (10) years during which time the container and its component parts shall maintain sufficient strength, shape, and appearance, and to be resistant to blows, kicks and rodent penetration, such as to require no routine maintenance, in general be maintenance free. 2.13 Warranty Claim Procedure - Any containers or components of containers that fail during the first 90-day warranty period shall be replaced by the contractor. Any containers or components of containers, that fail during the warranty period of ten (10) years as specified in section 2.11 shall be replaced by the contractor. The contractor shall make available to the City spare parts and components to maintain the containers through the warranty period, although this will not preclude the City from requiring the contractor to replace any defective parts. Warranty claims must be processed and completed by the contractor within 30 calendar days after being submitted by the City. 2.13.1 - The City representative shall notify Contractor's Area Sales Manager or Representative in writing before the end of the warranty period for the defective container(s). 2.13.2 - The Serial Number(s) of the defective container(s) shall be submitted via email on Contractor's Damage Submittal Form (F-9400) and be accompanied by the appropriate warranty code identifying where the failure occurred. Electronic photos of the failure types will be submitted for 20% of the claim quantity. 2.13.3 - The City agrees that Contractor or its designated representative shall have the right to inspect and test the defective container(s) at the customer's site or a predetermined location. 2.13.4 - At the time a Damage Submittal Form is submitted, the containers become Contractor's property. Contractor shall have the right to collect/reclaim and recycle the container(s). The City agrees to empty, disassemble, and stack containers for shipment set up by Contractor. 2.13.5 - Contractor shall either repair, replace or grant credit for defective containers. 3. TRAINING 3.1 - Contractor shall provide all necessary training at no cost to the City to ensure City staff is familiar with the assembly and disassembly of containers. Contractor shall provide at least ten (10) of every tool necessary for assembly or disassembly of containers. Contractor should plan on an initial training session for up to six (6) City staff, then one refresher training each year or sooner upon a design change in the container that materially affects the assembly or disassembly of containers.

4. IDENTIFICATION 4.1- A numbering system shall be developed that can trace each container back to an oven cycle (i.e., year, day, shift, and mold). Such numbering system shall appear on each container. Containers must be manufactured within three (3) months of delivery to the City as indicated by the numbering system on the container. Numbering identification information shall be provided to the City in a Microsoft Excel, (.xls or .xlsx) format sent electronically with each container delivery for information and warranty purposes. 4.2- All containers shall be identified with wording and arrows hot stamped into the lid and sides of the containers as described in Attachments 2-5 of Exhibit A. 4.2.1 - City may periodically request revisions or changes to the wording or logo that are hot stamped into the lid and sides of the containers.4.2.2 - Contractor will work with City to revise wording and logos as required. 5. POST-CONSUMER RESIN (PCR) CONTENT 5.1 Definition - Post-consumer resin or materials shall be defined as a material or finished product that has served its intended end use and has been discarded for disposal or recovery having completed its life as a consumer item. No materials originated from any in-plant operations (i.e., industrial scrap) shall be considered as PCR content. 5.2 Certification and documentation of PCR content - The Contractor shall submit the following to the City during the period of any resulting contract: 5.2.1 - Contractor shall submit invoices and/or bills of lading showing the actual source and the purchase of PCR as well as the destination of shipments upon request by the City and attest to its use in the manufacturing of the containers at the percentage prescribed by the City or at the higher PCR percentages proposed by the Contractor. 5.2.2- Documentation of post-consumer resin usage must reflect the number of pounds used in manufacturing containers in order to facilitate audited compliance with the Contractor’s proposed PCR content. 5.2.3 - Contractor shall submit an Amass flow report depicting the origin and the use of the PCR with proposal and if origin of PCR changes. 5.3 Remedies for non-compliance with PCR requirements - Failure to comply with the PCR requirements set forth in this section shall constitute a material breach of the Agreement and the City shall have the right to terminate the Agreement, in addition to all other legal remedies. 5.4 Right of the City to audit PCR content and manufacturing process - The City

reserves the right to audit or to request periodic audits by an independent company of the use of recycled materials in the production of the containers provided under this contract. Contractor shall be responsible for all costs related to two audits. Contractor shall be required to allow plant inspection visits by the City in conformance with the conditions outlined below: 5.4.1 - The Contractor shall pay all reasonable per diem for up to two plant inspections by the City and/or its independent contractor. 5.4.2- Per diem shall include all reasonable transportation costs, lodging and meals for up to two persons. 5.4.3- It is anticipated that a visit to the manufacturing facility would require between 1-3 days depending on location, transportation, distance, and other factors. 5.4.4 - City requests for reimbursement shall not exceed accepted limits for per diem as defined by City policies and practices. 6. TESTING 6.1 - The City of Sacramento reserves the right to perform, or have performed, such inspection and testing as considered necessary to assure the acceptability and suitability of the containers, lids, and hardware. The City of Sacramento may, at its option, have testing performed by an independent laboratory. The expense of these tests shall be borne by the City of Sacramento if material meets test standards. The expense of these tests shall be borne by the contractor if material does not meet test standards. The City of Sacramento will use ASTM standards for purposes of evaluating such tests or inspections. Tests or inspections performed under this reservation shall not be considered a waiver of any right or breach of warranty. 6.2 - The City will test one of five hundred containers and/or lids delivered for conformance with the specifications in the agreement. If the container and/or lid fails to meet specifications, a second container and/or lid will be tested. If the second container and/or lid fails to meet specifications described in the agreement, the entire order will be rejected and replaced at no charge by the contractor. The City will pay for the tests unless the container and/or lid fails to meet specifications, in which case the contractor will pay for the test and replace all containers and/or lids in that delivery. 6.3 - Should Contractor fail or refuse to provide the required reports, samples, and information required in these specifications, it shall be expressly understood and agreed this constitutes breach of contract. The City of Sacramento may withhold all payment due to Contractor and pursue any and all legal and equitable remedies. 6.4 - It is further agreed that the City of Sacramento’s review, concurrence or approval of Contractor's documentation or product shall in no way relieve the Contractor of its responsibilities to comply with the specifications, nor shall it be construed as a waiver or

abridgement of the City of Sacramento's legal remedies, rights, and powers. 7. DELIVERY 7.1- Due to lack of storage space at City facilities, containers will be ordered as required. Each order/delivery shall be for a full truckload. The City must specifically authorize any variation from this requirement. 7.2 - A delivery schedule will be established between the City and the Contractor. 7.3 - Containers shall be delivered to either location below as specified by the City: Meadowview City Service Complex2812 Meadowview Road, Building 1 Sacramento, CA 95832 North Area Corporation Yard (NACY)918 Del Paso RoadSacramento, CA 95834 7.4- The City shall provide a staging area for delivery of the containers at the Meadowview City Service Complex Yard and City of Sacramento North Area Corporation Yard. 8. DELIVERY SCHEDULE 8.1 - Deliveries will be accepted Monday through Friday. All deliveries must arrive at the specified location not later than 10 a.m. local time. Advance notice (a minimum of twenty-four hours) prior to delivery is required. Please contact: 8.1.1 - Juan Bowman – Integrated Waste Supervisor at (916) 808-4842 or (916) 997-6768; or Wendell Brown – Integrated Waste General Supervisor at (916) 808-4841 or (916) 804-4418. 8.2 - Containers shall be delivered to a location within the City specified by the City’s representative. 8.3 - Deliveries shall be made with a full truckload and shall occur within thirty (30) calendar days after receipt of order. 9. DELIVERY METHOD 9.1 - Delivery must be by truck. Palletized shipments to the City’s Meadowview City Service Complex and North Area Corporation Yard will be accepted. Unpalletized shipments of accessories (lids, axels, wheels and other attachments to containers) to this location must be off-loaded by the delivery carrier. The carrier must unpack and set the material in place

as directed and remove all debris and packing material. The City will not provide a forklift for the unloading of containers. 10. DELIVERY GUARANTEE / PENALTY 10.1 - Contractor shall guarantee delivery within thirty (30) days after receipt of order. The City’s representative, or designee, shall e-mail orders to Contractor and Contractor shall send a return e-mail confirming receipt of order. Contractor shall pay a penalty in the amount of $1.00 per container for every day (24-hour period) that a shipment is late. The date and time of order for the purpose of assessing a penalty shall be based on the date of the Contractor’s return e-mail confirming receipt of order from City. The City shall consider that the order was received at the close of regular business hours (i.e., 5:00 p.m. Pacific time) on the date the Contractor’s confirming e-mail was received. 10.2 - In the event the City approves a shipment date for savings in freight costs that will arrive after the 30-day period, the City will not hold Contractor liable for a late shipment and the associated penalty. 11. TIME OF PERFORMANCE 11.1 - The initial term of the Agreement shall be from the Effective Date through January 31, 2025. The contract may be extended on a year-to-year basis for up to three additional years under the same terms and conditions; however, in no case shall the renewal extend beyond five (5) years from the date of award by the City Council of the original contract. 12. QUARTERLY PRICE ADJUSTMENT IN CONTAINER PRICES 12.1 - No price adjustments in container prices are permitted during the first three months (Quarter) of the agreement. 12.2 - After the first Quarter, and every Quarter thereafter, City and Contractor agree to review the current price ($/LB.) to determine if container prices will be adjusted. The Independent Commodity Intelligence Services by CDI Consultants – High Density Polyethylene (CDI) (Americas) – Period – HDPE CDI Large Buyer Contract Prices – Med. Qual. Inj. Mldg. – $/LB. will be used. 12.3 - If the change in the current price ($/LB.) is 10% or less since the last price adjustment or base price if no adjustment has been made, City and Contractor agree no adjustment will be made for that Quarter. If the change in resin price is greater than 10% since the last price adjustment, City and Contractor agree to revise prices accordingly, either up or down. 12.3- New Quarterly prices will be documented and submitted, along with an updated pricing sheet for containers to the City within ten business days of the new Quarter in which container prices are to be reviewed by City and Contractor. Contractor will document and submit updated resin prices even when there are no proposed changes in container prices.

12.4- The base resin price is 0.79 $/LB. as of 1 Q 23. 13. COOPERATIVE PURCHASING 13.1 - If mutually agreeable to both parties, the use of any resulting contract may be extended to other government agencies. It shall be understood that all terms and conditions as specified herein shall apply. The City of Sacramento will not be an agent, partner or representative of any other government agency as it relates to this specification and is not obligated or liable, including, but not limited to, payment for an order placed by any other government agency. 14. DRUG-FREE WORKPLACE POLICY 14.1- The City of Sacramento is committed to providing a safe workplace for its employees and citizens alike. An essential part of this commitment is keeping the work environment free from drugs. In 1989, to assist in the achievement of this end, the City established a Drug-Free Workplace Policy. 14.2 - As a contractor doing business with the City, it is expected that your firm will also implement a drug-free policy that informs your employees of the dangers and prohibition of drug abuse and that you will join with the City in maintaining a drug-free workplace. If, in the performance of work under this contract, any employee of the Contractor exhibits unacceptable behavior that may be related to use of drugs or alcohol, the City reserves the right to discuss the employee's behavior with the Contractor. If the unacceptable behavior persists, the City may require that the employee be removed from all work under this contract. 15. FREIGHT COST 15.1 - Contractor shall charge freight ($ / load) to City as a pass-through cost, with no markup, based on shipping rates from the Contractor’s facility to City’s designated location in Sacramento. Contractor will strategize with City to determine optimal times to ship containers and keep freight costs to a minimum. 16.2 - Contractor will notify City if there are changes in transportation industry that may result in significant increases in freight costs. 16.3 - The City reserves the right to audit and inspect costs and documents related freight costs paid to Contractor. If requested, costs and documents will be provided to City within ten business days.

17. WARRANTY/GUARANTEE 17.1 - Contractor delivering containers shall guarantee that they meet the minimum requirements or specifications set forth herein. If it is found that the merchandise delivered does not meet the minimum requirements or specifications, the Contractor will be required to correct the same at Contractor's expense. 18. DISMISSAL OF UNSATISFACTORY EMPLOYEES 18.1 - The Contractor shall only furnish employees who are competent and skilled for work under this contract. If, in the opinion of the City, an employee of the Contractor is incompetent or disorderly, refuses to perform in accordance with the terms and conditions of the contract, threatens or uses abusive language while on City property, or is otherwise unsatisfactory, that employee shall be removed from all work under this contract. 19. EVALUATION (INSPECTION) 19.1 - Merchandise will be inspected before acceptance by an authorized representative of the City of Sacramento for workmanship, appearance, proper functioning of all equipment and systems and conformance to all other requirements of this specification. If deficiencies are found, it shall be the responsibility of the contractor to pick up the merchandise, make necessary correction and redeliver the merchandise for reinspection and acceptance. Payment and/or commencement of discount period (if applicable) will not be made until corrective action has been made. 20. PURCHASE ORDER 20.1 - A Purchase Order will be issued to the Contractor on behalf of the City organization(s) who will be ordering items/services covered in the contract. The Purchase Order will be enclosed with the resulting contract or will be issued shortly thereafter and will become an integral part of the resulting contract. Each Purchase Order will cite a specific dollar value to cover a particular item or specified period of time. If a contract is for a specific period of time and extends beyond the close of the City's fiscal year of June 30th, a second purchase order may be issued. 20.2 - The Purchase Order does not supersede any provision of the resulting contract. Performance time and dates are determined solely by the contract, and any modification thereto. 20.3 - Delivery of material and/or services are not to begin until receipt of the Purchase Order and/or other notification by the City.

21. MODIFICATION OF CONTRACT 21.1- The City may order changes in the work herein required and may order extra work in connection with the performance of the contract and the Contractor may comply with such orders, except that: 21.1.1- If changes in requirements, reports, or materials are of such a nature as to increase or decrease the cost of any part of the work, the price fixed in the contract will be increased or decreased by such amount as the Contractor and the City may agree upon as the reasonable and proper allowance for the increase or decrease in the cost of work. 21.1.2 - No order for any alteration, modification, or extra work which will increase or decrease the cost of the work shall be valid unless the resulting increase or decrease in price shall have been agreed upon in writing and approved as required under the Sacramento City Code. No oral statement of any person whomsoever shall in any manner or degree modify or otherwise affect the terms of this contract, including the requirements of the specifications. 22. PAYMENT TERMS 22.1- Payment terms are net 30 days, unless otherwise quoted. All cash discounts, if taken, shall be computed from the date of delivery or completion and acceptance of material, or from date of receipt of invoice, whichever is latest. Invoices must be submitted as specified at the time of shipping authorization. Partial payments may be made by the City on delivery and acceptance of goods and on receipt of contractor’s invoice.

Attachment 2 to Exhibit A – All Containers

Wording and Logos The following wording shall be hot stamped on the topof the lid of allcontainers in raised letters. Wording shall be in English and Spanish.“NO SCAVENGING ALLOWED”“SE PROHIBESACAR EL CONTENDIO”The following wording shall be hot stamped on the backunder the handle of allcontainers in raised letters. Wording shall be in English. ”KEEP OUT OF BIKE LANES” “PLACE 3 FT. FROM ALL OBJECTS”A white font hot stamp of the logo represented below shall be molded on both sides of the refuse containerin raised letters. The logo represented below shall be hot stamped on the left side of organics and recycling containerin raised letters (viewing from the front).The hot stamp shall be a minimum of 5" in diameter or larger, if space permits.

All Text is Hot Stamped with a White Font (viewing from front of container).Top –Accept:METAL: Aluminum, Steel & Tin Cans PLASTIC: All Plastic Containers/BottlesGLASS: Clear, Brown & Green PAPERS: Newspapers with Inserts Please Rinse and remove lids Paperboard & CardboardJunk Mail/MagazinesDO NOT INCLUDEGarden Hose, Batteries, Clothing, Styrofoam, Plastic Bags, PVC Piping, or Light BulbsLID MUST BE CLOSED OR CONTAINER MAY NOT BE SERVICEDNO SCAVENGING ALLOWEDSE PROHIBESACAR EL CONTENDIORecyclables OnlySolamente Reciclaje – (See Exhibit B)Front - Serial NumberSides - Recycling & Solid Waste logoBack - KEEP OUT OF BIKE LANESPLACE 3 FT. FROM ALL OBJECTS” (See Exhibit A) Attachment 3 to Exhibit A – Recycling

Attachment 4 to Exhibit A – Refuse
All Text is Hot Stamped with a White Font (viewing from front of container).Top -ACCEPT:All nonrecyclable items such as Plastic Bags, Plastic Wrapping, Pet Waste/Cat Litter, Diapers, Rags, Styrofoam ect.DO NOT INCLUDE:Recyclables, Yard Waste/Food Waste, Paint, Batteries, Electronics, Fluorescent Bulbs or Motor OilVisit the Waste Wizard at www.sacorganics.org to learn more on how to properly sort your materialLID MUST BE CLOSED OR CONTAINER MAY NOT BE SERVICED NO SCAVENGING ALLOWED SE PROHIBE SACAR EL CONTENIDO Garbage Only Basura Solamente – (See Exhibit C) Front - Serial Number Sides - Recycling & Solid Waste logoBack - KEEP OUT OF BIKE LANES PLACE 3 FT. FROM ALL OBJECTS (See Exhibit A)

Attachment 5 to Exhibit A – Organics

All Text is Hot Stamped with a White Font (viewing from front of container).Top -ACCEPT:YARD WASTE: Leaves, Grass, FOOD-SOILED PAPER: Paper Towels,Trimmings, Tree and Shrub Prunings, and Napkins, Coffee Filters, Pizza BoxesFlowers, Houseplants OTHER: Wooden Chopsticks, NaturalFOOD SCRAPS: Fruits, Vegetables, Wine Corks Bread, Meat, Dairy, Eggshells, Coffee Grounds DO NOT INCLUDE:Pet Waste, Diapers, Plastic Bags, Wax/Plastic-Coated-Food-Soiled Paper, Juice Boxes, Soup Boxes, Single-Use Utensils, Tree Trunks, Treater or Painted Wood For more information visit www.sacorganics.org LID MUST BE CLOSED OR CONTAINER MAY NOT BE SERVICEDNO SCAVENGING ALLOWEDSE PROHIBE SACAR LOS CONTENIDOS DEL BOTE Organic Waste Only Solo Residuos Orgánicos – (See Exhibit D) Front - Serial Number Sides - City of Sacramento Organic Waste Program with picture of leaf on left side, and apple core and chicken wing on right side. Programa de la Ciudad de Sacramento para Desperdicios Orgánicos Back - KEEP OUT OF BIKE LANES PLACE 3 FT. FROM ALL OBJECTS (See Exhibit A)

Exhibit D – Organics
Wording should be in English and Spanish as noted above

Attachment 1 to Exhibit BPricing ScheduleItem # Quantity Unit Price Extension1 7,500 96 Gallon Recycling Containers $53.00 $397,500.002 750 64 Gallon Recycling Containers $50.00 $37,500.003 500 32 Gallon Recycling Containers $44.00 $22,000.004 7,000 96 Gallon Refuse Containers $53.00 $371,000.005 4,250 64 Gallon Refuse Containers $50.00 $212,500.006 2,250 32 Gallon Refuse Containers $44.00 $99,000.007 7,750 96 Gallon Organics Containers $53.00 $410,750.008 50 64 Gallon Organics Containers $50.00 $2,500.009 1,000 32 Gallon Organics Containers $44.00 $44,000.0031,050Sub-Total $1,596,750.00Sales Tax 8.75% $139,715.63Total Proposed $1,736,465.63Freight Cost$85,215.00Total Cost $1,821,681.00 Description
Note: The quantities stated in the pricing schedule are only estimates of the City's annual requirements. Contractor agrees to funish more or less than the estimates at the unit prices listed above in accordance with the availability of funds and actual needs as they occur throughout the contract period.

ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED?INSR ADDL SUBRLTR INSD WVDPRODUCERCONTACTNAME:FAXPHONE(A/C, No):(A/C, No, Ext):E-MAILADDRESS:INSURER A :INSUREDINSURER B :INSURER C :INSURER D :INSURER E :INSURER F :POLICY NUMBERPOLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY)AUTOMOBILE LIABILITYUMBRELLA LIABEXCESS LIABWORKERS COMPENSATIONAND EMPLOYERS' LIABILITYDESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $DAMAGE TO RENTEDCLAIMS-MADE OCCUR$PREMISES (Ea occurrence)MED EXP (Any one person) $PERSONAL & ADV INJURY $GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $PRO-POLICY LOCPRODUCTS - COMP/OP AGGJECTOTHER: $COMBINED SINGLE LIMIT$(Ea accident)ANY AUTOBODILY INJURY (Per person) $OWNED SCHEDULEDBODILY INJURY (Per accident) $AUTOS ONLY AUTOSHIRED NON-OWNEDPROPERTY DAMAGE$AUTOS ONLY AUTOS ONLY(Per accident)$OCCUREACH OCCURRENCECLAIMS-MADEAGGREGATE $DED RETENTION $PER OTH-STATUTE ERE.L. EACH ACCIDENTE.L. DISEASE - EA EMPLOYEE $If yes, describe underE.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC #COMMERCIAL GENERAL LIABILITYY / NN / A(Mandatory in NH)SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement onthis certificate does not confer rights to the certificate holder in lieu of such endorsement(s).COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION© 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03)

CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY)
$$$$$The ACORD name and logo are registered marks of ACORD 11/21/2022(248) 827-031123043Duramax Holdings LLC dba: Otto Environmental Systems12700 General DriveCharlotte, NC 282734240423035A 1,000,000XTB7-Z91-473744-022 11/20/2022 11/20/2023500,00010,0001,000,0002,000,0002,000,0001,000,000AXAS7-Z91-473744-012 11/20/2022 11/20/202310,000,000BTH7-Z91-473744-042 11/20/2022 11/20/202310,000,0000CXWCC-Z91-473744-032 11/20/2022 11/20/20231,000,0001,000,0001,000,000Auto Physical Damage Deductibles: $500 Comprehensive and $500 Collision(30) Day notice of cancellation except (10) day for non-payment of premiumCity of Sacramento, its officials, employees and volunteers are included as additional Insures for General Liability and Auto Liability where required perwritten contract, but only as respects to the operations of the named insured. Waiver of Subrogation applies in favor of additional insured as repect toWorkers Compensation, subject to terms, conditions and exclusions of the policy where applicable by state law.Insured coverage is on a primary and non-contributory basis.SEE ATTACHED ACORD 101City of Sacramentoc/o EXIGIS LLCP.O. Box 4668 ECM-#35050New York, NY 10168 DURAHOL-01 REASLEYAssuredPartners NL3000 Town Center, Suite 1850Southfield, MI 48075Rita [email protected] Mutual Insurance CoLiberty Insurance CorporationLiberty Mutual Fire Insurance CoXXXXXXX FORM NUMBER:EFFECTIVE DATE:

The ACORD name and logo are registered marks of ACORD
ADDITIONAL REMARKSADDITIONAL REMARKS SCHEDULEFORM TITLE:Page ofTHIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, ACORD 101 (2008/01)
AGENCY CUSTOMER ID:LOC #:AGENCY NAMED INSUREDPOLICY NUMBERCARRIER NAIC CODE © 2008 ACORD CORPORATION. All rights reserved.

AssuredPartners NLDURAHOL-01SEE PAGE 11SEE PAGE 1ACORD 25 Certificate of Liability Insurance1SEE P 1Duramax Holdings LLC dba: Otto Environmental Systems12700 General DriveCharlotte, NC 28273SEE PAGE 1REASLEY1Description of Operations/Locations/Vehicles:Additional Named Insureds:Otto Industries North America, Inc.Otto Environmental Systems North America, Inc.OCM Solutions LLC