FRANCHISE AGREEMENT
BETWEEN
CITY OF SAN LEANDRO
AND
ALAMEDA COUNTY INDUSTRIES, INC.
FOR
RECYCLABLES, ORGANICS, AND SOLID WASTE
COLLECTION SERVICES
JULY 15, 2024
July 15, 2024 Page i City of San Leandro/ACI Franchise Agreement
TABLE OF CONTENTS
RECITALS ...................................................................................................................... 1 ARTICLE 1. GRANT AND ACCEPTANCE OF FRANCHISE......................................... 2
1.1 Grant and Acceptance of Franchise................................................................ 2
1.2 Limitations to the Franchise ............................................................................ 2
1.3 Obligations of Parties ...................................................................................... 4 ARTICLE 2. TERM OF AGREEMENT............................................................................ 5
2.1 Term and Option to Extend ............................................................................. 5
2.2 Conditions to Effectiveness of Agreement ...................................................... 5 ARTICLE 3. SCOPE OF AGREEMENT ......................................................................... 6
3.1 Summary Scope of Services ........................................................................... 6
3.2 Use of Approved and Designated Facilities..................................................... 7
3.3 Subcontracting ................................................................................................ 7
3.4 Responsibility for Materials ............................................................................. 7
3.5 City-Directed Changes to Scope..................................................................... 8 ARTICLE 4. SCOPE OF SERVICES .............................................................................. 8
4.1 Designated Facilities ....................................................................................... 8
4.2 Recyclable Materials ....................................................................................... 9
4.3 Organic Materials .......................................................................................... 10
4.4 Bulky Items, Reusable Materials, and Textiles.............................................. 10
4.5 Construction and Demolition ......................................................................... 12
4.6 Solid Waste................................................................................................... 12
4.7 Abandoned Waste......................................................................................... 13
4.8 City-Designated Events................................................................................. 13
4.9 Public Litter Containers ................................................................................. 14
4.10 Public Education and Outreach..................................................................... 15
4.11 Billing ............................................................................................................ 16
4.12 Customer Service Program........................................................................... 18
4.13 Access to Customer Service and Billing Systems ......................................... 21
4.14 Service Exemptions ...................................................................................... 22
4.15 Climate and Disaster ResilIency ................................................................... 24 ARTICLE 5. STANDARD OF PERFORMANCE........................................................... 25
5.1 General ......................................................................................................... 25
5.2 Operating Hours and Schedules ................................................................... 25
5.3 Collection Standards ..................................................................................... 26
5.4 Collection Vehicle Requirements .................................................................. 29
5.5 Container Requirements ............................................................................... 32
5.6 Personnel...................................................................................................... 35
5.7 Hazardous Waste Inspection and Handling .................................................. 38
5.8 Contract Management................................................................................... 38
5.9 Environmentally Preferrable Purchasing ....................................................... 39 July 15, 2024 Page ii City of San Leandro/ACI Franchise Agreement
5.10 Local Purchasing Preference ........................................................................ 39
5.11 Diversion Requirements................................................................................ 40 ARTICLE 6. RECORD KEEPING AND REPORTING .................................................. 41
6.1 Record Keeping ............................................................................................ 41
6.2 Report Submittal Requirements .................................................................... 42
6.3 Performance Review and Audit..................................................................... 42 ARTICLE 7. CITY REIMBURSEMENTS....................................................................... 43
7.1 Franchise Fee ............................................................................................... 43
7.2 Contract Administration Reimbursement....................................................... 43
7.3 Vehicle Impact Reimbursement .................................................................... 43
7.4 Other Reimbursements ................................................................................. 43
7.5 Adjustment To reimbursements .................................................................... 43
7.6 Payment Schedule and Late Fees ................................................................ 44
7.7 Procurement Reimbursement Fee ................................................................ 44 ARTICLE 8. CONTRACTOR'S COMPENSATION AND RATE SETTING................... 44
8.1 General ......................................................................................................... 44
8.2 Rates and Annual Adjustments ..................................................................... 45
8.3 Extraordinary Rate Adjustments.................................................................... 46 ARTICLE 9. INDEMNITY, INSURANCE, AND PERFORMANCE BOND..................... 47
9.1 Indemnification.............................................................................................. 47
9.2 Insurance ...................................................................................................... 51
9.3 Performance Bond ........................................................................................ 54 ARTICLE 10. DEFAULT AND REMEDIES................................................................... 54
10.1 Events of Default........................................................................................... 54
10.2 Right to Terminate Upon Event of Default..................................................... 56
10.3 City’s Remedies In the Event of Default........................................................ 56
10.4 Possession of Records Upon Termination .................................................... 57
10.5 City's Remedies Cumulative; Specific Performance...................................... 57
10.6 Performance Standards and Liquidated Damages........................................ 57
10.7 Excuse from Performance............................................................................. 59
10.8 Right to Demand Assurances of Performance .............................................. 60
10.9 Dispute Resolution ........................................................................................ 60
10.10 Cooperation and Disputes Between Contractor and Approved or Designated Facilities................................................................................................................... 60 ARTICLE 11. REPRESENTATIONS AND WARRANTIES OF THE PARTIES............ 61
11.1 Contractor’s Corporate Status....................................................................... 61
11.2 Contractor’s Corporate Authorization ............................................................ 61
11.3 Agreement Will Not Cause Breach................................................................ 61
11.4 No Litigation .................................................................................................. 62
11.5 No Adverse Judicial Decisions ...................................................................... 62
11.6 No Legal Prohibition...................................................................................... 62
11.7 Contractor’s Ability to Perform....................................................................... 62 July 15, 2024 Page iii City of San Leandro/ACI Franchise Agreement ARTICLE 12. OTHER AGREEMENTS OF THE PARTIES .......................................... 62
12.1 Relationship of Parties .................................................................................. 62
12.2 Compliance with Law .................................................................................... 63
12.3 Governing Law.............................................................................................. 63
12.4 Jurisdiction .................................................................................................... 63
12.5 Binding on Successors.................................................................................. 63
12.6 Assignment ................................................................................................... 63
12.7 No THIRD-PARTY Beneficiaries ................................................................... 65
12.8 Waiver........................................................................................................... 65
12.9 Notice Procedures......................................................................................... 65
12.10 Representatives of the Parties ...................................................................... 66 ARTICLE 13. MISCELLANEOUS AGREEMENTS....................................................... 66
13.1 Entire Agreement .......................................................................................... 66
13.2 Section Headings .......................................................................................... 66
13.3 References to Laws ...................................................................................... 66
13.4 Amendments................................................................................................. 66
13.5 Severability.................................................................................................... 67
13.6 Counterparts ................................................................................................. 67
13.7 Exhibits.......................................................................................................... 67 List of Exhibits
A. Definitions
B. Direct Services
B1. Single-Family Residential Services
B2. Multi-Family Residential Services
B3. Commercial Services
B4. City Services
B5. City Facility Service Levels, Locations, and Special Events C. Public Education and Outreach Requirements
D. Reporting Requirements
E. Rate Adjustment Methodology
E1. Multi-Index Rate Adjustment Methodology
E2. Cost-Based Rate Adjustment Methodology
F. Performance Standards and Liquidated Damages
G. Contractor’s Proposal
G1. Cost Basis for Proposal
G2. Initial Rates for Collection Services
G3: [Reserved]
G4. Implementation Plan and Schedule
G5. Approved Subcontractors
G6. [Reserved]
G7. Contractor’s Proposed Fleet Replacement Plan
July 15, 2024 Page iv City of San Leandro/ACI Franchise Agreement H. Performance Bond
I. Environmentally Preferable Purchasing Policy
J. Contamination Monitoring and Route Reviews
K. Special Assessment Procedure
L. List of Public Litter Container Locations
M. Map of City Service Area
July 15, 2024 Page 1 City of San Leandro/ACI Franchise Agreement 1 FRANCHISE AGREEMENT
2 BETWEEN
3 CITY OF SAN LEANDRO
4 AND
5 ALAMEDA COUNTY INDUSTRIES, INC.
6 FOR RECYCLABLE MATERIALS, ORGANIC MATERIALS, AND
7 SOLID WASTE SERVICES
8 THIS FRANCHISE AGREEMENT is made and entered into as of ___________________, 2024 between the 9 City of San Leandro, California, a political subdivision of the State of California (hereinafter “City”), and 10 Alameda County Industries, Inc., (hereinafter referred to as the “Contractor”). 11 RECITALS
12 This Agreement is entered into with reference to the following facts and circumstances:
13 WHEREAS, the Legislature of the State of California, by enactment of the California Integrated Waste 14 Management Act of 1989 (AB 939) (California Public Resources Code Section 40000 et seq.), has declared 15 that it is in the public interest to authorize and require local agencies to make adequate provisions for 16 Solid Waste Collection within their jurisdiction; and 17 WHEREAS, the State of California has found and declared that the amount of refuse generated in 18 California, coupled with diminishing Disposal capacity and potential adverse environmental impacts from 19 landfilling and the need to conserve natural resources, have created an urgent need for State and local 20 agencies to enact and implement an aggressive integrated waste management program. The State has, 21 through enactment of AB 939 and subsequent related legislation including, but not limited to: the Jobs 22 and Recycling Act of 2011 (AB 341), the Event and Venue Recycling Act of 2004 (AB 2176), SB 1016 23 (Chapter 343, Statutes of 2008 [Wiggins, SB 1016]), the Mandatory Commercial Organics Recycling Act of 24 2014 (AB 1826), and the Short-Lived Climate Pollutants Bill of 2016 (SB 1383), directed the responsible 25 State agency, and all local agencies, to promote Diversion and to maximize the use of feasible waste 26 reduction, re-use, Recycling, and Composting options in order to reduce the amount of refuse that must 27 be Disposed; and
28 WHEREAS, SB 1383 establishes regulatory requirements for jurisdictions, Generators, haulers, Solid Waste 29 facilities, and other entities to support achievement of State-wide Organic Waste Disposal reduction 30 targets; and
31 WHEREAS, pursuant to California Public Resources Code Section 40059(a)(2), the City has determined that 32 the public health, safety, and well-being require that an exclusive right be awarded to a qualified 33 Contractor to provide for the Collection of Recyclable Materials, Organic Materials, and Solid Waste and 34 other services related to meeting the City’s economic and environmental goals; and July 15, 2024 Page 2 City of San Leandro/ACI Franchise Agreement 35 WHEREAS, the City further declares its intent to approve and maintain reasonable Rates for the Collection 36 of Recyclable Materials, Organic Materials, and Solid Waste; and 37 WHEREAS, the City desires, having determined that Contractor, by demonstrated experience, reputation, 38 and capacity, is qualified to provide for both the Collection of Recyclable Materials, Organic Materials, and 39 Solid Waste within the corporate limits of the City and the Transportation of such material to appropriate 40 places of Processing, Recycling, Composting, and/or Disposal, that Contractor be engaged to perform such 41 services on the basis set forth in this Agreement; and 42 WHEREAS, the City and Contractor have attempted to address conditions affecting their performance of 43 services under this Agreement but recognize that reasonably unanticipated conditions may occur during 44 the Term of this Agreement that will require the Parties to meet and confer to reasonably respond to such 45 changed conditions; and
46 WHEREAS, under Municipal Code Section 3-6-300 the City may enter into a contract for the Collection of 47 all refuse in and from the City and the collection of Rates therefore, and the City Council is authorized to 48 enter into such contract with any terms it deems necessary to protect the best interests of the City. 49 NOW, THEREFORE, in consideration of the mutual promises, covenants, and conditions contained in this 50 Agreement and for other good and valuable consideration, the Parties agree as follows:
51 ARTICLE 1.
52 GRANT AND ACCEPTANCE OF FRANCHISE
53 1.1 GRANT AND ACCEPTANCE OF FRANCHISE
54 By the signing of this Agreement, the City grants to Contractor and Contractor accepts an exclusive 55 franchise within the City Service Area. The franchise granted to Contractor shall be for the scope of 56 services described in this Agreement, subject to the limitations described in Section 1.2 and except where 57 otherwise precluded by Federal, State, and local laws and regulations. 58 1.2 LIMITATIONS TO THE FRANCHISE
59 The award of this Agreement shall not preclude the categories of Recyclable Materials, Organic Materials, 60 C&D Debris, and Solid Waste listed below from being delivered to and Collected and Transported by 61 others, provided that nothing in this Agreement is intended to or shall be construed to excuse any Person 62 from obtaining any authorization from the City, which is otherwise required by law:
63 A. Self-Hauled Materials. A Commercial business Owner or Resident may Dispose of Recyclable 64 Materials, Organic Materials, Solid Waste, and C&D Debris generated in or on their own Premises 65 with their own vehicle and their own employees so long as they are in compliance with the City’s 66 Municipal Code.
67 B. Donated or Sold Materials. Any items which are Source Separated at any Premises by the 68 Generator and sold or donated to other Persons, including youth, civic, or charitable organizations.
July 15, 2024 Page 3 City of San Leandro/ACI Franchise Agreement 69 C. Edible Food Recovery. Edible Food which is Collected from a Generator by other Person(s), such 70 as a Person from a Food Recovery Organization or Food Recovery Service, for the purposes of 71 Food Recovery; or which is Self-Hauled by the Generator to another Person(s), such as a Person 72 from a Food Recovery Organization, for the purposes of Food Recovery, regardless of whether the 73 Generator donates, sells, or pays a fee to the other Person(s) to Collect or receive the Edible Food. 74 Contractor shall cooperate with and shall not impede, interfere, or attempt to impede or interfere 75 with the implementation, expansion, or operation of Food Recovery program efforts in the City. 76 D. Food Scraps for Animal Feed. Food Scraps that are separated by the Generator and used by the 77 Generator or distributed to other Person(s) for lawful use as animal feed, in accordance with 14 CCR 78 Section 18983.1(b)(7). Food Scraps intended for animal feed may be Self-Hauled by Generator or 79 hauled by another party.
80 E. Materials That Contractor Does Not Divert. Discarded Materials which the Contractor is not 81 required to Collect for Diversion under this Agreement as of the Effective Date of this Agreement 82 which subsequently, in the City’s reasonable judgment, become economically feasible to Collect for 83 Diversion. In such event, Contractor shall have the first and exclusive right to Collect such materials 84 if Contractor agrees to do so without any change in Rates, provided that such materials can be 85 collected in existing Containers, or at new mutually agreeable Rates determined in accordance with 86 Section 3.5 if such materials must be collected in new or additional Containers. If Contractor is 87 unwilling to Collect such new materials for Diversion at existing Rates or the Parties cannot agree 88 on mutually agreeable Rates, and such materials can be reasonably separated by Generators from 89 those Discarded Materials Collected by Contractor, the City may provide for Collection, Processing, 90 and Diversion of such materials in any manner it deems appropriate. Such materials may include, 91 but not be limited to, Organic Materials which Contractor would otherwise Collect for Disposal. 92 Contractor may not enforce its exclusive franchise rights in a manner that would prevent the 93 Diversion of material that Contractor is unable or unwilling to Divert. 94 F. Beverage Containers. Containers delivered for Recycling under the California Beverage Container 95 Recycling and Litter Reduction Act, Section 14500, et seq. California Public Resources Code. 96 G. Materials Removed by Customer’s Contractor as Incidental Part of Services. Recyclable Materials, 97 Organic Materials, Solid Waste, C&D Debris, and Bulky Items removed from a Premises by a 98 contractor (e.g., gardener, landscaper, tree-trimming service, construction contractor, Residential 99 clean-out service) as an incidental part of the service being performed, rather than as a separately 100 contracted or subcontracted hauling service; or if such contractor is providing a service which is not 101 included in the scope of this Agreement.
102 H. In-Place Composting. Organic Materials Composted or otherwise legally managed at the site where 103 it is generated (e.g., backyard Composting, on-site anaerobic digestion). 104 I. Animal, Grease Waste, and Used Cooking Oil. Animal waste and remains from slaughterhouse or 105 butcher shops, grease, or used cooking oil.
106 J. Sewage Treatment By-Product. By-products of sewage treatment, including sludge, sludge ash, 107 grit, and screenings.
108 K. Excluded Waste. Excluded Waste regardless of its source.
July 15, 2024 Page 4 City of San Leandro/ACI Franchise Agreement 109 L. Materials Generated by State and County Facilities. Materials generated by State and County 110 facilities located in the City provided that the Generator self-hauls, has arranged services with 111 other Persons, or has arranged services with the Contractor through a separate agreement. 112 M. Climate and Disaster Resiliency Debris. Debris generated as result of a wartime, natural, physical, 113 or other disaster that Contractor is unable to Collect within a reasonable timeframe as determined 114 by the City or that the City directs Contractor to not Collect in accordance with the Climate and 115 Disaster Response Plan described in Section 4.15. City reserves the right to enter into a third-party 116 agreement to provide disaster debris Collection services that augment those provided by the 117 Contractor.
118 Contractor acknowledges and agrees that the City may permit other Persons besides the Contractor to 119 Collect any and all types of materials excluded from the scope of this Franchise, as set forth above, without 120 seeking or obtaining approval of Contractor. If Contractor can produce evidence that other Persons are 121 servicing Collection Containers or are Collecting and Transporting Recyclable Materials, Organic Materials, 122 and/or Solid Waste in a manner that is not consistent with this Agreement or the City’s Code, it shall 123 report the location, name, and phone number of the Person or company to the City’s Contract Manager 124 along with Contractor’s evidence. In such case, City may notify the Generator and Person providing 125 service in violation of Contractor’s rights under this Agreement, and Contractor shall have the right to take 126 legal action to enforce its rights under this Agreement. 127 This Agreement and scope of this franchise shall be interpreted to be consistent with Applicable Law, now 128 and during the Term of the Agreement. If future judicial interpretations of current law or new laws, 129 regulations, or judicial interpretations limit the ability of the City to lawfully contract for the scope of 130 services in the manner consistent with all provisions as specifically set forth herein, Contractor agrees that 131 the scope of the Agreement will be limited to those services and materials which may be lawfully included 132 herein and that the City shall not be responsible for any lost profits or losses claimed by Contractor to 133 arise out of limitations to the scope or provisions of the Agreement set forth herein. In such an event, it 134 shall be the responsibility of Contractor to minimize the financial impact of such future judicial 135 interpretations or new laws and the Contractor may meet and confer with City and may petition for a Rate 136 adjustment pursuant to Section 8.3.
137 1.3 OBLIGATIONS OF PARTIES
138 In addition to the specific performance required under the Agreement, City and Contractor shall:
139 A. Use their reasonable commercial efforts to cooperatively enforce the exclusive nature of the 140 franchise by the Contractor’s identification and documentation of violations of the franchise 141 Agreement and through Contractor’s notification to Generators and collection companies 142 reasonably believed to be violating the franchise regarding the terms of this Agreement. 143 B. Provide timely notice to one another of a perceived failure to perform any obligations under this 144 Agreement and access to information demonstrating the Party’s failure to perform. 145 C. Provide timely access to the City Contract Manager and the Contractor’s designated representative, 146 and complete and timely responses to requests of the other Party.
July 15, 2024 Page 5 City of San Leandro/ACI Franchise Agreement 147 D. Provide timely notice of matters which may affect either Party’s ability to perform under the 148 Agreement.
149 ARTICLE 2.
150 TERM OF AGREEMENT
151 2.1 TERM AND OPTION TO EXTEND
152 The Term of this Agreement shall commence February 1, 2025 (Commencement Date) and continue in 153 full force for a period of ten (10) years and five months, through and including June 30, 2035, unless the 154 Agreement is extended in accordance with this Section or terminated pursuant to Section 10.2. 155 At City’s sole discretion, this Agreement may be extended one (1) time without amendment for a period 156 of up to five (5) years. If City desires to extend the Agreement, City shall provide the Contractor with 157 written notice of its decision to extend the Agreement at least one (1) year before the expiration of the 158 initial Term. Such notice by City shall specify the duration of the extension. 159 Between the Effective Date and Commencement Date, Contractor shall perform all activities necessary to 160 prepare itself to start providing services required by this Agreement on the Commencement Date. 161 If City chooses to exercise its right to extend the Agreement and Contractor demonstrates to City’s 162 satisfaction that Contractor is in default of its loan covenants related to loans secured for equipment, 163 property, or operations for the purposes of performing its obligations under this Agreement, the Parties 164 shall initiate a cost-based Rate adjustment process (as described in Article 8 and Exhibit E2) to review 165 Contractor’s actual costs that will result in Rates being set at a level that will allow Contractor to fulfill its 166 loan covenants, provided that such loan covenants are common in the industry for similar types of loans, 167 and provided that the Rates have been approved in accordance with all applicable laws, regulations and 168 procedures.
169 2.2 CONDITIONS TO EFFECTIVENESS OF AGREEMENT
170 The obligation of City to permit this Agreement to become effective and to perform its undertakings 171 provided for in this Agreement is subject to the satisfaction of all the conditions below, each of which may 172 be waived, in written form only, in whole or in part by City. 173 A. Accuracy of Representations. The Contractor’s representations and warranties made in 174 Contractor’s Proposal and Article 11 of this Agreement are true and correct on and as of the 175 Effective Date.
176 B. Furnishings of Insurance and Performance Bond. Contractor has furnished evidence of the 177 insurance and performance bond required by Article 9 that is satisfactory to the City. 178 C. Absence of Litigation. To the best of Contractor’s knowledge, after reasonable investigation, there 179 is no action, suit, proceeding or investigation, at law or in equity, before or by any court or 180 governmental authority, commission, board, agency or instrumentality decided, pending or 181 threatened against Contractor wherein an unfavorable decision, ruling or finding, in any single case 182 or in the aggregate, would:
July 15, 2024 Page 6 City of San Leandro/ACI Franchise Agreement 183 1. Materially adversely affect the performance by Contractor of its obligations hereunder; 184 2. Adversely affect the validity or enforceability of this Agreement; or, 185 3. Have a material adverse effect on the financial condition of Contractor, or any surety or entity 186 guaranteeing Contractor’s performance under this Agreement. 187 D. Permits Furnished. Contractor has provided City with copies of all permits necessary for operation 188 of all Approved Facilities owned or operated by Contractor or any Subcontractor for use under the 189 terms of this Agreement.
190 E. Legal Challenge. Contractor understands and acknowledges that the award of this Agreement may 191 be subject to review and repeal by the City’s citizens through a referendum or similar petition, and 192 to various types of legal and environmental challenges (such referenda, similar petition, and legal 193 and environmental challenges being referred to collectively as “Legal Challenges”). Accordingly, this 194 Agreement shall not become effective until the City Manager or City Manager’s designee reasonably 195 determines that (i) any Legal Challenges that had been initiated as of the time of such determination 196 have been resolved in favor of the City’s award of this Agreement to Contractor; and, (ii) the 197 deadline to initiate any additional Legal Challenges has expired; provided, however, that Contractor 198 shall be entitled to rescind this Agreement upon thirty (30) days’ prior written notice to the City 199 Manager if such determination is not made within seventy-five (75) days after City Council approval 200 of the Agreement. To the fullest extent permitted by law, Contractor shall defend, indemnify, and 201 hold the City, its Mayor, Council, officers, representatives, agents, employees, and volunteers 202 harmless against any and all liabilities, claims, losses, damages, or expenses including reasonable 203 attorney’s fees and costs, arising from any Legal Challenges, such indemnity obligation not to exceed 204 $250,000. In the event of any election regarding a Legal Challenge, City shall meet and confer with 205 Contractor to determine if the City will hold an election on the Legal Challenge. Contractor shall 206 have the option of asking the City not to contest the Legal Challenge. If City decides to conduct an 207 election, Contractor shall reimburse City for its reasonable costs of doing so. 208 ARTICLE 3.
209 SCOPE OF AGREEMENT
210 3.1 SUMMARY SCOPE OF SERVICES
211 The Contractor or its Subcontractor(s) shall be responsible for the following:
212 A. Collecting Recyclable Materials, Organic Materials, Bulky Items, C&D Debris, and Solid Waste (with 213 the exception of materials excluded under Article 1) generated by and placed for Collection by 214 Customers pursuant to the requirements of Article 4 and Exhibit B; 215 B. Transporting Collected materials to the appropriate Approved Reusable Material Processing Facility 216 or Designated Facilities pursuant to requirements of Article 4 and Exhibit B; 217 C. Performing all other services required by this Agreement including, but not limited to, Customer 218 billing, public education, Customer service, record keeping, and reporting pursuant to Articles 4 and 219 6 and Exhibits C and D;
July 15, 2024 Page 7 City of San Leandro/ACI Franchise Agreement 220 D. Furnishing all labor, supervision, vehicles, Containers, other equipment, materials, supplies, and all 221 other items and services necessary to perform its obligations under this Agreement; 222 E. Paying all expenses related to provision of services required by this Agreement including, but not 223 limited to, taxes, regulatory fees (including City Reimbursements), and utilities; 224 F. Performing or providing all services necessary to fulfill its obligations in substantial conformance 225 with the Contractor’s Proposal, and in full accordance with this Agreement, and the performance 226 standards contained within, at all times using best industry practice for comparable operations; and, 227 G. Complying with all Applicable Laws.
228 The enumeration and specification of particular aspects of service, labor, or equipment requirements shall 229 not relieve Contractor of the duty to perform all other tasks and activities necessary to fulfill its obligations 230 under this Agreement, regardless of whether such requirements are enumerated elsewhere in the 231 Agreement, unless excused in accordance with Section 10.7. 232 3.2 USE OF APPROVED AND DESIGNATED FACILITIES
233 The Contractor, without constraint and as a free-market business decision in accepting this Agreement, 234 agrees to use the Approved Facility(ies) and Designated Facility(ies) for the purposes of Processing 235 Recyclable Materials, Organic Materials, and C&D Debris, Disposing of all Solid Waste, and Processing or 236 Disposing as applicable of other materials Collected in the City Service Area. Such decision by Contractor 237 in no way constitutes a restraint of trade notwithstanding any Change in Law regarding flow control 238 limitations or any definition thereof.
239 3.3 SUBCONTRACTING
240 Contractor is solely responsible for management and oversight of the activities of all Subcontractor(s). 241 Contractor shall be considered to be in breach or default should the activities of any Subcontractor(s) 242 constitute a breach or event of default under this Agreement. 243 Contractor shall not engage a subcontractor or Subcontractor(s) for Collection of Recyclable Materials, 244 Organic Materials, C&D Debris, or Solid Waste services without the prior written consent of City Contract 245 Manager, which may be granted in their sole discretion. As of the Effective Date of this Agreement, City 246 has approved Contractor’s use of the subcontractor(s) and Subcontractor(s) identified in Contractor’s 247 Proposal, included herein as Exhibit G5. If the Contractor plans to engage any Affiliate as a Subcontractor 248 in the provision of services, Contractor shall provide City Contract Manager with thirty (30) calendar days 249 written notification of its plans and provide an explanation of any potential impacts related to the quality, 250 timeliness, or cost of providing services under this Agreement. Contractor shall require that each 251 Subcontractor file an insurance certificate with the City describing such Subcontractor’s insurance 252 coverage, and name City as an additional insured. The City Contract Manager may waive or excuse these 253 insurance requirements in its sole discretion. Contractor shall require that all Subcontractors comply with 254 all material terms of this Agreement.
255 3.4 RESPONSIBILITY FOR MATERIALS
256 Once Recyclable Materials, Organic Materials, C&D Debris, and/or Solid Waste are placed in the 257 Contractor’s Containers and at the Collection location, the responsibility for their proper handling shall July 15, 2024 Page 8 City of San Leandro/ACI Franchise Agreement 258 transfer directly from the Generator to Contractor, with the exception of Excluded Waste if the Contractor 259 can identify the Generator pursuant to Section 5.8.B. Once Recyclable Materials, Organic Materials, C&D 260 Debris, and/or Solid Waste are deposited by Contractor at the appropriate Designated Facility, such 261 materials shall become the responsibility of the Owner or operator of the Designated Facility with the 262 exception of Excluded Waste pursuant to Section 5.8.C. 263 Responsibility for Excluded Waste that has been inadvertently Collected by the Contractor shall remain 264 with the Contractor if it cannot identify the Generator, and Contractor shall assume all responsibility for 265 its proper Disposal.
266 3.5 CITY-DIRECTED CHANGES TO SCOPE
267 Upon request by the City, Contractor shall provide a proposal to implement any modification to existing 268 services (which may include use of Approved Facilities) under this Agreement as directed by the City. In 269 such case, Contractor shall present, within thirty (30) calendar days of City’s request, unless an alternate 270 schedule is mutually agreed-upon, a written proposal to provide such modified or additional services, or 271 obligations including adjustments in Contractor’s Compensation. City shall review the Contractor’s 272 proposal for the change in scope of services and compensation. City and Contractor shall meet and confer 273 to negotiate Contractor’s proposed revisions and costs and shall amend this Agreement, as appropriate, 274 to reflect the mutually agreed-upon changes in scope. If the City and Contractor are unable to agree on 275 terms and conditions, including compensation adjustments, of such services within ninety (90) calendar 276 days from City receipt of Contractor’s proposal for such services, the City may permit other Persons to 277 provide such services, provided that such services do not conflict with the exclusivity granted to the 278 Contractor under Section 1.1. Nothing herein shall prevent the City from soliciting cost and operating 279 information from other Persons in order to inform the City’s evaluation of Contractor’s proposal. 280 At any time during the Term of this Agreement, the City may solicit proposals from other Persons for 281 services not contemplated under this Agreement. In the event that contracting with other Persons for 282 such services will reduce Contractor’s Compensation under this Agreement, as described in Article 8, the 283 Contractor shall be offered the opportunity to match any other Person’s proposed pricing and retain the 284 added scope of services. However, nothing in this Agreement shall prevent the City from contracting with 285 other Persons in the event that Contractor is unable or unwilling to provide such services at or below the 286 cost proposed by the other Person.
287 ARTICLE 4.
288 SCOPE OF SERVICES
289 Contractor shall perform the Recyclable Materials, Organic Materials, Bulky Item, C&D Debris, and Solid 290 Waste Collection services described in this Article 4. This Article 4 describes the general requirements for 291 the services to be provided. More specific requirements for how each service shall be provided to each 292 Customer Type are described in Exhibit B. Failure to specifically require an act necessary to perform the 293 service does not relieve Contractor of its obligation to perform such act. 294 4.1 DESIGNATED FACILITIES
295 Contractor shall deliver all Discarded Materials and C&D Debris to the appropriate Approved or 296 Designated Facility for each material type and shall comply with all material delivery procedures specified July 15, 2024 Page 9 City of San Leandro/ACI Franchise Agreement 297 by the operator of the Approved or Designated Facility. If Contractor is unable to use the Approved 298 Reusable Materials Processing Facility due to reasons beyond Contractor’s, or its Subcontractor’s, 299 reasonable control, such as an emergency or sudden and unforeseen closure of the facility, Contractor 300 shall immediately notify the City Contract Manager, and shall use an alternative facility(ies). Such an 301 alternative facility shall be identified by Contractor in its notice to the City Contract Manager. Contractor 302 shall continue to use such alternative facility(ies) until: (i) the Approved Reusable Material Processing 303 Facility is reopened and functioning in a manner consistent to the operations prior to closure; (ii) until the 304 City Contract Manager approves the use of the alternative facility as the permanent facility; or, (iii) the 305 City Contract Manager identifies and directs Contractor to use another facility. Contractor shall, as 306 requested by the City Contract Manager, assist in identifying and in arranging for use of an alternative 307 facility(ies). During such time, to the extent feasible, Contractor shall continue to comply with the 308 requirements of Article 6.
309 If Contractor is unable to use a Designated Facility due to reasons beyond Contractor’s, or its 310 Subcontractor’s, reasonable control, such as an emergency or sudden and unforeseen closure of the 311 facility, Contractor shall immediately notify the City Contract Manager, and shall use an alternative 312 facility(ies) as directed by the City Contract Manager. Contractor shall continue to use such alternative 313 facility(ies) until the Designated Facility is reopened and the City Contract Manager has approved 314 recommencing use of such facility or until the City Contract Manager directs Contractor to use another 315 facility. Contractor shall, as requested by the City Contract Manager, assist in identifying and in arranging 316 for use of an alternative facility(ies). During such time, to the extent feasible, Contractor shall continue to 317 comply with the requirements of Article 6.
318 Except for the conditions described in this Section, Contractor shall not change its selection of the 319 Approved or Designated Facility(ies). If Contractor uses one or more alternative facility(ies) in accordance 320 with this Section 4.1, City shall adjust, either up or down, Contractor’s Compensation for changes in 321 Transportation, Transfer, Processing and/or Disposal costs associated with use of the alternative 322 facility(ies).
323 4.2 RECYCLABLE MATERIALS
324 A. Collection. Contractor shall provide Recyclable Materials Collection services as described in Exhibit 325 B.
326 B. Transfer. Contractor may Transport Recyclable Materials to the Designated Transfer Facility where 327 the materials will be unloaded from Collection vehicles and loaded into large-capacity vehicles and 328 Transported to the Designated Recyclable Materials Processing Facility. 329 C. Processing. Contractor shall Transport and deliver all Source Separated Recyclable Materials placed 330 by Customers in Recyclable Material Containers in the City to the Designated Recyclable Materials 331 Processing Facility. All tipping fees and other costs associated with Transporting such Recyclable 332 Materials to the Designated Recyclable Materials Processing Facility shall be paid by Contractor. 333 Contractor shall observe and comply with all regulations in effect at the Designated Recyclable 334 Materials Processing Facility and cooperate with and take direction from the operator thereof with 335 respect to delivery of Recyclable Materials. Contractor shall actively work with the Designated 336 Recyclable Materials Processing Facility operator throughout the Term of this Agreement to ensure 337 that contamination of the Recyclable Materials Collected under this Agreement delivered to the July 15, 2024 Page 10 City of San Leandro/ACI Franchise Agreement 338 Processing Facility remains below any limits established by Applicable Law including, without 339 limitation, SB 1383 and SB 54.
340 4.3 ORGANIC MATERIALS
341 A. Collection. Contractor shall provide Organic Materials Collection services as described in Exhibit B. 342 B. Transfer. Contractor may Transport Organic Materials to the Designated Transfer Facility where the 343 materials will be unloaded from Collection vehicles and loaded into large-capacity vehicles and 344 Transported to the Designated Organic Materials Processing Facility. 345 C. Processing. Contractor shall Transport and deliver all Source Separated Organic Materials placed 346 by Customers in Organic Material Containers in the City to the Designated Organic Materials 347 Processing Facility. All tipping fees and other costs associated with Transporting such Organic 348 Materials to the Designated Organic Materials Processing Facility shall be paid by Contractor. 349 Contractor shall observe and comply with all regulations in effect at the Designated Organic 350 Materials Processing Facility and cooperate with and take direction from the operator thereof with 351 respect to delivery of Organic Materials. In accordance with Exhibit J Contractor shall actively work 352 with the Designated Organic Materials Processing Facility operator throughout the Term of this 353 Agreement to ensure that contamination of the Organic Materials Collected under this Agreement 354 delivered to the Designated Processing Facility remains below any limits established by Applicable 355 Law including, without limitation, SB 1383.
356 Contractor shall accept Poly-coated paper products (e.g., paper cups and paper to-go containers) in 357 Organic Materials Containers for Collection and Composting. In the event that the Designated 358 Organic Materials Processing Facility can no longer accept such materials for Composting, or if any 359 of those materials are banned from Organic Materials Containers by Applicable Law (including the 360 final version of the SB 54 regulations), the Parties shall meet and confer to discuss alternative 361 options for processing and/or if, when, and how to change program guidelines and public education 362 messaging.
363 4.4 BULKY ITEMS, REUSABLE MATERIALS, AND TEXTILES
364 A. General. Contractor shall maintain the capacity to Collect Bulky Items from Single-Family and Multi365 Family Customers in accordance with Exhibit B. Contractor shall maintain a scheduling system for 366 Customers to schedule their Bulky Item Collection Day. 367 Contractor shall maintain the capacity to schedule up to a maximum of thirty (30) Collection service 368 events, including Abandoned Waste Collection events, per Working Day (Monday through Friday) 369 under this Agreement (“daily limit”). The maximum number of daily events includes: (i) all on-call 370 Bulky Item and Reusable Materials Collection events provided in Exhibit B1.5 and B2.5; and, (ii) 371 Abandoned Waste as described in Section 4.7. Upon reaching the maximum number of daily events, 372 requested Bulky Item and Reusable Materials Collection service events shall be scheduled on the 373 next available regularly scheduled Working Day.
374 Contractor shall notify the City when the daily average number of events reaches thirty (30), where 375 the daily average is calculated on a weekly basis. When this threshold is met, the Parties shall meet 376 and confer to agree on a strategy for handling the volume of Bulky Item, Abandoned Waste, and July 15, 2024 Page 11 City of San Leandro/ACI Franchise Agreement 377 Reusable Materials Collection service events. If the “daily limit” is exceeded, the City shall have the 378 option of either: (i) expanding the program capacity by an additional thirty (30) Collection service 379 events per Working Day at the then-current allowable cost of the Bulky Item program; (ii) extending 380 the scheduling timeline from the Working Day requirements in Exhibit B; or, (iii) revising the 381 program in some other way as a City-directed change in scope, subject to the requirements of 382 Section 3.5.
383 B. Bulky and Reusable Materials. Contractor shall offer Bulky Item and Reusable Materials Collection 384 services as described in Exhibit B. On-call Bulky Item and Reusable Materials Collection services shall 385 be offered to Customers within the Working Daysspecified in Exhibit B of the Customer’s requested 386 service day. Pursuant to Exhibit B, Contractor shall make reasonable efforts to schedule on-call Bulky 387 Item and Reusable Materials Collections on a day that is convenient to the Customer. Pursuant to 388 the provisions of Exhibit B, Contractor shall handle Reusable Materials in such a way as to preserve 389 such items for reuse and Transport all Bulky Items and Reusable Materials Collected under this 390 Agreement to the appropriate Approved Facility.
391 C. Textiles. Contractor shall offer Textile Collection in accordance with Exhibit B1 and B2. Contractor 392 shall Transport all Textiles Collected under this Agreement to the Approved Reusable Materials 393 Processing Facility. Contractor shall arrange for the transfer of Collected Textile materials from the 394 Approved Reusable Materials Processing Facility to a City-Approved, third-party vendor for 395 Recycling. In the event that such third-party vendor is no longer able to accept Textile materials for 396 Recycling or the cost for Processing such materials has a demonstrated increase, Contractor shall 397 immediately notify the City to discuss alternative options for the continuation of the Textile 398 Collection program.
399 D. Approved Bulky Item Processing. Contractor shall Transport all Bulky Items Collected under this 400 Agreement to the Approved Bulky Item Processing Facility. Contractor shall pay all costs associated 401 with Transporting Bulky Items. Contractor shall observe and comply with all regulations in effect at 402 the Approved Bulky Item Processing Facility and cooperate with and take direction from the 403 operator(s) thereof with respect to delivery of Bulky Items. Contractor shall ensure Bulky Items are 404 Processed in a manner that maximizes Diversion. In the event of an emergency situation, the City 405 has pre-approved the use of the Pleasanton Garbage Service, Inc. Material Recovery Facility in 406 Pleasanton, CA, which is owned by Pleasanton Garbage Service, Inc., an Affiliate of Contractor. 407 E. Approved Reusable Materials Processing Facility Contractor shall Transport all Reusable Materials 408 Collected under this Agreement to the Approved Reusable Materials Processing Facility. Contractor 409 shall pay all costs associated with Transporting Reusable Materials. Contractor shall observe and 410 comply with all regulations in effect at the Approved Reusable Materials Processing Facility and 411 cooperate with and take direction from the operator(s) thereof with respect to delivery of Reusable 412 Materials. Reusable Materials shall be handled by Contractor’s personnel in such a manner as to 413 maintain separation from other Bulky Items and to maintain condition of such Reusable Materials 414 to allow for reuse. Upon delivery of Reusable Materials to the Reusables Materials Processing 415 Facility, facility personnel shall evaluate the condition of such Reusable Materials and store such 416 acceptable Reusable Materials with other Reusable Materials staged for transportation to the 417 applicable destination for end use. Evaluation for reusability includes a visual observation of the 418 condition and functionality of Reusable Materials received at the facility. Acceptable Reusable 419 Materials are required to be clean and without damage, and mechanical elements shall be properly 420 functioning. Other requirements of Reusable Materials condition, such as minimum specifications July 15, 2024 Page 12 City of San Leandro/ACI Franchise Agreement 421 for acceptability, are typically established by destinations for end use and shall be applicable to 422 Reusable Materials delivered to the Reusable Materials Processing Facility. Contractor shall 423 immediately notify the City to discuss alternative options for Reusable Materials if outlets for such 424 Reusable Materials Collected cease to be readily available. 425 4.5 CONSTRUCTION AND DEMOLITION
426 Contractor shall Collect C&D Debrisfrom all Customers that subscribe to its C&D Debris Collection services 427 and Transport all Collected C&D Debris to the Designated C&D Processing Facility, as specified in Exhibit 428 B. Contractor shall charge Customers for C&D Debris Collection services at City-approved Rates set 429 pursuant to Article 8.
430 A. C&D Recycling Requirements. Contractor shall comply with the following requirements. 431 1. Comply with City’s C&D ordinances, regulations, and requirements. 432 2. Collect Organic Materials separately from other C&D Debris and Transport the Organic 433 Materials to the Designated Transfer Facility or the Designated Organic Materials Processing 434 Facility.
435 3. Comply with the data collection and recordkeeping requirements of CalRecycle and California 436 Building Standards Code including Part 11 California Green Building Standards Code 437 (CALGreen) requirements for the Processing and Recycling of C&D Debris including Organic 438 Waste. Such information provided to the C&D Processor shall include but may not be limited 439 to the project identification number, hauler name or identification or business license 440 number, tare weight, net weight, type of materials delivered, container size, origin, and 441 delivery date and time.
442 4. Cooperate with efforts by City and the Designated C&D Processing Facility to comply with 443 CALGreen requirements as provided in Item 3 above. Such cooperation may include 444 complying with Designated C&D Processing Facility direction on where to dump loads, 445 communicating Source Separation requirements and methods to Generators and assisting 446 City with preparation and distribution of informational materials. Contractor shall provide 447 technical assistance to C&D Customers to support maximum Diversion efforts at Customer 448 sites and shall distribute educational materials, including information in bill inserts or 449 newsletters, to all Customers informing them of City C&D diversion requirements, how to 450 address diversion on site, and the need to submit Waste Management Plans (WMPs) to the 451 City.
452 4.6 SOLID WASTE
453 Contractor shall offer and provide Solid Waste Collection services as described in Exhibit B. 454 Contractor acknowledges that City is committed to Diverting materials from Disposal through the 455 implementation of Source Reduction, reuse, Recycling, Composting, and other programs, and that City 456 may implement new programs, with the involvement of the Contractor, subject to the provisions of 457 Section 3.5, or without the Contractor (which would not be subject to the provisions of Section 3.5) that 458 may impact the overall quantity or composition of Solid Waste to be Collected by Contractor. Contractor 459 shall not be entitled to any compensation or other relief resulting from a decline in Solid Waste volumes 460 or Tonnage or from a change in the composition of Solid Waste, other than pursuant to a Cost-Based Rate 461 Adjustment or an extraordinary Rate adjustment under Section 8.3.
July 15, 2024 Page 13 City of San Leandro/ACI Franchise Agreement 462 Contractor shall Transport all Solid Waste Collected in City to the Designated Disposal Facility. Contractor 463 shall pay all costs associated with Transportation and Disposal of Solid Waste including payment of any 464 gate fees charged at the Designated Disposal Facility. Contractor shall observe and comply with all 465 regulations and posted rules in effect at the Designated Disposal Facility and cooperate with and take 466 direction from the operator thereof with respect to delivery of Solid Waste. 467 4.7 ABANDONED WASTE
468 [ACI: Subsection A will be amended based on your proposal and final approval by the City. Following 469 discussion with ACI and review of your proposal, we will likely add an additional subsection(s) to Section 470 4.7 to address other related services approved by the City to meet the City’s beautification efforts.] 471 A. Abandoned Waste. Contractor shall provide daily Abandoned Waste Collection events up to the 472 “daily limit” as described in Section 4.4. Contractor shall Collect Abandoned Waste in the City in 473 accordance with this Section. Contractor shall dispatch a truck to Collect Abandoned Waste at 474 locations in the City identified by the City. In instances when the Contractor has received 475 notification from the City’s SeeClickFix system (or other similar system approved by the City) or a 476 verbal request from the City Contract Manager to Collect Abandoned Waste at a specific location, 477 Contractor shall Collect Abandoned Waste from such location within twenty-four (24) hours of 478 receiving the notification or verbal request (on Monday for requests received Friday) unless special 479 circumstances warrant a longer period, in which case Contractor shall notify the City of such 480 circumstances and the need for additional time to Collect the Abandoned Waste. Contractor shall 481 be responsible for Collection and Transportation of such material to the appropriate Approved or 482 Designated Facility for Processing or Disposal. Contractor shall record the date, time, location, and 483 description of material Collected including estimated volume of such material and location where 484 such material was Disposed. Tonnage or volume of material Collected shall be separately recorded 485 and reported to the City on a quarterly basis. Contractor shall manage and track Abandoned Waste 486 Collection Services (including, but not limited to, receipt, response action, response time, and close487 out of each service request) using the City’s SeeClickFix system or similar system approved by the 488 City in accordance with Section 4.13. Contractor shall maintain records of Abandoned Waste 489 Collection in accordance with this Section and Exhibit D. 490 Contractor shall provide Abandoned Waste Collection service in accordance with this Section at all 491 times of the year, irrespective of when Bulky Items, Reusable Materials, and Textiles Collection 492 services are or are not provided in accordance with Exhibit B. 493 4.8 CITY-DESIGNATED EVENTS
494 Contractor shall provide Recyclable Materials, Organic Materials, and Solid Waste services to up to six (6) 495 City-designated events, examples of which are identified in Exhibit B5, per Rate Period at no cost to the 496 event or City. In the event that, due to reasons outside the City’s control (including but not limited to long497 term restrictions on social gatherings for purposes of preserving public health and safety), the City is 498 unable to direct Contractor to serve six (6) City-designated events in any Rate Period, City and Contractor 499 shall meet and confer to agree upon redirection of Contractor funds that would otherwise be designated 500 for such event service. Contractor shall provide the City-designated event services upon thirty (30) 501 calendar days’ advance request by the City Contract Manager. For event services provided to the City 502 beyond the six (6) in any Rate Period, the Contractor shall be compensated pursuant to the Rates in Exhibit 503 G3. City-sponsored event services shall include:
July 15, 2024 Page 14 City of San Leandro/ACI Franchise Agreement 504 A. Event Collection Stations. Contractor shall provide,set-up, and take-down event Collection stations 505 for Collection of Recyclable Materials, Organic Materials, and Solid Waste at City-designated special 506 events. Contractor shall utilize City-provided event Collection stations upon request by the City. 507 B. Consolidation of Containers. Contractor shall evaluate the need for and provide Containers as 508 necessary for the aggregation of material removed from event Collection stations during the course 509 of the event. Contractor shall provide Containers in sufficient number of appropriate type(s) for the 510 needs of the event (which shall include consideration of needs of the vendors for discarded packing 511 materials) as determined by Contractor in cooperation with the event organizer. Contractor shall 512 provide for the service of such Containers, as agreed-upon with the event organizer, and deliver 513 Collected materials to the appropriate Designated Facility for Processing and/or Disposal. 514 C. Public Education. Upon request of either the City Contract Manager or the event organizer, 515 Contractor shall provide educational resources and/or engagement opportunities for the event 516 attendees to inform them about the services and programs provided by Contractor under this 517 Agreement and the benefits of Source Reduction, reuse, Recycling, and Composting. 518 D. Reporting. Within thirty (30) calendar days of the end of the event (unless otherwise requested by 519 City on an event-by-event basis), Contractor shall submit a report to the City Contract Manager and 520 event organizer. The report should include, at a minimum: the number of event Collection stations 521 deployed at the event, the Tonnage of each material type (i.e., Recyclable Materials, Organic 522 Materials, and Solid Waste) Collected, and a description of the public education provided at the 523 event.
524 Contractor may, at its sole discretion and expense, coordinate with event sponsors, local youth, 525 community, or charitable organizations to provide some or all of the required services. Regardless of 526 Contractor’s use of such an organization, Contractor shall be responsible for ensuring that service is 527 provided to the Customer in a professional and timely manner. 528 In addition to the six (6) City-designated events specific in this section, Contractor shall provide Discarded 529 Materials Collection Service for the City’s farmer’s markets in accordance with Exhibit B4.6. For special 530 events that are not identified in Exhibit B5, Exhibit B4.6, or otherwise hosted or sponsored by the City, 531 Contractor shall provide the above-described special event services at the request of the event organizer 532 and may negotiate the charges for such services with the event organizer based on the specific needs of 533 the event.
534 4.9 PUBLIC LITTER CONTAINERS
535 Contractor shall Collect Solid Waste from the Public Litter Container locations identified in Exhibit L, and 536 as may be added in the future. Contractor shall be responsible for ongoing purchase, inventory 537 management, installation, ongoing maintenance, and periodic replacement of Public Litter Containers 538 throughout the Term of this Agreement. Weekly services shall include Collecting and Disposing of the 539 contents of each Public Litter Container, sweeping of the site including clean-up of litter within a radius of 540 five (5) feet of each Public Litter Container, and response, within one (1) Working day of notification, to 541 Complaints regarding overflowing Containers. Frequency and days of Collection shall be designated by the 542 City, with a minimum Collection schedule of Monday, Wednesday, and Friday for each Public Litter 543 Container, and may be more frequent if requested by City. Contractor shall within two (2) Working days July 15, 2024 Page 15 City of San Leandro/ACI Franchise Agreement 544 of identification of damaged Public Litter Containers, and/or notification by City of a damaged Public Litter 545 Container, arrange to have the Container fixed or replaced. 546 Contractor shall make reasonable effort to identify Generators who may be illegally dumping Discarded 547 Materials into Public Litter Containers. At minimum, Contractor shall: (i) report to the City any Public Litter 548 Container that has four (4) or more instances of overflow that appear to be due to illegal dumping within 549 any one-month period; (ii) for any such Public Litter Container with repeated overflows due to illegal 550 dumping, inspect materials for identifying Generator information such as a name or service address; (iii) 551 report to the City any identifying Generator information; and, (iv) assist the City as requested in 552 investigating any instances of overflow due to illegal dumping. Records and information pertaining to (i), 553 (ii), and (iii) shall not be disclosed by City or Contractor except in accordance with applicable law. 554 Contractor shall include information regarding the status of Public Litter Container Collection in its 555 quarterly reporting as provided in Exhibit D, including but not limited to: (i) number of Public Litter 556 Containers in service and in inventory; (ii) number and location of Public Litter Containers replaced in the 557 previous month; (iii) number of Public Litter Containersthat received maintenance in the previous month; 558 (iv) locations at which Public Litter Containers tend to overflow and may need an increased frequency of 559 Collection; and, (v) status of any ongoing or pending abandoned waste investigations including the 560 location of the Public Litter Containers and the steps Contractor is taking to address the problem. 561 If so directed by the City Contract Manager, Contractor shall purchase and use Public Litter Containers to 562 separately Collect Source Separated Recyclable Materials and/or Source Separated Organic Materials. In 563 this event, Contractor shall not commingle such materials with Solid Waste during Collection and shall 564 Transport all such materials to the appropriate Designated Facility for Processing. 565 4.10 PUBLIC EDUCATION AND OUTREACH
566 The public education and outreach activities included in the scope of services provided by Contractor 567 under this Agreement are described in Exhibit C. As further described in Exhibit C, Contractor shall prepare 568 and distribute public education and outreach materials. 569 A. Program Objectives. Contractor’s public education and outreach strategy shall focus on improving 570 Customer understanding of the benefits of and opportunities for Source Reduction, reuse, 571 Recycling, and Composting. In general, Contractor-provided public education and outreach should:
572 (i) inform Customers about the services that are provided under this Agreement with specific focus 573 on describing the methods and benefits of Source Reduction, reuse, Recycling, and Composting; (ii) 574 instruct Customers on the proper method for placing materials in Containers for Collection and 575 setting Containers out for Collection with specific focus on minimizing contamination of Recyclable 576 and Organic Materials; (iii) clearly define Excluded Waste and educate Customers about the hazards 577 of such materials and their opportunities for proper handling; (iv) discourage Customers from 578 buying products if the product and its packaging are not readily reusable, Recyclable, or 579 Compostable; (v) encourage Customers to recover Edible Food for consumption by humans or 580 animals; (vi) encourage the use of Compost; (vii) encourage use of drought tolerant landscaping that 581 generates less plant trimmings; (viii) encourage Customers to purchase products and packaging 582 made with Recycled content materials; and, (ix) educate Customers on any other topic as required 583 by SB 1383.
July 15, 2024 Page 16 City of San Leandro/ACI Franchise Agreement 584 B. Coordination with City Educational Efforts. Contractor acknowledges that they are part of a multi585 party effort to operate and educate the public about the regional integrated waste management 586 system. Contractor shall proactively and on an ongoing basis cooperate with, and coordinate with 587 the City Contract Manager on public education activities to minimize duplicative, inconsistent, or 588 inappropriately timed education campaigns.
589 Contractor shall obtain approval from the City Contract Manager on all Contractor-provided public 590 education materials including, but not limited to print, radio, television, or internet media before 591 publication, distribution, and/or release. City shall have the right to request that Contractor include 592 City identification and contact information on public education materials, and approval of such 593 requests shall not be unreasonably withheld.
594 4.11 BILLING
595 A. General. Contractor shall bill all Customers and be solely responsible for collecting billings at Rates 596 set in accordance with Article 8. Billing shall be performed on the basis of services rendered and this 597 Agreement shall create no obligation on the part of any Person on the sole basis of the Ownership 598 of property. Individual contracts between Contractor and a Customer for services provided under 599 this Agreement shall be prohibited unless otherwise approved in writing by the City Contract 600 Manager on a case-by-case basis.
601 B. Special Rates. Contractor shall administer the special Rate programs for Low Income Residents, 602 which are available only to Single-Family Customers. Contractor shall determine that a Customer 603 qualifies for the Low Income Resident discount if Contractor obtains documentation that the 604 Customer has met established criteria reasonably satisfactory to the City and is consistent with the 605 definition of Low Income Resident provided in Exhibit A or is enrolled in the CARE (California 606 Alternate Rates for Energy) program at the same service location. Contractor shall have the right to 607 annually reverify that Customer qualifies for such Low Income Resident discount. Contractor shall 608 charge Low Income Residents Rates that include a discount that complies with City-established 609 policies. Customers qualifying for the Low-Income discount shall additionally be exempt from any 610 deposits required by Contractor pursuant to Section 4.11.C. The Low Income Resident Discount does 611 not apply to multiple Containers or to Containers greater than thirty-two (32) gallons. 612 C. Customer Invoicing. Contractor may require pre-payment arrangements for Drop Box service. 613 Contractor shall remit invoices to Customers no earlier than the twentieth (20th) day of the month 614 preceding the applicable billing cycle. Quarterly billing shall be on the calendar quarter (January615 March, April-June, July-September, October-December). Upon establishing new Customer 616 accounts, or restoring service to a previously delinquent account, Contractor may require a deposit 617 from the Customer not to exceed one (1) month’s billings for monthly billed Customers and not to 618 exceed one (1) quarter’s billings for Customers billed quarterly at the Customer’s Service Level. 619 Contractor shall waive deposits for new Customers who have a recent and positive payment history 620 with Contractor in the same or a different jurisdiction. A Customer shall be considered to have a 621 recent and positive payment history if they have no late payments within the most recent twelve 622 (12) month period. Contractor shall report quarterly, in accordance with Exhibit D, the amount of 623 Customer deposits currently held by Contractor. Contractor shall bill all Single-Family Customers 624 and Multi-Family Cart Customers quarterly in advance of services provided. Contractor shall bill all 625 Commercial Customers and Multi-Family Bin Customers for scheduled and regularly recurring 626 services on a monthly basis in arrears of services provided. Contractor shall bill Customers for any July 15, 2024 Page 17 City of San Leandro/ACI Franchise Agreement 627 on-call and/or non-recurring services no more frequently than monthly and may only proactively 628 invoice for services provided during the previous billing period. 629 Contractor shall develop and maintain a database of Customer contact information, which shall 630 include an email address for each Customer account. Contractor shall maintain and make such 631 database available upon request from the City Contract Manager, in accordance with Section 6.1. 632 Contractor shall bill Customers electronically using paperless invoices; however, Contractor shall bill 633 Customers who decline, or are otherwise unable to provide email contact information, by standard 634 mail, using standard (printed) invoices. Contractor shall permit Customers the ability to pay their 635 bills through an electronic check or credit card and include the ability for Customer billings to be 636 automatically charged on a recurring basis. Such online billing system shall meet the accessibility 637 and compatibility requirements set forth in Section 4.12.1.C. Contractor shall prepare, mail, and 638 collect bills from Customers who decline to use such internet-based billing system. Contractor shall 639 make arrangements to allow such Customers to pay bills by cash, check, electronic check, money 640 order, and credit card.
641 D. Bill Inserts. Up to four (4) times per calendar year, City may direct Contractor to include inserts with 642 Customer invoices. Contractor shall provide electronic bill inserts to Customers who are billed 643 electronically, and paper bill inserts to Customers who receive paper bills. Electronic bill inserts and 644 attachments must be readily available for the Customer to view upon receipt of the invoice. 645 Contractor shall provide to the City relevant metrics in accordance with Exhibit D used to determine 646 the click to open ratio of electronic bill inserts by Customers. The City may request a change to the 647 method by which electronic bill inserts are delivered (e.g. contained in the body of the email rather 648 than as an attachment) to Customers in order to increase the number of Customers who read or 649 engage with the bill insert content. If such a request is made, Contractor shall timely provide the 650 City with the feasibility, including any changes in costs, resulting from adjusting the method of 651 electronic bill insert delivery. At City’s direction, conditioned upon mutual agreement on the cost 652 and necessary adjustment to rates associated therewith, Contractor shall implement the revised 653 method of electronic bill insert delivery. Contractor shall comply with such request for the 654 scheduled, applicable outreach materialsfor the targeted Customer group. Contractor shall perform 655 this service with no additional requirement for compensation. 656 E. Recordkeeping. Contractor shall maintain copies of all billings and receipts, each in chronological 657 order, for the Term of this Agreement, for inspection and verification by the City Contract Manager 658 at any reasonable time but in no case more than thirty (30) calendar days after receiving a request 659 to do so.
660 F. Past Due Amounts. Contractor shall be responsible for collection of payment from Customers with 661 past due accounts (“bad debt”) for a period of one (1) year from the invoice date, including late fees 662 approved by the City in accordance with Exhibit G1. Contractor shall make reasonable efforts to 663 obtain payment from delinquent accounts through issuance of late payment notices, and telephone 664 requests for payments. At a minimum, for any account that becomes more than thirty (30) calendar 665 days past due, Contractor shall notify such Customer of the delinquency via written 666 correspondence, instructing the Customer that unpaid bills which become more than forty-five (45) 667 calendar days delinquent may be assessed late fees approved by the City in Exhibit G1. Contractor 668 shall provide a second written notice of delinquency to any account which becomes more than sixty July 15, 2024 Page 18 City of San Leandro/ACI Franchise Agreement 669 (60) calendar days past due, and a third written notice of delinquency to any account which 670 becomes more than ninety (90) calendar days past due. 671 Quarterly Customer invoices shall be due thirty (30) calendar days after the end of the billing period. 672 Monthly Customer invoices shall be due thirty (30) calendar days after the first day of the billing 673 period. In the event Contractor’s efforts for a one (1) year period to collect monies due from a 674 Customer fail and Contractor can demonstrate to the City Contract Manager that Contractor 675 attempted on at least four (4) documented occasions to solicit monies due from each delinquent 676 account (including with at least one notice provided separately from the monthly invoices), then 677 Contractor shall provide the City Contract Manager with the name, address, Service Level, service 678 frequency, and delinquent billing amount of each delinquent account and assign its rights to 679 collection to the City. Contractor shall provide such information to the City in a manner and form 680 approved by the City. The City shall then initiate any collection procedures authorized by law, 681 including those special assessment procedures authorized by the City’s Municipal Code Section 1- 682 12-600, in accordance with Exhibit K, and shall pay Contractor for delinquent account balances 683 within eighteen (18) months after receiving the list of delinquent accounts subject to special 684 assessment. Contractor shall promptly notify the City if the amount of bad debt subject to the City’s 685 special assessment process exceeds one half of one percent (0.5%) of Contractor’s annual revenues. 686 Within thirty (30) Business Days of such notification, the Parties shall meet and confer to discuss 687 proposed changes for reducing the level of bad debt. No such changes shall be implemented 688 without the written authorization by the City Contract Manager. Within thirty (30) calendar days of 689 the City’s receipt of payment for past due accounts, the City shall pay those sums to Contractor less 690 any monies Contractor would be obliged to pay to City hereunder had those sums been received by 691 Contractor in the first instance.
692 If Contractor fails to invoice a Customer, or otherwise under-charges a Customer for services 693 provided for more than six (6) months, Contractor may not subsequently attempt to collect the 694 under-charged amount for more than six (6) months of service. If Contractor over-charges a 695 Customer for a period of more than twelve (12) months, Contractor shall reimburse or credit the 696 Customer for at least twelve (12) months of the over-charged service, but is not required by this 697 Agreement to reimburse or credit the Customer for more than twelve (12) months of overcharges. 698 This Agreement also does not prohibit Contractor from reimbursing or crediting a Customer for 699 more than twelve (12) months of overcharges.
700 4.12 CUSTOMER SERVICE PROGRAM
701 4.12.1 Program Requirements
702 A. Availability of Representatives. A representative of the Contractor who is knowledgeable of the 703 service area, services, and Rates shall be available from 7:00 a.m. to 6:00 p.m. Monday through 704 Friday to communicate with the public by telephone, virtual method (including email, live chat, or 705 other electronic method as mutually agreed between City and Contractor), and the City’s authorized 706 online or other Customer relationship management system (as further described in Section 4.13). 707 Contractor shall maintain a local or toll-free telephone number which it shall publicize. Contractor 708 shall also maintain an after-hours telephone number allowing twenty-four (24) hour per day access 709 to Contractor management by City Contract Manager in the event of an emergency involving 710 Contractor’s equipment or services including, but not necessarily limited to, fires, blocked access, 711 or property damage. Contractor’s primary Customer service center shall be located no more than July 15, 2024 Page 19 City of San Leandro/ACI Franchise Agreement 712 thirty (30) miles from the City. Contractor shall maintain Customer service staffing levels consistent 713 with the levels stated in Exhibit G, unless otherwise approved by the City Contract Manager. 714 B. Telephone. Contractor shall secure, use, pay all costs incurred by, and maintain during the Term of 715 this Agreement, a local or toll-free phone number which shall serve as the primary point of contact 716 between Contractor and the public during normal business hours. The Contractor shall provide the 717 City with a separate emergency telephone number for use by the City Contract Manager outside 718 normal business hours. The Contractor shall have contact with such representative, available at the 719 emergency telephone number during all hours other than normal office hours. 720 Contractor shall maintain a telephone system in operation from 7:00 a.m. to 6:00 p.m. and shall 721 have sufficient equipment in place and staff a representative, or an answering service available to 722 handle the volume of calls experienced on the busiest days, and such telephone equipment shall be 723 capable of recording the responsiveness to calls. Contractor’s telephone system shall offer 724 Customers who have been placed on-hold the option of leaving a voice message, rather than 725 remaining on-hold. In the event that Contractor’s telephone Customer service performance falls 726 below the performance standards established in Exhibit F, the City and Contractor shall meet and 727 confer regarding existing staffing levels and Customer service system capacities. Following such 728 meet and confer period, the City shall have the right to require Contractor to increase its staffing 729 levels and/or call handling capacity without requirement for any additional compensation to the 730 Contractor. Recording of Contractor’s responsiveness to calls shall include, at a minimum, all items 731 included in the “Collection Reliability,” “Collection Quality,” and “Customer Responsiveness” 732 performance standards listed in Exhibit F. An answering machine or voicemail service shall record 733 Customer calls and voice messages between 6:00 p.m. and 7:00 a.m. Contractor shall provide a live, 734 not automated, call back on the same day to all Customers who leave voice messages by 5:00 p.m. 735 on Working Day and shall provide a live call back by noon of the following Working Day for any voice 736 messages left after 5:00 p.m.
737 C. Web Site and Email Access. Contractor shall develop and maintain a San Leandro specific section 738 of Contractor’s web site that is accessible by the public. Contractor’s San Leandro web page(s) shall 739 include all public education and outreach materials described in Exhibit C and provide the public 740 the ability to email Contractor questions, service requests, or Complaints. The site shall have a link 741 from the City’s web site. Contractor shall respond the same day to all Customers who leave email 742 messages by 5:00 p.m. on a Working Day and shall respond by noon of the following Working Day 743 for any email messages left after 5:00 p.m. (for purposes of this Section 4.12.1.C, Saturdays shall be 744 excluded from the definition of “Working Day”). Contractor may respond to Customer emails either 745 via email or phone.
746 In the event that during the Term of this Agreement Contractor obtains or develops a mobile device 747 web application which may be used by Customers, Contractor shall notify City and provide 748 information to the City on how the application will improve Customer experience, protect user data, 749 and increase access equitably to all Customers. Upon approval by City, Contractor shall make such 750 application available for Customer use. Contractor shall, upon request by the City, discontinue use 751 of such mobile or web application should the City determine the application increases Customer 752 Complaints or otherwise causes Contractor’s Customer service to fall below the standards described 753 in this Section 4.12. Contractor agrees that websites, web applications, and/or web tool design or 754 development services provided to Customers shall be designed, developed and maintained to be in 755 compliance with California Government Code Sections 7405 and 11135, and the Web Content July 15, 2024 Page 20 City of San Leandro/ACI Franchise Agreement 756 Accessibility Guidelines 2.0, or a subsequent version, as published by the Web Accessibility Initiative 757 of the World Wide Web Consortium at a minimum Level AA success criteria and compatible with all 758 major web browsers.
759 D. Training. Customer service representatives shall receive training during each quarter of the calendar 760 year on City-specific Collection programs and service requirements. Contractor shall notify the City 761 Contract Manager of such training date(s) not less than fourteen (14) calendar days prior to the 762 training. Upon request, Contractor shall submit all training materials to the City Contract Manager 763 at least fourteen (14) calendar days prior to providing the quarterly training to the Customer service 764 representatives. Contractor shall incorporate any changes requested by the City and provided to 765 Contractor not less than five (5) working days prior to training. During the training, a City-specific 766 Collection service and Rate information sheet, training agenda, and associated documentation shall 767 be provided to and discussed with employees. Contractor shall include information sheet, training 768 agenda, and associated documentation for each Customer service representative training in the 769 quarterly reports provided in accordance with Exhibit D. 770 The Contractor shall notify the City Contract Manager of the date and time of the scheduled 771 Customer service training sessions and the City Contract Manager may, at its option, attend the 772 meetings.
773 Upon request by the City Contract Manager but not more than two (2) times per Rate Period, 774 Contractor shall arrange and host a meeting to include the City Contract Manager, Contractor’s 775 contract manager, Contractor’s Customer service representatives, and any other City staff 776 requested by the City Contract Manager. The purpose of such meeting shall be to discuss topics 777 including (by way of example but not limitation): Customer questions, Complaints, and/or service 778 issues, or other topics identified by the City Contract Manager. 779 4.12.2 Service Requests, Compliments, Complaints
780 A. Complaints. Contractor shall be responsible for the prompt and courteous attention to, and prompt 781 and reasonable resolution of, all Customer service requests and Complaints. Contractor shall record, 782 in its computer system or a separate log, approved as to form by City Contract Manager, all 783 Complaints, noting the name and address of Complainant, date and time of Complaint, nature of 784 Complaint, and nature and date of resolution. The Contractor shall retain this Complaint log for the 785 Term. Contractor shall record and respond to all Complaints as communicated by the Customer. 786 Contractor shall make every effort to resolve the complaint in a manner that meets the Customer’s 787 satisfaction. Upon request by the City Contract Manager, Contractor shall compile and submit a 788 summary statistical table of the Complaint log.
789 B. SB 1383 Non-Compliance Complaints. For Complaints received in which the Person alleges that an 790 entity is in violation of SB 1383 requirements, Contractor shall document the information listed in 791 Exhibit D. Contractor shall provide this information in a brief Complaint report to the City for each 792 SB 1383-noncompliance Complaint within seven (7) days of receipt of such Complaint, and a 793 quarterly summary report of SB 1383-non-compliance Complaints in accordance with Exhibit D. 794 Upon City request, Contractor shall conduct follow-up inspections and/or outreach to the violating 795 entity, and shall document the information in the reports provided pursuant to Exhibit D. 796 C. Complaint Resolution. Contractor shall respond to all Complaints received within the timeframes 797 required by Section 4.12.1.B and 4.12.1.C. Complaints related to missed Collections shall be July 15, 2024 Page 21 City of San Leandro/ACI Franchise Agreement 798 addressed in accordance with Section 4.9.3. Complaints related to repair or replacement of Carts or 799 Bins, shall be addressed in accordance with Section 5.5. 800 4.12.3 Missed Collections
801 A. Missed Collection Complaints. When handling Customer Complaints related to missed or 802 incomplete Collections, Contractor shall not question or contest the Customer’s claim that the 803 Collection was missed or incomplete, even in cases where the Route driver recorded the 804 Container(s) in question as already “Collected” or “not out in the Contractor's Customer database 805 system.”
806 B. Schedule for Resolution. Contractor shall resolve each and every Customer Complaint of a missed 807 or incomplete Collection by returning to the Customer address and completing the Collection. For 808 all Complaints related to missed Collections that are received by 12:00 p.m. from Bin or Drop Box 809 Customers, or that are received by 3:00 p.m. from Cart Customers on a Working Day, the Contractor 810 shall return to the Customer address and Collect the missed materials on the same Working Day on 811 which the missed Collection was reported. For those Complaints related to missed Collections that 812 are received after 12:00 p.m. from Bin or Drop Box Customers, or after 3:00 p.m. from Cart 813 Customers on a Working Day, the Contractor shall have until the end of the following Working Day 814 to resolve the Complaint.
815 Contractor shall not be required to return and complete a Collection in response to a Complaint if 816 the Contractor’s driver has left a Non-Collection Notice in accordance with Section 5.3.B. 817 C. Courtesy Collectionsfor Admitted Late Set-Outs. In the event that a Customer: (i) reports that their 818 Container(s) was(were) placed for Collection after Contractor’s Collection vehicle had already 819 passed the Premises for regularly scheduled Collection; (ii) does not claim that Contractor missed 820 the Collection; and (iii) requests that the Contractor return and Collect their Containers, Contractor 821 shall return to the Customer Premises and provide a Courtesy Collection at no charge to the 822 Customer. Contractor is not required to provide more than one (1) Courtesy Collection for admitted 823 late set-outs per Customer per calendar year. For Residential Customers, one (1) Courtesy Collection 824 represents Collection of up to three (3) Carts (Recyclable Materials, Organic Materials, Solid Waste) 825 per incident. Contractor shall complete the Courtesy Collection by the end of the following Working 826 Day. The provisions of this Section shall only apply if the Customer acknowledges, and Contractor 827 documents in writing, that the event did not constitute a missed or incomplete Collection event by 828 the Contractor.
829 4.13 ACCESS TO CUSTOMER SERVICE AND BILLING SYSTEMS 830 Contractor shall provide access and any necessary training to one (1) or more City employee(s) (as 831 designated by the City) regarding the use of Contractor information systems as described in this Section. 832 Contractor shall designate one (1) member of Contractor staff to work directly with such City employee. 833 Such City employee and Contractor employee shall cooperate to ensure that the Contractor’s information 834 systems are integrated with the City’s Customer service systems, or are otherwise able to receive 835 information from such City systems on a daily basis (e.g., through manual input by Contractor staff) and 836 in a format, as determined by the City, that facilitates efficient recordkeeping and reporting. Upon request 837 by the City, Contractor shall utilize the City’s Customer Response Management System (CRM) or any 838 subsequent similar system, and shall respond to Customer requests transmitted to Contractor through 839 the City’s CRM system and enter resolutions to Customer requests directly into the City’s CRM system.
July 15, 2024 Page 22 City of San Leandro/ACI Franchise Agreement 840 Additionally, Contractor shall provide such City employee with access to Contractor’s Customer service, 841 call center, and operations information systems in order to validate Contractor performance standards 842 and recommend changes to Customer Service Levels to resolve service issues or otherwise address 843 Customer needs. In the event that recommended Service Level changes are made, the designated City 844 staff will work with Contractor’s designated manager to make such changes, which shall not be denied by 845 Contractor except for reasons related to Customer, Route driver, and/or equipment or site safety. 846 Contractor shall also provide read-only access to Customer contact information (including email 847 addresses) for purposes of City-provided public education and outreach activities. In addition, Contractor 848 shall ensure that the City Contract Manager and any other City staff, as requested by the City, have read849 only access to all service order, billing, and Customer service records in Contractor’s internal information 850 systems. Such read-only access is intended to provide the City the ability to review notes related to 851 Customer service and/or billing issues.
852 4.14 SERVICE EXEMPTIONS
853 The City’s Municipal Code and the ACWMA allow for some Generators that meet specific criteria to be 854 exempt from the requirements to subscribe to and pay for Recyclable Materials, Organic Materials, and/or 855 Solid Waste Collection services. Contractor shall provide all Customers with Collection Services unless the 856 Customer provides proof of a Collection service exemption, as described below. Failure to comply with 857 the requirements of this section may result in assessment of Liquidated Damages in accordance with 858 Exhibit F. The City or the ACWMA shall provide the forms to be used for service exemptions. 859 A. City Service Exemption. Commercial Businesses that do not operate a food establishment may 860 request a City exemption from the requirement to subscribe and pay for Discarded Materials 861 Collection services from the Contractor. Contractor shall review all exemption requests and 862 supporting documentation sent to Contractor by Customers in accordance with Section 3-6-220 of 863 the City’s Municipal Code. Contractor shall submit a recommendation to the City, for the approval 864 or denial of the Customer’s exemption request within five (5) Business Days of receiving the 865 exemption request. The City shall notify the Contractor of its determination for approval or denial 866 of the service exemption request, within ten (10) Business Days of receipt of Contractor’s 867 recommendation and documentation. The City ultimately retains the right to approve or deny any 868 exemption request, regardless of the recommendation provided by the Contractor. Contractor shall 869 notify Customers of the approval or denial of their exemption request within five (5) Business Days 870 of City’s decision and provide a statement for why the request was denied, if applicable. Upon 871 approval of a Customer’s exemption request, Contractor shall modify the Customer’s Service Level, 872 account data, and billing statement in accordance with Section 4.14.F. Contractor shall immediately 873 notify the City to revoke the Customer’s service exemption if that Customer is found to be in 874 violation of Chapter 3-1 or any other applicable provisions of the Municipal Code or the property 875 changes ownership and/or occupancy.
876 B. County Certification of Recycling Services. Commercial businesses and Multi-Family Customers that 877 meet specific criteria may request a County exemption from the requirement to subscribe and pay 878 for Recyclable Materials or Organic Materials Collection services from the Contractor. Upon 879 receiving proof from a Customer or the ACWMA of a Customer’s Certification of Recycling Services 880 (CRS) exemption, Contractor shall modify such Customer’s Collection Service Levels in accordance 881 with Section 4.14.F. Quarterly, Contractor shall report to the City Contract Manager all Customers 882 with an active CRS exemption in accordance with Exhibit D. Contractor shall immediately report to 883 the City and the ACWMA if the Customer is found in violation of the exemption requirements.
July 15, 2024 Page 23 City of San Leandro/ACI Franchise Agreement 884 Contractor shall notify the customer and recommence service within seven (7) days of receiving 885 confirmation from the ACWMA of the revocation of a Customer’s service exemption. These 886 exemptions shall be effective for a period of five (5) years from the date the application is approved 887 unless service is stopped and new service is started at the same address. Contractor shall be 888 responsible for re-commencing Recyclable Materials and/or Organic Materials Collection service for 889 Customers within ten (10) Working Days from the date on which the service exemption has expired 890 unless the Customer has provided proof to Contractor of an exemption renewal. 891 C. Vacancy Exemptions. Upon Customer request, Contractor shall cease providing (and collecting 892 payment for) Collection services to a Premises which is vacant for no less than thirty (30) calendar 893 days. Contractor shall be responsible for ongoing monitoring of Vacancy exemptions and restarting 894 service at the end of the exemption period or immediately upon finding the Customer is in violation 895 of the exemption.
896 D. Service Location Exemptions. Contractor shall provide service location exemptions to Single-Family 897 Customers in accordance with Exhibit B1.7.
898 E. Commercial and Multi-Family Waivers. The City or the ACWMA may grant waivers, subject to 899 compliance with SB 1383 requirements, to Commercial or Multi-Family Generators that impact the 900 scope of Contractor’s provision of service for those Customers. Such waivers shall be effective for a 901 period of five (5) years from the date the application is approved unless service is stopped and new 902 service is started at the same address. Contractor shall be responsible for re-commencing 903 Recyclable Materials and/or Organic Materials Collection service for Customers within ten (10) 904 Working Days from the date on which the service exemption has expired unless the Customer has 905 provided proof to Contractor of an exemption renewal. 906 1. De Minimis Waivers. Contractor shall modify a Customer’s Recyclable and/or Organic 907 Materials Collection service in accordance with Section 4.14.F if the Customer provides 908 documentation of a City or ACWMA approved waiver application, or the City or the ACWMA 909 provides such documentation to Contractor, demonstrating one of the following de minimis 910 conditions apply:
911 a. The Commercial Generator’s total Discarded Materials Collection service is two (2) 912 cubic yards or more per week, and Organic Waste subject to Collection in a Recyclable 913 Materials Container or Organic Materials Container comprises less than twenty (20) 914 gallons per week, per applicable Container, of the Commercial business’ total waste; or, 915 b. The Commercial Generator’s total Discarded Materials Collection service is less than 916 two (2) cubic yards per week, and Organic Waste subject to Collection in a Recyclable 917 Materials Container or Organic Materials Container comprises less than ten (10) gallons 918 per week, per applicable Container, of the Commercial business’ total waste. 919 2. Physical Space Waivers. Contractor shall modify a Customer’s Recyclable and/or Organic 920 Materials Collection service in accordance with Section 4.14.F if the Customer provides 921 documentation of a City or ACWMA approved waiver application, or the City or the ACWMA 922 provides such documentation to Contractor, demonstrating that the Premises lacks adequate 923 space for Recyclable Materials Containers and/or Organic Materials Containers.
July 15, 2024 Page 24 City of San Leandro/ACI Franchise Agreement 924 F. Service Level Updates. Within seven (7) Business days of a Customer’s approved exemption request 925 or application, or the Customer’s exemption status change after a re-verification determination, 926 Contractor shall modify the Customer’s Service Level, Customer account data, and billing as needed. 927 G. Waiver Re-verification. Contractor shall notify Generators no less than thirty (30) calendar days 928 prior to the expiration date of their active exemption or waiver with information on the 929 requirements to maintain their exemption status and instructions on how to reapply for an 930 exemption or waiver if applicable. The Contractor shall be responsible for re-verification of service 931 exemptions submitted in accordance with Section 4.14.A. Contractor may submit CRS exemption 932 requests and/or Commercial and Multi-Family waiver requests through the ACWMA’s online waiver 933 and exemption portal on behalf of Generators if they can provide sufficient evidence that the 934 Generator meets the requirements as described in Section 4.14.B or 4.14.E. Contractor shall be 935 responsible for confirming acceptance or denial of the exemption request and adjusting Collection 936 services in accordance with Section 4.14.F.
937 4.15 CLIMATE AND DISASTER RESILIENCY
938 A. Climate and Disaster Resiliency Planning. No less than one-hundred and twenty (120) days prior to 939 the Commencement Date, the Parties shall meet to discuss development of a Climate and Disaster 940 Response Plan to address the role of the Contractor in addressing City needs related to wartime, 941 natural, physical, or other disaster in, or proximate to, the City resulting in the declaration of a State 942 of Emergency by the City Manager or City Council, as well as any measures that may be necessary 943 for the Contractor to take over time to address climate change. No less than sixty (60) days prior to 944 the Commencement Date, Contractor shall develop a Climate and Disaster Response Plan and 945 submit the plan to the City for review and approval. Contractor shall make any City-requested 946 changes to the plan prior to final approval.
947 B. Disaster Response Protocol. The Parties shall develop and finalize a Disaster Response Protocol 948 prior to the Commencement Date that identifies specific communication and logistical actions, and 949 such other coordination between the Parties and internal to each Party such that Contractor 950 assistance can occur immediately following City declaration of an emergency. The protocol shall 951 become part of the Climate and Disaster Response Plan to be developed by the Parties as provided 952 in Section 4.15.A above. The Parties shall review the Protocol no less than annually and revise as 953 warranted.
954 C. Essential Service. Contractor acknowledges that it provides an essential service, and that while 955 provision of Collection service during or following a disaster may be affected by impacts to facilities, 956 equipment, and/or public infrastructure, Contractor is obligated to take all measures necessary to 957 provide such service in a timely and effective manner in compliance with this Agreement, Section 958 10.7 notwithstanding.
959 D. Availability of Contractor’s Personnel and Equipment. In event of a State of Emergency declared 960 by the City Manager or City Council, Contractor shall make available to the City the total amount of 961 resources (i.e. all equipment, vehicles, and/or personnel, including personnel time) used to perform 962 services under this Agreement as described in Section 4.2 through 4.9 that are necessary to deal 963 with the State of Emergency. Contractor shall comply with the City’s determination for how to 964 allocate Contractor’s resources during a State of Emergency such that some or all of Contractor’s 965 resources may be redirected for emergency services outside the scope of Sections 4.2 through 4.9 July 15, 2024 Page 25 City of San Leandro/ACI Franchise Agreement 966 of this Agreement. Contractor shall be compensated for such emergency services through 967 procedures set forth in subsection E below. For any resources directed towards the uninterrupted 968 Collection services provided to Customers in accordance with Section 4.2 through 4.9 of this 969 Agreement, Contractor shall receive compensation for Collection services provided through the 970 then current Rates paid by Customers receiving such uninterrupted Collection service. . 971 E. Contractor Reimbursement for Use of Additional Resources. Should Contractor provide emergency 972 services utilizing resources made available to the City, pursuant to subsection D above, during a 973 declared State of Emergency, Contractor shall submit to City detailed records of specific, and 974 reasonable costs and expenses borne by Contractor in providing such emergency services. City shall 975 compensate Contractor for such documented, reasonable expenses for emergency services 976 provided pursuant to subsection D within ninety (90) days of receipt of State and/or Federal 977 emergency agency reimbursement specific to these expenses. Should such reimbursement not 978 occur within five hundred and forty (540) days of Contractor’s complete submission as verified by 979 the City, City shall compensate Contractor for such fully documented costs. Contractor shall 980 promptly cooperate with City, State, and/or Federal reporting and documentation requirements 981 related to City receipt of reimbursement, including if City is pursuing reimbursement after having 982 reimbursed the Contractor. Contractor shall further comply with all applicable Federal, State, or 983 local funding and accounting requirements that may apply to expenses that will be reimbursed upon 984 notice of the same from City.
985 ARTICLE 5.
986 STANDARD OF PERFORMANCE
987 5.1 GENERAL
988 Contractor shall at all times comply with Applicable Law and provide services in a manner that is safe to 989 the public and the Contractor’s employees. Except to the extent that a higher performance standard is 990 specified in this Agreement, Contractor shall perform services in accordance with Recyclable Materials, 991 Organic Materials, C&D Debris, and Solid Waste management practices common to the San Francisco Bay 992 Area.
993 5.2 OPERATING HOURS AND SCHEDULES
994 A. Hours of Collection. Unless otherwise authorized by the City Contract Manager, Contractor’s days 995 and hours for Collection operations shall be as follows:
996 1. Residential Premises. Collection from Residential Premises shall only occur between the 997 hours of 6:00 a.m. and 6:00 p.m., Monday through Friday. 998 2. Commercial Premises. Collection from Commercial Premises that are two hundred (200) feet 999 or less from the nearest Residential Premises shall only occur between the hours of 6:00 a.m. 1000 and 6:00 p.m., Monday through Saturday. Collection from Commercial Premises more than 1001 two hundred (200) feet from Residential Premises shall only occur between the hours of 3:00 1002 a.m. and 6:00 p.m., Monday through Saturday.
1003 B. Holiday Collection Schedule. Contractor, at its sole discretion, may choose not to provide Collection 1004 services on a Holiday. In such event, Contractor shall provide Single-Family Collection services on July 15, 2024 Page 26 City of San Leandro/ACI Franchise Agreement 1005 the day following the Holiday thereby adjusting subsequent work that week with normally 1006 scheduled Friday Collection services being performed on Saturday; however, Customer service days 1007 shall be returned to the normal schedule within one (1) week of the Holiday. Multi-Family, 1008 Commercial, and City Collection services shall be adjusted as agreed between the Contractor and 1009 the Customer but must meet the minimum frequency requirement of one (1) time per week. The 1010 Contractor shall provide Customers notice of Holiday-related changes in Collection schedules at 1011 least two (2) weeks prior to the change.
1012 5.3 COLLECTION STANDARDS
1013 A. Servicing Containers. Contractor shall Collect and return each Container to the location where the 1014 Customer or Occupant properly placed the Container for Collection provided that Contractor shall 1015 not replace Containers in such a manner that blocks the public right-of-way or bicycle lanes, 1016 regardless of how the Containers were placed for Collection. Contractor shall place the Containers 1017 upright with lids properly secured. Such proper placement is designated in the Exhibits for each 1018 Customer Type.
1019 Contractor, at the request of Customers, may provide special services including: (i) unlocking 1020 Containers; (ii) accessing Container enclosures with a key; or, (iii) pulling or pushing Containers 1021 before and after Collection. Contractor may charge Customers for such extra services at the Rates 1022 approved by City for such services.
1023 Contractor may require Customers on private roads to sign road damage liability waivers prior to 1024 operating on such private streets. Additionally, Contractor may require Customers (including groups 1025 of Customers and homeowners’ associations) requesting Collection service from on-property 1026 motor-courts to sign damage liability waivers indicating the Customer’s choice to receive Collection 1027 services in such manner, prior to operating on such private streets or motor-courts. If Customers 1028 requesting service on private roads or on-property motor-courts fail to sign such waivers, 1029 Contractor may, upon approval, which may or may not be conditional, from the City Contract 1030 Manager require them to receive service at the nearest public right of way. 1031 B. Non-Collection, Courtesy Noticing. Prior to the Commencement Date, Contractor shall develop, 1032 and submit to the City Contract Manager for review and approval: a template Non-Collection Notice, 1033 for use in instances of acceptable non-Collection of Discarded Materials; and, a template Courtesy 1034 Notice, for use in instances of improper set-out of Discarded Materials, which the Contractor, at its 1035 sole option, elects or is otherwise required by this Section to Collect as a courtesy to the Customer. 1036 Such notices shall be specific to the City of San Leandro. In the event that Contractor encounters 1037 circumstances at a Customer Premises that prevent the Contractor from Collecting Discarded 1038 Materials that have been placed for Collection, Contractor shall leave a Non-Collection Notice at the 1039 Customer Premises clearly explaining Contractor’s reason for refusal to Collect the Discarded 1040 Materials, including specific identification of improper Customer sorting or Container placement. 1041 Contractor shall not be required to Collect Discarded Materials which are reasonably believed to 1042 contain Excluded Waste, pursuant to the requirements of Section 5.7. If Contractor intentionally 1043 refuses to Collect Discarded Materials (including Cardboard overages), but does not leave a Non1044 Collection Notice, it shall be considered a missed Collection per Section 4.9.3. Contractor may 1045 propose an alternative to a paper Non-Collection Notice left at Customer Premises (e.g., Customer 1046 notification via a phone call, email, or other electronic format) subject to City approval. Such an 1047 alternative must involve pro-active communication with Customer, initiated by Contractor.
July 15, 2024 Page 27 City of San Leandro/ACI Franchise Agreement 1048 In the event that Contractor encounters circumstances at a Customer Premises that allow for safe 1049 Collection of Discarded Materials, but do not otherwise reflect proper set-out procedures 1050 (including, but not limited to, over-full Containers, spills not caused by the Contractor, Carts placed 1051 too close together, Carts placed in front of one another, Carts placed too close to parked cars), 1052 Contractor shall Collect the material and leave a Courtesy Notice at the Customer Premises clearly 1053 explaining how the Customer failed to comply with proper set-out procedures. Non-Collection and 1054 Courtesy Notices shall contain all the information required by Exhibit J.1.D.1. 1055 Contractor shall educate the public on proper set-out procedures designed to maximize the 1056 efficiency of Collection (e.g., Carts spaced three (3) feet apart). However, Contractor acknowledges 1057 that such procedures are not practical in all circumstances and failure of the Customer to follow 1058 such procedures does not constitute a reason for non-Collection if the Discarded Materials may be 1059 safely and reasonably serviced. Contractor’s Route drivers shall dismount their Collection vehicles 1060 and reposition Containers as necessary to provide Collection service. Contractor may not require a 1061 Customer to set out the Customer’s Containers in such a manner that would block vehicle access to 1062 Customer’s driveway or garage. Contractor and Customers may mutually agree to uncommon 1063 service locations if necessary for Collection in specific areas (e.g., setting out all of the Carts in a 1064 court in a line down the middle of the court as opposed to Curbside). 1065 Contractor may refuse to Collect Recyclable Materials or Organic Materials Containers which are 1066 contaminated in accordance with Exhibit B, and shall leave an approved Non-Collection Notice 1067 informing Customer how to properly separate materials. Contractor shall perform at least one (1) 1068 Courtesy Collection per Rate Period per Customer of contaminated Recyclable Materials, at least 1069 one (1) Courtesy Collection per Rate Period per Customer of contaminated Organic Materials, and 1070 leave an approved Courtesy Notice notifying the Customer of the specific materials that have been 1071 incorrectly placed and informing the Customer in which Container the materials should be placed. 1072 Contractor shall increase the minimum number of Courtesy Collections made per Customer per 1073 Rate Period to two (2) per material stream if Contractor elects to perform and administer Customer 1074 contamination notices with an automated or on-board camera system. A Courtesy Collection of 1075 contaminated Recyclable Materials or Organic Materials may be made with a Solid Waste Collection 1076 vehicle, provided that the contaminants may safely and lawfully be Collected as Solid Waste. 1077 By way of example, and not limitation, the City and Contractor agree to the manner in which the 1078 following common occurrences will be addressed with regard to Non-Collection Notices and/or 1079 Courtesy Notices provided under this Agreement:
Collect, leave Courtesy Notice Refuse Collection, leave Non-Collection Notice • Cart placement
o Too close to another Cart
o In front of/behind another Cart
o Too close to a car, mailbox
o Under tree, basketball hoop, or
overhang
o Wheels not against Curb
o Cart on top of Curb instead of in the
street
o Cart facing the wrong way
o Lid open
• Not safe to Collect
• Contains hazardous, radioactive,
biohazardous, or infectious materials
• 2nd (or 3rd if monitoring is performed with
an automated or on-board camera
system) or more instance of nonhazardous contamination in any one Rate Period
• Container filled past “water line”, and will
likely spill material onto the ground if
Collected
July 15, 2024 Page 28 City of San Leandro/ACI Franchise Agreement Collect, leave Courtesy Notice Refuse Collection, leave Non-Collection Notice • 1st (and 2nd if monitoring is performed
with an automated or on-board camera
system) instance of contamination in
Recyclable Materials or Organic
Materials Container in any one Rate
Period
• Container filled past “water line”, but
safe to Collect, not likely to spill
• Solid Waste outside of a Container
without a pre-paid Extra Service Tag
• Container is overweight and may break if
lifted or is unsafe to handle by Contractor
personnel as determined in accordance
with Contractor’s labor agreements or by
the City Contract Manager.
1080 C. Litter Abatement. Contractor shall use due care to prevent spills or leaks of material placed for 1081 Collection, fuel, and other vehicle fluids while providing services under this Agreement. If any 1082 materials are spilled or leaked during Collection and Transportation, the Contractor shall clean up 1083 all spills or leaks before leaving the site of the spill. Contractor’s vehicles shall be equipped at all 1084 times with spill kits, including but not limited to a broom, shovel, and absorbent. 1085 Contractor shall not Transfer loads from one vehicle to another on any Public Street, unless it is 1086 necessary to do so because of mechanical failure, combustion of material in the truck, or accidental 1087 damage to a vehicle.
1088 Contractor shall cover all open Drop Boxes at the pickup location before Transporting materials to 1089 the Designated Facility.
1090 Contractor shall conduct public outreach and staff training to Customers on best management 1091 practices for litter abatement as part of the public outreach program. Such best management 1092 practices include, without limitation:
1093 1. Closing Container lids and right sizing service: Contractor staff will tag overfull Containers with 1094 Courtesy Notices, which will serve as outreach and education to the Customer. Photos of the 1095 Container will be taken by Contractor staff, attached to the Customer’s account, and will be 1096 available to outreach and Customer service staff in order to demonstrate to the Customer 1097 where a problem exists.
1098 2. Outreach to Customer on importance of bagging lightweight materials such as plastic bags, 1099 film plastics, foam peanuts, and other materials that can easily become litter due to their 1100 lightweight nature.
1101 3. Driver training on litter reduction techniques and litter removal best management practices. 1102 4. Affixing signage to the back of Contractor trucks which provides a phone number for residents 1103 to report material spills.
1104 D. Development and Review of Collection Specifications. Contractor shall work with the City to 1105 develop standard specifications for Collection Container enclosures at Commercial and Multi-Family 1106 Premises. These specifications shall be developed to ensure that the Collection Container 1107 enclosures are built to provide adequate space for and suitable configuration to allow the 1108 Contractor to safely and efficiently service Recyclable Materials, Organic Materials, and Solid Waste 1109 Containers. Contractor’s Operations Manager or other appropriately qualified staff shall, upon 1110 request by the City Contract Manager, provide a review of plans for new Single-Family, Multi-Family, 1111 Commercial, or other development or project design drawings. Contractor shall provide comments July 15, 2024 Page 29 City of San Leandro/ACI Franchise Agreement 1112 and recommendations resulting from the review in writing within ten (10) Working Days of receipt 1113 of the documents for review. In each review report, Contractor shall comment on the acceptability 1114 of the proposed enclosure arrangements in terms of: (i) the adequacy of space for Recyclable 1115 Materials, Organic Materials, and Solid Waste Containers; (ii) the accessibility of the Containers for 1116 Collection including whether additional charges (e.g., Push/Pull Charges) would apply; and, (iii) ease 1117 of use by tenants.
1118 E. No Commingling of Materials. Contractor shall Collect materials generated in the City in Collection 1119 Vehicles separately from other materials generated outside the City Service Area, unless otherwise 1120 approved by the City Contract Manager. In the event that the City Contract Manager approves 1121 comingling of materials generated in the City with materials generated outside the City, on a 1122 temporary or permanent basis, Contractor shall maintain clear records documenting the 1123 methodology used to allocate Collected materials to the City. Contractor shall not commingle 1124 materials which have been Source Separated with other materials types (for example, Source 1125 Separated Recyclable Materials which have been properly placed for Collection shall not be 1126 combined with Solid Waste or Source Separated Organic Materials). 1127 5.4 COLLECTION VEHICLE REQUIREMENTS
1128 As of the Effective Date, all Collection vehicles shall operate on compressed natural gas (CNG). Contractor 1129 shall replace Collection vehicles in accordance with the schedule contained in Exhibit G7 except as 1130 otherwise required by this Section. The Parties agree that the schedule contained in Exhibit G7 does not 1131 represent the limit of vehicle life and actual vehicle replacements shall occur on a schedule agreed upon 1132 by both Parties and subject to the fleet plan developed in accordance with this Section. The Parties 1133 acknowledge the requirements of the Advanced Clean Fleets Rule requiring Contractor to transition to a 1134 zero-emission fleet. The Parties further acknowledge that this requires use of new technology that is both 1135 relatively expensive and technically unproven compared to conventional fleets. The Parties agree that the 1136 cost of transitioning to a zero-emission fleet, and infrastructure changes and increased utility costs 1137 required for such fleet, shall result in a more precise and frequent review of actual specific cost categories 1138 including depreciation expenses, interest expenses, utility expenses, fuel costs, and vehicle maintenance 1139 costs that are impacted by a change from CNG to ZEV propulsion. Such review shall be used to determine 1140 an adjustment to Rates subject to the provisions of this Section. During such review, Contractor may 1141 request that other cost categories, beyond those listed in this Section, are considered in the evaluation of 1142 the Rate adjustment, and shall provide all information requested by the City in order to substantiate 1143 Contractor’s request. No additional cost categories shall be considered in the Rate adjustment pursuant 1144 to this Section without the prior approval of the City, which shall not be unreasonably withheld. The 1145 Parties shall work collaboratively to minimize the cost impact to Customers of the transition to a zero1146 emission fleet and infrastructure changes and increased utility costs required for such fleet, including 1147 making use of any delays that are allowed through the Advanced Clean Fleets Rule and any subsequent 1148 law or regulation. Contractor’s obligations to transition to a zero-emission fleet and all costs associated 1149 therewith shall not burden the City or Customers disproportionately to other jurisdictions or customers 1150 served by Contractor or its Affiliates under the same ownership, and if Contractor expands its fleet as a 1151 result of new, expanded, or extended service contracts or an expansion into new market areas, the City 1152 shall benefit proportionately from that expansion of services and impacts on Contractor’s fleet to the 1153 extent that such expansion reduces the City’s share of Contractor’s obligations under the Advanced Clean 1154 Fleets Rule. A condition precedent to the execution of this Agreement is Contractor’s identification and 1155 approval by the City Contract Manager of up to three (3) third party fleet expert(s) that can be timely July 15, 2024 Page 30 City of San Leandro/ACI Franchise Agreement 1156 engaged to conduct an assessment of Contractor’s existing fleet relative to the Advanced Clean Fleets 1157 Rule.
1158 Within thirty (30) days of the Effective Date of this Agreement, Contractor shall engage an approved third 1159 party fleet expert to conduct such an assessment, as considered through the common ownership rules of 1160 the regulation, and prepare a draft plan articulating the schedule and strategic considerations for how 1161 Contractor can most cost-effectively accomplish the fleet transition, using best available information at 1162 the time of the study including Contractor’s existing franchise agreements and durations remaining, 1163 exclusive of any extension options not yet granted or exercised. Such draft plan shall be submitted 1164 concurrently to Contractor and the City for review, consideration, and feedback. The third-party expert 1165 shall then revise the draft plan and provide to Contractor and the City. Based on the revised draft plan, 1166 Contractor shall prepare a forecast for each Rate Year remaining in this Agreement of Contractor’s 1167 proposed change in maintenance, fuel, utilities, depreciation, and interest expense on Contractor’s 1168 operations covered by the fleet (including necessary infrastructure changes), as defined by the Advanced 1169 Clean Fleets Rule’s common ownership provisions. The financial forecast shall also illustrate the allocation 1170 of costs to various jurisdictions and/or customers on a proportional basis to the number of vehicles. The 1171 plan prepared by the third-party fleet expert, as well as the financial forecast prepared by Contractor, 1172 shall be subject to review, due diligence, reasonable requests for changes, and approval by the City's 1173 Contact Manager that shall not be unreasonably withheld. Once the fleet plan and financial forecast have 1174 been approved by the City’s Contract Manager, that plan shall form the preliminary basis for the 1175 Contractor’s vehicle plan and shall be incorporated into this section of the Agreement by reference. 1176 No less than thirty (30) days prior to Contractor ordering any new or replacement vehicle(s) or necessary 1177 infrastructure equipment, Contractor shall notify the City of Contractor’s intent to purchase such 1178 vehicle(s) and/or equipment. Such notice shall state the intended replacement timing and vehicle type 1179 from the fleet plan and whether Contractor’s proposal is in accordance with the approved plan and 1180 financial forecast or some alternative to it. Such notice shall include Contractor’s then-current assessment 1181 of: i) the potential for regulatory or statutory relief from the requirements of the Advanced Clean Fleets 1182 Rule; ii) the technical feasibility of using the proposed equipment including the adequacy of that 1183 equipment for the type, size, terrain, and weather conditions experienced by that vehicle in its operations; 1184 iii) the cost effectiveness of this specification as demonstrated by at least three vendor quotes/bids for 1185 similarly specified equipment; iv) a statement of Contractor’s new, expanded, or extended service 1186 contracts or expansion of service into a new market area and the implications of the Advanced Clean 1187 Fleets Rule’s common ownership provisions; and v) Contractor’s proposed changes to vehicle 1188 maintenance, fuel, utilities, depreciation, and interest expense and/or schedule resulting from the 1189 purchase, relative to the initial plan and financial forecast approved by the City. The City Contract Manager 1190 shall have fifteen (15) days to respond to Contractor’s notice of intended fleet/equipment purchase with 1191 either an approval of the purchase or with specific reasonable concerns and/or objections. In the event 1192 that the City Contract Manager agrees with the purchase, the changes in vehicle maintenance, fuel, 1193 utilities, depreciation, and interest expense shall take effect in the rate application immediately following 1194 Contractor’s receipt of the vehicle(s) and/or equipment, prorated to the first day of the month following 1195 the date such vehicle(s) and/or equipment were placed into service. In the event that City Contract 1196 Manager objects to a purchase or the allocation of its costs to the City, Contractor and the City Contract 1197 Manager shall meet and confer within fifteen (15) days of City Contract Manager’s response to Contractor. 1198 In the event that the Parties are unable to resolve the matter, the Parties shall submit the specific 1199 unresolved issue(s) for consideration by an independent third-party fleet expert whose decision shall be 1200 binding on the Parties. The independent third-party expert shall be one of the third party experts 1201 identified and agreed to by the Parties prior to the execution date of this Agreement or mutually agreed July 15, 2024 Page 31 City of San Leandro/ACI Franchise Agreement 1202 upon by the Parties, the work shall be directed jointly by the Parties, and the cost of their review and 1203 recommendation shall be shared equally by the City and Contractor. 1204 Contractor shall provide a fleet of Collection vehicles sufficient in number and capacity to efficiently 1205 perform the work required by the Agreement in strict accordance with its terms. Contractor shall have 1206 available sufficient back-up vehicles for each type of Collection vehicle used to respond to scheduled and 1207 unscheduled maintenance, service requests, Complaints, and emergencies. All such vehicles shall have 1208 watertight bodies designed to prevent leakage, spillage, or overflow. All such vehicles shall meet On-Road 1209 Heavy Duty Vehicle emissions requirements for model year 2015, or the appropriate emission 1210 requirements for the model year of the vehicle purchased, if newer, and comply with all Federal, State, 1211 and local laws and regulations. Contractor’s vehicles shall utilize Recycled motor oil to the extent 1212 practicable. Upon City approval, Collection vehicles shall have the capability of carrying and safely 1213 Transporting empty and full Used Oil Recovery Kits, as well as the capacity to Collect and Transport loose 1214 Cardboard overages, to ensure that Contractor is capable of complying with Exhibit B. 1215 Vehicles used in the Collection of Solid Waste, Recyclable Materials and Organic Materials shall be 1216 thoroughly washed on a minimum of one (1) time per week or more frequently if necessary, so as to 1217 present a clean appearance of the exterior and interior compartment of the vehicle under this Agreement. 1218 Contractor's name and local telephone number shall be displayed on all vehicles in at least four (4) inch 1219 characters. Vehicles shall be equipped to allow for educational messaging to be displayed. Contractor shall 1220 provide mock-ups of any truck signage to the City Contract Manager for approval prior to the final printing 1221 or design of such signage. Contractor shall implement any changes requested by the City Contract 1222 Manager including changes to the proposed content or sign size (contingent on size limitations for each 1223 vehicle type).
1224 Contractor shall not place the City's logo on its vehicles. Contractor shall not use vehicles identified for 1225 use in the City in any other jurisdiction, or use vehicles labeled for use in other jurisdictions in the City 1226 without prior approval from the City and subject to the following conditions:
1227 1. Contractor’s use of vehicles identified for use in the City in any other jurisdiction, or use of 1228 vehicles labeled for use in other jurisdictions in the City shall be limited to: i) trucks used for 1229 weekend Recyclable Materials Collection Routes for which Recyclable Materials are allocated 1230 in accordance with subsection three (3) below; ii) trucks used for weekend Organic Materials 1231 or Solid Waste Collection Routes subject to the limitations described in subsection two (2) 1232 below; or iii) trucks used to cover a staff reassignment so long as the truck has been emptied 1233 prior to starting the reassigned route within the City. 1234 2. For any vehicle used for the Collection of Solid Waste from multiple jurisdictions, Contractor 1235 shall weigh, and empty material Collected in between each jurisdiction’s Collection routes 1236 such that the actual tonnage of Solid Waste Collected can be attributed to the correct 1237 jurisdiction of origin.
1238 3. For any vehicle used for the Collection of Recyclable Materials or Organic Materials from 1239 multiple jurisdictions, Contractor shall allocate the Tonnage of Recyclable Materials or 1240 Organic Materials to the City by apportioning to the City its percentage of the total Tonnage 1241 Collected on the shared route based on the aggregate volume, expressed in yards or gallons, 1242 of containers collected. Contractor shall calculate the City’s allocation by dividing the total 1243 Service Level volumes Collected in the City by the total Service Level volumes Collected from 1244 all Containers on the shared route. For example, if Contractor collects three (3) Tons of July 15, 2024 Page 32 City of San Leandro/ACI Franchise Agreement 1245 Recyclable Materials from Customers with fifty 50 yards of service in San Leandro and one 1246 hundred (100) yards of service in Castro Valley, the City shall be apportioned one (1) Ton or 1247 thirty-three and one-third percent (33.3%) (fifty (50) yards/one hundred and fifty (150) yards) 1248 of the Tonnage collected on that route.
1249 Contractor shall inspect each vehicle daily to ensure that all equipment is operating properly. Vehicles 1250 that are not operating properly shall be taken out of service until they are repaired and operate properly. 1251 Contractor shall repair, or arrange for the repair of, all of its vehicles and equipment for which repairs are 1252 needed because of accident, breakdown, or any other cause so as to maintain all equipment in a safe and 1253 operable condition. City Contract Manager may inspect vehicles at any reasonable time, and within three 1254 (3) calendar days of such a request, to determine compliance with sanitation requirements. 1255 All Collection operations shall be conducted as quietly as possible and shall conform to applicable Federal, 1256 State, County, and City noise level regulations. The City may request Contractor to check any piece of 1257 equipment for conformance with the noise limits in response to Complaints and/or when the City Contract 1258 Manager believes it is reasonable to do so. In the event that Contractor’s Collection activities are the 1259 subject of noise Complaints from Residents that are near non-Residential service locations, Contractor 1260 shall meet and confer with the City Contract Manager to identify whether alternative Collection times or 1261 methods could be used to mitigate the noise concerns. 1262 Contractor shall furnish the City a written (electronic) inventory of all vehicles, including Collection 1263 vehicles, used in providing service, and shall update the inventory report annually. The inventory shall list 1264 all vehicles by manufacturer, ID number, date of acquisition, fuel type, capacity, and decibel rating. 1265 Contractor shall cooperate with the Designated Facility operators and Approved Facility to ensure that all 1266 Collection vehicles used to deliver Discarded Materials and C&D Debris to the Designated or Approved 1267 Facility(ies) are weighed to determine unloaded (“tare”) weights no later than thirty (30) days prior to the 1268 Commencement Date. Contractor shall coordinate with the Designated Facility or Approved Facility 1269 operators to re-tare vehicles immediately after any major maintenance service on a Collection vehicle and 1270 prior to placing any additional or replacement Collection vehicles into service. 1271 5.5 CONTAINER REQUIREMENTS
1272 A. Containers Provided to Customers. All Carts, Bins, and Drop Boxes, excluding compactors, shall be 1273 provided by Contractor to all Customers as part of services provided by Contractor. Contractor shall 1274 provide Containers for storage and Collection of Solid Waste, Recyclable Materials, and Organic 1275 Materials. Contractor shall provide Containers to new Customers requesting service initiation, or 1276 existing Customers requesting a Used Oil Recovery Kit within five (5) Working Days of Contractor’s 1277 first receipt of the Customer request. Contractor-provided Containers shall be new or clean used 1278 Containers, and Carts and Bins shall be designed and constructed to be watertight and prevent the 1279 leakage of liquids. All Containers shall display the City’s name, Container capacity (yards or gallons), 1280 and some identifying inventory or serial number.
1281 B. Container Standards
1282 1. All Carts shall be manufactured by injection or rotational molding methods. Carts provided 1283 to Customer shall have a useful life of ten (10) or more years as evidenced by a manufacturer’s 1284 warranty or other documentation acceptable to the City.
July 15, 2024 Page 33 City of San Leandro/ACI Franchise Agreement 1285 2. All Containers with a capacity of one (1) cubic yard or more shall meet applicable Federal 1286 regulations for Bin safety and be covered with attached lids. 1287 3. Contractor shall differentiate Solid Waste Containers, Recyclable Materials Containers, and 1288 Organic Materials Containers from each other by providing Containers of different colors 1289 (blue for Recyclable Materials, green for Organic Materials, and grey for Solid Waste), unless 1290 approved otherwise by the City Contract Manager in accordance with this Section and 1291 Applicable Law.
1292 4. Contractor shall obtain the City’s written approval of Container specifications, colors, and 1293 labeling before acquisition, painting, and labeling occurs. 1294 5. When purchasing plastic Collection Containers, Contractor shall purchase Containers that 1295 contain a minimum of 30% post-consumer Recycled plastic content. 1296 6. All such Containers shall be 100% Recyclable at the end of their useful life. 1297 7. Prior to ordering Containers for use under this Agreement, Contractor and City Contract 1298 Manager shall meet and confer to ensure the proposed Container specifications and labels 1299 comply with Applicable Law, including, but not limited to, the final SB 1383 regulations. 1300 8. All new or replacement Containers during the Term shall comply with the color and labeling 1301 requirements set forth in this Section and Applicable law, including, but not limited to, SB 1302 1383 (14 CCR Section 18982 and 14 CCR, Division 7, Chapter 12, Article 3). Notwithstanding 1303 this Section, the Contractor shall not be required to replace functional Containers, including 1304 Containers purchased prior to January 1, 2022, that do not comply with the color 1305 requirements of Section 5.5.C prior to the end of the useful life or necessary replacement of 1306 those Containers, or prior to January 1, 2036, whichever comes first. On and after January 1, 1307 2036, all Containers in service by the Contractor shall comply with the Container color and 1308 labeling requirements of this Section and SB 1383. 1309 C. Container Labeling Contractor shall provide to the City a mockup of all Containers, including all 1310 Container markings and color, for approval by the City in advance of ordering such Containers. On 1311 the lid of each Cart, and the body of each Bin, Drop Box, and Public Litter Container, Contractor shall 1312 label the ultimate destination of such materials as follows: “LANDFILL” for Solid Waste; “RECYCLE” 1313 for Recyclable Materials (including Cardboard, mixed paper, metal, etc.); and, “ORGANICS” for 1314 Organic Materials (including Food Scraps, Yard Trimmings, wood waste, etc.). On the body of each 1315 Cart, Bin, and Drop Box, Contractor shall label the Container capacity (in gallons for Carts, and cubic 1316 yards for Bins and Drop Boxes). Container body labeling shall be positioned on the side of each 1317 Container so it is visible to the Customer at all times. Each Cart and Public Litter Container shall be 1318 stamped with the City Logo, and no Container shall be stamped or labeled with Contractor’s name 1319 or logo, unless otherwise approved by City Contract Manager. 1320 Customer Containers must be in readily identifiable colors to facilitate Customer's ready recognition 1321 of Solid Waste, Recyclable Materials, and Organic Materials. Unless otherwise approved in writing 1322 by the City Contract Manager, Solid Waste Containers shall be grey, Recyclable Materials Containers 1323 shall be blue, and Organic Materials Containers shall be green. Subject to City approval, Contractor 1324 shall display City's name using labels, decals, hot stamp, or other approved method. Contractor shall 1325 be prohibited from including Contractor’s name and/or logo on any Containers utilized in the City 1326 unless otherwise approved by City Contract Manager.
July 15, 2024 Page 34 City of San Leandro/ACI Franchise Agreement 1327 All Customer Containers shall be labeled in accordance with the requirements of SB 1383. 1328 Recyclable Materials and Organic Materials Container labels must include at least three (3) graphic 1329 examples of materials that are accepted in the Container, and at least two (2) graphic examples of 1330 materials that are prohibited from being placed in the Container, clearly displaying that the 1331 prohibited materials are prohibited (using recognizable symbols). Solid Waste Container labels must 1332 include at least two (2) graphic examples of materials that are prohibited from being placed in the 1333 Container, clearly displaying that the prohibited materials are prohibited (using recognizable 1334 symbols), and a statement that proper separation of Recyclable Materials and Organic Materials is 1335 mandatory.
1336 All Carts shall include a high-quality educational information label using in-mold technology, such 1337 that all labeling shall be integral to the lid, though the use of injection molding, and shall not be 1338 affixed to any part of the Cart or lid through the use of adhesives, unless otherwise approved in 1339 advance by the City Contract Manager. Notwithstanding the provisions of this Section, or the 1340 requirements of SB 1383, the in-mold lid label shall include: information about the Collection 1341 program; acceptable materials; prohibited materials; notification forbidding Hazardous Waste and 1342 describing proper Disposal thereof; and notification forbidding scavenging (through words and 1343 international symbols) and describing the penalties therefore under California law or City 1344 Resolution.
1345 Contractor shall provide Drop Boxes containing fully SB 1383 compliant labeling and color 1346 specifications to Customers subscribing to regular, ongoing Drop Box service, subject to Section 1347 5.5.B.8.
1348 D. Repair and Replacement of Containers; Inventory. 1349 1. Contractor shall be responsible for repairing or replacing Containers when Contractor 1350 determines the Container is no longer suitable for service; or when the City or Customer 1351 requests replacement of a Container that does not properly function, leaks, is damaged, or is 1352 otherwise not fit for service. Contractor shall be responsible for acquiring and providing the 1353 replacement Containers. Contractor shall repair or replace all lost, stolen, missing, damaged, 1354 or broken Containers (except Public Litter Containers that shall be maintained in accordance 1355 with Section 4.9) within one (1) week of Customer or City request. Any such replacements are 1356 in addition to replacements requested by a Customer under Section 5.5.D.3 below. In the 1357 event that Contractor has reason to believe that a Customer may be abusing the repair and 1358 replacement requirement of this Section, Contractor may present the basis for their belief to 1359 the City Contract Manager who may, in their sole discretion, modify how the obligations of 1360 this Section are applied to such Customer.
1361 2. Contractor shall maintain a sufficient inventory of Containers to accommodate new Customer 1362 requests for service, requests for change in Service Levels (size, type, or number of 1363 Containers) from current Customers, and requests for replacement due to damage. 1364 3. Contractor shall provide to Single-Family Customers at least one (1) free Cart replacement per 1365 any twelve (12) month period for any reason, upon Customer request. If Customer requests 1366 more than one (1) Cart replacement per any twelve (12) month period, Contractor shall make 1367 Carts available at the City-approved Rate for such services. In addition, Customers may also 1368 request one (1) Cart size exchange per Rate Period at no charge. All such Containers shall be 1369 provided on or before Customer’s next regular Collection date. Contractor’s failure to comply July 15, 2024 Page 35 City of San Leandro/ACI Franchise Agreement 1370 with the Container requirements may result in assessment of Liquidated Damages pursuant 1371 to Section 10.6 and Exhibit F.
1372 4. Contractor shall maintain an inventory of one (1) gallon kitchen pails to provide to Residential 1373 Customers and Multi-Family Occupants, with replacement pails to be provided upon request. 1374 Contractor may replenish the inventory in a manner to meet the annual demand for kitchen 1375 pails using funds allocated within the education and outreach budget described in Exhibit C. 1376 E. Maintenance, Cleaning, Painting. All Containers shall be maintained in a safe, serviceable, and 1377 functional condition and present a clean appearance. Such maintenance shall include but not be 1378 limited to ensuring that Bins have operational wheels if equipped. Contractor shall repair or replace 1379 all Containers damaged by Collection operations in accordance with standards specified in Section 1380 5.5.D and Section 4.9 for Public Litter Containers, unless damage is caused by Customer's gross 1381 negligence, in which case, the Customer will be billed for repair or replacement of Container at a 1382 City-approved Rate for such service. All Containers shall be maintained in a functional condition. 1383 Contractor shall provide clean and repainted Containers as needed (other than Carts) to present a 1384 clean appearance. Contractor, at its sole expense, shall remove graffiti from Containers within one 1385 (1) Working Day of identification by Contractor or notice by City or Customer if such graffiti includes 1386 any written or pictorial obscenities and otherwise within a one (1) week period. Contractor shall 1387 offer steam cleaning service (or clean Container exchange) to Customers requesting such service 1388 and shall charge Customers for such cleaning (or Container exchange) at the City-approved Rate for 1389 such service.
1390 Upon request from the City Contract Manager, Contractor shall provide the City with a list of 1391 Containers and the date each Container was painted and maintained. 1392 F. City Ownership of Containers at End of Term. Upon expiration or early termination of Agreement, 1393 all Containers purchased under this Agreement shall become property of the City at no cost to the 1394 City.
1395 At its sole discretion, the City may elect not to exercise its rights with regards to this Section and, in 1396 such case, the Containers shall remain the property of the Contractor upon the date of this 1397 Agreement’s expiration or earlier termination. In such case, Contractor shall be responsible for any 1398 outstanding depreciation and for removing all Containers in service from the Premises within 1399 fourteen (14) Working Days of the expiration date or early termination date of this Agreement or 1400 within a different timeframe mutually agreed to by the Parties. Contractor shall arrange for reuse 1401 or Recycling of Containers removed from the City, provided that Contractor not place Containers 1402 labeled for use in the City into service in any other jurisdiction without prior written approval from 1403 the City Contract Manager.
1404 5.6 PERSONNEL
1405 A. General. Contractor shall furnish such qualified personnel as may be necessary to provide the 1406 services required by this Agreement in a safe and efficient manner. Contractor shall designate at 1407 least one (1) qualified employee as City’s primary point of contact with Contractor who is principally 1408 responsible for Collection operations and resolution of service requests and Complaints. Such 1409 individual shall be empowered to negotiate on behalf of and bind Contractor with respect to any July 15, 2024 Page 36 City of San Leandro/ACI Franchise Agreement 1410 changes in scope, dispute resolution, compensation adjustments, and service-related matters which 1411 may arise during the Term of this Agreement.
1412 Contractor shall use its best efforts to assure that all employees present a neat appearance and 1413 conduct themselves in a courteous manner. Contractor shall not permit its employees to accept, 1414 demand, or solicit, directly or indirectly, any additional compensation, or gratuity from Customers 1415 or members of the public.
1416 B. Hiring of Displaced Employees; Continuity of Staffing. Contractor is aware of and shall comply with 1417 the requirements of and duties imposed by Sections 1072 and 1075 of the California Labor Code 1418 regarding offers of employment to any displaced employees resulting from a change in service 1419 provider, if any, resulting from this Agreement or upon the expiration of this Agreement. 1420 The number of staffing positions to be provided by Contractor to perform the services described 1421 herein to the City are identified in Exhibit G. Failure to consistently maintain these staffing levels, 1422 by position, during the Term of the Agreement shall be considered a material breach, provided that 1423 prior to such action being determined a breach, Contractor and City shall meet and confer to 1424 determine whether staffing levels may be adjusted. If City and Contractor agree to a reduction in 1425 Contractor staffing levels, the resulting cost savings shall be reflected as an “Other Adjustment” 1426 during the next scheduled Rate adjustment, in accordance with Exhibit E. 1427 C. Driver Qualifications. All drivers must have in effect a valid driver’s license, of the appropriate class, 1428 issued by the California Department of Motor Vehicles. Contractor shall use the Class II California 1429 Department of Motor Vehicles employer “Pull Notice Program” to monitor its drivers for safety. 1430 D. Safety Training. Contractor shall provide suitable operational and safety training for all of its 1431 employees who operate Collection vehicles or equipment. Contractor shall train its employees 1432 involved in Collection to identify, and not to Collect, Excluded Waste. Upon the City Contract 1433 Manager’s request, Contractor shall provide a copy of its safety policy and safety training program, 1434 the name of its safety officer, and the frequency of its trainings. 1435 E. Key Personnel. Contractor shall make every reasonable effort to maintain the stability and 1436 continuity of Contractor’s staff assigned to perform the services required under this Agreement. 1437 Contractor shall notify the City of any changes in Contractor’s key staff to be assigned to perform 1438 the services required under this Agreement and shall obtain the approval of the City Contract 1439 Manager of all proposed key staff member changes, including the General Manager, Route 1440 Supervisor, Sustainability Specialist, and Customer Service Manager, who are to be assigned to 1441 perform services under this Agreement prior to any such performance. The City shall not 1442 unreasonably withhold approvals of staff changes and shall respond to approval requests of a 1443 staffing change within five (5) Business Days of Contractor’s notice to the City of such change. 1444 Notwithstanding City’s approval of Contractor’s personnel, Contractor shall not be relieved from 1445 any liability resulting from the work to be performed under this Agreement, nor shall Contractor be 1446 relieved from its obligation to ensure that its personnel maintain all requisite certifications, licenses, 1447 and the like, and Contractor shall at all times ensure that its personnel fully comply with Applicable 1448 Law.
1449 At any point during the Term of this Agreement, the City may request in writing, followed by a meet 1450 and confer with Contractor senior management, that any of Contractor’s employees be reassigned July 15, 2024 Page 37 City of San Leandro/ACI Franchise Agreement 1451 such that they no longer perform work directly relating to this Agreement. Such request by City shall 1452 provide a statement describing the reasonable cause for such request. Following such meet and 1453 confer period, if the Parties agree that such employee may be reassigned or legally terminated, 1454 Contractor shall remove the identified employee(s) from performing work directly related to this 1455 Agreement; the vacated position(s) must be filled by Contractor with a suitable replacement within 1456 ten (10) calendar days and Contractor shall immediately fill the vacated position with a temporary 1457 replacement, if required to perform without delay, all services required under this Agreement 1458 F. Sustainability Specialist. Contractor shall provide no less than two (2) full-time Sustainability 1459 Specialist(s) and maintain staff in such position through the Term of the Agreement. The duties of 1460 the Sustainability Specialist(s) will be focused on public education, community outreach, 1461 Commercial and Multi-Family site visits, and technical assistance, and will be substantially as 1462 described in Exhibit C, Public Education and Outreach Requirements. The Sustainability Specialist(s) 1463 shall be full-time, regular, professional positions, compensated in accordance with the wages shown 1464 in Contractor’s Proposal for such positions (which may also be called “Recycling Coordinators” or 1465 “Diversion Coordinators”). Contractor acknowledges that the Sustainability Specialist role is not 1466 intended to be an internship, or entry-level role, and that the role shall not include serving as regular 1467 support for other internal or administrative Contractor functions. City shall have the option to 1468 participate in the hiring and training process of Contractor’s Sustainability Specialist(s). City shall 1469 also hire a full-time corresponding staff member who will work in partnership with Contractor’s 1470 Sustainability Specialist(s), Contractor shall have the option to participate in the training of such City 1471 employee.
1472 In the event that Contractor fails to provide the required number of full-time equivalent 1473 Sustainability Specialists for more than four (4) months (eighteen [18] consecutive weeks), 1474 Contractor shall remit to the City $14,500 per un-provided Sustainability Specialist for every month 1475 (in excess of four [4] months) such employee is not provided. Such amount shall be adjusted 1476 annually by the same percentage used to adjust Rates in accordance with Exhibit E. For example, if 1477 for six (6) months Contractor provides only one (1) employee, rather than the required two (2), 1478 Contractor would remit to the City a minimum of $29,000 (assuming no annual adjustment of the 1479 amount has occurred). Contractor shall remit such payment within fifteen (15) Business Days of a 1480 written request by the City. The intent of this payment is for the City to utilize the funds to 1481 separately procure equivalent public education services and ensure the contractually agreed upon 1482 levels of technical assistance and outreach to Customers. In the event that the City, in its sole 1483 discretion, determines that Contractor has demonstrated a good faith effort, but has been unable 1484 to fulfil the requirements of this Section 5.7.F within the timelines described herein, the City shall 1485 have the right to waive this requirement though written notice to the Contractor. 1486 For the purposes of determining if a Sustainability Specialist is being provided in accordance with 1487 the preceding paragraph, the position shall not be considered vacant if the individual filling the 1488 position is on vacation, sick leave, other authorized time off, worker’s compensation leave, or leave 1489 under the Family Medical Leave Act for a period of up to four (4) months so long as Contractor 1490 continues to adequately perform its obligations under this Agreement. 1491 G. Wages and Benefits. Wages and benefits applicable to employees performing work under the 1492 Agreement shall not be less than those stated in the San Leandro Municipal Code Chapter 1-6, Living 1493 Wage. Contractor shall maintain compliance with the City’s Living Wage Ordinance throughout the 1494 Term of this Agreement.
July 15, 2024 Page 38 City of San Leandro/ACI Franchise Agreement 1495 5.7 HAZARDOUS WASTE INSPECTION AND HANDLING
1496 A. Inspection Program and Training. Contractor shall develop a load inspection program that includes 1497 the following components: (i) personnel and training; (ii) load checking activities; (iii) management 1498 of wastes; and, (iv) record keeping and emergency procedures. 1499 Contractor’s load checking personnel, including its Collection vehicle drivers, shall be trained in: (i) 1500 the effects of Hazardous Substances on human health and the environment; (ii) identification of 1501 prohibited materials; and, (iii) emergency notification and response procedures. Collection vehicle 1502 drivers shall inspect Containers before Collection when practical. 1503 B. Response to Excluded Waste Identified During Collection. If Contractor determines that material 1504 placed in any Container for Collection is Excluded Waste or presents a hazard to Contractor's 1505 employees, the Contractor shall have the right to refuse to accept such material. The Generator 1506 shall be contacted by the Contractor and requested to arrange proper Disposal. If the Generator 1507 cannot be reached immediately, the Contractor shall, before leaving the Premises, leave a Non1508 Collection Notice, which indicates the reason for refusing to Collect the material and lists the phone 1509 number of a facility that accepts the Excluded Waste or a phone number of an entity that can 1510 provide information on proper Disposal of the Excluded Waste. Under no circumstances shall 1511 Contractor’s employees knowingly Collect Excluded Waste or remove unsafe or poorly 1512 containerized Excluded Waste from a Collection Container. 1513 If Excluded Waste is found in a Collection Container or Collection area that could possibly result in 1514 imminent danger to people or property, the Contractor shall immediately notify the Fire 1515 Department.
1516 C. Response to Excluded Waste Identified At Processing or Disposal Facility. Materials Collected by 1517 Contractor will be delivered to the applicable Approved or Designated Facility(ies) for purposes of 1518 Processing or Disposal. In the event that load checkers and/or equipment operators at such facility 1519 identify Excluded Waste in the loads delivered by Contractor, such materials shall be placed in an 1520 Excluded Waste storage Container(s) and removed following the Approved or Designated Facility’s 1521 protocols and in accordance with Applicable Laws and regulatory requirements. The cost of removal 1522 and proper handling and Disposal shall be the Contractor responsibility and Contractor may at its 1523 sole expense attempt to identify and recover the cost of Disposal from the Generator. If the 1524 Generator can be successfully identified, the cost of this effort, as well as the cost of Disposal shall 1525 be chargeable to the Generator. If the Generator cannot be successfully identified, the cost of this 1526 effort shall be recoverable by the Contractor through the Rate review process. 1527 5.8 CONTRACT MANAGEMENT
1528 City has designated staff, the City Contract Manager, to be responsible for the monitoring and 1529 administration of this Agreement. Contractor shall designate an employee to serve as Contractor’s 1530 Contract Manager(s), to be responsible for working closely with the City Contractor Manager in the 1531 monitoring and administration of this Agreement. At any point during the Term of this Agreement, the 1532 City may require that Contractor’s Contract Manager not be involved in the management, operations, 1533 administration, marketing, or other activities of Contractor other than under this Agreement and up to 1534 one (1) other community’s franchise agreement if Contractor’s Contract Manager is unable to devote the 1535 necessary time to Contractor’s obligations under this Agreement, provided that Contractor’s Contract July 15, 2024 Page 39 City of San Leandro/ACI Franchise Agreement 1536 Manager may be involved with up to two (2) other communities in order to respond to temporary, short1537 term staffing turnover as needed. In such case, Contractor shall be responsible for notifying the City 1538 Contract Manager of such other community(ies), the length Contractor’s Contract Manager’s involvement 1539 therewith, and any change in assignments. In the event the Contractor’s Contract Manager(s) is not 1540 providing satisfactory responsiveness to City Contract Manager requests, City may require Contractor to 1541 appoint a new Contractor Contract Manager, which can include appointing a new Contractor Contract 1542 Manager who is part of the existing Contractor staff performing significant functions within the City, at no 1543 additional cost.
1544 The Contractor’s Contract Manager shall meet and confer with the City Contract Manager to resolve 1545 differences of interpretation and implement and execute the requirements of this Agreement in an 1546 efficient, effective manner that is consistent with the stated objectives of this Agreement. 1547 From time to time, the City Contract Manager may designate other agents of City to work with Contractor 1548 on specific matters. In such cases, those individuals should be considered designates of the City Contract 1549 Manager for those matters to which they have been engaged. Such designates shall be afforded all of the 1550 rights and access granted thereto. In the event of a dispute between the City Contract Manager’s 1551 designate and Contractor, Contractor may only appeal to the City Contract Manager. 1552 In the event of dispute between the City Contract Manager and the Contractor regarding the 1553 interpretation of or the performance of services under this Agreement, the City Contract Manager’s 1554 determination shall be conclusive except where such determination results in a material impact to the 1555 Contractor’s revenue and/or cost of operations. In the event of a dispute between the City Contract 1556 Manager and the Contractor results in such material impact to the Contractor, the provisions of Section 1557 10.9 shall apply. For the purposes of this Section 5.9, “material impact” is an amount equal to or greater 1558 than fifty thousand dollars ($50,000) per year.
1559 City Contract Manager or their designate shall have the right to observe and review Contractor operations 1560 and enter Premises for the purposes of such observation and review, including review of Contractor’s 1561 records, during reasonable hours with reasonable notice. Contractor shall, under normal working 1562 conditions, allow access to such Premises after a period of not more than three (3) calendar days after 1563 receiving such a request. City Contract Manager shall be granted access to Contractor’s information 1564 systems and Customer service database in accordance with Section 4.9. 1565 5.9 ENVIRONMENTALLY PREFERRABLE PURCHASING
1566 Contractor shall adhere to the Environmentally Preferred Purchasing policy approved by the City and 1567 included in Exhibit I for all purchases made in conjunction with this Agreement. Contractor shall include a 1568 summary of their environmentally preferable purchasing activities in their Annual Report to City (e.g., 1569 volume of Recycled content paper purchased, Source Reduction strategies implemented during the year 1570 and the quantified results of that strategy).
1571 5.10 LOCAL PURCHASING PREFERENCE
1572 Contractor shall, throughout the Term of this Agreement, give preference to purchasing materials and 1573 supplies used in connection with this Agreement from local vendors within the County or State; and in 1574 that order of preference. At a minimum, upon mutual agreement with City, Contractor shall purchase the 1575 following items from vendors within the County: vehicle supplies (e.g., fuel, fluids, tires, parts that are 1576 available from vendors within the County); printing and publishing services for any and all public education July 15, 2024 Page 40 City of San Leandro/ACI Franchise Agreement 1577 and outreach materials (unless printing and publishing of outreach and education materials are elements 1578 of Contractor’s billings, such as newsletters and inserts included with bills); uniforms, safety clothing and 1579 equipment, and work boots; and office supplies.
1580 5.11 DIVERSION REQUIREMENTS
1581 Contractor shall perform services under this Agreement in a manner which supports achievement of City’s 1582 environmental goals. This includes, but is not limited to, providing services, education, and outreach to 1583 Customers and in the community which promote Source Reduction, reuse, Recycling, Composting, and 1584 other methods to reduce landfill Disposal. Contractor shall seek opportunities for Customers to reduce 1585 their Solid Waste subscription levels, increase their level of Recyclable Materials and Organic Materials 1586 service, and practice proper material separation.
1587 Contractor shall educate Customers and promote programs and services that support the City in meeting 1588 Diversion targets mandated by Applicable Law including, but not limited to, AB 939, SB 1383, and SB 54, 1589 for the materials Collected by Contractor under this Agreement. At minimum Contractor shall:
1590 • Provide targeted technical assistance to low-Diverting Multi-Family and Commercial Customers 1591 to increase proper Recycling, right-size service, and improve material separation. 1592 • Provide community group presentations.
1593 • Support schools with education and technical assistance. 1594 • Staff a table at mutually agreed events throughout the City. 1595 As part of Contractor’s annual education and outreach plan, Contractor shall provide to City a Diversion 1596 plan that details Contractor’s strategy for meeting the goals as described in this Section. The plan shall, at 1597 a minimum, include the anticipated number of direct community engagements Contractor plans to 1598 participate in over the coming year to improve Diversion efforts, identified by engagement type and 1599 service sector, material type, schedule over the year, and program type. Contractor shall submit the 1600 Diversion plan in accordance with the submittal requirements described in Exhibit C, Section 1.B. 1601 Contractor’s performance shall be measured based on adherence to the annual Diversion plan, the actual 1602 service level ratio changes or other Diversion efforts such as improved material separation implemented 1603 by Customers as a result of Contractor’s direct engagement, and a pattern over time of overall 1604 improvements in service level ratios by sector (Single-Family, Multi-Family, and Commercial). For 1605 purposes of this Section, service level ratios for each sector shall be calculated as follows:
1606 Total = (total Tons of Recyclable Materials Collected + total Tons of Organic Materials Collected + total 1607 Tons of Bulky Items/Reusable Materials Collected) / total Tons of all materials Collected excluding C&D 1608 Debris Collected in the City.
1609 Organic Materials = total Tons of Organic Materials Collected / total Tons of all materials Collected 1610 excluding C&D Debris Collected in the City.
1611 Recyclable Materials = total Tons of Recyclable Materials Collected / total Tons of all materials Collected 1612 excluding C&D Debris Collected in the City.
July 15, 2024 Page 41 City of San Leandro/ACI Franchise Agreement 1613 In addition, Contractor shall provide compliance reports to the City for AB 341, AB 1826, and SB 1383. 1614 Contractor shall submit to the City as a part of the Quarterly report (submitted in accordance with Section 1615 6.2) an AB 341 and AB 1826 compliance report containing a list of Commercial Customers with Discarded 1616 Materials Service Levels of two (2) or more cubic yards per week that do not currently subscribe to Organic 1617 Materials Collection Service, Commercial Customers with Discarded Materials Service Levels of four (4) or 1618 more cubic yards per week that do not currently subscribe to Recyclable Materials Collection Service, and 1619 Multi-Family Customers that do not subscribe to Recyclable and/or Organic Materials Collection Service. 1620 This list shall indicate whether Contractor is providing Recyclable Materials and/or Organic Materials 1621 Collection services to each such Customer. For Customers on this list who do not subscribe to Recyclable 1622 Materials or Organic Materials Collection from Contractor, Contractor shall determine and report if that 1623 Customer is in compliance with the AB 341, and AB 1826 Commercial Recycling mandates through some 1624 other approved method, including, but not limited to, Recycling with another City-approved service 1625 provider (in accordance with Section 1.2), self-hauling to a Recycling center, or back-hauling materials 1626 through their distribution system to a central location for Diversion. Quarterly AB 341/AB 1826 1627 compliance reports shall be in a format approved by the City. Contractor shall separately submit a 1628 Quarterly SB 1383 compliance report in a format approved by the City. 1629 ARTICLE 6.
1630 RECORD KEEPING AND REPORTING
1631 6.1 RECORD KEEPING
1632 Contractor shall maintain Customer contact data, Customer service, accounting, statistical, operational, 1633 and other records related to its performance as shall be necessary to provide reporting under this 1634 Agreement, Applicable Law, and to demonstrate compliance with this Agreement. Unless otherwise 1635 required in this Article, Contractor shall retain all records and data required to be maintained by this 1636 Agreement for the Term of this Agreement plus three (3) years after its expiration or earlier termination. 1637 Records and data shall be in chronological and organized form and readily and easily interpreted. Upon 1638 request, any such records shall be retrieved within ten (10) Working Days of a request by the City Contract 1639 Manager and made available to the City Contract Manager. Contractor shall maintain adequate record 1640 security to preserve records from events that can be reasonably anticipated such as a fire, theft, and an 1641 earthquake. Electronically-maintained data and records shall be protected and backed-up. To the extent 1642 that Contractor utilizes its computer systems to comply with record keeping and reporting requirements 1643 under this Agreement, Contractor shall, on a monthly basis, save all system-generated reports supporting 1644 those record keeping and reporting requirements in a static format in order to provide an audit trail for 1645 all data required.
1646 City views its ability to defend itself against Comprehensive Environmental Response, Compensation and 1647 Liability Act (CERCLA), and related litigation as a matter of great importance. For this reason, City regards 1648 its ability to prove where Collected Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste 1649 are taken for Transfer, Processing, or Disposal. Contractor shall maintain records which can establish 1650 where Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste Collected were Transferred, 1651 Processed, or Disposed. This provision shall survive the expiration or earlier termination of this 1652 Agreement. Contractor shall maintain these records for a minimum of ten (10) years beyond expiration 1653 or earlier termination of the Agreement. Contractor shall provide these records to City (upon request or 1654 at the end of the record retention period) in an organized and indexed manner rather than destroying or 1655 Disposing of them.
July 15, 2024 Page 42 City of San Leandro/ACI Franchise Agreement 1656 6.2 REPORT SUBMITTAL REQUIREMENTS
1657 Contractor shall submit quarterly reports no later than fifteen (15) calendar days after the end of each 1658 calendar quarter. Contractor shall submit annual reports no later than forty-five (45) calendar days after 1659 the end of each calendar year. Quarterly and annual reports shall, at a minimum, include all data and 1660 information as described in Exhibit D. Additionally, upon request by the City, Contractor shall provide any 1661 data, described in Exhibit D, required to respond to requests by local, regional, or State agencies within 1662 five (5) Business Days.
1663 Contractor may propose report formats that are responsive to the objectives and audiences for each 1664 report. The format of each report shall be approved by the City Contract Manager, in their sole discretion. 1665 City Contract Manager may, from time to time during the Term, review and request changes to 1666 Contractor’s report formats and content and Contractor shall not unreasonably deny such requests. 1667 Contractor shall submit all reports to the City Contract Manager electronically via email using software 1668 acceptable to the City.
1669 City reserves the right to require Contractor to provide additional reports or documents, or to provide 1670 earlier submittal of scheduled reports(e.g., to meet State reporting timelines for SB 1383) as City Contract 1671 Manager reasonably determines to be required for the administration of this Agreement or compliance 1672 with Applicable Law.
1673 6.3 PERFORMANCE REVIEW AND AUDIT
1674 The City may conduct, and Contractor shall cooperate with, one (1) performance review and/or one (1) 1675 detailed financial audit at any point during the Term of this Agreement to verify Contractor has fulfilled 1676 its financial and operational obligations under this Agreement. If the Term of this Agreement is extended 1677 in accordance with Section 2.1, the City may conduct one (1) additional performance review and/or 1678 financial audit during the extension period. The purpose of such review and audit shall be, without 1679 limitation, to review Complaints, billings, and fee payments to City, and to determine if Contractor has 1680 met the performance standards described in this Agreement (including, without limitation, performance 1681 standards established in Exhibit F). As part of any performance review, the City may choose to conduct a 1682 Customer service survey which may be performed by a qualified third-party service provider to generate 1683 statistically valid results. City may choose to enlist professional service providers to perform such review 1684 and audit, and Contractor shall be required to pay City’s actual costs for such services up to forty thousand 1685 dollars ($40,000) per audit, up to eighty-five thousand dollars ($85,000) per performance review, and up 1686 to thirty-five thousand dollars ($35,000) for the cost of performing a Customer service survey (such 1687 amounts shall be adjusted annually by the annual percentage change in CPI-U, calculated in accordance 1688 with Exhibit E). Contractor may not influence or control the City’s selection of professional service 1689 providers. Contractor shall cooperate with the City and its agents during the review and audit process. If 1690 any noncompliance with the Agreement is found, the City may direct the Contractor to correct the 1691 inadequacies in accordance with Article 10 of this Agreement. The Contractor can recover the cost of each 1692 audit by including the costs in the Contractor’s Compensation as an “Other Adjustment” pursuant to 1693 Exhibit E1, Section 2.F in the applicable Rate Period mutually agreed between City and Contractor.
July 15, 2024 Page 43 City of San Leandro/ACI Franchise Agreement 1694 ARTICLE 7.
1695 CITY REIMBURSEMENTS
1696 7.1 FRANCHISE FEE
1697 The Contractor shall pay a Franchise Fee to City each quarter. Contractor has proposed and City has agreed 1698 that the amount of the Franchise Fee shall be equal to Two million four hundred thousand dollars 1699 ($2,400,000) per year and shall be paid in equal quarterly installments. Contractor and City agree the 1700 Franchise Fee is a negotiated amount that is reasonably related to the value of the rights granted to 1701 Contractor under this Agreement. City may use the Franchise Fee for any lawful purpose. The Franchise 1702 Fee shall be considered a reduction of Contractor’s profit in the calculations performed in Exhibit E. 1703 Accordingly, the Franchise Fee is a cost paid solely by Contractor. The Franchise Fee amount shall be 1704 increased annually by the same percentage as the Rate Adjustment Factor calculated for that Rate Period. 1705 7.2 CONTRACT ADMINISTRATION REIMBURSEMENT
1706 The Contractor shall pay a Contract Administration Reimbursement to City each quarter. During the Term 1707 of this Agreement and any extension of it, Contractor shall remit to the City on a quarterly basis one1708 fourth (1/4th) of the annual amount of the Contract Administration Reimbursement. City shall use the 1709 Contract Administration Reimbursement to offset expenses including staffing costs related to City 1710 programs, pilot studies, education and outreach campaigns, technical assistance to Customers, reporting, 1711 compliance, provision of special Containers, or other activities involved in compliance with regulations 1712 governing the treatment of Discarded Materials (including but not limited to AB 939 and SB 1383). The 1713 City shall retain the sole right to set priorities for the use of its Contract Administration Reimbursement. 1714 This reimbursement shall be considered an allowable cost of business not subject to profit mark-up and 1715 included in the adjustment of Rates as described in Exhibit E. 1716 7.3 VEHICLE IMPACT REIMBURSEMENT
1717 The Contractor shall pay a Vehicle Impact Reimbursement to City each quarter. Contractor shall remit to 1718 the City on a quarterly basis one-fourth (1/4th) of the annual amount of the Vehicle Impact 1719 Reimbursement. This reimbursement is to reimburse the City for street and sidewalk maintenance costs 1720 incurred from Collection vehicles operating on City streets. This fee shall be considered an allowable cost 1721 of business not subject to profit mark-up and included in the adjustment of Rates as described in Exhibit 1722 E.
1723 7.4 OTHER REIMBURSEMENTS
1724 The City shall reserve the right to set "other" reimbursements, as it deems necessary. The amount, time 1725 and method of payment, and adjustment process will be set in a manner similar to that for other 1726 reimbursements described in this Article.
1727 7.5 ADJUSTMENT TO REIMBURSEMENTS
1728 City may set other reimbursements or adjust the reimbursements established in this Article (other than 1729 the Franchise Fee) from time-to-time during the Term of this Agreement and such other reimbursements 1730 and adjustments shall be considered an allowable cost of business not subject to profit mark-up and 1731 included in the adjustment of Rates as described in Exhibit E.
July 15, 2024 Page 44 City of San Leandro/ACI Franchise Agreement 1732 7.6 PAYMENT SCHEDULE AND LATE FEES
1733 Within twenty-five (25) calendar days of the end of each calendar quarter, during the Term of this 1734 Agreement, Contractor shall remit to City all reimbursements as described in this Article. Such 1735 reimbursements shall be remitted to City and sent or delivered to the City Contract Manager. If such remittance is not paid to City on or before the twenty-fifth (25th 1736 ) calendar day following the end of a 1737 calendar quarter, all reimbursements due shall be subject to a delinquency penalty of two percent (2%), or maximum permitted by law, which attaches on the first (1st 1738 ) day of delinquency. The delinquency 1739 penalty shall be increased an additional two percent (2%), or maximum permitted by law, for each 1740 additional month the payment remains delinquent.
1741 Each quarterly remittance to City shall be accompanied by a statement listing the amount of each 1742 reimbursement paid and the calculation of each reimbursement. City Contract Manager may, at any time 1743 during the Term, request a detailed calculation of Gross Receipts which may include, but is not necessarily 1744 limited to, the number of Customers charged at each Service Level and Rate for each billing period. 1745 Contractor shall maintain all supporting documents and calculations for each payment made to City as 1746 required by Section 6.1.
1747 City Contract Manager may, at any time during the Term, perform an audit of Contractor’s billings and 1748 payment of reimbursements. Contractor shall cooperate with the City Contract Manager in any such audit. 1749 Should City or its agent perform this review and identify errors in payment of reimbursements valued at 1750 one percent (1%) or more for the period reviewed, Contractor shall, in addition to compensating City for 1751 lost reimbursements, reimburse the City’s actual cost of the review. 1752 7.7 PROCUREMENT REIMBURSEMENT FEE
1753 Within (5) Business Days of the Effective Date of this Agreement, Contractor shall pay the City five hundred 1754 and eleven thousand eight hundred and seventy dollars ($511,870). The Contractor may recover this 1755 payment through Contractor’s Compensation if the expense is amortized equally over ten (10) years. 1756 ARTICLE 8.
1757 CONTRACTOR'S COMPENSATION AND RATE
1758 SETTING
1759 8.1 GENERAL
1760 The Contractor’s Compensation for performance of all its obligations under this Agreement shall be Gross 1761 Receipts. Contractor’s Compensation provided for in this Article shall be the full, entire, and complete 1762 compensation due to Contractor pursuant to this Agreement for all labor, equipment, materials and 1763 supplies, Transfer, Processing, and Disposal fees, Franchise Fees, City Reimbursements, taxes, insurance, 1764 bonds, overhead, operations, profit, and all other things necessary to perform all the services required by 1765 this Agreement in the manner and at the times prescribed. Nothing herein shall obligate City to provide 1766 any compensation to Contractor beyond Gross Receipts. 1767 If Contractor’s actual costs, including fees due to City, are more than Gross Receipts, Contractor shall not 1768 be compensated for the difference in actual costs and actual Gross Receipts. If Contractor’s actual costs July 15, 2024 Page 45 City of San Leandro/ACI Franchise Agreement 1769 are less than the actual Gross Receipts, Contractor shall retain the difference provided that Contractor 1770 has paid Franchise Fees and City Reimbursements pursuant to Article 7. 1771 Under this Agreement, Contractor shall have the right and obligation to charge and collect from 1772 Customers Rates in Exhibit G2 that are approved by the City for provision of services to Customers. The 1773 Rates for Rate Period One are based on the Contractor’s Proposal. Contractor’s proposed costs and 1774 operating assumptions for Rate Period One are presented in Exhibit G1. The Parties agree to arrange a 1775 meet and confer in Rate Period Two to discuss the restructuring of Rates to align more consistently with 1776 Contractor’s cost of providing each service. Any changes to the Rate structure shall go into effect in Rate 1777 Period Three or at a time as mutually agreed upon by the Parties. 1778 The Designated Recyclable Materials Processing Facility shall retain revenues received from the sale of 1779 Recyclable Materials including California Redemption Value revenues. Neither Contractor nor the 1780 Designated Recyclable Materials Processing Facility are entitled to any funds available through the 1781 Department of Resources Recycling and Recovery (CalRecycle) through its “City/County Payment 1782 Program” pursuant to Section 14581(a)(5)(A) or the “Curbside Supplemental Payments Program” 1783 pursuant to Section 14549.6 of the California Public Resources Code (the California Beverage Container 1784 Recycling and Litter Reduction Act). All such funds, whether received by the Contractor, the Designated 1785 Recyclable Materials Processing Facility operator, the City, or the County have been considered in the 1786 establishment of Rates for services provided under this Agreement and shall be recognized as revenue to 1787 be reflected accordingly in setting of Rates, except to the extent already included in calculating Recyclable 1788 Materials Processing fees, and except for the calculation of reimbursement fees in Article 7. 1789 8.2 RATES AND ANNUAL ADJUSTMENTS
1790 A. General. The City Manager or the City Manager’s designee shall be responsible for approving Rates 1791 as described in this Article. If at any time during the Term of the Agreement, the Contractor 1792 determines the need for a Rate that does not appear on the City-approved Rate schedule in Exhibit 1793 G2, Contractor shall immediately notify the City and request establishment of such Rate. For 1794 example, if a Customer requires Collection of Organic Materials in a fifteen (15) cubic yard 1795 Compactor five (5) times per week and the City-approved Rate schedule does not include this level 1796 of service, the Contractor must request that the City approve a Rate for this level of service. 1797 Approval of Rates may be made by the City Manager or the City Manager’s designee. 1798 B. Rates for Rate Period One. The Parties agree that the rate adjustment mechanism described in 1799 Exhibit E1 shall be applied to Contractor’s proposed Rates for Rate Period One, which are presented 1800 in Exhibit G2, in order to escalate Contractor’s proposed pricing for Rate Period One to Contractor’s 1801 compensation. Each Index used to perform such adjustment for Rate Period One shall assume 1802 seventeen twelfths (17/12) of the percentage change in that Index from October 2023 through 1803 September 2024; provided, however, that wages and benefits for workers subject to collective 1804 bargaining agreements shall be adjusted to the current amounts in effect immediately prior to 1805 submission of the application. Contractor shall submit its application for the adjustment of Rates 1806 for Rate Period One in accordance with Exhibit E1, no later than November 1, 2024. The Rates for 1807 Rate Period One shall be effective from February 1, 2025 through June 30, 2026. 1808 C. Rates for Subsequent Rate Periods. Rates for subsequent Rate Periods shall be adjusted annually 1809 in accordance with this Section 8.2 and Exhibit E. Rates for Rate Periods Two, Three, Five, Six, Seven, 1810 Nine, and Ten shall be adjusted in accordance with Exhibit E1, Multi-Index Rate Adjustment July 15, 2024 Page 46 City of San Leandro/ACI Franchise Agreement 1811 Methodology. Rates for Rate Periods Four and Eight shall be adjusted in accordance with Exhibit E2, 1812 Cost-Based Rate Adjustment Methodology. Subsequent Rate Periods shall be adjusted annually in 1813 a method mutually agreed upon by the Parties.
1814 The index-based adjustment, which is described in Exhibit E1, involves use of various cost 1815 adjustment factors (such as the percentage change in the consumer price index and changes in 1816 Tonnage and tipping fees) to calculate adjusted Rates. Such Rate adjustment calculations shall be 1817 performed in strict conformance to the procedures described in Exhibit E1 and shall be subject to 1818 the rate adjustment factor provisions of E1.
1819 The cost-based methodology, which is described in Exhibit E2, involves a review of Contractor’s 1820 actual costs and revenues and projection of costs and revenues for the coming Rate Period. This 1821 cost-based Rate adjustment shall be performed instead of the index-based Rate adjustment for Rate 1822 Periods Four and Eight. Such Rate adjustment calculations shall be performed in strict conformance 1823 to the procedures described in Exhibit E2 and shall be subject to the rate adjustment factor 1824 provisions of E2.
1825 D. Rate Structure. The City may, at any time during the Term of this Agreement and in its sole 1826 discretion, change the relationship of individual Rates in comparison with other Rates. Any such 1827 changes would occur in conjunction with the annual Rate adjustment process described in Section 1828 8.2.C or in conjunction with a Rate adjustment resulting from an extraordinary Rate adjustment in 1829 accordance with Section 8.3. Changes to the Rates charged under the new structure shall be 1830 calculated in such a way that the revised Rate structure generates at least the same amount of total 1831 revenue when the current number of accounts at each Service Level are multiplied by the Rates 1832 charged for each Service Level and the total for all Service Levels are summed. 1833 8.3 EXTRAORDINARY RATE ADJUSTMENTS
1834 It is understood that the Contractor accepts the risk for changes in cost of providing services and the 1835 Service Levels requested by Customers and therefore the extraordinary adjustments to Rates shall be 1836 limited to a Change in Law or a City-directed change in scope (including, without limitation, City’s selection 1837 of an alternative to any Approved or Designated Facility). If a Change in Law or City-directed change in 1838 scope (pursuant to Section 3.5) occurs, the Contractor may petition City for an adjustment to the Rates in 1839 excess of the annual adjustment described in Section 8.2. 1840 Contractor shall prepare an application for the extraordinary Rate increase. Such submittal shall be 1841 prepared in compliance with the procedures described in Exhibit E2 and shall provide all information 1842 requested by City Manager specific to the nature of the request being made. Contractor shall pay all 1843 reasonable costs incurred by City, including the costs of outside accountants, attorneys, and/or 1844 consultants, in order to make a determination of the reasonableness of the requested Rate adjustment. 1845 The application shall clearly document the reason for the proposed adjustment, include calculation of the 1846 proposed Rate adjustments, and provide supporting documentation. 1847 In the event of such an application for extraordinary Rate increase, it is understood that the Contractor 1848 shall have the burden of demonstrating to the reasonable satisfaction of the City Manager that the failure 1849 of City to adjust the Rates will result in the Contractor’s financial loss or failure to achieve reasonable 1850 profitability due to the Change in Law or City-directed change in scope. The Contractor will have to July 15, 2024 Page 47 City of San Leandro/ACI Franchise Agreement 1851 demonstrate financial loss or a failure to achieve reasonable profitability by allowing for City Manager 1852 review of financial statements and supporting documentation. 1853 The City Manager shall have the right to request any other information that they, in their reasonable 1854 judgment, determine is necessary to establish the reasonableness or accuracy of Contractor’s request for 1855 an extraordinary Rate increase. Contractor’s failure to fully cooperate in a timely manner with any 1856 reasonable request for information may result in either the denial of or a delay in the approval of the 1857 request for an extraordinary Rate increase.
1858 Contractor may, at any time during the Term of this Agreement, present to City opportunities for reducing 1859 costs. Upon Contractor’s presentation of its cost savings proposal, City may request and Contractor shall 1860 provide such information as may be reasonably necessary to fully understand the proposed change. In no 1861 case shall Contractor undertake significant cost reduction efforts which, in the City’s reasonable 1862 determination, negatively impacts the services provided under this Agreement without the prior written 1863 approval of the City. Should Contractor propose and City accept an approach to reducing costs, the Parties 1864 shall establish the portion of the cost savings which will accrue to the benefit of the Contractor and the 1865 portion that will accrue to the benefit of the Customers through a reduction in the Rates. Should no other 1866 mutually acceptable apportionment be agreed upon, the Contractor shall retain fifty percent (50%) of the 1867 projected cost savings and the Customers shall gain the benefit of the other fifty percent (50%). Such cost 1868 savings shall be reflected as a negative value in the “Other Adjustment” portion of the Rate application 1869 submitted pursuant to Exhibit E1 or Exhibit E2, depending on the type of Rate adjustment procedure used 1870 in that Rate Period.
1871 Contractor’s Proposal (Exhibit G) assumes compliance with SB 1383 final regulations as they relate to: (i) 1872 specific requirements of SB 1383 placed on Contractor in its capacity as a regulated hauler; and, (ii) specific 1873 programmatic, monitoring, education, recordkeeping, reporting, and procurement-related 1874 responsibilities delegated to Contractor by City as described in this Agreement. 1875 ARTICLE 9.
1876 INDEMNITY, INSURANCE, AND PERFORMANCE
1877 BOND
1878 9.1 INDEMNIFICATION
1879 A. General. Contractor shall indemnify, defend with counsel reasonably acceptable to City, and hold 1880 harmless (to the full extent permitted by law) City and its officers, elected and appointed officials, 1881 employees, volunteers, and agents from and against any and all claims, liability, loss, injuries, 1882 damage, expense, and costs (including without limitation costs and fees of litigation, including 1883 reasonable attorneys’ and expert witness fees and costs) (collectively, “Damages”) of every nature 1884 arising out of or in connection with Contractor’s performance under this Agreement, or its failure 1885 to comply with any of its obligations contained in this Agreement, except to the extent such loss or 1886 damage was caused by the gross negligence or willful misconduct of City. The provisions of this 1887 Section shall survive the expiration or termination of this Agreement and shall not be construed as 1888 a waiver of City’s legal or equitable rights as defined herein and permitted under Applicable Law. 1889 B. Excluded Waste Indemnification. Contractor acknowledges that it is responsible for compliance 1890 during the entire Term of this Agreement with all Applicable Laws. Contractor shall not store, July 15, 2024 Page 48 City of San Leandro/ACI Franchise Agreement 1891 Transport, use, or Dispose of any Excluded Waste except in strict compliance with all Applicable 1892 Laws.
1893 Contractor shall indemnify, defend with counsel acceptable to the City, protect and hold harmless 1894 the City, officers, employees, volunteers, and agents (collectively, “indemnitees”) from and against 1895 all claims, damages (including, but not limited to, special, consequential, natural resources, and 1896 punitive damages), injuries, costs, (including, without limitation, any and all response, remediation, 1897 and removal costs), losses, demands, debts, liens, liabilities, causes of action, suits, legal or 1898 administrative proceedings, interest, fines, charges, penalties, and expenses (including, without 1899 limitation, attorneys’ and expert witness fees and costs incurred in connection with defending 1900 against any of the foregoing or in enforcing this indemnity), (collectively, “Damages”) of any kind 1901 whatsoever paid, incurred or suffered by, or asserted against, indemnitees arising from or 1902 attributable to the acts or omissions of Contractor whether or not negligent or otherwise culpable, 1903 in connection with or related to the performance of this Agreement, including, without limitation, 1904 damages arising from or attributable to any operations, repair, clean-up or detoxification, or other 1905 plan (regardless of whether undertaken due to governmental action), concerning any Excluded 1906 Waste Collected under this Agreement. Notwithstanding the foregoing, however, Contractor shall 1907 not be required to indemnify the City for the costs for any claims arising from the Disposal of Solid 1908 Waste at the Designated Disposal Facility, including, but not limited to, claims arising under CERCLA 1909 unless such claim is a direct result of Contractor’s negligence or willful misconduct. This indemnity 1910 afforded the indemnitees, shall only be limited to exclude coverage for intentional wrongful acts 1911 and negligence of indemnitees, and as provided below. 1912 The foregoing indemnity is intended to operate as an agreement pursuant to §107(e) of CERCLA, 42 1913 USC. §9607(e) and California Health and Safety Code §25364, to defend, protect, hold harmless, 1914 and indemnify City from liability.
1915 This provision is in addition to all other provisions in this Agreement and shall survive the expiration 1916 or earlier termination of this Agreement. Nothing in this paragraph shall prevent City from seeking 1917 indemnification or contribution from Persons or entities other than indemnitees, for any liabilities 1918 incurred by City or the indemnitees.
1919 In the event that Contractor negligently or willfully mishandles Excluded Waste in the course of 1920 carrying out its activities under this Agreement, Contractor shall at its sole expense promptly take 1921 all investigatory and/or remedial action reasonably required for the remediation of such 1922 environmental contamination. Prior to undertaking any investigatory or remedial action, however, 1923 Contractor shall first obtain City’s approval of any proposed investigatory or remedial action. Should 1924 Contractor fail at any time to promptly take such action, City may undertake such action at 1925 Contractor’s sole cost and expense, and Contractor shall reimburse City for all such expenses within 1926 thirty (30) calendar days of being billed for those expenses, and any amount not paid within that 1927 thirty (30) calendar day period shall thereafter be deemed delinquent and subject to the delinquent 1928 fee payment provision of Section 7.8. These obligations are in addition to any defense and 1929 indemnity obligations that Contractor may have under this Agreement. 1930 C. Related to AB 939, AB 341, AB 1826, and SB 1383. Contractor’s duty to defend and indemnify 1931 herein includes all fines and/or penalties imposed by CalRecycle, if the requirements of AB 939, AB 1932 341, AB 1826, and/or SB 1383 are not met by City with respect to the waste stream Collected under 1933 this Agreement, and such failure is: (i) due to the failure of Contractor to meet its obligations under July 15, 2024 Page 49 City of San Leandro/ACI Franchise Agreement 1934 this Agreement; or, (ii) due to Contractor delays in providing information that prevents Contractor 1935 or City from submitting reports to regulators in a timely manner. 1936 Notwithstanding any other provision in this Agreement, Contractor’s obligations in this subsection 1937 C with respect to AB 939, AB 341, AB 1826, and/or SB 1383 shall be subject to the provisions of 1938 Section 40059.1 of the Public Resources Code, and Contractor shall not be liable for any indemnity 1939 obligations or penalties under this Agreement in respect of any such requirements except to the 1940 extent that indemnity obligations by Contractor are enforceable under said Section. 1941 D. Related to Proposition 13 and 218. Should there be a Change in Law or a new judicial interpretation 1942 of Applicable Law, including, but not limited to, Article XIII A, C, and D of the California Constitution 1943 (commonly known as Proposition 218), and such Change in Law directly, materially, and adversely 1944 impacts the Rates for the Collection services established in accordance with this Agreement, 1945 Contractor agrees to meet and confer with City to discuss the impact of such Change in Law on 1946 either Party’s ability to perform under this Agreement. Any adjustment of Rates is contingent on 1947 City’s use of such Proposition 218 process as deemed necessary or advisable by the City. 1948 If, at any time, the existing Rates or a Rate adjustment determined to be appropriate by both City 1949 and Contractor to compensate Contractor for costs or increases in costs as described in this 1950 Agreement cannot be maintained or implemented for any reason, Contractor shall be granted the 1951 option to negotiate with City, in good faith, a reduction of services equal to the value of the Rate or 1952 Rate adjustment that cannot be implemented. If City and Contractor are unable to reach agreement 1953 about such a reduction in services, then Contractor may terminate this Agreement upon eighteen 1954 (18) months prior written notice to City, in which case the Contractor and City shall each be entitled 1955 to payment of amounts due for contract performance through the date of termination but 1956 otherwise will have no further obligation to one another unless this Agreement specifically states 1957 otherwise, after the date of such termination. The City shall not be in default of this Agreement if it 1958 is determined by a court of competent jurisdiction that the City lacks the authority to set new 1959 maximum Rates or increase maximum Rates as contemplated under this Agreement, or if a majority 1960 protest under Proposition 218 prevents City from doing so. In any such event, and subject to the 1961 next paragraph, Contractor’s obligations under this Agreement shall be reduced so as to reduce 1962 Contractor’s costs of performing this Agreement by a dollar amount equivalent to the dollar amount 1963 of the Rate adjustment that could not be implemented. The Parties shall negotiate in good faith to 1964 determine the change in Contractor’s obligations, and shall use best efforts to complete such 1965 negotiation, and reflect the mutually agreed changes in a written amendment to this Agreement, 1966 within ninety (90) calendar days after the court decision or majority protest. The change shall be 1967 consistent with the court’s decision, if any, and Applicable Law. 1968 Should a court of competent jurisdiction determine that the Contractor cannot charge and/or 1969 increase its Rates for any amount of charges related to Franchise Fees and/or City Reimbursements 1970 and/or other charges, Contractor shall reduce the Rates it charges Customers by a corresponding 1971 amount and shall be relieved from paying the amount of such Franchise Fees and/or City 1972 Reimbursements and/or other charges, provided said Franchise Fees and/or City Reimbursements 1973 and/or other charges disallowed by the court were determined not to be lawful or related to the 1974 cost of providing service hereunder and had been incorporated in the Rates charged by Contractor 1975 to its Customers.
July 15, 2024 Page 50 City of San Leandro/ACI Franchise Agreement 1976 Nothing herein is intended to imply that California Constitution, Articles XIIIC or XIIID, apply to the 1977 Rates established for services provided under this Agreement; rather this Section is provided merely 1978 to allocate risk of an adverse judicial interpretation between the Parties. 1979 This provision (i.e., Section 9.1) shall survive the expiration or earlier termination of this Agreement 1980 and shall not be construed as a waiver of rights by City to contribution or indemnity from third 1981 parties.
1982 F. CalPERS Eligibility Indemnification. Contractor’s employees, agents, or Subcontractors providing 1983 service under this Agreement shall not: (i) qualify for any compensation and benefit under CalPERS; 1984 (ii) be entitled to any benefits under CalPERS; (iii) enroll in CalPERS as an employee of City; (iv) 1985 receive any employer contributions paid by City for CalPERS benefits; or, (v) be entitled to any other 1986 CalPERS-related benefit that would accrue to a City employee. Contractor’s employees, agents, or 1987 Subcontractors hereby waive any claims to benefits or compensation described in this Section 9.1. 1988 This Section 9.1 applies to Contractor notwithstanding any other agency, State or Federal policy, 1989 rule, regulation, law, or ordinance to the contrary. 1990 If Contractor’s employees, agents, or Subcontractors providing services under this Agreement claim, 1991 or are determined by a court of competent jurisdiction or the California Public Employees 1992 Retirement System (“CalPERS”) to be eligible for enrollment in CalPERS of the City, Contractor shall 1993 indemnify, defend, and hold harmless City for the payment of any employer and employee 1994 contributions for CalPERS benefits on behalf of the employee as well as for payment of any penalties 1995 and interest on such contributions which would otherwise be the responsibility of the City. 1996 Contractor’s Compensation under this Agreement shall be the full and complete compensation to 1997 which Contractor and Contractor’s officers, employees, agents, and Subcontractors are entitled for 1998 performance of any work under this Agreement. Neither Contractor nor Contractor’s officers, 1999 employees, agents, and Subcontractors are entitled to any salary or wages, or retirement, health, 2000 leave, or other fringe benefits applicable to City employees. The City will not make any Federal or 2001 State tax withholdings on behalf of Contractor. The City shall not be required to pay any workers’ 2002 compensation insurance on behalf of Contractor.
2003 Contractor agrees to defend and indemnify the City for any obligation, claim, suit, or demand for 2004 tax, retirement contribution including any contribution to CalPERS, social security, salary or wages, 2005 overtime payment, or workers’ compensation payment which the City may be required to make on 2006 behalf of: (i) Contractor; (ii) any employee of Contractor; or, (iii) any employee of Contractor 2007 construed to be an employee of the City, for work performed under this Agreement. 2008 G. Hazardous Substance Indemnification. Contractor shall indemnify, defend with counsel acceptable 2009 to the City, protect and hold harmless the City, its officers, employees, volunteers, and agents 2010 (collectively, “indemnitees”) from and against all claims, damages (including, but not limited to, 2011 special, consequential, natural resources, and punitive damages), injuries, costs, (including, without 2012 limitation, any and all response, remediation, and removal costs), losses, demands, debts, liens, 2013 liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, 2014 penalties, and expenses (including, without limitation, attorneys’ and expert witness fees and costs 2015 incurred in connection with defending against any of the foregoing or in enforcing this indemnity), 2016 (collectively, “Damages”) of any kind whatsoever paid, incurred or suffered by, or asserted against, 2017 indemnitees arising from or attributable to the acts or omissions of Contractor whether or not July 15, 2024 Page 51 City of San Leandro/ACI Franchise Agreement 2018 negligent or otherwise culpable, in connection with or related to the performance of this 2019 Agreement, including, without limitation, damages arising from or attributable to any operations, 2020 repair, clean-up or detoxification, or other plan (regardless of whether undertaken due to 2021 governmental action), concerning any Hazardous Substance or Hazardous Waste, Collected under 2022 this Agreement. Notwithstanding the foregoing, however, Contractor shall not be required to 2023 indemnify the City for the costs for any claims arising from the Disposal of Solid Waste at the 2024 Designated Disposal Facility, including, but not limited to, claims arising under CERCLA unless such 2025 Disposal site is at a facility owned and operated by Contractor or such claim is a direct result of 2026 Contractor’s actions or negligence. This indemnity afforded indemnitees, shall only be limited to 2027 exclude coverage for intentional wrongful acts and negligence of indemnitees, and as provided 2028 below. In the event Disposal occurs at a Disposal site owned by the Contractor, Contractor shall be 2029 required to indemnify the City for the costs for any claims arising from the Disposal of Solid Waste 2030 at the Disposal site, including, but not limited to, claims arising under CERCLA. The foregoing 2031 indemnity is intended to operate as an agreement pursuant to §107(e) of the Comprehensive 2032 Environmental Response, Compensation and Liability Act, CERCLA, 42 USC. §9607(e) and California 2033 Health and Safety Code §25364, to defend, protect, hold harmless, and indemnify City from liability. 2034 This provision is in addition to all other provisions in this Agreement and shall survive the expiration 2035 or earlier termination of this Agreement.
2036 H. Measure D. Contractor shall indemnify, defend and hold harmless City, its officers, employees, 2037 agents, and volunteers, from and against any revenues withheld by the Alameda County Source 2038 Reduction and Recycling Board in the event the Source Reduction and Recycling goals or any other 2039 requirement of Section 64 of the Alameda County Charter (commonly known as Measure D) are not 2040 met by the Contractor with respect to the Recycling and Source Reduction programs under this 2041 Agreement and such failure is due to the failure of Contractor to meet its obligations under this 2042 Agreement or due to Contractor delays in providing information that prevents Contractor or City 2043 from submitting reports required by Measure D in a timely manner. 2044 9.2 INSURANCE
2045 A. General Requirements. Contractor shall, at its sole cost and expense, maintain in effect at all times 2046 during the Term of this Agreement not less than the following coverage and limits of insurance 2047 described in this Section 9.2.
2048 B. Coverages and Requirements. During the Term of this Agreement, Contractor shall at all times 2049 maintain, at its expense, the following coverages and requirements. The comprehensive general 2050 liability insurance shall include broad form property damage insurance. 2051 1. Minimum Coverages. Insurance coverage shall be with limits not less than the following:
2052 Comprehensive General Liability – $10,000,000 combined single limit per occurrence for 2053 bodily injury, personal injury, and property damage. 2054 Automobile Liability – $10,000,000 combined single limit per accident for bodily injury and 2055 property damage (include coverage for hired and non-owned vehicles). 2056 Workers’ Compensation – Statutory Limits/Employers’ Liability - $1,000,000/accident for 2057 bodily injury or disease.
July 15, 2024 Page 52 City of San Leandro/ACI Franchise Agreement 2058 Employee Blanket Fidelity Bond – $500,000 per employee loss covering dishonesty, forgery, 2059 alteration, theft, disappearance, and destruction (inside or outside). 2060 Pollution Legal Liability – $5,000,000 for bodily injury, property damage, and remediation of 2061 contaminated site.
2062 2. Additional Insured. City, its officers, agents, employees, and volunteers shall be named as 2063 additional insured on all but the workers’ compensation and professional liability coverages. 2064 3. Said policies shall remain in force through the life of this Agreement and, with the exception 2065 of professional liability coverage, shall be payable on a “per occurrence” basis unless City’s 2066 Risk Manager specifically consents in writing to a “claims made” basis. For all “claims made” 2067 coverage, in the event that the Contractor changes insurance carriers, Contractor shall 2068 purchase “tail” coverage or otherwise provide for continuous coverage covering the Term of 2069 this Agreement and not less than three (3) years thereafter. Proof of such “tail” or other 2070 continuous coverage shall be required at any time that the Contractor changes to a new 2071 carrier prior to receipt of any payments due.
2072 4. The Contractor shall declare all aggregate limits on the coverage before commencing 2073 performance of this Agreement, and City’s Risk Manager reserves the right to require higher 2074 aggregate limits to ensure that the coverage limits required for this Agreement as set forth 2075 above are available throughout the performance of this Agreement. In the event that the 2076 City’s Risk Manager requests a change in accordance with this Section 9.2.B.4 which results in 2077 increased costs to Contractor, such change shall be addressed in accordance with Section 3.5. 2078 5. The deductibles or self-insured retentions are for the account of Contractor and shall be the 2079 sole responsibility of the Contractor.
2080 6. Each insurance policy shall provide or be endorsed to state that coverage shall not be 2081 suspended, voided, canceled by either Party, reduced in coverage or in limits except after 2082 thirty (30) calendar days prior written notice by certified mail, return receipt requested, has 2083 been given to City Contract Manager ten (10) Business Days for delinquent insurance 2084 premium payments).
2085 7. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A-VII, 2086 unless otherwise approved by City Risk Manager.
2087 8. The policies shall cover all activities of Contractor, its officers, employees, agents, and 2088 volunteers arising out of or in connection with this Agreement. 2089 9. For any claims relating to this Agreement, the Contractor’s insurance coverage shall be 2090 primary, including as respects City, its officers, agents, employees, and volunteers. Any 2091 insurance maintained by City shall apply in excess of, and not contribute with, insurance 2092 provided by Contractor’s liability insurance policy. 2093 10. The Contractor shall waive all rights of subrogation against City, its officers, employees, 2094 agents, and volunteers.
2095 C. Endorsements Prior to the Effective Date pursuant to this Agreement, Contractor shall furnish City 2096 Manager or City Manager’s designee with certificates or original endorsements reflecting coverage 2097 required by this Agreement. The certificates or endorsements are to be signed by a Person 2098 authorized by that insurer to bind coverage on its behalf. All certificates or endorsements are to be 2099 received by, and are subject to the approval of, City Risk Manager before work commences.
July 15, 2024 Page 53 City of San Leandro/ACI Franchise Agreement 2100 D. Renewals. During the Term of this Agreement, Contractor shall furnish City Risk Manager with 2101 certificates or original endorsements reflecting renewals, changes in insurance companies, and any 2102 other documents reflecting the maintenance of the required coverage throughout the entire Term 2103 of this Agreement. The certificates or endorsements are to be signed by a Person authorized by that 2104 insurer to bind coverage on its behalf.
2105 E. Workers' Compensation. Contractor shall provide workers’ compensation coverage as required by 2106 State law and shall comply with Section 3700 of the State Labor Code. 2107 F. Cyber Liability Insurance. Contractor, at its own cost and expense, shall maintain cyber liability 2108 insurance for the term of this Agreement in an amount not less than $1,000,000.00 per occurrence. 2109 Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by 2110 Contractor in this Agreement and shall include, but not be limited to, claims involving infringement 2111 of intellectual property, including but not limited to infringement of copyright, trademark, trade 2112 dress; invasion of privacy violations; information theft; damage to or destruction of electronic 2113 information; release of private information; alteration of electronic information; extortion; and 2114 network security. The policy shall provide coverage for liabilities for financial loss resulting or arising 2115 from acts, errors, or omissions, in rendering technology services:
2116 • Violation or infringement of any right of privacy, including breach of security and breach 2117 of security/privacy laws, rules or regulations globally, now or hereinafter constituted or 2118 amended;
2119 • Data theft, damage, unauthorized disclosure, destructions, or corruption, including 2120 without limitation, unauthorized access, unauthorized use, identity theft, theft of 2121 personally identifiable information or confidential City information in whatever form, 2122 transmission of a computer virus or other type of malicious code; and participation in a 2123 denial of service attack on third party computer systems; 2124 • Loss or denial of service;
2125 • No cyber terrorism exclusion;
2126 Such coverage must include technology/professional liability including breach of contract, privacy 2127 and security liability, privacy regulatory defense and payment of civil fines, payment of credit card 2128 provider penalties, and breach response costs, including without limitation, notification costs, 2129 forensic analysis, credit protection services, call center services, identity theft protection services, 2130 and crisis management/public relations services
2131 The following provisions shall apply if the cyber liability coverage is written on a claims-made form:
2132 a. The retroactive date of the policy must be shown and must be before the date of the 2133 Agreement.
2134 b. Insurance must be maintained, and evidence of insurance must be provided for at least 5 2135 years after completion of the Agreement or the work, so long as commercially available 2136 at reasonable rates.
2137 c. If coverage is canceled or not renewed and it is not replaced with another claims-made 2138 policy form with a retroactive date that precedes the date of this Agreement, Consultant 2139 shall purchase an extended period coverage for a minimum of 5 years after completion 2140 of work under this Agreement.
July 15, 2024 Page 54 City of San Leandro/ACI Franchise Agreement 2141 d. A copy of the claim reporting requirements must be submitted to the City for review prior 2142 to the commencement of any work under this Agreement. 2143 9.3 PERFORMANCE BOND
2144 Within seven (7) calendar days of the City’s notification to Contractor that the City has executed this 2145 Agreement, Contractor shall file with the City a bond, payable to the City and in a format approved by the 2146 City, securing the Contractor's performance of its obligations under this Agreement and such bond shall 2147 be renewed annually if necessary so that the performance bond is maintained at all times during the Term. 2148 The principal sum of the bond shall be $6,406,491.56, which is an amount set to equal twenty-five percent 2149 (25%) of Contractor’s proposed Rate Period One Gross Receipts and shall be adjusted every three (3) 2150 years, commencing with Rate Period Three, to equal three (3) months of the prior Rate Period’s annual 2151 Gross Receipts. The bond shall be executed as surety by a corporation authorized to issue surety bonds in 2152 the State of California that has a rating of A or better in the most recent edition of Best’s Key Rating Guide, 2153 and that has a record of service and financial condition satisfactory to the City. 2154 In lieu of a performance bond, City and Contractor may agree that Contractor will provide for the issuance 2155 of an irrevocable stand by letter of credit (the "Letter of Credit") by a bank approved by City in its sole 2156 discretion (the "Bank") for the benefit of City. Under the Letter of Credit, City may draw, in one or more 2157 drawings, an aggregate amount up to two million dollars ($2,000,000) (the "Stated Amount") upon the 2158 occurrence of: (i) an Event of Default defined in Section 10.1; (ii) Contractor's failure to timely pay any 2159 monies due City; (iii) Contractor's inability to regularly pay its bills as they become due; or, (iv) Contractor's 2160 failure to timely pay any Solid Waste management facility for Recyclable Materials Processing, 2161 Composting, or Disposal services provided under this Agreement, as evidenced to the satisfaction of City. 2162 City and Contractor may agree that Contractor will increase the aggregate amount of the Letter of Credit 2163 in conjunction with the adjustment of Rates in accordance with Article 8. Any incremental costs or savings 2164 incurred by Contractor to secure the increased aggregate amount will be included in the calculation of 2165 Rates for the next Rate Period. The expiration date of the Letter of Credit must be sooner than the Term 2166 of this Agreement provided in Section 2.1 (the "Stated Expiration Date"), unless it provides that it will not 2167 be terminated, modified, or not renewed except after prior written notice by certified mail, return receipt 2168 requested, to City sixty (60) calendar days in advance of termination or failure to renew. The Letter of 2169 Credit may expire on the date on which the Bank receives a certificate from City saying that the Term has 2170 expired, or this Agreement has been terminated and Contractor owes City no money under this 2171 Agreement, or that Contractor has substituted an alternative letter of credit or other security document 2172 acceptable to City in City's sole discretion. The form of the Letter of Credit, including the procedures for 2173 and place of demand for payment and drawing certificate attached thereto, is subject to approval of City 2174 in its sole discretion, following the notice procedures defined in Section 12.9 below. The Letter of Credit 2175 must be transferable to any successor or assignee of City. 2176 ARTICLE 10.
2177 DEFAULT AND REMEDIES
2178 10.1 EVENTS OF DEFAULT
2179 All provisions of the Agreement are considered material. Each of the following shall constitute an event 2180 of default.
July 15, 2024 Page 55 City of San Leandro/ACI Franchise Agreement 2181 A. Fraud or Deceit. Contractor, its Affiliates, any Subcontractor, or any other Person employed by or 2182 with an ownership interest in Contractor, its Affiliates, or any Subcontractor practices, or attempts 2183 to practice, any fraud or deceit upon the City.
2184 B. Insolvency or Bankruptcy. Contractor becomes insolvent, unable, or unwilling to pay its debts, or 2185 upon entry of an order for relief in favor of Contractor in a bankruptcy proceeding. 2186 C. Failure to Maintain Coverage. Contractor fails to provide or maintain in full force and effect the 2187 Workers' Compensation, liability, or indemnification coverage as required by this Agreement. 2188 D. Violations of Regulation. Contractor violates any orders or filings of any regulatory body having 2189 authority over Contractor relative to this Agreement, provided that Contractor may contest any 2190 such orders or filings by appropriate proceedings conducted in good faith, in which case no breach 2191 or default of this Agreement shall be deemed to have occurred. 2192 E. Violations of Applicable Law. Contractor has been found by a court of proper jurisdiction to be in 2193 violation of Applicable Law (other than criminal law) directly or indirectly related to the 2194 performance of this Agreement, provided that Contractor may contest any such allegation or finding 2195 by appropriate proceedings conducted in good faith, in which case no breach or default of this 2196 Agreement shall be deemed to have occurred.
2197 F. Failure to Perform Direct Services. Contractor ceases to provide Collection or Transportation 2198 services as required under this Agreement for a period of two (2) consecutive calendar days or more, 2199 for any reason within the control of Contractor.
2200 G. Failure to Pay or Report. Contractor fails to make any payments to City required under this 2201 Agreement including payment of Franchise Fees or City Reimbursements or Liquidated Damages, 2202 fails to pay Designated Facility operators as provided under this Agreement, and/or refuses to 2203 provide City with required information, reports, and/or records in a timely manner as provided for 2204 in the Agreement.
2205 H. Acts or Omissions. Any other act or omission by Contractor which violates the terms, conditions, or 2206 requirements of this Agreement, or Applicable Law and which is not corrected or remedied within 2207 the time set in the written notice of the violation or, if Contractor cannot reasonably correct or 2208 remedy the breach within the time set forth in such notice, if Contractor should fail to commence 2209 to correct or remedy such violation within the time set forth in such notice and diligently effect such 2210 correction or remedy thereafter.
2211 I. False, Misleading, or Inaccurate Statements. Any representation or disclosure made to the City by 2212 Contractor in connection with or as an inducement to entering into this Agreement, or any future 2213 amendment to this Agreement, which proves to be false or misleading in any material respect as of 2214 the time such representation or disclosure is made, whether or not any such representation or 2215 disclosure appears as part of this Agreement; and, any Contractor-provided report containing a 2216 misstatement, misrepresentation, data manipulation, or an omission of fact or content explicitly 2217 defined by the Agreement, excepting non-numerical typographical and grammatical errors. 2218 J. Seizure or Attachment. There is a seizure of, attachment of, or levy on, some or all of Contractor’s 2219 operating equipment, including without limits equipment, maintenance, or office facilities of 2220 Approved Facility(ies) owned or operated by Contractor or by its Affiliates, or any part thereof.
July 15, 2024 Page 56 City of San Leandro/ACI Franchise Agreement 2221 K. Suspension or Termination of Service. There is any termination or suspension of the transaction of 2222 business by Contractor related to this Agreement, including without limit, due to labor unrest 2223 including strike, work stoppage or slowdown, sick-out, picketing, or other concerted job action 2224 lasting more than two (2) calendar days.
2225 L. Criminal Activity. Contractor, its officers, managers, or employees are found guilty of Criminal 2226 Activity related directly or indirectly to performance of this Agreement or any other agreement held 2227 with the City.
2228 M. Assignment without Approval. Contractor transfers or assigns this Agreement without the express 2229 written approval of the City unless the assignment is permitted without City approval pursuant to 2230 Section 12.6.
2231 N. Failure to Provide Proposal or Implement Change in Service. Contractor fails to provide a proposal 2232 for new services or changes to services or fails to implement a change in service as requested by 2233 the City as specified in Section 3.5.
2234 O. Failure to Complete Transition. Contractor fails to complete the tasks identified in Contractor’s 2235 Implementation Plan as specified in Exhibit G4
2236 P. Failure to Perform Any Obligation. Contractor fails to perform any obligation established under this 2237 Agreement.
2238 City shall provide Contractor written notice of default within seven (7) calendar days of the City’s first 2239 knowledge of the Contractor’s default.
2240 10.2 RIGHT TO TERMINATE UPON EVENT OF DEFAULT
2241 Contractor shall be given ten (10) Business Days from written notification by City to cure any default 2242 which, in the City Manager’s sole opinion, creates a potential public health or safety threat. 2243 Contractor shall be given ten (10) Business Days from written notification by City to cure any default 2244 arising under subsections C, E, F, I, J, and K in Section 10.1 provided, however, that the City shall not be 2245 obligated to provide Contractor with a notice and cure opportunity if the Contractor has committed the 2246 same or similar breach/default within a twenty-four (24) month period. 2247 Contractor shall be given thirty (30) calendar days from written notification by City to cure any other 2248 default (which is not required to be cured within ten [10] Business Days); provided, however, that the City 2249 shall not be obligated to provide Contractor with a notice and cure opportunity if the Contractor has 2250 committed the same or similar breach/default within a twenty-four (24) month period. 2251 10.3 CITY’S REMEDIES IN THE EVENT OF DEFAULT
2252 Upon Contractor’s default, City has the following remedies:
2253 A. Waiver of Default. City may waive any event of default or may waive Contractor’s requirement to 2254 cure a default event if City determines that such waiver would be in the best interest of the City. 2255 City’s waiver of an event of default is not a waiver of future events of default that may have the 2256 same or similar conditions.
July 15, 2024 Page 57 City of San Leandro/ACI Franchise Agreement 2257 B. Suspension of Contractor’s Obligation. City may suspend Contractor’s performance of its 2258 obligations if Contractor fails to cure default in the time frame specified in Section 10.2 until such 2259 time the Contractor can provide assurance of performance in accordance with Section 10.8. 2260 C. Liquidated Damages. City may assess Liquidated Damages for Contractor’s failure to meet specific 2261 performance standards pursuant to Section 10.6 and Exhibit F. 2262 D. Termination. In the event that Contractor should default, and subject to the right of the Contractor 2263 to cure, in the performance of any provisions of this Agreement, and the default is not cured for any 2264 default within ten (10) calendar days if the default creates a potential public health or safety threat 2265 or arises under Section 10.1.C., E, F, I, J, or K, or otherwise thirty (30) calendar days after receipt of 2266 written notice of default from the City, then the City may, at its option, terminate this Agreement. 2267 In the event City decides to terminate this Agreement, the City shall serve twenty (20) calendar days 2268 written notice of its intention to terminate upon Contractor. In the event City exercises its right to 2269 terminate this Agreement, the City may, at its option, upon such termination, either directly 2270 undertake performance of the services or arrange with other Persons to perform the services with 2271 or without a written agreement. This right of termination is in addition to any other rights of City 2272 upon a failure of Contractor to perform its obligations under this Agreement. 2273 Contractor shall not be entitled to any further revenues from Collection operations authorized 2274 hereunder from and after the date of termination.
2275 E. Other Available Remedies. City’s election of one (1) or more remedies described herein shall not 2276 limit the City from any and all other remedies at law and in equity including injunctive relief, etc. 2277 10.4 POSSESSION OF RECORDS UPON TERMINATION
2278 In the event of termination for an event of default, the Contractor shall furnish City Manager with 2279 immediate access to all of its business records, including without limitation, proprietary Contractor 2280 computer systems, related to its Customers, Collection Routes, and billing of accounts for Collection 2281 services.
2282 10.5 CITY'S REMEDIES CUMULATIVE; SPECIFIC PERFORMANCE 2283 City's rights to terminate the Agreement under Section 10.2 and to take possession of the Contractor's 2284 records under Section 10.4 are not exclusive, and City's termination of the Agreement and/or the 2285 imposition of Liquidated Damages shall not constitute an election of remedies. Instead, these rights shall 2286 be in addition to any and all other legal and equitable rights and remedies which City may have. 2287 By virtue of the nature of this Agreement, the urgency of timely, continuous, and high-quality service; the 2288 lead time required to effect alternative service; and the rights granted by City to the Contractor, the 2289 remedy of damages for a breach hereof by Contractor is inadequate and City shall be entitled to injunctive 2290 relief (including but not limited to specific performance). 2291 10.6 PERFORMANCE STANDARDS AND LIQUIDATED DAMAGES
2292 A. General. The Parties find that as of the time of the execution of this Agreement, it is impractical, if 2293 not impossible, to reasonably ascertain the extent of damages incurred by City as a result of a breach 2294 by Contractor of its obligations under this Agreement. The factors relating to the impracticability of July 15, 2024 Page 58 City of San Leandro/ACI Franchise Agreement 2295 ascertaining damages include, but are not limited to, the fact that: (i) substantial damage results to 2296 members of the public who are denied services or denied quality or reliable service; (ii) such 2297 breaches cause inconvenience, anxiety, frustration, and deprivation of the benefits of the 2298 Agreement to individual members of the general public for whose benefit this Agreement exists, in 2299 subjective ways and in varying degrees of intensity which are incapable of measurement in precise 2300 monetary terms; (iii) that exclusive services might be available at substantially lower costs than 2301 alternative services and the monetary loss resulting from denial of services or denial of quality or 2302 reliable services is impossible to calculate in precise monetary terms; and, (iv) the termination of 2303 this Agreement for such breaches and other remedies are, at best, a means of future correction and 2304 not remedies which make the public whole for past breaches. 2305 B. Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The Parties 2306 further acknowledge that consistent, reliable Collection services are of utmost importance to City 2307 and that City has considered and relied on Contractor's representations as to its quality of service 2308 commitment in awarding the Agreement to it. The Parties recognize that some quantified standards 2309 of performance are necessary and appropriate to ensure consistent and reliable service and 2310 performance. The Parties further recognize that if Contractor fails to achieve the performance 2311 standards or fails to submit required documents in a timely manner, City and its residents and 2312 businesses will suffer damages, and that it is, and will be, impractical and extremely difficult to 2313 ascertain and determine the exact amount of damages which City will suffer. Therefore, without 2314 prejudice to City’s right to treat such non-performance as an event of default under this Section, 2315 the Parties agree that the Liquidated Damages amounts established in Exhibit F of this Agreement 2316 and the Liquidated Damage amounts therein represent a reasonable estimate of the amount of such 2317 damages considering all of the circumstances existing on the Effective Date of this Agreement, 2318 including the relationship of the sums to the range of harm to City that reasonably could be 2319 anticipated and the anticipation that proof of actual damages would be costly or impractical. 2320 Contractor agrees to pay (as Liquidated Damages and not as a penalty) the amounts set forth in 2321 Exhibit F, Performance Standards and Liquidated Damages. 2322 Before assessing Liquidated Damages, City shall give Contractor notice of its intention to do so. The 2323 notice will include a brief description of the incident(s) and non-performance. City may review (and 2324 make copies at its own expense) all information in the possession of Contractor relating to 2325 incident(s) and/or non-performance. City may, within thirty (30) Business Days after issuing the 2326 notice, request a meeting with Contractor. City may present evidence of non-performance in writing 2327 and through testimony of its employees and others relevant to the incident(s) and non2328 performance. City Manager will provide Contractor with a written explanation of their 2329 determination on each incident(s) and non-performance prior to authorizing the assessment of 2330 Liquidated Damages under this Section 10.6. Within ten (10) Business Days of receipt of such notice 2331 of intention to assess Liquidated Damages, or within forty (40) Business Days if the intended 2332 assessment results in a material impact, as defined in Section 5.8, no Liquidated Damages may be 2333 imposed on Contractor until Contractor has been given a reasonable opportunity to respond to 2334 allegations and to meet and confer with the City Manager. The City Manager’s decision shall be final 2335 subject to Contractor’s ability to pursue judicial relief in accordance with Section 10.9. 2336 C. Amount. City may assess Liquidated Damages for each calendar day or event, as appropriate, that 2337 Contractor is determined to be liable in accordance with this Agreement in the amounts specified 2338 in Exhibit F subject to annual adjustment described below.
July 15, 2024 Page 59 City of San Leandro/ACI Franchise Agreement 2339 D. Timing of Payment. Contractor shall pay any Liquidated Damages assessed by City within ten (10) 2340 Business Days of the date the Liquidated Damages are assessed. If they are not paid within the ten 2341 (10) Business Day period, City may proceed against the performance bond required by the 2342 Agreement, order the termination of the rights or “franchise” granted by this Agreement, or all of 2343 the above.
2344 10.7 EXCUSE FROM PERFORMANCE
2345 Notwithstanding any other provision in this Agreement, each Party shall be excused from performing its 2346 respective obligations hereunder and from any obligation to pay Liquidated Damages if it is prevented 2347 from so performing by reason of floods, earthquakes, other acts of nature, war, civil insurrection, riots, 2348 acts of any government (including judicial action), and other similar catastrophic events which are beyond 2349 the control of and not the fault of the Party claiming excuse from performance hereunder (each a “Force 2350 Majeure Event”). In the case of labor unrest or job action directed at a third party over whom Contractor 2351 has no control, the inability of Contractor to provide services in accordance with this Agreement due to 2352 the unwillingness or failure of the third party to: (i) provide reasonable assurance of the safety of 2353 Contractor's employees while providing such services; or, (ii) make reasonable accommodations with 2354 respect to Container placement and point of delivery, time of Collection, or other operating circumstances 2355 to minimize any confrontation with pickets or the number of Persons necessary to make Collections shall, 2356 to that limited extent, excuse performance. The foregoing excuse shall be conditioned on Contractor's 2357 cooperation in performing Collection services at different times and in different locations. Further, in the 2358 event of labor unrest, including but not limited to strike, work stoppage or slowdown, sickout, picketing, 2359 or other concerted job action conducted by the Contractor’s employees or directed at the Contractor, or 2360 a subsidiary, the Contractor shall not be excused from performance. In such case, Contractor shall 2361 continue to provide a reasonably satisfactory level of performance during the pendency thereof, but the 2362 Contractor shall not be required to adhere strictly to the specific requirements of this Agreement 2363 regarding Routes, Collection times, or similar matters; provided, however, that in no event shall more 2364 than seven (7) calendar days elapse between pickups for Residential and Commercial Customers. Any 2365 labor action initiated by Contractor, including but not limited to a lock-out, shall not be grounds for any 2366 excuse from performance and Contractor shall perform all obligations under this Agreement during the 2367 pendency of such Contractor-initiated labor action. 2368 The Party claiming excuse from performance shall, within two (2) calendar days after such Party has notice 2369 of such cause, give the other Party notice of the facts constituting such cause and asserting its claim to 2370 excuse under this Section.
2371 If either Party validly exercises its rights under this Section, the Parties hereby waive any claim against 2372 each other for any damages sustained thereby.
2373 The partial or complete interruption or discontinuance of Contractor's services caused by one (1) or more 2374 Force Majeure Events shall not constitute a default by Contractor under this Agreement. Notwithstanding 2375 the foregoing, however, if Contractor is excused from performing its obligations hereunder for any of the 2376 causes listed in this Section for a period of thirty (30) calendar days or more, City shall nevertheless have 2377 the right, in its sole discretion, to terminate this Agreement by giving ten (10) Business Days’ notice to 2378 Contractor provided Contractor does not fully resume performance of its obligations hereunder within 2379 such ten (10) Business Days, in which case the provisions of Section 10.4 shall apply.
July 15, 2024 Page 60 City of San Leandro/ACI Franchise Agreement 2380 10.8 RIGHT TO DEMAND ASSURANCES OF PERFORMANCE
2381 The Parties acknowledge that it is of the utmost importance to City and the health and safety of all those 2382 members of the public residing or doing business within City who will be adversely affected by interrupted 2383 waste management service, that there be no material interruption in services provided under this 2384 Agreement.
2385 If Contractor: (i) is the subject of any labor unrest including work stoppage or slowdown, sick-out, 2386 picketing, or other concerted job action; (ii) appears in the reasonable judgment of City to be unable to 2387 regularly pay its bills as they become due; or, (iii) is the subject of a civil or criminal judgment or order 2388 entered by a Federal, State, regional, or local agency for violation of an Applicable Law, and City believes 2389 in good faith that Contractor's ability to perform under the Agreement has thereby been placed in 2390 substantial jeopardy, City may, at its sole option and in addition to all other remedies it may have, demand 2391 from Contractor reasonable assurances of timely and proper performance of this Agreement, in such form 2392 and substance as City believes in good faith is reasonably necessary in the circumstances to evidence 2393 continued ability to perform under the Agreement. If Contractor fails or refuses to provide satisfactory 2394 assurances of timely and proper performance in the form and by the date required by City, such failure or 2395 refusal shall be an event of default for purposes of Section 10.1. 2396 10.9 DISPUTE RESOLUTION
2397 In the event of dispute between the City Manager and the Contractor regarding the interpretation of or 2398 the performance of services under this Agreement which results in a material impact to the Contractor’s 2399 revenue and/or cost of operations, as defined in Section 5.9, the provisions of Section 10.9 shall apply. 2400 A. Meet and Confer. City and Contractor agree that they promptly will meet and confer to attempt to 2401 resolve the matter between themselves.
2402 B. Mediation. In the event that disputes that arise under this Agreement cannot be resolved 2403 satisfactorily between the Parties in accordance with Section 10.9.A, the City and Contractor agree 2404 that such disputes shall be submitted to mandatory, non-binding mediation by a mutually agreed 2405 upon independent third party.
2406 C. Period of Time. Insofar as allowed by Applicable Law, the period of time otherwise applicable for 2407 filing claims against the City under Applicable Law shall be tolled during the period of time for which 2408 meet and confer or mediation procedures are pending, in accordance with Sections 10.9.A and 2409 10.9.B.
2410 D. Litigation. Litigation may be commenced only after all reasonable efforts to resolve the dispute(s) 2411 pursuant to Sections 10.9.A and 10.9.B have failed and any necessary claim(s) have been denied. 2412 10.10 COOPERATION AND DISPUTES BETWEEN CONTRACTOR AND APPROVED 2413 OR DESIGNATED FACILITIES
2414 Contractor shall Deliver all Collected Discarded Materials and C&D Debris to appropriate Approved or 2415 Designated Facilities in order to fulfill City's obligations under separate contract to those facilities and 2416 Contractor's failure to do so may result in City's breach of such contract. In the event of disputes between 2417 Contractor and the operator of any Designated Facility or the Approved Reusable Materials Processing 2418 Facility, either party may provide written notice of the dispute to the City and any other party involved in July 15, 2024 Page 61 City of San Leandro/ACI Franchise Agreement 2419 the dispute. If Contractor initiates a written notice of dispute, such notice shall include a summary of the 2420 dispute, the section(s) of this Agreement or agreements the asserted dispute arises from, an estimate of 2421 the financial implications to Contractor from the asserted dispute, and a proposed resolution. Contactor 2422 agrees to timely meet and confer directly with the operator of the Designated Facility or Approved 2423 Reusable Materials Processing Facility in good faith to resolve the dispute for thirty (30) calendar days 2424 following the initial notice to the City and the other involved party. A longer period may be established if 2425 mutually agreed upon between the parties. If at the end of the thirty (30) day period (or longer period as 2426 mutually established by the parties), Contractor and the operator of the Designated Facility or Approved 2427 Reusable Materials Processing Facility have met and conferred in good faith but have not resolved the 2428 dispute, either party to the dispute may notify the City and the City shall attempt to facilitate by means 2429 of the dispute resolution procedure in accordance with Section 10.9 (if the involved party agrees) as well 2430 as any applicable provisions of the involved party’s contract with the City (if any). Contractor shall continue 2431 performance during the dispute resolution process. 2432 ARTICLE 11.
2433 REPRESENTATIONS AND WARRANTIES OF
2434 THE PARTIES
2435 The Parties, by acceptance of this Agreement, represents and warrants the conditions presented in this 2436 Article.
2437 11.1 CONTRACTOR’S CORPORATE STATUS
2438 Contractor is a corporation duly organized, validly existing and in good standing under the laws of the 2439 State. It is qualified to transact business in the State and has the power to own its properties and to carry 2440 on its business as now owned and operated and as required by this Agreement. 2441 11.2 CONTRACTOR’S CORPORATE AUTHORIZATION
2442 Contractor has the authority to enter this Agreement and perform its obligations under this Agreement. 2443 The Board of Directors of Contractor (or the shareholders, if necessary) has taken all actions required by 2444 law, its articles of incorporation, its bylaws, or otherwise, to authorize the execution of this Agreement. 2445 The Person signing this Agreement on behalf of Contractor represents and warrants that they have 2446 authority to do so. This Agreement constitutes the legal, valid, and binding obligation of the Contractor. 2447 11.3 AGREEMENT WILL NOT CAUSE BREACH
2448 To the best of Contractor's and City’s knowledge after reasonable investigation, the execution or delivery 2449 of this Agreement or the performance by such Party of its respective obligations hereunder does not 2450 conflict with, violate, or result in a breach: (i) of any Applicable Law; or (ii) any term or condition of any 2451 judgment, order, or decree of any court, administrative agency or other governmental authority, or any 2452 agreement or instrument to which Contractor or City is a party or by which Contractor or any of its 2453 properties or assets are bound, or constitutes a default hereunder.
July 15, 2024 Page 62 City of San Leandro/ACI Franchise Agreement 2454 11.4 NO LITIGATION
2455 To the best of Contractor's and City’s knowledge after reasonable investigation, there is no action, suit, 2456 proceeding, or investigation, at law or in equity, before or by any court or governmental authority, 2457 commission, board, agency, or instrumentality decided, pending, or threatened against either Party 2458 wherein an unfavorable decision, ruling, or finding, in any single case or in the aggregate, would:
2459 A. Materially adversely affect the performance by such Party of its obligations hereunder; 2460 B. Adversely affect the validity or enforceability of this Agreement; or 2461 C. Have a material adverse effect on the financial condition of Contractor, or any surety or entity 2462 guaranteeing Contractor's performance under this Agreement. 2463 11.5 NO ADVERSE JUDICIAL DECISIONS
2464 To the best of Contractor’s and City’s knowledge after reasonable investigation, there is no judicial 2465 decision that would prohibit this Agreement or subject this Agreement to legal challenge. 2466 11.6 NO LEGAL PROHIBITION
2467 To the best of each Party’s knowledge, after reasonable investigation, there is no Applicable Law in effect 2468 on the date that Party signed this Agreement that would prohibit the performance of that Party’s 2469 obligations under this Agreement and the transactions contemplated hereby. 2470 11.7 CONTRACTOR’S ABILITY TO PERFORM
2471 Contractor possesses the business, professional, and technical expertise to perform all services, 2472 obligations, and duties as described in and required by this Agreement including all Exhibits thereto. 2473 Contractor possesses the ability to secure equipment, facility, and employee resources required to 2474 perform its obligations under this Agreement.
2475 ARTICLE 12.
2476 OTHER AGREEMENTS OF THE PARTIES
2477 12.1 RELATIONSHIP OF PARTIES
2478 The Parties intend that Contractor shall perform the services required by this Agreement as an 2479 independent Contractor engaged by City and neither as an officer nor employee of City, nor as a partner 2480 or agent of, or joint venturer with, City. No employee or agent of Contractor shall be, or shall be deemed 2481 to be, an employee or agent of City. Contractor shall have the exclusive control over the manner and 2482 means of performing services under this Agreement, except as expressly provided herein. Contractor shall 2483 be solely responsible for the acts and omissions of its officers, employees, Subcontractors, and agents. 2484 Neither Contractor nor its officers, employees, Subcontractors, and agents shall obtain any rights to 2485 retirement benefits, workers' compensation benefits, or any other benefits which accrue to City 2486 employees by virtue of their employment with City.
July 15, 2024 Page 63 City of San Leandro/ACI Franchise Agreement 2487 12.2 COMPLIANCE WITH LAW
2488 Contractor shall at all times, at its sole cost, comply with all Applicable Laws now in force and as they may 2489 be enacted, issued or amended during the Term.
2490 12.3 GOVERNING LAW
2491 This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the 2492 State.
2493 12.4 JURISDICTION
2494 Any lawsuits between the Parties arising out of this Agreement shall be brought and concluded in the 2495 courts of Alameda County in the State of California, which shall have exclusive jurisdiction over such 2496 lawsuits. With respect to venue, the Parties agree that this Agreement is made in and will be performed 2497 in Alameda County.
2498 12.5 BINDING ON SUCCESSORS
2499 The provisions of this Agreement shall inure to the benefit to and be binding on the successors and 2500 permitted assigns of the Parties.
2501 12.6 ASSIGNMENT
2502 Neither Party shall assign its rights nor delegate or otherwise transfer its obligations under this Agreement 2503 to any other Person without the prior written consent of the other Party. Any such assignment made 2504 without the consent of the other Party shall be void and the attempted assignment shall constitute a 2505 material breach of this Agreement.
2506 For purposes of this Section, "assignment" shall include, but not be limited to: (i) a sale, exchange, or other 2507 transfer of substantially all of Contractor's local, regional, and/or corporate assets dedicated to service 2508 under this Agreement to a third party; (ii) a sale, exchange, or other transfer of ten percent (10%) or more 2509 of the local, regional, and/or corporate stock or ownership of Contractor to a Person (other than a transfer 2510 of shares in Contractor by the owner of such shares to members of the owner’s family or a trust for the 2511 benefit of his family, to Contractor or to another owner of shares in Contractor) except that no cumulative 2512 sale, exchange, or transfer of shares may exceed twenty percent (20%) during the Term of the Agreement 2513 (other than a transfer of shares in Contractor by the owner of such shares to members of the owner’s 2514 family or a trust for the benefit of his family, to Contractor or to another owner of shares in Contractor); 2515 (iii) any reorganization, consolidation, merger, recapitalization, stock issuance or re-issuance, voting trust, 2516 pooling agreement, escrow arrangement, liquidation, or other transaction to which Contractor or any of 2517 its shareholders is a party that results in a change of ownership or control of ten percent (10%) or more 2518 of the value or voting rights in the local, regional, and/or corporate stock of Contractor (excluding as the 2519 result of changes in ownership or control between an owner of shares in Contractor and Contractor, 2520 members of the owner’s family, or a trust for the benefit of the owner’s family, or to another owner of 2521 shares in Contractor); (iv) any reorganization, consolidation, merger, recapitalization, stock issuance or 2522 re-issuance, voting trust, pooling agreement, escrow arrangement, liquidation, or other transaction to 2523 which Contractor or any of its shareholders is a party that results in a change of ownership or control of 2524 ten percent (10%) or more of the value or voting rights in the local, regional, and/or corporate stock of 2525 Contractor (other than from changes in ownership or control between an owner of shares in Contractor July 15, 2024 Page 64 City of San Leandro/ACI Franchise Agreement 2526 and another owner of shares in Contractor) unless Contractor engages a professional manager to oversee 2527 this Agreement; (v) divestiture of an Affiliate (e.g., trucking company, materials recovery facility, transfer 2528 station) used by Contractor to fulfill its obligations under this Agreement; and, (vi) any combination of the 2529 foregoing (whether or not in related or contemporaneous transactions) that has the effect of any such 2530 transfer or change of local, regional, and/or corporate ownership and/or control of Contractor. For 2531 purposes of this Section, the term "proposed assignee" shall refer to the proposed transferee(s) or other 2532 successor(s) in interest pursuant to the assignment. 2533 Contractor acknowledges that this Agreement involves rendering a vital service to City's residents and 2534 businesses, and that City has selected Contractor to perform the services specified herein based on: (i) 2535 Contractor's experience, skill, and reputation for conducting its Recyclable Materials, Organic Materials, 2536 C&D Debris, and Solid Waste management operations in a safe, effective, and responsible fashion, at all 2537 times in keeping with applicable waste management laws, regulations, and good waste management 2538 practices; and, (ii) Contractor's financial resources on a local, regional, and/or corporate level to maintain 2539 the required equipment and to support its indemnity obligations to City under this Agreement. City has 2540 relied on each of these factors, among others, in choosing Contractor to perform the services to be 2541 rendered by Contractor under this Agreement.
2542 If Contractor requests City's consideration of and consent to an assignment, City may deny or approve 2543 such request in its sole and complete discretion. No request by Contractor for consent to an assignment 2544 need be considered by City unless and until Contractor has met the following requirements. The City may, 2545 in its sole discretion, waive one (1) or more of these requirements. 2546 A. On the date City approves Contractor’s written request for the City’s written consent to an 2547 assignment and the assignment occurs, Contractor shall pay the City a transfer fee in the amount of 2548 one percent (1%) of the Gross Receipts for the most-recently completed Rate Period. 2549 B. Contractor shall pay City its actual expenses for attorneys’, consultants’, and accountants’ fees, staff 2550 time, and investigation costs necessary to investigate the suitability of any proposed assignee, and 2551 to review and finalize any documentation required as a condition for approving any such 2552 assignment. Such payment shall be required regardless of the ultimate determination of the City 2553 with regard to the approval or denial of the assignment. Upon submittal of Contractor’s request for 2554 assignment to City, Contractor shall submit an initial deposit of one hundred thousand dollars 2555 ($100,000) for this purpose.
2556 C. Contractor shall furnish City with reviewed financial statements of the proposed assignee's 2557 operations for the immediately preceding three (3) operating years. 2558 D. Contractor shall furnish City with satisfactory proof: (i) that the proposed assignee has at least ten 2559 (10) years of Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste management 2560 experience on a scale equal to or exceeding the scale of operations conducted by Contractor under 2561 this Agreement; (ii) that in the last five (5) years, the proposed assignee has not suffered any 2562 citations or other censure from any Federal, State, or local contractor having jurisdiction over its 2563 waste management operations due to any significant failure to comply with State, Federal, or local 2564 waste management laws and that the assignee has provided the City with a complete list of such 2565 citations and censures; (iii) that the proposed assignee has at all times conducted its operations in 2566 an environmentally safe and conscientious fashion; (iv) that the proposed assignee conducts its 2567 operations and management practices in accordance with sound waste management practices in July 15, 2024 Page 65 City of San Leandro/ACI Franchise Agreement 2568 full compliance with all Federal, State, and local laws regulating the Collection, Transportation, 2569 Processing, and Disposal of Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste 2570 including Hazardous Waste; and, (v) that any other information required by City demonstrates that 2571 the proposed assignee can fulfill the terms of this Agreement in a timely, safe, and effective manner. 2572 E. Contractor shall provide the City with any and all additional records or documentation that, in the 2573 City Manager’s sole determination, would facilitate the review of the proposed assignment. 2574 Under no circumstances shall any proposed assignment be considered by City if Contractor is in default at 2575 any time during the period of consideration. If, in the City’s sole determination, there is any doubt 2576 regarding the compliance of the Contractor with the Agreement, City may require an audit of the 2577 Contractor’s compliance and the costs of such audit shall be paid by Contractor in advance of the 2578 performance of said audit.
2579 12.7 NO THIRD-PARTY BENEFICIARIES
2580 This Agreement is not intended to, and will not be construed to, create any right on the part of any third 2581 party to bring an action to enforce any of its terms. 2582 12.8 WAIVER
2583 The waiver by either Party of any breach or violation of any provisions of this Agreement shall not be 2584 deemed to be a waiver of any breach or violation of any other provision nor of any subsequent breach of 2585 violation of the same or any other provision. The subsequent acceptance by either Party of any monies 2586 which become due hereunder shall not be deemed to be a waiver of any pre-existing or concurrent breach 2587 or violation by the other Party of any provision of this Agreement. 2588 12.9 NOTICE PROCEDURES
2589 All notices, demands, requests, proposals, approvals, consents, and other communications, which this 2590 Agreement requires, authorizes, or contemplates, shall be in writing and shall either be personally 2591 delivered to a representative of the Parties at the address below or deposited in the United States mail, 2592 first class postage prepaid, addressed as follows:
2593 If to City:
2594 City of San Leandro
2595 Attn: Public Works Director
2596 14200 Chapman Rd.
2597 San Leandro, CA 94578
2598 Email notice: [email protected]
2599 If to Contractor:
2600 Alameda County Industries, Inc.
2601 Attn: General Manager
2602 610 Aladdin Ave.
2603 San Leandro, CA 94577
July 15, 2024 Page 66 City of San Leandro/ACI Franchise Agreement 2604
2605 The address to which communications may be delivered may be changed from time to time by a notice 2606 given in accordance with this Section. Notice shall be deemed given on the day it is personally delivered 2607 or, if mailed, three (3) calendar days from the date it is deposited in the mail. Either Party may choose to 2608 provide email notification to the other Party that notice has been deposited in the mail, however such 2609 email notification shall not constitute official notice. 2610 12.10 REPRESENTATIVES OF THE PARTIES
2611 References in this Agreement to the “City” shall mean the City’s elected body and all actions to be taken 2612 by City except as provided below. The City may delegate authority, in writing, to the City Manager and/or 2613 to other City officials and may permit such officials, in turn, to delegate in writing some or all of such 2614 authority to subordinate officers. The Contractor may rely upon actions taken by such delegates if they 2615 are within the scope of the authority properly delegated to them. 2616 The Contractor shall, by the Effective Date, designate in writing a responsible officer who shall serve as 2617 the representative of the Contractor in all matters related to the Agreement and shall inform City in 2618 writing of such designation and of any limitations upon his or her authority to bind the Contractor. City 2619 may rely upon action taken by such designated representative as actions of the Contractor unless they 2620 are outside the scope of the authority delegated to him/her by the Contractor as communicated to City. 2621 ARTICLE 13.
2622 MISCELLANEOUS AGREEMENTS
2623 13.1 ENTIRE AGREEMENT
2624 This Agreement is the entire agreement between the Parties with respect to the subject matter hereof 2625 and supersedes all prior and contemporaneous oral and written agreements and discussions. Each Party 2626 has cooperated in the drafting and preparation of this Agreement and this Agreement shall not be 2627 construed against any Party on the basis of drafting. This Agreement may be amended only by an 2628 agreement in writing, signed by each of the Parties hereto. 2629 13.2 SECTION HEADINGS
2630 The article headings and section headings in this Agreement are for convenience of reference only and 2631 are not intended to be used in the construction of this Agreement nor to alter or affect any of its 2632 provisions.
2633 13.3 REFERENCES TO LAWS
2634 All references in this Agreement to laws and regulations shall be understood to include such laws as they 2635 may be subsequently amended or recodified, unless otherwise specifically provided herein. 2636 13.4 AMENDMENTS
2637 This Agreement may not be modified or amended in any respect except in writing signed by the Parties.
July 15, 2024 Page 67 City of San Leandro/ACI Franchise Agreement 2638 13.5 SEVERABILITY
2639 If any non-material provision of this Agreement is for any reason deemed to be invalid and unenforceable, 2640 the invalidity or unenforceability of such provision shall not affect any of the remaining provisions of this 2641 Agreement, which shall be enforced as if such invalid or unenforceable provision had not been contained 2642 herein.
2643 13.6 COUNTERPARTS
2644 This Agreement may be executed in counterparts, each of which shall be considered an original. 2645 13.7 EXHIBITS
2646 Each of the Exhibits identified as Exhibit “A” through “K” is attached hereto and incorporated herein and 2647 made a part hereof by this reference. In the event of a conflict between the terms of this Agreement and 2648 the terms of an Exhibit, the terms of this Agreement shall control. 2649 IN WITNESS WHEREOF, this Agreement is entered into by the Parties hereto in Alameda County, California 2650 on the day and year first above written.
July 15, 2024 Page 68 City of San Leandro/ACI Franchise Agreement City of San Leandro
A Municipal Corporation “CITY”
Alameda County Industries, Inc.
“CONTRACTOR”
City Manager Date Signature Date
The Foregoing Agreement Has been
Reviewed and Approval Is Recommended:
Print Name of Signatory
Title of Signatory
Director, Public Works Date
Signature Date
APPROVED AS TO FORM:
Print Name of Signatory
Title of Signatory
City Attorney Date
Alameda Business License #
Approved by City Council
2651
EXHIBIT A:
DEFINITIONS
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-1 Franchise Agreement, Exhibit A
For purposes of this Agreement, unless a different meaning is clearly required, the following words and phrases shall have the following meanings respectively ascribed to them by this Exhibit and shall be capitalized throughout this Agreement:
“AB 1826” means the Organic Waste Recycling Act of 2014 (Chapter 727, Statutes of 2014 modifying Division 30 of the California Public Resources Code), also commonly referred to as "AB 1826," as amended, supplemented, superseded, and replaced from time to time. “AB 341” means the California Jobs and Recycling Act of 2011 (Chapter 476, Statues of 2011 [Chesbro, AB 341]), also commonly referred to as “AB 341”, as amended, supplemented, superseded, and replaced from time to time.
“AB 939” means the California Integrated Waste Management Act of 1989 (Division 30 of the California Public Resources Code), also commonly referred to as "AB 939," as amended, supplemented, superseded, and replaced from time to time.
“ACWMA” means the Alameda County Waste Management Authority. “Advanced Clean Fleet (ACF) Rule” means the California Code of Regulations, Title 13, Sections 2013, 2013.1, 2013.2, 2013.3, 2013.4, 2014,2014.1, 2014.2, 2014.3, 2015, 2015.1, 2015.2, 2015.3, 2015.4, 2015.5, 2015.6, and 2016 of the Public Resources Code, as it may be amended supplemented, superseded, and replaced, and as implemented by the regulations of the California Air Resources Board (CARB). “Affiliate” means all businesses (including corporations, limited and general partnerships, and sole proprietorships) which are directly or indirectly related to Contractor by virtue of direct or indirect Ownership interest or common management. They shall be deemed to be "Affiliated with" Contractor and included within the term "Affiliates" as used herein. An Affiliate shall include: (i) a business in which Contractor has a direct or indirect Ownership interest, (ii) a business, which has a direct or indirect Ownership interest in Contractor, and/or, (iii) a business, which is also Owned, controlled, or managed by any business or individual which has a direct or indirect Ownership interest in Contractor. For the purposes of this definition, “Ownership” means ownership as defined in the constructive ownership provisions of Section 318(a) of the Internal Revenue Code of 1986, as in effect on the date here, provided that ten percent (10%) shall be substituted for fifty percent (50%) in Section 318(a)(2)(C) and in Section 318(a)(3)(C) thereof; and Section 318(a)(5)(C) shall be disregarded. For purposes of determining ownership under this paragraph and constructive or indirect ownership under Section 318(a), ownership interest of less than ten percent (10%) shall be disregarded and percentage interests shall be determined on the basis of the percentage of voting interest of value which the ownership interest represents. “Agreement” means this Agreement between City and Contractor, including all exhibits, and any future amendments hereto.
“Alameda County Waste Management Authority” or “ACWMA” means the public agency formed in 1976 by a Joint Exercise of Powers Agreement among the County of Alameda, each of the fourteen (14) cities in the County, and two (2) sanitary districts that receive refuse and Recycling Collection services. ACWMA includes agencies governed by the ACWMA such as StopWaste.
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-2 Franchise Agreement, Exhibit A
“Alternative Daily Cover” or “ADC” has the same meaning as in 27 CCR Section 20690. “Alternative Intermediate Cover” or “AIC” has the same meaning as in 27 CCR Section 20700. “Appliances” means discarded household appliances such as refrigerators, stoves, clothing washers and dryers, water heaters, dishwashers, etc., and similar items discarded by Residential Generators. “Applicable Law” means all Federal, State, County, and local laws, regulations, rules, orders, judgments, degrees, permits, approvals, or other requirement of any governmental agency having jurisdiction over the Collection, Transportation, and Processing of Recyclable Materials, Organic Materials, and Solid Waste that are in force on the Effective Date and as may be enacted, issued, or amended during the Term of this Agreement. Applicable Law includes, but is in no way limited to, AB 939, AB 341, AB 1826, and SB 1383. "Approved Bulky Item Processing Facility” means the Zanker Resource Recovery Facility, located in San Jose, CA, which is operated by GreenWaste Recovery, Inc. “Approved Facility(ies)” means the Approved Reusable Materials Processing Facility and/or the Approved Bulky Item Processing Facility.
“Approved Reusable Materials Processing Facility” means the Alameda County Industries, Inc. Limited Volume Transfer Operation, which is operated by Alameda County Industries, LLC. “Bin” means a Container with capacity of approximately one (1) to eight (8) cubic yards, with a hinged lid, and with wheels (where appropriate), that is serviced by a front end-loading Collection vehicle. "Bulky Item" means discarded Appliances (including refrigerators), furniture, tires (unmounted), carpets, mattresses, and similar large items which can be handled by two (2) people, weigh no more than one hundred fifty (150) pounds, and require special Collection due to their size or nature, but can be Collected without the assistance of special loading equipment (such as forklifts or cranes) and without violating vehicle load limits. Bulky Items must be generated by the Customer and at the service address wherein the Bulky Items are Collected. Bulky Items do not include E-Waste, abandoned automobiles, large auto parts, trees, C&D Debris, or items herein defined as Excluded Waste. “Business Days” means days during which the City offices are open to do business with the public. “California Code of Regulations” or “CCR” means the State of California Code of Regulations. CCR references in this Agreement are preceded with a number that refers to the relevant Title of the CCR (e.g., “14 CCR” refers to Title 14 of CCR).
“Cardboard” means corrugated fiberboard consisting of a fluted corrugated sheet and one (1) or two (2) flat linerboards, as is often used in the manufacture of shipping containers and corrugated boxes.
Cardboard is a subset of Recyclable Materials.
“Cart” means a plastic Container with a hinged lid and wheels that is serviced by an automated or semiautomated Collection vehicle. A Cart has capacity of twenty (20), thirty-two (32), sixty-four (64) or ninetysix (96) gallons (or similar volumes).
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-3 Franchise Agreement, Exhibit A
“Change in Law” means any of the following events or conditions that has a material and adverse effect on the performance by either Party or any Subcontractor of its respective obligations under this Agreement (except for payment obligations) or on the activities of any Approved or Designated Facility in connection with this Agreement:
A. The enactment, adoption, promulgation, issuance, modification, or written change in administrative or judicial interpretation of, any Applicable Law on or after the Effective Date; or, B. The order or judgment of any Federal, State, or local governmental body, on or after the Effective Date, to the extent such order or judgment is not the result of willful or negligent action, error, or omission, or lack of reasonable diligence of City or of Contractor (or Subcontractor), whichever is asserting the occurrence of a Change in Law; provided, however, that the contesting in good faith or the failure in good faith to contest any such order or judgment shall not constitute or be construed as such a willful or negligent action, error or omission or lack of reasonable diligence. “City” means the City of San Leandro, a municipal corporation, and all the territory lying within its boundaries as presently existing or as such boundaries may be modified during the Term of this Agreement.
“City Contract Manager” means City designated employee who is responsible for the administrative management of this Agreement.
“City Reimbursements” means all fees payable to the City identified and referenced in Article 7 of this Agreement, excluding Franchise Fees. Contractor acknowledges that City Reimbursements are a cost of doing business not eligible for profit in the City and that City Reimbursements shall not be passed directly through to Customers as a line item on a Customer billing statement. Both Parties acknowledge that all City Reimbursements are an allowable cost of business similar to any license or permit required by the Contractor to perform the services required under this Agreement and will be recovered by Contractor through the Rates.
“City Service Area” means the corporate limits of the City excluding the geographic area served by the Oro Loma Sanitary District (OLSD) as shown in Exhibit M. “Clean Alternative Fuel Vehicle means a vehicle that runs on any fuel used as the certification fuel in a low-emission vehicle, other than the primary gasoline or diesel fuel used in exhaust emission certification testing pursuant to the California Air Resources Board’s "California Exhaust Emission Standards and Test Procedures for 1988 through 2000 Model Passenger Cars, Light-Duty Trucks and Medium-Duty Vehicles" as incorporated by reference in Title 13, CCR, section 1960.1, or "California Exhaust Emission Standards and Test Procedures for 2001 and Subsequent Model Passenger Cars, Light-Duty Trucks and Medium-Duty Vehicles" as incorporated by reference in Title 13, CCR, section 1961; where low-emission vehicle means any vehicle certified to the transitional low-emission vehicle, low-emission vehicle, ultra-low emission vehicle, super ultra-low emission vehicle, or zero-emission vehicle standards established by the California Air Resources Board as described in Title 13, CCR or as may be further amended or established. “Clean Wood” means wood that is not painted, stained, coated, pressure treated, or chemical treated.
Clean Wood may include dimensional lumber, pallets, crates, chop sticks, toothpicks, stir sticks, and
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-4 Franchise Agreement, Exhibit A
wooden utensils. Clean Wood excludes creosote, lumber treated with chromated copper arsenate (CCA), melamine coated furniture and manufactured wood products such as plywood, particle board, oriented strand board, and medium density fiberboard. The Parties agree that materials may be added to or subtracted from this list from time to time, by mutual consent. Contractor shall not add or subtract materials to or from this list without approval from the City Contract Manager, and such approval shall not be unreasonably withheld. Clean Wood is a subset of Organic Materials. “Collect” or “Collection” (or any variation thereof) means the act of collecting Recyclable Materials, Organic Materials, C&D Debris, Bulky Items, Solid Waste, and other material at the place of generation in City.
“Commencement Date” means the date specified in Section 2.1 when Collection, Transportation, and Processing services required by this Agreement shall be provided. “Commercial” shall mean of, from, or pertaining to non-Residential Premises where business activity is conducted, including, but not limited to, retail sales, services, wholesale operations, manufacturing, and industrial operations, but excluding businesses conducted upon Residential property which are permitted under applicable zoning regulations and are not the primary use of the property. “Compactor” means a mechanical apparatus that compresses materials together with the Container that holds the compressed materials or the Container that holds the compressed materials if it is detached from the mechanical compaction apparatus. Compactors include two (2) to four (4) cubic yard Bin Compactors serviced by front-end loader Collection vehicles and ten (10) to forty (40) cubic yard Drop Box Compactors serviced by roll-off Collection vehicles. Contractor shall support Customers in locating options for purchase or lease of Compactors through an outside vendor(s). “Complaint” shall mean each written or orally communicated statement made by any Person, whether to City or Contractor, alleging: (i) non-performance, or deficiencies in performance, of Contractor’s duties under this Agreement; or, (ii) a violation by Contractor of this Agreement. “Compostable Paper” includes discarded paper products (including paper containers, bags, and cartons) that are contaminated with Food Scraps or grease. Compostable Paper includes paper cups, paper plates, paper bowls, paper trays and tray liners, paper take-out containers, cardboard pizza boxes, paper food wrappers, paper towels, paper napkins, shredded paper, and pieces of paper too small to Recycle. The Parties agree that materials may be added to or subtracted from this list from time to time, by mutual consent. Contractor shall not add or subtract materials to or from this list without approval from the City Contract Manager, and such approval shall not be unreasonably withheld. Compostable Paper is a subset of Organic Materials.
“Compostable Plastics” or “Compostable Plastic” means plastic materials that meet the ASTM D6400 standard for Compostability.
“Composting” or “Compost” (or any variation thereof) includes a controlled biological decomposition of Organic Materials yielding a safe and nuisance free Compost product.
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-5 Franchise Agreement, Exhibit A
“Construction and Demolition Debris” or “C&D” includes discarded building materials, packaging, debris, and rubble resulting from construction, alteration, remodeling, repair, or demolition operations on any pavements, excavation projects, houses, Commercial buildings, or other structures, excluding Excluded Waste. Construction and Demolition Debris includes rocks, soils, tree remains and other Yard Trimmings which results from land clearing or land development operations in preparation for construction. “Container(s)” mean Bins, Carts, Compactors, Drop Boxes, Public Litter Containers provided however, that Contractor shall not be required to provide Compactors to Customers, but shall be required to provide Collection service to Customer-provided Compactors, provided that such Customer-provided Compactors are compatible with Contractor’s existing Collection equipment and processes. “Contractor” means Alameda County Industries, Inc., a sub-chapter S corporation organized and operating under the laws of the State through its officers, directors, employees, agents, companies, Affiliates, subsidiaries, and Subcontractors.
“Contractor’s Compensation” means the monetary compensation received by Contractor in return for providing services in accordance with this Agreement as described in Article 8. “Contractor’s Proposal” means the proposal submitted to City by Contractor on October 27, 2023 for provision of Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste Collection services and certain supplemental written materials, which are included as Exhibit G to this Agreement and are incorporated by reference.
“County” means the County of Alameda, California.
“Courtesy Collection” means events wherein the Contractor Collects Discarded Materials, subject to the provisions of Section 5.3 that have been improperly placed for Collection, leaves a Courtesy Notice, and does not charge the City-approved Rate associated with the improper set-out. “Courtesy Notice” means a form developed by Contractor and provided at Contractor’s cost at least two inches (2”) by six inches (6”) in size, on which Contractor has provided Contractor’s phone number and indicated the ways in which a Customer has failed to comply with proper Discarded Materials set-out procedures, giving reference to the basis for the violation, which is left by Contractor at a Customer’s Premises to indicate that their improperly set-out Discarded Materials were Collected as a courtesy (defined above as a Courtesy Collection), but may be subject to non-Collection in the future. “Criminal Activity” means any of the following events or circumstances:
A. Convictions. The approval of a plea of nolo contendere or the entry against Contractor or any of its employees of a criminal conviction or a permanent mandatory or prohibitory injunction from a court, municipality, or regulatory agency of competent jurisdiction, based, in the case of any of Contractor’s employees, on acts taken in their official capacity on behalf of Contractor with respect to:
1. Fraud or criminal offense in connection with obtaining, attempting to obtain, procuring, or performing a public or private agreement;
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-6 Franchise Agreement, Exhibit A
2. Bribery or attempting to bribe a public officer or employee of a local, State, or Federal agency;
3. Embezzlement, extortion, racketeering, false claims, false statements, forgery, falsification or destruction of records, obstruction of justice, knowingly receiving stolen property, theft, or misprision (failure to disclose) of a felony;
4. Unlawful Disposal of Hazardous Waste or Designated Waste the occurrence of which Contractor knew or should have known;
5. Violation of antitrust laws, including laws relating to price-fixing, bid-rigging and sales and market allocation, and of unfair and anti-competitive trade practices laws, including with respect to inflation of Solid Waste Collection, Transportation, Processing fees, or Disposal Fees;
6. Violation of securities laws; or,
7. Felonies or misdemeanors involving moral turpitude.
“Curb” or “Curbside” (or any variation thereof) means the cornered edging between the street and sidewalk. Curb or Curbside also means and describes the location of a Collection Container for pick-up, where such Container is placed on the street or alley against the face of the Curb, or where no Curb exists, the Container is placed not more than five (5) feet from the outside edge of the street or alley nearest the property’s entrance.
“Customer” means the Person whom Contractor submits its billing invoice to and collects payment from for Collection services provided to a Premises. The Customer may be either the Occupant or Owner of the Premises. For purposes of Contractor’s requirement to provide services (other than billing services), “Customer” shall mean an occupied Residential or Commercial Premises. “Customer Type” meansthe Customer’s sector category including, but not limited to, Single-Family, MultiFamily, Commercial, Drop Box, and City. “Designated C&D Processing Facility” means the Davis Street Resource Recovery Complex and Transfer Station, which is owned and operated by Waste Management of Alameda County, Inc. The Designated C&D Processing Facility shall serve as the Processing site for all C&D Debris Collected by Contractor. Subject to Section 3.5 and 4.1 of the Agreement, the City may, at its sole discretion, specify a different Designated C&D Processing Facility. All C&D Debris Collected by Contractor shall be delivered to the Designated C&D Processing Facility.
“Designated Disposal Facility” means the Altamont Landfill, which is owned and operated by Waste Management of Alameda County, Inc.. The Designated Disposal Facility shall serve as the Disposal site for all Solid Waste Collected by Contractor. Subject to Section 3.5 and 4.1 of the Agreement, the City may, at its sole discretion, specify a different Designated Disposal Facility. All Solid Waste Collected by Contractor shall be delivered to the Designated Disposal Facility, except for the Disposal of Residue from Bulky Item Processing which may be delivered to a Disposal Facility selected by the Approved or Designated Facility doing such Processing.
“Designated Facility(ies)” means any one of or any combination of the: Designated Organic Materials Processing Facility; Designated Recyclable Materials Processing Facility; Designated C&D Processing Facility, Designated Transfer Facility; and/or, Designated Disposal Facility.
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-7 Franchise Agreement, Exhibit A
“Designated Organic Materials Processing Facility” means for Commercial Organic Materials the Organic Materials Recovery Facility (OMCF) located at the Davis Street Resource Recovery Complex and Transfer Station, which is owned and operated by Waste Management of Alameda County, Inc. or for Residential Organic Materials the Altamont CASP, which is owned and operated by Waste Management of Alameda County, Inc. . The Designated Organic Materials Processing Facility shall serve as the Processing site for all Organic Materials Collected by Contractor. Subject to Section 3.5 and 4.1 of the Agreement, the City may, at its sole discretion, specify a different Designated Organic Materials Processing Facility. All Organic Materials Collected by Contractor shall be delivered to the Designated Organic Materials Processing Facility.
“Designated Processing Facility(ies)” means any one of or any combination of the: Designated Organic Materials Processing Facility; Designated Recyclable Materials Processing Facility; Designated C&D Processing Facility; and/or, Designated Transfer Facility. “Designated Recyclable Materials Processing Facility” means the Alameda County Industries Materials Processing Facility in San Leandro, CA, which is owned and operated by Alameda County Industries, LLC..
The Designated Recyclable Materials Processing Facility shall serve as the Processing site for all Recyclable Materials Collected by Contractor. Subject to Section 3.5 and 4.1 of the Agreement, the City may, at its sole discretion, specify a different Designated Recyclable Materials Processing Facility. All Recyclable Materials Collected by Contractor shall be delivered to the Designated Recyclable Materials Processing Facility.
“Designated Transfer Facility” means Alameda County Industries Transfer Station in San Leandro, CA, which is owned by Alameda County Industries, LLC.
“Designated Waste” means non-Hazardous Waste that may pose special Disposal problems because of its potential to contaminate the environment and that may be Disposed of only in Class II Disposal sites or Class III Disposal sites pursuant to a variance issued by the California Department of Health Services.
Designated Waste consists of those substances classified as Designated Waste by the State, in CCR Title 23, Section 2522 as may be amended from time to time.
“Discarded Materials” means Recyclable Materials, Organic Materials, and Solid Waste placed by a Generator in a receptacle and/or at a location for the purposes of Collection by Contractor, excluding Excluded Waste, pursuant to the City’s Municipal Code.
“Disposal” or “Dispose” (or any variation thereof) means the final disposition of Solid Waste, or Processing Residue at a Disposal Facility.
“Disposal Facility” means a landfill, or other facility, for ultimate Disposal of Solid Waste. “Divert” or “Diversion” (or any variation thereof) means to prevent Discarded Materials, C&D Debris, or Bulky Items from Disposal at landfill or transformation facilities, (including facilities using incineration, pyrolysis, distillation, gasification, or biological conversion methods) through Source Reduction, reuse, Recycling, Composting, anaerobic digestion, or other method of Processing, in accordance with the provisions of AB 939 and SB 1383. Diversion is a broad concept that is to be inclusive of material handling and Processing changes that may occur over the Term including, but not limited to, changes in standard
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-8 Franchise Agreement, Exhibit A
industry practice or implementation of innovative (but not necessarily fully proven) techniques or technology that reduce Disposal risk, decrease costs, and/or are for other reasons deemed desirable by the City.
“Drop Box” or “Roll-Off Box” means an open-top Container with a capacity of ten (10) to forty (40) cubic yards that is serviced by a roll-off Collection vehicle. “Dwelling Unit” means any individual living unit in a; Single-Family dwelling (SFD), Multi-Family dwelling (MFD), a mobile home, or a motor home located on a permanent site intended for, or capable of being utilized for, Residential living other than a Hotel or Motel. “Edible Food” means food intended for human consumption that is unsold or unserved and meets all quality and labeling standards imposed by Federal, State, and local laws and regulations even though the food may not be readily marketable due to appearance, age, freshness, grade, size, surplus, or other conditions. Edible Food is not Solid Waste if it is recovered and not discarded. Nothing in this Agreement requires or authorizes Food Recovery of Edible Food that does not meet the food safety requirements of the California Retail Food Code. If the definition in 14 CCR Section 18982(a)(18) for Edible Food differs from this definition, the definition in 14 CCR Section 18982(a)(18) shall apply to this Agreement. “Effective Date” means the date on which the latter of the two (2) Parties signs this Agreement, subject to the provisions of Section 2.2.
“E-Waste” means discarded electronic equipment including, but not limited to, televisions, computer monitors, cathode ray tubes (CRTs), central processing units (CPUs), laptop computers, computer peripherals (including external hard drives, keyboards, scanners, and mice), printers, copiers, facsimile machines, radios, stereos, stereo speakers, VCRs, DVDs, camcorders, microwaves, telephones, cellular telephones, and other electronic devices. Some E-Waste or components thereof may be Hazardous Waste or include Hazardous Substances and thus require special handling, Processing, or Disposal. “Excluded Waste” means Hazardous Substance, Hazardous Waste, Infectious Waste, Designated Waste, volatile, corrosive, biomedical, infectious, biohazardous, and toxic substances or material, waste that Contractor reasonably believes would, as a result of or upon Disposal, be a violation of local, State, or Federal law, regulation or ordinance, including land use restrictions or conditions, waste that cannot be Disposed of in Class III landfills, waste that in Contractor’s reasonable opinion would present a significant risk to human health or the environment, cause a nuisance, or otherwise create or expose Contractor or City to potential liability; but not including de minimis volumes or concentrations of waste of a type and amount normally found in Residential Solid Waste after implementation of programs for the safe Collection, Recycling, treatment, and Disposal of batteries and paint in compliance with Sections 41500 and 41802 of the California Public Resources Code. Excluded Waste does not include Used Motor Oil and Filters, or Household Batteries when properly placed for Collection by Customer as set forth in this Agreement.
“Extra Service Tags” means tags approved by City and provided by the Contractor that may be purchased by Residents and affixed to a bag provided by Residents for the Collection of Solid Waste overages. “Federal” means belonging to or pertaining to the Federal government of the United States.
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-9 Franchise Agreement, Exhibit A
“Food Scraps” means those Discarded Materials that will decompose and/or putrefy including: (i) all kitchen and table food waste; (ii) animal or vegetable waste that is generated during or results from the storage, preparation, cooking, or handling of food stuffs; (iii) fruit waste, grain waste, dairy waste, meat, and fish waste; and, (iv) vegetable trimmings, houseplant trimmings, flowers, and other Compostable Organic Waste common to the occupancy of Residential dwellings or businesses involved in food production, preparation, or sales. The Parties agree that materials may be added to or subtracted from this list from time to time, by mutual consent. Contractor shall not add or subtract materials to or from this list without approval from the City Contract Manager, and such approval shall not be unreasonably withheld. Food Scraps are a subset of Organic Materials. “Franchise Fee” means the fee paid by Contractor to the City as described in Section 7.1. “Generator” means any Person whose act or process produces Discarded Materials, C&D Debris, or Bulky Items as defined in the Public Resources Code, or whose act first causes Discarded Materials, C&D Debris, or Bulky Items to become subject to regulation.
“Gross Rate Revenues” means total Customer billings by the Contractor for the provision of services pursuant to this Agreement, without any deductions.
“Gross Receipts” means total cash receipts collected from Customers by the Contractor for the provision of services pursuant to this Agreement, without any deductions. Gross Receipts do not include revenues from the sale of Recyclable Materials.
“Hazardous Substance” means any of the following: (a) any substances defined, regulated or listed (directly or by reference) as “Hazardous Substances,” “Hazardous Materials,” “Hazardous Wastes,” “toxic waste,” “pollutant” or “toxic substances,” or similarly identified as hazardous to human health or the environment, in or pursuant to: (i) the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) of 1980, 42 USC §9601 et seq. (CERCLA); (ii) the Hazardous Materials Transportation Act, 49 USC §1802, et seq.; (iii) the Resource Conservation and Recovery Act, 42 USC §6901 et seq.; (iv) the Clean Water Act, 33 USC §1251 et seq.; (v) California Health and Safety Code §§25115-25117, 25249.8, 25281, and 25316; (vi) the Clean Air Act, 42 USC §7901 et seq.; and, (vii) California Water Code §13050; (b) any amendments, rules, or regulations promulgated thereunder to such enumerated statutes or acts currently existing or hereafter enacted; and, (c) any other hazardous or toxic substance, material, chemical, waste, or pollutant identified as hazardous or toxic or regulated under any other Applicable Law, including, without limitation, friable asbestos, polychlorinated biphenyl’s (PCBs), petroleum, natural gas, and synthetic fuel products, and by-products.
“Hazardous Waste” means any waste which meets the definitions set forth in 22 CCR Section 66261.3, et seq. and is required to be managed; or as otherwise defined in 14 CCR Section 17402(a)(7). Hazardous Waste includes hazardous wood waste.
“Holidays” [ACI: Definition to be amended based on negotiations and final approval by City] are defined as New Year’s Day, Thanksgiving Day, and Christmas Day. “Household Battery(ies)” means Disposable or rechargeable dry cells (e.g., A, AA, AAA, B, C, D, 9-volt, button-type) commonly used as power sources for household or consumer products including, but not
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-10 Franchise Agreement, Exhibit A
limited to, nickel-cadmium, nickel metal hydride, alkaline, mercury, mercuric oxide, silver oxide, zinc oxide, nickel-zinc, nickel iron, lithium, lithium ion, magnesium, manganese, and carbon-zinc batteries, but excluding automotive lead acid batteries or other batteries Contractor is prohibited from carrying by Applicable Law.
“Household Hazardous Waste” or “HHW” means Hazardous Waste generated at Residential Premises within the City. HHW includes: paint, stain, varnish, thinner, adhesives, auto products such as old fuel, Used Motor Oil, Used Oil Filter, batteries, fluorescent bulbs, tubes, cleaners and sprays, pesticides, fertilizers and other garden products, needles, syringes, and lancets. “Infectious Waste” means biomedical waste generated at hospitals, public or private medical clinics, dental offices, research laboratories, pharmaceutical industries, blood banks, mortuaries, veterinary facilities, and other similar establishments that are identified in Health and Safety Code Section 25117.5 as may be amended from time to time.
“In-Home Recycling Container” means a small, easily portable tote bag with a capacity of at least three (3) gallons to be included by Contractor in the Multi-Family Move-in Kit to facilitate convenient accumulation of Recyclable Materials within a Multi-Family Dwelling Unit. “Liquidated Damages” means the amounts due by Contractor for failure to meet specific quantifiable standards of performance as described in Section 10.6 and Exhibit F. “Low Income Resident” means a Residential Customer who can demonstrate that their household qualifies as a very-low-income household under the Section 8 eligibility guidelines as determined by the Federal Housing and Urban Development (HUD) formula.
“Move-in Kit” [ACI: Final contents of Move-In Kit to be determined through negotiations] refers to a preprepared and standardized collection of useful items to be given by property managers or Owners of MultiFamily Premises to new Multi-Family tenants upon move-in to a Multi-Family Dwelling Unit. At a minimum, Move-in Kits shall include a Multi-Family Recycling guide, a notice describing Alameda County’s Mandatory Recycling Ordinance, an In-Home Recycling Container and kitchen pail, if requested by the property manager or Owner, and stickers or refrigerator-magnets that clearly define the accepted and prohibited materials in the Recycling program. ACI shall make In-Home Recycling Containers and kitchen pails available to Multi-Family Occupants, property managers, and Owners upon request at Contractor’s Alameda office.
“Move-out Kit” means a pre-prepared and standardized collection of useful items to be given by property managers or Owners of Multi-Family Premises to existing tenants upon move-out from a Multi-Family Dwelling Unit. At a minimum, Move-out Kits shall include a Move-Out Guide to promote donating and reusing slightly used items (furniture, clothing, etc.) and proper Disposal of Bulky Items and HHW, a description of Alameda County’s Mandatory Recycling Ordinance, information about scheduling a Bulky Item Collection appointment, as well as other helpful information for MFD residents that are moving out of the complex.
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-11 Franchise Agreement, Exhibit A
“Mulch” means a layer of material applied on top of soil, and, for the purposes of the Agreement, Mulch shall conform with the following conditions, or conditions as otherwise specified in 14 CCR Section 18993.1(f)(4):
A. Meets or exceeds the physical contamination, maximum metal concentration, and pathogen density standards for land applications specified in 14 CCR Section 17852(a)(24.5)(A)(1) through (3).
B. Was produced at one or more of the following types of Facilities:
1 A Compostable material handling operation or facility as defined in 14 CCR Section 17852(a)(12), that is permitted or authorized under Division 7 of Title 14 of the CCR, other than a chipping and grinding operation or facility as defined in 14 CCR Section 17852(a)(10);
2. A Transfer/Processing Facility or Transfer/Processing operation as defined in 14 CCR Section 17402(a)(30) and (31), respectively, that is permitted or authorized under 14 CCR, Division 7, Chapter 12; or,
3. A Solid Waste landfill as defined in PRC Section 40195.1 that is permitted under 27 CCR, Division 2.
“Multi-Family” means any Residential complex, building or structure, or portion thereof, other than a Single-Family Residence, used for residential purposes irrespective of whether residence therein is transient, temporary or permanent and having five (5) or more distinct living units. Such Multi-Family Residences shall have an adequate volume of centralized Solid Waste, Recyclable Materials, and Organic Materials Collection service for all units on the Premises which are billed to one (1) Owner (or their designated representative) at one (1) address. Customers residing in townhouses, mobile homes, or other structures that have on-site individual Container storage may request Single-Family classification from the City Contract Manager. If such a request is made and approved, such sites shall not be considered MultiFamily. In these examples, Single-Family classification shall apply to the entire site and not to an individual unit.
“Non-Collection Notice” means a form developed by Contractor and provided at Contractor’s cost at least two inches (2”) by six inches (6”) in size, on which Contractor has provided Contractor’s phone number and indicated the reasons for Contractor’s refusal to Collect material, giving reference to the basis for the violation, and which gives grounds for Contractor’s refusal either in writing or by means of a check system. “Occupant” means the Person who occupies a Premises.
“Organic Materials” means Yard Trimmings, Food Scraps, Compostable Paper, and Clean Wood, individually or collectively. Organic Material may also include manure from herbivores (horses, cows, goats, sheep, rabbits, etc.) No Discarded Material shall be Organic Materials, however, unless it is separated from Recyclable Material and Solid Waste. The Parties agree that materials may be added to or subtracted from the list of Organic Materials from time to time by mutual consent. Contractor shall not add or subtract materials to or from this list without approval from the City Contract Manager, and such approval shall not be unreasonably withheld. Organic Materials are a subset of Organic Waste. “Organic Waste” means wastes containing material originated from living organisms and their metabolic waste products including, but not limited to, food, Yard Trimmings, organic Textiles and carpets, lumber,
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-12 Franchise Agreement, Exhibit A
wood, paper products, printing and writing paper, manure, biosolids, digestate, and sludges, or as otherwise defined in 14 CCR Section 18982(a)(46). Biosolids and digestate are as defined in 14 CCR Section 18982(a)(4) and 14 CCR Section 18982(a)(16.5), respectively. “Owner” means the Person(s) holding legal title to real property and/or any improvements thereon and shall include the Person(s) listed on the latest equalized assessment roll of the County Assessor. “Party” or “Parties” refers to the City and Contractor, individually or together. “Person(s)” means any individual, firm, association, organization, partnership, consortium, corporation, trust, joint venture, Commercial entity, governmental entity, public entity, or any other legal Person. “Premises” means any land or building in the City where Recyclable Materials, Organic Materials, or Solid Waste are generated or accumulated.
“Processing” means to prepare, treat, or convert through some special method. “Processing Facility” means any plant or site used for the purpose of sorting, cleansing, treating, or reconstituting Recyclable Materials, or Reusable Materials for the purpose of making such material available for Recycling or reuse or the facility for the Processing and/or Composting of Organic Materials. “Prohibited Container Contaminants” means (i) Discarded Materials placed in the Recyclable Materials Container that are not identified as acceptable Recyclable Materials for the City’s Recyclable Materials Container; (ii) Discarded Materials placed in the Organic Materials Container that are not identified as acceptable Organic Materials for the City’s Organic Materials Container; (iii) Discarded Materials placed in the Solid Waste Container that are acceptable Recyclable Materials and/or Organic Materials to be placed in City’s Organic Materials Container and/or Recyclable Materials Container; and, (iv) Excluded Waste placed in any Container.
“Projected Gross Rate Revenues” means Contractor’s projected Gross Rate Revenues calculated by multiplying the most-recent Customer subscription levels by then-current Rates. “Public Litter Container” means the Containers serviced by Contractor at the locations specified in Exhibit L, as may be amended from time to time, that are placed in public areas of the City for the Collection of Discarded Materials.
“Public Street” means all City-owned and maintained paved areas between the normal Curb line of a roadway, including public parking lots, roadway dividers, and medians. “Push/Pull Charges” means charges associated with the Contractor bringing and/or returning a Commercial or Multi-Family Cart or Bin from a location on the Customer’s Premises to the public right-ofway (Push Charge) and/or returning the Container to said Premise (Pull Charge) so that the Container may be serviced.
“Rate” means the maximum amount, expressed as a dollar unit, approved by the City that the Contractor may bill a Customer for providing services under this Agreement. A Rate has been established for each individual Service Level and the initial Rates for Rate Period One are presented in Exhibit G2. The Rates
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-13 Franchise Agreement, Exhibit A
approved by City are the maximum Rate that Contractor may charge a Customer and Contractor may, in its sole discretion, charge any amount up to and including the maximum Rate approved by the City. “Rate Adjustment Factor” means the amount determined under Exhibit E1 or Exhibit E2, whichever applies for a particular Rate Period.
“Rate Period” means a twelve (12) month period, commencing July 1 and concluding June 30. “Recyclable Materials” means those Discarded Materials that the Generators set out in Recyclable Materials Containers for Collection for the purpose of Recycling by the Contractor and that exclude Excluded Waste. No Discarded Materials shall be considered Recyclable Materials unless such material is separated from Organic Materials and Solid Waste. Recyclable Materials shall include, at a minimum, newspaper (including inserts, coupons, and store advertisements); mixed paper (including office paper, computer paper, magazines, junk mail, catalogs, brown paper bags, brown paper, paperboard, paper egg cartons, phone books, grocery bags, colored paper, construction paper, envelopes, legal pad backings, shoe boxes, and cereal and other similar food boxes); chipboard; corrugated Cardboard; paper milk cartons; glass bottles and jars (including brown, clear, and green glass bottles and jars); aluminum (including beverage containers, foil, food containers, small pieces of scrap metal); small pieces of scrap metal weighing less than ten (10) pounds and fitting into the Recyclable Materials Collection Container; steel, tin, or bi-metal cans; plastic containers (no. 1 to 7); and, aseptic beverage boxes. In addition, Recyclable Materials Collected from Residential Premises shall include empty steel paint cans (formerly used for latex paint) and aerosol cans. The Parties agree that this list will be reviewed as part of the CostBased Rate Adjustment process described in Exhibit E2, and that during such review materials may be added to or subtracted from this list by mutual consent. Contractor shall not add or subtract materials to or from this list without approval from the City Contract Manager, and such approval shall not be unreasonably withheld.
“Recycle” or “Recycling” (or any variation thereof) means the process of sorting, cleansing, treating, and reconstituting, at a Recyclable Materials Processing Facility, materials that would otherwise be Disposed of at a landfill for the purpose of returning such materials to the economy in the form of raw materials for new, reused, or reconstituted products.
“Residential” shall mean of, from, or pertaining to a Single-Family Premises, or Multi-Family Premises including Single-Family homes, apartments, condominiums, townhouse complexes, mobile home parks, and cooperative apartments.
“Residue” or “Residual” means those materials which, after Processing, are Disposed rather than Recycled, Composted, or otherwise recovered due to either the lack of markets for materials or the inability of the Processing Facility to capture and recover the materials. “Reusable Materials” means items that are capable of being used again after minimal Processing.
Reusable Materials may be Collected, Source Separated, or recovered through a Processing Facility and reuse markets developed by Contractor. Reusable Materials may include but are not limited to Textiles, furniture, and/or sporting equipment.
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-14 Franchise Agreement, Exhibit A
“Route” generally means the designated itinerary or sequence of stops for each segment of the City Service Area, as well as the specific definition contained in 14 CCR Section 18982(a)(31.5). “SB 1383” means the Short-Lived Climate Pollutants Act of 2016 (an act to add Sections 39730.5, 39730.6, 39730.7, and 39730.8 to the Health and Safety Code, and Chapter 13.1 (commencing with Section 42652) to Part 3 of Division 30 of the Public Resources Code, establishing methane emissions reduction targets in a statewide effort to reduce emissions of short-lived climate pollutants as amended, supplemented, superseded, and replaced from time to time.
"Service Assets" means all of Contractor's fixtures, equipment, vehicles and Containers in use, outstanding accounts receivable generated, and other property (other than real property) used by Contractor to provide the services under this Agreement, whether: (i) owned outright or pursuant to an installment sale agreement, or, (ii) leased, including right to use, possession and occupancy, as the case may be. “Service Level” refers to the size of a Customer’s Container(s) and the frequency of Collection service. “Service Opportunity” shall mean each individual scheduled opportunity the Contractor has to Collect from a Container at a Customer’s location. For example, a Commercial Customer receiving Recyclable Materials Collection service two (2) times per week from two (2) Containers, Organic Materials Collection service two (2) times per week from (2) Containers, and Solid Waste Collection service two (2) times per week from two (2) Containers would have a total of twelve (12) Service Opportunities each week. Service Opportunities shall be calculated based on the subscription levels presented in Contractor’s most recent Monthly Report to City.
“Single-Family” means, notwithstanding any contrary definition in the City’s Municipal Code, any detached or attached house or residence designed or used for occupancy by one (1) family, provided that Collection service is provided to such Premises as an independent unit, or any Residential complex, building or structure, or portion thereof used for residential purposes irrespective of whether residence therein is transient, temporary or permanent and having four (4) or fewer distinct living units, whether service is provided individually to each such unit or as a group to all such units. “Solid Waste” means solid waste as defined in California Public Resources Code, Division 30, Part 1, Chapter 2, §40191 and regulations promulgated hereunder. Excluded from the definition of Solid Waste are Excluded Waste, C&D Debris, Source Separated Recyclable Materials, Source Separated Organic Materials, and radioactive waste. Notwithstanding any provision to the contrary, Solid Waste may include de minimis volumes or concentrations of waste of a type and amount normally found in Residential Solid Waste after implementation of programs for the safe Collection, Recycling, treatment, and Disposal of HHW in compliance with Section 41500 and 41802 of the California Public Resources Code as may be amended from time to time. Solid Waste includes salvageable materials only when such materials are included for Collection in a Solid Waste Container, not Source Separated from Solid Waste at the site of generation.
“Source Reduction” means and refers to the reduction in overall volume of Discarded Materials, C&D Debris, and Bulky Items generated.
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-15 Franchise Agreement, Exhibit A
“Source Separated” means the segregation, by the Generator, of materials by material type designated for separate Collection for some form of Recycling, Composting, recovery, or reuse. Source Separated Organic Materials refers to the Collection of only Food Scraps or only Yard Trimmings and does not include the Collection of a comingled stream of Food Scraps and Yard Waste. “State” means the State of California.
“Subcontractor” means a Person who has entered into a contract, express or implied, with Contractor for the performance of an act that is necessary for Contractor’s fulfillment of its obligations for providing service under this Agreement. Notwithstanding any other provision in this Agreement, vendors providing materials, supplies, or professional services to Contractor, subcontractors, and Approved Facilities and Designated Facilities that are not owned by Contractor or by Affiliates of Contractor, shall not be considered Subcontractors for any purpose under this Agreement (except as explicitly provided in Section
3.3 of this Agreement).
“Term” means the Term of this Agreement, including extension periods if granted, as provided for in Article
2. “Textiles” means a type of cloth or woven fabric that may be discarded by Residential Generators. Textiles include, but are not limited to, clothing including shoes, sheets and blankets, pillowcases, and curtains and drapes.
“Ton” or “Tonnage” means a unit of measure for weight equivalent to two thousand (2,000) standard pounds per each ton where each pound contains sixteen (16) ounces. “Transfer” means the act of transferring the materials Collected by Contractor in its Route vehicles into larger vehicles for Transport to other facilities for the purpose of Recycling, Processing, or Disposing of such materials.
“Transportation” or “Transport” means the act of conveying Collected materials from one location to another.
“Universal Waste (U-Waste)” means all wastes as defined by 22 CCR Subsections 66273.1 through 66273.9. These include, but are not limited to, batteries, fluorescent light bulbs, mercury switches, and EWaste. “Used Motor Oil and Filter” means used oil fluids for vehicles including motor and engine oil, transmission and hydraulic oil, crankcase and differential oils, lubricating oils for vehicles, and oil filters from automobiles, boats, motorcycles, and light trucks.
“Used Oil Recovery Kit” means a kit containing: one (1) reusable plastic jug of at least one (1) gallon capacity with a leak-proof watertight screw-on top to contain Used Motor Oil or used cooking oil; one (1) six (6) mil plastic Disposable resealable bag with double track seal of sufficient capacity to accommodate one (1) Used Motor Oil Filter; and, a flyer, brochure, or other informational media approved by the City intended to educate Customers about the Used Oil and Filter Collection program and the benefits resulting
EXHIBIT A
DEFINITIONS
July 15, 2024 Page A-16 Franchise Agreement, Exhibit A
from the proper handling of Used Oil and Filters. The Used Oil Recovery Kit is to be provided to Customers by Contractor to recover Used Oil and Filters.
“Working Days” means days on which the Contractor is required to provide regularly scheduled Collection services under this Agreement.
“Yard Trimmings” means those Discarded Materials that will decompose and/or putrefy, including, but not limited to, green trimmings, grass, weeds, flowers, leaves, prunings, branches, dead plants, brush, tree trimmings, dead trees, and other types of Organic Materials resulting from normal yard and landscaping maintenance that may be specified in City legislation for Collection and Processing as Organic Materials under this Agreement. The Parties agree that materials may be added to or subtracted from this list from time to time by mutual consent. Contractor shall not add or subtract materials from this list without approval from the City Contract Manager, and such approval shall not be unreasonably withheld. Yard Trimmings does not include items herein defined as Excluded Waste. Yard Trimmings are a subset of Organic Materials. Yard Trimmings placed for Collection must fit within the Contractor-provided Container.
EXHIBIT B:
DIRECT SERVICES
EXHIBIT B
DIRECT SERVICES
July 15, 2024 Page B-1 Franchise Agreement, Exhibit B
The following Exhibits (B1 through B5) describe the programs which, in aggregate, represent the direct services to be performed under this Agreement by the Contractor.
Each of the following Exhibits (B1 through B5) present the programs to be provided to each Customer Type by Contractor. Within each program description are specific requirements for the:
• Type and size of Containers or Service Level to be offered by Contractor under each program; • Frequency of service to be offered by Contractor to Customers; • Location of service, including an indication of whether or not additional charges may apply if a Customer selects a location that is more costly to serve (e.g., back-yard service); • Materials that are acceptable or prohibited within the program; • Provision of additional services to the Customer if the standard Service Levels are inadequate, either on a regular or periodic basis, and an indication of whether or not additional charges may apply; and/or,
• Other requirements and considerations of the program.
Contractor shall provide the services for each program described in accordance with the specific program requirements detailed in Exhibits B1 through B5 and Contractor shall promote such programs using the public education and outreach methods described in Exhibit C.
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EXHIBIT B1:
SINGLE-FAMILY RESIDENTIAL SERVICES
EXHIBIT B1
SINGLE-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B1-1 Franchise Agreement, Exhibit B1
1. Recyclable Materials Collection
Contractor shall Collect Recyclable Materials placed in Contractor-provided Containers (or otherwise placed in accordance with this Section) one (1) time per week from Single-Family Customers and Transport all Recyclable Materials to the Designated Recyclable Materials Processing Facility for Processing.
Containers: Carts
Container Sizes: 32-, 64-, and 96-gallons (or comparable sizes approved by the City) as selected by the Customer.
Service Frequency: One (1) time per week on the same day as Organic Materials and Solid Waste Collection services.
Service Location: Curbside
Acceptable Materials: Recyclable Materials
Prohibited Materials: Solid Waste, Organic Materials, Excluded Waste Additional Service: Single-Family Customers shall receive one (1) Recyclable Materials Cart. Upon request by a Single-Family Customer, Contractor shall provide one (1) additional Recyclable Materials Container at no additional charge. For Single-Family Customers requesting Recyclable Materials Containers beyond two (2), Contractor shall provide the additional Recyclable Materials Carts at Rates approved by the City.
Contractor shall allow Single-Family Customers to place flattened Cardboard (pieces no larger than two [2] feet by three [3] feet) adjacent to the Recyclable Materials Cart on their regularly scheduled Collection day at no additional charge to the Customer.
Contractor shall accept Household Batteries in the Recyclable Materials program, provided that those batteries have been separately packaged in a sealed, clear plastic bag on top of the Recyclable Materials Cart.
Other Requirements:
Contractor may refuse to Collect a Recyclable Materials Container that contains more than ten percent (10%) by volume of Prohibited Container Contaminants, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement. Contractor shall inform the Customer of their options to either remove the Prohibited Container Contaminants or pay the Cityapproved Rate to have the contents of the contaminated Recyclable Materials Container Collected as Solid Waste. Contractor may charge the Customer the City-approved Rate for a special pick-up if the Customer elects to have their corrected or contaminated Recyclable Materials Container serviced before the next regular Collection day. Prior to refusing Collection of a contaminated Container and leaving a Non-Collection Notice, Contractor must provide two (2) Courtesy Collections, and leave Courtesy Collection Notices in accordance with Section 5.3.B of this Agreement. Contractor shall keep a record of all NonCollection Notices and Courtesy Notices issued to Customers, recording at a minimum the date, Customer address, and material type of the Container in EXHIBIT B1
SINGLE-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B1-2 Franchise Agreement, Exhibit B1 question. Contractor shall conduct an adequate number of random contamination checks of Single-Family Recyclable Materials Containers to ensure compliance with the contamination monitoring requirements of SB 1383.
If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other Excluded Waste that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
2. Organic Materials Collection
Contractor shall Collect Organic Materials placed in Contractor-provided Carts (or otherwise placed in accordance with this Section) one (1) time per week from Single-Family Customers and Transport all Organic Materials to the Designated Organic Materials Processing Facility for Processing.
Containers: Carts
Container Sizes: 20-, 32-, 64-, or 96-gallons (or comparable size approved by the City) as selected by the Customer.
Service Frequency: One (1) time per week on the same day as Recyclable Materials and Solid Waste Collection service.
Service Location: Curbside
Acceptable Materials: Organic Materials (including Yard Trimmings, Food Scraps, and Compostable Paper)
Prohibited Materials: Recyclable Materials, Solid Waste, Excluded Waste, Compostable Plastic Additional Service: Single-Family Customers shall receive one (1) Organic Materials Cart. Upon request by a Single-Family Customer, Contractor shall provide one (1) or more additional Organic Materials Containers at no additional charge.
Other Requirements: Contractor shall provide to all new Single-Family Customers kitchen pails designed to contain Food Scraps prior to placement in the Customer’s Organic Materials Cart. Kitchen pail specifications shall be approved by the City prior to ordering and distribution. Organic Materials placed for Collection may not exceed six (6) inches in diameter and three (3) feet in length and must fit in the provided Cart with the lid closed.
Contractor may refuse to Collect an Organic Materials Container that contains more than one percent (1%) by volume of Prohibited Container Contaminants, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement. Contractor shall inform the Customer of their options to either remove the Prohibited Container Contaminants or pay the Cityapproved Rate to have the contents of the contaminated Organic Materials Container Collected as Solid Waste. Contractor may charge the Customer the City-approved Rate for a special pick-up if the Customer elects to have their EXHIBIT B1
SINGLE-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B1-3 Franchise Agreement, Exhibit B1 corrected or contaminated Organic Materials Container serviced before the next regular Collection day. Prior to refusing Collection of a contaminated Container and leaving a Non-Collection Notice, Contractor must provide two (2) Courtesy Collection, and leave a Courtesy Collection Notice in accordance with Section
5.3.B of this Agreement. Contractor shall keep a record of all Non-Collection Notices and Courtesy Notices issued to Customers, recording at a minimum the date, Customer address and material type of the Container in question.
Contractor shall conduct an adequate number of random contamination checks of Single-Family Organic Materials Containers to ensure compliance with the contamination monitoring requirements of SB 1383.
If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other Excluded Waste that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
3. Solid Waste Collection
Contractor shall Collect Solid Waste placed in Contractor-provided Carts one (1) time per week from SingleFamily Customers and Transport all Solid Waste to the Designated Disposal Facility for Disposal.
Containers: Carts
Container Sizes: 20-, 32-, 64-, and 96-gallons (or comparable sizes approved by the City) as selected by Customer.
Service Frequency: One (1) time per week on the same day as Recyclable Materials and Organic Materials Collection service.
Service Location: Curbside
Acceptable Materials: Solid Waste
Prohibited Materials: Recyclable Materials, Organic Materials, Excluded Waste Additional Service: Contractor shall provide additional Solid Waste Carts to Single-Family Customers upon request and may charge the appropriate Rate approved by the City.
Single-Family Customers may purchase Extra Service Tags for additional Solid Waste. Solid Waste must be placed in a Customer-provided bag, with the Extra Service Tag affixed and clearly visible, and placed next to their Solid Waste Container for Collection. Contractor shall Collect all properly placed bags labeled with Extra Service Tags, and Customers shall not be required to schedule such extra service in advance.
Contractor shall make Extra Service Tags readily available to Single-Family Customers through the mail and at Contractor’s offices. The Contractor shall maintain a sufficient inventory of Extra Service Tags to accommodate additional Solid Waste.
EXHIBIT B1
SINGLE-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B1-4 Franchise Agreement, Exhibit B1 Other Requirements: If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other material that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
Single-Family Customers with Bin Collection service will be charged Multi-Family Rates for Bins.
4. Used Oil and Filter Collection
Contractor shall Collect Used Motor Oil and Filters and used cooking oil placed in a Contractor-provided Used Oil Recovery Kit from Single-Family Customers and shall Recycle all Used Motor Oil and Filters and used cooking oil Collected pursuant to this Agreement.
Containers: Used Oil Recovery Kit or Customer supplied plastic semi-rigid jugs not to exceed five (5)-quart/ liter per jug (i.e., original containers from new oil).
Container Sizes: 1-gallon filter bags; and, oil jugs not to exceed five (5) quarts.
Service Frequency: Up to one (1) time per week and up to three (3) Used Oil Recovery Kits or three (3) Customer supplied jugs as described above on the same day as Solid Waste Collection service.
Service Location: Curbside (adjacent to Cart)
Acceptable Materials: Used Motor Oil and Filter, used cooking oil Prohibited Materials: Recyclable Materials, Organic Materials, Solid Waste, Excluded Waste Additional Service: Not applicable
Other Requirements: Contractor shall provide a Used Oil Recovery Kit to a Customer within five (5) Working Days of Customer request, at no additional cost to Customer. Upon Collection of Used Motor Oil and Filter from a Customer, Contractor shall leave a clean and empty Used Oil Recovery Kit adjacent to the Recyclables Cart.
Contractor shall Recycle the Used Motor Oil and Filter and used cooking oil only with Persons who are authorized by the State of California to Recycle such materials. In the event the Used Motor Oil and Filter and/or used cooking oil Collected pursuant to this Agreement is contaminated to the extent that the materials require Disposal as a Hazardous Waste, Contractor shall Dispose of such materials, at Contractor’s own cost and expense in accordance with Applicable Law.
Contractor shall notify the City Contract Manager of any contamination which renders the Used Motor Oil and Filter or used cooking oil unacceptable for Recycling or which requires Disposal as a Hazardous Waste.
Contractor shall keep all Used Motor Oil and Filters and used cooking oil Collected pursuant to this Agreement segregated from other materials.
Contractor may refuse to Collect Used Motor Oil and Filter if it is not contained in an approved Used Oil Recovery Kit, provided that Contractor leaves a Non- EXHIBIT B1
SINGLE-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B1-5 Franchise Agreement, Exhibit B1 Collection Notice which explains the reason for non-Collection, and also leaves a clean and empty Used Oil Recovery Kit adjacent to the refused Used Motor Oil and Filter set-out. Contractor may refuse to Collect a Used Motor Oil Recovery Kit which contains liquid other than Used Motor Oil or cooking oil, provided that Contractor leaves a Non-Collection Notice which explains the reason for nonCollection.
5. Bulky Item Collection Services
Two (2) times per Rate Period, Contractor shall Collect Bulky Items, Reusable Materials, and other materials described herein from Single-Family Customers. The Bulky Item Collection events shall be oncall events at no additional cost to the Customers. During the first two (2) complete calendar weeks of January each year and during the weeks designated for Textiles Collection (in accordance with Section 10 of Exhibit B1), Contractor shall not be required to schedule Bulky Item and Reusable Material Collection events. Notwithstanding this Section, Contractor shall provide Abandoned Waste Collection services at all times of the year, in accordance with Section 4.7.
Containers: Not applicable
Service Level: Up to three (3) cubic yards of Reusable Materials, Recyclable Materials, and Solid Waste; AND, up to three (3) Bulky Items of which one (1) may be an EWaste Item Service Frequency: Two (2) times per year per Single-Family Customers (as requested by Customer).
Service Location: Curbside, in front of each individual Premises, or other location on or adjacent to Customer’s Premises, as arranged by Customer and Contractor, to reduce safety concerns of Collecting Bulky Items along busy streets.
Acceptable Materials: Reusable Materials, Bulky Items, Recyclable Materials, Yard Trimmings, Solid Waste, and E-Waste
Prohibited Materials: Food Scraps, Hazardous Materials, rocks, cement, dirt, bundled wood exceeding five (5) feet in length, abandoned automobiles, automobile batteries, Excluded Waste, or any single item (e.g., large auto parts) that exceeds one hundred fifty (150) lbs. in weight.
Additional Service: Contractor shall Collect additional Acceptable Materials (as described herein) that exceed the required Service Level (as requested by Customer) and may charge the appropriate Rate approved by the City for such additional material Collected.
The Contractor shall also provide on-call clean-up Collection services to Customers requesting more than two (2) free events for which the Customer is entitled pursuant to this Section and may charge Customers Rates provided such Rates comply with City-established Rates.
Other Requirements: Contractor shall provide the service to the Customer within five (5) Working Days of the Customer’s requested service date, as mutually agreed upon by the Customer and Contractor. Contractor shall Divert a minimum of sixty-five percent (65%) by weight of the materials Collected through this on-call clean-up EXHIBIT B1
SINGLE-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B1-6 Franchise Agreement, Exhibit B1 services program through reuse, Recycling, or Composting activities, by using Contractor’s best efforts to curate engagements for Diversion outlets. Disposal of materials shall be the Contractor’s last option.
Appliances and E-Waste Items shall be reused, Recycled or Disposed by Contractor in accordance with requirements of Applicable Law and in accordance with the State Department of Toxic Substance Controls regulations.
If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other material that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
6. Holiday Tree Collection
Annually, Contractor shall Collect holiday trees from all Customers. Contractor shall offer Single-Family Customers Collection of holiday trees for the period commencing the first Working Day following December 25 and ending on the last regularly scheduled Organic Materials Collection day of January for each specific Route. Holiday trees shall be Collected on the Customer’s regular Collection day. On-call holiday tree and Bulky Item Collection services, pursuant to Exhibit B1 Section 5, and Bulky and Reusable Items Collection, pursuant to Exhibit B2 Section 5, may be suspended or limited by Contractor during the first two (2) full weeks in January to allow Contractor’s clean-up equipment and crews to perform holiday tree Collection.
During the first two weeks Collection in January, holiday trees shall be used to produce Mulch or Compost product or Diverted from landfill Disposal in an alternative manner to count as Diversion in accordance with the AB 939 and SB 1383 with the exception that holiday trees may not be used as ADC, AIC, or for transformation fuel without prior written approval from the City. Trees that are flocked and contain tinsel or other decorations may not be Collected for Diversion purposes but shall be Collected and Disposed by Contractor.
Holiday tree Collection services shall be provided at no additional cost to the City or the Customer.
Contractor may require that Christmas trees be cut into sections no greater than six (6) feet.
7. Alternative Service Location for Disabled Single-Family Customers The City’s Municipal Code allows for Persons that have a disability in compliance with the American Disabilities Act (which means Public Law 101-336, 104 Stat. 327, 42 U.S.C. 12101-12213 and 27 U.S.C. 225 and 611, and all Federal rules and regulations relating thereto) that are Occupants of Single-Family Premises to receive Collection services at a location other than Curbside at no extra charge to the Customer. Contractor shall review all applications (which shall include statements from physicians) made by Customers to determine conformance with the exemption provision in the City’s Municipal Code and shall grant exemptions, if applicable. Contractor shall have the right to annually reverify that Customer qualifies for such exemption provisions in the City’s Municipal Code. Contractor shall make reasonable accommodations with regard to provision of and servicing of Containers (e.g., Container size and type, EXHIBIT B1
SINGLE-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B1-7 Franchise Agreement, Exhibit B1 placement of Containers for Collection) for any individual with a disability in compliance with the American Disabilities Act at no additional cost to the Customer, provided that Contractor shall not be required to service Containers from locations on a Customer Premises determined to be unsafe for Collection.
8. Drop Boxes
Contractor shall allow for a Single-Family Customer to use a Drop Box for Solid Waste Collection to meet the Generator’s temporary Disposal needs. In such case, Contractor shall provide Customer with a choice of Container capacities ranging from ten (10) to forty (40) cubic yards. Contractor shall ensure that Drop Boxes or Compactors containing putrescible materials are Collected at least one (1) time per week.
Contractor shall charge Customers for Drop Box services at the City approved Rates.
9. Annual Leaf Program.
Contractor shall make available to all Single-Family Customers at their Aladdin Street office leaf bags for the purpose of leaf Collection from the Customer’s property. The leaf bags shall be Collected by the Contractor as part of the Organic Materials on the same day as that Customer’s scheduled Organics Materials Collection service. Each Single-Family Customer may place up to ten (10) leaf bags out for Collection on an applicable Collection day. Leaf bags shall be placed Curbside.
Each Rate Period, and upon proof of Customer residence in the City of San Leandro, Contractor shall provide up to ten (10) leaf bags per Customer at no additional charge to the Customer. Contractor shall, at minimum, provide access to leaf bags for pickup by Customers from October 1 through January 15 of each year, subject to the inventory limits described in this Section. Contractor shall be required to Collect leaf bags from Customers between October 1 and January 31 of each year. Contractor shall maintain an inventory of leaf bags sufficient to serve the annual Customer demand but shall not purchase leaf bags such that the annual inventory for all Customers exceeds two thousand (2,000) bags, unless otherwise directed by the City. Contractor shall purchase leaf bags utilizing funds allocated to the annual public education and outreach program budget described in Exhibit C. Contractor shall report quarterly, in accordance with Exhibit D, the number of leaf bags distributed each year.
10. Textile Collection
Contractor shall Collect from Single-Family Customers Textiles that are placed Curbside, contained in Customer-provided bags, during the first full week in June and the first full week in October per Rate Period, or as mutually determined by the City and Contractor. To the extent they are properly set out, Contractor shall Collect Textiles on the regular Collection day for each Single-Family Customer during each one (1) week period, and deliver Collected Textiles to the Approved Reusable Materials Processing Facility for Processing. Contractor shall not be required to collect Bulky Items and Reusable Materials during each one (1) week Textile collection period. Textile Collection services shall be provided at no additional cost to the City or the Customer.
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EXHIBIT B2:
MULTI-FAMILY RESIDENTIAL SERVICES
EXHIBIT B2
MULTI-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B2-1 Franchise Agreement, Exhibit B2
1. Recyclable Materials Collection
Contractor shall Collect Recyclable Materials placed in Contractor-provided Containers from Multi-Family Customers and shall Transport all Recyclable Materials to the Designated Recyclable Materials Processing Facility for Processing. Contractor shall provide service at the frequency requested by Customers, up to the maximum service frequency. Recyclable Materials Collection Services shall be provided to Multi-Family Customers at the per-unit Rate approved by the City.
Containers: Carts, Bins
Container Sizes: 64-, and 96-gallon (or comparable size Carts approved by the City); and, 1-, 1.5-, 2-, 3-, 4-, 5-, 6-, 7, and 8-cubic yard Bins. As selected by Customer.
Contractor shall provide no less than ninety-six (96) gallons of Container capacity for every five (5) Dwelling Units.
Service Frequency: Up to six (6) times per week but not less than one (1) time per week (as requested by Customer). Saturday service requires three (3) service days during the week Monday through Friday.
Service Location: Curbside or other -selected service location (including backyard or side-yard) at the Multi-Family Premises that is mutually agreed upon by both the Contractor and Customer. Contractor shall service both Carts and Bins at the same service location, unless written notification is provided by Contractor to the Customer stating the different service locations for Carts and Bins. Containers shall be shared by Occupants and centralized.
Acceptable Materials: Recyclable Materials
Prohibited Materials: Organic Materials, Solid Waste, Excluded Waste Additional Service: Special pick-ups requested by a Customer, on days other than their regularly scheduled Collection day, will be available at an approved additional charge.
Such additional picks-ups can be scheduled equating to up to five (5) days per week total service.
Other Requirements: Contractor shall open and close gates, push and/or pull Containers, lock and unlock Containers, or perform other services as reasonably necessary to access and service Containers and may charge City approved Rates for such service.
Contractor shall not apply push and/or pull rates to service Carts.
Contractor may refuse to Collect a Recyclable Materials Container that contains more than ten percent (10%) by volume of Prohibited Container Contaminants, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement. Contractor shall inform the Customer of their options to either remove the Prohibited Container Contaminants or pay the Cityapproved Rate to have the contents of the contaminated Recyclable Materials Container Collected as Solid Waste. Contractor may charge the Customer the City-approved Rate for a special pick-up if the Customer elects to have their corrected or contaminated Recyclable Materials Container serviced before the next regular Collection day. Prior to refusing Collection of a contaminated Container and leaving a Non-Collection Notice, Contractor must provide two (2) EXHIBIT B2
MULTI-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B2-2 Franchise Agreement, Exhibit B2 Courtesy Collections, and leave a Courtesy Collection Notice in accordance with Section 5.3.B of this Agreement. Contractor shall keep a record of all NonCollection Notices and Courtesy Notices issued to Customers, recording at a minimum the date, Customer address, and material type of the Container in question. Contractor shall conduct random contamination checks of an adequate number of Multi-Family Recyclable Materials Containers to ensure compliance with the contamination monitoring requirements of SB 1383.
If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other Excluded Waste that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
Contractor shall provide Move-in Kits and Move-out Kits to Multi-Family property managers and Owners to provide to tenants upon move-in to or moveout of a Multi-Family Dwelling Unit.
2. Organic Materials Collection
Contractor shall Collect Organic Materials in Contractor-provided Carts not less than one (1) time per week from Multi-Family Customers and Transport all Organic Materials to the Designated Organic Materials Processing Facility for Processing. Organic Materials Collection services shall be provided to Multi-Family Customers at no additional charge with Customer subscription to Recyclable Materials Collection Service.
Contractor shall provide service at the frequency requested by Customers, up to the maximum service frequency. Contractor shall allow for a Multi-Family Premises to use Cart(s) or Bin(s) for Recyclable Materials and Organic Materials Collection which are shared by the Occupants of the Multi-Family Premises.
Containers: Carts, Bins
Container Sizes: 32-, 64-, and 96-gallon (or comparable size Carts approved by the City); and, 1-, 1.5-, 2-, 3-cubic yard Bins, as selected by Customer. Contractor to provide no less than thirty-two (32) gallons of Container capacity per Multi-Family Premises and no less than five (5) gallons of Container capacity for every five (5) Dwelling Units. Customers may select Bins or Compactors greater than 3-cubic yards subject to review and approval by Contractor.
Service Frequency: Up to six (6) times per week but not less than one (1) time per week (as requested by Customer). Saturday service requires three (3) service days during the week Monday through Friday.
Service Location: Curbside or other -selected service location (including backyard or side-yard) at the Multi-Family Premises that is mutually agreed upon by both the Contractor and Customer Contractor shall service both Carts and Bins at the same service location, unless written notification is provided by Contractor to the Customer EXHIBIT B2
MULTI-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B2-3 Franchise Agreement, Exhibit B2 stating the different service locations for Carts and Bins. Containers shall be shared by Occupants and centralized.
Acceptable Materials: Organic Materials (including Yard Trimmings, Food Scraps, and Compostable Paper)
Prohibited Materials: Recyclable Materials, Solid Waste, Excluded Waste, Compostable Plastics Additional Service: Special pick-ups requested by a Customer, on days other than their regularly scheduled Collection day, will be available at an approved additional charge.
Such additional picks-ups can be scheduled equating to up to five (5) days per week total service.
Other Requirements: Contractor shall include kitchen pails designed to contain Food Scraps prior to placement in the Customer’s Organic Materials Container as part of the Move-In Kits provided in accordance with Section B2.2 above. Kitchen pail specifications shall be approved by the City prior to ordering and distribution.
Organic Materials placed for Collection may not exceed six (6) inches in diameter and three (3) feet in length and must fit in the provided Cart or Bin.
Contractor shall open and close gates, push and/or pull Containers, lock and unlock Containers, or perform other services as reasonably necessary to access and empty Containers and may charge City approved Rates for such service.
Contractor shall not apply push and/or pull rates to service Carts. Contractor may refuse to Collect an Organic Materials Container that contains more than one percent (1%) by volume of Prohibited Container Contaminants, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement. Contractor shall inform the Customer of their option to either remove the Prohibited Container Contaminants or pay the City-approved Rate to have the contents of the contaminated Organic Materials Container Collected as Solid Waste. Contractor may charge the Customer the Cityapproved Rate for a special pick-up if the Customer elects to have their corrected or contaminated Organic Materials Container serviced before the next regular Collection day. Prior to refusing Collection of a contaminated Container and leaving a Non-Collection Notice, Contractor must provide two (2) Courtesy Collections, and leave a Courtesy Collection Notice in accordance with Section
5.3.B of this Agreement. Contractor shall keep a record of all Non-Collection Notices and Courtesy Notices issued to Customers, recording at a minimum the date, Customer address, and material type of the Container in question.
Contractor shall conduct random contamination checks of an adequate number of Multi-Family Organic Materials Containers to ensure compliance with the contamination monitoring requirements of SB 1383.
If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other Excluded Waste that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
EXHIBIT B2
MULTI-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B2-4 Franchise Agreement, Exhibit B2
3. Solid Waste Collection
Contractor shall Collect Solid Waste placed in Contractor-provided Containers not less than one (1) time per week from Multi-Family Customers and Transport all Solid Waste to the Designated Disposal Facility for Disposal. Contractor shall provide service at the frequency requested by Customers, up to the maximum service frequency at Rates approved by the City.
Containers: Carts, Bins
Container Sizes: 64-, and 96-gallon Carts (or comparable size Carts approved by the City); 1-, 1.5-, 2-, 3-, 4-, 5-, 6-, 7-, and 8-cubic yard Bins, and Compactors, as selected by Customer. Contractor to provide no less than ninety-six (96) gallons of Container capacity for every five (5) Dwelling Units.
Service Frequency: Up to six (6) times per week but not less than one (1) time per week (as requested by Customer). Saturday service requires three (3) service days during the week Monday through Friday.
Service Location: Curbside or other -selected service location (including backyard or side-yard) at the Multi-Family Premises that is mutually agreed upon by both the Contractor and Customer. Contractor shall service both Carts and Bins at the same service location, unless written notification is provided by Contractor to the Customer stating the different service locations for Carts and Bins. Containers shall be shared by Occupants and centralized.
Acceptable Materials: Solid Waste
Prohibited Materials: Recyclable Materials, Organic Materials, Excluded Waste Additional Service: Special pick-ups requested by a Customer, on days other than their regularly scheduled Collection day, will be available at an approved additional charge.
Such additional picks ups can be scheduled equating to up to five (5) days per week total service.
Multi-Family Customers may purchase Extra Service Tags for additional Solid Waste. Solid Waste must be placed in a Customer-provided bag, with the Extra Service Tag affixed and clearly visible, and placed next to their Solid Waste Container for Collection. Contractor shall Collect all properly placed bags labeled with Extra Service Tags, and Customers shall not be required to schedule such extra service in advance.
Contractor shall make Extra Service Tags readily available to Multi-Family Customers through the mail, at Contractor’s Alameda office, or at City offices.
The Contractor shall maintain a sufficient inventory of Extra Service Tags to accommodate additional Solid Waste.
Other Requirements: Multi-Family Premises may use Cart(s) or Bin(s) for Solid Waste Collection which are shared by the Occupants of the Multi-Family Premises.
Contractor shall open and close gates, push and/or pull Containers, lock and unlock Containers, and/or perform other services as reasonably necessary to access and service Bins, and may charge the City-approved Rates for such services. Contractor shall not apply push and/or pull rates to service Carts.
EXHIBIT B2
MULTI-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B2-5 Franchise Agreement, Exhibit B2 If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other material that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
4. Used Oil and Filter Collection
Contractor shall Collect Used Motor Oil and Filters and used cooking oil placed in a Contractor-provided Used Oil Recovery Kit from Multi-Family Customers and shall Recycle all Used Motor Oil and Filters and used cooking oil Collected pursuant to this Agreement.
Containers: Used Oil Recovery Kit or Customer supplied plastic semi-rigid jugs not to exceed five (5)-quart/ liter per jug (i.e., original containers from new oil).
Container Sizes: 1-gallon filter bags; and, oil jugs not to exceed five (5) quarts.
Service Frequency: Up to one (1) time per week and up to three (3) Used Oil Recovery Kits or three (3) Customer supplied jugs as described above on the same day as Solid Waste Collection service.
Service Location: Curbside, or adjacent to Customer’s Recyclable Materials Container if approved by property Owner or manager, or other service location mutually agreed upon by Customer and Contractor, up to three (3) Used Oil Recovery Kits per week.
Acceptable Materials: Used Motor Oil and Filter, used cooking oil Prohibited Materials: Recyclable Materials, Organic Materials, Solid Waste, Excluded Waste Additional Service: Not applicable
Other Requirements: Contractor shall provide a Used Oil Recovery Kit to a Customer or Multi-Family Occupant within five (5) Working Days of request, at no additional cost to Customer or Occupant. Upon Collection of Used Motor Oil and Filter from a Customer or Occupant, Contractor shall leave a clean and empty Used Oil Recovery Kit adjacent to the Recyclables Cart.
Contractor shall Recycle the Used Motor Oil and Filter and used cooking oil only with Persons who are authorized by the State of California to Recycle such materials. In the event the Used Motor Oil and Filter and/or used cooking oil Collected pursuant to this Agreement is contaminated to the extent that the materials require Disposal as a Hazardous Waste, Contractor shall Dispose of such materials, at Contractor’s own cost and expense in accordance with Applicable Law.
Contractor shall notify the City Contract Manager of any contamination which renders the Used Motor Oil and Filter or used cooking oil unacceptable for Recycling or which requires Disposal as a Hazardous Waste.
Contractor shall keep all Used Motor Oil and Filters and used cooking oil Collected pursuant to this Agreement segregated from other materials.
EXHIBIT B2
MULTI-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B2-6 Franchise Agreement, Exhibit B2 Contractor may refuse to Collect Used Motor Oil and Filter if it is not contained in an approved Used Oil Recovery Kit, provided that Contractor leaves a NonCollection Notice which explains the reason for non-Collection, and also leaves a clean and empty Used Oil Recovery Kit adjacent to the refused Used Motor Oil and Filter set-out. Contractor may refuse to Collect a Used Motor Oil Recovery Kit which contains liquid other than Used Motor Oil or cooking oil, provided that Contractor leaves a Non-Collection Notice which explains the reason for nonCollection.
5. Bulky Item/Reusable Materials Collection
Contractor shall Collect Bulky Items from Multi-Family Customers and Occupants, upon request, and shall Transport all Collected materials to the appropriate Approved Reusable Materials Processing Facility for reuse, Processing, or Disposal. During the first two complete calendar weeks of January each year and during the weeks designated for Textiles Collection (in accordance with Section 9 of Exhibit B2), Contractor shall not be required to schedule Bulky Item and Reusable Material Collection events. Notwithstanding this Section, Contractor shall provide Abandoned Waste Collection services at all times of the year, in accordance with Section 4.7.
Containers: Not applicable
Service Level: Up to three (3) cubic yards of Reusable Materials, Recyclable Materials, Yard Trimmings, and Solid Waste; AND, up to three (3) Bulky Items of which one (1) may be an E-Waste Item.
Service Frequency: One (1) time per year per Multi-Family Dwelling Unit. Additional on-call service upon Customer or Occupant request at Rates approved by the City.
Service Location: Curbside or from designated location at the Multi-Family Premises mutually agreed upon between Contractor and the property Owner or manager.
Contractor shall provide on-premises service at no additional cost for MFD Customers with 5 or more Dwelling Units.
Acceptable Materials: Reusable Materials, Bulky Items, Recyclable Materials, Yard Trimmings, Solid Waste, and E-Waste
Prohibited Materials: Food Scraps, Hazardous Materials, rocks, cement, dirt, bundled wood exceeding five (5) feet in length, abandoned automobiles, Excluded Waste, or any single item (e.g., large auto parts) that exceeds one hundred fifty (150) lbs. in weight.
Additional Service: Contractor shall Collect additional acceptable materials (as described herein) that exceed the required Service Level and may charge the appropriate Rate approved by the City for such additional material Collected.
The Contractor shall also provide on-call Bulky Item Collection services to Customers requesting more than one (1) free event for which the Customer is entitled pursuant to this Section and may charge Customers Rates provided such Rates comply with City-established Rates.
Other Requirements: Contractor shall provide the service to the Customer or Occupant within five (5) Working Days of the requested service date, as mutually agreed upon by the EXHIBIT B2
MULTI-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B2-7 Franchise Agreement, Exhibit B2 Customer or Occupant and Contractor. Contractor shall Divert a minimum of sixty-five percent (65%) by weight of the Materials Collected through this the on-call Bulky item Collection through reuse, Recycling, or Composting activities, by using Contractor’s best efforts to curate engagement for Diversion outlets.
Contractor shall not Dispose of materials Collected through the on-call Bulky Item Collection program unless the materials cannot be Diverted. Contractor shall Process and Dispose of Bulky Items Collected from Customers or Occupants, using Contractor’s best efforts to curate engagements for Diversion outlets, in accordance with the following hierarchy: (1) reuse as is (where energy efficiency is not compromised); (2) disassemble for reuse or Recycling; (3) Recycle or Compost; and if none of the other options are practicable; (4) Dispose.
If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other material that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
6. Holiday Tree Collection
Annually, Contractor shall Collect holiday trees from all Customers. Contractor shall offer Multi-Family Customers Collection of holiday trees for the period commencing the first Working Day following December 25 and ending on the last regularly scheduled Organic Materials Collection day of January for each specific Route. Holiday trees may be Collected on the Customer’s regular Collection day, or on the same Collection day for surrounding Single-Family Customers. The default holiday tree Collection location for Multi-Family Customers shall be Curbside, unless another Collection location is requested by the Customer, property manager, or City, and approved by the Contractor. Bulky Item Collection services, pursuant to Exhibit B1, Section 5, and Bulky and Reusable Items Collection, pursuant to Exhibit B2, Section 5, may be suspended or limited by Contractor during the first two (2) full weeks in January to allow Contractor’s clean-up equipment and crews to perform holiday tree Collection.
During the first two weeks Collection in January, holiday trees shall be used to produce Mulch or Compost product or Diverted from landfill Disposal in an alternative manner to count as Diversion in accordance with the AB 939 and SB 1383 with the exception that holiday trees may not be used as ADC, AIC, or for transformation fuel without prior written approval from the City. Trees that are flocked and contain tinsel or other decorations may not be Collected for Diversion purposes but shall be Collected and Disposed by Contractor.
Holiday tree Collection services shall be provided at no additional cost to the City or the Customer.
Contractor may require that Christmas trees be cut into sections no greater than six feet (6’).
EXHIBIT B2
MULTI-FAMILY RESIDENTIAL SERVICES
July 15, 2024 Page B2-8 Franchise Agreement, Exhibit B2
7. Drop Boxes and Compactors
Contractor shall allow for a Multi-Family Customer to use a Drop Box or Compactor for Discarded Materials Collection to meet the Generator’s temporary or permanent Disposal needs. In such case, Contractor shall provide Customer with a choice of Container capacities ranging from ten (10) to forty (40) cubic yards. Contractor shall ensure that Drop Boxes used for containing putrescible materials are temporary and Collected at least one (1) time per week. Customers using Compactors for containing putrescible materials are required to receive Collection service at least one (1) time per week. Contractor shall charge the City approved Rates for such service.
8. Annual Leaf Program.
Contractor shall make available to all Multi-Family Customers at their Aladdin Street office leaf bags for the purpose of leaf Collection from the Customer’s property. The leaf bags shall be Collected by the Contractor as part of Organic Materials on the same day as that Customer’s scheduled Organic Materials Collection Services. Each Multi-Family Customer may place up to ten (10) leaf bags out for Collection on an applicable Collection day. Leaf bags shall be placed Curbside.
Each Rate Period, and upon proof of Customer residence or business address in the City of San Leandro, Contractor shall provide up to ten (10) leaf bags per Customer at no additional charge to the Customer.
Contractor shall, at minimum, provide access to leaf bags for pickup by Customers annually from October 1 through January 15, subject to the inventory limits described in this Section. Contractor shall be required to Collect leaf bags from Customers annually between October 1 and January 31. Contractor shall maintain an inventory of leaf bags sufficient to serve the annual Customer demand but shall not purchase leaf bags such that the annual inventory for all Customers exceeds two thousand (2,000) bags, unless otherwise directed by the City. Contractor shall purchase leaf bags utilizing funds allocated to the annual public education and outreach program budget described in Exhibit C. Contractor shall report quarterly, in accordance with Exhibit D, the number of leaf bags distributed each year.
9. Textile Collection
Contractor shall Collect from Multi-Family Customers Textiles that are placed Curbside, contained in Customer-provided bags, during the first full week in June and the first full week in October per Rate Period, or as mutually determined by the City and Contractor. To the extent they are properly set out, Contractor shall Collect Textiles from Multi-Family Customers on the Collection day applicable to the Single-Family Customers where the Multi-Family Premises is located during each one (1) week period, and deliver Textiles to the Approved Reusable Materials Processing Facility for Processing. Contractor shall not be required to collect Bulky Items and Reusable Materials during each one (1) week Textile collection period. Textile Collection services shall be provided at no additional cost to the City or the Customer.
EXHIBIT B3:
COMMERCIAL SERVICES
EXHIBIT B3
COMMERCIAL SERVICES
July 15, 2024 Page B3-1 Franchise Agreement, Exhibit B3
1. Recyclable Materials Collection
Contractor shall Collect Recyclable Materials placed in Contractor-provided Containers from Commercial Customers subscribing to Recyclable Materials Collection service and Transport all Recyclable Materials to the Designated Recyclable Materials Processing Facility for Processing. Contractor shall provide service at the frequency requested by Customers, up to the maximum service frequency.
Containers: Carts, Bins
Container Sizes: 32-, 64-, and 96-gallon (or comparable size Carts approved by the City); 1-, 1.5-, 2-, 3-, 4-, 5-, 6-, 7- and 8-cubic yard Bins, and Compactors. As requested by Customer. Contractor shall provide up to ninety-six (96) gallons of Container capacity to Commercial Premises at no additional cost, and no less than ninetysix (96) gallons of Container capacity for every five (5) Commercial Premises with shared service, which requirement may be adjusted on a case-by-case basis on the reasonable judgement of the City Contract Manager. For Premises with shared Residential and Commercial Collection service, Contractor shall coordinate directly with the Customer to determine and provide adequate service levels to meet the Customer’s needs. In instances of dispute between the Contractor and Customer the City Contract Manager shall determine the appropriate service level.
Service Frequency: Up to six (6) times per week but not less than one (1) time per week (as requested by Customer), Saturday service requires three (3) service days during the week Monday through Friday).
Service Location: Curbside or other selected service location at the Commercial Premises that is mutually agreed upon by both the Contractor and Customer. Contractor shall service both Carts and Bins at the same service location, unless written notification is provided by Contractor to the Customer stating the different service locations for Carts and Bins.
Acceptable Materials: Recyclable Materials
Prohibited Materials: Organic Materials, Solid Waste, Excluded Waste Additional Service: Contractor shall provide additional Recyclable Materials Collection capacity over ninety-six (96) gallons to Commercial Customers upon request, and may charge the appropriate Rate approved by the City. Special pick-ups requested by a Customer, on days other than their regularly scheduled Collection day, will be available at an approved additional charge. Such additional picks-ups can be scheduled equating to up to six (6) days per week total service.
Other Requirements: Contractor shall open and close gates, push and/or pull Containers, lock and unlock Containers, or perform other services as reasonably necessary to access and empty Containers, and may charge the City-approved Rate for such service.
Contractor may refuse to Collect a Recyclable Materials Container that contains more than ten percent (10%) by volume of Prohibited Container Contaminants, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement. Contractor shall inform the Customer of their EXHIBIT B3
COMMERCIAL SERVICES
July 15, 2024 Page B3-2 Franchise Agreement, Exhibit B3 options to either remove the Prohibited Container Contaminants or pay the Cityapproved Rate to have the contents of the contaminated Recyclable Materials Container Collected as Solid Waste.
Contractor may charge the Customer the City-approved Rate for a special pickup if the Customer elects to have their corrected or contaminated Recyclable Materials Container serviced before the next regular Collection day. Prior to refusing Collection of a contaminated Container and leaving a Non-Collection Notice, Contractor must provide two (2) Courtesy Collections, and leave a Courtesy Collection Notice in accordance with Section 5.3.B of this Agreement.
Contractor shall keep a record of all Non-Collection Notices and Courtesy Notices issued to Customers, recording at a minimum the date, Customer address and material type of the Container in question. Contractor shall conduct random contamination checks of an adequate number of Commercial Recyclable Materials Containers to ensure compliance with the contamination monitoring requirements of SB 1383.
If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other Excluded Waste that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
2. Organic Materials Collection
Contractor shall Collect Organic Materials placed in Contractor-provided Containers not less than one (1) time per week from Commercial Customers and Transport all Organic Materials to the Approved Organic Materials Processing Facility for Processing. Contractor shall provide service at the frequency requested by Customers, up to the maximum service frequency.
Containers: Carts, Bins
Container Sizes: 32-, 64-, and 96-gallon (or comparable size Carts approved by the City); and 1-, 1.5-, 2-, and 3-cubic yard Bins, as selected by Customer. Contractor shall provide up to ninety-six (96) gallons of Container capacity to Commercial Premises at no extra cost and no less than ninety-six (96) gallons of Container capacity for every five (5) Commercial Premises with shared service. For Premises with shared Residential and Commercial Collection service, Contractor shall coordinate directly with the Customer to determine and provide adequate service levels to meet the Customer’s needs. In instances of dispute between the Contractor and Customer the City shall determine the appropriate service level. Customers may select Bins or Compactors greater than 3-cubic yards subject to review and approval by Contractor.
Service Frequency: Up to six (6) times per week but not less than one (1) time per week (as requested by Customer), Saturday service requires three (3) service days during the week Monday through Friday).
EXHIBIT B3
COMMERCIAL SERVICES
July 15, 2024 Page B3-3 Franchise Agreement, Exhibit B3 Service Location: Curbside or other selected service location at the Commercial Premises that is mutually agreed upon by both the Contractor and Customer. Contractor shall service both Carts and Bins at the same service location, unless written notification is provided by Contractor to the Customer stating the different service locations for Carts and Bins.
Acceptable Materials: Organic Materials (including Yard Trimmings, Food Scraps, and Compostable Paper)
Prohibited Materials: Recyclable Materials, Solid Waste, Excluded Waste, Compostable Plastics Additional Service: Contractor shall provide additional Organic Materials Collection capacity to Commercial Customers upon request and may charge the appropriate Rate approved by the City. Special pick-ups requested by a Customer, on days other than their regularly scheduled Collection day, will be available at an approved additional charge. Such additional picks-ups can be scheduled equating to up to six (6) days per week total service.
Other Requirements: Organic Materials placed for Collection may not exceed six (6) inches in diameter and three (3) feet in length and must fit in the provided Cart or Bin.
Contractor shall open and close gates, push and/or pull Containers, lock and unlock Containers, or perform other services as reasonably necessary to access and empty Containers, and may charge the City-approved Rate for such service.
Contractor may refuse to Collect an Organic Materials Container that contains more than one percent (1%) by volume of Prohibited Container Contaminants, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement. Contractor shall inform the Customer of their options to either remove the Prohibited Container Contaminants or pay the Cityapprove Rate to have the contents of the contaminated Organic Materials Container Collected as Solid Waste. Contractor may charge the Customer the City-approved Rate for a special pick-up if the Customer elects to have their corrected or contaminated Organic Materials Container serviced before the next regular Collection day. Prior to refusing Collection of a contaminated Container and leaving a Non-Collection Notice, Contractor must provide two (2) Courtesy Collections, and leave a Courtesy Collection Notice in accordance with Section
5.3.B of this Agreement. Contractor shall keep a record of all Non-Collection Notices and Courtesy Notices issued to Customers, recording at a minimum the date, Customer address, and material type of the Container in question.
Contractor shall conduct random contamination checks of an adequate number of Commercial Organic Materials Containers to ensure compliance with the contamination monitoring requirements of SB 1383.
If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other Excluded Waste that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
EXHIBIT B3
COMMERCIAL SERVICES
July 15, 2024 Page B3-4 Franchise Agreement, Exhibit B3
3. Solid Waste Collection
Contractor shall Collect Solid Waste placed in Contractor-provided Containers not less than one (1) time per week from Commercial Customers and Transport all Solid Waste to the Designated Disposal Facility for Disposal. Contractor shall provide service at the frequency requested by Customers, up to the maximum service frequency.
Containers: Carts, Bins.
Container Sizes: 32-, 64-, and 96-gallon (or comparable size Carts approved by the City); 1-, 1.5-, 2-, 3-, 4-, 5-, 6-, 7-, and 8-cubic yard Bins, and Compactors, as selected by Customer. Contractor to provide no less than ninety-six (96) gallons of Container capacity for every five (5) Commercial Premises for shared service. For Premises with shared Residential and Commercial Collection service, Contractor shall coordinate directly with the Customer to determine and provide adequate service levels to meet the Customer’s needs. In instances of dispute between the Contractor and Customer the City shall determine the appropriate service level.
Service Frequency: Up to six (6) times per week but not less than one (1) time per week (as requested by Customer), Saturday service requires three (3) service days during the week Monday through Friday).
Service Location: Curbside or other selected service location at the Commercial Premises that is mutually agreed upon by both the Contractor shall service both Carts and Bins at the same service location, unless written notification is provided by Contractor to the Customer stating the different service locations for Carts and Bins.
Acceptable Materials: Solid Waste
Prohibited Materials: Recyclable Materials, Organic Materials, Excluded Waste Additional Service: Contractor shall provide no less than the minimum level of Solid Waste Collection capacity to Commercial Customers and shall provide additional capacity upon request. Contractor may charge the appropriate Rate approved by the City. Special pick-ups requested by a Customer, on days other than their regularly scheduled Collection day, will be available at an approved additional charge. Such additional picks-ups can be scheduled equating to up to six (6) days per week total service.
Other Requirements:
Contractor shall open and close gates, push and/or pull Containers, lock and unlock Containers, or perform other services as reasonably necessary to access and empty Containers, and may charge the City-approved Rate for such service.
If Contractor determines that material placed in any Container for Collection is Hazardous Waste, Designated Waste, or other material that may not legally be Disposed of at the Designated Disposal Location or handled at the Processing sites or presents a hazard to Contractor's employees, the Contractor shall have the right to refuse to accept such material, provided that Contractor leaves a Non-Collection Notice in accordance with Section 5.3.B of this Agreement.
EXHIBIT B3
COMMERCIAL SERVICES
July 15, 2024 Page B3-5 Franchise Agreement, Exhibit B3
4. Holiday Tree Collection
Annually, Contractor shall Collect holiday trees from all Customers. Contractor shall provide Commercial Customers Collection of holiday trees for the period commencing the first Working Day following December 25 and ending on the last regularly scheduled Organic Materials Collection day of January for each specific Route. Holiday trees may be Collected on the Customer’s regular Collection day, or on the same Collection day for surrounding Single-Family Customers. Contractor shall work with the property manager at each multi-business Commercial Premises to agree upon the appropriate Collection location for holiday trees. On-call clean-up services, pursuant to Exhibit B1, Section 5, and Bulky and Reusable Items Collection, pursuant to Exhibit B2, Section 5, may be suspended or limited by Contractor during the first two full weeks in January to allow Contractor’s Clean-up equipment and crews to perform holiday tree Collection.
Holiday trees shall be used to produce Mulch or Compost product or Diverted from landfill Disposal in an alternative manner to count as Diversion in accordance with the AB 939 and SB 1383 with the exception that holiday trees may not be used as ADC, AIC, or for transformation fuel without prior written approval from the City. Trees that are flocked and contain tinsel or other decorations may not be Collected for Diversion purposes but shall be Collected and Disposed by Contractor.
Holiday tree Collection services shall be provided at no additional cost to the City or the Customer.
Contractor may require that Christmas trees be cut into sections no greater than six (6) feet.
5. Drop Boxes and Compactors
Contractor shall allow for a Commercial Customer to use a Drop Box or Compactor for Discarded Materials Collection to meet the Generator’s temporary or permanent Disposal needs. In such case, Contractor shall provide Customer with a choice of Container capacities ranging from ten (10) to forty (40) cubic yards. Contractor shall ensure that Drop Boxes used for containing putrescible materials are temporary and Collected at least one (1) time per week. Customers using Compactors for containing putrescible materials are required to receive Collection service at least one (1) time per week. Contractor shall charge the City approved Rates for such service.
6. Annual Leaf Program.
Contractor shall make available to all Commercial Customers at their Aladdin Street office leaf bags for the purpose of leaf Collection from the Customer’s property. The leaf bags shall be Collected by the Contractor as part of Organic Materials on the same day as that Customer’s scheduled Organic Materials Collection Services. Each Commercial Customer may place up to ten (10) leaf bags out for Collection on an applicable Collection day. Leaf bags shall be placed Curbside.
Each Rate Period, and upon proof of Customer residence or business address in the City of San Leandro, Contractor shall provide up to ten (10) leaf bags per Customer at no additional charge to the Customer.
Contractor shall, at minimum, provide access to leaf bags for pickup by Customers annually from October 1 through January 15 , subject to the inventory limits described in this Section. Contractor shall be required EXHIBIT B3
COMMERCIAL SERVICES
July 15, 2024 Page B3-6 Franchise Agreement, Exhibit B3 to Collect leaf bags from Customers annually between October 1 and January 31. Contractor shall maintain an inventory of leaf bags sufficient to serve the annual Customer demand but shall not purchase leaf bags such that the annual inventory for all Customers exceeds two thousand (2,000) bags, unless otherwise directed by the City. Contractor shall purchase leaf bags utilizing funds allocated to the annual public education and outreach program budget described in Exhibit C. Contractor shall report quarterly, in accordance with Exhibit D, the number of leaf bags distributed each year.
7. Construction & Demolition Material Collection
A. General. Contractor shall Collect C&D Debris from Customers that directly subscribe to its C&D Collection services. Contractor shall charge Customers for C&D Collection services at City-Approved Rates.
B. Acceptable Material. Contractor may Collect C&D from construction, remodeling, repair, or demolition operations. C&D may be mixed materials delivered to a Designated Facility for C&D Recycling; Source Separated C&D Debris Collected for Recycling; and/or Source Separated Reusable Materials Collected for salvage and Reuse. C&D may contain only de minimis amounts of Solid Waste generated at the C&D Collection Sites. Contractor may Transport Source Separated Recyclable Materials, such as Cardboard and metals, and Yard Trimmings, from the C&D Collection Sites, if the materials result from the construction, remodeling, repair, or demolition work at the C&D Collection Sites.
C. Transport and Processing. Contractor shall Deliver C&D to the Designated C&D Processing Facility for Processing on-site and/or for Transfer to a third party for Processing. Contractor shall deliver Source Separated Reusable Materials to the Approved Reusable Materials Processing Facility for reuse through donation or sale of materials.
D. Container Types and Collection Frequency. Contractor shall offer Customers various size Bins and Roll-Off Boxes for Collection of C&D, subject to review and approval by the City Contract Manager.
C&D Containers shall conform to all requirements of Sections 5.5 of this Agreement. Contractor shall Collect C&D Debris within one (1) Working Day of an initial Customer request, and at an ongoing frequency agreed upon with the individual Customer. Contractor shall provide requested Collection of C&D Debris within two (2) Working Days of a Customer request for a one-time Collection.
EXHIBIT B4:
CITY SERVICES
EXHIBIT B4
CITY SERVICES
July 15, 2024 Page B4-1 Franchise Agreement, Exhibit B4
1. Commercial Customer Services to City Facilities
Contractor shall Collect Recyclable Materials, Organic Materials, and Solid Waste from City facilities and the San Leandro Unified School District (SLUSD) in the same manner as those services are provided to Commercial Customers. Contractor shall provide service to all existing City facilities identified in Exhibit B5 as well as any future City facilities established after the Commencement Date, and the cost of providing such service shall be an allowable cost of business, included in the adjustment of Rates as described in Exhibit E. Collection shall occur at least once per week or more frequently as requested by the City or SLUSD for each site. Contractor shall provide and maintain Collection Containers for the City and SLUSD’s use. Contractor shall work with the City and SLUSD to ensure that each City and SLUSD facility (including but not limited to public spaces such as parks) receives service that adequately meets the generation needs at that facility. Contractor shall ensure that all City facility and SLUSD Service Levels are reviewed and updated every three (3) years during the Term. Contractor shall deliver Drop Boxes by the following Working Day of City or SLUSD request. Contractor shall Collect, empty, and return Drop Boxes by the following Working Day of City or SLUSD request. Contactor shall remove and not return Drop Boxes by the following Working Day of City or SLUSD request. Such twenty-four (24) hour time limits shall be extended such that City or SLUSD shall inform Contractor of the need for Saturday, Sunday, or Monday service no later than 12:00 p.m. on the immediately preceding Thursday. Contractor shall provide services to City and SLUSD facilities at the Rates approved by the City. Notwithstanding any other provision in the Agreement or the Exhibits thereto, in the event that SLUSD ceases or significantly reduces its use of Contractor’s services, Contractor’s Compensation will be adjusted to account for lost revenues and decreased costs by means of a Rate adjustment effective with the next succeeding Rate Period in accordance with the following provisions in this Section 1. The Rate Adjustment Factor determined under Exhibit E1 or Exhibit E2, whichever applies, for the next succeeding Rate Period will be increased by a percentage determined by (a) subtracting the reduction over the most recent twelve months compared to the prior twelve months in the sum of Labor-Related Costs, Vehicle-Related Costs (excluding Fuel), Fuel Costs and Other Costs attributable to SLUSD in accordance with the next sentence, from (b) the reduction over the most recent twelve months compared to the prior twelve months in the revenues from SLUSD, and (c) dividing the result of (b) minus (a) by total franchise revenues for the prior twelve months. The Labor-Related Costs, Vehicle-Related Costs (excluding Fuel), Fuel Costs and Other Costs attributable to SLUSD shall be determined by comparing the total number of lifts for SLUSD to the total number of lifts for all Customers under the Agreement. Such costs allocated to SLUSD for Rate Period One have been determined by applying the lift allocations in the below table to the costs proposed in Exhibit G1. For example, if the Rate Adjustment Factor for the next Rate Period would be 2% without taking into account this Section 1, and the percentage determined under this Section 1 is 0.8%, then the Rate Adjustment Factor would become
2.8%. In the event that SLUSD’s ceasing or reducing its use of Contractor’s services occurs prior to the Commencement Date, the Rate adjustment pursuant to this Section 1 for Rate Period Two will be increased to reflect the fact that Rate Period One consists of seventeen months rather than twelve months.
Bins
Total Lifts (All
Sectors)
Total Lifts
(Schools)
Allocated School
Percentage Carts
Total Lifts (All
Sectors)
Total Lifts
(Schools)
Allocated School
Percentage
GARBAGE 1,624 44 2.71% GARBAGE 14,475.00 1 0.01%
ORG 88 0 0.00% ORG 16,683.00 85 0.51%
RECYCLE 732 23 3.14% RECYCLE 16,024.00 32 0.20%
EXHIBIT B4
CITY SERVICES
July 15, 2024 Page B4-2 Franchise Agreement, Exhibit B4
2. On-Call Clean Up Service
In addition to the services to be provided in accordance with Section 1 of this Exhibit B4, and Section 4.4 of the Agreement, Contractor shall provide Collection and Transportation service of up to four hundred and eighty (480) cubic yards of on-call clean-up service per year, upon City request. At the City’s sole option, the City may direct the Contractor to provide such clean-up capacity in the form of temporary Drop Box service for community events, creek vegetation removal, large clean-up events at locations throughout the City, or any other arrangement deemed appropriate by the City Contract Manager. The Parties acknowledge that the intent of this program is not to support the ongoing, regular Collection needs associated with new developments in the City, but rather to support the City through targeted, short-term, clean-up events. Contractor shall be entitled to charge the City for quantities that exceed four hundred and eighty (480) cubic yards per complete or partial calendar year in accordance with the Rates specified in Exhibit G3.
Contractor shall, in response to a written request from the City Contract Manager, deliver to and Collect Drop Boxes from locations not designated as City facilities, as directed by the City Contract Manager. The City Contract Manager’s request to Contractor shall specify the date of delivery and Collection of the Drop Box Containers, the location(s) for delivery, and the number of and size of the Drop Box Containers to be delivered. Contractor shall deliver Drop Boxes by the next Working Day following City request. Contractor shall Collect, empty, and return Drop Boxes by the next Working Day following City request. Contactor shall remove and not return Drop Boxes by the next Working Day following City request.
3. Climate and Disaster Emergency Services
Contractor shall provide emergency services (i.e., special Collections, Transport, Processing, and Disposal) at the request of the City Contract Manager in the event of major accidents, disruptions, or natural calamities in accordance with Section 4.15. Contractor shall be capable of providing emergency services within twenty-four (24) hours of notification by the City Contract Manager or as soon thereafter as is reasonably practical in light of the circumstances. For any services which exceed the scope of services under this Agreement, Contractor shall be entitled to compensation in accordance with Section 4.15. The City shall have discretion in the method of such compensation between direct payments by the City and allowing such costs to be considered in the adjustment of Rates for the following Rate Period.
4. News Media Relations
Contractor shall notify the City Contract Manager by email of all requests for news media interviews related to the Collection Services program within twenty-four (24) hours of Contractor’s receipt of the request. Before responding to any inquiries involving controversial issues or any issues likely to affect participation or Customer perception of services, Contractor will discuss Contractor’s proposed response with the Contract Administrator.
Copies of draft news releases or proposed trade journal articles related to the provision of Collection Services under this Agreement shall be submitted to City for prior review and approval at least five (5) Business Days in advance of provision to such Persons, except where Contractor is required by any law or regulation to submit materials to any regulatory agency in a shorter period of time, in which case EXHIBIT B4
CITY SERVICES
July 15, 2024 Page B4-3 Franchise Agreement, Exhibit B4 Contractor shall submit such materials to City simultaneously with Contractor’s submittal to such regulatory agency.
Copies of articles resulting from media interviews or news releases shall be provided to the City within five (5) Business Days after publication.
5. Waste Generation, Characterization, and Pilot Studies Contractor acknowledges that City, CalRecycle, or other governmental agencies may wish to perform generation and characterization studies periodically with respect to materials covered under this Agreement. Contractor agrees to participate and cooperate with City and its agents and to perform studies and data collection exercises, as needed, to determine weights, volumes and composition of materials generated, Disposed, Diverted or otherwise Processed. If City requires Contractor to participate in such a study, Contractor and City shall mutually agree on the scope of services to be provided by Contractor, schedule for conducting the study, and the amount of compensation, if any, that the City will pay to Contractor for such participation in order to minimize impacts on Contractor’s operations. In any event, Contractor shall permit and in no way interfere with the Collection and handling of the subject materials by other Persons for such purposes as long as such activities do not conflict with Contractor’s permit requirements.
Contractor acknowledges that the City intends to conduct pilot studies during the Term of this Agreement with the goal of continuing to find innovative ways to Divert materials generated in the City from Disposal, as well as to mitigate negative environmental impacts associated with programs and services provided under this Agreement. Additionally, the City may, from time to time during the Term, wish to participate in other pilot studies related to the Customers, operations, and materials that are the subject of this Agreement. If City requires Contractor to participate in any such a pilot study, Contractor and City shall mutually agree on the scope of services to be provided by Contractor and the amount of compensation, if any, that the City will pay to Contractor for such participation. In any event, Contractor shall permit and in no way interfere with the Collection and handling of the subject materials by other Persons for such purposes as long as such activities do not conflict with Contractor’s permit requirements.
6. City Farmers Markets
Each year, Contractor shall provide weekly Recyclable Materials, Organic Materials, and Solid Waste services to the San Leandro Farmer’s Market during the months of April through October at no cost to the City. The City shall confirm the Farmer’s Market schedule with Contractor by March 1 of each year.
Contractor shall provide and set-up four (4) service stations for use by market attendees during each market event that include a Recyclable Materials Container, Organic Materials Container, and Solid Waste Container. Contractor shall deliver such Containers to the market location within twelve (12) hours prior to the start of each market day and shall remove full Containers within one (1) business day of the close of each market day. Contractor shall deliver Collected materials to the appropriate Designated Facility for Processing and/or Disposal. Contractor shall report the tonnage of material collected from each event by material type in the quarterly reports required by Exhibit D.
EXHIBIT B4
CITY SERVICES
July 15, 2024 Page B4-4 Franchise Agreement, Exhibit B4
7. City Big Belly Cans
Contractor shall provide service for a total of eight (8) dual stream, fifteen (15) single stream Solid Waste, and fifteen (15) single stream Recyclable Materials Big Belly Containers. Containers shall be serviced at the locations identified in Exhibit L. Contractor shall purchase or lease, and may subscribe for maintenance on, any or all of the Big Belly Containers. No later than February 1, 2025 Contractor shall place five (5) dual stream and ten (10) Recyclable Materials Big Belly Containers at locations as directed by the City. Such Containers will contribute to the total Big Belly inventory as described above.
Contractor shall be responsible for any non-warranty service to keep all Big Belly Containers in working order. All such costs for the purchase, lease, service and maintenance of the Big Belly Containers shall be allowable in the container replacement three-year rolling average and in the cost based review for container maintenance.
Contractor shall service Big Belly Containers no less than two (2) times per month to ensure that the Containers do not overflow and/or cause any health or safety hazards or nuisances. Contractor shall maintain the source separation of Solid Waste from Recyclable Materials Collected from Big Belly Containers to maximize diversion of Recyclable Materials.
EXHIBIT B5:
CITY FACILITY SERVICE LEVELS, LOCATIONS, AND
SPECIAL EVENTS
EXHIBIT B5
CITY FACILITY SERVICE LEVELS, LOCATIONS, AND SPECIAL
EVENTS
July 15, 2024 Page B5-1 Franchise Agreement, Exhibit B5 Contractor will Collect Recyclable Materials, Organic Materials, and Solid Waste from City facilities (including parks) in the same manner as those services are provided to Commercial Customers. Contractor shall provide service to all City facilities, present and future. Contractor shall provide special event services pursuant to Section 4.8 of the Agreement. Listed below are the current and planned City facilities and special events to receive Collection services:
City Sponsored Event Number of Days
City Facility Name Address
CITY HALL 835 E 14TH ST
SOUTH OFFICES 999 E 14 ST
FIRE STATION #9 450 ESTUDILLO AVE
FIRE DEPARTMENT #1 451 ESTUDILLO AVE
FIRE DEPARTMENT #10 2194 WILLIAMS ST
FIRE DEPARTMENT #12 1065 143RD AVE
FIRE STATION #11 14903 CATALINA ST
SAN LEANDRO LIBRARY 300 ESTUDILLO AVE
MANOR BRANCH LIBRARY 1241 MANOR BLVD
SOUTH BRANCH LIBRARY 14799 E. 14TH ST
MULFORD LIBRARY FACILITY 13055 AURORA DR
MULFORD MARINA PARK
BRANCH LIBRARY 13699 AUORA DR
SAN LEANDRO MARINA DOCK G H RD N
SAN LEANDRO MARINA NEPTUNE
MARINA COMMUNITY CENTER 15301 WICKS BLVD
CHERRY GROVE PARK LEONARD DR
MARINA PARK MONARCH BAY
STENZIL PARK WICKS BLVD
MEMORIAL PARK CALLAN AVE
WASHINGTON MANOR PARK ZELMA ST
THRASHER PARK ORCHARD AVE
CHABOT PARK SYLVAN CIR
BURRELL FIELD/SL BALL 1187 MONTAGUE
HALCYON 1245 147TH
BONAIRE PARK JUNIPER
CITY GOLF COURSE 13820 MONARCH BAY DRIVE
SENIOR COMMUNITY CENTER 13909 E 14TH ST
CITY OF SAN LEANDRO 13055 AURORA DR
EXHIBIT B5
CITY FACILITY SERVICE LEVELS, LOCATIONS, AND SPECIAL
EVENTS
July 15, 2024 Page B5-2 Franchise Agreement, Exhibit B5 City Facility Name Address
CASA PERALTA 384 W. ESTUDILLO
FARRELLY POOL 864 DUTTON
CITY WATER POLUTION CENTER 3000 DAVIS ST
PUBLIC WORKS SERVICE CENTER 14200 CHAPMAN RD
EXHIBIT C:
PUBLIC EDUCATION AND OUTREACH
REQUIREMENTS
EXHIBIT C
PUBLIC EDUCATION & OUTREACH PLAN
July 15, 2024 Page C-1 Franchise Agreement, Exhibit C
1. General Administration
The City places the utmost importance on effective public outreach and education in helping residents and businesses fully understand options for and benefits of Source Reduction, reuse, Recycling, and Composting. General provisions for public education and outreach are as follows:
A. Within ninety (90) days of the Effective Date, Contractor shall provide a Transition Outreach Plan for City Contract Manager review and approval. Such Transition Outreach Plan shall indicate Contractor’s strategy for providing targeted Customer education and outreach highlighting any changes from the services provided under the previous franchise agreement. The Transition Outreach Plan shall cover the time period between the Effective Date and the first day of Rate Period Two and include an itemized description of how Contractor’s Transition Plan budget (described in Section 4 of this Exhibit C) will be spent.
B. Prior to the Commencement Date and by October 1 of each following year during the Term of this Agreement, Contractor shall develop and submit an annual public education plan to promote the programs performed by Contractor under this Agreement. Contractor’s public education plan shall include the annual Diversion Plan as described in Section 5.11. Each public education plan shall specify the target audience for services provided, include upcoming promotions for ongoing and known special events, identify program objectives, individual tasks, each public education material to be developed or updated, opportunities for expanded partnerships, a timeline for implementation, and an itemized description of how Contractor’s annual public education budget (described in Section 4 of this Exhibit C) will be spent. The City Contract Manager shall be permitted to provide input on each annual public education plan, and the plan shall not be finalized or implemented without approval of the City Contract Manager. Each plan’s implementation success shall be measured according to the deadlines identified and products developed. Contractor shall meet with the City Contract Manager to present and discuss the plan, review the prior year’s activities (including sponsorships and services provided to City-sponsored events) and determine whether community activities and the provision of services to the City reflect the needs of City staff and the City Council. City Contract Manager shall be allowed up to thirty (30) calendar days after receipt to review and request modifications. The City Contract Manager may request, and Contractor shall not unreasonably deny, modifications to be completed prior to approving the plan.
Contractor shall have up to fifteen (15) Business Days to revise the plan in response to any requested changes by the City Contract Manager. Any further delays may result in Liquidated Damages for failure to perform education and outreach activities as identified in Exhibit F. Each Business Day that the plan is late shall count as a single event/activity.
C. Upon request from the City Contract Manager, City Contract Manager and Contractor’s Contract Manager (or their respective designees) shall meet up to one (1) time per month to discuss services, outreach, and educational campaigns and request changes or adaptations to the annual public education plan.
D. Contractor shall distribute instructional information, public education, and promotion materials in advance of, and following, commencement of services. This shall entail, at a minimum, distributing program literature to all Customers at the commencement of the Agreement as well as to any new Customer during the Term of the Agreement. Contractor shall use multiple media sources including print, radio, television, electronic/ social media, and events to notify Customers of the change in
EXHIBIT C
PUBLIC EDUCATION & OUTREACH PLAN
July 15, 2024 Page C-2 Franchise Agreement, Exhibit C
their services and to highlight new program offerings. Transition and ongoing sector-specific collateral materials shall be developed and distributed. Contractor shall submit all draft public education materials to City Contract Manager for review and approval.
E. When developing outreach, educational, and promotional materials, Contractor shall work with the City to understand goals and objectives and ensure coordinated messaging, then begin drafting the content and developing a graphic mock-up. All outreach and educational materials shall be thematically branded with consistent color, graphics, font, look and feel; produced in English; and photo-oriented to appeal to varied language and literacy levels. Contractor shall translate educational materials into up to two other languages as requested by the City to meet SB 1383 education requirements. Materials shall also be made available in digital form and shall be printed double-sided whenever possible, on the highest available post-consumer Recycled and Recyclable paper. Prior to finalizing any collateral materials, and no fewer than four (4) weeks prior to the deadline for distribution, the draft shall be provided to the City for a final review. The draft shall then be sent for printing and distribution.
F. All City facilities shall receive any and all public education and outreach materials and services provided to the Commercial sector. Contractor shall provide all printed public education materials to City offices and facilities to have available for the public that visits those facilities and shall replenish the materials as requested by the City Contract Manager.
G. Contractor shall develop and utilize Non-Collection Notices and Courtesy Notices in clear instances of Customer non-compliance. Contractor shall develop and maintain a system of keeping records of and following up with Customers who receive Non-Collection Notices and Courtesy Notices during Collection of materials.
H. Contractor shall develop a visually engaging, and easily navigable website specific to its operations in the City, with a section specific to City programs and Customers, that will be used to post educational materials for download, highlight program successes and provide Diversion statistics.
Contractor’s website shall comply with the accessibility standards prescribed by the Americans with Disabilities Act (ADA)state and local governments(Title II) and businessesthat are open to the public (Title III). Contractor shall maintain the website such that all information is current and relevant to San Leandro Customers. The City Contract Manager may direct Contractor to make changes to the website to incorporate City-specific information or to enhance the site’s accessibility, navigation, or visual appeal. Contractor shall make such requested changes to Contractor’s website within fourteen calendar (14) days unless a longer time period is requested by Contractor and approved by the City Contract Manager. Contractor shall report website engagement and traffic in accordance with Exhibit D, Section 1.E.
I. Contractor shall perform the education and outreach related to Edible Food recovery required under SB 1383. Such outreach shall, at a minimum, include providing annual notification to Customers regarding the City’s Edible Food recovery programs, options for Edible Food recovery in the City, and Commercial Edible Food Generator (as defined by SB 1383) responsibilities regarding Edible Food recovery under SB 1383. Contractor shall additionally, upon request by the City, develop and maintain a list of food recovery organizations and food recovery services in the City, and work with the City Contract Manager to ensure such list is available to be posted on the City’s website.
EXHIBIT C
PUBLIC EDUCATION & OUTREACH PLAN
July 15, 2024 Page C-3 Franchise Agreement, Exhibit C
J. In addition to the public education, outreach, and technical assistance activities and collateral described in this Exhibit C, Contractor shall promote environmental sustainability among the City’s K-12 school students.
2. Public Education and Outreach Team
To best achieve the highest possible level of public education and awareness, Contractor shall employ no less than two (2) full-time equivalent staff members (Sustainability Specialists) to coordinate and implement all public education and outreach activities required by this Agreement throughout the Term of the Agreement. The public education and outreach staff shall, at a minimum, perform the following tasks:
A. Work to develop partnerships with and incorporate City program and educational activities into Contractor activities, and vice versa;
B. Prepare proposals and presentations to City entities and/or departments; C. Participate and represent Contractor in community activities; D. Coordinate and produce the annual education and outreach plan required by Section 1 of this Exhibit C to the Agreement;
E. Coordinate implementation of the annual public education plan; F. Perform annual visits to identify the service needs of Customers, other than Single-Family Customers, by conducting “Diversion Opportunity Assessments” of Customer locations and facilities (See Exhibit C.3 Diversion Opportunity Assessments for a detailed description);; G. Provide all Customers with appropriate educational information necessary to make informed, environmentally-forward decisions relative to waste reduction, reuse, and Diversion activities.
H. Assist in planning service needs for special events and large venues with a focus on reducing the Disposal of materials resulting from such events or venues; and, I. Create and distribute reports as required under this Agreement and/or requested by City Contract Manager.
3. Diversion Opportunity Assessments
Contractor shall provide Diversion opportunity assessments to Commercial and Multi-Family Customers which shall be implemented by Sustainability Specialists. Contractor shall include in the annual public education and outreach plan details on how they will meet the below requirements for providing Diversion Opportunity Assessments for the coming year.
A. Annually notify every Multi-Family and Commercial Customer of the opportunity to have a Diversion Opportunity Assessment performed, the benefits of such an assessment, and how to schedule the assessment.
EXHIBIT C
PUBLIC EDUCATION & OUTREACH PLAN
July 15, 2024 Page C-4 Franchise Agreement, Exhibit C
B. Provide assessments to four hundred (400) Commercial and/or Multi-Family Customers per year.
Contractor shall set priorities with City staff annually and then codify these in the annual public education and outreach plan identifying which Customers are priorities for receiving Diversion Opportunity Assessments. Customers who have not been documented as having on-going contamination issues do not need to be prioritized for Diversion Opportunity Assessments but must still receive all other forms of education and outreach materials. However, because the Contractor is notifying Customers of this opportunity, all Multi-Family or Commercial Customers requesting a Diversion Opportunity Assessment will receive a Diversion Opportunity Assessment regardless of whether they were identified as a priority Customer in the annual public education and outreach plan. New start Customers and Customers who have received Courtesy Notices and/or Noncollection Notices will automatically be considered priorities for Diversion Opportunity Assessments.
C. Provide assessments that include, at minimum:
1. Site Visit. Contractor’s Sustainability Specialists shall perform a site visit to confirm services on site match what services are on record, look for contamination issues and opportunities for increased Diversion, determine what type and how much of each Discarded Material is being generated, evaluate the Discarded Material streams to identify special wastes and major contaminants, identify any service or enclosure issues, look at the trash enclosure/area to denote specifics about the site (i.e. any access or overhead issues, locked enclosures, space constraints), and inform Customer of mandatory ordinances they must comply with including SB 1383, Alameda County’s Organics Reduction and Recycling Ordinance (ORRO), and other ordinances as applicable. Sustainability Specialists shall take photos to share with Customers during follow-up phone calls, emails, and meetings.
2. Identify Primary Contact. During each site visit, Contractor’s Sustainability Specialists shall proactively attempt to identify and speak with an operational contact who can serve as a primary contact and ideally an advocate for Diversion programs within the organization or property management. If no contact is available, Sustainability Specialists shall leave their contact information and educational information for the Customer.
3. Follow up Phone calls and Emails. Recommendations for waste reduction, contamination prevention, staff trainings, and Service Level or frequency modification (if appropriate) shall be made via email to the Customer after the initial site visit. The recommendations for Service Level changes shall take into account materials generated on site, Customer requests, and routing and space constraints. The Sustainability Specialists shall also offer educational trainings or presentations for Customer’s employees and/or tenants..
4. Confirmation of Compliance. Contractor’s Sustainability Specialists shall confirm that Customer is provided outreach, and sources of information for site compliance, and that property has proper recycling, organics and solid waste receptacles in accordance with SB1383.
D. Contractor’s Sustainability Staff shall provide the following activities upon Customer request, or as needed to increase Diversion efforts at Commercial and Multi-Family properties.
1. Trainings and Presentations. The purpose of trainings or presentations are to ensure that site staff and/or tenants are familiar with what goes where, understand that program participation is required, provide an opportunity for staff and/or tenants to ask questions, and assess program comprehension. Trainings or presentations will vary depending on the type of facility
EXHIBIT C
PUBLIC EDUCATION & OUTREACH PLAN
July 15, 2024 Page C-5 Franchise Agreement, Exhibit C
or business, the audience for the presentation (janitorial staff versus Generators), the amount of time available, and other logistical details specific to the site. Property management must provide education annually regarding SB 1383 and upon new employee on-boarding. For Multi-Family sites, this requirement is annually and upon resident move-in/move-out.
Contractor shall support Commercial and Multi-Family Customers with fulfilling such requirement through trainings and presentations.
2. Facility Walkthroughs. Contractor’s Sustainability Specialists shall, to the extent permitted by the Customer, make note of the type and size of the business, the facility layout, the interior bin configuration (centralized vs deskside bins) and other factors that might impede the success of Diversion programs (language barriers, insufficient interior bins, lack of signage, staff disinterest, etc.). The Sustainability Specialists will observe the contents of interior bins to spot issues of contamination, ask about bin liners that may be in use to confirm prohibited liners are not being used, and note the lack of the presence of color-coded, three (3) binsystems. The Sustainability Specialists will also determine the system for moving Discarded Materials from inside the building to Contractor-serviced containers. They will make note of any overflowing containers or Contamination and may make suggestions for Service Level changes to maximize Diversion. The Sustainability Specialists shall take pictures and collect notes that will inform the recommendations made afterward.
3. Distribution of Educational Materials. Contractor’s Sustainability Staff shall distribute posters, Recycling guides, signage, and other collateral to promote Diversion activities, educate Generators, and meet the education requirements of AB 827, SB 1383, and other Applicable Laws. Outreach materials shall be provided by the Sustainability Specialists in accordance with the needs of the facility. Outreach materials include all those described in this Exhibit C. The purpose of providing outreach materials is to educate Customers, increase Customer comprehension of acceptable items in the Recyclable Materials and Organic Materialsstreams through images and text, and to clarify what materials are not permitted for Disposal, especially hazardous waste.
4. Additional and/or Follow-up Site Visits, Phone Calls and/or Emails. The Sustainability Specialists shall, at minimum, follow-up with a phone call and email to the property management and/or the operations team regarding the status of program implementation, to confirm new Service Levels are appropriate, and/or to address any issues with access, use, or service of Containers.
D. Compile quarterly reports to submit to the City as outlined in Exhibit D.
4. Annual Budget
In addition to staffing expenses, Contractor shall spend, for the Transition Outreach Plan described in Section 1.A of this Exhibit C, no less than $153,200. In Rate Period Two, Contractor shall, in addition to staffing expenses, spend no less than $407,500 on the public education and outreach services described in this Exhibit C. The Rate Period Two budget shall be adjusted annually thereafter by the same percentage used to adjust Rates pursuant to Exhibit E. Annually, Contractor shall provide to the City Contract Manager for review and approval a detailed description of how such budget will be spent as part of the annual public education plan to be developed in accordance with Section 1 of this Exhibit C. At the conclusion of each Rate Period, and at the City’s sole discretion, any unused funds shall be either transferred directly to the City or added to the following Rate Period public education budget such that the following Rate Period’s budget is equal to the annual budget plus the unused funds from the prior year. For example, if
EXHIBIT C
PUBLIC EDUCATION & OUTREACH PLAN
July 15, 2024 Page C-6 Franchise Agreement, Exhibit C
at the end of Rate Period four (4) there is one thousand dollars ($1,000) of unspent education and outreach funds; and the annual budget for Rate Period five (5) equals ten thousand dollars ($10,000); then the new annual budget for Rate Period five (5) shall be eleven thousand dollars ($11,000). Any amounts exceeding the budget shall be recoverable by the Contractor in the following Rate Period. Contractor shall be prohibited from expending such funds without the prior written approval of the City Contract Manager.
Any expenditures not approved by the City in advance shall neither be counted in Contractor’s annual public education and outreach budget, nor be recovered through Rates.
EXHIBIT D:
REPORTING REQUIREMENTS
EXHIBIT D
REPORTING REQUIREMENTS
July 15, 2024 Page D-1 Franchise Agreement, Exhibit D
Records shall be maintained in forms and by methods that facilitate flexible use of the data contained in them to structure reports as needed. Reports are intended to compile recorded data into useful forms of information that can be used to, among other things:
• Determine and set Rates and evaluate the financial efficacy of operations. • Evaluate past and expected progress towards achieving the Contractor’s Diversion goals and objectives.
• Provide concise and comprehensive program information and metrics for use in fulfilling reporting requirements under Applicable Law.
• Determine needs for adjustment to programs.
• Evaluate Customer service and Complaints.
• Determine Customer compliance with AB 341, AB 1826, SB 1383, and any subsequent Statemandated Recycling requirements.
1. Quarterly Report Content
Quarterly reports shall be presented by Contractor to show the following information for each quarter. In addition, each quarterly report shall include quarterly year-to-date subtotals that includes the data submitted from the quarterly report(s) submitted in the calendar year prior to the submittal of the current report.
A. Tonnage Report
1. Tonnage delivered to each Approved or Designated Facility by Customer Type and material type, subtotaling and clearly identifying those Tons that are Diverted and those that are Disposed.
2. Units of Used Oil, Used Oil Filters, E-Waste, U-Waste, and Bulky Items Collected by Customer Type.
3. Solid Waste Tonnage Disposed.
4. Bulky Items and Reusable Materials Tonnage Marketed and Tonnage Disposed from nonDivertible materials and Processing Residue.
5. Quarterly Diversion rate by Customer Type and in aggregate for all Customer Types under this Agreement, based on the calculation methodology described in Section 5.11.
B. Revenue Report
Provide a statement detailing Gross Receipts from all operations conducted or permitted pursuant to this Agreement. Include a list of the total amount of Customer deposits held for each Customer in accordance with Section 4.11.C, the total amount of deposits received during the reporting period for new and previously delinquent Customers, and the total amount of deposits returned to Customers during the reporting period. Such list shall be anonymized to protect Customer identity.
EXHIBIT D
REPORTING REQUIREMENTS
July 15, 2024 Page D-2 Franchise Agreement, Exhibit D
Provide a list of Customers that are forty-five (45) or more calendar days past due and include the following information for each delinquent account: name; service address; contact information; number of days the account is delinquent; and method(s) the Contractor has used to attempt collection of the bad debt including date of such attempt(s).
C. Customer Report
1. Number of Customers by Customer Type.
2. Number of Containers at each Service Level by Customer Type and program. Summarizing the total gallons of Cart service, cubic yards of Bin service, and pulls and cubic yards or Tons of Drop Box and Compactor service by Customer Type. Report should calculate the average volume of service received per: Single-Family Dwelling Unit; Multi-Family Dwelling Unit; Commercial Customer; and, Drop Box Customer.
3. List of all Customers without a current Recyclable and/or Organic Materials Collection Service exemption. Such list shall include each Customer’s service address and subscribed Solid Waste, Recyclable Materials, and Organic Materials Service Levels, the type of Service Level exemption, the expiration date of the Customer’s Service Level exemption, and any other information as required by Section 4.14 of the Agreement.
4. List of any Customer that is not compliant with AB 341, AB 1823, or SB 1383. Such list shall include each Customer’s service address, their subscribed Solid Waste, Recyclable Materials, and Organic Materials Service Levels, and any other information as required by Section 5.11 of the Agreement.
5. Number of Bulky Item/Reusable Materials Collection events by Customer Type.
6. List of active C&D Customers.
D. City Services Report
1. City facility Diversion rate report (i.e., volume of service by service type received by each City Facility and the percentage of the total Service Levels that are for Diversion services relative to the total).
2. Status report on the City’s Public Litter Container service including all reporting requirements identified in Section 4.9.
3. Summary report on the programs offered to City as described in Exhibit B4 focused on when each service was provided and any issues/concerns identified.
E. Customer Service Report
1. Number of Customer calls listed separately by Complaints and inquiries (where inquiries include requests for Recycling information, Rate information, etc.). For Complaints, list the number of calls separately by category (e.g., missed pickups, scheduled cleanups, billing concerns, damage claims).
2. Copies of all SB 1383 Complaint investigation reports, which shall include at a minimum: the Complaint as received; date the Contractor investigated the Complaint; documentation of the
EXHIBIT D
REPORTING REQUIREMENTS
July 15, 2024 Page D-3 Franchise Agreement, Exhibit D
findings of the investigation; any photographic evidence collected during the investigation; and, Contractor’s recommendation to the City on whether or not the entity investigated is in violation of SB 1383 based on the Contractor’s investigation.
3. Number of missed or incomplete Collections reported in total, and per one thousand (1,000) Service Opportunities in the City Service Area, presented in a graph format, which compares total missed Collections in the City Service Area during the current report period to total missed Collections in the City Service Area in past reporting periods.
4. Number of new service requests for each Customer Type and program.
5. Number of events of Discarded Materials being tagged for non-Collection summarized by the reason for tagging (e.g., inclusion of non-Recyclable or non-Compostable materials, improper set-out, Hazardous Waste).
6. Number of Courtesy Collections summarized by the reason for leaving a Courtesy Notice (e.g., inclusion of non-Recyclable or non-Compostable materials, improper set-out, Hazardous Waste).
7. List of Customers for which Contractor has performed a Courtesy Collection, including the Customer address, and material type for which the Courtesy Collection was performed.
8. Number of hits and unique visitors to the Contractor’s website.
9. Provide copies of the City-specific Collection service and Rate information sheet, training agenda, and associated documentation used for and distributed during each Customer service representative training.
F. Education and Outreach Report
1. Provide a status report of Contractor’s actual activities completed and budget expended compared to the annual public education plan and budget. For each completed item, document the results including what date the activity was performed, how many Customers were targeted or participated, and what methods were used to accomplish the task, if different from the plan.
2. Summarize the Diversion Opportunity Assessments provided to Customers (reporting MultiFamily separate from Commercial) by identifying the:
• Number of Diversion opportunity assessments conducted each quarter in the mostrecently completed quarter. • Contact information including address, contact names, and telephone number of Persons contacted.
• Number of Dwelling Units (for Multi-Family)
• Recyclable Materials, Organic Materials, and Solid Waste Service Level for each complex.
Include any Service Level changes resulting from such visits. • What educational materials were provided to the Customer.
EXHIBIT D
REPORTING REQUIREMENTS
July 15, 2024 Page D-4 Franchise Agreement, Exhibit D
3. Provide dates, times, and group names of meetings and events where Contractor provided educational presentations and tabling, and number of people reached at each meeting or event.
4. Provide dates, times, and names of schools where presentations were performed.
5. For links and attachments distributed in Customer bill inserts, provide the following data when available through Contractor’s CRM software: open rate for emails, click rate for links, read rate for emails, bounce rate of emails, click-through rate for links, and click to open rate.
6. Provide key analytics related to website traffic.
G. Contamination Monitoring Report
1. The number of Contractor Route reviews conducted pursuant to Exhibit J of this Agreement.
2. Description of the Contractor’s process for determining the level of contamination.
3. A record of each inspection and contamination incident, which shall include, at a minimum:
name of Customer; address of Customer; date the contaminated Container was observed; staff who conducted the inspection; total number of violations found and a description of what action was taken for each; copies of all notices, and enforcement orders issued or taken against Generator with Prohibited Container Contaminants; any photographic documentation or supporting evidence; documentation of the total number of Containers Disposed of due to observation of Prohibited Container Contaminants; list of all Customers assessed contamination Processing fees, pursuant to Exhibit J of this Agreement, reported separately by Single-Family, Multi-Family, and Commercial Customers and including the Customer name, Customer address, and reason for the assessment of the contamination Processing fee, and the total number of instances contamination Processing fees were assessed in the quarter and the total amount of fees collected in the quarter; and, any other information reasonably requested by the City or specified in contamination monitoring provisions of this Agreement.
H. Bulky Item Collection, Textile Collection, Leaf Litter Collection, and Holiday Tree Services For each additional service (i.e., Bulky Item and holiday tree Collection Services) provide Disposal Tons, Diversion Tonnage, number of stops serviced by a third-party reuse vendor, number of Bulky Items (by Bulky Item type) and E-Waste, and number of Single-Family Premises and Multi-Family Dwelling Units receiving Bulky Item Collection services. For the annual leaf program, report the number of leaf bags distributed and the number of Customers who received leaf bags, listed separately by Customer type.
Reporting shall be provided for each most recently completed quarter.
I. Pilot and New Programs Report
For each pilot and/or new program, provide activity related and narrative reports on goals, milestones, and accomplishments. Describe problems encountered, actions taken and any recommendations to facilitate progress. Describe vehicles, personnel, and equipment utilized for each program.
EXHIBIT D
REPORTING REQUIREMENTS
July 15, 2024 Page D-5 Franchise Agreement, Exhibit D
2. Annual Report Content
The annual report shall be the fourth (4th) quarterly report in a calendar year, with annual totals, plus the following additional information.
A. Summary Assessment
Provide a summary assessment of the programs performed under this Agreement from Contractor's perspective relative to the financial and physical status of the program. The physical status assessment shall reflect how well the program is operating in terms of efficiency, economy, and effectiveness in meeting all the goals and objectives of this Agreement, particularly the Contractor’s efforts to increase Diversion through the annual Diversion Opportunity Assessments. Contractor shall identify priority Customers that did not receive Diversion Opportunity Assessments, why they weren’t provided, and any proposed changes to the program to improve efforts for the following year. For all programs, provide recommendations and plans to improve and highlight significant accomplishments and problems. Results shall be compared to other similar size communities served by the Contactor in the State.
B. Vehicle Inventory
Provide a listing of all vehicles used in performing services under this Agreement including the license plate number, VIN, make, model, model year, purchase date, engine overhaul and rebuild date (if applicable), and mileage on June 30.
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EXHIBIT E:
RATE ADJUSTMENT METHODOLOGY
EXHIBIT E
RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E-1 Franchise Agreement, Exhibit E
1. General
Subject to the terms herein, the City shall adjust all Rates on an annual basis. Contractor shall submit its application for a Rate adjustment to the City Contract Manager on or before April 1 of each Rate Period where Rates shall be adjusted using the index-based methodology described in Exhibit E1. Contractor shall submit its application on or before February 1 for any Rate Period where Rates shall be adjusted using the cost-based methodology described in Exhibit E2. Contractor’s Rate application shall document all calculations and include all supporting schedules, documentation of per-Ton charges for Approved and Designated Facilities, documentation of changes in governmental fees at Approved and Designated Facilities (if applicable), and any other documentation or evidence determined by the City Contract Manager to be reasonably necessary to ensure that the calculation of Rate adjustments has been performed in strict conformance to the requirements of this Exhibit E. Contractor shall notify all Customer’s no less than thirty (30) calendar days prior to the implementation of any rate adjustment. The City reserves the right to modify the dates and timelines in this Exhibit as necessary to comply with Applicable Law.
The City Contract Manager shall make a good faith effort to approve Rates by May 25 of each year, and such Rates shall be effective on each subsequent July 1. If Rates are not effective by July 1 due to a delay caused solely by City, City shall allow Contractor to retroactively bill Customers for the amount of the Rate increase for any period of said delay that is solely caused by City (subject to the City’s approval of how the retroactive adjustment is billed) or the City may compensate the Contractor for lost Gross Rate Revenues.
In the case of a delayed Rate adjustment, the Contractor may bill the Customer during the next billing cycle to recoup the deferred Rate increase. If Rates are not effective by July 1 as a result of Contractor’s delay in submitting the Rate application in a complete and accurate form, then prior Rates remain in effect until such adjustment is made and Contractor shall not be entitled to a retroactive adjustment for lost Gross Rate Revenues.
2. Definitions
Certain terms which are specific to this Exhibit (including Exhibits E1 and E2) are defined below:
A. “Annual Percentage Change” means the annual percentage change in any of the indices defined below calculated as described in the following paragraph.
The Annual Percentage Change for a cost index shall be calculated as the Average Index Value for the most recently available 12-month period of the then-current Rate Period minus the Average Index Value for the corresponding 12-month period of the most-recently completed Rate Period and the result of which shall be divided by the Average Index Value for the same 12-month period of the most recently completed Rate Period.
For example, if the Contractor is calculating the Total Calculated Costs in January 2026 to be effective for Rate Period Two (July 2026 through June 2027), the Annual Percentage Change for the CPI-U would be calculated as follows:
EXHIBIT E
RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E-2 Franchise Agreement, Exhibit E
[ (Average CPI-U for January 2025 through December 2025) minus (Average CPI-U for January 2024 through December 2024) ] divided by (Average CPI-U for January 2024 through December 2024)
The calculated Annual Percentage Change shall be carried to three (3) places to the right of the decimal and rounded to the nearest thousandths.
B. “Average Index Value” means the sum of the monthly index values during the most recently available 12-month period divided by twelve (12) (in the case of indices published monthly) or the sum of the bi-monthly index values divided by six (6) (in the case of indices published bi-monthly).
C. “CPI-U” means the Consumer Price Index, All Urban Consumers, all items, not seasonally adjusted San Francisco-Oakland-San Jose Metropolitan Area compiled and published by the U.S. Department of Labor, Bureau of Labor Statistics.
D. “Diesel Fuel Index” means the PPI Commodity data for Fuels and related products and power-No. 2 diesel fuel, not seasonally adjusted, Series Id: WPU057303, Base Period 1982 = 100, published by the U.S. Bureau of Labor Statistics.
E. “Disposal Cost” means the cost of Disposing of Solid Waste at the Designated Disposal Facility.
F. “Electric Fuel Index” means the power cost component for the then-current Rate Period adjusted by one hundred percent (100%) of the blended annual change in the April rates per kilo-watt hour (KWH) for PG&E.
G. “Fuel Index” means any of the following: The Diesel Fuel Index, the Gasoline Fuel Index, the Electric Fuel Index, or the Natural Gas Fuel Index.
H. “Gasoline Fuel Index” means the PI Average Price Data, U.S. city average (AP), Gasoline, unleaded regular, pre gallon/3.785 liters in San Francisco-Oakland-Hayward, CA average price, not seasonally adjusted, Series Id: APUS49B74714, published by the U.S. Bureau of Labor Statistics.
I. “Gross Rate Revenues” means total Customer billings by the Contractor for the provision of services pursuant to this Agreement, without any deductions.
J. “Motor Vehicle Maintenance and Repair Index” or “MVI” means the Consumer Price Index, All Urban Consumers, Motor Vehicle Maintenance and Repair, not seasonally adjusted U.S. city average, compiled and published by the U.S. Department of Labor, Bureau of Labor Statistics.
K. “Natural Gas Fuel Index” means the per-therm price for Core Natural Gas Service for Compression on customer’s premises, Schedule G-NGV1, compiled and published by the Pacific Gas and Electric Company Analysis and Rate Department and reported monthly in its “Gas RateFinder” publication (http://www.pge.com/tariffs/GRF.SHTML). The August 2023 Natural Gas Fuel Index is $0.87375 per therm, which reflects the sum of the customer charge, procurement charge, transportation charge, and public purpose program (PPP) charge for natural gas service for compression on customer’s premises as reported by Pacific Gas and Electric Company.
EXHIBIT E
RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E-3 Franchise Agreement, Exhibit E
L. “Total Calculated Costs” means the total amount to be used as a basis for determining the Rate Adjustment Factor. The Total Calculated Costs do not reflect or in any way guarantee the Gross Rate Revenues that are to be generated by Rates or retained by the Contractor. Note that for determining Rates for Rate Period Two, the total Proposed costs for Rate Period One ($26,866,083) shall be used for the calculations.
Table 1 provides additional information about the six indices defined above.
TABLE 1*
CPI-U Diesel Fuel
Index
Electric
Fuel Index
Gasoline Fuel
Index
Motor Vehicle
Maintenance
and Repair
Natural Gas
Fuel Index
Description
Consumer
Price Index -
All Urban
Consumers
PPI
Commodity
data for
Fuels and
related
products
and power -
No. 2 diesel
fuel
Power cost
component
for the
thencurrent
Rate Period
PI Average
Price Data, U.S.
city average
(AP), Gasoline,
unleaded
regular
Consumer Price
Index – All
Urban
Consumers,
Motor Vehicle
Maintenance
and Repair
Core Natural
Gas for
Compression
at
Customer’s
Premises for
Motor
Vehicles
Series ID CUURS49BSA0 WPU057303 N/A APUS49B74714 CUUR0000SETD G-NGV1 Adjusted Not seasonally
adjusted
Not
seasonally
adjusted
Not
seasonally
adjusted
Not seasonally
adjusted
Not seasonally
adjusted N/A
Area
San FranciscoOaklandHayward
N/A N/A
San FranciscoOaklandHayward
U.S. City
average N/A
Item All Items N/A N/A N/A
Motor vehicle
maintenance
and repair
N/A
Base
Period 1982-84=100 1982=100 N/A N/A 1982-84=100
Periodicity Bi-monthly N/A N/A N/A Monthly Monthly
* All indices published by the U.S. Bureau of Labor Statistics with the exception of the applicable Fuel Index, which is published by the applicable agency.
3. Cost of Rate Adjustment process
The City may incur costs, including consulting and legal fees, when determining adjustments to the Rates in accordance with this Exhibit and may require the Contractor to pay for such costs within sixty (60) calendar days of receipt of the City’s invoice for such costs. The Contractor may recover such costs through the Rates by treating the costs as an allowable cost of business, not subject to profit mark-up. Regardless of Contractor’s payment of costs associated with said review, the City shall retain full and unimpeded discretion in selection of its agents to ensure, at a minimum, that no conflict of interest arises in the review
EXHIBIT E
RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E-4 Franchise Agreement, Exhibit E
of Contractor’s request. The City retains the right to select its agents on the basis of their qualifications and experience and without regard to cost.
4. Profit
Table 2 summarizes the allowed operating ratio used to determine the Contractor’s profit, as described in Exhibit E1, Section 2.B and Exhibit E2, Section 2.B.
TABLE 2
Rate Period Operating Ratio
Rate Period 1 88%
Rate Period 2 88%
Rate Period 3 88%
Rate Period 4 and any
subsequent Rate Periods
under this Agreement
88%
EXHIBIT E1:
MULTI-INDEX RATE ADJUSTMENT METHODOLOGY
EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-1 Franchise Agreement, Exhibit E1
1. General
The purpose of this attachment is to describe and illustrate the method by which the City will calculate the annual adjustment to Rates to reflect changes in various cost indices and changes to Processing and Disposal Costs based on Tonnages of materials Collected and changes in tipping fees. This index-based adjustment process shall be used to determine Rates for Rate Periods Two, Three, Five, Six, Seven, Nine, and Ten. If the Term is extended, subsequent Rate Periods shall be adjusted pursuant to Section 8.2.C.
The index-based adjustment involves application of indices to various costs that comprise the Total Proposed Annual Costs for Rate Period One (and to Total Calculated Costs for future Rate Periods) to determine the Total Calculated Costs for the coming Rate Period. In addition, Processing and Disposal costs shall be adjusted to reflect actual Tonnage Collected during the most-recently completed Rate Period.
The difference (measured as a percentage) between the Total Calculated Costs for the coming Rate Period and the Total Calculated Costs for the then-current Rate Period is the Rate Adjustment Factor. The Rate Adjustment Factor is applied to the current Rates to determine the Rates for the coming Rate Period.
The Rate Adjustment Factor calculated pursuant to this Exhibit E1 may not exceed six percent (6%), excluding all City Reimbursements, Processing Fees, Disposal Fees and other costs not subject to Profit. In the event that the calculation results in a calculated increase exceeding six percent (6%), the calculated dollar amount exceeding six percent (6%) shall be reflected as an “Other Adjustment” in the next scheduled Rate adjustment (“roll-over”). The City shall not be required to compensate Contractor for any cumulative “rolled-over” amounts remaining at the end of the Agreement Term. Contractor shall not be required to compensate the City for any cumulative “rolled-under” amounts remaining at the end of the Agreement Term.
In the event that the index-based adjustment as calculated by this Exhibit E1 results in a negative Rate Adjustment Factor, the City reserves the right to “roll-under” the Rate reduction, such that there is no Rate adjustment in the Rate Period for which the negative Rate Adjustment Factor was calculated, but the calculated Rate reduction may be deferred to the following Rate Period, as a credit against future Rate increases. Contractor shall not be required to compensate the City for any cumulative “rolled-under” amounts remaining at the end of the Agreement Term.
2. Adjustment of Total Calculated Costs
The cost categories of the main components of Total Calculated Costs are presented in detail in Exhibit G1.
Adjustments to these components to calculate costs for the coming Rate Period shall be calculated as follows:
EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-2 Franchise Agreement, Exhibit E1 A. Total Annual Cost of Operations
1. Labor-Related Costs. The Labor-Related Costs component of the Total Calculated Costs shall be calculated, as described in this Section, to reflect the adjustment of wages and benefits under the collective bargaining agreements for represented employees of Contractor performing services under this Agreement.
The collective bargaining agreements require adjustment of three factors: 1) hourly wage rate; 2) pension hourly rate; and, 3) health and welfare monthly rate. The Annual Percentage Change shall be determined for each of those factors using the procedures described in the collective bargaining agreements, rather than as provided in this Exhibit E1. The Parties acknowledge that the timing of available inflationary index data is such that this calculation will be based on a different calculation period than the actual changes in the collective bargaining agreements and agree that these differences will be reconciled in the next succeeding Rate Period for which the differences are known. The succeeding Rate Period reconciliation shall be calculated by recalculating the prior Rate Period’s actual change in labor cost using the time period described in the collective bargaining agreement and applying the difference between the amount calculated in the prior rate year and the re-calculated amount using the correct time period (as used in the collective bargaining agreement), to the projected labor cost in the subsequent year.
The Labor-Related Costs presented in Contractor’s Proposal include detailed cost sub-categories which are impacted by the three (3) adjustment factors in the collective bargaining agreements.
The table below defines which adjustment factor will be applied to each cost sub-category.
Cost Sub-Category Adjustment Factor
Regular Wages Hourly Wage Rate
Overtime Wages Hourly Wage Rate
Holiday Wages Hourly Wage Rate
Vacation Wages Hourly Wage Rate
Sick Leave Wages Hourly Wage Rate
Workers Compensation Insurance Premiums Hourly Wage Rate Workers Compensation Claims Not Adjusted
Health & Welfare Health & Welfare Monthly Rate
Pension / Retirement Benefits Pension Hourly Rate
Payroll Taxes Hourly Wage Rate
Other Not Adjusted
For each sub-category, the value for the then-current Rate Period is multiplied by one (1) plus the Annual Percentage Change in the associated adjustment factor. The resultant dollar value of all sub-categories shall be added together to determine the calculated Labor-Related Costs, provided that the calculated Labor-Related Costs shall not be less than Minimum Allowable Labor-Related Costs, nor greater than the Maximum Allowable Labor-Related Costs.
For purposes of this Section, the Minimum Allowable Labor-Related Costs shall be prepared by EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-3 Franchise Agreement, Exhibit E1 multiplying the Labor-Related Costs component of the Total Calculated Costs for the thencurrent Rate Period by one hundred two and seven tenths percent (102.7%). For purposes of this Section, the Maximum Allowable Labor-Related Costs shall be prepared by multiplying the Labor-Related Costs component of the Total Calculated Costs for the then-current Rate Period by one hundred twelve percent (112.0%).
2. Vehicle-Related Costs (excluding Fuel). The Vehicle-Related Costs component of Total Calculated Costs for the then-current Rate Period is multiplied by one (1) plus the Annual Percentage Change in the Motor Vehicle Maintenance and Repair Index.
3. Fuel Costs. The Fuel Cost component of Total Calculated Costs for the then-current Rate Period is multiplied by one (1) plus the Annual Percentage Change in the applicable Fuel Index. Note:
The Fuel Cost component may be broken out by fuel type to apply the applicable Fuel Indices.
4. Other Costs. The Other Costs component of the Total Calculated Costs for the then-current Rate Period is multiplied by one (1) plus the Annual Percentage Change in the CPI-U.
5. Container Replenishment Fund. Average costs of containers purchased during the prior three years. The Container Replenishment Fund shall include costs for City litter can liners and leaf collection bags.
6. Direct Depreciation. Direct Depreciation is initially agreed-upon as $588,353 per year for Rate Periods Two through Ten and is not annually adjusted, except by written mutual agreement of the Parties pursuant to Section 3.5, Section 5.4 or Section 8.3. This adjusted depreciation amount shall remain fixed for Rate Periods Two through Ten. If the Agreement is extended beyond Rate Period Ten, direct depreciation shall be zero (0) in any subsequent Rate Periods unless Parties mutually agree to a different amount.
7. Allocated Costs (Labor, Vehicle, Fuel, and Other Costs). Except as provided in A.1. above, the Allocated Costs (Labor, Vehicle, Fuel, and Other Costs) component for the then-current Rate Period is multiplied by one (1) plus the Annual Percentage Change in the CPI-U.
8. Allocated Depreciation and Start-Up Costs. The Allocated Depreciation and Start-Up Costs shall be $146,534 per year for Rate Period Two (2) through Ten (10), and are not annually adjusted.
These costs shall be zero (0) for all subsequent Rate Periods unless Parties mutually agree to a different amount.
9. Total Annual Cost of Operations. The Total Annual Cost of Operations for the coming Rate Period equals the sum of the costs calculated in subsections (1) through (8) above.
B. Profit
Profit for the coming Rate Period shall be calculated by dividing the Total Annual Cost of Operations for the coming Rate Period (the value calculated in Section 2.A.9 above) by the applicable operating ratio and subtracting from the result the Total Annual Cost of Operations for the coming year.
EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-4 Franchise Agreement, Exhibit E1 Profit =
Total Annual Cost of Operations
___for Coming Rate Period___
Operating Ratio
− Total Annual Cost of Operations
for Coming Rate Period
C. Costs Excluded from the Calculation of Profit
1. Recyclable Materials Processing Costs. The Recyclable Materials Processing Costs shall be calculated in the manner described below.
Recycling Materials Processing Costs = Per-Ton Recycling Materials Processing fee at the Designated Recyclable Materials Processing Facility for the coming Rate Period x (Total Tons of Recycling Materials Collected for the most-recently completed 12-month period).
2. Residential Organic Materials Processing Costs. The Residential Organic Materials Processing Costs shall be calculated as follows:
Residential Organic Materials Processing Costs = Per-Ton Residential Organic Materials Processing fee at the Designated Organic Materials Processing Facility for Residential Organic Materials for the coming Rate Period x (Total Tons of Residential Organic Materials Collected for the most-recently completed 12-month period).
3. Commercial Organic Materials Processing Costs. The Commercial Organic Materials Processing Costs shall be calculated as follows:
Commercial Organic Materials Processing Costs = Per-Ton Commercial Organic Materials Processing fee at the Designated Organic Materials Processing Facility for Commercial Organic Materials for the coming Rate Period x (Total Tons of Commercial Organic Materials Collected for the most-recently completed 12-month period).
4. Reusable Materials Processing Costs. The Reusable Materials Processing Cost shall be calculated as follows:
Reusable Materials Processing Cost = [(Per-Ton Reusable Materials Processing Cost for the thencurrent Rate Period – All regulatory fees identified in Contractor’s Proposal and included in the then-current per-Ton cost) x (1 + Annual Percentage Change in the CPI-U) + (Then-current perTon regulatory fees)] x (Total Tons of Reusable Materials Collected for the most-recently completed 12-month period).
The Parties acknowledge that at the time of Contractor’s proposal submittal, identified in Exhibit G, no regulatory fees were identified. In the even that any such fees are identified in the future, such fees shall be passed through in accordance with this Section.
5. Disposal Costs. The Disposal Costs shall be calculated as follows:
Disposal Costs = Per-Ton Disposal fee at the Designated Disposal Facility (to be specified by the City) for the coming Rate Period x (Total Tons of Solid Waste Collected for the most-recently EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-5 Franchise Agreement, Exhibit E1 completed 12-month period).
6. Interest Expense. The Interest Expense amount is initially agreed-upon as $283,504.04 in Rate Period Two through Ten, is not annually adjusted, and shall be zero (0) in any subsequent Rate Period, except by written mutual agreement of the Parties pursuant to Section 3.5, Section 5.4 or Section 8.3. In such case, Contractor shall calculate the revised average annual interest expense over the term of the Agreement. Such amount shall be subject to City Contract Manager review, request for adjustment in errant calculations as necessary, and ultimately approval.
7. Direct Lease Costs. The Direct Lease Costs amount is $0 in Rate Period Two through Ten, is not annually adjusted, and shall be zero (0) in any subsequent Rate Period unless Parties mutually agree to a different amount.
8. Allocated Lease Costs. The Allocated Lease Costs amount is $0 for Rate Period Two through Ten (including interest costs for Allocated General and Administrative of $0, Allocated Vehicle Maintenance costs of $0, and Allocated Container Maintenance of $0) is not annually adjusted and shall remain unadjusted in any subsequent Rate Period unless Parties mutually agree to a different amount.
9. Total Costs Excluded from the Calculation of Profit. Total Costs Excluded from the Calculation of Profit for the coming Rate Period are the sum of the amounts in subsections (1) through (7) above.
D. Total Calculated Costs before City Reimbursements
The Total Calculated Costs before City Reimbursements shall be the sum of the Total Annual Cost of Operations, Profit, and Costs Excluded from the Calculation of Profit for the coming Rate Period.
E. City Reimbursements
1. Franchise Fee. The Fee as described in Section 7.1 of the Agreement.
2. Contract Administration Reimbursement. The Fee as described in Section 7.2 of the Agreement.
3. Vehicle Impact Reimbursement. The Fee as described in Section 7.3 of the Agreement.
4. Rate Application Review Costs. An amount determined by the City to reimburse the Contractor for payment of the City’s costs, including consulting and legal fees associated with determination of Rates under this Exhibit. Such Rate application review costs may or may not be one-time costs and shall be included in subsequent Rate Periods if it is not a one-time cost.
3. Total City Reimbursements. The Total City Reimbursements for the coming Rate Period shall equal costs calculated in subsection (1) through 4 above; provided, however, that any adjustment in any such fee, whether pursuant to the relevant index or as the result of the decision of City, shall be an allowable cost of business, excluded from the calculation of profit, and reflected in the Total City Reimbursements.
EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-6 Franchise Agreement, Exhibit E1 F. Other Adjustments
From time to time during the Term of the Agreement, it may be necessary to make other adjustments to the compensation calculations. For example, if the City elects to roll-under a negative Rate adjustment to a future year, the dollar value of that negative adjustment shall be reflected as an adjustment. In such case, the adjustment would be a reduction to the Total Calculated Costs.
G. Total Calculated Costs
The Total Calculated Costs for the coming Rate Period shall equal the sum of the Total Annual Cost of Operations, Profit, Total Costs Excluded from the Calculation of Profit, Total City Reimbursements, and Other Adjustments (if applicable), for the coming Rate Period.
3. Rate Adjustment Factor
The Rate Adjustment Factor shall equal the Total Calculated Costs for the coming Rate Period divided by the Total Calculated Costs for the then-current Rate Period, which shall be rounded to the nearest thousandth.
Note that when determining the Rate Adjustment Factor for Rate Period Two, the Rate Adjustment Factor shall equal the Total Calculated Costs for Rate Period Two divided by the Total Proposed Costs of $26,866,083 for Rate Period One.
4. Adjustment of Rates
Each then-current Rate shall be multiplied by the Rate Adjustment Factor to calculate the effective Rate for the coming Rate Period. The adjustment to each Rate shall be rounded to the nearest cent.
5. Examples
The following examples illustrates the index-based adjustment method for determining Rates for Rate Period Three. The dollar amounts shown are hypothetical amounts for Total Calculated Costs for Rate Period Two (_July 1, 2026 through June 30, 2027_) and the adjustment factors are based on assumed changes in the various indices between the Average Index Values for the twelve (12) months ending December 2025_ and for the twelve (12) months ending December 2026. Example A depicts a standard index-based adjustment, wherein the calculated Total Annual Cost of Operations increased greater than zero percent (0%) and less than six percent (6%) over the prior Rate Period. Example B depicts an index-based adjustment wherein the calculated Total Annual Cost of Operations resulted in a decrease from the prior Rate Period. [Examples to be amended based on final determination of services provided by ACI] A. EXAMPLE A
1. Assumptions for Example Adjustment to Contractor’s Compensation:
EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-7 Franchise Agreement, Exhibit E1 a. Most-Recently Completed Rate Period = Rate Period One (February 1, 2025 through June 30, 2026)
b. Then-current Rate Period = Rate Period Two (July 1, 2026 through June 30, 2027) c. Coming Rate Period = Rate Period Three (July 1, 2027 through June 30, 2028) d. Recyclable Materials Processing Costs per Ton for the coming Rate Period, as calculated in Exhibit E3 = $135.00 per Ton
e. Residential Organic Materials Processing Costs per Ton for the coming Rate Period = $136.50 per Ton
f. Commercial Organic Materials Processing Costs per Ton for the coming Rate Period = $153.10 per Ton
g. Reusable Materials Processing Costs (including Regulatory Fees) per Ton for the thencurrent Rate Period = $162.00 per Ton h. Reusable Materials Processing Regulatory Fees per ton for the then-current and coming Rate Period = $2.00 per Ton
i. Disposal cost for the coming Rate Period = $96.50 per Ton j. Annual Percentage Change in the Hourly Wage Rate Adjustment Factor = 0.040 k. Hourly Wage Rate Adjustment Factor Floor = 0.027
l. Annual Percentage Change in the Health & Welfare Monthly Rate Adjustment Factor =
0.040
m. Annual Percentage Change in the Pension Hourly Rate Adjustment Factor* = 0.030 n. Pension Hourly Rate Adjustment Factor Floor = 0.034
o. Annual Percentage Change in the CPI-U = 0.040
p. Annual Percentage Change in the Motor Vehicle Maintenance and Repair Index = 0.031 q. Annual Percentage Change in the applicable Fuel Index = 0.075 r. For the purposes of this example, the three-year Container purchase average has not been adjusted. Actual adjustments will contain changes in the three-year Container purchases average.
s. City Reimbursements are not updated in this example to reflect the City of San Leandro’s City Fees as described in Section 2.E above.
t. Tonnages for the most-recently completed 12-month period:
• Recyclable Materials – 11,400 Tons
• Residential Organic Materials – 9,700 Tons
• Commercial Organic Materials – 2,400 Tons
• Solid Waste – 27,000 Tons
• Bulky Items and Reusable Materials – 1,900 Tons
EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-8 Franchise Agreement, Exhibit E1 Note: All values presented in the following table are hypothetical and used for illustrative purposes only. *The Annual Percentage Change in the Pension Hourly Rate Adjustment Factor is a different 12-month period than the Hourly Wage Rate and the Health &Welfare Monthly Rate Adjustment Factors.
TABLE 1: Example A Calculation of Total Calculated Costs for Rate Period Three Rate Period
Two
Adjustment
Index Adjustment Factor
Rate Period
Three
Processing Tip Fee Adjustment (per Ton)
Recyclable Materials Processing Tip Fee $ 132.00 CPI-U Refer to Exhibit E3 $ 135.00 Residential Organic Materials Processing Tip Fee $ 135.00 N/A N/A $ 136.50 Commercial Organic Material Processing Tip Fee $ 152.00 N/A N/A $ 153.10 Reusable Materials Processing Tip Fee $ 162.00 CPI-U (1 + 0.040) + Reg Fees $ 170.48 Solid Waste Disposal Tip Fee $ 96.00 N/A N/A $ 96.50
Annual Cost of Operations
Labor-related Costs $ 7,250,000 Per CBA Per CBA $ 7,530,500 Vehicle-related Costs (excluding fuel) $ 800,000 MVI 1 + 0.031 $ 824,800 Fuel Costs $ 400,000 FUEL 1 + 0.075 $ 430,000
Other Costs $ 815,000 CPI-U 1 + 0.040 $ 847,600
Direct Depreciation $ 1,775,000 N.A. N.A. $ 1,775,000
Allowed Costs (Labor, Vehicle, Fuel, and Other Costs)* $ 3,100,000 CPI-U 1 + 0.040 $ 3,224,000 Allocated Costs (Depreciation and Start-Up) $ 22,000 N.A. N.A. $ 22,000 Total Annual Cost of Operations $ 14,162,000 $ 14,653,900 Profit (assuming operating ratio of 0.77) $ 4,230,208 $ 4,377,139 Pass Through Costs
Recyclable Materials Processing Costs $ 1,500,000 Tip Fee x Tons 11,400 x $139.28 $ 1,539,000 Residential Organic Materials Processing Costs $ 1,300,000 Tip Fee x Tons 9,700 x $136.50 $ 1,324,050 Commercial Organic Materials Processing Costs $ 360,000 Tip Fee x Tons 2,400 x $153.10 $ 367,440 Reusable Materials Processing Costs $ 305,000 Tip Fee x Tons 1,900 x $170.48 $ 323,912 Solid Waste Disposal Costs $ 2,500,000 Tip Fee x Tons 27,000 x $96.50 $ 2,605,500 Interest Expense $ 380,000 N.A. N.A. $ 380,000
Direct Lease Costs $ - N.A. N.A. $ -
Allocated Lease Costs $ - N.A. N.A. $ -
Total Pass-Through Costs $ 6,345,000 $ 6,539,902
Total Calculated Costs before City Fees $ 24,737,208 $ 25,570,941 City Fees/Payments
Waste Management Recycling and Program Fee $ 474,596 CPI-U** 1 + 0.040 $ 493,580 Infrastructure Impacts Mitigation Fee $ 910,931 CPI-U** 1 + 0.040 $ 947,368 Doolittle Landfill Maintenance Fee $ 237,297 CPI-U** 1 + 0.040 $ 246,789 City Parks Fee $ 71,879 CPI-U** 1 + 0.040 $ 74,754
Rate Application Review Costs $ - N.A. N.A. $ -
Total City Fees/Payments $ 1,694,702 $ 1,762,490
Other Adjustments (as needed from time to time) N.A N.A. N.A. N.A Total Calculated Costs $ 26,431,910 $ 27,333,431
*Fuel costs included in allocated costs shall be adjusted using the CPI-U not Fuel Index. ** City Reimbursements shall either be increased by the Annual Percentage Change in the CPI-U, or as otherwise directed by the EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-9 Franchise Agreement, Exhibit E1
2. Example Calculation of the Rate Adjustment Factor and Adjusted Rate for Rate Period Three a. Rate Adjustment Factor = $27,333,431/$26,431,910 = 1.034 b. 20-gallon Single-Family Rate for Rate Period Three = $22.62 x 1.034 = $23.39, which shall be effective July 1, 2027.
B. EXAMPLE B
1. Assumptions for Example Adjustment to Contractor’s Compensation:
a. Most-Recently Completed Rate Period = Rate Period One (February 1, 2025 through June 30, 2026)
b. Then-current Rate Period = Rate Period Two (July 1, 2026 through June 30, 2027) c. Coming Rate Period = Rate Period Three (July 1, 2027 through June 30, 2028) d. Recyclable Materials Processing Costs per Ton for the coming Rate Period, as calculated in Exhibit E3 = $130.00 per Ton
e. Residential Organic Materials Processing Costs per Ton for the coming Rate Period = $135.40 per Ton
f. Commercial Organic Materials Processing Costs per Ton for the coming Rate Period = $152.40 per Ton
g. Reusable Materials Processing Costs (including Regulatory Fees) per Ton for the thencurrent Rate Period = $162.00 per Ton h. Reusable Materials Processing Regulatory Fees per Ton for the then-current and coming Rate Period = $2.00 per Ton
i. Disposal cost for the coming Rate Period = $96.00 per Ton j. Annual Percentage Change in the Hourly Wage Rate Adjustment Factor = -0.040 k. Hourly Wage Rate Adjustment Factor Floor = 0.027
l. Annual Percentage Change in the Health & Welfare Monthly Rate Adjustment Factor = -
0.040
m. Annual Percentage Change in the Pension Hourly Rate Adjustment Factor* = -0.015 n. Pension Hourly Rate Adjustment Factor Floor = 0.034
o. Annual Percentage Change in the CPI-U = -0.040
p. Annual Percentage Change in the Motor Vehicle Maintenance and Repair Index = -0.031 q. Annual Percentage Change in the applicable Fuel Index = -0.075 r. For the purposes of this example, the three-year Container purchase average has not been adjusted. Actual adjustments will contain changes in the three-year Container purchases average.
EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-10 Franchise Agreement, Exhibit E1 s. City Reimbursements are not updated in this example to reflect the City of San Leandro’s City Fees as described in Section 2.E above.
t. Tonnages for the most-recently completed 12-month period:
• Recyclable Materials – 11,400 Tons
• Residential Organic Materials – 9,700 Tons
• Commercial Organic Materials – 2,400 Tons
• Solid Waste – 27,000 Tons
• Bulky Items and Reusable Materials – 1,900 Tons
Note: All values presented in the following table are hypothetical and used for illustrative purposes only. *The Annual Percentage Change in the Pension Hourly Rate Adjustment Factor is a different 12-month period than the Hourly Wage Rate and the Health &Welfare Monthly Rate Adjustment Factors.
EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-11 Franchise Agreement, Exhibit E1 TABLE 2
Example B Calculation of Total Calculated Costs for Rate Period Three
Rate Period
Two
Adjustment
Index Adjustment Factor
Rate Period
Three
Processing Tip Fee Adjustment (per Ton)
Recyclable Materials Processing Tip Fee $ 132.00 CPI-U Refer to Exhibit E3 $ 130.00 Residential Organic Materials Processing Tip Fee $ 135.00 N/A N/A $ 135.40 Commercial Organic Material Processing Tip Fee $ 152.00 N/A N/A $ 152.40 Reusable Materials Processing Tip Fee $ 162.00 CPI-U (1 + -0.040) + Reg Fees 157.52 $ Solid Waste Disposal Tip Fee $ 96.00 N/A N/A $ 96.00
Annual Cost of Operations
Labor-related Costs $ 7,250,000 Per CBA Per CBA $ 7,445,750 Vehicle-related Costs (excluding fuel) $ 800,000 MVI 1 + -0.031 $ 775,200 Fuel Costs $ 400,000 FUEL 1 + -0.075 $ 370,000
Other Costs $ 815,000 CPI-U 1 + -0.040 $ 782,400
Direct Depreciation $ 1,775,000 N.A. N.A. $ 1,775,000
Allowed Costs (Labor, Vehicle, Fuel, and Other Costs)* $ 3,100,000 CPI-U 1 + -0.040 2,976,000 $ Allocated Costs (Depreciation and Start-Up) $ 22,000 N.A. N.A. $ 22,000 Total Annual Cost of Operations $ 14,162,000 $ 14,146,350 Profit (assuming operating ratio of 0.77) $ 4,230,208 $ 4,225,533 Pass Through Costs
Recyclable Materials Processing Costs $ 1,500,000 Tip Fee x Tons 11,400 x $130.00 1,482,000 $ Residential Organic Materials Processing Costs $ 1,300,000 Tip Fee x Tons 9,700 x $135.40 1,313,380 $ Commercial Organic Materials Processing Costs $ 360,000 Tip Fee x Tons 2,400 x $152.40 365,760 $ Reusable Materials Processing Costs $ 305,000 Tip Fee x Tons 1,900 x $157.52 299,288 $ Solid Waste Disposal Costs $ 2,500,000 Tip Fee x Tons 27,000 x $96.00 2,592,000 $ Interest Expense $ 380,000 N.A. N.A. $ 380,000
Direct Lease Costs $ - N.A. N.A. $ -
Allocated Lease Costs $ - N.A. N.A. $ -
Total Pass-Through Costs $ 6,345,000 $ 6,432,428
Total Calculated Costs before City Fees $ 24,737,208 $ 24,804,311 City Fees/Payments
Waste Management Recycling and Program Fee $ 474,596 CPI-U** 1 + -0.040 $ 455,612 Infrastructure Impacts Mitigation Fee $ 910,931 CPI-U** 1 + -0.040 $ 874,494 Doolittle Landfill Maintenance Fee $ 237,297 CPI-U** 1 + -0.040 $ 227,805 City Parks Fee $ 71,879 CPI-U** 1 + -0.040 $ 69,003
Rate Application Review Costs $ - N.A. N.A. $ -
Total City Fees/Payments $ 1,694,702 $ 1,626,914
Other Adjustments (as needed from time to time) N.A N.A. N.A. N.A Total Calculated Costs $ 26,431,910 $ 26,431,225
*Fuel costs included in allocated costs shall be adjusted using the CPI-U not Fuel Index. ** City Reimbursements shall either be increased by the Annual Percentage Change in the CPI-U, or as otherwise directed by the City.
EXHIBIT E1
INDEX-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E1-12 Franchise Agreement, Exhibit E1
2. Example Calculation of the Rate Adjustment Factor and Adjusted Rate for Rate Period Three a. Total Calculated Costs = $26,431,225 < $26,431,910; Adjusted Total Calculated Costs = $26,431,910 (Total Calculated Costs from prior Rate Period) b. Rate Adjustment Factor = $26,431,910/ $26,431,910= 1.00 c. 20-gallon Single-Family Rate for Rate Period Three = $22.62 x 1.00= $22.62, which shall be effective July 1, 2027 (i.e., NO RATE ADJUSTMENT).
d. Subsequent Rate Period Adjustment. $26,431,910- $26,431,225 = $685 cost savings to be applied as an “Other Adjustment” in the subsequent Rate Period adjustment calculations as an offset to Contractor’s Total Calculated Costs.
6. Other
If an index described in Section 2 of this Exhibit E1 is discontinued, the successor index with which it is replaced shall be used for subsequent calculations. If no successor index is identified by the Bureau of Labor Statistics or Pacific Gas & Electric (if applicable), the index published by the organization which is most comparable shall be used.
EXHIBIT E2:
COST-BASED RATE ADJUSTMENT METHODOLOGY
EXHIBIT E2
COST-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E2-1 Franchise Agreement, Exhibit E2
1. General
The City and Contractor shall use the cost-based Rate adjustment method described in this Exhibit to determine Rates for Rate Periods Four and Eight, and if the Contractor requests an extraordinary Rate adjustment in accordance with Agreement Section 8.3. If the Term is extended, subsequent Rate Periods shall be adjusted pursuant to Section 8.2.C. The cost-based adjustment involves review of the Contractor’s actual cost of operations and operational statistics (staffing levels, Routes, Route hours, Customers, and their Service Levels, etc.) to determine the Actual Allowable Total Annual Cost of Operations for the most-recently completed Rate Period and to forecast the Total Contractor’s Compensation for the coming Rate Period. "Actual Allowable Total Annual Cost of Operations" is defined in Exhibit E2, section 2.A.1, excluding any amounts defined in Exhibit E2, section 2.A.2. The difference (measured as a percentage) between the Total Contractor’s Compensation for the coming Rate Period and the Projected Gross Rate Revenues (which is calculated based on most-recent Customer subscription levels at then-current Rates) is the “Rate Adjustment Factor.” The Rate Adjustment Factor is applied to the then-current Rates to determine the Rates for the coming Rate Period.
The intent of performing the cost-based adjustment is to examine the actual impact of changes in inflation or deflation, the number of Customers, and the Service Level of Customers.
In the event that the Rate Adjustment Factor calculated pursuant to this Exhibit E2 results in a calculated increase exceeding ten percent (10%), the adjustment shall be subject to approval by the City Council; provided, however, that, in the event that the cost-based adjustment calculated in accordance with this Exhibit E2 exceeds ten percent (10%), whether or not approved by the City Council, the “roll-over” provisions in Exhibit E1 shall apply to the percentage in excess of ten percent (10%). The City shall not be required to compensate Contractor for any cumulative “rolled-over” amounts remaining at the end of the Agreement Term. In the event that the cost-based adjustment calculated in accordance with this Exhibit E2 results in a negative Rate Adjustment Factor, the City reserves the right to “roll-under” the Rate reduction, such that there is no Rate adjustment in the Rate Period for which the negative Rate Adjustment Factor was calculated, but the calculated Rate reduction may be deferred to the following Rate Period, as a credit against future Rate increases. Contractor shall not be required to compensate the City for any cumulative “rolled-under” amounts remaining at the end of the Agreement Term.
A. Contractor’s Rate Application
Contractor’s Rate application for any Rate Period where Rates shall be adjusted using the cost-based methodology described in this Exhibit E2 shall include the information described in this Section 1.A. With the exception of the information identified in subsections (1) and (2) below, all other items listed may be requested by the City Contract Manager at any time during the Term of the Agreement and Contractor shall comply with that request in a timely fashion.
1. Financial Statements. Within one hundred twenty (120) calendar days after the close of the Contractor’s fiscal year (June 30), Contractor shall deliver to the City one (1) hard copy of the reviewed (or audited) consolidated financial statements of Contractor for the preceding fiscal year. Financial statements shall include a supplemental combined schedule showing Contractor's results of operations, including the specific revenues and expenses in connection EXHIBIT E2
COST-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E2-2 Franchise Agreement, Exhibit E2 with the operations provided for in this Agreement separate from others included in such financial statements. The financial statements and footnotes shall be prepared in accordance with Generally Accepted Accounting Principles (GAAP) consistently applied and fairly reflecting the results of operation and Contractor’s financial condition. Annual financial statements shall be reviewed (or audited), in accordance with Generally Accepted Auditing Standards (GAAS) by a Certified Public Accountant (CPA) licensed (in good standing) to practice public accounting in the State as determined by the State Department of Consumer Affairs Board of Accountancy, and that the CPA’s opinion on Contractor's annual financial statements shall be unqualified, and shall contain the CPA’s conclusions regarding the Contractor’s accounting policies and procedures, internal controls, and operating policies. The CPA shall perform an evaluation and, if necessary, shall cite recommendations for improvement.
2. Financial Statement Reconciliation. Contractor shall provide a schedule which clearly and accurately ties the amounts shown in Contractor’s Rate application to Contractor’s financial statements. Such schedule shall include any and all allocation factors and methodologies used to report cost and operating information for services provided to the City under this Agreement separately from Contractor obligations related to other public or private entities.
Such statement of reconciliation shall include:
a. General explanation of the various allocation methodologies used for each Rate application line item.
b. Specific examples of each type of allocation used showing how an entry is reported in the general ledger and ties to the Rate application.
c. Statement indicating whether there have been any changes in allocation methods used since the last Rate application. If any allocation methods have changed clearly identify those changes.
3. Operational Information.
a. Routes by Line of Business:
i. Number of Routes per day
ii. Types of vehicles
iii. Crew size per Route
iv. Number of full time equivalent (FTE) Routes
v. Number of accounts and cubic yards scheduled per Route vi. Total Route hours per Line of Business per year
vii. Average cost per Route
b. Personnel:
i. Organizational chart
ii. Job classifications and number of employees (e.g., administrative, Customer service representatives, drivers, supervisors, educational staff) iii. Wages by job classification
iv. Number of FTE positions for each job classification v. Number of hours per job classification per year
c. Productivity Statistics:
EXHIBIT E2
COST-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E2-3 Franchise Agreement, Exhibit E2 i. Average Number of accounts per Route per day by Line of Business ii. Average number of setouts per Route per day by Line of Business iii. Average Tons per Route per day by vehicle type (i.e., side-loader, front-loader, roll-off)
iv. Average cubic yards of Collection scheduled per Route d. Vehicles:
i. List of Collection vehicles including year purchased and mileage. ii. Average age of mobile equipment with oldest and newest e. Operational Changes:
i. Number of Routes
ii. Staffing
iii. Supervision
iv. Collection services
4. Variance Analysis. Provide the following variance analysis for each Line of Business. For any variances greater than five percent (5%) annually, Contractor shall provide sufficient rationale to support variance:
a. Variance analysis comparing current Rate Period to each of the prior Rate Periods of Agreement.
b. Variance analysis comparing current Rate Period to each of the future projected Rate Periods.
5. Projections. Provide the following projection data:
a. Provide support for the basis for projected Gross Receipts and line item expenses, clearly indicate the supporting calculations and assumptions.
b. Provide support for the most recent twelve (12) months of Tonnage data for Rate Period ending June. Clearly indicate the supporting calculations and assumptions.
2. Forecasting Total Contractor’s Compensation
The Total Contractor’s Compensation for the coming Rate Period shall be forecasted in the manner described in this Section.
A. Forecasting Total Annual Cost of Operations
1. Determine Actual Allowable Total Annual Cost of Operations. Contractor's financial statements, books, and records shall be reviewed to determine Contractor's “Actual Allowable Total Annual Cost of Operations” for the most-recently completed Rate Period to perform all the services in the manner required by this Agreement for each of the following cost categories:
a. Actual labor-related costs
b. Actual vehicle-related costs (excluding fuel and depreciation) EXHIBIT E2
COST-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E2-4 Franchise Agreement, Exhibit E2 c. Actual fuel costs
d. Actual other costs (as defined on Form 6E of Exhibit G1) e. Direct depreciation costs (in the amount specified in Exhibit E1) f. Actual allocated costs (labor, vehicle, general and administrative, and other costs) g. Actual allocated costs (depreciation and start-up) (in the amount stated in Exhibit E1)
2. Non-Allowable Costs. The following list of non-allowable costs shall be deducted from the Contractor’s actual costs when determining the Actual Allowable Total Annual Cost of Operations.
a. Labor, equipment, fuel, and start-up costs for personnel, vehicles, and facilities that are not specified in the proposal forms contained in Exhibit G1 and/or which cannot be demonstrated to have been incurred as part of the performance of services under this Agreement, including, without limitation, as the result of growth in the number of customers and/or the levels and/or types of services provided. b. Payments to directors and/or owners of Contractor unless the amount paid is reasonable compensation for services actually rendered. Reasonableness shall be determined based on available market pricing for similar services and shall be in the reasonable discretion of the City.
c. Travel expenses and entertainment (above twenty thousand dollars [$20,000] annually in total) expenses, unless authorized in advance by the City. d. Payments to repair damage to public or private property for which Contractor is legally liable.
e. Fines or penalties of any nature.
f. Liquidated Damages assessed under this Agreement.
g. Federal or State income taxes.
h. Cash donations or value of in-kind services provided to charitable, political, youth, civic, or other community organizations unless such donation has been previously approved in writing as an allowable expense by the City Contract Manager. i. Depreciation or interest expense for Collection vehicles, Containers, other equipment, offices and other facilities if such items are leased as specified in Exhibit G2. j. Attorney's fees and other expenses incurred by Contractor in any court proceeding in which the City and Contractor are adverse Parties.
k. Attorney's fees and other expenses incurred by Contractor arising from any act or omission in violation of this Agreement.
l. Attorneys' fees and other expenses incurred by Contractor in any court proceeding in which Contractor's own negligence, violation of law or regulation, or wrong doing are in issue and occasion, in whole or in part, the attorneys' fees and expenses claimed; and attorneys' fees and expenses incurred by Contractor in a court proceeding in which the legal theory or statute providing a basis of liability against Contractor also provides for EXHIBIT E2
COST-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E2-5 Franchise Agreement, Exhibit E2 separate potential liability for the City derived from the action of its citizens or Rate payers (such as in a CERCLA lawsuit) unless the Contractor is found not liable in such claims and such claims arise from acts or occurrences within the Term of the Agreement. m. Payments to Related-Party Entities for products or services, in excess of the market value for those products or services, provided that the City may use information available to it to verify market pricing for similar products and services. n. Goodwill.
o. Unreasonable profit-sharing distributions.
p. Replacement costs for Containers that need to be replaced because the useful life of such Container was less than the Term.
q. Administrative costs greater than the administrative costs presented in Contractor’s Proposal (Exhibit G) adjusted annually by one plus the Annual Percentage Change in the CPI-U.
r. Bad debt write-offs in excess of two percent (2%) of annual Rate revenues.
3. Forecast Total Annual Cost of Operations. Forecasted Total Annual Cost of Operations for the coming Rate Period shall be calculated based on Actual Allowed Total Cost of Operations for the most-recently completed Rate Period determined in accordance with Sections 2.A.1 and
2.A.2 above. The forecasts shall be performed in the following manner:
a. Forecasted labor-related costs shall be calculated in the manner described in Section
2.A.1 of Exhibit E1.
b. Forecasted vehicle-related costs (excluding fuel and depreciation costs) shall be calculated for the coming Rate Period by (i) multiplying the allowed vehicle-related costs, both direct and allocated, for the most-recently completed Rate Period by one (1) plus the Annual Percentage Change in the Motor Vehicle Maintenance and Repair Index, and (ii) multiplying the result of step one once more by one (1) plus the Annual Percentage Change in the Motor Vehicle Maintenance and Repair Index. c. Forecasted fuel costsshall be calculated for the coming Rate Period by (i) multiplying the allowed fuel costs, both direct and allocated, for the most-recently completed Rate Period by one (1) plus the Annual Percentage Change in the applicable Fuel Index, and (ii) multiplying the result of step one once more by one (1) plus the Annual Percentage Change in the applicable Fuel Index.
d. Forecasted other costs shall be calculated for the coming Rate Period by (i) multiplying the allowed other-related costs, both direct and allocated, for the most-recently completed Rate Period by one (1) plus the Annual Percentage Change in CPI-U, and (ii) multiplying the result of step one once more by one (1) plus the Annual Percentage Change in the CPI-U.
e. Forecasted container replenishment fund shall be calculated specified in Exhibit E1, Section 2.A.5.
f. Forecasted direct depreciation expense shall be the amount specified in in Section 2.A.6 of Exhibit E1. Direct depreciation expense is a fixed cost and is not subject to inflation.
EXHIBIT E2
COST-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E2-6 Franchise Agreement, Exhibit E2 g. Forecasted allocated labor-related, vehicle-related, general and administrative, and other costs shall be calculated for the coming Rate Period by (i) multiplying the allowed other-related costs for most-recently completed Rate Period by one (1) plus the Annual Percentage Change in CPI-U, and (ii) multiplying the result of step one once more by one (1) plus the Annual Percentage Change in CPI-U (except in each case as provided in 3.a. above).
h. Forecasted allocated depreciation and start-up expense shall be the amount specified in Exhibit E1, Section 2.A.8.
i. Forecasted Total Annual Cost of Operations for the coming Rate Period shall equal the sum of the following costs, which shall have been calculated in accordance with the procedures in this Exhibit E2:
i. Forecasted labor-related costs
ii. Forecasted vehicle-related costs (excluding fuel and depreciation costs) iii. Forecasted fuel costs
iv. Forecasted other costs
v. Forecasted direct depreciation expense
vi. Forecasted allocated labor-related, vehicle-related, general and administrative, and other costs
vii. Forecasted allocated costs for depreciation and start-up B. Forecast Profit
Contractor shall be entitled to Profit on Forecasted Total Annual Cost of Operations. Profit shall be calculated using an operating ratio as described in Exhibit E, Section 4. Profit shall be calculated using the following formula:
Profit = (Forecasted Total Annual Cost of Operations / Operating Ratio) – Forecasted Total Annual Cost of Operations
For example:
1. Assuming an operating ratio of 92%
2. Assuming a Forecasted Total Annual Cost of Operations of $1,000,000
3. Profit = ($1,000,000 / 0.92) – $1,000,000 = $86,956.52 C. Forecast Costs Excluded from the Calculation of Profit Costs Excluded from the Calculation of Profit for the coming Rate Period shall be forecasted in the following manner:
1. Forecasted Recyclable Materials Processing Costs shall be calculated in the manner described in Exhibit E1, Section 2.C.1.
2. Forecasted Residential Organic Materials Processing Costs shall be calculated in the manner described in Exhibit E1, Section 2.C.2.
EXHIBIT E2
COST-BASED RATE ADJUSTMENT METHODOLOGY
July 15, 2024 Page E2-7 Franchise Agreement, Exhibit E2
3. Forecasted Commercial Organic Materials Processing Costs shall be calculated in the manner described in Exhibit E1, Section 2.C.3.
4. Forecasted Reusable Materials Processing Costs shall be calculated in the manner described in Exhibit E1, Section 2.C.4.
5. Forecasted Disposal Costs shall be calculated in the manner described in Exhibit E1, Section
2.C.5.
6. Forecasted Interest Expense. Interest Expense shall be calculated in the manner described in Exhibit E1, Section 2.C.6.
7. Forecasted Direct Lease Costs. Direct Lease Costs shall be calculated in the manner described in Exhibit E1, Section 2.C.7.
8. Forecasted Allocated Lease Costs. Allocated Lease Costs shall be calculated in the manner described in Exhibit E1, Section 2.C.8.
D. Forecast City Reimbursements
City Reimbursements shall be calculated in the manner described in Exhibit E1, Section 2.E.
3. Projected Gross Rate Revenue
Projected Gross Rate Revenue at then-current Rates shall reflect projected annual Gross Rate Revenues from all Customers based on then-current Rates and then-current Customer Service Levels, inclusive of all Rates and special charges authorized under this Agreement. For the purposes of determining Customer Service Levels for on-call services (e.g., Drop Box service provided less than weekly, Bin rentals) and special charges (e.g., Push Charges, lock/unlock charges), the prior twelve (12) months of billing activity for such services and special charges shall be used.
4. Rate Adjustment Factor
The Rate Adjustment Factor shall equal the Forecasted Total Calculated Costs for the coming Rate Period divided by the Projected Gross Rate Revenues calculated in accordance with Section 2 of this Exhibit E2.
The Rate Adjustment Factor shall be rounded to the nearest thousandth.
5. Adjustment of Rates
Each then-current Rate shall be multiplied by the Rate Adjustment Factor to calculate the effective Rate for the coming Rate Period.
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EXHIBIT F:
PERFORMANCE STANDARDS AND LIQUIDATED
DAMAGES
EXHIBIT F
PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
July 15, 2024 Page F-1 Franchise Agreement, Exhibit F
City wishes to establish standards of performance under the Agreement in each of the six (6) “Performance Areas” listed below. The City Contract Manager may monitor Contractor’s performance in each of those areas based on the “Specific Performance Measures” within that performance area. In the event that the City Contract Manager determines that Contractor has failed to meet the performance standard established for any “Specific Performance Measure,” the City may assess Liquidated Damages pursuant to Section 10.6 of the Agreement. Liquidated Damages, if assessed, shall only be assessed for the number of events, days, or other measure in excess of the acceptable performance level.
1. Performance Area: Collection Reliability
Item Specific Performance Measure
Liquidated Damage
Amount
1. Failure to notify the appropriate authorities of reportable quantities of Hazardous Waste
$500/Event
2. Failure to maintain the Collection schedule on the scheduled day (unless non-Collection was warranted pursuant to this Agreement) $25/Container
3. Failure, over five (5), during each Rate Period to commence service to a new Customer within seven (7) calendar days after order received and account number established
$150/Event
4. Failure, over fifteen (15), during each Rate Period to Collect Solid Waste, Recyclable Materials or Organic Materials which has been properly set out for Collection from an established service recipient account on the scheduled Collection day and not Collected within a period described in this Agreement
$150/Event
5. Failure to Collect Solid Waste, Recyclable Materials or Organic Materials which has been properly set out for Collection, from the same service recipient on two (2) consecutive scheduled pick ups $150/Event
2. Performance Area: Collection Quality
Item Specific Performance Measure
Liquidated Damage
Amount
1. Each occurrence over five (5) during each Rate Period of unreasonable leaking or spilling Solid Waste, Recyclable Materials, or Organic Materials and failure to pick up or clean up such material immediately $300/Event
2. Each occurrence over twelve (12) during each Rate Period of failure to replace properly set out Containers in original position, upright, with lids attached to or on Carts or Bins
$150/Event
3. Each failure over twenty-four (24) during each Rate Period of not closing gate, or other damage to private property
$300/Event
4. Each occurrence over five (5) during each Rate Period of Collecting Solid Waste, Recyclable Materials, or Organic Materials during unauthorized hours
$300/Event
EXHIBIT F
PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
July 15, 2024 Page F-2 Franchise Agreement, Exhibit F
Item Specific Performance Measure
Liquidated Damage
Amount
5. Each occurrence over twelve (12) during each Rate Period of excessive noise in accordance with Section 5.4 of the Franchise Agreement $150/Event
6. Each failure over twelve (12) during each Rate Period of not properly tagging Containers which are intentionally not Collected $150/Event
7. Each occurrence over five (5) during each Rate Period of failure to clean Collection vehicles or Containers in accordance with the schedule provided by this Agreement
$150/Event
8. Each event over twelve (12) during each Rate Period of failure to remove litter/spills adjacent to Collection Containers caused by Contractor
$150/Event
9. Each occurrence over five (5) during each Rate Period of damage caused by Contractor to property that is not repaired in accordance with the schedule provided by this Agreement
$250/Event
3. Performance Area: Customer Responsiveness
Item Specific Performance Measure
Liquidated Damage
Amount
1. Each occurrence of discourteous behavior $500
2. Each failure to respond to and initiate a remedy to a Complaint in accordance with the schedule provided by this Agreement $300
3. Each failure to answer the telephone or provide an answering machine with voicemail capability or an answering service during the hours specified in the Agreement
$300
4. Each failure to respond to service requests/calls in accordance with the schedule provided by this Agreement
$300
5. Each failure over twelve (12) during each Rate Period to Collect missed Collections in accordance with the schedule provided by this Agreement
$300
6. Each occurrence over five (5) during each Rate Period for Complaints regarding waiting on hold for more than four (4) minutes $150
7 Each instance of failing to utilize the process or meet the timeframes provided in Section 4.14 for modifying a Customer’s Service Level as a result of a service exemption approval
$100/instance/day
4. Performance Area: Reporting
Any report shall be considered late until such time as a correct and complete report is received by City.
For each calendar day a report is late, the daily Performance Adjustment shall be:
EXHIBIT F
PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
July 15, 2024 Page F-3 Franchise Agreement, Exhibit F
Item Report
Liquidated Damage
Amount
1. Monthly Reports or reports requested by City pursuant to Section 6.2 $100/Day
3. Annual Reports $300/Day
5. Performance Area: Public Education
Item Specific Performance Measure
Liquidated Damage
Amount
1. Failure to employ personnel specified in this Agreement for public education activities
As described in
Section 5.6.F
2. Failure to meet with City staff in accordance with this Agreement $150/Event
3. Failure to prepare and distribute any public education plan or material required by Exhibit C.
$200/Day/Event
4. Failure to participate in special events listed in this Agreement $300/Event
6. Performance Area: Material Delivery
Item Specific Performance Measure
Liquidated Damage
Amount
1. Each occurrence for failure to deliver materials Collected under this Agreement to the appropriate Approved or Designated Facility, except as set forth under Section 4.1.
$5,000 per load
2. Each occurrence over five (5) during each Rate Period for Collecting a Container in a vehicle or vehicle compartment intended or designated for the purpose of Collection of a different material type (e.g., Recyclable Materials Collected in a Solid Waste vehicle, Solid Waste Collected in an Organic Materials compartment of a vehicle), excluding Containers containing contaminated Recyclable, Organic or Solid Waste Materials that are Collected in accordance with Section 5.3. $1,000 per Container
7. Performance Area: SB 1383 Compliance
Item Specific Performance Measure
Liquidated Damage
Amount
1. Failure to conduct Route monitoring, lid flipping, and/or Container sampling as required under this Agreement
$5,000/event
EXHIBIT F
PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
July 15, 2024 Page F-4 Franchise Agreement, Exhibit F
Item Specific Performance Measure
Liquidated Damage
Amount
2. Failure to leave City approved tags for contaminated Containers and to complete contamination noticing protocols as specified in this Agreement.
$250/event
8. Performance Area: Miscellaneous
Item Specific Performance Measure
Liquidated Damage
Amount
1. Failure to perform any of the obligations set forth in this Agreement not specifically stated above and not corrected or proceeding in good faith to correct within one Working Day upon twenty-four (24) hour notification by City:
$150/Each obligation per
day until obligation is
performed
By placing Designee’s initials at the places provided, each Party specifically confirms the accuracy of the statements made above and the fact that each Party has had ample opportunity to consult with legal counsel and obtain an explanation of Liquidated Damage provisions of the time that the Agreement was made.
Contractor City
Initial Here:_________ Initial Here: _________
EXHIBIT G:
CONTRACTOR’S PROPOSAL
610 ALADDIN AVENUE, SAN LEANDRO, CA 94577-4302
PHONE: (510) 357-7282 FAX: (510) 357-7329 www.AlamedaCountyIndustries.com October 27, 2023
City of San Leandro
Jennifer Auletta
Public Works Services Manager
[email protected]
(510) 577-6022
RE: City of San Leandro Request for Proposals for Organics, Recyclables, and Solid Waste Collection Services Dear Ms. Auletta,
Alameda County Industries, Inc. (ACI) is pleased to submit this response to the City of San Leandro’s Request for Proposals for Organics, Recyclables, and Solid Waste Collection Services.
ACI is comprised of three groups of active and long-standing members of Northern California’s solid waste and recycling industry. The groups are: The Pellegrini Group; South San Francisco Scavenger Company; and Pleasanton Garbage Service.
Our industry experience and dedication to providing excellent service and high-diversion services to the residents and businesses within San Leandro make an excellent choice for the continuing collection services for the next ten to possibly fifteen years.
Our proposal to the City of San Leandro includes the following benefits:
✓Proven, reliable services provided to residents and businesses in the City of San Leandro for over 20 years. ✓Experience to implement service updates included in the new franchise agreement. ✓Proven financial capability and security.
✓Stable long-term municipal relationships.
✓Local and expedient decision-making.
✓Exemplary past performance and safety record.
✓Excellent customer service standards.
✓Proactive approach to outreach and diversion programs. ✓Commitment to compliance with regulatory requirements.
We have conducted due diligence to confirm material facts upon which this proposal is based. With submittal of this proposal, Alameda County Industries, Inc., acknowledges and accepts the terms and conditions of the Agreement upon final negotiations of ACI’s exceptions and margin comments within the Agreement, and associated cost forms revision if needed.
As per the Secretary’s Certificate provided, and the Board of Directors of Alameda County Industries, Inc., I certify that I am the duly authorized person in reference to this submittal.
In order to demonstrate our commitment to the environment, the format of this proposal minimizes the use of paper and conserves resources when printed. We appreciate the opportunity to respond to this RFP to provide environmentally and economically sustainable collection operations for the City of San Leandro.
Sincerely,
Louie Pellegrini, Jr.
President
2. Summary
Please provide a summary description of the technical (non-cost) highlights of the proposal.
Alameda County Industries, Inc. (ACI) is a local, privately owned company with decades long experience in providing multi-jurisdictional collection and processing services for recyclables, organics, and solid waste in bay area communities. ACI has been the recyclables, organics, and solid waste collection and processing service provider for the City of San Leandro for over twenty years. ACI continues to provide the residents and businesses in San Leandro with cost effective and reliable services and we look forward to providing these services under a new franchise agreement. ACI seeks to continue providing San Leandro with:
The ACI experienced partner groups:
✓ Oversee the operations of eight companies providing collection and processing services. ✓ Manage over 500,000 tons of waste annually in 13 jurisdictions. ✓ Provide collection and processing services to more than 350,000 residential and commercial customers throughout the San Francisco Bay Area. ✓ Have expertise in service initiations, rollouts, and innovative collection programs. ✓ Employ over 500 people in bay area companies.
ACI looks forward to working with the City of San Leandro to attain their goals:
✓ Compliance with SB 1383 including recycling and composting, waste reduction and technical assistance.
✓ Local customer service with high standards.
✓ Collaboration with San Leandro on all programs during the course of the contract. ✓ Active community participation, ACI presence at city-sponsored events. ✓ Access to customer information and collection data through ACI’s customer database.
Proposal Highlights:
✓ Base proposal provided as required by RFP
✓ Residential service provided using CNG fully automated side-loader vehicles. ✓ Commercial service provided using CNG front-end loader vehicles with cart service capability and roll-off service.
✓ Bulky collection provided using a rear-end loader and utility vehicle. ✓ Expanded outreach and education.
✓ Collection and diversion services at City-sponsored events. ✓ Community clean-up events.
Alternate proposal as required by RFP:
✓ Curbside collection of textiles for residents.
✓ Bulky program expansion to include multi-family residents and reuse component. ✓ Enhanced street litter container service.
✓ Leaf litter bag collection.
✓ Residential organics cart washing.
3. General
A. Key Personnel – (all officers, managers, and supervisors) • organization chart
o ACI has provided an org chart with the agreement submission. • resumes, names, and contact information
o ACI has provided contact information for staff members.
B. Collective Bargaining Agreement - Provide a copy of the current collective bargaining agreement(s). • ACI and Teamsters Local 70
• Machinists Lodge 190
C. Subcontractors - Identify all proposed subcontractors and describe the scope of work for which each will be responsible.
• Subcontractor list:
o Alameda County Industries, LLC – recyclables processing
4. Technical Proposal
Provide full responses to the issues addressed in Section 3 of the RFP in the following order:
a. Base Services
b. New or Modified Services
c. Additional Innovative or Cost-Saving Services Proposed by ACI a. Base Services
Collection Services
• Current collection services shall remain for residential and commercial customers. o ACI proposes to continue providing three (3) stream collection service including recyclables, organic materials and solid waste.
NEW: Residential – Provide curbside, used cooking oil collection. o ACI proposes to collect curbside used cooking oil on organics routes.
NEW: Residential – Provide kitchen pails for food waste to new customers based on ACI’s estimate of anticipated number of new customers per year. o ACI proposes to distribute kitchen food pails to residential generators, and new residentials generators thereafter.
NEW: All service sectors – Leaf litter collection bags provided to customers for pickup, upon request.
o ACI will provide leaf collection bags to customers at the San Leandro office and collect leaf bags upon set-out next to customers’ organics containers. ACI proposes adding one automated side loader for accommodating the volume of leaf litter collection bags from all customer types.
Customer Service
ACI’s base proposal should include industry best practices for delivery of high-quality customer service.
The City expects customer service levels to match or exceed those provided in surrounding Bay Area jurisdictions and include, at minimum:
• Timely responses to customers’ service requests and complaints. Please include the proposed number of customer service representatives and training plans. o ACI provides timely response to customer requests and complaints through four (4) customer service representatives. Representatives utilize AMCS-Tower, an industry specific customer database software, to manage requests received via phone calls, emails, or online requests. Customer accounts are thoroughly notated to allow all staff to review historical information regarding customers’ service and billing history. o Customer service staff are given a long-term training schedule to ensure that any potential service request will be processed in accordance with the franchise agreement.
Training is ongoing to address any operational or contractual changes or deficiencies.
ACI uses knowledge-based training platforms such as Telephone Doctor to establish and reinforce customer interaction skillsets.
• A high quality and accessible online payment system.
o ACI utilizes AMCS Group’s Tower software to process all payments. The online version of Tower is known as eTower, and it is presently available to all active customers.
Customers are required to complete a registration procedure for the site prior to accessing their online account. Once registered, customers can make payments by credit card or through bank account payment, or auto-pay.
• Multiple communication opportunities for customers including via phone, email, and through the ACI’s website.
o ACI utilizes the MiCollab phone system to monitor all incoming calls. Customers are also able to send communications to two dedicated email addresses: one for customer service requests and the other for billing questions. Online requests are also available through ACI’s website and ACI’s eTower site.
• Direct lines of communication for City staff to communicate with ACI’s managers and/or route supervisors regarding City services.
o ACI ‘s Customer Service and Operations Supervisors are available for direct contact with City staff via phone or email as the need arises. City staff are given phone numbers and email addresses for ACI managers and supervisors. City staff may access Tower to review customer accounts.
Education and Outreach
ACI’s proposed base education current and outreach program shall at minimum include:
• SB 1383 public education requirements to organic waste and edible food generators. Describe services provided to single-family, multi-family, and commercial customers separately.
o Please refer to ACI’s outreach scope and schedule of work for details. • Direct outreach to multi-family tenants (door hanger) a minimum of one time per year o Please refer to ACI’s outreach scope and schedule of work for details. • Dedicated staffing for outreach and education equivalent to a minimum of one (1) FTE o ACI currently provides one (1) FTE Sustainability Specialist dedicated exclusively to San Leandro customers and will continue to keep this position filled pursuant to the requirements outlined in the Franchise Agreement.
• All other current education and outreach programming
o ACI will fulfill all the tasks as outlined in the outreach scope of work as well as providing on-site technical assistance to commercial and multi-family customers through the one (1) FTE Sustainability Specialist. Activities will include, but are not limited to, site visits, technical assistance, right-sizing services to prioritize waste diversion, providing outreach materials, and conducting trainings for various stakeholders as requested.
NEW: Creation and distribution of Move-In and Move-Out Kits for multi-family tenants – Please propose details of what the kits will contain, estimated frequency of distribution, and distribution methods.
o Please refer to ACI’s outreach scope of work for details.
NEW: Annual Education and Outreach Budget
The City seeks a refresh of the recycling and organics program that reengages customers to improve program participation. Please propose ACI’s cost to implement a transitional outreach and education program between the effective date and Year 2 of the Agreement (Transition Period). The proposed plan should include a schedule by quarter and detail how ACI plans to meet the below minimum requirements:
• Inform customers of changes to their current service under the new contract o Please refer to ACI’s outreach scope of work for details. • Refresh collateral materials, including a website redesign, to reengage customers with ACI’s Programs
o Please refer to ACI’s outreach scope of work for details. • Develop new collateral to enhance ACI’s ongoing education and outreach efforts (e.g., the development of a “welcome pack” for new customers)
o Please refer to ACI’s outreach scope of work for details. • Develop and implement a campaign to increase organics participation through the distribution of kitchen pails to residential customers at the start of the new contract term (The proposal should differentiate one-time or other higher levels of effort provided during the Transition Period from ongoing education and outreach costs allocated annually throughout the rest of the term.)
o Please refer to ACI’s outreach scope of work for details. • Outreach efforts performed during the Transition Period should focus on the development of programs and materials that can be used throughout the remaining contract term. Include any subcontractor costs.
o Outreach efforts performed during the transition period are outlined in ACI’s outreach scope of work and as outlined.
• Do not include labor costs for staff required under the Public Education and Outreach Team section of Exhibit C of the Agreement.
o Labor costs for staff are not included under ACI’s outreach scope of work. • Beginning in Year 2, please include ACI’s proposed plan and annual cost for the development, purchase, and distribution of education and outreach materials. Costs may include subcontractors; however, they should exclude labor costs for required staff. Other costs may include:
o Printing and mailing letters, brochures, or postcards o Maintaining an inventory of kitchen pails for new customer welcome kits o Truck signage
o Producing videos and other educational media
o Purchasing supplies for outreach events
• The proposal for both the Transition Period outreach plan and annual outreach plan should include how ACI will work collaboratively with the City to implement educational programs and ensure materials and activities receive City approval prior to implementation. o ACI has demonstrated collaborative planning with staff for the City of San Leandro on all outreach. ACI provides all outreach materials and customer communications with City staff prior to distribution. ACI will continue these procedures, as outlined in the franchise agreement, on all future outreach and customer communication. • Within the cost forms, please include the proposed budget to implement the Transition Period outreach program in the designated area of Form 4 and the annual budget in the designated area of Form 6F.
o ACI has included the costs for the above Annual Education and Outreach Budget in the cost forms. ACI can provide a detailed budget to the City upon request. b. New or Modified Services
The following are additional new and/or modified services that ACI should address in its proposal and in the Alternative Services columns of the cost forms. For each area, be specific regarding anticipated labor requirements (level of effort in hours per year), equipment needs and capital requirements, and required or discretionary use of subcontractors. Please provide an implementation schedule detailing the steps, roles and responsibilities, and the timeframes necessary to meet each service need, including staff hiring and training and equipment acquisition. Clearly document all assumptions.
MODIFIED: Bulky Item Collection
Please provide a plan and cost information to provide additional bulky item collection and processing, and/or disposal as described below.
• Single-Family – Increase Bulky Item collection from one to two times per year, upon request by customer.
• Multi-Family – Provide Bulky Item collection one time per year to every multi-family unit, upon request by tenant or property manager.
o ACI has provided the cost assumptions in the Alternative Services column of the cost forms. The implementation of this modified service is anticipated to be no later than the commencement date of the new franchise agreement, July 1, 2025. Since this program is currently in effect in one other ACI jurisdiction for the multi-family element, and three other jurisdictions for the operational aspects, the transition to this program will be seamless for ACI’s staff and operations while providing a greater benefit to the residents of San Leandro.
Please include information on how ACI will notify customers of the opportunity for bulky item collection, how to request collection, how quicky customers can expect to have their bulky pickup scheduled after submitting a request, and how to properly setout materials. The City would also like ACI to include a proposal addressing ACI’s role in supporting the City’s overall beautification efforts and timely management of illegal dumping. Cost information for the enhanced bulky program should be addressed in the Modified Bulky Item Collection columns of the cost forms. o The outreach scope of work provides notifications to customers about bulky program utilization. ACI will work with city staff on messaging to maximize utilization. The franchise agreement requires that service be provided within five working days of a customer’s request. Customers are provided information about how to use the program when the request is scheduled.
o Removal of illegal dumping is facilitated through the change in bulky collection system from the current use of 2yd bins to collection of loose materials via rear-end loader. Illegal dumping requests received from San Leandro will typically be completed within one business day, however emergency response requests received could be completed the same business day.
NEW: Community Clean-up Events
Please provide a proposal and cost information for providing four hundred and eighty (480) cubic yards of on-call clean up service per year to the City. Service should be available to the City upon request for community events and other clean-up events at locations throughout the City sponsored or hosted by the City and/or local non-profit organizations. In the cost forms, please provide cost information in the Community Clean-Up Events columns of the cost forms.
o ACI has included the cost of providing 480 yards of community clean up service through the use of 20yd roll-off containers. ACI is open to working with the city for smaller volumes of collection on a case-by-case basis.
MODIFIED: Enhanced Street Litter Container Service
The City is interested in enhancing street litter container service and the maintenance of street litter containers as part of larger beautification efforts across the City. Please consider how ACI can support the City in managing street litter throughout the City including, but not limited to:
• Identifying, and fixing or replacing damaged or vandalized containers in a timely manner. • Proactively responding to address overflowing containers and containers reaching capacity during weekends.
• Proposing alternative strategies to prevent the misuse and overflow of street litter containers.
ACI recognizes the importance of the City’s beautification efforts and can be a valuable partner for the City in attaining its goals. ACI has provided in the cost forms the resources necessary for weekend servicing of the litter containers to address capacity and overflows. ACI will also provide additional training to operational staff on recognition of damaged or vandalized containers for timely correction.
Misue of litter containers can be difficult to manage, however, with the City’s participation ACI is available to identify sources of materials that should not end up in the litter containers. ACI is able to provide street litter container collection seven (7) days per week should the City choose to have this level of service, and ACI will provide the cost of additional weekend service upon request.
Prior to drafting a final proposal for these services, the City would like to discuss options and opportunities to address the issues of street litter. We have not included the service of Big Belly containers in this list, however, the City is interested in discussing further with ACI the potential for including Big Belly and other downtown services as part of this package. We anticipate collaboratively defining this program further in pre-negotiation meetings during proposal development.
ACI has gathered information about the cost and servicing of Big Belly litter containers. ACI will provide this information to the City during continued negotiations.
NEW: Comprehensive Collection and Diversion Services at City-Sponsored Events The City is interested in having ACI provide comprehensive collection and diversion services at large, City sponsored events. Such services may include additional coordination directly with the event organizer, post-sorting of materials collected, and other services such as those provided by firms focused on event greening (e.g., Green Mary or Waste Busters). As part of your proposal please include:
• How ACI will effectively provide these services to large events. o ACI will work with event producers, City staff and other key stakeholders to produce an event plan that will include but is not limited to pre-event coordination meetings, vendor engagement for environmentally-preferred food service-ware products, providing recommendations for 3-stream collection systems placement, and providing the waste collection debris boxes and services at no cost to the City, pursuant to what is outlined in the Franchise Agreement.
• Does ACI anticipate subcontracting this service?
o ACI does anticipate contracting with an event greening service provider (two of which are mentioned in the City’s request above) to put into place the various components of the event plan during the actual event. This includes but is not limited to materials collection, decontamination and material sorting, and education for patrons for what goes where.
• Suggestions for how the City and ACI can best identify which events will qualify as “large” and warrant these additional services.
o California State Laws AB 2176 and SB 1383 require large events and venues to plan for convenient recycling and organics collection and the former defines large events as those over 2,000 attendees. ACI recommends adhering to the State’s guidelines in San Leandro to identify large and/or priority events for event greening services. The exact number of event days for which ACI will coordinate these services will be outlined in the Franchise Agreement.
The City would like these additional services provided to large, City sponsored, events as part of the baseline set of services. However, please include the cost per a single event so the City may evaluate the incremental cost of providing these additional services. The City will reserve the right to, with sufficient notice, direct ACI to use the higher level of service on a case-by-case basis. o While exact costs for event greening services will vary depending on the nature of the event, the number of food vendors present and the anticipated number of attendees, estimates received at the time of this proposal range from approximately $6,000-$9,000 per event day, assuming a standard workday of 10-12 hours.
NEW: Diversion Programs
As part of the City’s diversion efforts, the City would like to explore options for providing increased outreach efforts to maximize participation in recycling programs, reduce contamination, and encourage source reduction, reuse, recycling, and composting. These efforts may include:
• Providing additional technical assistance to multi-family and commercial customers to increase proper recycling and right-size service.
o ACI presently provides technical assistance with a full-time employee to multi-family and commercial customers to promote waste diversion, decrease materials sent to landfill and right-size services whenever possible. We look forward to increasing our reach through the proposed expanded outreach scope of work.
• Providing community group presentations
o ACI presently conducts community group presentations to multi-family and commercial customers to promote proper waste sorting practices, set up effective interior bin configurations, and to help stakeholders to identify opportunities for source reduction whenever possible. We look forward to increasing our community presentations through the proposed expanded outreach scope of work.
• Supporting schools with education and technical assistance o ACI accommodates requests for school presentations whenever they are received but this has not been an area of focus in the past. We look forward to providing technical assistance to right-size services, provide guidance for interior bin placement, provide outreach materials, and host trainings for various stakeholders at schools throughout San Leandro as part of the expanded outreach scope of work. • Tabling at large and small events throughout the City o ACI presently tables for large and small events throughout San Leandro to provide education about what goes where to event-goers, answer questions patrons may have recycling and/or organics diversion programs, and to provide tools to aid in the separation of organic materials such as compost collection pails. We look forward to expanding our ability to table at community events throughout the City under the new Franchise Agreement.
Please provide a proposed scope for increased outreach efforts with the goal of improving recycling program participation and diversion. Please include proposed staffing levels to fulfill the proposed scope, the tasks will be managed and conducted, the relative roles of ACI and/or subcontractor staff, and the associated levels of effort for each. Within the cost forms, please provide information in the Diversion Programs columns of the cost forms.
o ACI currently provides one (1) full time employee exclusively in San Leandro for performing technical assistance services. ACI has independently and proactively worked towards 1383 compliance in San Leandro for meeting the goal of all commercial and multifamily customers having recycling and organics services. Contingent on the outcome of negotiations for certain elements of the franchise agreement, ACI will adjust the number ACI staff, and/or utilize subcontractor staff for performing technical assistance services.
NEW: SB 1383 - Container Requirements
Please propose how ACI will address the labeling of collection containers with SB 1383-compliant labels and comply with container color requirements for Bins within Rate Period One of the new Agreement.
The proposal should include both the process and schedule for identifying non-compliant containers, notifying customers of their container swap, and making the necessary changes. Please include how ACI will coordinate with the City to design new labels, minimize service disruptions, and resolve any customer complaints. Please provide cost information in the appropriate section of Form 4 of the cost forms.
o ACI has provided the cost of SB1383 container compliance for labeling and color during rate period one of the new agreement. ACI will utilize a third party for facilitating this project so that the scope of work is tracked and completed in a timely manner. ACI is providing the following options in the cost forms:
o Replacing all carts with new, SB1383 compliant carts for color and labeling (IML). o Replacing all bins with new, SB1383 compliant bins for color and labeling. o Maintaining the existing carts, with addition of a lid label for 1383 compliance (cart in service are currently color compliant).
o Maintaining the existing bins, with repainting for correct bin color, new lids and new casters & wheels, labeling for SB1383 compliance.
o ACI will implement a customer communication campaign contingent on the program selected by the City for either container replacement or container retrofit which is represented in the cost forms.
NEW: Residential Cart Washing
Please propose a system that would provide residents the opportunity for an annual organic material cart cleaning by ACI, or by a subcontractor. The City anticipates that the program would allow for additional cleanings for a City-approved charge. The City anticipates that customers would be able to schedule the service in a manner similar to an on-call pick-up, including online. Please address:
• Use of a technology that provides for self-contained reuse of a minimal volume of water if provided via a mobile service.
• How used water will be disposed of in compliance with the Municipal Code and all relevant regulatory requirements.
• Any other relevant issues or needs.
Cost information should be addressed in the identified columns of the cost forms. o ACI has identified a subcontractor to provide residential organics cart washing. ACI included a cost proposal and operational description for this service which has addressed the elements listed above. ACI will add the administrative and overhead cost of this service in the cost forms, along with an outreach cost element. ACI is looking forward to discussing this service alternative with the City and open to program modification in the final version of the franchise agreement.
NEW: Textile Recycling
The City is interested in exploring options to provide textile collection to residents. The City is most interested in curbside collection, however, the City is open to options in which textile collection is provided at specified dates or intervals throughout the year rather than as a weekly collection. Please provide options to address the need for textile collection within the City.
Cost information should be addressed in the identified columns of the cost forms. o ACI proposes to perform textile recycling in the same manner that ACI provides this service in the Castro Valley Sanitary District. ACI will pause the bulky collection service for two (2), one-week periods during each year and perform curbside, bagged textile collection using the existing bulky services crews, box truck and a flatbed truck to collect bagged textiles. The collected textile materials will be transported to ACI’s facility in San Leandro and transferred to a separate vehicle stagged for receiving these materials.
ACI’s current textile processing vendor, Recycle for Change, has confirmed they have the capacity to receive additional volumes of textiles. Since this program is contingent upon a 3rd party vendor accepting textile materials, ACI will continue providing this program as long as there is a 3rd party vendor willing and able to accept textiles. ACI has budgeted minimal cost to provide this service for contingencies with vehicles. The outreach associated with this project is included in the outreach budget, and customers will be notified through multiple channels.
c. Innovative or Cost-Saving Proposals
ACI may propose additional or alternative means to address any of the service needs requested above, or to provide other services that would be of benefit to the City and to ratepayers following discussion with City and HF&H staff.
o ACI is open to discussing additional programs designed to meet the City’s beautification needs such as:
o On-call (vs scheduled) same day illegal dumping removal. o Multi-family owner/manager voucher program for bulky materials removal. o Maximizing service days and adding infrastructure to minimize the issues associated with the two City owned shared trash enclosures. ▪ Compaction
▪ Lighting
▪ Security cameras
▪ Coded gate access unique to each account
▪ Sunday collection service
5. Cost Proposal Forms
Submit completed cost forms as described in Section 3, “Cost Proposal.” o ACI will submit cost forms after meeting with the City’s procurement team to resolve questions raised in the Franchise Agreement and Exhibits, and any related program questions.
6. Exceptions to Draft Agreement
Submit any exceptions to the draft Agreement as described in section 3, “Draft Agreement.” o ACI has submitted exceptions and comments to the draft Agreement as described in section 3.
7. Completed Forms
Provide company-executed versions of all forms attached to this RFP. o ACI has submitted completed forms as per RFP requirements.
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EXHIBIT G1:
COST BASIS FOR PROPOSAL
Total Revenue
Requirement
HF&H San Leandro Cost Forms 5.3.24 Internal Use $26,063,689 Reduction: Vehicle Taxes & License (Across Board) -$20,055 Reduction: Vehicles Dues and Subscriptions -$3,768
Increase: Equipment Insurance + Safety Expense (Across Board) $106,143 Reduction: Container and Vehicle Depreciation Significant Changes -$1,307,552 Reduction: Removal of a G&A Position -$108,440
Reduction: Bad Debt -$55,000
Increase: Credit Card Discounts $198,000
Reduction: Misc G&A Adjustments (Depreciation & Equip Insurance) $52,164 COST FORM ERROR - Depreciation, Profit $0
Profit Adjustment -$150,290
Increase: Bulky Materials Per Ton Increase $31,460
Interest Reduction -$741,035
REVISED 5.7.2024 Cost Forms $24,065,316
-$374,338
Noted in Email from ACI on 5/7/24 as a Specific Cost Form Revision Total Revenue
Requirement
HF&H San Leandro Cost Forms 5.3.24 Internal Use $2,280,886 Reduction: Modified Bulky Item Collection $15,637
Increase: Community Clean Up $309
Increase: Enhanced Recycling $4,827
Increase: Enhanced Street Container $4,827
Increase: Add Program - Big Belly $34,021
Reduction: Remove Program - City Events Greening -$41,092 Reduction: City Events - Greening Events and Monitoring -$11,364 Reduction: Remove Program - Enhanced Organics -$424,884 Reduction: Remove Program - Residential Cart Washing -$311,818 Increase: Textile Recycling $15,800
REVISED 5.7.2024 Cost Forms $1,567,150
$0
Noted in Email from ACI on 5/7/24 as a Specific Cost Form Revision Base Cost Forms
Alternative Cost Forms
Form 1
General Proposer Information City of San Leandro Base & Alternative Services Proposer Name: Alameda County Industries, Inc. Presented in 2023 Dollars Note to proposer: Input data in yellow shaded areas only.
A. Primary Contact Information
1. Name
Chris Valbusa
2. Title
General Manager
3. Phone
510 357-7282
4. Fax
510 357-7329
5. E-mail
[email protected]
B. Support Facilities
1. Address of collection vehicle parking, maintenance,
washing, and route staff parking facility(ies) 610 Aladdin Avenue San Leandro, CA 94577
2. Address of administrative office
610 Aladdin Avenue San Leandro, CA 94577
3. Address of billing office
610 Aladdin Avenue San Leandro, CA 94577
4. Address of customer service office
610 Aladdin Avenue San Leandro, CA 94577
C. Vehicle Manufacturer and Specifications (Body Capacity, GVWR, Load Capacity)
1. Residential Collection Vehicles
Labire ASL, 31 YDS, 9+ tons
2. Commercial Collection Vehicles
Heil FEL, 40 YDS, 10+ tons
3. Drop Box Vehicles
Galbreath Roll-Off
D. Container Manufacturer, Sizes Offered, and Specifications
1. Carts
Toter
2. Bins
Consolidated Fabricators; sizes per F.A.
3. Drop Boxes
Consolidated Fabricators; sizes per F.A.
E. Recyclable Materials Processing and Handling
1. Name of processing site
Alameda County Industries LLC
2. Owner's name
Alameda County Industries LLC
3. Operator's name
Alameda County Industries LLC
4. Address of processing site
610 Aladdin Avenue San Leandro, CA 94577
5. Hauling method (e.g. direct haul, transfer haul, Pod haul) Direct Haul
6. Name and address of transfer location (if applicable) 610 Aladdin Avenue San Leandro, CA 94577
F. Reusable Materials Handling
1. Name of processing site Zanker Road
2. Owner's name Greenwaste
3. Operator's name Zanker Road Resource Management, LLC
4. Address of processing site 675 Los Esteros Road, San Jose, CA 95134
5. Hauling method (e.g. direct haul, transfer haul, Pod haul) Transfer
6. Name and address of transfer location (if applicable) 610 Aladdin Ave San Leandro, Ca 94577
G. Organics Processing and Handling
1. Name of processing site
Newby Island Recyclery
2. Owner's name
Browning Ferris Industries of California, Inc.
3. Operator's name
Browning Ferris Industries of California, Inc.
4. Address of processing site
1601 Dixon Landing Road in Milpitas, CA 95035
5. Hauling method (e.g. direct haul, transfer haul, Pod haul) Transfer
6. Name and address of transfer location (if applicable) 610 Aladdin Ave San Leandro, Ca 94577
H. Other Processing and Handling (Optional)*
1. Name of processing site
Napa Recycling and Waste Service
2. Owner's name
Napa Recycling and Waste Services LLC
3. Operator's name
Napa Recycling and Waste Services LLC
4. Address of processing site
820 Levitin Way Napa CA 94558
5. Hauling method (e.g. direct haul, transfer haul, Pod haul) Transfer
6. Name and address of transfer location (if applicable) Alameda County Industries, San Leandro CA