San Leandro City Council
July 15, 2024

AGREEMENT

BETWEEN

CITY OF SAN LEANDRO
AND
ALAMEDA COUNTY INDUSTRIES, INC.

FOR

RECYCLABLES PROCESSING AND TRANSFER AND TRANSPORT

POST-COLLECTION SERVICES
JULY 15, 2024

July 15, 2024 Page i City of San Leandro Post Collection Agreement

TABLE OF CONTENTS
RECITALS ...................................................................................................................... 1 ARTICLE 1. GRANT AND ACCEPTANCE OF EXCLUSIVE RIGHTS........................... 2

1.1 Grant and Acceptance of Exclusive Rights ....................................................... 2

1.2 Scope Limitations and Exclusions..................................................................... 3

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 Facilities ................................................................................ 7

3.3 Subcontracting.................................................................................................. 7

3.4 Responsibility for Materials ............................................................................... 7

3.5 City-Directed Changes to Scope....................................................................... 8

3.6 No Tonnage Obligation or Limit on Waste Prevention ...................................... 9

3.7 Extended Producer Responsibility Programs.................................................. 10 ARTICLE 4. SCOPE OF SERVICES ............................................................................ 11

4.1 Approved Facilities.......................................................................................... 11

4.2 Transfer and Transport ................................................................................... 12

4.3 Recyclable Materials Processing .................................................................... 13

4.7 Climate and Disaster Resiliency ..................................................................... 15

4.8 Material Marketing .......................................................................................... 16

4.9 Public Education and Outreach....................................................................... 18 ARTICLE 5. STANDARD OF PERFORMANCE........................................................... 19

5.1 General ........................................................................................................... 19

5.2 Operation Standards....................................................................................... 19

5.3 Vehicle Requirements..................................................................................... 26

5.4 Personnel........................................................................................................ 29

5.5 Contract Management .................................................................................... 30 ARTICLE 6. RECORD KEEPING AND REPORTING .................................................. 30

6.1 Record Keeping .............................................................................................. 30

6.2 Report Submittal Requirements ...................................................................... 31

6.3 Late and Incorrect Reports.............................................................................. 32 ARTICLE 7. CITY REIMBURSEMENTS....................................................................... 33

7.1 City Right to Establish Fees............................................................................ 33

7.2 Other Reimbursements................................................................................... 33

7.3 Adjustment To Reimbursements..................................................................... 33

7.4 Payment Schedule and Late Fees .................................................................. 33 July 15, 2024 Page ii City of San Leandro Post Collection Agreement ARTICLE 8. CONTRACTOR’S COMPENSATION AND RATE SETTING................... 34

8.1 General ........................................................................................................... 34

8.2 Remittances to Contractor .............................................................................. 34

8.3 Per-Ton Rates................................................................................................. 35

8.4 Extraordinary Rate Adjustments ..................................................................... 46 ARTICLE 9. INDEMNITY, INSURANCE, AND PERFORMANCE BOND..................... 49

9.1 Indemnification................................................................................................ 49

9.2 Insurance ........................................................................................................ 52

9.3 Performance Bond .......................................................................................... 54 ARTICLE 10. DEFAULT AND REMEDIES................................................................... 55

10.1 Events of Default ......................................................................................... 55

10.2 Right to Terminate Upon Event of Default................................................... 57

10.3 City’s Remedies In the Event of Default ...................................................... 57

10.4 Possession of Records Upon Termination .................................................. 58

10.5 City's Remedies Cumulative; Specific Performance.................................... 58

10.6 Performance Standards and Liquidated Damages...................................... 58

10.7 Excuse from Performance........................................................................... 59

10.8 Right to Demand Assurances of Performance ............................................ 60

10.9 Dispute Resolution ...................................................................................... 61

10.10 Cooperation and Disputes Between Contractors ........................................... 61

10.11 Acts Necessary to Perform Service ......................................................... 62 ARTICLE 11. REPRESENTATIONS AND WARRANTIES OF THE PARTIES............ 62

11.1 Contractor’s Corporate Status ..................................................................... 63

11.2 Contractor’s Corporate Authorization .......................................................... 63

11.3 Agreement Will Not Cause Breach.............................................................. 63

11.4 No Litigation ................................................................................................ 63

11.5 No Adverse Judicial Decisions .................................................................... 63

11.6 No Legal Prohibition .................................................................................... 63

11.7 Contractor’s Ability to Perform..................................................................... 64 ARTICLE 12. OTHER AGREEMENTS OF THE PARTIES .......................................... 64

12.1 Relationship of Parties ................................................................................ 64

12.2 Compliance with Law .................................................................................. 64

12.3 Governing Law ............................................................................................ 64

12.4 Jurisdiction .................................................................................................. 64

12.5 Binding on Successors................................................................................ 64

12.6 Assignment.................................................................................................. 64

12.7 No THIRD-PARTY Beneficiaries ................................................................. 66

12.8 Waiver ......................................................................................................... 66

12.9 Notice Procedures....................................................................................... 67

12.10 Representatives of the Parties................................................................. 67 ARTICLE 13. MISCELLANEOUS AGREEMENTS....................................................... 68

13.1 Entire Agreement ........................................................................................ 68

13.2 Section Headings ........................................................................................ 68 July 15, 2024 Page iii City of San Leandro Post Collection Agreement

13.3 References to Laws..................................................................................... 68

13.4 Amendments ............................................................................................... 68

13.5 Severability.................................................................................................. 68

13.6 Counterparts................................................................................................ 68

13.7 Exhibits........................................................................................................ 68

LIST OF EXHIBITS
A. Definitions
B. Commodity Standards
C. Accepted Recyclable Materials
C1. [Reserved]
D. Reporting Requirements
E. [Reserved]
F. Performance Standards and Liquidated Damages
G. Contractor’s Proposal
G1. [Reserved]
G2. Initial Rates for Post-Collection Services
G3. Contractor’s Recyclable Materials Residue and Material Characterization Study G4. Approved Subcontractors and Secondary Processing Facilities G5. Contractor’s Proposed Tonnage and Residue Plan
G6. Contractor’s Proposed Fleet Plan
H. Performance Bond
I. Map of City Service Area
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July 15, 2024 Page 1 City of San Leandro Post Collection 1 AGREEMENT
2 BETWEEN
3 CITY OF SAN LEANDRO
4 AND
5 ALAMEDA COUNTY INDUSTRIES, INC.
6 FOR RECYCLABLES PROCESSING AND TRANSFER AND
7 TRANSPORT POST-COLLECTION SERVICES
8 THIS AGREEMENT is made and entered into as of ___________________, 2024 between the City of San 9 Leandro, California, a political subdivision of the State of California (hereinafter “City”), and Alameda 10 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 services 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), the California Green Building 25 Standards Code (CALGreen), AB 1594, AB 1201, AB 343, and the Plastic Pollution Prevention and Packaging 26 Producer Responsibility Act (SB 54), directed the responsible State agency, and all local agencies, to 27 promote Diversion and to maximize the use of feasible waste reduction, re-use, Recycling, and 28 Composting options in order to reduce the amount of refuse that must be Disposed; and 29 WHEREAS, SB 1383 establishes regulatory requirements for jurisdictions, Generators, haulers, Solid Waste 30 facilities, and other entities to support achievement of State-wide Organic Waste Disposal reduction 31 targets; and
32 WHEREAS, in response to the Governor signing Executive Order N-79-20, the California Air Resources 33 Board has established regulations, including, but not limited, the Advanced Clean Fleets Rule, as part of a 34 strategy to transition fleets to zero emissions vehicles (ZEVs), and provisions of such regulations apply to 35 the Contractor’s vehicle fleet under this Agreement; and, July 15, 2024 Page 2 City of San Leandro Post Collection 36 WHEREAS, pursuant to California Public Resources Code Section 40059(a)(2), the City has determined that 37 the public health, safety, and well-being require that an exclusive right be awarded to a qualified 38 Contractor to provide for the Processing of Recyclable Materials, Organic Materials, and C&D; for the 39 Disposal of Solid Waste; and other services related to meeting the City’s economic and environmental 40 goals; and
41 WHEREAS, the City further declares its intent to approve and maintain reasonable Rates for the Processing 42 and Disposal of Recyclable Materials, Organic Materials, C&D, and Solid Waste; and 43 WHEREAS, the City desires, having determined that Contractor, by demonstrated experience, reputation, 44 and capacity, is qualified to provide for the Processing of Recyclable Materials, Organic Materials, and 45 C&D generated within the corporate limits of the City and/or the Transfer and Transport of Recyclable 46 Materials, Organic Materials, C&D, and Solid Waste to appropriate places of Processing, Recycling, 47 Composting, and/or Disposal, that Contractor be engaged to perform such services on the basis set forth 48 in this Agreement; and
49 WHEREAS, the City and Contractor have attempted to address conditions affecting their performance of 50 services under this Agreement but recognize that reasonably unanticipated conditions may occur during 51 the Term of this Agreement that will require the Parties to meet and confer to reasonably respond to such 52 changed conditions; and
53 WHEREAS, under Municipal Code Section 3-6-300, the City may enter into a contract for the Processing 54 and/or Disposal of all refuse in and from the City and the collection of Rates therefore, and the City Council 55 is authorized to enter into such contract with any terms it deems necessary to protect the best interests 56 of the City.
57 NOW, THEREFORE, in consideration of the mutual promises, covenants, and conditions contained in this 58 Agreement and for other good and valuable consideration, the Parties agree as follows:
59 ARTICLE 1.
60 GRANT AND ACCEPTANCE OF EXCLUSIVE
61 RIGHTS
62 1.1 GRANT AND ACCEPTANCE OF EXCLUSIVE RIGHTS
63 By the signing of this Agreement, the City grants to Contractor and Contractor accepts an exclusive right 64 to Process and Dispose of all City Delivered Materials for which they have been awarded service including 65 the Transfer and Transport of such materials. The rights granted to Contractor shall be for the scope of 66 services described in this Agreement except where otherwise precluded by Federal, State, and local laws 67 and regulations.
68 This Agreement and scope of these exclusive rights shall be interpreted to be consistent with Applicable 69 Law, now and during the Term of the Agreement. If future judicial interpretations of current law or new 70 laws, regulations, or judicial interpretations limit the ability of the City to lawfully contract for the scope 71 of services in the manner consistent with all provisions as specifically set forth herein, Contractor agrees 72 that the scope of the Agreement will be limited to those services and materials which may be lawfully 73 included herein and that the City shall not be responsible for any lost profits or losses claimed by July 15, 2024 Page 3 City of San Leandro Post Collection 74 Contractor to arise out of limitations to the scope or provisions of the Agreement set forth herein. In such 75 an event, it shall be the responsibility of Contractor to minimize the financial impact of such future judicial 76 interpretations or new laws and the Contractor may meet and confer with City and may petition for a Rate 77 adjustment pursuant to Section 8.4.
78 1.2 SCOPE LIMITATIONS AND EXCLUSIONS
79 The award of this Agreement shall not preclude the categories of Recyclable Materials, Organic Materials, 80 C&D Debris, and Solid Waste listed below from being Collected by Persons other than the Collection 81 Contractor and Accepted, Transferred, Transported, Processed, or Disposed by Persons other than the 82 Contractor, provided that nothing in this Agreement is intended to or shall be construed to excuse any 83 Person from obtaining any authorization from the City, which is otherwise required by law:
84 A. Self-Hauled Materials. A Commercial business Owner or Resident may Dispose of Recyclable 85 Materials, Organic Materials, Solid Waste, and C&D Debris generated in or on their own Premises 86 with their own vehicle and their own employees so long as they are in compliance with the City’s 87 Municipal Code.
88 B. Donated or Sold Materials. Any items which are Source Separated at any Premises by the Generator 89 and sold or donated to other Persons, including youth, civic, or charitable organizations. 90 C. Edible Food Recovery. Edible Food which is Collected from a Generator by other Person(s) for the 91 purposes of food recovery; or which is Self-Hauled by the Generator to another Person(s) for the 92 purposes of food recovery, regardless of whether the Generator donates, sells, or pays a fee to the 93 other Person(s) to Collect or receive the edible food. Contractor shall cooperate with and shall not 94 impede, interfere, or attempt to impede or interfere with the implementation, expansion, or 95 operation of food recovery program efforts in the City. 96 D. Food Scraps for Animal Feed. Food Scraps that are separated by the Generator and used by the 97 Generator or distributed to other Person(s) for lawful use as animal feed, in accordance with 14 CCR 98 Section 18983.1(b)(7). Food Scraps intended for animal feed may be Self-Hauled by Generator or 99 hauled by another party.
100 E. Materials That Contractor Does Not Divert. Discarded Materials which the Collection Contractor 101 is not required to Collect for Diversion under the Collection Agreement as of the Effective Date of 102 this Agreement which subsequently, in the City’s reasonable judgment, become economically 103 feasible to Collect for Diversion. In such event, subject to the terms of the Collection Agreement, 104 the City may provide for Collection, Processing, and Diversion of such materials in any manner it 105 deems appropriate. Such materials may include, but not be limited to, Organic Materials which the 106 Collection Contractor would otherwise Collect for Disposal. 107 F. Beverage Containers. Containers delivered for Recycling under the California Beverage Container 108 Recycling and Litter Reduction Act, Section 14500, et seq. California Public Resources Code. 109 G. Materials Removed by Customer’s Contractor as Incidental Part of Services. Recyclable Materials, 110 Organic Materials, Solid Waste, C&D Debris, and Bulky Items removed from a Premises by a 111 contractor (e.g., gardener, landscaper, tree-trimming service, construction contractor, Residential 112 clean-out service) as an incidental part of the service being performed, rather than as a separately July 15, 2024 Page 4 City of San Leandro Post Collection 113 contracted or subcontracted hauling service; or if such contractor is providing a service which is not 114 included in the scope of this Agreement or the Collection Agreement. 115 H. In-Place Composting. Organic Materials Composted or otherwise legally managed at the site where 116 it is generated (e.g., backyard Composting, on-site anaerobic digestion). 117 I. Animal, Grease Waste, and Used Cooking Oil. Animal waste and remains from slaughterhouse or 118 butcher shops, grease, or used cooking oil.
119 J. Sewage Treatment By-Product. By-products of sewage treatment, including sludge, sludge ash, 120 grit, and screenings.
121 K. Excluded Waste. Excluded Waste regardless of its source. 122 L. Materials Generated by State and County Facilities. Materials generated by State and County 123 facilities located in the City provided that the Generator self-hauls, has arranged services with other 124 Persons, or has arranged services with the Contractor through a separate agreement. 125 M. Climate and Disaster Resiliency Debris. Debris generated as result of a wartime, natural, physical, 126 or other disaster that the Collection Contractor is unable to Collect and or Contractor is unable to 127 Process or Dispose within a reasonable timeframe as determined by the City or that the City directs 128 the Collection Contractor or Contractor to not Collect, Process, or Dispose in accordance with 129 Section 4.7 of this Agreement and in accordance with the Collection Agreement. City reserves the 130 right to enter into a third-party agreement to provide disaster debris Collection and Post-Collection 131 services that augment those provided by the Contractor or Collection Contractor. 132 N. Extended Producer Responsibility Programs. Other Persons may Accept, Transfer, Transport, 133 Process, Divert, and/or Dispose of Recyclable Materials or Organic Materials that require special 134 handling or unique Processing services that are not currently provided by Contractor and/or 135 materials covered by Extended Producer Responsibility Programs, subject to the provisions of the 136 Collection Agreement.
137 Contractor acknowledges and agrees that the City may permit other Persons besides the Contractor to 138 Accept, Transfer, Transport, Process, or Dispose of any and all types of materials excluded from the scope 139 of this Agreement, as set forth above, without seeking or obtaining approval of Contractor. If Contractor 140 can produce evidence that other Persons are providing Post-Collection Services in a manner that is not 141 consistent with this Agreement or the City’s Code, it shall report the location, name, and phone number 142 of the Person or company to the City’s Contract Manager along with Contractor’s evidence. In such case, 143 City may notify the Person providing service in violation of Contractor’s rights under this Agreement, and 144 Contractor shall have the right to take legal action to enforce its rights under this Agreement. 145 1.3 OBLIGATIONS OF PARTIES
146 In addition to the specific performance required under the Agreement, City and Contractor shall:
147 A. Provide timely notice to one another of a perceived failure to perform any obligations under this 148 Agreement and access to information demonstrating the Party’s failure to perform.

July 15, 2024 Page 5 City of San Leandro Post Collection 149 B. Provide timely access to the City Contract Manager and the Contractor’s designated representative, 150 and provide complete and timely responses to requests of the other Party. 151 C. Provide timely notice of matters that may affect either Party’s ability to perform under the 152 Agreement.
153 ARTICLE 2.
154 TERM OF AGREEMENT
155 2.1 TERM AND OPTION TO EXTEND
156 The Term of this Agreement shall commence February 1, 2025 (Commencement Date) and continue in 157 full force for a period of ten (10) years and five months, through and including June 30, 2035, unless the 158 Agreement is extended in accordance with this Section or terminated pursuant to Section 10.2. 159 If a Term extension for the Collection Agreement is granted, this Agreement shall be extended for the 160 same number of years as the Collection Agreement extension. 161 Between the Effective Date and Commencement Date, Contractor shall perform all activities necessary to 162 prepare itself to start providing services required by this Agreement on the Commencement Date. 163 2.2 CONDITIONS TO EFFECTIVENESS OF AGREEMENT
164 The obligation of City to permit this Agreement to become effective and to perform its undertakings 165 provided for in this Agreement is subject to the satisfaction of all the conditions below, each of which may 166 be waived, in written form only, in whole or in part by City. 167 A. Accuracy of Representations. The Contractor’s representations and warranties made in 168 Contractor’s Proposal and Article 11 of this Agreement are true and correct on and as of the 169 Effective Date.
170 B. Furnishings of Insurance and Performance Bond. Contractor has furnished evidence of the 171 insurance and performance bond required by Article 9 that is satisfactory to the City. 172 C. Absence of Litigation. To the best of Contractor’s knowledge, after reasonable investigation, there 173 is no action, suit, proceeding, or investigation, at law or in equity, before or by any court or 174 governmental authority, commission, board, agency, or instrumentality decided, pending or 175 threatened against Contractor wherein an unfavorable decision, ruling, or finding, in any single case 176 or in the aggregate, would:
177 1. Materially adversely affect the performance by Contractor of its obligations hereunder; 178 2. Adversely affect the validity or enforceability of this Agreement; or, 179 3. Have a material adverse effect on the financial condition of Contractor, or any surety or entity 180 guaranteeing Contractor’s performance under this Agreement.

July 15, 2024 Page 6 City of San Leandro Post Collection 181 D. Permits Furnished. Contractor has provided City with copies of all permits necessary for operation 182 of all Approved Facilities owned or operated by Contractor or any Subcontractor for use under the 183 terms of this Agreement.
184 E. Legal Challenge. Contractor understands and acknowledges that the award of this Agreement may 185 be subject to review and repeal by the City’s citizens through a referendum or similar petition, and 186 to various types of legal and environmental challenges (such referenda, similar petition, and legal 187 and environmental challenges being referred to collectively as “Legal Challenges”). Accordingly, 188 this Agreement shall not become effective until the City Manager or City Manager’s designee 189 reasonably determines that (i) any Legal Challenges that had been initiated as of the time of such 190 determination have been resolved in favor of the City’s award of this Agreement to Contractor; and, 191 (ii) the deadline to initiate any additional Legal Challenges has expired; provided, however, that 192 Contractor shall be entitled to rescind this Agreement upon thirty (30) calendar days’ prior written 193 notice to the City Manager if such determination is not made within seventy-five (75) calendar days 194 after City Council approval of the Agreement. To the fullest extent permitted by law, Contractor 195 shall defend, indemnify, and hold the City, its Mayor, Council, officers, representatives, agents, 196 employees, and volunteers harmless against any and all liabilities, claims, losses, damages, or 197 expenses including reasonable attorney’s fees and costs, arising from any Legal Challenges, such 198 indemnity obligation not to exceed $150,000. In the event of any election regarding a Legal 199 Challenge, City shall meet and confer with Contractor to determine if the City will hold an election 200 on the Legal Challenge. Contractor shall have the option of asking the City not to contest the Legal 201 Challenge. If City decides to conduct an election, Contractor shall reimburse City for its reasonable 202 costs of doing so.
203 F. Directed Flow of City Delivered Materials. City has entered into a franchise agreement with the 204 Collection Contractor for Collection of City Delivered Materials. To the extent that such materials 205 are Collected by Collection Contractor, they will be directed by City, through that agreement, to the 206 appropriate Approved Facilities as required under this Agreement. 207 ARTICLE 3.
208 SCOPE OF AGREEMENT
209 3.1 SUMMARY SCOPE OF SERVICES
210 The Contractor or its Subcontractor(s) shall be responsible for the following:
211 A. Receiving, Accepting, and safely and lawfully Processing or Disposing of City Delivered Materials at 212 the Approved Facility(ies) in accordance with Article 4, Contractor’s Proposal (Exhibit G), and 213 Applicable Law;
214 B. Transferring and Transporting City Delivered Materials to the appropriate Approved Facilities 215 pursuant to the requirements of Article 4;
216 C. Performing all other services required by this Agreement including, but not limited to, billing, public 217 education, record keeping, and reporting pursuant to Article 4, Article 5, Article 6, and Article 8; July 15, 2024 Page 7 City of San Leandro Post Collection 218 D. Furnishing all labor, supervision, vehicles, Containers, other equipment, materials, supplies, and all 219 other items and services necessary to perform its obligations under this Agreement; 220 E. Paying all expenses related to provision of services required by this Agreement including, but not 221 limited to, taxes, regulatory fees (including City Reimbursements), and utilities; 222 F. Performing or providing all services necessary to fulfill its obligations in substantial conformance 223 with the Contractor’s Proposal, and in full accordance with this Agreement, and the performance 224 standards contained within, at all times using best industry practice for comparable operations; and, 225 G. Complying with all Applicable Laws.
226 The enumeration and specification of particular aspects of service, labor, or equipment requirements shall 227 not relieve Contractor of the duty to perform all other tasks and activities necessary to fulfill its obligations 228 under this Agreement, regardless of whether such requirements are enumerated elsewhere in the 229 Agreement, unless excused in accordance with Section 10.7. 230 3.2 USE OF APPROVED FACILITIES
231 The Contractor, without constraint and as a free-market business decision in accepting this Agreement, 232 agrees to use the Approved Facility(ies) for the purposes of performing Post-Collection Services under this 233 Agreement. Such decision by Contractor in no way constitutes a restraint of trade notwithstanding any 234 Change in Law regarding flow control limitations or any definition thereof. 235 3.3 SUBCONTRACTING
236 Contractor is solely responsible for management and oversight of the activities of all Subcontractor(s). 237 Contractor shall be considered to be in breach or default should the activities of any Subcontractor(s) 238 constitute a breach or event of default under this Agreement. 239 Contractor shall not engage a Subcontractor(s) for Post-Collection Services without the prior written 240 consent of City Contract Manager, which may be granted in their sole discretion. As of the Effective Date 241 of this Agreement, City has approved Contractor’s use of Subcontractor(s) identified in Contractor’s 242 Proposal, included herein as Exhibit G. Following the Effective Date, if the Contractor plans to engage any 243 Affiliate as a Subcontractor in the provision of services, Contractor shall provide City Contract Manager 244 with thirty (30) calendar days written notification of its plans and provide an explanation of any potential 245 impacts related to the quality, timeliness, or cost of providing services under this Agreement. Contractor 246 shall require that all Subcontractors file an insurance certificate with the City describing such 247 Subcontractor’s insurance coverage, and name City as an additional insured. The City Contract Manager 248 may waive or excuse these insurance requirements in its sole discretion. Contractor shall require that all 249 Subcontractors comply with all material terms of this Agreement. 250 3.4 RESPONSIBILITY FOR MATERIALS
251 Once City Delivered Materials are delivered to the Approved Transfer Facility or the Approved Recyclable 252 Materials Processing Facility and received and Accepted by Contractor, ownership and the right to 253 possession of City Delivered Materials will transfer directly from the Collection Contractor or other Person 254 designated to deliver City Delivered Materials to Contractor, with the exception of Excluded Waste if July 15, 2024 Page 8 City of San Leandro Post Collection 255 Contractor can identify the Excluded Waste pursuant to Section 5.2.2. Both benefits and Liabilities 256 resulting from ownership and possession will accrue to Contractor. 257 3.5 CITY-DIRECTED CHANGES TO SCOPE
258 A. General. City may direct Contractor to perform additional services (including, but not limited to, the 259 performance of additional Diversion activities and/or the use of facilities other than Approved 260 Facilities) or the Contractor may propose additional services. Per-Ton Rates will be increased or 261 decreased, in accordance with this Section, to give effect to these adjustments. Contractor shall not 262 implement any proposed service changes or additional services without the written approval of the 263 City.
264 At any time during the Term of this Agreement, the City may solicit proposals from other Persons 265 for services not contemplated under this Agreement. In the event that contracting with other 266 Persons for such services will reduce Contractor’s Compensation under this Agreement, as 267 described in Article 8, the Contractor shall be offered the opportunity to match any other Person’s 268 proposed pricing and retain the added scope of services. However, nothing in this Agreement shall 269 prevent the City from contracting with other Persons in the event that Contractor is unable or 270 unwilling to provide such services at or below the cost proposed by the other Person. 271 B. Proposal for Modification of Services. Within thirty (30) Working Days of City request for a proposal 272 or at any time Contractor chooses to propose additional services, Contractor shall present its 273 proposal to modify existing Post-Collection Services, unless an alternate schedule is mutually 274 agreed-upon. A written proposal, at a minimum, shall contain a completed description of the 275 following:
276 1. Methodology to be employed (changes to equipment, labor needs, staffing, etc.) 277 2. Equipment to be utilized (equipment number, types, capacity, age, etc.) 278 3. Labor requirements (changes in number of employees by classification) 279 4. Provision for program publicity, education, or marketing (if appropriate) 280 5. Estimate of the impact of the service modification (increased Diversion Tonnage, reduced 281 costs, increased public service, etc.)
282 6. Five- (5-) year projection of the financial results of the program’s operations in a balance sheet 283 and operating statement format including documentation of the key assumption underlying 284 the projections and the support for those assumptions, giving full effect to the savings or costs 285 to existing Post-Collection Services.
286 C. City’s Review. If the City does not review, comment, and approve or disapprove of the modification 287 to the scope of services within ninety (90) Business Days of receiving the Contractor’s Proposal, the 288 proposal will be deemed disapproved. The City and Contractor may mutually agree to extend the 289 time period for review due to the complexity of the scope of service modification under 290 consideration, the time needed for the review or approval, or for other reasonable reasons. 291 If the City and Contractor are unable to agree on terms and conditions, including compensation 292 adjustments, of such services within ninety (90) Business Days from City receipt of Contractor’s 293 Proposal for such services, the City may permit other Persons to provide such services, provided 294 that such services do not conflict with the exclusivity granted to the Contractor under Section 1.1.

July 15, 2024 Page 9 City of San Leandro Post Collection 295 Nothing herein shall prevent the City from soliciting cost and operating information from other 296 Persons in order to inform the City’s evaluation of Contractor’s Proposal. 297 The City may request the assistance of an independent third party to review the proposal. 298 Contractor shall pay the reasonable costs of that review if the modification to the scope of Post299 Collection Services is initiated by the Contractor. City shall pay those costs if the modification to the 300 scope of Post-Collection Services is initiated by the City. The cost of that review will be estimated in 301 advance of the work and provided to the Contractor for comment and agreement to pay. 302 Contractor’s refusal to pay the reasonable cost of review of a Contractor-initiated proposal shall be 303 grounds for City rejection of that proposal.
304 Contractor shall promptly provide operating and business records requested by City that are 305 reasonably required to verify the reasonableness and accuracy of the impacts associated with a 306 modification to the scope of Post-Collection Services. Contractor shall fully cooperate with City’s 307 request and provide City and its agent(s) copies of or access to Contractor’s records. 308 If Contractor and City cannot agree on terms and conditions of services within thirty (30) Business 309 Days of the end of City’s review period described in this subsection, City may permit Persons other 310 than Contractor to provide those services at a location other than the Approved Facility. 311 D. Approval of Modification to Scope of Services. Upon City approval or determination, City shall issue 312 a written notice approving the modification to the scope of service and documenting any change to 313 the Per-Ton Rates, and approved change to Contractor’s obligations under this Agreement. The 314 Parties shall prepare a written amendment to the Agreement documenting any and all changes 315 resulting from the modification to the scope of services. No adjustment in Per-Ton Rates, change in 316 Contractor’s obligations, or change in scope of Post-Collection Services shall become effective 317 absent that City approval or determination.
318 3.6 NO TONNAGE OBLIGATION OR LIMIT ON WASTE PREVENTION 319 Neither City nor the Collection Contractor is obligated to deliver any specified quantity of City Delivered 320 Materials to the Approved Facility(ies).
321 The City maintains programs to reduce the amount of waste intended for Disposal. It is the City’s intent 322 to continue to improve, develop, and enhance existing programs as well as to implement new programs 323 and services throughout the Term as it deems necessary to meet or exceed mandated Diversion program 324 requirements and goals established by AB 939 and subsequent Federal, State, County, or local legislation 325 including, but not limited to, the State’s seventy-five percent (75%) Recycling goal established in AB 341, 326 the programmatic requirements of AB 1826, the requirements of SB 1383, the requirements of SB 54, and 327 the Diversion requirements under CALGreen. Contractor acknowledges that the characterization and 328 quantity of City Delivered Materials that are delivered to the Approved Facility(ies) will change over the 329 Term and may, over time, be significantly different than that as of the Commencement Date of the 330 Agreement, but the obligation of Contractor to Accept the City Delivered Materials will continue for the 331 Term of the Agreement so long as it conforms to the definitions and requirements of this Agreement. 332 Nothing in this Agreement shall, in any manner, prevent, penalize, or impede the City from continuing 333 programs, altering programs, or developing new programs that have the effect of reducing or increasing 334 the amount of City Delivered Materials Collected and delivered to the Approved Facility(ies) by the 335 Collection Contractor.

July 15, 2024 Page 10 City of San Leandro Post Collection 336 3.7 EXTENDED PRODUCER RESPONSIBILITY PROGRAMS
337 A. General. In addition to the services provided by the Contractor pursuant to existing Extended 338 Producer Responsibility Programs, including, but not limited to SB 54, the City and Contractor 339 acknowledge that additional or amended Extended Producer Responsibility Programs may be 340 established in the future. The City may request that the Contractor initiate or participate in an 341 Extended Producer Responsibility Program. In the event of such request, the Parties shall meet and 342 confer to discuss the scope of the Extended Producer Responsibility Program and to negotiate 343 proposed revisions to this Agreement and any changes in compensation or fees, if appropriate. 344 Contractor shall by default accept the City’s request to enact the Extended Producer Responsibility 345 Program, unless the Contractor can demonstrate barriers that would make providing such services 346 impracticable. Should Contractor demonstrate to the reasonable satisfaction of the City Contract 347 Manager that Contractor can operate the program itself and in such a manner that achieves the 348 minimum programmatic and regulatory requirements established by the Extended Producer 349 Responsibility program, Contractor may choose to enact the Extended Producer Responsibility 350 Program under its own direction. Contractor shall express any objections or concerns during the 351 meet and confer period and provide substantial evidence of such barriers in the Contractor’s 352 proposal, for further review by the City.
353 B. Extended Producer Responsibility Program Proposal. Upon sixty (60) Working Days of City’s 354 written request, Contractor shall provide a written proposal describing the Contractor’s approach 355 to implementing the Extended Producer Responsibility Program, including operational and cost 356 information. Contractor shall seek out and coordinate with the applicable Stewardship Organization 357 designated for this program and shall describe such partnership in its proposal. In its written 358 request, the City may describe specific information required to be included in the Contractor’s 359 proposal, as the City Contract Manager deems reasonably necessary in relation to the Extended 360 Producer Responsibility Program. The City shall review the proposal and may request additional 361 supporting documentation, calculations, or other information necessary to evaluate the 362 Contractor’s proposal for reasonableness and ability to comply with requirements of the Extended 363 Producer Responsibility Program. The City retains the right to negotiate with Contractor and amend 364 this Agreement to reflect changes in services, as needed, or may reject the proposal without further 365 negotiation. Contractor shall not be compensated for the proposal preparation costs or costs 366 incurred during the negotiation of its proposal.
367 If the City and the Contractor cannot agree on terms and conditions, including compensation and/or 368 Per-Ton Rate adjustments, of the Extended Producer Responsibility Program services within one 369 hundred twenty (120) calendar days from the date when the City receives a proposal from 370 Contractor to perform such services, Contractor acknowledges and agrees that the City may permit 371 other Persons besides Contractor to provide such services, as provided for in Section 1.2.N. Nothing 372 herein shall prevent the City from soliciting cost and operating information from other Persons in 373 order to inform the evaluation of the Contractor’s proposal. 374 At any time during the Term of this Agreement, the City may solicit proposals from other Persons 375 related to Extended Producer Responsibility Programs, as provided for in Section 1.2.N. 376 C. Funding Provided By Extended Producer Responsibility Programs. Contractor’s participation or 377 compliance with Extended Producer Responsibility Programs shall not warrant an increase to the 378 Contractor’s compensation, except as otherwise provided for in Section 8.4.D. Contractor shall July 15, 2024 Page 11 City of San Leandro Post Collection 379 maintain records of all funding or other resources the Contractor receives directly or indirectly 380 through an Extended Producer Responsibility Program. The Contractor shall calculate and 381 demonstrate the dollar amount that can be attributed to services provided under this Agreement. 382 Any cost savings identified shall be remitted to the City as either a direct payment sent to the City 383 within thirty (30) Business Days of Contractor’s receipt of funds; or, as a reduction to the 384 appropriate Per-Ton-Rate(s) that are established in accordance with Article 8, at the City Manager’s 385 sole discretion. Contractor shall include copies of invoices or receipts submitted to or provided by 386 the applicable Stewardship Organization with its payment. 387 D. Recordkeeping. Contractor shall maintain all operational and financial records related to Extended 388 Producer Responsibility Programs, and report such information to the City in accordance with 389 Exhibit D or as otherwise requested by the City Contract Manager. 390 ARTICLE 4.
391 SCOPE OF SERVICES
392 Contractor shall perform the Post-Collection Services described in this Article 4. This Article 4 describes 393 the requirements for the services to be provided. More specific requirements for how each service shall 394 be provided for each material type are described in Exhibit G, Contractor’s Proposal. Failure to specifically 395 require an act necessary to perform the Post-Collection Services under this Agreement does not relieve 396 Contractor of its obligation to perform such act.
397 4.1 APPROVED FACILITIES
398 A. Use of Approved Facility(ies). Contractor shall Accept City Delivered Materials at the appropriate 399 Approved Facility(ies) for each material type and shall comply with all material delivery and 400 Acceptance procedures specified in this Agreement.
401 B. Use of Alternative Facilities. If Contractor is unable to use an Approved Facility due to reasons 402 beyond Contractor’s, or its Subcontractor’s, reasonable control, such as an emergency or sudden 403 and unforeseen closure of the facility, Contractor shall immediately notify the City Contract 404 Manager, and shall use the appropriate Alternative Facility(ies). Contractor shall continue to use 405 such Alternative Facility(ies) until the Approved Facility is reopened and the City Contract Manager 406 has approved recommencing use of such facility or until the City Contract Manager directs 407 Contractor to use another facility. During such time, to the extent feasible, Contractor shall continue 408 to comply with the requirements of Article 5.
409 If the need to use an Alternative Facility is discretionary or for reasons within Contractor’s, or its 410 Subcontractor’s, reasonable control, Contractor’s Compensation shall not be adjusted for any 411 change in Transportation, Transfer, Processing or Disposal costs associated with use of the 412 Alternative Facility. If the need to use the Alternative Facility results from reasons beyond 413 Contractor’s, or its Subcontractor’s, reasonable control, City shall adjust, either up or down, 414 Contractor’s Compensation for changes in Transportation, Transfer, Processing and/or Disposal 415 costs associated with use of the Alternative Facility. In the event that a change in the Approved 416 Facility(ies) results in increased costs, City may identify and direct Contractor to an Alternative 417 Facility that results in less cost than the Contractor-identified alternative.

July 15, 2024 Page 12 City of San Leandro Post Collection 418 Except as provided for in the following paragraph and for the conditions described in this Section, 419 Contractor shall not change its selection of the Approved Facility(ies) without City’s written 420 approval, which may be withheld in the City’s sole discretion. If Contractor elects to use a facility 421 that is different than the initial Approved Facility(ies), it shall request written approval from the City 422 Contract Manager sixty (60) calendar days prior to use of the site and obtain City’s written approval 423 no later than ten (10) calendar days prior to use of the site. City’s approval may be conditioned on 424 such facility’s ability to guarantee sufficient Transfer, Processing, or Disposal capacity to the City for 425 the Term of this Agreement, and the status of such facility’s permits. 426 Under the conditions described in this Section, should the Alternative Recyclable Materials 427 Processing Facility be unable to accept the volume of Recyclable Materials requiring Transfer by the 428 Contractor, then Contractor shall have discretion to utilize any fully permitted Recyclables 429 Processing facility within an eighty (80) mile radius of the City for a period not to exceed two 430 calendar weeks from the date in which the Approved Recyclable Materials Processing Facility first 431 becomes unable to accept City Delivered Materials. In such event, Contractor shall notify the City 432 within one business day which facilities are used.
433 Contractor is solely responsible for ensuring continued availability of City-approved Alternative 434 Facility(ies) throughout the Term.
435 C. Secondary Processing. Contractor may use the Secondary Processing Facilities listed in Exhibit G5. 436 Should Contractor wish to utilize a Secondary Processing Facility to perform services under this 437 Agreement that is not listed in Exhibit G5, Contractor shall request approval from the City Contract 438 Manager. Contractor shall provide any requested records, documentation, or other information 439 that the City considers reasonable to evaluate the impact on Post-Collection Services of the 440 proposed Secondary Processing Facility. In particular, the City may not approve a facility on the basis 441 of any number of factors including distance from the City, demonstrated performance of the facility, 442 regulatory and litigation history of the facility, operating track record of the facility, cost of using 443 the facility, consistency of the facility with City, County, or State policy, or any other factor relevant 444 to the City Contract Manager. Contractor shall not commence use of the proposed Secondary 445 Processing Facility without written approval from the City. Contractor shall document use of all 446 Secondary Processing Facilities in accordance with Exhibit D.3.8 and D.3.9. 447 4.2 TRANSFER AND TRANSPORT
448 A. General. Contractor shall Accept City Delivered Materials at the Approved Transfer Facility, load 449 such material into large-capacity Transfer vehicles, and Transport the City Delivered Materials to 450 the Approved Facility for each material type. All costs associated with Transporting City Delivered 451 Materials from the Approved Transfer Facility to the Approved Processing or Disposal Facility shall 452 be paid by Contractor. Contractor shall operate the Approved Transfer Facility in accordance with 453 Applicable Law and all standards of performance described in Article 5. Contractor shall Transfer 454 and Transport the following materials:
455 1. Solid Waste shall be Transferred and Transported to the Approved Disposal Facility 456 2. Commercial Organic Materials shall be Transferred and Transported to the Approved 457 Commercial Organics Processing Facility.

July 15, 2024 Page 13 City of San Leandro Post Collection 458 3. Residential Organic Materials shall be Transferred and Transported to the Approved 459 Residential Organic Materials Processing Facility
460 B. Capacity Guarantee. Contractor guarantees sufficient capacity at the Approved Transfer Facility to 461 Transfer and Transport all City Delivered Materials to the Approved Facilities throughout the Term 462 of the Agreement.
463 4.3 RECYCLABLE MATERIALS PROCESSING
464 A. Climate and Disaster Resiliency Planning. No less than ninety (90) calendar days prior to the 465 Commencement Date, the Parties shall meet to discuss development of a Climate and Disaster 466 Response Plan to address the role of the Contractor in addressing City’s disaster debris management 467 needs related to wartime, natural, physical, or other disaster in, or proximate to the City resulting 468 in the declaration of a State of Emergency by the City Manager or City Council, as well as any 469 measures that may be necessary for the Contractor to take over time to address climate change. 470 A. Processing. Contractor shall Accept all Recyclable Materials at the Approved Recyclable Materials 471 Processing Facility and shall Process such material in accordance with Contractor’s Proposal as 472 detailed in Exhibit G. Contractor shall operate the Approved Recyclable Materials Processing Facility 473 in accordance with Applicable Law and all standards of performance described in Article 5. 474 Contractor shall meet the following minimum Processing standards at the Approved Recyclable 475 Materials Processing Facility:
476 1. Pre-sorting of large items prior to further Processing. 477 2. Mechanical separation of two-dimensional and three-dimensional materials. 478 3. Separation of individual Commodities via manual and/or mechanical methods, and/or use of 479 advanced sorting technologies (e.g., optical sorters). 480 4. Final screening and quality control for all recovered material Commodities. 481 B. Capacity Guarantee. Contractor guarantees sufficient capacity at the Approved Recyclable 482 Materials Processing Facility to Process all City Delivered Materials throughout the Term of the 483 Agreement.
484 C. Diversion. Contractor shall Process all Recyclable Materials in a manner that maximizes reuse, 485 Recycling, and Diversion and is deemed not to constitute Landfill Disposal pursuant to 14 CCR 486 Section 18983.1(a), which states that Landfill Disposal includes final disposition of Organic Waste at 487 a Landfill or use of Organic Waste as ADC or AIC. After Processing, Contractor may Dispose of 488 materials that do not have a higher or better use as Residue or for Beneficial Reuse purposes, to the 489 extent allowed by State and local law.
490 Contractor shall Process all Recyclable Materials such that each Diverted Commodity is of sufficient 491 quality to attract the highest domestic market prices for which similar Commodities, produced by 492 other local Processing facilities that Process single-stream Recyclable Materials, are sold. The 493 Contractor’s operation of the Approved Recyclable Materials Processing Facility must consistently 494 produce Commodities that achieve Residue and contamination standards that meet or exceed the 495 domestic market requirements to attract the highest current domestic market price for the 496 specified Commodities. Exhibit B presents the Commodity quality standards to be achieved by the July 15, 2024 Page 14 City of San Leandro Post Collection 497 Contractor. Verification of Commodity quality standards shall be conducted annually through the 498 Residue and material characterization study performed in accordance with Exhibit G3. 499 D. Residue Allocation and Disposal. Contractor shall use the method of tracking and allocating 500 Recyclable Materials Residue levels approved by the City and in accordance with Section 8.3.2.C. 501 Contractor’s Residue allocation methodology shall be used throughout the Term to accurately 502 allocate the City’s share of the total Residue generated from the Processing of Recyclable Materials 503 at the Approved Recyclable Materials Processing Facility. Contractor shall report Residue from 504 Recyclable Materials Processing to City monthly in accordance with Exhibit D. Contractor shall not 505 change the Residue level calculation method without prior, written approval from the City. 506 Residue from the Contractor’s Processing of Recyclable Materials shall be Transported and Disposed 507 of by Contractor at Contractor’s sole expense. Contractor shall be fully responsible for the safe 508 Disposal of all such Residue in accordance with Applicable Law. Residue delivered for Disposal shall 509 not include any Excluded Materials.
510 E. Marketed Commodities. Contractor shall market Diverted Materials in the Commodity categories 511 and grades listed in this Section. If the Contractor wants to modify the Commodity categories or 512 grades during the Term of the Agreement, the Contractor shall request approval from City, and such 513 approval shall be obtained before changes are implemented. Commodity categories and grades 514 shall include, at minimum:
515 1. Fiber
516 • Old corrugated Cardboard (OCC)
517 • Mixed paper (MP)
518 2. Metals
519 • Aluminum
520 • Tin
521 3. Plastics
522 • PET
523 • HDPE Natural
524 • HDPE Color
525 • Mixed rigid plastics
526 4. Mixed Glass Containers
527 F. Changes to Accepted Materials. Contractor shall Accept all Recyclable Materials as defined in 528 Exhibit C and shall Accept all materials required to be Accepted and/or Recycled by Applicable Law 529 or Extended Producer Responsibility Programs, including but not limited to, AB 1201, SB 1383, SB 530 54, and SB 343, unless otherwise directed by the City. A change in the Acceptable materials list 531 resulting from a Change in Law shall not warrant an adjustment to the Contractor’s compensation, 532 except as otherwise provided for in Section 8.4.D or Section 8.4.E. 533 If either Party is made aware of a required change in the Accepted materials list due to an Extended 534 Producer Responsibility Program or Applicable Law, that Party shall notify the other Party within July 15, 2024 Page 15 City of San Leandro Post Collection 535 five (5) calendar days of being made aware of such change. Upon City request, the Parties shall 536 promptly meet and confer to discuss the timeline and process for implementing such changes to 537 the Acceptable materials list. If the change in the Accepted material list is due to an Extended 538 Producer Responsibility Program, Contractor shall implement such changes in accordance with, and 539 subject to the limitations of, Section 3.7. Contractor shall implement changes to the Accepted 540 materials list within thirty (30) days after approval by the City or by any required deadlines under 541 Applicable Law, whichever is sooner. Contractor shall maintain records in accordance with Section 542 3.7.D and Exhibit D. Pursuant to Section 10.11, Contractor shall bear full responsibility for complying 543 with all Applicable Laws and provisions of this Agreement. 544 4.7 CLIMATE AND DISASTER RESILIENCY
545 B. Disaster Response Protocol. The Parties shall develop and finalize a Disaster Response Protocol 546 prior to the Commencement Date that identifies specific communication and logistical actions, and 547 such other coordination between the Parties and internal to each Party such that Contractor 548 assistance can occur immediately following City declaration of an emergency. The protocol shall 549 become part of the Climate and Disaster Response Plan to be developed by the Parties as provided 550 in in this Section. The Parties shall review the Protocol no less than annually and revise as warranted. 551 C. Essential Service. Contractor acknowledges that it provides an essential service, and that while 552 Processing and Disposal services during or following a disaster may be affected by impacts to 553 facilities, equipment, and/or public infrastructure, Contractor is obligated to take all measures 554 necessary to provide such service in a timely and effective manner in compliance with this 555 Agreement, Section 10.7 notwithstanding.
556 D. Availability of Contractor’s Personnel and Equipment. In event of a State of Emergency declared 557 by the City Manager or City Council, Contractor shall provide, upon City request, all equipment, 558 vehicles, and/or personnel normally performing services under this Agreement, for use by 559 Contractor to keep their facility operational. City shall not be required to compensate Contractor 560 for Contractor’s provision of equipment, vehicles, or personnel normally performing services under 561 this Agreement when made available during a declared State of Emergency for Contractor use under 562 City direction.
563 E. Contractor Reimbursement for Use of Additional Resources. Should Contractor provide additional 564 personnel during a declared State of Emergency beyond that normally required to perform services 565 under this Agreement, Contractor shall submit to City detailed records of specific, additional, and 566 reasonable costs and expenses borne by Contractor in providing such additional resources. City shall 567 compensate Contractor for such documented, reasonable expenses within ninety (90) calendar 568 days of receipt of State and/or Federal emergency agency reimbursement specific to these 569 expenses. Should such reimbursement not occur within five hundred and forty (540) calendar days 570 of Contractor’s complete submission as verified by the City, City shall compensate Contractor for 571 such fully documented and undisputed costs. Should any costs borne by Contractor by disputed by 572 City as reasonable expenses of providing such additional resources, Contractor and City shall resolve 573 such a dispute in accordance with Section 10.9. Contractor shall promptly cooperate with City, State 574 and/or Federal reporting and documentation requirements related to City receipt of 575 reimbursement, including if City is pursuing reimbursement after having reimbursed the Contractor. 576 Contractor shall further comply with all applicable Federal, State, or local funding and accounting July 15, 2024 Page 16 City of San Leandro Post Collection 577 requirements that may apply to expenses that will be reimbursed upon notice of the same from 578 City.
579 4.8 MATERIAL MARKETING
580 Contractor shall market Diverted Materials in accordance with this Section. 581 A. Market Arrangements. Contractor shall maintain long-term relationships with materials brokers, 582 continually monitor market conditions, and have the ability to anticipate and react to severe market 583 demand and fluctuations in quantity, composition, and pricing. Contractor shall use both domestic 584 and foreign markets to maintain continued material movement and obtain the highest and best 585 use, as described in subsection C below, for the market value. 586 B. Commodities Marketed. Contractor shall market Recovered Materials in the Commodity categories 587 and grades listed in Sections 4.3 through 4.5. If the Contractor wants to modify the Commodity 588 categories or grades during the Term of the Agreement, the Contractor shall request approval from 589 City and such approval shall be obtained before changes are implemented. 590 C. Highest and Best Use. Contractor’s marketing strategy shall promote the highest and best use of 591 materials for waste reduction, prevention, reuse, refill, repair, recovery, and Recycling as 592 established by Applicable Laws and Extended Producer Responsibility Programs. Where practical, 593 the marketing strategy should include use of local, regional, and domestic markets, in this 594 preferential order, for Diverted materials.
595 D. Responsible End Markets. Contractor shall ensure City Delivered Materials are Delivered to and 596 Recycled, Composted, and/or Processed at Responsible End Markets and shall maintain all records 597 necessary to demonstrate compliance with this Section and Applicable Law. Contractor shall 598 provide records demonstrating compliance with this Section to City in accordance with Exhibit D. 599 E. Recordkeeping. Contractor shall maintain complete and accurate marketing records, including, but 600 not limited to, Tonnage of material marketed, price, revenue received, purchaser name, physical 601 address of the final destination of marketed Commodities, and the specified end-use of marketed 602 Commodities.
603 F. Marketing of Recovered Materials. The City acknowledges that the Contractor and the 604 Subcontractors operating the Approved Processing Facilities (the “Processing Subcontractors”) are 605 required to engage in marketing Diverted materials on the open market, which involves complex 606 global commodities that Contractor and the Processing Subcontractors have little influence over, 607 and to store such recovered Commodities prior to marketing in accordance with its facility permits 608 and to assure public health and safety. Under most market conditions, including periods of severely 609 depressed and even negative value, Contractor and the Processing Subcontractors shall market such 610 Commodities to ensure that they are recycled into the productive economy. 611 In the event that Contractor or any Processing Subcontractor encounters market challenges 612 including, but not limited to, significant changes in pricing, market availability, or quality standards 613 for any materials marketed under this Agreement, Contractor shall notify the City in writing within 614 ten (10) Business Days of the nature of the market challenge and the Contractor and the Processing 615 Subcontractor’s plans for addressing the challenge. Contractor shall provide the City with updates July 15, 2024 Page 17 City of San Leandro Post Collection 616 on the market challenges at least every twenty (20) Business Days thereafter until Contractor 617 determines that the concern has been resolved.
618 In the event that the market challenge results in a lack of market demand for any materials 619 marketed under this Agreement, Contractor may request relief from the City as set forth below. A 620 lack of market demand shall mean that Contractor cannot reasonably find a market for the 621 productive use of the subject material at any value, positive or negative. Within ten (10) Business 622 Days of Contractor’s first knowledge of the lack of markets, Contractor shall notify the City via 623 telephone and email with a written notice to follow, such notice shall include Contractor’s best 624 estimate of the time when its or the Processing Subcontractor’s remaining capacity to store such 625 materials under the terms of its facility permits (the “Storage Capacity”) will expire. Contractor and 626 the City shall meet and confer at the earliest mutually convenient opportunity to discuss the market 627 conditions. In such case Contractor shall have the burden of proving its or the Processing 628 Subcontractor’s good faith efforts to identify markets for the subject material and shall present to 629 the City any information available to Contractor about the status of primary and alternative markets 630 for the material, pricing histories, and any other information which may be helpful to the City in 631 making a finding about the Contractor’s need for relief. Contractor shall also provide the City with 632 written notice when the Storage Capacity for the materials in question has declined to thirty percent 633 (30%) of normal, setting forth the estimated number of days when no Storage Capacity will remain. 634 The City’s Contract Manager shall make a reasonable finding that a market demand either does or 635 does not exist, based on the information presented and any other information available, within 636 twenty (20) calendar days after the Parties meet and confer or, if sooner, before the date when no 637 Storage Capacity remains. If the City reasonably determines that a market demand does exist, 638 Contractor or the Processing Subcontractor shall be required to continue to market all materials as 639 required under this Agreement. If the City reasonably determines that a market demand does not 640 exist, the City shall simultaneously identify a productive, non-disposal outlet for the subject 641 material. If the City is able to so identify such an outlet and such outlet does not exceed the pricing 642 limitation described in this section, Contractor or the Processing Subcontractor shall deliver the 643 subject material to that outlet. If the City is unable to so identify an outlet, the City shall authorize 644 Contractor or the Processing Subcontractor to temporarily Dispose of the subject material. In such 645 case, Contractor and the City shall review the status of the markets at a frequency established by 646 the City until such time as the market demand returns or the City reasonably determines that the 647 review process may be discontinued. Additionally, in the event that the City reasonably determines 648 that a market demand does not exist, the City shall have the opportunity to take physical possession 649 of some or all of the subject material from Contractor’s or the Processing Subcontractor’s facility, 650 in order to market or otherwise dispose of such materials through other channels or processes. 651 In the event that the market challenge results in a significant change in pricing for any materials 652 Processed under this Agreement, Contractor may request relief from the City as set forth below. A 653 significant change in pricing shall mean a reduction in market value such that the market cost, on a 654 per ton basis, of sending the subject material to a non-Disposal market, including Transportation 655 costs, exceeds one hundred fifty percent (150%) of the then-current Disposal tipping fee under this 656 Agreement. Processing costs which are described in and subject to the adjustment provisions of 657 Section 8.3 shall be excluded from this calculation (except for Transportation costs as set forth in 658 the preceding sentence). Within five (5) Business Days of Contractor’s first knowledge of the 659 significant change in pricing, Contractor shall notify the City via telephone and email with a written 660 notice to follow. Contractor shall also provide the City with written notice when the Storage 661 Capacity for the materials in question has declined to thirty percent (30%) of normal, setting forth July 15, 2024 Page 18 City of San Leandro Post Collection 662 the estimated number of days when no Storage Capacity will remain. Contractor and the City shall 663 meet and confer at the earliest mutually convenient opportunity to discuss the market conditions. 664 In such case Contractor shall have the burden of proving its good faith efforts to identify higher 665 value markets for the subject material and shall present to the City any information available to 666 Contractor about the status of primary and alternative markets for the material, pricing histories, 667 and any other information which may be helpful to the City in making a finding about the 668 Contractor’s need for relief. The City Contract Manager shall make a reasonable finding that a 669 significant change in pricing has or has not occurred, based on the information presented and any 670 other information available, within twenty (20) Business Days after the parties meet and confer or, 671 if sooner, before the date when no Storage Capacity remains. If the City reasonably determines that 672 a significant change in pricing has not occurred, Contractor or the Processing Subcontractor shall be 673 required to continue to market all materials as required under this Agreement. If the City reasonably 674 determines that a significant change in pricing has occurred, the City shall simultaneously either: 1) 675 authorize the Contractor or the Processing Subcontractor to send the materials to market at the 676 significantly reduced value and agree to compensate the Contractor for any amount, including 677 Transportation costs, that exceeds one hundred and fifty percent (150%) of the Disposal tipping fee; 678 or 2) identify an alternate, productive, non-disposal outlet for the subject material at a value, 679 including Transportation costs, less than one hundred and fifty percent (150%) of the Disposal 680 tipping fee. Contractor or the Processing Subcontractor shall follow the City’s direction if either of 681 those options is elected. If the City is unable to identify an outlet and unwilling to compensate 682 Contractor for the significant change in price, including Transportation costs, beyond one hundred 683 and fifty percent (150%) of the Disposal tipping fee, the City shall authorize Contractor or the 684 Processing Subcontractor to temporarily Dispose of the subject material. In such case, Contractor 685 and the City shall review the status of the markets at a frequency established by the City until such 686 time as the market demand returns or the City reasonably determines that the review process may 687 be discontinued.
688 Notwithstanding any other provision of this Section, Contractor or the Processing Subcontractor 689 shall not Dispose of any material prior to receiving written City authorization to do so and, as 690 necessary and appropriate under the circumstances, Contractor or the Processing Subcontractor 691 may also be required by the City to secure authorization from the ACWMA and/or CalRecycle and/or 692 other relevant regulatory entities.
693 In the event that the City authorizes Disposal of materials under this Agreement related to the 694 provisions of this section, Contractor or the Processing Subcontractor may only Dispose of materials 695 originating from the City in the same proportion as it Disposes of materials from other jurisdictions 696 using the same facility. For example, if the City’s materials represent thirty-three percent (33%) of 697 the materials processed at the facility, Contractor may only Dispose of one (1) ton of City materials 698 for every two (2) tons of other users’ materials that are Disposed. This provision is intended to 699 ensure that the City is treated equally in this regard with all other users of the facility. 700 4.9 PUBLIC EDUCATION AND OUTREACH
701 A. General. Contractor acknowledges that they are part of a multi-party effort to operate and educate 702 the public about the regional integrated waste management system. Contractor shall proactively 703 and on an ongoing basis cooperate with, and coordinate with, the City Contract Manager and 704 Collection Contractor on the design and expansion of the public education materials. The Contractor 705 shall have a supporting role in developing education materials used to educate City residents and July 15, 2024 Page 19 City of San Leandro Post Collection 706 businesses on proper use of City Solid Waste, Recycling, and Composting programs, Applicable Laws 707 and Extended Producer Responsibility Programs, and how to reduce waste generation. Such role 708 may include, but not be limited to, providing data and information relevant to conveying messages 709 to the public about what happens to City Delivered Materials after Collection, providing statistics 710 for the development of fact sheets, providing details on operations and sorting methods, and 711 proactively informing the City and Collection Contractor of City Delivered Materials that are not able 712 to be effectively Recycled or Composted.
713 B. Collaboration with City. From time to time during the Term of the Agreement, the City may request 714 Contractor to provide suggestions for educating residents and businesses in the City Service Area to 715 reduce the level of Contamination in the City Delivered Materials. Contractor shall provide its 716 suggestions in writing within fourteen (14) Working Days of the City’s request and, upon request, 717 shall attend meetings with the City to discuss education strategies and efforts. 718 C. Tours. Contractor shall coordinate with the City and work cooperatively to provide community 719 services such as tours and education about Recycling and facility operations. Upon a request with a 720 minimum of three (3) Business Days’ written notice by the City, Contractor shall provide tours of 721 the Approved Facility(ies). Contractor shall not charge the City for labor, overhead, overtime, or 722 any other costs associated with any such tours.
723 ARTICLE 5.
724 STANDARD OF PERFORMANCE
725 5.1 GENERAL
726 Contractor shall at all times comply with Applicable Law and provide services in a manner that is safe to 727 the public and the Contractor’s employees. Except to the extent that a higher performance standard is 728 specified in this Agreement, Contractor shall perform services in accordance with Post Collection Services 729 management practices common to the San Francisco Bay Area. 730 5.2 OPERATION STANDARDS
731 5.2.1 Permits
732 A. Securing Permits. Contractor and each of its Subcontractors shall obtain and maintain at 733 Contractor’s or such Subcontractor’s sole cost all permits required under Applicable Law to perform 734 Post-Collection Services. Contractor shall provide City proof of permits and shall demonstrate 735 compliance with the terms and conditions of permits promptly upon request of City. In its Annual 736 Report or more frequently, as necessary, Contractor shall inform City of any permit-related or 737 regulatory concerns and Contractor’s or its Subcontractor’s status of securing the issuance, revision, 738 modification, extension, or renewal of permits necessary to address such concerns. Promptly upon 739 City direction, Contractor shall provide City with copies of permits and any applications or other 740 correspondence that the Contractor submits in connection with securing Permits. 741 B. Complying with Permits. Contractor and each of its Subcontractors shall at all times provide 742 services in compliance with all Permits, including any mitigation measures related to the operation 743 and maintenance of the Approved Facility(ies). Contractor is solely responsible for paying any fines 744 or penalties imposed for noncompliance with or violation of permits or failure to obtain permits.

July 15, 2024 Page 20 City of San Leandro Post Collection 745 5.2.2 Rejection of Unpermitted Waste
746 A. Inspection. Contractor and each of its Subcontractors shall use standard industry practices to detect 747 and reject Unpermitted Waste in a uniform and non-discriminatory manner and shall not knowingly 748 Accept Unpermitted Waste at the Approved Facility(ies). Contractor and each of its Subcontractors 749 shall comply with the inspection procedure contained in its permit requirements and in accordance 750 with its operations plan. Contractor and each of its Subcontractors shall promptly modify that 751 procedure to reflect any changes in permits or Applicable Law. 752 Contractor and each of its Subcontractors shall develop a load inspection program that includes the 753 following components: (i) personnel and training; (ii) load checking activities; (iii) management of 754 Unpermitted Waste; and, (iv) record keeping and emergency procedures. Contractor’s and each of 755 its Subcontractors’ load checking personnel shall be trained in: (i) the effects of Hazardous 756 Substances on human health and the environment; (ii) identification of prohibited materials; and, 757 (iii) emergency notification and response procedures. 758 B. Remedies for Rejected Materials. If Contractor or any of its Subcontractors identifies Unpermitted 759 Waste delivered to the Approved Facility(ies) by Collection Contractor or other Person(s), 760 Contractor or such Subcontractor may reject the Unpermitted Waste and require the Person(s) 761 bringing such Unpermitted Waste to the Approved Facility(ies) to remove it. The cost of removal 762 and proper handling and Disposal shall be the responsibility of such Person(s) delivering 763 Unpermitted Waste. Contractor and such Subcontractor shall also be entitled to pursue whatever 764 remedies, if any, it may have against Person(s) bringing that Unpermitted Waste to the Approved 765 Facility(ies).
766 Should Contractor or any of its Subcontractors inadvertently Accept in a lawful manner Unpermitted 767 Waste, Contractor or such Subcontractor shall bear all responsibility for handling, Transporting, and 768 Processing or Disposing of such material in accordance with Applicable Law. Contractor or such 769 Subcontractor shall be solely responsible for making arrangements for the final Disposition of 770 Accepted Unpermitted Waste and all costs thereof.
771 C. Notification. If the Contractor or any Subcontractor rejects Unpermitted Waste delivered by the 772 Collection Contractor, Contractor or such Subcontractor shall immediately notify the City verbally 773 and then follow verbal notifications with a written notice identifying the date and time of 774 occurrence, material type, material weight or volume, characterization of material, the Contractor’s 775 or Subcontractor’s reason for rejection of the delivered material, photographs of the material, and 776 the identification number or information of the vehicle that Delivered the material. 777 D. Quarantined Waste. If approved by the City Contract Manager, Contractor or any Subcontractor 778 may Dispose of, rather than Process, specific types of Organic Materials that are subject to 779 quarantine and that meet the requirements described in 14 CCR Section 18984.13(d), for a period 780 of time specified by the City Contract Manager or until the City provides notice that the quarantine 781 has been removed. In accordance with Exhibit D, the Contractor and each of its Subcontractors shall 782 maintain records and submit reports regarding compliance agreements for quarantined Organic 783 Materials that are Disposed of pursuant to this subsection. 784 5.2.3 Prohibited Container Contaminants Monitoring
785 A. General. Contractor shall actively work with the Collection Contractor throughout the Term of this 786 Agreement to monitor the levels of Prohibited Container Contaminants in City Delivered Materials July 15, 2024 Page 21 City of San Leandro Post Collection 787 at the Approved Facility(ies). Contractor shall inform Collection Contractor of specific days and/or 788 loads that contain high levels of Prohibited Container Contaminants, the type of Prohibited 789 Container Contaminants most frequently found in City Delivered Materials, and any other related 790 information that may be useful for the Collection Contractor in identifying the types of Prohibited 791 Container Contaminants and developing strategies to reduce contamination and to target 792 information in the Collection Contractor’s education and outreach efforts to Generators. 793 Contractor shall Accept all City Delivered Materials that contain Prohibited Container Contaminant 794 levels equal to or less than fifty percent (50%) per vehicle load delivered by Collection Contractor. 795 In the event that such vehicle load delivered by Collection Contractor exceeds the fifty percent 796 (50%) Prohibited Container Contaminant threshold, Contractor may reject the load in accordance 797 with the load rejection procedures outlined in Section 5.2.2. 798 5.2.4 Days and Hours of Operation
799 A. General. Contractor shall operate the Approved Facility(ies) for the receipt of City Delivered 800 Materialsin accordance with the days and hours of operation set forth in its permits and as specified 801 below.
802 1. At a minimum, Contractor shall Accept City Delivered Materials at the Approved Transfer 803 Facility from Monday through Friday, 4 a.m. through 6 p.m., and Saturdays from 4 a.m. 804 through close of business, except for Holidays.
805 2. At a minimum, Contractor shall Accept Recyclable Materials at the Approved Recyclable 806 Materials Processing Facility from Monday through Friday, 4 a.m. through 6 p.m., and 807 Saturdays from 4 a.m. through close of business, except for Holidays. 808 While Contractor may increase these hours, Contractor may not reduce the hours or total number 809 of hours for Acceptance of City Delivered Materials without the concurrence of City and Collection 810 Contractor, unless reductions are required by a change in a permit subsequent to the Effective Date. 811 B. Holiday Schedule. Contractor, at its sole discretion, may choose not to provide Post-Collection 812 Services on a Holiday. In such event, Contractor shall provide Post-Collection Services on the day 813 following the Holiday closure. Except as required by Applicable Law or any permits, Contractor shall 814 not change its designation of Holidays or Holiday-related closures of Approved Facilities without 815 prior, written, approval by the City. Contractor shall make any requested changes to a Holiday 816 schedule no less than six (6) months in advance of the requested Holiday change. 817 5.2.5 Equipment and Supplies
818 Contractor and its Subcontractors shall equip and operate the Approved Facilities in a manner to fulfill 819 Contractor’s obligations under this Agreement. Contractor and each Subcontractor is solely responsible 820 for the adequacy, safety, and suitability of the Approved Facilities. Contractor and its Subcontractors shall 821 modify, enhance, and/or improve the Approved Facilities as needed to fulfill Post-Collection Services 822 under this Agreement. Contractor and its Subcontractors shall provide all rolling stock, stationary 823 equipment, material storage containers, spare parts, maintenance supplies, Processing equipment, and 824 other consumables as appropriate and necessary to operate the Approved Facilities and provide all Post825 Collection Services required by this Agreement. Contractor and its Subcontractors shall place the 826 equipment in the charge of competent operators. Except as otherwise provided in this Agreement, 827 Contractor and its Subcontractors shall repair, maintain, and as necessary, replace all equipment at its 828 own cost and expense.

July 15, 2024 Page 22 City of San Leandro Post Collection 829 5.2.6 Traffic Control and Direction
830 Contractor and its Subcontractors shall construct and maintain all roads required to Transport City 831 Delivered Materials from the Approved Facility(ies) site entrance to scale house and to the actual point of 832 unloading at the Transfer, Processing, or Disposal area of the Approved Facility(ies). Contractor and its 833 Subcontractors shall direct on-site traffic to appropriate unloading areas and provide a safe working 834 environment for Approved Facility(ies) users, visitors, and employees. Contractor and its Subcontractors 835 shall provide necessary roadways, signs, and personnel to assist drivers to proper unloading areas. 836 Contractor shall maintain all roadways and signs at the Approved Facility(ies) in a clean and usable 837 condition. The Contractor and its Subcontractors shall provide and maintain roadways and signs for the 838 convenience of vehicles using the Approved Facility(ies) and to facilitate safe and efficient traffic flow at 839 the Approved Facility(ies).
840 5.2.7 Vehicle Turnaround Times
841 A. General. Contractor and its Subcontractors shall each maintain a maximum vehicle turnaround time 842 of twenty (20) minutes for Collection Contractor delivery of City Delivered Materials to the 843 Approved Facility(ies). Failure to meet this guaranty for more than five (5) consecutive Working 844 Days or more than ten (10) Working Days in any sixty (60) day period, equates to default of 845 Contractor’s performance obligations under this Agreement. Contractor and its Subcontractors 846 shall have a ten (10) Business Day period to cure this breach before Liquidated Damages are 847 assessed in accordance with this Section and Section 10.6. 848 B. Guaranteed Collection Vehicle Turnaround Time. Contractor and its Subcontractors shall operate 849 the Approved Facility(ies) so that all Collection Contractor vehicles are processed, unloaded, and 850 exited from the Approved Facility(ies) property in a timely manner such that the maximum 851 turnaround time is no more than twenty (20) minutes per Collection Contractor vehicle. The vehicle 852 turnaround time shall be the elapsed time from the vehicle entering the Approved Facility(ies) 853 property to the vehicle leaving the Approved Facility(ies) property. 854 C. Supporting Documentation. Upon City request, Contractor and its Subcontractors shall provide the 855 City reports or access to electronic scale house system records and/or on-site camera recording that 856 provide the City information to determine actual vehicle turnaround times. Contractor and its 857 Subcontractors acknowledge that the City may conduct on-site surveys to verify compliance with 858 the guaranteed vehicle turnaround times for Collection Contractor’s vehicles. The Contractor and 859 its Subcontractors acknowledge that the City may also use GPS (global positioning system) records 860 provided by Collection Contractor for Collection Contractor’s vehicles to calculate actual vehicle 861 turnaround times. At Contractor or its Subcontractor’s option, Contractor or such Subcontractor 862 may, at its own cost, implement and maintain a technology-based vehicle tracking system of 863 recording inbound and outbound Collection Contractor’s vehicle times (such as a system that uses 864 RFID vehicle tags and RFID readers). Such system shall not inconvenience the Collection Contractor 865 or City or delay Collection Contractor’s vehicles from arriving and departing the Approved 866 Facility(ies).
867 D. Complaint Resolution. Contractor shall respond within five (5) Business Days to any written 868 Complaint received from the City or Collection Contractor related to vehicle turnaround times. 869 Contractor shall work directly with the Collection Contractor to identify and resolve issues that are 870 causing vehicle turnaround times to extend beyond the maximum vehicle turnaround time stated 871 in subsection B. Contractor and its Subcontractors may provide evidence disputing any Complaint July 15, 2024 Page 23 City of San Leandro Post Collection 872 received by the Collection Contractor provided the evidence is in the form of camera recordings of 873 Collection Contractor’s vehicle(s), scale house records, or other documented timestamp of the 874 Collection Contractor’s arrival and departure times from the Approved Facility(ies). Contractor’s 875 and its Subcontractor’s evidence shall be presented no later than ten (10) Business Days after 876 receipt of Collection Contractor or City’s written notice of Complaint(s). City shall review both 877 Contractor’s, its Subcontractor’s and Collection Contractor’s evidence and provide written notice of 878 the City’s determination that the Complaint was valid or invalid. The Liquidated Damages payment 879 shall be paid in accordance with Section 10.6.
880 E. Consequences for Failure to Meet the Guaranteed Vehicle Turnaround Times. Should Contractor 881 or its Subcontractors fail to meet the guaranteed maximum turnaround times for Collection 882 Contractor’s vehicles described in this Section, Liquidated Damages may be assessed by the City in 883 the amounts stated in Exhibit F unless Contractor or its Subcontractors prove to the reasonable 884 satisfaction of the City that a Complaint regarding a Collection Contractor’s vehicle turnaround time 885 exceeding the guaranteed vehicle turnaround time was not valid pursuant to subsection D above. 886 The liquidated damage amount shall be adjusted annually thereafter by CPI. 887 F. Assessment of Liquidated Damages. The City understands that a failure by Contractor or its 888 Subcontractors to meet the maximum vehicle turnaround time incurs damages upon the Collection 889 Contractor and shall therefore provide notice of its intent to assess Liquidated Damages to the 890 Contractor within sixty (60) Business Days of City becoming aware of the Contractor’s or its 891 Subcontractor’s failure to meet the maximum vehicle turnaround time. The assessment of 892 Liquidated Damages shall be made in accordance with Section 10.6 and collected by City on behalf 893 of the Collection Contractor.
894 5.2.8 Scale Operation
895 A. Maintenance and Operation. Contractor and each of its Subcontractors shall maintain at least two 896 (2) State-certified motor vehicle scales at the Approved Facility(ies) in accordance with Applicable 897 Law. Contractor and/or each Subcontractor shall link all scales to a centralized computer recording 898 and billing system that shall be compatible with Contractor’s systems and account for tracking all 899 incoming and outgoing materials. Contractor and each of its Subcontractors shall operate those 900 scales during the Approved Facility(ies) receiving hours established in Section 5.2.4. Contractor 901 and/or such Subcontractor shall provide City with access to weighing information at all times and 902 copies thereof on the next Working Day following City’s request therefore. 903 B. Tare Weights for Collection Contractor Vehicles. Within thirty (30) calendar days prior to the 904 Commencement Date, Contractor shall coordinate with the Collection Contractor to ensure that all 905 Collection vehicles used by Collection Contractor to Deliver City Delivered Materials to the 906 Approved Facility(ies) are weighed to determine unloaded (“tare”) weights. Contractor shall 907 electronically record the tare weight, identify vehicle as Collection Contractor owned, and provide 908 a distinct vehicle identification number for each vehicle. Contractor shall provide City with a report 909 listing the vehicle tare weight information upon request. Contractor shall promptly coordinate with 910 Collection Contractor to weigh additional or replacement Collection vehicles prior to Collection 911 Contractor placing them into service. Contractor shall check tare weights at least annually, or within 912 fourteen (14) calendar days of a City request and shall coordinate with the Collection Contractor to 913 re-tare vehicles immediately after any major maintenance service on a Collection vehicle.

July 15, 2024 Page 24 City of San Leandro Post Collection 914 C. Substitute Scales. If any scales are inoperable, being tested, or otherwise unavailable, Contractor 915 or its Subcontractor shall use reasonable business efforts to weigh vehicles on the remaining 916 operating scales. To the extent that all the scales are inoperable, being tested, or otherwise 917 unavailable, Contractor shall substitute portable scales until the permanent scales are replaced or 918 repaired. Contractor or its Subcontractor shall arrange for any inoperable scale to be repaired as 919 soon as possible and, in any event, within seventy-two (72) hours (excluding Holidays) of the failure 920 of the permanent scale. If repairs to the permanent scale are projected to take more than twelve 921 (12) hours, Contractor or its Subcontractor shall immediately obtain a temporary substitute scale(s). 922 Contractor or its Subcontractor shall provide back-up generator(s) capable of supplying power to 923 the scales in the event of a power outage.
924 D. Estimates. Pending substitution of portable scales or during generator outages, Contractor or its 925 Subcontractor shall estimate the Tonnage of City Delivered Materials delivered to the Approved 926 Facility(ies) by utilizing the arithmetic average of each vehicle’s recorded Tons of the City Delivered 927 Materials delivered on its preceding three (3) deliveries, on the same calendar day of the week, to 928 the Approved Facility(ies). Contractor or its Subcontractor shall continue to record all information 929 required by this Section 5.2.8 for each delivery of City Delivered Materials to the Approved 930 Facility(ies) and each Transported load of City Delivered Materials during any period the scales are 931 out of service.
932 E. Testing. Contractor or its Subcontractor shall test and calibrate all scales in accordance with 933 Applicable Law, but at least every twelve (12) months. Upon City request, Contractor or its 934 Subcontractor shall promptly provide City with copies of test results. Contractor or its Subcontractor 935 shall further test and calibrate any or all scales within three (3) Working Days of City direction. If 936 test results indicate that the scale or scales complied with Applicable Law, City shall reimburse 937 Contractor the direct costs of the tests. If the test results indicate that the scale or scales did not 938 comply with Applicable Law, Contractor shall bear the costs thereof and Contractor shall at its own 939 cost adjust and correct, consistent with the results of that test, all weight measurements recorded 940 and Per-Ton Rates calculated, charged, and paid, as the case may be, from the date of City’s 941 direction.
942 F. Weighing Standards and Procedures. Contractor or its Subcontractor shall use the Approved 943 Facility’s(ies’) entry scale(s) located at the scale house to weigh vehicles and charge Per-Ton Rates. 944 Contractor or its Subcontractor scale house personnel shall be responsible for inspecting City 945 Delivered Materials delivered to the Approved Facility(ies). Contractor shall charge the Per-Ton Rate 946 approved by the City for each material type delivered by the Collection Contractor. The total rate 947 charged per load of City Delivered Material shall be based on the material type and the total 948 Tonnage of City Delivered Materials in the Collection Contractor’s vehicle. Contractor or its 949 Subcontractor shall weigh and record inbound weights of all Collection Contractor’s vehicles when 950 the vehicles arrive at the Approved Facility(ies) and weigh and record outbound weights of vehicles 951 for which Contractor or its Subcontractor does not maintain tare weight information. Contractor or 952 its Subcontractor shall provide each driver a receipt showing the date, time in, time out, Facility 953 name and address, ticket number, operator identification, customer number, payment method, 954 vehicle identification, waste origination, total amount due, a description of weight codes where 955 applicable, material types, gross weight, tare weight, net weight, and quantity, of each material type 956 of City Delivered Materials that the vehicle delivered to the Approved Facility(ies) and the Per-Ton 957 Rate charged therefore.

July 15, 2024 Page 25 City of San Leandro Post Collection 958 G. Records. Contractor or its Subcontractor shall maintain scale records and reports that provide 959 information including date of receipt, inbound time, inbound weights of vehicles, vehicle 960 identification number, jurisdiction of origin of materials received, type of material, hauler 961 identification and/or classification, type, weight, destination of material (such as, with respect to a 962 Transfer station, to a landfill or material recovery facility operations), and all other information as 963 required in accordance with Article 6.
964 H. Upon-Request Reporting. If vehicle receiving and unloading operations are recorded on video 965 cameras at the Approved Facility(ies), Contractor or its Subcontractor shall make those videos 966 available for City review during the Approved Facility’s(ies’) operating hours, upon request of the 967 City, and shall provide the name of the driver of any particular load if available. City acknowledges 968 that Contractor and its Subcontractors only maintain limited video storage capacity and that older 969 video records are overwritten when storage capacity is reached. 970 5.2.9 Safety
971 The Contractor and its Subcontractors shall perform all Post-Collection Services in a safe manner, in 972 accordance with Applicable Law and insurance requirements provided in Article 9. 973 5.2.10 Due Diligence
974 Contractor acknowledges that management of City Delivered Materials is a public health and safety 975 concern. It agrees that it will exercise due diligence in performing Post-Collection Services. 976 5.2.11 Right to Enter Facility(ies) and Observe Operations 977 The City and its designated representative(s) may enter, observe, and inspect the Approved Facility(ies) 978 at any time during Approved Facility(ies) operations and meet with the Approved Facility(ies) manager(s) 979 or their representatives upon at least seventy-two (72) hours advance request, provided that City and its 980 representatives comply with Contractor’s or its Subcontractor’s reasonable safety and security rules and 981 do not interfere with the work of the Contractor or its Subcontractors. 982 Contractor and each of its Subcontractors acknowledges City, other governmental agencies, or Extended 983 Producer Responsibility Programs may wish to perform generation and characterization studies 984 periodically with respect to materials covered under this Agreement. Contractor and each Subcontractor 985 agrees that upon direction from the City, Contractor and such Subcontractor shall participate in and 986 cooperate with City and other such agencies to perform studies and data collection exercises, as needed, 987 to determine weights, volumes and composition of materials generated, Disposed, Diverted or otherwise 988 Processed at the Approved Facility(ies), as applicable. If City requires Contractor or any Subcontractor to 989 participate in such a study, Contractor and City shall mutually agree on the scope of services to be 990 provided by Contractor or Subcontractor and the amount of compensation, if any, that the City will pay 991 to Contractor for such participation. In accordance with Sections 3.7 and 8.4, if any such studies are 992 required under an Extended Producer Responsibility Program, the Contractor’s participation in such 993 study shall not warrant an increase to the Contractor’s compensation, except as otherwise provided for 994 in Section 8.4.D. In any event, Contractor shall permit and in no way interfere with the Transport and 995 handling of the subject materials by other Persons for such purposes.

July 15, 2024 Page 26 City of San Leandro Post Collection 996 5.3 VEHICLE REQUIREMENTS
997 A. General. All Post-Collection operations shall, to the maximum extent feasible, maintain and over 998 time further implement a low-carbon or no-carbon footprint in compliance with the Advanced Clean 999 Fleets Rule.
1000 B. Maintenance and Operation. Contractor shall provide a fleet of Transfer vehicles sufficient in 1001 number and capacity to efficiently perform the work required by this Agreement in strict 1002 accordance with its terms. Contractor shall have available sufficient back-up vehicles for each type 1003 of vehicle used to respond to scheduled and unscheduled maintenance, service requests, and 1004 emergencies. Contractor shall replace Transfer vehicles in accordance with the schedule contained 1005 in Exhibit G6. All such vehicles shall have watertight bodies designed to prevent leakage, spillage, 1006 or overflow. All Transfer vehicles shall maintain covered loads while in transit such that material 1007 from the vehicle cannot spill, drop, or blow out of the vehicle. Contractor’s vehicles shall utilize 1008 Recycled motor oil to the extent practicable. Contractor shall not place the City's logo on its vehicles. 1009 Contractor shall inspect each Transfer vehicle daily to ensure that all equipment is operating 1010 properly to meet the emission requirements described in this Section and to safely perform all 1011 services required in this Agreement. Transfer vehicles that are not operating properly shall be taken 1012 out of service until they are repaired and operate properly. Contractor shall repair, or arrange for 1013 the repair of, all of its Transfer vehicles and equipment for which repairs are needed because of 1014 accident, breakdown, or any other cause so as to maintain all equipment in a safe and operable 1015 condition. Transfer vehicles used to perform services under this Agreement shall not exceed fifteen 1016 (15) years of age. City Contract Manager may inspect vehicles at any reasonable time, and within 1017 three (3) calendar days of such a request, to determine compliance with this Section. In the event 1018 that the duty cycle of a Contractor’s vehicle is found to be insufficient for Contractor to perform its 1019 obligations under this Agreement, such as excessive vehicle downtime due to maintenance, City 1020 may direct the addition of equipment to Contractor’s fleet, at Contractor’s sole cost. 1021 All Transfer vehicles shall be capable of loading at the Approved Transfer Facility(ies) and unloading 1022 at the Approved Processing or Disposal Facility(ies) by equipment that is compatible with unloading 1023 equipment and procedures at the Approved Facility(ies). 1024 C. Emissions Standards. All Transfer Vehicles shall comply with California Air Resources Board (CARB) 1025 Truck and Bus Regulation (13 CCR 2025) and Advanced Clean Trucks Regulation (13 CCR 1963- 1026 1963.5 and 2012-2012.2), including any modifications, administrative or legal determinations, and 1027 amendments thereto. All Transfer Vehicles shall meet On-Road Heavy Duty Vehicle emissions 1028 requirements for model year 2016 or the appropriate emission requirements for the model year of 1029 the vehicle purchased, if newer, and comply with all Federal, State, and local laws and regulations. 1030 Contractor is aware that the Advanced Clean Fleets Rule is a current State law. These requirements 1031 apply to Transfer Vehicles owned by Contractor as well as any Transfer Vehicles used in the 1032 performance of this Agreement.
1033 As of the Effective Date, all Transfer vehicles shall operate on diesel fuel. The Parties acknowledge 1034 the requirements of the Advanced Clean Fleets Rule requiring Contractor to transition to a zero1035 emission fleet. The Parties further acknowledge that this requires use of new technology that is 1036 both relatively expensive and technically unproven compared to conventional fleets. The Parties 1037 agree that the cost of transitioning to a zero-emission Transfer vehicle fleet and infrastructure 1038 changes and increased utility costs required for such fleet shall result in a more precise and frequent July 15, 2024 Page 27 City of San Leandro Post Collection 1039 review of actual specific cost categories including depreciation expenses, interest expenses, utility 1040 expenses, fuel costs, and vehicle maintenance costs that are impacted by a change from diesel to 1041 ZEV propulsion. Such review shall be used to determine an adjustment to Rates subject to the 1042 provisions of this Section. During such review, Contractor may request that other cost categories, 1043 beyond those listed in this Section, are considered in the evaluation of the Rate adjustment, and 1044 shall provide all information requested by the City in order to substantiate Contractor’s request. No 1045 additional cost categories shall be considered in the Rate adjustment pursuant to this Section 1046 without the prior approval of the City, which shall not be unreasonably withheld. The Parties shall 1047 work collaboratively to minimize the cost impact to Customers of the transition to a zero-emission 1048 Transfer fleet and infrastructure changes and increased utility costs required for such fleet, 1049 including making use of any delays that are allowed through the Advanced Clean Fleets Rule and 1050 any subsequent law or regulation. Contractor’s obligations to transition to a zero-emission Transfer 1051 fleet and all costs associated therewith shall not burden the City or Customers disproportionately 1052 to other jurisdictions or customers served by Contractor or its Affiliates under the same ownership, 1053 and if Contractor expands its fleet as a result of new or extended service contracts or an expansion 1054 into new market areas, the City shall benefit proportionately from that expansion of services and 1055 impacts on Contractor’s fleet to the extent that such expansion reduces the City’s portion of 1056 Contractor’s obligations under the Advanced Clean Fleets Rule. A condition precedent to the 1057 execution of this Agreement is Contractor’s identification and approval by the City Contract 1058 Manager of up to three (3) third party fleet expert(s) that can be timely engaged to conduct an 1059 assessment of Contractor’s existing Transfer vehicle fleet relative to the Advanced Clean Fleets Rule. 1060 Within thirty (30) days of the Effective Date of this Agreement, Contractor shall engage an approved 1061 third party fleet expert to conduct such an assessment, as considered through the common 1062 ownership rules of the regulation, and prepare a draft plan articulating the schedule and strategic 1063 considerations for how Contractor can most cost-effectively accomplish the fleet transition, using 1064 best available information at the time of the study including Contractor’s existing franchise 1065 agreements and durations remaining, exclusive of any extension options not yet granted or 1066 exercised. Such draft plan shall be submitted concurrently to Contractor and the City for review, 1067 consideration, and feedback. The third-party expert shall then revise the draft plan and provide to 1068 Contractor and the City. Based on the revised draft plan, Contractor shall prepare a forecast for 1069 each Rate Year remaining in this Agreement of Contractor’s proposed change in maintenance, fuel, 1070 utilities, depreciation, and interest expense on Contractor’s operations covered by the Transfer fleet 1071 (including necessary infrastructure changes), as defined by the Advanced Clean Fleets Rule’s 1072 common ownership provisions. The financial forecast shall also illustrate the allocation of costs to 1073 various jurisdictions and/or customers on a proportional basis to the number of vehicles. The plan 1074 prepared by the third-party fleet expert, as well as the financial forecast prepared by Contractor, 1075 shall be subject to review, due diligence, reasonable requests for changes, and approval by the City's 1076 Contact Manager that shall not be unreasonably withheld. Once the Transfer fleet plan and financial 1077 forecast have been approved by the City’s Contract Manager, that plan shall form the preliminary 1078 basis for the Contractor’s vehicle plan and shall be incorporated into this section of the Agreement 1079 by reference.
1080 No less than thirty (30) days prior to Contractor ordering any new or replacement Transfer vehicle(s) 1081 or necessary infrastructure equipment, Contractor shall notify the City of Contractor’s intent to 1082 purchase such vehicle(s) and/or equipment. Such notice shall state the intended replacement 1083 timing and vehicle type from the fleet plan and whether Contractor’s proposal is in accordance with 1084 the approved plan and financial forecast or some alternative to it. Such notice shall include July 15, 2024 Page 28 City of San Leandro Post Collection 1085 Contractor’s then-current assessment of: i) the potential for regulatory or statutory relief from the 1086 requirements of the Advanced Clean Fleets Rule; ii) the technical feasibility of using the proposed 1087 equipment including the adequacy of that equipment for the type, size, terrain, and weather 1088 conditions experienced by that vehicle in its operations; iii) the cost effectiveness of this 1089 specification as demonstrated by at least three vendor quotes/bids for similarly specified 1090 equipment; iv) a statement of Contractor’s expansion of service into a new market area and the 1091 implications of the Advanced Clean Fleets Rule’s common ownership provisions; and v) Contractor’s 1092 proposed changes to vehicle maintenance, fuel, utilities, depreciation, and interest expense and/or 1093 schedule resulting from the purchase, relative to the initial plan and financial forecast approved by 1094 the City. The City Contract Manager shall have fifteen (15) days to respond to Contractor’s notice 1095 of intended fleet/equipment purchase with either an approval of the purchase or with specific 1096 reasonable concerns and/or objections. In the event that the City Contract Manager agrees with 1097 the purchase, the changes in vehicle maintenance, fuel, utilities, depreciation, and interest expense 1098 shall take effect in the rate application immediately following Contractor’s receipt of the vehicle(s) 1099 and/or equipment, prorated to the first day of the month following the date such vehicle(s) and/or 1100 equipment were placed into service. In the event that City Contract Manager objects to a purchase 1101 or the allocation of its costs to the City, Contractor and the City Contract Manager shall meet and 1102 confer within fifteen (15) days of City Contract Manager’s response to Contractor. In the event that 1103 the Parties are unable to resolve the matter, the Parties shall submit the specific unresolved issue(s) 1104 for consideration by an independent third-party fleet expert whose decision shall be binding on the 1105 Parties. The independent third-party expert shall be one of the third party experts identified and 1106 agreed to by the Parties prior to the execution date of this Agreement or mutually agreed upon by 1107 the Parties, the work shall be directed jointly by the Parties, and the cost of their review and 1108 recommendation shall be shared equally by the City and Contractor. 1109 Contractor’s fleet shall include all vehicles listed in Exhibit G. Changes or substitutes of vehicles by 1110 service type from those specified herein shall be subject to approval from the City Contract 1111 Manager.
1112 D. Reporting. Contractor shall furnish the City a written (electronic) inventory of all vehicles, including 1113 Transfer vehicles, used in providing Post-Collection Services, and shall update the inventory report 1114 annually in accordance with Exhibit D. The inventory shall list all vehicles by manufacturer, model 1115 year, vehicle mileage, ID number, date of acquisition, anticipated replacement date, fuel type, 1116 capacity, and decibel rating.
1117 E. Parking and Maintenance of Transfer Vehicles. Transfer vehicles containing City Delivered 1118 Materials shall be parked in areas that prevent liquids that have come into contact with or resulted 1119 from the materials in the Transfer vehicles from entering the stormwater system. In addition, 1120 Contractor shall use due care generally to prevent liquids that have come into contact with or 1121 resulted from the materials in the Transfer vehicle from entering the stormwater system. 1122 F. Segregation of Materials for Transportation. Contractor and its Subcontractors shall maintain the 1123 segregation of all Recyclable Materials, Organic Materials, C&D Debris, Solid Waste, and disaster 1124 debris that have been delivered to the Approved Transfer Facility(ies) from one another and other 1125 materials and shall separately Transport such materials to the applicable Approved Facility(ies) July 15, 2024 Page 29 City of San Leandro Post Collection 1126 5.4 PERSONNEL
1127 A. General. Contractor and its Subcontractors shall engage, train, and maintain qualified and 1128 competent employees, including managerial, supervisory, clerical, maintenance, and operating 1129 personnel, in numbers necessary and sufficient for operation of Approved Facility(ies) and to 1130 perform Post-Collection Services required by this Agreement in a safe and efficient manner. 1131 Contractor shall designate at least one (1) qualified employee as City’s primary point of contact with 1132 Contractor who is principally responsible for facility operations and resolution of service requests 1133 and Complaints. Such individual shall be empowered to negotiate on behalf of and bind Contractor 1134 with respect to any changes in scope, dispute resolution, compensation adjustments, and service1135 related matters which may arise during the Term of this Agreement. 1136 Contractor and its Subcontractors shall use its best efforts to assure that all employees present a 1137 neat appearance and conduct themselves in a courteous manner. Contractor and its Subcontractors 1138 shall not permit its employees to accept, demand, or solicit, directly or indirectly, any additional 1139 compensation or gratuity from Collection Contractor or members of the public. 1140 B. Driver and Equipment Operator Qualifications. All drivers must have in effect a valid driver’s 1141 license, of the appropriate class, issued by the California Department of Motor Vehicles. Contractor 1142 shall use the Class II California Department of Motor Vehicles employer “Pull Notice Program” to 1143 monitor its drivers for safety. All equipment operators shall be appropriately licensed and/or 1144 credentialed, as required by law or Contractor’s policies, for the type and size of equipment they 1145 will operate at all times.
1146 C. Safety Training. Contractor and its Subcontractors shall provide suitable operational and safety 1147 training for all of its employees who operate vehicles or equipment. Contractor and its 1148 Subcontractors shall train its employees involved in load inspections to identify, and not to Accept, 1149 Excluded Materials. Upon the City Contract Manager’s request, Contractor and its Subcontractors 1150 shall provide a copy of its safety policy and safety training program, the name of its safety officer, 1151 and the frequency of its trainings.
1152 D. Key Personnel. Contractor and its Subcontractors shall make every reasonable effort to maintain 1153 the stability and continuity of Contractor’s and its Subcontractors’ staff assigned to perform the 1154 services required under this Agreement. Contractor shall notify the City of any changes in 1155 Contractor’s and its Subcontractors’ key staff to be assigned to perform the services required under 1156 this Agreement and shall obtain the approval of the City Contract Manager of all proposed key staff 1157 member changes who are to be assigned to perform services under this Agreement prior to any 1158 such performance. Key staff shall include the General Manager of each Approved Facility and the 1159 Contractor’s District/Area Manager.
1160 Notwithstanding City’s approval of Contractor’s and its Subcontractors’ personnel, Contractor shall 1161 not be relieved from any liability resulting from the work to be performed under this Agreement, 1162 nor shall Contractor and its Subcontractors be relieved from its obligation to ensure that its 1163 personnel maintain all requisite certifications, licenses, and the like, and Contractor and its 1164 Subcontractors shall at all times ensure that its personnel fully comply with Applicable Law. 1165 E. Wages and Benefits. Wages and benefits applicable to employees performing work under the 1166 Agreement shall not be less than those stated in the City’s Municipal Code Chapter 1-6, Living Wage.

July 15, 2024 Page 30 City of San Leandro Post Collection 1167 Contractor and its Subcontractors shall maintain compliance with the City’s Living Wage Ordinance 1168 throughout the Term of the Agreement.
1169 5.5 CONTRACT MANAGEMENT
1170 City has designated staff, the City Contract Manager, to be responsible for the monitoring and 1171 administration of this Agreement. Contractor shall designate an employee to serve as Contractor’s 1172 Contract Manager(s), to be responsible for working closely with the City Contractor Manager in the 1173 monitoring and administration of this Agreement. Contractor shall provide City with a direct phone and 1174 email address for the Contractor’s selected Contract Manager and such manager shall be available to the 1175 City Contract Manager during all business hours as defined in Section 5.2.4. 1176 The Contractor’s Contract Manager shall meet and confer with the City Contract Manager to resolve 1177 differences of interpretation and implement and execute the requirements of this Agreement in an 1178 efficient, effective manner that is consistent with the stated objectives of this Agreement. 1179 From time to time, the City Contract Manager may designate other agents of City to work with Contractor 1180 on specific matters. In such cases, those individuals should be considered designates of the City Contract 1181 Manager for those matters to which they have been engaged. Such designates shall be afforded all of the 1182 rights and access granted thereto. In the event of a dispute between the City Contract Manager’s 1183 designate and Contractor, Contractor may only appeal to City Contract Manager 1184 In the event of dispute between the City Contract Manager and the Contractor regarding the 1185 interpretation of or the performance of services under this Agreement, the City Contract Manager’s 1186 determination shall be conclusive except where such determination results in a material impact to the 1187 Contractor’s revenue and/or cost of operations. In the event of a dispute between the City Contract 1188 Manager and the Contractor results in such material impact to the Contractor, the provisions of Section 1189 10.9 shall apply. For the purposes of this Section 5.5, “material impact” is an amount equal to or greater 1190 than fifty thousand dollars ($50,000) per year.
1191 City Contract Manager or their designate shall have the right to observe and review Contractor operations 1192 and enter Premises for the purposes of such observation and review, including review of Contractor’s 1193 records, during reasonable hours with reasonable notice. In no event shall Contractor prevent access to 1194 such Premises for a period of more than three (3) calendar days after receiving such a request. 1195 Contractor shall maintain an after-hours telephone number allowing twenty-four (24) hour per day access 1196 to Contractor’s Contract Manager or designate by City Contract Manager in the event of an emergency 1197 involving Contractor’s equipment or services including, but not necessarily limited to, fires, blocked 1198 access, or property damage.
1199 ARTICLE 6.
1200 RECORD KEEPING AND REPORTING
1201 6.1 RECORD KEEPING
1202 Contractor shall maintain accounting, statistical, operational, and other records related to its performance 1203 as shall be necessary to provide reporting under this Agreement, Applicable Law, and to demonstrate July 15, 2024 Page 31 City of San Leandro Post Collection 1204 compliance with this Agreement. Unless otherwise required in this Article, Contractor shall retain all 1205 records and data required to be maintained by this Agreement for the Term of this Agreement plus three 1206 (3) years after its expiration or earlier termination. Records and data shall be in chronological order and 1207 an organized form and readily and easily interpreted. Upon request, any such records shall be retrieved 1208 within ten (10) Working Days of a request by the City Contract Manager and made available to the City 1209 Contract Manager. Contractor shall maintain adequate record security to preserve records from events 1210 that can be reasonably anticipated such as a fire, theft, and an earthquake. Electronically-maintained data 1211 and records shall be protected and backed-up. To the extent that Contractor utilizes its computer systems 1212 to comply with record keeping and reporting requirements under this Agreement, Contractor shall, on a 1213 monthly basis, save all system-generated reports supporting those record keeping and reporting 1214 requirements in a static format in order to provide an audit trail for all data required. City shall have the 1215 right to inspect all documents upon which the representations contained in monthly and annual reports 1216 are based.
1217 City views its ability to defend itself against the Comprehensive Environmental Response, Compensation 1218 and Liability Act (CERCLA), and related litigation as a matter of great importance. For this reason, City 1219 regards its ability to prove where City Delivered Materials are taken for Transfer, Processing, or Disposal. 1220 Contractor shall maintain records which can establish where City Delivered Materials were Transferred, 1221 Processed, or Disposed. Additionally, the City finds it essential to accurately determine the origin of 1222 materials received at Approved Facilities to ensure the appropriate attribution and allocation of City 1223 Delivered Materials to the City and to track the final placement of Diverted Commodities at Responsible 1224 End Markets. Contractor shall maintain all necessary records and supporting documentation to accurately 1225 allocate the Tons of City Delivered Materials Diverted or Disposed and to prove City Delivered Materials 1226 are Recycled or Composted at Responsible End Markets. Contractor shall make such records related to 1227 the Person delivering the material, the origin of the material reported by that Person, and any other 1228 information required to reconcile Contractor’s reports available to the City Contract Manager without any 1229 requirement for confidentiality agreement or claim of proprietary/trade secret protection. This provision 1230 shall survive the expiration or earlier termination of this Agreement. Contractor shall maintain these 1231 records for a minimum of ten (10) years beyond expiration or earlier termination of the Agreement. 1232 Contractor shall provide these records to City (upon request or at the end of the record retention period) 1233 in an organized and indexed manner rather than destroying or Disposing of them. 1234 6.2 REPORT SUBMITTAL REQUIREMENTS
1235 Contractor shall submit monthly reports no later than fifteen (15) calendar days after the end of each 1236 month. Contractor shall submit annual reports no later than forty-five (45) calendar days after the end of 1237 each calendar year. Monthly and annual reports shall, at a minimum, include all data and information as 1238 described in Exhibit D. Additionally, upon request by the City, Contractor shall provide any data, described 1239 in Exhibit D, required to respond to requests by local, regional, or State agencies within five (5) Business 1240 Days.
1241 Contractor may propose report formats that are responsive to the objectives and audiences for each 1242 report. The format of each report shall be approved by the City Contract Manager, in their sole discretion. 1243 City Contract Manager may, from time to time during the Term, review and request changes to 1244 Contractor’s report formats and content and Contractor shall not unreasonably deny such requests. 1245 Contractor shall submit all reports to the City Contract Manager electronically via email using software 1246 acceptable to the City.

July 15, 2024 Page 32 City of San Leandro Post Collection 1247 City reserves the right to require Contractor to provide additional reports or documents, or to provide 1248 earlier submittal of scheduled reports(e.g., to meet State reporting timelines for SB 1383) as City Contract 1249 Manager reasonably determines to be required for the administration of this Agreement or compliance 1250 with Applicable Law.
1251 6.3 LATE AND INCORRECT REPORTS
1252 If Contractor does not submit the required report on the due date, Contractor shall pay to the City 1253 Liquidated Damages equal to five hundred dollars ($500.00) in Rate Period One for each calendar day it is 1254 late for up to thirty (30) calendar days plus additional calendar days as further described. The Liquidated 1255 Damage amount shall be adjusted annually thereafter by the Annual Percentage Change of the CPI-U, as 1256 described in Section 8.3. If the City provides notice to Contractor of a late Annual or Monthly Report thirty 1257 (30) calendar days after the report due date, Contractor shall submit the report to City within fourteen 1258 (14) calendar days of the notice date. If the report is received on or before the fourteenth (14th) calendar 1259 day, Liquidated Damages shall be limited to the amount due for the initial thirty (30) calendar days. If the 1260 report is not received within the fourteen- (14-) calendar day period, City may assess Liquidated Damages 1261 for each calendar day the report is late after the fourteen- (14-) calendar day period following the notice. 1262 In such case, the number of days for which Liquidated Damages may be assessed shall equal the sum of 1263 the initial thirty (30) calendar days the report is late and the additional days the report is late following 1264 the fourteen- (14-) calendar day period after City’s Notice. Liquidated Damages shall be assessed in 1265 accordance with Section 10.6.
1266 If City identifies an error in a report or omission of required information, City may assess Liquidated 1267 Damages in accordance with Section 10.6 and Contractor shall pay the Liquidated Damages. The amount 1268 of the Liquidated Damage for an inaccurate or incomplete report shall be five hundred dollars ($500) for 1269 the initial occurrence. Contractor shall be given five (5) Working Days to correct the report from the date of the City’s initial notice. If Contractor fails to correct the report on or before the fifth (5th 1270 ) Working Day, 1271 City may assess a Liquidated Damage amount of five hundred dollars ($500) per Working Day for each day 1272 beyond the cure period until such time the Contractor submits a corrected report, as determined by the 1273 City. For example, if a report is inaccurate and Contractor takes seven (7) Working Days to submit a 1274 corrected report after City’s notice, the total Liquidated Damages due shall be a total of one thousand five 1275 hundred dollars ($1,500), which is five hundred dollars ($500) for the initial occurrence plus one thousand 1276 dollars ($1,000) for the extra two (2) Working Days to correct. Assessment and payment of the Liquidated 1277 Damages described in this paragraph shall be performed in accordance with Section 10.6. 1278 If the Contractor identifies an error in a report it submitted to the City, Contractor shall notify the City of 1279 the error and submit a corrected report within fifteen (15) calendar days of the notice to the City. City 1280 agrees to waive Liquidated Damages in the event Contractor self-identifies an error and submits the 1281 corrected report within fifteen (15) calendar days of Contractor’s notice to the City. If Contractor is late in 1282 submitting the corrected report, the City may assess Liquidated Damages for the late report as outlined 1283 herein.

July 15, 2024 Page 33 City of San Leandro Post Collection 1284 ARTICLE 7.
1285 CITY REIMBURSEMENTS
1286 7.1 CITY RIGHT TO ESTABLISH FEES
1287 City retains the right to establish fees on Transfer, Transport, Processing, and/or Disposal activities, and 1288 to adjust such fees during the Term of this Agreement. Such fees shall be established and adjusted as part 1289 of the Governmental Component of the then-applicable Per-Ton Rate as provided in Article 8. 1290 7.2 OTHER REIMBURSEMENTS
1291 The City shall reserve the right to set "other" reimbursements, as it deems necessary. The amount, time 1292 and method of payment, and adjustment process shall be set in a manner similar to that for other 1293 reimbursements described in this Article.
1294 7.3 ADJUSTMENT TO REIMBURSEMENTS
1295 City may set other reimbursements or adjust the reimbursements established in this Article from time-to1296 time during the Term of this Agreement and such other reimbursements and adjustments shall be 1297 considered an allowable cost of business not subject to profit mark-up and included in the adjustment of 1298 Rates as described in Article 8.
1299 7.4 PAYMENT SCHEDULE AND LATE FEES
1300 Within twenty-five (25) calendar days of the end of each calendar quarter, during the Term of this 1301 Agreement, Contractor shall remit to City all reimbursements as described in this Article. Such 1302 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 1303 ) calendar day following the end of a 1304 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 1305 ) day of delinquency. The delinquency 1306 penalty shall be increased an additional two percent (2%), or maximum permitted by law, for each 1307 additional month the payment remains delinquent.
1308 Each quarterly remittance to City shall be accompanied by a statement listing the amount of each 1309 reimbursement paid and the calculation of each reimbursement. City Contract Manager may, at any time 1310 during the Term, request a detailed calculation of Gross Receipts for each billing period. Contractor shall 1311 maintain all supporting documents and calculations for each payment made to City as required by Section 1312 6.1.
1313 City Contract Manager may, at any time during the Term, perform an audit of Contractor’s billings and 1314 payment of reimbursements. Contractor shall cooperate with the City Contract Manager in any such audit. 1315 Should City or its agent perform this review and identify errors in payment of reimbursements valued at 1316 one percent (1%) or more for the period reviewed, Contractor shall, in addition to compensating City for 1317 lost reimbursements, reimburse the City’s actual cost of the review.

July 15, 2024 Page 34 City of San Leandro Post Collection 1318 ARTICLE 8.
1319 CONTRACTOR’S COMPENSATION AND RATE
1320 SETTING
1321 8.1 GENERAL
1322 The Contractor’s Compensation for performance of all its obligations under this Agreement shall be Per1323 Ton Rates, paid to the Contractor by the Collection Contractor in exchange for services provided. 1324 Contractor’s Compensation provided for in this Article shall be the full, entire, and complete 1325 compensation due to Contractor pursuant to this Agreement for all labor, equipment, materials and 1326 supplies, Transfer, Processing, and Disposal fees, City Reimbursements, taxes, insurance, bonds, 1327 overhead, operations, profit, and all other things necessary to perform all the services required by this 1328 Agreement in the manner and at the times prescribed and in accordance with Applicable Law. Nothing 1329 herein shall obligate City to provide any compensation directly to Contractor. Contractor’s Proposal 1330 (Exhibit G), from which initial Rates are determined, assumes, except as otherwise provided in this 1331 Agreement, compliance with Applicable Law and associated implementing regulations, including, but not 1332 limited to, AB 1201, SB 54, SB 343, and the Advanced Clean Fleets Rule, as they may be further 1333 promulgated, amended, or replaced from time to time. Any future adjustments to Contractor’s 1334 compensation due to a Change in Law shall be made in accordance with Section 5.3.C and/or Section 8.4.E. 1335 If Contractor’s actual costs, including fees due to City, are more than the Per-Ton Rates, Contractor shall 1336 not be compensated for the difference in actual costs and actual Per-Ton Rates. If Contractor’s actual 1337 costs are less than the actual Per-Ton Rates, Contractor shall retain the difference provided that 1338 Contractor has paid City Reimbursements pursuant to Article 7. 1339 Under this Agreement, Contractor shall have the right and obligation to charge and collect from the 1340 Collection Contractor, Per-Ton Rates approved by the City for provision of services under this Agreement. 1341 The Rates for Rate Period One are based on the Contractor’s Proposal. Contractor’s proposed costs and 1342 operating assumptions for Rate Period One are presented in Exhibit G1. 1343 8.2 REMITTANCES TO CONTRACTOR
1344 Each month, within fifteen (15) Business Days after the last day of the preceding month, Contractor shall 1345 provide to the Collection Contractor an invoice detailing the total Tons delivered to the Approved Facility 1346 from the City Service Area by the Collection Contractor, and the resulting monies owed to Contractor, 1347 based on the then-current Per-Ton Rates. Contractor shall be responsible for collecting payment for Post1348 Collection Services directly from the Collection Contractor. Contractor shall cooperate with the Collection 1349 Contractor as needed to calculate and/or reconcile remittance amounts. 1350 In the event that there is a dispute by the Collection Contractor over the amount of an invoice, Contractor 1351 shall work diligently with Collection Contractor to expeditiously resolve the dispute in accordance with 1352 Section 10.10. In the event the dispute between the Contractor and Collection Contractor is escalated to 1353 the City pursuant to Section 10.10, the City Contract Manager, in their sole discretion, may make a 1354 determination and such determination shall be final for any dispute involving payment of one hundred 1355 thousand dollars ($100,000) or less.
1356 Contractor shall deliver to Collection Contractor, with a copy to City, a notice of late payment for a given 1357 monthly invoice thirty-five (35) calendar days after the date of generation of the invoice. Contractor’s July 15, 2024 Page 35 City of San Leandro Post Collection 1358 invoices shall be deemed delinquent if Collection Contractor has not paid within sixty (60) calendar days 1359 of the date of the notice of late payment. Thereafter, Contractor may suspend Acceptance of City 1360 Delivered Materialsfrom the Collection Contractor until the delinquent invoice(s) are paid in full excluding 1361 disputed amounts. The delinquent invoice shall bear interest on the unpaid balance at a rate not to exceed 1362 one and one-third percent (1 1/3%) per month or the highest rate permitted by Applicable Law, whichever 1363 is less. Contractor shall maintain copies of all billings and receipts, each in chronological order, for the 1364 Term of this Agreement, for inspection and verification by the City Contract Manager at any reasonable 1365 time but in no case more than thirty (30) calendar days after receiving a request to do so. 1366 8.3 PER-TON RATES
1367 A. General. The City shall be responsible for approving Per-Ton Rates as described in this Article. 1368 Except for the Recyclable Materials Per-Ton Rate, each Per-Ton Rate shall have two (2) components:
1369 1. The Contractor component (“Contractor Component”) which reflects the Contractor’s 1370 Compensation for the services provided under this Agreement; and 1371 2. The governmental component (“Governmental Component”) which reflects all Government 1372 Fees assessed for materials handled at the Approved Facilities or Alternative Facilities. 1373 The sum of the “Contractor Component” and the “Governmental Component” shall equal the total 1374 Per-Ton Rate.
1375 B. Rates for Rate Period One. Per-Ton Rates for Rate Period One, which are presented in Exhibit G2, 1376 were determined by Contractor and City and were approved along with the Agreement. The Rates 1377 for Rate Period One shall be effective from February 1, 2025 through June 30, 2026. 1378 C. Definitions. For the purposes of this Section 8.3, the following terms shall be defined as follows:
1379 1. “Adjustment Date” means the date at which an annual adjustment takes effect. 1380 2. “Annual Percentage Change” means the annual percentage change in any of the indices 1381 defined below calculated as described in the following paragraph. 1382 The Annual Percentage Change for a cost index shall be calculated as the Average Index Value 1383 for the mostrecently available twelve (12) month period ending during the then-current Rate 1384 Period minus the Average Index Value for the corresponding twelve (12) month period 1385 ending during the most recently completed Rate Period and the result of which shall be 1386 divided by the Average Index Value for the same twelve (12) month period ending during the 1387 most recently completed Rate Period. The Annual Percentage Change shall be rounded to the nearest thousandth (1,000th 1388 ).
1389 For example, if the Contractor is preparing its Rate application in January of 2026 for Rates 1390 to be effective for Rate Period Two, the Annual Percentage Change in CPI shall be calculated 1391 as follows: [(Average CPI for January 2025 through December 2025) – (Average CPI for 1392 January 2024 through December 2024)] / (Average CPI for January 2024 through December 1393 2024)].
1394 3. “Average Index Value” means the sum of the monthly index values during the most recently 1395 available twelve (12) month period divided by twelve (12) (in the case of indices published July 15, 2024 Page 36 City of San Leandro Post Collection 1396 monthly) or the sum of the bi-monthly index values divided by six (6) (in the case of indices 1397 published bi-monthly).
1398 4. “CPI-U” means the Consumer Price Index, All Urban Consumers, all items, not seasonally 1399 adjusted San Francisco-Oakland-San Jose Metropolitan Area compiled and published by the 1400 U.S. Department of Labor, Bureau of Labor Statistics. 1401 5. “Diesel Fuel Index” means the PPI Commodity data for Fuels and related products and power1402 No. 2 diesel fuel, not seasonally adjusted, Series Id: WPU057303, Base Period 1982 = 100, 1403 published by the U.S. Bureau of Labor Statistics.
1404 6. “Electric Fuel Index” means the power cost component for the then-current Rate Period 1405 adjusted by one hundred percent (100%) of the blended annual change in the April rates per 1406 kilo-watt hour (KWH) for PG&E.
1407 7. “Fuel Index” means any of the following, as applicable: the Diesel Fuel Index, the Gasoline 1408 Fuel Index, the Electric Fuel Index, or the Natural Gal Fuel Index. 1409 8. “Gasoline Fuel Index” means the PI Average Price Data, U.S. city average (AP), Gasoline, 1410 unleaded regular, per gallon/3.785 liters in San Francisco-Oakland-Hayward, CA average 1411 price, not seasonally adjusted, Series Id: APUS49B74714, published by the U.S. Bureau of 1412 Labor Statistics.
1413 9. “Natural Gas Fuel Index” means the per-therm price for Core Natural Gas Service for 1414 Compression on customer’s premises, Schedule G-NGV1, compiled and published by the 1415 Pacific Gas and Electric Company Analysis and Rate Department and reported monthly in its 1416 “Gas RateFinder” publication (http://www.pge.com/tariffs/GRF.SHTML). The August 2023 1417 Natural Gas Fuel Index is $0.87375 per therm, which reflects the sum of the customer charge, 1418 procurement charge, transportation charge, and public purpose program (PPP) charge for 1419 natural gas service for compression on customer’s premises as reported by Pacific Gas and 1420 Electric Company.
1421 D. Per-Ton Rate Application. On February 1, prior to the commencement of the Rate Period for which 1422 Per-Ton Rates are to be determined (coming Rate Period), Contractor shall submit to the City 1423 Contract Manager an application requesting the adjustment of Per-Ton Rates for the coming Rate 1424 Period via mail and an electronic copy in Microsoft Excel format with all supporting schedules, 1425 formulas, and calculations via email. For example, on February 1, 2026, the Contractor shall submit 1426 its application for the adjustment of Per-Ton Rates to be effective July 1, 2026, (i.e., Rate Period 1427 Two).
1428 Such Application shall include the Rate adjustment calculation in accordance with this Section and 1429 a copy of the Per-Ton Rate schedule currently in effect. 1430 The City shall evaluate Contractor’s application for mathematical accuracy and consistency with the 1431 requirements of the Agreement and shall have the ability to require changes to the application prior 1432 to approval on the basis of the application’s mathematical inaccuracy or failure to comply with the 1433 procedures defined in the Agreement. Upon City’s agreement that the calculations are consistent 1434 with the requirements of this Agreement and are mathematically accurate, the Per-Ton Rate 1435 adjustment (if any) shall be presented to the City Contract Manager and subject to the City Contract 1436 Manager’s final approval.

July 15, 2024 Page 37 City of San Leandro Post Collection 1437 E. Changes to Government Fees. In the event of changes to or new Government Fees that are effective 1438 at a time that does not coincide with the annual Rate adjustment, Contractor may notify the City of 1439 the expected increase to any of the Government Fees relating to the Approved Facilities. Contractor 1440 may request such an adjustment if such Government Fees were not in effect on the Effective Date, 1441 or, if in effect on the Effective Date, are increased. Contractor shall notify the City in writing thirty 1442 (30) calendar days in advance of any increase in the Governmental Component to any such changes 1443 in, or imposition of Government Fees. The City may review the Contractor’s calculation of the 1444 adjusted Governmental Component and resulting adjustment of the Per-Ton Rate for a period of 1445 up to thirty (30) calendar days. During this period, the City may request, and the Contractor shall 1446 provide, supporting documentation which justifies the increase. Should the Parties be in dispute 1447 over the adjusted fees at the end of the thirty- (30-) calendar day period, no adjustment shall be 1448 made and the dispute shall be subject to Section 10.9 of this Agreement. Upon resolution of the 1449 dispute, and assuming both Parties agree on the adjustment of the Government Fee and the 1450 resulting adjustment of the Per-Ton Rate, the Contractor shall be entitled to the adjusted Per-Ton 1451 Rate payments retroactively to latter of the end of the thirty- (30-) calendar day notice period or 1452 the effective date of the imposed Government Fee.
1453 8.3.1 Transfer and Transport Rates
1454 A. Initial Rates. The initial Transfer and Transport Rate, effective on the Commencement Date, shall 1455 be comprised of the Contractor Component and the Governmental Component. The Contractor 1456 Component of the Per-Ton Rate shall be comprised of two cost categories: the Transfer operations 1457 category and the fuel category. The Transfer operations category shall include costs related to the 1458 Contractor’s Transfer operations, excluding fuel costs. The fuel category shall include Contractors’ 1459 fuel costs related to the Transport of materials from the Approved Transfer Facility to the Approved 1460 Processing or Disposal Facilities. Initial Transfer and Transport Rates for each City Delivered Material 1461 shall be as follows:
1462 1. Organic Materials. The initial Contractor Component of the Organic Materials Transfer and 1463 Transport Rate is $73.81 per Ton. The Contractor Component is comprised of the Transfer 1464 operations category, $67.54 per Ton, and the fuel category, $6.27per Ton. The initial 1465 Governmental Component of the Organic Materials Transfer and Transport Rate is $0 per 1466 Ton.
1467 2. Solid Waste. The initial Contractor Component of the Solid Waste Transfer and Transport Rate 1468 is $72.61 per Ton. The Contractor Component is comprised of the Transfer operations 1469 category, $66.44 per Ton, and the fuel category, $6.17 per Ton. The initial Governmental 1470 Component of the Solid Waste Transfer and Transport Rate is $0 per Ton. 1471 B. Adjustments. The Per-Ton Rate for Transfer and Transport for all Rate Periods following Rate Period 1472 One shall be adjusted annually commencing with the first adjustment that shall be effective on July 1473 1, 2026. The Per-Ton Rate adjustment shall be performed in accordance with this Section. 1474 P = ((A x (1+B)) +(C x (1+D))) + E
1475 A = The Transfer operations category of the Contractor Component in effect immediately 1476 prior to the Adjustment Date.
1477 B = The Annual Percentage Change in the CPI-U.

July 15, 2024 Page 38 City of San Leandro Post Collection 1478 C = The fuel category of the Contractor Component in effect immediately prior to the 1479 Adjustment Date.
1480 D = The Annual Percentage Change in the Fuel Index. 1481 E. = The Governmental Component in effect immediately following the Adjustment Date. 1482 P = The adjusted Transfer and Transport Rate for the new Rate Period. 1483 8.3.2 Recyclable Materials Rates
1484 A. General. The purpose of this Section is to describe and illustrate the method by which the City shall 1485 calculate the annual adjustment to Recyclable Materials Processing Costs. The intent of the Parties 1486 is to limit the adjustment of Processing costs to inflationary indices but allow adjustment of both 1487 the value of Recyclable Commodities and Disposal based on the actual operating results of the 1488 Approved Recyclable Materials Processing Facility. 1489 Contractor is not entitled to any funds available through the Department of Resources Recycling 1490 and Recovery (CalRecycle) through its “City/County Payment Program” pursuant to Section 1491 14581(a)(5)(A) or the “Curbside Supplemental Payments Program” pursuant to Section 14549.6 of 1492 the California Public Resources Code (the California Beverage Container Recycling and Litter 1493 Reduction Act). All such revenues and payments, whether received by the Contractor, the City, or 1494 the County have been considered in the establishment of Rates for services provided under this 1495 Agreement and shall be recognized as revenue to be reflected accordingly in setting of Rates. 1496 B. Adjustment of Recyclable Materials Processing Costs. The cost for categories of the main 1497 components of Recyclable Materials Processing Costs are presented below. Adjustments to these 1498 components to calculate costs for the coming Rate Period shall be calculated as follows:
1499 1. Total Annual Cost of Operations
1500 a. Labor-Related Costs. The Labor-Related Costs component of the Recyclable Materials 1501 Processing Costs for the then-current Rate Period is multiplied by one (1) plus the Annual 1502 Percentage Change in the CPI-U.
1503 b. Repairs and Maintenance. The Repairs and Maintenance Costs component of the 1504 Recyclable Materials Processing Costs for the then-current Rate Period is multiplied by 1505 one (1) plus the Annual Percentage Change in the CPI-U. 1506 c. Transportation. The Transportation Costs component of the Recyclable Materials 1507 Processing Costs for the then-current Rate Period is multiplied by one (1) plus the Annual 1508 Percentage Change in the CPI-U.
1509 d. General and Administrative. The General and Administrative Costs component of the 1510 Recyclable Materials Processing Costs for the then-current Rate Period is multiplied by 1511 one (1) plus the Annual Percentage Change in the CPI-U. 1512 e. Other Operational. The Other Operational Costs component of the Recyclable Materials 1513 Processing Costs for the then-current Rate Period is multiplied by one (1) plus the Annual 1514 Percentage Change in the CPI-U.
1515 f. Depreciation. The Depreciation Costs component of the Recyclable Materials Processing 1516 Costs is one million eight hundred and eighty six thousand four hundred and thirty one 1517 dollars ($1,886,431) per year for all Rate Periods and is not adjusted.

July 15, 2024 Page 39 City of San Leandro Post Collection 1518 g. Interest. The Interest Costs component of the Recyclable Materials Processing Costs is 1519 three hundred sixty-four thousand and ninety three dollars ($364,093) per year for all 1520 Rate Periods and is not adjusted.
1521 h. Total Annual Cost of Operations Before Profit. The Total Annual Cost of Operations 1522 Before Profit equals the sum of the costs calculated in subsections 1.a through 1.g above. 1523 i. Profit. Contractor’s profit(“Profit”) on Total Annual Cost of Operations Before Profitshall 1524 be calculated using an operating ratio of ninety-five percent (95%) on the Total Annual 1525 Cost of Operations Before Profit calculated in subsection 1.h above. 1526 j. Total Annual Cost of Operations. The Total Annual Cost of Operations for the coming 1527 Rate Period equals the sum of Total Annual Cost of Operations Before Profit, plus Profit. 1528 k. Base Tons Processed. The Base Tons Processed shall be the proposed Recyclable 1529 Material Tons by Contractor in Rate Period One, or the Base Tons Processed from the 1530 most recently completed cost-based Rate adjustment pursuant to this Section 8.3.2. 1531 l. Total Annual Cost of Operations Component. The Total Annual Cost of Operations 1532 Component of the Recyclable Materials Processing Costs for the coming Rate Period 1533 equals the Total Annual Cost of Operations divided by the Base Tons Processed. 1534 If actual Processed Tons at the Approved Recyclable Materials Processing Facility increase by at least 1535 ten percent (10%), or decrease by at least ten percent (10%), compared to the Base Tons Processed, 1536 the Total Annual Cost of Operations Component shall be the sum of: 1) the actual costs for the 1537 components in subsections 1.a through 1.e, plus 2) the fixed annual Depreciation and Interest in 1538 subsections 1.f and 1.g, respectively, such total divided by the actual total Tons Processed for the 1539 recent twelve (12) months, from all sources. The actual total Tons Processed shall be the next Rate 1540 Period’s Base Tons Processed.
1541 C. Residue Disposal Cost.
1542 1. Per-Ton Residue Disposal Cost. The Per-Ton Residue Disposal Cost shall equal the total actual 1543 cost of Disposal in the prior, most recent, twelve (12) months for any and all Residue which 1544 cannot be marketed by Contractor divided by the total Tons Processed at the Approved 1545 Facility in the same twelve (12) month period. The Per-Ton cost of Residue Disposal for the 1546 purposes of this Section may not exceed the Disposal tip fee at the Approved Disposal Facility. 1547 2. Per-Ton Residue Disposal Credit or Debit. Contractor shall engage a third party to design and 1548 perform a Residue and material characterization study of the Recyclable Materials Processed 1549 at the Approved Recyclable Materials Processing Facility a minimum of one (1) time per 1550 calendar year. Contractor shall propose a study methodology that must include separately 1551 Processing at least thirty (30) Tons of Recyclable Materials from the City Service Area, 1552 stratified across no fewer than three (3) distinct days of service, at the Approved Recyclable 1553 Materials Processing Facility under normal operating conditions for the facility (i.e., staffing 1554 levels, belt speed, burden depth) and meets all other requirements as described in Exhibit G3. 1555 The methodology must be approved by the City Contract Manager in writing prior to 1556 Contractor conducting such a study. City may require that Contractor coordinates the timing 1557 and method of study with other facility users utilizing a similar Residue and characterization 1558 methodology. The results of that study shall be used to determine the allowable level of 1559 Residue Disposal credit or debit allocated to the City for the upcoming Rate Period. The Per1560 Ton Residue Disposal Credit or Debit shall be calculated by multiplying the change in July 15, 2024 Page 40 City of San Leandro Post Collection 1561 percentage of Residue found during the Residue characterization described above and the 1562 Approved Facility's Residue average from the prior calendar year, by the total Recyclable 1563 Materials Tons Processed and then multiplied by the Per-Ton cost of Residue Disposal. The 1564 City shall be notified at least thirty (30) calendar days in advance of each annual study and 1565 Contractor shall invite the City Contract Manager to observe all aspects of the study. 1566 3. Net Residue Disposal Cost Component. The Net Residue Disposal Cost Component of the 1567 Recyclable Materials Processing Costs for the coming Rate Period equals the Per-Ton Residue 1568 Disposal Cost, less the per-Ton Residue Disposal Credit or Debit to the City. 1569 D. Recyclable Commodity Value.
1570 1. Recyclable Commodity Value. The Recyclable Commodity Value shall equal the net of total 1571 gross revenues from the sale of marketable materials less the cost paid to buyers for 1572 marketable materials by the Approved Recyclable Materials Processing Facility as a result of 1573 marketing Processed Recyclable Materials.
1574 2. Profit. Contractor’s profit on the Recyclable Commodity Value shall equal five percent (5 %) 1575 of the total Recyclable Commodity Value.
1576 3. Recyclable Commodity Value Component. The Recyclable Commodity Value Component of 1577 the Recyclable Materials Processing Costs for the coming Rate Period equals the Recyclable 1578 Commodity Value less profit, divided by the total Tons Processed, from all sources, at the 1579 Approved Recyclable Materials Processing Facility. 1580 E. Net Per-Ton Recyclable Materials Processing Costs. The Per-Ton Recyclable Materials Processing 1581 Costs shall be the sum of the Per-Ton Total Annual Cost of Operations Component (calculated in 1582 subsection B.1.l), the Net Per-Ton Residue Disposal Component (calculated in subsection C.3), and 1583 the per-Ton Recyclable Commodity Value Component (calculated in subsection D.3). 1584 F. Recyclable Materials Processing Costs. The total Recyclable Materials Processing Costs to be used 1585 under this Section. shall equal the Per-Ton Recyclable Materials Processing Costs (calculated in 1586 subsection E), multiplied by the Tons of Recyclable Materials received by Contractor during the 1587 most-recently completed twelve (12) month period in the City. 1588 G. Components of Recyclable Materials Processing Costs 1589 The table below presents Contractor’s proposed Rate Period One cost components for the Approved 1590 Recyclable Materials Processing Facility. These values shall form the baseline for calculating all 1591 adjustments under this Section 8.3.2.

Cost Component Rate Period One
Value

ANNUAL COST OF OPERATIONS
Labor-Related $6,332,656
Repairs and Maintenance $1,411,576
Transportation $1,672,538
General and Administrative $1,772,324
Other Operational $528,253
Depreciation $1,886,431
July 15, 2024 Page 41 City of San Leandro Post Collection Cost Component Rate Period One
Value
Interest 364,093
TOTAL ANNUAL COST OF OPERATIONS $13,967,871
Net Residue Disposal Cost $2,087,738
95% of Recyclable Commodity Value $6,364,293
Profit $735,151
Recyclable Materials Processing Costs $10,426,467
Base Tons Processed 75,875
Per Ton Recyclable Materials Processing Cost Before Credit $137.41 Per Ton Residue Credit -$9.00
Per Ton Recyclable Materials Processing Cost $128.41
1592 H. Examples
1593 The following examples illustrate the index-based and cost-based adjustment method for determining 1594 Recyclable Materials Processing Costs for Rate Period Three. The dollar amounts shown are hypothetical 1595 amounts for Rate Period Two (July 1, 2026 through June 30, 2027) and the adjustment factors are based 1596 on assumed changes in the various indices between the Average Index Values for the twelve (12) months 1597 ending December 2025 and for the twelve (12) months ending December 2026. Example A depicts a 1598 standard index-based or cost-based adjustment, wherein the change in Tons is below the five percent 1599 (5%) threshold. Example B depicts a cost-based adjustment wherein the change in Tons is above the five 1600 percent (5%) threshold.
1601 EXAMPLE A
1602 1. Assumptions for Example Recyclable Materials Processing Cost Calculation:
1603 a. Then-current Rate Period = Rate Period Two (July 1, 2026 through June 30, 2027) 1604 b. Coming Rate Period = Rate Period Three (July 1, 2027 through June 30, 2028) 1605 c. Recyclable Materials Processing Costs per Ton for then-current Rate Period= $130.53 per 1606 Ton
1607 d. Net Residue Disposal Costs for the coming Rate Period = $1,582,316 1608 e. Annual Percentage Change in the CPI-U = 0.020
1609 f. Proposed Base Tons Processed = 72,317 Tons
1610 g. Actual Recyclable Material Tonnage for February 1, 2025 through January 31, 2026 = 1611 72,500 Tons
1612 h. Recyclable Material Tonnage for the most-recently completed 12-month period= 73,950 1613 Tons
1614 i. Residue Study Results for City of San Leandro = 7.8% 1615 j. Recyclable Commodity Value for the most recently completed 12-month period = 1616 $5,492,253.

July 15, 2024 Page 42 City of San Leandro Post Collection 1617 Note: All values presented in the following table are hypothetical and used for illustrative purposes 1618 only.
1619
1620 TABLE 1
1621 Example A Calculation of Recyclable Materials Processing Costs for Rate Period Three 1622 Tonnage Change Under the 10% Threshold
1623
RY2 RY3
Effective July 1, 2022 Effective July 1, 2023
Labor-Related $ 6,277,569 CPI-U $ 6,403,120
Repairs & maintenance $ 761,084 CPI-U $ 776,306
Transportation $ 1,256,849 CPI-U $ 1,281,986
General & administrative $ 1,830,869 CPI-U $ 1,867,487
Other operation costs $ 204,835 CPI-U $ 208,931
Depreciation $ 1,889,971 Fixed $ 1,889,971
Interest $ 121,117 Fixed $ 121,117
Total Annual Cost of Operations Before Profit $ 12,342,294 $ 12,548,918 Profit (95% Op Ratio) $ 649,594 Calculated $ 660,469
Total Annual Cost of Operations $ 12,991,889 $ 13,209,388 Base Tons Processed $ 72,317 Base $ 72,317
Total Annual Cost of Operations Component $ 179.65 $ 182.66 Net Residue Disposal Cost $ 1,558,932 Actual SW Facility Disposal Costs $ 1,582,316 Actual Tons Processed 72,500 Actual - most recent 12 months $ 73,950 Residue Disposal per Ton $ 21.50 $ 21.40
Per-Ton Residue Disposal Credit $ (0.75) Results of Residue Study $ (0.80) Net Residue Disposal Cost Component $ 20.75 $ 20.60
Recyclable Commodity Value (MRF Total)
Commodity Revenue $ 5,332,285 Actual - most recent 12 months $ 5,492,253 Less: Allowable Profit @5% of Gross Revenue $ (266,614) Calculated $ (274,613) Commodity Revenue net of Profit $ 5,065,670 $ 5,217,640 Tons Processed 72,500 Actual - most recent 12 months 73,950 Recyclable Commodity Value Component $ 69.87 $ 70.56
Total Annual Cost of Operations Component $ 179.65 $ 182.66 Net Residue Disposal Cost Component $ 20.75 $ 20.60
Less: Recyclable Commodity Value per Ton $ (69.87) $ (70.56) Per Ton Recyclable Materials Processing Cost $ 130.53 $ 132.70 RY3 example shown is for illustrative purposes only
Factor
p y g g
July 15, 2024 Page 43 City of San Leandro Post Collection 1624 TABLE 2
1625 Example A Calculation of Recyclable Materials Processing Costs for Rate Period Three 1626 Residue Disposal Credit Component Calculation
1627
1628
1629 TABLE 3
1630 Example A Calculation of Recyclable Materials Processing Costs for Rate Period Three 1631 Residue Disposal Component Calculation
1632
1633
MRF Residue avg. 23.4%
Recyclables collected - projected 11399.5 tons
Residue projected 2667.48 tons
Residue composition results 22.9% Residue Study
Recyclables collected - projected 11399.5 tons
Adjusted residue projected 2610.49 tons
Residue difference -57.00 tons
Disposal and transportation Exhibit E3-3 $ 165.53 per ton Processing cost adjustment $ (9,434.54)
Processing cost adjustment $ (9,434.54)
Recyclables collected - projected 11399.5 tons
Processing cost adjustment $ (0.83) per ton
MRF efficiency loss 7.8% Residue Study
MRF efficiency loss applied 96.1% @ 50% of Study
Net Processing cost residue adjustment w/efficiency $ (0.80) per ton RY 3
RY3
Disposal $ 1,582,316.08
Transportation $ 1,281,986.20
$ 2,864,302.28
Total All Recycling Tons Collected 73,950.00
Average MRF Residue 23.4%
All Residue tons 17,304.30
Disposal and Transportation per ton $ 165.53

July 15, 2024 Page 44 City of San Leandro Post Collection 1634 EXAMPLE B
1635 1. Assumptions for Example Recyclable Materials Processing Cost Calculation:
1636 a. Then-current Rate Period = Rate Period Two (July 1, 2026 through June 30, 2027) 1637 b. Coming Rate Period = Rate Period Three (July 1, 2027 through June 30, 2028) 1638 c. Recyclable Materials Processing Costs per Ton for then-current Rate Period= $130.53 per 1639 Ton
1640 d. Net Residue Disposal Costs for the coming Rate Period = $1,839,540 1641 f. Proposed Base Tons Processed = 72,317 Tons
1642 g. Actual Recyclable Material Tonnage for February 1, 2025 through January 31, 2026 = 1643 72,500 Tons
1644 h. Recyclable Material Tonnage for the most-recently completed 12-month period= 84,100 1645 Tons
1646 i. Residue Study Results for City of San Leandro = 7.8% 1647 j. Recyclable Commodity Value for the most recently completed 12-month period = 1648 $6,398,742.
1649 Note: All values presented in the following table are hypothetical and used for illustrative 1650 purposes only.

July 15, 2024 Page 45 City of San Leandro Post Collection 1651 TABLE 4
1652 Example B Calculation of Recyclable Materials Processing Costs for Rate Period Three 1653 Tonnage Change Over the 5% Threshold
1654
RY2 RY3
Effective July 1, 2022 Effective July 1, 2023
Labor-Related $ 6,277,569 Actual - most recent 12 months $ 7,846,961 Repairs & maintenance $ 761,084 Actual - most recent 12 months $ 951,355 Transportation $ 1,256,849 Actual - most recent 12 months $ 1,571,062 General & administrative $ 1,830,869 Actual - most recent 12 months $ 2,288,587 Other operation costs $ 204,835 Actual - most recent 12 months $ 256,043 Depreciation $ 1,889,971 Fixed $ 1,889,971
Interest $ 121,117 Fixed $ 121,117
Total Annual Cost of Operations Before Profit $ 12,342,294 $ 14,925,096 Profit (95% Op Ratio) $ 649,594 Calculated $ 785,531
Total Annual Cost of Operations $ 12,991,889 $ 15,710,627 Base Tons Processed $ 72,317 Actual $ 84,100
Total Annual Cost of Operations Component $ 179.65 $ 186.81 Net Residue Disposal Cost $ 1,558,932 Actual SW Facility Disposal Costs $ 1,839,540 Actual Tons Processed 72,500 Actual - most recent 12 months $ 84,100 Residue Disposal per Ton $ 21.50 $ 21.87
Per-Ton Residue Disposal Credit $ (0.75) Results of Residue Study $ (0.83) Net Residue Disposal Cost Component $ 20.75 $ 21.04
Recyclable Commodity Value (MRF Total)
Commodity Revenue $ 5,332,285 Actual - most recent 12 months $ 6,398,742 Less: Allowable Profit @5% of Gross Revenue $ (266,614) Calculated $ (319,937) Commodity Revenue net of Profit $ 5,065,670 $ 6,078,804 Tons Processed 72,500 Actual - most recent 12 months 84,100 Recyclable Commodity Value Component $ 69.87 $ 72.28
Total Annual Cost of Operations Component $ 179.65 $ 186.81 Net Residue Disposal Cost Component $ 20.75 $ 21.04
Less: Recyclable Commodity Value per Ton $ (69.87) $ (72.28) Per Ton Recyclable Materials Processing Cost $ 130.53 $ 135.57 RY3 example shown is for illustrative purposes only
Factor

July 15, 2024 Page 46 City of San Leandro Post Collection 1655 TABLE 5
1656 Example B Calculation of Recyclable Materials Processing Costs for Rate Period Three 1657 Residue Disposal Component Calculation
1658
1659 TABLE 6
1660 Example B Calculation of Recyclable Materials Processing Costs for Rate Period Three 1661 Residue Disposal Component Calculation
1662
1663
1664 8.4 EXTRAORDINARY RATE ADJUSTMENTS
1665 A. General. It is understood that the Contractor accepts the risk for changes in cost of providing Post1666 Collection services and/or quantities and composition of City Delivered Materials to the Approved 1667 Facilities, and therefore the extraordinary adjustments to the Per-Ton Rates shall be limited to a 1668 Change in Law or a City-directed change in scope. If a Change in Law (pursuant to Section 5.3C or 1669 Section 8.4.E) or City-directed change in scope (pursuant to Section 3.5) occurs, the City or the MRF Residue avg. 23.4%
Recyclables collected - projected 11399.5 tons
Residue projected 2667.48 tons
Residue composition results 22.9% Residue Study
Recyclables collected - projected 11399.5 tons
Adjusted residue projected 2610.49 tons
Residue difference -57.00 tons
Disposal and transportation Exhibit E3-3 $ 173.31 per ton Processing cost adjustment $ (9,878.13)
Processing cost adjustment $ (9,878.13)
Recyclables collected - projected 11399.5 tons
Processing cost adjustment $ (0.87) per ton
MRF efficiency loss 7.8% Residue Study
MRF efficiency loss applied 96.1% @ 50% of Study
Net Processing cost residue adjustment w/efficiency $ (0.83) per ton RY 3
RY3
Disposal $ 1,839,539.88
Transportation $ 1,571,061.52
$ 3,410,601.40
Total All Recycling Tons Collected 84,100.00
Average MRF Residue 23.4%
All Residue tons 19,679.40
Disposal and Transportation per ton $ 173.31
p p p
July 15, 2024 Page 47 City of San Leandro Post Collection 1670 Contractor may initiate an extraordinary adjustment to the Per-Ton Rates, in addition to the annual 1671 adjustment described in Section 8.3, in accordance with this Section. 1672 B. Extraordinary Rate Adjustment Application. Contractor shall prepare an application for the 1673 extraordinary Rate adjustment. Such submittal shall be prepared in compliance with the procedures 1674 described in Section 8.3.D and shall provide all additional information requested by City Contract 1675 Manager specific to the nature of the request being made. Contractor shall pay all reasonable costs 1676 incurred by City, including the costs of outside accountants, attorneys, and/or consultants, in order 1677 to make a determination of the reasonableness of the requested Rate adjustment. The application 1678 shall clearly document the reason for the proposed adjustment, include calculation of the proposed 1679 Rate adjustments, and provide supporting documentation. 1680 In the event of such an application for extraordinary Rate increase, it is understood that the 1681 Contractor shall have the burden of demonstrating to the reasonable satisfaction of the City 1682 Contract Manager that the failure of City to adjust the Rates will result in the Contractor’s financial 1683 loss or failure to achieve reasonable profitability due to the Change in Law or City-directed change 1684 in scope. The Contractor shall have to demonstrate financial loss or a failure to achieve reasonable 1685 profitability by allowing for City Contract Manager review of financial statements and supporting 1686 documentation.
1687 The City Contract Manager shall have the right to request any other information that they, in their 1688 reasonable judgment, determine is necessary to establish the reasonableness or accuracy of 1689 Contractor’s request for an extraordinary Rate increase. Contractor’s failure to provide any such 1690 documentation that may be required to prove the accuracy of their calculations within thirty (30) 1691 calendar days, may result in either the denial of or a delay in the approval of the request for an 1692 extraordinary Rate increase.
1693 The City shall have a ninety (90) Business Day review period following receipt of Contractor’s 1694 application for the requested Rate adjustment. During this period, the City may request and 1695 Contractor shall provide supporting documentation that justifies the increase. Should the Parties 1696 be in dispute over the adjusted Rate at the end of the ninety (90) Business Day period, no 1697 adjustment shall be made and the dispute shall be subject to Section 10.9 of this Agreement. Upon 1698 resolution of the dispute and assuming both Parties agree on the adjustment of the Rate, Contractor 1699 shall be entitled to the adjusted Rate retroactively to the latter of the end of the sixty (60) calendar 1700 day advance notice period described below or the effective date of the increased Allowable Costs. 1701 C. Allowable Costs. If the extraordinary Rate adjustment review warrants an increase in the applicable 1702 Rate(s), the adjustment shall cover only Allowable Costs (defined below) and such Allowable Costs 1703 shall be in the proportion of the total volume that Contractor reasonably projects that the City will 1704 deliver to the Approved Facility for the Term of this Agreement compared with all other users of 1705 the Approved Facility.
1706 “Allowable Costs” shall include: incremental operating, maintenance, monitoring, reporting, and 1707 capital costs, including, but not limited to, the costs of making improvements (including, but not 1708 limited to future Landfill cells) or modifications, at the Approved Facility necessary to perform under 1709 this Agreement, but only to the extent brought about by a Change in Law, pursuant to Section 8.4.E, 1710 or a Change in Scope pursuant to Section 8.4.D, that are not otherwise reflected in the calculations 1711 used to adjust the Per-Ton Rate (e.g., Contractor Component and Governmental Components July 15, 2024 Page 48 City of San Leandro Post Collection 1712 pursuant to Section 8.3). Contractor shall notify the City in writing sixty (60) calendar days in 1713 advance of any request for increase in the Per-Ton Rate pursuant to this Section. 1714 D. Change in Scope. The City may require Contractor’s compliance with and participation in Extended 1715 Producer Responsibility Programs established by existing and/or future Applicable Law. The Parties 1716 shall mutually agree as to whether Contractor is reasonably suited, or required under Applicable 1717 Law, to participate in such an Extended Producer Responsibility Program. Upon agreement that 1718 Contractor is reasonably suited to participate in such an Extended Producer Responsibility Program, 1719 or if directed under Applicable Law, Contractor shall be required to implement such programs at 1720 the Approved Facility(ies), to the extent that doing so does not violate the permits of the subject 1721 Facility. Contractor and the City shall meet and confer to determine alternative options for 1722 consideration by the City if the Parties cannot come to agreement on Contractor’s suitability to 1723 participate in such programs. Prior to implementing any Extended Producer Responsibility Program, 1724 the Parties shall meet and confer to discuss any adjustments to Contractor’s compensation, the 1725 mechanism for receiving funds from the Extended Producer Responsibility Program’s administrator, 1726 and the allocation of such funds between the City and Contractor. Contractor shall be responsible 1727 for demonstrating all Contractor’s costs associated with implementation of the Extended Producer 1728 Responsibility Program to the City Contract Manger and/or the Extended Producer Responsibility 1729 Program’s administrator. Contractor shall not be entitled to an extraordinary rate adjustment under 1730 this Section for any costs that the Extended Producer Responsibility Program provides funding for. 1731 For example, if Contractor’s participation in an Extended Producer Responsibility Program for 1732 Mattresses is requested by City in accordance with Section 3.7, the Contractor may site a trailer at 1733 the Approved Transfer Station where mattresses could be deposited by Facility Users or staff and 1734 where the costs of the trailer, Transportation, and Disposition of materials are paid for by the 1735 Extended Producer Responsibility Program and Contractor’s sole obligation is to find a location for 1736 the trailer and to direct facility users and staff to use it properly. 1737 E. Change in Law. Except as provided in Section 3.7 and Section 5.3.C, the provisions of this Section 1738 8.4 shall only include Changes in Law after the Effective Date that: (1) were not reasonably known 1739 to the Contractor before the Effective Date; and, (2) the Contractor substantiates the cost impact 1740 to the reasonable satisfaction of the City Contract Manager. 1741 The Parties acknowledge that, as of the date of this Agreement, the State has passed legislation 1742 including, but not limited to, AB 1201, SB 54, SB 343, and the Advanced Clean Fleets Rule, where 1743 further regulatory requirements may be established. Contractor’s compliance with such regulations 1744 shall not warrant any increase to the Contractor’s compensation, except as provided in Section 3.7 1745 and Section 5.3.C. Contractor agrees to minimize the impact of the costs related to such rules and 1746 regulations prior to the final rules and regulations being promulgated, to ensure the greatest 1747 flexibility for compliance. Contractor specifically acknowledges that SB 54 is intended to provide 1748 cost relief and/or new revenue to local governments and their ratepayers, however the specific 1749 nature and mechanics of such compensation remains to be defined in final regulations. The City 1750 may initiate a special review of the Per-Ton Rates in order to maximize the value of such ratepayer 1751 relief, once defined in final regulations. The Contractor shall cooperate with the City in 1752 implementing the compensation mechanics and procedures specified under the final regulations. 1753 Such cooperation may include, but is not limited to, providing additional data, calculations, or 1754 records, meeting with the City and/or the applicable Stewardship Organization(s), and supporting 1755 with administrative activities that the City Contract Manager deems reasonably necessary to 1756 implement the regulations.

July 15, 2024 Page 49 City of San Leandro Post Collection 1757 ARTICLE 9.
1758 INDEMNITY, INSURANCE, AND PERFORMANCE
1759 BOND
1760 9.1 INDEMNIFICATION
1761 A. General. Contractor shall indemnify, defend with counsel reasonably acceptable to City, and hold 1762 harmless (to the full extent permitted by law) City and its officers, elected and appointed officials, 1763 employees, volunteers, and agents from and against any and all claims, liability, loss, injuries, 1764 damage, expense, and costs (including without limitation costs and fees of litigation, including 1765 reasonable attorneys’ and expert witness fees and costs) (collectively, “Damages”) of every nature 1766 arising out of or in connection with Contractor’s performance under this Agreement, or its failure 1767 to comply with any of its obligations contained in this Agreement, except to the extent such loss or 1768 damage was caused by the gross negligence or willful misconduct of City. The provisions of this 1769 Section shall survive the expiration or termination of this Agreement and shall not be construed as 1770 a waiver of City’s legal or equitable rights as defined herein and permitted under Applicable Law. 1771 B. Excluded Waste Indemnification. Contractor acknowledges that it is responsible for compliance 1772 during the entire Term of this Agreement with all Applicable Laws. Contractor shall not store, 1773 Transport, use, or Dispose of any Excluded Waste except in strict compliance with all Applicable 1774 Laws.
1775 Contractor shall indemnify, defend with counsel acceptable to the City, protect and hold harmless 1776 the City, officers, employees, volunteers, and agents (collectively, “indemnitees”) from and against 1777 all claims, damages (including, but not limited to, special, consequential, natural resources, and 1778 punitive damages), injuries, costs, (including, without limitation, any and all response, remediation, 1779 and removal costs), losses, demands, debts, liens, liabilities, causes of action, suits, legal or 1780 administrative proceedings, interest, fines, charges, penalties, and expenses (including, without 1781 limitation, attorneys’ and expert witness fees and costs incurred in connection with defending 1782 against any of the foregoing or in enforcing this indemnity), (collectively, “Damages”) of any kind 1783 whatsoever paid, incurred or suffered by, or asserted against, indemnitees arising from or 1784 attributable to the acts or omissions of Contractor whether or not negligent or otherwise culpable, 1785 in connection with or related to the handling of Excluded Waste under this Agreement, including, 1786 without limitation, damages arising from or attributable to any operations, repair, clean-up or 1787 detoxification, or other plan (regardless of whether undertaken due to governmental action). 1788 The foregoing indemnity is intended to operate as an agreement pursuant to §107(e) of CERCLA, 42 1789 USC. §9607(e) and California Health and Safety Code §25364, to defend, protect, hold harmless, 1790 and indemnify City from liability.
1791 This provision is in addition to all other provisions in this Agreement and shall survive the expiration 1792 or earlier termination of this Agreement. Nothing in this paragraph shall prevent City from seeking 1793 indemnification or contribution from Persons or entities other than indemnitees, for any liabilities 1794 incurred by City or the indemnitees.
1795 In the event that Contractor negligently or willfully mishandles Excluded Waste in the course of 1796 carrying out its activities under this Agreement, Contractor shall at its sole expense promptly take 1797 all investigatory and/or remedial action reasonably required for the remediation of such July 15, 2024 Page 50 City of San Leandro Post Collection 1798 environmental contamination. Prior to undertaking any investigatory or remedial action, however, 1799 Contractor shall first obtain City’s approval of any proposed investigatory or remedial action. Should 1800 Contractor fail at any time to promptly take such action, City may undertake such action at 1801 Contractor’s sole cost and expense, and Contractor shall reimburse City for all such expenses within 1802 thirty (30) calendar days of being billed for those expenses, and any amount not paid within that 1803 thirty (30) calendar day period shall thereafter be deemed delinquent and subject to the delinquent 1804 fee payment provision of Section 7.4. These obligations are in addition to any defense and 1805 indemnity obligations that Contractor may have under this Agreement. The provisions of this 1806 Section shall survive the termination or expiration of this Agreement. 1807 C. Regulatory Indemnification. Contractor’s duty to defend and indemnify herein includes all fines 1808 and/or penalties imposed by any regulatory agency, if the requirements of Applicable Law, including 1809 but not limited to AB 939 (1989), SB 341 (2011), AB 1826 (2014), SB 1383 (2016), SB 343 (2021), SB 1810 54 (2022), AB 1201 (2022), and the Advanced Clean Fleets Rule are not met by City with respect to 1811 the services provided under this Agreement, and such failure is: (i) due to the failure of Contractor 1812 to meet its obligations under this Agreement; or, (ii) due to Contractor delays in providing 1813 information that prevents Contractor or City from submitting reports to regulators in a timely 1814 manner.
1815 Notwithstanding any other provision in this Agreement, Contractor’s obligations in this subsection 1816 C with respect to such Applicable Law shall be subject to the provisions of Section 40059.1 of the 1817 Public Resources Code, and Contractor shall not be liable for any indemnity obligations or penalties 1818 under this Agreement in respect of any such requirements except to the extent that indemnity 1819 obligations by Contractor are enforceable under said Section. 1820 D. CalPERS Eligibility Indemnification. Contractor’s employees, agents, or Subcontractors providing 1821 service under this Agreement shall not: (i) qualify for any compensation and benefit under the 1822 California Public Employees Retirement System (“CalPERS”); (ii) be entitled to any benefits under 1823 CalPERS; (iii) enroll in CalPERS as an employee of City; (iv) receive any employer contributions paid 1824 by City for CalPERS benefits; or, (v) be entitled to any other CalPERS-related benefit that would 1825 accrue to a City employee. Contractor’s employees, agents, or Subcontractors hereby waive any 1826 claims to benefits or compensation described in this Section 9.1. This Section 9.1 applies to 1827 Contractor notwithstanding any other agency, State or Federal policy, rule, regulation, law, or 1828 ordinance to the contrary.
1829 If Contractor’s employees, agents, or Subcontractors providing services under this Agreement claim, 1830 or are determined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in 1831 CalPERS of the City, Contractor shall indemnify, defend, and hold harmless City for the payment of 1832 any employer and employee contributions for CalPERS benefits on behalf of the employee as well 1833 as for payment of any penalties and interest on such contributions which would otherwise be the 1834 responsibility of the City.
1835 Contractor’s Compensation under this Agreement shall be the full and complete compensation to 1836 which Contractor and Contractor’s officers, employees, agents, and Subcontractors are entitled for 1837 performance of any work under this Agreement. Neither Contractor nor Contractor’s officers, 1838 employees, agents, and Subcontractors are entitled to any salary or wages, or retirement, health, 1839 leave, or other fringe benefits applicable to City employees. The City will not make any Federal or July 15, 2024 Page 51 City of San Leandro Post Collection 1840 State tax withholdings on behalf of Contractor. The City shall not be required to pay any workers’ 1841 compensation insurance on behalf of Contractor.
1842 Contractor agrees to defend and indemnify the City for any obligation, claim, suit, or demand for 1843 tax, retirement contribution including any contribution to CalPERS, social security, salary or wages, 1844 overtime payment, or workers’ compensation payment which the City may be required to make on 1845 behalf of: (i) Contractor; (ii) any employee of Contractor; or, (iii) any employee of Contractor 1846 construed to be an employee of the City, for work performed under this Agreement. 1847 E. Hazardous Substance Indemnification. Contractor shall indemnify, defend with counsel acceptable 1848 to the City, protect, and hold harmless the City, its officers, employees, volunteers, and agents 1849 (collectively, “indemnitees”) from and against all claims, damages (including, but not limited to, 1850 special, consequential, natural resources, and punitive damages), injuries, costs, (including, without 1851 limitation, any and all response, remediation, and removal costs), losses, demands, debts, liens, 1852 liabilities, causes of action, suits, legal or administrative proceedings, interest, fines, charges, 1853 penalties, and expenses (including, without limitation, attorneys’ and expert witness fees and costs 1854 incurred in connection with defending against any of the foregoing or in enforcing this indemnity), 1855 (collectively, “Damages”) of any kind whatsoever paid, incurred or suffered by, or asserted against, 1856 indemnitees arising from or attributable to the acts or omissions of Contractor whether or not 1857 negligent or otherwise culpable, in connection with or related to the handling of any Hazardous 1858 Substance or Hazardous Waste under this Agreement, including, without limitation, damages 1859 arising from or attributable to any operations, repair, clean-up or detoxification, or other plan 1860 (regardless of whether undertaken due to governmental action). Notwithstanding the foregoing, 1861 however, Contractor shall not be required to indemnify the City for the costs for any claims arising 1862 from the Disposal of Solid Waste at the Approved Disposal Facility, including, but not limited to, 1863 claims arising under CERCLA unless such Disposal site is at a facility owned and operated by 1864 Contractor or such claim is a direct result of Contractor’s actions or negligence. This indemnity 1865 afforded indemnitees shall only be limited to exclude coverage for intentional wrongful acts and 1866 negligence of indemnitees, and as provided below. In the event Disposal occurs at a Disposal site 1867 owned by the Contractor, Contractor shall be required to indemnify the City for the costs for any 1868 claims arising from the Disposal of Solid Waste at the Disposal site, including, but not limited to, 1869 claims arising under CERCLA. The foregoing indemnity is intended to operate as an agreement 1870 pursuant to §107(e) of CERCLA, 42 USC. §9607(e) and California Health and Safety Code §25364, to 1871 defend, protect, hold harmless, and indemnify City from liability. 1872 This provision is in addition to all other provisions in this Agreement and shall survive the expiration 1873 or earlier termination of this Agreement.
1874 F. Measure D. Contractor shall indemnify, defend, and hold harmless City, its officers, employees, 1875 agents, and volunteers, from and against any revenues withheld by the Alameda County Source 1876 Reduction and Recycling Board in the event the Source Reduction and Recycling goals or any other 1877 requirement of Section 64 of the Alameda County Charter (commonly known as Measure D) are not 1878 met by the Contractor with respect to the Recycling and Source Reduction programs under this 1879 Agreement and such failure is due to the failure of Contractor to meet its obligations under this 1880 Agreement or due to Contractor delays in providing information that prevents Contractor or City 1881 from submitting reports required by Measure D in a timely manner.

July 15, 2024 Page 52 City of San Leandro Post Collection 1882 G. Unpermitted Waste Defense and Indemnification. Contractor shall defend, indemnify, and hold 1883 harmless at its sole cost and expense with counsel reasonably acceptable to the City, the City 1884 (including the Persons described in the definition of "City" in Exhibit A) and the Transfer company 1885 in any Actions that assert or allege Liabilities paid, incurred, or suffered by, imposed upon or 1886 asserted against, the City that result or are claimed to have resulted directly or indirectly from the 1887 presence, Disposal, escape, migration, leakage, spillage, discharge, release, or emission of 1888 Unpermitted Waste or petroleum to, in, on, at, or under the Landfill, whether:
1889 1. in one (1) or more instance,
1890 2. threatened or transpired, or
1891 3. Contractor is negligent or otherwise culpable; or 1892 4. those Liabilities are litigated, settled, or reduced to judgment. 1893 For purposes of this Indemnity, “Liabilities” includes Liabilities arising from or attributable to any 1894 operations, repair, clean-up or detoxification, or preparation and implementation of any removal, 1895 remedial, response, Closure, Post Closure, or other plan, regardless of whether undertaken due to 1896 government directive or action, such as remediation of surface or ground water contamination and 1897 replacement or restoration of natural resources.
1898 City reserves the right to retain at its own cost and expense co-counsel and Contractor shall direct 1899 Contractor’s counsel to assist and cooperate with such co-counsel with respect to City’s defense. 1900 The foregoing indemnity is intended to operate as an agreement pursuant to 42 U.S.C. Section 1901 9607(e) and California Health and Safety Code Section 25364, to insure, protect, hold harmless, and 1902 indemnify the Authority from liability in accordance with this Section. 1903 9.2 INSURANCE
1904 A. General Requirements. Contractor shall, at its sole cost and expense, maintain in effect at all times 1905 during the Term of this Agreement not less than the following coverage and limits of insurance 1906 described in this Section 9.2.
1907 B. Coverages and Requirements. During the Term of this Agreement, Contractor shall at all times 1908 maintain, at its expense, the following coverages and requirements. The comprehensive general 1909 liability insurance shall include broad form property damage insurance. 1910 1. Minimum Coverages. Insurance coverage shall be with limits not less than the following:
1911 Comprehensive General Liability – $10,000,000 combined single limit per occurrence for 1912 bodily injury, personal injury, and property damage. 1913 Automobile Liability – $10,000,000 combined single limit per accident for bodily injury and 1914 property damage (include coverage for hired and non-owned vehicles). 1915 Workers’ Compensation – Statutory Limits/Employers’ Liability - $1,000,000/accident for 1916 bodily injury or disease.
1917 Employee Blanket Fidelity Bond – $500,000 per employee loss covering dishonesty, forgery, 1918 alteration, theft, disappearance, and destruction (inside or outside).

July 15, 2024 Page 53 City of San Leandro Post Collection 1919 Pollution Legal Liability – $5,000,000 for bodily injury, property damage, and remediation of 1920 contaminated site.
1921 2. Additional Insured. City, its officers, agents, employees, and volunteers shall be named as 1922 additional insured on all but the workers’ compensation and professional liability coverages. 1923 3. Said policies shall remain in force through the life of this Agreement and, with the exception 1924 of professional liability coverage, shall be payable on a “per occurrence” basis unless City’s 1925 Risk Manager specifically consents in writing to a “claims made” basis. For all “claims made” 1926 coverage, in the event that the Contractor changes insurance carriers, Contractor shall 1927 purchase “tail” coverage or otherwise provide for continuous coverage covering the Term of 1928 this Agreement and not less than three (3) years thereafter. Proof of such “tail” or other 1929 continuous coverage shall be required at any time that the Contractor changes to a new 1930 carrier prior to receipt of any payments due.
1931 4. The Contractor shall declare all aggregate limits on the coverage before commencing 1932 performance of this Agreement, and City’s Risk Manager reserves the right to require higher 1933 aggregate limits to ensure that the coverage limits required for this Agreement as set forth 1934 above are available throughout the performance of this Agreement. In the event that the 1935 City’s Risk Manager requests a change in accordance with this Section which results in 1936 increased costs to Contractor, such change shall be addressed in accordance with Section 3.5. 1937 5. The deductibles or self-insured retentions are for the account of Contractor and shall be the 1938 sole responsibility of the Contractor.
1939 6. Each insurance policy shall provide or be endorsed to state that coverage shall not be 1940 suspended, voided, canceled by either Party, reduced in coverage or in limits except after 1941 thirty (30) calendar days prior written notice by certified mail, return receipt requested, has 1942 been given to City Contract Manager ten (10) Business Days for delinquent insurance 1943 premium payments).
1944 7. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A-VII, 1945 unless otherwise approved by City Risk Manager.
1946 8. The policies shall cover all activities of Contractor, its officers, employees, agents, and 1947 volunteers arising out of or in connection with this Agreement. 1948 9. For any claims relating to this Agreement, the Contractor’s insurance coverage shall be 1949 primary, including as respects City, its officers, agents, employees, and volunteers. Any 1950 insurance maintained by City shall apply in excess of, and not contribute with, insurance 1951 provided by Contractor’s liability insurance policy. 1952 10. The Contractor shall waive all rights of subrogation against City, its officers, employees, 1953 agents, and volunteers.
1954 C. Endorsements Prior to the Effective Date pursuant to this Agreement, Contractor shall furnish City 1955 Manager or City Manager’s designee with certificates or original endorsements reflecting coverage 1956 required by this Agreement. The certificates or endorsements are to be signed by a Person 1957 authorized by that insurer to bind coverage on its behalf. All certificates or endorsements are to be 1958 received by, and are subject to the approval of, City Risk Manager before work commences. 1959 D. Renewals. During the Term of this Agreement, Contractor shall furnish City Risk Manager with 1960 certificates or original endorsements reflecting renewals, changes in insurance companies, and any July 15, 2024 Page 54 City of San Leandro Post Collection 1961 other documents reflecting the maintenance of the required coverage throughout the entire Term 1962 of this Agreement. The certificates or endorsements are to be signed by a Person authorized by that 1963 insurer to bind coverage on its behalf.
1964 E. Workers' Compensation. Contractor shall provide workers’ compensation coverage as required by 1965 State law and shall comply with Section 3700 of the State Labor Code. 1966 F. Contractor Compliance. Contractor shall comply with all requirements of policies and the insurers. 1967 Carrying insurance shall not relieve Contractor from any obligations under this Agreement. Nothing 1968 in this Agreement may be construed as limiting in any way the extent to which the Contractor may 1969 be held responsible for payments of damages to Persons or property resulting from Contractor's or 1970 any Subcontractors’ performance of services.
1971 9.3 PERFORMANCE BOND
1972 Within seven (7) calendar days of the City’s notification to Contractor that the City has executed this 1973 Agreement, Contractor shall file with the City a bond, payable to the City and in a format approved by the 1974 City, securing the Contractor's performance of its obligations under this Agreement and such bond shall 1975 be renewed annually if necessary so that the performance bond is maintained at all times during the Term. 1976 The principal sum of the bond shall be one million nine-hundred eighty-eight thousand twenty-two and 1977 sixty-seven cents ($1,988,022.67). The bond shall be adjusted every three (3) years, commencing with 1978 Rate Period Three, to equal three (3) months of the prior Rate Period’s annual Gross Receipts. The bond 1979 shall be executed as surety by a corporation authorized to issue surety bonds in the State of California 1980 that has a rating of A or better in the most recent edition of Best’s Key Rating Guide, and that has a record 1981 of service and financial condition satisfactory to the City. 1982 In lieu of a performance bond, City and Contractor may agree that Contractor shall provide for the 1983 issuance of an irrevocable stand by letter of credit (the "Letter of Credit") by a bank approved by City in 1984 its sole discretion (the "Bank") for the benefit of City for at least the duration of the Contract Year for 1985 which the letter of credit is deposited. Such Letter of Credit shall be in the amount of two million dollars 1986 ($2,000,000) (the "Stated Amount"). Nothing in this Section 9.3 shall in any way obligate Authority to 1987 accept a letter of credit in lieu of the performance bond. 1988 The expiration date of the Letter of Credit must be sooner than the Term of this Agreement provided in 1989 Section 2.1 (the "Stated Expiration Date"), unless it provides that it will not be terminated, modified, or 1990 not renewed except after prior written notice by certified mail, return receipt requested, to City sixty (60) 1991 calendar days in advance of termination or failure to renew. The Letter of Credit may expire on the date 1992 on which the Bank receives a certificate from City saying that the Term has expired, or this Agreement has 1993 been terminated and Contractor owes City no money under this Agreement, or that Contractor has 1994 substituted an alternative letter of credit or other security document acceptable to City in City's sole 1995 discretion. The form of the Letter of Credit, including the procedures for and place of demand for payment 1996 and drawing certificate attached thereto, is subject to approval of City in its sole discretion, following the 1997 notice procedures defined in Section 12.9 below. The Letter of Credit must be transferable to any 1998 successor or assignee of City.
1999 The City shall have the right to draw against the faithful performance bond or the letter of credit in the 2000 event of a breach or default of Contractor or the failure of Contractor to perform fully any obligation under 2001 this Agreement. Within five (5) calendar days of receipt of notice from the City of such breach or default, July 15, 2024 Page 55 City of San Leandro Post Collection 2002 Contractor shall renew or replace such sums of money as needed to bring the faithful performance bond 2003 or letter of credit current.
2004 ARTICLE 10.
2005 DEFAULT AND REMEDIES
2006 10.1 EVENTS OF DEFAULT
2007 All provisions of the Agreement are considered material. Each of the following shall constitute an event 2008 of default.
2009 A. Fraud or Deceit. Contractor, its Affiliates, any Subcontractor, or any other Person employed by or 2010 with an ownership interest in Contractor, its Affiliates, or any Subcontractor practices, or attempts 2011 to practice, any fraud or deceit upon the City.
2012 B. Insolvency or Bankruptcy. Contractor becomes insolvent, unable, or unwilling to pay its debts, or 2013 upon entry of an order for relief in favor of Contractor in a bankruptcy proceeding. 2014 C. Failure to Maintain Coverage. Contractor fails to provide or maintain in full force and effect the 2015 Workers' Compensation, liability, or any other insurance coverage as required by this Agreement. 2016 D. Violations of Regulation. Contractor receives any notices, citations, orders or filings of any 2017 regulatory body having authority over Contractor relative to this Agreement, provided that 2018 Contractor may contest any such orders or filings by appropriate proceedings conducted in good 2019 faith, in which case no breach or default of this Agreement shall be deemed to have occurred. 2020 E. Violations of Applicable Law. Contractor has been found by a court of proper jurisdiction to be in 2021 violation of Applicable Law (other than criminal law) directly or indirectly related to the 2022 performance of this Agreement, provided that Contractor may contest any such allegation or finding 2023 by appropriate proceedings conducted in good faith, in which case no breach or default of this 2024 Agreement shall be deemed to have occurred.
2025 F. Failure to Perform Direct Services.
2026 1. General. Contractor fails to Accept City Delivered Materials at the Approved Facility(ies) or 2027 ceases to provide Post-Collection Services as required under this Agreement for a period of 2028 two (2) consecutive calendar days or more, for any reason within the control of Contractor. 2029 2. Suspension or Termination of Service. There is any termination or suspension of the 2030 transaction of business by Contractor related to this Agreement lasting more than two (2) 2031 calendar days.
2032 3. Labor Unrest. Pursuant to Section 10.7, Contractor fails to perform services as required under 2033 this Agreement for any period of time due to labor unrest, including but not limited to strike, 2034 work stoppage or slowdown, sickout, picketing, or other concerted job action conducted by 2035 the Contractor’s employees or directed at the Contractor or an Affiliate; or any labor action 2036 initiated by Contractor, including but not limited to a lock-out.

July 15, 2024 Page 56 City of San Leandro Post Collection 2037 4. Facility Disruption. The Contractor is unable to use any of the Approved or Alternative 2038 Facilities under this Agreement for more than thirty (30) Days in a consecutive twelve (12) 2039 month period.
2040 G. Failure to Use Approved Facilities. Contractor fails to deliver City Delivered Materials to the 2041 appropriate Approved Processing or Disposal Facility for each material type. 2042 H. Failure to Pay or Report. Contractor fails to make any payments to City required under this 2043 Agreement including payment of City Reimbursements or Liquidated Damages, or Contractor fails 2044 to pay Approved Facility operators as provided under this Agreement, and/or refuses to provide 2045 City with required information, reports, and/or records in a timely manner as provided for in the 2046 Agreement.
2047 I. Acts or Omissions. Any other act or omission by Contractor which violates the terms, conditions, 2048 or requirements of this Agreement, or Applicable Law and which is not corrected or remedied within 2049 the time set in the written notice of the violation or, if Contractor cannot reasonably correct or 2050 remedy the breach or violation within the time set forth in such notice, if Contractor should fail to 2051 commence to correct or remedy such violation within the time set forth in such notice and diligently 2052 effect such correction or remedy thereafter.
2053 J. False, Misleading, or Inaccurate Statements. Any representation or disclosure made to the City by 2054 Contractor in connection with or as an inducement to entering into this Agreement, or any future 2055 amendment to this Agreement, which proves to be false or misleading in any material respect as of 2056 the time such representation or disclosure is made, whether or not any such representation or 2057 disclosure appears as part of this Agreement; and, any Contractor-provided report containing a 2058 misstatement, misrepresentation, data manipulation, or an omission of fact or content explicitly 2059 defined by the Agreement, excepting non-numerical typographical and grammatical errors. 2060 K. Seizure or Attachment. There is a seizure of, attachment of, or levy on some or all of Contractor’s 2061 operating equipment, including without limitation its equipment, maintenance, or office facilities, 2062 or Approved Facility(ies), owned/operated by Contractor, by Affiliates, and/or by Subcontractors, 2063 or any part thereof.
2064 L. Criminal Activity. Contractor, its officers, managers, or employees are found guilty of Criminal 2065 Activity related directly or indirectly to performance of this Agreement or any other agreement held 2066 with the City.
2067 M. Assignment without Approval. Contractor transfers or assigns this Agreement without the express 2068 written approval of the City unless the assignment is permitted without City approval pursuant to 2069 Section 12.6.
2070 N. Failure to Perform Any Obligation. Contractor fails to perform any obligation established under 2071 this Agreement.
2072 City shall provide Contractor written notice of default within seven (7) calendar days of the City’s first 2073 knowledge of the Contractor’s default.

July 15, 2024 Page 57 City of San Leandro Post Collection 2074 10.2 RIGHT TO TERMINATE UPON EVENT OF DEFAULT
2075 Contractor shall be given three (3) Business Days from written notification by City to cure any default 2076 which, in the City Manager’s sole opinion, creates a potential public health or safety threat. 2077 Contractor shall be given three (3) Business Days from written notification by City to cure any default 2078 arising under subsections C, E, F.1, F.2, I, J, and K in Section 10.1 provided, however, that the City shall not 2079 be obligated to provide Contractor with a notice and cure opportunity if the Contractor has committed 2080 the same or similar breach/default within a twenty-four (24) month period or for events of default arising 2081 under subsections F.3 and F.4 in Section 10.1.
2082 Contractor shall be given thirty (30) calendar days from written notification by City to cure any other 2083 default (which is not required to be cured within three (3) Business Days); provided, however, that the 2084 City shall not be obligated to provide Contractor with a notice and cure opportunity if the Contractor has 2085 committed the same or similar breach/default within a twenty-four (24) month period. 2086 10.3 CITY’S REMEDIES IN THE EVENT OF DEFAULT
2087 Upon Contractor’s default, City has the following remedies:
2088 A. Waiver of Default. City may waive any event of default or may waive Contractor’s requirement to 2089 cure a default event if City determines that such waiver would be in the best interest of the City. 2090 City’s waiver of an event of default is not a waiver of future events of default that may have the 2091 same or similar conditions.
2092 B. Suspension of Contractor’s Obligation. City may suspend Contractor’s performance of its 2093 obligations if Contractor fails to cure default in the time frame specified in Section 10.2 until such 2094 time the Contractor can provide assurance of performance in accordance with Section 10.8. 2095 C. Liquidated Damages. City may assess Liquidated Damages for Contractor’s failure to meet specific 2096 performance standards pursuant to Section 10.6 and Exhibit F. 2097 D. Termination. In the event that Contractor should default, and subject to the right of the Contractor 2098 to cure, in the performance of any provisions of this Agreement, and the default is not cured for 2099 any default within three (3) Business Days if the default creates a potential public health or safety 2100 threat or arises under Section 10.1.C., E, F.1, F.2, I, J, or K, or otherwise thirty (30) calendar days 2101 after receipt of written notice of default from the City, then the City may, at its option, terminate 2102 this Agreement. In the event City decides to terminate this Agreement, the City shall serve upon 2103 Contractor twenty (20) calendar days written notice of its intention to terminate. In the event City 2104 exercises its right to terminate this Agreement, the City may, at its option, upon such termination, 2105 either directly undertake performance of the services or arrange with other Persons to perform the 2106 services with or without a written agreement. This right of termination is in addition to any other 2107 rights of City upon a failure of Contractor to perform its obligations under this Agreement. 2108 Contractor shall not be entitled to any further revenues from Processing or Disposal operations 2109 authorized hereunder from and after the date of termination. 2110 E. Other Available Remedies. City’s election of one (1) or more remedies described herein shall not 2111 limit the City from any and all other remedies at law and in equity including injunctive relief, etc.

July 15, 2024 Page 58 City of San Leandro Post Collection 2112 10.4 POSSESSION OF RECORDS UPON TERMINATION
2113 In the event of termination for an event of default, the Contractor shall furnish City Manager with 2114 immediate access to all of its business records, including without limitation, proprietary Contractor 2115 computer systems, related to its services under this Agreement. 2116 10.5 CITY'S REMEDIES CUMULATIVE; SPECIFIC PERFORMANCE 2117 City's rights to terminate the Agreement under Section 10.2 and to take possession of the Contractor's 2118 records under Section 10.4 are not exclusive, and City's termination of the Agreement and/or the 2119 imposition of Liquidated Damages shall not constitute an election of remedies. Instead, these rights shall 2120 be in addition to any and all other legal and equitable rights and remedies which City may have. 2121 By virtue of the nature of this Agreement, the urgency of timely, continuous, and high-quality service; the 2122 lead time required to effect alternative service; and, the rights granted by City to the Contractor, the 2123 remedy of damages for a breach hereof by Contractor is inadequate and City shall be entitled to injunctive 2124 relief (including but not limited to specific performance). 2125 10.6 PERFORMANCE STANDARDS AND LIQUIDATED DAMAGES
2126 A. General. The Parties find that as of the time of the execution of this Agreement, it is impractical, if 2127 not impossible, to reasonably ascertain the extent of damages incurred by City as a result of a 2128 breach by Contractor of its obligations under this Agreement. The factors relating to the 2129 impracticability of ascertaining damages include, but are not limited to, the fact that: (i) substantial 2130 damage results to members of the public who are denied services or denied quality or reliable 2131 service; (ii) such breaches cause inconvenience, anxiety, frustration, and deprivation of the benefits 2132 of the Agreement to individual members of the general public for whose benefit this Agreement 2133 exists, in subjective ways and in varying degrees of intensity which are incapable of measurement 2134 in precise monetary terms; (iii) that exclusive services might be available at substantially lower costs 2135 than alternative services and the monetary loss resulting from denial of services or denial of quality 2136 or reliable services is impossible to calculate in precise monetary terms; and, (iv) the termination of 2137 this Agreement for such breaches and other remedies are, at best, a means of future correction and 2138 not remedies that make the public whole for past breaches. 2139 B. Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The Parties 2140 further acknowledge that consistent, reliable Processing and Disposal services are of utmost 2141 importance to City and that City has considered and relied on Contractor's representations as to its 2142 quality of service commitment in awarding the Agreement to it. The Parties recognize that some 2143 quantified standards of performance are necessary and appropriate to ensure consistent and 2144 reliable service and performance. The Parties further recognize that if Contractor fails to achieve 2145 the performance standards or fails to submit required documents in a timely manner, City and its 2146 residents and businesses will suffer damages, and that it is, and will be, impractical and extremely 2147 difficult to ascertain and determine the exact amount of damages that City will suffer. Therefore, 2148 without prejudice to City’s right to treat such non-performance as an event of default under this 2149 Section, the Parties agree that the Liquidated Damages amounts established in Exhibit F of this 2150 Agreement and the Liquidated Damage amounts therein represent a reasonable estimate of the 2151 amount of such damages considering all of the circumstances existing on the Effective Date of this July 15, 2024 Page 59 City of San Leandro Post Collection 2152 Agreement, including the relationship of the sums to the range of harm to City that reasonably could 2153 be anticipated and the anticipation that proof of actual damages would be costly or impractical. 2154 Contractor agrees to pay (as Liquidated Damages and not as a penalty) the amounts set forth in 2155 Exhibit F, Performance Standards and Liquidated Damages. 2156 Before assessing Liquidated Damages, City shall give Contractor notice of its intention to do so. The 2157 notice will include a brief description of the incident(s) and non-performance. City may review (and 2158 make copies at its own expense) all information in the possession of Contractor relating to 2159 incident(s) and/or non-performance. City may, within thirty (30) Business Days after issuing the 2160 notice, request a meeting with Contractor. City may present evidence of non-performance in writing 2161 and through testimony of its employees and others relevant to the incident(s) and non2162 performance. City Manager shall provide Contractor with a written explanation of their 2163 determination on each incident(s) and non-performance prior to authorizing the assessment of and 2164 non-performance prior to authorizing the assessment of Liquidated Damages under this Section 2165 10.6. Within ten (10) Business Days of receipt of such notice of intention to assess Liquidated 2166 Damages, or within forty (40) Business Days if the intended assessment results in a material impact, 2167 as defined in Section 5.5, no Liquidated Damages may be imposed on Contractor until Contractor 2168 has been given a reasonable opportunity to respond to allegations and to meet and confer with the 2169 City Manager. The City Manager’s decision shall be final subject to Contractor’s ability to pursue 2170 judicial relief in accordance with Section 10.9.
2171 C. Amount. City may assess Liquidated Damages for each Working Day or event, as appropriate, that 2172 Contractor is determined to be liable in accordance with this Agreement in the amounts specified 2173 in Exhibit F. Liquidated Damages shall be subject to annual adjustment on each July 1 equal to the 2174 Annual Percentage Change in the CPI-U as defined in Section 8.3. 2175 D. Timing of Payment. Contractor shall pay any Liquidated Damages assessed by City within ten (10) 2176 Business Days of the date the Liquidated Damages are assessed. If they are not paid within the ten 2177 (10) Business Day period, City may proceed against the performance bond required by the 2178 Agreement, order the termination of the rights or granted by this Agreement, or all of the above. 2179 10.7 EXCUSE FROM PERFORMANCE
2180 A. General. Notwithstanding any other provision in this Agreement, each Party shall be excused from 2181 performing itsrespective obligations hereunder and from any obligation to pay Liquidated Damages 2182 if it is prevented from so performing by reason of floods, earthquakes, other acts of nature, war, 2183 civil insurrection, riots, acts of any local, State, or Federal government (including judicial action), 2184 and other similar catastrophic events which are beyond the control of and not the fault of the Party 2185 claiming excuse from performance hereunder (each a “Force Majeure Event”). 2186 B. Third Party Labor Unrest. In the case of labor unrest or job action directed at a third party over 2187 whom Contractor has no control, the inability of Contractor to provide services in accordance with 2188 this Agreement due to the unwillingness or failure of the third party to: (i) provide reasonable 2189 assurance of the safety of Contractor's employees while providing such services; or, (ii) make 2190 reasonable accommodations with respect to point of delivery, time of Acceptance, or other 2191 operating circumstances to minimize any confrontation with pickets or the number of Persons 2192 necessary to perform Transfer, Transport, Processing, or Disposal services, to that limited extent, July 15, 2024 Page 60 City of San Leandro Post Collection 2193 excuse performance. The foregoing excuse shall be conditioned on Contractor's cooperation in 2194 performing Transfer, Transport, Processing, and/or Disposal services at different times and in 2195 different locations (as provided for in Section 4.1). If the Collection Contractor is unable to use any 2196 of the Approved or Alternative Facilities under this Agreement for more than thirty (30) Days in a 2197 consecutive twelve (12) month period for any reason, including, but not limited to third-party labor 2198 unrest, and such inability prevents Contractor from performing its obligations under this Agreement 2199 through the use of Alternative Facilities as provided for in Section 4.1, such circumstance shall be 2200 considered an event of default in accordance with Section 10.1.F. 2201 C. Contractor Labor Unrest. In the event of labor unrest, including but not limited to strike, work 2202 stoppage or slowdown, sickout, picketing, or other concerted job action conducted by the 2203 Contractor’s employees or directed at the Contractor or an Affiliate, the Contractor shall not be 2204 excused from performance and such event shall not be considered a Force Majeure event under 2205 this Section. Contractor may direct City Delivered Materials to an Alternative Facility as provided in 2206 Section 4.1. In such case, Contractor shall continue to provide consistent, reliable, and 2207 uninterrupted levels of performance during the pendency thereof. Any labor action initiated by 2208 Contractor, including but not limited to a lock-out, shall not be grounds for any excuse from 2209 performance and Contractor shall perform all obligations under this Agreement during the 2210 pendency of such Contractor-initiated labor action. In the event that any labor unrest related to 2211 Contractor’s operations or facility(ies) causes those facilities to be partially or completely 2212 inaccessible by the Collection Contractor and thereby creates increased costs for the City and/or 2213 Collection Contractor related to delivery to Alternative Facilities, Contractor shall be liable for any 2214 and all such costs. In the event of such increased costs, City shall make a determination of the 2215 allowable costs under the Collection Agreement with the City as well as any direct or indirect costs 2216 incurred by the City during the pendency of such disruption. Contractor shall pay to City or, at City’s 2217 direction, Collection Contractor the amount of such increased costs as determined by the City within 2218 thirty (30) calendar days of receiving the City’s determination. 2219 D. Notice. The Party claiming excuse from performance shall, within two (2) calendar days after such 2220 Party has notice of such cause, give the other Party notice of the facts constituting such cause and 2221 asserting its claim to excuse under this Section. If either Party validly exercises its rights under this 2222 Section, the Parties hereby waive any claim against each other for any damages sustained thereby. 2223 E. Default and Termination. The partial or complete interruption or discontinuance of Contractor's 2224 services caused by one (1) or more Force Majeure Eventsshall not constitute a default by Contractor 2225 under this Agreement, except as otherwise specified in Section 10.1.F.4. Notwithstanding the 2226 foregoing, however, if Contractor is excused from performing its obligations hereunder for any of 2227 the causes listed in this Section for a period of thirty (30) calendar days or more, City shall 2228 nevertheless have the right, in its sole discretion, to terminate this Agreement by giving ten (10) 2229 Business Days’ notice to Contractor provided Contractor does not fully resume performance of its 2230 obligations hereunder within such ten (10) Business Days, in which case the provisions of Section 2231 10.4 shall apply.
2232 10.8 RIGHT TO DEMAND ASSURANCES OF PERFORMANCE
2233 The Parties acknowledge that it is of the utmost importance to City and the health and safety of all those 2234 members of the public residing or doing business within City who will be adversely affected by interrupted July 15, 2024 Page 61 City of San Leandro Post Collection 2235 waste management service, that there be no material interruption in services provided under this 2236 Agreement.
2237 If Contractor: (i) is the subject of any labor unrest including work stoppage or slowdown, sick-out, 2238 picketing, or other concerted job action; (ii) appears in the reasonable judgment of City to be unable to 2239 regularly pay its bills as they become due; or, (iii) is the subject of a civil or criminal judgment or order 2240 entered by a Federal, State, regional, or local agency for violation of an Applicable Law, and City believes 2241 in good faith that Contractor's ability to perform under the Agreement has thereby been placed in 2242 substantial jeopardy, City may, at its sole option and in addition to all other remedies it may have, demand 2243 from Contractor reasonable assurances of timely and proper performance of this Agreement, in such form 2244 and substance as City believes in good faith is reasonably necessary in the circumstances to evidence 2245 continued ability to perform under the Agreement. If Contractor fails or refuses to provide satisfactory 2246 assurances of timely and proper performance in the form and by the date required by City, such failure or 2247 refusal shall be an event of default for purposes of Section 10.1. 2248 10.9 DISPUTE RESOLUTION
2249 In the event of dispute between the City Manager and the Contractor regarding the interpretation of or 2250 the performance of services under this Agreement which results in a material impact to the Contractor’s 2251 revenue and/or cost of operations, as defined in Section 5.5, the provisions of Section 10.9 shall apply. 2252 A. Meet and Confer. City and Contractor agree that they shall promptly meet and confer to attempt 2253 to resolve the matter between themselves.
2254 B. Mediation. In the event that disputes that arise under this Agreement cannot be resolved 2255 satisfactorily between the Parties in accordance with Section 10.9.A, the City and Contractor agree 2256 that such disputes shall be submitted to mandatory, non-binding mediation by a mutually agreed 2257 upon independent third party.
2258 C. Period of Time. Insofar as allowed by Applicable Law, the period of time otherwise applicable for 2259 filing claims against the City under Applicable Law shall be tolled during the period of time for which 2260 meet and confer or mediation procedures are pending, in accordance with Sections 10.9.A and 2261 10.9.B.
2262 D. Litigation. Litigation may be commenced only after all reasonable efforts to resolve the dispute(s) 2263 pursuant to Sections 10.9.A and 10.9.B have failed and any necessary claim(s) have been denied. 2264 10.10 COOPERATION AND DISPUTES BETWEEN CONTRACTORS 2265 Contractor shall fully comply with its obligations to provide services under this Agreement including 2266 Acceptance of City Delivered Materials by the Collection Contractor in a manner that meets the 2267 requirements of this Agreement and Applicable Law. Contractor shall also fully comply with its obligations 2268 to deliver City Delivered Materials to Approved Processing and Approved Disposal Facilities. In the event 2269 of disputes between the Collection Contractor and the Contractor or between Contractor and the 2270 Approved Facility(ies), either party may provide written notice of the dispute to the City and any other 2271 party involved in the dispute. If Contractor initiates a written notice of dispute, such notice shall include 2272 a summary of the dispute, the section(s) of the Agreement or agreements the asserted dispute arises 2273 from, an estimate of the financial implications to Contractor asserted, and a proposed resolution. 2274 Contactor agrees to timely meet and confer directly with the Collection Contractor or Approved July 15, 2024 Page 62 City of San Leandro Post Collection 2275 Facility(ies) in good faith to resolve the dispute for thirty (30) calendar days following the initial notice to 2276 the City and the other involved party. A longer period may be established if mutually agreed upon 2277 between the parties. If at the end of the thirty (30) day period, Contractor and the Collection Contractor 2278 or Contractor and Approved Facility(ies) have met and conferred in good faith but have not resolved the 2279 dispute, either party to the dispute may notify the City and the City shall facilitate the dispute resolution 2280 procedure in accordance with Section 10.9 as well as any applicable provisions of the involved party’s 2281 contract with the City. In the event of a dispute, Contractor shall continue performance of Contractor’s 2282 obligations under this Agreement and shall attempt to continue to resolve that dispute in a cooperative 2283 manner, including but not limited to negotiating in good faith. 2284 10.11 ACTS NECESSARY TO PERFORM SERVICE
2285 The City’s failure to specifically require an act necessary to perform any of the services required under 2286 this Agreement and comply with Appliable Law does not relieve Contractor of its obligation to perform 2287 such act, or the service(s) dependent on such act, or to comply with Applicable Law at all times throughout 2288 the Term of this Agreement. Further, any suggestions or recommendations, whether verbal or in writing, 2289 made by the City to Contractor shall not be relied upon by Contractor to the extent such suggestions or 2290 recommendations may compromise or inhibit Contractor’s performance under this Agreement or ability 2291 to comply with Applicable Law. Contractor assumes all liability and responsibility for actions and inactions 2292 to perform services under this Agreement in accordance with Applicable Law and expressly waives any 2293 claims against the City or use of City’s actions or inactions as a legal defense for Contractor’s failure to 2294 perform or comply with Applicable Law in the performance of this Agreement. 2295 In the event of any ambiguity as to the interpretation of the Agreement or the requirements of Contractor 2296 under this Agreement, Contractor shall be responsible for seeking clarity and approval from the City prior 2297 to engaging in actions to resolve ambiguities not otherwise explicitly stated in the Agreement. To the 2298 extent that the Contractor engages or fails to engage in performing an act in violation of this Agreement 2299 or Applicable Law and fails to obtain explicit written permission from the City in advance, the Contractor 2300 shall be solely liable and the City shall not be responsible for any payment, compensation adjustments, or 2301 administrative support arising from Contractor’s actions or inactions. To the extent the Contractor’s non2302 compliance results in increased costs to the City, City shall notify the Contractor, identifying the dollar 2303 value of such cost impacts, and Contractor shall, within thirty (30) calendar days of written notice from 2304 the City, remit such costs to the City in the form of a direct payment sent or delivered to the City or paid 2305 to the City via an electronic payment method. The City retains the right to pursue any remedies specified 2306 in this Article in the event of non-compliance, at the City Contract Manager’s sole discretion. 2307 ARTICLE 11.
2308 REPRESENTATIONS AND WARRANTIES OF
2309 THE PARTIES
2310 The Parties, by acceptance of this Agreement, represents and warrants the conditions presented in this 2311 Article.

July 15, 2024 Page 63 City of San Leandro Post Collection 2312 11.1 CONTRACTOR’S CORPORATE STATUS
2313 Contractor is a corporation duly organized, validly existing, and in good standing under the laws of the 2314 State. It is qualified to transact business in the State and has the power to own its properties and to carry 2315 on its business as now owned and operated and as required by this Agreement. 2316 11.2 CONTRACTOR’S CORPORATE AUTHORIZATION
2317 Contractor has the authority to enter this Agreement and perform its obligations under this Agreement. 2318 The Board of Directors of Contractor (or the shareholders, if necessary) has taken all actions required by 2319 law, its articles of incorporation, its bylaws, or otherwise, to authorize the execution of this Agreement. 2320 The Person signing this Agreement on behalf of Contractor represents and warrants that they have 2321 authority to do so. This Agreement constitutes the legal, valid, and binding obligation of the Contractor. 2322 11.3 AGREEMENT WILL NOT CAUSE BREACH
2323 To the best of Contractor's and City’s knowledge after reasonable investigation, the execution or delivery 2324 of this Agreement or the performance by such Party of its respective obligations hereunder does not 2325 conflict with, violate, or result in a breach: (i) of any Applicable Law; or (ii) any term or condition of any 2326 judgment, order, or decree of any court, administrative agency, or other governmental authority, or any 2327 agreement or instrument to which Contractor or City is a party or by which Contractor or any of its 2328 properties or assets are bound, or constitutes a default hereunder. 2329 11.4 NO LITIGATION
2330 To the best of Contractor's and City’s knowledge after reasonable investigation, there is no action, suit, 2331 proceeding, or investigation, at law or in equity, before or by any court or governmental authority, 2332 commission, board, agency, or instrumentality decided, pending, or threatened against either Party 2333 wherein an unfavorable decision, ruling, or finding, in any single case or in the aggregate, would:
2334 A. Materially adversely affect the performance by such Party of its obligations hereunder; 2335 B. Adversely affect the validity or enforceability of this Agreement; or, 2336 C. Have a material adverse effect on the financial condition of Contractor, or any surety or entity 2337 guaranteeing Contractor's performance under this Agreement. 2338 11.5 NO ADVERSE JUDICIAL DECISIONS
2339 To the best of Contractor’s and City’s knowledge after reasonable investigation, there is no judicial 2340 decision that would prohibit this Agreement or subject this Agreement to legal challenge. 2341 11.6 NO LEGAL PROHIBITION
2342 To the best of each Party’s knowledge, after reasonable investigation, there is no Applicable Law in effect 2343 on the date that Party signed this Agreement that would prohibit the performance of that Party’s 2344 obligations under this Agreement and the transactions contemplated hereby.

July 15, 2024 Page 64 City of San Leandro Post Collection 2345 11.7 CONTRACTOR’S ABILITY TO PERFORM
2346 Contractor possesses the business, professional, and technical expertise to perform all services, 2347 obligations, and duties as described in and required by this Agreement including all Exhibits thereto. 2348 Contractor possesses the ability to secure equipment, facility, and employee resources required to 2349 perform its obligations under this Agreement and in accordance with Applicable Law. 2350 ARTICLE 12.
2351 OTHER AGREEMENTS OF THE PARTIES
2352 12.1 RELATIONSHIP OF PARTIES
2353 The Parties intend that Contractor shall perform the services required by this Agreement as an 2354 independent Contractor engaged by City and neither as an officer nor employee of City, nor as a partner 2355 or agent of, or joint venturer with, City. No employee or agent of Contractor shall be, or shall be deemed 2356 to be, an employee or agent of City. Contractor shall have the exclusive control over the manner and 2357 means of performing services under this Agreement, except as expressly provided herein. Contractor shall 2358 be solely responsible for the acts and omissions of its officers, employees, Subcontractors, and agents. 2359 Neither Contractor nor its officers, employees, Subcontractors, and agents shall obtain any rights to 2360 retirement benefits, workers' compensation benefits, or any other benefits which accrue to City 2361 employees by virtue of their employment with City. 2362 12.2 COMPLIANCE WITH LAW
2363 Contractor shall at all times, at its sole cost, comply with all Applicable Laws now in force and as they may 2364 be enacted, issued or amended during the Term.
2365 12.3 GOVERNING LAW
2366 This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the 2367 State.
2368 12.4 JURISDICTION
2369 Any lawsuits between the Parties arising out of this Agreement shall be brought and concluded in the 2370 courts of Alameda County in the State of California, which shall have exclusive jurisdiction over such 2371 lawsuits. With respect to venue, the Parties agree that this Agreement is made in and will be performed 2372 in Alameda County.
2373 12.5 BINDING ON SUCCESSORS
2374 The provisions of this Agreement shall inure to the benefit to and be binding on the successors and 2375 permitted assigns of the Parties.
2376 12.6 ASSIGNMENT
2377 Neither Party shall assign its rights nor delegate or otherwise transfer its obligations under this Agreement 2378 to any other Person without the prior written consent of the other Party. Any such assignment made July 15, 2024 Page 65 City of San Leandro Post Collection 2379 without the consent of the other Party shall be void and the attempted assignment shall constitute a 2380 material breach of this Agreement.
2381 For purposes of this Section, "assignment" shall include, but not be limited to: (i) a sale, exchange, or other 2382 transfer of substantially all of Contractor's local, regional, and/or corporate assets dedicated to service 2383 under this Agreement to a third party; (ii) a sale, exchange, or other transfer of ten percent (10%) or more 2384 of the local, regional, and/or corporate stock or ownership of Contractor to a Person (other than a transfer 2385 of shares in Contractor by the owner of such shares to members of the owner’s family or a trust for the 2386 benefit of the owner’s family, to Contractor or to another owner of shares in Contractor) except that no 2387 cumulative sale, exchange, or transfer of shares may exceed twenty percent (20%) during the Term of the 2388 Agreement (other than a transfer of shares in Contractor by the owner of such shares to members of the 2389 owner’s family or a trust for the benefit of the owner’sfamily, to Contractor or to another owner of shares 2390 in Contractor); (iii) any reorganization, consolidation, merger, recapitalization, stock issuance or re2391 issuance, voting trust, pooling agreement, escrow arrangement, liquidation, or other transaction to which 2392 Contractor or any of its shareholders is a party that results in a change of ownership or control of ten 2393 percent (10%) or more of the value or voting rights in the local, regional, and/or corporate stock of 2394 Contractor (excluding as the result of changes in ownership or control between an owner of shares in 2395 Contractor and Contractor, members of the owner’s family, or a trust for the benefit of the owner’s family, 2396 or to another owner of shares in Contractor); (iv) any reorganization, consolidation, merger, 2397 recapitalization, stock issuance or re-issuance, voting trust, pooling agreement, escrow arrangement, 2398 liquidation, or other transaction to which Contractor or any of its shareholders is a party that results in a 2399 change of ownership or control of ten percent (10%) or more of the value or voting rights in the local, 2400 regional, and/or corporate stock of Contractor (other than from changes in ownership or control between 2401 an owner of shares in Contractor and another owner of shares in Contractor) unless Contractor engages 2402 a professional manager to oversee this Agreement; (v) divestiture of an Affiliate (e.g., trucking company, 2403 materials recovery facility, Transfer station) used by Contractor to fulfill its obligations under this 2404 Agreement; and, (vi) any combination of the foregoing (whether or not in related or contemporaneous 2405 transactions) that has the effect of any such transfer or change of local, regional, and/or corporate 2406 ownership and/or control of Contractor. For purposes of this Section, the term "proposed assignee" shall 2407 refer to the proposed transferee(s) or other successor(s) in interest pursuant to the assignment. 2408 Contractor acknowledges that this Agreement involves rendering a vital service to City's residents and 2409 businesses, and that City has selected Contractor to perform the services specified herein based on: (i) 2410 Contractor's experience, skill, and reputation for conducting its Recyclable Materials, Organic Materials, 2411 C&D Debris, and Solid Waste management operations in a safe, effective, and responsible fashion, at all 2412 times in keeping with Applicable Law, regulations, and good waste management practices; and, (ii) 2413 Contractor's financial resources on a local, regional, and/or corporate level to maintain the required 2414 equipment and to support its indemnity obligations to City under this Agreement. City has relied on each 2415 of these factors, among others, in choosing Contractor to perform the services to be rendered by 2416 Contractor under this Agreement.
2417 If Contractor requests City's consideration of and consent to an assignment, City may deny or approve 2418 such request in its sole and complete discretion. No request by Contractor for consent to an assignment 2419 need be considered by City unless and until Contractor has met the following requirements. The City may, 2420 in its sole discretion, waive one (1) or more of these requirements.

July 15, 2024 Page 66 City of San Leandro Post Collection 2421 A. On the date City approves Contractor’s written request for the City’s written consent to an 2422 assignment and the assignment occurs, Contractor shall pay the City a transfer fee in the amount 2423 of one percent (1%) of the Gross Receipts for the most-recently completed Rate Period. 2424 B. Contractor shall pay City its actual expenses for attorneys’, consultants’, and accountants’ fees, staff 2425 time, and investigation costs necessary to investigate the suitability of any proposed assignee, and 2426 to review and finalize any documentation required as a condition for approving any such 2427 assignment. Such payment shall be required regardless of the ultimate determination of the City 2428 with regard to the approval or denial of the assignment. Upon submittal of Contractor’s request for 2429 assignment to City, Contractor shall submit an initial deposit of one hundred thousand dollars 2430 ($100,000) for this purpose.
2431 C. Contractor shall furnish City with reviewed financial statements of the proposed assignee's 2432 operations for the immediately preceding three (3) operating years. 2433 D. Contractor shall furnish City with satisfactory proof: (i) that the proposed assignee has at least ten 2434 (10) years of Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste management 2435 experience on a scale equal to or exceeding the scale of operations conducted by Contractor under 2436 this Agreement; (ii) that in the last five (5) years, the proposed assignee has not suffered any 2437 citations or other censure from any Federal, State, or local Contractor having jurisdiction over its 2438 waste management operations due to any significant failure to comply with State, Federal, or local 2439 waste management laws and that the assignee has provided the City with a complete list of such 2440 citations and censures; (iii) that the proposed assignee has at all times conducted its operations in 2441 an environmentally safe and conscientious fashion; (iv) that the proposed assignee conducts its 2442 operations and management practices in accordance with sound waste management practices in 2443 full compliance with all Federal, State, and local laws regulating the Collection, Transportation, 2444 Processing, and Disposal of Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste 2445 including Hazardous Waste; and, (v) that any other information required by City demonstrates that 2446 the proposed assignee can fulfill the terms of this Agreement in a timely, safe, and effective manner. 2447 E. Contractor shall provide the City with any and all additional records or documentation that, in the 2448 City Manager’s sole determination, would facilitate the review of the proposed assignment. 2449 Under no circumstances shall any proposed assignment be considered by City if Contractor is in default at 2450 any time during the period of consideration. If, in the City’s sole determination, there is any doubt 2451 regarding the compliance of the Contractor with the Agreement, City may require an audit of the 2452 Contractor’s compliance and the costs of such audit shall be paid by Contractor in advance of the 2453 performance of said audit.
2454 12.7 NO THIRD-PARTY BENEFICIARIES
2455 This Agreement is not intended to, and will not be construed to, create any right on the part of any third 2456 party to bring an action to enforce any of its terms. 2457 12.8 WAIVER
2458 The waiver by either Party of any breach or violation of any provisions of this Agreement shall not be 2459 deemed to be a waiver of any breach or violation of any other provision nor of any subsequent breach of 2460 violation of the same or any other provision. The subsequent acceptance by either Party of any monies July 15, 2024 Page 67 City of San Leandro Post Collection 2461 that become due hereunder shall not be deemed to be a waiver of any pre-existing or concurrent breach 2462 or violation by the other Party of any provision of this Agreement. 2463 12.9 NOTICE PROCEDURES
2464 All notices, demands, requests, proposals, approvals, consents, and other communications, which this 2465 Agreement requires, authorizes, or contemplates, shall be in writing and shall either be personally 2466 delivered to a representative of the Parties at the address below or deposited in the United States mail, 2467 first class postage prepaid, addressed as follows:
2468 If to City:
2469 City of San Leandro
2470 Attn: Public Works Director
2471 14200 Chapman Rd.
2472 San Leandro, CA 94578
2473 Email notice: [email protected]
2474 If to Contractor:
2475 Alameda County Industries, Inc.
2476 Attn: General Manager
2477 610 Aladdin Ave.
2478 San Leandro, CA 94577
2479
2480 The address to which communications may be delivered may be changed from time to time by a notice 2481 given in accordance with this Section. Notice shall be deemed given on the day it is personally delivered 2482 or, if mailed, three (3) calendar days from the date it is deposited in the mail. Either Party may choose to 2483 provide email notification to the other Party that notice has been deposited in the mail, however such 2484 email notification shall not constitute official notice. 2485 12.10 REPRESENTATIVES OF THE PARTIES
2486 References in this Agreement to the “City” shall mean the City’s elected body and all actions to be taken 2487 by City except as provided below. The City may delegate authority, in writing, to the City Manager and/or 2488 to other City officials and may permit such officials, in turn, to delegate in writing some or all of such 2489 authority to subordinate officers. The Contractor may rely upon actions taken by such delegates if they 2490 are within the scope of the authority properly delegated to them. 2491 The Contractor shall, by the Effective Date, designate in writing a responsible officer who shall serve as 2492 the representative of the Contractor in all matters related to the Agreement and shall inform City in 2493 writing of such designation and of any limitations upon his or her authority to bind the Contractor. City 2494 may rely upon action taken by such designated representative as actions of the Contractor unless they 2495 are outside the scope of the authority delegated to him or her by the Contractor as communicated to City.

July 15, 2024 Page 68 City of San Leandro Post Collection 2496 ARTICLE 13.
2497 MISCELLANEOUS AGREEMENTS
2498 13.1 ENTIRE AGREEMENT
2499 This Agreement is the entire agreement between the Parties with respect to the subject matter hereof 2500 and supersedes all prior and contemporaneous oral and written agreements and discussions. Each Party 2501 has cooperated in the drafting and preparation of this Agreement and this Agreement shall not be 2502 construed against any Party on the basis of drafting. This Agreement may be amended only by an 2503 agreement in writing, signed by each of the Parties hereto. 2504 13.2 SECTION HEADINGS
2505 The Article headings and Section headings in this Agreement are for convenience of reference only and 2506 are not intended to be used in the construction of this Agreement nor to alter or affect any of its 2507 provisions.
2508 13.3 REFERENCES TO LAWS
2509 All references in this Agreement to laws and regulations shall be understood to include such laws as they 2510 may be subsequently amended or recodified, unless otherwise specifically provided herein. 2511 13.4 AMENDMENTS
2512 This Agreement may not be modified or amended in any respect except in writing signed by the Parties. 2513 13.5 SEVERABILITY
2514 If any non-material provision of this Agreement is for any reason deemed to be invalid and unenforceable, 2515 the invalidity or unenforceability of such provision shall not affect any of the remaining provisions of this 2516 Agreement, which shall be enforced as if such invalid or unenforceable provision had not been contained 2517 herein.
2518 13.6 COUNTERPARTS
2519 This Agreement may be executed in counterparts, each of which shall be considered an original. 2520 13.7 EXHIBITS
2521 Each of the Exhibits identified as Exhibit “A” through “I” is attached hereto and incorporated herein and 2522 made a part hereof by this reference. In the event of a conflict between the terms of this Agreement and 2523 the terms of an Exhibit, the terms of this Agreement shall control.

July 15, 2024 Page 69 City of San Leandro Post Collection 2524 IN WITNESS WHEREOF, this Agreement is entered into by the Parties hereto in Alameda County, California 2525 on the day and year first above written.

City of San Leandro
A Municipal Corporation “CITY”
Alameda County Industries, Inc.
“CONTRACTOR”
Date
City Manager
Signature Date
The Foregoing Agreement Has been
Reviewed and Approval Is Recommended:

Print Name of Signatory
Title of Signatory
Date
Director, Public Works
Signature Date
APPROVED AS TO FORM:

Print Name of Signatory
Title of Signatory
Date
City Attorney
San Leandro Business License #
Approved by City Council
2526
EXHIBIT A:

DEFINITIONS

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-1 Post-Collection 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 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 876” means the Assembly Bill approved by the Governor of the State of California on October 8, 2015, which added Section 41821 to the Public Resources Code, relating to solid waste as amended, supplemented, superseded, and replaced from time to time. “AB 901” means Assembly Bill approved by the Governor of the State of California on October 10, 2015, which amended Section 41821.5 of; amended, renumbered, and added Section 41821.6 of; and added Sections 41821.6 to, the Public Resources Code, relating to solid waste, as amended, supplemented, superseded, and replaced from time to time.
“AB 939” means the California Integrated Waste Management Act of 1989 (Division 30 of the California Public Resources Code), also commonly referred to as "AB 939," as amended, supplemented, superseded, and replaced from time to time.
“AB 1201” means the Solid Waste: Products: Labeling: Compostability and Biodegradability Assembly Bill approved by the Governor of the State of California on October 5, 2021, which amended Sections 42356, 42356.1, and 42357 of, and amended the heading of Chapter 5.7 (commencing with Section 42355) of Part 3 of Division 30 of, the Public Resources Code, relating to solid waste. "AB 1594" means the Assembly Bill approved by the Governor of the State of California on September 28, 2014, which amended Sections 40507 and 41781.3 of the Public Resources Code, relating to solid waste, as amended, supplemented, superseded, and replaced from time to time. "AB 1826" means the Assembly Bill approved by the Governor of the State of California on September 28, 2014, which added Chapter 12.9 (commencing with Section 42649.8) to Part 3 of Division 30 of the Public Resources Code, relating to solid waste, as amended, supplemented, superseded, and replaced from time to time.
“AB 2176” means the Venue and Event Reduction Act of 2004 (an act to amend Section 42911 of, and to add Chapter 12.7 (commencing with Section 42648) to Part 3 of Division 30 of, the Public Resources Code, relating to Recycling), also commonly referred to as “AB 2176,” as amended, supplemented, superseded, and replaced from time to time.
"Abandoned Waste” means Bulky Items and Solid Waste that have been abandoned in the public right of way or on City property, excluding materials generated at homeless encampments and incidental litter.

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-2 Post-Collection Agreement, Exhibit A “Accept,” “Accepted,” or “Acceptance” (or any variation thereof) means and refers to materials that have been delivered to an Approved Facility and have been received by the Contractor for Transfer, Transport, Processing, and/or Disposal, in accordance with facility permits and Applicable Law. “Act” means the California Integrated Waste Management Act of 1989 set forth in PRC Section 40000, et seq.
“Advanced Clean Fleets (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, as they 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) that are directly or indirectly related to Contractor by virtue of direct or indirect Ownership interests or common management, and 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 that has a direct or indirect Ownership interest in Contractor. For the purposes of this definition, “Ownership” means ownership as defined in the constructive ownership provisions of Section 318(a) of the Internal Revenue Code of 1986, as in effect on the date here, provided that ten percent (10%) shall be substituted for fifty percent (50%) in Section 318(a)(2)(C) and in Section 318(a)(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” meansthe 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 provide refuse and Recycling Collection services. ACWMA includes agencies governed by the ACWMA such as StopWaste. “Alternative Daily Cover” or “ADC” has the same meaning as in 27 CCR Section 20690. “Alternative Facility(ies)” means the Transfer, Processing, and/or Disposal Facility pre-approved by the City for use under the limited circumstances defined in Section 4.1.B. “Alternative Intermediate Cover” or “AIC” has the same meaning as in 27 CCR Section 20700. “Appliances” shall have the meaning set forth in the Collection Agreement.

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-3 Post-Collection Agreement, Exhibit A “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, Processing, and Disposal of Recyclable Materials, Organic Materials, C&D Debris, Disaster Debris (as defined in Section 4.7), 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. The Parties acknowledge that, as of the date of this Agreement, the State has passed legislation including, but not limited to, AB 1201, SB 54, SB 343, and the Advanced Clean Fleets Rule, where further regulatory requirements may be established.
“Approved 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. Under the limited circumstances described in Section 4.1.B related to emergency unavailability of the Approved C&D Processing Facility, the City has pre-approved the use of the Redwood Landfill in Novato, CA, the Guadalupe Landfill in San Jose, and K&M in Sacramento, CA. “Approved Commercial Organic Materials Processing Facility” means 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. Under the limited circumstances described in Section 4.1.B, the City has pre-approved the use of the Altamont CASP, which is owned and operated by Waste Management of Alameda County, Inc.
“Approved Disposal Facility” means the Altamont Landfill, which is owned and operated by Waste Management of Alameda County, Inc. Under the limited circumstances described in Section 4.1.B related to emergency unavailability of the Approved Disposal Facility, the City has pre-approved the use of the Redwood Landfill in Novato, CA which is owned and operated by Redwood Landfill, Inc. “Approved Facility(ies)” means any one of or combination of the: Approved Disposal Facility; Approved Residential Organic Materials Processing Facility; Approved Commercial Organic Materials Processing Facility, Approved Recyclable Materials Processing Facility; Approved C&D Processing Facility, and/or Approved Transfer Facility.
“Approved Residential Organic Materials Processing Facility” means the Altamont CASP, which is owned and operated by Waste Management of Alameda County, Inc. Under the limited circumstances described in Section 4.1.B related to emergency unavailability of the Approved Organic Materials Processing Facility, the City has pre-approved the use of the Redwood CASP in Novato, CA which is owned and operated by Redwood Landfill, Inc.
“Approved Processing Facility(ies)” means the Approved Recyclable Materials Processing Facility the Approved Organic Materials Processing Facility, and/or the Approved C&D Processing Facility. “Approved 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.

Under the limited circumstances described in Section 4.1.B related to emergency unavailability of the

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-4 Post-Collection Agreement, Exhibit A Approved Recyclable Materials Processing Facility, the City has pre-approved the use of the Newby Island Resource Recovery Park in San Jose, CA which is owned and operate by Republic Services. “Approved Transfer Facility(ies)” means the Alameda County Industries Transfer Station in San Leandro, CA, which is owned by Alameda County Industries, LLC. Under the limited circumstances described in Section 4.1.B related to emergency unavailability of the Approved Transfer Facility, the City has preapproved the use of the Davis Street Resource Recovery Complex and Transfer Station in San Leandro, CA, which is owned by Waste Management of Alameda County, Inc. “Back-Haul” means generating and Transporting Discarded Materials or C&D Debris to a destination owned and operated by the Generator using the Generator’s own employees and equipment, or as otherwise defined in 14 CCR Section 18982(a)(66)(A).
"Beneficial Reuse" means use of material for beneficial reuse which shall include, but not be limited to, the following: ADC, AIC, final cover foundation layer, liner operations layer, leachate and landfill gas collection system, construction fill, road base, wet weather operations pads and access roads, and soil amendments for erosion control and landscaping.
“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" shall have the meaning set forth in the Collection Agreement. “Business Days” means days during which the City offices are open to do business with the public. “CALGreen” means the California Green Building Standards Code, Part 11, Title 24, of the CCR as it may be amended from time to time.
“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” shall have the meaning set forth in the Collection Agreement. “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 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

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-5 Post-Collection Agreement, Exhibit A 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.

C. With respect to changes in compensation, Change in Law is limited by the specific provisions of Section 3.7, Section 5.3.C and Section 8.4.E.
“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 Delivered Materials” means Recyclable Materials, Organic Materials, C&D Debris, Solid Waste, or Abandoned Waste Collected by, and delivered by, the Collection Contractor to Approved Facilities as provided in the Collection Agreement including as it may be amended in the future. “City Reimbursements” means all fees payable to the City identified and referenced in Article 7 of this Agreement. Contractor acknowledges that City Reimbursements are a cost of doing business not eligible for profit in the City. 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 I. “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 Proceduresfor 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” shall have the meaning set forth in the Collection Agreement. "Closure" (or any variation thereof) means the mandated activities stipulated in Applicable Law and required to be conducted following conclusion of Disposal activities at the Approved Disposal Facility or any portion of the Approved Disposal Facility such that Post-Closure activities can commence, including

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-6 Post-Collection Agreement, Exhibit A but not limited to all planning, design, regulatory approvals, plan implementation, construction, and monitoring.
“Collect” or “Collection” (or any variation thereof) means the act of collecting Recyclable Materials, Organic Materials, C&D Debris, Bulky Items, Solid Waste, Abandoned Waste, and other material at the place of generation in City for delivery to an Approved Facility. “Collection Agreement” means the Recyclables, Organics, And Solid Waste Collection Services Agreement entered into on __________ between the City and the Collection Contractor that grants an exclusive right for the Collection of City Delivered Materials and C&D Debris from within the City Service Area. “Collection Contractor” means the Contractor awarded an exclusive franchise by the City to Collect City Delivered Materials from the City Service Area and deliver such materials to Approved Facilities. “Comingled Organic Waste” shall have the meaning set forth in the Collection Agreement. “Commencement Date” means the date specified in Section 2.1 when Collection, Transportation, and Processing services required by this Agreement shall be provided. “Commercial” means of, from, or pertaining to non-Residential Premises where business activity is conducted, including, but not limited to, retail sales, services, wholesale operations, manufacturing, and industrial operations, but excluding businesses conducted upon Residential property which are permitted under applicable zoning regulations and are not the primary use of the property. “Commodity” means any individual category and/or grade of Recyclable Materials or C&D Debris that Contractor has Processed and separated for the purpose of marketing the material for Recycling or the finished Mulch or Compost product the Contractor has generated from the Processing of Organic Materials.
“Community Composting” means any activity that Composts green material, agricultural material, food material, and vegetative food material, alone or in combination, and the total amount of feedstock and Compost on-site at any one time does not exceed one hundred (100) cubic yards and seven hundred fifty (750) square feet, as specified in 14 CCR Section 6 17855(a)(4); or as otherwise defined in 14 CCR Section 18982(a)(8).
“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.

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-7 Post-Collection Agreement, Exhibit A “Complaint” means each written or orally communicated statement made by any Person, whether to City or Contractor, alleging: (i) non-performance, or deficiencies in Contractor’s performance, of Contractor’s duties under this Agreement; or, (ii) a violation by Contractor of this Agreement. “Compost” or “Composting” (or any variation thereof) means the controlled biological decomposition of Organic Materials such that the resulting material meets the maximum acceptable metal concentration limits specified in Section 17868.2, pathogen reduction requirements specified in Section 17868.3 of Title 14, CCR Chapter 3.1, and the physical contamination limits of 14 CCR Section 17868.3.1. “Compostable Paper” shall have the meaning set forth in the Collection Agreement. “Compostable Plastic(s)” shall have the meaning set forth in the Collection Agreement. “Construction and Demolition Debris” or “C&D” shall have the meaning set forth in the Collection Agreement.
“Container(s)” means Bins, Carts, Compactors, Drop Boxes, and Public Litter Containers. “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 February 5, 2024 for provision of Recyclable Materials, Organic Materials, C&D Debris, and Solid Waste Post-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.
“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; or

2. Bribery or attempting to bribe a public officer or employee of a local, State, or Federal agency;

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-8 Post-Collection Agreement, Exhibit A

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; or

4. Unlawful Disposal of Hazardous Waste or Designated Waste the occurrence of which Contractor knew or should have known; or

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; or

6. Violation of securities laws; or,

7. Felonies or misdemeanors involving moral turpitude.
“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.
“Disposal” or “Dispose” (or any variation thereof) means the final disposition of Solid Waste or Processing Residue at a Disposal Facility.
“Divert” or “Diversion” (or any variation thereof) means to prevent City Delivered Materials from Disposal at a 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.
“Drop Box” or “Debris 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. “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” shall have the meaning set forth in the Collection Agreement. “Excluded Materials” 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

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-9 Post-Collection Agreement, Exhibit A 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, latex paint in its original container, or Household Batteries when properly placed for Collection by a Generator as set forth in the Collection Agreement. “Extended Producer Responsibility Program” means an environmental program or policy codified, enforced, and/or monitored by local, State, or Federal governments in which a producer’s or retailer’s administrative, financial, operational, and/or physical responsibility for a product is extended to the postconsumer stage of a product’s life cycle. Extended Producer Responsibility Programs may be implemented by individual producers, collective industry organizations such as a producer responsibility organization, or other regulated entities specified under the program. Such programs may cover individual products or categories of products, using one (1) or more funding mechanisms, as defined in the regulation establishing the program.
“Federal” means belonging to or pertaining to the Federal government of the United States. “Food Scraps” shall have the meaning set forth in the Collection Agreement. “Food-Soiled Paper” shall have the meaning set forth in the Collection Agreement. “Food Waste” shall have the meaning set forth in the Collection Agreement. “Generator” means any Person whose act or process produces City Delivered Materials or C&D Debris, or whose act first causes City Delivered Materials or C&D Debris to become subject to regulation. “Government Fees” means all fees, reimbursements and other charges assessed by any Federal, state or local government or governmental agency having jurisdiction over the Transportation, Processing or Disposal of City Delivered Materials at or by the Approved Facilities or Alternative Facilities “Gross Receipts” means total cash receipts collected from the Collection Contractor 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. “Gross Tipping Fees” means total billings by the Contractor for the provision of services pursuant to this Agreement, without any deductions.
“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,

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-10 Post-Collection Agreement, Exhibit A 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 biphenyls (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” means New Year’s Day, Thanksgiving Day, and Christmas Day. “Household Battery(ies)” means single-use 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 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. “Incompatible Material” or “Incompatibles” means human-made inert material, including, but not limited to, glass, metal, plastic, and also includes Organic Waste that the receiving end-user, facility, operation, property, or activity is not designed, permitted, or authorized to perform Organic Waste recovery activities as defined in 14 CCR Section 18983.1(b); or as otherwise defined by 14 CCR Section 17402(a)(7.5).
“Infectious Waste” means biomedical waste generated at hospitals, public or private medical clinics, dental offices, research laboratories, pharmaceutical industries, blood banks, mortuaries, veterinary facilities, and other similar establishments that are identified in Health and Safety Code Section 25117.5 as may be amended from time to time.
“Liquidated Damages” means the amounts due by Contractor for failure to meet specific quantifiable standards of performance as described in Section 10.6 and Exhibit F. “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):

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-11 Post-Collection Agreement, Exhibit A A. Meets or exceeds the physical contamination, maximum metal concentration, and pathogen density standards for land applications specified in 14 CCR Section 17852(a)(24.5)(A)(1) through (3).

B. Was produced at one (1) or more of the following types of Facilities:
1 A Compostable material handling operation or facility as defined in 14 CCR Section 17852(a)(12), that is permitted or authorized under Division 7 of Title 14 of the CCR, other than a chipping and grinding operation or facility as defined in 14 CCR Section 17852(a)(10)

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

3. A Solid Waste landfill as defined in PRC Section 40195.1 that is permitted under 27 CCR, Division 2
“Municipal Code” means the City of San Leandro Municipal Code, as of the Effective Date and as it may be amended in the future.
“Occupant” means the Person who occupies a Premises.
“Organic Materials” shall have the meaning set forth in the Collection Agreement. “Organic Waste” shall have the meaning set forth in the Collection Agreement. “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” means 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. "Per-Ton Rate" or “Rate” means the per-unit compensation owed Contractor by Collection Contractor for each Ton of City Delivered Materials as payment for all Post-Collection Services, provided under this Agreement, and as adjusted annually as provided in Article 8. "Post-Closure" means the mandated activities stipulated in Applicable Law requiring long-term monitoring and maintenance of the Approved Disposal Facility, or of any portion of the Approved Disposal Facility that has been fully Closed in compliance with Applicable Law. "Post-Collection Services” means the Transfer or Transport of City Delivered Materials to Approved Facilities, Recyclable Materials Processing, Organic Materials Processing, C&D Debris Processing, and Solid Waste and Residue Disposal.

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-12 Post-Collection Agreement, Exhibit A “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 including the controlled separation, recovery, volume reduction, conversion, or Recycling of City Delivered Materials including, but not limited to, organized, manual, automated, or mechanical sorting, the use of vehicles for spreading of waste for the purpose of recovery, and/or includes the use of conveyor belts, sorting lines, or volume reduction equipment, or as otherwise defined in 14 CCR Section 17402(a)(20). “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) City Delivered Materials placed in the Recyclable Materials Container that are not identified as acceptable Recyclable Materials for the City’s Recyclable Materials Container; (ii) City Delivered Materials placed in the Organic Materials Container that are not identified as acceptable Organic Materials for the City’s Organic Materials Container; (iii) City Delivered 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 Tonnage amounts delivered to the Approved Facility(ies) by then-current Rates.
“Rate Adjustment Factor” means the amount determined under Article 8. “Rate Period” means a twelve (12) month period, commencing July 1 and concluding June 30. “RCRA” means the Resource Conservation and Recovery Act (42 U.S.C. Section 6900 et. seq.). “Recyclable Materials” shall have the meaning set forth in the Collection Agreement. “Recycle” or “Recycling” (or any variation thereof) means the process of sorting, cleansing, treating, and reconstituting, at a Recyclable Materials Processing Facility or a Secondary 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. Recycling does not include any thermal or chemical conversion methods.
“Responsible End Markets” shall have the same meaning as in SB 54 as it may be amended, supplemented, superseded, and replaced from time to time.

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-13 Post-Collection Agreement, Exhibit A “Residential” means 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.
“SB 54” means the Plastic Pollution Prevention and Packaging Producer Responsibility Act approved by the California Governor on June 30, 2022, which amended Section 41821.5 of the Public Resources Code to add Chapter 3 (commencing with Section 42040) to Part 3 of Division 30, as amended, supplemented, superseded, and replaced from time to time. For the purposes of this Agreement, SB 54 includes any implemented regulations developed by CalRecycle, as amended supplemented, superseded, and replaced from time to time.
“SB 343” means the Environmental Advertising: Recycling Symbol: Recyclability: Products and Packaging Senate Bill approved by the California Governor on October 5, 2021, which amended Sections 17580, 17580.5 of the Business and Professions Code, and amended Sections 18015 and 42355.5 of, and added Section 42355.51 to, the Public Resources Code, relating to environmental advertising, advertising, as amended, supplemented, superseded, and replaced from time to time. For the purposes of this Agreement, SB 343 includes any implemented regulations developed by CalRecycle, as they may be amended supplemented, superseded, and replaced from time to time. “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.
“SB 1383 Qualified Renewable Natural Gas” or “SB 1383 Qualified RNG” means gas derived from Organic Waste that has been Diverted from a landfill and Processed at an in-vessel digestion facility that is permitted or otherwise authorized by 14 CCR to recover Organic Waste, or as otherwise defined in 14 CCR Section 18982(a)(62).
"Secondary Processing Facility” means any downstream facility that receives City Delivered Materials and further Processes such material to recover additional material for Recycling and/or to prepare the material for use in a final product and/or for marketing as an input for a new product. A Secondary Processing Facility includes any downstream facility that receives City Delivered Materials for further

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-14 Post-Collection Agreement, Exhibit A Processing prior to final decomposition into a Compost product or to ready the material for sale as Mulch. A Secondary Processing Facility may be the same/initial facility at which City Delivered Materials were received or Processed or any additional facility(ies) such materials are Transported to. “Self-Haul” means the Collection and Transportation of City Delivered Materials, C&D Debris, Bulky Items, or Reusable Materials by Persons other than the Collection Contractor, including the Generator thereof and the Owner or Occupant of Residential or Commercial Premises located in City where such materials were generated.
“Self-Haul(er)” means a Person who Self-Hauls, or as otherwise defined in 14 CCR Section 18982(a)(66).

Self-Hauler also includes a Person who Back-Hauls waste. "Service Assets" means all of Contractor's fixtures, equipment, and vehicles 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. “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. “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 City Delivered Materials generated. Methods of Source Reduction include, but are not limited to, shifting to reusable or refillable packaging or a reusable product or eliminating unnecessary packaging. “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 Waste and does not include the Collection of a comingled stream of Food Scraps and Yard Waste. “State” means the State of California.

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-15 Post-Collection Agreement, Exhibit A “Stewardship Organization” means a Person(s) that is approved or designated under Applicable Law or by a relevant governing body, including, but not limited to, CalRecycle, CARB, the County, or CCCSWA, to manage, coordinate, fund, or otherwise oversee one or more Extended Producer Responsibility Programs.

The applicable Stewardship Organization for each Extended Producer Responsibility Program under this Agreement shall be designated or approved by the City, at their sole discretion. “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 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” shall have the meaning set forth in the Collection Agreement. “Third-Party C&D Accreditor” means a City approved private, non-profit, or government entity that reviews, assesses, verifies, and accredits a C&D Processing Facility(ies) on its ability to ensure effective diversion of C&D from landfills, by providing a certification after assessment, and requiring regular recertification. “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 City Delivered Materials from the Collection Contractor’s Route vehicles into larger vehicles for Transport to Approved Facilities for the purpose of Recycling, Processing, or Disposing of such materials.
“Transport” or “Transportation” (or any variation of) means the act of conveying City Delivered Materials from one location to another.
“Universal Waste” or “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. “Unpermitted Waste” means wastes or other materials that the Facility may not receive under their permits, including:

1. All materials that the Facility is not permitted to accept, excluding white goods with chlorinated fluorocarbons and capacitors removed, and other materials that Contractor accepts and safely handles, Recycles, or Disposes.

EXHIBIT A

DEFINITIONS
July 15, 2024 Page A-16 Post-Collection Agreement, Exhibit A

2. Friable asbestos, unless otherwise approved by applicable regulatory agencies, consisting of materials that can be crumbled with pressure and are therefore likely to emit fibers, being a naturally occurring family of carcinogenic fibrous mineral substances, which may be a Hazardous Materials if it contains more than one percent (1%) asbestos.

3. Hazardous Substance.

4. Untreated Infectious Waste (as defined by Chapter 6.1, Division 20 of the State Health and Safety Code) that have disease transmission potential and are classified as Hazardous Wastes by the State Department of Health Services, including untreated pathological and surgical wastes, untreated medical clinic wastes, untreated wastes from biological laboratories, syringes, needles, blades, tubing, bottles, drugs, patient care items such as linen or personal or food service items from contaminated areas, chemicals, personal hygiene wastes, and carcasses used for medical purposes or with known infectious disease.

5. Liquid wastes that are not spadable including cannery and food Processing wastes, landfill leachate and gas condensate, boiler blowdown water, grease trap pumpings, oil and geothermal field wastes, septic tank pumpings, rendering plant byproducts, and those liquid wastes that may be Hazardous Wastes.

6. Radioactive wastes under Chapter 7.6 (commencing with Section 25800) of Division 20 of the State Health and Safety Code, and any waste that contains a radioactive material, the storage or disposal of which is subject to any other State or Federal regulation.

This definition will be promptly amended to reflect any applicable changes in permits or Applicable Law. “Vendor” means a Person who has entered into a contract with Contractor for performance of an act that is necessary for Contractor’s fulfillment of an unsubstantial portion of its obligations for providing service under this Agreement. Vendors include, but are not limited to, printers of public education and outreach materials, document translators, material and supply providers, and professional service providers. “Working Days” means days on which the Contractor is required to provide Post-Collection Services under this Agreement.
“Yard Trimmings” shall have the meaning set forth in the Collection Agreement.

EXHIBIT B:

COMMODITY STANDARDS

EXHIBIT B

COMMODITY STANDARDS
July 15, 2024 Page B-1 Post-Collection Agreement, Exhibit B The Contractor shall meet standards for Commodity quality (herein referred to as “Commodity Quality Standards”) at all times during the Term to ensure that there is effective recovery of materials and that quality Commodities are produced by the Approved Recyclable Materials Processing Facility and marketed by the Contractor.

All measurements of percentage in the Commodity Quality Standards are by weight and the samples for testing the Commodity Quality Standards (unless otherwise noted) will be randomly selected from Commodities prepared by the Contractor for sale.

1. Fiber Products
As of the Commencement Date, the City expects that only mixed paper (MP) and old corrugated Cardboard (OCC) fiber products will be produced by Contractor at the Approved Recyclable Materials Processing Facility. Contractor is required to produce all fiber products of sufficient quality to attract the highest domestic market prices for which similar products, produced by other local materials recovery facilities that process single-stream Recyclable Materials, are sold. The Contractor’s operation of the Approved Recyclable Materials Processing Facility shall consistently produce fiber products that achieve Residue and contamination standards that meet, or exceed, the domestic market requirements to attract the highest current domestic market price for the specified products.

2. Container Glass Product
Glass product sold by the Contractor shall consistently contain at least sixty percent (60%) usable glass by analysis of the end user that receives and processes the glass product.

3. Aluminum Product
At a minimum, ninety percent (90%) of whole aluminum used beverage containers fed into the Approved Recyclable Materials Processing Facility processing system shall be recovered as aluminum product captured in aluminum bales. Aluminum used beverage containers shall be ejected by the eddy current separator(s) and then manually sorted at a quality control station(s) of the Approved Recyclable Materials Processing Facility processing system to produce an aluminum product that contains less than ten percent (10%) non-aluminum contamination. Not more than ten percent (10 %) of the aluminum cans fed into the Approved Recyclable Materials Processing Facility system shall be Disposed as Residual.

4. PET Product
At a minimum, ninety percent (90%) of whole PET containers (excluding thermoforms/clam shells) fed into the Approved Recyclable Materials Processing Facility processing system shall be recovered as PET product captured in PET bales. PET product shall be optically ejected by optic sorting equipment and then manually sorted at a quality control station(s) of the Approved Recyclable Materials Processing Facility

EXHIBIT B

COMMODITY STANDARDS
July 15, 2024 Page B-2 Post-Collection Agreement, Exhibit B processing system to produce a PET product that contains less than ten percent (10%) non-PET contaminants. Not more than ten percent (10%) of qualifying PET containers fed into the Approved Recyclable Materials Processing Facility processing system shall be Disposed as Residual.

5. HDPE Product
At a minimum, ninety percent (90%) of the qualifying HDPE containers fed into the Approved Recyclable Materials Processing Facility processing system shall be recovered as HDPE product. HDPE product shall be sorted into natural and colored components. The HDPE-Natural (HDPE-Natural) product shall contain less than ten percent (10 %) non-HDPE. The HDPE-Colored (HDPE-Colored) product shall contain less than ten percent (10 %) non-HDPE. Not more than ten percent (10 %) of qualifying HDPE containers that are fed into the Approved Recyclable Materials Processing Facility processing system shall be Disposed as Residual.

6. Mixed Rigid Plastics
Mixed rigid plasticsshall be recovered and marketed to meet specifications that will support marketability of the product in the then-current market conditions.

EXHIBIT C:

ACCEPTED RECYCLABLE MATERIALS

EXHIBIT C

ACCEPTED RECYCLABLE MATERIALS
July 15, 2024 Page C-1 Post-Collection Agreement, Exhibit C Accepted Materials for Processing at ACI MRF include:
• Scrap Metal
o Steel or Tin Cans
• Glass Containers
• Aluminum Cans
• Paper
o Newspaper
o Mixed Waste Paper
• Cardboard
• Plastic
o PET
o HDPE
o Mixed Rigid Plastic Containers
o Cartons
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EXHIBIT C1:
[RESERVED]

EXHIBIT D:

REPORTING REQUIREMENTS

EXHIBIT D

REPORTING REQUIREMENTS
July 15, 2024 Page D-1 Post-Collection Agreement, Exhibit D

1. General
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 Per-Ton 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 operational information and metrics for use in fulfilling reporting requirements under Applicable Law.
• Determine needs for adjustment to programs or operations. • Determine compliance with AB 341, AB1201, AB 1826, SB 54, SB 343, SB 1383, and all Applicable Law. • Coordinate operational and logistical matters between the Contractor and Collection Contractor.

2. Monthly Reports
Contractor shall submit reports each month. Reports shall include, at a minimum, the following information for each Approved Facility, separated by material type:

1. Total number of vehicle loads Delivered by Collection Contractor per day and a sum of total vehicle loads Delivered during the reporting period.

2. Actual Tonnage of each vehicle load Delivered by the Collection Contractor and a sum of total tons Delivered by the Collection Contractor during the reporting period.

3. Average Tons per vehicle load Delivered by Collection Contractor to each Approved Facility during the reporting period.

4. Average Tons per day Delivered by Collection Contractor to each Approved Facility during the reporting period.

5. Total Tons of material received by all Approved Facility users during the reporting period.

6. Total Tons of material Processed during the reporting period.

7. Total Tons of City Delivered Material Diverted and the Diversion rate listed separately by each recovered material Commodity, calculated using the approved allocation method described in Exhibit G6.

8. Total Tons of Residual material generated from Processing of all materials Delivered to the Approved Processing Facilities and the Tons of Residual material allocated to the City calculated using the approved allocation method described in Exhibit G6.

EXHIBIT D

REPORTING REQUIREMENTS
July 15, 2024 Page D-2 Post-Collection Agreement, Exhibit D

9. Actual vehicle Turnaround Time for each vehicle load delivered by Collection Contractor (determined in accordance with Section5.2.7 during the reporting period.

10. Date, time, Collection Contractor truck number, and reason for Contractor rejection of any City Delivered Material vehicle loads. Note: This is in addition to the on-event reporting required for each event.

11. List of any Violations received during the reporting period.

12. The total Tonnage of material generated in the City of San Leandro that is Delivered to each Approved Facility by any Facility user, including Self-Haulers, separated by material type.

13. Any operational or financial records related to Extended Producer Responsibility Programs, if any, including but not limited to:
• Invoices or receipts for new or retrofitted equipment or vehicles purchased to implement the Extended Producer Responsibility Program. • Changes to labor costs as a result of implementing the Extended Producer Responsibility Program.
• Records of reimbursements or payments made to Contractor by the Extended Producer Responsibility Programs or Stewardship Organization. • Supporting documents related to the calculation used to determine costs allocated to the City versus other facility users.

Each monthly report shall be formatted to show the previous months for the calendar year with year-todate totals. The December report shall also discuss any issues, plans, and concerns related to the use of the Approved Facility during the past year and anticipated for the following year, including but not limited to, additional services provided or available, actual or anticipated need for use of Alternate Facilities, regulatory issue or concerns, permit and regulatory violations, etc.

3. Annual Report
Contractor shall submit an annual report (Annual Report) no later than forty-five (45) days after the end of each calendar year. The Annual Reports shall include, at a minimum, the following information:

Report Content. Annual

1. All information required in the monthly reports, reported for the full calendar year.

2. Documentation that Contractor paid all government fees and taxes necessary to provide services under this Agreement in accordance with Applicable Law.

3. An Approved Disposal Facility capacity status report that identifies the remaining permitted capacity, the aggregate capacity committed to other entities through Contractor’s contracts, and the available, uncommitted capacity, and the estimated remaining years of Approved Disposal Facility capacity.

4. Copies of the waste evaluation reports conducted in accordance with 14 CCR Section 17409.5.7.

EXHIBIT D

REPORTING REQUIREMENTS
July 15, 2024 Page D-3 Post-Collection Agreement, Exhibit D

5. Copies of all Recycling and Disposal Reporting System (RDRS) Quarterly Report Summaries submitted to CalRecycle during the reporting year and underlying supporting data.

6. A description of any advances in environmental mitigation measures; any advanced technologies utilized in the course of business; any pilot programs which test advanced technologies; any new third-party certifications for Diversion or other Facility standards; and reports on any recent, pending, or planned changes in facility permits.

7. A description of any issues, plans, and concerns related to the use of the Approved Facility during the past year and anticipated changes for the following year, including but not limited to, additional services provided or available, actual or anticipated need for use of Alternate Facilities, regulatory issue or concerns, permit and regulatory violations, or changes in staffing, equipment, or operations.

8. A list of all Secondary Processing Facilities used during the report year to Process, Recycle, or Compost City Delivered Materials. Such list shall include the facility’s name, physical address, and the name of the owner/facility operator.

9. Documentation of all City Delivered Materials sent to Secondary Processing Facilities including the type of materials sent to each Secondary Processing Facility and the total Tons sent to each Secondary Processing Facility by material type.

10. An explanation of any recently adopted laws or regulations, or changes to laws or regulations that Contractor expects may impact this Agreement or Contractor’s operations during the Agreement Term.

11. Any State facility report, including those required under Section 4.4.C, Contractor submits to CalRecycle or to Contractor’s Disposal Reporting System coordinator. Such State facility reports includes those submitted for any of the Approved Facilities Contractor is utilizing under this Agreement. Such annual submittals shall be in accordance with Applicable Law.

12. Annual vehicle inventory in accordance with Section 5.12.D

13. In accordance with Section 5.2.2.E Quarantined Waste, a record of all compliance agreements for quarantined Organic Materials that are Disposed of, including the name of Generator (if known) or Person Delivering such material, date issued, location of final disposition, and the amount of quarantined Organic Materials that was required to be Disposed.

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EXHIBIT E: [RESERVED]

EXHIBIT F:

PERFORMANCE STANDARDS AND LIQUIDATED

DAMAGES

EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
July 15, 2024 Page F-1 Post-Collection Agreement, Exhibit F The following table lists the events that constitute breaches of the Agreement's standardof performance warranting the imposition of Liquidated Damages. The table describes the incident(s) or event(s) that trigger Liquated Damages, the methods by which occurrences will principally be tracked by Contractor or City, and the dollar amounts of Liquidated Damages that the City may assess for Contractor’s failure to meet the performance requirements specified in this Agreement. In the event that the City Contract Manager determines that Contractor has failed to meet the performance standard by this Agreement and described below, the City may assess Liquidated Damages pursuant to Section 10.6 of the Agreement

EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
July 15, 2024 Page F-2 Post-Collection Agreement, Exhibit F Event of Non-Performance Definition Liquidated Damage Amount Failure to meet vehicle turnaround
guarantees specified in Section 5.2.

Contractor shall operate the Approved Facilities such
that vehicle turnaround times do not exceed the
maximum vehicle turnaround time identified in Section

5.2.7 For Collection Contractor vehicles:
$100 per vehicle delayed.

Failure to receive vehicles during
operating hours specified in Section

5.2.4. Failure of the Contractor to open the Approved Facility to the Collection Contractor during operating days and
hours specified in Section 5.2.4.
$1,000 per hour that the Approved Facility
is not open to receive the Collection
Contractor.

Failure of Contractor to separately
receive, store, Transfer, or otherwise
manage different streams of
materials received at the Approved
Facility(ies) in a manner that does
not result in contamination.

Failure of Contractor to separately receive, store,
Transfer, or otherwise manage Recyclable Materials,
Yard Waste, Food Scraps, Organic Materials, or C&D
Debris that were Source Separated by the Generator or
Person delivering the material and that were delivered to the Approved Facility in a manner that does not result in contamination, except for materials that are deemed to
be contaminated upon receipt at the Approved
Facility(ies) in accordance with Section 5.2.3.
$100 per Ton for each Ton of material
that has been combined, mixed, or
contaminated with another material
stream rather than separately managed,
where the total Tons per incident shall be
the combined Tonnage of the two (2) or
more material streams or contaminants
that were combined or mixed,
Failure of Contractor to achieve
regulatory compliance performance
standards of Section 5.2.1.

For each Notice of Violation resulting in an Enforcement Action that any part of Contractor’s Approved
Facility(ies) receives from any regulatory body related to Contractor responsibilities as it pertains to operation of the Approved Facility(ies) as outlined in this Agreement. $5,000 per month or portion thereof until the
Notice of Violation is resolved.

Failure of Contractor to perform
required SB 1383 material sampling
or to properly conduct the sampling,
sorting, or measurements.

Failure of Contractor to perform the SB 1383 material
sampling, sorting, or measurements required under SB
1383.
$500 per sample not collected in a given
quarter.

Timeliness of submissions of reports
to the City.

Failure to submit any report on time to the City (any
report shall be considered late until such time as a
correct and complete report is received by the City).
$500 per day for each day a report is late.

Failure to make records available
upon request.

Failure of Contractor to make reports and records
collected and retained by the Contractor accessible to
the City or its authorized representatives within five (5) Business Days of making a records request.
$500 per day for each day that the
requested records are not available to the
City.

Failure of the Contractor to notify the Failure of Contractor to notify the City anytime that an $1,000 per incident that the Contractor fails

EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
July 15, 2024 Page F-3 Post-Collection Agreement, Exhibit F Event of Non-Performance Definition Liquidated Damage Amount City of intent to use Alternative
Facility.

Alternative Facility is used to perform any obligations of the Agreement.
to notify the City of its intent to use an
Alternative Facility.

Failure of Contractor to provide an
accurate written response to
information requested by the City.

Failure of Contractor to provide a complete and accurate written response to the City’s request within the
timeframe specified in the Agreement (which shall not
be less than ten (10) Business Days) if no timeframe is specified in the Agreement.
$500 per day for each day that the
requested information is late.

Contractor Failure to Accept City
Delivered Materials at any Approved
Facility under this Agreement
Inability of Contractor to Accept City Delivered Materials at the appropriate Approved Facility for that material
type for any reason other than an event of force
majeure, and without prior arrangement for use of an
Alternate Facility.
$500/Ton
Failure to report use of any
Secondary Processing Facility
Failure of Contractor to report use of any Secondary
Processing Facility used to Process, Recycle, or
Compost City Delivered Materials
$500/Load of material Delivered to a
Secondary Processing Facility without prior
notice to, and approval by, the City..

Delivery to Non-Approved Facility Each individual occurrence of delivering City Delivered Materials to a facility other than the Approved
Facility(ies) designated for each material type under
Article 4 of this Agreement.
$500 per failure
Disposal of materials Collected for
Diversion
Each individual occurrence of Disposal of Delivered
Organic Materials or Recyclable Materials without
Processing, except for materials that are deemed to be
contaminated upon receipt at the Approved Facility(ies) in accordance with Section 5.2.3.
$1,000/Load
Failure to Provide Adequate Capacity Failure to provide adequate primary and alternate capacity to accept and Process City Delivered Materials. $1,000/Day

EXHIBIT F

PERFORMANCE STANDARDS & LIQUIDATED DAMAGES
July 2024 Page F-4 Post-Collection Agreement, Exhibit F By placing Designee’s initials at the places provided, each Party specifically confirms the accuracy of the statements made above and the fact that each Party has had ample opportunity to consult with legal counsel and obtain an explanation of Liquidated Damage provisions of the time that the Agreement was made.

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

CONTRACTOR’S PROPOSAL

Title Page
Proposal for Solid Waste Post-Collection Services
To the City of San Leandro
February 5, 2024

February 5, 2024
City of San Leandro – Public Works
Attn: Jennifer Auletta, Public Works Services Manager
[email protected]
CC: [email protected]
RE: Proposal for Solid Waste Post-Collection Services
Dear Ms. Auletta,
Alameda County Industries, Inc. (ACI) is pleased to submit this response to the City of San Leandro for solid waste post-collection services. ACI is proud of our existing long-term relationship with the City of San Leandro and its residential and commercial customers.

ACI is comprised of three experienced groups of solid waste and recycling collection and processing companies: the Pellegrini Group, South San Francisco Scavenger Company, and Pleasanton Garbage Service. Our experienced partner groups oversee the operations of eight collection companies that serve more than 380,000 customers in fourteen jurisdictions throughout the San Francisco Bay Area.

ACI is comprised of progressive and long-standing leaders in Northern California’s solid waste and recycling industry. We are known for our early action on programs that enhance both the sustainability of our operations and the enhancement of processing organics and recyclables in the waste stream.

Central to our operations are the commitment of a safe workplace for our employees and enhancement of our environment and the communities around us.

ACI has prepared a proposal that provides the City of San Leandro with a comprehensive post-collection service program that includes these highlights:
 Experienced staff that will provide safe and efficient daily management of the transfer, MRF, marketing and recycling programs of post-collection materials.
 Exceptional understanding of transfer of materials
throughout the Bay Area.
 Efficient and innovative programs to enhance diversion through MRF processing operations and composting
operations.
 Priority placement through our commodity brokers with available warehouse space for commodity storage near local Ports.
 A thoughtful and detailed approach to emergency
management and disaster debris protocols.
 Detailed understanding of SB 1383 regulatory requirements and a comprehensive plan for assisting the City with
procurement requirements.

We have conducted due diligence related to the solid waste postcollection services and have reviewed the RFP, Draft Agreement, and relevant background information in preparing this Proposal. With submittal of this Proposal, ACI acknowledges and accepts all terms and conditions of the Draft Agreement, except for any provisions modified or removed to reflect the services to be provided. ACI looks forward to discussing our proposed marked-up contract with the City to ensure a mutually beneficial contract.

The name of the entity to execute an Agreement will be Alameda County Industries, Inc. which is a California corporation authorized to conduct business in the State of California. As per the Secretary’s Certificate provided in Section 6 of this Proposal, and the Board of Directors of ACI, I certify that I am authorized to bind Alameda County Industries, Inc. for the Post-Collection Services Agreement with the City of San Leandro. We appreciate the opportunity to respond to this RFP to provide environmentally and economically sustainable solid waste post-collection services and look forward to a continued and successful partnership with the City of San Leandro.

Sincerely,
Douglas Button
Secretary of the Board of Directors, ACI
“ACI is comprised of progressive and longstanding leaders in Northern California’s solid waste and recycling industry. We look
forward to continuing to serve the City of
San Leandro.”
- Douglas Button

1. Executive Summary 1

2. Service Provider 3

2.A Business Structure 4

2.B Qualifications 5

2.C Financial Information 16

2.D Experience Modification Factor 16

3. Technical Proposal 17

3.A Transfer Operations 19

3.B Recyclables Processing 30

3.C Organics Processing 40

3.D C&D Processing 58

3.E Disposal 72

3.F Capacity Guarantee 81

3.G Disaster Debris Management Services 82

3.H Other Services 84

4. Cost Proposal Form 85

5. Draft Agreement 86

6. Forms & Attachments 87

6.A Secretary’s Certificate 88

6.B Non-Collusion Affidavit 89

6.C Iran Contracting Act Certification 90

6.D Communication & Integrity Policy 91

6.E ACI Audited Financial Statements & Letter from CFO 92

6.F ACI SWFP & Regulatory Documentation 93

6.G GreenWaste SWFP & Regulatory Documentation 94

6.H Republic Services SWFP & Regulatory Documentation 95

6.I Napa Recycling and Waste Servies SWFP & Regulatory Documentation 96

1. EXECUTIVE SUMMARY 2. SERVICE PROVIDER 3. TECHNICAL PROPOSAL 4. COST PROPOSAL FORM 5. DRAFT AGREEMENT 6. FORMS & ATTACHMENTS ACI PROPOSAL FOR POST COLLECTION SERVICES | 1

1. Executive Summary
Alameda County Industries, Inc. (ACI) is prepared to serve the City of San Leandro with post-collection solid waste services. Utilizing our decades of local experience, continuing our exemplary services, and commitment to the City of San Leandro we will ensure that our innovative programs and esteemed partners will enhance diversion and provide the highest-quality management of materials.

Our team is exceptionally qualified to complete this scope of services. Combined with our affiliate companies, we currently manage more than 900,000 tons of solid waste per year, avoiding almost 440,000 metric tons of greenhouse gas emissions per year from recycling and organics diversion.

Our current Material Recovery Facilities (MRFs) are known for their safe and efficient operations, as well as early action on recycling and organics diversion technologies. ACI will continue to bring collective knowledge from all of these operations to enhance programs in San Leandro. Our supportive affiliates and subcontractors ensure longterm stability of our programs and a network of supportive facilities and resources for the City.

Mutual Goals of ACI & The City of San Leandro
 Provide high quality and cost-effective services that help maintain competitive customer rates while enhancing the overall sustainability of materials management.
 Transparency and collaboration of the daily activities of ACI and our trusted subcontractors.
 Commitment to sustainability through continual improvement opportunities along with technology and innovation.
 Compliance with SB 1383 and other regulations pertaining to operations and procurement regulations.

1. EXECUTIVE SUMMARY 2. SERVICE PROVIDER 3. TECHNICAL PROPOSAL 4. COST PROPOSAL FORM 5. DRAFT AGREEMENT 6. FORMS & ATTACHMENTS ACI PROPOSAL FOR POST COLLECTION SERVICES | 2
ACI has prepared this Proposal that aims to provide high quality and cost-effective services to the City of San Leandro and includes these highlights:

 Diversified processing
operations by utilizing locally
owned and operated transfer
and recycling processing
operations along with proven
leaders in organics and highdiversion C&D facilities.
 Leveraged pricing and
long-term capacity through our
long-term relationships with
local facilities and operators.
 Proven team that focuses on diversion. Flexible facility operations to divert materials from landfill.
 Exceptional understanding of transfer of materials across the entire Bay Area.
 Efficient and innovative programs that enhance diversion through MRF processing operations that focus on technology and quality control.
 Priority placement and redundancy in our broker and direct contacts for material sales so products can be sold at their highest value.
 Clean fuels plan that ACI updates to ensure the use of best available and affordable technologies. A thoughtful and detailed approach to
emergency management
and disaster debris
protocols where our affiliate
and/or subcontractor
facilities can be utilized, if
necessary.
 Detailed understanding of
SB 1383 regulatory
requirements and compost
procurement solution.
 Educational tours for the City and customers are available at all facilities included in this scope of service

1. EXECUTIVE SUMMARY 2. SERVICE PROVIDER 3. TECHNICAL PROPOSAL 4. COST PROPOSAL FORM 5. DRAFT AGREEMENT 6. FORMS & ATTACHMENTS ACI PROPOSAL FOR POST COLLECTION SERVICES | 3

2. Service Provider Description

1. EXECUTIVE SUMMARY 2. SERVICE PROVIDER 3. TECHNICAL PROPOSAL 4. COST PROPOSAL FORM 5. DRAFT AGREEMENT 6. FORMS & ATTACHMENTS ACI PROPOSAL FOR POST COLLECTION SERVICES | 4

2.A Business Structure
Alameda County Industries, Inc. (ACI) is
comprised of a local management team that has
dedicated their lives to the collection and
diversion of solid waste from landfills in the Bay
Area. ACI has been providing collection, transfer,
and processing services since its inception in
1997, under its previous name Alameda Recycling
Company (in the City of Alameda) and San
Leandro Disposal (in the City of San Leandro)
beginning in 2000.

ACI has more than two decades of experience
operating the Alameda County Industries MRF
and Transfer Station in the City of San Leandro.

Starting in 2000, ACI has provided the City of San
Leandro with collection and post collection
services as San Leandro Disposal.

The owners of ACI and their affiliate companies
are committed to the communities they serve
and have combined operating experience of
more than 150 years. ACI is a privately held
company formed by owners of other local,
privately held garbage companies, as depicted in
the graphic on the right.

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2.B Qualifications

2.B.1. Our Experience
ACI is built from the foundations of several private hauling and material processing companies that operate three large MRFs and Transfer Stations as well as four smaller, ancillary transfer and maintenance facilities. These operations put safety, the environment, and performance at the core of our operational values.

Over the past thirty years, ACI and its affiliate companies have grown through partnerships amongst themselves that share management, which ensures valuable management experience and expertise is brought to all new endeavors. Unlike larger companies, owned by shareholders and headquartered elsewhere, our ownership team takes personal responsibilities in all the contracts we operate.

ACI and our affiliate companies have recently formed new entities for collection operations in the cities of Castro Valley and San Ramon as well as a new MRF operations at the Shoreway Environmental Center (SEC) in the City of San Carlos (owned by the South Bayside Waste Management Authority) beginning January 2024.

To provide the City with the most cost effective, transparent, and environmentally sound operations that guarantee comprehensive materials processing, we are proposing to diversify the facilities that will help San Leandro reach its zero waste goals. By subcontracting portions of the operations to industry leading companies in the Bay Area, this Proposal offers to use the most innovative technologies and cost competitive services available.

 Organics Composting: Newby Island Compost // Owned & Operated by Republic Services  C&D Processing & Disaster Debris Services: GreenWaste Hayward C&D Facility & Zanker San Jose Recycling Facilities // Owned & Operated by GreenWaste
 Disposal: Vasco Road Landfill // Owned & Operated by Republic Services The following pages demonstrate ACI’s decades of experience in providing transfer and recyclables processing along with the experience of our carefully selected subcontractors (Republic Services and GreenWaste).

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Our commitment to the health and wellbeing of our employees extends to our care of the planet we all depend on. ACI has a multifaceted approach to reducing our impact on climate change in collaboration with our employees and communities. As a privately owned company, with deep roots locally, ACI has been proud to work closely with our communities and implemented unique and tailored programs for our partnering cities. ACI and its affiliates have expansive operations throughout the Bay Area where we have been able to utilize key partner facilities to help ensure cost competitive and flexible service opportunities for our communities. Our focus on enhancing post-collection services has been evidenced by our utilization of important technologies. In addition, our operations have been at the forefront of environmentally friendly fueling solutions and innovation that seeks to enhance the total sustainability of our operations. Some examples of these programs are provided below.

Our Sustainability Programs

We encourage our
customers to go
paperless! The
program commits to
planting trees for
each customer that elects to use
electronic billing. So far, we have planted
4,204 trees, capturing 600 tons of CO₂.

Our certification
demonstrates our
efforts around our
office operations. The
program focuses on
reducing waste, buying Energy Star equipment,
and reducing our impacts on climate change.

Our
program
monitors
the
greenhouse gases emitted from our
online presence, and then offsets those
emissions by reforestation programs.

We are committed to
providing a safe and
engaging work
environment. “Staff in the
Know” is an internal
employee monthly
newsletter that includes ACI green activities and
environmental tips for employees. ACI employs
275 people, where 56 have more than 15 years
with the company!
Our Fleet
ACI’s collection fleet is 100% Compressed
Natural Gas (CNG).

We utilize our on-site CNG fueling station
using carbon negative RNG (Renewable
Natural Gas) with Near-Zero NOx engines.

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GreenWaste Company Experience
GreenWaste, LLC is Northern California’s premier resource recovery and recycling company, specializing in collection and processing of residential and commercial solid waste, organic materials, recyclable materials, and construction and demolition (C&D) debris. Two of GreenWaste facilities will be providing C&D processing services for the City of San Leandro. In addition, the Hayward Transfer Station will be accepting Self-haul C&D materials. .

Recycling Certification Institute
GreenWaste is a leader in innovation and nine of its
C&D processing lines have received certification from
the Recycling Certification Institute (RCI). As a certified facility using RCI’s accounting protocols, our verifiable twelve-month recycling rates are published monthly
on RCI’s website.

Commitment to Sustainability Reporting
GreenWaste is committed to sustainability initiatives
and published our second Sustainability Report in
2022. The sustainability program holistically
incorporates ESG corporate social responsibility pillars through sustainability frameworks such as the Global
Reporting Initiative (GRI).

The sustainability initiatives include environmental
stewardship, sustainable business practices, ethical
business conduct, workplace health and safety,
diversity, inclusion, and community engagement.

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Republic Services Company Experience
As one of the nation's premier recycling companies, Republic Services takes commitment to environmental sustainability to the next level in the Bay Area.

Republic has made significant investments in organic diversion programs, as evidenced by the Newby Island Resource Recovery park Operations. The compost operations produce Super Humus compost and Pro Chip mulch from food scraps and yard trimmings collected locally. Commitment to Sustainability Reporting Republic has set many 2030 Sustainability Goals and
reports progress towards them in a public and
transparent way. The report focuses on strategic
areas of growth including advancing circularity,
reducing greenhouse gas emissions associated with
the fleet of vehicles used in the operations and
looking for ways to decarbonize Republic’s
operations.

The focus on safety, talent, climate leadership and
local communities ensures that Republic’s leadership
and management is considering how the operations
can provide a positive impact in each of the service
areas.

Republic additionally has decades of experience
managing landfills to ensure materials are managed
responsibly when they are at the end of their useful
life. Vasco Road Landfill contains a landfill gas
collection system under vacuum which draws landfill
gas (mainly methane) to the Landfill Gas to Energy
Facility that converts the landfill gas into electrical energy to reduce impacts on climate change.

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2.B.2. Key Personnel
Below is an organizational chart for our Key Personnel that will be instrumental in post-collection operations in San Leandro. [email protected]

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2.B.3. Past Performance Record
Alameda County Industries
Litigation and Regulatory Actions
The ACI post collection operations have not been involved in any Litigation and/or Regulatory actions in the past three (3) years.

One of our affiliates has a litigation history with a former ACI board member (Bob Molinaro.) Beyond this singular issue, there are no past or pending civil, legal, regulatory, and criminal actions against key personnel, proposing entity, its parent company, and all subsidiaries owned by ACI.

Payment of Fines, Penalties, Settlements, or Damages
ACI has incurred on administrative payment for not attaining diversion target goals in the Castro Valley Sanitary District.

GreenWaste LLC
Litigation and Regulatory Actions
GreenWaste has not been involved in any Litigation and/or Regulatory actions in the past three (3) years. There are no past or pending civil, legal, regulatory, and criminal actions against key personnel, proposing entity, its parent company, and all subsidiaries owned by ACI.

Payment of Fines, Penalties, Settlements, or Damages
In 2022 GreenWaste’s company, Zero Waste Energy Development Company (ZWED), was issued a Liquidated Damage of $50,000 by the City of San Jose. This was triggered by not meeting minimum diversion requirements at the ZWED Anaerobic Digestion (AD) Facility.

GreenWaste has taken multiple steps to address the issue by investing millions of dollars in processing equipment to improve operations and meet diversion standards. GreenWaste also hired a new General Manager for the ZWEDC site who within the past year has been able to increase diversion from 30% to 45-50%.

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Republic Services | Litigation and Regulatory Actions
The following tables summarize all Litigations in the past three (3) years for Republic Services in California.

Short Matter Name Description Matter: Open or Closed Court Case Number Filing Date Organizational Unit Espana, Eugenio Santos vs. BrowningFerris IndustriesAuto Liability/Insurance Defense Open 21CV389659 10/12/2021 California > Browing-Ferris Industries of California, Inc. > BFI Newby Island Recyclery Flores, Christopher v. BFI and City of
LA et al
General Liability/Insurance
Defense Open 22STCV00765 01/03/2022 California > Browing-Ferris Industries of California, Inc. > Sunshine Canyon LF Herrera, Marty Vs Republic Services
Inc.

General Liability/Insurance
Defense
Closed ADJ11149099 01/12/2018 California > Browing-Ferris Industries of California, Inc. > BFI Newby Island Recyclery
McCormack, Camille v. Allied Waste
and Castillo
Auto Liability/Insurance
Defense
Closed 23-CIV-00187 01/17/2023 California > Browing-Ferris Industries of California, Inc. > Ox Mountain LF
Monterroso, Ruben v. RS and BFI Auto Liability/Insurance Defense
Closed 23CHCV00210 01/25/2023 California > Browing-Ferris Industries of California, Inc. > Sunshine Canyon LF
Pena, Walter v BFI, RS, Fernandez and
Vizcarra
General Liability/Insurance
Defense Open 23CHCV00274 01/31/2023 California > Browing-Ferris Industries of California, Inc. > Sunshine Canyon LF

Matter Name Description Substantive
Law Start Date Case Number & Court
Date
Resolved
Description
of Resolution Organizational Unit
ILWU Warehouse Welfare Trust; and James Beard
and Larry Morrison, as Trustees of the ILWU
Warehouse Welfare Trust v. Republic Services, Inc.
(correct legal entity: Republic Services Vasco Road,
LLC d/b/a Vasco Road Landfill)]
Plaintiff alleges the Company has
failed to comply with requests for
information to complete their
payroll audits in accordance with
the collective bargaining
agreement covering this trust and
as a result of an earlier lawsuit
regarding the same.

Labor 04/26/2018 3:18-cv-02118-SK
United States
District Court,
Northern District
of California
10/07/2020 Settled Area 02-West >
3850-Vasco Road
Landfill
Vasco Road Landfill Pension Fund Audit (legal entity:

Republic Services Vasco Road, LLC) [formerly ILWU
Warehouse Welfare Trust; and James Beard and
Larry Morrison, as Trustees of the ILWU Warehouse
Welfare Trust v. Republic Services, Inc. (correct legal entity: Republic Services Vasco Road, LLC d/b/a
Vasco Road Landfill)]
ILWU conducting a pension fund
audit relating to Vasco Road
Landfill.

Labor 07/09/2015 3:16-cv-05123
United States
District Court,
Northern District
of California
06/26/2018 Advice
provided and
now separate
litigation filed
by the Fund.

Matter
concluded.

Area 02-West >
3850-Vasco Road
Landfill
Payment of Fines, Penalties, Settlements, or Damages
Republic has no fines, settlements, or damages at either facility from January 1, 2018 onward.

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Existing Union Agreements
The employees of all ACI and affiliate companies (with one exception) have agreements with unions and are represented by the following labor organizations:
 Alameda County Industries | Teamsters Local 70,
Machinists Lodge 190, ILWU 6
 South San Francisco Scavenger Company |
Teamsters Local 350
 Bay Counties Waste Services | Teamsters Local 350
 Mission Trail Waste Systems | Teamsters Local 350
 South Bayside Industries | Teamsters Local 350
 Pleasanton Garbage Service | Teamsters Local 70
Republic Agreements
 Newby Island Composting Site (Only) | Operating Engineers Local 3 (Term – 03/31/2028).
 Vasco Road Landfill | Warehouse Union Local 6, ILWU
(International Longshoreman Workers Union

2.B.4. Labor Arrangements
ACI and its affiliate companies have experience and positive working relationships with labor organizations specifically, International Brotherhood of Teamsters (Teamsters Local 350 & 70), International Association of Machinists (Lodge 190), and International Longshore and Warehouse Union (ILWU Local 6).

ACI has been awarded several collection
franchise agreements with worker
retention provisions. ACI achieved a
smooth transition of services for these
communities through our thoughtful and
professional approach in working with
Teamsters Local 70 to integrate the
unionized staff into ACI’s existing collective bargaining agreement.

ACI never faced any delays in the transition into Castro Valley and San Ramon due to these contract requirements, ensuring all milestones were achieved per the proposed and City-approved schedules.

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Key Management Programs
Labor Peace | Agreeable Work Environment
A neutral work environment is provided for organized employees by forbidding anti-union comments or campaigning by Management. Such an environment goes hand-in-hand with the union agreeing not to use disruptive and economically damaging tactics, such as labor strikes, to accomplish union objectives. This type of atmosphere maintains a mutually beneficial working relationship, eliminating potential concerns and/or disruptions to collection and processing operations. We pride ourselves in maintaining the mutually respectful and positive relationship with the labor organizations that represent all of ACI, and affiliate companies, drivers, mechanics, MRF workers, and clerical personnel.

Workplace Safety | Safety In the Workplace
Typically, we develop our safety and training programs in collaboration with our insurance broker to ensure the programs are comprehensive and meet all requirements. This unique partnership with our insurance broker proves beneficial as our Experience Modification Ratings across the companies have continued to see a favorable trend.

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Employee Satisfaction & Appreciation Programs | Employee Satisfaction Programs ACI and our affiliates provide a range of programs to recognize and provide incentives to our employees to complete work safely and with consideration of high standards of customer service. Across all company policies are those of non-discrimination, and equal and equitable employment are mandated. Every employee is provided with a complete health and welfare package, as well as vision, dental, pensions, paid time-off and holidays, and family medical and bereavement leave. The same benefits package is offered to all employees, regardless of their position within the company.

We work hard to implement a creative and engaging
employee satisfaction program, which also reinforces our sustainability vision and local community involvement.

Amongst our affiliates, we hold on-site BBQ’s and
invitations for both employees and their families to attend our annual company holiday party, and the bay areawide, family orientated, truck rodeo and kids carnival every year in October. Employees also receive custom
jackets, an annual boot allowance, and complimentary
clothes-cleaning service for work uniforms.

These are all just a few examples of how ACI and our affiliates create a family-oriented work environment that results in employee satisfaction and minimizes employee turnover – as of January 1, 2024, ACI has 108 employees that have been working for ACI for more than 10 years!!!

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2.C Financial Information
Sent with this Proposal is a copy of ACI’s most recently completed, audited financial statements that shall remain CONFIDENTIAL. Included in the Attachments Section 6.E is a statement from our Chief Financial Officer (CFO), Kent Kenney.

2.D Experience Modification Factor
ACI, our affiliate companies, and subcontractors strive to provide a safe working environment at all our facilities and to our hundreds of employees across the Bay Area. Together with the Board of Directors, Management Teams, and insurance broker, ACI has been successful in achieving a Worker’s Compensation Experience Modification Rating of less than 1 for several years across all of our combined operations.

Three-Year Modification Rates
Year 2021 2022 2023
ACI’s Experience Modification Factors 0.79 0.71 0.74
Republic Services Experience Modification Factors 0.90 0.84 0.78 GreenWaste Experience Modification Factors 0.76 0.76 0.80 Links to Relevant Sections

6.E ACI Audited Financial
Statements & Letter from
CFO
“ACI, our affiliate companies, and subcontractors strive to provide a safe working environment at all our facilities and to our hundreds of employees across the Bay Area.” - Kent Kenney, CFO

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3. Technical Proposal
This Section describes our proposed services for the City of San Leandro. ACI, the long-standing recyclable service provider for the City, is partnering with our supremely qualified subcontractors to provide the following solid waste post-collection services:

3.A Transfer Operations

3.B Recyclables Processing

3.C Organics Processing

3.D C&D Processing

3.E Disposal

3.F Capacity Guarantee

3.G Disaster Debris Management Services

3.H Other Services
Alameda County Industries Transfer Station

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3.A Transfer Operations
The ACI Material Recovery Facility/Transfer Station (MRF/TS) is in the heart of San Leandro and is capable of providing dedicated transfer operations to the City of San Leandro. Our approach is to utilize the ACI Transfer Station as a convenient facility to consolidate and transfer solid waste, organic materials, and if needed, C&D and disaster debris materials to their designated processing facilities, minimizing impacts on local roadways and the environment.

About The Facility
Alameda County Industries, LLC (ACI) currently operates a solid waste transfer and recycling facility on a 2.82-acre parcel at 610 Aladdin Avenue in the City of San
Leandro. ACI has operated
a recyclables collection,
processing, and transfer
operation at the project site
since 1995. Access to the
project site is via Highway
880 to Marina Blvd, east to
Alvarado Blvd, south to
Aladdin Avenue and east to
the cul-de-sac at its end.

Highway 880 is
approximately 1.2 miles to
the west of the site.

The service area for the
facility is Alameda County,
primarily in the cities of San
Leandro and Alameda.

Recyclables are also
received from various
jurisdictions within the Bay
Area region; solid waste is
transferred out to regional
composting landfills;
recycled commodities are
transferred out to regional
markets and organics are transferred out to regional permitted processing facilities. The equipment in the facility is periodically upgraded with additional mechanical and/or automated recycling equipment. This advances the recovery process for received materials to meet the needs of dynamic markets. The overall permitted tonnage for the Facility is 620 TPD. The MRF facility, that processes recyclables, has an operational design capacity of 480TPD. Commingled Recyclables are unloaded in the tipping area to be processed through the MRF facility, baled, and sent to recyclable markets.

The waste acceptance, transfer, and processing hours are 24 hours per day, 7 days per week. We accept MSW from all jurisdictions serviced by ACI and accept food waste/organics and other materials from third party waste haulers and jurisdictions for transfer and offsite processing.

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3.A.1 Facilities
The Transfer Facility Information tab of the Cost Forms has been completed and included in Section 4 of this Proposal. Included in Section 6 of this Proposal is a copy of the ACI MRF/TS Solid Waste Facility Permit along with details on the current contracts the transfer facility has with other jurisdictions.

3.A.2 Operating Conditions

1. Operations Information: The Transfer Facility Information tab of the Cost Forms has been completed and includes the requested operational information.

Links to Relevant Sections

4. Cost Proposal Form

6.F ACI SWFP & Regulatory
Documentation

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2. Operations Plan
a. Personnel: The following personnel will
be instrumental in operations at the ACI TS:

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b. Material Receipt and Acceptance: ACI will accept materials collected from the City Franchise Area for consolidation at the ACI TS into large-capacity transfer vehicles prior to being transported to the City’s approved Facilities for additional processing and/or disposal. c. Load Checking/Unpermitted Waste: Only non-hazardous wastes are accepted at the site. All loads are visually checked as they are transferred from collection vehicles into the transfer trailers and when recyclables are unloaded onto the tipping floor inside the MRF Building. ACI conducts routine and random load checks at the Transfer Station and MRF operations. Load checks are conducted twice per week and documented in accordance with recordkeeping procedures that comply with state minimum standards. Hazardous wastes, special wastes, or other prohibited wastes may be discovered and segregated during the unloading of recyclable materials loads in the MRF and when materials are being unloaded at the TS. Employees are properly trained to handle and correctly store hazardous waste. Unacceptable materials found during the load checks are carefully removed from the waste stream and stored in the designated “HHW Storage Area” that consist of portable, self-contained, metal kiosks designed for the staging and storage of household batteries, aerosols, used oil, used oil filters, used oil absorbent, and other containerized hazardous wastes pending shipment offsite by a licensed contractor within the allotted timeframe.

ACI will comply with:
 Article 4
 Article 5
 Article 5.2.2
 Article 9

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d. Safety: At ACI we pride ourselves on conducting business in the safest manner possible to ensure its employees, the public, and the environment aren’t negatively impacted by its
operations. In order to do this, ACI implements and consistently updates our existing safety programs and environmental
protocols. ACI conducts regular training and auditing of the safety program to assure compliance with applicable regulations and ensure a safe work environment.

Employees are trained by staff skilled in both
various aspects of the work and the proper use of
facility equipment. Potential hazards and safety
features are stressed during training and no
employee is permitted to operate equipment until
the employee has demonstrated proficiency in its
use. Annual review and refresher trainings ensure
continued safe operations of the facility and
compliance with federal and state regulations.

Safety equipment is available and accessible to all site personnel.

Stationary and portable eye washes and first-aid kits are located throughout the MRF, TS, maintenance facility and administrative office for quick treatment. MRF workers are required to wear appropriate Personal Protective Equipment (PPE) when inside the MFR Building or in areas at risk of falling objects. PPE includes high-visibility clothing (vests, jackets, shirts), gloves, hard hats, safety glasses and safety boots. When elsewhere at the Facility (shop, TS) employees are required to wear high-visibility clothing and close-toed boots or shoes.

“Our recycling guy is the best! He goes above and
beyond to make sure he uses safe driving in our
cul-de-sac.”
– Customer Compliment, September 7, 2023

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As with all commercial and industrial operations, ACI has a Hazardous Materials Business Plan (HMBP) in place. The HMBP includes a detailed inventory of hazardous materials used in the operation (types, quantities, and locations), such as vehicle fuel, lubricants, solvents, etc. used for maintenance of collection and processing equipment. The HMBP includes provisions for and any hazardous materials which may be accidentally brought to the facility and kept onsite pending removal by a licensed hazardous waste contractor. The HMBP also includes requirements for storage/containment, notification, and contingency measures in the event of a spill, fire, or other incident. The annually updated HMBP is available for review in the administrative office and online at the California Environmental Reporting System (CERS) website.
e. Traffic Control and Direction: All onsite roads and
driveways have been designed and maintained to minimize the generation of dust and tracking of soil onto adjacent public roads since the roads are paved and swept routinely.

The roads are kept in safe condition and maintained to
allow vehicles utilizing the facility to have reasonable allweather access to the site. The entire site is flat and paved; all site maneuvering and loading/unloading areas are
paved, with asphalt or concrete aprons around the
drainage facilities.

ACI will comply with:

 Article 5.2.8
 Article 4.1
Vehicle Turnaround Time: ACI will strive to have all City of San Leandro vehicles processed through the scale house, directed to the unloading areas, and exit within twenty (20) minutes of arriving at the ACI MRF/TS.

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f. Scale Operation: ACI currently utilizes scale system software that is commonly referred to as PC Scale and is owned by AMCS.

All scales and weighing equipment will be kept in good and accurate condition operating at the standards of accuracy and reliability specified by the California Code of Regulations and will be inspected at least once per year. ACI requests that the California Department of Food & Agriculture, Division of Measurement Standards, inspect all scales and weighing equipment at least once per year. ACI also conducts internal inspections and tests to check the accuracy of scales on a weekly basis. If a scale or weighing equipment is found to be inaccurate and showing errors outside the allowable tolerances, ACI promptly repairs or recalibrates the equipment to ensure accurate operation.

ACI has a total of two (2) scales onsite that are
used to keep inbound and outbound traffic
moving and both scales are seldomly
occupied at the same time. If for some
unforeseeable reason one of the scales is
down, the other scale onsite can be utilized,
reducing any impacts to ongoing operations
at the Facility. Both inbound and outbound
weights are captured on either of the two
scales onsite and are allocated to specific
collection vehicles, transfer trucks, and/or
outbound commodities vehicles so all
materials are tracked as they enter and leave
the facility.

Prior to the Commencement of Services, ACI will provide a copy to the City of the standard methodology for determining tare weights; each collection vehicle utilized in the City of San Leandro will be weighed to determine their unloaded (“tare”) weights. Within thirty (30) days of weighing each vehicle, the tare weight of each vehicle along with the vehicle number will be provided to the City and the Collection Contractor(s).

When additional or replacement vehicles are placed into service, ACI will promptly weigh such additional and replacement vehicles and provide the tare weights. ACI will also conduct random or specific re-weighing of all vehicles, if requested, of all vehicles delivering materials to the ACI MRF/TS or approved processing/disposal facilities.

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g. Quarantined Organic Waste: If any organic materials are collected from within the boundaries of an established quarantined regions defined by the
California Department
of Food and
Agriculture, they will
be kept separated
from any other
organic materials and
disposed of in landfills.

All necessary
documentation will be
maintained for the City
and for the California
Department of Food
and Agriculture.
h. Alternative Facility: If an alternative facility is needed, we will utilize the City’s approved alternative facility.

3. Expansion and/or Permit Modifications: ACI has long-term expansion plans for the entire MRF/TS and recently completed a permit modification and MRF equipment upgrade. In 2019, ACI expanded its permitted capacity and operating hours to 620 Tons Per Day (TPD) and 24-hour, 7 day per week operations. ACI will keep the City informed of any additional Facility expansions and/or permit modifications in the future.

4. Invoicing: Each month, within five (5) business days after the last day of the preceding month, ACI will reconcile the total tons delivered to the ACI MRF/TS based on the then-current per-ton rates. ACI will be responsible for reconciling payments for collection and postcollection services and handle all remittance amounts, as necessary.

5. Reporting: All reports will be maintained to facilitate flexible use of data that can be used to determine the financial efficacy of operations, evaluate progress towards achieving diversion goals and objectives, provide operational metrics for reporting requirements, and determine compliance with AB 341, AB 1201, AB 1826, SB 54, SB 343, SB 1383, and all
applicable law, as well
as coordinate
operational and
logistical matters, as
necessary.

Monthly Reports: ACI
will submit reports
each month that are
formatted to show the
previous months for
the calendar year with
year-to-date totals.

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Each monthly report will include, at a minimum, the following information for each facility by material type:
 Total number of vehicle loads delivered per day and the sum of total vehicle loads delivered during the reporting period.
 Actual tonnage of each vehicle load delivered, and a sum of total tons delivered during the reporting period.  Average tons per day and per vehicle load delivered to each facility during the reporting period.  Total tons of material received by all facilities during the reporting period.  Total tons of material processed during the reporting period.  Total tons of delivered material diverted and the diversion rate listed separately by each recovered material commodity.
 Total tons of residual material generated from processing of all materials delivered to the processing facilities and the tons of residue allocated to the City.
 Actual vehicle turnaround time for each vehicle load delivered.  Date, time, Collection Contractor vehicle number, and reason for rejection of any City delivered material vehicle loads.  List of any violations received during the reporting period.  The total tonnage of material generated in the City of San Leandro that is delivered to each facility by any Facility user, including self-haulers, separated by material type.
 Any operational or financial records related to Extended Producer Responsibility (EPR) Programs, if any, including but not limited to:
• Invoices or receipts for new or retrofitted equipment or vehicles purchased to implement the EPR Program.
• Changes to labor costs because of implementing the EPR Program. • Records of reimbursements or payments made by the EPR Programs or Stewardship Organization.
• Supporting documents related to the calculation used to determine costs allocated to the City versus other facility users.

Robots at Blue Line Transfer Station

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Annual Report: ACI will submit an Annual Report no later than fortyfive (45) days after the end of each calendar year. The Annual Report will include, at a minimum, the following information:
 All information required in the monthly reports, reported for the full calendar year.
 Documentation that ACI paid all government fees and taxes necessary to provide services.
 A disposal facility capacity status report that identifies the remaining permitted disposal capacity, the aggregate capacity committed to other entities through ACI’s contracts, and the available, uncommitted capacity, and the estimated remaining years of capacity.
 Copies of the waste evaluation reports, and all Recycling and Disposal Reporting System (RDRS) Quarterly Report Summaries submitted to CalRecycle during the reporting year and
underlying supporting data.
 A description of any advances in environmental mitigation measures; any advanced technologies utilized during business; any pilot programs which test advanced technologies; any new third-party certifications for diversion; and reports on any recent, pending, or planned changes in facility permits.  A list of all secondary processing facilities used during the reporting year to process, recycle, or compost City delivered materials.
 A description of any issues, plans, and concerns related to the use of the facility during the past year and anticipated changes for the following year, including but not limited to, additional services provided or available, actual, or anticipated need for use of alternate facilities, regulatory issue or concerns, permit and regulatory violations, or changes in staffing, equipment, or operations.
 Documentation of all City delivered materials sent to secondary processing facilities including the type of materials sent to each secondary processing facility and the total tons sent by material type.
 An explanation of any recently adopted laws or regulations, or changes to laws or regulations that may impact this Agreement or operations during the term of the Agreement.
 Any State facility report ACI submits to CalRecycle or to Contractor’s Disposal Reporting System coordinator.
 Annual vehicle inventory.
 A written notice confirming the organic processing facility will continue to accept and remove plastic bags when processing organics.
 A record of all compliance agreements for quarantined organic materials that are disposed.

ACI will provide a Fleet Plan,
per the requirements of the
Agreement that will reflect
the awarded services.

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3.A.3 Other Technical Information

1. Regulatory Compliance: Included in Section 6 of this Proposal is detailed information on the regulatory agencies that monitor the facility’s compliance with applicable local, state, and federal laws and regulations, and includes the name of the regulatory agency, contact person’s title, and telephone number.

3.A.4 Self-Haul Vouchers
Residents will be able to drop off C&D debris at ACI’s subcontracted C&D processing facility, the GreenWaste (HTS). These C&D materials will be processed for recovery to assist in the diversion for the City of San Leandro. Refer to Section 3.D for details on C&D processing at the GreenWaste Transfer Station in Hayward. Any customer that arrives on-site with a voucher will be given a credit in the amount of $79 towards their drop-off. The HTS accepts a range of materials to accommodate the needs of San Leandro residents.

The full list of items can be found here:
https://www.greenwaste.com/facilities/transfer-station-ofhayward/ Customers
Customers that arrive on-site with a coupon will be permitted to dispose of up to half a ton of materials, up to the value of the $79 voucher. Customers will only be charged a fee above the value of the coupon amount, per the published rate sheet.

Links to Relevant Sections

6. Forms & Attachments

3.D C&D Processing

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3.B Recyclables Processing
ACI’s recently upgraded MRF is capable of processing 480 tons per day of commingled recyclables and achieves an average of 76% diversion. Conveniently located in San Leandro, the ACI MRF can continue to provide diversion of the City’s recyclable materials. Please see Section 3.A for an overview of the ACI Transfer and Recycling Facility. In addition to the diversion investments that have taken place at the ACI has always demonstrated reliability, even during challenging times. During COVID, our operations continued to process recyclable materials and were able to maintain diversion while maintaining the safety of our employees. We were able to continue selling and shipping recyclables, which were never unnecessarily landfilled.

ACI will continue to demonstrate reliability, transparency and responsible management of materials for the City.

3.B.1. Facilities
The Recyclables Processing Facility Information tab of the Forms has been completed and is included in Section 4 of this Proposal. Included in Section 6 of this Proposal is a copy of the Solid Waste Facility Permit along with details on the current contracts the recyclables processing facility has with other jurisdictions.

Links to Relevant Sections

4. Cost Proposal Form

6.F ACI SWFP & Regulatory
Documentation

3.A.2 Operating Conditions

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3.B.2 Operating Conditions

1. Operations Information: The Recyclables Processing Facility Information tab of the Cost Forms has been completed and includes the requested operational information.

2. Operations Plan
a. Personnel: The organization chart for the recyclables processing operations at the ACI MRF Facility has been provided in Section 3.A.2. b. Material Receipt and Acceptance: Refer to Section 3.A.2.2.b for a description of Material Receipt and Acceptance operations at the ACI MRF.

c. Load Checking/Unpermitted Waste: Refer to Section 3.A.2.2.c for a description of Load Checking and Unpermitted Waste operations at the ACI MRF.
d. Safety: Refer to Section 3.A.2.2.d for a description of Safety operations at the ACI MRF.
e. Traffic Control and Direction: Refer to Section 3.A.2.2.e for a description of Traffic Control operations at the ACI MRF. f. Scale Operation: Refer to Section 3.A.2.2.f for a description of Scale operations at the ACI MRF.

Rendering of ACI’s Material Recovery Facility Sort Line

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g. Material Processing: The ACI MRF has one commingled recyclables sorting line that is capable of processing up to 25 tons per hour and averages 76% recovery, utilizing the following equipment:
• Pre-sort
• OCC Screen
• Mixed paper screens
• Newspaper screens
• Magnet (Ferrous Metals)
• Optical sorters (Qty 2)
• Eddy Current (Non-Ferrous Metals)
• Quality control robotic sorting (Qty5)
• Glass cleaning shaker
• Glass cleaning vacuum system
• Baler
• Residue Compactor
Pre-processing and quality control sorting stations and personnel are as follows:
• Pre-sort – up to 6, 4 currently assigned.
• Post sort – up to 4, 4 currently assigned.
• Mixed paper quality control – up to 6, 4 currently
assigned.
• Newspaper quality control - up to 6, 1 currently
assigned.
• OCC quality control – up to 1, 1 currently assigned.
• Pre optical sort- up to 1, 1 currently assigned.
• Optical Sort Robotic Arm A, up to 1, 1 assigned.
• Optical Sort Robotic Arm B – up to 3, 3 assigned.

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1. EXECUTIVE SUMMARY 2. SERVICE PROVIDER 3. TECHNICAL PROPOSAL 4. COST PROPOSAL FORM 5. DRAFT AGREEMENT 6. FORMS & ATTACHMENTS ACI PROPOSAL FOR POST COLLECTION SERVICES | 34
Material types not recovered and disposed as residue include: MSW, Plant material, C&D, organics, wax-coated cardboard, plastic bags or film plastic, Styrofoam or EPS foam products, pressurized tanks, dirt, rock, brick, or concrete, hazardous waste. Our wealth of experience and management of MRF operations has shown us that effective management of MRFs requires attention to detail, acknowledging that small operational enhancements and efficiencies can amount to significant improvements overall, while focusing on cleaning and maintenance throughout the course of the day in order to minimize equipment downtime.

Strategies for Maximizing Recovery
ACI has several strategies to maximize recovery through our daily operations at the ACI MRF/TS. These programs include:
 Minimize unintended downtime at the Facility
o Downtime over the course of the day can be an effective tool in increasing operational efficiency if it is used intentionally and can be planned. o Unintended downtime events cause operational challenges and reduce operational efficiency of the facility.
o Planned downtime events will be used for maintenance, cleaning, breaks and staff meetings.
o Daily cleaning and maintenance will ensure the equipment remains operational.  Ensure clear operational goals daily
o Communicating clear goals and objectives of the day will ensure employees are focused on specific tasks to accomplish within an appropriate timeline. o Operational goals will be clear and given to employees before the beginning of each working shift.
o These operational goals will be focused on ensuring materials are moved through the facility efficiently. In addition, they should be responsive to market conditions, to ensure materials are separated to meet those standards.

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Commodities must be recovered in response to market conditions o Market conditions, pricing and requirements
change continually, where ACI staff will keep open
communication channels with brokers and enduse facilities. o Based on weekly conversations with brokers,
specific targets will be set for employees to
segregate materials and produce bales that will be
sold efficiently and for a high value.
 Utilizing labor and equipment appropriately
o The processing operations must utilize the
available technology and labor force in a way that
is efficient and productive.
o Manually sorting will be used for quality of control
materials, to identify materials that are hazardous
and to support the existing equipment at the MRF.
 Continual evaluation for improvement opportunities
o ACI understands that there are always opportunities to improve efficiency and the operations. Identifying improvement opportunities should be a continual and collaborative effort, where several minor changes to the operation could have significant overall impacts. h. Secondary-Processing: ACI continues to evaluate market conditions and opportunities for secondary-processing of our recyclables. Currently mixed glass stays locally for additional processing through Strategic Materials in Fairfield. Mixed glass is processed at the ACI MRF with the mixed recyclables loads. Mixed recyclables pass through the OCC screen separating OCC from rest of recyclables.

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Smaller recyclables continue to the mixed paper screens where most of glass is separated from recyclables and glass screens inside the mixed paper screen break glass into smaller, more manageable pieces. Any additional glass that passes onto the secondary polishing screen with a glass breaker as well and the glass drops onto a conveyor below. The glass is then conveyed under a magnet to remove any metals and batteries and keeps moving to a glass shaker to separate any other contaminants and then through a vacuum system that removes any paper and contaminants. After the vacuum cleaning system, the glass falls into two storage bunkers, which are emptied into an end dump and hauled by ACI to Strategic Materials.

As new markets are made available, ACI will look to send products to other secondary processing locations.
i. Disposal and Residue: Each load of MRF residue will be weighed prior to being transported to the designated disposal facility for eventual disposal. The date and weight of each MRF residue load is recorded separately.
j. Diversion Rates: The overall facility diversion rate is determined by reconciling incoming tonnage with outbound tonnage of residue generated from processing operations for the timeframe (previous month). This diversion rate is applied to all of the City’s material brought to the facility for processing and will be reported to the City according to Section 3.A.2.5 of this Proposal. ACI also monitors the effectiveness of the recycling processing lines and conducts routines studies and analysis to ensure that we are maximizing diversion.

These studies focus on both total recovery of materials and ensuring that recovered materials are not contaminated.
k. Recovered Material Marketing: ACI markets all recyclable materials recovered from the MRF using a range of brokers and direct contacts with reputable entities that encourage domestic markets, when available. ACI and our affiliates have experience working with public agencies in revenue sharing arrangements, where our transparent recordkeeping and brokering arrangements helps to cultivate a strong relationship through these marketing programs. ACI receives and manages inbound recyclables in a manner that accommodates the continuous, unimpeded unloading of inbound loads and assures efficient, safe ingress, and egress to and from the MRF and TS. ACI stores all recyclable materials in a manner to protect against theft, deterioration, contamination, fire, and other damage or off-site impacts.

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Marketing Strategy: ACI and our affiliates have robust marketing programs at our existing MRFs in the Bay Area, where our companies hold a strong reputation for consistent quality and professionalism. Below is a description of our marketing strategy for recyclables processed at our MRF.

Memorandums of Understanding (MOU) with Multiple Brokers:

ACI has established MOUs with various brokers, to establish potential tonnage throughputs, expectations of material quality, credit worthiness, payment terms, filing of claims, and other commercial considerations. Using our existing contacts, ACI focuses on finding reliable local and domestic markets as much as possible. Additionally, these existing contacts have established a high level of assurances that materials are handled in an environmentally-sound manner, where materials will be sent for repurposing and manufactured into new products.

Maintain Relationships with a Range of Brokers: ACI and our affiliates have multiple brokers, both foreign and domestic, for commodities processed at our MRFs. The MOUs help to establish terms and conditions, ACI ensures there is great flexibility with brokers and direct contacts so that materials can be sold for the best value. ACI also enjoys priority allocations for shipped materials, which is a vital resource for foreign sales, and we make every effort to develop relationships with local facilities to develop and support additional processing facilities in California, where these outlets are reliable and not impacted by shipping challenges, for example.

Continued Communication: Management staff regularly
communicates with brokers or direct contacts with end use markets to discuss available tonnage and commodity pricing. ACI will employ flexibility when determining which brokers to utilize for specific commodities, to ensure this spot market approach will provide the best available cost and accommodate the movement of materials through the Facility. Utilizing multiple brokers has ensured that the existing MRFs operated by ACI and our affiliates are able to move materials and bales consistently.

Identifying the Highest Value of Commodities: ACI understands that to maximize commodity sales at our MRF we negotiate both price and total volume sold, especially during times when there can be challenges shipping materials from ports. Measuring the total value of the sale, including the balance of price and volume, allows MRFs to operate with a higher degree of flexibility and accommodate the changes
in markets and shipping
logistics. Key team
members will work and
negotiate between multiple
buyers to ensure the best
value of a sale and it is of
primary importance to ACI
that our MRF operations
are financially viable, for
the mutual benefit of the
City and ACI.

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Consistent Product Quality: ACI and our affiliates have an untarnished reputation for producing materials at a consistently high quality and our team works closely with our contacts to assess the current markets, pricing, and understands which commodities are selling, where this information is used to guide our operations to ensure the MRF is producing commodities with the intention of selling the product. This reliability is a significant reason we have been able to secure strong MOUs that provide us priority placement of shipping containers.

Inspections of Material: Inspections of materials are an important component of material sales, and ACI is familiar with the inspection process, and is ready to meet those requirements as needed. If and when markets tighten up, these inspections can be a valuable opportunity to sell commodities at a high price through different markets and we are prepared to meet these stringent requirements as they may become necessary. l. Quarantined Organic Waste. If any organic materials are collected from within the boundaries of an established quarantined regions defined by the California Department of Food and Agriculture, they will be kept separated from any other organic materials and disposed of in landfills. All necessary documentation will be maintained for the City and for the California Department of Food and Agriculture.

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m. Alternative Facility. If an alternative facility is needed, we will utilize the City’s approved alternative facility. ACI has multiple affiliates with available MFRs, in addition to the potential resources provided by our identified subcontractors, Republic and GreenWaste. n. Allocation Method: ACI will track and allocate residue levels from recyclables processing in accordance with the Agreement and using a methodology approved by the City throughout the term in a manner that accurately allocates the City’s share of the total residue generated.

Included in the monthly reports to the City, ACI will report residue generated the previous month. Residue generated from processing recyclables will be transported and disposed of at our sole expense and will be fully responsible for the safe disposal of all such residue in accordance with applicable law.

3. Expansion and/or Permit Modifications: ACI has long-term expansion plans for the entire MRF/TF and recently completed a permit modification and MRF equipment upgrade. In 2019, ACI expanded the Facility’s permitted capacity and operating hours to 620 Tons Per Day (TPD) and 24- hour, 7 day per week operations. In addition to permit modifications, ACI invested $6,000,000 in significant recyclables processing equipment upgrades that included new employee facilities, conveyors, high-capacity baler, optical sorting stations, class clean-up system and additional robotic arms were installed in 2021 to provide additional quality control on the container sorting lines. Plans for phase II for additional recyclables processing automation to MRF operations are under discussion and ACI will keep the City appraised of any additional MRF expansion plans. 4. Invoicing: Refer to Section 3.A.2.4 for a description of invoicing procedures for recyclables processing services, which will be conducted by ACI.

5. Reporting: Refer to Section 3.A.2.5 for a description of reporting ACI will conduct for this Agreement.

3.B.3 Other Technical Information
Regulatory Compliance: Included in Section 6 of this Proposal is detailed information on the regulatory agencies that monitor the facilities’ compliance with applicable local, state, and federal laws and regulations, and includes the name of the regulatory agency, contact person’s title, and telephone number.

Links to Relevant Sections:

6. Forms & Attachments

3.A.2 Operating Conditions

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3.C Organics Processing
Republic Services' state-of-the-art organics recycling program at Newby Island Compost Facility (NICF) in Milpitas delivers environmentally responsible, efficient, and cost-effective organics recycling services that turn yard and food waste scraps into nutrient-rich, certified organic compost that is used by local businesses, residents, school districts, and parks. The NICF is permitted to accept a maximum of 700 tons per day and includes compost production pad (composting, curing, screening, and stockpiling) for green waste and an aerated static pile pad for composting food waste. The compost pad is located on top of historic waste fill, which is underlain by a Subtitle-D liner system and leachate collection and removal system (LCRS).

About The Facility
The NICF is located at the western terminus of Dixon Landing Road, west of Interstate 880 at 1601 Dixon Landing Road, San Jose, CA 95035.

The site has easy access from Highways for large waste collection vehicles or transfer trucks. The Newby Island Facility consists of an entrance/scale area, receiving, and inspection and grinding area. The composting portion of the facility includes compost production pad (composting, curing, screening, and stockpiling) for green waste, and an aerated static pile pad for composting food waste. The compost pad is located on top of historic waste fill, which is underlain by a Subtitle-D liner system and leachate collection and removal system (LCRS). Stormwater runoff from the compost area is collected in a separate high-density polyethylene (HDPE) lined pond located adjacent to the windrows in the northwest corner of the NICF.

Location 1601 Dixon Landing Road, San Jose
Distance from ACI MRF/TS: 24 miles
SWFP No: 43-AN-0017
Capacity: 700 tons per day
Materials Accepted: green waste, food waste, agricultural materials.

Facility Size: 18 acres
Newby Island Compost Facility (NICF)
Owned & Operated by Republic Services

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There are three distinct composting processes to be employed at the Newby Island Compost Facility.

Each of the composting processes and technologies results in the thermophilic composting of the feedstock that meets, or exceeds local, state and federal composting regulations. The management objective for the composting process is to maintain the ideal temperature, moisture and aeration for the composting process. The NICF has an excellent operational record and has maintained compliance with all regulatory requirements. The NICF has no reported violations or areas of concern from Lead Enforcement Agent monthly inspections, in the last five years of operation.

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3.C.1. Facilities

1. Facility Information: The Organics Processing Facility Information tab of the Forms has been completed and is included in Section 4 of this Proposal.

2. Title 14 Contamination Standards: Included in Section 6 of this Proposal is documentation that the proposed Organics Processing Facility meets the California Code of Regulations Title 14 requirements regulating the amount of contaminants remaining in finished compost products generated at the Facility.

3. Facility Documents: Included in Section 6 of this Proposal is a copy of the Solid Waste Facility Permit along with details on the current contracts the organics processing facility has with other jurisdictions.

Links to Relevant Sections

4. Cost Proposal Form

6.H Republic Services
SWFP & Regulatory
Documentation

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3.C.2. Operating Conditions

1. Operations Information: The Organics Processing Facility Information tab of the Cost Forms has been completed and includes the requested operational information.

2. Operations Plan
a. Personnel: The following personnel will be instrumental in the organics processing operations at the NICF:

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b. Material Receipt and Acceptance: The NICF consists of an entrance and scale area, receiving area,
inspection/load check, and
grinding area. Organics will be
transferred to NICF by ACI and
weighed at the scale prior to being
unloaded in the receiving area.

Incoming organic materials
generally consist of green material
that is unloaded directly onto the
materials receiving and processing
area of the composting pad
located between the Covered Aerated Static Pile (CASP) and composting curing areas. The materials receiving and pre-processing area is approximately 3.27 acres, enough space to:
• Store 1,400 tons (7,000 cubic yards – 2 days of storage) of incoming feedstock which requires 0.29 acres (additional pad area available for contingency purposes – up to 1 acre); • Load material with a wheeled loader and grind the material using a tub grinder;
• Stage ground material; and
• Allow for adequate circulation and fire access.
c. Load Checking/Unpermitted Waste: At the receiving area, compost personnel direct traffic and inspect loads for suitable materials and reject loads with materials that are prohibited at the NICF. Once the organic materials are unloaded, compost personnel inspect and remove prohibited materials and/or contaminants. Prohibited materials may be returned to the generator while contaminants are placed in a debris box for subsequent disposal at the landfill or recycling. The NICF excludes composting of medical waste, hazardous waste, and unprocessed mammalian tissue. NICF scale attendants are trained to visually screen incoming vehicles for the presence of these prohibited wastes. Prohibited waste will be stored in a designated area away from active operations utilizing proper storage containers. If unacceptable (i.e., non-feedstock or hazardous or other prohibited) wastes are discovered in a load, personnel will inform the customer that there is unacceptable waste in their load. If it is a hazardous or other prohibited waste, personnel will contact a supervisor immediately. If the unacceptable waste is simply a nonfeedstock (e.g. painted wood or palm trees) the load, or the portion of the load, will be redirected to the landfill for disposal. If hazardous or other unacceptable wastes are detected, facility personnel will immediately cordon off the designated area from the public and site personnel not involved in the incident. The immediate supervisor and all appropriate regulating bodies will be notified of the incident.

Cleaning and packaging of the
hazardous waste will be
performed by an appropriately
permitted hazardous waste
removal vendor – the vendor is
responsible for transport and
ultimate disposal of the waste. The
incident, response and associated
disposal records will be recorded
and retained in the site records.

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d. Safety: Republic operates the NICP to minimize public nuisance and protect public health and safety. Every effort is taken to minimize the amount of animal products in the conventional windrow stockpile. The following best management practices are utilized to minimize or eliminate any health/environmental issues for these materials prior to the heat treatment through the composting process. • Load checks are to be conducted when safe conditions allow. Personnel are instructed to never get within 200 feet of any grinding operation and never stand behind a vehicle while it is backing up to an unloading area. Personnel must maintain eye contact, as needed, with any heavy equipment, heavy truck, commercial or residential driver operating in the area. • Employees working in this area, as all other working areas, must strictly adhere to company policies for health and safety (located in the onsite administration office), training received upon employment or at the time of initial assignment, as well as annually thereafter with the area safety manager. Employee training records are maintained on-site. • Handling activities at the facility are conducted in a manner that minimizes hazards. Employees are not permitted to work in operational areas until health and safety training, as well as specific, applicable operational and hazardous materials training, has been completed. In the event that inclement weather restricts visibility to the extent that safe operations at the active operational areas are affected, all operational activities will be suspended until working conditions are considered to be safe again. e. Traffic Control and Direction: ACI will enter the NICF on a two-lane entrance road, which widens to four-lanes and includes two scale lanes and two bypass lanes. All inbound loads are weighed and characterized at the scale house, prior to being directed to the receiving areas. ACI’s transfer truck driver will follow all posted signage to the unloading/receiving area and once the organic materials are unloaded from the transfer trailer, the driver will exit the facility following all traffic rules. Visitors to the site are required to park in designated parking areas to avoid circulation conflict with trucks. Proper signage and notices are posted where appropriate to caution personnel and visitors.

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f. Scale Operation: All organic material entering the NICF is inspected at the scale house to identify the type of organic material and any prohibited materials. Incoming vehicles are identified, and tare weights established. All incoming and outgoing weight records are collected and maintained onsite and submitted to regulatory agencies to maintain operational compliance. Loads of finished compost and ground material that are shipped off-site are weighed prior to leaving the site, to ensure trucks meet legal road weight and to track material quantities.

Any residual destined for disposal is weighted and sampled for organic content before being sent to the onsite landfill.

All records are kept onsite and submitted to regulators and ACI on a monthly basis. To reduce and/or eliminate
equipment breakdown, routine scale maintenance and
service is performed, by onsite staff or third-party
contractor. Scale maintenance schedule and calibration
procedures are performed to the equipment
manufacturers’ guidelines.

g. Material Processing: After the organic materials are unloaded at the NICF, the following activities commence:

1. Pre-Processing: Pre-processing ensures that organic materials are a uniform size and consistency before entering the
compost system.

NICF staff first inspects the material for and remove any prohibited, hazardous waste, and/or plastic bags, as described in Section 3.C.2.2.C above. The materials are ground in a tub grinder prior to being put in the Covered Aerated Static Piles (CASPs).

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2. Composting: CASPs are used to consistently produce a stable, mature compost product.

Covered Aerated Static Piles (CASPs) are
compost piles that are mechanically aerated
either by a blower that pushes or a pump that
pulls air through the piles. The aeration
process is through positive aeration. Based on
monitoring and operational protocol, the
aeration system is activated to induce airflows
through the piles and significantly reduces
volatile organic compound emissions.

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Following grinding and processing, the materials are hauled to the compost pile area and placed in piles of varying sizes depending on the density of incoming materials, on top of an engineered pad. The piles are constructed using a belt trailer, wheeled loader, staking conveyer, or similar equipment to stack the material. Underlying the piles are perforated pipes, providing pile aeration. After the piles are constructed, they are covered with a minimum of six inches of finished compost material (which may consist of screened or unscreened compost, compost overs, and/or wood chips). During positive aeration, the finished compost cover controls emissions and odors. The compost cover itself is moisture conditioned through the active composting phase as needed to maintain its effectiveness in controlling emissions and odors. Based on monitoring and operational protocol, the aeration system is activated to induce airflows through the piles. The aeration timing and flow rates are varied as needed to optimize the composting process and minimize odors. Composting piles remain on the pad for three to five weeks prior to moving to the curing area, with variation in composting time depending on feedstock composition, temperature, moisture, season of the year, and stability of the compost at the end of the active phase.

3. Post-Composting Processing: Post Processing includes pathogen reduction, screening to remove plastics and other contaminants from the compost product and curing the final product. Composting proceeds for a period necessary to ensure pathogen reduction, which will vary depending on the composting method used.

Komptech Screen at Newby Island Compost Facility

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After the compost
material has met the
criteria to achieve
the pathogen
reduction period, it
is transferred to
another portion of
the compost pad
and stockpiled for
curing. Curing time
depends on the final
product
characteristics the
market requires.

Curing will allow the compost to cool and dry so that final processing (screening) and blending (if necessary) can occur efficiently.

Material placed in the curing area will typically cure for one to three months. The compost curing area is approximately 5.4 acres, enough space to store 74,667 cubic yards of material and provide circulation and fire access. After curing, the compost will be screened to specifications required by the market (typically ½” nominal screen size). The screening process separates the coarse fraction (typically, coarse wood, plastic, and textiles) from the finished compost.

4. Finished Compost: Finished compost products meet
environmental health standards in accordance with applicable law including, but not limited to, the physical contamination limits of 14 CCR.

Sampling reports and supporting documentation necessary to demonstrate compliance with finished compost products will be provided to the City. The coarse fraction is evaluated for contaminant levels and either reintroduced into the composting feedstock, or placed in a stockpile for transfer to mulch, biomass markets or for disposal. The fine fraction (finished compost) is stockpiled or loaded into trucks for delivery to customers. Stockpiled material may be blended on-site with sand, vermiculite or other amendments based on customers’
specifications.
h. SecondaryProcessing:

All organic
products are
fully
composted at
our site and
sold to
markets.

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Acceptable Contaminants: If contamination is greater than 5%, a supplemental fee equal to total tip fee will be charged. Load contamination is based on volume and is determined by load inspection at time of dumping.
i. Disposal and Residue: In accordance with 14 CCR, measures are actively implemented to prevent and remove physical
contaminants in compost and chipped and ground materials; disposal of physical contaminants and refuse removed from feedstock, compost, or chipped and ground material from the NICF operations are separated within seven days and
transported to an appropriate facility. Generally, materials removed from the composting facility operations are directed to the onsite landfill for disposal. Prohibited materials removed from the composting facility that are not suitable for disposal at the onsite landfill are stored according to applicable regulations and disposed of at an appropriate off-site facility. Non-recoverable or non-marketable residues are stored in open top debris boxes and transferred to the onsite landfill for disposal.

Diversion Rates: The overall facility diversion rate is determined by reconciling incoming tonnage with outbound tonnage of residue generated from processing operations for the timeframe (previous month). This diversion rate is applied to all of the City’s material brought to the facility for processing and will be reported to the City according to Section 3.A.2.5 of this Proposal.

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j. Recovered Material Marketing: Currently the NICF markets more than 100,000 cubic yards of compost, mulch, and wood chips each year. Sales of Republic’s trademark Super Compost are extensive, reaching as far north as Sacramento and Cloverdale and as far south as Salinas and Carmel. With an extensive list of customers throughout Northern California, the facility has grown from 216 tons per day in 1988 to an average of 625 tons per day currently. The facility has a full-time compost representative responsible for marketing recovered materials.

The material has all certifications listed below.

The following commodities will be marketed by the NICF marketing team:

1. Super Humus Compost

2. Mahogany pro chip mulch

3. Natural pro chip mulch

4. Black and brown pro chip mulch
k. Quarantined Organic Waste: If any organic materials are collected from within the boundaries of an established quarantined regions defined by the California Department of Food and Agriculture, they will be kept separated from any other organic materials and disposed of in landfills. All necessary documentation will be maintained for the City and for the California Department of Food and Agriculture.

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l. Alternative Facility:

ACI has identified Napa Recycling and Waste Services (NRWS), as the primary composter for commercial food scraps and a potential alternative facility for other organics processing needs. The City of Napa owns and maintains a Materials Diversion Facility (MDF), a combined Large Volume Transfer/Processing Operation and a Mixed Material Composting Facility on Levitin Way in southern Napa. The MDF and Transfer/Processing Operation facility is operated by NRWS under a public-private partnership agreement that began in 2005 and, as of January 1, 2024, expires in 2031. The MDF is permitted to accept 760 tons per day (TPD), with a peak tonnage at the composting facility of up to 500 TPD of organic materials, and a peak tonnage of recyclable materials for processing of up to 360 TPD. Materials collected within the City and County of Napa are brought to the facility, which includes separate receiving and processing areas for recyclables and source separated organics.

Address 820 Levitin Way, American Canyon,
CA 94503
Distance from San
Leandro Center 45.2 miles
Permitted Capacity
760 TPD Transfer and Processing
Peak loading
500 TPD Green Material
Processing
360 TPD Recycling Processing
Facility Operations
Transfer Station, Recycling Material
Recovery Facility
Construction & Demolition
Recycling, Organic Materials
Processing, Maintenance Facility
Future Potential
Expanded Capacity, Anaerobic
Digestion, Gasification & Vehicle
Charging Station
Napa Recycling and Waste Services (NRWS)
Owned & Operated by the City of Napa

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Currently, organic materials entering the site are
processed on-site using a Covered Aerated Static Pile
(CASP) composting system. The City of Napa has been a
leader in implementing organics recycling since 1993.

Napa Composting was named US Composting Council’s
Large Composter of the Year in 2022 and won the CRRA
Award for Compost Facility of the Year. Additional
regulatory information can be found in Section 6. ACI can provide further operational information about the site at the City’s request.

Napa Recycling and Waste Services (NRWS) Material Diversion Facility Composting If an alternative facility is needed, we will utilize the City’s approved alternative facility. ACI has multiple
affiliates with available compost capacity, in
addition to the potential resources provided by our
identified subcontractors, Republic and
GreenWaste.

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m. Allocation Method: Organics materials and processing residue will be tracked and allocated in the same manner as described in Section 3.B.2.2.m of this Proposal. Specifically, the allocation methodology allows for ACI to accurately allocate the City’s share of total residue generated from City-delivered organics delivered to the NICF, which will be reported to the City in the monthly reports, as described in Section 3.A.2.5 of this Proposal. ACI will not change the residue level calculation method without prior, written, approval from the City. Residue generated from processing organic materials will be transported and disposed of in accordance with applicable law and residue will not include any excluded materials.

3. Expansion and/or Permit Modifications: The NICF
utilizes best-available composting technologies, including CASP which greatly reduces emissions associated with
composting as compared to traditional windrow
composting. Republic is committed to continuing to
evaluate new technologies related to composting as they become available. Importantly, Republic is committed to the electrification of their fleet, of which roughly 30 collection vehicles could be deployed in Northern
California in 2024. As it pertains to this RFP, the vehicles that will be electrified in the coming years are pick-up trucks and mechanic service trucks.

Links to Relevant Sections

3.A.2 Operating Conditions

3.B.2 Operating Conditions
Napa Recycling and Waste Services Material Diversion Facility

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4. Invoicing: Refer to Section 3.A.2.4 for a description of invoicing procedures for organics processing services, which will be conducted by ACI.

5. Reporting: Refer to Section 3.A.2.5 for a description of reporting ACI will conduct for this Agreement.

3.C.3 Other Technical Information

1. Regulatory Compliance: Included in Section 6 of this Proposal is detailed information on the regulatory agencies that monitor the facility’s compliance with applicable local, state, and federal laws and regulations, and includes the name of the regulatory agency, contact person’s title, and telephone number.

2. SB 1383 Compost and Mulch Procurement: In an effort to assist the City with meeting SB 1383 Recovered Organic Waste Product Procurement requirements, ACI has decided to partner with another leader in the compost processing and marketing industry, Agromin, who will provide their experience and their California Compost broking arrangements. Agromin’s California Compost program is grounded in Agromin’s extensive experience and history in organic waste recycling, soil science, and public policy.

Links to Relevant Sections

6. Forms & Attachments

3.A.2 Operating Conditions

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Agromin has 30 years of experience managing organics and has grown into California’s largest compost producer. Agromin currently manages organic materials for more than 200 jurisdictions throughout California. In addition to Agromin-operated facilities, Agromin also markets and distributes compost for its strategic partners throughout the State of California to facilitate the successful movement of products to market with the goal of promoting healthy soils throughout the state and West Coast. Agromin employs 180 individuals throughout California and their headquarters are in Oxnard, CA, however there are satellite offices in Sacramento and Tehachapi, CA. Additionally, Agromin has operations facilities at 25 locations throughout California. The compost procurement services will be managed from the Sacramento office and will utilize a range of compost facilities to broker through Agromin’s numerous agricultural partners.

The key to Agromin’s success is the agriculture partners they have come to rely on. Agromin’s reliable and certified
products. Through these relationships, Agromin is able to distribute compost across the state. Agromin ensures each aspect of the organics processing is managed to the highest degree, where they focus on producing high-quality and
marketable products. Agromin understands that the partner jurisdictions must meet specific compliance mandates, and for this reason, they utilize the right technology to ensure the successful collection and prepossessing of organic materials.

The focus on technology-based solutions allow Agromin to help jurisdictions comply with regulations and produce
viable, marketable products for a range of end-uses.

About Agromin

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Agromin’s Approach to Procurement
Agromin offers two approaches to meet SB 1383 compliance, where the total costs of services are provided below. Agromin will utilize both options over the course of the calendar year and has secured a not to exceed cost for the City.

Cost of Product and Transportation
Compost or composted mulch: $15.00 per ton +
(applicable sales tax for Option B only)
Freight/handling cost for Option B below: $8.00 per ton

Procurement Option A
Agromin will make arrangements with a Direct Service Provider (DSP) who would like to use compost and/or composted mulch. The City would pay for the compost/composted mulch subsidy and the DSP would pay for the hauling cost.

Procurement Option B
Agromin will make arrangements with a DSP that is willing to receive compost or composted mulch and is located in the immediate proximity to Agromin’s composting facility. The City would pay for the compost and/or composted mulch and for the minimal cost to transport/handle the compost/composted mulch to the DSP site.

Upon request from the City, ACI will provide compost for the City to use in City parks and facilities or to distribute to customers at cost. The total amount of product can be negotiated based on the City’s needs.

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3.D C&D Processing
GreenWaste Recovery has a reputation of being one of the most advanced processors of C&D materials in the nation. They are committed to being the most sustainable and environmentally responsible disposal and recycling processor of landscape and construction debris. GreenWaste was the first in California to receive third-party certification of C&D recycling rates for full transparency of their operations and to provide confidence to customers that materials will be given new life as recycled products.

About The Facility | GreenWaste Recovery of Hayward
Hayward Transfer Station (HTS) is a Construction and Demolition (C&D) processing facility located at 3458 Enterprise Avenue in Hayward -- only 9 miles from the ACI MRF/TS. Collection vehicles from the City of San Leandro will be directed to deliver C&D material to this facility for processing. This facility has been evaluated by thirdparty evaluators and is certified as reporting accurate, transparent, and reliable recycling and diversion rates according to the protocols and standards of the Recycling Certification Institute (RCI).

The GreenWaste Hayward Transfer Station (HTS) is a Medium Volume Construction, Demolition and Inert Debris ("CDI") Processing Facility located at 3458 Enterprise Avenue in Hayward, California.

The HTS accepts CDI debris from the public self-haul and commercial businesses. The existing entrance on Enterprise Avenue is used for access to the site. GreenWaste operates the HTS and does not accept loads that exceed the state minimum standards and receives waste that has less than 40% Residual or 1% putrescible material. All loads will be checked for prohibited materials.

Location 3458 Enterprise Ave.

Hayward, CA 94545
Distance from ACI MRF/TS: 9 miles
SWFP No: 01-AA-0318
Capacity: 174 tons per day
Materials Accepted: mixed & source-separated C&D
debris
Facility Size: 2.4 acres
Hayward Transfer Station
Owned & Operated by GreenWaste

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HTS is permitted to accept up to one hundred seventy-four (174) tons per day. Materials received are comingled CDI debris and clean source separated CDI materials. The comingled CDI materials are received and separated onsite. Clean source separated drop-off CDI materials received will be accepted and placed into debris bins and segregated bunkers for temporary storage before being hauled offsite. Materials are hauled in covered trailers to certified CDI transfer/processing facilities, permitted landfills, and/or businesses for recycling and/or reuse only.

The HTS is open to the public 7 days per week, 6:00 am to 4:30 pm, Monday to Sunday (7 days per week), and Saturday 8:00 AM to 3:00 PM. Holiday Closure - Thanksgiving, Christmas, New Years, Easter, Labor Day.

A greener way to a better world.

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Zanker Material Recovery Facility – CDI Recovery
The Zanker Material Recovery Facilities are situated on 2 sites located at 705 & 675 Los Esteros Road in San Jose, California. Both ZMPF operations have implemented progressive waste recycling operations and is constantly implementing better and more efficient recycling processes and equipment.

Accordingly, more efficient/effective equipment and processes have regularly been incorporated into existing operations at both sites. In accordance with that growth mindset, both ZMRF facilities have been expanded and new state-of-the-art equipment have been installed. Existing operations accept and handle up to 1,800 tons per day (tpd) of mixed waste loads from general public and commercial waste haulers from 6:00 am to 6:00 pm, seven days per week.

Although permitted as a Class III landfill, the ZMPF is not currently permitted to accept putrescible waste, wet household garbage, green/yard waste, liquid waste sludge, designated wastes, and hazardous wastes.

Additionally, outdoor sorting of construction and demolition (C&D) recoverable materials (i.e., concrete, metal, mixed paper, plastic, drywall, composition roofing, cardboard, glass, wood, dirt, concrete/asphalt, tires, etc.) from the incoming materials (construction and demolition debris, mixed debris, debris boxes, self-haul, etc.) 24 hours per day. Once sorted, processing of some of these recovered recyclable materials into re-usable products (i.e., co-generation wood fuel, mulch, soil amendments, base rock, soil, fill materials, etc.) 24 hours per day.

Location 705 & 675 Los Esteros Road in San
Jose
Distance from ACI MRF/TS: 29 miles
SWFP No: 43-AN-0001 (675 Los Esteros) & 43-
AN-0007 (705 Los Esteros)
Capacity:
1,800 tons per day (675 Los Esteros)
& 2,600 tons per day (705 Los
Esteros)
Materials Accepted: mixed & source-separated C&D
debris
Facility Size: 12 acres (675 Los Esteros) & 46 acres
(705 Los Esteros)
Zanker C&D Facilities in San Jose
Owned & Operated by GreenWaste

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1 3.D.1 Facilities

1. Facility Information: The C&D Processing Facility Information tab of the Forms has been completed and is included in Section 4 of this Proposal.

2. Facility Certification: All GreenWaste’s Facilities have received third-party certification of diversion rates from the Recycling Certification Institute (RCI); RCI uses independent third-party evaluators to verify the accuracy and reliability of the recycling/diversion rates and implements a rigorous set of protocols, guidelines, and tools to professionally audit and certify the diversion reports of C&D recyclers throughout the nation. RCI increases certainty and builds confidence in the C&D recycling marketplace on the part of project owners, architects, the environmental community, municipalities, and the public. RCI has certified or registered 7 GreenWaste Recycling operations in California, and the Zanker Road Facilities were the first on the west coast to achieve certification from the RCI.

Additional information about RCI and
GreenWaste’s Facilities can be found online
at: https://www.recyclingcertification.org.

Links to Relevant Sections

4. Cost Proposal Form

6.G GreenWaste SWFP &
Regulatory Documentation

3.A.2 Operating Conditions
GreenWaste is committed
to meeting a minimum
diversion of 97% for all
materials received at HTS
and Zanker Material
Recovery Facility.

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3. Facility Documents: Included in Section 6 of this Proposal is a copy of the Solid Waste Facility Permit along with details on the current contracts the C&D processing facility has with other jurisdictions.

The RCI uses independent third-party evaluators to verify the accuracy and reliability of the recovery/recycling rates reported.

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3.D.2. Operating Conditions

1. Operations Information: The C&D Processing Facility Information tab of the Cost Forms has been completed and includes the requested operational information.

2. Operations Plan
a. Personnel: The following personnel will be instrumental in the C&D processing operations at both of GreenWaste’s C&D Facilities located in Hayward and San Jose:

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b. Material Receipt and Acceptance: The HTS Facility accepts C&D debris from the public self-haul and commercial businesses and is permitted to accept a maximum of one hundred seventy-four (174) tons per day. It is open 7 days per week from 6:00am to 4:30pm, Monday to Friday, and Saturday from 8:00am to 3:00pm and is closed on Thanksgiving Day, Christmas Day, New Year’s Day, Easter, and Labor Day. c. Load Checking/Unpermitted Waste: The HTS has a Load Checking program in place that is designed to identify and remove prohibited wastes that are delivered to the facility for processing. A formal training program of workers and supervisors is set up with the following purposes:
• Encourage the proper disposal of prohibited waste.
• Reduce the quantity of prohibited wastes that could enter the C&D debris waste stream. • Check all loads received at the facility for the presence of prohibited wastes, reject those materials, and make the customer remove those wastes from the site.
• Identify actual generators of prohibited wastes placed in the C&D debris waste stream and require them to take back their prohibited wastes and assume responsibility for the proper management. • Provide an effective enforcement program against generators who improperly manage their prohibited waste. • Assist with the proper management of prohibited wastes which are being brought to the facility.

All incoming loads are inspected by operations personnel for acceptance. A supervisor conducts at least a weekly random load check verification of incoming loads with facility personnel. The supervisor shall note verification occurred on the Daily Load Checking form and review all Daily Load Check forms prepared. During load checks, any items deemed unacceptable are directed to be immediately segregated and a hazardous waste locker is readily available for any unacceptable materials removed from the waste stream. Any residual, or other non-hazardous material discovered, is loaded into a dumpster or roll off bin and weighed, recorded, and removed per permitted requirements. Records of daily load checking, and training of personnel in the recognition, proper handling, and disposition of prohibited waste shall be maintained and retained onsite. At least three random load checks are documented each day and a copy of the load checking program and records for the last year are maintained in the operating record and be available for review by the appropriate regulatory agencies.

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d. Safety: The HTS is used by the public and the design took into account the safety features needed to accommodate such public use.

The design and operation of the HTS complies with all the terms and conditions of the City of Hayward's comprehensive Administrative Use Permit as well as the requirements of the Solid Waste Facility Permit (SWFP). These requirements involve addressing measures to control dust and odor, addressing personnel health and safety. A Hazardous Material Business Plan (HMBP) and Injury Illness Prevention Program (IIPP) have been developed and are kept onsite. Safety equipment, hard hats, safety vests, protective glasses, and ear plugs are supplied to employees and eyewash stations are located throughout the HTS. e. Traffic Control and Direction: The existing entrance on Enterprise Avenue is used for access to the HTS. Customer vehicles enter the site from Enterprise Avenue and proceed to a truck scale and then to the CDI bunker to unload. There are spotters on-site to direct vehicles to unload and how to exit the facility safely. Vehicles will unload the material into the processing storage area. The customer will proceed to the office window and leave
the site via Enterprise Avenue.

Hauling semi-trucks with walking
floor trailers are placed in the site
Loading Area to be loaded with
CDI materials by the excavator.

The transfer trucks will pass
across one of the two truck
scales prior to proceeding offsite and there is a queuing area for transfer trucks when traffic is
heavy.
f. Scale Operation: Vehicles enter
the HTS and are directed to one
of the scales where incoming
loads are identified and weighed
by the scale attendant The scale
attendant observes the load,
using a platform ladder and
overhead mirror, or camera views, to identify prohibited materials and clean source separated material loads. If prohibited materials are found, the customer is directed to reload and remove materials immediately. Any removed material will be documented. All equipment (including stationary equipment like scales) is inspected, maintained, tested, and monitored on a regular basis to ensure that it is functioning and readily available. Maintenance activities on the scale are conducted in accordance with manufacturer's specifications and intervals.
g. Material Processing: The HTS accepts both mixed and source separated C&D debris from self-haul and commercial sources.

Vehicles enter the facility and are directed to one of the scales where loads are identified and weighed by the scale attendant. The scale attendant observes and weights the load, and then customers are directed towards the mixed and source separated C&D unloading areas/bunkers by HTS personnel.

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Any clean, source separated C&D materials and recovered recyclable materials are unloaded in separate debris bins or bunkers and some materials are baled. The recovered materials are hauled in covered debris bins, demo trucks, or transfer trailers to various certified recycling facilities and appropriate recycling and/or reuse facilities.

The mixed C&D debris goes through a sorting process to segregate recoverable materials from materials that are disposed as residue. A large block walled bunker acts as temporary storage of clean, source separated C&D and sorted/recovered materials. Material is loaded into a truck, debris bin, transfer trailer and delivered to appropriate recycling and/or reuse facilities. Residual is sent to an appropriately permitted landfill for disposal.

Mixed C&D debris processing at the GreenWaste HTS includes the following:

1. Load checking to remove any excluded materials and
hazardous wastes.

2. Maintaining separation of source-separated C&D from mixed C&D.

3. Pre-sorting to remove larger items.

4. Segregation and transfer to GreenWaste’s Zanker Processing Facilities for additional processing:
a. Mechanical separation of two-dimensional and threedimensional materials. b. Separation of individual commodities via manual
and/or mechanical methods, and/or use of advanced
sorting technologies.
c. Final screening and quality control for all recovered material commodities.
h. Secondary-Processing: The HTS segregates, consolidates, and transfers recoverable construction and demolition materials. Some loads are transferred to the Zanker Processing Facility for additional processing.
i. Disposal and Residue: Residual generated through the sorting process is separated and stored onsite for up to 48 hours before transferring to an appropriately permitted landfill facility for disposal.

Diversion Rates: The overall facility diversion rate is determined by reconciling incoming tonnage with outbound tonnage of residue generated from processing operations for the timeframe (previous month). This diversion rate is applied to all of the City’s material brought to the facility for processing and will be reported to the City according to Section 3.A.2.5 of this Proposal.

j. Recovered Material Marketing: Recovered material segregated and transferred from the HTS requires further processing before being marketable for sale/resale. GreenWaste offers products and resources for landscape
management in the San
Francisco Bay Area region
and markets various types
of recovered materials from
its various C&D operations
in Northern California.

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The GreenWaste facility accepts and processes a range of materials.

The following materials are a snapshot of what will be diverted from all C&D loads brought to the HTS and Zanker facilities:

1. Fiber: Old corrugated Cardboard (OCC) & Mixed paper (MP)

2. Metals: Aluminum, Tin, & Mixed metals

3. Plastics: PET, HDPE Natural, HDPE Color, & Mixed Rigid Plastics

4. Mixed Glass Containers

5. Clean Wood

6. Concrete

7. Sheetrock

For a full list of materials GreenWaste
accepts and recovers see our website:
https://www.greenwaste.com/wpcontent/uploads/zanker-materials-listweb.pdf

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1 k. Quarantined Organic Waste: The HTS is only permitted to accept construction and demolition waste.

l. Alternative Facility: If an alternative facility is needed, we will utilize the City’s approved alternative facility. ACI has multiple affiliates with available C&D processing capacity, in addition to the potential resources provided by our identified subcontractors, Republic and GreenWaste.

m. Allocation Method: Recovered materials and residue generated from C&D processing will be tracked and allocated in the same manner as described in Section 3.B.2.2.m of this Proposal. Specifically, the allocation methodology allows for ACI to accurately allocate the City’s share of total residue generated from City-delivered C&D material delivered to the HTS, which will be reported to the City in the monthly reports, as described in Section 3.A.2.5 of this Proposal. ACI will not change the residue level calculation method without prior, written, approval from the City. Residue generated from processing C&D materials will be transported and disposed of in accordance with applicable law and residue will not include any excluded materials.

3. Diversion: All of the C&D processing facilities proposed to handle the City’s C&D and disaster-related debris are registered and certified by the Recycling Certification Institute (RCI). As mentioned previously in Section 3.D.1.2 of this Proposal, RCI uses independent third-party evaluators to verify the accuracy and reliability of the recycling/diversion rates and implements a rigorous set of protocols, guidelines, and tools to professionally audit and certify the diversion reports of C&D recyclers throughout the nation. RCI increases certainty and builds confidence in the C&D recycling marketplace for the construction project owners, architects, the environmental community, municipalities, and the public. RCI has certified or registered seven (7) GreenWaste operations in California. The Zanker Road Facilities in San Jose were the first on the West Coast to achieve certification from the RCI.

Links to Relevant Sections

3.A.2 Operating Conditions

3.B.2 Operating Conditions

3.D.1 Facilities

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GreenWaste will maintain records of any information or documentation required to demonstrate compliance with RCI requirements and ACI will immediately notify the City of changes to their certification status and RCI documentation can be included in the monthly or Annual Reports, upon request and as necessary.

HTS Certified Recycling Rates:

Zanker Certified Recycling Rates:

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GreenWaste will comply with the data collection and recordkeeping requirements of CalRecycle and CALGreen and ACI will cooperate with efforts by the City to comply with CALGreen requirements, including recordkeeping and data tracking system requested by the City.

4. Expansion and/or Permit Modifications: As of February 1, 2024, there are no current actions for expansion or permit modifications at the HTS.

5. Invoicing: Refer to Section 3.A.2.4 for a
description of invoicing procedures for
C&D processing services, which will be
conducted by ACI.

6. Reporting: Refer to Section 3.A.2.5 for a
description of reporting ACI will conduct
for this Agreement.

3.D.3. Other Technical Information

1. Regulatory Compliance: Included in Section 6 of this Proposal is detailed information on the regulatory agencies that monitor the facilities’ compliance with applicable local, state, and federal laws and regulations, and includes the name of the regulatory agency, contact person’s title, and telephone number.

Links to Relevant Sections

6. Forms & Attachments

3.A.2 Operating Conditions

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3.E Disposal
ACI is proposing to transfer all solid waste from the ACI TS to the Vasco Road Landfill (VRL) which is owned and operated by Republic Services Vasco Road, LLC and located within the unincorporated area of Alameda County. The street address is 4001 North Vasco Road in Livermore and is less than 30 miles from the ACI MRF/TS.

Since January 2000, the Vasco Road Landfill (VRL) has been owned and operated by Republic Services Vasco Road, LLC. VRL is located within the unincorporated area of Alameda County, east of North Vasco Road and about 3 miles north of Interstate 580. The permitted total landfill disposal area consists of approximately 323 acres of which approximately 263 acres is an existing permitted Class III facility in accordance with the Alameda County land use permit.

The site is operated in accordance with State Minimum Standards for both a Class II and Class III disposal facility as established by the State Water Resources Control Board (SWRCB) and CalRecycle. VRL accepts mixed municipal refuse that is classified as nonhazardous MSW (residential and commercial), construction and demolition (C&D) waste, industrial wastes, and certain special wastes. No hazardous waste has been knowingly accepted at the VRL. The existing operational permit allows the site to receive a maximum of 2,518 Tons Per Day (TPD). VRL is prohibited from accepting the following wastes:
hazardous, radioactive, medical, liquid, or other wastes requiring special treatment or handling.

Location 4001 North Vasco Road, Livermore,
CA 94551
Distance from ACI MRF/TS: 29 miles
SWFP No: 01-AA-0010
Capacity: 2,518 tons per day
Materials Accepted:
mixed municipal solid waste,
industrial wastes, green materials,
dead animals, contaminated soil,
construction and demolition debris
Facility Size: 323 acres
Vasco Road Landfill
Owned & Operated by Republic Services

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Mixed solid waste is received for disposal from both residential and commercial wastes described as follows:

Residential – Non-hazardous waste materials originating in residential households or apartments.

These wastes include food wastes and miscellaneous discarded household items such as paper, rubber, plastic, garden waste, yard trimmings, lumber, metals, glass, and residential ash (i.e., not received ashes from industrial boilers, furnaces, or incinerators).

Commercial – Solid waste that originates in businesses, such as office buildings, stores, markets, theaters, hospitals, schools, and other institutional establishments. These wastes may include paper, cardboard, food wastes, metal, glass, plastics, and ceramics.

There is sufficient capacity at VRL to accept and dispose of tonnage from new waste streams.

3.E.1. Facilities

1. Facility Information: The Disposal Facility Information tab of the Forms has been completed and is provided in Section 4 of this Proposal.

Links to Relevant Sections

4. Cost Proposal Form

6.H Republic Services SWFP
& Regulatory Documentation

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2. Additional Facility Description: The permitted total landfill disposal area at VRL consists of approximately 323 acres of which roughly 263 acres is an existing permitted Class III disposal facility. The site is operated in accordance with State Minimum Standards for both a Class II and Class III disposal facility as established by the State Water Resources Control Board (SWRCB) and CalRecycle.

VRL accepts mixed municipal refuse that is classified as nonhazardous MSW (residential and commercial),
construction and demolition (C&D) debris, industrial
wastes, and certain special wastes. The VRL is
prohibited from accepting the following wastes:
hazardous, radioactive, medical, liquid, or other wastes requiring special treatment or handling. The existing
operational permit allows the site to receive a maximum of 2,518 tons per day (TPD).

3. Facility Documents: Included in Section 6 of this
Proposal is a copy of the Solid Waste Facility Permit
along with details on the current contracts the disposal facility has with other jurisdictions. In addition, the Remaining Life Assessment Report has been included
as reported within the Facility’s Joint Technical
Document (JTD).
“Alameda County Industries and Republic Services
have enjoyed a longstanding relationship.”
- Chris Valbusa

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3.E.2. Operating Conditions

1. Operations Information: The Disposal Facility Information tab of the Cost Forms has been completed and includes the requested operational .

2. Operations Plan
a. Personnel: The following personnel will be instrumental in the landfill operations at VRL:

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b. Material Receipt and Acceptance: Wastes received at the VRL consist of mixed municipal refuse that is classified as nonhazardous MSW (residential and commercial), C&D (i.e., inert) waste, industrial wastes and certain designated waste classified in accordance with 27 CCR, Sections 20210, 20220, and 20230. As indicated in the existing SWFP, the VRL is prohibited from accepting the following wastes:
hazardous, radioactive, medical (as defined in Chapter 6.1, Division 20 of the Health and Safety Code), liquid, or other wastes requiring special treatment or handling, except as identified in the Report of Facility Information and approved amendments thereto and as approved by the enforcement agency and other federal, state, and local agencies. The total waste stream for the VRL has been previously characterized and consists primarily of 35% MSW, 8% C&D, 8% recyclables, and 49% ADC/beneficial reuse materials (all percentages are approximations). The percentage mix may change over time due to market changes and
ongoing recycling and
source reduction. The
facility will meet the
requirements of Article 4
and Article 5 of the
approved Franchise
Agreement.
c. Unpermitted Waste:

VRL implements a
periodic Load Screening
Program (LSP), which
was developed to
conform with the
requirements of 27 CCR
and the Waste
Discharge
Requirements. This
program has been inplace since January
2000 and includes
conducting two random
load checks on
incoming waste loads
per week, at a
minimum, in all areas where material is accepted, including the active face and the C&D area. Random load checks are documented, and records are maintained at the landfill. If there are unacceptable materials discovered during these inspections, these materials would either be taken back by customers, recycled, or removed off site by a properly licensed contractor.

The LSP is designed to identify and remove hazardous and prohibited waste from the municipal waste stream and are intended to prevent the unlawful disposing of hazardous wastes at the landfill. These procedures are also designed to identify hazardous wastes at the time of disposal, so the disposer can be directed to remove the hazardous waste from the disposal area. Landfill personnel that inspect the waste are required to receive training in accordance with the LSP, which provides procedures to address health and safety concerns.

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Inspection personnel are instructed to report any prohibited material found hidden in loads of trash and to take the name of the hauler, the truck number, the date, and the name of the generator, if known. All hazardous materials are removed immediately if observed during unloading and returned to the customer or appropriately stored at the site’s hazardous waste area. Hazardous wastes that are segregated from the wastes through the LSP or are found at the working face are placed in the hazardous waste storage unit (i.e., shed) located in the C&D area. This area is specifically designed for hazardous material storage with secondary containment to provide a safe, convenient location for storing wastes discovered through the hazardous waste screening program. This storage shed is used to store (up to 90 days) household hazardous waste found at the active working face as part of the LSP.
d. Safety: Safety equipment is provided to landfill personnel as necessary and includes boots, hard hats, reflective vests, ear and eye protection, gloves, half-face respirators, rain gear, and dust masks. All personal protective equipment (PPE) used by VRL employees in the course of their work must be used and maintained in a sanitary and reliable condition, whenever it is required, based on the activities being performed or weather conditions. The importance of wearing PPE is emphasized to all employees and training is conducted quarterly. The VRL has been designed and is operated to minimize the propagation or harborage of flies, rodents, or other vectors and the creation of nuisances caused by managing certain materials. Other operational factors taken into consideration in the design and safety at the VRL include air and water quality, noise and odor control, public safety, etc. e. Traffic Control and Direction: Currently, the main access road to the site is via North Vasco Road and on-site access roads consist of the main entrance road that leads to the scale house and the road into the disposal areas. On-site access roads are paved with asphalt concrete and several speed bumps are located across the roads to slow traffic moving in both directions. Additional dry-weather access roads branching off from paved access roads are constructed in conjunction with landfill operations. The paved access road to the landfill working face ends at the top deck where a non-paved road starts. This nonpaved portion of the access road is an all-weather road and is covered with gravel and crushed asphalt. Water trucks frequently spray the access roads with water to control dust and to clean the road surfaces, as needed. Internal roads provide access to waste disposal areas and site monitoring points. These roads are not paved and consist of compacted soil with gravel or inert debris in some areas and are only accessible to employees. Truck drivers delivering wastes are informed by the scale attendant about the location (i.e., disposal area number) to proceed with the waste loads.

Several signs along the access road
lead drivers to the designated disposal
area. Road borders consisting of large
rocks and concrete or traffic cones are
placed along the access road on the
top deck and additionally aid in
delineating and confining user traffic to
the designated unloading areas. Speed
limit signs ("10 MPH") are also posted
along access roads.

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1 f. Scale Operation: The landfill scale house is located between the landfill scales. The small structure houses the scale operator, who documents load weights and volumes, evaluates waste origination, and types, and collects payment for waste disposal. The landfill scales are pit scales located adjacent on the east and west sides of the landfill scale house and there are two inbound scales and one outbound scale. All equipment (including stationary equipment) is inspected, maintained, tested, and monitored on a regular basis to ensure that it is functioning and readily available. Maintenance activities on the scale are in accordance with manufacturer's specifications and performing maintenance service at intervals recommended by the manufacturer.
g. Alternative Facility: If an alternative facility is needed, we will utilize the City’s approved alternative facility. ACI and its affiliates have multiple options for disposal through our subcontractors, in addition to the potential resources provided by our identified subcontractors, Republic and GreenWaste.

h. Closure and Post-Closure: The VRL is safely operated, managed, and maintained in compliance with applicable law and will continue to during the term of the Agreement and thereafter, until and during the Facility Closure and PostClosure period, which includes fulfillment of State funding requirements.

Republic’s compliance obligations include compliance with CalRecycle and required Federal, State, and/or Local post-closure period(s) as well as the operational and financial operations for closure and post-closure activities.

Republic has recently updated their regulatory documents (Joint Technical Document {JTD}) to include a Preliminary Closure/Post-closure Management Plan PCPCMP to reflect actual site conditions and updated closure and post-closure cost estimates, including supporting back-up.

Links to Relevant Sections:

6. Forms & Attachments

3.A.2 Operating Conditions

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3. Permits: The VRL operated responsibly and maintained in compliance with applicable law, Federal, State and Local requirements. This highly regulated facility maintains all necessary permits and operating requirements to ensure that it is kept in full compliance with all laws, regulations, and permits.

4. Invoicing: Refer to Section 3.A.2.4 for a description of invoicing procedures for disposal services, which will be conducted by ACI.

5. Reporting: Refer to Section 3.A.2.5 for a description of reporting ACI will conduct for this Agreement.

6. Expansion and/or Permit Modifications: There are no currently planned major modifications to the permitted operations at VRL. Republic operates a landfill gas to energy plant which captures methane gases generated from the decomposition of organic matter, the captured gases are sold to PG&E.

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3.E.3. Other Technical Information

1. GHG Management: The production of landfill gas within the refuse cell is of interest due to the explosivity of methane in concentrations between 5-15% by volume in air.

Landfill gas controls are implemented to prevent surface emissions in excess of State and Federal regulations, as well as the control of landfill gas to prevent it from migrating into onsite structures, beyond the landfill boundaries, and accumulating in offsite structures.

Bay Area Air Quality Management District (BAAQMD) Rule 34 requires that landfill gas (comprised primarily of methane and carbon dioxide) be collected, and properly managed to limit landfill emissions to prevent public nuisance and possible detriment to public health caused by exposure to such emissions.

VRL manages a landfill gas collection system in accordance with the site’s current BAAQMD Permit to Operate (PTO) and is under vacuum that draws the gas to a central point for proper management. The VRL Landfill Gast To Energy (LFGTE) facility consists of two 50-horsepower blowers (one primary and one backup) located in a skid-type blower building pull a vacuum on the well field and deliver gas through PVC and HDPE piping to a flare for incineration. The flare, which was installed in June 2009, is rated for 71,000,000 (71 million) British Thermal Units (BTUs) per hour. The LFGTE facility is located on VRL property and is operated by Ameresco Vasco Road, LLC (Ameresco). The LFGTE facility was declared operational on March 3, 2014, generating 4 megawatts of electrical power.

2. Regulatory Compliance: Included in Section 6 of this Proposal is detailed information on the regulatory agencies that monitor the facilities’ compliance with applicable local, state, and federal laws and regulations, and includes the name of the regulatory agency, contact person’s title, and telephone number.

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3.F Capacity Guarantee
ACI is committed to providing the City of San Leandro with transfer/transport, recyclables processing, organics processing, C&D processing, disposal, and disaster debris services capacity, on a daily and annual basis, throughout the possible term of ten to fifteen years. ACI will reserve the proposed capacity for one year from the date of this submittal.

ACI’s subcontractors (Republic and GreenWaste) are also committed to provide processing and disposal capacity to ACI for materials from the City of San Leandro, as demonstrated in the commitment letters. z

6.G GreenWaste SWFP &
Regulatory Documentation

6.H Republic Services SWFP &
Regulatory Documentation

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3.G Disaster Debris Management Services
ACI is prepared for and willing to assist the City with handling materials in emergency situations and has the necessary equipment and dedicated staff to provide emergency support. No less than ninety (90) calendar days prior to the commencement of services, ACI will meet with the City to discuss development of a Climate and Disaster Response Plan to address ACI’s role in addressing the City’s disaster debris management needs related to wartime, natural, physical, or other disaster in, or proximate to the City resulting in the declaration of a State of Emergency by the City Manager or City Council. We are also ready to assist the City with climate change measures as they become necessary. ACI will develop and finalize a Disaster Response Protocol prior to the commencement date that identifies specific communication and logistical actions, and such other coordination between the City so that assistance can occur immediately following City declaration of an emergency. The Disaster Response Protocol will be reviewed annually and revise as warranted.

The City of San Leandro is located in a
lower risk area for wildfire risk and
damage than other parts of California,
however, due to the increasing length,
severity, and frequency of “wildfire
season”, ACI is prepared in
anticipation of the consequences of a
major wildfire in the region.

Even if the City is not directly impacted by a
wildfire, such events can disrupt nearby communities
and impact waste infrastructure where ACI might need to adapt operations to ensure a continuous level of service to everyone impacted not just by wildfires, but other natural disasters like floods, earthquakes, and extreme weather. If a major disaster occurs in the region and overwhelms local processing and disposal facilities, the impacts could include staffing shortages, longer wait times, disposal limits, and inaccessible facilities. “Thank you ACI, for working with us.

Life is now better for our families.”

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1 In the event that our local facilities are overwhelmed by major disasters, ACI is prepared to adapt by doing the following:

Alternative Facilities: ACI maintains relationships and communication with multiple disposal and waste recovery facilities in and around the San Francisco Bay Area. In the event of any disaster that affects the disposal facilities ACI uses, we will make necessary arrangements for disposal at alternative facilities and these facilities will be contacted daily to ensure capacity for the regular wastes as well as any disaster debris ACI might handle.

Disposal Delays at Facilities: Disaster debris from major incidents may increase the amount of time ACI’s drivers spend in traffic and at the facility in order to transfer and unload materials. ACI is prepared to extend driver and collection hours to ensure all wastes are removed in an efficient and timely manner for the duration of the delays.

Direct Impacts: Should the City of San Leandro be directly impacted by a disaster, ACI understands and acknowledges its role as an essential service provider for both collection and post-collection services. ACI will offer the following services to affected communities in order to contribute assistance where possible:
• Additional Bulky Waste Pickups free of charge for the duration of the emergency.
• Suspension of cart-tagging for cart overcrowding
• Timely replacement of carts and bins damaged or destroyed by the disaster.

Availability of Personnel & Equipment: In event of a State of Emergency declared by the City Manager or City Council, ACI can provide, upon City request, all equipment, vehicles, and/or personnel normally performing postcollection services to keep the ACI MRF/TS Facility operational.

Emergency Protocols
Damage to ACI MRF/TS: If the ACI MRF/TS is
damaged for any reason, we have an ancillary facility
located across the street that can temporarily serve
as a command post and storage/staging area for
emergencies to effectively handle materials. We also
have affiliate facilities in the Bay Area that can be
utilized as necessary.

Disaster Related Debris: This material can be
delivered to ACI and unloaded into a transfer trailer
at the TS, where it can be delivered to the
GreenWaste Hayward C&D Facility in Hayward or
GreenWaste’s C&D processing Facility in San Jose for
additional processing, diversion, or disposal. Material can additionally be hauled directly to the Zanker
Facility in San Jose. In the event of hazardous waste
that needs to be disposed of in a Class I disposal
facility, we will contract with a certified hazardous
waste hauler to deliver this material to a permitted
hazardous waste facility.

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3.H Other Services
Assistance with Education: In an effort to maintain the City’s comprehensive and integrated public education and outreach programs that highlight how to properly utilize the City’s solid waste and recycling services, as well as demonstrating the importance of reducing waste, recycling, and composting, ACI will proactively coordinate with the City to provide necessary information and data to design and expand upon public education and outreach materials. Such activities may include providing information relevant to what happens to materials after collection, providing statistics for the development of fact sheets, details on operations and sorting methods, and information on Extended Producer Responsibility Programs, as necessary.

ACI understands and looks forward to collaborating with the City as necessary to provide suggestions for educating
residents and businesses to reduce contamination and we will work to provide suggestions within fourteen (14) working days of the City’s request and attend meetings to discuss education strategies and efforts.

Facility Tours: ACI will continue to make the ACI MRF/TS available for educational tours by residents and businesses in the City of San Leandro. We will coordinate with the City and work cooperatively to provide tours and education about the ACI MRF/TS operations and the importance of recycling. Our proposed subcontractors are also willing to provide facility tours, upon adequate request to provide additional education to residents and businesses about the facilities and the importance of recycling, composting, and C&D diversion.

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4. Cost Proposal Form
Please find the link to the Cost Proposal Forms below.

4. Cost Proposal Forms

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5. Draft Agreement
Please find the link to the Draft Agreement with our proposed exceptions/changes. The Draft Agreement has been submitted as a Microsoft Word document that includes the edits shown in track changes mode.

5. Draft Agreement

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6. Forms & Attachments
Included in this Section are the following Proposal required forms completed by ACI’s designated representative authorized to bind the company.

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6.A Secretary’s Certificate

6.A Secretary’s Certificate

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6.B Non-Collusion Affidavit

6.B Non-Collusion Affidavit

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6.C Iran Contracting Act Certification

6.C Iran Contracting Act
Certification

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6.D Communication & Integrity Policy

6.D Communication &
Integrity Policy

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6.E ACI Audited Financial Statements & Letter from CFO
ACI’s most recent Audited Financial Statement has been sent separately to the City of San Leandro and shall remain confidential. A letter from Kent Kenny, the CFO of ACI, has been provided at the link below.

6.E ACI Letter from CFO

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6.F ACI SWFP & Regulatory Documentation

6.F ACI SWFP & Regulatory
Documentation

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6.G GreenWaste SWFP & Regulatory Documentation

6.G GreenWaste SWFP &
Regulatory Documentation

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6.H Republic Services SWFP & Regulatory Documentation

6.H Republic Services SWFP &
Regulatory Documentation

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6.I Napa Recycling and Waste Servies SWFP & Regulatory Documentation

6.I Napa Recycling and Waste
Servies SWFP & Regulatory
Documentation
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Alameda County Industries
alamedacountyindustries.com
EXHIBIT G1:
[RESERVED]

EXHIBIT G2:

INITIAL RATES FOR POST-COLLECTION SERVICES

City of San Leandro Proposer Name:

Post-Collection RFP
Processing Services - 1. Recyclable Materials
10-Year Term 15-Year Term 10-Year Term 15-Year Term
Facility Name
Facility Location
Contractor component for
processing services ($/ton)
$210.6491 $210.6491 $210.6491 $210.6491
Processing Facility Regulatory Fees
& Taxes (list separately)
MRF FEE $1.3931 $1.3931 $1.3931 $1.3931
Residual fee Net $0.2493 $0.2493 $0.2493 $0.2493

3. 4

5. 6.

Total Regulatory Fees ($/ton) $1.64 $1.64 $1.64 $1.64
Total Processing Cost ($/ton) $212.29 $212.29 $212.29 $212.29 Revenues from the Sale of
Materials ($/ton)
(Show as Negative Value)
$ (83.88) $ (83.88) $ (83.88) $ (83.88)
Total proposed rate ($/ton) $128.41 $128.41 $128.41 $128.41 Average vehicle turnaround time
at transfer station (minutes)
30 30 30 30
Stand-by rate ($ per hour)
Alameda County
Recyclable Materials Rates
610 Aladdin Ave San Leandro
CA 94577
610 Aladdin Ave San Leandro
CA 94577
Commingled Recyclables Source-Separated Cardboard
Alameda County Industries,
Inc.

Alameda County Industries,
Inc.

December 20, 2023