Santa Paula City Council
August 3, 2022

City of Santa Paula
City Council

MAYOR JENNY CROSSWHITE

VICE MAYOR ANDY SOBEL

COUNCILMEMBER RICHARD ARAIZA

COUNCILMEMBER CARLOS JUAREZ

COUNCILMEMBER LESLIE CORNEJO

CITY COUNCIL REGULAR MEETING OF THE

SANTA PAULA CITY COUNCIL
WEDNESDAY, AUGUST 3, 2022
6:30 PM - City Council Regular Meeting

SANTA PAULA CITY HALL
970 VENTURA STREET
SANTA PAULA, CA 93060

JULIE LATSHAW, CITY CLERK

DAN SINGER, CITY MANAGER
JOHN C. COTTI, CITY ATTORNEY
City of Santa Paula - City Council - City Council Regular Meeting 1

BRINGING ITEMS BEFORE THE CITY COUNCIL
You are invited to participate in all Regular City Council meetings. Agendas are posted in the front of Santa Paula City Hall, 970 Ventura Street, Santa Paula, 72 hours in advance of the scheduled meetings. The City Council's regular meetings start at 6:30 p.m. the first and third Wednesday of each month in the City Hall Council Chambers located at 970 Ventura Street in Santa Paula.

HOW TO PARTICIPATE IN PERSON DURING THE MEETING: If you wish to speak at a City Council meeting, please fill out a Public Comment Form noting your name and address and submit the form to the City Clerk. Include the Agenda item number, when appropriate. Public comments are limited to 3 minutes.

1. Items Not on the Agenda: If you wish to discuss an item which is not scheduled on the Agenda, you may address the City Council during Public Comment. Please realize that due to the limitations placed on the City Council by provisions of the California Government Code, the City Council ordinarily cannot take action on any item that is not on the agenda. Because of these restrictions, expect that matters that you identify during public comment will be referred to staff or considered on a future agenda.

2. Agenda Items: Items being considered by the City Council may appear on the Consent Calendar, as an Action Item, or as a Public Hearing. Public comments on each type of item are handled differently, as explained below:
a. For items appearing on the Consent Calendar, please submit a Public Comment Form before the Council takes action on the Consent Calendar. Items that receive a Public Comment Form may be pulled from the Consent Calendar by the Mayor and discussed separately by the City Council.
b. For items appearing as an Action Item, the Mayor will announce the Agenda item and request the staff report, the staff member responsible will give a brief summary of the report; the City Council will have an opportunity to ask questions of staff; members of the public will be given an opportunity to comment on the item and ask additional questions (all members of the public should speak directly into the microphone at the speaker’s platform); and the City Council will discuss the item and then take appropriate action.
c. For items on which a Public Hearing is scheduled, the Mayor will open the public hearing and receive the staff report; members of the public will be given an opportunity to comment on the item and ask additional questions (all members of the public should speak directly into the microphone at the speaker’s platform); the City Council will discuss the item; and the Mayor will close the public hearing after City Council action.

HOW TO PARTICIPATE BEFORE THE MEETING: Members of the public are encouraged to submit email correspondence on any agenda item by sending an email to [email protected]. All public correspondence received by 3:00 p.m. (PT) on the meeting date will be provided to the legislative body before the meeting. Public Comments received after 3:00 p.m. will be provided to the legislative body the next day.

Your Participation in this meeting is in the public domain; meetings are cablecast; minutes of this meeting will reflect your participation in this meeting and are posted on the city’s website.

PLEASE NOTE: Be advised that if you bring a legal challenge to an action, you may be limited to raising only those issues you or someone else raised at the meeting described in this Agenda, or in written correspondence delivered to the City Council at or before the meeting.

Any action is subject to the ninety-day time period set forth in Code of Civil Procedure § 1094.6.

In compliance with the Americans with Disabilities Act, if you need special assistance to City of Santa Paula - City Council - City Council Regular Meeting 2

1. CALL TO ORDER
REMINDER: in order to minimize distractions during public meetings, all personal communication devices should be turned off or put in a non-audible mode.

2. INVOCATION

3. FLAG SALUTE

4. ROLL CALL

5. CLOSED SESSION REPORT

6. PUBLIC COMMENT
At this time, members of the public may comment on any item not appearing on the agenda that is within the subject-matter jurisdiction of the City Council. A Public Comment Form must be submitted to the City Clerk prior to the beginning of the Public Comment period in order to be recognized to speak. Individuals submitting Public Comment Forms after the beginning of the Public Comment period will not be allowed to speak at this time, but may be recognized to speak by the Mayor at the conclusion of the meeting. Individual Councilmembers may briefly respond to Public Comments or ask questions for clarification. The City Council may direct staff to report to the City Council on the item at a later meeting. For items appearing on the Agenda, the public will be invited to make comments at the time the item comes up for City Council consideration. If a member of the public wishes to address a Consent Calendar item, please submit a Public Comment Form for that item. It may then be discussed separately by the Council, and the public will be invited to make comments at that time. At all times, please use the microphone and write your name and address on the Public Comment Form provided.

7. CITY COUNCIL REPORTS

8. CITY MANAGER REPORTS

9. CONSENT CALENDAR
Background information has been provided to the City Council on all matters listed under the Consent Calendar and these items are considered to be routine by the City Council and are normally approved by one motion. If discussion is requested by a Councilmember on any item, or a member of the public wishes to comment on an item, that item may be removed from the Consent Calendar for separate action.

9.A EXTEND APPROVAL TO HOLD VIRTUAL CITY COUNCIL, COMMISSION,

COMMITTEE, BOARD AND OTHER CITY BODIES, MEETINGS
PURSUANT TO AB 361
participate in this meeting, please contact the City Clerk at (805) 933-4208. Notification 48 hours before the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting. (28 CFR 35, 102-35.104 ADA Title II). Written materials distributed to the City Council within 72 hours of the City Council meeting are available for public inspection immediately upon distribution in the City Clerk’s office.

REGULAR MATTERS - COUNCIL CHAMBERS
City of Santa Paula - City Council - City Council Regular Meeting 3 RECOMMENDATION:

Staff recommend that the City Council:

1. Extend approval to hold virtual City Council, Commission, Board, and other City Bodies Meetings pursuant to AB 361.

9.B APPROVAL OF MINUTES
RECOMMENDATION:

Staff recommends Council approve the following Minutes:

1. City Council Special Minutes - June 14, 2022

2. City Council Special Minutes - June 15, 2022

3. City Council Regular Minutes - June 15, 2022

4. City Council Special Minutes - June 23, 2022

5. City Council Special Minutes - June 29, 2022

9.C EAST AREA 1 WATER TANK SITE EASEMENT
RECOMMENDATION:

Staff recommends that the City Council:

1. Approve quitclaim of City’s interest in and to the East Area 1 Water Tank Site Easement to Limoneira Lewis and authorize the City Manager or his designee to execute related documents.

9.D VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT

PROGRAM IMPLEMENTATION AGREEMENT - SECOND AMENDMENT
RECOMMENDATION:

Staff recommends that the City Council:

1. Authorize the City Manager to execute the Second Amendment to the Implementation Agreement for the Ventura Countywide Stormwater Quality Management Program.

9.E THREE-YEAR PROFESSIONAL SERVICES AGREEMENT WITH LARRY

WALKER ASSOCIATES
RECOMMENDATION:

It is recommended that the City Council:
(1) Authorize the City Manager to execute a Three-Year Professional Services Agreement (“PSA”) with Larry Walker Associates (“LWA”) to Provide Wastewater Discharge Permit Compliance Services on a Time and Materials Basis for the Santa Paula Water Recycling Facility (“SPWRF”) in a form approved by the City Attorney in the amount of:

1. $60,000 for FY 2022-2023

2. $66,000 for FY 2023-2024

3. $74,000 for FY 2024-2025

9.F
APPROVE RESOLUTION NO. 7414, APPROVING THE POSITION TITLE,

SALARY RANGE AND ASSOCIATED JOB DESCRIPTION FOR THE CODE

ENFORCEMENT INSPECTOR AND AMENDING THE JOB DESCRIPTION
City of Santa Paula - City Council - City Council Regular Meeting 4

FOR THE CHIEF BUILDING OFFICIAL
RECOMMENDATION:

Staff recommends that the City Council:
(1) Adopt Resolution No. 7414, approving the Position Title, Salary Range and Associated Job Description for the Code Enforcement Inspector and Amending the Job Description for the Chief Building Official

10. PUBLIC HEARING
Verification of posting notice by City Clerk
Declaration of conflicts (if any)
Declaration of ex parte contacts (if any)
Open public hearing
Staff presentation
Discussion and action
Close public hearing

10.A PUBLIC HEARING TO RECEIVE INPUT FROM THE COMMUNITY REGARDING

THE CREATION OF A DISTRICT-BASED ELECTION SYSTEM
RECOMMENDATION:

Staff recommends the City Council:

1. Receive an initial presentation from Daniel Phillips of National Demographic Corporation regarding the process for developing options for City Council voting districts, to be implemented in November, 2024, and provide direction regarding any optional criteria the City Council may want to consider in the development of voting district options; and

2. Conduct a public hearing to receive public input on district boundaries.

11. ACTION ITEMS

11.A SOLID WASTE FRANCHISE AGREEMENT BETWEEN THE CITY OF

SANTA PAULA AND ATHENS SERVICES
RECOMMENDATION:

Staff recommends that the City Council:

1. Adopt Resolution 7405 Awarding an Exclusive Solid Waste Franchise Agreement to Athens Services, in a form approved by the City Attorney and direct Staff to initiate the Proposition 218 process.

Prepared by:

Clete J. Saunier, Public Works Director
City of Santa Paula - City Council - City Council Regular Meeting 5 Christy Ramirez, Finance Director
Joseph Alvarado, Public Works Management Analyst
Kimberly Nilsson, Solid Waste Solutions, Inc.

11.B CLEAN POWER ALLIANCE (CPA) FEASIBILITY STUDY
RECOMMENDATION:

Staff recommends the City Council:

1. Approve resolution 7416 Amending the City's Operating and CPI budget for FY 21/22, authorizing a $10,000, one-time cost, required feasibility study to support the City's inclusion in the Clean Power Alliance (CPA) by decreasing the ARPA Employee Enhancements allocation and increasing ARPA professional services allocation.

11.C ORDINANCE NO. 1319 REGULATING PUBLIC DRINKING AT MILL PARK RECOMMENDATION:

Introduce and waive the first reading of Ordinance No. 1319 entitled "An Ordinance of the City of Santa Paula, California, Amending Section 130.02 of the Santa Paula Municipal Code to Require a Permit to Drink Alcohol at Mill Park."

12. ITEMS FOR FUTURE AGENDAS

12.A FUTURE AGENDA ITEMS
RECOMMENDATION:

Staff recommends City Council Review Future Agenda Items.

13. ADJOURNMENT
State of California )-
County of Ventura )- ss
City of Santa Paula )-
I declare under penalty of perjury that I posted this City Council Agenda on the bulletin board near the front door of City Hall, 970 Ventura Street, Santa Paula, California.

On_________________ at______________Signed:_________________________ Julie Latshaw
City Clerk
City of Santa Paula - City Council - City Council Regular Meeting 6 To: Honorable Mayor and Members of the City Council
From: Julie Latshaw, City Clerk
Subject: EXTEND APPROVAL TO HOLD VIRTUAL CITY COUNCIL,

COMMISSION, COMMITTEE, BOARD AND OTHER CITY BODIES,
MEETINGS PURSUANT TO AB 361
Date: August 3, 2022
Agenda Item: 9.A

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

Staff recommend that the City Council:

1. Extend approval to hold virtual City Council, Commission, Board, and other City Bodies Meetings pursuant to AB 361.

BACKGROUND:

With the expiration of the Governor's Executive Order suspension of certain Brown Act requirements for teleconferenced meetings, the Governor signed into law Assembly Bill 361.

Effective October 1, 2021, AB 361 allows local governments to continue to conduct remote virtual meetings so long as there is a state-proclaimed state of emergency and the legislative body makes mandatory findings.

On October 6, 2021, the Council unanimously voted to continue virtual City Council meetings under AB 361 by adopting Resolution No. 7369. In November, however, the Council returned to in-person meetings and allowed Resolution No. 7369 to lapse.

On January 19, 2022, the Council again unanimously voted to continue virtual City Council, Commission, Board, and other City Bodies meeting under AB 361 by adopting Resolution No. 7384.

In order to extend the ability to hold virtual City Council, Commission, Board, and other City Bodies Meetings pursuant to AB 361, the City Council must make the findings and determinations under AB 361 to again allow the Council to meet virtually.

ANALYSIS:

In order to continue to qualify for AB 361's exceptions to the Brown Act's teleconferenced meeting requirements, the City Council must, within thirty (30) days of its first meeting under AB 361, and every thirty (30) days thereafter, make findings that (a) state or local officials continue to recommend measures to promote social distancing, or that (b) an in-person meeting would constitute an imminent risk to the safety of attendees. 7 The above conditions continue to exist at this time, and staff recommends the City Council by motion reconfirm the findings and determinations made in Resolution No. 7384 so that the City Council may continue to meet virtually under AB 361.

Lastly, it is important to note that meeting virtually under AB 361 is optional. If the City Council wishes, it may meet in person.

STRATEGIC PLAN:

None.

FISCAL IMPACTS:

There is no fiscal impact associated with this item.

OPTIONS:

1. Approve staff recommendations; or

2. Without a majority vote of the City Council every 30 days, to extend the time, Resolution No. 7384 approving virtual meetings pursuant to AB 361 would lapse, requiring Council to hold in-person meetings until extended by a majority vote.

ATTACHMENTS:
8 CITY OF SANTA PAULA
City Council Special Meeting
June 14, 2022, 3:30 PM

MINUTES

SPECIAL MEETING - COUNCIL CHAMBERS
1) CALL TO ORDER
Mayor Crosswhite called the meeting to order at 3:30 p.m. 2) ROLL CALL
Members Present: Jenny Crosswhite, Andy Sobel, Carlos Juarez, and Leslie Cornejo
Members Absent: Richard Araiza
3) PUBLIC COMMENT
None.
4) ACTION ITEMS

4.A) COMMISSION/COMMITTEE/BOARD INTERVIEWS
Council interviewed the following applicants:

Santa Paula Housing Authority:

Bob Russell, Michael Lambert, Molly Corbett, Fred Robinson, Martina Villa, Joseph Cervantez, Olav Hassel, and Pedro Chavez.

Council discussed with Elenore Vaughn, Executive Director of the Santa Paula Housing Authority, the different types of expertise and personality of the applicants that would make a good fit.

Planning Commission:

Pedro Chavez and Noel Thomas Kiesewetter.

Measure T Oversite Committee:

Christophe Cambrelin, Alice Straetz, and Vanessa Olmos. 9 Design Assistance Historic Preservation Committee:

Austin Alexander Auger.

Additional Applicant interested in Planning Commission and Parks & Recreation Commission:

Brad Williams.
5) ADJOURNMENT
Mayor Crosswhite adjourned the meeting at 7:30 p.m.

Julie Latshaw, City Clerk
ATTEST:
10 CITY OF SANTA PAULA
City Council Special Meeting
June 15, 2022, 4:30 PM

MINUTES

SPECIAL MEETING - COUNCIL CHAMBERS
1) CALL TO ORDER
Mayor Crosswhite called the meeting to order at 4:30 p.m. 2) ROLL CALL
Members Present: Jenny Crosswhite, Andy Sobel, Carlos Juarez, and Leslie Cornejo
Members Absent: Richard Araiza
3) PUBLIC COMMENT
4) PRESENTATIONS

4.A) CULTURAL ARTS STUDYSESSION
Public Comments:

Vanessa Acosta was called to speak on Cultural Arts.

Judy Klenent was called to speak on Cultural Arts.

Luz Maria Espinosa was called to speak on Cultural Arts.

This item was presented by James Mason, Community Development Director.

Each person in the audience, attending for the Cultural Arts Study Session, introduced themselves and stated what organization they represented.

Tracy Hudak with Creativity Works LLC, presented a presentation on several topics of Cultural Arts.
5) CLOSED SESSION

5.A) PUBLIC EMPLOYEE PERFORMANCE EVALUATIONS Pursuant to Government Code §54957(b)(1) Titles: City Manager
11 Public Comments:

Laura Espinosa was called to speak expressing her views on the City Manager and Police Chief.

Kate English was called to speak expressing her views on the City Manager and Police Chief.

Cynthia Sales was called to speak expressing her views on the City Manager and Police Chief.

5.B) PUBLIC EMPLOYEE APPOINTMENT Pursuant to Government Code § 54957, Title: Interim City Attorney
Following public comments on item 5.A, Council adjourned to Closed Session.

Council met in Closed Session on items 5.A and 5.B. Council was not able to complete both items before the start of the City Council Regular meeting at 6:30 p.m. Therefore, Council continued Closed Session at the end of the City Council Regular meeting.
6) ADJOURNMENT
Mayor Crosswhite continued this meeting to the Regular City Council meeting at 6:30 p.m.

Julie Latshaw, City Clerk
ATTEST:
12 CITY OF SANTA PAULA
City Council Regular 6/15/2022 Meeting
June 15, 2022, 6:30 PM

MINUTES

REGULAR MATTERS - COUNCIL CHAMBERS
1) CALL TO ORDER
Mayor Crosswhite called the meeting to order at 6:37 p.m. 2) INVOCATION
Deacon Al Guilin provided the Invocation.
3) FLAG SALUTE
Vice Mayor Sobel led the flag salute.
4) ROLL CALL
Members Present: Jenny Crosswhite, Andy Sobel, Carlos Juarez, and Leslie Cornejo
Members Absent: Richard Araiza
5) CLOSED SESSION REPORT
City Attorney John Cotti provided an update that Council convened in closed session earlier, reporting the following:

1. Public Employee Performance Evaluations - Pursuant to Government Code section 54957(b)(1) Titles: City Manager, where council was not able to finish it's business, announcing Council will continue back into closed session at the conclusion of the regular meeting; and

2. Public Employee Appointment - Pursuant to Government Code section 54957, Title: Interim City Attorney, where council present voted 4/0 for Monica Castillo, with the law firm of Best, Best & Krieger, to serve as Interim City Attorney effective July 1, 2022, when current City Attorney, John Cotti leaves. 6) PRESENTATIONS
13 6.A) JULYPARKS & RECREATION MONTH - PROCLAMATION
Mayor Crosswhite presented the July Parks & Recreation Month Proclamation to Vanessa Olmos, who spoke on behalf of the Parks & Recreation Commission.

6.B) PRIDE MONTH PROCLAMATION
Mayor Crosswhite presented the Pride Month Proclamation to Kassidy Payne.

6.C) FINANCE DEPARTMENT UPDATE AND OVERVIEW OF ANNUAL
AUDIT
Christy Ramirez, Finance Director, presented this item.

G Duran and Scott Manno with Rogers, Anderson, Malody & Scott, LLP, Certified Public Accountants, provided a presentation on the city audit for fiscal year ended June 30, 2021.
7) PUBLIC COMMENT
Victor Espinosa was called to speak expressing his opinion on issues surrounding the Police Chief.
11) PUBLIC HEARING

11.A) PROPERTYBUSINESS IMPROVEMENT DISTRICT (PBID) RENEWAL Council agreed to move item 11.A ahead of item 8.

Councilmember Juarez recused himself from this item.

Jonathan Royas, Management Analyst, presented this item.

Mayor Crosswhite opened the Public Hearing.

Public Comment:

Anselmo Alamillo was called to speak expressing he does not feel this is the time to bring this forward.

Mayor Crosswhite directed City Clerk to tally the ballots. During the tally, the microphones and cameras were live.

City Clerk, Julie Latshaw announced the ballot tally as follows: Yes, 69%, $51,498; and No, 31%, $23,103.

Motion: Approve Adopt Resolution 7409 to renew the PBID and confirm the assessments to be levied upon properties as described in the Management District Plan.

Moved by Leslie Cornejo, seconded by Andy Sobel
Vote: Motion carried 3-0
Yes: Jenny Crosswhite, Andy Sobel, Leslie Cornejo
8) CITY COUNCIL REPORTS
14 Councilmember Cornejo:

Attended the Santa Paula Unified School District/City Council Joint Committee 2X2 meeting; Adhoc Committee for additional units proposal at Harvest; Harding Park Commission; and Property Business Improvement District.

Councilmember Sobel:

Attended Southern California Association of Governments; Ventura County Transportation Commission; Commission Interviews; League of California City legislative update; Ceremony for El Santo Nino de Atocha; and reminded community of upcoming council elections.

Councilmember Juarez:

Attended Senior Advisory Committee which was cancelled due to no quorum; attended Rotary meeting where Veterans of Foreign War conducted a flag retirement; and Commission Interviews.

Mayor Crosswhite:

Attended Closing Ceremony for El Santo Nino de Atocha; Solid Waste Franchise Agreement is ongoing; Ventura Regional Sanitation District; Adhoc Committee for additional units proposal at Harvest; announced City Attorney John Cotti is leaving the City and he will be missed.
9) CITY MANAGER REPORTS
City Manager Singer:

Announced Athens indicated acceptance of the three-month extension so negotiations can move forward; attended the Spring into Summer Community Festival event; announced Council will be in recess until August; plan to get started soon on districting workshops; and reminded all that fireworks are illegal in Santa Paula.
10) CONSENT CALENDAR

10.A) APPROVAL OF MINUTES

10.B) MAY2022 WARRANTS AND CERTIFICATIONS

10.C) CALLING THE NOVEMBER MUNICIPAL ELECTION AND REQUESTING

CONSOLIDATION WITH THE STATEWIDE ELECTION

10.D) SECOND READING AND ADOPTION OF ORDINANCE No. 1318

RELATING TO RECREATION COMMISSION MEMBERSHIP

10.E) FISCAL YEAR 2021-2022 CITYWIDE STREET MAINTENANCE FUNDING (PART 2)

10.F) ECONOMIC DEVELOPMENT ADVISORY COMMITTEE PLANNING

COMMISSIONER APPOINTMENT

10.G) APPROVE RESOLUTION NO. 7406 APPROVING A CITY STAFF 15 REORGANIZATION PLAN IN THE PARKS AND RECREATION

DEPARTMENT

10.H) NOTICE OF COMPLETION FOR THE BIOLOGICAL ODOR SYSTEM PROJECT (CIP NO. 9348)

10.I) PLANS AND SPECIFICATION FOR THE MESA TANKS

REPLACEMENT PROJECT

10.J) ANNUAL AUDIT - FY20/21

10.K) WATER RECYCLING FACILITY ANOXIC AND AEROBIC TANKS

REHABILITATION PROJECT AGREEMENT

10.L) CITY COUNCIL APPROVAL FOR USE OF AFFORDABLE HOUSING

TRUST FUNDS FOR STATE REQUIRED PREVAILING WAGE

MONITORING FOR THE SPIRIT OF SANTA PAULA CAPITAL PROJECT

10.M) DESIGNATION OF VOTING DELEGATE FOR THE LEAGUE OF

CALIFORNIA CITIES ANNUAL CONFERENCE & EXPO - SEPTEMBER
7-9, 2022
Motion: Approve as amended Consent Calendar with the exception of item 10.I. for separate discussion and vote, and the changes on item 10.C.

Moved by Andy Sobel, seconded by Leslie Cornejo
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo Motion: Approve 10) CONSENT CALENDAR Item 10.I.

Moved by Andy Sobel, seconded by Carlos Juarez
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo Councilmember Sobel requested item 10 I. pulled for separate discussion and vote. Bob Woodward answered questions on the service time of the tanks, giving understanding to the public of the duration.

Mayor Crosswhite requested an explanation of the information that was changed on the resolution for item 10.C. Julie Latshaw, City Clerk, clarified wording was changed on Resolution 7408, Section 4.B., to better explain what the Candidate fee of $750 covers, as the Spanish translation is included in the fee. The updated resolution will be the version voted on. Also, announcing the staff report did not indicate that if an incumbent does not file by August 12th, the nomination period will be extended an additional five days. During that time the incumbent will not be able to submit nomination paperwork, but any additional registered voter may pull and file. If the nomination period does extend, the dates will be August 13th through August 17th.
12) ACTION ITEMS
16 12.A) APPOINTMENT TO COMMISSIONS AND COMMITTEES
Motion: Approve appointment for Mobile Home Rent Review, Karen Harrison for a two-year term.

Moved by Andy Sobel, seconded by Carlos Juarez
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo Motion: Approve appointment for Design Assistance/Historic Preservation Committee, Karen Harrison, Marilyn Appleby, and Austin Alexander Auger, for four-year terms.

Moved by Leslie Cornejo, seconded by Andy Sobel
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo Motion: Approve appointment for Parks & Recreation Commission, Vanessa Olmos and Brad Williams, for three-year terms.

Moved by Carlos Juarez, seconded by Leslie Cornejo
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo Motion: Approve appointment for Planning Commission, Pedro Chavez for partial term ending September 4, 2023, and Noel Thomas Kiesewetter for partial term ending October 9, 2022.

Moved by Jenny Crosswhite, seconded by Andy Sobel
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo Motion: Approve appointment for Measure T Oversight Committee, Youth position for four-year term, Vanessa Olmos, and Senior position for partial term ending February 20, 2023, Alice Straetz.

Moved by Carlos Juarez, seconded by Andy Sobel
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo Motion: Approve appointment for Santa Paula Housing Authority, Bob Russell, Molly Corbett, and Joseph Cervantez, for four-year terms.

Moved by Andy Sobel, seconded by Carlos Juarez
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo

12.B) 2022 LABOR DAYPARADE SPONSORSHIP REQUEST
17 Jonathan Royas presented this item. Ron Merson spoke in support of the past parades.

Motion: Approve request to sponsor up to 50% of the costs for City services for the 2022 Santa Paula Labor Day Parade.

Moved by Leslie Cornejo, seconded by Andy Sobel
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo

12.C) HARVARD BOULEVARD WATER AND SEWER PIPELINE

REPLACEMENT AND PAVING REHABILITATION PROJECT

CONSTRUCTION CONTRACT
This item was presented by Clete Saunier, Public Works Director.

Bob Woodward, Interim City Engineer and Jon Turner with Phoenix Civil Engineering, discussed the bids that were received.

Motion: Approve Authorize the City Manager to execute a Construction Contract with Toro Enterprises, Inc. for the construction of the Harvard Boulevard Water and Sewer Pipeline Replacement and Paving Rehabilitation Project in the amount of $16,278,052 in a form approved by the City Attorney; Authorize the City Manager or his designee to approve contract change orders as required and verified by staff in an amount not to cumulatively exceed $813,903 (5% construction contingency) for the Harvard Boulevard Water and Sewer Pipeline Replacement and Paving Rehabilitation Project; and Approve budget adjustments and allocations as recommended by staff.

Moved by Carlos Juarez, seconded by Andy Sobel
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo

12.D) FY21/23 MID CYCLE BUDGET
Christy Ramirez, Finance Director, presented this item.

Motion: Approve Adopt Resolution 7412 Amending the FY 2022/23 Budget and Adopting the FY2022/23 GANN Limit.

Moved by Andy Sobel, seconded by Leslie Cornejo
Vote: Motion carried 4-0
Yes: Jenny Crosswhite, Andy Sobel, Carlos Juarez, Leslie Cornejo 13) ITEMS FOR FUTURE AGENDAS

13.A) FUTURE AGENDA ITEMS
14) ADJOURNMENT
18 Mayor Crosswhite adjourned the Regular City Council meeting at 8:50 p.m., to return to Closed Session.

Closed Session adjourned at 9:45 p.m., reporting there was no additional reportable action taken.

Julie Latshaw, City Clerk
ATTEST:
19 CITY OF SANTA PAULA
City Council Special Meeting
June 23, 2022, 4:00 PM

MINUTES

SPECIAL MEETING - VARIOUS TELECONFERENCE LOCATIONS
1) CALL TO ORDER
Vice Mayor Sobel called the meeting to order at 4:00 p.m. 2) ROLL CALL
Members Present: Andy Sobel, Carlos Juarez, and Leslie Cornejo Members Absent: Jenny Crosswhite, and Richard Araiza
3) PUBLIC COMMENT
None.
4) ACTION ITEMS

4.A) TEMPORARYADJUSTMENT TO PUBLIC SAFETYSTAFFING LEVELS City Manager Dan Singer presented this item.

Motion: Approve Adopt Resolution 7413, authorizing a temporary amendment to the position control list for public safety, moving from 32 sworn personnel to 33 sworn personnel.

Moved by Carlos Juarez, seconded by Leslie Cornejo
Vote: Motion carried 3-0
Yes: Andy Sobel, Carlos Juarez, Leslie Cornejo
5) ADJOURNMENT
Vice Mayor Sobel adjourned the meeting at 4:30 p.m.
20 Julie Latshaw, City Clerk
ATTEST:
21 CITY OF SANTA PAULA
City Council Special Meeting
June 29, 2022, 4:00 PM

MINUTES

SPECIAL MEETING - VARIOUS TELECONFERENCE LOCATIONS
1) CALL TO ORDER
Vice Mayor Sobel called the meeting to order at 4:01 p.m. 2) ROLL CALL
Members Present: Andy Sobel, Carlos Juarez, Richard Araiza, and Leslie Cornejo
Members Absent: Jenny Crosswhite
3) PUBLIC COMMENT
None.
4) CONSENT CALENDAR

4.A) EXTEND APPROVAL TO HOLD VIRTUAL CITY COUNCIL,

COMMISSION, COMMITTEE, BOARD AND OTHER CITY BODIES,
MEETINGS PURSUANT TO AB 361
Motion: Approve 4) CONSENT CALENDAR
Moved by Carlos Juarez, seconded by Richard Araiza
Vote: Motion carried 4-0
Yes: Andy Sobel, Carlos Juarez, Richard Araiza, Leslie Cornejo 5) ACTION ITEMS

5.A) CONFLICT OF INTEREST CODE - BIENNIAL REVIEW
Motion: Approve Direct the review of the City's Conflict of Interest Code and the filing of a Biennial Notice with the City Clerk regarding such 22 review, as required by the Political Reform Act.

Moved by Leslie Cornejo, seconded by Richard Araiza
Vote: Motion carried 4-0
Yes: Andy Sobel, Carlos Juarez, Richard Araiza, Leslie Cornejo 6) ADJOURNMENT
Vice Mayor Sobel adjourned the meeting at 4:12 p.m.

Julie Latshaw, City Clerk
ATTEST:
23 To: Honorable Mayor and Members of the City Council
From: Clete Saunier, Public Works Director
Subject: EAST AREA 1 WATER TANK SITE EASEMENT
Date: August 3, 2022
Agenda Item: 9.C

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

Staff recommends that the City Council:

1. Approve quitclaim of City’s interest in and to the East Area 1 Water Tank Site Easement to Limoneira Lewis and authorize the City Manager or his designee to execute related documents.

BACKGROUND:

In order to provide increased water storage and pressure to existing City users, Section 3.2.1 of the Development Agreement requires Limoneira Lewis Community Builders, LLC (Limoneira Lewis) to construct a three-million gallon potable water tank and related water transmission facilities. A Water Tank Site Easement was provided to the City, recorded April 9, 2020, and Limoneira Lewis substantially completed construction of the three-million gallon tank. Prior to Limoneira Lewis’ transfer of the tank to the City, the tank will be connected by water pipe infrastructure to be installed with the Foothill Neighborhood, Tract 6001. In finalizing the Tract Maps for the Foothill Neighborhood, Limoneira Lewis noted that the previously recorded Water Tank Site Easement will need to be adjusted to align with the mapping and the constructed tank site improvements. It is recommended that the existing Water Tank Site Easement (Exhibit A) be quitclaimed by deed (Exhibit B) and a replacement easement furnished in concert with the completion of all related improvements and recording of the final maps for Tract 6001.

ANALYSIS:

Although the three-million gallon tank was constructed first, as per the Development Agreement, there is insufficient demand for water service in the area of the water tank and it has not been placed online nor accepted by the City. The development of the Foothill Tract is commencing and includes the dedication of permanent access and waterline easements over the private streets and installation of the permanent water line to the tank site. However, the location of the existing Water Tank Site Easement conflicts with the new lotting for the Foothill Tract. In addition, the tank site fencing and improvements do not align with the existing easement.
24 The quitclaim of the existing easement will allow for the final maps to be finalized and recorded. A new tank site easement legal description and plat will not be recorded until the maps are finalized and recorded and the tank site and water system is complete and ready for acceptance by the city.

STRATEGIC PLAN:

The approval of this agenda item does not directly address the strategic goals within the City’s adopted Strategic Plan.

FISCAL IMPACTS:

There are no direct fiscal impacts associated with this action.

OPTIONS:

The Council has the following available alternative options to Staff’s recommendations:

1. The Council can decline to quitclaim the existing Water Tank Easement. Doing so, however, may delay construction activities in the next phase of the Harvest Project (i.e., the Foothill Neighborhood).

ATTACHMENTS:

EXHIBIT A - Water Tank Site Easement.pdf
EXHIBIT B - Quitclaim Deed Water Tank Easement.pdf
25 EXHIBIT A

WATER TANK SITE EASEMENT
26 27
28 29

EXHIBIT B

QUITCLAIM DEED
30 RECORDING REQUESTED BY AND
WHEN RECORDED MAILED TO:

City Clerk
City of Santa Paula
970 Ventura Street
Santa Paula, CA 93060
Mail tax statement to: N/A
___________________________________________________________________________________ Space Above This Line for Recorder’s Use Only
APN: 107-0-220-035 R&T: NO APPARENT VALUE
No fee per Govt. Code § 27383
_____________________________________________________________________________________

QUITCLAIM DEED

FOR WATER TANK SITE EASEMENT
THE CITY OF SANTA PAULA, a California municipal corporation, herein called “Grantor,” does hereby REMISE, RELEASE and QUITCLAIM to LIMONEIRA LEWIS COMMUNITY BUILDERS, LLC, a Delaware limited liability company, herein called “Grantee,” that certain easement and right-of-way for, and those appurtenances and uses commonly associated therewith, though, in, on, over, above, under and across that certain portion of real property located in the City of Santa Paula, County of Ventura, State of California, more particularly described as follows:

See legal description described in Exhibit “A” and depicted on Exhibit “B” attached hereto and made a part hereof
which Grantor acquired by way of that Water Tank Site Easement Deed, recorded as Document Number 20200409-00049253-0, on April 9, 2020 in the Official Records of the County of Ventura, California. This Quitclaim Deed and the provisions contained herein shall be binding upon and inure to the benefit of Grantor, Grantee, and their respective heirs, administrators, personal representatives, executors, devisees, successors and assigns.

IN WITNESS WHEREOF, this instrument has been executed on this 3rd day of August, 2022.

THE CITY OF SANTA PAULA,
a California municipal corporation
By:

Title: City Manager
By:____________________________________
Title: City Clerk
31 32
33 34
35 36
To: Honorable Mayor and Members of the City Council
From: Clete Saunier, Public Works Director
Subject: VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT

PROGRAM IMPLEMENTATION AGREEMENT - SECOND AMENDMENT
Date: August 3, 2022
Agenda Item: 9.D

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

Staff recommends that the City Council:

1. Authorize the City Manager to execute the Second Amendment to the Implementation Agreement for the Ventura Countywide Stormwater Quality Management Program.

BACKGROUND:

Since 1992, the City along with the other nine Cities, County and Ventura County Flood Control District (now Watershed Protection District or District) approved the concept of a single countywide Municipal Separate Storm Sewer System (MS4) operating under a National Pollutant Discharge Elimination System or NPDES Permit (Permit).

Subsequently, the District (as the Permit’s Principal Permittee) entered into four separate District-zone-based implementation agreements with the ten Ventura County cities and the unincorporated areas of the county (Co-Permittees). Collectively, these four agreements are known as the Implementation Agreement for the Ventura Countywide Stormwater Quality Management Program (Stormwater Program).

This Implementation Agreement identifies the responsibilities of the parties to the Permit and sets forth the methodology for using the District’s Benefit Assessment financing to fund the Stormwater Program in their respective jurisdictions. In each subsequent fiscal year, the City approved its participation to include funding the Stormwater Program through the District’s Benefit Assessment Program as outlined in the Implementation Agreement.

Over the first sixteen years, the District, serving as the Principal Permittee, implemented the administration, reporting, monitoring, and public outreach requirements of the Stormwater Program. The District provided all funding necessary to comply with the Stormwater Program on behalf of all Co-Permittees. Due to ever increasing costs, the Principal Permittee activities eventually exceeded collected revenues and on January 27, 2009 the original Implementation Agreement was amended to include a 50 percent cost share on the Principal Permittee requirements.

The additional program costs for the Principal Permittee as well as the Permittees’ costs 37 associated with the Permit prompted further effort among the cities to equitably share the increased costs. The result of that effort was the 2010 NPDES Implementation Agreement (Exhibit A). The First Amendment to the 2010 NPDES Implementation Agreement (Current Implementation Agreement) (Exhibit B) extended the term of the 2010 NPDES Implementation Agreement for one year after a superseding Permit became effective. It was approved in 2016. The Los Angeles Regional Water Quality Control Board (LARWQCB) recently adopted a superseding Permit on July 23, 2021 (Current Permit). The Current Permit’s effective date was September 11, 2021 and thus the Current Implementation Agreement will expire a year later on September 11, 2022.

ANALYSIS:

On July 23, 2021, the LARWQCB adopted a Regional Phase I (MS4) Permit (Order No. R4- 2021-0105) for Los Angeles and Ventura Counties (Current Permit). The Current Permit has numerous requirements the City must fund and implement in order to maintain and improve stormwater quality within the City and remain permit-compliant.

On December 7, 2021, the Ventura County Co-Permittees collectively submitted a Notice of Intent to develop a Watershed Management Program (WMP) to the LARWQCB. The WMP is a voluntary alternative compliance option provided in the Current Permit that describes customized strategies, control measures, and schedules that watershed permittees may implement to comply with applicable water quality limits and requirements. The WMP is due September 11, 2023 to the LARWQCB.

Some of the benefits of the 2010 NPDES Implementation Agreement include the leveraging of the City’s limited funds for stormwater quality management with other Ventura County CoPermittees, and the District’s assistance to the City in complying with certain Permit requirements such as:

1. Program Administration (Permit requirement coordination and understanding, liaison with LARWQCB, legal assistance, regional representation, special studies, grant and funding options);

2. Stormwater Quality Monitoring (both City specific and receiving water and data compilation);

3. Program Reporting (Countywide Annual Report preparation and submittal); and

4. Public Participation and Outreach Programs.

The Second Amendment to the 2010 Implementation Agreement (Second Amendment) (Exhibit C) extends the term of the Current Implementation Agreement one additional year.

This one-year extension allows time for the Co-Permittees to assess the requirements and responsibilities of the Current Permit, allow development of the WMP to proceed, negotiate the cost sharing formula, and adopt an appropriate new Implementation Agreement, or further extend the current one. The District and County approved this Second Amendment on May 24, 2022.

Staff recommends Council approval of the Second Amendment to extend the term of the Current Implementation Agreement until September 11, 2023. The City Attorney has reviewed this Amendment.

STRATEGIC PLAN:
38 The approval of this agenda item does not directly address the strategic goals within the City’s adopted strategic plan.

FISCAL IMPACTS:

Proceeds from the City’s participation in the District’s Benefit Assessment Program will be used to fund the City’s performance obligations set forth in the Second Amendment.

OPTIONS:

The Council has the following available alternative options to Staff’s Recommendations:

1. Do not approve the Second Amendment to the Implementation Agreement and discontinue the City’s participation in the Ventura Countywide Stormwater Program.

Maintaining LARWQCB regulatory compliance with the Regional Phase I (MS4) Permit will require additional City staff or professional contract services to assume and complete the Implementation Agreement’s Stormwater Program’s Permit requirements.

ATTACHMENTS:

Exhibit A 2010 NPDES Implementation Agreement.pdf
Exhibit B 1st Amendment to 2010 NPDES Implementation Agreement.pdf Exhibit C 2nd Amendment to 2010 NPDES Implementation Agreement.pdf 39 EXHIBIT A
2010 NPDES IMPLEMENTATION

AGREEMENT
40 NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM This AGREEMENT is between the County of Ventura hereinafter referred to as COUNTY, the Ventura County Watershed Protection District hereinafter referred to as DISTRICT and the Cities of Camarillo, Fillmore, Moorpark, Ojai, Oxnard, Port Hueneme, San Buenaventura, Santa Paula, Simi Valley and Thousand Oaks, hereinafter collectively referred to as CITIES, with respect to the following matters:

RECITALS
Whereas, Congress in 1987 amended Section 402 of the Federal Clean Water Act [33 U.S.C.A. 1342(p)] to require the federal Environmental Protection Agency (EPA) to promulgate regulations for stormwater discharges; and
Whereas, these regulations require the control of pollutants for stonnwater discharges by requiring a National Pollutant Discharge Elimination System ("NPDES") permit for the diSCharge of stormwater into waters of the United States; and Whereas, the CITIES, the COUNTY and the DISTRICT entered into a series of agreements beginning in 1992 ("Implementation Agreements") to fund and develop an integrated stonnwater discharge management program with the objective of protecting and improving water quality in Ventura County; and
Whereas, pursuant to the Implementation Agreements, the CITIES, the COUNTY, and the DISTRICT jointly filed an application with the Los Angeles Regional Water Quality Control Board (Regional Board) for a NPDES permit; and
Whereas, the Regional Board in 1994 adopted Order No. 94-082 which regulated stonnwater discharges in Ventura County; and
Whereas, the Regional Board in 2000 replaced Order No. 94-082 with Order No. 00- 108; and
Whereas, the Regional Board on May 7,2009 replaced Order No. 00-108 with Order No. 09-0057; and
Whereas, the Regional Board on July 8, 2010 adopted Order No. 2010-0108 (PERMIT), which designates the CITIES, the COUNTY and the DISTRICT as "Co-Pennittees" and designates the DISTRICT as the "Principal Permittee;" and Whereas, the Implementation Agreements provide, among other things, for the funding ofNPDES program requirements through the DISTRlCT's Benefit Assessment Program; and 1-9
41 Whereas, the CITIES, the COUNTY, and the DISTRICT have approved annual extensions of the hnplementation Agreements in order to provide· annual funding for NPDES program requirements; and
Whereas, the latest extension of the Implementation Agreements will expire on June 30,2010; and
Whereas, the CITIES, the COUNTY, and the DISTIRCT mutually desire to modify, among other things, the cost share provisions under the Implementation Agreement in accordance with changes to the NPDES Program while preserving the Benefit Assessment Program as a source of funding for the program; and
Whereas, cooperation among the CITIES, the COUNTY and the DISTRICT to jointly implem~nt a Countywide NPDES Stormwater Program is in the best interests of the CITIES, the COUNTY and the DISTRICT; and
Whereas, the CITIES, COUNTY and DISTRICT also operate municipal storm drain systems and discharge stormwater and urban runoff pursuant to the PERMIT; and Whereas, the CITIES, COUNTY and DISTRICT as Co-Permittees have obtained, renewed and complied with the PERMIT; and
Whereas, the PERMIT requires the Co-Permittees to coordinate the development and implementation of a stormwater quality management program.

NOW, THEREFORE, the parties do mutually agree as follows:

1. PURPOSE: This AGREEMENT establishes the rights and responsibilities of each party with respect to funding and compliance with the PERMIT.

2. CONDUCT OF VENTURE: The responsibilities of the CITIES, COUNTY and DISTRICT are as described in the PERMIT and as described below:

A. Each Co-Permittee is independently responsible for complying with the requirements of the PERMIT within its own jurisdiction and complying with any individual enforcement actions pertaining to permit violations issued by the Regional Board.

B. The Ventura Countywide Stormwater Quality Management Program (PROGRAM) will be managed by a Management Committee (COMMITTEE).

The COMMITTEE will be composed of twelve (12) members; one representative of each of the CITIES, COUNTY, and the DISTRICT. The COMMITTEE will be the principal forum for directing the activities of PROGRAM. The COMMITTEE will be chaired by the representative of the Principal Permittee named in the PERMIT.

C. Each member of the COMMITTEE will have one vote for any motion. Any budgetary motion must be approved by a 2/3 majority vote of the COMMITTEE (8 of 12), and any non-budgetary motion must be approved by majority vote. 2·9
42 D. Rules governing the efficient operation of the PROGRAM (Appendix A) and COMMITTEE (Appendix B), including the definition of Co-pennittee activities, Principal Permittee activities (Administration, Reporting, Monitoring.

Countywide Outreach), as defined by the C9MMITTEE are incorporated herein and attached as appendices. The Public Works Directors Committee (DIRECTORS) will be composed of 12 members; the Public Works Director of each of the ten CITIES, the County's Public Works Director, and the District's Director, or their designees.

E. The DISTRICT, in addition to being a Co-Permittee, performs the services of the Principal Permittee. If there should be a transition 'of any Principal Permittee service(s) to another service provider, it is the intent of the Co-Permittees that a reasonable time period be required to enable a smooth transition of those services that minimizes the DISTRICT's loss in either infrastructure or staff levels. For external expenses of tasks over $50,000, Co-Permittees have the option of directing the Principal Permittee to go through a competitive process for choosing the method of delivery of services.

F. DISPUTE RESOLUTION: Any COMMITTEE member may appeal any formal decision ofthe COMMITTEE to the DIRECTORS.

All appeals brought to the DIRECTORS must be decided by a 2/3 majority vote of the DIRECTORS.

3. FINANCIAL RESPONSIBILITIES: COMMITTEE-approved activities performed by the Principal Permittee benefit all of the Co-Permittees. By pooling resources, the Co-Pennittees benefit from cost sharing and better coordination of permit-required activities. Each of the Co-Permittees has a responsibility to fund a portion of the budget for services performed by the Principal Permittee. Principal Permittee activities, in general, consist of the following: program administration/coordination, reporting, monitoring and public outreach. In addition, those activities not included in the annually approved Principal Permittee budget (for instance, those activities specific to one party) are not the responsibility of the Co-Permittees.

A. Principal Permittee Costs - The DISTRICT will pay 50% of the Principa't Permittee cost, annually, with one exception: for Fiscal Year (July 1 through June 30; Fy) 2010-2011, the DISTRICT will contribute 50% up to, but not exceeding, one million dollars ($1,000,000). If the Principal Permittee costs for FY 2010- 2011 exceed two million dollars ($2,000,000), those excess costs will be shared among the CITIES and COUNTY, as described in subsection 3.B.i.

B. Co-Permittee Costs

1. CITIES and COUNTY will pay the cost for approved Principal Permittee expenses, less the DISTRICT's cost share, per subsection 3.A., proportional to the current Benefit Assessment Unit (BAU) ratios. The BAU ratios are updated annually according to the County Assessor's records. 3-9
43 ii. All Co-Permittees will pay their own costs for Co·Permittee activities not assigned to the Principal Permittee.
iii. The CITIES and COUNTY will investigate alternatives to the BAU costsharing method and, in good faith, discuss and try to reach consensus, on maintaining the current method for cost ·sharing, or amending this AGREEMENT to initiate an alternative cost-sharing method. The investigation and discussion will take place in FY 2010-2011 with the goal to reach a consensus by April 1, 2011, so an amendment, if necessary, can be prepared to be approved by all the Co-Permittees and implemented on July 1,2011, for FY 2011-2012 and beyond.

4. FUNDING SOURCES
A. Co-Permittees may continue to fund requirements described in Section 3 through the DISTRICT's Benefit Assessment Program in accordance with annual requests submitted to the DISTRICT. Each annual request must be supported by a program description, budget, and such other information reasonably requested by the DISTRICT. The Co-Permittees' share of the Principal Permittee budget may be deducted from the proceeds of the Benefit Assessment Program or by payment to DISTRICT. Co-permittees must notify DISTRICT by February 1 of each year of their preferred method.

B. The Co-Permittees will collaborate with the DISTRICT, and invite them to participate in additional funding source(s) for activities to comply with Order No. 2010-0108.

5. RECORDS AND ACCOUNTING: By February 1 st of each year, the Principal Permittee must prepare a projected detailed annual budget by activity, including but not limited to, labor and fixed costs for COMMITTEE review and approval for the following fiscal year.

A. The Principal Permittee must implement accounting tracking mechanisms in order to report and describe contributions and expenditures annually.

B. Each year Principal Permittee expenditures will be reconciled against the approved budget. Any unexpended Principal Permittee funds will be refunded to the Co-Permittees in the subsequent year.

C. The Principal Permittee will retain all permit-required documents and fiscal records for five years, and make available for review by any Co-Permittee, the Regional Bo~d andlor the USEPA.

6. FINANCIAL IMPLEMENTATION DATE: The financial aspects of this AGREEMENT will take effect on July 1,2010.

7. AMENDMENTS TO AGREEMENT: This AGREEMENT will be re-evaluated with each new NPDES permit and prior to the finalization of any new major PROGRAM funding source. This AGREEMENT may be amended by written consent of the Co4-9 44 Permittees, signed and approved by the governing body of each Co-permittee. Any amendment must comply with the requirements and regulations set forth by the Regional Board. Should, during the AGREEMENT tenn, Order No. 2010-0108 be revised, the parties will have the right to call for renegotiating the financial terms described in this AGREEMENT. Revision of Order No. 2010-0108 through a TMDL reopener process (incorporation of newly adopted TMDLs into the Order) are not considered for these purposes a call for renegotiation.

8. NON-COMPLIANCE WITH PERMIT: Any Co-permittee or Principal Permittee not in compliance with the PERMIT within its jurisdiction or scope of responsibility will be solely responsible for any lawfully assessed penalties.

9. APPENDAGE OF AGREEMENT: Any Co-permittee may negotiate a separate AGREEMENT with other Co-Permittees or with all Co-Permittees regarding stormwater/urban runoff discharge management issues. Such agreements will not be appended to this AGREEMENT however, they may reference this AGREEMENT.

10. WITHDRAWAL FROM THE AGREEMENT: A Co-Permittee may withdraw from this AGREEMENT after giving at least 180 days' written notice of withdrawal to the Principal Permittee and the Regional Board. The Principal Permittee must notify the remaining Co-Permittees within ten (10)-business days of receipt of such notice.

A. The withdrawing Co-Permittee must obtain a separate Stonnwater NPDES permit prior to withdrawal and comply with all permit requirements established by the Regional Board. Any withdrawing Co-permittee will be responsible for its share of Principal Permittee and shared costs for the remainder of the budget year of withdrawal.

B. The withdrawing Co-Permittee will be solely responsible for all lawfully assessed penalties as a consequence of withdrawal. The cost allocations to the remaining Co-Permittees will be recalculated in the following budget year.

12. EXECUTION IN COUNTERPARTS: This AGREEMENT may be executed and delivered in any number of counterparts or copies by the parties. When each party has signed and delivered at least one counterpart to the other parties, each counterpart will be deemed an original, and taken together, will constitute one and the same AGREEMENT, which will be binding and effective as to all the parties.

13. FEDERAL AND STATE GUIDELINES: This AGREEMENT is meant to be consistent with the terms of all applicable Federal and State permit regulations or guidelines as presently written and as may be amended during the term of this AGREEMENT. If any provision of this AGREEMENT conflicts with any Federal or State permit regulation or guideline, the guideline will take precedence. All provisions, which remain consistent, will remain in force and effect.

14. TERM: This AGREEMENT will become effective upon approval of all 12 CoPermittees and will continue in effect until the term of the Permit issued by the Board on July 8,2010 (Order No. 2010-0108) expires, or until terminated in the manner provided for in this AGREEMENT.
5-9
45 15. TERMINATION OF AGREEMENT: A 2/3 majority (8 of 12) of the Co-Permittees may terminate this AGREEMENT by mutual written Consent.

16. NOTICES: All notices and correspondence will be deemed duly given, if (a) sent by certified U.S. mail; (b) delivered by hand; (c) deposited in the U.S. mail, postage prepaid and notice to the addresses of such mailing by phone immediately after deposit in the U.S. mail; (d) emailed and notice to the recipient by phone immediately after sending the email; or (e) faxed to the Principal Permittee and confinuation by phone immediately after sending the fax. All notices and correspondence must be sent or delivered to the following respective addresses or phone numbers of the parties:

Ventura County Watershed Protection District
800 South Victoria Avenue
Ventura, CA 93009
Attn: Director of Watershe~ Protection District
Phone: (805) 654-2040; Fax (805) 654-3350
County of Ventura
800 South Victoria Avenue
Ventura, CA 93009
Attn: Director of Public Works
Phone: (805) 654-2073; Fax (805) 654-3952
City of Camarillo
601 Carmen Drive
Camarillo, CA 93010
Attn: Director of Public Works
Phone: (805) 388-5307; Fax (805) 388-5318
City ofFillrnore
250 Central Avenue
Fillmore, CA 93015
Attn: Director of Public Works
Phone: (805) 524-3701; Fax (805) 524-5707
City of Moorpark
799 Moorpark Avenue
Moorpark, CA 93021
Attn: City EngineerlPublic Works Director
Phone: (805) 517-6255; Fax (805) 532-2555
City ofOjai
401 South Ventura Street
Ojai, CA 93023
Attn: Director of Public Works
Phone: (805) 640-2560; Fax (805) 640:2571
6-9
46 City of Oxnard
305 West Third Street
Oxnard, CA 93030
Attn: Director of Public Works
Phone: (805) 385-8280; Fax (805) 385-7907
City of Port Hueneme
250 North Ventura Road
Port Hueneme, CA 93041
Attn: Director of Public Works
Phone: (805) 986-6568; Fax (805) 986-6660
City San Buenaventura
501 Poli Street
Ventura, CA 93001
Attn: Director of Public Works
Phone: (805) 654-7800; Fax: (805) 652-0865
City of Santa Paula
P.O. Box 569
Santa Paula, CA 93061-0569
Attn: Director of Public Works
Phone: (805) 933-4212; Fax (805) 525-3742
City of Simi Valley
2929 Tapo Canyon Road
Simi Valley, CA 93063
Attn: Director of Public Works
Phone: (805) 583-6786; Fax (805) 583-6300
City of Thousand Oaks
2100 Thousand Oaks Blvd.

Thousand Oaks, CA 91362
Attn: Director of Public Works
Phone: (805) 449-2457; Fax (805) 449-2475

17. ENTIRE AGREEMENT: This AGREEMENT contains the entire understanding of the Co-Permittees with respect to the matters contained herein, and supersedes any prior agreement or understanding, oral or written.

18. ASSIGNMENT: Each Co-Permittee has the right to assign its rights and obligations under this AGREEMENT only with the written consent of every other Co-Permittee, which consent may not be unreasonably withheld.

19. SUCCESSORS IN INTEREST: Except as otherwise provided, this AGREEMENT will inure to the benefit of and be binding upon the successors and assigns of the parties. Except as expressly set forth herein, this AGREEMENT is not intended to benefit any person or entity not a party to this AGREEMENT. 7-9
47 20. SECTION HEADINGS: Headings at the beginning of each numbered section of this AGREEMENT are solely for the convenience of the parties and are not a part of this AGREEMENT.

21. SEVERABILITY: The invalidity in whole or in part of any provision of this AGREEMENT will not void or affect the validity of the other provisions of this AGREEMENT. .

22. INTERPRETATION: The language in all parts of this AGREEMENT will be construed under the laws ofthe State of California according to its normal and usual meaning, and not strictly for or against any party. Exclusive venue for any action involving this AGREEMENT is in Ventura County. In the event of litigation in a United States District Court, exclusive venue is the Central District of California.

23. NO AGENCY CREATED: Nothing in this AGREEMENT is intended to create a separate entity or agency and no party to this AGREEMENT is the agent of any other party and nothing in this AGREEMENT will be construed as permitting or authorizing any party to this AGREEMENT to act in any capacity as an agent of the other except as expressly provided herein. Notwithstanding the foregoing, the parties acknowledge that they are entering into this AGREEMENT for their mutual benefit, and the parties agree to execute such fiu1her agreements and documents and take such further actions as may be reasonably necessary to implement this AGREEMENT.

24. AUTHORITY TO EXECUTE AGREEMENT: Each party covenants that each individual executing this AGREEMENT on behalf of such party is a person duly authorized and empowered to execute agreements for such party. 8-9
48 APPENDIX A: GUIDELINES FOR DETERMINING PRINCIPAL PERMITTEE ACTIVITIES Definition of Program Activities: Program Activities are permit required activities.

Administration
Serve as liaison between the Co-permittees and the RWQCB; • Set time schedules for the performance of activities; • Forward Co-permittee information to the RWQCB;
• Arrange for public review, when needed;
• Update C01lermittees on R WQCB and EPA regulations
49 APPENDIX B: COUNTYWIDE STORMWATER PROGRAM

MANAGEMENT COMMITTEE
The NPDES Management Committee (COMMmEE) is the principal forum for directing the countywide stormwater quality management program (PROGRAM) and is composed of twelve (12) members, one representative for each of the CrnES, COUNTY, and the DISTRICT. .

1. The COMMmEE is chaired by the Principal Co-permittee and meets as needed (at least quarterly) to achieve permit requirements· and assure PROGRAM continuity.

2. COMMmEE members and designated alternates shall be senior level and appointed by their Agency.

3. The COMMmEE shall direct and guide the Program and review and approve the Program budget, comment letters, and report submittals to various agencies (i.e., monitoring reports, annual reports and comment letters sent to Los Angeles Regional Water Quality Control Board. The COMMmEE shall conSider permit compliance, including benefit as a primary objective in approving program tasks and corresponding budgets.

4. The COMMmEE will review materials developed by the subcommittees, provide comments, and approve or reject program activities.

5. The LARWQCB may appoint a non~voting representative and alternate to the Management Committee ..
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50 July 14, 2010 Version

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
County of Ventura Signature Page
IN WITNESS WHEREOF, the Parties hereto have executed this Amendment on the day and pate below written.

COUNTY OF VENTURA
€Zr~e-4- Board of Supervisors
ATTEST:

Marty Robinson
Clerk of the Board of Supervisors
County of Ventura
State of Califor ia
9-9 51
July 14, 2010 Version

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
Ventura County Watershed Protection District Signature Page IN WITNESS WHEREOF. the Parties hereto have executed this Amendment on the day and date below written.

VENTURA COUNTY WATERSHED PROTECTION DISTRICT
~~L~ t1ai0>2b-r~~ Watershed Protection District
Board of Supervisors
ATTEST:

Marty Robinson
Clerk of the Board of Supervisors
County of Ventura
State of Californi
Date \
By: ~~~~~~~~~ ____________ _
9-9
52 ATTEST:

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of Port Hueneme Signature Page
City of Port Hueneme, California
uty City Clerk
APPROVED AS TO FORM:
~D 1 TO/DMINISTRATION:

I ,~
9-9
53 Appendix A January 12,2011 Version

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUTYWIDE
STO.RMWATER QUALITY MANAGEMENT PROGRAM
City of Santa Paula Signature Page
IN WITNESS WHEREOF, the Parties hereto have executed this Amendment on the day and date below written. .

CITY OF SANTA PAULA
ATTEST.:,...: __
~4ff eM:FOntes. j C'MB.nager ~
9-9
1 j
54 July 14, 2010 Version
Agreement No. A-7357

CITY OF OXNARD
ATTEST:

APPROVED AS TO FORM: APPROVED AS TO INSURANCE
Jes Cameron, Chief Financial Officer
APPROVED AS TO CONTENT:

Rob Roshanian, Interim Public Works Director
Anthony Emmert, Water Resources Manager
55 Date
ATTEST:

NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of Camarillo Signature Page
Jerry A7J~ B:on, City Manager
City of Camarillo, California
effrie Madland, City Clerk
APPROVED AS TO FORM: 0(iiJ;
Brian Pierik, City Attorney
Agreement No. 2010-58
56 July 14, 2010 Version

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of Thousand Oaks Signature Page
~~$~ Dennis C. Gillette
City of Thousand Oaks, California
ATTEST:

Linda
~~#YLU- D. Lawrence, City Clerk
APPROVED AS TO FORM:

Office of City Attorney
lstopher G. Norman, Assistant City Attorney
APPROVED AS TO ADMINISTRATION:

Scott Mitnick, City . anager
9-9
City Council: 09/07/2010
Contract No. 9447-2010
57 NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

IMPLEMENTATION AGREEMENT
VENTURACOUNTY~DE

STORMWATER IMPLEMENTATION PROGRAM
City of Simi Valley Signature Page
Paul Miller, ~or
City of Simi Valley, California
ATTEST:

Wendy K. Gree ,Assistant City Clerk
APPROVED AS TO FORM:

Office of City Attorney
APPROVED AS TO CONTENT:

Mike SedeU, City Manager
SC\Sw\IMP AGREE\2010IMP AOREEMENT\IA7-14-10
58 NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of Moorpark Signature Page
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the day and date first above written.

CITY OF MOORPARK

10.13 .201 0
a . e S. Parvin, Mayor Date
ity of Moorpark, California
ATIEST:
59 July 14, 2010 Version

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM

SIGNATURE PAGE

CITY OF FILLMORE,
By: ~tJ~ Patti Walker, Mayor
ATTEST:

APPROVED AS
By :

J:\ENGR\PWIO\l003 NPDES COUNTYWIDE lA.doc 9-9
60 City of San Buenaventura Signature Page

CITY OF SAN BUENA VENTURA

APPROVED AS TO FORM
Ariel Pierre Calonne
City Attorney
61 July 14,2010 Version

20. SECTION HEADINGS: Headings at the beginning of each numbered section ofthis AGREEMENT are solely for the convenience of the parties and are not a part of this AGREEMENT.

21. SEVERABILITY: The invalidity in whole or in part of any provision of this AGREEMENT will not void or affect the validity of the other provisions of this AGREEMENT.

22. INTERPRETATION: The language in all parts of this AGREEMENT will be construed under the laws of the State of California according to its normal and usual meaning, and not strictly for or against any party. Exclusive venue for any action involving this AGREEMENT is in Ventura County. In the event oflitigation in a United States District Court, exclusive venue is the Central District of California.

23. NO AGENCY CREATED: Nothing in this AGREEMENT is intended to create a separate entity or agency and no party to this AGREEMENT is the agent of any other party and nothing in this AGREEMENT will be construed as permitting or authorizing any party to this AGREEMENT to act in any capacity as an agent of the other except as expressly provided herein. Notwithstanding the foregoing, the parties acknowledge that they are entering into this AGREEMENT for their mutual benefit, and the parties agree to execute such further agreements and documents and take such further actions as may be reasonably necessary to implement this AGREEMENT.

24. AUTHORITY TO EXECUTE AGREEMENT: Each party covenants that each individual executing this AGREEMENT on behalf of such party is a person duly authorized and empowered to execute agreements for such party. [An executed signature page must be provided by each signatory.] City of Ojai
Interim City Manager
ATTEST:
8-8
62 EXHIBIT B
FIRST AMENDMENT TO 2010 NPDES

IMPLEMENTATION AGREEMENT
63 NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
This AMENDMENT to National Pollutant Discharge Elimination System Implementation Agreement (a copy of which is attached as Attachment 1) is entered into by and among the County of Ventura hereinafter referred to as COUNTY, the Ventura County Watershed Protection District hereinafter referred to as DISTRICT, and the Cities of Camarillo, Fillmore, Moorpark, Ojai, Oxnard, Port Hueneme, San Buenaventura, Santa Paula, Simi Valley, and Thousand Oaks, hereinafter collectively referred to as CITIES, with respect to the following matters:

RECITALS
Whereas, the CITIES, the COUNTY, and the DISTRICT desire to continue funding and implementing an integrated Stormwater Discharge Management Program with the objective of protecting and improving water quality in Ventura County; and Whereas, the CITIES, the COUNTY, and the DISTRICT currently operate the Ventura Countywide Stormwater Quality Management Program pursuant to an Implementation Agreement approved by the CITIES, the COUNTY, and the DISTRICT in 2010 (AGREEMENT); and
Whereas, the AGREEMENT continues in effect during the term of the NPDES Permit issued by the Los Angeles Regional Water Quality Control Board (Regional Board) on July 8, 2010 (Order No. R4-2010-0108); and
Whereas, Regional Board Order No. R4-2010-0108 (PERMIT) adopted on July 8, 2010 expired on July 8, 2015 and is currently on administrative extension; and Whereas, unless amended as set forth herein, the AGREEMENT will cease to be in effect when a new permit becomes effective; and
Whereas, the CITIES, the COUNTY, and the DISTRICT desire to modify the AGREEMENT as it relates to the Term of the AGREEMENT.

NOW, THEREFORE, the parties mutually agree the AGREEMENT is amended as follows:

1. TERM
This AMENDMENT will become effective upon approval of all the CITIES, the COUNTY, and the DISTRICT, and the AGREEMENT and this AMENDMENT will continue in effect until one (1) year after a new permit adopted by the Regional Board to replace the PERMIT issued by the Regional Board on July 8, 2010 (Order No. R4-2010-0108) becomes effective, or until terminated in the manner provided for in the AGREEMENT.
64

2. AGREEMENT IN EFFECT
Except as otherwise specifically provided herein, all other provisions of the AGREEMENT remain in full force and effect.

3. AUTHORITY TO EXECUTE AGREEMENT
Each party covenants that each individual executing this AMENDMENT on behalf of each party is a person duly authorized and empowered to execute this AGREEMENT for such party.

4. EXECUTION IN COUNTERPARTS
This AMENDMENT may be executed and delivered in any number of counterparts or copies by the parties hereto. Each party may supply a signature page appropriate to its approval processes and format. When each party has signed and delivered at least one (1) counterpart to the other parties hereto, each counterpart will be deemed an original and, taken together, constitute one and the same AMENDMENT, which will be binding and effective as to the parties hereto.

The parties to this AMENDMENT are as follows:

Ventura County Watershed Protection District
800 South Victoria Avenue
Ventura, CA 93009
Attn: Director of Watershed Protection District
Phone: (805) 654-2040; Fax (805) 654-3350
County of Ventura
800 South Victoria Avenue
Ventura, CA 93009
Attn: Director of Public Works
Phone: (805) 654-2073; Fax (805) 654-3952
City of Camarillo
601 Carmen Drive
Camarillo, CA 93010
Attn: Director of Public Works
Phone: (805) 388-5307; Fax (805) 388-5318
City of Fillmore
250 Central Avenue
Fillmore, CA 93015
Attn: Director of Public Works
Phone: (805) 524-3701; Fax (805) 524-5707
65 Page
3 of15
City of Moorpark
799 Moorpark Avenue
Moorpark, CA 93021
Attn: Director of Public Works
Phone: (805) 517-6285; Fax (805) 532-2555
City of Ojai
401 South Ventura Street
Ojai, CA 93023
Attn: Director of Public Works
Phone: (805) 646-5581; Fax (805) 646-1980
City of Oxnard
305 West Third Street
Oxnard, CA 93030
Attn: Director of Public Works
Phone: (805) 385-8280; Fax (805) 385-7907
City of Port Hueneme
250 North Ventura Road
Port Hueneme, CA 93041
Attn: Director of Public Works
Phone: (805) 986-5000; Fax (805) 986-6660
City San Buenaventura
501 Poli Street
Ventura, CA 93001
Attn: Director of Public Works
Phone: (805) 654-7800; Fax: (805) 652-0865
City of Santa Paula
P.O. Box 569
Santa Paula, CA 93061-0569
Attn: Director of Public Works
Phone: (805) 933-4298; Fax (805) 525-3742
City of Simi Valley
2929 Tapo Canyon Road
Simi Valley, CA 93063
Attn: Director of Public Works
Phone: (805) 583-6786; Fax (805) 583-6300
City of Thousand Oaks
2100 Thousand Oaks Boulevard
Thousand Oaks, CA 91362
Attn: Public Works Director
Phone: (805) 449-2457; Fax (805) 449-2475
66

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM AMENDMENT TO

IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM

VENTURA COUNTY WATERSHED PROTECTION DISTRICT
IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT on the day and date below written.

Upon motion of Board Member _______________________, seconded by Board Member _______________________, and duly carried, the Board hereby approves and adopts this resolution on the 10th day of May, 2016.
___________________________________________ ____
Chair, Board of Supervisors
Ventura County Watershed Protection District
ATTEST:

Michael Powers
Clerk of the Board of Supervisors
Ventura County Watershed Protection District
By: _____________________________
Deputy Clerk of the Board
67

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
Ventura CountySignaturePage

COUNTY OF VENTURA
Linda Parks, Chair Date
Board of Supervisors
ATTEST:

Brian Palmer
Clerk of the Board of Supervisors
Ventura County Watershed Protection District Board of Supervisors State of California
By: _____________________________
Chief Deputy Clerk of the Board
68

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of CamarilloSignaturePage

CITY OF CAMARILLO
Mike Morgan, Mayor Date
City of Camarillo
ATTEST:
_________________________________
Jeffrie Madland, City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_________________________________
Brian Pierik, City Attorney
69

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of FillmoreSignaturePage

CITY OF FILLMORE
Mayor Date
City of Fillmore
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_________________________________
City Attorney
70

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of MoorparkSignaturePage

CITY OF MOORPARK
Janice S. Parvin, Mayor Date
City of Moorpark
ATTEST:
_________________________________
Maureen Benson, City Clerk
71

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of OjaiSignaturePage

CITY OF OJAI
Mayor Date
City of Ojai
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_________________________________
City Attorney
72

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of OxnardSignaturePage

CITY OF OXNARD
Mayor Date
City of Oxnard
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_________________________________
City Attorney
73

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of Port HuenemeSignaturePage

CITY OF PORT HUENEME
Mayor Date
City of Port Hueneme
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_________________________________
City Attorney
74

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of San BuenaventuraSignaturePage

CITY OF SAN BUENAVENTURA
Mayor Date
City of SAN BUENAVENTURA
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_________________________________
City Attorney
75

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of Santa PaulaSignaturePage

CITY OF SANTA PAULA
Mayor Date
City of Santa Paula
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_________________________________
City Attorney
76

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of Simi ValleySignaturePage

CITY OF SIMI VALLEY
Mayor Date
City of Simi Valley
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_________________________________
City Attorney
77

NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM

AMENDMENT TO IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE

STORMWATER QUALITY MANAGEMENT PROGRAM
City of Thousand OaksSignaturePage

CITY OF THOUSAND OAKS
Mayor Date
City of Thousand Oaks
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_________________________________
City Attorney
78 EXHIBIT C
SECOND AMENDMENT TO 2020

NPDES IMPLEMENTATION

AGREEMENT
79 1

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM This “Second Amendment” is made and entered into by and between the County of Ventura (“County”); the Ventura County Watershed Protection District (“District”); and the Cities of Camarillo, Fillmore, Moorpark, Ojai, Oxnard, Port Hueneme, San Buenaventura, Santa Paula, Simi Valley, and Thousand Oaks (collectively, the “Cities”). Hereinafter, the County, the District, and the Cities may be referred to collectively as the “Parties.”

RECITALS
A. The Parties currently implement and administer the Ventura County Stormwater Quality Management Program (the “Program”) pursuant to an agreement, and an amendment thereto, approved by the Parties on or about July 17, 2010, and on or about May 10, 2016, respectively (collectively, the “Implementation Agreement”).

B. Among other things, the Implementation Agreement generates funds for the implementation and administration of the Program through the District’s benefit assessment program.

C. The Program is a requirement of the National Pollutant Discharge Elimination System (“NPDES”) permit issued by the Los Angeles Regional Water Quality Control Board (“Regional Water Board”), with its adoption of Order No. R4-2010-0108, for the discharge of stormwater and urban runoff from the Parties’ respective municipal separate storm systems in Ventura County (“2010 NPDES Permit”).

D. The 2010 NPDES Permit, as administratively amended by Regional Water Board Order Nos. R4-2012-0175 and R4-2014-0024, was superseded by the issuance of a new NPDES permit with the adoption of Regional Water Board Order No. R4-2021- 0105 (“2021 NPDES Permit”).

E. The 2021 NPDES Permit became effective on September 11, 2021, and the Implementation Agreement remains in effect until one (1) year after the effective date of the 2021 NPDES Permit (September 11, 2022).

F. The Parties desire to amend the Implementation Agreement to extend its term to allow the Parties sufficient time to negotiate a new implementation agreement that will govern their respective roles and responsibilities under the 2021 NPDES Permit.

NOW, THEREFORE, in consideration of the foregoing recitals, each of which is incorporated herein as if fully set forth below, the Parties agree as follows:

1. Notwithstanding any provision in the Implementation Agreement to the contrary, the Implementation Agreement shall continue in effect until September 11, 2023, or until otherwise terminated pursuant to the Implementation Agreement. 80 2

2. Until the Implementation Agreement expires or terminates as set forth herein, the District shall continue to be designated the “Principal Permittee” and the remaining Parties shall continue to be designated “Co-Permittees” under the Implementation Agreement.

3. Except for the amendments and modifications described in this Second Amendment, all other terms and conditions of the Implementation Agreement shall remain in effect.

4. This Second Amendment may be executed in any number of counterparts, each of which shall constitute an original, and all of which taken together shall constitute one and the same instrument.

5. The Parties agree that this Second Amendment may be transmitted and signed by electronic or digital means by any or all parties and that such signatures shall have the same force and effect as original signatures in accordance with California Government Code Section 16.5 and California Civil Code Section 1633.7.

IN WITNESS WHEREOF, the Parties have executed this Second Amendment through their duly authorized representatives as of the dates set forth below. 81 3

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM Ventura County Watershed Protection District Signature Page IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT on the day and date below written.
___________________________________________
____
Chair, Board of Supervisors
Ventura County Watershed Protection District
ATTEST:

XXXXX XXXXX
Clerk of the Board of Supervisors
Ventura County Watershed Protection District
County of Ventura, State of California
By: _____________________________
Senior Deputy Clerk of the
Board
82 4

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM County of Ventura Signature Page

COUNTY OF VENTURA
Carmen Ramirez, Chair Date
Board of Supervisors
ATTEST:

XXXXX XXXXX
Clerk of the Board of Supervisors
County of Ventura, State of California
By: _____________________________
Senior Deputy Clerk of the
Board
83 5

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of CamarilloSignaturePage

CITY OF CAMARILLO
Shawn Mulchay, Mayor Date
City of Camarillo
ATTEST:
_________________________________
Kristy Buxkemper, City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_______________________________
City Attorney
84 6

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of FillmoreSignaturePage

CITY OF FILLMORE
Diane McCall, Mayor Date
City of Fillmore
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_______________________________
City Attorney
85 7

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of MoorparkSignaturePage

CITY OF MOORPARK
Janice S. Parvin, Mayor Date
City of Moorpark
ATTEST:
_________________________________
Ky Spangler, City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_______________________________
City Attorney
86 8

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of OjaiSignaturePage

CITY OF OJAI
Betsy Stix, Mayor Date
City of Ojai
ATTEST:
_________________________________
Cynthia Burell, City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_______________________________
City Attorney
87 9

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of OxnardSignaturePage

CITY OF OXNARD
John Zaragoza, Mayor Date
City of Oxnard
ATTEST:
_________________________________
Rose Chaparro, City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_______________________________
City Attorney
88 10

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of Port HuenemeSignaturePage

CITY OF PORT HUENEME
Richard Rollins, Mayor Date
City of Port Hueneme
ATTEST:
_________________________________
City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_______________________________
City Attorney
89 11

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of Ventura SignaturePage

CITY OF VENTURA
Sofia Rubalcava, Mayor Date
City of Ventura
ATTEST:
_________________________________
Tracy Oehler, Interim City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_______________________________
City Attorney
90 12

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of Santa PaulaSignaturePage

CITY OF SANTA PAULA
Jenny Crosswhite, Mayor Date
City of Santa Paula
ATTEST:
_________________________________
Julie Latshaw, City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_______________________________
City Attorney
91 13

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of Simi Valley Signature Page

CITY OF SIMI VALLEY

Keith L. Mashburn, Mayor Date
City of Simi Valley
ATTEST:

Lucy Blanco, City Clerk
APPROVED AS TO FORM:

Office of City Attorney:

David L. Caceres, City Attorney
92 14

SECOND AMENDMENT TO NATIONAL POLLUTANT DISCHARGE ELIMINATION

SYSTEM IMPLEMENTATION AGREEMENT

VENTURA COUNTYWIDE STORMWATER QUALITY MANAGEMENT PROGRAM City of Thousand OaksSignaturePage

CITY OF THOUSAND OAKS
Bob Engler, Mayor Date
City of Thousand Oaks
ATTEST:
_________________________________
Cynthia Rodriguez, City Clerk
APPROVED AS TO FORM:

Office of City Attorney:
_______________________________
City Attorney
93 To: Honorable Mayor and Members of the City Council
From: Clete Saunier, Public Works Director
Subject: THREE-YEAR PROFESSIONAL SERVICES AGREEMENT WITH LARRY

WALKER ASSOCIATES
Date: August 3, 2022
Agenda Item: 9.E

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

It is recommended that the City Council:
(1) Authorize the City Manager to execute a Three-Year Professional Services Agreement (“PSA”) with Larry Walker Associates (“LWA”) to Provide Wastewater Discharge Permit Compliance Services on a Time and Materials Basis for the Santa Paula Water Recycling Facility (“SPWRF”) in a form approved by the City Attorney in the amount of:

1. $60,000 for FY 2022-2023

2. $66,000 for FY 2023-2024

3. $74,000 for FY 2024-2025
BACKGROUND:

The Los Angeles Regional Water Quality Control Board (LARWQCB) renewed the WDR Permit with new requirements and effluent limitations on February 8, 2018. LARWQCB also adopted a Cease and Desist Order (CDO) with interim requirements for chloride. In addition, in June 2017, the Regional Board issued a Notice of Applicability (NOA) that authorized the City to produce and deliver recycled water under State’s General Water Reclamation Requirements for Recycled Water Use (Order WQ 2016-0068-DWQ, General Order).

LWA has worked with the City since 2015 to develop a chloride compliance strategy and negotiate reasonable WDRs with the Los Angeles Regional Water Board. In addition, LWA prepared the NOI for coverage under the Recycled Water General Order and has worked with the City on various aspects of evaluating chloride levels and impacts to groundwater and nearby well owners.

ANALYSIS:

LWA also assisted the City with the renewal of the WDR and extension of the CDO that were adopted by the LARWQCB in May 2022. Revisions were made to the WDR and CDO to reflect the City’s change in direction from the previous approach to recycle the WRF discharge to instead upgrade the WRF to remove chloride. In addition, the newly adopted WDR and 94 CDO contain more reasonable chloride effluent limits.

LWA will continue assisting the City in addressing regulatory requirements associated with its WDRs and CDO as needed through the following efforts:

Assist with elements of the Waste Discharge Requirements and Cease and Desist Order.

Provide additional regulatory assistance
STRATEGIC PLAN:

The approval of this agenda item does not directly address the strategic goals within the City's adopted Strategic Plan.

FISCAL IMPACTS:

The proposal is for a three-year agreement with the City. The proposal is budgeted for each fiscal year for the annual not-to-exceed amounts as shown below.

FY 2022-23 = $60,000
FY 2023-24 = $66,000
FY 2024-25 = $74,000
The agreement would be amended as needed after each fiscal year. The Professional Services Agreement will be funded from account number 610-5-5063-209. The process of amending the Professional Services Agreement is in accordance with SPMC § 41.17 (Professional Services).

OPTIONS:

The Council has the following available alternative options to Staff’s recommendations:

1. Do not authorize the City Manager to execute the Three-Year Professional Services Agreement with Larry Walker Associates to provide Wastewater Discharge Permit Compliance Services. This will discontinue ongoing permit compliance services provided by LWA and potentially result in the LARWQCB issuing one or more notices of violation (NOV’s) to the City inclusive of the levying of fines by the LARWQCB and other agencies having jurisdiction.

2. Direct staff to issue a new Request for Qualifications for professional services.

ATTACHMENTS:

Exhibit A 3-Year PSA with LWA.pdf
95 EXHIBIT A
Three-Year Professional Services Agreement with Larry
Walker Associates
96 65283.00001\33115264.1
-1- PROFESSIONAL SERVICES AGREEMENT

CITY OF SANTA PAULA

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this __4th___ day of _August__, 2022___, by and between the City of Santa Paula, a municipal corporation organized under the laws of the State of California with its principal place of business at 970 Ventura Street, Santa Paula, CA 93060, County of Ventura, State of California ("City") and Larry Walker Associates, a California Corporation, with its principal place of business at 1480 Drew Avenue, Suite 100, Davis, CA 95618 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement.

Consultant represents that it is experienced in providing services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such professional services for assisting the City with Wastewater Discharge Permit Compliance Services ("Project") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional support and project management consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from August 4, 2022 to June 30, 2025, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than 3 additional oneyear terms.] Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services. 97 65283.00001\33115264.1
-2- PROFESSIONAL SERVICES AGREEMENT

3.2 Compensation.

3.2.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed Two Hundred Thousand dollars and no cents ($200,000.00) without written approval of the City Council or City Manager, as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.2.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice.

City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.

3.2.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.2.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.

3.3 Responsibilities of Consultant.

3.3.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Any personnel performing the Services on behalf of Consultant shall not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, or any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultants officers, employees or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law.

Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.3.2 Schedule of Services. Consultant shall perform the Services in a prompt and timely manner and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the 98 65283.00001\33115264.1
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professional and technical personnel required to perform the Services expeditiously. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.3.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

3.3.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. The key personnel for performance of this Agreement are as follows: Betsy Elzufon, Associate.

3.3.5 City's Representative. The City hereby designates Clete Saunier, Public Works Director, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Services or change the Consultant's total compensation subject to the provisions contained in this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.3.6 Consultant's Representative. Consultant hereby designates Betsy Elzufon, Associatet, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.3.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.

3.3.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its 99 65283.00001\33115264.1
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subconsultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.3.9 Period of Performance.

3.3.9.1 Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

3.3.9.2 Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects a Party’s performance and is one or more of the following: (1) Acts of God or other natural disasters; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); (4) strikes and other organized labor action occurring at the site and the effects thereof on the services, only to the extent such strikes and other organized labor action are beyond the control of Consultant and its subcontractors, and to the extent the effects thereof cannot be avoided by use of replacement workers; and (5) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of a public agency applicable to the services and Agreement.

3.3.9.3 Should a Force Majeure Event occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Force Majeure Events and/or delays, regardless of the Party responsible for the delay, shall not entitle Consultant to any additional compensation.

Notwithstanding the foregoing in this section, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

3.3.10 Laws and Regulations; Employee/Labor Certification.

3.3.10.1 Compliance with Laws. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. All violations of such laws and regulations shall be grounds for the City to terminate the Agreement for cause. 100
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3.3.10.2 Employment Eligibility; Consultant. Consultant certifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time and shall require all subconsultants and sub-subconsultants to comply with the same. Consultant certifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement.

3.3.10.3 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.3.10.4 Air Quality. To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.3.10.5 Water Quality Management and Compliance. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations and policies described in this Section, or any other relevant water quality law, regulation, or policy.

3.3.10.6 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed.

3.3.11 Insurance.

3.3.11.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all 101
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insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.3.11.2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 00 01, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); (3) products/completed operations liability; or (4) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 00 01 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $1,000,000 combined limit for each occurrence. (C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with limits of not less than $1,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least five (5) years from termination or expiration of this Agreement.

3.3.11.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability: (1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.

Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other 102
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exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability. (1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
(C) Professional Liability (Errors & Omissions): (1) Cancellation:

Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend. (D) Workers' Compensation: (1) Cancellation: Required
insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.

3.3.11.4 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

3.3.11.5 Waiver of Subrogation. All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.3.11.6 Deductibles and Self-Insured Retentions. Any deductible or selfinsured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.

3.3.11.7 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall 103
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not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

3.3.11.8 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.3.11.9 Enforcement of Agreement Provisions (non estoppel).

Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.3.11.10 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.

3.3.11.11 Additional Insurance Provisions
(A) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(B) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(C) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (D) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.
(E) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of 104
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liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.
(F) Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.3.11.12 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration/DIR Compliance. If the Services are being performed on a public works project of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the Project 105
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and require the same of any subconsultants.

3.4.3 Compliance Monitoring. This Project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the DIR against Consultant or any subconsultant that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the DIR against Consultant or any subconsultant.

3.4.4 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5 Termination of Agreement.

3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. The rights and remedies of the City provided in this section shall not be exclusive and are in addition to any other rights and remedies provided by law, equity or under this Agreement.

3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.6 Indemnification.

3.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project 106
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or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

3.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

3.7 General Provisions.

3.7.1 Accounting Records. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.7.2 Independent Contractors and Subcontracting.

3.7.2.1 Use of Consultants. Consultant is aware of statutory and case law regarding classification of workers as independent contractors, including California Labor Code Section 2750.3 and Dynamex Operations West, Inc. v. Superior Court, 4 Cal. 5th 903 (2018). To ensure that Consultant is in compliance with the California Labor Code, Consultant shall only utilize its employees to provide the Services. Consultant may not provide the services through any independent contractor, subcontractor or subconsultant (“Subcontractor(s)”) unless approved by the City as set forth in Section 3.7.2.2 below. Consultant represents and warrants that all personnel who perform the Services on Consultant’s behalf are Consultant’s employees, and that Consultant complies with all applicable laws, rules and regulations governing its employees, including, but not limited to, the California Labor Code, Unemployment Insurance Code and all applicable Industrial Welfare Commission Wage Orders.

3.7.2.2 Prior Approval Required. Consultant shall not use any Subcontractor to provide the Services, or any portion of the work required by this Agreement, without prior written approval of City. In the event that City authorizes Consultant to use a Subcontractor, Consultant shall enter into a written agreement with the Subcontractor, which must include all provisions of the Agreement, including a restriction on the Subcontractor’s use of further independent contractors, subcontractors or subconsultants without the City’s prior written consent.

3.7.3 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the 107
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respective parties may provide in writing for this purpose:

Consultant: Larry Walker Associates
1480 Drew Ave, Suite 100
Santa Paula, CA 93060
ATTN: Betsy Elfuzon, Associate
City: City of Santa Paula
970 Ventura Street
Santa Paula, CA 93060
ATTN: Clete Saunier, Public Works Director
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.7.4 Ownership of Materials and Confidentiality.

3.7.4.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.7.4.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.
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3.7.4.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re-use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.7.4.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.7.4.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.7.4.6 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.

Consultant shall have five (5) working days after receipt of the release notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of an objection notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information. 109
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3.7.5 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.7.6 Entire Agreement. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements.

3.7.7 Attorneys’ Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorneys’ fees and all costs of such action.

3.7.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Ventura County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.7.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.7.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.7.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.7.12 Assignment or Transfer. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination.

Consultant shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

3.7.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease 110
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of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.7.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.7.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.7.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.7.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.7.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.7.19 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.7.20 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.7.21 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification obligations, shall survive any such expiration or termination. [SIGNATURES ON NEXT PAGE]
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Exhibit “A”-1 PROFESSIONAL SERVICES AGREEMENT
EXHIBIT "A"

SCOPE OF SERVICES
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July 20, 2022
Clete J. Saunier
Public Works Director
City of Santa Paula
866 E. Main Street
Santa Paula, CA 93061-0569
[email protected]
Subject: Santa Paula Regulatory Assistance Professional Services Agreement Dear Mr. Saunier:

Larry Walker Associates (LWA) would be happy to continue to assist the City of Santa Paula with addressing regulatory requirements and issues associated with Waste Discharge Requirements (WDRs) and Water Recycling Requirements for the Santa Paula Water Reclamation Facility (SPWRF).

The Regional Board renewed the WDRs with new requirements and effluent limitations and adopted a Cease and Desist Order(CDO) with interim requirements for chloride on February 8, 2018. In addition, in June 2017, the Regional Board issued a Notice of Applicability (NOA) that authorized the City to produce and deliver recycled water under State’s General Water Reclamation Requirements for Recycled Water Use (Order WQ 2016-0068-DWQ, General Order). LWA has worked with the City since 2015 to develop a chloride compliance strategy and negotiate reasonable WDRs with the Los Angeles Regional Water Board. In addition, LWA prepared the NOI for coverage under the Recycled Water General Order and has worked with the City on various aspects of developing and implementing its Recycled Water Program.

In the last few years, LWA has provided regulatory support to the City as it changed the approach to compliance from pursuing a recycled water program to upgrading the WRF to include advanced treatment. A revised WDR and CDO were issued that reflect this change in approach in May 2022.

LWA will continue to assist the City to comply with the milestones in the CDO, meet permit requirements and provide additional regulatory assistance as needed.

Specific tasks and budgets will be prepared at the end of each fiscal year based on the City’s request.

The Scope of Services and Budget provided below describe the work to be conducted in the 2022-23 fiscal year.

Scope of Services
LWA will assist the City between August 2022 and June 2023 according to the following tasks:

Task 1. Assist with WDR and CDO Compliance
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Clete Saunier, Public Works Director Page 2 July 20, 2022 LWA will provide technical and regulatory support to the City to meet the requirements of the CDO and WDR with respect to reporting, analysis of impacts to groundwater, identification of chloride sources and other issues that may arise during the process to upgrade the WRF. LWA will also provide technical and regulatory support associated with other efforts to comply with the interim chloride effluent limit of 1983 lb/day until March 2025 and the final chloride effluent limit of 110 mg/L after March 2025.

Task 2. Additional Regulatory Assistance
LWA will provide support to the City pertaining to other issues that may come up associated with the WRF’s WDRs, CDO and other issues that may arise as requested by City staff.

Task 3. Project Management
LWA will provide on-going project management, which includes regular communication with the City regarding the project schedule, budgets, expenditures and other issues related to the administration of the contract.

Budget
For 2022-23, work will be conducted according to the above tasks on a time and materials basis for a cost not to exceed $60,000 according to our standard billing rates which are attached. Billing rates are updated every year on July 1st. While the budget may vary by task, budgets for subsequent years are expected to be similar to the 2022-23 estimate for a total cost not to exceed $200,000.

Sincerely,
Betsy Elzufon
Associate
Enclosures: 2022/23 Billing Rates
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LARRY WALKER ASSOCIATES
2022-2023 RATE SHEET
Effective July 1, 2022 – June 30, 2023

TITLE RATE ($/Hour) REIMBURSABLE COSTS
Administrative $ 96 Travel
Contract Coordinator $138 Local Mileage Current IRS Rate AR/AP Manager $138 Transportation Actual Expense
Graphic Designer $128 Auto Rental Actual Expense
Senior Graphic Designer $166 Fares Actual Expense
Project Staff I-C $133 Room Actual Expense
Project Staff I-B $161 Subsistence And Per Diem Meals
(1) Current GSA Rate
Project Staff I-A $187 Report Reproduction And Copying:

Project Staff II-B $198 Per Color Copy, In-House $0.89
Project Staff II-A $224 Per Black And White Copy, In-House $0.08 Senior Staff I $241 Per Binding, In-House $1.95
Senior Staff II $259 Special Postage And Express Mail: Actual Expense Associate I $275 Third-Party Material Preparation Actual Expense Associate II $290 Other Direct Costs: Actual Expense
Vice President $310 Daily Equipment Rental Rates:

Executive Vice President $325 Single Parameter Meters & Equipment $30.00 Senior Executive $340 Digital Flow Meter $60.00
President $340 Multi-Parameter Field Meters & Sondes $100.00 Dye/Tracer Mapping Or Residence Time $200.00
Multi-Parameter Continuous Remote Sensing $40.00
Field Rig (Field Vehicle And All Equipment) $200.00
Subcontractors:

Actual Expense
Plus 10% Fee
Note: (1) Charged when overnight lodging is required. U.S. General Services Administration rates specified by location of work at gsa.gov 116
To: Honorable Mayor and Members of the City Council
From: Lorena Alvarez, Human Resources Manager
Subject:

APPROVE RESOLUTION NO. 7414, APPROVING THE POSITION TITLE,

SALARY RANGE AND ASSOCIATED JOB DESCRIPTION FOR THE

CODE ENFORCEMENT INSPECTOR AND AMENDING THE JOB

DESCRIPTION FOR THE CHIEF BUILDING OFFICIAL
Date: August 3, 2022
Agenda Item: 9.F

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

Staff recommends that the City Council:
(1) Adopt Resolution No. 7414, approving the Position Title, Salary Range and Associated Job Description for the Code Enforcement Inspector and Amending the Job Description for the Chief Building Official
BACKGROUND:

The City has been in contract with M6 for Code Enforcement and Chief Building Official duties since January 2021. Although satisfied with the services M6 has provided the City since the departure of the Chief Building Official, staff feels that with the growing demands of the Community and Economic Development Department this is an appropriate time to open a recruitment for a Chief Building Official, which is a budgeted and approved position in the adopted position control list, and also recruit for a part-time Code Enforcement Inspector using American Rescue Plan Act (ARPA) funds that the Council allocated with the original FY 21— 23 budget adoption.

ANALYSIS:

The creation of a Code Enforcement Officer position title, salary range and associated job description will allow for the Building and Safety Division to take a more proactive approach when it comes to code enforcement, instead of the current complaint-based model that the division operates under; code enforcement duties are currently included within the Building Inspector I/II job description. Funding a part-time Code Enforcement Officer at a rate of not to exceed 960 hours per fiscal year will allow the incumbent of the position to focus on code compliance, closing code cases and performing community outreach, while allowing Building Inspectors to mainly focus on day-to-day inspections; allowing for projects such as East Area 1 and Peoples Self Help to stay on schedule.
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The salary range for the Code Enforcement Inspector classification was surveyed, based on the guidelines set forth in Council Resolution No. 7362, and was adjusted slightly to be in alignment with comparable positions within the Building and Safety Division of the Community Development Department.

In addition to creating the Code Enforcement Inspector position, staff is recommending that the job description for the Chief Building Official be amended to bring the certification requirements up to date. Both the Code Enforcement Inspector and Chief Building Official job descriptions are attached as Exhibit “A” and Exhibit "B" to the resolution.

Changes in personnel and positions are authorized by the City Council through the approval of a Position Control List and Salary Schedule, which are hereto attached as Exhibit "C". Upon approval of the new classifications and the amendment to the Chief Building Official job description, Staff will begin recruitment efforts immediately.

STRATEGIC PLAN:

FISCAL IMPACTS:

Staff reviewed similar positions in neighboring cities, in accordance with the salary survey framework previously approved by Council. The hourly range (top step) was between $36.77 and $46.38. The 25th percentile of this range ($37.38) would have placed the Code Enforcement Inspector above the existing Building Inspector I and Building Inspector II positions. As such, staff recommends the salary range be established between Building Inspector I & II, specifically to match the Permit Technician salary range. The new hourly rates of $26.61 to $32.35 is reflected in the amended salary schedule included in Attachment "C".

The funding for this part time (960 hours) position with a limited term in FY 22/23 is budgeted under ARPA funding, account 412-5-3002-209.

OPTIONS:

1. Adopt Resolution No. 7414.

2. Provide additional direction to staff.

ATTACHMENTS:

Resolution_No 7414-3.pdf
Exhibit_A_to_Resolution_No._7414-3.pdf
Exhibit_B_to_Resolution_No._7414-1.pdf
Exhibit_C_FY 22.23 Position Control List and Salary Schedule.pdf 118
RESOLUTION NO. 7414

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA PAULA

ESTABLISHING A CODE ENFORCEMENT CLASSIFICATION, AMENDING THE

CHIEF BUILDING OFFICIAL JOB DESCRIPTION AND AMENDING THE ADOPTED 2021-23 POSITION CONTROL LIST AND SALARY SCHEDULE
The City Council of the City of Santa Paula does resolve as follows:

SECTION 1: The City Council approves the creation of the Code Enforcement Inspector classification (Job Class Code 823), attached as Exhibit “A”.

SECTION 2: The City Council amends the job description for the Chief Building Official (Job Class Code 208), attached as Exhibit “B”.

SECTION 3: The City Council amends the 2021-23 Position Control List and Salary Schedule, attached as Exhibit “C” to this Resolution to reflect the changes stated above.

This Resolution will become effective immediately upon adoption and will remain effective unless repealed or superseded.

PASSED AND ADOPTED this 3rd day of August, 2022.
________________________________________
Jenny Crosswhite, Mayor
ATTEST:
______________________________
Julie Latshaw, City Clerk
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APPROVED AS TO FORM:
__________________________________
Monica Castillo, Interim City Attorney
__________________________________
Dan Singer, City Manager
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CITY OF SANTA PAULA

CODE ENFORCEMENT INSPECTOR
DEFINITION:

Under general supervision, performs a variety of technical duties in support of the City’s local code enforcement program; monitors and enforces a variety of applicable ordinances, codes, and regulations related to zoning, land use, nuisance housing, building codes, health and safety, blight, graffiti, water waste, and other matters of public concern; and serves as a resource and provides information on City regulations to property owners, residents, businesses, the general public, and other City departments and divisions.

ESSENTIAL DUTIES AND RESPONSIBILITIES
The duties listed below are intended only as illustrations of the various types of work that may be performed. The omission of specific statements of duties does not exclude them from the position if the work is similar, related or a logical assignment to this class.  Perform a variety of field and office work in support of the City’s local code enforcement program; enforce compliance with City regulations and ordinances including those pertaining to zoning, land use, nuisance housing, building codes, health and safety, blight, graffiti, water waste, and other matters of public concern.  Receive and respond to citizen complaints and reports from other agencies and departments on alleged violations of City zoning and related municipal codes and ordinances; interview complainant and witnesses; conduct investigations and provide recommendations for resolution.
 Conduct field investigations; inspect properties for violations; attempt to make contact at the residence or business in order to resolve violation; issue and post warning notices, notices of violation, corrective notices, orders to comply, and related documentation for code violations; schedule and perform all follow-up functions to gain compliance including letters, inspections, calls, meetings, discussions, and negotiations to ensure compliance with appropriate codes and ordinances; issue administrative and parking citations and notices of violation as necessary.
 Prepare evidence in support of legal actions taken by the City; appear in court as necessary; testify at hearings and in court proceedings as required. 121
 Maintain accurate documentation and case files on all investigations, inspections, enforcement actions, and other job related activities including accurate and detailed information regarding code enforcement activity to substantiate violations; draw diagrams and illustrations and take photographs.
 Prepare a variety of written reports, memos, and correspondence related to enforcement activities.
 Patrol the City to identify and evaluate problem areas and/or ordinance violations; determine proper method to resolve violations.
 Attend meetings and serve as a resource to other City departments, divisions, the general public, and outside agencies in the enforcement of zoning regulations; provide research and documentation for meetings; interpret and explain municipal codes and ordinances to members of the general public, contractors, business owners, and other interested groups in the field, over the counter, and on the telephone.
 Operate computer to enter, process, and acquire data relative to complaints, inspection sites, and effective code enforcement; research complaints.  Locate vacant residences and businesses; secure buildings with proper materials as necessary; post the property as necessary; check vacant buildings regularly for transient activity, graffiti, and other forms of vandalism.  May assist in researching, drafting, and rewriting municipal codes; participate in the development of forms and processes utilized to address various issues.  Perform related duties as required

MINIMUM QUALIFICATIONS
Education: High school diploma or equivalent.

Experience: Three years or more of code enforcement field experience.

Licenses and Certificates: A valid California driver's license and the ability to maintain insurability under the City's vehicle insurance policy; completion of Arrest, Search and Seizure (Penal Code 832) certificate; CACEO certified Code Enforcement Officer.

Knowledge of: Operations, services, and activities of a municipal code compliance program; pertinent codes, ordinances, laws, and regulations pertaining to zoning, nuisance abatement, property maintenance, building, health and safety, and related areas; procedures involved in the enforcement of codes and regulations including methods and techniques of conducting and documenting field investigation; legal actions 122
applicable to code enforcement compliance; effective public relations practices; principles and procedures of record keeping; methods and techniques of business correspondence and technical report preparation; modern office procedures, methods, and equipment including computers and supporting word processing and spreadsheet applications; occupational hazards and standard safety practices; geographic features and locations within the area served.

Ability to: Independently perform a full range of municipal code enforcement and compliance duties. Interpret and apply applicable codes, ordinances, and regulations related to zoning, nuisance abatement, and health and safety issues. Inspect and identify violations of applicable codes and ordinances; enforce pertinent codes, ordinances, laws, and regulations with impartiality and efficiency; respond to inquiries, complaints, and requests for service in a fair, tactful, and firm manner. Investigate complaints and mediate resolutions in a timely and tactful manner; prepare accurate and detailed documentation of investigation findings; maintain complex logs, records, and files; research, compile, and collect data; prepare clear and concise technical reports; make oral presentations and testify in court work independently in the absence of supervision; read County Assessors maps and property profiles; read and interpret legal documents and descriptions. understand and follow oral and written instructions; communicate clearly and concisely, both orally and in writing; establish and maintain effective working relationships with those contacted in the course
Physical and Environmental Demands:

Prolonged sitting, standing, walking, reaching, twisting, turning, kneeling, bending, squatting, and stooping in the performance of daily activities; grasping, repetitive hand movement, and fine coordination in preparing reports and other communications and entering data using a computer. Additionally, the position requires near vision in reading on the computer, and acute hearing is required when providing phone service and communicating in person. The need to lift, drag, and push files weighing up to 25 pounds also is required.
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Job Class:  Mid‐Management
Job Code: 208
FLSA Status:  Exempt

CITY OF SANTA PAULA

CHIEF BUILDING OFFICIAL
DEFINITION:

Under general direction, coordinates, organizes and manages the activities and operations of the Building & Safety Division within the Community and Economic Development Department; oversees and manages comprehensive City building inspection, building permit, and plan check programs; serves as the City’s building official; coordinates assigned activities with other divisions, departments, and outside agencies; assists the Community and Economic Development Director in overseeing and managing the activities and operations of the Building Division; provides highly responsible and complex administrative support to the Community and Economic Development Director; and performs related duties as assigned.

ESSENTIAL DUTIES AND RESPONSIBILITIES
The duties listed below are intended only as illustrations of the various types of work that may be performed. The omission of specific statements of duties does not exclude them from the position if the work is similar, related or a logical assignment to this class.  Plans, organizes, controls, integrates and evaluates building inspection, building permit issuance, and plan check activities and operations within the Community and Economic Development Department; develops, implements, and monitors long-term plans, goals, and objectives focused on achieving the department’s mission and priorities; manages and directs the development, implementation, and evaluation of plans, policies, systems, and procedures to achieve annual goals and work standards.
 Selects, trains, motivates, and evaluates assigned personnel; provides or coordinates staff training; works with employees to correct deficiencies; implements discipline and termination procedures.
 Plans and evaluates the performance of assigned staff; establishes performance requirements and personal development targets; regularly monitors performance and provides coaching for performance improvement and development.  Monitors and evaluates the efficiency and effectiveness of service delivery methods and procedures.
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Job Class:  Mid‐Management
Job Code: 208
FLSA Status:  Exempt
 Participates in the development of the Department’s annual budget; forecasts funds needed for the Division’s staffing, equipment, materials, and supplies; approves Division expenditures and implements budgetary adjustments as appropriate and necessary.
 Oversees and manages a comprehensive building inspection and code enforcement program to ensure compliance with federal, state, and municipal building, housing, and zoning codes, ordinances, and regulations; provides overall approval of all building construction within area of responsibility; works with contractors and engineers on unusual problems regarding building matters.  Oversees and manages the plan check program; supervises the examination of plans and specifications for completeness and compliance with applicable codes and regulations.
 Provides technical oversight of permit issuance process for conformance with adopted codes and fee schedules.
 Evaluates new construction products, researches technical reports, and develops acceptance criteria for the use of products.
 Provides technical and professional advice to staff, other divisions, departments, and outside agencies; makes presentations to Council, commissions, civic groups and the general public.
 Advises the Planning Commission and the City Council, on an as needed basis, on all aspects of building, housing, zoning and related code interpretations; directs and administers activities and programs in compliance with federal, state and municipal codes and regulations governing city housing, building construction, rehabilitation, alteration, use and occupancy.
 Prepares reports in response to referrals from City Council and City  Manager pertaining to issues related to area of responsibility.  Analyzes, reviews and prepares code amendments and regulations; keeps informed on current regulations, changes in codes and legislation, and new building materials and construction methods; furnishes updated interpretations of codes and regulations to other City staff.
 Serves as the liaison for the Building Division with other divisions, departments, and outside agencies; maintains effective relations with a variety of community organizations, groups and other individuals; confers with architects, engineers, and contractors regarding code application and interpretation. 125
Job Class:  Mid‐Management
Job Code: 208
FLSA Status:  Exempt
 Performs related duties as required.

MINIMUM QUALIFICATIONS
Education: Graduation from an accredited community college with an associate’s degree in construction, building technology, or a related field; or graduation from high school supplemented by college course work in building codes, construction technology or a related field.

Experience: Five years or more of experience equivalent as an architect, engineer inspector, contractor or superintendent of construction, or any combination of these.

Licenses and Certificates: A valid California driver's license and the ability to maintain insurability under the City's vehicle insurance policy. The Chief Building Official should be certified as a building official should be certified as a building official through a recognized certification program.

Knowledge of: Operational characteristics, services, and activities of a comprehensive building inspection, building permit, and plan check program; principles and practices of building construction, structural design, and engineering mathematics; principles and practices of program development and administration; methods, materials, and progressive steps used in the construction of buildings and related structures; pertinent building related codes, ordinances, and regulations enforced by the City including the Uniform Building Code, plumbing, electrical, and mechanical codes, zoning ordinances, general land use codes, and related City codes and state mandated regulations; principles and techniques used in building inspection work including those used to examine the quality of work and materials and to detect deviations from plans, regulations, and standard construction practices; permit processing procedures; building plan review principles and practices; trends, approaches and problem-solving techniques used in municipal code inspection and enforcement programs; local government organization and service delivery as related to assigned managerial area of responsibility; Principles and practices of municipal budget preparation and administration; principles and practices of management, supervision, training, and performance evaluation; pertinent federal, state, and local laws, codes, and regulations.

Ability to: Oversee and participate in the management of a comprehensive building inspection, building permit, and plan check review program; manage and coordinate the work of lower level staff; select, supervise, train, and evaluate staff; participate in the development and administration of division goals, objectives, and procedures; research, analyze, and evaluate new service delivery methods and techniques; understand, interpret, explain, and enforce pertinent federal, state, and local policies, laws, and regulations including provisions of applicable building, safety, and zoning codes and ordinance requirements to contractors, developers, and the general public; analyze, 126
Job Class:  Mid‐Management
Job Code: 208
FLSA Status:  Exempt
interpret, and accurately check complex building plans, specifications, and calculations; read and interpret civil and structural plans as related to engineering for projects; present information and respond to questions from groups of managers, clients, customers, and the general public; exercise sound, judgment within general policy guidelines; prepare clear, concise, and comprehensive administrative and technical reports; read and interpret complex data, information, and documents; utilize standard office equipment including computers and related software applications; communicate clearly and concisely, both orally and in writing; establish and maintain effective working relationships with those contacted in the course of work; respond and perform assigned duties in the event of a City-declared emergency.

Physical and Environmental Demands:

Prolonged sitting, standing, walking, reaching, twisting, turning, kneeling, bending, squatting, and stooping in the performance of daily activities; grasping, repetitive hand movement, and fine coordination in preparing reports and other communications and entering data using a computer. Additionally, the position requires near vision in reading on the computer, and acute hearing is required when providing phone service and communicating in person. The need to lift, drag, and push files weighing up to 25 pounds also is required.
127
Position
FY21‐22
Adopted
FY22‐23
Adopted Position
FY21‐22
Adopted
FY22‐23
Adopted
CITY MANAGER POLICE
City Manager 1                 1               Police Chief 1                1 Admin Secretary/City Clerk 1                 1               Police Commander 2                2 Management Analyst 1                 1               Police Sergeant 6                6 Executive Assistant 0.80           0.80         Senior Police Officer 7                7 Human Resources Manager 1                 1               Police Officer 17              16 Human Resource Analyst 1                 1               Public Safety Dispatch Supervisor 1                1 HR Technician 0.50           0.50         Public Safety Dispatch Clerk 5                5 IT Manager 1                 1               Sr. Records Supervisor 1                1 IT Analyst 1                 1               Community Services Officer 2                2 Department Total  8.30           8.30         Community Services Officer* 1.57           1.57 Evidence & Property Technician 1                1
Parks and Recreation Records Technician 1                1 Parks and Recreation Director 1                 1               Animal Services Coordinator 1                1 Recreation Supervisor  1                 1               Emergency Services Coordinator 1                1 Administrative Assistant 1                 1               Police Cadet* 0.96           0.96 Parks and Facilities Supervisor 1                 1               Secretary II* 0.80           0.80 Facility Maintenace Worker I 1.83           2               Police Reserves 0.18           0.18 Facility Maintenace Worker II 2                 2               Department Total  49.51         48.51 Lead Park and Abatement Specialist 1                 1               Note: Police Officer 17th position in FY 21/22 solely for hiring overlap Recreation Program Coordinator  3                 3               PUBLIC WORKS Recreation Coordinator** 0.70           0.70         Public Works Director 1                1 Senior Coordinator* ‐             ‐           Assistant Public Works Director 1                1 Nutrition Coordinator* 0.70           0.70         Management Analyst 1                1 Facility Attendant* 2                 2               Administrative Analyst I 2                2 Park Abatement Specialist* 1.15           1.15         Administrative Analyst II 1                1 Recreation Leader** 5.58           5.58         Engineering Technician I 1                1 City Corp Trainee*** 0.83 Associate Engineer 1                1 Department Total  22.79         22.13       ‐ Water Operations Superintendent 1                1 Lead Water Distribution Operator 1                1
FINANCE Lead Water Treatment/Prod Oper 1                1 Finance Director 1                 1               Water Distribution Operator I 1                1 Payroll Specialist 1                 1               Water Distribution Operator II 7                7 Accountant 3                 3               Water Treatment/Prod Operator II 2                2 Accounting Technician  3                 3               Street Maintenance Leadworker 1                1 Customer Service Representative 2                 2               Maintenance Worker I 1                1 Department Total  10               10             Maintenance Worker II 3                3 Fleet Supervisor 1                1
COMMUNITY AND ECONOMIC DEVELOPMENT  Mechanic II 2                2 Community & Economic Dev Director 1                 1               Intern*** 0.48           0.48 Planning & Economic Dev Manager 1                 1               Mechanic Helper*** 0.48           0.48 Chief Building Official 1                 1               Department Total  30              30 Code Enforcement Inspector*** ‐             1
Assistant Planner 1                 1               Non‐Departmental Assistant Planner/GIS Analyst 1                 1               Intern*** 0.48           0.48 Associate Planner 1                 1
Community Development Technician 1                 1               FULL TIME EQUIVALENT POSITIONS 132.04       131.38 Permit Technician 1                 1
Building Inspector I 2                 2               *  Part Time Community Development Specialist 1                 1               ** Seasonal Department Total  11               12             *** Limited Term ELECTED/APPOINTED OFFICIALS
Mayor & Councilmembers 5                5
Planning Commissioners 5                5
Position Control List ‐ Full Time Equivalents ‐ Funded
128

0.025 Hourly Hourly Hourly Hourly Hourly Annual Annual Annual Annual Annual Position 1 2 3 4 5 Step_1 Step_2 Step_3 Step_4 Step_5
100 CITY MANAGER      203,881.60 ‐ 98.02                 ‐                   ‐                  ‐ 102 HUMAN RESOURCES MANAGER      50.78 48.36    53.32 55.99 58.79 100,588.80 105,622.40 110,905.60    116,459.20    122,283.20 103 PARKS & RECREATION DIRECTOR      58.32 55.54    61.24 64.30 67.52 115,523.20 121,305.60 127,379.20    133,744.00    140,441.60 106 PLANNING DIRECTOR      63.09 60.09    66.24 69.55 73.03 124,987.20 131,227.20 137,779.20    144,664.00    151,902.40 107 FINANCE DIRECTOR/CITY TREASURER      59.97 57.20    62.88 65.94 69.15 118,976.00 124,737.60 130,790.40    137,155.20    143,832.00 108 PUB WORKS DIR/CITY ENGINE      69.04 65.75    72.49 76.11 79.92 136,760.00 143,603.20 150,779.20    158,308.80    166,233.60 109 POLICE CHIEF      70.84 67.47    74.38 78.10 82.01 140,337.60 147,347.20 154,710.40    162,448.00    170,580.80 110 ASSISTANT CITY MANAGER      69.44 66.13    72.91 76.56 80.39 137,550.40 144,435.20 151,652.80    159,244.80    167,211.20 111 IT MANAGER      50.78 48.36    53.32 55.99 58.79 100,588.80 105,622.40 110,905.60    116,459.20    122,283.20 202 ASSISTANT FINANCE DIRECTOR      46.08 43.89    48.38 50.80 53.34 91,291.20     95,846.40     100,630.40    105,664.00    110,947.20 205 POLICE COMMANDER      59.04 56.23    61.99 65.09 68.34 116,958.40 122,803.20 128,939.20    135,387.20    142,147.20 207 ASSISTANT PUB WORKS DIRECTOR      56.28 53.60    59.09 62.04 65.14 111,488.00 117,062.40 122,907.20    129,043.20    135,491.20 208 CHIEF BUILDING OFFICIAL      43.37 41.30    45.54 47.82 50.21 85,904.00     90,209.60     94,723.20       99,465.60       104,436.80 209 ASSISTANT POLICE CHIEF      64.25 61.19    67.46 70.83 74.37 127,275.20 133,640.00 140,316.80    147,326.40    154,689.60 213 PLANNING COMMISSIONER (PER MEETING)     25.00
214 PLANNING MANAGER      48.36 46.06    50.78 53.32 55.99 95,804.80     100,588.80 105,622.40    110,905.60    116,459.20 215 WATER OPERATIONS SUPERINTENDENT      52.53 50.03    55.16 57.92 60.82 104,062.40 109,262.40 114,732.80    120,473.60    126,505.60 258 PLANNER, ASSISTANT/GIS ANALYST      31.80 30.29    33.39 35.06 36.81 63,003.20     66,144.00     69,451.20       72,924.80       76,564.80 259 ENGINEERING TECH. SR.      32.60 31.05    34.23 35.94 37.74 64,584.00     67,808.00     71,198.40       74,755.20       78,499.20 263 PLANNER, ASSOCIATE      36.04 34.32    37.84 39.73 41.72 71,385.60     74,963.20     78,707.20       82,638.40       86,777.60 265 MANAGEMENT ANALYST      37.86 36.06    39.75 41.74 43.83 75,004.80     78,748.80     82,680.00       86,819.20       91,166.40 268 ACCOUNTANT      33.29 31.70    34.95 36.70 38.54 65,936.00     69,243.20     72,696.00       76,336.00       80,163.20 272 WATER SUPERVISOR      35.96 34.25    37.76 39.65 41.63 71,240.00     74,796.80     78,540.80       82,472.00       86,590.40 273 PURCHASING AGENT      37.86 36.06    39.75 41.74 43.83 75,004.80     78,748.80     82,680.00       86,819.20       91,166.40 274 SR. RECORDS SUPERVISOR      23.90 22.76    25.10 26.36 27.68 47,340.80     49,712.00     52,208.00       54,828.80       57,574.40 275 ADMINISTRATIVE ANALYST I      23.90 22.76    25.10 26.36 27.68 47,340.80     49,712.00     52,208.00       54,828.80       57,574.40 276 RECREATION SUPERVISOR      31.26 29.77    32.82 34.46 36.18 61,921.60     65,020.80     68,265.60       71,676.80       75,254.40 277 PARKS & FACILITIES SUPERVISOR      31.26 29.77    32.82 34.46 36.18 61,921.60     65,020.80     68,265.60       71,676.80       75,254.40 278 FLEET SUPERVISOR      31.26 29.77    32.82 34.46 36.18 61,921.60     65,020.80     68,265.60       71,676.80       75,254.40 279 STREETS MAINTENANCE SUPERVISOR      31.26 29.77    32.82 34.46 36.18 61,921.60     65,020.80     68,265.60       71,676.80       75,254.40 280 ADMINISTRATIVE ANALYST II      29.87 28.45    31.36 32.93 34.58 59,176.00     62,129.60     65,228.80       68,494.40       71,926.40 281 ASSOCIATE ENGINEER      42.49 40.47    44.61 46.84 49.18 84,177.60     88,379.20     92,788.80       97,427.20       102,294.40 282 EMERGENCY SERVICES COORDINATOR      33.29 31.70    34.95 36.70 38.54 65,936.00     69,243.20     72,696.00       76,336.00       80,163.20 283 CITY CLERK      30.13 28.78    31.55 33.04 34.61 59,862.40     62,670.40     65,624.00       68,723.20       71,988.80 301 CUSTODIAN      19.95 19.00    20.95 22.00 23.10 39,520.00     41,496.00     43,576.00       45,760.00       48,048.00 302 CUST SERVICES REP      19.95 19.00    20.95 22.00 23.10 39,520.00     41,496.00     43,576.00       45,760.00       48,048.00 304 WATER DISTRIBUTION OPERATOR I      23.97 22.83    25.17 26.43 27.75 47,486.40     49,857.60     52,353.60       54,974.40       57,720.00 309 ADMINISTRATIVE ASSISTANT      20.04 19.09    21.04 22.09 23.19 39,707.20     41,683.20     43,763.20       45,947.20       48,235.20 311 ANIMAL SERVICES COORDINAT      20.95 19.95    22.00 23.10 24.26 41,496.00     43,576.00     45,760.00       48,048.00       50,460.80 313 SR. ADMINISTRATIVE ASST.      21.04 20.04    22.09 23.19 24.35 41,683.20     43,763.20     45,947.20       48,235.20       50,648.00 314 WATER DISTRIBUTION OPERATOR II      25.17 23.97    26.43 27.75 29.14 49,857.60     52,353.60     54,974.40       57,720.00       60,611.20 315 MECHANIC I      21.26 20.25    22.32 23.44 24.61 42,120.00     44,220.80     46,425.60       48,755.20       51,188.80 318 WATER TREATMENT/PROD OPERATOR I      26.42 25.16    27.74 29.13 30.59 52,332.80     54,953.60     57,699.20       60,590.40       63,627.20 320 WATER TREATMENT/PROD OPERATOR II      27.75 26.43    29.14 30.60 32.13 54,974.40     57,720.00     60,611.20       63,648.00       66,830.40 321 WATER DIST OPERATOR III      26.42 25.16    27.74 29.13 30.59 52,332.80     54,953.60     57,699.20       60,590.40       63,627.20 322 LEAD WATER DIST OPERATOR      29.14 27.75    30.60 32.13 33.74 57,720.00     60,611.20     63,648.00       66,830.40       70,179.20 323 BUILDING INSPECTOR I      24.94 23.75    26.19 27.50 28.88 49,400.00     51,875.20     54,475.20       57,200.00       60,070.40 324 MECHANIC II      26.63 25.36    27.96 29.36 30.83 52,748.80     55,390.40     58,156.80       61,068.80       64,126.40 325 WATER DIST WORKER IV      27.75 26.43    29.14 30.60 32.13 54,974.40     57,720.00     60,611.20       63,648.00       66,830.40 326 BUILDING INSPECTOR II      30.29 28.85    31.80 33.39 35.06 60,008.00     63,003.20     66,144.00       69,451.20       72,924.80 328 ENGINEERING TECH/INSPECTO      24.57 23.40    25.80 27.09 28.44 48,672.00     51,105.60     53,664.00       56,347.20       59,155.20 329 SENIOR ACCOUNTING TECHNIC      22.25 21.19    23.36 24.53 25.76 44,075.20     46,280.00     48,588.80       51,022.40       53,580.80 330 EQUIPMENT MAINT LEADWORK      28.71 27.34    30.15 31.66 33.24 56,867.20     59,716.80     62,712.00       65,852.80       69,139.20 331 FACILITIES MAINT LEADWORK      23.61 22.49    24.79 26.03 27.33 46,779.20     49,108.80     51,563.20       54,142.40       56,846.40 332 FAC MAINT WRK I      19.95 19.00    20.95 22.00 23.10 39,520.00     41,496.00     43,576.00       45,760.00       48,048.00 333 FAC MAINT WRK II      21.89 20.85    22.98 24.13 25.34 43,368.00     45,531.20     47,798.40       50,190.40       52,707.20 334 MAINTENANCE WRK I      19.95 19.00    20.95 22.00 23.10 39,520.00     41,496.00     43,576.00       45,760.00       48,048.00 335 MAINTANENCE WRK II      21.89 20.85    22.98 24.13 25.34 43,368.00     45,531.20     47,798.40       50,190.40       52,707.20 336 LEAD WATER TREAT & PROD OPERATOR      29.13 27.74    30.59 32.12 33.73 57,699.20     60,590.40     63,627.20       66,809.60       70,158.40 339 STREET MAINT LEADWORKER      23.61 22.49    24.79 26.03 27.33 46,779.20     49,108.80     51,563.20       54,142.40       56,846.40 340 WASTEWATER LEADWORKER      23.26 22.15    24.42 25.64 26.92 46,072.00     48,380.80     50,793.60       53,331.20       55,993.60 341 WASTEWATER COLL WRK I      19.95 19.00    20.95 22.00 23.10 39,520.00     41,496.00     43,576.00       45,760.00       48,048.00 342 WASTEWATER COLL WRK I      21.89 20.85    22.98 24.13 25.34 43,368.00     45,531.20     47,798.40       50,190.40       52,707.20 343 COMMUNITY DEVELOPMENT TECHNICIAN      24.57 23.40    25.80 27.09 28.44 48,672.00     51,105.60     53,664.00       56,347.20       59,155.20 FY 2022/23 SALARY SCHEDULE
129

0.025 Hourly Hourly Hourly Hourly Hourly Annual Annual Annual Annual Annual Position 1 2 3 4 5 Step_1 Step_2 Step_3 Step_4 Step_5
FY 2022/23 SALARY SCHEDULE
344 RECREATION PROGRAM COORDINATOR      20.22 19.26    21.23 22.29 23.40 40,060.80     42,057.60     44,158.40       46,363.20       48,672.00 345 PERMIT TECHNICIAN      27.94 26.61    29.34 30.81 32.35 55,348.80     58,115.20     61,027.20       64,084.80       67,288.00 346 ENGINEERING TECH I      24.26 23.10    25.47 26.74 28.08 48,048.00     50,460.80     52,977.60       55,619.20       58,406.40 347 ENGINEERING TECH II      28.08 26.74    29.48 30.95 32.50 55,619.20     58,406.40     61,318.40       64,376.00       67,600.00 348 LEAD PARK AND ABATEMENT SPECIALIST      20.22 19.26    21.23 22.29 23.40 40,060.80     42,057.60     44,158.40       46,363.20       48,672.00 349 ACCOUNTING SPECIALIST      24.03 22.89    25.23 26.49 27.81 47,611.20     49,982.40     52,478.40       55,099.20       57,844.80 401 PUBLIC SAFETY DISP CLERK      24.86 23.68    26.10 27.41 28.78 49,254.40     51,708.80     54,288.00       57,012.80       59,862.40 402 PUB SAFETY DISPATCH SUPER      32.15 30.62    33.76 35.45 37.22 63,689.60     66,872.00     70,220.80       73,736.00       77,417.60 403 POLICE OFFICER      37.11 35.34    38.97 40.92 42.97 73,507.20     77,188.80     81,057.60       85,113.60       89,377.60 405 POLICE SENIOR      41.55 39.57    43.63 45.81 48.10 82,305.60     86,424.00     90,750.40       95,284.80       100,048.00 406 POLICE SERGEANT      48.37 46.07    50.79 53.33 56.00 95,825.60     100,609.60 105,643.20    110,926.40    116,480.00 407 POLICE RECRUIT      54,953.60 26.42     ‐                 ‐                   ‐                  ‐ 501 COMMUNITY SERVICES OFFICE      20.16 19.20    21.17 22.23 23.34 39,936.00     41,932.80     44,033.60       46,238.40       48,547.20 502 EVIDENCE & PROPERTY TECHNICIAN      22.32 21.26    23.44 24.61 25.84 44,220.80     46,425.60     48,755.20       51,188.80       53,747.20 503 RECORDS TECHNICIAN      19.95 19.00    20.95 22.00 23.10 39,520.00     41,496.00     43,576.00       45,760.00       48,048.00 703 IT SUPPORT ANALYST      34.35 32.71    36.07 37.87 39.76 68,036.80     71,448.00     75,025.60       78,769.60       82,700.80 704 PAYROLL SPECIALIST      24.03 22.89    25.23 26.49 27.81 47,611.20     49,982.40     52,478.40       55,099.20       57,844.80 705 EXECUTIVE ASSISTANT TO THE CITY MANAGER      22.76 21.68    23.90 25.10 26.36 45,094.40     47,340.80     49,712.00       52,208.00       54,828.80 706 HUMAN RESOURCES ANALYST      34.35 32.71    36.07 37.87 39.76 68,036.80     71,448.00     75,025.60       78,769.60       82,700.80 707 HUMAN RESOURCE TECHNICIAN      22.76 21.68    23.90 25.10 26.36 45,094.40     47,340.80     49,712.00       52,208.00       54,828.80 801 RECREATION LEADER      15.75 15.00    16.54 17.37 18.24 31,200.00     32,760.00     34,403.20       36,129.60       37,939.20 802 REC COORDINATOR      16.80 16.00    17.64 18.52 19.45 33,280.00     34,944.00     36,691.20       38,521.60       40,456.00 803 COMM SERVICE OFFICER      15.75 15.00    16.54 17.37 18.24 31,200.00     32,760.00     34,403.20       36,129.60       37,939.20 804 NUTRITION COORDINATOR      15.75 15.00    16.54 17.37 18.24 31,200.00     32,760.00     34,403.20       36,129.60       37,939.20 806 FACILITY ATTENDANT      17.16 16.34    18.02 18.92 19.87 808 SENIOR COORDINATOR      20.22 19.26    21.23 22.29 23.40 809 SECRETARY II      21.65 20.62    22.73 23.87 25.06
810 POLICE RESERVE      28.04 26.70    29.44 30.91 32.46 811 CITY INTERN      15.75 15.00    16.54 17.37 18.24
816 PARK ABATEMENT SPECIALIST      19.06 18.15    20.01 21.01 22.06 818 POLICE CADET      15.75 15.00    16.54 17.37 18.24
819 PW FIELD TECHNICIAN      15.75 15.00    16.54 17.37 18.24 820 CRIMINAL INVESTIGATIVE ANALYST      36.83 35.08    38.67 40.60 42.63 821 MECHANIC HELPER P/T      15.75 15.00    16.54 17.37 18.24 822 CITY CORP TRAINEE     15.00
823 CODE ENFORCEMENT INSPECTOR      27.94 26.61    29.34 30.81 32.35 900 COUNCILMEMBER (MONTHLY)   300.00
Notes
$300 montly stipend included in range 107 & 701 for City Treasurer and City Clerk duties respectively 10% Engineer's Certificate included in range 108 & 207
Councilmember rate to change from $300 to $600 effective January 1, 2023 130
To: Honorable Mayor and Members of the City Council
From: Jonathan Royas, Management Analyst
Subject: PUBLIC HEARING TO RECEIVE INPUT FROM THE COMMUNITY REGARDING

THE CREATION OF A DISTRICT-BASED ELECTION SYSTEM
Date: August 3, 2022
Agenda Item: 10.A

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

Staff recommends the City Council:

1. Receive an initial presentation from Daniel Phillips of National Demographic Corporation regarding the process for developing options for City Council voting districts, to be implemented in November, 2024, and provide direction regarding any optional criteria the City Council may want to consider in the development of voting district options; and

2. Conduct a public hearing to receive public input on district boundaries.

BACKGROUND:

On February 22, 2022, the City received a letter from attorney Jason Dominguez on behalf of “a large segment of the population and on behalf of Laura Espinosa” demanding an end to the at-large Council election system. In response to that letter, on April 6, 2022 the City Council discussed its options and unanimously adopted Resolution 7393, indicating its intent to change the election system from at-large to by-district elections. Given the litigation risk and associated financial impact on the City, the City Council asked to enter into a settlement agreement with Mr. Dominguez and directed staff to move the districting process forward. The criteria to comply with all legal requirements to establish council district boundaries is spelled out in California law and in the Council’s adopted Resolution 7393. To date, the settlement agreement has yet to be signed by Mr. Dominguez.

On May 4, 2002, Council provided staff direction to work with the City’s existing public relations firm and to utilize our contract with BB&K law firm to select a qualified demographer.

Through that process, National Demographics Corporation (NDC), was selected. Daniel Phillips, PhD, from NDC will provide Council with an initial presentation regarding the process for developing options for City Council voting districts to be implemented in November, 2024, and will seek direction from Council and the public regarding any optional criteria you may want to consider in the development of voting district options. 131
ANALYSIS:

As required by Elections Code Section 10010, the City will hold at least two (2) public hearings and a community workshop prior to the release of draft maps of Council election districts, followed by a community workshop and two additional Council hearings to solicit public input regarding the content of the draft maps and the proposed sequence of elections. Then an additional public hearing will be held prior to the approval of an ordinance implementing a Council election district map.

Today’s hearing partially fulfills the requirement of California Elections Code Section 10010 that states:
“(1) Before drawing a draft map or maps of the proposed boundaries of the districts, the political subdivision shall hold at least two public hearings over a period of no more than thirty days, at which the public is invited to provide input regarding the composition of the districts.” The purpose of this public hearing is to inform the public about the districting process and to hear from the community on what factors should be taken into consideration while creating district boundaries. Additionally, this hearing will also be the public launch of the City’s online redistricting tool, provided by our districting consultant NDC. The online tool is available as a link from the City website or can be accessed directly at www.drawsantapaula.org.

The public is requested to provide input regarding communities of interest and other local factors that should be considered while drafting district maps. A community of interest is a neighborhood or group that would benefit from being in the same district because of shared interests, views, or characteristics. Possible community features include, but are not limited to:

School attendance areas;
Natural dividing lines such as major roads, waterways, train tracks, hills, or highways; Areas around parks and other neighborhood landmarks;
Common issues, neighborhood activities, or legislative/election concerns; and Shared demographic characteristics, such as:

Similar levels of income, education, or linguistic insolation; Languages spoken at home; and
Single-family and multi-family housing unit areas.

Additionally, the City must ensure compliance with the following state and federally-mandated criteria:

Federal
Each district shall contain a nearly equal population.

Each district shall be drawn in a manner that complies with the Federal Voting Rights Act.

Each district shall not be drawn with race as the predominant factor in violation of the principles established by the U.S. Supreme Court in Shaw v. Reno, 509 U.S. 630 (1993), and its progeny.

State
132
Each district shall be contiguous.

Each district should avoid dividing neighborhoods and communities of interest.

Each district should be bordered by easily identifiable boundaries such as major roads or rivers.

Each district should be compact.

Districts shall not be drawn to favor or disfavor a political party.

It should also be noted that in addition to the legal criteria, City Council may choose to adopt optional criteria to be used in the development of the districts. Optional criteria varies by community; some direct that specific criteria be used in addition to the legal criteria, others use only the legal criteria. Examples of NDC-provided optional criteria that have been used in other communities are as follows:

The boundaries of the districts may consider avoiding pairing two or more incumbents in a single district, insofar as this does not conflict with the constitution and laws of the State of California and the United States.

To maintain a longer-term population balance, districts known to be areas of higherthan-average population growth following redistricting may be under-populated within the population deviation amounts allowed by law.

The boundaries of the districts may comply with such other factors which become known during the redistricting process and are formally adopted by the City Council.

The City Council may choose to include some, all or none of these criteria, or may choose to come up with unique criteria that Council believes is applicable to Santa Paula. In addition, members of the community may suggest criteria that the Council may want to consider.

Once the City Council has established the criteria, NDC will use the legal and optional criteria to develop at least three district options for the public and the City Council to consider. There will be several community forums where the district options are discussed in addition to public forums and public hearings prior to the adoption of the districts. The preliminary schedule that NDC has proposed to maintain this timeline is as follows:

Date* Location & Documents
August 3, 2022 at 6:30pm
First Public Hearing
City Hall, 970 E Ventura Street, Santa Paula,
CA 93060
August 17, 2022 at 6:30pm
Second Public Hearing
City Hall, 970 E Ventura Street, Santa Paula,
CA 93060
September 14, 2022 at 6:00pm
Community Workshop
Santa Paula Cultural Arts Building @ The
Santa Paula Community Center
530 W Main Street, Santa Paula, CA 93060
January 6, 2023 by 11:59pm
Deadline for the public to submit maps for
consideration at the January 18, 2023 public
hearing
133
January 11, 2023 by 5:00pm Draft maps to be posted to the website January 18, 2023 at 6:30pm
Third Public Hearing to review draft maps
City Hall, 970 E Ventura Street, Santa Paula,
CA 93060
January 21, 2023 at 10:00am
Community Workshop
Santa Paula Youth Center, Las Piedras Park
431 N 13th St, Santa Paula, CA 93060
February 1, 2023 at 6:30pm
Final deadline for the public to submit maps for
consideration
February 15, 2023 at 6:30pm
Fourth Public Hearing to adopt a map
City Hall, 970 E Ventura Street, Santa Paula,
CA 93060
March 1, 2023 at 6:30pm
City Council Meeting (Second Reading of
Ordinance)
City Hall, 970 E Ventura Street, Santa Paula,
CA 93060
April 2023 Deadline to adopt a map
*Subject to change
STRATEGIC PLAN:

This matter was not included in, nor anticipated by, the Council's Strategic Plan.

FISCAL IMPACTS:

In addition to the required payment of $34,000 to Mr. Dominguez should the settlement agreement be executed and which would be payable within 30 days of map adoption, the City will spend approximately $70,000 - $80,000 on the two consulting firms assisting the City in this highly specialized districting process. On May 4, the Council set aside $50,000 for anticipated expenses. An additional budget adjustment may become necessary at mid-year.

OPTIONS:

1. City Council could choose to delay this matter past the fall election cycle to minimize confusion and avoid workshops in the coming months. Doing so, however, could result in new demands from Mr. Dominguez as such a delay would be inconsistent with the Council's adopted Resolution on April 6.

ATTACHMENTS:

Exhibit A - Santa Paula Districting Public Hearing Presentation 134

EXHIBIT A -

SANTA PAULA PUBLIC

HEARING PRESENTATION
135
August 3, 2022
1 City of
Santa Paula
Transition to
District
Elections
Dr. Daniel Phillips
Consultant,
National Demographics
Corporation
136
2 Election Systems

1. “At Large”

2. “From District”

3. “By District”
August 3, 2022
The California Voting Rights Act
was written to specifically
encourage by-district elections
137
3 California Voting Rights Act (CVRA)
 Under the Federal Voting Rights Act (passed in 1965), a jurisdiction must fail 4 factual tests before it is in violation of the law.  The California VRA makes it significantly easier for plaintiffs to force jurisdictions into “by-district” election systems by eliminating two of the US Supreme Court Gingles tests:
 Can the protected class constitute the majority of a district?  Does the protected class vote as a bloc?
 Do the voters who are not in the protected class vote in a bloc to defeat the preferred candidates of the protected class?
 Do the “totality of circumstances” indicate race is a factor in elections?  Liability is now determined only by the presence of racially polarized voting August 3, 2022 138
4 CVRA Impact
 Switched (or in the process of
switching) as a result of CVRA:
 At least 240 school districts
 34 Community College Districts
 154 cities
 1 County Board of Supervisors
 35 water and other special districts.
 Cases So Far:
 Palmdale, Santa Clara and Santa Monica
went to trial on the merits. Palmdale and
Santa Clara lost. Santa Monica is awaiting
a decision.
 Modesto and Palmdale each spent about
$1.8 million on their defense (in addition
to the attorney fee awards in those
cases).
 Santa Monica has spent an estimated $7
million so far. Plaintiffs in Santa Monica
requested $22 million in legal fees after
the original trial.
 Key settlements:
 Palmdale: $4.7 million
 Modesto: $3 million
 Highland: $1.3 million
 Anaheim: $1.1 million
 Whittier: $1 million
 Santa Barbara: $600,000
 Tulare Hospital: $500,000
 Camarillo: $233,000
 Compton Unified: $200,000
 Madera Unified: about $170,000
 Hanford Joint Union Schools:
$118,000
 Merced City: $42,000
 An estimated $16 million in total
settlements and court awards so far.

August 3, 2022 139
5 Transition Process
August 3, 2022
Step Description
Two pre-draft hearings:

Aug. 3 & 17, 2022
Held prior to the release of draft plans.

Purpose is to educate on the process and to solicit input on the neighborhoods and communities of interest in the City.

Public workshop:

Sep. 14, 2022
Training on public mapping tools and guidance on drawing maps.

Deadline to submit
draft maps:

Jan. 6, 2023
Deadline for the public to submit draft maps for consideration at the first hearing on draft plans.

Release draft plans:

Jan. 11, 2023
Draft plans posted to the website. All draft plans to be considered must be posted at least 7 days prior to the first post-draft hearing.

Two post-draft
hearings:

Jan. 18 & Feb. 15, 2023
Purpose is to present, discuss, and, if necessary, revise the draft plans, and to discuss the election sequence.

Public workshop:

Jan. 21, 2023
Forum to receive public feedback on draft maps.

Plan adoption:

Mar. 1, 2023
Plan adopted via ordinance.

Final plan must be posted at least 7 days prior to adoption. 140
6 Rules and Goals for Drawing Districts
August 3, 2022
 Equal Population
 Federal Voting
Rights Act
 No Racial
Gerrymandering

1. Federal Laws 2. California Criteria for
Cities

1. Geographically contiguous

2. Undivided neighborhoods
and “communities of
interest”
(Socio-economic geographic areas that
should be kept together)

3. Easily identifiable
boundaries

4. Compact
(Do not bypass one group of people
to get to a more distant group of
people)
Prohibited:
“Shall not favor or discriminate against a political
party.”

3. Other Traditional Districting
Principles
 Respect voters’ choices /
continuity in office
 Future population growth
141
7 Demographic
Summary
August 3, 2022
All data
presented are
the official and
most current
available.

Each of the
5 districts
must contain
about
6,150 people.

Category Field Count Pct Category Field Count Pct
2020 Adjusted Pop. 30,772 age0-19 9,745 32%
2020 Census Pop. 30,657 age20-60 15,630 51%
Hisp 25,145 82% age60plus 5,165 17%
NH White 4,712 15% immigrants 8,520 28%
NH Black 121 0% naturalized 2,743 32%
Asian-American 284 1% english 10,083 36%
Total 16,024 spanish 17,663 63%
Hisp 11,510 72% asian-lang 43 0%
NH White 4,071 25% other lang 170 1%
NH Black 68 0% Language Fluency Speaks Eng. "Less
than Very Well" 7,631 27%
Asian/Pac.Isl. 256 2% hs-grad 9,454 51%
Total 14,301 bachelor 1,625 9%
Latino est. 10,287 72% graduatedegree 947 5%
Spanish-Surnamed 9,432 66% Child in Household child-under18 3,491 40% Asian-Surnamed 84 1% Pct of Pop. Age
16+ employed 13,063 58%
Filipino-Surnamed 149 1% income 0-25k 1,617 18%
NH White est. 4,406 31% income 25-50k 2,024 23%
NH Black 55 0% income 50-75k 1,799 20%
Total 11,215 income 75-200k 3,016 34%
Latino est. 7,751 69% income 200k-plus 335 4%
Spanish-Surnamed 7,116 63% single family 7,158 77%
Asian-Surnamed 64 1% multi-family 2,175 23%
Filipino-Surnamed 108 1% rented 4,219 48%
NH White est. 3,760 34% owned 4,572 52%
NH Black 41 0%
Total 7,410
Latino est. 4,651 63%
Spanish-Surnamed 4,315 58%
Asian-Surnamed 32 0%
Filipino-Surnamed 53 1%
NH White est. 2,887 39%
NH Black est. 27 0%
Voter Turnout
(Nov 2018)
City of Santa Paula
Language spoken at
home
Total population data from the 2020 Decennial Census. Surname-based Voter Registration and Turnout data from the California Statewide Database. Latino voter registration and turnout data are Spanish-surname counts adjusted using Census Population Department undercount estimates. NH White and NH Black registration and turnout counts estimated by NDC. Citizen Voting Age Population, Age, Immigration, and other demographics from the 2016-2020 American Community Survey and Special Tabulation 5-year data.

Housing Stats
Household Income
Education (among
those age 25+)
Total Pop Immigration
Citizen
Voting Age
Pop
Age
Voter
Registration
(Nov 2020)
Voter Turnout
(Nov 2020)
142
August 3, 2022 8
Demographic Summary
Category Field Count Pct
2020 Adjusted Pop. 30,772
2020 Census Pop. 30,657
Hisp 25,145 82%
NH White 4,712 15%
NH Black 121 0%
Asian-American 284 1%
Total 16,024
Hisp 11,510 72%
NH White 4,071 25%
NH Black 68 0%
Asian/Pac.Isl. 256 2%
Total Pop
Citizen
Voting Age
Pop
City of Santa Paula
143
9 Latino CVAP
August 3, 2022
Latinos are heavily concentrated
throughout the city, especially in
the central part.

There are no significant
concentrations of other
protected classes.
144
10 Defining Neighborhoods
1st Question: What is your neighborhood?
2nd Question: What are its geographic boundaries?
Examples of physical features defining a neighborhood boundary:
 Natural neighborhood dividing lines, such as highway or major roads, rivers, canals and/or hills
 Areas around parks or schools
 Other neighborhood landmarks
In the absence of public testimony, planning records and other similar documents may provide definition.

August 3, 2022 145
11 Defining Neighborhoods
August 3, 2022 146
12 Defining Neighborhoods
August 3, 2022 147
13 Defining Neighborhoods
August 3, 2022 148
14 Beyond Neighborhoods:

Defining Communities of Interest
1st Question: What defines your community?
 Geographic Area, plus
 Shared issue or characteristic
 Shared social or economic interest
 Impacted by city policies
 Tell us “your community’s story”
2nd Question:

Would this community benefit from being “included within a single district for purposes of its effective and fair representation”?  Or would it benefit more from having multiple representatives? August 3, 2022
Definitions of Communities of Interest may not include relationships with political parties, incumbents, or political candidates. 149
15 Defining Communities of Interest
August 3, 2022
Renters are concentrated in the center of the city, as are those who live in apartments.
150
16 Defining Communities of Interest
August 3, 2022
Lower earners are concentrated in the center of the city, as are those who did not graduate high school.
151
17 Defining Communities of Interest
August 3, 2022
Spanish speakers are concentrated in the center of the city, while those with a child at home are more in the north-center. 152
18 Public Mapping and Map Review Tools
 Different tools for different purposes
 Different tools for different levels of comfort and
interest, found at DrawSantaPaula.org
 Draw your own districts on a simple paper map:

Paper Participation Kit
 Draw your own districts with an easy-to-use online map tool:

Dave’s Redistricting App
 Explore the city’s demographics and review draft maps once they are posted:

Interactive Review Map
August 10, 2021 153
19 Public Hearing & Discussion
 What are the neighborhoods and communities of interest in the city that should be kept together in one district?
 Would the downtown area be better represented by multiple councilmembers, or should it be kept together in one district?  What features in the city could serve as easily identifiable boundaries for districts?
 Would you like respecting voters’ choices / continuity of office to be a consideration when drawing boundaries?
 Would you like future growth to be a consideration, and if so, would you rather that growth be concentrated in one
(underpopulated) district or spread across multiple districts? August 3, 2022 154

CITY OF SANTA PAULA

MEMORANDUM
To: Honorable Mayor and Members of the City Council
From: Clete Saunier, Public Works Director
Subject: SOLID WASTE FRANCHISE AGREEMENT BETWEEN THE CITY OF

SANTA PAULA AND ATHENS SERVICES
Date: August 3, 2022
Agenda Item: 11.A
RECOMMENDATION:

Staff recommends that the City Council:

1. Adopt Resolution 7405 Awarding an Exclusive Solid Waste Franchise Agreement to Athens Services, in a form approved by the City Attorney and direct Staff to initiate the Proposition 218 process.

Prepared by:

Clete J. Saunier, Public Works Director
Christy Ramirez, Finance Director
Joseph Alvarado, Public Works Management Analyst
Kimberly Nilsson, Solid Waste Solutions, Inc.

BACKGROUND:

Prior to 2011, the City of Santa Paula Public Works Department provided solid waste collection services. In 2011, the City Council directed staff to solicit proposals for a non-exclusive solid waste franchise agreement. The City awarded a five-year contract to Crown Disposal, Inc. (Crown). In 2014, Crown ceased its trash collection service obligation to the City. Since then, the City has approved and consented to two separate assignments of the agreement. The first to Recology in 2014, and the second to Athens Services in 2017. Since then, the City and Athens have entered into six separate amendments extending the franchise agreement terms.

The Council approved the Sixth Amendment on June 1, 2022 extending the existing agreement until September 30, 2022.

The State of California enacted the following three important solid waste laws: AB 341, AB 1826 and SB 1383 that have long-term impacts on municipal solid waste collection services. In 2011, AB 341 (Mandatory Commercial/Multi-family Recycling) was enacted requiring California businesses and multi-family units that generate four or more cubic yards of solid waste per week to arrange for recycling services. In 2014, AB 1826 (Mandatory Commercial/Multi-Family 155
Organics) was enacted requiring California businesses and multi-family units to recycle their organic waste (grass and food waste/soiled scraps). In 2016, SB 1383 (Short Lived Climate Pollutants) was enacted with many provisions, including but not limited to, a 75% reduction of statewide organics waste disposal, a 20% or greater edible food recovery for human consumption requirement and adoption of provisions in compliance with SB 1383 by City ordinance. In December 2021, the City Council adopted Ordinance 1313 in compliance with the requirements of SB 1383.

A February 2021 publication by the League of California Cities indicated California cities of every size anticipate solid waste and recycling rate increases over the next three years. Of the 149 cities surveyed, nine out of ten cities indicated their rates are increasing, with more than seven out of ten anticipating a 1 to 20 percent rate increase. SB 1383 implementation costs and lack of associated infrastructure are the top factors for rate increases.

Since August 2021, the City and Athens have been negotiating the terms of a final solid waste franchise agreement. In September 2021, the City Council appointed two Council members (Crosswhite & Araiza) to serve on an ad-hoc committee assisting staff with these negotiations.

The negotiation process has addressed all required terms and conditions including provisions in compliance with State solid waste laws, financially beneficial concessions and related waste collection and hauling rates over a 25-year agreement term.

The new rates associated with the solid waste franchise agreement cannot be collected until completion of a Proposition 218 process notifying all Santa Paula citizens of the proposed new rates concluding with a majority protest public hearing no less than 45 days later. Assuming the Council approves the proposed solid waste franchise agreement at its August 3, 2022 regular meeting and a majority of affected citizens do not protest the new rates at this hearing, they will go into effect on October 1, 2022.

ANALYSIS:

As a result of SB 1383 and the upcoming expiration of the current franchise, the City has been negotiating with Athens regarding a successor franchise. The Council-appointed ad-hoc committee, with staff’s assistance have reached a tentative final agreement with Athens. The new franchise agreement provides extensive benefits to the City and the community, albeit at an increased cost to customers. The ad-hoc committee and staff worked hard to balance those considerations with Athens so as to minimize cost increases while still achieving other important community benefits.

Below is a comparison of the terms and provisions of the City’s existing agreement versus the new proposed agreement:

ISSUE Current Agreement New Agreement
Type of Agreement Non-Exclusive Franchise Exclusive Franchise Term 5 years + two 5 year
extensions (modified by
assignments with Recology
and Athens)
25 years + two 5 year
extensions
156
Escalation: CPI
Increase
100% CPI annually Years 2-6: Fixed 6.9%
Year 7: Fixed 4.0%
Year 8 Forward: 100% CPI
with 7% max annually with
meet and confer for 2
consecutive years >7%
Other Increases Solid Waste Rate Adjustments
for operational cost increases
Extraordinary Adjustment to
Maximum Service Rates for
operational increases,
changes in law.

Franchise Fee 5% gross receipts 5.25% gross receipts for commercial and industrial

9.25% gross receipts for
residential and multi-family
Solid Waste Fee (Act) 5% gross receipts 5% gross receipts Stormwater Fee 4.5% gross receipts 4.5% gross receipts
Household Hazardous
Waste Fee
$0.50/customer/month $0.50/customer/month
Community Fee N/A $50,000 per year, increasing
$5,000 every 5 years starting
2028.

Diversion 65% Contract according to State
Law. Currently 50%
Carts Color not defined New Carts in compliance with
SB 1383 colors. Bins to be
painted.

Collection Vehicles No provision Beginning Year 6, Average Fleet age < 10 years, no
single vehicle > 13 years
Bulky Item Collection 2 events per year 2 events per year Bundled Service per
Ord 1313 all sectors.

N/A, not required prior to
1/1/2022
Included Trash, Recycle and
Organics service mandatory
City facility service Billed to City No charge to City
Organic waste
processing capacity
N/A Confirmed for contract term
City Clean up service 10 collections per year 10 collections per year Public Trash Containers 150 locations 2-3 times weekly 205 locations 2+ times weekly Street Sweeping Not included/Separate Contract Included-at no cost to City Household /hazardous
Waste Events
N/A 2 per year at no cost to City
E-Waste Events N/A 2 per year at no cost to City
Downed Trees N/A Roll-offs to be provided to
support City’s clean-up and
removal of downed trees
Illegal Dumping N/A Service 50 illegal dumping
clean-up requests per year at
no cost to City
157
Performance Reviews City pays 100% Athens to participate in performance reviews and pay
50% of the cost of such
reviews.

On July 25, 2022, the City and Athens reached agreement on the language contained in the final solid waste franchise agreement (Exhibit A). This agreement takes into account the establishment of proposed customer rates across all service categories (Exhibit B), a rate review provision, and all cost associated with the implementation of SB1383.

The primary highlights of the new agreement are as follows:
 Transitions from a non-exclusive to an exclusive franchise agreement. Meaning Athens Services is the only authorized solid waste service provider within the City limits.  Implements all required SB 1383 program requirements as defined by CalRecycle and City Ordinance 1313. This includes mandatory organic service to all sectors (residential, multi-family, commercial and industrial), contamination monitoring and reporting, and required outreach to affected customers.
 Modifies franchise and related fees. The new franchise agreement includes a 5.25% franchise fee for commercial customers and industrial (Roll-Off Services) customers, a

9.25% franchise fee for residential and multi-family customers, a 5% solid waste management fee, a 4.5% stormwater quality fee and a $0.50 per customer per month household hazardous waste fee. These fees are based on the reasonable cost of providing the service or regulatory programs or franchise fees that are reasonably related to the value of the rights provided in the agreement.
 A significant portion of all franchise fees collected on an annual basis will be allocated for annual street maintenance and paving improvements in consideration of the impacts of trash trucks on local roads.
 Incorporates all street sweeping services in compliance with State Water Quality Control Board requirements currently paid by the City under a separate contract.  Provides an initial payment of $75,000 to the City to recover its costs for preparing, reviewing, analyzing and awarding the Agreement.
 Provides $50,000 of support to City schools and the community each year over the 25- year agreement term. This amount will increase $5,000 on July 1, 2028 and every five years thereafter.
 Diversion requirements are in accordance with the CalRecycle mandates. This is currently 50% overall with the Green Building Code requiring 65% diversion on construction and demolition debris recycling.
 Self-Haul of material by contractors and residents is allowed if a Self-Haul permit is on file and diversion reporting is submitted to the Public Works Department.  Athens Services must supply new single-family carts in the SB 1383 defined colors of Black/grey for trash, blue for recycling and green for organics.  Athens Services must provide newly painted collection containers using the same colors as defined in the residential sector.
 City services have been enhanced to include the provision of roll-off containers for clean ups, including homeless encampments, and downed trees, assist with identifying illegal dumping sites and subsequent collections.
158
 Athens must staff a Sustainability/Compliance Representative to conduct site visits and provide outreach and education in support of meeting Franchise and CalRecycle Diversion requirements.
 Athens must at its own expense prepare, submit and implement an annual Sustainability and Compliance Plan in accordance with the Franchise Agreement.

Contract Term
This is an exclusive solid waste franchise agreement with a 25-year term and an option for two, 5-year extensions. Assuming an effective date of October 1, 2022, the contract will expire September 30, 2047. As a comparison, the chart below lists the contract and extension terms for surrounding Ventura County Cities.

City Term Extensions
Camarillo 10 (3) – 5 year terms
Fillmore 10 (3) – 5 year terms
Moorpark 12 None
Ojai 10 (3) – 5 year terms
Simi Valley N/A N/A
Thousand Oaks 15 (2) – 5 year terms
Ventura 10 (3) – 5 year terms
Current Rates vs. Initial Proposed Rates:

The chart below presents the bundled, residential service monthly rates and most common commercial service monthly rate (1-3-1, or one, 3 cubic-yard bin serviced once per week) comparing the current agreement with the initial year of the proposed agreement:

Bundled
Cart Service
Current
Contract
Proposed
First Year
Difference
(Increase)
32 Gallon $17.19 $26.65 $9.46
64 Gallon $22.13 $29.55 $7.42
96 Gallon $27.05 $33.39 $6.34
1-3-1 Commercial $263.63* $265.88 $2.25
 Note: There is no 1-3-1 Bundled Rate under the current contract. This rate was calculated by adding together the 1-3-1 Commercial Cart Service Rate ($55.51), the Refuse & Organics Rate ($118.92) and the Recycling Rate ($89.20). Total is $263.63.

As previously noted and incorporated into the proposed first year rates above, the commercial rate incorporates a 5.25% franchise fee and the residential rates incorporate a 9.25% franchise fee.

Annual Escalation Based Upon CPI
This agreement provides for a fixed 6.9% annual increase for years 2-6 and a fixed 4.0% increase for year 7. Beginning year 8 forward, the allowable annual increase in rates is based 159
upon 100% of the difference in average annual CPI for the two preceding years, with no floor and a 7% cap, except wherein there are two consecutive years with a CPI exceeding 7%. Under that situation, the City and Athens will meet and confer on a rate increase exceeding the 7% cap.

City CPI Rate* CPI Floor CPI Cap
Camarillo 80% of CPI 0% 4%
Fillmore CPI + 1% 0% 4%
Moorpark 70% of CPI None None
Ojai 80% of CPI 0% 4%
Simi Valley 70% of CPI None None
Thousand Oaks CPI 1% 4%
Ventura 80% of CPI 0% 5%
 Note: With the exception of Thousand Oaks, the cities identified above include disposal, processing, and other operational cost pass-throughs. The proposed agreement only permits extraordinary rate adjustments for changes in scope and law.

Rate Reviews and 50th Percentile
Given the length of the franchise terms (25 years), the use of full CPI, and a higher CPI cap (7%) than most peers, the ad-hoc committee worked diligently to ensure a process was in place should Santa Paula rates begin to exceed others in Ventura County. Beginning on the tenth anniversary date of the Agreement and every year thereafter, the City may therefore conduct a survey of bundled solid waste rates. If the survey reveals that the City’s net rates as determined by the chart below are above the 50th percentile as established by any government entity providing similar services within Ventura County, the City and Athens agree to meet and confer to discuss the survey results and consider a reduction of customer rates. This methodology does not take into consideration any other benefits provided to other cities as noted earlier in this report. Any adjustment must be agreed to by the City and Athens prior to implementation.

The following table describes the rate review methodology.

RATE REVIEW METHODOLOGY
Notes[i]
1 Current Gross Rate Apply residential and commercial rates for Similar Services[ii] 2 (Less Fixed Fees) Subtract fixed fees as applicable
“Adjusted Gross Rate” All fixed fees must be deducted from the Gross Rate prior to applying the percentage-based fees
3 Multiply by “Percent Fees” Calculate as follows: 100.00% - (Percent Fees) Customer Rate If Customer Rate = 50th percentile, parties to engage in meet and confer as specified in Section 4.08 of the Agreement Customer Rate If Customer Rate = 50th percentile, parties to engage in meet and confer as specified in Section 4.08 of the Agreement Proposition 218 Process:
160
The cost of providing State mandated new programs and services and related concessions requested by Council has resulted in significantly higher waste collection and hauling rates as provided in the proposed solid waste franchise agreement. If the City Council approves the franchise agreement as presented in Resolution 7405 (Exhibit A) and the corresponding service rates (Exhibit B), then a Proposition 218 process must be initiated culminating in a protest hearing at a future public meeting. Upon approval of the agreement and initiation of the Proposition 218 process, the protest hearing is anticipated to occur at the September 21, 2022 regular meeting.

After almost one year of contract negotiations with Staff and the Ad Hoc Committee, Athens’ representatives are asserting the proposed 25-year agreement (Exhibit A) and the associated rates (Exhibit B) will satisfy all financial requirements related to Athens’ operational costs and financial projections, compliance with all current CalRecycle requirements, and all City requested provisions and concessions. Staff is requesting Council consideration of Athens’ assertions and if favorable to Council, approval of Resolution 7405 Awarding an Exclusive Solid Waste Franchise Agreement to Athens Services and to direct Staff to initiate the Proposition 218 process. If Council approves Resolution of 7405, the Proposition 218 protest hearing would be scheduled for September 21, 2022.

City Staff offered Athens Services the opportunity to present their position in a letter to the City Council supporting Council’s approval of the solid waste franchise agreement. This letter is attached as Exhibit C. Athens Services has also confirmed to staff that members of their negotiating team will be present at this Council meeting to address the terms of the proposed solid waste franchise agreement and answer all questions from the City Council.

STRATEGIC PLAN:

The approval of this agenda item does not directly address the strategic goals within the City's adopted Strategic Plan.

FISCAL IMPACTS:

Athens has provided an estimate of the fiscal benefit to the City via this contract. This includes an increase of $588,903 in franchise fees, $137,273 in street sweeping savings, $75,000 as a one-time reimbursement, and $50,000 in contributions to the Community.

OPTIONS:

The Council has the following available alternative options to Staff’s recommendations:

1. Do not Adopt Resolution 7405 Awarding an Exclusive Solid Waste Franchise Agreement to Athens Services and direct staff to continue negotiating with Athens. This would require Athens agreeing to extend the current franchise agreement (Amendment 6) past September 30, 2022.

2. Do not Adopt Resolution 7405 Awarding an Exclusive Solid Waste Franchise Agreement to Athens Services and direct staff to obtain bids from other qualified waste collection haulers and award a short-term contract to the lowest responsive bidder. This action is not desirable, but would be necessary in order to avoid an interruption in citywide waste 161
collection service after the Sixth Amendment with Athens Services expires on September 30, 2022. The contract term would need to be long enough to provide sufficient time for the City to solicit competitive bids for a long-term waste collection services contract.

ATTACHMENTS:

Exhibit A: Resolution 7405 Solid Waste Franchise Agreement with Athens Services Exhibit B: Solid Waste Collection Rates
Exhibit C: July 28, 2022 Athens Services Letter to Council 162

EXHIBIT A
Resolution 7405
163
RESOLUTION NO. 7405

A RESOLUTION GRANTING AN EXCLUSIVE FRANCHISE AGREEMENT

FOR RESIDENTIAL, COMMERCIAL, INDUSTRIAL AND MULTI-FAMILY

RESIDENTIAL SOLID WASTE COLLECTION
The City Council for the City of Santa Paula does resolve as follows:

SECTION 1: The City Council finds and declares as follows:

A. Public Resources Code section 40059 authorizes cities to award exclusive franchises for the collection of solid waste, and to determine the procedure by which such franchises will be awarded;
B. The City may award an exclusive franchise pursuant to Ordinance No. 1313, which amended Santa Paula Municipal Code Chapter 50, titled “Integrated Waste Management,” effective December 31, 2021 as required by Senate Bill 13830; C. Athens Service (Athens) currently provides solid waste collection services under the terms and conditions of a non-exclusive franchise agreement;
D. City staff and Athens representatives undertook good faith negotiations which resulted in a new franchise agreement that enhances the services provided by Athens and reflects current best practices; and
E. The City Council believes that it is in the best interest of the City to enter into a new franchise agreement as set forth in this Resolution.

SECTION 2: The City Council of the City of Santa Paula hereby approves and awards the Exclusive Collections Services Agreement (“Agreement”) between the City and Arakelian Enterprises, Inc. d/b/a Athens Services, attached to as Exhibit “A” and incorporated by this reference. The Mayor is authorized to sign the Agreement subject to approval as to form by the City Attorney.

SECTION 3: The City Clerk is directed to certify the adoption of this Resolution.

SECTION 4: This Resolution will become effective immediately upon adoption.

PASSED AND ADOPTED this ___th day of August, 2022
Jenny Crosswhite, Mayor
ATTEST:
164
Julie Latshaw, City Clerk
APPROVED AS TO FORM:

Monica Castillo, interim City Attorney
APPROVED AS TO CONTENT:

Dan Singer, City Manager
165
Exhibit A: Exclusive Collections Services Agreement between the City of Santa Paula and Athens Services
166

EXCLUSIVE COLLECTION SERVICES AGREEMENT
Executed Between the
City of Santa Paula
and
Arakelian Enterprises, Inc.
d/b/a Athens Services
August ___, 2022
167

TABLE OF CONTENTS
Page
i
ARTICLE 1. DEFINITIONS........................................................................................... 1 ARTICLE 2. TERM OF AGREEMENT........................................................................ 14 ARTICLE 3. CONDITIONS GOVERNING SERVICES PROVIDED BY
CONTRACTOR ...................................................................................... 15 ARTICLE 4. BILLING, CHARGES AND RATES......................................................... 25 ARTICLE 5. DIVERSION REQUIREMENTS .............................................................. 28 ARTICLE 6. SERVICE UNIT TYPES.......................................................................... 30 ARTICLE 7. SFD SERVICE........................................................................................ 31 ARTICLE 8. COMMERCIAL SERVICE....................................................................... 37 ARTICLE 9. MULTI- FAMILY DWELLING SERVICE WITH INDIVIDUAL CARTS (MFD-I) ................................................................................................... 45 ARTICLE 10.MULTI-FAMILY DWELLING WITH CENTRALIZED BIN SERVICE (MFD-C).................................................................................................. 46 ARTICLE 11.CITY SERVICES .................................................................................... 46 ARTICLE 12.ADDITIONAL SERVICES ....................................................................... 48 ARTICLE 13.COLLECTION ROUTES......................................................................... 49 ARTICLE 14.MINIMUM PERFORMANCE AND DIVERSION STANDARDS............... 49 ARTICLE 15.COLLECTION EQUIPMENT................................................................... 51 ARTICLE 16.CONTRACTOR’S OFFICE ..................................................................... 54 ARTICLE 17.CONTRACTOR SUPPORT SERVICES................................................. 55 ARTICLE 18.EMERGENCY SERVICE........................................................................ 60 ARTICLE 19.RECORD KEEPING AND REPORTING REQUIREMENTS................... 61 ARTICLE 20.NONDISCRIMINATION .......................................................................... 67 ARTICLE 21.SERVICE INQUIRIES AND COMPLAINTS............................................ 67 ARTICLE 22.QUALITY OF PERFORMANCE OF CONTRACTOR.............................. 68 ARTICLE 23.PERFORMANCE BOND......................................................................... 70 ARTICLE 24.INSURANCE........................................................................................... 70 ARTICLE 25.HOLD HARMLESS AND INDEMNIFICATION........................................ 73 ARTICLE 26.DEFAULT OF AGREEMENT.................................................................. 75 ARTICLE 27.MODIFICATIONS TO THE AGREEMENT.............................................. 77 ARTICLE 28.LEGAL REPRESENTATION .................................................................. 78 ARTICLE 29.CONFLICT OF INTEREST ..................................................................... 79 168

TABLE OF CONTENTS
(continued)
Page
ii
ARTICLE 30.CONTRACTOR’S PERSONNEL ............................................................ 79 ARTICLE 31.EXEMPT WASTE ................................................................................... 79 ARTICLE 32.INDEPENDENT CONTRACTOR............................................................ 79 ARTICLE 33.LAWS TO GOVERN ............................................................................... 80 ARTICLE 34.CONSENT TO JURISDICTION .............................................................. 80 ARTICLE 35.ASSIGNMENT........................................................................................ 80 ARTICLE 36.COMPLIANCE WITH LAWS................................................................... 81 ARTICLE 37.PERMITS AND LICENSES..................................................................... 81 ARTICLE 38.OWNERSHIP OF WRITTEN MATERIALS ............................................. 81 ARTICLE 39.WAIVER.................................................................................................. 82 ARTICLE 40.POINT OF CONTACT............................................................................. 82 ARTICLE 41.NOTICES................................................................................................ 82 ARTICLE 42.TRANSITION TO NEXT CONTRACTOR ............................................... 82 ARTICLE 43.CONTRACTOR’S RECORDS ................................................................ 83 ARTICLE 44.ENTIRE AGREEMENT........................................................................... 84 ARTICLE 45.SEVERABILITY ...................................................................................... 84 ARTICLE 46.RIGHT TO REQUIRE PERFORMANCE................................................. 84 ARTICLE 47.ALL PRIOR AGREEMENTS SUPERSEDED ......................................... 84 ARTICLE 48.HEADINGS............................................................................................. 84 ARTICLE 49.EXHIBITS ............................................................................................... 85 ARTICLE 50.ATTORNEY’S FEES............................................................................... 85 ARTICLE 51.SIGNATURES ........................................................................................ 85 169
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EXCLUSIVE COLLECTION SERVICES AGREEMENT
This Exclusive Collection Services Agreement (“Agreement”) is effective as of October 1, 2022 (“Effective Date”), and is between the City of Santa Paula, a general law city of the State of California, referred to as "City" and Arakelian Enterprises, Inc. d/b/a Athens Services referred to as "Contractor".

Now, therefore, in consideration of the mutual covenants, agreements and consideration contained in this Agreement, City and Contractor agree as follows:

Article 1. Definitions
For the purpose of this Agreement, the definitions contained in this Article apply unless otherwise specifically stated. When not inconsistent with the context, words used in the present tense include the future, words in the plural include the singular, and words in the singular include the plural. Use of the masculine gender includes the feminine gender.

The meaning of terms or words not defined in this Article will be as commonly understood in the solid waste collection services industry when the common understanding is uncertain.

1.01 AB 341. “AB 341” means State of California Assembly Bill No. 341 approved October 5, 2011. AB 341 requires businesses, defined to include commercial or public entities that generate more than 4 cubic yards of commercial solid waste per week or multifamily residential dwellings of 5 units or more, to arrange for recycling services and requires jurisdictions to implement a commercial solid waste recycling program.

1.02 AB 827. “AB 827” means State of California Assembly Bill No. 827 approved October 02, 2019. AB 827 requires businesses that are mandated to recycle under AB 341 (“MCR”) and/or mandated to recycle organics under AB 1826 (“MOR”) or SB 1383 and that provide customers access to the business, to provide customers with a recycling bin and/or organics collection bin for those waste streams that is visible, easily accessible, and adjacent to each bin or container for trash.

1.03 AB 939. “AB 939” or “The Act” means “The California Integrated Waste Management Act of 1989” codified in part in Public Resources Code §§ 40000 et seq, as it may be amended and as implemented by the regulations of the California Department of Resources Recycling and Recovery (CalRecycle), or its successor agency.

1.04 AB 1594. “AB 1594” means State of California Assembly Bill No. 1594 approved September 28, 2014. AB 1594 provides that as of January 1, 2020, the use of green material as Alternative Daily Cover does not constitute diversion through recycling and would be considered disposal.

1.05 AB 1826. “AB 1826” means State of California Assembly Bill No. 1826 approved September 28, 2014. AB 1826 requires each jurisdiction, on and after January 1, 2016, to implement an organic waste recycling program to divert from the landfill 170
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organic waste from businesses. Each business meeting specific organic waste or solid waste generation thresholds phased in over time, is required to arrange for organic waste recycling services.

1.06 Agreement Administrator. “Agreement Administrator” means the Public Works Director, or his or her designee, designated to administer and monitor the provisions of the Agreement.

1.07 Agreement Year. “Agreement Year” means each twelve (12) month period from October 1st to September 30th during the term of this Agreement.

1.08 Annual Rate Adjustment. “Annual Rate Adjustment” means the annual adjustment of rates by the percentage increase in CPI for the prior 12-month period (January 1 to December 31 of the current year), provided that the Annual Rate Adjustment shall not exceed seven percent (7%).

1.09 Applicable Law. “Applicable Law” means all federal, state and local laws, regulations, rules, orders, judgments, decrees, permits, approvals, or other requirement of any federal, state, county, city, and local governmental agency having jurisdiction over the collection and disposition of Solid Waste, including Recyclable Materials, Organic Waste, and Construction and Demolition Waste.

1.10 Bin. “Bin” means a metal or plastic waste container designed or intended to be mechanically serviced by a commercial front-end loader vehicle. It shall be designed to hold from one (1) to six (6) cubic yards of material with the lid properly closed. The specifications for Contractor-provided Bins are set forth in Exhibit 3.

1.11 Biohazardous or Biomedical Waste. “Biohazardous” or “Biomedical Waste” means any waste which may cause disease or reasonably be suspected of harboring pathogenic organisms; included is waste resulting from the operation of medical clinics, hospitals, and other facilities processing wastes which may consist of, but are not limited to, human and animal parts, contaminated bandages, pathological specimens, hypodermic needles, sharps, contaminated clothing and surgical gloves.

1.12 Brown Goods. “Brown Goods” means electronic equipment such as stereos, televisions, computers, VCR’s and other similar items collected from SFD Service Units.

1.13 Bundled Service. “Bundled Service” means collection services inclusive of at least one Container of the following: Garbage, Recycling, and Organic Waste.

1.14 Business Day. “Business Day” means any Monday through Friday, excluding any holidays as defined in Section 3.08.

1.15 Calendar Year. “Calendar Year” means each twelve (12) month period from January 1 to December 31.
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1.16 Cart. “Cart” means a heavy plastic receptacle with a rated capacity of at least twenty (20) and not more than one-hundred (100) gallons, having a hinged tightfitting lid and wheels, that is provided by Contractor, approved by the City, and used by Service Recipients for collection, accumulation, and removal of solid waste from commercial, industrial, or residential premises in connection with Collection Services. The specifications for Contractor-provided Carts are set forth in Exhibit 3.

1.17 CERCLA. “CERCLA” means the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. Sections 9601 and following, as may be amended and regulations promulgated thereunder.

1.18 Change in Law. “Change in Law” means any of the following events or conditions which has a material and adverse effect on the performance by the parties of their respective obligations under this Agreement (except for payment obligations), or on the siting, design, permitting, acquisition, construction, equipping, financing, ownership, possession, management operation or maintenance of the operating assets or providing the franchise service or other matters to which Applicable Law applies:

1.18.1 the enactment, adoption, promulgation, issuance, modification, or written change of or in Applicable Law, including but not limited to new or increased fees and charges imposed by the State of California or the U.S. Federal government, directly related to the collection, handling, processing, recycling or disposal of Solid Waste, or the enactment, adoption, promulgation, issuance, modification, or written change in administrative or judicial interpretation on or after Effective Date of any Applicable Law;

1.18.2 the order or judgment of any Governmental Body, on or after the Effective Date, to the extent such order or judgment is not the result of willful or negligent action, error or omission or lack of reasonable diligence of the City or of the Contractor, 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; or

1.18.3 the denial of an application for, delay in the review, issuance or renewal of, suspension, termination, interruption or imposition of a new or more stringent condition in connection with the issuance, renewal or failure of issuance or renewal on or after the Effective Date of any legal entitlement to the extent that such denial, delay, suspension, termination, interruption, imposition or failure materially and adversely interferes with the performance of this Agreement, of and to the extent that such denial, delay, suspension, termination, interruption, imposition or failure is not the result of willful or negligent action, error or omission or a lack of reasonable diligence of the City or of the Contractor, whichever is asserting the occurrence of a Change of Law; provided, however, that the contesting in good faith or failure in good faith to contest any such denial, delay, suspension, termination, interruption, imposition or failure shall not be construed as such a willful or negligent action, error or omission or lack of reasonable diligence.
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1.19 City. “City” means the City of Santa Paula, California.

1.20 City Collection Service. “City Collection Service” means City Solid Waste Collection Service, City Organic Waste Collection Service, and City Recycling Service.

1.21 City Facility. “City Facility(ies)” means any building or other site owned or leased by the City and occupied by more than seventy-five percent (75%) by employees or contractors of the City.

1.22 Code. “Code” means the Santa Paula Municipal Code.

1.23 Collection. “Collection” means the process whereby Residential, Commercial, and City Solid Waste are removed and transported to a Disposal Facility, Organic Waste Processing Facility or Materials Recycling (or Recovery) Facility as appropriate.

1.24 Collection Container. “Collection Container” means a Bin, Cart, or Roll-Off Container that is approved by the Agreement Administrator for use by Service Recipients for Collection Services under this Agreement.

1.25 Collection Services. “Collection Services” means Residential Collection Service, Commercial Collection Service, and City Collection Service.

1.26 Collection Vehicle. “Collection Vehicle” means a licensed vehicle that is approved by the Agreement Administrator for use by Contractor for the collection and hauling of Solid Waste.

1.27 Commercial Edible Food Generators. “Commercial Edible Food Generators” includes Tier One Commercial Edible Food Generators and Tier Two Commercial Edible Food Generators, or as otherwise defined in 14 CCR Section 18982(a)(7). For the purposes of this definition, Food Recovery Organizations and Food Recovery Services are not Commercial Edible Food Generators.

1.28 Commercial Collection Service. “Commercial Collection Services” means Commercial Garbage Collection Service, Commercial Organic Waste Collection Service, and Commercial Recycling Service. Specifically includes the following:

1.28.1 Commercial Garbage Collection Service. The Collection of Commercial Garbage by Contractor, from Commercial Service Units in the Service Area and the delivery of that Commercial Garbage to a Disposal Facility.

1.28.2 Commercial Organic Waste Collection Service. The Collection of Organic Waste, by Contractor, from Commercial Service Units in the Service Area, the delivery of those Organic Waste materials to an Organic Waste Processing Facility and the processing and marketing of those Organic Waste materials, and the disposal of all Commercial Organic Waste Processing Residue.
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1.28.3 Commercial Recycling Collection Service. The Collection of Recyclable Materials, by Contractor, from Commercial Service Units in the Service Area, the delivery of those Recyclable Materials to a Materials Recovery Facility and the processing and marketing of those Recyclable Materials, and the disposal of all Commercial Recyclable Materials Processing Residue.

1.29 Compactor. “Compactor” means any Roll-Off Container which has a compaction mechanism, whether stationary or mobile.

1.30 Complete Sweep. “Complete Sweep” means street sweeping along all curbs including Median Islands and the corners from any cross street intersecting the subject street. Does not include additional passes down the middle of lanes except to clean around curbed Median Islands and within striped center lanes.

1.31 Compost. “Compost” means the product resulting from the controlled biological decomposition of Organic Wastes that are source separated from the municipal waste stream, or which are separated at a centralized facility. Compost may also include the product of anaerobic digestion or other conversion technologies.

1.32 Composting. “Composting” means the controlled and monitored process of converting Organic Waste into Compost.

1.33 Construction and Demolition Waste. “Construction and Demolition Waste” or “C & D” means Solid Waste consisting of building materials, packaging and rubble resulting from construction, remodeling, repair, and demolition operations on pavement, residential, commercial or industrial premises, buildings, and other structures, and land clearing operations.

1.34 Consumer Price Index (CPI). “CPI” means the index sets published by the United States Bureau of Labor Statistics. The CPI set used to calculate the Maximum Service Rates is All Urban Consumers (CPI-U), Los Angeles-Long Beach-Anaheim.

1.35 Contaminant. “Contaminant” means any material that is placed in a waste stream intended for recycling, including organics, that cannot be recycled or reclaimed within the waste stream in which it is placed. A Contaminant of the Recycling stream is any material placed in that waste stream that cannot be recycled or reclaimed after processing. A Contaminant of the Green Waste stream is any material not normally produced from gardens or landscapes such as, but not limited to, brick, rocks, gravel, large quantities of dirt, concrete, sod, non-organic wastes, oil and wood or wood products, including but not limited to, stumps, diseased elms, and other diseased trees. A Contaminant of the Food Waste stream is any non-Food Waste material placed in that waste stream.

1.36 Contamination Notice. “Contamination Notice” means a form developed and used by Contractor, as approved by City, to notify Service Recipients of Contaminants in a Container.
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1.37 Contract Manager. “Contract Manager” means the Contractor representative identified in Section 22.03.

1.38 County. “County” means Ventura County, California.

1.39 Curb Miles. “Curb Miles” mean distance along one side of a paved street.

1.40 Customer Rates. “Customer Rates” means the portion of the rates charged to customers and received by Contractor for Similar Services not including fees otherwise paid to City as specified in Sections 3.05.1 through 3.05.5 or other fees paid to the City that may arise during the Term.

1.41 Dispose or Disposal. “Disposal” or “Dispose” means the final disposition of Solid Waste at a permitted Landfill or other permitted Solid Waste disposal facility, as defined in California Public Resources Code 40192.

1.42 Disposal Facility. “Disposal Facility” means the Toland Road Sanitary Landfill or such place or places specifically designated by the City for the disposal, or processing as appropriate, of Garbage, Residue, and other materials as appropriate and acceptable.

1.43 Dwelling Unit. “Dwelling Unit” means any individual living unit in a singlefamily dwelling, condominium, or town home (SFD), MFD Units, or building intended for, or capable of, being utilized for residential living.

1.44 Edible Food. “Edible Food” means food intended for human consumption.

For the purposes of this Agreement, Edible Food is not Solid Waste if it is recovered and not discarded. Nothing in this Agreement requires or authorizes the recovery of Edible Food that does not meet the food safety requirements of the California Retail Food Code.

If the definition in 14 CCR Section 18982(a)(18) for Edible Food differs from this definition, the definition in 14 CCR Section 18982(a)(18) shall apply.

1.45 Edible Food Recovery. “Edible Food Recovery” means the practice of gleaning or recovering edible food for human consumption that would otherwise go to waste from places such as, but not limited to, restaurants, grocery stores, produce markets, school cafeterias, or dining facilities and distributing it to local emergency food programs

1.46 Effective Date. “Effective Date” means the date designated in the Agreement as the effective date. If no such date is indicated, it shall mean the date on which the Agreement is signed and delivered by the last of the parties to sign and deliver.

1.47 Exempt Waste. “Exempt Waste” means Biohazardous or Biomedical Waste, Hazardous Waste, Sludge, automobiles, automobile parts, boats, boat parts, boat trailers, internal combustion engines, lead-acid batteries, dead animals, and those wastes under the control of the Nuclear Regulatory Commission. 175
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1.48 Food Recovery. “Food Recovery” means actions to collect and distribute Edible Food for human consumption which otherwise would be disposed, or as otherwise defined in 14 CCR Section 18982(a)(24).

1.49 Food Recovery Organization. “Food Recovery Organization” means an entity that primarily engages in the collection or receipt of Edible Food from commercial edible food generators and distributes that Edible Food to the public for Food Recovery either directly or through other entities, including: (i) a food bank as defined in Section 113783 of the Health and Safety Code; (ii) a nonprofit charitable organization; and (iii) a nonprofit charitable temporary food facility as defined in Section 113842 of the Health and Safety Code. If the definition in 14 CCR Section 18982(a)(25) for Food Recovery Organization differs from this definition, the definition in 14 CCR Section 18982(a)(25) shall apply.

1.50 Food Recovery Service. “Food Recovery Service” means a person or entity that collects and transports Edible Food from a commercial edible food generator to a Food Recovery Organization or other entities for Food Recovery, or is as otherwise defined in 14 CCR Section 18982(a)(26).

1.51 Food Waste. “Food Waste” means all putrescible solid, semisolid, and liquid food, such as, fruit, vegetables, cheese, meat, bones, poultry, seafood, bread, rice, pasta, and oils; coffee grounds and filters and tea bags; and any putrescible matter produced from human or animal food production, preparation, and consumption activities.

1.52 Franchise. “Franchise” means the right to provide exclusive Collection Services and other services as set forth in this Agreement.

1.53 Franchise Fee. “Franchise Fee” means that fee identified in Paragraph

3.05.3. 1.54 Garbage. “Garbage” means all putrescible and non-putrescible solid, semisolid and associated liquid waste, as defined in California Public Resources Code Section 40191. Garbage does not include Recyclable Materials, Organic Waste, Large Items, or Exempt Waste. Garbage must be generated by and at the Service Unit wherein the Garbage is Collected.

1.55 Green Waste. “Green Waste” means Solid Waste consisting of any vegetative waste generated from the maintenance or alteration of residential, commercial, or industrial premises including, but not limited to, grass clippings, leaves, tree trimmings, prunings, brush, weeds, flowers, herbs, and holiday trees

1.56 Gross Revenue. “Gross Revenue” means all monetary amounts actually collected or received by Contractor for the provision of Franchise services pursuant to this Agreement. Gross Revenue shall include all receipts from customers including late charges, contamination charges etc., including Solid Waste Management Fees, Franchise Fees and other fees owed to the City referenced in this Agreement. The term Gross Revenues, for purposes of this Agreement, does not include any revenues generated from the sale of Recyclable Material, compost product or energy, grants, cash awards or rebates resulting from the performance of this Agreement. 176
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1.57 Hazardous Waste. “Hazardous Waste” means a waste, or combination of wastes as defined by Code of Federal Regulations, Title 40.

1.58 Holiday. “Holiday” means those days of the year identified in Section 3.08.

1.59 Household Hazardous Waste. “Household Hazardous Waste” or “HHW” means that waste resulting from products purchased by the general public for household use which, because of its quantity, concentration or physical, chemical or infectious characteristics, may pose a substantial known or potential hazard to human health or the environment when improperly treated, disposed or otherwise managed, or, in combination with other Solid Waste, may be infectious, explosive, poisonous, caustic, toxic, or exhibit any of the characteristics of ignitability, corrosivity, reactivity, or toxicity as per California Code of Regulations Title 22, Division 4.5, Chapter 11, Section 66261.3

1.60 Large Green Waste. “Large Green Waste” means oversized Green Waste such as tree trunks and branches with a diameter of not less than six (6) inches and not more than two (2) feet and a length of not more than five (5) feet in its longest dimension, which are attributed to the normal activities of a SFD Service Unit. Large Green Waste must be generated by and at the SFD Service Unit where the Large Green Waste is Collected.

1.61 Large Items. “Large Items” or “Bulky Waste” means Solid Waste consisting of discarded white goods, furniture, tires, carpets, mattresses, and similar large items which do not fit in a regular Collection Container and require special handling due to their size but can be collected and transported without the assistance of special loading equipment (such as forklifts or cranes) and without violating vehicle load limits. It does not include abandoned automobiles and other vehicles, nor does it include items defined as Exempt Waste.

1.62 Materials Recovery Facility. “Materials Recovery Facility” (MRF) means a facility to which commingled Solid waste, Organic waste and Recyclable Materials are brought for separation into marketable Recyclables.

1.63 Materials Recycling Facility. Same as Materials Recovery Facility.

1.64 Maximum Service Rate. “Maximum Service Rate(s)” means the maximum amount that Contractor may charge Service Recipients for Collection Services and any ancillary services, as listed in Exhibit 1, and as may be adjusted in accordance with the provisions of this Agreement.

1.65 Median Islands. “Median Islands” mean the area between opposing lanes of traffic defined by a curb or road markings.

1.66 Multi-Family Dwelling (MFD) Collection Service. “MFD Solid Waste Collection Service” means service of an apartment, townhome or condominium complex, and specifically includes the following, MFD Garbage Collection Service, MFD Large Item Collection Service, MFD Organic Waste Collection Service, and MFD Recycling Service:
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1.66.1 MFD Garbage Collection Service. The Collection of Residential Garbage, by Contractor, from MFD Service Units in the Service Area and the delivery of that Residential Garbage to a Disposal Facility.

1.66.2 MFD Large Item Collection Service. The periodic on-call Collection of Large Items, by Contractor, from MFD Service Units in the Service Area and the delivery of those Large Items to a Disposal Facility, Materials Recovery Facility or such other facility as may be appropriate under the terms of this Agreement. MFD Large Item Collection Service may include the Collection of Large Items using Roll-Off Containers.

1.66.3 MFD Organic Waste Collection Service. The Collection of Organic Waste, by Contractor, from MFD Service Units in the Service Area, the delivery of those Organic Waste materials to an Organic Waste Processing Facility and the processing and marketing of those Organic Waste materials, and the disposal of all MFD Organic Waste Processing Residue.

1.66.4 MFD Recycling Service. The Collection of Recyclables Materials by the Contractor from MFD Service Units in the Service Area, the delivery of those Recyclable Materials to a Materials Recovery Facility and the processing and marketing of those Recyclable Materials, and the disposal of all MFD Recyclables Materials Processing Residue.

1.67 Multi-Family Dwelling - Centralized (MFD-C) Collection Service. “MFD-C Solid Waste Collection Service” means service that is centralized for the apartment, townhome or condominium complex, and specifically includes the following: MFD-C Garbage Collection Service (as defined in 1.65.1), MFD-C Large Item Collection Service (as defined in 1.65.2B), MFD-C Organic Waste Collection Service (as defined in 1.65.3), and MFD-C Recycling Service (as defined in 1.65.4).

1.68 Multi-Family Dwelling - Individual (MFD-I) Collection Service. “MFD-I Solid Waste Collection Service” means service where units have individual carts within the apartment, townhome or condominium complex and specifically includes the following:

MFD-I Garbage Collection Service (as defined in 1.65.1), MFD-I Large Item Collection Service (as defined in 1.65.2), MFD-I Organic Waste Collection Service (as defined in

1.65.3), and MFD-I Recycling Service (as defined in 1.65.4).

1.69 Non-Collection Notice. “Non-Collection Notice” means a form developed and used by Contractor, as approved by City, to notify Service Recipients of the reason for non-collection of materials set out by the Service Recipient for Collection by Contractor pursuant to this Agreement.

1.70 Non-putrescible Material. “Non-putrescible Material” means Solid Waste consisting of waste which is not organic and not subject to decomposition by microorganisms.

1.71 Organic Waste. “Organic Waste” means Food Waste, Green Waste, nonhazardous wood waste, and food-soiled paper waste that is mixed in with Food Waste.
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1.72 Organic Waste Collection Service. “Organic Waste Collection Service” means the Collection of Organic Waste from Service Units and processing at an Organic Waste Processing Facility, and the disposal of all Organic Waste Processing Residue.

1.73 Organic Waste Processing Facility. “Organic Waste Processing Facility” means a State permitted commercial Solid Waste facility which accepts and processes Organic Materials in compliance with Applicable Law, including SB 1383.

1.74 Overage. “Overage” means excess Solid Waste, Organic Waste, and Recyclable Materials (i) placed inside a Container that prevents the lid on the Container from being completely closed (i.e., lid remains open greater 45-degrees) or excess materials placed on top of or around a Container and (ii) could potentially result in excess materials spilling/dislodging during collection activity by Contractor’s vehicles.

1.75 Premises. “Premises” means any land or building in the City where waste is generated or accumulated.

1.76 Putrescible Material. “Putrescible Material” means Solid Waste consisting of waste which is organic and subject to decomposition by microorganisms.

1.77 Recyclable Materials. “Recyclable Materials” means Solid Waste consisting of any material which retains useful properties and can be reclaimed after the production or consumption process.

1.78 Recycling. “Recycling” means the process of collecting, sorting, cleansing, treating and/or marketing Recyclable Materials that would otherwise be disposed of in a landfill. The collection, transportation or disposal of Solid Waste not intended for, or capable of, reuse is not Recycling.

1.79 Residential Collection Service. “Residential Collection Service” means ongoing regularly scheduled collection of Residential Solid Waste from Residential Service Units and the delivery of that Residential Solid Waste to a Disposal Facility, Recycling Facility, and/or Organics Processing Facility.

1.80 Residential Garbage. “Residential Garbage” means Garbage originating from Residential Premises.

1.81 Residential Premises. “Residential Premises” means a Premises used for residential purposes.

1.82 Residential Solid Waste. “Residential Solid Waste” means Solid Waste originating from Residential Premises.

1.83 Residual or Residuals. “Residual” or “Residuals” means Solid Waste that is not diverted from landfill disposal after it has been delivered to an Organic Waste Processing Facility or a Recyclables Processing Facility for processing for diversion from landfill disposal. Residual does not include Recyclable Materials or Organic Material that is processed for diversion but has no available markets. 179
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1.84 Roll-Off Container. “Roll-Off Container” means a metal container with a capacity of ten (10) or more cubic yards that is normally loaded onto a specialized Collection Vehicle and transported to an appropriate facility.

1.85 SB 1383. “SB 1383” means State of California Senate Bill 1383, which mandates a fifty (50) percent reduction in disposal of Organic Materials from the 2014 levels by 2020 and seventy-five (75) percent reduction by 2025. Further, SB 1383 requires jurisdictions to implement Edible Food Recovery Programs designed to recover edible food that is currently landfilled by twenty (20) percent by 2025. 1383 include any regulations adopted by CalRecycle to implement SB1383..

1.86 Self-Haul. “Self-Haul” means the transportation of Solid Waste by the Generator of such materials to an appropriate facility for Recycling, processing or disposal or the transportation of Organic Waste by a third party landscaper to an Organic Waste Processing Facility.

1.87 Service Area. “Service Area” means the city limits of the City as existing at any time during the Term of the Agreement.

1.88 Service Recipient. “Service Recipient” means an individual or company located within the Service Area and receiving SFD Collection Service, Commercial Collection Service, and/or MFD Collection Service from Contractor.

1.89 Service Unit. SFD Service Units, MFD Service Units, City Service Units or Commercial Service Units. Service Unit specifically includes the following:

1.89.1 City Service Unit. City Facility(ies) that utilize a Bin, Cart, or Roll-Off Container(s) for the accumulation and set-out of Solid Waste. City Service Units are the properties set forth in Exhibit 10 and may be modified by written notice to Contractor by the City.

1.89.2 Commercial Service Unit. All retail, professional, wholesale and industrial facilities, and other commercial enterprises offering goods or services to the public that utilize a Garbage Bin, Cart, Compactor, Roll-Off Container for the accumulation and set-out of Commercial Solid Waste.

1.89.3 MFD-C Service Unit. Five (5) or greater Dwelling Units in the Service Area utilizing a centralized Cart or Bin, or any combination of MFD Dwelling Units sharing Collection Containers for the accumulation of and set out of Residential Solid Waste.

1.89.4 MFD-I Service Unit. Five (5) or greater Dwelling Units in the Service Area each utilizing a Cart, or individual units of MFD Dwelling Units each served by Carts, for the accumulation and set out of Residential Solid Waste.

1.89.5 SFD Service Unit. Any Single-Family Dwelling Unit in the Service Area utilizing a Cart for the accumulation and set out of Residential Solid Waste. 180
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1.90 SFD Collection Service. SFD Garbage Collection Service, SFD Recycling Service, SFD Organic Waste Collection Service, SFD Large Item Collection Service, SFD Used Oil Collection Service and SFD Manure Collection Service.

1.90.1 SFD Garbage Collection Service. The Collection of Residential Garbage, by Contractor, from SFD Service Units in the Service Area and the delivery of that Residential Garbage to a Disposal Facility.

1.90.2 SFD Large Item Collection Service. The periodic on-call Collection of Large Items, by Contractor, from SFD Service Units in the Service Area and the delivery of those Large Items to a Disposal Facility, Materials Recovery Facility or other such facility as may be appropriate under the terms of this Agreement. SFD Large Item Collection Service does not include the Collection of Large Items using Roll-Off Containers.

1.90.3 SFD Organic Waste Collection Service. The Collection of Organic Waste, by Contractor, for SFD Service Units in the Service Area, the delivery of those Organic Waste Materials to an Organic Waste Processing Facility and the processing and marketing of those Organic Waste materials, and the disposal of all SFD Organic Waste Processing Residual.

1.90.4 SFD Recycling Service. The Collection of Recyclable Materials by the Contractor from SFD Service Units in the Service Area, the delivery of those Recyclable Materials to a Materials Recovery Facility and the processing and marketing of those Recyclable Materials.

1.91 Single-family Dwelling or SFD. “Single-family/duplex dwelling” or “SFD” means a single detached dwelling unit, and/or a duplex structure of two (2) single attached dwelling units, each designed for use by one bona fide housekeeping group.

1.92 Sludge. “Sludge” means the accumulated solids, residues, and precipitates generated as a result of waste treatment or processing, including wastewater treatment, water supply treatment, or operation of an air pollution control facility, and mixed liquids and solids pumped from septic tanks, grease traps, privies, or similar disposal appurtenances or any other such waste having similar characteristics or effects.

1.93 Solid Waste. “Solid Waste” means all putrescible and non-putrescible solid, semisolid, and liquid wastes, including garbage, trash, refuse, paper, rubbish, ashes, industrial wastes, demolition and construction wastes, abandoned vehicles and parts thereof, discarded home and industrial appliances, dewatered, treated, or chemically fixed sewage sludge which is not hazardous waste, manure, vegetable or animal solid and semisolid wastes, and other discarded solid and semisolid wastes, as set forth in California Public Resources Code Section 40191(a)(b), as amended from time to time, and includes Brown Goods, Commercial Solid Waste, Construction and Demolition Debris, Food Waste, Garbage, Green Waste, Large Green Waste, Large Items, Organic Waste, Recyclable Materials, White Goods.
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1.94 Solid Waste Management Fee. “Solid Waste Management Fee” means that fee identified in Section 3.05.2.

1.95 Source separated. “Source separated” means the segregation, by the waste generator, of materials designated for separate collection for some form of materials recovery or special handling.

1.96 Split-bin. “Split-bin” means a single Collection Container divided into two separate compartments, with individual lids for each compartment, to allow for separation of two waste streams.

1.97 SRRE (Source Reduction and Recycling Element). “SRRE” means a formal planning document prepared and adopted by a California jurisdiction, and submitted to the California Department of Resources Recycling and Recovery (CalRecycle), that demonstrates how the jurisdiction will comply with the California Integrated Waste Management Acts (AB 939) diversion goals. The jurisdiction’s SRRE must include specific components, as defined in Public Resources Code Sections 41003 and 41303

1.98 Term. “Term” means the time period or duration of this Agreement.

1.99 Tier One Commercial Edible Food Generator. “Tier One Commercial Edible Food Generator” means a Commercial Edible Food Generator that is one of the following, each as defined in 14 CCR Section 18982: (i) Supermarket; (ii) Grocery Store with a total facility size equal to or greater than 10,000 square feet; (iii) Food Service Provider; (iv) Food Distributor; or (v) Wholesale Food Vendor. If the definition in 14 CCR Section 18982(a)(73) of Tier One Commercial Edible Food Generator differs from this definition, the definition in 14 CCR Section 18982(a)(73) shall apply.

1.100 Tier Two Commercial Edible Food Generator. “Tier Two Commercial Edible Food Generator” means a Commercial Edible Food Generator that is one of the following, each as defined in 14 CCR Section 18982: (i) restaurant with 250 or more seats or a total facility size equal to or greater than 5,000 square feet; (ii) hotel with an on-site food facility and 200 or more rooms; (iii) health facility with an on-site food facility and 100 or more beds; (iv) large venue; (v) large event; (vi) State agency with a cafeteria with 250 or more seats or a total cafeteria facility size equal to or greater than 5,000 square feet; or (vii) local education agency with an on-site food facility. If the definition in 14 CCR Section 18982(a)(74) of Tier Two Commercial Edible Food Generator differs from this definition, the definition in 14 CCR Section 18982(a)(74) shall apply.

1.101 Universal Waste or U-Waste. “Universal Waste” means E-Waste, dry-cell batteries, non-empty aerosol cans, fluorescent lamps, and fluorescent bulbs, mercury thermostats, and other mercury containing equipment.

1.102 Waste. “Waste” means the useless, unused, unwanted or discarded material and debris resulting from normal residential and commercial activity or materials which, by their presence, may injuriously affect the health, safety, and comfort of persons or depreciate property values in the vicinity thereof.
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1.103 Waste diversion. “Waste diversion” means to divert Solid Waste, in accordance with all applicable Federal, State, and local requirements, from disposal at landfills or transformation facilities through source reduction, composting or recycling.

1.104 Waste generator. “Waste generator” means any person, as defined by the most current version of the Public Resources Code, whose act or process produces solid waste as defined in that same code, or whose act first causes solid waste to become subject to regulation.

1.105 Waste Reporting System. “Waste Reporting System” means a data management system designed to facilitate tracking and reporting of Solid Waste.

1.106 White goods. “White goods” means enamel-coated major appliances, such as washing machines, clothes dryers, hot water heaters, stoves, and refrigerators.

1.107 Work Day. “Work Day” means any day, Monday through Saturday, that is not a Holiday.

1.108 Wood waste. “Wood waste” means Solid Waste consisting of stumps, large branches, tree trunks, and wood pieces or particles that are generated from the manufacturing or production of wood products, harvesting, processing or storage of raw wood materials, or construction and demolition activities.

Article 2. Term of Agreement

2.01 Initial Term. The initial Term of this Agreement will be for twenty-five (25) year period beginning October 1, 2022 and terminating on September 30, 2047.

2.02 Extension of Term. Contractor may request up to two, five (5) year extensions to the Term, and at City’s sole option, City may grant Contractor’s request to extend the Term for such extensions. Under no circumstances will City be obligated to extend the Term. Contractor must request the first five (5) year extension by September 30, 2046 in order to be eligible for the first extension, and the second by September 30, 2051 in order to be eligible for the second extension.

2.03 Performance Review Prior to Five (5) Year Extension. A billing audit and performance review shall be conducted two years prior to the end of the initial Term (i.e. during 2045, and to be completed by September 30, 2045) as described in Section 14.02.

The cost of the review shall be paid as specified in that Section.

2.04 Conditions for Effectiveness. Notwithstanding anything to the contrary in this Agreement, the Agreement is expressly contingent on the following:

2.04.1 Accuracy of Representation. All representations and warranties made by Contractor and set forth in this Agreement shall be accurate, true, and correct on and as of the Effective Date of this Agreement.
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2.04.2 Absence of Litigation or Referendum Petition. There shall be no litigation pending in any court challenging the award of this Franchise to Contractor or the execution of this Agreement or seeking to restrain or enjoin its performance.

2.04.3 Furnishing of Insurance and Bond. Contractor shall have furnished evidence of the insurance and surety, and shall comply with all ongoing requirements relating thereto.

2.04.4 Effectiveness of City Council Action. The City Council's action approving this Agreement shall have become effective pursuant to California law.

Article 3. Conditions Governing Services Provided by Contractor

3.01 Grant of Franchise. City hereby grants to Contractor, on the terms and conditions set forth herein, the exclusive Franchise, right and privilege to collect, remove and dispose of, in a lawful manner, Solid Waste, Recyclable Materials, Organic Materials, and C&D Waste accumulating in the City’s Service Area that are accumulated and offered for collection to the Contractor by Service Recipients in accordance with the Code, for the Term of and within the scope set forth in this Agreement.

3.02 Exceptions. The exclusive Franchise granted by this Agreement does not include:

3.02.1 Gardeners, tree trimmers, roofers, carpenters, masons or similar contract enterprises who haul or dispose of grass clippings, prunings, wood or other materials collected in the course of their business using their own equipment; and

3.02.2 Commercial and industrial generators of Solid Waste, Recyclables or Organics who haul, sell or otherwise dispose of material generated on their own property during the course of their normal business using their own equipment and employees; and

3.02.3 Residents who utilize Self-Hauling if permitted by the Code; and

3.02.4 Any contractors entitled to continue service to existing customers under Public Resources Code Section 49520.

3.02.5 Any Service Recipient from Self-Hauling or selling Recyclable Materials or Organic Waste or giving Recyclable Materials or Organic Waste away to persons or entities other than Contractor. However, in either instance: (1) the Recyclable Materials or Organic Waste must be source separated from and not mixed with other Solid Waste; and (2) the seller/donor may not pay the buyer/donee any consideration for collecting, processing or transporting such Recyclable Materials or Organic Waste. A discount or reduction in the price for collection, disposal and/or recycling services for any form of un-segregated or segregated Solid Waste is not a sale or donation of Recyclable Materials or Organic Waste and such Solid Waste does not qualify for this exception.

However, once the Recyclable Materials or Organic Waste have been placed in the 184
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Collection Container and the Container set out for Collection, the Recyclable Materials or Organic waste become the property of Contractor.

3.03 Intentionally omitted.

3.04 Responsibility for Service Billing and Collection. Contractor is responsible for the billing and collection of payments for Collection Services. City shall not be responsible for any unpaid or delinquent charges arising from Collection Services, unless expressly specified otherwise.

3.05 Contractor’s Payments to City.

3.05.1 Procurement Reimbursement; Community Support.

3.05.1.1 Reimbursement for the Cost of Procurement
Process. Contractor shall reimburse the City for the cost of preparing, reviewing, analyzing, and awarding the Agreement . This one-time payment is due within thirty (30) days of an invoice from City identifying such costs. Third party consultant costs shall not exceed Seventy-Five Thousand Dollars ($75,000).

3.05.1.2 Community Program Support. Contractor shall
provide support to City schools and the community in the amount of $50,000 per year for life of the Agreement, including any extension of the Term in accordance with Section

2.02 (“Community Support Fee”). The Community Support Fee shall increase Five Thousand Dollars ($5,000) on July 1, 2028 and every five (5) years thereafter.

3.05.2 Solid Waste Management Fee. In consideration of the administrative costs of managing the City’s Solid Waste program, Contractor shall pay City a Solid Waste Management Fee equal to five percent (5%) of the Gross Revenue received by the Contractor from Franchise services provided in the City pursuant to this Agreement.

3.05.3 Household Hazardous Waste Fee. To fund the City’s cost of providing household hazard waste programs, Contractor shall pay the City a Household Hazardous Waste Fee equal to fifty cents ($.50) per month per Service Recipient.

3.05.4 Stormwater Quality Fee. To offset costs incurred in the City in the operation of its stormwater quality system due to Contractor’s operations under this Agreement, shall pay City a Stormwater Quality Fee equal to four and one-half percent (4.5%) of the Gross Revenue received by the Contractor from Franchise services provided in the City pursuant to this Agreement.

3.05.5 Franchise Fee. In consideration of the Franchise provided for in Section 3.01 of this Agreement, Contractor shall pay the City a Franchise Fee equal to (i) nine and one-quarter percent (9.25%) of the Gross Revenue received by the Contractor from Franchise services provided in the City to Service Recipients at SFD and MFD Service Units, inclusive of, for the avoidance of doubt, MFD-I and MFD-C Service Recipients) and (ii) five and one-quarter percent (5.25%) of the Gross Revenue received by the Contractor from Franchise services provided in the City to Service Recipients at 185
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Commercial Service Units pursuant to this Agreement. The Franchise Fee is a negotiated amount with the Contractor and reflects the reasonable value of the franchise.

3.05.6 Time and Method of Payment; Late Fees. Fees shall be computed each calendar month based on Gross Revenue received as specified in the Agreement or as specified in Section 3.05.3. Contractor shall prepare and mail such remittance on a quarterly basis to the Finance Director, and such remittance must be hand-delivered or postmarked no later than the last business day of the month following the end of each quarter. For hand-delivered remittance, the Contractor must request and receive a receipt or time stamp with the exact date remittance is received by the City Finance Director or designee.

3.05.7 Reporting. The remittance will be accompanied by a report, prepared in a format acceptable to City Manager or designee, setting forth the basis, and calculations used for computing the amount due. The figures used shall be taken from the general books of account of the Contractor. All supporting documentation must be retained by the Contractor in accordance with the records retention requirements in Section 43.01.

3.05.8 Penalty for Late Contractor Payment. If the Contractor fees to the City are not paid by the date set by this Agreement, then in addition to the fees, the Contractor shall pay a penalty as specified in Exhibit 9, except to the extent that such lateness is due to extenuating circumstances.

3.05.9 Interest; Unpaid Fees. In addition, the Contractor shall pay interest on all unpaid fees at the rate of six percent (6%) per annum or the prime (lending) rate, whichever is higher but not to exceed the legal rate, from the date the fees were due and payable to the date actually paid.

3.05.10 Contractor Report and Payment Delays. If the delay is due to extenuating circumstances, Contractor must request approval in writing from the City Manager or designee at least five (5) business days prior to the date on which fees and reports are due. City shall contact Contractor within three (3) business days of receiving request for submission delay as to whether delay shall be permitted.

3.05.11 Taxes and Utility Charges. The Contractor shall pay all Taxes lawfully levied or assessed upon or in respect of the Operating Assets or the Franchise Services, or upon any part thereof of upon any revenues necessary for the Contractor’s operation and the provision of the Franchise services, when the same shall become due.

3.05.12 Disputes. In the event of any disputes between the Contractor and the City with respect to the fees described in Article 3, the City shall provide the Contractor with written objection within 180 days of the receipt of the report described in Section 3.05.7, indicating the position of the report that is disputed and providing all reason then known to the City for its objection to or disagreement with such amount. If any such amount is adjusted in the City’s favor pursuant to agreement, mediation, legal proceeding, or otherwise, the Contractor shall pay the amount of such adjustment to the 186
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City, with interest from the date such disputed amount was due the City to date of payment in full of such amount. Nothing contained in this subsection shall limit the authority of any authorized office of the City or any other governmental agency to raise a further objection to any amount billed by the Contractor pursuant to an audit conducted pursuant to Applicable Law. If the Contractor prevails in the dispute, the Contractor shall have the right to recover from the City its reasonable costs incurred in connection with the dispute resolution procedure.

3.05.13 Fee Adjustment. City may adjust any fee in this Section 3.05 with written notice to Contractor. Such adjustment shall be grounds for an adjustment in the Maximum Service Rates under Section 4.08.

3.05.14 Service Standards. Contractor must perform all Collection Services under this Agreement in a thorough and professional manner as described in Article 22, while meeting the minimum performance and diversion standards listed in Article 5 according to the Sustainability and Compliance Plan (Exhibit 12) developed by the Contractor and approved by the City.

3.06 Intentionally omitted.

3.07 Labor and Equipment. Contractor must provide and maintain all labor, equipment, tools, facilities, and personnel supervision required for the performance of Contractor’s obligations under this Agreement. Contractor must always have sufficient backup equipment and labor to fulfill Contractor’s obligations under this Agreement. No compensation for Contractor’s services or for Contractor’s supply of labor, equipment, tools, facilities or supervision will be provided or paid to Contractor by City or by any Service Recipient except as expressly provided by this Agreement.

3.08 Holiday Service. The City observes New Year’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day as legal holidays.

Contractor is not required to provide Collection Services or maintain office hours on the designated holidays. In any week in which one of these holidays falls on a Work Day, SFD Collection Services for the holiday and each Work Day thereafter will be delayed one Work Day for the remainder of the week with normally scheduled Friday SFD Collection Services being performed on Saturday. Commercial Collection Services will be adjusted as set forth in Article 8 but must meet the minimum frequency requirements of one (1) time per week. Collection Services will not take place on Sundays.

3.09 Inspections. The City has the right to inspect Contractor’s facilities or Collection Vehicles and their contents used to provide services pursuant to this Agreement at any reasonable time while operating inside or outside the City.

3.10 Commingling of Materials.

3.10.1 SFD Materials. Unless specified otherwise in this Agreement, Contractor may not at any time commingle any SFD materials Collected pursuant to this Agreement with any other material Collected by Contractor inside or outside the City without the express prior written authorization of the Agreement Administrator. 187
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3.10.2 Commercial Materials. Contractor may commingle Commercial materials collected pursuant to this Agreement with other materials collected outside the City, provided that Contractor tracks the tonnage of Commercial material collected inside the City separately using a City-approved allocation methodology. Changes to the allocation methodology may only be made with the express prior written authorization of the Agreement Administrator.

3.10.3 Recyclable Materials. Subject to Sections 7.03.2 and 8.03.4, Contractor may not at any time commingle SFD or Commercial Recyclable Materials Collected pursuant to this Agreement with any other material type Collected by Contractor without the express prior written authorization of the Agreement Administrator.

3.10.4 Organic Waste. Subject to Sections 7.03.2 and 8.04.7, Contractor may not at any time commingle SFD or Commercial Organic Waste Collected pursuant to this Agreement with any other material type Collected by Contractor, without the express prior written authorization of the Agreement Administrator.

3.10.5 Commingled Garbage and Recyclables. Only with prior written authorization of the Agreement Administrator, Contractor will Collect Commercial Garbage and Recyclable Materials in the same Collection Container for the purposes of processing Recyclable Materials for diversion.

3.11 Recyclable Materials and Organic Waste Contamination. Contractor must offer the Service Recipients the correct combination of Cart and Bin sizes and collection frequency beyond the minimum bundled service requirements as necessary, that matches their unique service needs to reduce contamination of Recyclable Materials and Organic Waste, and provide service at the least cost to Service Recipient. To support City’s diversion goals and Contractor’s Diversion Requirements as set forth in Article 5, Contractor is only required to collect and process Recyclable Materials if they have been separated by the Service Recipient from Garbage and Organic Waste and is only be required to collect Organic Waste if it has been separated by the Service Recipient from Garbage and Recyclable Materials.

3.11.1 Outreach; Contamination Protocols. As part of Contractor’s public education services under this Agreement, Contractor has agreed to provide outreach and support to Service Recipients as described in the Contractor’s Sustainability and Compliance Plan provided as Exhibit 12. Additionally, Contractor’s route collection personnel will report to Contractor’s supervisors if they observe potential contamination problems, and/or insufficient collection capacity. For purposes of determining if Recyclable Materials or Organic Waste are deemed to be contaminated, if, by visual or digital inspection, Recyclable Materials are commingled with ten percent (10%) by weight or volume of Garbage or Organic Waste, or if, by visual inspection, Organic Waste is commingled with three percent (3%) by volume of Garbage or Recyclable Materials, then Recyclable Materials and/or Organic Waste will be deemed to be contaminated and Contractor may take the following steps:
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3.11.2 Violations by SFD Service Recipients.

3.11.2.1 First and Second Occurrence. For the first and second occurrence within any one Calendar Year of contamination for a particular container (i.e., Recyclable Materials or Organic Waste), Contractor must collect the contaminated container (as Solid Waste) and must affix a Contamination Notice to the contaminated container which contains instructions on the proper procedures for sorting Recyclable Materials or Organic Waste, and must notify the Service Recipient by phone, U.S. mail, e-mail, or in person (which may be a container tag), that for the third and subsequent incidents of excess contamination, the Service Recipient may be charged a contamination fee for the contaminated container, and Contractor may increase the Collection Container size, or require an additional Collection Container. Contractor’s representative must also contact the Service Recipient by phone, U.S. mail, email, or in person (which may be a container tag) to ensure that they have the appropriate level of service for proper collection of Recyclable Materials and/or Organic Waste. Contractor must also document the contamination issue in the Waste Reporting System provide digital/visual documentation to the Service Recipient that clearly documents the Service Recipient’s on-going contamination problems.

3.11.2.2 Third and Subsequent Occurrence. For the third or subsequent occurrence within any one Calendar Year of contamination for a particular container (i.e., Recyclable Materials or Organic Waste), Contractor must collect the contaminated Container (as Solid Waste) and must charge the Service Recipient a contamination fee as set forth in Exhibit 1. Contractor must continue providing the Recyclable Materials or Organic Waste Collection Services. Contractor must provide (or have provided) digital/photographic documentation to the Service Recipient that clearly documents the Service Recipient’s on-going contamination problems and written contamination Notices as described above. Contractor may increase the Container size or collection frequency and impose a contamination surcharge on the account for a period of six months or until the Service Recipient has demonstrated no contamination for a period of three consecutive months. Contractor must document contamination issue and surcharge in Waste Reporting System and notify City within five (5) Business Days if Contractor increases the Container size or collection frequency for excessive contamination or imposes the contamination surcharge to the account. City will consult with Contractor and consider, and pursue as applicable, appropriate legal remedies against offending Service Recipients in order to secure discontinuance of the contamination.

3.11.3 Violations by Commercial and MFD Service Recipients. The following provisions will apply to all Commercial and MFD Service Recipients.

3.11.3.1 First and Second Occurrence. For the first and second occurrences within any one Calendar Year of contamination for a particular container (i.e., Recyclable Materials or Organic Waste), Contractor 189
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must collect the contaminated container (as Solid Waste) and must affix a Contamination Notice to the contaminated container which contains instructions on the proper procedures for sorting Recyclable Materials or Organic Waste, and must notify the Service Recipient by phone, U.S. mail, e-mail, or in person (which may be a container tag), that for the third and subsequent incidents of contamination, the Service Recipient will be charged a contamination fee for the contaminated container, and Contractor may increase the Container size, require locking Bins, increase collection frequency, and impose a contamination surcharge on the account for a period of six months or until the Service Recipient has demonstrated no contamination for a period of three consecutive months.

Contractor’s representative must also contact the Service Recipient by phone, U.S. mail, e-mail, or in person (which may be a container tag) to ensure that they have the appropriate level of service for proper collection of Recyclable Materials and/or Organic Waste. Contractor must also provide digital/visual documentation to the Service Recipient that clearly documents the Service Recipient’s contamination problem and document in the Waste Reporting System.

3.11.3.2 Third and Subsequent Occurrence. For the third and subsequent occurrence within any one Calendar Year of contamination for a particular container (i.e., Recyclable Materials or Organic Waste), Contractor will provide a Contamination Notice that contains instructions on the proper procedures for setting out Recyclable Materials or Organic Waste, and Contractor must collect the contaminated Container (as Solid Waste) and will charge the Service Recipient a contamination fee as set forth in Exhibit 1. For any contamination fee charge being assessed, Contractor must provide digital/visual documentation to the Service Recipient that clearly documents the Service Recipient’s on-going contamination problems. Contractor may increase the Container size, require locking Bins, or increase collection frequency, and impose a contamination surcharge on the account for a period of six months or until the Service Recipient has demonstrated no contamination for a period of three consecutive months. Contractor must document contamination issue and surcharge in the Waste Reporting System and notify City within five (5) Business Days if Contractor increases the Container size, require locking Bins, increase collection frequency for excessive contamination, or imposes the contamination surcharge to the account. City will consider, and pursue as applicable, appropriate legal remedies against offending Service Recipients in order to secure discontinuance of the contamination

3.11.4 Tracking Occurrences of Contamination. Each Contamination occurrence is tracked annually per Calendar Year, and resets at the start of each Calendar Year if contamination occurrences are not active and consecutive. Where contamination is occurring, and occurrences are consecutive and unremedied their count shall continue across Calendar Years until remedy occurs. In this case, once the Service Recipient has demonstrated no contamination for a period of three consecutive months the tracking calendar will reset.
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3.11.5 Disputes Over Excess Contamination Charges. If Service Recipient disputes a contamination charge (which must be within 30 days of them being assessed), Contractor will temporarily halt any contamination charge and/or increased Maximum Service Rate resulting from increasing the Collection Container size, or collection frequency, and Contractor may request a ruling by the Agreement Administrator to resolve the dispute. During the pendency of any request, Contractor may restore Container size or number, or collection frequency to the prior levels. A request by Contractor to the Agreement Administrator to rule on any such dispute must be filed within ten (10) Business Days of Contractor’s halting of contamination charge, or increased Maximum Rate, and must include written documentation and digital/visual evidence of ongoing overall problems. The Agreement Administrator may request a meeting (in person or phone) with both the Service Recipient and Contactor to resolve the dispute.

Following such a meeting, the Agreement Administrator will rule on the dispute within ten (10) Business Days, and the Agreement Administrator’s decision on resolving the dispute between and Service Recipient will be final. If the Agreement Administrator rules in favor of the Service Recipient, Contractor will credit the disputed contamination charges or increased Maximum Service Rate. If the Agreement Administrator rules in favor of Contractor, Contractor may charge Service Recipient the prior halted contamination charge and/or increased Maximum Service Rate resulting from increasing the Collection Container size or collection frequency and may follow the steps in Section 4.04 for collection of delinquent accounts.

3.12 Container Overage and Correction Procedures. If a Service Recipient is found to habitually overflow their Collection Container(s), i.e. lid will not close, Contractor may take the steps as listed below to correct Service Recipients’ on-going overflow of material.

Service Recipients receiving Residential, Commercial or Multi-Family services will be notified of Collection overages. The process for Service Recipient overages, is as follows:

3.12.1 Garbage Overage and Correction Procedures.

3.12.1.1 Contractor shall provide the Service Recipients the correct combination of Collection Containers and collection frequency that matches each Service Recipient’s unique service needs to enable clean, efficient, and cost-effective collection of Solid Waste, Recyclable Materials, and Organic Waste. City and Contractor agree that overflow of Solid Waste that is not properly in the Service Recipient’s Solid Waste Collection Containers may negatively impact public health and safety. Contractor has also agreed to conduct recycling audits and provide outreach and support to Service Recipient accounts receiving the correct service level. However, if Service Recipients are found to habitually overflow their Solid Waste Collection Containers, Contractor may take the steps as listed below to correct Service Recipient’s on-going overflow of Solid Waste.

3.12.1.2 Prior Arrangements For Collection. If the Service Recipient has made prior arrangements with Contractor for collection of Solid 191
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Waste Overages, Contractor must collect such overages as arranged, and may charge the Service Recipient the Solid Waste Overage fee (prior arrangement) rate set forth in Exhibit 1.

3.12.1.3 No Prior Arrangements. If the Service Recipient has not made prior arrangements with Contractor for collection of Solid Waste Overage, (i) Contractor may collect such Solid Waste Overage at no additional charge as a courtesy, (ii) Contractor may not collect the Solid Waste Overage and leave a Non-Collection Notice explaining the reason for non-collection of the Solid Waste Overage, (iii) Contractor may collect the Solid Waste Overage (up to two lifts) and charge the Service Recipient the Solid Waste Overage fee (no prior arrangement) rate set forth in Exhibit 1 as provided below, or increase the capacity or frequency of collection of the existing Collection Container(s) to match documented service needs as provided below. In managing Solid Waste Overages, the following apply:

3.12.2 SFD Service Recipients.

3.12.2.1 Each Occurrence. For each occurrence
Contractor will not collect the Solid Waste Overage if the Collection Container could not be serviced by normal operating procedures or cause spillage upon servicing and Contractor must provide the following written notice via e-mail, U.S. mail, or in person (which may be by Non-Collection Notice) to the Service Recipient: (i) the date, description and photograph of the Solid Waste Overage and document in the Waste Reporting System. Contractor’s Non-Collection Notice for SFD Service Recipients shall also contain instructions on (a) how to schedule a Large Item Collection or (b) request an additional Collection Container to eliminate future Overages.

3.12.3 Commercial and MFD Service Recipients.

3.12.3.1 Each Occurrence. Contractor must provide a
written notice on the Container and may provide a copy of the notice via e-mail, U.S. mail, or in person (which may be by Non-Collection Notice) to the Service Recipient with the date, description and photograph of the Solid Waste Overage.

Contractor may collect the Solid Waste Overage and may charge the Service Recipient a Solid Waste Overage fee as set forth in Exhibit 1, and increase the capacity, or collection frequency of the Collection Container to match documented service needs. At least ten (10) Business Days prior to increasing the Collection Container size, or frequency of Collection, Contractor’s representative must also contact the Service Recipient by phone, U.S. mail, email or in person (which may be by Non-Collection Notice) to ensure that Service Recipient has the appropriate level of service. Contractor must document overage issue in the Waste Reporting System and notify City within ten (10) Business Days of any changes in Service Recipient’s Collection Container size or collection frequency. The increased capacity or collection frequency will remain in effect until Contractor determines that it is no longer needed to prevent 192
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overages, which may be longer than the one Calendar Year stated above. Such determination will be in Contractor’s sole but reasonable discretion and will be subject to the dispute resolution procedure set forth below. City will consider, and pursue as applicable, appropriate legal remedies against offending Service Recipients in order to secure discontinuance of the overages.

3.12.4 Tracking Occurrences of Solid Waste Overage. Regarding Sections

3.12.1 – 3.12.3, after twelve (12) months have passed from the last applicable Solid Waste Overage occurrence, the next Solid Waste Overage occurrence will be deemed a first Solid Waste Overage occurrence.

3.12.5 Disputes Over Container Overflow Charges. If Service Recipient disputes a Solid Waste Overage charge or container size or collection frequency change within 30 days of the disputed action, Contractor must temporarily halt Solid Waste Overage charge and/or increased Maximum Service Rate resulting from increasing the Collection Container size or collection frequency, and Contractor may request a ruling by the Agreement Administrator to resolve the dispute. During the pendency of any request, Contractor may restore Container size or number, or collection frequency, to the prior levels. A request by Contractor to the Agreement Administrator to rule on any such dispute must be filed within ten (10) Business Days of Contractor’s halting of Solid Waste Overage charge, or increased Maximum Rate, and must include written documentation and digital/visual evidence of ongoing overall problems. The Agreement Administrator may request a meeting (in person or phone) with both the Service Recipient and Contractor to resolve the dispute. Following such a meeting, the Agreement Administrator will rule on the dispute within ten (10) Business Days, and the Agreement Administrator’s decision on resolving the dispute between and Service Recipient will be final. If the Agreement Administrator rules in favor of the Service Recipient, Contractor must credit the disputed charge or increased Maximum Service Rate. If the Agreement Administrator rules in favor of Contractor, Contractor may charge Service Recipient the prior halted Solid Waste Overage charge and/or increased Maximum Service Rate resulting from increasing the Solid Waste Collection Container size or collection frequency and may follow the steps in Section 4.04 for collection of delinquent accounts.

3.13 Ownership of Materials. Except as provided otherwise under Applicable Law, title to Residential Waste, Commercial Solid Waste, Recyclable Materials, and Organic Waste will pass to Contractor at such time as said materials are set out for Collection.

3.14 Spillage and Litter. Contractor may not litter premises in the process of providing Collection Services or while its vehicles are on the road. Contractor must transport all materials Collected under the terms of this Agreement in such a manner as to prevent the spilling or blowing of such materials from Contractor’s vehicles. Contractor must exercise all reasonable care and diligence in providing Collection Services so as to prevent spilling or dropping of Residential Waste, Commercial Solid Waste, Recyclable Materials, or Organic Materials and must immediately, at the time of occurrence, clean up such spilled or dropped Residential Waste, Commercial Solid Waste, Recyclable Materials, or Organic Materials.
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3.14.1 Except as provided in Section 8.02.3, Contractor is not responsible for cleaning up unsanitary conditions caused by the carelessness of the Service Recipient; however, Contractor must clean up any material or residue that is spilled or scattered by Contractor or its employees.

3.14.2 Equipment oil, hydraulic fluids, spilled paint, or any other liquid or debris resulting from Contractor’s operations or equipment repair must be covered immediately with an absorptive material and removed from the street surface. Contractor must document spillage in the Waste Reporting System and notify City’s stormwater compliance coordinator within two (2) hours of any spills resulting from Contractor’s operations or equipment. When necessary, Contractor must apply a suitable cleaning agent and cleaning technique to the street surface to provide adequate cleaning as approved by the City’s stormwater compliance coordinator to be compliant with the City’s stormwater permit.

3.14.3 The above paragraphs notwithstanding, Contractor must clean up any spillage or litter caused by Contractor within four (4) hours upon notice from the City.

If City deems necessary, Contractor must engage third-party environmental clean-up specialist to remove any equipment oil, hydraulic fluids, or any other liquid or debris that remains on street after Contractor’s own clean-up efforts. If clean-up is not conducted to satisfaction of City, City has right to engage environmental clean-up specialist to perform additional clean-up work at the expense of Contractor.

3.14.4 In the event where damage to City streets is caused by a hydraulic fluid spill (i.e., any physical damage in excess of a simple cosmetic stain caused by the spill), Contractor shall be responsible for all repairs to return the street to the same condition as that prior to the spill. Contractor shall be responsible for all clean-up activities related to the spill. Repairs and clean-up shall be performed in a manner satisfactory to the City and at no cost to the City.

3.14.5 To facilitate immediate cleanup, Contractor’s vehicles must always carry sufficient quantities of petroleum absorbent materials along with a broom and shovel.

3.15 Green and Organic Waste Capacity. Contractor shall guarantee capacity for all City Green and Organic Waste collected by Contractor for the term of the Agreement using a facility listed in Exhibit 11.

3.16 Regulations and Record Keeping. Contractor must comply with emergency notification procedures required by applicable laws and regulatory requirements. All records required by regulations must be maintained at Contractor’s facility. These records must include waste manifests, waste inventories, waste characterization records, inspection records, incident reports, and training records.

3.17 Disposal Facility. The Contractor shall dispose of all Solid Waste at the Disposal Facility. The Contractor may change the designated Disposal Facility with the written consent of the City, which may not be unreasonably withheld. No change in the 194
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Maximum Service Rates will be permitted for a Contractor-initiated change in the Disposal Facility. Contractor shall ensure that any Disposal Facility is properly licensed and otherwise in compliance with Applicable Law.

Article 4. Billing, Charges and Rates

4.01 Collection Services. Contractor is responsible for the billing and collection of payments for all Collection Services. Contractor must charge Service Recipients the Maximum Service Rates established in Exhibit 1 as such rates may be adjusted under this Agreement. Service Recipients of sixty-five years of age shall be charged the discounted Maximum Service Rates established in Exhibit 1 as such rates may be adjusted under this Agreement. Contractor may require reasonable verification of eligibility.

4.02 Partial Month Service. If, during a month, a Service Recipient begins service, Contractor’s billing will be pro-rated based on the weekly service rate (i.e. the service rate established in Exhibit 1 divided by four (4) times the number of actual weeks in the month that service was provided to the Service Unit).

4.03 Production of Invoices. The Contractor shall prepare, mail or electronically transmit, and collect bills (or shall issue written receipts for cash payments) for Franchise services provided by Contractor under this Agreement in advance but no less than six (6) times per year. Billing shall not be permitted more than 15 days prior to the initiation of collection service period. Bills shall not be subject to late notification or charges until 30 days following the closing day of the service period. If made by mail, Billings shall be placed in an envelope at least 22 square inches in size and shall include a return envelope for each billing period. Contractor shall include e-mail address on all billing notices and shall accept payment by check, credit card or ACH debit. Billings shall include sufficient space on the statement to accommodate up to 20 typed characters as specified by the City. City shall have the right to revise the billing format, provided that reasonable notice is given. Where it has been determined that a Service Recipient has overpaid for service for any reason, Contractor must provide the Service Recipient a credit against future invoices or a refund (where the account is closing or as selected by the Service Recipient, and where the refund amount exceeds the lesser of the regular invoicing amount or $200) within thirty (30) days of such determination.

4.04 Delinquent Service Accounts. Through the Waste Reporting System, Contractor must report to the Agreement Administrator, monthly, all Service Recipients who have received Collection Service and whose account is over ninety (90) days past due. The provisions of Exhibit 1 shall apply to billing generally, including penalties for late payments and collection of delinquent accounts. The Contractor may discontinue service to a Service Recipient who is delinquent in paying for services rendered no earlier than 60 days after the last day of the billing period or that date on which the billing for the service period is delivered to the Service Recipient, whichever is later. For this purpose, delivery of the billing shall include the date such billing is deposited by to Contractor into the U.S. Mail or delivered electronically. The Contractor shall notify the Service Recipient 195
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and the City Manager or designee in writing of its intent to discontinue service not less than 10 business days before such discontinuation shall occur.

4.05 Adjustments to Maximum Service Rates.

4.05.1 Phase-in. Effective October 1, 2022, the Maximum Service Rates as set forth in Exhibit 1 to this Agreement shall apply. For the period beginning October 1, 2023, and ending June 30, 2027, Contractor’s rates for Collection Services shall be increased six and nine-tenths percent (6.9%) per year. For the period beginning July 1, 2027, and ending June 30, 2028, Contractor’s rates for Collection Services shall be increased four percent (4.0%). Such adjustments will be applied in lieu of any Annual Rate Adjustment.

4.05.2 Annual CPI Calculation. For the rate year beginning on July 1, 2028, and for subsequent years thereafter, the Annual Rate Adjustment shall apply. Therefore, the first rate adjustment effective July 1, 2028 will be based on the percentage change between the CPI during the base period of January 1, 2026 through December 31, 2026 (the prior preceding 12-month period) and the CPI during the base period of January 1, 2027 through December 31, 2027 (the preceding 12-month period). In the event that the Annual Rate Adjustment exceeds seven percent (7.00%) each year for two consecutive years, at Contractor’s request, prior to July 1 of rate year thereafter, the parties will meet and confer to discuss additional rate adjustments to offset the operating costs of Contractor.

4.05.3 Rounding. Adjustments to the overall Maximum Service Rates shall be made only in units of one cent ($0.01). Fractions of less than one cent ($0.01) shall not be considered in making adjustments. All CPI indices shall be rounded at two (2) decimal places for the adjustment calculations.

4.06 City Notice of Maximum Service Rates. On or before March 1, 2023, and annually thereafter during the term of this Agreement, Contractor shall notify City of the Annual Rate Adjustment to affected Maximum Service Rates to take place on July 1st.

4.07 Contractor payment for CPI review. Contractor shall be responsible for paying the cost of reviewing or correcting the Annual Rate Adjustment if the City determines that Contractor has made substantial errors and has not correctly calculated the Annual Rate Adjustment.

4.08 Extraordinary Adjustment to Maximum Service Rates.

4.08.1 Contractor may apply to the City Council for consideration of a special, interim rate review should an event or circumstance arise which results in an increase in the cost of operations by Contractor. An application for special, interim rate cannot be unreasonably denied upon Contractor’s demonstration of any of the following:

4.08.1.1 City-directed change as specified in Section 27.01;

4.08.1.2 Change in Law as specified in Section 27.02; and 196
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4.08.2 In addition to foregoing, Contractor may apply to the City Council for consideration of a special, interim rate review should an event or circumstance occurred or will occur which is not reasonably foreseeable or within the control of Contractor, and is not a usual business risk of Contractor. A final determination concerning an application for special, interim rate review hereunder is subject to the sole discretion of the City, which shall not be exercised in an arbitrary or capricious manner. “Usual business risk” shall include routine changes in the costs of providing services, external economic conditions existing in the normal course of business, and changes in the market for recyclables.

4.08.3 The Parties may negotiate and agree on the amount of any Maximum Service Rate adjustment pursuant to this Section 4.08 without a detailed rate review.

Contractor shall bear the burden of justifying to City any adjustment due to a material Change in Law and shall bear its own costs of preparing its request for an adjustment and supporting documentation. City may request from Contractor such further information as it reasonably deems necessary to fully evaluate Contractor’s request and make its determination whether Contractor has satisfied its burden, which determination shall not be unreasonably withheld. City shall notify Contractor of its determination within ninety (90) calendar days of receipt of the written request and all other additional information reasonably requested by City. Any such change will be implemented on the following July 1st, or within any other time frame agreed upon between City and Contractor. The adjustment in Maximum Service Rates shall be approved by the City Council and memorialized in a written amendment to this Agreement. As an alternative or in addition any Maximum Service Rate adjustment, City and Contractor may also agree to other modifications to this Agreement.

4.09 Performance Standards for Adjustments to Rates. To be eligible for a CPI adjustment under Section 4.05 or an extraordinary adjustment under Section 4.08 Contractor must cure any material default under Article 26 of this Agreement for which City has provided notice to Contractor, including the failure to submit all records and reports required under Article 19. If Contractor has initiated cure during the period in which Contractor is otherwise entitled to an Annual Rate Adjustment under Section 4.05, the Annual Rate Adjustment shall take effect on the first day of the month following Contractor’s cure of any material default.

4.10 Procedures in Event of Inability to Adjust Rates. As determined necessary or advisable, the City may subject any proposed adjustment in the Maximum Service Rates to a majority protest or similar proceeding under Proposition 218 (California Constitution Article XIII D). The cost of all such mailings shall be paid by Contractor. In the event that City is unable by operation of Proposition 218 or Applicable Law to approve or implement a rate increase under this Article 4, or some or all of the Maximum Service Rates are disallowed by operation of Applicable Law, Contractor will have the right, within thirty (30) days after notice of any such inability to approve or invalidation of an approved rate increase, to request, in writing, that City negotiate in good faith regarding reductions in programs, services, or fees to compensate for any negative impact from the unapproved or invalidated rate increase. If City fails to commence negotiations in good faith or negotiations are not completed within forty-five (45) days following the date of 197
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receipt of Contractor’s request, either party may terminate this Agreement no earlier than one hundred and eighty (180) days after written notice to the other.

4.11 Rate Reviews. Rate Reviews. Beginning on the tenth anniversary date of this Agreement, and prior to April 1st each year thereafter at the election of City, City may conduct a survey of bundled solid waste rates in a manner consistent with Exhibit 7. If, upon such survey, City finds that Customer Rates for Similar Services are greater than the fiftieth (50th) percentile established by any government entity within Ventura County (“Rate Adjustment Level”), City and Contractor shall meet and confer to discuss, items identified as relevant by the parties, including but not limited to the reduction of Customer Rates to the Rate Adjustment Level. Any such adjustment arising therefrom shall be agreed upon by City and Contractor prior to implementation.

Article 5. Diversion Requirements

5.01 Minimum Requirements. City requires Contractor to achieve minimum annual CalRecycle diversion as required of the City under Public Resources Code Section 41780 as implemented by Applicable Law.

5.02 If City fails to comply with CalRecycle diversion as required of the City under under Public Resources Code Section 41780 as implemented by Applicable Law due to Contractor’s failure to implement the diversion and public education programs provided for in this Agreement, Contractor is subject to liquidated damages as specified in Exhibit 9 and Contractor must submit a corrective action plan to assist City to comply with Public Resources Code Section 41780 and other Applicable Laws by March 15th following the year the diversion requirements were not met. Contractor’s corrective action plan is subject to approval by the Agreement Administrator, and to be approved, must constitute a good faith corrective action plan to allow City to comply with Public Resources Code Section 41780 and other Applicable Laws. Implementation of the corrective action plan will be at Contractor’s sole cost and expense. If Contractor fails to submit or implement a corrective action plan acceptable to the City, Contractor may be subject to liquidated damages as specified in Exhibit 9.

5.02.1 If City fails to comply with CalRecycle diversion, and Contractor has implemented all required Contractor diversion programs, the City may direct Contractor to modify its programs or implement new diversion programs. Any such modification of Contractor’s existing diversion programs or addition of new diversion programs done at the City’s request would be in accordance with Article 27.

5.02.2 Notwithstanding any other provision of this Agreement to the contrary, where CalRecycle has determined that there are no commercially viable markets for a specific type of Recyclable Material(s), or with written notice to the Agreement Administrator, Contractor is unable to identify a market for one or more Recyclable Material(s) despite the exercise of commercially reasonable efforts to process and market the material, and determines, in the interest of safeguarding public health, to dispose of the Recyclable Material(s), such a determination shall not constitute a failure to implement service, a failure to implement a program, or an event of default hereunder. 198
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5.03 Warranties and Representations. Contractor warrants that it is aware of and familiar with City’s waste stream, and that it has the ability to and will provide sufficient programs and services designed to ensure City will meet or exceed the diversion requirements as set forth in this Article 5, as well as the diversion requirements of other Applicable Laws (including, without limitation, amounts of Solid Waste to be diverted, time frames for diversion, and any other requirements) (including AB 939, AB 341, AB 1826, AB 1594, SB 1016, and SB 1383, and all amendments and related subsequent legislation), and that it will do so without imposing any costs or fees other than those set forth on Exhibit 1, except as provided in Article 27.

5.04 Mutual Cooperation. City and Contractor will reasonably cooperate in good faith with all efforts by each other to meet City’s diversion and other compliance requirements imposed by AB 939, AB 341, AB 1826, AB 1594, SB 1016, and SB 1383 and other Applicable Laws, and to meet Contractor’s obligations under this Article 5. In this regard, City’s obligations include, without limitation, making such petitions and applications as may be reasonably requested by Contractor for time extensions in meeting diversion goals, or other exceptions from the terms of Applicable Laws, and to agree to authorize such changes to Contractor’s Recycling, Organic Waste, or Solid Waste programs as may be reasonably requested by Contractor in order to achieve the minimum requirements of this Article 5.

5.05 Guarantee. Except for programs currently required by Applicable Law but not set forth in this Agreement, or programs Contractor is expressly instructed by City not to implement, or services which a Service Recipient refuses to accept, Contractor shall implement the diversion programs set forth in this Agreement such that: (i) Contractor and City will at all times be in compliance with the requirements of the Applicable Laws applicable to them including specifically AB 939, AB 341, AB 1826, AB 1594, SB 1016, and SB 1383, and (ii) City will meet or exceed the diversion requirements (including, without limitation, amounts of Solid Waste to be diverted, time frames for diversion, and any other requirements) set forth in this Article 5 and the Applicable Laws including AB 939, AB 341, AB 1826, AB 1594, SB 1016, and SB 1383, and all amendments thereto, except as provided in Article 27. In this regard Contractor agrees that it will, in addition to any other Agreement requirement, at its sole cost and expense:

5.05.1 Assist City in responding to inquiries from CalRecycle or any other regulatory agency;

5.05.2 Assist City in preparing for, and participating in, CalRecycle’s biannual review of City’s SRRE pursuant to Public Resources Code Section 41825;

5.05.3 Assist City in applying for any extension, including under Public Resources Code Section 41820, if so directed by City;

5.05.4 Assist City in any hearing conducted by CalRecycle, or any other regulatory agency, relating to City’s compliance with the Applicable Laws including AB 939, AB 341, AB 1826, AB 1594, SB 1016, and SB 1383;
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5.05.5 Assist City with the development of and implement a public awareness and education program that is consistent with City’s SRRE and Household Hazardous Waste Element, as well as any related requirements of the Applicable Laws;

5.05.6 Provide City with Recycling, source reduction, and other technical assistance as may be needed to comply with the Applicable Laws including AB 939, AB 341, AB 1826, AB 1594, SB 1016, and SB 1383;

5.05.7 Be responsible for and pay, any fees, penalties or other costs imposed against City by CalRecycle, and defend, indemnify and hold harmless City from and against any fines, penalties, or other liabilities, levied against it for violation of the diversion requirements, set forth in the Applicable Laws, including AB 939, AB 341, AB 1826, AB 1594, SB 1016, and SB 1383, or for violation of any other provision of the Applicable Laws, arising from or in any way related to Contractor’s performance of its obligations under this Agreement.

5.06 Notwithstanding other provisions of this Agreement, Contractor’s obligations in this Article 5 will not extend to any loss, cost, liability, fine, penalty, damage, action, suit, duty, obligation, requirement, nonperformance, or noncompliance relating to, arising or resulting from, acts or omissions (i) not within the control of Contractor, (ii) constituting the sole negligence, willful misconduct, material breach of this Agreement, or violation of law on the part of City, its officers or employees, or (iii) as limited by Public Resources Code Section 40059.1.

Article 6. Service Unit Types

6.01 Service Units. Service Units include all the following categories of Premises which are in the Service Area and all such premises which may be added to the Service Area by means of annexation, new construction, or as otherwise set forth in this Agreement during term of this Agreement:

6.01.1 SFD Service Units. Services are specified in Article 7 below.

6.01.2 MFD Service Units. Where individual units within an MFD are each served by Carts, services are defined under Article 9 (MFD-I Service) below. Where the MFD complex is served by centralized Collection Containers, service is defined under Article 10 (MFD-C) below.

6.01.3 Commercial Service Units

6.01.4 City Service Units

6.01.5 Any question as to whether a premise falls within one of these categories will be determined by the Agreement Administrator and the determination of the Agreement Administrator will be final.
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6.02 Service Unit Changes. Contractor must provide services described in this Agreement to new Service Units in Contractor’s Service Area within five (5) Work Days of receipt of notice from City or the new Service Unit to begin such Service.

6.03 Annexation. If during term of the Agreement, additional territory within or adjacent to the Contractor’s Service Area is acquired by City through annexation, subject to the requirements of Public Resources Code Section 49520, Contractor agrees to provide Collection Services in such annexed area in accordance with the provisions and Maximum Service Rates set forth in this Agreement. Such Collection Services must begin within five (5) Work Days of receipt of written notice from City or request from the Service Recipient. Contractor may not begin Collection Service without written authorization from City.

6.04 Route Map Update. Contractor must revise the Service Unit route maps to show the addition of Service Units added due to annexation and must provide such revised maps to the Agreement Administrator as requested.

Article 7. SFD Service

7.01 SFD Conditions of Service. Except as set forth below, Contractor must provide SFD Collection Services to all SFD Units in the Service Area including MFD-I.

The SFD Services are governed by the following terms and conditions:

7.01.1 Bundled SFD Service. A weekly Bundled SFD Solid Waste Collection Service system will be utilized with one (1) 64-Gallon Garbage Cart (with the option to downsize to a 32- or upsize to a 96-Gallon Garbage Cart), one (1) 96-Gallon Recycling Cart (with the option to downsize to a 64-Gallon Recycling Cart), and one (1) 96-Gallon Organic Waste Cart as part of the base SFD Solid Waste Collection Service. Pricing for upsizing or downsizing Carts, and additional Carts, relative to the base Bundled Service are included in Exhibit 1. SFD Service Recipients may add Green Waste only Bins to their SFD Service at pricing included in Exhibit 1. The actual configuration of Garbage, Recycling and Organic Waste Cart sizes shall be at the option of the Service Recipient unless determined by the City. Carts shall be placed within three (3) feet of the curb, swale, paved surface of the public roadway, closest accessible roadway, or other such location agreed to by Contractor and Service Recipient, that will provide safe and efficient accessibility to Contractor’s Collection crew and vehicle.

7.01.2 On-Premises Service. Notwithstanding any term or definition set forth in this Agreement, Contractor must provide Collection of SFD Solid Waste, Recyclable Materials, and Organic Waste on the SFD Service Recipients premises to an SFD Service Unit as follows.

At no additional cost to the SFD Service Unit:

SFD Service Units where all adult Service Recipients residing therein have disabilities that prevent them from setting their Garbage, Recycling or Organic Waste Cart at the curb for Collection, and if a request for on-premises service has been made. 201
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7.01.2.1 SFD Service Units where topography, steep
driveways, below grade dwellings, or limited access to public streets that prevents the SFD Service Recipient from setting their Garbage, Recycling or Organic Waste Cart at the curb for Collection, as determined by the City and agreed by the Contractor, and if a request for on-premises service has been made.

At an additional cost to the SFD Service Unit:

7.01.2.2 SFD Service Units inaccessible by standard 3 or 4 axel Collection Vehicles as determined by the Contractor and agreed by the City. Stinger/scout truck services shall be provided for the retrieval of Collection Containers from locations with accessibility constraints that make Containers difficult or impossible to access using regular trash collection trucks.

7.01.2.3 Contractor must offer “push services” to SFD
Service Recipients other than those listed above on a subscription basis upon request for the service rate set forth in Exhibit 1. Push services include, but are not limited to, dismounting from the Collection Vehicle, moving the Collection Containers from their storage location for Collection and returning the Collection Containers back to their storage location.

Contractor must provide on-premises Collection Service on the same Work Day that curbside Collection would otherwise be provided to the SFD Service Unit.

7.01.3 Frequency and Scheduling of Service. SFD Collection Service must be provided one (1) time per week on a scheduled route basis. SFD Collection Service must be scheduled so that all Service Units receive Solid Waste Collection Service, Recycling Collection Service, and Organic Waste Collection Service on the same Work Day. SFD Collection Service must be provided, commencing no earlier than 7:00 a.m. and terminating no later than 7:00 p.m., Monday through Friday, except for Holidays in accordance with Section 3.08. The hours, day, or both of Collection may be extended due to extraordinary circumstances or conditions with the prior verbal or written consent of the Agreement Administrator.

7.01.4 Manner of Collection. The Contractor must provide Collection Service with as little disturbance as possible and must leave any Garbage, Recycling or Organic Waste Cart in an upright position at the same point it was Collected without obstructing alleys, roadways, driveways, sidewalks or mail boxes. Contractor’s employees providing Collection Service must follow the regular walk for pedestrians while on private property and may not trespass nor cross property to the adjoining premises unless the occupant or owner of both properties has given permission. Care should be taken to prevent damage to property, including flowers, shrubs, and other plantings.

7.01.5 Replacement of Carts. Contractor’s employees must take care to prevent damage to Carts by unnecessary rough treatment. However, any Cart damaged 202
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by the Contractor must be replaced by Contractor, at Contractor’s expense, within five (5) Work Days at no cost or inconvenience to the Service Recipient.

7.01.5.1 Upon notification to Contractor by City or a
Service Recipient that the Service Recipient’s Cart(s) has been stolen or damaged beyond repair through no fault of Contractor, Contractor must deliver a replacement Cart(s) to such Service Recipient within five (5) Work Days.

Contractor must maintain records documenting all Cart replacements occurring and report through the Waste Reporting System monthly.

7.01.5.2 Each Service Recipient is entitled to the
replacement of one (1) lost, destroyed, or stolen Cart every ten (10) years during the life of this Agreement at no cost to the Service Recipient. Except in the case of a Cart that must be replaced because of damage caused by Contractor or in the case where Contractor elects to replace a Cart rather than repair it on-site, Contractor will be compensated for the cost of those replacements in excess of one (1) per type of Cart per Service Recipient during the term of the Agreement, in accordance with the “Cart Exchange” service rate set forth in Exhibit 1, or as may be adjusted by the City from time to time as provided under this Agreement.

7.01.5.3 Contractor understands and agrees that this
provision is intended to be applied on a per Cart type, individual Service Recipient basis and accordingly each Service Recipient could receive up to three (3) replacement Carts, one (1) of each type, every ten (10) years during the term of the contract.

7.01.5.4 New Carts. At the start of this Agreement,
Contractor must supply new carts which comply with Collection Container specifications in Exhibit 3. If any changes to these specifications are adopted after the Effective Date that results in Contractor being required to replace Collection Containers before they have been fully depreciated, Contactor will be eligible for additional compensation in accordance with Section 4.08.

7.01.5.5 Repair of Garbage, Recycling and Organic Waste Carts. Contractor is responsible for the repair of Carts, including but not be limited to, hinged lids, wheels and axles. Within five (5) Work Days of notification by the City or a Service Recipient of the need for such repairs, Contractor must repair the Cart or if necessary, remove the Cart for repairs and deliver a replacement Cart to the Service Recipient.

7.01.5.6 Cart Exchange. Upon notification to Contractor by City or a Service Recipient that a change in the size of a Cart is requested, Contractor must deliver such Cart to such Service Recipient within five (5) Work Days. Each SFD Service Unit is eligible to receive one (1) free Cart exchange per Calendar Year during the term of this Agreement for moving to a larger Cart size. Each SFD Service Unit is eligible to receive unlimited Cart exchanges per Calendar Year during the term of this Agreement for moving to a smaller Cart 203
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size. Accordingly, Contractor will be compensated only for the cost of those exchanges in excess of one (1) per Calendar Year for those Service Units receiving larger Cart sizes, in accordance with the “Cart Exchange” service rate as set forth in Exhibit 1 or as may be adjusted this Agreement.

7.01.5.7 Additional Cart Request. Upon notification to the Contractor by City or a Service Recipient that additional Carts for Garbage, Recyclable Materials, or Organic Waste are requested, Contractor shall deliver such Carts to such Service Recipient within five (5) Work Days, at the rate set forth in Exhibit 1.

7.01.5.8 Ownership of Carts. Ownership of Carts is vested in the Contractor.

7.02 SFD Solid Waste Collection Service. This service is governed by the following terms and conditions:

7.02.1 Non-Collection. Contractor is not required to Collect any Residential Garbage that is not placed in a Garbage Cart. In the event of non-collection, Contractor will follow the steps set forth in Section 3.12.

7.02.2 Disposal Facility. Except as set forth below, all Residential Solid Waste Collected as a result of performing Solid Waste Collection Services must be transported to, and disposed of, at the Disposal Facility. In the event the Disposal Facility is closed on a Work Day, Contractor must transport and dispose of the Residential Solid Waste at another legally permitted disposal facility. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 9 and may result in Contractor being in default under this Agreement. City has the right to designate Disposal Facility and agrees to adjust Maximum Service Rates to reflect City’s exercise of flow control rights prior to the effectiveness of such change.

7.03 SFD Recycling Service. This service is governed by the following terms and conditions:

7.03.1 Overages. Corrugated cardboard that will not fit inside the Recycling Cart may be placed beside the Recycling Cart if flattened during the three-week period beginning December 26th each year during the term of this Agreement.

7.03.2 Recycling - Improper Procedure. The Contractor is not required to Collect Recyclable Materials if the Service Recipient does not segregate the Recyclable Materials from Solid Waste or Organic Waste. Furthermore, Contractor is not required to Collect Recyclable Materials that are contaminated through commingling with Solid Waste or Organic Waste. To address contamination, Contractor must follow the steps set forth in Section 3.11.

7.03.3 Materials Recovery Facility. Except as provided in Section 3.11, all Recyclable Materials collected as a result of performing recycling services must be delivered to the Materials Recovery Facility. Failure to comply with this provision will result 204
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in the levy of a penalty as specified in Exhibit 9 and may result in Contractor being in default under this Agreement. All expenses related to materials processing and marketing will be the sole responsibility of Contractor. City has the right to designate Materials Recovery Facility and agrees to adjust Maximum Service Rates to reflect City’s exercise of flow control rights.

7.03.4 Move In/Out Collection Service. Within three (3) months of opening a new account, at no additional charge, each SFD Service Recipient may request that Contractor provide one on-call Move-In/Out Recyclable Material Collection Service for recyclable packaging materials such as flattened cardboard boxes, and bundled newspaper and packaging foam. This will be offered as a one-time service for each new account. This service shall only include Recyclable Materials, and in the event that the Service Recipient includes Garbage in the materials set out for Collection by Contractor, this service shall be counted as one of the SFD Service Recipient’s free annual Large Item Collections as set forth in Section 7.05.

7.03.5 Recycling - Changes to Services. Should changes in Applicable Law arise that necessitate any additions or deletions to the services described in this Section

7.03, including the type of items included as Recyclable Materials, the parties will negotiate any necessary cost changes and will enter into an Agreement amendment covering such modifications to the services to be performed and the compensation to be paid in accordance with Article 27 before undertaking any changes or revisions to such services.

7.04 SFD Organic Waste Collection Service. This service is governed by the following terms and conditions:

7.04.1 Organic Waste Processing Services. Contractor must ensure that all Organic Waste Collected pursuant to this Agreement is diverted from the landfill in accordance with AB 939, AB 1826, AB 1594, SB 1016 and SB 1383, and any subsequent or other Applicable Law. Contractor must ensure that the Organic Waste Collected pursuant to this Agreement is not disposed of in a landfill, except for residue resulting from processing. If the organics processing facility accepts bagged organic waste (where bags are biodegradable or otherwise), then Contractor is obligated to accept bagged Organic Waste.

7.04.2 Organic Waste Processing Facility. Contractor must deliver all Collected Organic Waste to a fully permitted Organic Waste Processing Facility, that has been agreed upon by the City. All expenses related to Organic Waste processing and marketing will be the sole responsibility of Contractor. Failure to comply with this provision will result in the levy of liquidated damages as specified in Exhibit 9 and may result in Contractor being in default under this Agreement. City has the right to designate Organic Waste Processing Facility and agrees to adjust Maximum Service Rates to reflect City’s exercise of flow control rights. Contractor warrants and agrees that the Organic Waste Processing Facility has sufficient capacity during the Term for all Franchise services. 205
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7.04.3 Holiday Tree Collection. Contractor must Collect Holiday Trees set out at the curb for Collection during the three-week period beginning December 26th each year during the term of this Agreement. Contractor must deliver the Collected Holiday Trees to an appropriate facility for processing. This annual service will be provided at no additional charge to the Service Recipient. Contractor is not required to divert Holiday Trees with tinsel, flocking or ornaments.

7.04.4 Non-Collection. Contractor is not required to Collect Organic Waste if the Service Recipient does not segregate the Organic Waste from Solid Waste or Recyclable Materials. Furthermore, Contractor is not required to Collect Organic Wastes that are contaminated through commingling with Solid Waste or Recyclable Materials.

Contractor will address contamination in accordance with Section 3.11.

7.05 SFD Large Item Collection Service. This service is governed by the following terms and conditions:

7.05.1 Conditions of Service. Contractor must provide Large Item Collection Service to all SFD Service Units in the Service Area whose Large Items have been placed within three (3) feet of the curb, swale, paved surface of the public roadway, closest accessible roadway, or other such location agreed to by Contractor and Service Recipient, that will provide safe and efficient accessibility to Contractor’s Collection crew and vehicle. Up to two (2) times per Calendar Year each Service Recipient is entitled to receive large item disposal amounting to a combined annual maximum of the equivalent of (a) 1.5 cubic yards of uncontainerized Solid Waste, or (b) six (6) large items, or (c) ten (10) 32-gallon bags at no additional cost and expense. For subsequent collection in any Calendar Year, the Contractor shall receive compensation from the Service Recipient at the rate for such service as set in Exhibit 1.

7.05.2 Frequency of Service. Large Item Collection Service will be provided on the next regular Collection day if the request is received at least two (2) Work Days in advance of the next regular Collection day. The Service Recipient may not intentionally commingle residential Large Items with other Residential Waste.

7.05.3 Large Items Containing Freon. In the event Contractor Collects Large Items that contain Freon, Contractor must handle such Large Items in a manner such that the Large Items are not subject to regulation as hazardous waste under applicable State and Federal laws or regulations.

7.05.4 Maximum Reuse and Recycling. Contractor must dispose of Large Items collected from Service Units pursuant to this Agreement in accordance with the following hierarchy:

7.05.4.1 Reuse as is (where energy efficiency is not
compromised)

7.05.4.2 Disassemble for reuse or Recycling

7.05.4.3 Recycle
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7.05.4.4 Disposal

7.05.5 Disposal of Large Items. Contractor may not landfill such Large Items unless the Large Items cannot be reused or recycled.

7.05.6 City Direction of Large Items. City reserves the right to direct Contractor to take specific types of Large Items Collected pursuant to this Section to designated sites not more than twenty (20) miles from City Hall for the purpose of reuse or recycling at no cost. Contractor has no obligation to dispose of the Large Item residue remaining at the directed site or sites after scavengers and recyclers have removed reusable or recyclable Large Items.

Article 8. Commercial Service

8.01 Commercial Conditions of Service. Except as set forth below, Contractor must provide Commercial Collection Services to all Commercial Service Units in the Service Area, including MFD-C Service Units and City Service Units. This service is governed by the following terms and conditions:

8.01.1 Provision of Service. Contractor must provide Commercial Solid Waste Collection Service, Commercial Recycling Service and Commercial Organic Waste Collection Service to all Commercial Service Units Service Units in the Service Area whose Solid Waste, Recyclable Materials, and Organics Waste are properly containerized in Collection Containers as appropriate where the Collection Containers are accessible as set forth in Section 8.01.4. Contractor must offer Solid Waste, Recyclable Materials, and Organic Waste Carts in 32, 64, and 96-gallon sizes. Contractor must offer Solid Waste and Recyclable Materials Bins in 1, 2, 3, 4, and 6-cubic yard sizes and 1, 1.5, 2, 3 and 4-cubic yard sizes for Organic Waste Bins. Contractor must offer Rolloff Containers in 10, 20, 30, and 40-cubic yard sizes, and Compactors. The size of the container and the frequency (above the minimum) of collection will be determined between the Service Recipient and Contractor unless otherwise determined by City.

However, the size and frequency must be sufficient to provide that no Solid Waste, Recyclable Materials, or Organic Waste need be placed outside the Collection Container.

The base Solid Waste Collection Service will include Commercial Recycling Service as described in Section 8.03.2 below, and Commercial Organic Waste Collection Service as described in Section 8.04.2 below.

8.01.2 Bundled Service. For the Commercial Solid Waste Collection Service system, the City wishes to utilize Garbage Bins as requested by the Commercial Service Recipient, and including at no additional cost the equivalent volume of recycling, and one (1) 32-Gallon Organic Waste Cart per 2 cu yd of weekly trash (garbage plus recycling) service as part of the base bundled Commercial Collection Service. The actual configuration of Recycling and Organic Waste Cart and/or Bin sizes shall be based on the total equivalent volume and configured in a manner determined by the Service Recipient in consultation with the Contractor. Additional services may be requested by the Commercial Service Recipient. To be exempted from Commercial Recycling Service or Commercial Organic Waste Collection Service, Service Recipient must apply for 207
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exemption to the Contractor. All such exemption applications must be reported in the Waste Reporting System and approved by the City.

8.01.3 Hours of Collection. Commercial Collection Service must be provided, commencing no earlier than 7:00 a.m., and terminating no later than 7:00 p.m., Monday through Saturday, except for Holidays. There will be no Commercial Collection Service on Sundays. The hours, day, or both of Collection may be extended due to extraordinary circumstances or conditions with the prior verbal or written consent of the Agreement Administrator.

8.01.4 Accessibility. Contractor must Collect all Collection Containers that are readily accessible to Contractor’s crew and vehicles and not blocked. However, Contractor must provide “push services” and “stinger/scout truck services” as necessary upon request during the provision of Commercial Collection Services for the service rate set forth in Exhibit 1. Push services include, but are not limited to, dismounting from the Collection Vehicle, moving the Collection Containers from their storage location for Collection and returning the Collection Containers back to their storage location.

Stinger/scout truck services provide for the retrieval of Collection Containers from locations with accessibility constraints that make Containers difficult or impossible to access using regular trash collection trucks.

8.01.5 Manner of Collection. Contractor must provide Commercial Collection Service with as little disturbance as possible and must leave any Collection Container at the same point it originally located without obstructing alleys, roadways, driveways, sidewalks or mail boxes.

8.01.5.1 Purchase and Distribution of Collection
Containers for New Commercial Service Units. Contractor must also distribute newly-painted Collection Containers as specified in Exhibit 3 to new Commercial and MFD Service Units that are added to Contractor’s Service Area during the term of this Agreement. The added Containers shall be new or like-new and in good working condition. The size and mix of the Collection Containers will be in accordance with this Agreement and the distribution must be completed within five (5) Work Days of receipt of the request for service.

8.01.6 Replacement of Collection Containers. Contractor’s employees must avoid damage to Collection Containers by unnecessary rough treatment. Any Collection Container damaged by the Contractor must be replaced by Contractor, at Contractor’s expense, within five (5) Work Days at no cost or inconvenience to the Service Recipient.

8.01.6.1 Each Commercial Service Unit is entitled to the replacement of one (1) lost, destroyed, or stolen Garbage, Recycling, and Organic Collection Container during the initial term of this Agreement at no cost to the Service Unit. Accordingly, Contractor will be compensated for the cost of those replacements in excess of one (1) Garbage, Recycling, and Organic Collection Container per Commercial Service Unit during the initial term of the Agreement, in accordance with the “Collection Container Exchange” service 208
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rate, as appropriate, set forth in Exhibit 1. Contractor must deliver a replacement Collection Container to such Service Unit within five (5) Work Days.

8.01.7 Repair of Collection Containers. Contractor is responsible for repair of Collection Containers. Within five (5) Work Days of notification by City or a Service Recipient of the need for such repairs, Contractor must repair the Collection Container or if necessary, remove the Collection Container for repairs and deliver a replacement Collection Container to the Service Recipient. Collection Container repair also includes the removal of graffiti from the Collection Container.

8.01.8 Collection Container Exchange. Upon notification to Contractor by City or a Service Recipient that a change in their Collection Containers is required, Contractor must deliver such Collection Containers to such Service Recipient within five (5) Work Days. Each Commercial Service Unit is eligible to receive one (1) free Collection Container exchange per Calendar Year during the term of this Agreement. Contractor is allowed to charge the Service Unit for the cost of those exchanges in excess of one (1) Collection Container exchange per Calendar Year, in accordance with the appropriate “Collection Container Exchange” service rate set forth in Exhibit 1 as may be adjusted by City under this Agreement. Additional Collection Containers or different size Collection Containers are subject to the applicable service rate set forth in Exhibit 1.

8.01.9 Newly painted Bins and Roll-off Containers. No later than October 1, 2022, Contractor must supply newly-painted Bins and Roll-off Containers in good condition which comply with Collection Container specifications in Exhibit 3. If any changes to these specifications are adopted after the Effective Date that results in Contractor being required to replace Collection Containers before they have been fully depreciated, Contactor will be eligible for additional compensation in accordance with Article 27.

8.01.10 Ownership of Collection Containers. Ownership of Collection Containers distributed by Contractor is vested in Contractor.

8.01.11 Cleaning of Collection Containers. Once each Calendar Year, if requested by the Commercial Service Unit, Contractor must clean all Collection Containers at the Commercial Service Unit’s premises or must replace the dirty Collection Containers with clean Collection Containers. Any Collection Container cleanings must be done in such a manner that results in no water entering the City’s storm drain system.

This service must be provided at no charge to the Service Unit, so long as the service is not requested more than once per Calendar Year. In addition, regardless of whether or not this cleaning is requested by the Service Unit, Contractor will ensure that all Collection Containers are cleaned on an as-needed basis so as to maintain a clean appearance and proper function. Additional cleanings beyond once each Calendar Year will be subject to the service rate set forth in Exhibit 1.
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8.02 Commercial Solid Waste Collection Service.

8.02.1 Conditions of Service. Contractor must provide Commercial Garbage Collection Service to all Commercial Service Units in the Service Area whose Solid Waste is properly containerized in Garbage Collection Containers, where the Garbage Collection Containers are accessible.

8.02.2 Size and Frequency of Service. This service must be provided as deemed necessary and determined between Contractor and the Commercial Service Unit, but such service must be received no less than one (1) time per week with no exception for holiday(s) as set forth herein, except that Collection service scheduled to fall on a holiday may be rescheduled as determined between the Service Unit and Contractor as long as the minimum frequency requirement is met. The size of the container and the frequency (above the minimum) of Collection will be determined between the Commercial Service Unit and Contractor unless otherwise determined by City. However, size and frequency must be sufficient to provide that no Solid Waste need be placed outside the Collection Container. Contractor must provide containers as part of the Commercial Collection Maximum Service Rates set forth in Exhibit 1. Service Recipients may own and provide their own Compactor provided that the Service Recipient is completely responsible for its proper maintenance, and such Compactor is of a type that is compatible with Contractor’s equipment. All other Collection Containers used by Service Recipients must be owned and supplied by Contractor.

8.02.3 Non-Collection. Contractor is not required to Collect any Commercial Solid Waste that is not placed in a Garbage Collection Container unless such Commercial Solid Waste is outside the Garbage Collection Container because of overflow. In the event of non-collection or overflow, Contractor must follow the steps as set forth in Section

3.12. 8.02.4 Disposal Facility. All Solid Waste collected as a result of performing Commercial Solid Waste Collection Services must be transported to, and disposed of, at the Disposal Facility. In the event the Disposal Facility is closed on a Work Day, Contractor must transport and dispose of Solid Waste at another legally permitted disposal facility. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 9 and may result in Contractor being in default under this Agreement.

City has the right to designate Disposal Facility and agrees to adjust Maximum Service Rates to reflect City’s exercise of flow control rights prior to the effectiveness of any change. Contractor warrants and agrees that the Disposal Facility has sufficient capacity during the Term for all Franchise services.

8.03 Commercial Recycling Service. This service is governed by the following terms and conditions:

8.03.1 Conditions of Service. Contractor must provide Commercial Recycling Service to all Commercial Service Units in the Service Area whose Recyclable Materials are properly containerized in Recycling Collection Containers except as set 210
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forth below, where the Recycling Collection Containers are accessible. The Maximum Service Rates for Contractor’s Commercial Recycling Services are set forth in Exhibit 1.

8.03.2 Base Commercial Recycling Service. All Commercial Service Recipients subscribing to Commercial Solid Waste Collection Service must receive weekly collection of Recycling Materials with a minimum of at least one 96-gallon Recycling Cart per Service Recipient and included in the Bundled Rate set forth in Exhibit

1. The actual configuration of Recycling Collection Container sizes to be provided will be based on the total equivalent volume and configured in a manner determined by the Service Recipient in consultation with Contractor unless otherwise determined by the City.

8.03.3 Size and Frequency of Service. This service will be provided as deemed necessary and determined between Contractor and the Service Recipient, but such service must be received no less than one (1) time per week with no exception for holiday(s) as set forth herein, except that Collection service scheduled to fall on a holiday may be rescheduled as determined between the Service Recipient and Contractor as long as the minimum frequency requirement is met. Service may be provided by Collection Container at the option of the Service Recipient. The size of the Collection Container and the frequency (above the minimum) of Collection will be determined between the Service Recipient and Contractor unless otherwise determined by the City.

However, size and frequency must be sufficient to provide that no Recyclable Materials need be placed outside the Collection Container. Contractor may charge for Commercial Recycling Services above the weekly trash volume equivalent and must provide Recycling Collection Containers as a part of the Bundled Service with rates set forth in Exhibit 1. Service Recipients may own and provide their own Compactor provided that the Service Recipient is completely responsible for its proper maintenance, and such Compactor is of a type that is compatible with Contractor’s equipment. All other Collection Containers used by Service Recipients must be owned and supplied by Contractor.

8.03.4 Recycling - Improper Procedure. Contractor is not required to Collect Recyclable Materials if the Service Recipient does not segregate the Recyclable Materials from Commercial Solid Waste and Organic Waste. Furthermore, Contractor is not required to collect Recyclable Materials that are contaminated through commingling with Solid Waste or Organic Waste. To address contamination, Contractor must follow the steps as set forth in Section 3.11.

8.03.5 Materials Recovery Facility. All Recyclable Materials Collected as a result of performing Recycling Services must be delivered to the Materials Recovery Facility. Failure to comply with this provision will result in the levy of liquidated damages as specified in Exhibit 9 and may result in Contractor being in default under this Agreement. All expenses related to materials processing and marketing will be the sole responsibility of Contractor. City has the right to designate Materials Recovery Facility and agrees to adjust Maximum Service Rates to reflect City’s exercise of flow control rights. Contractor warrants and agrees that the Materials Recovery Facility has sufficient capacity during the Term for all Franchise services.
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8.03.6 Recycling - Changes to Work. Should changes in law arise that necessitate any additions or deletions to the work described herein including the type of items included as Recyclable Materials, the parties will negotiate any necessary cost changes and will enter into an Agreement amendment covering such modifications to the work to be performed and the compensation to be paid in accordance with Article 27 before undertaking any changes or revisions to such work.

8.03.7 Compliance with AB 341. Contractor will develop and maintain its Commercial Recycling Service in a manner designed to assist City and the Service Recipients to achieve and maintain compliance with AB 341 and AB 1826. Contractor will notify Commercial Service Recipients of the requirements to comply with the laws starting January 1, 2022, and each January 1st thereafter. Contractor must provide the necessary volume of collection service to Commercial Service Units in order to be in full compliance with the law. In conjunction with the City’s ordinance supporting full compliance with AB 341 and AB 1826 by Commercial Service Units (i.e., “generators”), Contractor will conduct in-person outreach to all non-participating commercial covered generators a minimum of once per calendar year. Failure to conduct such outreach will result in a penalty as specified in Exhibit 9.

8.03.8 Additional Recycling Collection Containers. Contractor must provide additional Recycling Collection Containers to Commercial Service Recipients above the minimum requirements within five (5) days of request and may charge for such additional capacity set forth in Exhibit 1 provided that additional Collection Containers are used by Service Recipients for the purposes of setting out additional Recyclable Materials for regular weekly Commercial Recycling Service.

8.04 Commercial Organic Waste Collection Service. This service is governed by the following terms and conditions:

8.04.1 Conditions of Service. Contractor must provide Commercial Organic Waste Collection Service to all non-exempt (AB 3036) Commercial Service Units in the Service Area whose Organic Waste is properly containerized in Organic Collection Containers, except as set forth below in Section 8.04.7, where the Organic Waste Collection Containers are accessible. Contractor will conduct a site visit with each nonexempt Service Recipient to determine the specific materials to be included the Service Recipient’s Organic Waste Collection (i.e., Food Waste, Green Waste, combined Food and Green Waste). Contractor will charge for collection of Organic Waste within the Bundled Service rate specified in Exhibit 1. For Organic Waste collected in Collection Containers beyond the size specified in the Bundled Service rate, Contractor will charge at the rate set forth in Exhibit 1. Contractor agrees that not all Service Units will elect to receive Organic Waste Collection Service in Carts, and that Contractor will provide Organic Waste Collection Bins upon request and as necessary. Service Recipients may elect to add Green Waste only Collection Bins to their service at pricing included in Exhibit

1. Contractor will provide a sufficient number of Collection Containers and at a collection frequency to allow for any such Service Unit to utilize the collection of Organic Waste unless otherwise determined by City. Commercial Organic Waste Collection will occur Monday through Saturday upon request and as necessary. City shall provide Contractor 212
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a list of the names and addresses of Commercial Service Units that are approved by City for exemption from Organic Waste Collection.

8.04.2 Organic Waste Processing Services. Contractor must ensure that all Organic Waste Collected pursuant to this Agreement is diverted from the landfill in accordance with AB 939, AB 1826, AB 1594, SB 1016 and SB 1383, and any subsequent or other Applicable Law. Contractor must ensure that the Organic Waste Collected pursuant to this Agreement is not disposed of in a landfill, except for residue resulting from processing. If the organics processing facility accepts bagged organic waste, then Contractor is obligated to accept bagged Organic Waste.

8.04.3 Organic Waste Processing Facility. Contractor must deliver all Collected Organic Waste to a fully permitted Organic Waste Processing Facility, that has been agreed upon by the City. Failure to comply with this provision will result in the levy of a penalty as specified in Exhibit 9 and may result in Contractor being in default under this Agreement. All expenses related to Organic Waste processing and marketing will be the sole responsibility of Contractor. City has the right to designate Organic Waste Processing Facility and agrees to adjust Maximum Service Rates to reflect City’s exercise of flow control rights prior to the effectiveness of any change. Contractor warrants and agrees that the Organic Waste Processing Facility has sufficient capacity during the Term for all Franchise services.

8.04.4 Organic Waste Collection Frequency. Contractor must comply with CalRecycle collection frequency requirements as they may apply during the term of this Agreement. If any such changes to collection frequency are adopted after Effective Date that result in Contractor being allowed to reduce the frequency of Garbage or Organic Waste Collection, or otherwise cause Contractor to reduce its collection costs as a result in a change in Garbage or Organic Waste collection frequency, Contractor must provide City with its estimate of reduced its costs and shall make adjustments to the Maximum Service Rates.

8.04.5 Base Commercial Organic Waste Service. All Commercial Service Recipients subscribing to Commercial Garbage Collection Service must receive weekly collection of the equivalent volume of at least one (1) 64-gallon Organic Waste Cart (with the option to downsize to a 32- or upsize to a 96-Gallon Cart) per Service Recipient included in the Bundled Service rate. The actual configuration of Organic Waste Collection Container sizes to be provided will be based on the total equivalent volume and configured in a manner determined by the Service Recipient in consultation with Contractor unless otherwise determined by the City. Contractor may charge for Commercial Organic Waste Collection as set forth in Exhibit 1 for Commercial Organic Waste Service greater than the base 32-gallon Organic Waste Cart.

8.04.6 Size and Frequency of Service. This service will be provided as deemed necessary and determined between Contractor and the Service Recipient, but such service must be received no less than one (1) time per week with no exception for holiday(s) as set forth herein, except that Collection service scheduled to fall on a holiday may be rescheduled as determined between the Service Recipient and Contractor as 213
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long as the minimum frequency requirement is met unless otherwise determined by the City. Service may be provided by Bin or Cart at the option of the Service Recipient. The size of the container and the frequency (above the minimum) of Collection will be determined between the Service Recipient and Contractor. However, size and frequency must be sufficient to provide that no Organic Waste needs be placed outside the Collection Container. Service Recipients may own and provide their own Compactor provided that the Service Recipient is completely responsible for its proper maintenance, and such Compactor is of a type that is compatible with Contractor’s equipment. All other Collection Containers used by Service Recipients must be owned and supplied by Contractor.

8.04.7 Organic Waste - Improper Procedure. Contractor is not required to Collect Organic Waste if the Service Recipient does not separate the Organic Waste from Solid Waste and Recyclable Materials. Furthermore, Contractor is not required to collect Organic Waste that is contaminated through commingling with Solid Waste or Recyclable Materials. To address contamination, Contractor must follow the steps set forth in Section

3.11. 8.04.8 Organic Waste Processing Facility. Subject to Section 8.04.3, all Organic Waste Collected as a result of performing Organic Waste Collection Services must be delivered to the Organic Waste Processing Facility. Failure to comply with this provision will result in the levy of an administrative charge as specified in this Agreement and may result in Contractor being in default under this Agreement.

8.04.9 Organic Waste - Changes to Services. Should changes in law arise that necessitate any additions or deletions to the services described in this Section 8.04 including the type of items included as Organic Waste, the parties will negotiate any necessary cost changes and will enter into an Agreement amendment covering such modifications to the services to be performed and the compensation to be paid in accordance with Article 27 before undertaking any changes or revisions to such services.

8.04.10 Compliance with AB 1826 and SB 1383. Contractor will develop and maintain its Commercial Organic Waste Collection Service in a manner designed to assist City and Service Recipients to achieve and maintain compliance with AB 1826 and SB 1383. Contractor will notify non-exempt covered businesses of the requirements to comply with the law annually starting January 1, 2022. Contractor will offer to provide the volume of collection service that covered businesses require to be in compliance with the law. In conjunction with the City’s ordinance supporting full compliance with AB 341, SB 1383 and AB 827 by Commercial Service Units (i.e., “generators”), Contractor will conduct in-person outreach to all nonparticipating nonexempt commercial covered generators as specified in Section 17.02. Failure to conduct such outreach will result in a penalty as specified in Exhibit 9.

8.04.11 Additional Organic Waste Collection Containers. Contractor must provide additional Organic Waste Collection Containers to Service Recipients at the rates listed in Exhibit 1 provided that additional Collection Containers are used by Service 214
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Recipients for the proposes of setting out additional Organic Waste materials for regular weekly Organic Waste Collection Service
Article 9. Multi- Family Dwelling Service with Individual Carts (MFD-I)

9.01 Conditions of Service. As in Section 7.01.

9.01.1 MFD-I Bundled Service. A weekly Bundled MFD-I Solid Waste Collection Service system will be utilized with either one (1) 64-Gallon Garbage Cart (with the option to downsize to a 32- or upsize to a 96-Gallon Garbage Cart), one (1) 64-Gallon Recycling Cart (with the option to downsize to upsize to a 96-Gallon Recycling Cart), and one (1) 96-Gallon Organic Waste Cart as part of the base MFD-I Solid Waste Collection Service; or for those MFD-I complexes without need for individual yard waste containers, one (1) 64-Gallon Garbage Cart (with the option to downsize to a 32- or upsize to a 96- Gallon Garbage Cart), one (1) 64-Gallon Recycling Cart (with the option to downsize to upsize to a 96-Gallon Recycling Cart), and one (1) 32-Gallon Organic Waste Cart (with the option to upsize to a 64- or 96-Gallon Organics Cart) as part of the base MFD-I Solid Waste Collection Service. Pricing for upsizing or downsizing Carts, and additional Carts, relative to the base Bundled Service are included in Exhibit 1. The actual configuration of Garbage, Recycling and Organic Waste Cart sizes shall be at the option of the Service Recipient unless otherwise determined by the City. MFD-I complexes which lack storage space for an Organics Waste Cart at each individual site may substitute a 2-bin service (Garbage Cart and Recycling Cart) provided that the Facility’s management subscribe to service of centralized Organic Waste Collection Containers. Containers shall be placed within three (3) feet of the curb, swale, paved surface of the public roadway, closest accessible roadway, or other such location agreed to by Contractor and Service Recipient, that will provide safe and efficient accessibility to Contractor’s Collection crew and vehicle.

9.01.2 MFD-I On-Premises Service. Refer to 7.01.2.

9.01.3 MFD-I Frequency and Scheduling of Service. Refer to 7.01.3.

9.01.4 MFD-I Manner of Collection. Refer to 7.01.4.

9.01.5 MFD-I Replacement of Carts. Refer to 7.01.5.

9.02 MFD-I Solid Waste Collection Service. Refer to 7.02.

9.03 MFD-I Recycling Service. Refer to 7.03.

9.04 MFD-I Organic Waste Collection Service. Refer to 7.04.

9.05 MFD-I Large Item Collection Service. Refer to 7.05.

Article 10. Multi-Family Dwelling with Centralized Bin Service (MFD-C)

10.01 MFD-C Collection Service. Refer to 8.01.
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10.02 MFD-C Solid Waste Collection Service. Refer to 8.02.

10.03 MFD-C Recycling Service. Refer to 8.03.

10.03.1 MFD-C Move In/Out Collection Service. Within three (3) months of opening a new account, at no additional charge, each MFD-C Service Recipient may request that Contractor provide one on-call Move-In/Out Recyclable Material Collection Service for recyclable packaging materials such as flattened cardboard boxes, and bundled newspaper and packaging foam. This will be offered as a one-time service for each new account. This service shall only include Recyclable Materials, and in the event that the Service Recipient includes Garbage in the materials set out for Collection by Contractor, this service shall be counted as one of the MFD-C Service Recipient’s free annual Large Item Collections as set forth in Section 10.05.

10.04 MFD-C Organic Waste Collection Service. Refer to 8.04.

10.05 MFD-C Large Item Collection Services. This service is governed by the following terms and conditions:

10.05.1 Conditions of Service. Contractor shall provide Large Item Collection service to MFD-C Service Units (subject to permission from each MFD-C Service Unit owner or property manager), by providing such Collection one (1) time per month on a designated date, at a designated location within the MFD-C Service Unit.

Contractor shall work with the owner or property manager of each MFD-C Service Unit to arrange for a monthly Large Item Collection date. On each such Collection date, Contractor shall Collect all Large Items placed for Collection at the designated location at no charge.

10.05.2 Frequency of Service. Refer to 7.05.02.

10.05.3 Large Items Containing Freon. Refer to 7.05.3.

10.05.4 Maximum Reuse and Recycling. Refer to 7.05.4.

10.05.5 Disposal of Large Items. Refer to 7.05.5.

10.05.6 City Direction of Large Items. Refer to 7.05.6.

Article 11. City Services

11.01 City Collection Conditions of Service. City Collection Services shall be governed by the following terms and conditions:

11.01.1 Contractor shall provide Garbage, Recyclable Material, and Organic Waste Collection Services to all City Service Units (and where applicable, subject to the conditions in this section), where the Containers are not blocked and are accessible by Contractor’s Collection Vehicles. The frequency of collection may be designated by the City, but not to exceed six (6) times per week per container. City may change the City 216
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Service Units receiving service, and the container volume and collection frequency provided to any City Service Unit. Contractor shall provide this service and charge the City in accordance with the Commercial Service Recipient Rates set forth in Exhibit 1.

11.01.2 Contractor shall receive written permission from the City before placing any Collection Containers on City owned property for service.

11.01.3 Contractor shall limit the number of trips and the path of travel for Collection Vehicles in City parking lots.

11.02 City Clean-Up Services.

11.02.1 City’s Enforcement Clean-Up Services. Within one (1) Work Day of a request from the Agreement Administrator, Contractor shall provide Roll-off Containers to support City’s Enforcement Clean-Up Services in the Service Area. City shall be responsible for loading or arranging for loading of each Roll-off Container.

Contractor shall collect, transport and deliver City Code Enforcement Clean-Up Services Garbage, Recyclable Material, and Organic Waste to a Disposal Facility, the Materials Recovery Facility, or Organics Processing Facility, as appropriate given the characteristics of the load. Contractor shall deliver, and collect, transport and process the City’s Enforcement Clean-Up Services waste from up to ten (10) Roll-off Containers each Agreement Year at no charge to the City. Contractor shall be entitled to charge the City for collected materials exceeding ten (10) collections per Agreement Year in accordance with the Service Recipient Rates as set forth in Exhibit 1.

11.02.2 City’s Clean-up and Removal of Downed Trees. Within four (4) hours of a request from the Agreement Administrator, Contractor shall provide Rolloff Containers to support City’s clean-up and removal of downed trees that result from natural events (storms, high winds etc.) in the Service Area. City shall be responsible for loading or arranging for loading of each Roll-off Container. Contractor shall collect, transport and deliver said Organic Waste to an Organics Processing Facility for recycling.

Contractor shall deliver, and collect, transport and process organic material from up to ten (10) Roll-off Containers each Agreement Year at no charge to the City. Contractor shall be entitled to charge the City for Roll-Off Service exceeding ten containers per Agreement Year in accordance with the Service Recipient Rates as set forth in Exhibit 1

11.02.3 Abandoned Waste/Illegal Dumping Reporting. When conducting service within the City, Contractor shall direct its Collection Vehicle drivers to report to Contractor sightings of illegal dumping of Waste by recording: (i) the addresses of any Service Area where Garbage, Recyclable Material, and/or Organics Waste is accumulating; and (ii) the address, or other location description at which Garbage, Recyclable Material, and/or Organics Waste has been dumped. Contractor shall report to the City sightings and the recorded address within three (3) Work Days.

11.02.4 Abandoned Waste/Illegal Dumping Clean-up. At City’s direction, Contractor shall collect, transport and process dumped items from up to fifty (50) illegal dumping clean-up requests per year at no additional charge to City. Contractor 217
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shall be entitled to charge the City for requests in excess of fifty (50) collections per Agreement Year in accordance with the Service Recipient Rates as set forth in Exhibit 1.

11.03 City-Sponsored Events Service. Upon request by the City, Contractor shall provide Containers, Collection Services, and Street Sweeping Services at up to six (6) City-Sponsored Events annually, including but not limited to those specified in Exhibit 2 at no cost to the City.

11.04 Large Item Collection Service. Contractor shall collect Large Items, including E-Waste and Universal Waste, from City Services Units on an on-call basis on the same terms and conditions as are provided to SFD Service Units per Section 7.05 at rates specified in Exhibit 1.

Article 12. Additional Services

12.01 Public Area Waste Collection. At no additional cost or expense to the City, Contractor shall provide Garbage and Recyclable Material Collection Service from Collection Containers placed at up to 205 public-right-of-way locations designated by the City. City to provide containers. Garbage and Recyclable Material Collection Containers shall be serviced on a regular schedule of no less than two days per week, or as-needed basis as directed by the City to avoid any overflow of materials. Total Collection Container service shall not exceed the equivalent of 205 locations at 120 gallons per location collected two days per week. There will be flexibility in collection capacity at each location.

12.02 Street Sweeping Services. To avoid the negative consequences of spillage and as part of the Collection Services Contractor shall perform street sweeping services as described in Exhibit 6. The designated parking areas for weekly street sweeping are listed in Exhibit 6.

12.03 Household Hazardous Waste Collection Service. Contractor shall Contractor shall host two (2) Household Hazardous Waste collection events per year on dates, at locations, and at times selected by City. The events are intended to provide Service Recipients the opportunity to dispose Household Hazardous at no charge to the City or Service Recipient.

12.04 E-Waste Events. Contractor shall host two (2) E-Waste Recycling events per year on dates, at locations, and at times selected by City. The events are intended to provide Recycling opportunities to interested Service Recipients and shall be provided by Contractor at no charge to the City or Service Recipient.

Article 13. Collection Routes

13.01 Service Routes. Contractor must provide City with maps precisely defining Collection routes, together with the days and the times at which Collection will regularly commence.
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13.02 Service Route Changes. Contractor must submit to City, in writing, any proposed route change (including maps thereof) not less than sixty (60) calendar days prior to the proposed date of implementation. Contractor may not implement any route changes without the prior review of the Agreement Administrator. If the change will change the Collection day for a Service Recipient, Contractor must notify those Service Recipients in writing of route changes not less than thirty (30) days before the proposed date of implementation.

13.02.1 Collection Route Audits. City reserves the right to conduct audits of Contractor’s Collection routes. Contractor must cooperate with City in connection therewith, including permitting City employees or agents, designated by the Agreement Administrator, to ride in the Collection Vehicles to conduct the audits.

Contractor has no responsibility or liability for the salary, wages, benefits or worker compensation claims of any person designated by the Agreement Administrator to conduct such audits.

Article 14. Minimum Performance and Diversion Standards

14.01 Intentionally omitted.

14.02 Billing/Financial Audit and Performance Reviews

14.02.1 Contractor shall review its billings to all Service Recipients.

The purpose of the review is to determine that the amount which the Contractor is billing each Service Recipient is correct with regard to the level of service (i.e., frequency of collection, size of container, location of container) at the rates specified in this Agreement or otherwise approved by City Council resolution. The Contractor shall review Service Recipient accounts not less than annually and ensure that all such billing is correct. The documentation of the review, as well as verification that any errors have been corrected should be provided to the City annually.

14.02.2 Selection and Cost. City may conduct billing audit, financial audit and performance reviews (together, “Reviews”) of Contractor’s performance during the term of this Agreement. The Reviews will be performed by the City or a qualified firm under contract to City. City will have the final responsibility for the selection of the firm.

City may conduct Reviews at any time during the term of the Agreement. City and Contractor agree to each pay fifty-percent (50%) of the cost of the Reviews provided for under Section 14.02.

14.02.2.1Full Reviews During Initial Term. City may
conduct three (3) full Reviews with costs apportioned as stated in 14.02.2 during the initial Term of this Agreement. The purpose of these full Reviews will be as described in Section 14.02.2.3 below.

14.02.2.2Full Review During Extension Period. In the event that Contractor is granted an extension to the Term of this Agreement as described in Section 2.02, City may conduct one (1) additional full Review during 219
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each of the five (5) year extension periods. The purpose of this full Review is described in Section 14.02.2.3. For each of these full Review costs will be apportioned as stated in Section 14.02.2.

14.02.2.3Purpose. The Reviews will be designed to verify that Service Recipient billing rates have been properly calculated and they correspond to the level of service received by the Service Recipient, verify that Contractor is correctly billing for all services provided, Franchise Fees, Solid Waste Management Fees and other fees required under this Agreement have been properly calculated and paid to City, verify Contractor’s compliance with the reporting requirements and performance standards of this Agreement, verify the diversion percentages reported by Contractor, and verify any other provisions of the Agreement. City (or its designated consultant) may utilize a variety of methods in the execution of this review, including, but not limited to, analysis of relevant documents, on-site and field observations, and interviews.

City (or its designated consultant) will review and document the items in the Agreement that require Contractor to meet specific performance standards, submit information or reports, perform additional services, or document operating procedures, that can be objectively evaluated. This information will be documented and be formatted in a “compliance checklist” with supporting documentation and findings tracked for each of the identified items. The Review will specifically include a determination of Contractor’s compliance with the diversion requirements of Article 5, and the public outreach and education requirements of Article 17. City (or its designated consultant) may review the customer service functions and structure utilized by Contractor. This may include Contractor’s protocol for addressing Service Recipient complaints and service interruption procedures. Complaint logs may be reviewed, along with procedures and systems for tracking and addressing complaints.

14.02.3 Contractor’s Cooperation. Contractor shall cooperate fully with the Review and provide all requested data, including operational data, financial data of the type described in Section 14.02.1, and other data reasonably requested by City within fifteen (15) Work Days of the request.

14.02.4 Additional Billing/Financial Audit and Performance Review. In the event that the Review concludes that Contractor is not in compliance with all terms and conditions of this Agreement and such non-compliance is material, Contractor is subject to administrative fees and penalties as described in Exhibit 9 as well as reimbursement to the City for the full cost of the audit plus any underpayments discovered during the audit. Additionally, City may conduct a Review beyond the three specified in Section 14.02.2.1, to ensure that Contractor has cured any such area of non-compliance.

Contractor will be responsible for the cost of any such additional Review for a maximum cost of One-hundred Twenty Thousand Dollars ($120,000) (starting on January 1, 2023 and each January 1st thereafter, with the maximum cost for the review adjusted annually by the change in the CPI). For the purposes of a determination of non-compliance under this Agreement, audit findings which result in underpayments of $100,000 or more, as 220
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adjusted by the annual change in CPI as of January 1 of each Calendar Year, shall be deemed material.

14.02.5 City Requested Program Review. City reserves the right to require Contractor to periodically conduct reviews of the SFD and Commercial Garbage, Recyclable Materials, and Organic Waste collection programs, provided that such reviews are reasonable and can be accomplished at no additional cost to Contractor and without interfering with Contractor’s operations. Such reviews could assess one or more of the following performance indicators: average volume of Recyclable Materials per setout per Service Recipient, average volume of Organic Waste per setout per Service Recipient, participation level, contamination levels, etc. Prior to the program evaluation review, City and Contractor will meet and discuss the purpose of the review and agree on the method, scope, and data to be provided by Contractor.

14.03 Cooperation with Other Program Reviews. Contractor shall cooperate with City and/or its agent(s) as reasonably requested to collect program data, perform field work, conduct route audits to investigate Service Recipient participation levels and setout volumes and/or evaluate and monitor program results related to Garbage, Recyclable Materials and Organic Waste collected in City by Contractor, provided that such cooperation can be accomplished at no additional cost to Contractor and without interfering with Contractor’s operations.

Article 15. Collection Equipment

15.01 Equipment Specifications.

15.01.1 General Provisions. All equipment used by Contractor in the performance of services under this Agreement must be of a high quality and meet all Applicable Laws and air quality standards, including all applicable provisions of Ventura County Air Pollution Control District. Collection vehicles must be designed and operated so as to prevent collected materials from escaping from the vehicles. Hoppers must be closed on top and on all sides with screening material to prevent collected materials from leaking, blowing or falling from the vehicles. All trucks and containers must be watertight and must be operated so that liquids do not spill during Collection or in transit.

15.01.2 Large Items. Vehicles used for Collection of Large Items may not use compactor mechanisms or mechanical handling equipment that may damage reusable goods or release Freon or other gases from pressurized appliances.

15.01.3 Collection Vehicles. Contractor must replace Collection Vehicles during the term of this Agreement so that beginning in Agreement Year 6, all Collection Vehicles must average no more than ten (10) years and no Collection Vehicle is more than thirteen (13) years old during the term of the Agreement. If during the term of the Franchise Agreement, new technologies are available such as renewable natural gas, hybrid or electric powered collection vehicles, the City or the Contractor may request/negotiate implementation of such new collection vehicles, with a corresponding change to the Maximum Service Rates to reflect additional cost or savings. During the 221
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Term, to the extent required by law, Contractor shall provide its Collection Vehicles to be in full compliance with all Applicable Laws, including State and Federal clean air requirements that are adopted or proposed to be adopted, including, but not limited to, the California Air Resources Board Heavy Duty Engine Standards as currently proposed to be contained in California Code of Regulations, title 13, sections 2020 et seq., the Federal EPA’s Highway Diesel Fuel Sulfur regulations and all other applicable air pollution control laws.

15.01.4 Collection Vehicle Technology. Contractor must use Collection Vehicles fitted with GPS tracking devices that can be used to record start and stop times, vehicle locations, and maximum speed. Contractor shall furnish to the City at no additional cost or expense any software and equipment necessary for City to track the location of Collection Vehicles in real time and to generate reports as needed. Collection Vehicles must also be fitted with cameras that are programmed to take photos, date and location stamped, to document violations, including contamination, overfilling, and lids not closed. GPS and camera data must be accessible by City.

15.01.5 Collection Vehicle Size Limitations / Overweight Vehicle Charge. Contractor may not use any Collection Vehicle in violation of weight limitations in Applicable Law. The Contractor may exceed the Collection Vehicle size limitation for a limited time due to extraordinary circumstances or conditions with the prior written consent of the Agreement Administrator. The limited time may not exceed 120 days.

Contractor must report all instances of overweight vehicles to City monthly as part of its quarterly Franchise Fee submittal described in Section 3.05.6, and as part of its annual reports to the City described in Section 19.03.2. Contractor may be assessed administrative charges as specified in Exhibit 9 as a result of exceeding an overweight vehicle rate of five percent (5.00%) in any Calendar Year during the term of the Agreement. The overweight vehicle rate will be calculated as the total number of overweight Collection Vehicle instances during the Calendar Year, divided by the total number of Collection Vehicle loads transported during the Calendar Year. Prior to collecting administrative charges for overweight vehicles, the City shall afford Contractor a reasonable opportunity to provide the Agreement Administrator documentation of the extraordinary circumstance that caused the overweight vehicles. Extraordinary circumstances in this particular case include, but may be limited to, heavy rains or high winds that caused excess Green Waste to be generated, rain to accumulate in open Collection Containers, or normal Collection routes to be delayed or shortened to extreme weather conditions. The Agreement Administrator shall have authority to consider Contractor’s documentation and uphold and collect the assessed charge, to reduce the charge, or waive and dismiss the charge. The Agreement Administrator shall also have the authority to waive charges in advance of an anticipated, or in response to and actual, emergency event.

15.01.6 Registration; Inspection. All vehicles used by Contractor in providing Collection Services under this Agreement, except those vehicles used solely on Contractor’s premises, are to be registered with the California Department of Motor Vehicles. In addition, each such vehicle must be inspected by the California Highway Patrol in accordance with Applicable Law. Within two (2) Work Days of a request from the 222
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Agreement Administrator, Contractor must provide City a copy of its vehicle maintenance log and any safety compliance report, including, but not limited to, any report issued under California Vehicle Code sections 34500 and following, as well as the biennial “BIT” inspections conducted by the California Highway Patrol.

15.01.7 Safety Markings. All Collection equipment used by Contractor must have appropriate safety markings including, but not limited to, highway lighting, flashing and warning lights, clearance lights, and warning flags. All such safety markings must be in accordance with the requirements of the California Vehicle Code, as may be amended from time to time.

15.01.8 Vehicle Signage and Painting. Collection Vehicles must be painted and numbered without repetition and must have Contractor’s name, Contractor’s customer service telephone number, and the number of the vehicle painted in letters of contrasting color, at least four (4) inches high, on each side and the rear of each vehicle.

No advertising is permitted other than the name of Contractor, its logo and registered service marks, except promotional advertisement of the Recyclable Materials and Organic Waste programs, which is encouraged. City to approve any promotional material of the Recyclable Materials and Organic Waste Programs affixed to or painted on Contractor’s Collection Vehicles and may require such promotion to be utilized from time to time in order to encourage correct recycling, reduce contamination, and provide relevant education. Contractor must repaint all vehicles (including vehicles striping) during the term of this Agreement on a frequency as necessary to maintain a positive public image as reasonably determined by the Agreement Administrator, but not less often than once every five years beginning January 1, 2022.

15.01.9 Bin and Roll-off Signage, Painting, and Cleaning. All metal bins and Roll-offs of any service type furnished by Contractor must be either painted or galvanized. All metal or plastic bins and Roll-offs must display Contractor’s name, Contractor’s customer service telephone number, and the number of the Bin or Roll-off and must be kept in a clean and sanitary condition. Bins and Roll-offs should be free of dents and newly painted at the start of this Agreement, and painted as needed to maintain an orderly appearance throughout the term of the Agreement, but not less frequently than once every three years. Bins and Roll-offs may be subject to periodic, unscheduled inspections by City and determination as to sanitary condition will be made by City.

15.02 Vehicle Certification. For each Collection Vehicle used in the performance of services under this Agreement, Contractor must obtain a certificate of compliance (smog check) issued pursuant to Part 5 of Division 26 of the California Health and Safety Code (Section 43000 and following) and regulations promulgated thereunder and/or a safety compliance report issued pursuant to Division 14.8 of the California Vehicle Code (Section 34500 and following) and the regulations promulgated thereunder, as applicable to the vehicle. Contractor must maintain copies of such certificates and reports and must make such certificates and reports available for inspection upon request by the Agreement Administrator.
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15.02.1 No later than October 1, 2022, Contractor must submit to the Agreement Administrator verification that each of the Contractor’s Collection Vehicles has passed the California Heavy Duty Vehicle Inspection. Thereafter, Contractor must cause each vehicle in Contractor’s Collection fleet to be tested annually in the California Heavy Duty Inspection Program and must, upon request, submit written verification to City within ten (10) Work Days of the completion of such test. Contractor may not use any vehicle that does not pass such inspection.

15.03 Equipment Maintenance. Contractor must maintain Collection equipment in a clean condition and in good repair at all times. All parts and systems of the Collection equipment must operate properly and be maintained in a condition satisfactory to City.

Contractor must wash all Collection Vehicles at least once a week.

15.04 Maintenance Log. Contractor must maintain a maintenance log for all Collection Vehicles. The log must at all times be accessible to City by physical inspection upon request of Agreement Administrator, and must show, at a minimum, each vehicle Contractor assigned identification number, date purchased or initial lease, dates of performance of routine maintenance, dates of performance of any additional maintenance, and description of additional maintenance performed.

15.05 Equipment Inventory. On or before October 1, 2022 Contractor shall provide to City an inventory of Collection Vehicles and major equipment used by Contractor for Collection or transportation and performance of services under this Agreement. The inventory must indicate each Collection Vehicle by Contractor assigned identification number, DMV license number, the age of the chassis and body, type of fuel used, the type and capacity of each vehicle, the number of vehicles by type, the date of acquisition, the decibel rating and the maintenance and rebuild status. Contractor must submit to the Agreement Administrator, either by fax or e-mail, an updated inventory annually to the City or more often at the request of the Agreement Administrator. Each inventory must also include the tare weight of each vehicle as determined by weighing at a certified scale used by Contractor. Each vehicle inventory must be accompanied by a certification signed by Contractor that all Collection Vehicles meet the requirements of this Agreement.

15.06 Reserve Equipment. Contractor shall have available to it, at all times, reserve Collection equipment which can be put into service and operation within one (1) hour of any breakdown. Such reserve equipment must correspond in size and capacity to the equipment used by the Contractor to perform the contractual duties.

Article 16. Contractor’s Office

16.01 Contractor’s Office. Contractor shall maintain an office or call center where calls and complaints can be received within the City. Such office must be equipped with enough telephones that all Collection Service-related calls received during normal business hours are answered by an employee within five (5) rings. The office must have responsible persons in charge during Collection hours and must be open during such normal business hours, 8:00 a.m. to 5:00 p.m. on Monday through Friday. Contractor must provide either a local or toll-free telephone number that connects to the call center, 224
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and a telephone answering service or mechanical device to receive Service Recipient inquiries during those times when the office is closed. Calls received after normal business hours must be addressed the next Work Day morning. If call center is not local to the City, Contractor must also maintain a local office within the City where Contractor can be reached during such normal business hours, 8:00 a.m. to 5:00 p.m. on Monday through Friday.

16.01.1 Emergency Contact. Contractor must provide the Agreement Administrator with an emergency phone number where the Contractor can be reached outside of the required office hours.

16.01.2 Multilingual/TDD Service. Contractor must at all times maintain the capability of responding to telephone calls in English and such other languages as City may direct. Contractor must at all times maintain the capability of responding to telephone calls through Telecommunications Device for the Deaf (TDD) Services.

16.01.3 Service Recipient Calls. During office hours, Contractor must maintain a telephone answering system capable of accepting at least five (5) incoming calls at one time. Contractor must record all calls including any inquiries, service requests and complaints into a customer service log.

16.01.4 All incoming calls will be answered at the local office or call center within 5 rings. Any call “on-hold” in excess of 1.5 minutes must have the option to remain “on-hold” or request a “call-back” from a customer service representative.

Contractor’s customer service representatives must return Service Recipient calls. For all messages left before 3:00 p.m., all “call backs” must be attempted a minimum of one time prior to 5:00 p.m. on the day of the call. For messages left after 3:00 p.m., all “call backs” must be attempted a minimum of one time prior to noon the next Work Day. Contractor must make minimum of three (3) attempts within one (1) Work Day of the receipt of the call. If Contractor is unable to reach the Service Recipient on the next Work Day, Contractor must send a postcard to the Service Recipient on the second Work Day after the call was received, indicating that the Contractor has attempted to return the call.

Article 17. Contractor Support Services

17.01 Sustainability/Compliance Representative. Contractor will staff a Sustainability/Compliance Representative to conduct site visits and provide outreach and education in support of meeting diversion as specified in Section 5.1 and to meet State mandates associated with AB 939, AB 341, AB 1826, AB 827, AB 1594, SB 1016, and SB 1383, and all amendments and related subsequent legislation. The Sustainability/Compliance Representative shall be available as needed to meet with the City and conduct site visits to implement Recycling and Organics programs in the Service Area.

17.02 Sustainability and Compliance Plan. Contractor, at its own expense, must prepare, submit and implement an annual (Calendar Year) Sustainability and Compliance 225
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Plan (“Plan”) which will guide Contractor’s staffs’ work efforts. This Plan will include measures to meet diversion targets, increase diversion, and increase participation of Service Recipients in recycling and organics diversion programs, and should target certain Recyclable Materials or “problem” areas, including recycling and organics sorting and contamination, within Contractor’s Service Area where improvements can be maximized. In addition, and consistent with such diversion efforts, the Plan will include measures to ensure Service Recipients receive service at the appropriate service levels and Container sizes to reduce Service Recipient costs. Planned outreach and education services, and outreach materials should be included as part of the Plan and updated annually. Targets of outreach should be based on local trends and recycling patterns from data obtained by both the City and Contractor. Contractor will maintain current and stateof-the-art public outreach and education services throughout the term of this Agreement by providing outreach materials to Service Recipients electronically (via email and social media). Contractor must submit first year draft Plan to the City prior to the start of this Agreement and by October 1st each year thereafter for the term of the Agreement. City may review and provide comments on the draft Plan within thirty (30) days of receipt.

Contractor must consider the comments and submit final Plan to City by October 1, 2022 for first year and thence by November 1st each year thereafter for the term of the Agreement. Contractor’s Plan is provided in Exhibit 12. The Sustainability and Compliance Plan must include the following:

17.02.1 City-specific website. Contractor shall maintain a City-specific website that fully explains the Contractor’s services and rates, the diversion options available, and allows Service Recipients to submit service changes, inquiries, complaints or queries. The website must describe and promote the use of the available Recyclable Materials and Organics services. Contractor’s local website must provide information specific to the City’s programs. Contractor will ensure that information provided on the website is maintained and up-to-date. Content will include proper container set out, educational materials, newsletters and program descriptions.

17.02.2 Recycling resources. Contractor shall maintain accurate list of recyclable materials on its website, and promote proper recycling to all Service Recipients. Contractor shall consult, collaborate, and coordinate its recycling outreach and educational materials and activities with the City and incorporate the City’s input on the Contractor’s recycling resources and programs.

17.02.3 School education and outreach. Contractor shall develop and utilize a program to educate on proper recycling that offers tools to assist with proper recycling for all ages. Educational information should include brochures, school resources such as recycling curriculums, kid’s activity flyers, posters, myth busters, and recycling art activities. Contractor shall develop and distribute educational material, and conduct onsite outreach annually to all school campuses in the Service Area. Examples include:
recyclable materials list, recycling tips, battery and bulb education, food waste collection and donation, and HHW education. Educational material shall be distributed to campuses by mail and/or in person on or before September 30th annually, and site visits must be completed by November 30th.
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17.02.4 MOR Compliance Notices. Contractor shall send Mandatory Organics Recycling (MOR) compliance notices quarterly to all eligible Commercial entities and MFDs that do not subscribe to Organics Collection Service with the Contractor, and/or do not provide an alternate method for diverting organic waste, in conformance with SB 1383 and AB 1826. These notices shall also notify businesses of requirements under AB 827. Contractor shall mail notifications quarterly on or before the last day of the month following the end of the quarter.

17.02.5 MCR Compliance Notices. Contractor shall send Mandatory Commercial Recycling (MCR) compliance notices quarterly to all eligible Commercial entities and MFDs that do not subscribe to recycling collection service with the Contractor, and/or do not provide an alternate method for diverting recyclable materials, in conformance with AB 341. These notices shall also notify businesses of requirements under AB 827. Contractor shall mail notifications quarterly on or before the last day of the month following the end of the quarter.

17.02.6 MOR Site Visits. Contractor shall conduct site visits to all eligible Commercial entities and MFDs once per year for the first three years and thereafter every other year for businesses that subscribe to Organics Collection Service and every year for businesses that do not subscribe to organics collection service in conformance with SB 1383 and AB 1826. Contractor shall conduct visits on or before June 30th.

17.02.7 MCR Site Visits. Contractor shall conduct site visits to all eligible Commercial entities and MFDs once per year for the first three years and thereafter every other year for businesses that subscribe to Recycling Collection Service and every year for businesses do not subscribe to Recycling Collection Service with the Contractor. Contractor shall conduct visits on or before June 30th.

17.02.8 Waste Audits. Contractor shall complete Recycling and Solid Waste audits in the number and frequency required by SB 1383 and provide recommendations to customers on how to improve overall resource efficiency.

17.02.9 Compliance Reporting. Contractor shall report contaminations and overage issues via the City’s Waste Reporting System.

17.02.10 Right-sizing containers. Contractor must right-size Collection Containers to maximize diversion from SFD, MFD and Commercial Service Recipients.

17.02.11 Education and Outreach materials. Contractor must implement public education and outreach in conformance with applicable laws (e.g. SB 1383, AB 1826, AB 827, AB 939, AB 341, AB 1594, etc.) and in coordination with the City.

Contractor shall attend public events and host booths to promote recycling education and awareness. Contractor will work with City to identify which special events will be attended.

Contractor, together with City, shall work with local media to ensure information on new programs, events, recycling, organics etc. is communicated to the community. Contractor shall use a variety of options such as local paper, news, websites, Homeowners 227
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Associations, schools and civic groups to distribute information and education about City solid waste and recycling programs, and events. Contractor shall distribute educational material to Service Recipients a minimum of once a quarter by mail or electronically.

These materials should include tips on recycling properly, use of organics containers, composting, battery and electronics education, prevention of contamination issues, proper Collection Container placement, resource information, and HHW education.

17.02.12 Service Recipient Personnel Training. Contractor shall advise and educate appropriate personnel (management, employees, janitors, etc.) at MFD and Commercial Service Units on methods and recommendations to increase recycling and decrease landfilling including best practices for recycling, waste reduction and availability and use of in-house recycling containers.

17.02.13 Available Services Notice and Information. At least annually Contractor must publish and distribute (by mail or electronically) a notice to all Service Units regarding the full range of services offered. The notice must contain at a minimum (i) definitions of the materials to be Collected, (ii) procedures for setting out materials, (iii) the days when Garbage Collection Services, Recycling Services, and Organic Waste Collection Services will be provided, (iv) Contractor’s local customer service phone number, (v) instructions on the proper filling of Containers, (vi) instructions as to what materials may or may not be placed in Recyclable Materials or Organic Waste Containers, (vii) how to select container sizes to maximize diversion, (viii) participation in recycling and organics programs, (ix) the fees for overage and contamination in the event of noncompliance, (x) the availability of on-premises Collection Services, including the availability of no-charge on-premises Collection Services for qualified persons, (xi) Large Items Collection Services, (xii) HHW Services, and (xiii) the dates and locations of free collection events hosted by Contractor. The notice must be provided in English, and other languages as directed by the City, and must be distributed by Contractor no later than February 1st of each year.

17.02.14 Approach to meeting City’s diversion requirements.

Contractor must document approach to meeting City’s diversion requirements by specific diversion program type (SFD, MFD, Commercial, Recyclable Material, Organic Waste, Bulky Waste, etc.) and must be tied to both specific and public education programs. This must include an implementation schedule showing the specific programs and tasks, milestones, and time frames for meeting the diversion requirements.

17.02.15 Tonnage table. Contractor must provide as part of the Plan, a tonnage table segregated by SFD, MFD, Commercial, and additional services as specified in Article 12 that estimates tonnages for Recyclable Material and Organic Waste delivered and processed, and the estimated residual tonnages for each calendar year of the Franchise Agreement.

17.02.16 Environmental Stewardship. Contractor must describe all environmental management policies and activities related to the solid waste collection service, including the use of alternative fuel vehicles, reduction of air emissions and wear and tear on the City’s streets, use of recycled products throughout operations, internal 228
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waste reduction and reuse protocol, water and resource conservation activities within facilities (design, construction and operation), compliance with laws governing e-waste, HHW, and u-waste, and use of non-toxic products when possible.

17.03 News Media Relations. Contractor will work with local media to ensure information is communicated to community (new programs, events, recycling information, etc.). Contractor to use options, such as; local Newspaper, Radio/TV News outlets, Websites and Social Media. Contractor will notify the City Representative by e-mail or phone of all requests for news media interviews related to the services covered under this Agreement within one (1) Work Day of Contractor’s receipt of the request. When practicable, before responding to any inquiries involving controversial issues or any issues likely to affect participation or Service Recipient’s perception of services, Contractor will discuss Contractor’s proposed response with the City Agreement Administrator.

17.04 Annual Recycling Awards. Contractor will recognize outstanding participation in Recycling and/or Organic Waste programs by identifying “recycling allstars” for recognition at a City Council meeting during each November, beginning November 2022.

17.05 News Media Requests. Contractor will notify the Agreement Administrator by e-mail or phone of all requests for news media interviews related to the services covered under this Agreement within one (1) Work Day of Contractor’s receipt of the request. When practicable, before responding to any inquiries involving controversial issues or any issues likely to affect participation or Service Recipient’s perception of services, Contractor will discuss Contractor’s proposed response with the Agreement Administrator.

17.05.1 Copies of draft news releases or proposed trade journal articles that use the name of City or relate to the services provided hereunder must be submitted to the Agreement Administrator for prior review and approval at least five (5) working days in advance of release, except where Contractor is required by any law or regulation to submit materials to any regulatory agency in a shorter period of time, in which case Contractor must submit such materials to City simultaneously with Contractor’s submittal to such regulatory agency.

17.05.2 Copies of articles resulting from media interviews or news releases that use the name of City or relate to the services provided hereunder must be provided to the City within five (5) days after publication.

17.06 Acceptable Materials Labeling. Contractor must affix to each Recycling and Organics Collection Container a sticker that clearly lists acceptable materials to be placed in these containers. Stickers must comply with SB 1383 and be replaced annually and include any updates in the list of acceptable materials (Exhibit 5).

17.07 Mulch or Compost Delivery. At no cost to the City, Contractor must provide City with mulch or compost materials (i.e., “Recovered Organic Materials”) at a volume to 229
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allow the City to comply with SB 1383. Contractor must deliver mulch or compost materials at a time and location mutually agreeable between the City and Contractor.

Delivered mulch or compost can be in bulk form or bagged.

17.08 Edible Food Recovery Support. At no cost to the City, Contractor must provide support to the City’s Edible Food Recovery program to ensure compliance with SB 1383. Contractor’s compliance obligations hereunder shall be to educate commercial edible food generators Commercial Edible Food Generators, provide records of site visits, conduct education efforts, and provide lists of food recovery organizations. Contractor will also assist the City in conducting Food Waste and Green Waste surveys and diversion programs by providing accurate and timely service data, conducting site visits, and distributing materials.

17.09 Programs and Services. Contractor must provide additional educational and outreach services and programs as requested by City at a price to be mutually agreed upon between the Contractor and the Agreement Administrator. In the event Contractor and the Agreement Administrator cannot reach a mutually agreed upon price for the requested service or program, City has the right to procure the service of other vendors or contractors to provide the requested service.

17.10 Intentionally omitted.

17.11 Operations Plans. Contractor must adhere to the Operations Plans attached as Exhibits 5 and 12 that present the specific collection and processing programs that will be implemented in the City.

17.11.1 Street Sweeping. See Exhibit 6.

17.11.2 Intentionally omitted.

17.11.3 Collection Service Operations Plan. See Exhibit 8.

Article 18. Emergency Service

18.01 Revised Services During an Emergency. In the event of a major storm, earthquake, fire, natural disaster, or other such event, the Agreement Administrator may grant the Contractor a variance from regular routes and schedules, which will not be withheld unreasonably. As soon as practicable after such event, Contractor must advise the Agreement Administrator when it is anticipated that normal routes and schedules can be resumed. The Agreement Administrator will make an effort through the local news media to inform the public when regular services may be resumed. The clean-up from some events may require that Contractor hire additional equipment, employ additional personnel, or work existing personnel on overtime hours to clean debris resulting from the event. Contractor will receive additional compensation, above the normal compensation contained in this Agreement, to cover the costs of rental equipment, additional personnel, overtime hours and other documented expenses based on the rates set forth in Exhibit 1 provided Contractor has first secured written authorization and 230
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approval from City through the Agreement Administrator. City will be given equal priority and access to resources as with other franchise jurisdictions held by Contractor or its affiliates.

18.02 Disaster Recovery Support. In the event of a tornado, major storm, earthquake, fire, natural disaster, or other such event, Contractor agrees to provide disaster recovery support to a reasonable degree, upon request by Agreement Administrator. This may include additional hauling of debris, special handling such as burrito wrapping, temporary storage of debris where feasible, additional disposal, use of different transfer and disposal facilities, and documentation of debris type, weight, and diversion. Contractor should follow protocol laid out in the County of Ventura’s Disaster Debris Plan (1999) and any subsequent County or City Disaster Debris Plans, as applied to solid waste hauling and handling.

Article 19. Record Keeping and Reporting Requirements

19.01 Record Keeping. Notwithstanding Article 43 herein:

19.01.1 Accounting Records. Contractor must maintain full, complete and separate financial, statistical and accounting records, pertaining to cash, billing, and provisions of all Collection Services, prepared on an accrual basis in accordance with generally accepted accounting principles. Such records will be subject to audit, copy, and inspection for the purposes set forth in Section 14.02. Gross Revenues derived from provision of the Collection Services, whether such services are performed by Contractor or by a subcontractor or subcontractors, will be recorded as revenues in the accounts of Contractor. The Contractor shall keep and preserve, during the Term of this Agreement, and for a period of not less than four (4) years following expiration or other termination hereof, full, complete and accurate records, including all cash, billing and disposal records, as indicated in the Agreement.

19.01.1.1City reserves the right to request audited,
reviewed, or compiled financial statements prepared by an independent Certified Public Accountant, or as may be provided by Contractor or its parent company. In the event that Contractor does not maintain separate financial or accounting records prepared specifically for services provided under this Agreement, Contractor may use industry standard allocation methods to provide financial information as applicable to the service provided under this Agreement.

Such records shall be treated as confidential by the City to the extent permitted by law.

19.01.2 Agreement Materials Records. Contractor must maintain records of the quantities of (i) Residential, MFD and Commercial Solid Waste Collected and disposed under the terms of this Agreement, (ii) Recyclable Materials, by type, Collected, purchased, processed, sold, donated or given for no compensation, and residue disposed under the terms of this Agreement, and (iii) Organic Waste by type, Collected, purchased, processed, sold, donated or given for no compensation, and residue disposed under the terms of this Agreement
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19.01.3 Other Records. Contractor must maintain all other records reasonably related to provision of Collection Services, whether or not specified in this Agreement.

19.01.4 Report Format. All reports to be submitted in a format approved by the City, including electronic data submission in the City’s Waste Reporting System and in a format specified by the City.

19.02 Quarterly Reporting.

19.02.1 General. Quarterly reports must be submitted no later than 5 p.m. PT on the last day of the month following the end of quarter in which the receipts are collected and must be provided electronically using software acceptable to the City. If the last day of the month falls on a day that City is closed or a holiday, then the report will be due on the next business day. Failure to submit complete quarterly reporting by the due date will result in penalties as specified in Exhibit 9.

19.02.2 City Reports. Quarterly reports to City must include:

19.02.2.1 Franchise Fee and Solid Waste Management
Fee Payment Reporting. The payment report must include an accounting of Contractor’s Gross Revenues received during the preceding quarter, and the calculated Franchise Fee and Solid Waste Management Fee.

19.02.2.2 Franchised Tonnage and Service Data.

Contractor must report the number of unique Residential accounts serviced, the number of unique Commercial and MFD accounts serviced, tonnage of Garbage, Recyclable Materials and Organic Waste collected and processed for diversion broken down by Container type, Residual amounts from Recycling and Organic Waste diversion operations that are landfilled. Quantities should be broken down by SFD, MFD, Commercial, and City Service Collection Services.

19.02.2.3 Overweight Vehicle Reporting. The quarterly
report must include a summary total of all instances of overweight Collection Vehicles. This summary must include the number of overweight vehicle instances expressed as a percentage of the total number of Collection Vehicle loads transported during the reported quarter.

19.02.2.4 Non-Collection. The quarterly report must
include a summary of each Service Unit receiving a Non-Collection Notice in the previous quarter along with a description for the Non-Collection Notice.

19.02.2.5 On-hold. The quarterly report must include each Service Unit that was not billed in the previous quarter due to vacation hold, vacancy etc.
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19.02.2.6 Collection Overage Charges. The quarterly
report must include each Service Unit incurring a charge for a Solid Waste Overage in the previous quarter.

19.02.2.7 Contamination Reporting. To the extent
required by Applicable Law, the quarterly report must include a summary of all instances of qualifying contamination under the procedures in Section 3.11. This summary must include the total number of accounts where contamination occurred, the total number of Contamination Violation Notices issued by Contractor to Service Recipients, a list of accounts where such notices occurred, and the total number of instances where Collection Container size or Collection frequency was increased specifically due to contamination. Within twenty (20) Work Days of request by City, Contractor will provide copies of the Contamination Violation Notices and the digital documentation of contamination.

19.02.2.8 Service Recipient Complaint Log. The quarterly report must include the Service Recipient call log collected from the previous quarter as required in Section 16.01.3 of this Agreement.

19.03 Annual Reporting.

19.03.1 General. An annual report must be submitted no later than 5 p.m. PT on April 1, 2023 and each April 1st thereafter for the previous Calendar Year. If April 1st falls on a day that City is closed, then the report will be due on the next business day. Annual reports must be submitted in hard copy and must also be provided electronically in software acceptable to the City. Failure to submit complete quarterly by the due date will result in penalties as specified in Exhibit 9.

19.03.2 City Reports. Annual reports to City must include:

19.03.2.1 Financial Report. Contractor must prepare an
annual Financial Report for submittal to the City. At a minimum, the Financial Report must include the number of SFD Service Units, Commercial and MFD Service Units provided with Collection Services by Service Type, container size, frequency of service and current billing rate including any additional services, the Contractor’s gross billing and amount collected for each type of Service Unit, and the amount received for the sale of Recyclable Materials.

19.03.2.2 Financial Statements. Contractor must submit
annual financial statements for the local operation. Statements need not be reviewed or audited statements.

19.03.2.3 Annual Sustainability and Compliance Report.

Contractor must complete and submit data sections within their Sustainability and Compliance Plan to document education and outreach conducted, public event participation, school visits, compliance notices mailed, site visits, waste audits completed, information distributed, and media used, and community events hosted. This must include public education activities undertaken during 233
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the year, including distribution of bill inserts, collection notification tags, community information and events, tours and other activities related to the provision of Collection Services, and must discuss the impact of these activities on recycling program participation and include amounts collected from SFD, MFD and Commercial Service Units. The report should include a complete list of all non-exempt commercial accounts, which includes each non-exempt account’s status as a “covered generator” under AB 341, AB 1826 and SB 1383, the date and status of Contractor’s outreach efforts at each non-exempt account, and the current level of Recycling and Organics program participation at each non-exempt account.

19.03.2.4 Summary of Programs. An analysis of any
Recycling and Organic Waste Collection, processing and marketing issues or conditions (such as participation, setouts, contamination, etc.) and possible solutions, discussed separately for SFD and Commercial programs.

19.03.2.5 Solid Waste Data. The number of SFD, MFD
and Commercial Service Units and the number of Collection Containers distributed by size and Service Unit type.

19.03.2.6 Waste Characterization Data. A breakdown of
Residential and Commercial waste (Garbage, Recycling, and Organics) by material type as per CalRecycle material classifications.

19.03.2.7 Recycling Data. Gross tons Collected daily on average by material type by route for SFD and Commercial Recycling service, with map of routes. The average participation rates by quarter relative to the total number of Service Units by Service Unit type. Indicate, by material type (and grade where appropriate), annual totals of Recyclable Materials processed including facility name and location, average cost or price received per ton and total recycling cost or revenue received for the year. Indicate any quantities, by material type, donated or otherwise disbursed without compensation. Indicate number of Recycling Collection Containers distributed by size and Service Unit type. Also provide annual totals and location for residue disposed.

19.03.2.8 Organic Waste Data. Include average daily
gross tons Collected by route, separated by Green Waste and Food Waste, with map of routes. Include the total number of generators that receive each type of Organic Waste Collection Service provided by the Contractor. Indicate average daily number of set-outs by route. Indicate average participation rates relative to the total number of Service Units in terms of weekly set-out counts. Indicate number of Organic Waste Collection Containers distributed by size and Service Unit type. Indicate, by material type, annual totals of Organic Materials processed including facility name and location, average cost or price received per ton and total organics cost or revenue received for the year. Provide totals and location for Residue Disposed. Include the number of route reviews 234
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conducted for prohibited contaminants and the number of Non-Collection Notices issued to Service Recipients.

19.03.2.9 Customer Service Log. A copy of the customer
service log, including a summary of the type and number of complaints and their resolution. Copies of a written record of all calls related to missed pickups and responses to such calls.

19.03.2.10 Green Pages. A copy of Contractor’s most
recent “Green Pages” (i.e., customer call center “cheat sheet”) for the City of Thousand Oaks, or the equivalent information used by customer service representatives if the “Green Pages” are renamed or otherwise reworked during the term of this Agreement.

19.03.2.11 Overweight Vehicle Data. A summary of all
instances of overweight Collection Vehicles. This summary must also include the number of overweight vehicle instances as a percentage of the total number of Collection Vehicle loads transported during the Calendar Year.

19.03.2.12 Summary Narrative. A summary narrative of
problems encountered with Collection and processing activities and actions taken. Indicate type and number of Non-Collection Notices left at Service Recipient locations. Indicate instances of property damage or injury, significant changes in operation, market factors, publicity conducted, needs for publicity.

Include description of processed material loads rejected for sale, reason for rejection and disposition of load after rejection.

19.03.2.13 Collection Container and Vehicle Inventory.

An updated complete inventory of Collection Containers by type and size, and an updated complete inventory of Collection Vehicles including for each vehicle:
truck number, route number, date purchased, vehicle type, tare weight, license plate number, fuel type and vehicle make and model.

19.03.2.14 Diversion Rate. Contractor must provide
documentation acceptable to City in its reasonable judgment stating and supporting the Calendar Year’s diversion rate, as calculated in accordance with the provisions of Article 5 and Applicable Law. Any tonnages diverted and disposed from large venues and events during the reporting period will be counted towards the calculated diversion rate.

19.03.2.15 AB 341, AB 1826, and SB 1383 Compliance
Data. Contractor must report the total number of Commercial and MFD Service Units serviced and the number of containers, container sizes and frequency of collection for Garbage, Recyclable Materials and Organic Waste for each nonexempt Commercial and MFD Service Unit. Contractor must also provide the following information separately for both AB 341 and AB 1826:
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19.03.2.16 The total number of non-exempt Commercial
and MFD Service Units that fall under the AB 341 or AB 1826 thresholds, and the total number of those non-exempt Commercial and MFD Service Units that are not subscribed to Commercial or MFD/MXD Recycling Collection Service or Commercial or MFD Organics Collection Service.

19.03.2.17 A summary of the type of follow-up outreach
that was provided to those non-exempt Commercial and MFD Service Units that are not subscribed to Commercial or MFD Recycling Collection Service or Commercial or MFD Organics Collection Service.

19.04 CalRecycle Reports. Contractor will provide reasonable assistance to City in preparing annual reports to CalRecycle (the “Electronic Annual Report” or EAR), including but not limited to supplying required data for preparation of the reports, and completing all required data input.

19.04.1 In the event that CalRecycle requires City to report an implementation schedule to comply with AB 341, AB 1826, SB 1383, SB 1594 and other Applicable Laws, Contractor will provide assistance to City in preparing a report, including Contractor’s policies and procedures related to compliance with AB 341, AB 1826, SB 1383, and other Applicable Laws and how recycling or organics are collected, a description of the geographic area, routes, list of addresses served and a method for tracking contamination, copies of route audits, copies of notice of contamination, copies of notices, violations, education and enforcement actions issued, and copies of educational materials, flyers, brochures, newsletters, website, and social media.

19.05 Route Reviews. Contractor must conduct route review audits of Residential and Commercial Service Recipients’ waste at the number frequency required by SB 1383, including Recycling, Garbage, and Organic Waste, and provide characterization data to the City as necessary to comply with SB 1383 and Applicable Law. Material types and guidance should follow CalRecycle requirements and/or recommendations applicable under SB 1383.

19.06 Additional Reporting. Contractor must furnish City with any additional reports as may reasonably be required, such reports to be prepared within a reasonable time following the reporting period.

Article 20. Nondiscrimination

20.01 Nondiscrimination. In the performance of all work and services under this Agreement, Contractor may not discriminate against any person based on such person’s race, sex, color, national origin, religion, marital status or sexual orientation. Contractor must comply with all applicable local, State and Federal laws and regulations regarding nondiscrimination, including those prohibiting discrimination in employment. 236
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Article 21. Service Inquiries and Complaints

21.01 Contractor’s Customer Service. All service inquiries and complaints will be directed to Contractor. A representative of Contractor must be available to receive the complaints during normal business hours. All service complaints must be addressed and resolved within 3 Work Days. In the case of a dispute between Contractor and a Service Recipient, the matter will be reviewed, and a decision made by the Agreement Administrator.

21.01.1 Contractor will utilize the customer service log referenced in Section 19.03.2.9 to maintain a record of all inquiries and complaints in a manner prescribed by City.

21.01.2 For those complaints related to missed Collections, where Containers are properly and timely set out, that are received by 12:00 noon on a Work Day, Contractor will return to the Service Unit address and Collect the missed materials before leaving the Service Area for the day. For those complaints related to missed Collections that are received after 12:00 noon on a Work Day, Contractor will have until the end of the following Work Day to resolve the complaint. For those complaints related to repair or replacement of Collection Containers, the appropriate Sections of this Agreement will apply.

21.01.3 Contractor agrees that it is in the best interest of City that all Residential Garbage, Recyclable Materials, and Organic Waste be collected on the scheduled Collection day. Accordingly, missed Collections will normally be Collected as set forth above regardless of the reason that the Collection was missed. However, in the event a Service Recipient requests missed Collection service more than two (2) times in any consecutive two (2) month period the Agreement Administrator will work with Contractor to determine an appropriate resolution to that situation. In the event Contractor believes any complaint to be without merit, Contractor will notify the Agreement Administrator, by e-mail. The Agreement Administrator will investigate all disputed complaints and render a decision.

21.01.4 Contractor’s service and emergency telephone numbers must be accessible by a local (City) phone number or toll-free number. The service telephone number(s) must be listed in the area’s telephone directories under Contractor’s name in the White Pages and available through an online search and listed on the Contractor’s website.

Article 22. Quality of Performance of Contractor

22.01 Intent. Contractor acknowledges and agrees that one of City’s primary goals in entering into this Agreement is to ensure that the Collection Services are of the highest caliber, that Service Recipient satisfaction remains at the highest level, that maximum diversion levels are achieved, and that materials Collected are put to the highest and best use to the extent possible.
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22.02 Service Supervisor. Contractor must assign a qualified supervisor to be in charge of the Collection Service within the Service Area and must provide the name of that person in writing to the Agreement Administrator within thirty (30) days prior to the effective date of this Agreement, and annually by January 1st of each subsequent Calendar Year of the term of this Agreement, and any other time the person in that position changes. The supervisor must be physically located in the Service Area and available to the Agreement Administrator through the use of telecommunication equipment at all times that Contractor is providing Collection Services. In the event the supervisor is unavailable due to illness or vacation, Contractor must designate an acceptable substitute who will be available and who has the authority to act in the same capacity as the supervisor.

22.03 Contract Manager. Contractor must designate a Contract Manager and must provide the name of that person in writing to City within thirty (30) days prior to the Effective Date of this Agreement and annually by January 1st of each subsequent Calendar Year of this Agreement and any other time the person in that position changes.

The Contract Manager must be available to the City through the use of telecommunications equipment at all times that Contractor is providing Collection Services in the Service Area. The Contract Manager must provide City with an emergency phone number where the Contract Manager can be reached outside of normal business hours.

22.04 Liquidated Damages. Quality performance by the Contractor is of primary importance. In respect of this, Contractor agrees to pay City liquidated damages as detailed in Exhibit 9 should Contractor fail to meet its responsibilities under this Agreement. Should Contractor be in breach of the requirements set forth in this Agreement, it is mutually understood and agreed that the public will necessarily suffer damages and that such damages, from the nature of the default in performance will be extremely difficult and impractical to fix. City finds, and the Contractor agrees, that as of the time of the execution of this Agreement, it is impractical, if not impossible, to reasonably ascertain the extent of damages which will be incurred by City as a result of a breach by Contractor of its obligations under this Agreement. The factors relating to the impracticability of ascertaining damages include, but are not limited to, the fact that: (i) substantial damage results to members of the public who are denied services or denied quality or reliable service; (ii) such breaches cause inconvenience, anxiety, frustration and deprivation of the benefits of this Agreement to individual members of the general public for whose benefit this Agreement exists, in subjective ways and in varying degrees of intensity which are incapable of measurement in precise monetary terms; (iii) services might be available at substantially lower costs than alternative services, and the monetary loss resulting from denial of services or denial of quality or reliable services is impossible to calculate in precise monetary terms; and (iv) the termination of this Agreement for such breaches, and other remedies are, at best, a means of future correction and not remedies which make the public whole for past breaches.

22.05 Procedure for Review of Liquidated Damages. The Agreement Administrator may assess liquidated damages as specified in Exhibit 9 pursuant to this Agreement monthly. At the end of each month during the Term of this Agreement, the 238
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Agreement Administrator will issue a written notice to Contractor (“Notice of Assessment”) of the liquidated damages assessed and the basis for each assessment.

22.05.1 The assessment will become final unless, within ten (10) calendar days of the date of the notice of assessment, Contractor provides a written request for a meeting with the City Manager to present evidence that the assessment should not be made.

22.05.2 The Agreement Administrator will schedule a meeting between Contractor and the City Manager as soon as reasonably possible after timely receipt of Contractor’s request.

22.05.3 The City Manager will review Contractor’s evidence and render a decision sustaining or reversing the administrative charges as soon as reasonably possible after the meeting. Written notice of the decision will be provided to Contractor.

22.05.4 In the event Contractor does not submit a written request for a meeting within ten (10) calendar days of the date of the Notice of Assessment, the Agreement Administrator’s determination will be final.

22.05.5 City’s assessment or collection of liquidated damages will not prevent City from exercising any other right or remedy, including the right to terminate this Agreement, for Contractor’s failure to perform the work and services in the manner set forth in this Agreement.

22.06 Uncontrollable Circumstances.

22.06.1 If either party is prevented from or delayed in performing its duties under this Agreement by circumstances beyond its control, whether or not foreseeable, including, without limitation, acts of terrorism, landslides, lightning, forest fires, storms, floods, severe weather, freezing, earthquakes, other natural disasters, the threat of such natural disasters, pandemics (or threat of same), quarantines, civil disturbances, acts of the public enemy, wars, blockades, public riots, strikes, lockouts, or other labor disturbances of a third party, acts of government or governmental restraint or other causes, whether of the kind enumerated or otherwise, that are not reasonably within the control of the affected party, then the affected party will be excused from performance hereunder during the period of such disability.

22.06.2 The party claiming excuse from performance must promptly notify the other party when it learns of the existence of such cause, including the facts constituting such cause, the party’s plan for addressing such cause which shall ensure performance with this Agreement except to the extent made impossible by such cause, and when such cause has terminated. Any plan provided hereunder shall be subject to the review, comment, and approval of the non-claiming party no later than five (5) days following notice of an Uncontrollable Circumstance.
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22.06.3 Notwithstanding the foregoing, if Contractor claims that strikes, lockouts, or other labor disturbances affecting Contractor constitute an Uncontrollable Circumstance, Contractor must, within twenty-four (24) hours notify the City of such circumstances, including the facts thereof, and Contractor’s plan for addressing the same. Contractor shall only be excused from performance under this Agreement arising from strikes, lock outs, and other labor disturbances under this Article 22 for a period of forty-eight (48) hours after which time such circumstances shall not be Uncontrollable Circumstances unless as determined in the sole discretion of the City.

22.06.4 The interruption or discontinuance of services by a party caused by circumstances outside of its control will not constitute a default or basis for liquidated damages under this Agreement.

Article 23. Performance Bond

23.01 Performance Bond. Within ten (10) Business Days from the date the City Council approves this Agreement, Contractor must furnish to City, and keep current, a performance bond, for the faithful performance of this Agreement and all obligations arising hereunder in an amount as follows:

23.01.1 During the Term of this Agreement, Contractor must maintain a performance bond in the amount of two hundred thousand dollars ($200,000).

23.01.1.1The performance bond must be executed by a
surety company licensed to do business in the State of California; having an “A-” or better rating by A. M. Best or Standard and Poor; and included on the list of surety companies approved by the Treasurer of the United States.

23.01.1.2In the event City draws on the bond, all of City’s costs of collection and enforcement of the Bond, including reasonable attorney’s fees and costs, must be paid by Contractor.

23.01.1.3The Performance Bond must be renewed
annually for the entire term of the Agreement and evidence must be provided to City annually.

Article 24. Insurance

24.01 Insurance Policies. Contractor must secure and maintain throughout the term of this Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with Contractor’s performance of work or services under this Contract. Contractor’s performance of work or services includes performance by Contractor’s employees, agents, representatives and subcontractors.

24.02 Minimum Scope of Insurance. Insurance coverage must be at least this broad:
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24.02.1 Insurance Services Office Form No. GL 0002 (Ed. 1/96) covering Comprehensive General Liability and Insurance Services Office Form No. GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage (“occurrence” form CG 0001), including X, C, U where applicable.

24.02.2 Insurance Services Office Form No.CA 0001 (Ed. 12/93) covering Automobile Liability, code 1 “any auto”, or code 2 “owned autos” and endorsement CA 0025. Coverage must also include code 8, “hired autos” and code 9 “non-owned autos”.

24.02.3 Workers’ Compensation insurance as required by the California Labor Code and Employers Liability Insurance.

24.02.4 Environmental Pollution Liability Insurance.

24.03 Minimum Limits of Insurance. Contractor must maintain insurance limits no less than:

24.03.1 Comprehensive General Liability: $3,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability insurance with an aggregate limit is used, the general aggregate limit will apply to this Agreement and the general aggregate limit must be $5,000,000.

24.03.2 Automobile Liability: $5,000,000 combined single limit per accident for bodily injury and property damage.

24.03.3 Workers’ Compensation and Employers Liability: Workers’ Compensation limits as required by the California Labor Code and Employers Liability limits of $1,000,000 per accident.

24.03.4 Environmental Pollution Liability: $3,000,000 aggregate.

Coverage shall include bodily injury or property damage arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of pollutants resulting from Contractor’s operations.

24.03.5 If the City requires higher limits than the minimum shown above, and the City shall be entitled to coverage for the higher limits maintained by Contractor pursuant to Section 27.01.

24.04 Deductibles and Self-Insured Retention. Any deductibles or self-insured retention must be declared to City’s risk manager. Should City form a reasonable belief that Contractor may be unable to pay any deductibles or self-insured retentions, Contractor must procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses in an amount specified by City’s risk manager.
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24.05 Endorsements. The policies are to contain, or be endorsed to contain, the following provisions:

24.05.1 General Liability, Automobile and Environmental Liability Coverage.

24.05.1.1 City, its officers, employees, agents and
contractors are to be covered as additional insureds as respects: Liability arising out of activities performed by, or on behalf of, Contractor; products and completed operations of Contractor; premises owned, leased or used by Contractor; and automobiles owned, leased, hired or borrowed by Contractor.

The coverage must contain no special limitations on the scope of protection afforded to City, its officers, employees, agents and contractors.

24.05.1.2 Contractor’s insurance coverage must be
primary insurance as respects City, its officers, employees, agents and contractors. Any insurance, or self-insurance maintained by City, its officers, employees, agents or contractors will be in excess of Contractor’s insurance and will not contribute with it.

24.05.1.3 Any failure to comply with reporting provisions of the policies will not affect coverage provided to City, its officers, employees, agents, or contractors.

24.05.1.4 Coverage must State that Contractor’s
insurance will apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

24.05.2 All Coverage. Each insurance policy required by this Agreement must be endorsed to State that coverage may not be canceled except after thirty (30) calendar days (ten (10) days in the event of cancellation for non-payment) prior written notice has been given to City. Moreover, Contractor will not order the cancellation of any required insurance policy or change in insurance policy limits without thirty (30) days prior written notice to City by Contractor.

24.06 Acceptability of Insurers. Insurance is to be placed with insurers having an A.M. Best rating of A-/VII or better.

24.07 Verification of Coverage. Contractor must furnish City with certificates of insurance and with original endorsements affecting coverage required by this Agreement.

The certificates and endorsement for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. Contractor must furnish City with a new certificate of insurance and endorsements on each renewal of coverage or change of insurers.
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24.07.1 Proof of insurance must be mailed to the following address or any subsequent address as may be directed by the City:
[INSERT]

24.08 Subcontractors. Contractor must include all subcontractors performing services in the City as insureds under its policies or subcontractors must obtain separate certificates and endorsements.

24.09 Modification of Insurance Requirements. The insurance requirements provided in this Agreement may be modified or waived by City’s risk manager, in writing, upon the request of Contractor if City’s risk manager determines such modification or waiver is in the best interest of City considering all relevant factors, including exposure to City.

24.10 Rights of Subrogation. All required insurance policies must preclude any underwriter’s rights of recovery or subrogation against City with respect to matters related to Contractor’s performance of its obligations under this Agreement, with the express intention of the parties being that the required insurance coverage protects both parties as the primary coverage for any and all losses covered by the above-described insurance.

Contractor must ensure that any companies issuing insurance to cover the requirements contained in this Agreement agree that they will have no recourse against City for payment or assessments in any form on any policy of insurance. The clauses ‘Other Insurance Provisions’ and ‘Insured Duties in the Event of an Occurrence, Claim or Suit’ as it appears in any policy of insurance in which City is named as an additional insured will not apply to City.

24.11 Failure to maintain insurance. Should Contractor fail to obtain or maintain insurance as required by this Agreement, Contractor shall have 7 days to cure the defect, during which time City shall have the option, but not the obligation to, at Contractor’s sole expense: (i) hire replacement waste hauler services to perform Contractor’s tasks until insurance coverage is resumed; or (ii) obtain replacement insurance coverage during said cure period. Should Contractor fail to correct this defect, City shall have the option to terminate this Agreement immediately.

Article 25. Hold Harmless and Indemnification

25.01 Defense and Indemnity of Third Party Claims/Liability. Contractor indemnifies and holds City harmless from and against any claim, action, damages, costs (including, without limitation, reasonable attorney's fees and penalties), injuries, or liability, arising out of this Agreement, or its performance including, without limitation, damages or penalties arising from Contractor’s removal, remediation, response or other plan concerning any Hazardous Waste resulting in the release of any Hazardous Waste into the environment. Should City be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance by Contractor, Contractor will defend City (at City’s request and with counsel reasonably satisfactory to City) and will indemnify (including, without 243
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limitation, insurance to the extent applicable) City for any judgment rendered against it or any sums paid out in settlement or otherwise.

25.01.1 Without limiting the foregoing, Contractor must indemnify, defend, protect and hold harmless City from and against all claims, actual damages (including, without limitation, special and consequential damages), natural resources damages, punitive damages, injuries, costs, response, remediation and removal costs, losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, including, without limitation, cleanup and abatement orders of the United States Environmental Protection Agency, the California Integrated Waste Management Board, the California Department of Toxic Substances Control, the State Water Resources Control Board, a Regional Water Quality Control Board, and any Local Enforcement Agency with jurisdiction; other administrative agencies, interest, fines, charges, penalties and expenses (including without limitation attorneys' and expert witness fees and costs incurred in connection with defending against any of the foregoing or in enforcing this indemnity) of any kind whatsoever paid, incurred or suffered by, or asserted against, City arising from or attributable to any repair, cleanup or detoxification, or preparation and implementation of any removal, remedial, response, closure or other plan (regardless of whether undertaken due to governmental action) concerning any Hazardous Waste in any Solid Waste collected by Contractor pursuant to this Agreement, which is or has been transported, transferred, processed, stored, disposed of or which has otherwise come to be located by Contractor, or its activities pursuant to this Agreement result in a release of a Hazardous Waste into the environment, except for such loss or damage arising from City’s sole negligence or willful misconduct.

25.01.2 The foregoing indemnity is intended to operate as an agreement pursuant to 42 USC § 9607(e) (the Comprehensive Environmental Response, Compensation and Liability Act; "CERCLA") and Health & Safety Code § 25364 to defend, protect, hold harmless, and indemnify City from all forms of liability under CERCLA, or other applicable law, for any and all matters addressed in this Agreement.

25.01.3 For purposes of this section "City" includes City’s officers; elected and appointed officials; employees; agents; representatives; and volunteers.

25.01.4 Contractor expressly agrees that this release, waiver, and indemnity agreement is intended to be as broad and inclusive as is permitted by the law of the State of California and that if any portion is held invalid, it is agreed that the balance will, notwithstanding, continue in full legal force and effect.

25.01.5 Notwithstanding other provisions of this Agreement to the contrary, Contractor’s obligation to indemnify, hold harmless, protect and defend City, its officers and employees will not extend to any claims, actions, damages, costs (including, without limitation, reasonable attorney's fees and penalties), demands, injuries, penalties, suits, losses or other forms of liability specified in Sections 25.01 and 25.01.1 arising from (i) City’s sole negligence or willful misconduct, (ii) acts or omissions not within the control of Contractor, its affiliates, officers, directors, employees, subcontractors or agents, (iii) City’s material breach of this Agreement, or (iv) City’s failure to comply with Applicable Law.
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25.01.6 It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement.

25.02 The requirements as to the types and limits of insurance coverage to be maintained by Contractor as required by this Agreement, and any approval of said insurance by City, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by Contractor pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification.

Article 26. Default of Agreement

26.01 Termination. City may cancel this Agreement, except as otherwise provided below in this Section, by giving Contractor thirty (30) calendar days advance written notice, to be served as provided in this Agreement, upon the happening of any one of the following events:

26.01.1 Contractor takes the benefit of any present or future insolvency statute, or makes a general assignment for the benefit of creditors, or files a voluntary petition in bankruptcy (court) or a petition or answer seeking an arrangement for its reorganization or the readjustment of its indebtedness under the Federal bankruptcy laws or under any other law or statute of the United States or any State thereof, or consent to the appointment of a receiver, trustee or liquidator of all or substantially all of its property; or

26.01.2 By order or decree of a court, Contractor is adjudged bankrupt or an order is made approving a petition filed by any of its creditors or by any of the stockholders of Contractor, seeking its reorganization or the readjustment of its indebtedness under the Federal bankruptcy laws or under any law or statute of the United States or of any State thereof, provided that if any such judgment or order is stayed or vacated within sixty (60) calendar days after the entry thereof, any notice of default will be and become null, void and of no effect; unless such stayed judgment or order is reinstated in which case, such default will be deemed immediate; or

26.01.2.1 By, or pursuant to, or under the authority of any legislative act, resolution or rule or any order or decree of any court or governmental board, agency or officer having jurisdiction, a receiver, trustee or liquidator takes possession or control of all or substantially all of the property of Contractor, and such possession or control continues in effect for a period of sixty (60) calendar days; or

26.01.3 Contractor has defaulted, by failing or refusing to pay in a timely manner the damages or other monies due City and such default is not cured within thirty (30) calendar days of receipt of written notice by City to do so; or

26.01.4 Contractor has defaulted by allowing any final judgment for the payment of money owed to City to stand against it unsatisfied and such default is not cured within thirty (30) calendar days of receipt of written notice by City to do so; or 245
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26.01.5 In the event that the monies due City under Section 26.01.3 above or an unsatisfied final judgment under Section 26.01.4 above is the subject of a judicial proceeding, Contractor will not be in default if the sum of money is bonded. All bonds must be in the form acceptable to the City Attorney; or

26.01.6 Contractor has defaulted, by failing or refusing to perform or observe the terms, conditions or covenants in this Agreement, including the maintenance of a performance bond in accordance with Article 23, or any of the rules and regulations promulgated by City pursuant thereto or has wrongfully failed or refused to comply with the instructions of the Agreement Administrator relative thereto and such default is not cured within thirty (30) calendar days of receipt of written notice by City to do so, or if by reason of the nature of such default, the same cannot be remedied within thirty (30) calendar days following receipt by Contractor of written demand from City to do so, Contractor fails to commence the remedy of such default within such thirty (30) calendar days following such written notice or having so commenced fails thereafter to continue with diligence the curing thereof (with Contractor having the burden of proof to demonstrate (a) that the default cannot be cured within thirty (30) calendar days, and (b) that it is proceeding with diligence to cure such default, and such default will be cured within a reasonable period of time). However, notwithstanding anything contained herein to the contrary, for the failure of Contractor to provide Collection Services for a period of three (3) consecutive Work Days, City may secure Contractor’s records on the fourth (4th) Work Day in order to provide interim Collection services until such time as the matter is resolved and Contractor is again able to perform pursuant to this Agreement; provided, however, if Contractor is unable for any reason or cause to resume performance at the end of thirty (30) calendar days all liability of City under this Agreement to Contractor will cease and this Agreement may be terminated by City.

26.02 Violations. Notwithstanding the foregoing and as supplemental and additional means of termination of this Agreement under this Article, in the event that Contractor’s record of performance shows that Contractor has defaulted in the performance of any of the covenants and conditions required herein to be kept and performed by Contractor three (3) or more times in any twenty-four (24) month period, and regardless of whether the Contractor has corrected each individual condition of default, Contractor will be deemed a “habitual violator”, will be deemed to have waived the right to any further notice or grace period to correct, and all such defaults will be considered cumulative and collectively will constitute a condition of irredeemable default.

City will thereupon issue Contractor a final warning citing the circumstances therefore, and any single default by Contractor of whatever nature, subsequent to the occurrence of the last of such cumulative defaults, will be grounds for immediate termination of the Agreement. In the event of any such subsequent default, City may terminate this Agreement upon giving of written final notice to Contractor, such cancellation to be effective upon the date specified in City’s written notice to Contractor, and all contractual fees due hereunder plus any and all charges and interest will be payable to such date, and Contractor will have no further rights hereunder. Immediately upon the specified date in such final notice Contractor must cease any further performance under this Agreement. 246
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26.03 Effective Date. In the event of any the events specified above, and except as otherwise provided in such subsections, termination will be effective upon the date specified in City’s written notice to Contractor and upon such date this Agreement will be deemed immediately terminated and upon such termination, except for payment of services rendered up to and including the date of termination, all liability of City under this Agreement to Contractor will cease, and City will have the right to call the performance bond and will be free to negotiate with other contractors for the operation of interim and long-term Collection Services. Contractor must reimburse City for all direct and indirect costs of providing any interim Collection Services as a result of Contractor’s default in this Agreement.

26.04 Termination Cumulative. City’s right to terminate this Agreement is cumulative to any other rights and remedies provided by law or by this Agreement.

26.05 Alternative Service. Should Contractor, for any reason, except the occurrence or existence of any of the events or conditions set forth in Section 22.06, refuse or be unable for a period of more than forty-eight (48) hours, to Collect a material portion or all of the Solid Waste which it is obligated under this Agreement to Collect, and as a result, Solid Waste should accumulate in City to such an extent, in such a manner, or for such a time that the City Manager, in the reasonable exercise of the City Manager’s discretion, should find that such accumulation endangers or menaces the public health, safety or welfare, then City will have the right to Agreement with another Solid Waste enterprise to Collect any or all Solid Waste which Contractor is obligated to Collect pursuant to this Agreement. City must provide twenty-four (24) hours prior written notice to Contractor during the period of such event, before contracting with another Solid Waste enterprise to Collect any or all Solid Waste that Contractor would otherwise collect pursuant to this Agreement for the duration of period during which Contractor is unable to provide such services. In such event, Contractor must undertake commercially reasonable efforts to identify sources from which such substitute Solid Waste services are immediately available and must reimburse City for all of its expenses for such substitute services during period in which Contractor is unable to provide Collection services required by this Agreement.

Article 27. Modifications to the Agreement

27.01 City-Directed Change. City has the power to make changes in this Agreement to impose new rules and regulations on Contractor under this Agreement relative to the scope and methods of providing Collection Services as may from time-totime be necessary and desirable for the public welfare. The size of Collection Containers specified herein for Bundled Service are designed to meet the requirements of the State’s recycling mandates including AB 341, AB 1826 and SB 1383, and to be appropriate for the capabilities and capacities of available Materials Recovery Facilities and Organics Waste Processing Facilities at the start of this Agreement. The capabilities and capacities of such facilities may change during the term of this Agreement; as such City reserves the right to redirect materials to alternate facilities and change the designated sizes of Carts and/or Bins in Bundled Services in accordance with any such changes. City will give the Contractor notice of any proposed change and an opportunity to be heard 247
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concerning those matters, and agrees to adjust Maximum Service Rates to reflect additional costs borne by Contractor. When such modifications are made to this Agreement, City and Contractor will negotiate in good faith, a reasonable and appropriate compensation adjustment for any increase or decrease in the services or other obligations required of Contractor due to any modification in the Agreement under this Article. City and Contractor will not unreasonably withhold agreement to such compensation adjustment. Should agreement between City and Contractor on compensation adjustment not be reached within six months of the change request, or other period as agreed upon by both parties, City and Contractor agree to submit the compensation adjustment to binding arbitration as described in Section 27.03.

27.02 Change in Law. City and Contractor understand and agree that the California Legislature has the authority to make comprehensive changes in Solid Waste Collection legislation, and that these and other changes in Applicable Law in the future which mandate certain actions or programs for counties, municipalities or Contractor may require changes or modifications in some of the terms, conditions or obligations under this Agreement. Contractor agrees that the terms and provisions of the Code, as it now exists or as it may be amended in the future, will apply to all of the provisions of this Agreement and the Service Recipients of Contractor located within the Service Area. In the event any future change in Applicable Law alters the obligations of Contractor, then the affected Maximum Service Rates, as established in Exhibit 1 of this Agreement will be adjusted in accordance with Section 4.08. Nothing contained in this Agreement will require any party to perform any act or function contrary to law. City and Contractor agree to enter into good faith negotiations regarding modifications to this Agreement which may be required in order to implement changes in the interest of the public welfare or due to Change in Law. When such modifications are made to this Agreement, City and Contractor will negotiate in good faith, a reasonable and appropriate compensation adjustment for any increase or decrease in the services or other obligations required of Contractor due to any Change in Law or modification in the Agreement under this Article.

City and Contractor will not unreasonably withhold agreement to such compensation adjustment. Should agreement between City and Contractor on compensation adjustment not be reached within six months of the change request, or other period as agreed upon by both parties, City and Contractor agree to submit the compensation adjustment to binding arbitration as described in Section 27.03.

27.03 Arbitration. Arbitration shall be conducted by a single arbitrator. If, within twenty (20) days from the receipt of a request to arbitrate (or such longer period mutually agreed to by the parties), the parties are unable to agree on an arbitrator, then a single arbitrator shall be appointed pursuant to the Commercial Arbitration Rules of the American Arbitration Association, which shall govern any arbitration requested under this provision. Each party shall bear its own costs and expenses of any arbitration. Each party shall pay one-half of the costs of the arbitrator.

Article 28. Legal Representation

28.01 Acknowledgement. It is acknowledged that each party was, or had the opportunity to be, represented by counsel in the preparation of and contributed equally to 248
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the terms and conditions of this Agreement and, accordingly, the rule that a contract will be interpreted strictly against the party preparing the same will not apply due to the joint contributions of both parties.

Article 29. Conflict of Interest

29.01 Financial Interest. Consultant is unaware of any City employee or official that has a financial interest in Consultant’s business. During the term of this Agreement and/or as a result of being awarded this Agreement, Consultant shall not offer, encourage or accept any financial interest in Consultant’s business by any City employee or official.

Article 30. Contractor’s Personnel

30.01 Personnel Requirements. Contractor must employ and assign qualified personnel to perform all services required under this Agreement. Contractor is responsible for ensuring that its employees comply with all Applicable Laws related to their employment and position.

30.01.1 City may request the transfer of any employee of Contractor who materially violates any provision of this Agreement, or who is wanton, negligent, or discourteous in the performance of his or her duties under this Agreement.

30.01.2 Contractor’s field operations personnel are required to wear a clean uniform shirt bearing Contractor’s name. Contractor’s employees, who normally come into direct contact with the public, including drivers, must bear some means of individual photographic identification such as a name tag or identification card.

30.01.3 Each driver of a Collection Vehicle must at all times carry a valid California driver’s license and all other required licenses for the type of vehicle that is being operated.

30.01.4 Each driver of a Collection Vehicle must at all times comply with all applicable State and Federal laws, regulations and requirements.

30.01.5 Contractor’s employees, officers, and agents may not identify themselves or in any way represent themselves as being employees or officials of City.

Article 31. Exempt Waste

31.01 Contractor is not required to Collect or dispose of Exempt Waste but may offer such services. All such Collection and disposal of Exempt Waste is not regulated under this Agreement, but if provided by Contractor must be in strict compliance with all Applicable Laws.
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Article 32. Independent Contractor

32.01 In the performance of services pursuant to this Agreement, Contractor is an independent contractor and not an officer, agent, servant or employee of City. Contractor will have exclusive control of the details of the services and work performed and over all persons performing such services and work. Contractor is solely responsible for the acts and omissions of its officers, agents, employees, contractors and subcontractors, if any.

Neither Contractor nor its officers, employees, agents, contractors or subcontractors will obtain any right to retirement benefits, Workers Compensation benefits, or any other benefits which accrued to City employees and Contractor expressly waives any claim to such benefits.

32.02 Contractor shall require all subcontractors performing work in the City to enter into a contract containing the provisions set forth in the preceding subsection in which contract the subcontractor agrees that Contractor and subcontractor are independent contractors and have no other agency relationship with City.

32.03 Contractor must list in Exhibit 4 any Subcontractors to be used for any and all services (e.g. education and outreach, street sweeping, billing, customer service, HHW Home Collection Program, etc.). Subcontractors are subject to approval by the City.

Subcontractors must have all applicable federal, county, and/or City licenses for the work they are assigned to perform.

Article 33. Laws to Govern

33.01 The law of the State of California governs the rights, obligations, duties and liabilities of City and Contractor under this Agreement and govern the interpretation of this Agreement.

Article 34. Consent to Jurisdiction

34.01 The parties agree that any litigation between City and Contractor concerning or arising out of this Contract must be filed and maintained exclusively in the Superior Courts of Ventura County, State of California, or in the United States District Court for the Central District of California to the fullest extent permissible by law. Each party consents to service of process in any manner authorized by California law.

Article 35. Assignment

35.01 No assignment of this Agreement or any right occurring under this Agreement may be made in whole or in part by Contractor without the express prior written consent of the City. City will have full discretion to approve or deny, with or without cause, any proposed or actual assignment by the Contractor. Any assignment of this Agreement made by Contractor without the express written consent of the City will be null and void and will be grounds for City to declare a default of this Agreement and immediately terminate this Agreement by giving written notice to Contractor, and upon the date of such notice Agreement will be deemed immediately terminated, and upon 250
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such termination all liability of City under this Agreement to Contractor will cease, and City will have the right to call the performance bond and will be free to negotiate with other contractors, for the services that are the subject of this Agreement. In the event of any assignment approved by City, the assignee must fully assume all the liabilities of Contractor by way of an assignment and assumption agreement. Notwithstanding the above, an assignment to an affiliate of Contractor may be undertaken upon notice to City, but without the requirement for its approval. For purposes of this provision, “affiliate” means any person or legal entity that, directly or indirectly, controls, is controlled by, or is under common control with Contractor.

35.02 The use of a subcontractor to perform services under this Agreement will not constitute delegation of Contractor’s duties provided that Contractor has received prior written authorization from the Agreement Administrator to subcontract such services and the Agreement Administrator has approved a subcontractor who will perform such services. Contractor will be responsible for directing the work of Contractor’s subcontractors and any compensation due or payable to Contractor’s subcontractor will be the sole responsibility of Contractor. The Agreement Administrator will have the right to require the removal of any approved subcontractor for reasonable cause. The subcontractors listed in Exhibit 4, if any, are hereby approved by the City.

Article 36. Compliance with Laws

36.01 In the performance of this Contractor, Contractor must comply with all Applicable Laws, including, without limitation, the Code.

36.02 City shall endeavor provide written notice to Contractor of any planned amendment of the Code that would substantially affect the performance of Contractor’s services pursuant to this Agreement. Such notice must be provided at least thirty (30) calendar days prior to the City Council’s approval of such an amendment.

Article 37. Permits and Licenses

37.01 Contractor shall obtain, at its own expense, all permits, and licenses required by law or ordinance and maintain same in full force and effect throughout the term of this Agreement. Contractor must provide proof of such permits, licenses or approvals and must demonstrate compliance with the terms and conditions of such permits, licenses and approvals upon the request of the Agreement Administrator.

37.02 The Contractor must have a valid City business licensee throughout the Term of the Agreement.

Article 38. Ownership of Written Materials

38.01 Contractor hereby grants City a non-exclusive license as to all reports, documents, brochures, public education materials, and other similar written, printed, electronic or photographic materials developed by Contractor at the request of City or as required under this Agreement, and intended for public use, without limitation or 251
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restrictions on the use of such materials by City. Contractor may not use such materials that specifically reference City for other purposes without the prior written consent of the Agreement Administrator. This Article does not apply to ideas or concepts described in such materials and does not apply to the format of such materials.

Article 39. Waiver

39.01 Waiver by City or Contractor of any breach for violation of any term covenant or condition of this Agreement will not be deemed to be a waiver of any other term, covenant or condition or any subsequent breach or violation of the same or of any other term, covenant or condition. The subsequent acceptance by City of any fee, tax, or any other monies which may become due from Contractor to City will not be deemed to be a waiver by City of any breach for violation of any term, covenant or condition of this Agreement.

Article 40. Point of Contact

40.01 The day-to-day dealings between Contractor and City will be between the Agreement Manager and the Agreement Administrator.

Article 41. Notices

41.01 Except as provided in this Agreement, whenever either party desires to give notice to the other, it must be given by written notice addressed to the party for whom it is intended, at the place last specified and to the place for giving of notice in compliance with the provisions of this Section. For the present, the parties designate the following as the respective persons and places for giving of notice:

As to the City:

City Manager
970 Ventura Street
Santa Paula, CA 93060
As to the Contractor:

Cesar Torres
Executive Vice President
Athens Services LA North Office
12303 Montague St., Pacoima, CA 91331
Telephone: (818) 485-8152
Email: [email protected]

41.02 Notices will be effective when received at the address as specified above.

Changes in the respective address to which such notice is to be directed may be made by written notice.
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41.03 Notice by City to Contractor of a Collection or other Service Recipient problem or complaint may be given to Contractor orally by telephone at Contractor’s local office with confirmation sent to Contractor through the Customer Service System by the end of the Work Day.

Article 42. Transition to Next Contractor

42.01 In the event Contractor is not awarded an extension or new contract to continue to provide Collection Services following the expiration or early termination of this Agreement, Contractor will cooperate fully with City and any subsequent contractors to assure a smooth transition of services described in this Agreement. Such cooperation will include but not be limited to transfer of computer data, files and tapes; providing routing information, route maps, vehicle fleet information, and list of Service Recipients; providing a complete inventory of all Collection Containers; providing adequate labor and equipment to complete performance of all Collection Services required under this Agreement; taking reasonable actions necessary to transfer ownership of carts and bins, as appropriate, to City; including transporting such containers to a location designated by the Agreement Administrator; coordinating Collection of Materials set out in new containers if new containers are provided for a subsequent Agreements and providing other reports and data required by this Agreement.

Article 43. Contractor’s Records

43.01 Contractor shall keep and preserve, during the Term of this Agreement, full, complete, and accurate financial and accounting records, pertaining to cash, billing and disposal transactions for the franchise area, prepared on an accrual basis in accordance with generally accepted accounting principles. These records and reports are necessary for the City to properly administer and monitor the Agreement and to assist the City in meeting the requirements of the Act. The Contractor shall keep and preserve, during the Term of this Agreement, and for a period of not less than four (4) years following expiration or other termination hereof or for any longer period required by law, full, complete and accurate records as indicated in the Agreement.

43.02 Any records or documents required to be maintained pursuant to this Agreement must be made available for inspection or audit for the purposes set forth in Section 14.02, at any time during regular business hours, upon written request by the Agreement Administrator, the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such documents will be provided to City electronically, available to City for inspection at the local Contractor office, or an alternate site if mutually agreed upon.

43.02.1 Contractor acknowledges that City is legally obligated to comply with the California Public Records Act (“CPRA”). City acknowledges that Contractor may consider certain records, reports, or information contained therein, (“Records”) which Contractor is required to provide to City under this Agreement, to be of a proprietary or confidential nature. In such instances, Contractor will inform City in writing of which records are considered propriety or confidential and shall identify the statutory 253
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exceptions to disclosure provided under the CPRA that legally permit non-disclosure of the Records. At such time as City receives a request for records under the CPRA or Federal Freedom of Information Act (“FOIA”) or a subpoena or other court order requesting disclosure of the Records, City will notify Contractor of the request, subpoena or order and of City’s obligation and intent to provide a response within ten (10) calendar days. Contractor shall within five (5) calendar days either: (i) consent in writing to the disclosure of the Records; or (ii) seek and obtain, at Contractor’s sole cost and expense, the order of a court of competent jurisdiction staying or enjoining the disclosure of the Records. If Contractor fails to timely respond, then City may proceed to disclosure the Records in which event Contractor agrees waives and releases City of any liability for the disclosure of the Records

43.03 Where City has reason to believe that such records or documents may be lost or discarded in the event of the dissolution, disbandment or termination of Contractor’s business, City may, by written request or demand of any of the above named officers, require that custody of the records be given to City and that the records and documents be maintained in City Hall. Access to such records and documents will be granted to any party authorized by Contractor, Contractor’s representatives, or Contractor’s successor-in-interest.

Article 44. Entire Agreement; Modifications

44.01 This Agreement and the attached Exhibits constitute the entire Agreement and understanding between the parties, and the Agreement will not be considered modified, altered, changed or amended in any respect unless in writing and signed by the parties.

Article 45. Severability

45.01 If any provision of this Agreement or the application of it to any person or situation is to any extent held invalid or unenforceable, the remainder of this Agreement and the application of such provisions to persons or situations other than those as to which it is held invalid or unenforceable, will not be affected, will continue in full force and effect, and will be enforced to the fullest extent permitted by law.

Article 46. Right to Require Performance

46.01 The failure of City at any time to require performance by Contractor of any provision of this Agreement will in no way affect the right of City thereafter to enforce same. Nor will waiver by City of any breach of any provision of this Agreement be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself.

Article 47. All Prior Agreements Superseded

47.01 This Agreement incorporates and includes all prior negotiations, correspondence, conversations, agreements and understandings applicable to the 254
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matters contained in this Agreement and the parties agree that there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained in this document. Accordingly, it is agreed that no deviation from the terms of this Agreement will be predicated upon any prior representations or agreements, whether oral or written.

Article 48. Headings

48.01 Headings in this document are for convenience of reference only and are not to be considered in any interpretation of this Agreement.

Article 49. Exhibits

49.01 Each Exhibit referred to in this Agreement forms an essential part of this Agreement. Each such Exhibit is a part of this Agreement and each is incorporated by this reference.

Article 50. Attorney’s Fees

50.01 In the event that litigation is brought by a party in connection with this Agreement, the prevailing party will be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies under this Agreement or the enforcement of any of the terms, conditions, or provisions of this Agreement.

Article 51. Signatures

51.01 Counterparts. This Agreement may be executed in two or more counterparts, each of which together shall be deemed an original, but all of which together shall constitute one and the same instrument.

51.02 Scanned Signatures. In the event that any signature is delivered by facsimile transmission or submitted electronically as a scanned image (i.e. files with .pdf, .tiff or .jpeg extensions), such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or scanned signature page were an original thereof. [Signature page(s) follow]
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IN CONCURRENCE AND WITNESS WHEREOF, City and Contractor have executed this Agreement as of the date specified below.

CITY OF SANTA PAULA Arakelian Enterprises, Inc. d/b/a
Athens Services
Mayor
Date: ______________
Ron Arakelian, III, Executive Officer
Date: ______________
Adam Arakelian, Executive Officer
Date: ______________
ATTEST:

City Clerk
Date: ______________
APPROVED TO FORM:

City Attorney
Date: ______________
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EXHIBIT 1

RATES, CHARGES, AND FEES
(Effective October 1, 2022)
257
EXHIBIT 2

CITY SPONSORED EVENTS
Arbor Earth Day Celebration and others as may be scheduled up to a maximum of five per year.
258
EXHIBIT 3

COLLECTION CART AND BIN SPECIFICATIONS

1.01.1 All new or replacement Carts must be manufactured with a minimum twenty percent (20%) recycled material content and come with a ten (10) year warranty against defects.

1.01.2 Carts must be constructed with material that resists deterioration from ultraviolet radiation and be incapable of penetration by household pets or small wildlife when lids are fully closed.

1.01.3 Contractor must provide Carts having an approximate volume of 32, 64 and 96 gallons. Actual cart volume may vary by +/- 10% depending on manufacturer.

1.01.4 Carts must include wheels and handles that accommodate ease of movement by able-bodied persons, have heavy duty wheels, attached hinged lids, and be designed to be resistant to inadvertent tipping due to high winds.

1.01.5 Carts must include lids that continuously overlap the Cart body so as to prevent the intrusion of rainwater and minimize odors. The lids would be of a design and weight so as to prevent the Cart body from tilting backward when flipping the lid open.

1.01.6 Carts must be capable of being lifted into the Collection Vehicle without damage or distortion under normal usage.

1.01.7 Carts must be hot-stamped, embossed, or labeled/decaled with the company name, a unique identification number (i.e., serial number for carts), weight limit, and images of the type of materials to be collected. All Carts shall also contain instructions for proper usage. If any of the above is accomplished via labels or decals, such labels or decals must be maintained and/or replaced as necessary throughout the term to maintain a near new appearance. Decals/labels showing types of materials collected in each Cart must be replaced annually.

1.01.8 Cart and lids must meet all applicable colors and labeling specifications as set forth by CalRecycle (i.e., blue = recycle, black = trash, green = yard waste/mixed organics).
259
EXHIBIT 4

LIST OF APPROVED SUBCONTRACTORS
260
EXHIBIT 5

RECYCLABLE MATERIALS
City and Contractor agree to meet from time to time as needed to discuss additions or deletions from the list of Recyclable Materials. At a minimum this list will be updated annually on or before November 22 each year. Contractor may request removal of Recyclable Materials due to market limitations, which request will be decided by the Agreement Administrator.

Recyclable Materials currently being Collected in Collection Containers under this Agreement include all plastics #s 1 through 5, and #7, except where specifically excluded in list below:

Material Type Recyclable
(Diversion)
Nonrecyclable1
Aluminum Metal X
Foil Metal X
Steel Metal X
Tin Metal X
Bimetal Metal X
Ferrous Scrap Metal Metal X
Non-Ferrous Metal X
PET Plastic X
HDPE Natural Plastic X
HDPE Color Plastic X
PVC Plastic X
LDPE Plastic X
Polypropylene Plastic X
Polystyrene Plastic X
Film Plastics/Plastic Bags Plastic X
Expanded Polystyrene (Foam &
Rigid) Plastic X
Bioplastic Plastic X
Glass Flint Glass X
Glass Amber Glass X
Glass Green Glass X
Mixed Glass Glass X
Mixed Paper Paper X
Newspaper Paper X
Corrugated Cardboard Paper X
Tetra Pak, Aseptic Containers Paper X
1 Not recycled under this Agreement. May not be placed in Recycling Container. 261
Material Type Recyclable
(Diversion)
Nonrecyclable1
Clothes Textiles X
Nylon/Polyester/Wool/etc. Carpet X
Concrete/Rock/Soil/Fines/Drywall/etc. Building X
Wood/Lumber Building X
Electronic Waste E-waste X
List of acceptable organic materials:

1.01.1 Food waste

1.01.2 Green Waste

1.01.3 Landscape and pruning waste

1.01.4 Non-hazardous wood waste

1.01.5 Food-soiled paper that is mixed in with food waste

1.01.6 compostable food containers

1.01.7 compostable foodware
List of materials which Contractor should explore means and markets to recycle but which Service Recipient make seek, and pay for, alternative recycling markets. . Also included are all materials listed as “Non-recyclable” in table above.

1.01.1 Plastics #6 and #7

1.01.2 plastic bags, wrap and film

1.01.3 laboratory ware (plastics, glass etc.)

1.01.4 mirrors

1.01.5 porcelain and ceramics

1.01.6 glass and metal cookware/bakeware

1.01.7 hoses, cords, wires

1.01.8 paper less than 4 inches in size in any dimension

1.01.9 microwaveable trays

1.01.10 window or auto glass

1.01.11 coated cardboard
262

1.01.12 coat hangers

1.01.13 white goods (household appliances)

1.01.14 needles, syringes, IV bags or other medical supplies

1.01.15 textiles, cloth or any fabric

1.01.16 propane tanks

1.01.17 universal waste (u-waste)

1.01.18 electronic waste (e-waste)
263
EXHIBIT 6

STREET SWEEPING SERVICES

1.01.1 Manner of Service. Contractor shall provide a Complete Sweep of all Curb Miles on all publicly maintained City streets. Within any Curb Mile, Contractor shall be responsible for sweeping all curbs including Median Islands and the corners from any cross street intersecting the subject street. Contractor shall obey all laws governing the operation of the sweepers on a public street and shall perform its operations so that sweepers are traversing their routes in the normal direction of traffic.

1.01.1.1 Contractor shall furnish all materials, labor, supervision and equipment necessary to perform all work required for regularly scheduled sweeping of all public streets in the City at the frequency and within the time frames described in this Exhibit. Within 90 days of the Effective Date, Contractor shall adopt a City approved street sweeping schedule that follows the City approved refuse collection schedule, including adjustments for Holidays. Exceptions resulting from equipment breakdowns shall be immediately reported to the City with a catch-up schedule.

1.01.1.2 Contractor shall also provide an annual 50-hour time bank for unscheduled sweeping and related services or as otherwise assigned by the City upon one (1) Work Day’s notice (“Time Bank”). Contractor shall make reasonable efforts to respond to emergency incidents including vehicle accidents, illicit discharges, and other emergencies within two hours or best effort depending on the severity of the incident.

1.02 Maps; Routes. Contractor shall provide the Street Sweeping Service route maps to the City Representative upon request, within ninety (90) days from receipt of written notice. The maps shall be provided in a format that can be posted to the City website. Upon approval by the City Representative of the final Sweeper Route maps, Contractor shall develop and maintain the Sweeping Routes on a computerized mapping system that is compatible with City’s mapping system to the extent possible. Street Sweeping maps provided to the City shall be in a format that is suitable for posting to the City website. In addition the scheduled Street Sweeping day for each Residential and Commercial Service Recipient shall be recorded as part of the Contractor’s Service account database provided to the City in the Waste Reporting System.

1.03 Sweeping Method. Unsweepable items that impede sweeping, such as palm fronds, rocks, trash and debris shall be removed from the sweeping path and properly disposed of by the operator rather than driving around them. Items that impede sweeping and are immovable such as construction debris and impaired vertical or horizontal clearance by tree limbs shall be reported to the City immediately for correction.

Contractor is not responsible for areas missed due to parked cars or other personal property. Sweeper operators shall immediately report to Contractor and the City all illicit discharges observed during routes. Contractor shall train all operators to recognize illicit discharges and stormwater pollution sources prior to work as street operators and 264
annually thereafter, using City-approved training materials. Such training shall be documented and made available for review by the City.

1.03.1.1 In areas where drainage is a problem, Contractor shall make as many passes as necessary to remove debris from standing water. In addition, all sand, dirt, rocks, gravel, vegetation, and other sweepable debris shall be removed from the street during the sweeping operation. If standing water is over the top of curb, then Contractor shall not be required to sweep that specific area. Sweeper operators shall report all areas with drainage problems to Contractor and City on a monthly basis, or as deemed appropriate by Contractor.

1.03.2 When possible, Contractor shall use reclaimed or tertiary recycled water.

1.03.3 Contractor shall not discharge liquid waste from the sweeper units onto City streets or into the storm drain system.

1.03.4 Washing of sweepers on City property is prohibited. Any and all washing of sweeper units shall be compliant with this Section 1.03 of this Exhibit.

Contractor shall implement best management practices when loading water into the street sweepers to prevent any overflow/potable water discharges into the storm drain system.

1.04 Residential Streets. Contractor shall provide Street Sweeping Service for each Curb Mile of residential streets in the City once every other week in October through April and once every month May through September on a scheduled route basis.

However, in those instances where the scheduled Street Sweeping Service day falls on a Holiday, Contractor shall adjust the route schedule as set forth in Section 1.15 of this Exhibit.

1.05 Commercial Streets. Contractor shall provide Street Sweeping Service for each Curb Mile of commercial streets in the City once per week on a scheduled route basis. However, in those instances where the scheduled Street Sweeping Service day falls on a Holiday, Contractor shall adjust the route schedule as set forth in Section 1.15 of this Exhibit.

1.06 Parking Lots. Contractor shall provide Street Sweeping Service for each Curb Mile of designated parking areas shown in this Exhibit 11 in the City once per week on a scheduled route basis. However, in those instances where the scheduled Street Sweeping Service day falls on a Holiday, Contractor shall adjust the route schedule as set forth in Section 1.15 of this Exhibit. Contractor shall further provide Street Sweeping Service for the entire parking lots greater than 1 acre or more as shown this Exhibit 10 once a month. Without limiting any provision in this Agreement or Exhibit, Street Sweeping Service shall meet the requirements of Applicable Law, including, but not limited to, Street and Road Pollutant Management requirements (provisions VIII.H. 8 and 9), as set forth in RWQCB Order No. R4-2021-0105 (Regional MS4 WDR and NPDES Permit for the Los Angeles Region).
265

1.07 Change in Frequency. The City may direct Contractor to change the frequency of street sweeping for any City street. Contractor shall implement City-directed changes in frequency within fifteen (15) Work Days of receipt of written notice from the City Representative to adjust sweeping frequency. Any changes under this Article shall be treated as City-directed changes under Section 27.01 of the Agreement.

1.08 Operating Hours at Residential Streets. Contractor shall provide Street Sweeping Service on residential streets commencing no earlier than 7:00 a.m. and terminating no later than 7:00 p.m. Monday-Friday. The hours, days, or both of service may be extended due to extraordinary circumstances or conditions with the prior written consent of the City Representative. Sweeping in residential areas shall be coordinated with Collection Services to ensure that sweeping occurs after collection of all Carts has been completed on a specific street.

1.09 Operating Hours at Commercial Streets. Contractor shall provide Street Sweeping Service on commercial streets commencing no earlier than 7:00 a.m. and terminating no later than 7:00 p.m. Monday-Friday. The hours, days, or both of service may be extended due to extraordinary circumstances or conditions with the prior written consent of the City Representative.

1.10 Street Changes. City and Contractor acknowledge that it may be necessary or desirable to add or delete City streets for which Contractor will provide Street Sweeping Services or to temporarily modify sweeping schedules. City will provide notice of any such changes to Contractor which may be caused by the following:

1.10.1.1 Construction or development on or along a street.

1.10.1.2 Pavement maintenance activities, including the chip seal program or the slurry seal program.

1.10.1.3 Inclement weather when running water renders sweeping ineffective.

1.10.1.4 Special sweeping on alternative schedule.

1.10.1.5 Other legitimate reasons that make sweeping impractical as determined by the City Representative.

1.11 Street Additions. As new streets are constructed and accepted by City, City may, at City’s sole option, designate such streets as part of the City for the purposes of Street Sweeping Services. If the City Representative designates such streets as part of the City, Contractor shall provide Street Sweeping Service on such streets under the terms and conditions of this Agreement within fifteen (15) Work Days of receipt of written notice from the City Representative to begin service. Any changes under this section shall be treated as City-directed changes under Section 27.01 of the Agreement.

1.12 Street Deletions. City may require some City streets to be temporarily or permanently removed from the list of scheduled streets for which Contractor provides 266
Street Sweeping Service under this Agreement. Contractor shall immediately cease providing Street Sweeping Service to any City Street upon receipt of written notice from the City Representative to stop such service. When a City Street has been temporarily removed from the list of scheduled streets, Contractor shall resume Street Sweeping Service on such street in the next regularly scheduled cycle following the receipt of written notice from the City Representative to resume service.

1.13 Adverse Weather Conditions. Because of varying rain conditions throughout the City, Contractor may verbally request permission from the City Representative to cancel sweeping during heavy and persistent rainstorms within the City. Contractor may cancel sweeping only with the prior consent of the City Representative.

1.14 Spills. Equipment oil, hydraulic fluids, or any other liquid or debris resulting from Contractor’s operations or equipment must be covered immediately with an absorptive material and removed from the street surface. Contractor must document spillage in the Waste Reporting System and notify City’s stormwater compliance coordinator within two (2) hours of any spills resulting from Contractor’s operations or equipment. When necessary, Contractor must apply a suitable cleaning agent and cleaning technique to the street surface to provide adequate cleaning as approved by the City’s stormwater compliance coordinator to be compliant with the City’s stormwater permit. Notwithstanding the foregoing, Contractor must clean up any spillage caused by Contractor within two (2) hours upon notice from the City. If City deems necessary, Contractor must engage third-party environmental clean-up specialist to remove any equipment oil, hydraulic fluids, or any other liquid or debris that remains on street after Contractor’s own clean-up efforts. If clean-up is not conducted to satisfaction of City, City has right to engage environmental clean-up specialist to perform additional clean-up work at the expense of Contractor.

1.14.1 In the event where damage to City streets is caused by a hydraulic fluid spill (i.e., any physical damage in excess of a simple cosmetic stain caused by the spill), Contractor shall be responsible for all repairs to return the street to the same condition that existed prior to the spill. Contractor shall be responsible for all clean-up activities related to the spill. Repairs and clean-up shall be performed in a manner satisfactory to the City and at no cost to the City.

1.14.2 To facilitate immediate cleanup, Contractor’s vehicles must at all times carry sufficient quantities of petroleum absorbent materials along with a broom and shovel.

1.15 Service Route Changes. Contractor shall submit to the City Representative, in writing, any proposed route change (including maps thereof) not less than forty-five (45) days prior to the proposed date of implementation. Such changes shall also be reflected in Contractor’s printed route maps.

1.15.1.1 The City Representative may provide written comments to Contractor on such proposed change no later than ten (10) Work Days after receipt of the 267
proposal from Contractor, and Contractor shall revise the routes to reflect such comments and return them to the City Representative within ten (10) Work Days of receipt of such comments.

1.15.1.2 Contractor shall not implement any route changes without the prior written approval of the City Representative. If the approved route change will change the day on which Street Sweeping Service will occur, Contractor shall notify the affected Service Recipients of route changes not less than thirty (30) Work Days before the proposed date of implementation in a manner approved by the City Representative.

1.16 Special Events. Contractor from time to time may be requested to provide street sweeping services immediately the following City events at no charge to the City:

Labor Day parade, Halloween parade, and Thanksgiving parade.

1.17 Other City Sweep Services. If during the Term, circumstances exist that require work associated with the Street Sweeping Service program that is not specifically provided for in this Agreement, the City Representative may require Contractor to perform such other associated work (“OAW”).

1.17.1 When Contractor performs OAW, the labor, materials, and equipment used in the performance of such work shall be subject to the prior written approval of the City Representative.

1.17.2 Examples of OAW that Contractor may be required to perform include: performance of special sweeps, flood clean-up, street sanitation for parades celebrations , and similar special events not specified in Section 1.16 of this Exhibit. City requested clean-up services, work in excess of the Time Bank; street sweeping services Contractor could not have reasonably anticipated would be necessary, and any contingency where sweeper and supporting sweeper equipment could assist in a particular instance.

1.17.3 Contractor shall provide OAW at a rate of $34.00 per curb mile. For the period beginning October 1, 2022, and annually thereafter on July 1st of each year this Exhibit remains in effect, the hourly rate for Additional Work shall be automatically adjusted by the Annual Rate Adjustment.

1.18 General Provisions. All Street Sweeping Service equipment used by Contractor in the performance of services under this Agreement shall be of a high quality and of the vacuum type in conformance with the City’s MS4 Permit. The vehicles shall be designed and operated so as to prevent collected materials from escaping from them.

Hoppers shall be closed on top and on all sides with screening material to prevent collected materials from leaking, blowing or falling from the vehicles.

1.19 Vehicles.

1.19.1 Requirements. Contractor must use Street Sweeping vehicles in accordance with the collection vehicle requirements of Section 15.01.3 of the Agreement.
268

1.19.2 Vehicle Noise Level. All Street Sweeping operations shall be conducted as quietly as possible and must comply with Applicable Laws, including Federal EPA noise emission regulations, currently codified at Code of Federal Regulations, Title 40, Part 205.

1.19.3 Reserve Equipment. Contractor shall have available to it, at all times, reserve collection and Street Sweeping Service equipment that can be put into service and operation within one (1) hour of any breakdown. Such reserve equipment shall correspond in size and capacity to the equipment used by Contractor to perform Contractor’s duties under this Agreement.

1.19.4 Maintenance. All equipment shall be maintained in good mechanical condition, including brushes and brooms that shall be replaced at regular intervals. Contractor shall immediately clean any vehicle fluids (hydraulic fluids, lubricating oils, etc.) that leak or spill from equipment into the street or public right of way.

1.19.5 GPS Tracking. Sweepers shall be fitted with GPS tracking and cameras with all data accessible to City staff. Contractor shall furnish to the City at no additional cost or expense any software and equipment necessary for City to track the location of sweeping vehicles in real time and to generate reports as needed.

1.19.6 Storage. Sweeping equipment shall not be stored in the public right of way unless mechanical failure prevents immediate removal. In the event of mechanical failure, all efforts must be made to remove the equipment from the public right of way as soon as possible. The City must approve any overnight storage in public right of way. Contractor may enter into optional Storage Agreement with City to store Sweeper equipment at City facility. In the absence of such Storage Agreement with City, sweeping equipment shall not be stored on City Property.

1.19.7 Inspections. All equipment is subject to inspection by the City at any time.

1.19.8 Strobes; Alarms. All sweepers shall have an operational strobe and back-up alarm and shall conform to all City, Ventura County, State and Federal safety requirements.

1.19.9 Traffic Installations. Contractor shall supply a 24-hour message telephone number to the City Traffic Engineer so that the City can notify Contractor of traffic counter installations.

1.19.10 Traffic Counter Cables. Drivers shall be aware of their locations in order to raise their brooms and avoid destruction of traffic counter cables.

Contractor shall use due diligence to avoid traffic counter cables. 269
EXHIBIT 7

RATE REVIEW METHODOLOGY
Notes[i]
1 Current Gross Rate Apply residential and commercial rates for Similar Services[ii] 2 (Less Fixed Fees) Subtract fixed fees as applicable
“Adjusted Gross Rate” All fixed fees must be deducted from the Gross Rate prior to applying the percentage-based fees
3 Multiply by “Percent Fees” Calculate as follows: 100.00% - (Percent Fees) Customer Rate If Customer Rate = 50th percentile, parties to engage in meet and confer as specified in Section 4.08 of the Agreement Notes
[i] Apply to government entities within Ventura County with exclusive franchise agreements with private haulers. As of August 1, 2022, entities include Camarillo, Fillmore, Moorpark, Ojai, Simi Valley, Thousand Oaks, and Ventura (City).
[ii] Similar Services means the rate (i) for Residential customers, an automated Cart system utilizing one 96-gallon Cart for Solid Waste, one 96-gallon Cart for Recyclable Materials and one 96-gallon Cart for Organic Waste, once per week; and (ii) for Commercial customers, the collection of Solid Waste or Recyclable Materials using Bins and one 32-gallon Cart Organic Waste Cart per 2 cubic yards of weekly other discarded materials (Solid Waste plus Recyclable Materials), once per week. If the City of Santa Paula does not provide Similar Services as an evaluated jurisdiction, the services provided in the evaluated jurisdiction shall not apply.
(Illustrative Examples)
(Residential) (Selected Cities Only)
Detail of Fees by City
Basis Amount Basis Amount Basis Amount Basis Amount
Ojai 1/1/2021 101G $ 39.22 5.00% $ (1.94) NA $ - Fixed $ (0.50) NA $ - $ 36.78 Moorpark 1/1/2021 96G $ 38.66 6.00% $ (2.25) Fixed $ (1.20) NA $ - NA $ - $ 35.21 Ventura 9/1/2021 101G $ 37.59 7.00% $ (2.60) Fixed $ (0.39) NA $ - NA $ - $ 34.60 Simi Valley 1/1/2021 71G $ 34.82 8.00% $ (2.79) NA $ - NA $ - NA $ - $ 32.03 Camarillo 12/1/2020 96G $ 34.02 6.00% $ (2.03) Fixed $ (0.23) NA $ - NA $ - $ 31.76 Fillmore 12/1/2020 64G $ 32.33 5.00% $ (1.62) NA $ - 2.00% $ (0.65) NA $ - $ 30.06 Santa Paula 10/1/2022 96G $ 34.91 14.16% $ (4.87) 5.00% $ (1.72) 4.50% $ (1.55) Fixed $ (0.50) $ 26.27 Thousand Oaks 1/1/2022 96G $ 27.57 9.00% $ (2.48) NA $ - 10.25% $ (2.83) NA $ - $ 22.26 Calculation of Customer Rates
Ojai 1/1/2021 101G $ 39.22 $ (0.50) $ 38.72 5.00% $ (1.94) $ 36.78 Moorpark 1/1/2021 96G $ 38.66 $ (1.20) $ 37.46 6.00% $ (2.25) $ 35.21 Ventura 9/1/2021 101G $ 37.59 $ (0.39) $ 37.20 7.00% $ (2.60) $ 34.60 Simi Valley 1/1/2021 71G $ 34.82 $ - $ 34.82 8.00% $ (2.79) $ 32.03 Camarillo 12/1/2020 96G $ 34.02 $ (0.23) $ 33.79 6.00% $ (2.03) $ 31.76 Fillmore 12/1/2020 64G $ 32.33 $ - $ 32.33 7.00% $ (2.26) $ 30.07 Santa Paula 10/1/2022 96G $ 34.91 $ (0.50) $ 34.41 23.66% $ (8.14) $ 26.27 Thousand Oaks 1/1/2022 96G $ 27.57 $ - $ 27.57 19.25% $ (5.31) $ 22.26 City Effective
Date
Cart
Size
Cart
Size
Effective
Date City
Gross
Rate
Sum of
Fixed Fees
Adjusted
Gross
Rate
Customer
Rate
Franchise Fee AB 939 Fee Other Fee 1 Other Fee 2
Customer
Rate
Gross
Rate
Sum of
Percent
Fees
Amount of
Percent
Fees
270
EXHIBIT 8

COLLECTION SERVICE OPERATIONS PLAN
271
EXHIBIT 9

ADMINISTRATIVE CHARGES, PENALTIES, AND LIQUIDATED DAMAGES -0- in the “If Cured in 30 Days” column indicates that a cure period will not be provided for those breaches.

Item Amount if Not
Cured in 30 Days
If Cured in
30 Days
a. Failure to respond to each complaint within
three (3) Work Days of receipt of complaint.
$100 per incident per Service
Recipient.
b. Failure to maintain call center hours as
required by this Agreement. $100 per day. -0-
c. Failure to submit to City all reports by the
deadlines required under the provisions of
this Agreement.
$100 per day. -0-
d. Failure to include all parts of quarterly and
annual reports specified in Sections 19.02
and 19.03 in the submitted report
$100 per day. -0-
e. Failure to submit to City all payments by the
deadlines required under the provisions of
this Agreement.
1% of the total amount due if fees are
1 – 10 days late; and 10% of the total
amount due if fees are more than 10
days late.
f. Failure for Collection Container to be
compliant with specifications of Exhibit 3.
$50.00/each
Collection Container
not compliant.
-0-
g. Failure for Collection Container to be
compliant with SB 1383 labeling
requirements.
$50.00/each
Collection Container
not compliant.
-0-
h. Failure to display Contractor’s name and
customer service phone number on
Collection Vehicles.
$100 per incident
per day. -0-
i. Failure to collect a missed collection by
close of the next Work Day upon notice to
Contractor, that exceeds twenty (20) in any
Calendar Year.
$1,000 per
Calendar year, plus
$10 per customer
per day.
-0-
272
Item Amount if Not
Cured in 30 Days
If Cured in
30 Days
j. Failure to repair or replace damaged
Containers within the time required by this
Agreement, that exceeds twenty (20) in any
Calendar year.
$1,000 per Calendar year, plus $10
per incident per day.
k. Failure to maintain collection hours as
required by this Agreement. $100 per day. -0-
l. Failure to have Contractor personnel in
Contractor-provided uniforms.
$25 per day per
employee. -0-
m. Failure of Contractor to follow Recyclable
Materials and Organic Waste Contamination
and Overage procedures as set forth under
Sections 3.11 and 3.12. $100/day for failure
to implement
correction plan.

Submit for
approval to
City and
implement
plan of
correction to
City within 30
days.
n. Vehicle mechanic fluid leak (e.g. hydraulic
fluid or oil) incidents from Contractor
Collection Vehicles in excess of three (3)
during a calendar year.
$5,000 per
incident in
excess of
three (3)
o. Failure of Contractor to provide proof of
performance bond as required by this
Agreement
Agreement Default $500 per day
p. Failure of Contractor to provide proof of
insurance as required by this Agreement Agreement Default $500 per day q.

Commingling Solid Waste, Recyclables and
Organics segregated by Customer unless
excused by Agreement Administrator or as
provided in this Agreement.
$50 per first
occurrence per
Calendar Year.
$100 per second
occurrence per
Calendar Year.
$500 per third
occurrence per
Calendar Year.
-0-
273
Item Amount if Not
Cured in 30 Days
If Cured in
30 Days
$1,000 per fourth
and each additional
occurrence per
Calendar Year.
r. Failure to provide records of calculated CPI
and adjusted rates and related financial
information for the Annual Rate Adjustment.
$100 per day.

The Following Items If Not Cured Will Constitute Default Item Amount if Not
Cured in 90 Days
If Cured in
89 Days
s. Failure to conduct outreach, education and
outreach in accordance with Agreement and
approved Sustainability Plan
Agreement Default. $500 per day.
t . Failure to comply with City Municipal Code
requirements. Agreement Default. $500 per day.
u. Failure to comply with State of California or
Federal regulatory requirements. Agreement Default. $500 per day. v. Failure submit a corrective action plan as
set forth in Section 5.02. Agreement Default. $500 per day. 274
EXHIBIT 10

LIST OF CITY SERVICE UNITS/LOCATIONS
275
EXHIBIT 11

LIST OF APPROVED FACILITIES
276
EXHIBIT 12

SUSTAINABILITY AND COMPLIANCE PLAN
277

EXHIBIT B
Athens Services Proposed Rate Sheets
278
Single Family Page 1 of 7 Printed: 7/25/2022
Monthly Rate
$ 26.65
$ 29.55
$ 33.39
$ 7.74
$ 6.38
$ 6.84
10%
10%
Rate
No Charge
$ 30.47
Permanent
Service Description 1 2 3 4 5 6
1 cubic yard solid waste bin* $ 130.81 $ 212.89 $ 309.51 $ 424.82 $ 585.28 $ 634.14 2 cubic yard solid waste bin* $ 213.87 $ 380.21 $ 543.45 $ 758.76 $ 948.46 $ 1,088.54 3 cubic yard solid waste bin* $ 243.63 $ 425.58 $ 654.38 $ 853.37 $ 1,079.61 $ 1,305.88 4 cubic yard solid waste bin* $ 374.84 $ 667.84 $ 952.18 $ 1,309.08 $ 1,636.33 $ 1,900.07 Rate
$ 56.93
$ 31.88
$ 56.93
$ 31.88
Rate
$ 50.10
$ 54.65
$ 59.20
$ 63.76
City of Santa Paula Solid Waste Collection Rates - Effective October 1, 2022 Residential Single Family Services: Cart, Bin & Temporary Refuse, Recyclable & Organic Services Mandatory All Accounts Residential Cart Services
Service Description: Costs are based on the refuse container size. Service includes a refuse container + 96 Gallon Recycling Cart + 96 gallon Green Waste/Organics Container. All three service types are mandatory.

With Enhancements
Senior and low income discount
Active Military Discount
Additional Cart Services
Service Description
32 gallon solid waste cart (weekly collection)
64 gallon solid waste cart (weekly collection)
96 gallon solid waste cart (weekly collection)
Each additional 32, 64 or 96 gallon solid waste cart
Each additional 96 gallon recyclable cart (32 or 64 gallon upon request) Each additional 96 gallon green waste cart (32 or 64 gallon upon request) Household battery collection
* Any SFD solid waste bin service shall include recyclables and organic waste services. The total of recyclables plus organics must be at least 50% of the volume of the solid waste container size. Additional recycling and organics containers will be at the rates on the commercial rate sheet.

Additional SFD Collection Services
Service Description
Backyard cart service for eligible customers (Seniors, disabled, etc.) E-Waste and white goods collection
Holiday (Christmas) tree collection outside green waste container (free if inside container) Backyard cart service for ineligible customers (each cart) Residential Bin Services
Monthly Rate
Number Of Collections Per Week
4 cubic yard solid waste bin
Sharps waste collection
Temporary Bin Services Description
Service Description
Additional bin collection (per collection):

1.5 cubic yard solid waste bin
2 cubic yard solid waste bin
3 cubic yard solid waste bin
279
Multi-Family Page 2 of 7 Printed: 7/25/2022
Monthly Rate
$ 57.95
$ 61.25
$ 64.55
$ 60.75
$ 14.25
$ 23.77
10%
10%
Service Description 1 2 3 4 5 6
1 cubic yard solid waste bundle* $ 143.71 $ 235.08 $ 342.56 $ 468.61 $ 639.88 $ 699.58 2 cubic yard solid waste bundle* $ 252.60 $ 447.61 $ 644.29 $ 892.71 $ 1,115.77 $ 1,289.21 3 cubic yard solid waste bundle* $ 279.47 $ 487.91 $ 747.63 $ 977.23 $ 1,234.31 $ 1,491.42 4 cubic yard solid waste bundle* $ 447.87 $ 795.27 $ 1,143.05 $ 1,562.79 $ 1,953.35 $ 2,280.36 1 cubic yard recyclables extra bin $ 49.59 $ 86.78 $ 130.18 $ 173.13 $ 216.42 $ 259.70 2 cubic yard recyclables extra bin $ 55.79 $ 97.64 $ 146.45 $ 194.77 $ 243.47 $ 292.16 3 cubic yard recyclables extra bin $ 61.99 $ 108.48 $ 162.72 $ 216.42 $ 270.52 $ 324.63 4 cubic yard recyclables extra bin $ 96.09 $ 168.15 $ 252.21 $ 335.45 $ 419.31 $ 503.16 1 cubic yard organics extra bin $ 82.66 $ 144.65 $ 216.97 $ 288.58 $ 360.71 $ 432.86 2 cubic yard organics extra bin $ 92.98 $ 162.73 $ 244.10 $ 324.65 $ 405.81 $ 486.97 3 cubic yard organics extra bin $ 103.32 $ 180.81 $ 271.21 $ 360.71 $ 450.89 $ 541.08 4 cubic yard organics extra bin $ 160.15 $ 280.26 $ 420.38 $ 559.11 $ 698.89 $ 838.67 Rate
$ 56.93
$ 31.88
$ 56.93
$ 31.88
Rate
$ 50.10
$ 54.65
$ 59.20
$ 63.76
With Enhancements
Senior and low income discount
City of Santa Paula Solid Waste Collection Rates - Effective October 1, 2022 Residential Multi-Family Services Cart, Bin & Temporary Refuse, Recyclable & Organic Services Mandatory All Accounts Multi-Family Cart Services
Service Description: Costs are based on the refuse container size. Service includes a refuse container + 96 Gallon Recycling Cart + 96 gallon Green Waste/Organics Container. All three service types are mandatory.
32 gallon solid waste cart (weekly collection)
64 gallon solid waste cart (weekly collection)
96 gallon solid waste cart (weekly collection)
Each additional 32, 64 or 96 gallon solid waste cart
Each additional 96 gallon recyclable cart (32 or 64 gallon upon request) Each additional 96 gallon green waste cart (32 or 64 gallon upon request) Household battery collection
Active Military Discount
Multi-Family Bin Services
Monthly Rate
Number Of Collections Per Week
* Costs are based on the refuse container size. All refuse rates include an equivalent volume of recyclable materials and the equivalent of one 32-gallon organic waste cart per 2 cubic yards of refuse plus recyclable materials.

Additional MFD Collection Services
Service Description
E-Waste and white goods collection
Holiday (Christmas) tree collection outside of green waste bin 2 cubic yard solid waste, recyclables, or organics bin
3 cubic yard solid waste, recyclables, or organics bin
4 cubic yard solid waste, recyclables, or organics bin
Sharps waste collection
Temporary Bin Services Description
Service Description
Additional bin collection (per collection):
1 cubic yard solid waste, recyclables, or organics bin
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Commercial Page 3 of 7 Printed: 7/25/2022
Monthly Rate
$ 54.76
$ 57.90
$ 61.04
$ 57.90
$ 13.58
$ 22.65
Service Description 1 2 3 4 5 6
1 cubic yard solid waste bundle* $ 136.49 $ 223.58 $ 326.01 $ 446.15 $ 609.38 $ 666.28 2 cubic yard solid waste bundle* $ 240.27 $ 426.13 $ 613.58 $ 850.35 $ 1,062.94 $ 1,228.25 3 cubic yard solid waste bundle* $ 265.88 $ 464.54 $ 712.07 $ 930.90 $ 1,175.92 $ 1,420.96 4 cubic yard solid waste bundle* $ 426.38 $ 757.48 $ 1,088.94 $ 1,488.99 $ 1,861.22 $ 2,172.89 1 cubic yard recyclables extra bin $ 47.26 $ 82.71 $ 124.07 $ 165.01 $ 206.26 $ 247.52 2 cubic yard recyclables extra bin $ 53.17 $ 93.06 $ 139.58 $ 185.63 $ 232.05 $ 278.45 3 cubic yard recyclables extra bin $ 59.09 $ 103.39 $ 155.09 $ 206.26 $ 257.83 $ 309.40 4 cubic yard recyclables extra bin $ 91.58 $ 160.26 $ 240.38 $ 319.71 $ 399.64 $ 479.55 1 cubic yard organics extra bin $ 78.78 $ 137.87 $ 206.79 $ 275.04 $ 343.79 $ 412.55 2 cubic yard organics extra bin $ 88.62 $ 155.10 $ 232.65 $ 309.42 $ 386.77 $ 464.12 3 cubic yard organics extra bin $ 98.48 $ 172.33 $ 258.49 $ 343.79 $ 429.74 $ 515.70 4 cubic yard organics extra bin $ 152.63 $ 267.11 $ 400.66 $ 532.88 $ 666.10 $ 799.32 Rate
$ 169.27
$ 47.75
$ 52.09
$ 56.43
$ 60.77
$ 7.82
With Enhancements
City of Santa Paula Solid Waste Collection Rates - Effective October 1, 2022 Commercial Services: Cart, Bin, Temporary & Roll-Off
Refuse, Recyclable & Organic Services Mandatory All Accounts Commercial Cart Services
Service Description: Costs are based on the refuse container size. Service includes a refuse container + 96 Gallon Recycling Cart + 96 gallon Green Waste/Organics Container. All three service types are mandatory. 32 gallon solid waste cart (weekly collection)
64 gallon solid waste cart (weekly collection)
96 gallon solid waste cart (weekly collection)
Each additional 32, 64 or 96 gallon solid waste cart
Each additional 96 gallon recyclable cart (32 or 64 gallon upon request) Each additional 96 gallon green waste cart (32 or 64 gallon upon request) 4 cubic yard solid waste, recyclables, or organics bin
Commercial Bin Services
Monthly Rate
Number Of Collections Per Week
Service Description
Additional bin collection or dead-run:
1 cubic yard solid waste, recyclables, or organics bin
2 cubic yard solid waste, recyclables, or organics bin
3 cubic yard solid waste, recyclables, or organics bin
Temporary Bin Services Description
* Costs are based on the refuse container size. All refuse rates include an equivalent volume of recyclable materials and the equivalent of one 32-gallon organic waste cart per 2 cubic yards of refuse plus recyclable materials.

Temporary bin delivery and first collection
Temporary bin demurrage (per day - no dump in 7 days)
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Commercial Page 4 of 7 Printed: 7/25/2022
With Enhancements
City of Santa Paula Solid Waste Collection Rates - Effective October 1, 2022 Commercial Services: Cart, Bin, Temporary & Roll-Off
Refuse, Recyclable & Organic Services Mandatory All Accounts Rate
$ 259.80
$ 341.92
$ 108.51
$ 82.47
$ 129.34
Rate
$ 169.27
$ 56.43
$ 651.03
$ 15.20
$ 73.79
$ 169.27
$ 42.54
$ 169.27
$ 108.51
$ 86.81
$ 290.80
$ 273.44
$ 520.83
$ 846.34
Roll-off steam clean compactor:

Roll-Off Services
Service Description
Roll-off box rental (10, 20, 30 or 40 cubic yard)
Non-compacted collection
Compacted collection
Additional Roll-Off Services
Service Description
Roll-off and compactor repair (per hour, excluding parts) Roll-Off Disposal per Ton - Trash
Roll-Off Disposal per Ton - Recycling
Roll-Off Disposal per Ton - Organics
Roll-off box impound fee for non-permitted haulers
Roll-off plastic liner
Roll-off roll-top rental
Roll-off go-back/dry-run/redelivery/return trip/relocation fee Roll-off and compactor per day rental after 7 days without a pull Roll-off and compactor load characterization - customer requested Roll-off and compactor overweight penalty (per ton over 10 tons - plus disposal) 1x per year (each compactor)
2x or more per year (each compactor)
Roll-off same-day priority service
Roll-off "rocket-launcher" service per hour (one hour minimum) Roll-off compactor monthly lease
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Additional Service Fees Page 5 of 7 Printed: 7/25/2022
Fee Type Description Commercial/Multi-family/Roll-Off Residential Rate Account Cancellation Fee Cancelling account for non-payment. $ 35.52 $ 35.52 Account Reactivation Fee Restart service after inactivation. $ 35.52 $ 35.52 Container Redelivery Fee
Redelivering and setting up a container
previously reposessed due to nonpayment. $ 77.42 $ 26.42 Late Payment
Applies to unpaid balances at thirty
(30) days past due; payment is due
upon request. Minimum $5.00.

5.00% 5.00%
Declined Payment/Returned Check
Charge (Any Reason) Payment does not clear. $ 35.52 $ 35.52 Exchange Fee
Exchange or replacement of container
more than once per year; does not
apply to replacements caused by
damage.
$ 77.42 $ 26.42
Exchange for Bins with Metal Lids Exchange for bins with metal lids - per bin, per exchange. $ 227.70 Not Applicable
Relocation Fee Movement of container upon customer
request to different collection location. $ 77.42 Not Applicable Cleaning Fee Clean, deodorize, or remove graffiti
more than once per year. $ 77.42 $ 26.42
Damage Fee Replace customer damaged containers
(includes lost carts) $ 1,366.16 $ 113.85
Overflow Fee
If materials project above the lid/rim of
cart/container in a manner that
impedes the closure of a lid (lid does
not close completely) and/or when
materials are placed outside the
container or cart and/or allowed to
accumulate making access to the
container or cart unsafe for collection;
Photo documentation shall be provided
to City and a fee shall only be
assessed for each overflow incident
following written notice to customer
after the customer’s first overflow
event. City may review this fee
annually.
$ 54.65 $ 27.33
Overweight Fee
Materials overweight or materials that
cannot be collected with typical truck
equipment; fee shall only be assessed
for each incident following written
notice to customer after the customer’s
first overweight event.
$ 54.65 $ 27.33
City of Santa Paula Solid Waste Collection Rates - Effective October 1, 2022 Additional Service Charges All Sectors
With Enhancements
283
Additional Service Fees Page 6 of 7 Printed: 7/25/2022
Fee Type Description Commercial/Multi-family/Roll-Off Residential Rate City of Santa Paula Solid Waste Collection Rates - Effective October 1, 2022 Additional Service Charges All Sectors
With Enhancements
Contamination Fee
Container or cart shall be considered
contaminated if it contains (i) discarded
materials placed in any Container
intended for Recyclable Materials that
are not identified as acceptable
Recyclable Materials for such
Container; (ii) discarded materials
placed in any Container intended for
Green Waste or Organic Waste that
are not identified as acceptable Green
Waste or Organic Waste for such
Container; (iii) discarded materials
placed in any Container intended for
Garbage that are acceptable
Recyclable Materials and/or Organic
Waste; and (iv) any other items or
substances that are not Refuse,
Recyclable Materials, or Organic
Waste placed in any Container.
$ 227.70 $ 54.65
Demurrage Fee Cost of keeping roll-off or temporary
bin containers after 7 days. $ 8.20 $ 8.20
Lock Installation Fee
Installation of customer-requested
lock(s) within five (5) business days of
a customer request for a container lid
lock for one or more detachable
containers; the locking mechanism
may be a gravity lock or lock bar
mechanism.
$ 86.53 Not Applicable
Lock Service Fee Servicing of locked bins, per lock, per month. $ 20.31 Not Applicable
Replace Lock or Key Replace lost or stolen bin lock or key.

Per occurrence. $ 35.52 Not Applicable
Push-Out Fee: 0-25 Feet
(Per Container, Per Frequency)
Moving bins manually, mechanically or
by a specialized “scout” truck, from
their storage location to the collection
location, and returning them to their
storage location.
$ 10.70 Not Applicable
Push-Out Fee: 26 - 50 Feet
(Per Container, Per Frequency)
Moving bins manually, mechanically or
by a specialized “scout” truck, from
their storage location to the collection
location, and returning them to their
storage location.
$ 21.41 Not Applicable
Push-Out Fee: 51 - 75 Feet
(Per Container, Per Frequency)
Moving bins manually, mechanically or
by a specialized “scout” truck, from
their storage location to the collection
location, and returning them to their
storage location.
$ 32.10 Not Applicable
Push-Out Fee: 75 - 100 Feet
(Per Container, Per Frequency)
Moving bins manually, mechanically or
by a specialized “scout” truck, from
their storage location to the collection
location, and returning them to their
storage location.
$ 42.81 Not Applicable
Push-Out Fee: 100+ Feet
(Per Container, Per Frequency)
Moving bins manually, mechanically or
by a specialized “scout” truck, from
their storage location to the collection
location, and returning them to their
storage location.
$ 53.51 Not Applicable
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Additional Service Fees Page 7 of 7 Printed: 7/25/2022
Fee Type Description Commercial/Multi-family/Roll-Off Residential Rate City of Santa Paula Solid Waste Collection Rates - Effective October 1, 2022 Additional Service Charges All Sectors
With Enhancements
Bulky Item Collection - First Two Items
per Year
Collection of the first two bulky items
per year. If bulky items are not set-out
on the agreed-upon date and time,
then dead-run charges will apply.
$ 45.54 No Charge
Bulky Item Collection - Each Additional
Item after First Two Items per Year
Collection of additional bulky items
after the first two per year. If bulky
items are not set-out on the agreedupon date and time, then dead-run charges will apply.
$ 22.77 $ 15.94
Enclosure Fee
Services to address impeded collection
of bin(s), including but not limited
entering secured building by unlocking
and locking gates; accessing bin(s) for
collection via intercom or security
office; etc.
$ 22.77 Not Applicable
Extra Collection Fees
Returning to collection location when
bins are not available during scheduled
collection date or number of times
needed to collect waste exceeds the
agreed-upon number of collections per
week.
$ 54.65 $ 27.33
Dead-Run or "Go-Back" Returning to customer location after scheduled service time. $ 54.65 $ 27.33
Stand-By or Delay Time Charge for each 15 minutes the driver is delayed. $ 45.54 $ 45.54
Bin Enclosure Clean up Clean up of the area surrounding the bins in the trash enclosure (per bin). $ 35.52 Not Applicable Custom Bin Fabrication Charge (Per
Cubic Yard) Customer requires a specialized bin. $ 546.47 Not Applicable Certificate of Destruction Provide customer with certificate of destruction. $ 159.39 $ 159.39
285

EXHIBIT C
July 28, 2022 Athens Services Letter
286
14048 Valley Blvd., City of Industry, CA 91746
(888) 336-6100
July 28, 2022
VIA EMAIL ([email protected])
Clete J. Saunier
Public Works Director, City of Santa Paula
970 Ventura Street
Santa Paula, CA 03061
Re: Draft Solid Waste Franchise Agreement with Athens Services Clete:

Thank you for the opportunity to comment on the recommendation of your department to approve the mutually negotiated draft Solid Waste Franchise Agreement (“Agreement”) between the City and Athens Services (“Athens”). We also thank the members of the City Council’s Ad Hoc committee, who assisted in bringing us to this point over months of hard work.

We applaud the way the City has approached changing regulations and new programs. The Agreement will provide cutting-edge services, in compliance with SB 1383 and at favorable rates. Among other elements of the Agreement, we note:
 On a net basis, i.e., the portion of the rates attributable to Athens’ collection services net of City fees, the City’s rates for the most common residential and commercial services will increase $3.15 for 96- gallon cart residential service and reduce $7.37 for “1-3-1” commercial service. To put these savings into context, on February 1, 2020, Maria West, Deputy Director of Public Affairs for CalRecycle, reported “SB 1383 compliance could require potentially significant rate increases in some jurisdictions.

The average cost increase to households is estimated at $3 to $5 per month, while the average increase to businesses is estimated at $70 to $90 per month.”1 The City asked for competitive pricing, and Athens delivered.
 In addition to competitive rates, Athens (1) is providing street sweeping services free of charge; (2) will pay an annual $50,000 “Community Benefit Fee” (which increases $5,000 every 5 years, for a total of $1.5 million over the term of the Agreement); (3) increased the number of free public container collection service from 105 locations to 205 locations; (4) will now host two household hazardous waste and two e-waste collection events per year; (5) will provide service for 50 free illegal dumping collection requests; and (6) will participate in regular performance reviews and pay 50% of the City’s costs.  In support of SB 1383, Athens will secure disposal and processing capacity at facilities for City waste and seek to maximize diversion. Relatedly, Athens will be providing new carts for customers and invest in a state-of-the-art vehicle fleet where the average age of every collection vehicle in the City will be an average of 10 years, with no vehicle older than 13 years.  Also, with respect to SB 1383, Athens will staff a Sustainability/Compliance Representative to conduct site visits and provide outreach and education in support of meeting diversion requirements—and

1 See https://www.westerncity.com/article/what-cities-need-know-about-sb-1383-and-funding-organic-waste-management (last accessed July 28, 2022).
287